Holding in Company

Smith WH PLC
29 March 2001


                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

WH SMITH PLC


2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

PRUDENTIAL PLC


3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named in 2 above or in respect of a 
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

SEE LETTER BELOW DATED 28 MARCH 2001


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

SEE LETTER BELOW DATED 28 MARCH 2001


5)   Number of shares/amount of stock acquired.

N/A


6)   (   %) of issued Class


7)   Number of shares/amount of stock disposed

N/A


8)   (    %) of issued Class


9)   Class of security

ORDINARY SHARES OF 55 5/9 PENCE EACH


10)  Date of transaction

N/A

11)  Date company informed

28 MARCH 2001


12)  Total holding following this notification

NOT SUPPLIED

               
13)  Total percentage holding of issued class following this notification

LESS THAN 3%


14)  Any additional information



15)  Name of contact and telephone number for queries

W THOMAS [phone]


16)  Name and signature of authorised company official responsible for 
     making this notification  

     I HOUGHTON

     Date of Notification .... 29 MARCH 2001 ....



LETTER TO: W.H. SMITH PLC

Companies Act 1985 (as amended):
Disclosure of Interests in Shares

In accordance with Part VI of the Companies Act 1985 (as amended) (the 'Act'),
we write to inform you that Prudential plc and all of its subsidiary companies,
no longer have a notifiable interest in the issued share capital of your
company:

For the purposes of S210 of the Act, the address for those companies identified
herein is Laurence Pountney Hill London EC4R 0HH.

LETTER FROM: M & G INVESTMENT MANAGEMENT LIMITED