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 5, 2007

                            ------------------------

                          TAL INTERNATIONAL GROUP, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

            Delaware                333-126317             20-1796526
  (State or other jurisdiction     (Commission           (IRS Employer
       of incorporation)           File Number)        Identification No.)

                             100 Manhattanville Road
                          Purchase, New York 10577-2135
          (Address of Principal Executive Offices, including Zip Code)

                            Telephone: (914) 251-9000
              (Registrant's Telephone Number, Including Area Code)

                                 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 any of the
following provisions:

     |_|   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 8.01. Other Events.

       On June 5, 2007, TAL International Group, Inc. issued a press release
entitled "TAL International Group, Inc. Exploring Strategic Alternatives". A
copy of the press release is furnished with this report as Exhibit 99.1.

       The information in this Current Report on Form 8-K, including the
attached exhibit, shall not be deemed "filed" for the purposes of Section 18 of
the Securities Exchange Act of 1934 or otherwise subject to the liability of
that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, except as shall be set forth by specific
reference in such filing.


Item 9.01. Information to Be Included in the Report.

(c) Exhibits

       99.1   Press release issued by TAL International Group, Inc. dated June
5, 2007.






                                   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.

                                             TAL International Group, Inc.

Dated:  June 5, 2007                         By: /s/ Chand Khan
                                                 ----------------------
                                                 Name:  Chand Khan
                                                 Title: Vice President and CFO






                                INDEX TO EXHIBITS



EXHIBIT                                DESCRIPTION
-------      -------------------------------------------------------------------
99.1         Press Release issued by TAL International Group, Inc. on June 5,
             2007 entitled "TAL International Group, Inc. Exploring Strategic
             Alternatives."