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BRINKS CO Director's Dealing 2005

Feb 14, 2005

31042_dirs_2005-02-14_faefec8b-8310-4067-ad4a-7766719fc9f1.zip

Director's Dealing

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SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: BRINKS CO (BCO)
CIK: 0000078890
Period of Report: 2004-12-31

Reporting Person: RITTER ROBERT T (Vice President and CFO)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2002-09-03 Units $ A 28.09 Acquired Common Stock (28.09) Direct
2002-12-02 Units $ A 34.93 Acquired Common Stock (34.93) Direct
2003-03-03 Units $ A 63.54 Acquired Common Stock (63.54) Direct
2003-06-02 Units $ A 56.33 Acquired Common Stock (56.33) Direct
2003-09-02 Units $ A 53.45 Acquired Common Stock (53.45) Direct
2003-12-01 Units $ A 39.92 Acquired Common Stock (39.92) Direct
2004-03-01 Units $ A 42.23 Acquired Common Stock (42.23) Direct
2004-06-01 Units $ A 36.47 Acquired Common Stock (36.47) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3614 Direct
Common Stock (Employee Stock Purchase Plan) 1331 Direct
Common Stock 3992.4337 Indirect

Footnotes

F1: Amount revised to correct arithmetic errors.

F2: As of January 31, 2005.

F3: Not applicable.

F4: The number of Units was calculated based on a per share price of $23.95.

F5: Units representing shares of The Brink's Company Common Stock credited to the Reporting Person's account under the Key Employees' Deferred Compensation Program (the "Program"). Reports on Form 4 have been filed for the Reporting Person as mandated by SEC Release 34-46421 to report estimated allocations to the Reporting Person's account based on the trading prices for the applicable periods. This report on Form 5 constitutes an amendment to the Forms 4 filed by the Reporting Person since August 29, 2002, and reports certain transactions in the Program that have not previously been reported and corrects certain arithmetic errors in previously filed forms.

F6: The number of Units was calculated based on a per share price of $19.28.

F7: The number of Units was calculated based on a per share price of $14.16.

F8: The number of Units was calculated based on a per share price of $16.00.

F9: The number of Units was calculated based on a per share price of $16.89.

F10: The number of Units was calculated based on a per share price of $22.65.

F11: The number of Units was calculated based on a per share price of $26.67.

F12: The number of Units was calculated based on a per share price of $30.91.