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



                                 16 August, 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 16 August, 2005




Tuesday 16 August 2005


                                  BT GROUP PLC

                           TRANSACTION IN OWN SHARES

BT Group plc announces that it has today purchased through JPMorgancazenove one
million, five hundred thousand ordinary shares at a price of 217.3734 pence per
share. The purchased shares will all be held as treasury shares.

Following the above purchase, BT Group plc holds 150,727,713 ordinary shares as
treasury shares. The total number of ordinary shares in issue (excluding shares
held as treasury shares) is 8,484,515,314.


                                   -: 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 16 August, 2005