SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Pratt Jennifer L (Last) (First) (Middle) C/O SGI 46600 LANDING PARKWAY (Street) FREMONT CA 94538 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/14/2009	3. Issuer Name and Ticker or Trading Symbol Rackable Systems, Inc. [ SGI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP, Human Resources	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

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	12,188	D

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: 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
Incentive Stock Option (Right to Buy)	(1)	03/16/2015	Common Stock	8,055	$10.88	D
Non-Qualified Stock Option (Right to Buy)	(2)	08/25/2015	Common Stock	11,459	$12.82	D
Restricted Stock Unit	(3)	(4)	Common Stock	715	$0	D
Restricted Stock Unit	(3)	(4)	Common Stock	625	$0	D
Restricted Stock Unit	(3)	(4)	Common Stock	1,250	$0	D
Restricted Stock Unit	(5)	(4)	Common Stock	3,750	$0	D
Restricted Stock Unit	(6)	(4)	Common Stock	25,782	$0	D

Explanation of Responses:

1. Incentive Stock Option was granted on March 16, 2005 with vesting commencing as of March 15, 2005. 25 % of the shares will vest one year from March 15, 2005; the balance will become exercisable in a series of thirty-six (36) successive equal monthly installments measured form March 15, 2005.

2. Non-Qualified Stock Option was granted on August 25, 2005 with vesting commencing as of August 25, 2005. The shares will become exercisable in a series of forty-eight (48) successive equal monthly installments measured form August 25, 2005.

3. 1/8th of the shares will vest quarterly beginning November 15, 2007.

4. Restricted Stock Unit has no Expiration Date.

5. 1/12th of the shares will vest quarterly beginning November 15, 2007.

6. This award of restricted stock units will vest over (4) four years, vesting 1/16 of the shares quarterly beginning May 11, 2008.

	/s/ Maurice Leibenstern as Attorney-in-Fact for Jennifer Pratt	05/19/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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