HARLEY-DAVIDSON, INC. — Director's Dealing 2012

May 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY DAVIDSON INC (HOG)
CIK: 0000793952
Period of Report: 2012-04-27

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-27	Common Stock	M	8535.0000	$22.6300	Acquired	11861.0000	Direct
2012-04-27	Common Stock	M	3000.0000	$39.0400	Acquired	14861.0000	Direct
2012-04-27	Common Stock	M	2695.0000	$12.3000	Acquired	17556.0000	Direct
2012-04-27	Common Stock	S	17555.0000	$52.8400	Disposed	1.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-27	Stock Option (right to buy)	$22.6300	M	8535.0000	Disposed	2020-02-10	Common Stock (8535.0000)	Direct
2012-04-27	Stock Option (right to buy)	$12.3000	M	2695.0000	Disposed	2019-02-12	Common Stock (2695.0000)	Direct
2012-04-27	Stock Option (right to buy)	$39.0400	M	3000.0000	Disposed	2018-02-13	Common Stock (3000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock (restricted stock)	9805.0000	Direct
Common Stock	2259.1142	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$45.3200	2022-02-06	Common Stock (10309.0000)	10309.0000	Direct
Stock Option (right to buy)	$41.3300	2021-02-09	Common Stock (5807.0000)	5807.0000	Direct
Stock Option (right to buy)	$52.4500	2014-02-10	Common Stock (591.0000)	591.0000	Direct
Stock Option (right to buy)	$51.4600	2016-02-14	Common Stock (1024.0000)	1024.0000	Direct
Stock Option (right to buy)	$68.9100	2017-02-14	Common Stock (3198.0000)	3198.0000	Direct
Stock Option (right to buy)	$61.2000	2015-02-15	Common Stock (876.0000)	876.0000	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. 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. 2004 Incentive Stock Plan.

F5: 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.

F6: 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.

F7: Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.

F8: All options are currently exercisable.