8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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)   June 14, 2005

Keane, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Massachusetts

(State or Other Jurisdiction of Incorporation)

001-7516	04-2437166
(Commission File Number)	(IRS Employer Identification No.)

100 City Square, Boston, Massachusetts	02129
(Address of Principal Executive Offices)	(Zip Code)

(617) 241-9200

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 (see General Instruction A.2. below):

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

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

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

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

Item 8.01. Other Events.

On June 14, 2005, Keane, Inc., a Massachusetts corporation (“Keane” or the “Company”), issued a press release announcing its Board of Directors has authorized the Company to repurchase 3 million shares of its common stock over the next 12 months effective June 13, 2005.  A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits

(c)Exhibits

The following exhibit relating to Item 8.01 shall be deemed to be furnished, and not filed:

99.1Press Release entitled “Keane Announces New Share Repurchase Program”, issued by the Company on June 14, 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.

Date:June 14, 2005

KEANE, INC.
By:	/s/ John J. Leahy
	John J. Leahy
	Senior Vice President of Finance and Administration and Chief Financial Officer

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EXHIBIT INDEX

Exhibit	Description
99.1	Press Release entitled “Keane Announces New Share Repurchase Program”, issued by the Company on June 14, 2005.

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EX-99.1

Exhibit 99.1

News Release Contact:
Larry Vale
Keane Investor Relations
617-241-9200 x1290 Margo Nison
Keane Public Relations
617-241-9200 x1272

KEANE ANNOUNCES NEW SHARE REPURCHASE PROGRAM

BOSTON, June 14, 2005 — Keane, Inc. (NYSE: KEA) today announced that its Board of Directors has authorized the Company to repurchase 3 million shares of its common stock over the next 12 months.

The authorization replaces the 3 million share repurchase authorization announced by Keane on June 14, 2004.   Keane repurchased approximately 1.24 million shares under the previous program, which has expired.

Share repurchases may be made on the open market or in negotiated transactions.  The Company’s management, based on its evaluation of market and economic conditions and other factors, will determine the timing and amount of shares repurchased. The repurchase program will be funded using the Company’s cash reserves. The Company reported that the repurchased shares will be available for use in connection with the Company’s stock option plans, employee stock purchase and other stock benefit plans, and for general corporate purposes, including acquisitions.  Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws.

About Keane:

In business since 1965, Keane, Inc. (NYSE: KEA) is a premier business and IT services firm.  Keane delivers Application and Business Process Services to help clients transform their business and IT operations to achieve demonstrable, measurable and sustainable business benefit.  Keane is a trusted advisor and partner for its clients by solving real business issues through the development and implementation of cost-effective, change-oriented, industry-specific solutions.  Specifically, Keane delivers highly synergistic service offerings, including Application Development & Integration, Application Outsourcing and Business Process Outsourcing.  Keane believes that business and IT improvements are best realized by streamlining and optimizing business and IT processes, implementing rigorous management disciplines and fostering a culture of accountability through meaningful performance metrics.  Keane delivers its services through an integrated network of regional offices in the United States, Canada, India and the United Kingdom, and via SEI CMMI Level 5 evaluated Advanced Development Centers (ADCs) in Canada and India.  Information on Keane is available on the Internet at www.keane.com.

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