HARTE HANKS INC — Director's Dealing 2006

Apr 28, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARTE HANKS INC (HHS)
CIK: 0000045919
Period of Report: 2006-04-26

Reporting Person: FRANKLIN LARRY (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-04-13	Common Stock	G	200	$0.00	Disposed	2684759	Direct
2006-04-13	Common Stock	G	200	$0.00	Acquired	200	Indirect
2006-04-19	Common Stock	G	2000	$0.00	Disposed	2682759	Direct
2006-04-26	Common Stock	J	380000	$0.00	Disposed	2302759	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	190000	Indirect
Common Stock	190000	Indirect
Common Stock	55000	Indirect
Common Stock	55000	Indirect

Footnotes

F1: These shares represent a transfer by gift to a trust established for the benefit of another person. As Co-Trustee, the Reporting Person does not have a pecuniary interest in these shares, but does retain voting and dispositive power.

F2: These shares were previously reported as beneficially owned directly by the Reporting Person. On April 26, 2006, the Reporting Person and his wife entered into an agreement pursuant to which the Reporting Person agreed that his wife owns 190,000 shares as her sole and separate property and the Reporting Person's wife agreed that the Reporting Person owns 190,000 shares as his sole and separate property. These shares were previously owned together as community property.

F3: Excludes 380,000 shares previously reported as owned directly which were contributed to two grantor retained annuity trusts ("GRAT") on April 27, 2006, one GRAT for the Reporting Person and one GRAT for his wife. The Reporting Person serves as the trustee for each of these trusts.