[LOGO] ORATEC INTERVENTIONS, INC.


                               3700 Haven Court
                         Menlo Park, California 94025

                                                              February 22, 2002

To ORATEC Interventions, Inc. Stockholders:

   We are pleased to inform you that on February 13, 2002 ORATEC Interventions,
Inc. ("ORATEC") entered into a merger agreement with Smith & Nephew, Inc.
("Smith & Nephew") and Orchid Merger Corp., a wholly-owned subsidiary of Smith
& Nephew ("Purchaser") pursuant to which Purchaser has today commenced a cash
tender offer to purchase all of the outstanding shares of ORATEC common stock,
including the associated preferred stock purchase rights issued pursuant to the
Preferred Shares Rights Agreement dated as of November 28, 2000 and as amended
on February 13, 2002 by and between ORATEC and American Stock Transfer & Trust
Co., the rights agent (collectively, the "Shares") for $12.50 per share, net to
the seller, in cash, without interest.

   The tender offer is conditioned on the minimum tender of a majority of the
Shares (on a fully diluted basis) as well as other conditions described in the
offering materials enclosed with this letter. Those materials also describe
Smith & Nephew's commitment to complete its acquisition of ORATEC, once the
tender offer is successfully consummated, through a merger in which all Shares
not purchased in the tender offer will be converted into the right to receive
the same net price as is paid in the tender offer.

   Current directors, executive officers and certain other stockholders of
ORATEC have individually agreed to tender their Shares pursuant to Stockholder
Agreements, each dated February 13, 2002. These Shares, in total, represent
approximately 13.99% of the outstanding Shares as of February 8, 2002.

   Your Board of Directors has unanimously approved the merger agreement and
unanimously determined that the terms of Smith & Nephew's tender offer are fair
to, and in the best interests of, ORATEC's stockholders and unanimously
recommends that you accept the Smith & Nephew offer by tendering all of your
Shares pursuant to the offer.

   Enclosed with this letter is a Solicitation/Recommendation Statement on
Schedule 14D-9 containing the recommendation of ORATEC's Board of Directors and
explaining the reasons behind it, as well as the background to the transaction
and other important information. Included as Annex B to our Schedule 14D-9 is
the written opinion, dated February 13, 2002, of J.P. Morgan Securities Inc.,
ORATEC's financial advisor, to the effect that, as of that date and based on
and subject to the matters stated in such opinion, the $12.50 per share cash
consideration to be received by the holders of ORATEC capital stock in the
proposed transactions was fair, from a financial point of view, to such
stockholders.

   Also enclosed with this letter are Smith & Nephew's Offer to Purchase, a
Letter of Transmittal for use in tendering Shares and other related documents.

   Please give all of the enclosed tender offer materials, which are being
filed today with the Securities and Exchange Commission, your careful
consideration.

                                          Sincerely,



                                          /s/ Kenneth W. Anstey
                                          Kenneth W. Anstey
                                          President and Chief Executive Officer

                                          /s/ Nancy V. Westcott
                                          Nancy V. Westcott
                                          Chief Financial Officer
                                          and Vice President, Administration