SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )
NAME OF ISSUER: Cray Research, Inc.
TITLE OF CLASS OF SECURITIES: Cray Research Inc.
Common Stock
CUSIP NUMBER: 225224-104
Check the following box if a fee is being paid with this
statement: []
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CUSIP NO. 225224-104
(1) Names of Reporting Persons MELLON BANK CORPORATION
SS or IRS Identification Nos. IRS No. 25-1233834
of Above Persons
(2) Check the Appropriate Box (a)
if a Member of a Group
(See Instructions) (b)
(3) SEC Use Only
(4) Citizenship or Place United States
of Organization
Number of Shares (5) Sole Voting
Beneficially Power 437,000
Owned by Each
Reporting Person
With (6) Shared Voting
Power 0
(7) Sole
Dispositive
Power 509,000
(8) Shared
Dispositive
Power 8,000
(9) Aggregate Amount Beneficially
Owned by Each Reporting Person 517,000
(10) Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares (See Instructions)
(11) Percent of Class Represented
by Amount in Row (9) 2.01
(12) Type of Reporting Person HC
(See Instructions)
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Under the Securities and Exchange Act of 1934)
Item 1(a) Name of Issuer:
Cray Research Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
655-A Lone Oak Drive
Eagan, MN 55121
Item 2 (a) Name of Person Filing:
Mellon Bank Corporation and any other
reporting person(s) identified on the
on the second part of the cover page(s).
Item 2(b) Address of Principal Business Office, or if None,
Residence:
Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
Item 2(c) Citizenship:
United States
Item 2(d) Title of Class of Securities:
Cray Research Inc. Common Stock
Item 2(e) CUSIP Number:
225224-104
Item 3 If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b), check whether the
person filing is a:
(a) [ ] Broker or Dealer registered under
Section 15 of the Act.
(b) [ ] Bank as defined in Section 3(a)(6) of
the Act.
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SCHEDULE 13G (Continued)
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act.
(d) [ ] Investment Company registered under
Section 8 of the Investment Company Act.
(e) [ ] Investment Advisor registered under
Section 203 of the Investment Advisers
Act of 1940.
(f) [ ] Employee Benefit Plan, Pension Fund
which is subject to the provisions of
the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see
Section 240.13d-1(b)(1)(ii)(F).
(g) [X] Parent Holding Company, in accordance
with Section 240.13-d(1)(b)(ii)(G).
(Note: See Item 7)
(h) [ ] Group, in accordance with Section
240.13d(1)(b)(ii)(H).
Item 4 Ownership:
(a) Amount beneficially owned: 517,000*
* See Exhibit II (C).
(b) Percent of class: 2.01
(c) Number of shares as to
which person has:
(i) Sole power to vote or
to direct the vote: 437,000
(ii) Shared power to vote
or to direct the vote: 0
(iii) Sole power to dispose
or to direct the
disposition of shares: 509,000
(iv) Shared power to dispose
or to direct the
disposition of shares: 8,000
Item 5 Ownership of Five Percent or Less of a Class:
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.
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SCHEDULE 13G (Continued)
Item 6 Ownership of More than Five Percent on Behalf of
Another Person:
N/A
Item 7 Identification and Classification of the Person
Which Acquired the Security Being Reported by the
Parent Holding Company:
See Exhibit I
Item 8 Identification and Classification of Members of the
Group:
N/A
Item 9 Notice of Dissolution of Group:
N/A
Item 10 Certification:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to
above were acquired in the ordinary course of
business and were not acquired for the purpose of
and do not have the effect of changing or
influencing the control of the issuer of such
securities and were not acquired in connection
with or as a participant in any transaction having
such purposes or effect.
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: December 19, 1994
MELLON BANK CORPORATION
By /s/ Michael E. Bleier
Michael E. Bleier
General Counsel
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EXHIBIT I
The shares reported on the attached Form 13G are held by the
following Subsidiaries of Mellon Bank Corporation (including
but not limited to the Subsidiaries of The Boston Company,
Inc. and The Dreyfus Corporation) as marked (X):
(A) (X) Boston Safe Deposit and Trust Company
Boston Safe Deposit and Trust Company of California
Boston Safe Deposit and Trust Company of New York
(X) Mellon Bank, N.A.
Mellon Bank (Delaware) National Association
Mellon Bank (MD)
(B) (X) Franklin Portfolio
Laurel Capital Advisors
(X) Mellon Capital Management Corporation
Mellon Equity Associates
The Boston Company Advisors, Inc.
The Boston Company Financial Strategies, Inc.
(X) The Boston Company Institutional Investors, Inc.
The Item 3 classification of each of the subsidiaries
listed under (A) above is "Item 3(b) Bank as defined in Section
3(a)(6) of the Act."
The Item 3 classification of each of the subsidiaries
listed under (B) above is "Item 3 (e) Investment Advisor
registered under Section 203 of the Investment Advisers Act of
1940."
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EXHIBIT II
(A) Mellon Bank, N.A. is the trustee of the issuer's
employee benefit plan (the "Plan") which is subject to ERISA.
The securities reported include all shares held of record by
Mellon Bank, N.A. as trustee of the Plan. The reporting
person, however, disclaims beneficial ownership of all shares
that have been allocated to the individual accounts of employee
participants in the Plan for which directions have been
received and followed.
(B) This number includes securities not outstanding which
are subject to options, warrants, rights or conversion
privileges that are exercisable within 60 days.
(C) The filing of this Schedule 13G shall not be construed
as an admission that Mellon Bank Corporation, or its
subsidiaries and affiliates, including Mellon Bank, N.A., are,
for the purposes of this Section 13(d) or 13(g) of the Act, the
beneficial owners of any securities covered by this Schedule
13G.
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