UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
RAINFOREST CAFE, INC.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
75086K104
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(CUSIP Number)
October 27, 2000
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(Date of Event Which Requires Filing of this Statement)
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
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).
<PAGE>
Schedule 13G
CUSIP No. 75086K104
1 NAME OF REPORTING PERSON
State of Wisconsin Investment Board
I.R.S. IDENTIFICATION NOS OF ABOVE PERSONS (ENTITIES ONLY)
39-6005423
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Madison, Wisconsin
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER 3,386,000
6 SHARED VOTING POWER Not Applicable
7 SOLE DISPOSITIVE POWER 3,386,000
8 SHARED DISPOSITIVE POWER Not Applicable
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,386,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN (9)
14.84%
12 TYPE OF REPORTING PERSON (See Instructions)
EP (Public Pension Fund)
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Schedule 13G
CUSIP NO. 75086K104
ITEM 1(a). NAME OF ISSUER
Rainforest Cafe, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
720 South Fifth Street
Hopkins, Minnesota 55343
ITEM 2(a). NAME OF PERSON FILING
State of Wisconsin Investment Board
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
P.O. Box 7842
Madison, WI 53707
ITEM 2(c). CITIZENSHIP
Wisconsin State Agency
ITEM 2(d). TITLE OR CLASS OF SECURITIES
Common Stock, no par value
ITEM 2(e). CUSIP NUMBER
75086K104
ITEM 3. If this statement is filed pursuant to
Sections 13d-1(b) or 13d-2(b) or (c),
check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of
the Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with Section
13d-1(b)(1)(ii)(E);
(f) [X] An employee benefit plan or endowment fund in accordance
with Section 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Section 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of
an investment company;
(j) [ ] Group, in accordance with Section 13d-1(b)(1)(ii)(J).
<PAGE>
ITEM 4. OWNERSHIP
Reference is made to Items 5-11 on the cover sheet of this
Schedule 13G.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable
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
Not Applicable
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 are held in the ordinary
course of business 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 are not held in connection
with or as a participant in any transaction
having that purpose or effect.
<PAGE>
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.
STATE OF WISCONSIN
INVESTMENT BOARD
November 9, 2000 By: /s/ Joseph E. Gorman
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Date Joseph E. Gorman
Chief Investment Officer
