SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Form 3 Holdings Reported.
  
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
ZIEMER JAMES L

(Last) (First) (Middle)
3700 W. JUNEAU AVENUE

(Street)
MILWAUKEE 53202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HARLEY DAVIDSON INC [ HDI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2005
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 12/30/2005 G 38,600 A $0 38,600 I By Family Limited Partnership #2
Common Stock 12/30/2005 G 38,600 D $0 159,468 D
Common Stock 46,648.5533 I By 401(k)
Common Stock 4,054 I By DRIP
Common Stock 6,500 I By Foundation
Common Stock 23,800 I By Partnership
Common Stock 354.33 I As Custodian for Grandsons
Common Stock (restricted stock)(1) 12,227(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)(3) $44.41 02/08/2002(4) 02/07/2011 Common Stock 31,331 31,331 D
Stock Option (right to buy)(3) $52.45 02/10/2005(5) 02/09/2014 Common Stock 30,125 30,125 D
Stock Option (right to buy)(3) $40.72 02/12/2004(5) 02/11/2013 Common Stock 37,673 37,673 D
Stock Option (right to buy)(3) $52.1 02/13/2003(5) 02/12/2012 Common Stock 28,045 28,045 D
Stock Option (right to buy)(1) $61.205 02/15/2006(6) 02/15/2015 Common Stock 19,245 19,245 D
Stock Option (right to buy)(3) $33.5938 02/17/2001(4) 02/16/2010 Common Stock 39,446 39,446 D
Stock Option (right to buy)(1) $25.7969 02/18/2000(4) 02/17/2009 Common Stock 40,998 40,998 D
Stock Option (right to buy)(3) $14.4063 02/19/1999(4) 02/18/2008 Common Stock 65,346 65,346 D
Stock Option (right to buy)(1) $46.39 05/02/2006(6) 05/02/2015 Common Stock 80,000 80,000 D
Explanation of Responses:
1. Granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan.
2. Restricted stock granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan is subject to forfeiture until completion of a four- or five-year vesting period, except that 50% of the shares that have a four-year vesting period may vest after two years based on performance.
3. Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.
4. All options are currently exercisable.
5. Options granted pursuant to the 1995 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.
6. 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.
Remarks:
Tonit M. Calaway 01/20/2006
** 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 4 (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.