6-K 1 f6k_081406.txt REPORT OF FOREIGN PRIVATE ISSUER 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 the period from 31 July to 11 August 2006 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 31 July 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 28 July 2006 the Company had 514,650,768 Ordinary shares in issue. Page 1 of 29 2. A notification dated 31 July 2006 advising of the disposal by Ogier Trustee (Jersey) Limited, as trustee of The BOC Group plc Employee Share Trust (1995), a total of 6,427 Ordinary shares in the Company in which the directors have a technical interest. 3. A notification dated 31 July 2006 advising of the disposal by Ogier Trustee (Jersey) Limited, as trustee of The BOC Group plc Employee Share Trust (1995), a total of 28,684 Ordinary shares in the Company in which the directors have a technical interest. 4. A notification dated 1 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 31 July 2006 the Company had 514,724,693 Ordinary shares in issue. 5. A notification dated 2 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 1 August 2006 the Company had 514,726,804 Ordinary shares in issue. 6. A notification dated 2 August 2006 advising of the publication of the Supplementary Prospectus for The BOC Group plc (pound)850,000,000 Euro Medium Term Note Programme incorporating by reference the Nine Months Results for the period ended 30 June 2006 of The BOC Group plc. 7. A notification dated 3 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 2 August 2006 the Company had 514,766,218 Ordinary shares in issue. 8. A notification dated 4 August 2006 advising that UBS AG have a 8.00% interest in the issued Ordinary share capital of the Company. 9. A notification dated 4 August 2006 advising of the exercise of options over 218,687 Ordinary shares in the Company and subsequent sale of 162,170 shares by S J Dempsey, a person discharging managerial responsibility within the BOC Group. 10. A notification dated 4 August 2006 in accordance with Rules 8.1(a) and (b) (i) of the City Code on Takeovers and Mergers advising of dealings by directors (together with their close relatives and related trusts) of The BOC Group plc and its subsidiaries and fellow subsidiaries and their associated companies. 11. A notification dated 7 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 4 August 2006 the Company had 514,984,844 Ordinary shares in issue. 12. A notification dated 7 August 2006 advising of the disposal by Ogier Trustee (Jersey) Limited, as trustee of The BOC Group plc Employee Share Trust (1995), a total of 9,396 Ordinary shares in the Company in which the directors have a technical interest. 13. A notification dated 8 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 7 August 2006 the Company had 514,985,344 Ordinary shares in issue. 14. A notification dated 9 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 8 August 2006 the Company had 515,011,068 Ordinary shares in issue. 15. A notification dated 9 August 2006 advising of the disposal by Ogier Trustee (Jersey) Limited, as trustee of The BOC Group plc Employee Share Trust (1995), a total of 6,583 Ordinary shares in the Company in which the directors have a technical interest. 16. A notification dated 10 August 2006 in accordance with Rule 2.10 of the City Code on Takeovers and Mergers confirming that at the close of business on 9 August 2006 the Company had 515,031,068 Ordinary shares in issue. 17. A notification dated 11 August 2006 in accordance with Rules 8.1(a) and (b) (i) of the City Code on Takeovers and Mergers advising of dealings by directors (together with their close relatives and related trusts) of The BOC Group plc and its subsidiaries and fellow subsidiaries and their associated companies. Page 2 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 31 JULY 2006 AT 08.54 HRS UNDER REF: PRNUK-3107060853-35CE 31 July 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 28 July 2006 it had in issue 514,650,768 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 3 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 31 JULY 2006 AT 10.02 HRS UNDER REF: PRNUK-3107061001-6878 31 July 2006 THE BOC GROUP plc EMPLOYEE SHARE TRUST (1995) The BOC Group plc (the Company) has been notified of the disposal on 28 July 2006 of 6,427 Ordinary shares of 25p each in the Company at nil cost per share by Ogier Trustee (Jersey) 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 incentive plans. Following this disposal of 6,427 Ordinary shares, the Trustee now holds 4,252,259 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 4,252,259 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 4 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 31 JULY 2006 AT 13.46 HRS UNDER REF: PRNUK-3107061345-D51A 31 July 2006 THE BOC GROUP plc EMPLOYEE SHARE TRUST (1995) The BOC Group plc (the Company) has been notified of the disposal on 31 July 2006 of 28,684 Ordinary shares of 25p each in the Company at an average exercise price of 942p per share by Ogier Trustee (Jersey) 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 incentive plans. Following this disposal of 28,684 Ordinary shares, the Trustee now holds 4,223,575 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 4,223,575 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 5 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 1 AUGUST 2006 AT 08.57 HRS UNDER REF: PRNUK-0108060855-63BF 1 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 31 July 2006 it had in issue 514,724,693 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 6 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 2 AUGUST 2006 AT 09.02 HRS UNDER REF: PRNUK-0208060901-DC69 2 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 1 August 2006 it had in issue 514,726,804 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 7 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 2 AUGUST 2006 AT 17.11 HRS UNDER REF: 1699H Publication of Prospectus The following prospectus has been approved by the UK Listing Authority and is available for viewing: Supplementary Prospectus for The BOC Group plc (pound)850,000,000 Euro Medium Term Note Programme incorporating by reference the Nine Months Results for the period ended 30 June 2006 of The BOC Group plc To view the full document, please paste the following URL into the address bar of your browser. www.rns-pdf.londonstockexchange.com/rns/1699h_-2006-8-2.pdf For further information, please contact Peter Turner - Director, Taxation and Treasury The BOC Group plc Telephone: 01276 477222 Sarah Larkins - Assistant Company Secretary The BOC Group plc Telephone:01276 477222 DISCLAIMER - INTENDED ADDRESSEES Please note that the information contained in the Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Prospectus) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Prospectus is not addressed. Prior to relying on the information contained in the Prospectus you must ascertain from the Prospectus whether or not you are part of the intended addressees of the information contained therein. Your right to access this service is conditional upon complying with the above requirement. Page 8 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 3 AUGUST 2006 AT 09.04 HRS UNDER REF: PRNUK-0308060903-FA67 3 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 2 August 2006 it had in issue 514,766,218 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 9 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 AUGUST 2006 AT 10.57 HRS UNDER REF: PRNUK-0408061051-89A7 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 UBS AG -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 3. Please state whether notification 4. Name of the registered holder(s) and, indicates that it is in respect of if more than one holder, the number holding of the shareholder of shares held by each of them 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 ---------------------------------------- --------------------------------------- NOTIFICATION IN RESPECT OF THE UBS AG LONDON BRANCH - 39,949,864 PARTY NAMED IN 2 ABOVE UBS GLOBAL ASSET MANAGEMENT LIFE LIMITED - 1,226,243 UBS SECURITIES LLC - 7,020 UBS FINANCIAL SERVICES INC - 900 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 5. Number of 6. Percentage 7. Number of 8. Percentage shares/amount of issued shares/amount of issued of stock acquired class of stock disposed class -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 9. Class of security 10. Date of 11. Date company transaction informed -------------------------------------------------------------------------------- ORDINARY SHARES OF 25P EACH 2 AUGUST 2006 4 AUGUST 2006 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 12. Total holding following this 13. Total percentage holding of issued notification class following this notification -------------------------------------------------------------------------------- 41,184,027 8.00% -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 14. Any additional information 15. Name of contact and telephone number for queries -------------------------------------------------------------------------------- IN A LETTER DATED 3 AUGUST 2006, SARAH LARKINS THE BOC GROUP plc HAS BEEN ASSISTANT COMPANY SECRETARY ADVISED THAT UBS AG HOLDS A 8.00% 01276 807383 (PREVIOUSLY 7.57%) INTEREST IN THE ORDINARY SHARE CAPITAL OF THE COMPANY. -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- 16. Name and signature of authorised company official responsible for making this notification -------------------------------------------------------------------------------- SARAH LARKINS -------------------------------------------------------------------------------- Date of notification 4 AUGUST 2006 -------------------------------------------------------------------------------- Page 10 of 29 Page 11 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 AUGUST 2006 AT 11.36 HRS UNDER REF: PRNUK-0408061134-D94F NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS This form is intended for use by an issuer to make a RIS notification required by DR 3.1.4R(1). (1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24. (2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24. (3) An issuer making a notification in respect of options granted to a director/person discharging managerial responsibilities should complete boxes 1 to 3 and 17 to 24. (4) An issuer making a notification in respect of a financial instrument relating to the shares of the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24. Please complete all relevant boxes should in block capital letters. ---------------------- ------ -------------------------------------------------- 1. Name of the issuer 2. State whether the notification relates to (i) a transaction notified in accordance with DR 3.1.4R(1)(a); or (ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as extended by section 328) of the Companies Act 1985; or (iii) both (i) and (ii) THE BOC GROUP plc IN ACCORDANCE WITH (i) ABOVE ---------------------- ------ -------------------------------------------------- 3. Name of person discharging 4. State whether notification managerial relates to a person connected with a person responsibilities/director discharging managerial responsibilities/director named in 3 and identify the connected person STEPHEN JAMES DEMPSEY N/A -------------------------------------------------------------------------------- 5. Indicate whether the notification 6. Description of shares (including is in respect of a holding of the (class), debenture or derivative or person referred to in 3 or 4 financial instruments relatring above or in respect of a to shares non-beneficial interest IN RESPECT OF A HOLDING OF THE ORDINARY SHARES OF 25P EACH PERSON DISCHARGING MANAGERIAL RESPONSIBILITY IN 3 ABOVE -------------------------------------------------------------------------------- 7. Name of registered shareholders(s)8. State the nature of the transaction and, if 8more than one, the number of shares held by each of them STEPHEN JAMES DEMPSEY EXERCISE OF A TOTAL OF 218,687 EXECUTIVE SHARE OPTIONS AND LTIP OPTIONS GRANTED IN FEBRUARY 1999, MAY 2000, FEBRUARY 2001, FEBRUARY 2002 AND FEBRUARY 2003 & SUBSEQUENT SALE OF 162,170 SHARES -------------------------------------------------------------------------------- Page 12 of 29 -------------------------------------------------------------------------------- 9. Number of shares, debentures or 10. Percentage of issued class acquired financial instruments relating to (treasury shares of that class shares acquired should not be taken into account when calculating percentage) 218,687 0.04% -------------------------------------------------------------------------------- 11. Number of shares, debentures or 12. Percentage of issued class disposed financial instruments relating to (treasury shares of that class should shares disposed not be taken into account when calculating percentage) 162,170 0.03% -------------------------------------------------------------------------------- 13. Price per share or value of 14. Date and place of transaction transaction 15,000 AT 851P; 87,500 AT 937P; 3 AUGUST 2006, WINDLESHAM 35,000 AT 993P; 45,000 AT 1016P; 26,791 AT 776P AND 9,396 AT NIL VALUE (EXERCISE) 162,170 AT 1604P PER SHARE (SALE) -------------------------------------------------------------------------------- 15. Total holding following 16. Date issuer informed of transaction notification and total percentage holding following notification (any treasury shares should not be taken into account when calculating percentage) 61,693 SHARES / 90,940 OPTIONS 4 AUGUST 2006 -------------------------------------------------------------------------------- If a person discharging managerial responsibilities has been granted options by the issuer complete the following boxes -------------------------------------------------------------------------------- 17 Date of grant 18. Period during which or date on which it can be exercised -------------------------------------------------------------------------------- 19. Total amount paid (if any) for 20. Description of shares or debentures grant of the option involved (class and number) -------------------------------------------------------------------------------- 21. Exercise price (if fixed at time 22. Total number of shares or debentures of grant) or indication that price over which options held following is to be fixed at the time of notification exercise -------------------------------------------------------------------------------- 23. Any additional information 24. Name of contact and telephone number for queries -------------------------------------------------------------------------------- Page 13 of 29 -------------------------------------------------------------------------------- Name and signature of duly authorised officer of issuer responsible for making notification KAREN WESTON, COMPANY SECRETARIAL ADMINISTRATOR Date of notification 4 AUGUST 2006 -------------------------------------------------------------------------------- Page 14 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 4 AUGUST 2006 AT 15.38 HRS UNDER REF: PRNUK-0408061537-9F84 FORM 8.1 DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS (Rules 8.1(a) and (b)(i) of the Takeover Code)

Notes The Notes on Form 8.1 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk --------------------------- Page 17 of 29 SCHEDULE Form 8.1 Aggregated Dealings Disclosure For category 3 associates the period 28 July to 4 August 2006

Page 19 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 7 AUGUST 2006 AT 09.05 HRS UNDER REF: PRNUK-0708060902-F829 7 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 4 August 2006 it had in issue 514,984,844 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 20 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 7 AUGUST 2006 AT 10.04 HRS UNDER REF: PRNUK-0708061003-A35E 7 August 2006 THE BOC GROUP plc EMPLOYEE SHARE TRUST (1995) The BOC Group plc (the Company) has been notified of the disposal on 7 August 2006 of 9,396 Ordinary shares of 25p each in the Company at nil cost per share by Ogier Trustee (Jersey) 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 incentive plans. Following this disposal of 9,396 Ordinary shares, the Trustee now holds 4,214,179 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 4,214,179 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 21 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 8 AUGUST 2006 AT 09.00 HRS UNDER REF: PRNUK-0808060859-AB3F 8 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 7 August 2006 it had in issue 514,985,344 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 22 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 9 AUGUST 2006 AT 08.51 HRS UNDER REF: PRNUK-0908060850-DF59 9 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 8 August 2006 it had in issue 515,011,068 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 23 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 9 AUGUST 2006 AT 16.37 HRS UNDER REF: PRNUK-0908061636-4DAC 9 August 2006 THE BOC GROUP plc EMPLOYEE SHARE TRUST (1995) The BOC Group plc (the Company) has been notified of the disposal on 9 August 2006 of 6,583 Ordinary shares of 25p each in the Company at nil cost per share by Ogier Trustee (Jersey) 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 incentive plans. Following this disposal of 6,583 Ordinary shares, the Trustee now holds 4,207,596 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 4,207,596 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 24 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 10 AUGUST 2006 AT 08.49 HRS UNDER REF: PRNUK-1008060848-C32B 10 August 2006 The BOC Group plc RULE 2.10 ANNOUNCEMENT The BOC Group plc ("BOC") announces, in accordance with Rule 2.10 of the City Code on Takeovers and Mergers, that as at the close of business on 9 August 2006 it had in issue 515,031,068 (including those represented by ADSs) ordinary shares of 25 pence each ("BOC Shares"). The ISIN reference number for the BOC Shares is GB0001081206 and for the American Depositary Shares of BOC is CUSIP055617609. Each American Depositary Share of BOC represents two BOC Shares. Contacts: The BOC Group plc Christopher Marsay, Director Investor Relations 01276 477222 The Maitland Consultancy Neil Bennett 0207 379 5151 Page 25 of 29 THE BOC GROUP plc ANNOUNCEMENT RELEASED TO A REGULATORY INFORMATION SERVICE ON 11 AUGUST 2006 AT 15.16 HRS UNDER REF: PRNUK-1108061514-74BD FORM 8.1 DEALINGS BY OFFERORS, OFFEREE COMPANIES OR THEIR ASSOCIATES FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS (Rules 8.1(a) and (b)(i) of the Takeover Code)

Notes The Notes on Form 8.1 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk --------------------------- Page 28 of 29 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: August 14, 2006 By: /s/ Sarah Larkins ----------------------------------- Name: Sarah Larkins Title: Assistant Company Secretary

BOC GROUP PLC 6-K