WASHINGTON, D.C. 20549

                       Report of Foreign Private Issuer
                       Pursuant to Rule 13a-16 or 15d-16
                       of the Securities Exchange Act of

                                April 25, 2002

                              SMITH & NEPHEW plc
                              (Registrant's name)

                                  Heron House
                                15 Adam Street
                            London, England WCN 6LA
             (Address of registrant's principal executive offices)

         [Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.]

                           Form 20-F  X                  Form 40-F
                                     ---                           ---

         [Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing information to
the Commission pursuant to Rule 12g3-2 (b) under the Securities Exchange Act
of 1934.]

                           Yes                              No  X
                                ---                             ---

         If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2 (b) : 82- n/a.

                                                               Total Pages: 2

22 April 2002

The Secretary
London Stock Exchange
Company Announcement Office
Old Broad Street

Dear Sirs,

Smith & Nephew plc has been notified today, pursuant to Section 198 of the
Companies Act 1985 (as amended), by FMR Corp and Fidelity International
Limited that they have a notifiable interest in 89,466,838 ordinary shares of
12 2/9p each in the Company representing 9.65% of the issued share capital of
the Company.

Yours faithfully,

J.V. Sutton
Assistant Company Secretary