8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

August 1, 2006

Date of Report (Date of earliest event reported)

DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation) 1-13647
(Commission
File Number) 73-1356520
(I.R.S. Employer
Identification No.)

5330 East 31st Street, Tulsa, Oklahoma 74135

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (918) 660-7700

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
	(17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
	CFR 240.13e-4(c))

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On August 1, 2006, Dollar Thrifty Automotive Group, Inc., a Delaware corporation (the “Company”), entered into a master services agreement (“MSA”) with Electronic Data Systems Corporation and EDS Information Systems, L.L.C. (collectively, “EDS”). This MSA is a five-year, $150 million agreement, commencing on October 1, 2006, wherein EDS will provide a range of information technology (“IT”) services to the Company, including applications development and maintenance, network, workplace and storage management, back-up and recovery and mid-range hosting services. This MSA extends and expands a nine-year relationship between the Company and EDS, wherein EDS has provided the Company a portion of its data center operations support. The MSA will provide significant cost reductions to the Company over its term at current levels of IT development and support. Additionally, one-time transition costs of approximately $13 million will be incurred by the Company to transition the IT function to EDS, which is further discussed in Item 2.05.

A copy of the press release issued by the Company and EDS on August 2, 2006 announcing the entry into the MSA is attached hereto as Exhibit 99.31.

ITEM 2.05 COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES

As discussed in Item 1.01, on August 1, 2006, the Company entered into the MSA with EDS to provide a range of IT services. EDS offers a world-class approach to technology solutions and allows the Company to leverage the expertise of EDS along with providing significant cost reductions to the Company. The Company will begin transitioning IT activities to EDS resulting in one-time costs, which are initially estimated at $13 million and are expected to result in cash expenditures in 2006 and 2007. These one-time transition costs include approximately $6 million of costs relating to effectively transitioning the processes and knowledge base of the Company’s existing systems and projects to EDS, approximately $5 million of severance and incentive costs for employees of the Company, and approximately $2 million of costs relating to relocation and a physical inventory of the Company’s equipment. These transitional activities are expected to be fully completed by early 2008.

A copy of the press release issued by the Company on August 2, 2006 announcing the anticipated earnings impact on the Company of the transition costs resulting from the MSA is attached hereto as Exhibit 99.32.

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ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

Exhibit No. Description

99.31 Press release regarding the entry into a Master Services Agreement with EDS issued by Dollar Thrifty Automotive Group, Inc. and EDS on August 2, 2006

99.32 Press release regarding the anticipated earnings impact of a new IT services agreement issued by Dollar Thrifty Automotive Group, Inc. on August 2, 2006

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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 hereunto duly authorized.

DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.
	(Registrant)

August 7, 2006	By:	/s/ STEVEN B. HILDEBRAND
		Steven B. Hildebrand
		Senior Executive Vice President, Chief Financial
		Officer, Principal Financial Officer and Principal
		Accounting Officer

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INDEX TO EXHIBITS

Exhibit No. Description

99.31 Press release regarding the entry into a Master Services Agreement with EDS issued by Dollar Thrifty Automotive Group, Inc. and EDS on August 2, 2006

99.32 Press release regarding the anticipated earnings impact of a new IT services agreement issued by Dollar Thrifty Automotive Group, Inc. on August 2, 2006

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EX-99

EXHIBIT 99.32

Press Release

Contacts:

Media:	Terri Snow				Financial:	Steve Hildebrand
		Executive Director -					Chief Financial Officer
			Corporate Communications				(918) 669-2288
			(918) 669-2743
				tsnow@dtag.com

FOR IMMEDIATE RELEASE

DOLLAR THRIFTY AUTOMOTIVE GROUP PROVIDES ANTICIPATED EARNINGS IMPACT OF NEW IT SERVICES AGREEMENT

TULSA, OKLAHOMA, August 2, 2006: Dollar Thrifty Automotive Group, Inc. (NYSE:DTG) earlier today announced the signing of a five-year, $150 million information technology (IT) services agreement with EDS. Under the agreement, EDS will provide DTG with a range of IT services including applications development and maintenance, network, workplace and storage management, back-up and recovery and mid-range hosting services. This agreement greatly expands the services EDS currently provides to DTG, which over the past nine years have primarily been centered on data center operations support.

“We are very excited about this expanded relationship,” Gary L. Paxton, President and Chief Executive Officer, said. “In addition to leveraging the expertise of EDS to enhance our IT systems and operations, this services agreement will provide significant cost reductions to DTG over its five-year term at current levels of IT development and support. One-time costs, initially estimated at $13 million, will be incurred to transition the IT function to EDS, of which $6 million to $8 million is projected to be incurred in 2006. For 2007, we expect this arrangement to be approximately cost neutral with ongoing cost savings offset by the remaining one-time transition costs. We expect ongoing cost savings to continue in 2008 and beyond. The additional one-time transition costs in 2006 are projected to reduce earnings per share by $.14 to $.19. Our guidance range for 2006 earnings per share of $2.25 to $2.55 provided with our second quarter earnings announcement did not include these one-time transition costs.”

Dollar Thrifty Automotive Group, Inc. is a Fortune 1000 Company headquartered in Tulsa, Oklahoma. Driven by the mission “Value Every Time,” the Company's brands, Dollar Rent A Car and Thrifty Car Rental, serve value-conscious travelers in approximately 70 countries. Dollar and Thrifty have over 800 corporate and franchised locations in the United States and Canada including operations at most major airports. The Company's more than 8,500 employees are located mainly in North America, but global service capabilities exist through an expanding international franchise network. For additional information, visit dtag.com.

Some of the statements contained in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although Dollar Thrifty Automotive Group, Inc. believes such forward-looking statements are based upon reasonable assumptions, such statements are not guarantees of future performance and certain factors could cause results to differ materially from current expectations. These factors include: price and product competition; access to reservation distribution channels; economic and competitive conditions in markets and countries where the companies' customers reside and where the companies and their franchisees operate; natural hazards or catastrophes; incidents of terrorism; airline travel patterns; changes in capital availability or cost; costs and other terms related to the acquisition and disposition of automobiles; systems or communications failures; costs of conducting business and changes in structure or operations; and certain regulatory and environmental matters and litigation risks. Should one or more of these risks or uncertainties, among others, materialize, actual results could vary from those estimated, anticipated or projected. Dollar Thrifty Automotive Group, Inc. undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

EX-99

EXHIBIT 99.31

Press Release

CONTACTS:

DTG:	Terri Willson Snow			EDS:	Blake Hull
			Executive Director			EDS Media
		Corporate Communications				Media Relations
			(918) 669-2743				(972) 605-5063
			tsnow@dtag.com			blake.hull@eds.com

FOR IMMEDIATE RELEASE

DOLLAR THRIFTY AUTOMOTIVE GROUP EXPANDS INFORMATION TECHNOLOGY SERVICES RELATIONSHIP WITH EDS

TULSA, OKLAHOMA and PLANO, TEXAS, August 2, 2006: Dollar Thrifty Automotive Group Inc. (NYSE:DTG) and EDS (NYSE:EDS) today announced the signing of a five-year, $150 million information technology (IT) services extension agreement, with new revenue service to EDS of approximately $125 million. Under the agreement, which commences October 1, 2006, EDS will provide DTG with a range of IT services including applications development and maintenance, network, workplace and storage management, back-up and recovery and mid-range hosting services. For the past nine years, EDS has provided DTG with a portion of its data center operations support.

“Dollar Thrifty Automotive Group and EDS have a long-term relationship and this new agreement is the next logical step in the expansion of our partnership,” Don Himelfarb, Dollar Thrifty Automotive Group Chief Administrative Officer, said. “In addition to the economic benefits associated with leveraging across the EDS organization, we chose to expand our relationship based on EDS’ world-class approach to technology solutions. Also, important to our decision, was the fact that EDS has an existing, large presence in Tulsa as we anticipate a significant number of DTG employees will transition to EDS. Heading DTG’s IT organization and relationship with EDS will be Vic Alonzi, DTG Vice President – IT, a seasoned executive with over 20 years of IT experience including over 10 years with DTG.”

“EDS has the capability to help us standardize and transform our IT infrastructure and critical business applications,” Alonzi said. “A leading technology provider, EDS is a natural fit with DTG’s strategy to be a low-cost provider while providing outstanding business value. We look forward to working with EDS in developing and delivering innovative business solutions for both our internal and external customers.”

As part of this agreement, EDS will assume responsibility for DTG’s infrastructure and will manage more than 4,500 desktop workstations and more than 500 servers. DTG and EDS will work together to develop a flexible platform that supports speed to market and user-friendly outcomes.

“We are delighted to have DTG as a strategic partner as we continue to grow our presence in the travel and hospitality segment,” said Jim Dullum, vice president and leader of EDS’ Global Transportation industry group. “DTG will take advantage of EDS’ recent multi-billion dollar investment in its global delivery model and together we will position both companies for long-term growth in this important market segment.”

About DTG

Dollar Thrifty Automotive Group, Inc. (NYSE:DTG) is a Fortune 1000 Company headquartered in Tulsa, Oklahoma. Driven by the mission "Value Every Time," the Company's brands, Dollar Rent A Car and Thrifty Car Rental, serve value-conscious travelers in approximately 70 countries. Dollar and Thrifty have approximately 1,600 corporate and franchised worldwide locations including over 800 in the United States and Canada. The Dollar or Thrifty brands operate in virtually all of the top U.S. airport markets; both brands operate in all of the top Canadian airport markets. The Company's more than 8,500 employees are located mainly in North America, but global service capabilities exist through an expanding international franchise network. For additional information, visit dtag.com.

Some of the statements contained in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although Dollar Thrifty Automotive Group, Inc. believes such forward-looking statements are based upon reasonable assumptions, such statements are not guarantees of future performance and certain factors could cause results to differ materially from current expectations. These factors include: price and product competition; access to reservation distribution channels; economic and competitive conditions in markets and countries where the companies' customers reside and where the companies and their franchisees operate; natural hazards or catastrophes; incidents of terrorism; airline travel patterns; changes in capital availability or cost; costs and other terms related to the acquisition and disposition of automobiles; systems or communications failures; costs of conducting business and changes in structure or operations; and certain regulatory and environmental matters and litigation risks. Should one or more of these risks or uncertainties, among others, materialize, actual results could vary from those estimated, anticipated or projected. Dollar Thrifty Automotive Group, Inc. undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

About EDS

EDS (NYSE: EDS) is a leading global technology services company delivering business solutions to its clients. EDS founded the information technology outsourcing industry more than 40 years ago. Today, EDS delivers a broad portfolio of information technology and business process outsourcing services to clients in the manufacturing, financial services, healthcare, communications, energy, transportation, and consumer and retail industries and to governments around the world. Learn more at eds.com.

The statements in this news release that are not historical statements, including statements regarding the amount of new contract values, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond EDS' control, which could cause actual results to differ materially from such statements. For information concerning these risks and uncertainties, see EDS' most recent Form 10-K. EDS disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.