FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
THORPE KIM D
   2. Issuer Name and Ticker or Trading Symbol
GEE Group Inc. [JOB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CFO
(Last)
(First)
(Middle)
C/O 7751 BELFORT PARKWAY, SUITE 150		 3. Date of Earliest Transaction (Month/Day/Year)
06/30-05:00/2020
(Street)

JACKSONVILLE, FL 32256		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, no par value 06/30-05:00/2020   A   109,324 (1) A $ 1 209,324 (2) I FRUS Capital LLC

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
8% Convertible Subordinated Note $ 1 06/30-05:00/2020   M     100,000 05/15-05:00/2019 10/03-05:00/2021 Common Stock 100,000 $ 1 0 I FRUS Capital LLC
Series C Preferred Stock $ 1 06/30-05:00/2020   M     9,324 05/17-05:00/2019   (3) Common Stock 9,324 $ 1 0 I FRUS Capital LLC

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
THORPE KIM D
C/O 7751 BELFORT PARKWAY
SUITE 150
JACKSONVILLE, FL 32256		   X     CFO  

Signatures

 /s/ Kim Thorpe   07/13-05:00/2020
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes (i) 100,000 shares of common stock issued pursuant to conversion of 8% Convertible Subordinated Note into shares of Series C Cumulative Convertible Preferred Stock, and which were simultaneously converted into shares of common stock at $1.00 per share, and (ii) 9,324 shares of Series C Preferred Stock converted into shares of common stock at $1.00 per share. The 9,324 shares of Series C Preferred Stock converted includes 2,143 shares of common stock issued as accrued and unpaid interest at $1.00 per shares.
(2) Includes 100,000 shares of restricted common stock which were granted as compensation for services performed as a director of the Company and will cliff vest at the end of a three-year period on August 21, 2022.
(3) No expiration date.

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