UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Form 10-K/A
AMENDMENT NO. 1
TO
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
| For the fiscal year ended December 31, 2004 | Commission File Number 001-2979 |
WELLS FARGO & COMPANY
| Delaware (State of incorporation) | No. 41-0449260 (I.R.S. Employer Identification No.) |
420 Montgomery Street, San Francisco, California 94104
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: 1-800-333-0343
Securities registered pursuant to Section 12(b) of the Act:
| Name of Each Exchange | ||
| Title of Each Class | on Which Registered | |
| Common Stock, par value $1-2/3 | New York Stock Exchange | |
| Chicago Stock Exchange | ||
| Notes Linked to the S&P 500 Index® due January 4, 2008 | American Stock Exchange | |
| Notes Linked to the Nasdaq -100 Index® due January 4, 2008 | American Stock Exchange | |
| Basket Linked Notes due October 9, 2008 | American Stock Exchange | |
| Basket Linked Notes due April 24, 2009 | American Stock Exchange | |
| Callable Notes Linked to the S&P 500 Index® due August 25, 2009 | American Stock Exchange | |
Notes Linked to the Dow Jones Industrial AverageSM due May 5, 2010 | American Stock Exchange | |
| No securities are registered pursuant to Section 12(g) of the Act. |
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 and (2) has been subject to such filing requirements for the past 90 days. Yesþ Noo
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.þ
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yesþ Noo
At June 30, 2004, the aggregate market value of common stock held by non-affiliates was approximately $95,077 million, based on a closing price of $57.23. At February 28, 2005, 1,695,767,987 shares of common stock were outstanding.
Documents Incorporated by Reference
Portions of the Company’s 2004 Annual Report to Stockholders are incorporated by reference into Parts I, II and IV of the Company’s Form 10-K filed on March 10, 2005, and portions of the Company’s definitive Proxy Statement for its 2005 Annual Meeting of Stockholders are incorporated by reference into Part III of the Form 10-K. The cross-reference index on page 1 of the Form 10-K identifies by page numbers the portions of the Company’s 2004 Annual Report to Stockholders and the Company’s definitive Proxy Statement for its 2005 Annual Meeting of Stockholders that are incorporated by reference into the Form 10-K. Only those portions identified in the cross-reference index are incorporated into the Form 10-K.
| SIGNATURE | ||||||||
| EXHIBIT 23 | ||||||||
| EXHIBIT 31.(A) | ||||||||
| EXHIBIT 31.(B) | ||||||||
EXPLANATORY NOTE
Wells Fargo & Company (the Company) is filing this Amendment No. 1 on Form 10-K/A to its Annual Report on Form 10-K for the year ended December 31, 2004 solely to correct Exhibit 23, the Consent of Independent Registered Public Accounting Firm. Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, in connection with this Amendment No. 1 on Form 10-K/A, the Company is filing new Exhibits 31(a) and 31(b).
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) 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, on March 17, 2005.
| WELLS FARGO & COMPANY | ||||
| By: | /s/ RICHARD D. LEVY | |||
| Richard D. Levy | ||||
| Senior Vice President and Controller (Principal Accounting Officer) | ||||
