Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 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 *
  SRIVASTAVA ADITYA
 2. Date of Event Requiring Statement (Month/Day/Year)
10/15/2007		 3. Issuer Name and Ticker or Trading Symbol
I2 TECHNOLOGIES INC [ITWO]
(Last)
(First)
(Middle)
11701 LUNA ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Ch Technology Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DALLAS, TX 75234		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 9,862
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) 05/17/2005(1) 05/16/2015 Common Stock 22,500 $ 7.54 D  
Stock Options (Right to Buy) 02/20/2006(2) 02/19/2016 Common Stock 15,000 $ 15.87 D  
Stock Options (Right to Buy) 12/20/2004(3) 12/19/2014 Common Stock 4,399 $ 16.75 D  
Stock Options (Right to Buy) 10/15/2007 08/29/2012 Common Stock 7,999 $ 22.5 D  
Stock Options (Right to Buy) 06/21/2004(4) 06/20/2014 Common Stock 3,999 $ 24 D  
Stock Options (Right to Buy) 06/21/2004(4) 06/20/2014 Common Stock 1,199 $ 24 D  
Stock Options (Right to Buy) 02/19/2007(5) 02/18/2017 Common Stock 10,000 $ 25.7 D  
Restricted Stock Units   (6)   (6) Common Stock 2,038 $ (7) D  
Restricted Stock Units   (8)   (8) Common Stock 6,667 $ (7) D  
Stock Options (Right to Buy) 05/17/2005(1) 05/16/2015 Common Stock 4,000 $ 7.54 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SRIVASTAVA ADITYA
11701 LUNA ROAD
DALLAS, TX 75234		       SVP & Ch Technology Officer  

Signatures

Robin Gunter, Attorney-in-Fact 10/25/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Award of stock option grant pursuant to the i2 Technologies, Inc. 1995 Stock Option/Stock Issuance Plan. Such award is vested and exercisable as to 1% of the underlying shares; 24% of the underlying shares shall vest and become exercisable on May 17, 2006; the remaining shares shall vest and become exercisable in 36 equal monthly installments thereafter.
(2) Award of stock option grant pursuant to the i2 Technologies, Inc. 1995 Stock Option/Stock Issuance Plan. Such award is vested and exercisable as to 1% of the underlying shares; 24% of the underlying shares shall vest and become exercisable on February 20, 2007; the remaining shares shall vest and become exercisable in 36 equal monthly installments thereafter.
(3) Award of stock option grant pursuant to the i2 Technologies, Inc. 1995 Stock Option/Stock Issuance Plan. Such award is vested and exercisable as to 1% of the underlying shares; 24% of the underlying shares shall vest and become exercisable on December 20, 2005; the remaining shares shall vest and become exercisable in 36 equal monthly installments thereafter.
(4) Award of stock option grant pursuant to the i2 Technologies, Inc. 1995 Stock Option/Stock Issuance Plan. Such award is vested and exercisable as to 1% of the underlying shares; 24% of the underlying shares shall vest and become exercisable on June 21, 2005; the remaining shares shall vest and become exercisable in 36 equal monthly installments thereafter.
(5) Award of stock option grant pursuant to the i2 Technologies, Inc. 1995 Stock Option/Stock Issuance Plan. Such award is vested and exercisable as to 1% of the underlying shares; 24% of the underlying shares shall vest and become exercisable on February 19, 2008; the remaining shares shall vest and become exercisable in 36 equal monthly installments thereafter.
(6) The restricted stock units will vest on May 15, 2008.
(7) Each restricted stock unit represents a contingent right to receive one share of ITWO common stock.
(8) The restricted stock units will vest on August 21, 2008.

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