Director/PDMR Shareholding

SMG PLC
19 July 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 discharing 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)
       Allan Shiach (Non Executive Director)
       Christine Costello (Person Discharging Managerial Responsibilities)
       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 responsibilties/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 referrred 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 1,539,477 (includes options and connected person
       interests)

       Andrew Flanagan 3,193,974 (includes options and connected person
       interests)

       George Watt 1,092,870 (includes options and connected person interests)

       Allan Shiach 12,532

       Christine Costello 1,481

       Peter McGrath 15,006

       Callum Spreng 1,092


8.     State the nature of the transaction

       Acquisition under Dividend Reinvestment Plan and also under Dividend
       Reinvestment Plan through Share Incentive Plan (SIP)


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

       Dividend Reinvestment Plan (DRIP)

       Donald Emslie                  884
       Andrew Flanagan              1,379
       George Watt                    638
       Allan Shiach                   194
       Christine Costello              23
       Peter McGrath                  150
       Callum Spreng                    0

       Dividend Reinvestment Plan (DRIP - SIP)

       Donald Emslie                   79
       Andrew Flanagan                 79
       George Watt                     79
       Allan Shiach                     0
       Christine Costello               0
       Peter McGrath                   79
       Callum Spreng                    8


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

       Dividend Reinvestment Plan (DRIP)

       Donald Emslie               0.00028%
       Andrew Flanagan             0.00044%
       George Watt                 0.00020%
       Allan Shiach                0.00006%
       Christine Costello          0.00000%
       Peter McGrath               0.00004%
       Callum Spreng               0.00000%

       Dividend Reinvestment Plan (DRIP - SIP)

       Donald Emslie               0.00002%
       Andrew Flanagan             0.00002%
       George Watt                 0.00002%
       Allan Shiach                0.00000%
       Christine Costello          0.00000%
       Peter McGrath               0.00002%
       Callum Spreng               0.00000%


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

       DRIP                          £0.9587
       DRIP - SIP                    £0.9625



14.    Date and place of transaction

       13 July 2005


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

       Donald Emslie              1,540,440            0.49004%
       Andrew Flanagan            3,195,432            1.01651%
       George Watt                1,093,587            0.34789%
       Allan Shiach                  12,726            0.00405%
       Christine Costello             1,504            0.00048%
       Peter McGrath                 15,235            0.00485%
       Callum Spreng                  1,100            0.00035%


16.    Date issuer informed of transaction

       19 July 2005

If a person discharging managerial responsibilites 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 optio

       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

19 July 2005



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