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OMB APPROVAL
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OMB NUMBER 3235-0145
EXPIRES: OCTOBER 31, 1997
ESTIMATED AVERAGE BURDEN
HOURS PER RESPONSE. . . . . 14.90
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
i2 Technologies, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
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(Title of Class of Securities)
465754 10 9
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(CUSIP Number)
---------------
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(CONTINUED ON FOLLOWING PAGE(S))
(Page 1 of 7)
<PAGE> 2
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CUSIP NO. 465754 10 9 13G Page 2 of 7
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KANNA N. SHARMA
(SS# ###-##-####)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ] (b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
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5 SOLE VOTING POWER
950,000 SHARES OF COMMON STOCK
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6 SHARED VOTING POWER
NUMBER 3,000,000 SHARES OF COMMON STOCK,
OF INCLUDING 2,000,000 SHARES HELD
SHARES DIRECTLY BY THE K-B SHARMA LIMITED
BENEFICIALLY PARTNERSHIP OF WHICH MR. SHARMA IS
OWNED BY THE PRESIDENT OF THE GENERAL
REPORTING PARTNER, SHARMA MANAGEMENT, L.L.C.,
PERSON AND 1,000,000 SHARES HELD BY MR.
WITH SHARMA'S SPOUSE.
-------------------------------------------------
7 SOLE DISPOSITIVE POWER
950,000 SHARES OF COMMON STOCK
-------------------------------------------------
8 SHARED DISPOSITIVE POWER
3,000,000 SHARES OF COMMON STOCK,
INCLUDING 2,000,000 SHARES HELD
DIRECTLY BY THE K-B SHARMA LIMITED
PARTNERSHIP OF WHICH MR. SHARMA IS
THE PRESIDENT OF THE GENERAL
PARTNER, SHARMA MANAGEMENT, L.L.C.,
AND 1,000,000 SHARES HELD BY MR.
SHARMA'S SPOUSE.
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,950,000 SHARES OF COMMON STOCK
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.0% AS OF DECEMBER 31, 1996
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12 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE> 3
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CUSIP NO. 465754 10 9 13G Page 3 of 7
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THE K-B SHARMA LIMITED PARTNERSHIP
(IRS# 75-2645556)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)[ ] (b) [x]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
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5 SOLE VOTING POWER
2,000,000 SHARES OF COMMON STOCK
MANAGED BY A GENERAL PARTNER,
NUMBER SHARMA MANAGEMENT, L.L.C. OF WHICH
OF MR. KANNA N. SHARMA IS THE
SHARES PRESIDENT
BENEFICIALLY -------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
REPORTING SEE RESPONSE TO ROW 5
PERSON
WITH -------------------------------------------------
7 SOLE DISPOSITIVE POWER
2,000,000 SHARES OF COMMON STOCK
MANAGED BY A GENERAL PARTNER,
SHARMA MANAGEMENT, L.L.C. OF WHICH
MR. KANNA N. SHARMA IS THE
PRESIDENT
-------------------------------------------------
8 SHARED DISPOSITIVE POWER
SEE RESPONSE TO ROW 7
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,000,000 SHARES OF COMMON STOCK
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.1% AS OF DECEMBER 31, 1996
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
PN
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 4
CUSIP NO. 465754 10 9 13G Page 4 of 7
ITEM 1(a) NAME OF ISSUER:
i2 Technologies, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
909 E. Las Colinas Blvd., 16th Floor, Irving, TX 75039
ITEM 2(a) NAME OF PERSON FILING:
This statement is filed by Kanna N. Sharma(1) and The K-B Sharma
Limited Partnership sometimes referred to collectively as the
Sharma Reporting Group.
The Sharma Reporting Group may be deemed to be a "group" for the
purposes of Sections 13(d) and 13(g) of the Securities Exchange
Act of 1934 and the rules thereunder (the "Act"), although each
Reporting Person expressly disclaims any assertion or presumption
that it and the other person on whose behalf this statement is
filed constitutes a "group." The filing of this Statement and
the Agreement Relating to Joint Filing of Schedule 13G attached
as Exhibit 1 hereto should not be construed to be an admission
that any of the Sharma Reporting Group is a member of a "group"
consisting of one or more persons.
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
909 E. Las Colinas Blvd., 16th Floor, Irving, TX 75039
ITEM 2(c) CITIZENSHIP:
Mr. Sharma is a United States citizen, and The K-B Sharma Limited
Partnership has its principal place of business in Texas.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(e) CUSIP NUMBER:
465754 10 9
- --------------------
(1) Mr. Sharma is the Vice-Chairman of the Board, Executive
Vice-President and Secretary of the Issuer.
<PAGE> 5
CUSIP NO. 465754 10 9 13G Page 5 of 7
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
This statement is not being filed pursuant to Rule 13d-1(b) or
13d-2(b).
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned: See Row 9 of cover page for
each entity.
(b) Percent of Class: See Row 11 of cover page for each
entity.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: See Row
5 of cover page for each entity.
(ii) shared power to vote or to direct the vote: See
Row 6 of cover page for each entity.
(iii) sole power to dispose or to direct the disposition
of: See Row 7 of cover page for each entity.
(iv) shared power to dispose or to direct the disposition
of: See Row 8 of cover page for each entity.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not Applicable
<PAGE> 6
CUSIP NO. 465754 10 9 13G Page 6 of 7
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
The Sharma Reporting Group may be deemed to be a "group" for the
purposes of Section 13(d) and 13(g) of the Act and the rules
thereunder, although each Reporting Person expressly disclaims any
assertion or presumption that it or the other person on whose
behalf this statement is filed constitutes a "group." The filing
of this statement should not be construed to be an admission that
any of the Sharma Reporting Group is a member of a "group"
consisting of one or more persons.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or influencing
the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction
having such purposes or effect.
<PAGE> 7
CUSIP NO. 465754 10 9 13G Page 7 of 7
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Date: February 13, 1997
/s/ KANNA N. SHARMA
--------------------------------
Kanna N. Sharma
THE K-B SHARMA LIMITED PARTNERSHIP
By: SHARMA MANAGEMENT, L.L.C,
its General Partner
By: /s/ KANNA N. SHARMA
----------------------------
Kanna N. Sharma, President
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CUSIP NO. 465754 10 9 13G
Exhibit 1
AGREEMENT RELATING TO JOINT FILING
OF SCHEDULE 13G
The undersigned hereby agree that a single Schedule 13G (or any
amendment thereto) relating to the Common Stock of i2 Technologies, Inc. shall
be filed on behalf of each of the undersigned and that this Agreement shall be
filed as an exhibit to such Schedule 13G.
Dated: February 13, 1997
/s/ KANNA N. SHARMA
--------------------------------
Kanna N. Sharma
THE K-B SHARMA LIMITED PARTNERSHIP
By: SHARMA MANAGEMENT, L.L.C,
its General Partner
By: /s/ KANNA N. SHARMA
----------------------------
Kanna N. Sharma, President
