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 August 2004
                                 11 August 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 11 August 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 a
non-beneficial interest in 15,250 of the Company's Ordinary Shares of 50p each
("Shares"). The Shares are registered in the name of Bony (Nominees) Limited
account number G-000768514. The Shares belong to a Charitable Foundation of
which Lord Rothschild is not a beneficiary but acts as a trustee. The Shares
were acquired by the Charitable Foundation on 1 August 2003 by way of a gift
from another Charitable Trust, there was no consideration paid for the Shares.


Enquires:

Chris Taylor
Assistant Company Secretary
Telephone: +44 20 7800 4297



                                   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: 11 August 2004                     By: /s/ Dave Gormley
                                             Dave Gormley
                                             Company Secretary