Holding in Company

Smith WH PLC
8 September 2000

                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     WH SMITH PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     CGNU PLC

3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named in 2 above or in respect of a 
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

     SEE LETTER BELOW DATED 7 SEPTEMBER 2000

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

     SEE LETTER BELOW DATED 7 SEPTEMBER 2000

5)   Number of shares/amount of stock acquired.

     N/A

6)   (N/A %) of issued Class

7)   Number of shares/amount of stock disposed

     N/A

8)   (N/A %) of issued Class

9)   Class of security

     ORDINARY SHARES OF 55 5/9 PENCE EACH

10)  Date of transaction

     N/A

11)  Date company informed

     8 SEPTEMBER 2000

12)  Total holding following this notification

     7,533,086
               
13)  Total percentage holding of issued class following this notification

     3.00%

14)  Any additional information



15)  Name of contact and telephone number for queries

     W.J. THOMAS     [phone]

16)  Name and signature of authorised company official responsible for 
     making this notification

     Date of Notification .....8 SEPTEMBER 2000.......................




Letter To:    W.H. Smith Plc
Letter Dated: 7 September 2000

W H SMITH PLC (THE 'COMPANY')

This notification supercedes our previous notification to you dated 1 August
2000.

This notification relates to issued ordinary shares of 55.555555p each in the
capital of the Company (the 'shares') and is given in fulfilment of the
obligations imposed by sections 198 to 202 of the Companies Act 1985 (the
'Act').

1.  Notification on behalf of CGNU plc

1.1 We hereby notify you on behalf of CGNU plc that immediately after the time  
   when the obligation to make this notification arose CGNU plc were            
  interested in 7,533,086 shares.

1.2 The identity of the registered holders of the shares to which this
    notification relates and the number of shares held by each of them are set  
   out in the Appendix below.



APPENDIX

REGISTERED HOLDERS                             NUMBER OF SHARES HELD

BNY (Nominees) Limited                            5,900 (material)

BNY Norwich Union Nominees Limited              161,591 (material)

Chase GA Group Nominees Limited               4,515,085 (material)

CUIM Nominee Limited                          2,850,510 (material)

TOTAL PERCENTAGE INTEREST: 3.00%      

ISSUED SHARE CAPITAL ON WHICH THIS NOTIFICATION 15 BASED: 250,761,932