SEC FORM 3

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^*

HOELZEMAN LARRY WAYNE

(Last)

(First)

(Middle)

901 FIFTH AVENUE, SUITE 1000

(Street)

SEATTLE

98164

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2011

3. Issuer Name and Ticker or Trading Symbol
CRAY INC [ CRAY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Worldwide Sales

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	47,893⁽¹⁾	D
Common Stock	444	I	By 401(k) plan

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Option Grant (right to buy)	⁽²⁾	05/12/2020	Common Stock	8,000	$5.47	D
Stock Option Grant (right to buy)	⁽³⁾	05/13/2019	Common Stock	20,000	$3.74	D
Stock Option Grant (right to buy)	⁽⁴⁾	05/16/2018	Common Stock	5,000	$6.63	D

Explanation of Responses:

1. Includes restricted stock award granted on May 12, 2010, of which 4,000 shares will vest on May 12, 2012 and remaining 4,000 shares will vest on May 12, 2014; restricted stock award granted on May 13, 2009, of which 10,000 shares will vest on May 15, 2011 and remaining 10,000 shares will vest on May 15, 2013; and restricted stock award granted on May 16, 2008, of which 2,500 shares will vest on May 15, 2012.

2. 25% vests on May 12, 2011 and 1/48th vests monthly thereafter such that it fully vests on May 12, 2014.

3. 25% vested on May 13, 2010 and 1/48th vests monthly thereafter such that it fully vests on May 13, 2013.

4. 25% vested on May 16, 2009 and 1/48th vests monthly thereafter such that it fully vests on May 16, 2012.

	By Michael C. Piraino, Attorney-in-Fact for Larry W. Hoelzeman	01/07/2011
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.