Director Shareholding

Smiths Group PLC
27 March 2002


27 March 2002

The Company has today been informed by the trustee of the TI Group Jersey
Employee Share Trust (the 'Trustee') that, between 20 and 26 March 2002, its
interest in Ordinary Shares of 25p in Smiths Group plc had been reduced from
4,834,000 to 2,484,000, by the termination of the Trustee's right to acquire a
total of 2,350,000 Smiths shares and their sale at an average price of 781p per
share.

As a consequence of the sale, the technical interest that two directors of
Smiths Group plc (Messrs J Langston and D P Lillycrop) have in the shares held
by the Trustee has reduced accordingly.


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