~~Table~~UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED~~Washington, ~~STATES SECURITIES~~D.C. ~~AND EXCHANGE COMMISSION~~20549

~~Washington,~~FORM ~~D.C. 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT Pursuant~~of toReport ~~Section 13 or 15~~(d)Date of ~~the~~earliest ~~Securities~~event ~~Exchange~~reported): ~~Act~~June 15, ~~of 1934~~ 2009

~~Date~~The ofSCO ~~Report (Date of earliest event reported): December 31~~Group, ~~2007~~Inc.

~~The~~(Exact ~~SCO~~name ~~Group,~~of ~~Inc.~~ registrant as specified in its charter)

(Exact name of registrant as specified in its charter)


Delaware	0-29911	87-0662823

(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Delaware		0-29911		87-0662823
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

355 South 520 West
Lindon, Utah 84042
(Address of principal executive offices, including Zip Code)

~~355~~Registrant’s ~~South~~telephone ~~520 West Lindon~~number, ~~Utah 84042 (Address of principal executive offices,~~ including ~~Zip~~area ~~Code~~code: (801) 765-4999

N/A ~~Registrant’s~~(Former ~~telephone~~name ~~number~~or former address, ~~including~~if ~~area~~changed ~~code:~~since ~~(801)~~last ~~765-4999~~report)

~~N/A (Former~~Check ~~name~~the orappropriate ~~former~~box ~~address,~~below if ~~changed~~the ~~since~~Form ~~last~~8-K ~~report)~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~Check~~o Written ~~the~~communications ~~appropriate~~pursuant ~~box below if the Form 8-K filing is intended~~ to ~~simultaneously~~Rule 425 ~~satisfy~~under the ~~filing~~ ~~obligation~~Securities ofAct ~~the~~(17 ~~registrant~~CFR ~~under any of the following provisions:~~230.425)

o Soliciting ~~Written~~material ~~communications~~ pursuant to Rule 14a-12 ~~425~~ under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~14a-12)

o Pre-commencement ~~Soliciting~~communications ~~material~~ pursuant to Rule ~~14a~~ 14d-122(b) under the Exchange Act (17 CFR 240.~~14a~~14d-122(b))

o Pre-commencement communications pursuant to Rule ~~14d~~ 13e-24(bc) under the Exchange Act (17 CFR 240.~~14d~~13e-24(bc))

oItem 1.01 ~~Pre-commencement~~Entry ~~communications~~into ~~pursuant~~a toMaterial ~~Rule~~Definitive ~~13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))~~Agreement

~~TABLE~~ On OFJune 15, ~~CONTENTS~~2009, The SCO Group, Inc., (the “Company”) executed and delivered, subject to Bankruptcy Court approval upon notice and a hearing, a definitive agreement to provide for the sale of a substantial portion of its assets and the assignment of certain of its liabilities to unXis, Inc. (the “Agreement”). The Company entered into the Agreement with SCO Operations, Inc. and SCO Global, Inc., each a wholly owned subsidiary of the Company (collectively, the “Sellers”), and unXis, Inc. (the “Purchaser”).

	Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal year.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 3.1

Pursuant to the Agreement, and upon Bankruptcy Court approval thereof, the Sellers agree to sell to the Purchaser, at closing under the Agreement, all rights it will require to operate the UNIX business in the future. In addition, the sale will include the Company’s equity interests in certain foreign subsidiaries, or alternatively, selected assets of such foreign subsidiaries. Under the Agreement, the Company will retain the UNIX related rights and claims the Company requires to continue pursuing its pending litigation and related claims. The aggregate purchase price is $5,250,000, plus the Purchaser’s assumption of certain “assumed liabilities” as described in the Agreement.

~~Table~~ The purchase price is payable at closing in the form of ~~Contents~~a $250,000 cash deposit presently held in escrow by the Company’s counsel, a letter of credit for $2,150,000 (the “Letter of Credit-Balance”), and a second letter of credit for $2,850,000 (the “Letter of Credit-Sun”) required to be posted by the Purchaser as a source of funds to pay, if necessary, Novell’s November 20, 2008 judgment against the Company (the “Novell Judgment”) that is currently under appeal (the “Appeal”).

~~Item~~ At 5closing under the Agreement, the cash deposit is required to be paid to the Sellers and the Letter of Credit-Balance may be drawn upon by the Sellers.03 ~~Amendments~~The Letter of Credit-Sun is required to be ~~Articles~~posted in escrow concurrently with the closing and to be held pending adjudication of ~~Incorporation~~the Appeal. orIf ~~Bylaws;~~and ~~Change~~when monies are determined by final adjudication to be due to Novell on account of the Novell Judgment, the Letter of Credit-Sun is to be drawn upon and applied to the extent necessary to pay Novell the amount determined to be due to Novell on account of the claims underlying the Novell Judgment. If no decision is rendered in ~~Fiscal~~connection ~~year~~with the Appeal by August 31, 2009, or if for any reason the Letter of Credit-Sun is not drawn upon December 31, 2009, then, the Letter of Credit-Sun will terminate as of such date, and the Purchaser will have no obligation to pay the portion of the purchase price represented by the Letter of Credit-Sun.

OnIf ~~December 31, 2007,~~ the ~~Board~~Appeal ofis ~~Directors~~reversed ofor ~~The~~remanded ~~SCO~~in ~~Group,~~whole ~~Inc.~~or ~~(the~~in ~~“Company”)~~part ~~adopted~~by ~~an amendment~~no tolater ~~Sections~~than August 131, 22009, the ~~and~~Letter 3 of ~~Article VI~~Credit-Sun ofmay ~~the~~not ~~Company’s~~be ~~Amended~~drawn ~~and~~upon ~~Restated~~until ~~Bylaws~~a ~~(the “Bylaws”)~~final tonon-appealable ~~clarify~~judgment ~~the~~is ~~Company’s~~entered on ~~ability~~the toclaims ~~issue~~that ~~and~~are ~~transfer~~the ~~uncertificated~~subject ~~shares.~~of ~~The amendment~~the toNovell ~~the~~Judgment; ~~Bylaws~~and ~~will~~in such ~~facilitate~~event the Purchaser ~~Company’s~~is ~~eligibility~~granted certain torights ~~participate~~with inrespect ~~the~~to ~~direct registration~~further ~~statement,~~appellate ~~or DRS~~efforts.

ACertain ~~copy~~assets ofare excluded from the ~~amendment~~sale, toand retained by the ~~Bylaws~~Sellers. isThe ~~attached~~excluded asor retained ~~Exhibit 3~~assets include, without limitation, the purchase price, the Company’s “Java Patent” and “Me Inc.1” toproducts ~~this~~and ~~report~~business, as described in the Agreement, cash and iscash ~~hereby~~equivalents, accounts ~~incorporated~~receivable, equity interests in subsidiaries other than the particular foreign subsidiaries to be acquired by ~~reference~~the Purchaser, contracts other than designated assumed contracts, and certain copyrights, contract rights and litigation rights pertaining to the Company’s pending litigation against Novell, IBM, Red Hat, Inc. and AutoZone, Inc. (the “Retained SCO Rights”). The Retained SCO Rights include rights to assert claims against certain third parties, other than most

~~Item~~material 9customers of unXis, based on allegations that the Linux operating system or use of Linux-based products infringes the Retained SCO Rights.01 ~~Financial~~The ~~Statements~~Retained SCO Rights are subject to releases and ~~Exhibits~~covenants not to sue, and to various qualifications and conditions, including transfer rights in favor of the Purchaser upon circumstances stated in the Agreement.

~~(d) Exhibits~~ The Agreement is subject to various closing conditions, including without limitation, approval by the Bankruptcy Court, and approval of the United States government’s Committee on Foreign Investment in the United States. Upon closing, the employment of various employees will be terminated and certain identified employees will be offered employment with the Purchaser. The Sellers will be subject to certain non-compete and non-solicitation covenants after closing, and the Company’s chief executive officer will be subject to a non-compete agreement.

~~3.1~~ The ~~Amendment~~foregoing todescription of the ~~Amended~~Agreement does not purport to be complete and ~~Restated~~is ~~Bylaws~~qualified in its entirety by reference to the text of ~~The~~the ~~SCO~~Agreement ~~Group,~~which ~~Inc~~is attached hereto as Exhibit 2.1 and is incorporated by reference herein.

~~Table~~Item 8.01 ofOther ~~Contents~~Events

~~SIGNATURES~~ The information set forth in item 1.01 is incorporated herein by reference.

~~Pursuant~~Forward toLooking ~~the requirements of the Securities Exchange Act of 1934, the registrant has duly~~Statements ~~caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

~~Dated:~~ The statements contained in this Form 8-K regarding (1) the Company’s plan of reorganization ~~January~~and (2) 4the Company’s financing efforts are forward-looking statements and are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to risks and uncertainties. We wish to advise readers that a number of important factors could cause actual results to differ materially from historical results or those anticipated in such forward-looking statements. These factors include, but are not limited to, outcomes and developments of our Chapter 11 case, court rulings in our bankruptcy proceedings, the impact of the bankruptcy proceedings on our other pending litigation, and our cash balances and available cash. These and other factors that could cause actual results to differ materially from those anticipated are discussed in more detail in the Company’s periodic and current filings with the Securities and Exchange Commission, including the Company’s Form 10-K for the fiscal year ended October 31, 2008, as amended, and future filings with the SEC. These forward-looking statements speak only as of the date on which such statements are made, and the Company undertakes no obligation to update such statements to reflect events or circumstances arising after such date.

~~THE~~ITEM ~~SCO GROUP, INC~~9.01 ~~By:~~Financial ~~/s/~~Statements ~~Ken~~and RExhibits. ~~Nielsen Name: Ken R. Nielsen Title: Chief Financial Officer~~

~~Table of Contents~~(d)

~~EXHIBIT~~2.1 ~~INDEX~~Purchase and Sale Agreement, dated June 15, 2009.*

Exhibit No.		Description
3.1		Amendment to the Amended and Restated Bylaws of The SCO Group, Inc.


*		Schedules and exhibits to the Purchase and Sale Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish on a supplemental basis, a copy of any omitted schedules and exhibits to the Securities and Exchange Commission upon request.

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.

Dated: June 24, 2009


THE SCO GROUP, INC.
By:	/s/ Kenneth R. Nielsen
	Name:	Kenneth R. Nielsen
	Title:	Chief Financial Officer

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