Offer Update

Smith & Nephew Plc
21 August 2003

21 August 2003



          SMITH & NEPHEW INFORMED OF SEC INFORMAL INVESTIGATION INTO
                              CENTERPULSE ACCOUNTING


Smith & Nephew has been informed by Centerpulse AG that the US Securities and
Exchange Commission is conducting an informal investigation into certain
Centerpulse accounting issues. Smith & Nephew has no further details to impart
at this time.


Smith & Nephew announced recently that it does not intend to increase its offers
for Centerpulse and InCentive Capital. Under Swiss law Smith & Nephew's offers
for the two companies remain open until 27 August 2003.



Enquiries

Angie Craig                                            Tel: [phone]
Smith & Nephew

David Yates                                            Tel: [phone]
Financial Dynamics


United States of America



The offer for Centerpulse shares is being made in the United States only through
a prospectus/offer to exchange, which is part of a registration statement filed
with the SEC by Smith & Nephew Group. Centerpulse shareholders who are US
persons or are located in the United States are urged to read the registration
statement, including the prospectus/offer to exchange included therein, and the
other documents filed, or to be filed, with the SEC by Smith & Nephew Group or
Centerpulse relating to the Centerpulse offer, because they contain important
information about the Centerpulse offer. You may obtain a free copy of these
documents from the SEC's Web site at www.sec.gov. You may also obtain this
information from Morrow & Co., Inc., the US information agent for the
Centerpulse offer, at [phone], or by e-mail at
[e-mail]




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