HARLEY-DAVIDSON, INC. — Director's Dealing 2014

Apr 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARLEY DAVIDSON INC (HOG)
CIK: 0000793952
Period of Report: 2014-04-28

Reporting Person: JAMES DONALD A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-28	Common Stock	A	1379.3103	$72.5000	Acquired	1379.3103	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-28	Share Units	$	A	1517.2414	Acquired		Common Stock (1517.2414)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	412039.7957	Indirect

Footnotes

F1: Granted pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended

F2: 1-for-1

F3: Share units are payable in issuer's common stock following termination of service as a director & are subject to earlier payment pursuant to the Harley-Davidson, Inc. Director Stock Plan, as amended (share units payable in cash in limited circumstances according to the Plan)

F4: Includes shares of Common Stock acquired through automatic reinvestment of dividends.