Director Shareholding

Smith & Nephew Plc
23 May 2003

23 May 2003

The Secretary
London Stock Exchange
RNS
Old Broad Street
London
EC2N 1HP

Dear Sirs,

Dealing by Directors in Ordinary shares of Smith & Nephew plc

We have been notified of the following transactions by Directors of Smith &
Nephew plc:

Mr C J O'Donnell:

• Acquired 14 Ordinary shares of 122/9 pence each in Smith & Nephew plc, by
re-investment of a dividend, paid on 16 May 2003, through an ISA.  Each share
was purchased at 411.5 pence on 16 May 2003.

• Acquired 560 Ordinary shares of 122/9 pence each in Smith & Nephew plc
and Mrs. M O'Donnell 293 Ordinary Shares, by re-investment of a dividend, paid
on 16 May 2003.  Each share was purchased at 416.1 pence on 16 May 2003.

Mr C J O'Donnell now has an interest in 123,003 shares representing 0.013% of
the issued share capital.

Mr P Hooley acquired 14 Ordinary shares of 122/9 pence each in Smith & Nephew
plc, by re-investment of a dividend, paid on 16 May 2003, through an ISA.  Each
share was purchased at 411.5 pence on 16 May 2003.

Mr P Hooley now has an interest in 111,585 shares representing 0.012% of the
issued share capital.



Yours faithfully,



P.R Chambers
Company Secretary


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