UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549



                                    FORM 11-K




               [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2005



             [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from ____________ to _______________

                          Commission file number 1-9148
                                                 ------




                         THE BRINK'S COMPANY 401(k) PLAN
                            (Full title of the Plan)




                               THE BRINK'S COMPANY
          (Name of the issuer of securities held pursuant to the Plan)


                    P.O. BOX 18100
                  1801 BAYBERRY COURT
                  RICHMOND, VIRGINIA                          23226-8100
            (Address of issuer's principal                    (Zip Code)
                  executive offices)







                         THE BRINK'S COMPANY 401(k) PLAN

                       Financial Statements and Schedules


                           December 31, 2005 and 2004


         (With Report of Independent Registered Public Accounting Firm)


                                       2




                         THE BRINK'S COMPANY 401(k) PLAN

                   Index to Financial Statements and Schedules


                           December 31, 2005 and 2004


                                                                           Pages
                                                                           -----

Report of Independent Registered Public Accounting Firm                     4

Financial Statements
--------------------

Statements of Assets Available for Benefits
   December 31, 2005 and 2004                                               5

Statement of Changes in Assets Available for Benefits
   Year Ended December 31, 2005                                             6

Notes to Financial Statements                                               7-13


Schedules
---------

Schedule H, Line 4i, -
Schedule of Assets (Held at End of Year) -
   December 31, 2005                                                        14

Schedule H, Line 4j, -
Schedule of Reportable Transactions
   for the Year Ended December 31, 2005                                     15


Other schedules not filed herewith are omitted because of the absence of
conditions under which they are required to be filed.


                                       3




             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------



The Pension Committee of the Board of Directors
The Brink's Company:


We have audited the accompanying  statements of assets available for benefits of
The Brink's  Company  401(k) plan (the "Plan") as of December 31, 2005 and 2004,
and the related  statement of changes in assets  available  for benefits for the
year ended December 31, 2005. These financial  statements are the responsibility
of the Plan's  management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the assets  available  for  benefits of the Plan as of
December 31, 2005 and 2004, and the changes in assets available for benefits for
the year ended  December 31, 2005 in  conformity  with U.S.  generally  accepted
accounting principles.

Our audits  were  performed  for the  purpose of forming an opinion on the basic
financial  statements  taken as a whole.  The  supplemental  schedules of assets
(held at end of year) and reportable  transactions are presented for the purpose
of  additional  analysis  and are not a  required  part of the  basic  financial
statements  but are  supplementary  information  required by the  Department  of
Labor's Rules and  Regulations  for Reporting and Disclosure  under the Employee
Retirement  Income Security Act of 1974.  These  supplemental  schedules are the
responsibility of the Plan's  management.  The supplemental  schedules have been
subjected  to the  auditing  procedures  applied  in  the  audits  of the  basic
financial  statements  and, in our  opinion,  are fairly  stated in all material
respects in relation to the basic financial statements taken as a whole.




Richmond, Virginia
June 29, 2006


                                       4





                         THE BRINK'S COMPANY 401(k) PLAN
                   Statements of Assets Available for Benefits


                                                            December 31,
(In thousands)                                         2005             2004
-------------------------------------------------------------------------------
Investments at fair value:
   The Brink's Company common stock                $  113,739          112,480
   Mutual funds                                       160,299          130,922
   Common trust fund                                   22,303           21,685
   Participant loans                                   16,815           15,157
Investments at contract value                          59,673           52,769
-------------------------------------------------------------------------------
Total investments                                     372,829          333,013

Receivables:
   Participant contributions                            1,389            1,598
   Employer contributions                                 578              709
   Interest                                                48               51
-------------------------------------------------------------------------------
Total receivables                                       2,015            2,358

Cash and cash equivalents                                 347               75
-------------------------------------------------------------------------------
Assets available for benefits                      $  375,191          335,446
===============================================================================


See accompanying notes to financial statements.


                                       5




                         THE BRINK'S COMPANY 401(k) PLAN
              Statement of Changes in Assets Available for Benefits


                                                       Year Ended December 31,
(In thousands)                                                   2005
------------------------------------------------------------------------------
Income:
   Dividends                                              $       8,273
   Interest                                                         814

Net appreciation in fair value of investments:
   Participant-directed                                           6,757
   Nonparticipant-directed                                       20,311
------------------------------------------------------------------------------
   Net appreciation                                              27,068

Contributions:
   Participant                                                   24,379
   Employer:
     Cash                                                           578
     The Brink's Company common stock                            10,278
   Rollover                                                       1,956
------------------------------------------------------------------------------
Total additions                                                  73,346

Distributions to participants or beneficiaries                  (33,601)
------------------------------------------------------------------------------
Net increase                                                     39,745

Assets available for benefits:
   Beginning of year                                            335,446
------------------------------------------------------------------------------
   End of year                                            $     375,191
==============================================================================


See accompanying notes to financial statements.


                                       6





                         THE BRINK'S COMPANY 401(k) PLAN

                          Notes to Financial Statements

                           December 31, 2005 and 2004


1.       Plan Information and Summary of Significant Accounting Policies

         Description of Plan
         -------------------
         The Brink's  Company  401(k)  Plan (the "Plan") is a voluntary  defined
         contribution  plan sponsored by The  Brink's Company and  participating
         subsidiaries  (the  "Company").   During  2004   and  2005,   full-time
         employees  of  the  Company  who  are  not   members  of  a  collective
         bargaining unit (unless  the collective  bargaining  agreement provides
         specifically  for  and  the   Administrative   Committee  has  approved
         participation)  were eligible t o  participate  and were  automatically
         enrolled on the first day of  the month  following  thirty days of full
         time  service.  Effective   January 1, 2006,  the Plan was amended such
         that   automatic   enrollment   for  those  who  are  eligible   occurs
         immediately  following  thirty  days of full time service.  During 2005
         and 2004,  Company  matching   contributions  commenced to participants
         once they had  completed six months  of service.  Effective  January 1,
         2006,  the Plan was amended such that  Company  matching  contributions
         commence  upon  enrollment.  The   Plan  is  subject  to  the  Employee
         Retirement Income Security Act of 1974, as amended ("ERISA").

         The following is a general  description  of  certain  provisions of the
         Plan.  Participants  should  refer  to  the  Plan  document  for a more
         complete description of the Plan's provisions.

         Withdrawals
         The Plan  generally  requires  that pretax  savings  remain in the Plan
         while the participant is actively  employed.  However,  the Plan allows
         two exceptions:

         (a)   If the  participant  is  age  59 1/2  or  older, he  or  she  may
               withdraw  all or a portion  of his or her  pretax  contributions.
               After each of these withdrawals,  employer matching contributions
               are suspended for six months.

         (b)   If the  participant has a "financial  hardship" (as that  term is
               defined by Internal  Revenue  Service  ("IRS")  guidelines) it is
               possible  to  withdraw  all or a  portion  of  his or her  pretax
               contributions  in the Plan up to the amount needed to satisfy the
               hardship,  regardless  of age.  During 2005,  after each hardship
               withdrawal,  employee  pretax  contributions  were  suspended for
               twelve  months.  Effective  January 1, 2006, the Plan was amended
               such  that  after  each  hardship  withdrawal,   employee  pretax
               contributions are suspended for six months.

         A  participant  may withdraw  the  following at any time without  being
         suspended from the Plan in the following order:

         (a)   All or a portion of after-tax contributions;

         (b)   All or a portion of earnings attributable to after-tax
               contributions;

         (c)   All or a portion of  Company matching contributions in respect to
               after-tax contributions made prior to January 1, 1985;


                                       7





         (d)   Any rollover contributions.

         Certain  withdrawals of  vested  Company  matching  contributions  made
         after  December  31,  1984  require  the   employer  to suspend  making
         matching  contributions  on behalf of the  participant  for a period of
         six months.

         Vesting Schedule
         A  participant  is  100%  vested  in  the  value  of his or her  pretax
         contributions.  Vesting in the Company  matching contributions is based
         on years of  service.  Vesting  in the Company  matching  contributions
         during 2005 and 2004 was based on years of service as follows:

                  Less than 2 years                               0%
                  2 but less than 3 years                        20%
                  3 but less than 4 years                        50%
                  4 but less than 5 years                        75%
                  5 or more years                               100%

         If a participant  ends  his or her  employment  with the Company and is
         subsequently  rehired,  his or  her prior  service  with the Company is
         counted  for  vesting  purposes.  Once a   participant  reaches  normal
         retirement  age,  he  or  she  is  100%  vested   in  Company  matching
         contributions regardless of years of service.

         Forfeitures  by the  participants  of  the  unvested  portion  of their
         account upon  termination  of employment  with  the Company are used to
         reduce  future  matching  contributions  of the  Company  to  the Plan.
         Forfeitures  reduced  employer  contributions  by  $1,121,000  in 2005.
         Employer  contributions  receivable  are net of  forfeitures of $98,000
         and $102,000 at December 31, 2005 and 2004, respectively.

         Plan Termination
         Although  it has  not  expressed  any  intent  to  do so,  the  Company
         reserves the right to amend, suspend, or discontinue  the Plan in whole
         or in part at any time by action of  the Company's  Board of Directors,
         subject to the provisions of ERISA. In  the event of Plan  termination,
         participants will become 100% vested in their accounts.

         Basis of Presentation
         ---------------------
         The accompanying financial statements have been prepared on the accrual
         basis of accounting and  present  assets  available  for  benefits  and
         changes in those assets available for benefits.

         Investments and Investment Income
         ---------------------------------
         The fair value of common  stock,  mutual  fund  investments  and common
         trust fund  investments  is determined by using  quoted market  prices.
         The contract value  (contributions  made plus  interest  accrued at the
         contract  rate  less   withdrawals  and  fees) of  certain  investments
         approximates  fair value.  Participant  loans are valued at cost, which
         approximates  fair value.  The cost of  securities  sold  is determined
         principally  on the  basis  of  average  cost  at the   time  of  sale.
         Purchases and sales of securities are recorded on  a trade-date  basis.
         Dividend  income is recorded on the  ex-dividend  date,   and  interest
         income is recorded on the accrual basis.

         Use of Estimates
         ----------------
         In accordance  with  U.S.  generally  accepted  accounting  principles,
         management  of  the  Company  has  made  a  number  of   estimates  and
         assumptions  relating to the reporting of  assets and  liabilities  and
         the disclosure of contingent  assets and  liabilities  to prepare these
         financial  statements.  Actual  results  could differ  materially  from
         those estimates.

                                       8





         Benefit Payments
         ----------------
         Benefits to participants or beneficiaries are recorded when paid.

         Risks and Uncertainties
         -----------------------
         The Plan provides for various  investment  options  that may be exposed
         to various risks,  such as interest rate risk, credit  risk and overall
         market  volatility.  Because of this, values of  investment  securities
         are expected to be volatile which could  adversely affect participants'
         account  balances and the amounts  reported  in the statement of assets
         available for benefits.

2.       Participant Loans

         Participants can borrow,  in exchange for a  promissory note, up to the
         lesser  of  $50,000  less  the  highest  outstanding  loan  during  the
         previous 12 months or 50% of their  aggregate vested account balance in
         the Plan,  including  rollovers,  subject  to certain   maximum  limits
         designated  by the  IRS.  Each  note is  secured   by a  pledge  of the
         participant  account  balance  in the Plan to  the extent of the unpaid
         balance.  Repayments are generally made through level  monthly  payroll
         deductions. The term of a loan cannot exceed four and  a half years for
         general purpose loans and fifteen years for principal  residence loans.
         The  interest  rate  charged  on a   participant  loan is fixed for the
         duration of the loan at one  percentage  point  above the prime rate as
         published  in the Wall Street  Journal at the   inception  of the loan.
         Interest  paid by the  participant  is  credited  to the  participant's
         account.

3.       Contributions

         Employee Contributions
         ----------------------
         During 2005, each participant  could  designate a contribution of up to
         the lesser of  $14,000  or 30% of  pretax  earnings.  For  purposes  of
         determining Plan contributions, pretax  earnings are defined as regular
         pay including commissions and certain bonuses, but  excluding overtime,
         premium  pay  and   allowances.  Amounts  contributed  are  subject  to
         limitations under IRS non-discrimination  tests. Employee contributions
         may be divided  among  investment  funds in  multiples of 1% based upon
         the  participant's  election.  Participants  have  the option to change
         their contribution percentages during each pay period.

         Participants  who reached  the age of 50  on or prior to  December  31,
         2005 were eligible to make  additional  pretax  catch-up  contributions
         during 2005. Catch-up  contributions in 2005 were limited to the lesser
         of $4,000 or 45% of eligible pay.  Catch-up contributions are scheduled
         to increase to $5,000 in 2006.  After 2006, the limit  will be adjusted
         for inflation.

         Participant  contributions  to  the  Plan  may  be  invested  in one of
         several  investment  funds  managed by an  affiliate  of  T. Rowe Price
         Trust  Company ("T. Rowe Price")  and two other fund  alternatives  not
         managed   by  the  affiliate.  Prior  to  September  2002,  participant
         contributions  could be invested in  The Brink's  Company common stock.
         After September 2002, no participant  contributions  could  be directed
         into   The    Brink's   Company   common   stock;   however,   existing
         participant-directed balances in  The Brink's Company common stock were
         eligible to remain in The Brink's Company  common stock.  Any remaining
         investment  in The Brink's  Company  common  stock at December 31, 2007
         will  be  sold  and   reinvested   in  the   same  manner  as  Employee
         Contributions.


                                       9




         Employer Contributions
         ----------------------
         Employer  matching  contributions  in  2005  were   in the  form of The
         Brink's  Company  common stock.  In 2005,  the  Company  matched 75% of
         participant  contributions  up to  the  first  5% of   pretax  earnings
         contributed. Participants may transfer their matching  contributions in
         The Brink's Company common stock to  other investment  options when the
         matching  contributions vest.  Effective  January 1, 2006, the Plan was
         amended  such  that   the  Company  will  match  125%  of   participant
         contributions  up to the  first   5% of  pretax  earnings  contributed.
         Matching  contributions  are no longer  made in the form of The Brink's
         Company common stock, but are made in  cash and allocated to investment
         funds in the same manner as Employee Contributions.

4.       Distributions

         Upon   leaving   the  Company  for   any  reason  and  after  a  formal
         disbursement  request is made by the  participant,  the full fair value
         of an employee's  contributions and  related  investment income and all
         vested Company matching  contributions  and  related  investment income
         will be distributed in cash,  except payouts  from The Brink's  Company
         stock  fund  which  will be  made in  shares  unless  cash  payment  is
         specifically  requested.  The  value of any  fractional  shares will be
         distributed in cash. The Plan requires  that vested  balances less than
         $5,000 at the date of termination are to  be distributed from the Plan.
         If a participant's  employment  with the  Company  terminates and he or
         she has a vested  account  balance of  more than $5,000,  he or she may
         elect to leave all of his or her contributions  and related  investment
         income and the vested  portion of Company   contributions  and  related
         investment  income in the Plan.   Participants  who retire on or before
         their normal retirement date may elect to  defer distribution until age
         70  1/2.   Participants   who  work  beyond   age  70  1/2,  may  defer
         distribution until they retire.

5.       Related Party Transactions

         Certain Plan  investments  are shares of  mutual funds,  common trusts,
         and  investment  contracts  managed  by  T. Rowe  Price,  the  Trustee.
         Additionally, the Plan invests in shares of  The Brink's Company common
         stock.   Such   transactions   are  deemed  to   be   party-in-interest
         transactions of the Plan as are all participant loans.

         The Plan's investments in The Brink's Company  common stock at December
         31,  2005 and 2004,  and  purchases  and   sales  during  2005,  are as
         follows:

         (in thousands, except share amounts)    Shares     Fair Value   Cost
         -----------------------------------------------------------------------

         Shares held at December 31, 2004      2,846,155   $  112,480    60,972
         Purchases                               337,282       12,482    12,482
         Sales                                  (809,427)     (32,342)  (17,939)
         Net appreciation                              -       21,119         -
         -----------------------------------------------------------------------
         Shares held at December 31, 2005      2,374,010   $  113,739    55,515
         -----------------------------------------------------------------------


6.       Federal Income Taxes

         The Internal  Revenue  Service  has determined and informed the Company
         by a  letter  dated  July  2,  2003,  that   the  Plan is  designed  in
         accordance  with  applicable  sections of  the  Internal  Revenue  Code
         (IRC).  Although  the   Plan  has  been  amended  since  receiving  the
         determination  letter,  the  Company and the Plan's tax counsel believe
         that  the  Plan  is  designed  and   is  currently  being  operated  in
         compliance with the applicable requirements of the IRC.


                                       10





7.       Investments

         During 2005, the Plan's investments (including investments bought, sold
         and held during the year) appreciated in value as follows:


                                                         Year Ended December 31,
                                                                  2005
         -----------------------------------------------------------------------
                                                             (In thousands)
         Net appreciation of investments at fair value as
           determined by quoted market prices:
              The Brink's Company common stock              $     21,119
              Mutual funds                                         4,936
              Common trust funds                                   1,013
         -----------------------------------------------------------------------
                                                            $     27,068
         =======================================================================


         In 2005 and 2004, participants had the option  to invest in the T. Rowe
         Price Stable Value Common Trust  Fund (the "Stable Value Fund"),  which
         generally  invests in money  market funds,  short-term  investments and
         benefit-responsive    investment   contracts,     including   synthetic
         investment contracts,  issued  by banks,  insurance companies and other
         high-quality  issuers.  The  Stable  Value  Fund   seeks to  maintain a
         constant  net asset value and,  as a  result,  allows  participants  to
         withdraw all or a portion of their  investment  at contract value.  The
         investment   contracts   held    by   the   Stable   Value   Fund   are
         nontransferable,  but provide for  these benefit-responsive withdrawals
         by Plan participants at the contract value.

         The Stable  Value Fund is  presented  in the  financial  statements  at
         contract  value,  as reported to the  Plan by the Trustee.  If an event
         occurs that may impair the  ability of the  contract  issuer to perform
         in  accordance  with the c ontract  terms,  fair value may be less than
         contract value.

         The  investments  in the  Stable  Value  Fund may have  fixed  rates of
         interest for fixed periods of  time, or may have rates of interest that
         vary  during  the  contract  period   based  on the  contract  issuer's
         investment  experience  or on  another   formula  applicable  under the
         contract.  The average yield on   investments  held by the Stable Value
         Fund was approximately 4.5% at December  31, 2005 and 2004.  Maturities
         of the investment  contracts held by the  Stable Value Fund at December
         31,  2005  ranged  from  2006 to  2035.   Crediting  interest  rates on
         investments  held by the Stable  Value  Fund ranged from 0% to 9% as of
         December 31, 2005.

                                       11





         Investments at fair value or contract  value which represent 5% or more
         of  the  assets available  for benefits  at December 31 are as follows:

                                                                 December 31,
                                                             2005        2004
         ----------------------------------------------------------------------
                                                              (In thousands)
           The Brink's Company common stock:
              Matching contributions (see notes 3 and 8)  $ 109,395    107,872
              Employee contributions (see note 3)             4,344      4,608
         ----------------------------------------------------------------------
                                                            113,739    112,480

           T. Rowe Price Stable Value Common Trust Fund      59,673     52,769
           T. Rowe Price Personal Strategy Balanced Fund     37,755     30,882
           T. Rowe Price Blue Chip Growth Fund               22,934     21,671
           T. Rowe Price Equity Index Trust                  22,303     21,685
           T. Rowe Price New Horizons Fund                   22,038     19,392
         ----------------------------------------------------------------------


8.       Nonparticipant-Directed Investments

         In  September  2002,  the Plan  was  amended to allow  participants  to
         diversify   their  vested  matching  contribution  investments  in  The
         Brink's Company  common stock.  As a result,  the vested portion of the
         matching  contribution  investment in  The Brink's Company common stock
         is  considered  participant-directed;   however,  since  changes in the
         components of vested and unvested   matching  contribution  investments
         cannot be  separately  determined,   all vested and  unvested  matching
         contribution  investments  in The   Brink's  Company  common  stock are
         disclosed as nonparticipant-directed  in the financial statements.

         Information  about  the assets  available  for  benefits and changes in
         assets available for benefits relating to the  nonparticipant-directed
         investments is as follows:

                                                              December 31,
         Nonparticipant-directed Investments              2005           2004
         -----------------------------------------------------------------------
                                                            (In thousands)
         Assets available for benefits:
           The Brink's Company common stock:
              Vested matching contributions        $     101,590        100,033
              Unvested matching contributions              7,805          7,839
         -----------------------------------------------------------------------
                                                         109,395        107,872

         -----------------------------------------------------------------------
           Employer contributions receivable to
              nonparticipant-directed accounts                 -            709
         -----------------------------------------------------------------------
                                                   $     109,395        108,581
         =======================================================================


                                       12





                                                         Year Ended December 31,
         Nonparticipant-directed investments (continued)           2005
         -----------------------------------------------------------------------
                                                              (In thousands)
         Changes in assets available for benefits:
           Contributions to nonparticipant-directed accounts $   10,278
           Dividends                                                257
           Net appreciation                                      20,311
           Distributions to participants or beneficiaries        (9,424)
           Transfers to participant-directed investments        (20,608)
         -----------------------------------------------------------------------
                                                             $      814
         =======================================================================


9.       Reconciliation to Form 5500

         Assets available for benefits in the Form 5500  for the Plan reflects a
         reduction in assets for deemed  distributions  of  certain  participant
         loans.  The  accompanying  financial  statements  do  not  include  the
         reduction for deemed distributions as  the participants to which deemed
         distributions relate continue to retain their  assets within the Plan.

         The following  reconciles  assets  available  for benefits and benefits
         paid to participants or  beneficiaries  from  the Form 5500 to the Plan
         financial statements:

                                                                December 31,
                                                              2005       2004
         ----------------------------------------------------------------------
                                                               (In thousands)

         Assets available for benefits per the Form 5500    $ 75,077    335,329
         Cumulative deemed distributions                         114        117
         ----------------------------------------------------------------------
         Assets available for benefits per the
           Statements of Assets
              Available for Benefits                        $ 75,191    335,446
         ======================================================================





                                                                         Year Ended December 31,
                                                                                  2005
         --------------------------------------------------------------------------------------
                                             (In thousands)
 
         Distributions to participants or beneficiaries per the Form 5500     $ 33,604
         Change in the amount of deemed distributions                                3
         Benefits payable to participants at end of year                            (6)
         --------------------------------------------------------------------------------------
         Distributions to participants or beneficiaries per the
           Statement of Changes in Assets
              Available for Benefits                                          $ 33,601
         ======================================================================================



10.      Subsequent Events

         Effective  January 31,  2006,  the  Company  finalized  the sale of BAX
         Global,  Inc.  (BAX),  a   wholly  owned  subsidiary  of  the  Company.
         Accordingly,  contributions  to BAX  employees'  participant   accounts
         ceased as of December 31, 2005.  BAX  employees'  participant  accounts
         totaling  $125.9 million as of  December 31, 2005 were  transferred out
         of the Plan on March 8, 2006.


                                       13









                         THE BRINK'S COMPANY 401(k) PLAN
          Schedule H, Line 4i, Schedule of Assets (Held at End of Year)
                                December 31, 2005
                      (In thousands, except share amounts)





Identity of Issuer, Borrower,   Description of Investment Including Maturity Date,                          Cost             Current
Lessor or Similar Party         Rate of Interest, Collateral, Par or Maturity Value            (nonparticipant-directed only)  Value
------------------------------------------------------------------------------------------------------------------------------------
 

*The Brink's Company          2,374,010 shares of The Brink's Company common stock; $1 par value      $   53,732             113,739

ING Investments, LLC          605,650 shares in the ING International Value Fund                                              10,823

Lord Abbett                   227,651 shares in Lord Abbett Mid Cap Value Fund                                                 5,102

*T. Rowe Price                59,673,129 shares in the Stable Value Common Trust Fund                                         59,673

*T. Rowe Price                647,955 shares in the Spectrum Income Fund                                                       7,639

*T. Rowe Price                483,317 shares in the Equity Income Fund                                                        12,527

*T. Rowe Price                622,801 shares in the Equity Index Trust                                                        22,303

*T. Rowe Price                411,187 shares in the Small Cap Value Fund                                                      15,177

*T. Rowe Price                694,319 shares in the New Horizons Fund                                                         22,038

*T. Rowe Price                336,673 shares in the Personal Strategy Income Fund                                              5,074

*T. Rowe Price                2,011,453 shares in the Personal Strategy Balanced Fund                                         37,755

*T. Rowe Price                483,917 shares in the Personal Strategy Growth Fund                                             11,174

*T. Rowe Price                185,746 shares in the Mid-Cap Growth Fund                                                       10,056

*T. Rowe Price                701,780 shares in the Blue Chip Growth Fund                                                     22,934

*Participant                  Loans Participant loans at interest
                              rates ranging from 5% to 10.5%,
                              maturities not to exceed 4.5 years for
                              general purpose and
                              15 years for principal residence                                                                16,815
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                         $   372,829

====================================================================================================================================


The cost of participant-directed investments is not required.
*Indicates a party-in-interest investment.
See accompanying Report of Independent Registered Public Accounting Firm.

                                       14






                         THE BRINK'S COMPANY 401(k) PLAN
            Schedule H, Line 4j, Schedule of Reportable Transactions
                      For the Year Ended December 31, 2005
           (In thousands, except number of purchase and sale amounts)






                      Description of asset                                                       Cost    Current value
Identity of           (include interest rate and   Purchase  Selling  Lease   Expense incurred   of      of asset on       Net gain
party involved        maturity in case of a loan)  Price     Price    Rental  with Transaction   Asset   Transaction Date  or (loss)
------------------------------------------------------------------------------------------------------------------------------------
 

*The Brink's Company  The Brink's Company
                      Common Stock 27 Purchases  $ 12,471     N/A      N/A         N/A          $ 12,471   $ 12,471           N/A

*The Brink's Company  The Brink's Company
                      Common Stock 226 Sales        N/A    $ 31,259    N/A         N/A          $ 17,411   $ 31,259         $13,848
====================================================================================================================================


Transactions under an individual account plan that a participant or beneficiary
directed with respect to assets allocated to his or her account are not treated
for purposes of line 4j as reportable transactions. Transactions listed
represent a series of transactions in a security of the same issue in excess of
5% of the plan market value as of December 31, 2004.

*  Indicates a party-in-interest investment.

See accompanying Report of Independent Registered Public Accounting Firm.


                                       15




                                  EXHIBIT INDEX
                                  -------------


Exhibit Number      Description
--------------      -----------

     23             Consent of Independent Registered Public Accounting Firm



                                       16





                                    SIGNATURE
                                    ---------



Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
trustees (or other persons who administer  the employee  benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.



                                               The Brink's Company 401(k) Plan
                                               -------------------------------
                                                       (Name of Plan)


                                                  /s/ Frank T. Lennon
                                               ---------------------------------
                                                      (Frank T. Lennon
                                                    Vice President and Chief
                                                     Administrative Officer)


Date: June 29, 2006





                                       17