SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 6-K

                        Report of Foreign Private Issuer


                      Pursuant to Rule 13a-16 or 15d-16 of
                       the Securities Exchange Act of 1934



                                  1 June, 2005


                                  BT Group plc
                 (Translation of registrant's name into English)


                                   BT Centre
                               81 Newgate Street
                                    London
                                   EC1A 7AJ
                                    England

                    (Address of principal executive offices)



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 whether the registrant by furnishing the 
information contained in this Form 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 12g3-2(b): 82- ________ 



Enclosures:  1.  Transaction in Own Shares announcement made on 1 June, 2005


Wednesday 1 June 2005
                                  BT GROUP PLC

                           TRANSACTION IN OWN SHARES

BT Group plc announces that today it transferred to participants in its employee
share schemes 33,423 ordinary shares at a price of 199.50 pence per share. The
transferred shares were all formerly held as treasury shares.

Following the above transfer, BT Group plc holds 134,712,851 ordinary shares as
treasury shares. The total number of ordinary shares in issue (excluding shares
held as treasury shares) is 8,499,916,187.

                                  --: ends :--




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 authorized.


BT Group PLC
(Registrant)  
 

By: /s/ Patricia Day
--------------------
Patricia Day, Assistant Secretary. Head of Shareholder Services
 

Date 1 June, 2005