HP INC — Director's Dealing 2011

Apr 23, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-04-20

Reporting Person: BOCIAN PETER J (EVP and CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-20	Common Stock	J	2470	$29.28	Acquired	2470	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-30	Restricted Stock Units	$	A	17.3183	Acquired		Common Stock (17.3183)	Direct
2010-12-30	Restricted Stock Units	$	A	40.7508	Acquired		Common Stock (40.7508)	Direct
2011-04-20	Employee Stock Option (right to buy)	$29.28	J	2470	Disposed	2017-02-23	Common Stock (2470)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12169.5858	Direct

Footnotes

F1: The total includes the acquisition of 19.5000 dividend shares received in lieu of cash under the Hewlett-Packard Company Dividend Reinvestment Plan in transactions exempt under Rule 16b-3, and reflects 9.6150 shares credited to the Reporting Person's account on 01/04/11 and 9.8850 shares credited to the Reporting Person's account on 04/07/11.

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 9,030 restricted stock units ("RSUs"), 4,515 of which vested on 12/10/10 and 4,515 of which will vest on 12/10/11. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 17.3183 dividend equivalent rights being reported reflect 8.5471 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10 and 8.7712 dividend equivalent rights at $41.18 per RSU credited to the reporting person's account on 04/06/11.

F4: As previously reported on 12/10/10 the reporting person was granted 10,624 restricted stock units ("RSUs"), 5,312 of which will vest on each of 12/10/11 and 12/10/12. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The 40.7508 dividend equivalent rights being reported reflect 20.1117 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10 and 20.6391 dividend equivalent rights at $41.18 per RSU credited to the reporting person's account on 04/06/11.

F5: On 02/23/09 the reporting person's spouse was granted 5,000 non-qualified stock options under HP's 2000 Stock Incentive Plan. On 04/20/11 the reporting person's spouse cash exercised 2,470 options and held the resulting shares.

F6: This option became exercisable in four equal annual installments beginning on this date.

F7: This option is no longer exercisable beginning on this date.