Director Shareholding

Smith(David S)(Holdings) PLC
27 July 2001


To Company Announcements Office

In pursuance of the Company's obligations under Section 329 of the Companies Act
1985 and Chapter 16, paragraphs 16.13(a) and 16.13(c) of the Listing Rules, I
hereby notify you of the following Directors share transactions which occurred
on 27 July 2001:-

1) The following Directors were granted Unapproved options on 27 July 2001 over
ordinary shares of the Company under the 1999 Executive Share Option Scheme at
an exercise price of 149p per share subject to satisfying the performance
criteria contained in the rules of the Scheme.
 
Director:          Options Granted:       Total Shares under Option
                                          (following this Grant)

J P Williams          288,550                   1,120,210
D F Buttfield         147,650                     661,480 
A D Thorne            201,300                     601,300


Name and signature of authorised
FOR AND ON BEHALF OF DAVID S. SMITH (HOLDINGS) PLC
Company official responsible for making this notification:
Carolyn Cattermole, Company Secretary 
Date of this notification: 27 July 2001