Director Shareholding

Smiths Group PLC
04 August 2004

04 August 2004

Schedule 11 - Notification of interests of Directors and Connected Persons

1          Name of company: Smiths Group plc

2          Names of directors:

Lawrence Henry Neil Kinet

John Langston

Einar Lindh

3          Please state whether notification indicates that it is in respect of
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non-beneficial interest: n/a

4          Name of registered holder(s) and, if more than one holder, the number
of shares held by each of them (if notified): Directors

5          Please state whether notification relates to a person(s) connected
with the director named in 2 above and identify the connected person(s): n/a

6          Please state the nature of the transaction. For PEP transactions
please indicate whether general/single co PEP and if discretionary/non
discretionary:

Allotment following exercise of share options granted under the 2001 Issue of
the Smiths Industries (1982) SAYE Share Option Scheme (an Inland Revenue
approved savings-related share option scheme).

7          Number of shares/amount of stock acquired:

Lawrence Henry Neil Kinet         1,593 shares

John Langston                     1,593 shares

Einar Lindh                       1,593 shares

8          Percentage of issued class:

Lawrence Henry Neil Kinet                 <0.01%

John Langston                             <0.01%

Einar Lindh                               <0.01%

9          Number of shares/amount of stock disposed: n/a

10         Percentage of issued class: n/a

11         Class of security: Ordinary shares of 25p

12         Price per share:  608p (option exercise price)

13         Date of transaction: 04/08/2004

14         Date company informed: 04/08/2004

15         Total holding following this notification:

Lawrence Henry Neil Kinet       11,561 shares

John Langston                   82,954 shares

Einar Lindh                     93,003 shares

16         Total percentage holding of issued class following this notification:

Lawrence Henry Neil Kinet                 <0.01%

John Langston                             <0.02%

Einar Lindh                               <0.02%

If a director has been granted options by the company, please complete the
following fields:

17         Date of grant:

18         Period during which or date on which exercisable:

19         Total amount paid (if any) for grant of the option:

20         Description of shares or debentures involved: class, number:

21         Exercise price (if fixed at time of grant) or indication that price
is to be fixed at time of exercise:

22         Total number of shares or debentures over which options held
following this notification:

23         Contact name for queries: Neil Burdett

24         Contact telephone number: 020 8457 8229

25         Name of company official responsible for making notification: Neil
Burdett - Assistant Secretary




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