Suspension of discussions

Smith WH PLC
22 June 2004

                                                                    22 June 2004

                                  WH Smith PLC

                     Suspension of discussions with Permira

                         Divestment of Hodder Headline


Further to the announcements made on 18 April and 22 April 2004, the Board of WH
Smith PLC ('WHSmith' or the 'Company') announces that Permira has advised the
Company that it is highly unlikely that it will make an offer for WHSmith at
371p per share.

Permira has informed the Company that it has been advised by the Chairman of the
Trustees of the WHSmith Pension Trust that a substantial cash contribution to
the pension fund would be required in the context of an offer for the Company
financed by a significant level of borrowings with security over the Company's
assets. In light of these developments, the Company has suspended discussions
with Permira pending clarification of the level of any possible offer for the
Company.

This statement is not being made with the agreement or approval of Permira.

The Board also announces its intention to sell or demerge its publishing
business, Hodder Headline, before the end of 2004. Hodder Headline has performed
strongly under WHSmith ownership and this performance continues in the current
financial year. The Board believes that a separation of Hodder Headline from
WHSmith will create value for WHSmith shareholders and will accelerate
opportunities for Hodder Headline itself.

The Company is in discussions with a number of parties who have expressed an
interest in purchasing Hodder Headline. If Hodder Headline is sold, it is the
Company's intention to return cash to shareholders. As an alternative to a sale,
a demerger would provide existing WHSmith shareholders with a direct interest in
an excellent business and the opportunity to participate in any further value
gains arising from growth opportunities. Upon any divestment of Hodder Headline,
it is expected that the Trustees of the WHSmith Pension Trust will require a
cash contribution to be made to the WHSmith Pension Trust.

The Company confirms that it is currently trading in line with its expectations.

Commenting today, Kate Swann, Group Chief Executive, said:

'Hodder Headline is a premier publisher which has performed well for the past
five years under Tim Hely Hutchinson's management. The Board believes that a
sale or demerger of Hodder Headline will not only realise value for WHSmith's
shareholders but will also allow Hodder Headline to fulfil its ambitions more
effectively within the global publishing arena.

'With the exit from the USA, the sale of our ASPAC businesses and the demerger
or sale of Hodder Headline, the Group structure is being radically sharpened.
These strategic actions enable a greater focus on our core retail and news
businesses.'

                                     -Ends-

Enquiries:

WH Smith PLC
Mark Boyle                Investor Relations        020 7514 9630
Louise Evans              Media Relations           020 7514 9624

Brunswick
Louise Charlton                                     020 7404 5959
Tom Buchanan

Notes to Editors:

WHSmith Pension Trust

1. The WHSmith Pension Trust is separate to the Company and the Trustees have a
fiduciary duty to protect the interests of the fund members.
2. Under the terms of the WHSmith Pension Trust, the Trustees determine the
level of Company contributions to the fund.

Agreement between the Company and the WHSmith Pension Trustees

1. On 16 October 2003 WHSmith announced that it had reached agreement with the
Trustees of the WHSmith Pension Trust to increase substantially the
contributions to fund the pension fund deficit.
2. Annual cash contributions of £42m were approved for the year ending 31
August 2004 with future contributions subject to annual review.

WHSmith Pension Deficit

In the WH Smith PLC Interim Results press release, published on 22 April 2004,
the total deficit in the Company's pension schemes was £190m (£133m net of
deferred tax) as at 29 February 2004.

Hodder Headline

Hodder Headline is one of the UK's largest and most diverse book publishers,
with strong positions in both consumer and educational publishing. It has
operations in the UK, Australia and New Zealand and employs 833 people
worldwide. In the year to August 2003 it generated sales of £144 million and
operating profits of £19 million. Authors published by Hodder Headline include
James Patterson, Martina Cole, Pete McCarthy and Stephen King.

Releases scheduled for the second half of 2004 include London Bridges by James
Patterson, Volume 4 and 5 of Stephen King's masterwork The Dark Tower, Winning!
By Clive Woodward, So Me by Graham Norton, Gazza - My Story by Paul Gascoigne
and My World by England rugby hero Jonny Wilkinson. This month, Hodder Headline
author Angela Levy has been awarded the prestigious Orange prize for her novel,
Small Island.





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