SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a -16 or 15d -16 of the Securities Exchange Act of 1934 Report on Form 6-K for the month of February 2004 The BOC Group plc Chertsey Road, Windlesham, Surrey GU20 6HJ England (Name and address of registrant's principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F X Form 40-F ----- ----- Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes: |_| No: |X| Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes: |_| No: |X| Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes: |_| No: |X| Enclosures: 1. A notification dated 3 February 2004 to advise that a copy of the First Quarter Results for the three months ended 31 December 2003 were available at the UKLA Document Viewing Facility. 2. A notification dated 3 February 2004 advising of the acquisition of 184 Ordinary shares in the Company by R G Mendoza, a director of the Company, under the Dividend Reinvestment Plan. Page 1 of 38 3. A notification dated 3 February 2004 advising of the acquisition of 37 Ordinary shares in the Company by Sir Christopher J O'Donnell, a director of the Company, under the Dividend Reinvestment Plan. 4. A notification dated 4 February 2004 advising details of the exercise of an option by K Rajagopal, a director of the Company, under The BOC Group plc Senior Executive Share Option Scheme and the transfer of shares. 5. A notification dated 4 February 2004 advising details of the exercise of an option by K Rajagopal, a director of the Company, under the The BOC Group plc Share Purchase Plan and sale of shares. 6. A notification dated 4 February 2004 advising details of the exercise of an option by J L Walsh, a director of the Company, under The BOC Group plc Share Purchase Plan. 7. A notification dated 5 February 2004 advising details of the grant of options to A E Isaac, a director of the Company, under The BOC Group plc Long Term Incentive Plan. 8. A notification dated 5 February 2004 advising details of the grant of options to J A Bevan, a director of the Company, under The BOC Group plc Long Term Incentive Plan. 9. A notification dated 5 February 2004 advising details of the grant of options to K Rajagopal, a director of the Company, under The BOC Group plc Long Term Incentive Plan. 10. A notification dated 5 February 2004 advising details of the grant of options to R Medori, a director of the Company, under The BOC Group plc Long Term Incentive Plan. 11. A notification dated 5 February 2004 advising details of the grant of options to J L Walsh, a director of the Company, under The BOC Group plc Long Term Incentive Plan. 12. A notification dated 6 February 2004 advising of the acquisition of 10,000 shares in the Company by R G Mendoza, a director of the Company. 13. A notification dated 13 February 2004 advising details of the exercise of an option by R Medori, a director of the Company under The BOC Group plc Executive Share Option Scheme 1995 and sale of shares. 14. A notification dated 19 February 2004 advising that FMR Corp and Fidelity International Limited have a notifiable interest of 3.12% in the issued Ordinary share capital of The BOC Group plc. 15. A notification dated 20 February 2004 advising the sale by Ogier Trustee Limited, as trustee of The BOC Group plc Employee Share Trust (1995) of a total of 15,000 Ordinary shares in the Company in which the directors have a technical interest. 16. A notification dated 26 February 2004 advising the resignation of F R Arredondo as a non-executive director of The BOC Group plc and the appointment of G N Dawson as a non-executive director of The BOC Group plc. Page 2 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 3 FEBRUARY 2004 AT 11.55 HRS UNDER REF: PRNUK-0302041153-2AB7 3 February 2004 THE BOC GROUP plc - NEWS RELEASE ON THE FIRST QUARTER RESULTS FOR THE THREE MONTHS ENDED 31 DECEMBER 2003 A copy of the above document has been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility which, is situated at: Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS Tel.no. (0)20 7676 1000 Page 3 of 38 The BOC Group plc Announcement released to a Regulatory Information Service on 3 February 2004 at 17.04 hrs under Ref: PRNUK-0302041703-DCE6 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc ROBERTO MENDOZA 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 ROBERTO MENDOZA ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/ non discretionary N/A PURCHASE OF SHARES UNDER THE DIVIDEND REINVESTMENT PLAN 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount issued class shares/amount issued class of stock acquired of stock disposed 184 LESS THAN 0.01% N/A N/A Page 4 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 899P PER SHARE 2 FEBRUARY 2004 3 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 10,947 LESS THAN 0.01% If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant of the 20. Description of shares or debentures option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or debentures over or indication that price is to be fixed at which options held following this time of exercise notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A SARAH LARKINS 01276 807383 25. Name and signature of authorised company official responsible for making this notification SARAH LARKINS, ASSISTANT COMPANY SECRETARY Date of notification _3 February 2004___________________ Page 5 of 38 The BOC Group plc Announcement released to a Regulatory Information Service on 3 February 2004 at 16.42 hrs under Ref: PRNUK-0302041641-5EDD SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc CHRISTOPHER JOHN O'DONNELL 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 CHRISTOPHER JOHN O'DONNELL ABOVE 5. Please state whether notification relates to 6. Please state the nature of the transaction. a person(s) connected with the director For PEP transactions please indicate whether named in 2 above and identify the connected general/single co PEP and if discretionary/ person(s) non discretionary N/A PURCHASE OF SHARES UNDER THE DIVIDEND REINVESTMENT PLAN 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount issued class shares/amount of issued class of stock acquired stock disposed 37 LESS THAN 0.01% N/A N/A Page 6 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 899P PER SHARE 2 FEBRUARY 2004 3 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 2,216 LESS THAN 0.01% If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A SARAH LARKINS 01276 807383 25. Name and signature of authorised company official responsible for making this notification SARAH LARKINS, ASSISTANT COMPANY SECRETARY Date of notification _3 February 2004___________________ Page 7 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 FEBRUARY 2004 AT 17.31 HRS UNDER REF: PRNUK-0402041730-F069 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc KRISHNAMURTHY RAJAGOPAL 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest AS IN 2 ABOVE N/A 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary UPON EXERCISE, 4,000 SHARES WERE TRANSFERRED EXERCISE OF 7,400 OPTIONS UNDER SENIOR TO MRS USHA RAJAGOPAL (WIFE) EXECUTIVE SHARE OPTION SCHEME; RETENTION OF 3,400 SHARES AND TRANSFER OF 4,000 SHARES TO WIFE 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed 7,400 LESS THAN 0.1% N/A N/A Page 8 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 677p OPTION 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25p EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 21,816 SHARES 0.12% 592,387 OPTIONS If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A KAREN WESTON 01276 807388 25. Name and signature of authorised company official responsible for making this notification KAREN WESTON, ADMINISTRATION ASSISTANT Date of notification 4 FEBRUARY 204 Page 9 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 FEBRUARY 2004 AT 17.28 HRS UNDER REF: PRNUK-0402041727-C117 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc KRISHNAMURTHY RAJAGOPAL 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest AS IN 2 ABOVE N/A 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A EXERCISE OF OPTIONS UNDER THE SHARE PURCHASE PLAN AND SALE OF SHARES 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed 7,600 LESS THAN 0.1% 7,600 LESS THAN 0.1% Page 10 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 677p EXERCISE 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25p EACH 880p SALE 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 14,416 SHARES 0.12% 599,787 OPTIONS If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A KAREN WESTON 01276 807388 25. Name and signature of authorised company official responsible for making this notification KAREN WESTON, ADMINISTRATION ASSISTANT Date of notification 4 FEBRUARY 204 Page 11 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 FEBRUARY 2004 AT 17.26 HRS UNDER REF: PRNUK-0402041724-58B2 All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc JOHN LAWRENCE WALSH 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest AS IN 2 ABOVE N/A 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A EXERCISE OF OPTIONS UNDER THE SHARE PURCHASE PLAN AND SALE OF SHARES 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed 4,104 LESS THAN 0.01% N/A N/A Page 12 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 6.77p OPTION 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25p EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 22,175 SHARES 0.11% 520,034 OPTIONS If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A KAREN WESTON 01276 807388 25. Name and signature of authorised company official responsible for making this notification KAREN WESTON, ADMINISTRATION ASSISTANT Date of notification 4 FEBRUARY 204 Page 13 of 38 THE BOC GROUP PLC ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE AT 15.14 HRS ON 5 FEBRUARY 2004 UNDER REF NO. PRNUK-0502041514-6E06 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc ANTHONY ERIC ISAAC 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 ANTHONY ERIC ISAAC ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A LONG TERM INCENTIVE PLAN GRANT 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed N/A N/A N/A N/A Page 14 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES N/A 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification N/A N/A If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable 4 FEBRUARY 2004 4 FEBRUARY 2007 SUBJECT TO PERFORMANCE CONDITIONS 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A 151,520 ORDINARY SHARES OF 25P EACH GRANTED UNDER THE BOC GROUP LONG TERM INCENTIVE PLAN 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification OPTIONS GRANTED AT NIL COST 1,454,211 23. Any additional information 24. Name of contact and telephone number for queries The options, granted under The BOC Group JOY BALDRY 01276 807649 Long Term Incentive Plan may be satisfied by a new issue of shares to the director or by a transfer of shares from The BOC Group plc Employee Share Trust (1995). The Trust has the right to subscribe the number of shares required to satisfy the option. Page 15 of 38 25. Name and signature of authorised company official responsible for making this notification JOY BALDRY, COMPANY SECRETARIAL ASSISTANT Date of notification 5 FEBRUARY 2004___________________ Page 16 of 38 THE BOC GROUP PLC ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE AT 15.26 HRS ON 5 FEBRUARY 2004 UNDER REF NO. PRNUK-0502041526-86C2 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc JOHN ANDREW BEVAN 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 JOHN ANDREW BEVAN ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A LONG TERM INCENTIVE PLAN GRANT 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed N/A N/A N/A N/A 11. Class of 12. Price per 13. Date of 14. Date Page 17 of 38 security share transaction company informed ORDINARY SHARES N/A 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification N/A N/A If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable 4 FEBRUARY 2004 4 FEBRUARY 2007 SUBJECT TO PERFORMANCE CONDITIONS 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A 56,831 ORDINARY SHARES OF 25P EACH GRANTED UNDER THE BOC GROUP LONG TERM INCENTIVE PLAN 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification OPTIONS GRANTED AT NIL COST 402,057 23. Any additional information 24. Name of contact and telephone number for queries The options, granted under The BOC Group JOY BALDRY 01276 807649 Long Term Incentive Plan may be satisfied by a new issue of shares to the director or by a transfer of shares from The BOC Group plc Employee Share Trust (1995). The Trust has the right to subscribe the number of shares required to satisfy the option. Page 18 of 38 25. Name and signature of authorised company official responsible for making this notification JOY BALDRY, COMPANY SECRETARIAL ASSISTANT Date of notification 5 FEBRUARY 2004___________________ Page 19 of 38 THE BOC GROUP PLC ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE AT 15.31 HRS ON 5 FEBRUARY 2004 UNDER REF NO. PRNUK-0502041531-1F9E SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc KRISHNAMURTHY RAJAGOPAL 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 KRISHNAMURTHY RAJAGOPAL ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A LONG TERM INCENTIVE PLAN GRANT 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed N/A N/A N/A N/A Page 20 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES N/A 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification N/A N/A If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable 4 FEBRUARY 2004 4 FEBRUARY 2007 SUBJECT TO PERFORMANCE CONDITIONS 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A 59,810 ORDINARY SHARES OF 25P EACH GRANTED UNDER THE BOC GROUP LONG TERM INCENTIVE PLAN 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification OPTIONS GRANTED AT NIL COST 652,197 23. Any additional information 24. Name of contact and telephone number for queries The options, granted under The BOC Group JOY BALDRY 01276 807649 Long Term Incentive Plan may be satisfied by a new issue of shares to the director or by a transfer of shares from The BOC Group plc Employee Share Trust (1995). The Trust has the right to subscribe the number of shares required to satisfy the option. Page 21 of 38 25. Name and signature of authorised company official responsible for making this notification JOY BALDRY, COMPANY SECRETARIAL ASSISTANT Date of notification 5 FEBRUARY 2004___________________ Page 22 of 38 THE BOC GROUP PLC ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE AT 15.53 HRS ON 5 FEBRUARY 2004 UNDER REF NO. PRNUK-0502041553-E5F4 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc RENE MEDORI 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 RENE MEDORI ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A LONG TERM INCENTIVE PLAN GRANT 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed N/A N/A N/A N/A Page 23 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES N/A 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification N/A N/A If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable 4 FEBRUARY 2004 4 FEBRUARY 2007 SUBJECT TO PERFORMANCE CONDITIONS 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A 62,660 ORDINARY SHARES OF 25P EACH GRANTED UNDER THE BOC GROUP LONG TERM INCENTIVE PLAN 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification OPTIONS GRANTED AT NIL COST 564,808 23. Any additional information 24. Name of contact and telephone number for queries The options, granted under The BOC Group JOY BALDRY 01276 807649 Long Term Incentive Plan may be satisfied by a new issue of shares to the director or by a transfer of shares from The BOC Group plc Employee Share Trust (1995). The Trust has the right to subscribe the number of shares required to satisfy the option. Page 24 of 38 25. Name and signature of authorised company official responsible for making this notification JOY BALDRY, COMPANY SECRETARIAL ASSISTANT Date of notification 5 FEBRUARY 2004___________________ Page 25 of 38 THE BOC GROUP PLC ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE AT 15.57 HRS ON 5 FEBRUARY 2004 UNDER REF NO. PRNUK-0502041557-69DA SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc JOHN LAWRENCE WALSH 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest IN RESPECT OF A HOLDING OF THE DIRECTOR IN 2 JOHN LAWRENCE WALSH ABOVE 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A LONG TERM INCENTIVE PLAN GRANT 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed N/A N/A N/A N/A 11. Class of 12. Price per 13. Date of 14. Date Page 26 of 38 11. security 12. share transaction company informed ORDINARY SHARES N/A 4 FEBRUARY 2004 4 FEBRUARY 2004 OF 25P EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification N/A N/A If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable 4 FEBRUARY 2004 4 FEBRUARY 2007 SUBJECT TO PERFORMANCE CONDITIONS 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A 59,810 ORDINARY SHARES OF 25P EACH GRANTED UNDER THE BOC GROUP LONG TERM INCENTIVE PLAN 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification OPTIONS GRANTED AT NIL COST 579,844 23. Any additional information 24. Name of contact and telephone number for queries The options, granted under The BOC Group JOY BALDRY 01276 807649 Long Term Incentive Plan may be satisfied by a new issue of shares to the director or by a transfer of shares from The BOC Group plc Employee Share Trust (1995). The Trust has the right to subscribe the number of shares required to satisfy the option. Page 27 of 38 25. Name and signature of authorised company official responsible for making this notification JOY BALDRY, COMPANY SECRETARIAL ASSISTANT Date of notification 5 FEBRUARY 2004___________________ Page 28 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 6 FEBRUARY 2004 AT 11.40 HRS UNDER REF: PRNUK-0602041138-B19B SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc ROBERTO GONZALES MENDOZA 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest AS IN 2 ABOVE ROBERTO GONZALES MENDOZA 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A PURCHASE OF SHARES 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed 10,000 LESS THAN 0.1% N/A N/A 11. Class of security 12. Price per share 13. Date of 14. Date transaction company Page 29 of 38 informed ORDINARY SHARES 879.25P 4 FEBRUARY 2004 5 FEBRUARY 2004 OF 25p EACH 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 20,947 SHARES LESS THAN 0.1% Page 30 of 38 If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A KAREN WESTON 01276 807388 25. Name and signature of authorised company official responsible for making this notification KAREN WESTON, ADMINISTRATION ASSISTANT Date of notification 6 FEBRUARY 2004 Page 31 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 13 FEBRUARY 2004 AT 14.47 HRS UNDER REF: PRNUK-1302041446-E7FE SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of director THE BOC GROUP plc RENE MEDORI 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if that it is in respect of holding of the more than one holder, the number of shares shareholder named in 2 above or in respect held by each of them (if notified) 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 or in respect of a non-beneficial interest AS IN 2 ABOVE RENE MEDORI 5. Please state whether notification relates to 6. Please state the nature a person(s) connected with the director of the transaction. For PEP named in 2 above and identify the transactions please indicate whether connected person(s) general/single co PEP and if discretionary/non discretionary N/A EXERCISE OF OPTIONS HELD UNDER THE EXECUTIVE SHARE OPTIONS SCHEME 1995 AND SALE OF SHARES 7. Number of 8. Percentage of 9. Number of 10. Percentage of shares/amount of issued class shares/amount of issued class of stock acquired stock disposed 15,000 LESS THAN 0.01% 15,000 LESS THAN 0.01% Page 32 of 38 11. Class of security 12. Price per share 13. Date of 14. Date transaction company informed ORDINARY SHARES 722p EXERCISE 13 FEBRUARY 2004 13 FEBRUARY 2004 OF 25p EACH 924.68p SALE 15. Total holding following this notification 16. Total percentage holding of issued class following this notification 16,772 SHARES 0.11% 549,808 OPTIONS If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which options exercisable N/A N/A 19. Total amount paid (if any) for grant 20. Description of shares or debentures of the option involved: class, number N/A N/A 21. Exercise price (if fixed at time of grant) 22. Total number of shares or or indication that price is to be fixed at debentures over which options time of exercise held following this notification N/A N/A 23. Any additional information 24. Name of contact and telephone number for queries N/A KAREN WESTON 01276 807388 25. Name and signature of authorised company official responsible for making this notification KAREN WESTON, ADMINISTRATION ASSISTANT Date of notification 6 FEBRUARY 2004 Page 33 of 38 The BOC Group plc Announcement released to a Regulatory Information Service On 19 February 2004 at 16.04 hrs under Ref: PRNUK-1902041604-F970 SCHEDULE 10 NOTIFICATION OF MAJOR INTERESTS IN SHARES All relevant boxes should be completed in block capital letters. 1. Name of company 2. Name of shareholder having a major interest The BOC Group plc FMR Corp and Fidelity International Limited 3. Please state whether notification indicates 4. Name of the registered holder(s) and, if more than one that it is in respect of holding of the holder, the number of shares held by each of them 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 See additional information holding of that person's spouse or children under the age of 18 Notification in respect of party named in 2 above. 5. Number of 6. Percentage of 7. Number of shares/ 8. Percentage of issued class shares/amount of issued class amount of stock stock acquired disposed 9. Class of security 10. Date of 11. Date company informed transaction Ordinary shares of 25p each 18 February 2004 19 February 2004 12. Total holding following this notification 13. Total percentage holding of issued class following this notification 15,498,495 3.12% 14. Any additional information 15. Name of contact and telephone number for queries In a letter dated 18 February 2004 and Sarah Larkins received on 19 February 2004 The BOC Secretary Group plc has been Assistant Company 01276 807383 notified that FMR Corp and Fidelity Investments Limited have a 3.12% notifiable interest in the issued Ordinary share capital of the Company. Neither FMR Corp nor Fidelity Investments Limited own shares for their own account. The shares are held by Fidelity on behalf of their clients. Page 34 of 38 16. Name and signature of authorised company official responsible for making this notification Sarah Larkins Date of notification ___19 February 2004_________ Page 35 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 20 FEBRUARY 2004 AT 14.22 HRS UNDER REF: PRNUK-2002041420-9710 20 February 2004 THE BOC GROUP plc EMPLOYEE SHARE TRUST (1995) The BOC Group plc (the Company) has been notified of the disposal on 17 February 2004 of 15,000 Ordinary shares of 25p each in the Company at a sale price of 938.5p per share by Ogier Trustee Limited (the Trustee) as trustee of The BOC Group plc Employee Share Trust (1995) (the Trust). These Ordinary shares have been transferred, following exercise of options, to participants in the Company's senior executive share option plans. Following this disposal of 15,000 Ordinary shares, the Trustee now holds 4,996,427 Ordinary shares. Each of the executive Directors of the Company is a potential beneficiary under the Trust and therefore for Companies Act purposes is regarded as interested in all of these 4,996,427 Ordinary shares. Despite this technical interest, each executive Director will only be entitled to receive Ordinary shares from the Trust in satisfaction of options granted to him in respect of these Ordinary shares. Page 36 of 38 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 26 FEBRUARY 2004 AT 10:00 HRS UNDER REF: PRNUK-2602040938-D9A4 26 February 2004 Board changes at The BOC Group Guy Dawson appointed non-executive director. Fabiola Arredondo resigns. Guy Dawson is appointed a non-executive director of The BOC Group plc with effect from 1 March 2004. Mr Dawson was until last year chairman of European investment banking at Merrill Lynch. Before joining Merrill Lynch in 1995 he held senior positions in Morgan Grenfell and Deutsche Bank. He is a partner in Tricorn, an independent corporate advisory business that he co-founded in 2003, and he is also a non-executive director of Boots Group Plc. Fabiola Arredondo, a non-executive director since 2001, resigns with effect from 28 February 2004. Ms Arredondo recently moved to California and has decided not to continue as a non-executive director owing to the additional travel and increased professional demands on her time. Rob Margetts, chairman of The BOC Group said: "I am delighted to welcome Guy Dawson to our board with his broad mix of investment banking experience and business skills. I would like to thank Fabiola Arredondo for her contribution to BOC; she has contributed much to our discussions and our decision-making. I wish her well in her future career." Contact: Christopher Marsay, Director - Investor Relations Tel: 01276 477222 (International +44 1276 477222) Page 37 of 38 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, The BOC Group plc, has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date:March 1, 2004 By: /s/ Sarah Larkins ------------------------------------- Name: Sarah Larkins Title: Assistant Company Secretary Page 38 of 38