UNITED STATES 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 For May 26, 2004 BUNZL PLC (Exact name of Registrant as specified in its charter) ENGLAND (Jurisdiction of incorporation or organisation) 110 Park Street, London W1K 6NX (Address of principal executive offices) (Indicate by check mark whether the registrant files or will file annual reports under cover 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 INDEX Description 1. Press release dated May 26, 2004 - Director Shareholding SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS 1. Name of company BUNZL PLC 2. Name of director DAVID MICHAEL WILLIAMS 3. Please state whether notification indicates that it is in respect of holding of the shareholder 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 or in respect of a non-beneficial interest DIRECTOR NAMED IN 2 ABOVE 4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified) DAVID MICHAEL WILLIAMS 5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s) N/A 6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary SALE OF SHARES FOLLOWING THE EXERCISE OF OPTIONS UNDER THE (NO.2) EXECUTIVE SHARE OPTION SCHEME GRANTED ON 23 JUNE 1994 AND GRANT OF OPTIONS UNDER PART A OF THE LONG TERM INCENTIVE PLAN 7. Number of shares / amount of stock acquired 70,778 8. Percentage of issued class 0.02% 9. Number of shares/amount of stock disposed 70,778 10. Percentage of issued class 0.02% 11. Class of security ORDINARY SHARES OF 25P EACH 12. Price per share 70,778 SHARES ACQUIRED AT 151P, SOLD AT 464.178P PER SHARE 13. Date of transaction 25 MAY 2004 14. Date company informed 25 MAY 2004 15. Total holding following this notification 122,802 (107,331 BENEFICIAL, 15,471 NON-BENEFICIAL) 16. Total percentage holding of issued class following this notification 0.03% If a director has been granted options by the company please complete the following boxes. 17. Date of grant 26 MAY 2004 18. Period during which or date on which exercisable 26 MAY 2007 - 25 MAY 2014 (SUBJECT TO SATISFACTION OF PERFORMANCE CONDITION) 19. Total amount paid (if any) for grant of the option NIL 20. Description of shares or debentures involved: class, number 125,000 ORDINARY SHARES OF 25P EACH 21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise 460.5P 22. Total number of shares or debentures over which options held following this notification 1,174,425 23. Any additional information N/A 24. Name of contact and telephone number for queries MISS A MARTIN 020 7495-4950 25. Name and signature of authorised company official responsible for making this notification MR P N HUSSEY, COMPANY SECRETARY Date of Notification 26 MAY 2004 The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material. 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. BUNZL PLC Date: May 26, 2004 By:__/s/ Anthony Habgood__ Title: Chairman