HP INC — Director's Dealing 2011

Nov 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-11-01

Reporting Person: Lane Raymond J. (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-01	Common Stock	M	15183	$25.64	Acquired	15183	Direct
2011-11-01	Common Stock	F	396	$25.64	Disposed	14787	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-01	Restricted Stock Units	$	M	15183	Disposed		Common Stock (15183)	Direct
2011-10-05	Restricted Stock Units	$	A	34.1291	Acquired		Common Stock (34.1291)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F2: As previously reported, on 11/01/10 the reporting person was granted 45,000 restricted stock units ("RSUs"), 15,000 of which vested on 11/01/11, and 30,000 of which will vest on 11/01/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of derivative securities in column 9 includes 226.3202 vested dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11, and a deminimus adjustment of 0.9005 due to fractional rounding of the dividend equivalent rights.

F3: As previously reported, on 04/25/11 the reporting person was granted 6,786 restricted stock units ("RSUs"), all of which will cliff vest on 04/25/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 34.1291 dividend equivalent rights being reported reflect 34.1291 dividend equivalent rights at $23.86 per RSU credited to the reporting person's account on 10/05/11.