BW20030502002028  20030502T133450Z UTC


( BW)(BOC-GROUP-PLC)(BOC) Issue of Debt

    Business Editors
    UK REGULATORY NEWS

    LONDON--(BUSINESS WIRE)--May 2, 2003--

                          THE BOC GROUP plc

   Issue of JPY 5,000,000,000 0.6125 per cent. Notes due 6 May 2008
        under the �600,000,000 Euro Medium Term Note Programme

This document constitutes the Pricing Supplement relating to the issue
of Notes described herein. Terms used herein shall be deemed to be
defining as such for the purposes of the Conditions set forth in the
Offering Circular dated 30 January 2003. This Pricing Supplement must
be read in conjunction with such Offering Circular.

1   Issuer:                                               The BOC Group plc

2   Series Number:                                        6

3   Specified Currency or Currencies:                     Japanese Yen ("JPY")

4   Aggregate Nominal Amount:                             JPY 5,000,000,000

5   (i)     Issue Price:                                  100.00 per cent. of the
                                                          Aggregate Nominal Amount

    (ii)    Net proceeds:                                 JPY 5,000,000

6   Specified Denominations:                              JPY100,000,000

7   Issue Date:                                           6 May 2003

8   Maturity Date:                                        6 May 2008, subject to
                                                          adjustment for payment only in
                                                          accordance with the Modified
                                                          Following Business Day
                                                          Convention

9   Interest Basis:                                       0.6125 per cent. Fixed Rate
                                                          (further particulars
                                                          specified below)

10  Redemption/Payment Basis:                             Redemption at par

11  Change of Interest or Redemption/                     Not applicable
    Payment Basis:

12  Put/Call Options:                                     Not applicable

13  Status of the Notes                                   Senior

14  Listing:                                              Official List of the UK
                                                          Listing Authority and trading
                                                          on the London Stock Exchange

15  Method of distribution:                               Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

16  Fixed Rate Note Provisions                            Applicable

    (i)     Rate of Interest                              0.6125 per cent. per annum
                                                          payable annually in arrear

    (ii)    Interest Payment Date(s)                      6 May in each year, from and
                                                          including 6 May

                                                          2004 to and including 6 May 2008, each such date subject to
                                                          adjustment for payment only in accordance with the Modified
                                                          Following Business Day Convention.


    (iii) Fixed Coupon Amount [(s)]:                      JPY 612,500 per JPY 100,000,000 in nominal amount

    (iv) Broken Amount:                                   Not Applicable

    (v) Day Count Fraction (Condition 4(k))               30E/360 (unadjusted)

    (vi) Determination Date(s) (Condition
         4(k))                                            Not Applicable

    (vii) Other terms relating to the method of           Not Applicable
          calculating interest for Fixed Rate
          Notes:

17 Floating Rate Provisions                               Not Applicable

18 Zero Coupon Note Provisions                            Not Applicable

19 Index Linked Interest Note Provisions                  Not Applicable

20 Dual Currency Note Provisions                          Not Applicable

PROVISIONS RELATING TO REDEMPTION 

21 Call Option                                            Not Applicable

22 Put Option                                             Not Applicable

23 Final Redemption Amount                                Nominal Amount

24 Early Redemption  Amount      

     (i) Early Redemption Amount(s)                       As per the Conditions
         payable on redemption for
         taxation reasons
         (Condition 5(c)) or an event
         of default (Condition 9) and/or
         the method of calculating the 
         same (if required or if different
         from that set out in the Conditions):

     (ii) Redemption for taxation reasons                 Yes
          permitted on days other than Interest
          Payment Dates (Condition 5 (c)):

     (iii) Unmatured Coupons to become void upon 
           early redemption (Bearer Notes only)
           (Condition 6 (e)): 


GENERAL PROVISIONS APPLICABLE TO THE NOTES
    
25 Form of Notes:                                         Bearer Notes  


     (i) Temporary or Permanent Global Note:              Temporary Global Note exchangeable for a Permanent 
                                                          Global Note which is exchangeable for Definitive Notes 
                                                          in the limited circumstances specified in the Permanent 
                                                          Global Note

     (i) Applicable TEFRA exemption:                      D Rules

26   Additional Financial Centre(s)                       For the avoidance of doubt the Financial Centres are 
     (Condition 6(g)) or other special                    London, New York and Tokyo
     provisions relating to payment dates:  

27   Talons for future Coupons or Receipts                No
     to be attached to Definitive Notes 
     (and dates on which such Talons mature):                                         
    
28   Details relating to Partly Paid Notes:               Not Applicable
     amount of each payment comprising the
     Issue Price and date on which each
     payment is to be made and consequences 
     (if any) of failure to pay, including any 
     right of the issuer to forfeit the Notes 
     and interest due on late payment:

29   Details relating to Instalment Notes:                Not Applicable

30   Redenomination, renominalisation and                 Not Applicable
     reconventioning provisions:

31   Consolidation provisions:                            Not Applicable

32   Other terms or special conditions:                   Not Applicable

DISTRIBUTION

33   (i) If syndicated, names of managers:                Not Applicable
     (ii)Stabilising Manager (if any):                    Not Applicable
     (iii)Dealer's Commission:                            No

34   If non-syndicated, name of Dealer:                   Citigroup Global Markets Limited (formerly Salomon 
                                                          Brothers International Limited)

35   Additional selling restrictions                      Not Applicable

OPERATIONAL INFORMATION
    
36   ISIN Code:                                           XSO167755767

37   Common Code:                                         016775576

38   Any clearing system(s) other than                    Not Applicable
     Euroclear and Clearstream, Luxembourg
     and the relevant identification number(s):
39   Delivery:                                            Delivery against payment

40   The Agents appointed in respect of the               Issuing and Paying Agent:
     Notes are:                                           HSBC Bank plc
                                                          Mariner House
                                                          Pepys Street
                                                          London EC3N 4DA

                                                          Paying Agent:
                                                          Dexia Banque Internationale a Luxembourg
                                                          69, route d'Esch
                                                          L-1470 Luxembourg

GENERAL

41   Additional steps may only be taken                   Not Applicable
     following approval by an Extraordinary
     Resolution in accordance with Condition
     10(a):

42   The aggregate principal amount of Notes              �26,208,198
     issued has been translated into pounds
     sterling at the rate of �1.00=JPY 190.78,
     producing a sum of (for Notes not
     denominated in pounds sterling):

LISTING APPLICATION

The Pricing Supplement comprises the details required to list the issue of notes described herein 
pursuant to the �600,000,000 Medium Term Note Programme of The BOC Group plc.

MATERIAL ADVERSE CHANGE STATEMENT

There has been no significant change in the financial or trading position of the Issuer or of the Group 
since 31 December 2002 and no material adverse change in the financial position or prospects of the
Issuer or of the Group since 30 September 2002.

RESPONSIBILITY

The Issuer accept responsibility for the information contained in this Pricing Supplement which, when 
read together with the Offering Circular referred to above, contains all information that is material in 
the context of the issue of the Notes.

Signed on behalf of the Issuer:


   Short Name: BOC Group PLC
   Category Code: IOD
   Sequence Number: 00004493
   Time of Receipt (offset from UTC): 20030502T140406+0100

    --30--ZW/uk*

    CONTACT: BOC Group PLC
             
    KEYWORD: UNITED KINGDOM INTERNATIONAL EUROPE
    INDUSTRY KEYWORD: BANKING     
    SOURCE: BOC Group PLC

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