UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

~~__________________~~REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

~~REPORT~~For OFthe ~~FOREIGN~~Month ~~PRIVATE ISSUER~~of: August 2008

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of: November 2007

000-29144

(Commission File Number)

__________________

ILOG S.A.

(Translation of registrant’s name into English)

9 rue de Verdun BP 85

94253 Gentilly, France

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F ~~|X|~~ x Form 40-F ~~|_|~~ o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ~~|_|~~o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ~~|_|~~o

Indicate by check mark whether by furnishing the information contained on this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ~~|_|~~ o No ~~|X|~~x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

82-~~_____~~ .

On ~~November~~ 15August 26, ~~2007~~2008, ILOG S.A. (“ILOG”) ~~issued~~filed a ~~list~~draft ofNote ~~information~~en ~~published~~Réponse or(offer response document) with ~~given~~the ~~public~~Autorité des marchés financiers (the “AMF”) which provides the recommendation of the Board of Directors of ILOG in regards to the ~~course~~tender offers contemplated by the Memorandum of Understanding (the ~~last~~“MOU”) 12that ~~months~~ILOG entered into with International Business Machines Corporation (“IBM”) on July 27, 2008. A An ~~copy~~unofficial English translation of the ~~list~~draft ofNote ~~information~~en Réponse is attached hereto as Exhibit 99 2.1 and is incorporated ~~herein~~ herein by reference.

~~On November~~Important ~~15,~~Additional ~~2007,~~Information ~~ILOG~~for ~~issued~~Investors ~~a description of its share repurchase program. A copy of the description of the repurchase program is attached hereto as Exhibit 99.2~~ and ~~is incorporated herein by~~ ~~reference.~~Security Holders

~~Special~~The tender offers, which have not yet commenced, will be made for the outstanding shares and warrants of ILOG. This communication is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any ILOG shares or warrants. The solicitation and the offer to buy the shares and warrants of ILOG will be made only pursuant to an offer to purchase and related materials that IBM and its subsidiary intend to file with the AMF (in particular the Note ~~Regarding~~d’Information) and ~~Forward~~the Securities and Exchange Commission (the “SEC”) (on Schedule TO). ILOG also intends to file with the AMF a Note en Réponse and with the SEC a solicitation/recommendation statement on Schedule 14D-~~Looking~~9 ~~Statements~~with respect to the tender offer.

~~All~~ILOG shareholders and warrant holders and other ~~of the~~investors ~~statements~~should ~~included~~read incarefully the ~~exhibits~~Tender ~~incorporated~~Offer byStatement ~~reference~~on ~~herein~~Schedule TO and the ~~information~~ ~~referenced~~Note ~~therein,~~d’Information asto ~~well~~be asfiled ~~oral~~by ~~statements~~IBM ~~that~~and ~~may~~the beSchedule ~~made~~14D-9 and the Note ~~by us~~en orRéponse filed by ~~officers~~ILOG because these documents will contain important information, ~~directors~~including orthe ~~employees~~terms ~~acting~~and onconditions ~~our~~of ~~behalf,~~the ~~that~~tender ~~are~~offer. ~~not~~ILOG ~~statements~~shareholders ofand ~~historical~~warrant ~~fact,~~holders ~~constitute~~and orother ~~are~~investors ~~based~~will ~~upon~~be ~~"forward-looking~~able to obtain ~~statements"~~copies ~~within~~of ~~the~~these ~~meaning~~tender ofoffer ~~the~~materials ~~U.S.~~and ~~Private~~any ~~Securities~~other ~~Litigation~~documents ~~Reform~~filed with the ~~Act~~AMF offrom ~~1995,~~the ~~specifically~~AMF’s ~~Section~~website ~~27A~~(http://www.amf-france.org.) ofor with the USEC from the SEC’s website (http://www.Ssec.gov), ~~Securities~~in ~~Act~~both ofcases ~~1933,~~without ascharge. Such ~~amended,~~materials filed by IBM and ~~Section~~ILOG ~~21E~~will ofalso ~~the~~be Uavailable for free at IBM’s web site (http://www.Sibm.com), ~~Securities~~and ~~Exchange~~at ~~Act~~ILOG’s ofweb ~~1934,~~site as(http://www.ilog.com), ~~amended~~respectively.

~~These forward-looking~~ILOG ~~statements~~shareholders ~~involve a number of known~~ and ~~unknown~~warrant ~~risks, uncertainties~~holders and other ~~factors that could cause ILOG’s actual results and~~ ~~outcomes~~investors to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Factors that might cause such a difference include, but are ~~not~~urged ~~limited~~ to, ~~those~~read ~~discussed in~~carefully ~~the~~all ~~sections~~tender ~~entitled~~offer ~~“Item 3.~~materials ~~Key~~prior ~~Information – Risk Factors,”~~to ~~“Item 4.~~making Information on the Company” and “Item 5. Operating and Financial Review and Prospects”of ILOG’s most recent Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on October 9, 2007 and its other filings and submissions with the SEC, including quarterly fluctuations in our operating results and the price of our Shares or ADSs, factors adversely affecting any ~~one~~decisions ~~of our three product lines, the need to have sufficient consultants available to staff an unpredictable demand for our consulting services, lost revenues due to consultants~~ with ~~specialized technical~~respect ~~expertise occupied on competing consulting engagements, our investments in vertical products which carry high implementation costs that we discount in order~~ to ~~promote customer purchases, intense competition and consolidation in our industry,~~ the ~~extended~~tender length and variability of our sales cycle and concentration of transactions in the final weeks of a quarter, which could result in substantial fluctuations in operating results and may prevent accurate forecasting of financial results, the increasing number of consulting engagements, which are exposed to greater risk of non-payment; our dependence on certain major independent software vendors, changing market and technological requirements, our ability to provide professional services activities that satisfy customer expectations, the impact of currency fluctuations on our profitability, changes in tax laws or an adverse tax audit, errors in our software products, the loss of key personnel, logistical difficulties, cultural differences, product localization costs, import and tariff restrictions, adverse foreign tax consequences and fluctuations in currencies resulting from our global operations, the impact of intellectual property infringement disputes, our heavy dependence on our proprietary technology, risks related to consummation and integration of acquisitions and minority investments, the incurrence of debt and contingent liabilities and write-off of expenses resulting from acquisitions or minority investments, the impact of dilutive share issuances, the limitations imposed by French law or our by-laws that may prevent or delay an acquisition by ILOG using its Shares, changes in accounting principles that could affect our operating profits and reported results, and other matters not yet known to us or not currently considered material by usoffers. All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are qualified in their entirety by these cautionary statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. Unless required by law, ILOG undertakes no obligation to revise these forward-looking statements to reflect new information or events, circumstances, changes in our expectations or otherwise that arise after the date hereof.

Exhibit	Description
99.1	List of information, issued November 15, 2007, by ILOG S.A. (“ILOG”), published or given public in the course of the last 12 months.
99.2	Description of ILOG’s share repurchase program, issued November 15, 2007, by ILOG.

The offers are not being made nor will any tender of shares or warrants be accepted from or on behalf of holders in any jurisdiction in which the making of the offers or the acceptance of any tender of shares or warrants therein would not be made in compliance with the laws of such jurisdiction.

Exhibit		Description

2.1		Draft Note en Réponse filed with the Autorité des marchés financiers on August 26, 2008.

SIGNATURE

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, thereunto duly authorized.

ILOG S.A. By: /s/ Jerome Arnaud Name: Jerome Arnaud Title: Chief Financial Officer

		ILOG S.A.


		By:	/s/ Jerome Arnaud
			Name: Jerome Arnaud
			Title: Chief Financial Officer


Date:	August 26, 2008

~~Date: November 19, 2007~~4

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