Director S/holding-Replacemnt

Smith(David S)(Holdings) PLC
14 August 2001


  THE ISSUER ADVISES THAT THE FOLLOWING REPLACES THE DIRECTORS SHAREHOLDING
   ANNOUNCEMENT RELEASED ON 13 AUGUST 2001 AT 14.58 UNDER RNS NUMBER 4177I

  TOTAL SHAREHOLDING SHOULD HAVE BEEN 345,000 (BEING 0.11%) AND NOT 335,000
                         (0.10%) AS PREVIOUSLY STATED



   ALL OTHER DETAILS REMAIN UNCHANGED - THE FULL AMENDED TEXT APPEARS BELOW

                                 SCHEDULE 11

         NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

David S. Smith (Holdings) PLC

2) Name of director

Antony Peverell Hichens

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 or in respect of a
non-beneficial interest

Spouse

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

Sczerina Hichens

5) Please state whether notification relates to a person(s) connected
with the Director named in 2 above and identify the connected person(s)

Sczerina Hichens - Spouse of Antony Peverell Hichens

6) Please state the nature of the transaction. For PEP transactions
please indicate whether general/single co PEP and if discretionary/non
discretionary

Purchase of Ordinary Shares

7) Number of shares/amount of
stock acquired

20,000

8) Percentage of issued class

0.0062%

9) Number of shares/amount
of stock disposed

10) Percentage of issued class

11) Class of security

ordinary shares

12) Price per share

162p

13) Date of transaction

13 August 2001

14) Date company informed

13 August 2001

15) Total holding following this notification

345,000

16) Total percentage holding of issued class following this notification

0.11%

If a director has been granted options by the company please complete the
following boxes

17) Date of grant

18) Period during which or date on which exercisable

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

20) Description of shares or debentures involved: class, number

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

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

23) Any additional information

24) Name of contact and telephone number for queries

Angela Hunter, 7932 5032

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

Carolyn Cattermole, Company Secretary

Date of Notification 13 August 2001