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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
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 rtc+YYgzFnHVtby6PADyJQ==

<SEC-DOCUMENT>0001045969-01-501496.txt : 20020412
<SEC-HEADER>0001045969-01-501496.hdr.sgml : 20020412
ACCESSION NUMBER:		0001045969-01-501496
CONFORMED SUBMISSION TYPE:	8-A12B
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20011129

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WELLS FARGO & CO/MN
		CENTRAL INDEX KEY:			0000072971
		STANDARD INDUSTRIAL CLASSIFICATION:	NATIONAL COMMERCIAL BANKS [6021]
		IRS NUMBER:				410449260
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-A12B
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-02979
		FILM NUMBER:		1802731

	BUSINESS ADDRESS:	
		STREET 1:		420 MONTGOMERY ST
		STREET 2:		SIXTH AND MARQUETTE
		CITY:			SAN FRANCISCO
		STATE:			CA
		ZIP:			94163
		BUSINESS PHONE:		6126671234

	MAIL ADDRESS:	
		STREET 1:		WELLS FARAGO CENTER
		STREET 2:		SIXTH & MARQUETTE
		CITY:			MINNEAPOLIS
		STATE:			MN
		ZIP:			55479

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NORTHWEST BANCORPORATION
		DATE OF NAME CHANGE:	19830516

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NORWEST CORP
		DATE OF NAME CHANGE:	19920703

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WELLS FARGO CAPITAL V
		CENTRAL INDEX KEY:			0001156919
		STANDARD INDUSTRIAL CLASSIFICATION:	 []
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-A12B
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-02979-02
		FILM NUMBER:		1802732

	BUSINESS ADDRESS:	
		STREET 1:		WELLS FARGO CENTER
		STREET 2:		MAC N9305 173 SIXTH & MARQUETTE
		CITY:			MINNEAPOLIS
		STATE:			MN
		ZIP:			55479
		BUSINESS PHONE:		6126672085

	MAIL ADDRESS:	
		STREET 1:		WELLS FARGO CENTER
		STREET 2:		MAC N9305 173 SIXTH & MARQUETTE
		CITY:			MINNEAPOLIS
		STATE:			MN
		ZIP:			55479
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-A12B
<SEQUENCE>1
<FILENAME>d8a12b.txt
<DESCRIPTION>FORM 8-A
<TEXT>
<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 8-A

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

<TABLE>
<S>                                                        <C>
        Wells Fargo & Company                                     Wells Fargo Capital V
- -------------------------------------                    ----------------------------------------
    (Exact name of Registrant as                               (Exact name of Registrant as
      specified in its charter)                                  specified in its charter)


              Delaware                                                    Delaware
- -------------------------------------                    ----------------------------------------
     (State of incorporation or                                  (State of incorporation or
            organization)                                              organization)


             41-0449260                                                  41-6492489
- -------------------------------------                    ----------------------------------------
(I.R.S. Employer Identification No.)                       (I.R.S. Employer Identification No.)


                                                                     Wells Fargo Center
                                                                       MAC #N9305-173
    420 Montgomery Street                                            Sixth & Marquette
San Francisco, California 94163                                 Minneapolis, Minnesota 55479
- -------------------------------------                    ----------------------------------------
(Address, including zip code, of                              (Address, including zip code, of
  principal executive offices)                                   principal executive offices)
</TABLE>

     If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective upon filing pursuant to
General Instruction A.(c), check the following box.  [X]

     If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box.  [_]

     Securities Act registration statement file number to which this form
relates:    333-67120
         ---------------

       Securities to be registered pursuant to Section 12(b) of the Act:

       Title of each class                    Name of each exchange on
       to be so registered:             which each class is to be registered:
       --------------------             -------------------------------------

       7.00% Quarterly Income Preferred
       Securities (QUIPS(SM))* of Wells         NEW YORK STOCK EXCHANGE
       Fargo Capital V (and the
       Guarantee with respect thereto)

- ----------
*  QUIPS is a registered servicemark of Goldman, Sachs & Co.

       Securities to be registered pursuant to Section 12(g) of the Act:

                                     None.

<PAGE>

ITEM 1.  DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

       The securities to be registered hereby are (i) 7.00% Quarterly Income
Preferred Securities (QUIPS(SM) ) (the "Capital Securities"), of Wells Fargo
Capital V, a Delaware statutory business trust (the "Trust") and (ii) a
Guarantee with respect thereto (the "Guarantee") by Wells Fargo & Company (the
"Company").  The Capital Securities represent undivided beneficial interests in
the assets of the Trust and are guaranteed by the Company, to the extent set
forth in the form of the Guarantee Agreement by the Company.  The form of
Guarantee is incorporated by reference to Exhibit 4(oo) to the Registration
Statement on Form S-3 (Registration No. 333-67120) filed with the Securities and
Exchange Commission (the "Commission") on August 8, 2001, as amended by
Amendment No. 1 thereto filed with the Commission on August 15, 2001 (such
Registration Statement, as amended, the "1933 Registration Statement").  For a
description of the Capital Securities and the Guarantee covered by this
Registration Statement, see the descriptions under the captions "Description of
Junior Subordinated Debt Securities", "Description of Trust Preferred
Securities" and "Description of Guarantees" in the Prospectus included in the
1933 Registration Statement as declared effective by the Commission on August
17, 2001.  The prospectus relating to the Capital Securities contained in the
1933 Registration Statement is incorporated herein by reference.  The final
terms of the Capital Securities are included in a prospectus supplement, which
will be filed by the Registrants pursuant to Rule 424(b) under the Securities
Act of 1933, as amended, and which is incorporated by reference into this
Registration Statement.

ITEM 2.  EXHIBITS.

            1.   Certificate of Trust of Wells Fargo Capital V dated August 7,
                 2001 (incorporated by reference to Exhibit 4(kk) to the 1933
                 Registration Statement).

            2.   Declaration of Trust and Trust Agreement of Wells Fargo Capital
                 V dated August 7, 2001 (incorporated by reference to Exhibit
                 4(ll) to the 1933 Registration Statement).

            3.   Form of Amended and Restated Declaration of Trust and Trust
                 Agreement of Wells Fargo Capital V (incorporated by reference
                 to Exhibit 4(mm) to the 1933 Registration Statement).

            4.   Form of Capital Securities Certificate (incorporated by
                 reference to Exhibit 4(nn) to the 1933 Registration Statement,
                 which is included as part of Exhibit 4(mm) to the 1933
                 Registration Statement).

            5.   Form of Junior Subordinated Indenture (incorporated by
                 reference to Exhibit 4(w) to the 1933 Registration Statement).

            6.   Form of Guarantee Agreement (incorporated by reference to
                 Exhibit 4(oo) to the 1933 Registration Statement).

            7.   Form of Junior Subordinated Note (incorporated by reference to
                 Exhibit 4(aa) to the 1933 Registration Statement).

            8.   1933 Registration Statement.

                                      -2-
<PAGE>

                                   SIGNATURE

     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

                                    WELLS FARGO & COMPANY


Dated:  November 29, 2001           By   /s/ Barbara S. Brett
                                       ---------------------------------------
                                        Barbara S. Brett
                                        Assistant Treasurer


                                    WELLS FARGO CAPITAL V

                                    By:  Wells Fargo & Company, as Depositor

                                    By:  /s/ Barbara S. Brett
                                        --------------------------------------
                                        Barbara S. Brett
                                        Assistant Treasurer

                                      -3-

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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