SILICON GRAPHICS INC /CA/
10-Q/A, 1997-02-13
ELECTRONIC COMPUTERS
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<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                                   FORM 10-Q/A



X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
- -    ACT OF 1934


                For the quarterly period ended SEPTEMBER 30, 1994

                         Commission File Number 1-10441



                             SILICON GRAPHICS, INC.
             (Exact name of registrant as specified in its charter)


          DELAWARE                                     94-2789662
(State or other jurisdiction of                   (I.R.S.  Employer
incorporation or organization)                    Identification No.)



       2011 N. SHORELINE BOULEVARD, MOUNTAIN VIEW, CALIFORNIA  94043-1389
              (Address of principal executive offices)  (Zip Code)



                                 (415) 960-1980
              (Registrant's telephone number, including area code)

                               ------------------


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                 Yes  X  No 
                                     ---    ---

As of October 31, 1994 there were 141,735,671 shares of Common Stock
outstanding.

<PAGE>

     This Amendment No. 1 to the Quarterly Report on Form 10-Q for the period
ended September 30, 1994 includes a financial data schedule that has been
restated as the result of the June 15, 1995 mergers of Silicon Graphics, Inc.,
Alias Research Inc. and Wavefront Technologies, Inc. which have been accounted
for as poolings of interests.



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     3.1    Restated Certificate of Incorporation of the Company.
     
     3.2    Bylaws of the Company, as amended.
     
     10.52  Directors' Stock Option Plan and form of Stock Option Agreement,
            as amended as of October 31, 1994.
     
     11.1   Statement of Computation of Common Shares and Common Share
            Equivalents.
     
     27.1   Restated Financial Data Schedule.

(b)  Reports on Form 8-K

     There were no reports filed on Form 8-K during the quarter ended September
     30, 1994.


                            SIGNATURES

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.

Dated: February 7, 1997                SILICON GRAPHICS, INC.
                                       a Delaware corporation
                              
                              
                              
                              
                                  By:  /s/ William M. Kelly
                                       -----------------------------------------
                                       William M. Kelly
                                       Senior Vice President, General Counsel
                                       and Secretary
                              


<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet, consolidated statement of income and consolidated
statement of cash flows included in the Company's Form 10-Q for the period
ending September 30, 1994, and is qualified in its entirety by reference to such
financial statements and the notes thereto.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JUN-30-1995
<PERIOD-START>                             JUL-01-1994
<PERIOD-END>                               SEP-30-1994
<CASH>                                          360204
<SECURITIES>                                    179862
<RECEIVABLES>                                   419096
<ALLOWANCES>                                     10346
<INVENTORY>                                     177383
<CURRENT-ASSETS>                               1198686
<PP&E>                                          417104
<DEPRECIATION>                                  214509
<TOTAL-ASSETS>                                 1691644
<CURRENT-LIABILITIES>                           404941
<BONDS>                                         233689
                                0
                                      36433
<COMMON>                                           154
<OTHER-SE>                                     1005771
<TOTAL-LIABILITY-AND-EQUITY>                   1691644
<SALES>                                         395400
<TOTAL-REVENUES>                                448503
<CGS>                                           180782
<TOTAL-COSTS>                                   207835
<OTHER-EXPENSES>                                 56230
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                4015
<INCOME-PRETAX>                                  63796
<INCOME-TAX>                                     18695
<INCOME-CONTINUING>                              45101
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     45101
<EPS-PRIMARY>                                     0.26
<EPS-DILUTED>                                     0.26
        

</TABLE>


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