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 February, 2004

Commission File Number: 001-15002

ICICI Bank Limited
(Translation of registrant’s name into English)

ICICI Bank Towers,
Bandra-Kurla Complex
Mumbai, India 400 051
(Address of principal executive office)

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 if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes          No   X 

Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes         No   X 

Indicate by check mark whether by furnishing the information
contained in this Form, the Registrant 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 12g 3-2(b): Not Applicable






Table of Contents

Item  
   
1. Form 6-K dated February 13, 2004.
2. Form ’C’





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 authorised.

Dated: February 13, 2004

  For ICICI Bank Limited
     
  By: /s/ Nilesh Trivedi
   
 
Name: 
Title: 
Nilesh Trivedi
Assistant Company Secretary





FORM C

Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 (Regulation 13(3) and (6) Regulation 13(3) -- Details of change in shareholding in respect of persons holding more than 5% shares in a listed company

Name & address of shareholders Shareholding prior to acquisition/sale No. & % of shares/voting rights acquired/sold Receipt of allotment advice/acquisition of shares/sales of shares - specify Date of intimation to Company Mode of acquisition on (market purchase/public/rights/preferential offer etc.)
Allamanda Investments Private Limited
5th Floor
Anglo-Mauritius House
4 Intendance St
Port Louis, Mauritius
Tel: 230 202 4747
41,425,784

(6.72%)
3,410,560

Voting rights acq’'d - 0.55%
Acquisition of Shares - 10 Feb 2004 (Wed) 13 Feb 2004 (Fri) Market Purchases


No. & % of shares/votring rights post-acquisition/sale Trading member through whom the trade was executed with SEBI Registration no. of the TM Exchange on which the trade was executed Buy quantity Buy value Sell quantity Sell value
44,836,344
(Voting rights - 7.28%)
ICICI Securities Ltd
[INB: 010773035]
Citigroup Global Markets India Pvt Ltd
[INB: 011141331]
BSE & NSE

BSE & NSE
1,060,560 shares

2,350,000 shares
3,410,560 shares
INR 1,145,710,348.80 NA NA