HARTE HANKS INC — Director's Dealing 2011

Feb 8, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARTE HANKS INC (HHS)
CIK: 0000045919
Period of Report: 2010-08-05

Reporting Person: SKIDMORE GARY J (EVP and Pres, Direct Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-08-05	Common Stock	G	2000	—	Disposed	36387	Direct
2011-02-05	Common Stock	A	13600	—	Acquired	49987	Direct
2011-02-05	Common Stock	A	8882	—	Acquired	58869	Direct
2011-02-05	Common Stock	F	1235	$12.31	Disposed	57634	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-05	Stock Option (right to buy)	$12.31	A	10000	Acquired	2021-02-05	Common Stock (10000)	Direct

Footnotes

F1: These shares of restricted stock were issued pursuant to the 2005 Omnibus Incentive Plan and vests in three equal installments on the first through third anniversaries of the grant date.

F2: These shares of restricted stock were issued pursuant to the 2005 Omnibus Incentive Plan and 100% of such shares will vest on February 5, 2014.

F3: These shares were withheld from a previously reported grant of restricted stock made pursuant to the 2005 Omnibus Incentive Plan in order to pay applicable withholding taxes upon vesting.

F4: This option was granted under the 2005 Omnibus Incentive Plan and vests in four equal installments on the first through fourth anniversaries of the grant date.