10-Q/A

                   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 DECEMBER 31, 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 January 31, 1995 there were 143,485,318 shares of Common Stock
outstanding.



    This Amendment No. 1 to the Quarterly Report on Form 10-Q for the period
ended December 31, 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

    *2.1      Agreement and Plan of Merger and Reorganization, dated as of
              February 6, 1995, among Silicon Graphics, Inc., S Acquisition
              Corporation and Wavefront Technologies, Inc.

    *2.2      Agreement and Plan of Acquisition and Arrangement dated as of
              February 6, 1995 by and among Silicon Graphics, Inc., 1103707
              Ontario Inc., Silicon Graphics Manufacturing S.A. and Alias
              Research Inc.

    10.61     Credit Agreement dated December 31, 1994 between the Company and
              Bank of America, National Trust and Savings Association.

    10.69     Employment Agreement dated February 1, 1995 between the Company
              and Thomas A. Jermoluk.

    11.1      Statement of Computation of Common Shares and Common Share
              Equivalents.

    27.1      Amended and Restated Financial Data Schedule.

    *99.1     Press Release dated February 7, 1995.

    *    Incorporated by reference to the similarly numbered exhibits to
         Registrant's Current Report on Form 8-K filed February 13, 1995.


                                      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

EX-27

 


<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 DECEMBER 31, 1994, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS AND THE NOTES THERETO.

<MULTIPLIER> 1,000
       
                             
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          JUN-30-1995
<PERIOD-START>                             JUL-01-1994
<PERIOD-END>                               DEC-31-1994
<CASH>                                          420992
<SECURITIES>                                    231404
<RECEIVABLES>                                   508745
<ALLOWANCES>                                     10718
<INVENTORY>                                     203440
<CURRENT-ASSETS>                               1427921
<PP&E>                                          440611
<DEPRECIATION>                                  231603
<TOTAL-ASSETS>                                 1905523
<CURRENT-LIABILITIES>                           494692
<BONDS>                                         233566
<PREFERRED-MANDATORY>                              157
<PREFERRED>                                          0
<COMMON>                                         36463
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<TOTAL-LIABILITY-AND-EQUITY>                   1905523
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<TOTAL-REVENUES>                                998074
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<INTEREST-EXPENSE>                                8698
<INCOME-PRETAX>                                 147369
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<INCOME-CONTINUING>                             104139
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