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
For
the
month of September 2005
Commission
File Number: 000-29970
THE
DESCARTES SYSTEMS GROUP INC.
(Translation
of registrant’s name
into
English)
120
Randall Drive
Waterloo,
Ontario
Canada
N2V 1C6
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form
20-F 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
Note:
Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form
6-K
if submitted solely to provide an attached annual report to security
holders.
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
Note:
Regulation
S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if
submitted to furnish a report or other document that the registrant foreign
private issuer must furnish and make public under the laws of the jurisdiction
in which the registrant is incorporated, domiciled or legally organized (the
registrant’s “home country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the report or other
document is not a press release, is not required to be and has not been
distributed to the registrant’s security holders, and, if discussing a material
event, has already been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form 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
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
82-_______________.
The
attached Quarterly Report to Shareholders regarding the results for the
fiscal
2006 second quarter ended July 31, 2005 is filed herewith as Exhibit 99.1.
The
attached press release was issued by the Company on September 15, 2005,
and is
filed herewith as Exhibit 99.2.
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.
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THE
DESCARTES SYSTEMS GROUP INC.
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| Date:
September 16, 2005 |
By: |
/s/ J.
Scott Pagan |
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Name: J.
Scott Pagan |
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Title: General
Counsel and Corporate Secretary |
Exhibit
No. Description
99.1 Fiscal
2006 Second Quarter Report
to Shareholders.