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FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Modjtabai Avid

(Last)(First)(Middle)
420 MONTGOMERY STREET

(Street)
SAN FRANCISCOCA94104

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & CO/MN [WFC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
09/28/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
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. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction 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)
CodeVAmount(A) or (D)Price
Common Stock, $1 2/3 Par Value 09/28/2009 GV 1,120 D$ 0 33,336 (1) I Through Trust
Common Stock, $1 2/3 Par Value         5,700.367 (2) I Through 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Includes 2,798 shares resulting from vesting of restricted share rights but whose delivery has been deferred to July 1, 2010; these shares will be subject to withholding for income taxes on that date.
2. Reflects share equivalent of units in ESOP Fund of Wells Fargo 401(k) Plan as of August 31, 2009, as if investable cash equivalents held by Plan were fully invested in Wells Fargo & Company Common Stock.
 
Remarks:
Exhibit 24 - Power of Attorney
Avid Modjtabai, by Ross E. Jeffries, as Attorney-in-Fact10/13/2009
** Signature of Reporting PersonDate
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 Number.


Exhibit 24
----------
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby 
constitutes and appoints each of Anthony R. Augliera, Laurel A. Holschuh 
and Ross E. Jeffries, acting alone, the undersigned's true and lawful 
attorney-in-fact to:

(1)  complete and sign, for and on behalf of the undersigned, 
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities 
Exchange Act of 1934 and the rules thereunder with respect to any and 
all equity securities issued by Wells Fargo & Company (the "Company") 
which may be considered to be owned by the undersigned for the purposes 
of such statute and rules;

(2)  do and perform any and all acts for and on behalf of the 
undersigned which may be necessary or desirable to file any such Form 3, 4 
or 5, or any amendment thereto, with the United States Securities and 
Exchange Commission and any other authority; and

(3)  take any other action of any type whatsoever in connection 
with the foregoing which, in the opinion of such attorney-in-fact, may 
be of benefit to, in the best interest of or legally required of the 
undersigned, it being understood that the documents executed by such 
attorney-in-fact on behalf of the undersigned pursuant to this Power of 
Attorney shall be in such form and shall contain such terms and conditions 
as such attorney-in-fact may approve in his or her discretion.

The undersigned hereby grants to each such attorney-in-fact full 
power and authority to do and perform each and every act and thing 
whatsoever requisite, necessary or proper to be done in the exercise of 
any of the rights and powers herein granted, as fully to all intents and 
purposes as the undersigned might or could do if personally present and 
acting, with full power of substitution or revocation, hereby ratifying 
and confirming all that such attorney-in-fact, or his or her substitute 
or substitutes, shall lawfully do or cause to be done by virtue of this 
Power of Attorney and the rights and powers herein granted.  The undersigned 
acknowledges that the foregoing attorneys-in-fact, in serving in such 
capacity at the request of the undersigned, are not assuming any of the 
responsibilities of the undersigned to comply with Section 16 of the 
Securities Exchange Act of 1934.

This Power of Attorney revokes any previous Power of Attorney granted 
by the undersigned with respect to the subject matter hereof, and shall 
remain in full force and effect until the undersigned is no longer required 
to file Forms 4 or 5 with respect to the undersigned's holdings of and 
transactions in securities issued by the Company, unless earlier revoked 
by the undersigned in a subsequently executed Power of Attorney or a signed 
writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 14th day of July, 2009.

 /s/ Avid Modjtabai
   
-----------------------------------
     Avid Modjtabai            

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