Director/PDMR Shareholding

SMG PLC
01 August 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)

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 in 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         1,540,440     (includes options and connected   
                                            person interests)

       Andrew Flanagan       3,195,432     (includes options and connected
                                            person interests)

       George Watt           1,093,587     (includes options and connected
                                            person interests)

       Peter McGrath            15,235

       Callum Spreng             1,100


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                      136                  136

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%

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

       £0.92

14.    Date and place of transaction

       29 July 2005

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

       
                            Total      Total %age
                           Holding      Holding

       Donald Emslie      1,540,712     0.49012% (includes options and connected
                                                  person interests)

       Andrew Flanagan    3,195,704     1.01660% (includes options and connected
                                                  person interests)
      
       George Watt        1,093,859     0.34797% (includes options and connected
                                                  person interests)
      
       Peter McGrath         15,507     0.00493%

       Callum Spreng          1,372     0.00043%


16.    Date issuer informed of transaction

       1 August 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

1 August 2005




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