Wells Fargo & Co/MN · 424B2 · On 10/12/00

Filed On 10/12/00 4:06pm ET   ·   SEC File 333-79493   ·   Accession Number 1045969-0-754

Prospectus   ·   Rule 424(b)(2)
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 424B2       Amendment No. 1 to Pricing Supplement No. 3            8     36K 

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PROSPECTUS Dated June 16, 1999                                                  
PROSPECTUS SUPPLEMENT                                      Amendment No. 1      
                                                   Pricing Supplement No. 3 to
Dated September 2, 1999                    Registration Statement No. 333-79493 

                                                               August 17, 2000

                                                      Rule 424(b)(2)

LOGO OF WELLS FARGO & COMPANY 
Wells Fargo & Company 
MEDIUM-TERM NOTES, SERIES A 
Senior Floating Rate Notes  

---------------   
EXtendible Liquidity Securities SM (EXLs SM)  

The senior floating rate notes (EXtendible Liquidity Securities) described
in this pricing supplement, which we refer to as the EXLs, will mature on the   
initial maturity date, unless the maturity of all or any portion of the         
principal amount of the EXLs is extended in accordance with the procedures      
described below. In no event will the maturity of the EXLs be extended beyond   
the final maturity date.                                                        

During the notice period for each election date, you may elect to extend  
the maturity of all or any portion of the principal amount of your EXLs so      
that the maturity of your EXLs will be extended to the date occurring 366       
calendar days from and including the 14th day of the next succeeding month.     
However, if that 366th calendar day is not a Business Day, the maturity of      
your EXLs will be extended to the immediately preceding Business Day. The       
election dates will be the fourteenth calendar day of each month from           
September 2000 to August 2004 inclusive, whether or not any such day is a       
Business Day.                                                                   

You may elect to extend the maturity of all of your EXLs or of any portion
thereof having a principal amount of $1,000 or any multiple of $1,000 in        
excess thereof. To make your election effective on any election date, you must  
deliver a notice of election during the notice period for that election date.   
The notice period for each election date will begin on the fifth Business Day   
prior to the election date and end on the election date; provided, however,     
that if the election date is not a Business Day, the notice period will be      
extended to the next day that is a Business Day. Your notice of election must   
be delivered to the Paying Agent for the EXLs, through the normal clearing      
system channels described in more detail below, no later than the last          
Business Day in the notice period. Upon delivery to the Paying Agent of a       
notice of election to extend the maturity of the EXLs or any portion thereof,   
that election will be irrevocable.                                              

 If you do not make an election to extend the maturity of all or any portion
of the principal amount of your EXLs during the notice period for any election  
date, the principal amount of the EXLs for which you have failed to make such   
an election will become due and payable on the initial maturity date, or any    
later date to which the maturity of your EXLs have previously been extended.    
The principal amount of the EXLs for which such election is not exercised will  
be represented by a note whose issuance date is such election date. The note    
so issued will have the same terms as the EXLs, except that it will not be      
extendible, will have a separate CUSIP number and its maturity date will be     
the date that is 366 calendar days from and including such election date or,    
if such 366th calendar day is not a Business Day, the immediately preceding     
Business Day. The failure to elect to extend the maturity of all or any         
portion of the EXLs will be irrevocable and will be binding upon any            
subsequent holder of such EXLs.                                                 
                                                      (continued on next page)

Terms not defined herein have the meanings given to such terms in the     
accompanying prospectus supplement.                                             

MORGAN STANLEY DEAN WITTER  

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The EXLs will bear interest from the date of issuance until the principal 
amount thereof is paid or made available for payment at a rate determined for   
each Interest Reset Period by reference to the Base Rate, based on the Index    
Maturity, plus the applicable Spread for the applicable Interest Reset Date.    
We describe how floating rates are determined and calculated in the section     
called "Description of Notes -- Floating Rate Notes" in the accompanying        
prospectus supplement, subject to and as modified by the provisions described   
herein.                                                                         

The EXLs will be issued in registered global form and will remain on      
deposit with The Depository Trust Company, as depositary for the EXLs.          
Therefore, you must exercise the option to extend the maturity of your EXLs     
through the depositary. To ensure that the depositary will receive timely       
notice of your election to extend the maturity of all or a portion of your      
EXLs, so that it can deliver notice of your election to the Paying Agent prior  
to the close of business on the last Business Day in the notice period, you     
must instruct the direct or indirect participant through which you hold an      
interest in the EXLs to notify the depositary of your election to extend the    
maturity of your EXLs in accordance with the then applicable operating          
procedures of the depositary.                                                   

 The depositary must receive any notice of election from its participants no
later than 12:00 noon (New York City time) on the last Business Day in the      
notice period for any election date. Different firms have different deadlines   
for accepting instructions from their customers. You should consult the direct  
or indirect participant through which you hold an interest in the EXLs to       
ascertain the deadline for ensuring that timely notice will be delivered to     
the depositary. If you hold your interest in the EXLs through Euroclear or      
Clearstream, additional time may be needed to give your notice.                 

 The distribution of this pricing supplement and the accompanying prospectus
supplement and prospectus and the offering of the EXLs in certain               
jurisdictions may be restricted by law. Persons into whose possession this      
pricing supplement and accompanying prospectus supplement and prospectus come   
should inform themselves about and observe any such restrictions. This pricing  
supplement and accompanying prospectus supplement and prospectus do not         
constitute, and may not be used in connection with, an offer or solicitation    
by anyone in any jurisdiction in which such offer or solicitation is not        
authorized or in which the person making such offer or solicitation is not      
qualified to do so or to any person to whom it is unlawful to make such offer   
or solicitation.                                                                

We will not pay any additional amounts on the EXLs to compensate any      
beneficial owner for any United States tax withheld from payments of principal  
or interest on the EXLs.                                                        

 The EXLs will initially be limited to $1,500,000,000 in aggregate principal
amount. We may create and issue additional floating rate renewable notes with   
the same terms as the EXLs so that the additional floating rate renewable       
notes will be combined with this initial issuance of EXLs.                      

"EXtendible Liquidity Securities" and "EXLs" are the service marks of     
Morgan Stanley Dean Witter & Co.                                                

                                                                [Download Table]
                                                                              
Principal Amount:      $1,500,000,000         Base Rate:             LIBOR    
Initial Maturity       September 14, 2001,    Index Maturity:        One month
 Date:                 or if such day is not                                  
                       a Business Day, the                                    
                       immediately preceding                                  
                       Business Day                                           

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                                                        [Enlarge/Download Table]
                                                                                         
Final Maturity Date:   September 14, 2005,                                               
                       or if such day is not                                             
                       a Business Day, the                                               
                       immediately preceding                                             
                       Business Day                                                      
Spread:                The table below        Interest Payment      The fourteenth day of
                       indicates the          Dates:                each month,          
                       applicable spread for                        commencing September 
                       the Interest Reset                           14, 2000. The final  
                       Dates occurring                              Interest Payment Date
                       during each of the                           for the EXLs, or any 
                       indicated periods.                           portion of the EXLs  
                                                                    maturing prior to the
                                                                    Final Maturity Date, 
                                                                    will be the maturity 
                                                                    date and interest for
                                                                    the final interest   
                                                                    payment period will  
                                                                    accrue from and      
                                                                    including the        
                                                                    Interest Payment Date
                                                                    in the month         
                                                                    immediately preceding
                                                                    such maturity date to
                                                                    but excluding the    
                                                                    maturity date.       
For Interest Reset     Spread                                                            
Dates occurring:                                                                         
From the original      Minus 0.03%                                                       
issue date to but                                                                        
excluding September                                                                      
14, 2001                                                                                 
From and including     Plus 0.0%                                                         
September 14, 2001 to                                                                    
but excluding                                                                            
September 14, 2002                                                                       
From and including     Plus 0.04%             Interest              Two London Banking   
September 14, 2002 to                         Determination Dates:  Days prior to        
but excluding                                                       Interest Reset Dates.
September 14, 2003                                                                       
From and including     Plus 0.07%             Election Dates:       The fourteenth day of
September 14, 2003 to                                               each month from      
but excluding                                                       September 2000 to    
September 14, 2004                                                  August 2004,         
                                                                    inclusive, whether or
                                                                    not such day is a    
                                                                    Business Day.        
From and including     Plus 0.07%             Redemption Dates:     N/A                  
September 14, 2004 to                                                                    
but excluding                                                                            
September 14, 2005                                                                       
                                              Redemption            N/A                  
                                              Percentage:                                
                                              Optional Repayment    N/A                  
                                              Dates:                                     
                                              Sinking Fund:         N/A                  
Spread Multiplier:     N/A                    Specified Currency:   U.S. Dollars         
Maximum Interest       N/A                    Issue Price:          100%                 
 Rate:                                                                                   
Minimum Interest       N/A                    Original Issue Date:  August 24, 2000      
 Rate:                                                                                   

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                                                        [Enlarge/Download Table]
                                                                                       
Initial Interest       One month LIBOR,       Book Entry Note or  Book Entry Note      
 Rate:                 minus 0.03%; to be     Certificated Note:                       
                       determined two London                                           
                       Banking Days prior to  Reporting Pqge:     Telerate Page 3750   
                       the Original Issue                                              
                       Date.                                                           
Initial Interest       September 14, 2000     Calculation Agent:  Wells Fargo Bank     
 Reset Date:                                                      Minnesota, N.A.      
                                              Paying Agent:       Wells Fargo Bank     
                                                                  Minnesota, N.A.      
Interest Reset Dates:  The fourteenth day of  Agent:              Morgan Stanley & Co. 
                       each month commencing                      Incorporated         
                       September 14, 2000                                              
Interest Accrual       August 24, 2000                                                 
 Date:                                                                                 
Interest Reset         The first Interest     Denominations:      $1,000 and integral  
 Periods:              Reset Period will be                       multiples thereof    
                       the period from and                                             
                       including September    CUSIP No:           949746CB5            
                       14, 2000 to but                                                 
                       excluding the          Common Code:        011684947            
                       immediately                                                     
                       succeeding Interest    ISIN:               US 949746CB51        
                       Reset Date.                                                     
                       Thereafter, the        Delivery and        We will deposit the  
                       Interest Reset         Clearance:          EXLs with The        
                       Periods will be the                        Depository Trust     
                       periods from and                           Company in New York. 
                       including an Interest                      You may hold an      
                       Reset Date to but                          interest in the EXLs 
                       excluding the                              through The          
                       immediately                                Depository Trust     
                       succeeding Interest                        Company, Euroclear or
                       Reset Date; provided                       Clearstream, directly
                       that the final                             as a participant of  
                       Interest Reset Period                      any such system or   
                       for the EXLs, or any                       indirectly through   
                       portion of the EXLs                        organizations which  
                       maturing prior to the                      are participants in  
                       Final Maturity Date,                       such systems. See    
                       will be the period                         "Description of Notes
                       from and including                         -- Book Entry System"
                       the Interest Reset                         in the accompanying  
                       Date in the month                          prospectus supplement
                       immediately preceding                      and "Additional      
                       the maturity of the                        Information Regarding
                       EXLs, or any portion                       Clearing Systems"    
                       of the EXLs, to the                        below.               
                       relevant maturity                                               
                       date.                                                           

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Additional Information Regarding Clearing Systems:                              

The EXLs will be issued as fully-registered global notes which will be    
deposited with, or on behalf of, The Depository Trust Company, New York, New    
York, which we refer to as "DTC," and registered, at the request of DTC, in     
the name of Cede & Co. Beneficial interests in the global notes will be         
represented through book-entry accounts of financial institutions acting on     
behalf of beneficial owners as participants in DTC. Investors may elect to      
hold their interest in the global notes through DTC in the United States or,    
in Europe, through Clearstream Banking S.A., or "Clearstream," or through       
Morgan Guaranty Trust Company of New York, Brussels Office, as operator of the  
Euroclear System, or "Euroclear." Investors may hold their interest in the      
EXLs directly if they are participants in such systems, or indirectly through   
organizations that are participants in these systems. Clearstream and           
Euroclear will hold interests on behalf of their participants through           
customers' securities accounts in Clearstream's and Euroclear's names on the    
books of their respective depositaries, which in turn will hold these           
interests in customers' securities accounts in the depositaries' names on the   
books of DTC. Citibank, N.A. will act as depositary for Clearstream and The     
Chase Manhattan Bank, N.A. will act as depositary for Euroclear. We will refer  
to Citibank and The Chase Manhattan Bank in these capacities as the "U.S.       
Depositaries." See "Description of Notes -- Book Entry System" in the           
accompanying prospectus supplement for information regarding DTC.               

Clearstream                                                                   

Clearstream Banking S.A., formerly Cedelbank, has advised us that it is   
incorporated under the laws of Luxembourg as a bank. Clearstream holds          
securities for its participating organizations, or "Clearstream participants,"  
and facilitates the clearance and settlement of securities transactions         
between Clearstream participants through electronic book-entry changes in       
accounts of Clearstream participants, thereby eliminating the need for          
physical movement of certificates. Clearstream provides to its participants,    
among other things, services for safekeeping, administration, clearance and     
settlement of internationally traded securities and securities lending and      
borrowing. Clearstream interacts with domestic securities markets in over 30    
countries through established depository and custodial relationships. As a      
bank, Clearstream is subject to regulation by the Luxembourg Commission for     
the Supervision of the Financial Sector (Commission de Surveillance du Secteur  
Financier). Clearstream participants are financial institutions recognized      
around the world and include underwriters, securities brokers and dealers,      
banks, trust companies, clearing corporations and certain other organizations,  
and may include the agent. Clearstream's U.S. customers are limited to          
securities brokers and dealers and banks. Indirect access to Clearstream is     
also available to others, such as banks, brokers, dealers and trust companies,  
that clear through or maintain a custodial relationship with a Clearstream      
participant either directly or indirectly.                                      

 Payments with respect to EXLs held beneficially through Clearstream will be
credited to cash accounts of Clearstream participants in accordance with its    
rules and procedures, when received by the U.S. Depositary for Clearstream.     

Euroclear                                                                     

 Euroclear has advised us that it was created in 1968 to hold securities for
its participants and to clear and settle transactions between its participants  
through simultaneous electronic book-entry delivery against payment, thereby    
eliminating the need for physical movement of certificates and any risk from    
lack of simultaneous delivery of securities and cash. Euroclear provides        
various other services, including securities lending and borrowing, and         
interacts with domestic markets in several countries. Euroclear is operated by  
the Brussels, Belgium office of                                                 

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Morgan Guaranty Trust Company of New York, referred to as the "Euroclear        
Operator," under contract with Euroclear Clearance Systems, S.C., a Belgian     
cooperative corporation. All operations are conducted by the Euroclear          
Operator, and all Euroclear securities clearance accounts and Euroclear cash    
accounts are accounts with the Euroclear Operator, not Euroclear Clearance      
Systems. Euroclear Clearance Systems establishes policy for Euroclear on        
behalf of Euroclear participants. Euroclear participants include banks          
(including central banks), securities brokers and dealers and other             
professional financial intermediaries, and may include the agent. Indirect      
access to Euroclear is also available to others that clear through or maintain  
a custodial relationship with a Euroclear participant, either directly or       
indirectly.                                                                     

The Euroclear Operator is the Belgian branch of a New York banking        
corporation which is a member bank of the Federal Reserve System. As such, it   
is regulated and examined by the Board of Governors of the Federal Reserve      
System and the New York State Banking Department, as well as the Belgian        
Banking Commission.                                                             

 Securities clearance accounts and cash accounts with the Euroclear Operator
are governed by the Terms and Conditions Governing Use of Euroclear and the     
related Operating Procedures of the Euroclear System, and applicable Belgian    
law, which we will refer to in this pricing supplement as the "Terms and        
Conditions." The Terms and Conditions govern transfers of securities and cash   
within Euroclear, withdrawals of securities and cash from Euroclear, and        
receipt of payments with respect to securities in Euroclear. All securities in  
Euroclear are held on a fungible basis without attribution of specific          
certificates to specific securities clearance accounts. The Euroclear Operator  
acts under the Terms and Conditions only on behalf of Euroclear participants,   
and has no record of or relationship with persons holding interests in          
securities through Euroclear participants.                                      

 Distributions with respect to EXLs held beneficially through Euroclear will
be credited to the cash accounts of Euroclear participants in accordance with   
the Terms and Conditions, when received by the U.S. Depositary for Euroclear.   

Euroclear has further advised us that investors that acquire, hold and    
transfer interests in the EXLs by book-entry through accounts with the          
Euroclear Operator or any other securities intermediary are subject to the      
laws and contractual provisions governing their relationship with their         
intermediary, as well as the laws and contractual provisions governing the      
relationship between such an intermediary and each other intermediary, if any,  
standing between themselves and the global notes.                               

The Euroclear Operator has advised us that under Belgian law, investors   
which are credited with securities on the records of the Euroclear Operator     
have a co-proprietary right in the fungible pool of interests in securities on  
deposit with the Euroclear Operator in an amount equal to the amount of         
interests in securities credited to their accounts. In the event of the         
insolvency of the Euroclear Operator, Euroclear participants would have a       
right under Belgian law to the return of the amount and type of interests in    
securities credited to their accounts with the Euroclear Operator. If the       
Euroclear Operator did not have a sufficient amount of interests in securities  
on deposit of a particular type to cover the claims of all participants         
credited with such interests in securities on the Euroclear Operator's          
records, all participants having an amount of interests in securities of such   
type credited to their accounts with the Euroclear Operator would then have     
the right under Belgian law only to the return of their pro rata share of the   
amount of interests in securities actually on deposit.                          

Under Belgian law, the Euroclear Operator is required to pass on the      
benefits of ownership in any interests in securities on deposit with it (such   
as dividends, voting rights and other entitlements) to any person credited      
with such interest in securities on its records.                                

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Global Clearance and Settlement                                               

Initial settlement for the EXLs will be made in immediately available     
funds. Secondary market trading between DTC participants will occur in the      
ordinary way in accordance with DTC rules and will be settled in immediately    
available funds using DTC's Same-Day Funds Settlement System. Secondary market  
trading between Clearstream participants and/or Euroclear participants will     
occur in the ordinary way in accordance with the applicable rules and           
operating procedures of Clearstream and Euroclear and will be settled in        
immediately available funds using the procedures applicable to conventional     
eurobonds.                                                                      

Cross-market transfers between persons holding directly or indirectly     
through DTC, on the one hand, and directly or indirectly through Clearstream    
participants or Euroclear participants, on the other, will be effected through  
DTC in accordance with DTC rules on behalf of the relevant European             
international clearing system by its U.S. Depositary; however, such cross-      
market transactions will require delivery of instructions to the relevant       
European international clearing system by the counterparty in such system in    
accordance with its rules and procedures and within its established deadlines   
(European time). The relevant European international clearing system will, if   
the transaction meets its settlement requirements, deliver instructions to its  
U.S. Depositary to take action to effect final settlement on its behalf by      
delivering or receiving EXLs through DTC, and making or receiving payment in    
accordance with normal procedures for same-day funds settlement applicable to   
DTC. Clearstream participants and Euroclear participants may not deliver        
instructions directly to their respective U.S. Depositaries.                    

Because of time-zone differences, credits of EXLs received through        
Clearstream or Euroclear as a result of a transaction with a DTC participant    
will be made during subsequent securities settlement processing and dated the   
business day following the DTC settlement date. Such credits or any             
transactions in such EXLs settled during such processing will be reported to    
the relevant Euroclear participants or Clearstream participants on such         
business day. Cash received in Clearstream or Euroclear as a result of sales    
of EXLs by or through a Clearstream participant or a Euroclear participant to   
a DTC participant will be received with value on the DTC settlement date but    
will be available in the relevant Clearstream or Euroclear cash account only    
as of the business day following settlement in DTC.                             

Although DTC, Euroclear and Clearstream have agreed to the procedures     
described above in order to facilitate transfers of EXLs among participants of  
DTC, Euroclear and Clearstream, they are under no obligation to perform or      
continue to perform such procedures and such procedures may be modified or      
discontinued at any time. Neither we nor the Paying Agent will have any         
responsibility for the performance by DTC, Euroclear or Clearstream or their    
respective direct or indirect participants of their obligations under the       
rules and procedures governing their operations.                                

Plan of Distribution:                                                           

 On August 17, 2000, we agreed to sell to Morgan Stanley & Co. Incorporated,
and it agreed to purchase, $1,500,000,000 of EXLs at a net price of 99.75%,     
which we refer to as the "purchase price." The purchase price equals the        
stated issue price of 100% less an underwriting commission of 0.25% of the      
principal amount of these EXLs.                                                 

We expect that delivery of the EXLs will be made against payment therefor 
on or about the closing date specified in this pricing supplement, which will   
be on the fifth business day following the date the EXLs are priced. Under      
Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary     
market generally are required to settle in three business days after the date   
the securities are priced, unless the parties to any such trade expressly       
agree otherwise.                                                                

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Accordingly, purchasers who wish to trade EXLs on the date of pricing or on     
any of the next four succeeding business days will be required, by virtue of    
the fact that the notes will settle in T+5, to specify an alternative           
settlement cycle at the time of any such trade to prevent a failed settlement;  
such purchasers should also consult their own advisors in this regard.          

The agent has agreed that it will not offer or sell any of the EXLs in any
jurisdiction if such offer or sale would not be in compliance with any          
applicable law or regulation or if any consent, approval or permission is       
needed for such offer or sale by the agent or for or on our behalf unless such  
consent, approval or permission has been previously obtained. Subject to our    
obligations to cooperate in obtaining any necessary consents and approvals, we  
shall have no responsibility for, and the agent will obtain, any consent,       
approval or permission required by the agent for the subscription, offer, sale  
or delivery by the agent of the EXLs, or the distribution of any offering       
materials, under the laws and regulations in force in any jurisdiction to       
which the agent is subject or in or from which the agent makes any              
subscription, offer, sale or delivery.                                          

 Purchasers of the EXLs may be required to pay stamp taxes and other charges
in accordance with the laws and practices of the country of purchase in         
addition to the issue price set forth herein.                                   

United States Federal Taxation:                                                 

The following discussions are based on the opinion of Faegre & Benson LLP,
our special tax counsel.                                                        

An election to extend the maturity of all or any portion of the principal 
amount of the EXLs in accordance with the procedures described above should     
not be a taxable event for U.S. federal income tax purposes. In addition, the   
EXLs should not constitute contingent payment debt instruments that would be    
subject to certain Treasury regulations governing contingent payment            
obligations (the "Contingent Payment Regulations").                             

Prospective investors should note that no assurance can be given that the 
IRS will accept, or that the courts will uphold, the characterization and the   
tax treatment of the EXLs described above. If the IRS were successful in        
asserting that an election to extend the maturity of all or any portion of the  
principal amount of the EXLs is a taxable event for U.S. federal income tax     
purposes, then you would be required to recognize gain upon the exercise of     
such election. Also, if the IRS were successful in asserting that the EXLs      
were subject to the Contingent Payment Regulations, the timing and character    
of income thereon would be affected. Among other things, you may be required    
to accrue as OID income, subject to adjustments, at a "comparable yield" on     
the issue price. Furthermore, any gain recognized with respect to the EXLs      
would generally be treated as ordinary income. However, because the EXLs bear   
a variable interest rate that is reset every month, Wells Fargo & Company       
expects that (i) the accrual of income at the comparable yield will not         
significantly alter the timing of income inclusion; and (ii) any gain           
recognized with respect to the notes will not be significant. You are urged to  
consult your tax advisor regarding the U.S. federal income tax consequences of  
investing in the EXLs.                                                          

Prospective investors should consult the summary describing the principal 
U.S. federal income tax consequences of the ownership and disposition of the    
EXLs contained in the section called "United States Federal Taxation" in the    
accompanying prospectus supplement.                                             

8 

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This 424B2 Filing		Date		First		Last			Other Filings
		6/16/99		1
		9/2/99		1					8-K, SC 13G/A
		8/17/00		1		7			SC 13G/A
		8/24/00		3		4
		9/14/00		4
Filed On / Filed As Of		10/12/00							8-K
		9/14/01		2		3
		9/14/02		3
		9/14/03		3
		9/14/04		3
		9/14/05		3					4
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