Sec Form 4 Filing - BOLDING BARRY CHARLES @ CRAY INC - 2012-06-29

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BOLDING BARRY CHARLES 2. Issuer Name and Ticker or Trading Symbol CRAY INC [ CRAY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP Storage, Data Mgmt & Mktg (Last) (First) (Middle) 901 FIFTH AVENUE,, SUITE 1000 3. Date of Earliest Transaction (MM/DD/YY) 06/29/2012 (Street) SEATTLE, WA98164 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/29/2012 M 10,000 A $ 3.74 106,226 D Common Stock 06/29/2012 S 17,500 ( 1 ) D $ 12 88,726 D Common Stock 07/01/2012 A 25,000 ( 2 ) A $ 0 113,726 D Common Stock 2,163 I By 401(k) plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 3.74 06/29/2012 M 10,000 ( 3 ) 05/13/2019 Common Stock 10,000 $ 0 20,000 D Stock Option (right to buy) $ 12.08 07/01/2012 A 25,000 ( 4 ) 07/01/2022 Common Stock 25,000 $ 0 25,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BOLDING BARRY CHARLES 901 FIFTH AVENUE, SUITE 1000 SEATTLE, WA98164 VP Storage, Data Mgmt & Mktg Signatures By Michael C. Piraino, Attorney-in-Fact for Barry C. Bolding 07/03/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sale of 10,000 shares reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 15, 2012. ( 2 )Restricted stock award: 6,250 shares will vest on July 1, 2013, 6,250 shares will vest on July 1, 2014, 6,250 shares will vest on July 1, 2015 and the remaining 6,250 shares will vest on July 1, 2016, subject, however, to the reporting person's provision of service to the issuer on each vesting date. ( 3 )25% vested on May 13, 2010 and 1/48th vests monthly thereafter, with the result that 100% of the grant amount shall vest and be exercisable on May 13, 2013, subject, however, to the reporting person's provision of service to the issuer on each vesting date. ( 4 )25% vests on July 1, 2013 and 1/48th vests monthly thereafter, with the result that 100% of the grant amount shall vest and be exercisable on July 1, 2016, subject, however, to the reporting person's provision of service to the issuer on each vesting 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 4(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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