Director/PDMR Shareholding

SMG PLC
02 May 2006


NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY AND CONNECTED PERSONS


This form is intended for use by an issuer to make an RIS notification required
by DR 3.1.4R(1)


(1)   An issuer making a notification in respect of a transaction relating to
      the shares or debentures of the issuer should complete boxes 1 to 16, 23
      and 24.


(2)   An issuer making a notification in respect of a derivative relating to the
      shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23
      and 24.


(3)   An issuer making a notification in respect of options granted to a
      director/person discharging managerial responsibilities should complete
      boxes 1 to 3 and 17 to 24.


(4)   An issuer making a notification in respect of a financial instrument
      relating to the shares of the issuer (other than a debenture) should
      complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.


Please complete all relevant boxes in block capital letters.

1.    Name of the issuer

      SMG plc


2.    State whether the notification relates to

      (i)    a transaction notified in accordance with DR 3.1.4R(1)(a); or
      (ii)   DR 3.1.4(r)(1)(b) a disclosure made in accordance with section 324
             (as extended by section 328) of the Companies Act 1985; or
      (iii)  both (i) and (ii)

      (iii)  Relates to both (i) and (ii)


3.    Name of person discharging managerial responsibilities/director
      
      Donald Emslie    (Director)
      Andrew Flanagan  (Director)
      George Watt      (Director)
      Peter McGrath    (Person Discharging Managerial Responsibilities)
      Callum Spreng    (Person Discharging Managerial Responsibilities)


4.    State whether notification relates to a person connected with a person
      discharging managerial responsibilities/director named in 3 and identify
      the connected person

      N/A


5.   Indicate whether the notification is in respect of a holding of the person
     referred to in 3 or 4 above or in respect of a non-beneficial interest

     Notification is respect of holdings of the persons referred to in 3 above


6.   Description of shares (including class), debentures or derivatives or
     financial instruments relating to shares

     Ordinary shares of 2.5 pence each


7.   Name of registered shareholder(s) and, if more than one, the number of
     shares held by each of them

     Donald Emslie        1,523,640 (includes options and
                                     connected person interests)

     Andrew Flanagan      3,138,176 (includes options and
                                     connected person interests)

     George Watt          1,232,123 (includes options and
                                     connected person interests)
     Peter McGrath           17,950

     Callum Spreng            3,622



8.   State the nature of the transaction

     Acquisition by SMG SIP Trustees Limited, the Trustee of the SMG plc Buy! &
     Match! Plan (SIP) of Partnership Shares and allotment by SMG plc of
     Matching Shares.

9.   Number of shares, debentures or financial instruments relating to the
     shares acquired
                            Partnership Shares       Matching Shares

     Donald Emslie                  141                     70
     Andrew Flanagan                141                     70
     George Watt                    141                     70
     Peter McGrath                  141                     70
     Callum Spreng                  141                     70


10.  Percentage of issued class acquired (treasury shares of that class should
     not be taken into account when calculating percentage)

                            Partnership Shares       Matching Shares

      Donald Emslie                0.00004%              0.00002%
      Andrew Flanagan              0.00004%              0.00002%
      George Watt                  0.00004%              0.00002%
      Peter McGrath                0.00004%              0.00002%
      Callum Spreng                0.00004%              0.00002%


 11.  Number of shares, debentures or financial instruments relating to shares
      disposed
      
      N/A


 12.  Percentage of issued class disposed (treasury shares of that class should
      not be taken into account when calculating percentage)
      
      N/A

13.   Price per share or value of transaction
      
      £0.8875
      
14.   Date and place of transaction

      28 April 2006


15.   Total holding following notification and total percentage holding
      following notification (any treasury shares should not be taken into
      account when calculating percentage)

      Donald Emslie       1,523,851          0.48370%

      Andrew Flanagan     3,138,387          0.99619%

      George Watt         1,232,334          0.39117%

      (the above figures for Donald Emslie, Andrew Flanagan and George Watt
      includes options and connected person interests)

      Peter McGrath          18,161          0.00576%

      Callum Spreng           3,833          0.00122%


16.   Date issuer informed of transaction

      28 April 2006


If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes

17.   Date of grant

      N/A


18.   Period during which or date on which it can be exercised

      N/A


19.   Total amount paid (if any) for grant of the option

      N/A


20.   Description of shares or debentures involved (class and number)

      N/A


21.   Exercise price (if fixed at time of grant) or indication that price is to
      be fixed at the time of exercise

      N/A


22.   Total number of shares or debentures over which options held following
      notification

      N/A


23.   Any additional information

      N/A


24.   Name of contact and telephone number for queries

      Sara Clarke - Company Secretary
      0141 300 3074


Name of duly authorised officer of issuer responsible for making notification

Sara Clarke - Company Secretary

Date of notification

2 May 2006




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