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HARLEY-DAVIDSON, INC. Director's Dealing 2012

May 3, 2012

31265_dirs_2012-05-03_b34732a4-d688-40a1-b353-305880cd01ec.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY DAVIDSON INC (HOG)
CIK: 0000793952
Period of Report: 2012-05-01

Reporting Person: KORNETZKE MARK R (Chief Accounting Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-05-01 Common Stock M 267.0000 $40.7200 Acquired 1582.0000 Direct
2012-05-01 Common Stock S 1582.0000 $52.3300 Disposed 0.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-05-01 Stock Option (right to buy) $40.7200 M 267.0000 Disposed 2013-02-12 Common Stock (267.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock (restricted stock) 6461.0000 Direct
Common Stock 3294.1655 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $45.3200 2022-02-06 Common Stock (2565.0000) 2565.0000 Direct
Stock Option (right to buy) $41.3300 2021-02-09 Common Stock (2524.0000) 2524.0000 Direct
Stock Option (right to buy) $52.4500 2014-02-10 Common Stock (1006.0000) 1006.0000 Direct
Stock Option (right to buy) $22.6300 2020-02-10 Common Stock (3626.0000) 3626.0000 Direct
Stock Option (right to buy) $12.3000 2019-02-12 Common Stock (7700.0000) 7700.0000 Direct
Stock Option (right to buy) $52.0950 2012-02-13 Common Stock (400.0000) 400.0000 Direct
Stock Option (right to buy) $39.0400 2018-02-13 Common Stock (3107.0000) 3107.0000 Direct
Stock Option (right to buy) $51.4600 2016-02-14 Common Stock (644.0000) 644.0000 Direct
Stock Option (right to buy) $68.9100 2017-02-14 Common Stock (1698.0000) 1698.0000 Direct
Stock Option (right to buy) $61.2000 2015-02-15 Common Stock (794.0000) 794.0000 Direct

Footnotes

F1: The restricted stock granted 2/10/10, 2/9/11 and 2/6/12 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 are subject to forfeiture until vested.

F2: Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.

F3: All options are currently exercisable.

F4: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

F5: 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 of the date of grant.

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.