Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934

 

 

 

Cray Inc.


(Name of Issuer)

 

Common Stock


(Title of Class of Securities)

 

 

225223106


                                    (CUSIP Number)                                    

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

x Rule 13d-1(b)

 

¨ Rule 13d-1(c)

 

¨ Rule 13d-1(d)

 

*   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).

 

EXPLANATORY NOTE

 

This Schedule 13G is filed by Wells Fargo & Company on its own behalf and on behalf of any subsidiaries listed on Attachment A. Aggregate beneficial ownership reported by Wells Fargo & Company under Item 9 on page 2 is on a consolidated basis and includes any beneficial ownership separately reported herein by a subsidiary.


CUSIP NO. 225223106   13G    

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

            Wells Fargo & Company

            Tax Identification No. 41-0449260

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

 

  5    SOLE VOTING POWER

 

                10,078,142

 

  6    SHARED VOTING POWER

 

                0

 

  7    SOLE DISPOSITIVE POWER

 

                10,319,173

 

  8    SHARED DISPOSITIVE POWER

 

                0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            10,319,173

   
10  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

            Not applicable

   
11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

            11.63%

   
12  

TYPE OF REPORTING PERSON

 

            HC

   

 

 

2


CUSIP NO. 225223106   13G    

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

            Wells Capital Management Incorporated

            Federal ID No. 95-3692822

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

 

  5    SOLE VOTING POWER

 

                2,650,002

 

  6    SHARED VOTING POWER

 

                0

 

  7    SOLE DISPOSITIVE POWER

 

                9,896,478

 

  8    SHARED DISPOSITIVE POWER

 

                0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            9,896,478

   
10  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

            Not applicable

   
11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

            11.16%

   
12  

TYPE OF REPORTING PERSON

 

            IA

   

 

 

3


CUSIP NO. 225223106   13G    

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

            Wells Fargo Funds Management, LLC

            Federal ID No. 94-3382001

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

 

  5    SOLE VOTING POWER

 

                7,428,140

 

  6    SHARED VOTING POWER

 

                0

 

  7    SOLE DISPOSITIVE POWER

 

                422,695

 

  8    SHARED DISPOSITIVE POWER

 

                0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            7,428,140

   
10  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

            Not applicable

   
11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

            8.37%

   
12  

TYPE OF REPORTING PERSON

 

            IA

   

 

 

4


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934

 

 

DISCLAIMER: Information in this Schedule 13G is provided solely for the purpose of complying with Sections 13(d) and 13(g) of the Act and regulations promulgated thereunder, and is not to be construed as an admission that Wells Fargo & Company or any of its subsidiaries is the beneficial owner of the securities covered by this Schedule 13G for any purpose whatsoever.

 

Item 1  

(a)

  

Name of Issuer:

 

Cray Inc.

Item 1  

(b)

  

Address of Issuer’s Principal Executive Offices:

 

411 First Avenue South, Suite 600

Seattle, WA 98104-2860

Item 2  

(a)

  

Name of Person Filing:

 

Wells Fargo & Company

Wells Capital Management Incorporated

Wells Fargo Funds Management, LLC

Item 2  

(b)

  

Address of Principal Business Office or, if None, Residence:

 

1.      Wells Fargo & Company

         420 Montgomery Street

         San Francisco, CA 94104

        

 

2.      Wells Capital Management Incorporated

         525 Market Street

         San Francisco, CA 94105

        

 

3.      Wells Fargo Funds Management, LLC

         525 Market Street

         San Francisco, CA 94105

Item 2  

(c)

  

Citizenship:

 

1.      Wells Fargo & Company: Delaware

2.      Wells Capital Management Incorporated: California

3.      Wells Fargo Funds Management, LLC: Delaware

Item 2  

(d)

  

Title of Class of Securities:

 

Common Stock

Item 2  

(e)

  

CUSIP Number:

 

225223106

 

5


Item 3       

The person filing is a:

 

1.      Wells Fargo & Company: Parent Holding Company in accordance with 240.13d-1(b)(1)(ii)(G)

2.      Wells Capital Management Incorporated: Registered Investment Advisor in accordance with Regulation 13d-1(b)(1)(ii)(E)

3.      Wells Fargo Funds Management, LLC: Registered Investment Advisor in connection with Regulation 13d-1(b)(1)(ii)(E)

Item 4       

Ownership:

 

See items 5-11 of each cover page. Information as of December 31, 2005.

Item 5       

Ownership of Five Percent or Less of a Class:

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ¨.

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:

 

See Attachment A

Item 8       

Identification and Classification of Members of the Group:

 

Not applicable

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 not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

6


Signature.

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.

 

Date: February 13, 2006

 

WELLS FARGO & COMPANY
By:  

/s/ Mark B. Kraske


   

Mark B. Kraske, VP Trust Operations

Management Support Services

 

7


ATTACHMENT A

 

The Schedule 13G to which this attachment is appended is filed by Wells Fargo & Company on behalf of the following subsidiaries:

 

Wells Capital Management Incorporated (1)

Wells Fargo Funds Management, LLC (1)

 


(1) Classified as a registered investment advisor in accordance with Regulation 13d-1(b)(1)(ii)(E).

 

8


AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is attached shall be filed by Wells Fargo & Company on its own behalf and on behalf of Wells Capital Management Incorporated.

 

Date: February 13, 2006

 

WELLS FARGO & COMPANY
By:  

/s/ Mark B. Kraske


   

Mark B. Kraske, VP Trust Operations

Management Support Services

WELLS CAPITAL MANAGEMENT INCORPORATED
By:  

/s/ Mia Shiver


    Mia Shiver, Chief Compliance Officer

 

9


AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is attached shall be filed by Wells Fargo & Company on its own behalf and on behalf of Wells Fargo Funds Management, LLC.

 

Date: February 13, 2006

 

WELLS FARGO & COMPANY
By:  

/s/ Mark B. Kraske


   

Mark B. Kraske, VP Trust Operations

Management Support Services

WELLS FARGO FUNDS MANAGEMENT, LLC
By:  

/s/ Dorothy A. Peters


    Dorothy A. Peters, Chief Compliance Officer

 

10