HP INC — Director's Dealing 2011

Dec 14, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-12-10

Reporting Person: Murrin James T (SVP, Controller & PAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-10	Common Stock	M	6651	$27.90	Acquired	70186.2079	Direct
2011-12-10	Common Stock	F	3107	$27.90	Disposed	67079.2079	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-10	Restricted Stock Units	$	M	3067	Disposed		Common Stock (3067)	Direct
2011-12-10	Restricted Stock Units	$	M	3584	Disposed		Common Stock (3584)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11741.0316	Indirect

Footnotes

F1: These shares were held indirectly under the Issuer's 401(k) Plan as of 11/30/11. Fidelity Investments Institutional Services Company, Inc. accounts for holdings in the stock fund in units, comprised of stock and cash reserves. The shares reported represent an approximate value based upon the fund balance and market value of Issuer's common stock.

F2: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F3: As previously reported, on 12/10/09 the reporting person was granted 6,020 restricted stock units ("RSUs"), 3,010 of which vested on 12/10/10 and 3,010 of which vested on 12/10/11. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities beneficially owned in column 5 includes 57 vested dividend equivalent rights and a deminimus adjustment of 0.3382 due to fractional rounding of the dividend equivalent rights.

F4: As previously reported, on 12/10/10 the reporting person was granted 7,081 restricted stock units ("RSUs"), 3,540 of which vested on 12/10/11 and 3,541 of which will vest on 12/10/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities beneficially owned in column 5 includes 44 vested dividend equivalent rights and a deminimus adjustment of 0.7536 due to fractional rounding of the dividend equivalent rights.