FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                            Report of Foreign Issuer

  

                    Pursuant to Rule 13a - 16 or 15d - 16 of

                      the Securities Exchange Act of 1934

  

                          For the month of October 2004
                                 21 October 2004
  

  
                       BRITISH SKY BROADCASTING GROUP PLC
                              (Name of Registrant)

  

                Grant Way, Isleworth, Middlesex, TW7 5QD England
                    (Address of principal executive offices)

  

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 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 

  

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): Not Applicable

  

                                 EXHIBIT INDEX


                                    Exhibit

EXHIBIT NO.1    Press release of British Sky  Broadcasting  Group plc
                announcing Director Shareholding released on 21 October 2004 
                


                       British Sky Broadcasting Group plc
                                (the "Company")

The Company announces that Lord Jacob Rothschild ("Lord Rothschild"), a Director
of the Company, has today notified the Company, that he has become aware of the
sale of 3,250 of the Company's Ordinary Shares of 50p each ("Shares") registered
in the name of Greenwood Nominees Limited. The Shares belonged to a family trust
of which Lord Rothschild is not a beneficiary but acts as a trustee. The Shares
were sold on 23 July 2004 at a price of GBP 6.22 per Share. As a result of this
transaction the family trust's interest in the Company has been reduced to 3,500
Shares.

Enquires:

Dave Gormley
Company Secretary
Telephone: +44 20 7705 6701



                                   SIGNATURES

  

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

  
                                         BRITISH SKY BROADCASTING GROUP PLC
  

Date: 21 October 2004                By: /s/ Dave Gormley
                                             Dave Gormley
                                             Company Secretary