UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) ofThe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 1, 2005

LEARNING CARE GROUP, INC.
(Exact name of registrant as specified in its Charter)

Michigan (State or other jurisdiction of incorporation)	0-27656 (Commission File Number)	38-3261854 (IRS Employer Identification No.)

21333 Haggerty Road, Suite 300, Novi, Michigan (Address of principal executive offices)		48375 (Zip Code)

Registrant’s telephone number, including area code (248) 697-9000

N/A
(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):

|_| 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))

Item 2.02 Results of Operations and Financial Condition.

On September 1, 2005, the Company issued the press release attached hereto as Exhibit 99.1, announcing its results for the fiscal quarter ended July 22, 2005. A copy of the press release is furnished with this report following the signature page and is incorporated in this Item 2.02 by reference. The information in this report and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly stated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(a) – (b)

Not applicable.

(c)

Exhibits.

99.1

Press Release issued September 1, 2005, announcing the Company’s results for the fiscal quarter ended July 22, 2005.

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.

Date: September 2, 2005

LEARNING CARE GROUP, INC.

By: /s/ Frank M. Jerneycic
       ——————————————————
       Frank M. Jerneycic
       Its: Chief Financial Officer and Treasurer

Exhibit Index

Exhibit No.		Description

LEARNING CARE GROUP, INC 8-K