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                                                                       Exhibit 5


                               September 26, 2001


The Board of Directors
Cray Inc.

Dear Sirs:

        I am the general counsel of Cray Inc.. (the "Company") and have
supervised the corporate proceedings in connection with the filing of a
Registration Statement on Form S-8 (the "Registration Statement") under the
Securities Act of 1933 relating to the issuance of an aggregate of four million
shares of Common Stock (the "Shares") of the Company pursuant to the Company's
2001 Employee Stock Purchase Plan (the "Plan"). I have reviewed the corporate
actions of the Company in connection with this matter and have examined those
documents, corporate records, and other instruments that I deemed necessary for
the purposes of this opinion.

        Based on the foregoing, it is my opinion that:

        1.      The Company is a corporation validly existing under the laws of
                the State of Washington; and

        2.      The Shares have been duly authorized and, when issued pursuant
                to the Plan, will be legally issued, fully paid and
                nonassessable.

        I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.

                                               Very truly yours,

                                               /s/ Kenneth W. Johnson

                                               Kenneth W. Johnson
                                               General Counsel