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HARLEY-DAVIDSON, INC. Director's Dealing 2012

Feb 8, 2012

31265_dirs_2012-02-08_70cd0fa9-6211-4e34-a3ad-7727a7e4798e.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: 2012-02-06

Reporting Person: Jones Paul J (VP, General Counsel & Sec'y)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-02-06 Common Stock (restricted stock) A 3450.0000 $0.0000 Acquired 15571.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-02-06 Stock Option (right to buy) $45.3200 A 11039.0000 Acquired 2022-02-06 Common Stock (11039.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 375.7619 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $41.3300 2021-02-09 Common Stock (6788.0000) 6788.0000 Direct
Stock Option (right to buy) $24.0100 2020-08-26 Common Stock (50000.0000) 50000.0000 Direct

Footnotes

F1: Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

F2: The restricted stock granted 8/26/10, 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 the shares are subject to forfeiture until vested.

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 of the date of grant.