SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

BISCHMANN JOANNE M

(Last)

(First)

(Middle)

HARLEY-DAVIDSON MOTOR COMPANY

3700 WEST JUNEAU AVENUE

(Street)

MILWAUKEE

53208

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/24/2010

3. Issuer Name and Ticker or Trading Symbol
HARLEY DAVIDSON INC [ HOG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President, Communications

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,700	D
Common Stock (restricted stock)⁽¹⁾	12,882	D
Common Stock	5,708.4744	I	By 401(k)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)⁽²⁾	02/12/2010⁽³⁾	02/12/2019	Common Stock	13,476	$12.3	D
Stock Option (right to buy)⁽⁴⁾	02/10/2011⁽⁵⁾	02/10/2020	Common Stock	8,813	$22.63	D
Stock Option (right to buy)⁽²⁾	02/13/2009⁽³⁾	02/13/2018	Common Stock	6,000	$39.04	D
Stock Option (right to buy)⁽⁶⁾	02/12/2004⁽⁷⁾	02/12/2013	Common Stock	5,405	$40.72	D
Stock Option (right to buy)⁽²⁾	02/14/2007⁽⁷⁾	02/14/2016	Common Stock	6,325	$51.46	D
Stock Option (right to buy)⁽⁶⁾	02/13/2003⁽⁷⁾	02/13/2012	Common Stock	16,096	$52.095	D
Stock Option (right to buy)⁽⁶⁾	02/10/2005⁽⁷⁾	02/10/2014	Common Stock	17,457	$52.45	D
Stock Option (right to buy)⁽²⁾	02/15/2006⁽³⁾	02/15/2015	Common Stock	11,152	$61.2	D
Stock Option (right to buy)⁽²⁾	02/14/2008⁽³⁾	02/14/2017	Common Stock	6,513	$68.91	D

Explanation of Responses:

1. Restricted stock granted 2007-2009 was granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan. The shares of unvested restricted stock granted on 2/14/07 and 2/13/08 are subject to forfeiture until completion of a four year vesting period, except that 50% of the shares may vest after two years based on performance. The shares of restricted stock granted on 2/12/09 are subject to forfeiture until completion of a four-year vesting period. The restricted stock granted 2/10/10 was granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan and one-third of the shares of restricted stock vest on each of the first three anniversaries of the date of grant and the shares are subject to forfeiture until vested.

2. Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.

3. Options granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan shall become exercisable for 25% of the shares covered by the option on each of the first four anniversaries of the date of grant.

4. Granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan

5. Options granted pursuant to the Harley-Davidson, Inc. 2009 Incentive Stock Plan shall become exercisable for one-third of the shares covered by the option on each of the first three anniversaries of the date of grant.

6. Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.

7. All options are currently exercisable.

Remarks:

	/s/ Joanne M. Bischmann	06/02/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.