FORM 4
[ X ] 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 OF SECURITIES
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

WHIPPOORWILL ASSOCIATES INC 		2. Issuer Name and Ticker or Trading Symbol

SILICON GRAPHICS INC [ SGIC ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

11 MARTINE AVENUE,  		3. Date of Earliest Transaction (MM/DD/YYYY)

4/1/2009
(Street)

WHITE PLAINS, NY 10606
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, par value $0.01 per share   4/1/2009     S    1185082   D $0.1439   0   I   See footnotes   (1) (2) (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
( 1)  This is a joint filing by Whippoorwill Associates, Incorporated ("Whippoorwill"), Shelley F. Greenhaus and Steven K. Gendal (collectively, the "Reporting Persons"). Based upon the Issuer's most recent Form 10-Q, filed on February 9, 2009, there were 11,648,568 shares of Common Stock, $0.01 par value per share (the "Common Stock") of the Issuer outstanding as of January 30, 2009. On April 1, 2009, Whippoorwill sold 1,185,082 shares of Common Stock through one or more brokers on the open market.
( 2)  As a result, Whippoorwill beneficially owns 0 shares of Common Stock, or 0.0% of the Company's outstanding Common Stock, as of the date hereof. Mr. Greenhaus, as the President and a Principal of Whippoorwill, beneficially owns 0 shares of Common Stock, or 0.0% of the Company's outstanding Common Stock. Mr. Gendal, as Principal of Whippoorwill, beneficially owns 0 shares of Common Stock, or 0.0% of the Company's outstanding Common Stock.
( 3)  Whippoorwill is the designated filer. The Reporting Persons are filing this joint Form 4 because they may be regarded as part of a group. However, each Reporting Person disclaims beneficial ownership of the shares previously owned by the other Reporting Persons and disclaims membership in a group, and this filing shall not constitute an acknowledgement that the Reporting Persons are part of a group.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
WHIPPOORWILL ASSOCIATES INC
11 MARTINE AVENUE
WHITE PLAINS, NY 10606
X

GREENHAUS SHELLEY F
C/O WHIPPOORWILL ASSOCIATES, INC.
11 MARTINE AVENUE
WHITE PLAINS, NY 10606
X

Gendal Steven K.
C/O WHIPPOORWILL ASSOCIATES, INC.
11 MARTINE AVENUE
WHITE PLAINS, NY 10606
X


Signatures
/s/ Shelley F. Greenhaus, President, Whippoorwill Associates, Incorporated 4/6/2009
** Signature of Reporting Person Date

/s/ Shelley F. Greenhaus 4/6/2009
** Signature of Reporting Person Date

/s/ Steven K. Gendal 4/6/2009
** Signature of Reporting Person 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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