UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                     FORM 15

 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
         SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                       Commission File Number 000-10906


                                THE BOC GROUP plc

             (Exact name of registrant as specified in its charter)

                            Chertsey Road, Windlesham
                                Surrey, GU20 6HJ
                                     England
                             Tel: +44 (0)1276 477222

  (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)
                        _________________________________

                        Ordinary Shares of 25 pence each

            (Title of each class of securities covered by this Form)


                                      None

  (Titles of all other classes of securities for which a duty to file reports
                     under section 13(a) or 15(d) remains)
                        _________________________________

Please place an X in the box(es) to designate the appropriate rule provision(s)
relied upon to terminate or suspend the duty to file reports:

    Rule 12g-4(a)(1)(i)       [ ]            Rule 12h-3(b)(1)(i)       [ ]
    Rule 12g-4(a)(1)(ii)      [ ]            Rule 12h-3(b)(1)(ii)      [ ]
    Rule 12g-4(a)(2)(i)       |X|            Rule 12h-3(b)(2)(i)       |X|
    Rule 12g-4(a)(2)(ii)      [ ]            Rule 12h-3(b)(2)(ii)      [ ]
                                             Rule 15d-6                [ ]

Approximate number of holders of record as of the certification or notice
date: 2




Pursuant to the requirements of the Securities Exchange Act of 1934 The BOC
Group plc has caused this certification/notice to be signed on its behalf by the
undersigned duly authorized person.

Date: October 10, 2006                      By:    /s/ ANTHONY ERIC ISAAC
                                            Name:  Anthony Eric Isaac
                                            Title: Chief Executive