HARLEY-DAVIDSON, INC. — Director's Dealing 2010

Feb 12, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY DAVIDSON INC (HOG)
CIK: 0000793952
Period of Report: 2010-02-10

Reporting Person: CALAWAY TONIT M (VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-10	Common Stock (restricted stock)	A	3314	—	Acquired	9823	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-10	Stock Option (right to buy)	$22.63	A	25604	Acquired	2020-02-10	Common Stock (25604)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	82	Direct
Common Stock	519	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$52.45	2014-02-10	Common Stock (591)	591	Direct
Stock Option (right to buy)	$61.2	2015-02-15	Common Stock (876)	876	Direct
Stock Option (right to buy)	$51.46	2016-02-14	Common Stock (1024)	1024	Direct
Stock Option (right to buy)	$68.91	2017-02-14	Common Stock (3198)	3198	Direct
Stock Option (right to buy)	$39.04	2018-02-13	Common Stock (4302)	4302	Direct
Stock Option (right to buy)	$12.3	2019-02-12	Common Stock (10780)	10780	Direct

Footnotes

F1: Restricted stock granted 2006-2009 was granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan. The shares of unvested restricted stock granted on 2/14/06, 2/14/07, and 2/13/08 are subject to forfeiture until completion of a four year vesting period, except that 50% of the shares may vest after two years based on performance. The shares of restricted stock granted on 2/12/09 are subject to forfeiture until completion of a four-year vesting period. The restricted stock granted 2/10/10 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the shares of restricted stock vest on each of the first three anniversaries of the date of grant and the shares are subject to forfeiture until vested.

F2: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

F3: Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries from the date of grant.

F4: Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.

F5: All options are currently exercisable.

F6: Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.

F7: Options granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan shall become exercisable for 25% of the shares covered by the option on each of the first four anniversaries of the date of grant.