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): June 20, 2006

Thomas Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-22010	72-0843540
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation)		Identification No.)

5221 N. O’Connor Blvd., Suite 500
Irving, Texas		75039
(Address of principal executive offices)		(Zip Code)

Registrant’s Telephone Number, including area code: (972) 869-3400

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:

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 8.01 Other Events

On June 20, 2006, Thomas Group’s Board of Directors amended its annual dividend policy to increase the annual dividend to $0.30 per share. The amended annual dividend will be paid quarterly at a rate of $0.075 per share. On June 20, 2006, Thomas Group’s Board of Directors declared a quarterly cash dividend under the amended dividend policy. The record date for the second quarter 2006 cash dividend of $0.075 per share under the amended dividend plan is June 30, 2006, and the payment date for that dividend is July 14, 2006. Payment of future cash dividends under the policy will be at the discretion of the Company’s Board of Directors after taking into account various factors, including the Company’s financial condition, operating results, and current and anticipated cash needs.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number		Description

The following exhibit to the Current Report of Form 8-K is not being filed, but is being furnished pursuant to Item 9.01:

99.1		Press Release issued June 21, 2006 entitled “Thomas Group Announces Increase in Annual Dividend Policy and Quarterly Cash Dividend.”

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.

Exhibit Index

The following exhibit to this Current Report on Form 8-K is not being filed but are being furnished pursuant to Item 9.01:

Exhibit Number		Description
99.1		Press Release issued June 21, 2006 entitled “Thomas Group Announces Increase in Annual Dividend Policy and Quarterly Cash Dividend.”

Thomas Group, Inc.

(Registrant)

June 21, 2006

/s/ James T. Taylor

James T. Taylor,

President & Chief Executive Officer