8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) May 30, 2006

SILICON GRAPHICS, INC.

(Exact name of Registrant as Specified in Charter)

Delaware	001-10441	94-2789662
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1500 Crittenden Lane Mountain View, CA	94043-1351
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (650) 960-1980

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(b) On May 30, 2006, Mr. Arthur L. Money informed the Company of his intention to resign from the Company’s Board of Directors effective May 31, 2006. The Company does not intend to appoint a replacement for Mr. Money as it currently is anticipated that a new Board of Directors will be appointed upon the Company’s emergence from Chapter 11 in the near-term. Mr. Money’s resignation was not the result of any disagreement between the Company and Mr. Money on any matter relating to the Company’s operations, policies or practices. Mr. Money will remain on the Board of Directors of the Company’s subsidiary, Silicon Graphics Federal, Inc.

Item 8.01. Other Events.

On June 1, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing a $130 million financing facility and a settlement with Goldman Sachs with respect to real estate leases, each of which is subject to bankruptcy court approval.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated June 1, 2006

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Silicon Graphics, Inc.
Dated: June 1, 2006	By:	/s/ Barry Weinert
		Vice President and General Counsel

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Exhibit Index

Exhibit No.	Description
99.1	Press Release dated June 1, 2006

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

SGI ANNOUNCES FINANCING AND REAL ESTATE AGREEMENTS
Company Reaches Agreement on $130 Million Financing Facility with Morgan Stanley
MOUNTAIN VIEW, Calif. (June 1, 2006)—Silicon Graphics (OTC: SGIDE) today announced that it has reached agreement with Morgan Stanley on a $130 million financing facility. The new financing agreement, which will be used to fund day-to-day operations during the Company’s previously announced reorganization process, will consist of a $100 million term loan and a $30 million revolving line of credit. The new financing agreement will replace the $70 million financing facility, announced on May 8, 2006, and the pre-petition credit facility with Wells Fargo Foothill, part of Wells Fargo & Company, and Ableco Finance LLC.	1500 Crittenden Lane Mountain View, CA 94043 Telephone 650.960.1980 sgi.com MEDIA CONTACT Lisa Pistacchio pistacchio@sgi.com 650.933.5683 SGI PR HOTLINE 650.933.7777 SGI PR FACSIMILE 650.933.0283
The Company also today announced that it has reached a settlement with Goldman Sachs to restructure its lease obligations at Amphitheatre Technology Center (ATC) and the Crittenden Technology Center (CTC). Pursuant to the settlement, SGI’s obligations under the ATC and CTC lease agreements will terminate upon court approval of the settlement. The settlement also provides for an agreed upon relocation schedule. In the interim, SGI will maintain its corporate headquarters at the CTC campus in Mountain View.
The $130 million financing agreement and the settlement with Goldman Sachs are subject to Court approval and customary closing conditions.
SGI expects the benefits of the settlement to include an increase in the availability under its line of credit of approximately $19 million and a reduction in its facilities-related cash obligations of $15 million to $20 million per year beginning in July 2006.
“Today’s announcements reflect our continued progress in the reorganization process,” said Dennis McKenna, chairman and CEO, SGI. “The combination of the refinancing and the restructuring of our lease obligations provides SGI with incremental financial flexibility and is a major step in removing legacy cost burdens that have impacted the company. This process is allowing SGI to complete its financial re-engineering in the shortest possible time.”

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SGI Announces Financing and Real Estate Agreements/2

More information about SGI’s reorganization is available on the Internet at www.sgi.com/reorg.

Forward-Looking Statements

This news release contains forward-looking statements relating to future events or expected financial performance that involve risks and uncertainties. Factors that might cause such a difference include, but are not limited to: the effects of our chapter 11 filing; our ability to maintain adequate liquidity; and our ability to obtain and maintain normal terms with customers, suppliers and service providers. These and other risks are or will be detailed from time to time in SGI’s periodic reports that are filed with the Securities and Exchange Commission, including the Form 8K filed on May 8, 2006 and SGI’s quarterly report on Form 10-Q for the quarter ended December 30, 2005. Silicon Graphics is under no obligation to publicly update or revise any forward-looking statements, whether changes occur as a result of new information, future events or otherwise.

SILICON GRAPHICS | The Source of Innovation and Discovery™

SGI, also known as Silicon Graphics, Inc. (OTC: SGIDE), is a leader in high-performance computing. SGI helps customers solve their computing challenges, whether it’s sharing images to aid in brain surgery, finding oil more efficiently, studying global climate, providing technologies for homeland security and defense, enabling the transition from analog to digital broadcasting, or helping enterprises manage large data. With offices worldwide, the company is headquartered in Mountain View, Calif., and can be found on the Web at www.sgi.com.

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Silicon Graphics, SGI, the SGI cube and the SGI logo are registered trademarks and The Source of Innovation and Discovery is a trademark of Silicon Graphics, Inc., in the United States and/or other countries worldwide. All other trademarks mentioned herein are the property of their respective owners.