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


                Date of Report (Date of earliest event reported):
                                 AUGUST 29, 2005

                                  SOFTECH, INC.
             (Exact name of registrant as specified in its charter)

       MASSACHUSETTS                 0-10665                  04-2453033
(State or other jurisdiction       (Commission             (I.R.S. Employer
      of incorporation)            File Number)           Identification No.)

                                2 Highwood Drive,
                               Tewksbury, MA 01876

                    (Address of principal executive offices)

                                  (978)640-6222
              (Registrant's telephone number, including area code)


          (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:

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

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

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

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

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ITEM 2.02     RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 29, 2005, SofTech, Inc. issued a press release (the "Press Release")
reporting its earnings results for the fourth quarter of fiscal year 2005. The
foregoing is qualified by reference to the Press Release which is furnished (not
filed) as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS

(c)    Exhibits.

Exhibit 99.1.   Press Release issued by SofTech, Inc. dated August 29, 2005


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                                    SIGNATURE

     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.


                                          SOFTECH, INC..


Date: August 29, 2005                     By: /s/ Joseph P. Mullaney
                                              ----------------------------------
                                          Name:  Joseph P. Mullaney
                                          Title: President and Chief Operating
                                                 Officer (Principal Financial
                                                 and Accounting Officer)

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                                  EXHIBIT INDEX

 EXHIBIT
 NUMBER                                  DESCRIPTION
---------   --------------------------------------------------------------------

99.1        Press Release issued by SofTech, Inc. dated August 29, 2005





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