HP INC — Director's Dealing 2011

Jan 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEWLETT PACKARD CO (HPQ)
CIK: 0000047217
Period of Report: 2011-01-05

Reporting Person: LIVERMORE ANN M (EVP, EB)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-05	Common Stock	M	211200	$21.75	Acquired	233043.9129	Direct
2011-01-05	Common Stock	S	211200	$43.99	Disposed	21843.9129	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-01-05	Employee Stk Option (right to buy)	$21.75	M	211200	Disposed	2012-01-31	Common Stock (211200)	Direct
2010-12-30	Restricted Stock Units	$	A	27.1746	Acquired		Common Stock (27.1746)	Direct
2010-12-30	Restricted Stock Units	$	A	30.3928	Acquired		Common Stock (30.3928)	Direct
2010-12-30	Restricted Stock Units	$	A	67.0781	Acquired		Common Stock (67.0781)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	56176	Indirect
Common Stock	4010.0125	Indirect

Footnotes

F1: The total beneficial ownership includes 9.9561 shares at $42.0244 per share acquired under the HP Share Ownership Plan on 12/30/10.

F2: The stock sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/06/10.

F3: There is no reportable change since the last filing. This is a reiteration of holdings only.

F4: These shares were held indirectly under HP's 401(k) Plan as of 12/31/10. Fidelity Investments Institutional Services Company, Inc. accounts for holdings in the stock fund in units, which are comprised of stock and cash reserves. The shares reported represent an approximate value based upon the fund balance and market value of HP's common stock.

F5: This option became exercisable in four equal annual installments beginning on this date.

F6: This option is no longer exercisable beginning on this date.

F7: Each restricted stock unit represents a contingent right to receive one share of HP common stock.

F8: As previously reported, on 01/15/09 the reporting person was granted 28,710 restricted stock units ("RSUs"), 14,355 of which vested on 01/15/10, and 14,355 of which will vest on 01/15/11. The number of derivative securities beneficially owned in column 9 includes 27.1746 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10.

F9: As previously reported, on 12/10/09 the reporting person was granted 32,109 restricted stock units ("RSUs"), 16,054 of which vested on 12/10/10 and 16,055 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 number of derivative securities beneficially owned in column 9 includes 30.3928 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10.

F10: On 12/10/10 the reporting person was granted 35,434 restricted stock units ("RSUs"), 17,717 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 number of derivative securities beneficially owned in column 9 includes 67.0781 dividend equivalent rights at $42.26 per RSU credited to the reporting person's account on 12/30/10.