Director/PDMR Shareholding

SMG PLC
31 October 2005

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)

     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)
     Fru Hazlitt (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         1,501,305        (includes options and connected
                                            person interests)

     Andrew Flanagan       3,102,885        (includes options and connected
                                            person interests)

     George Watt           1,094,387        (includes options and connected
                                            person interests)


     Peter McGrath            16,035
     Callum Spreng             1,902
     Fru Hazlitt                 264

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                  136                  136
     Andrew Flanagan                136                  136
     George Watt                    136                  136
     Peter McGrath                  136                  136
     Callum Spreng                  135                  135
     Fru Hazlitt                    135                  135

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%             0.00004%
     Andrew Flanagan             0.00004%             0.00004%
     George Watt                 0.00004%             0.00004%
     Peter McGrath               0.00004%             0.00004%
     Callum Spreng               0.00004%             0.00004%
     Fru Hazlitt                 0.00004%             0.00004%

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
     
     £0.925

14.  Date and place of transaction

     28 October 2005

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              1,501,577             0.47759%
     Andrew Flanagan            3,103,157             0.98699%
     George Watt                1,094,659             0.34817%

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

     Peter McGrath                 16,307             0.00519%
     Callum Spreng                  2,172             0.00069%
     Fru Hazlitt                      534             0.00017%


16.  Date issuer informed of transaction

     28 October 2005

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

31 October 2005




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