8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 8, 2008

HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED

(Exact Name of Registrant as Specified in Charter)

Delaware	001-09764	11-2534306
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

1101 Pennsylvania Avenue, N.W., Suite 1010
Washington, D.C. 20004
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (202) 393-1101

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     On August 21, 2008, Harman International Industries, Incorporated (“Company”) announced that Jennifer Peter and the Company entered into a letter agreement on August 8, 2008. The letter agreement sets forth the terms of her employment as the Company’s Vice President and Chief Accounting Officer beginning on October 1, 2008. Under the terms of the letter agreement, Ms. Peter is entitled to an annual base salary of no less than $250,000 and is also eligible to participate in the Company’s Management Incentive Compensation Plan (“MIC Plan”) with a target bonus of 35% of her base salary. If Ms. Peter’s employment is terminated without cause within three years, she is entitled to severance payments equal to her then-current annual base salary and her most recent payout under the MIC Plan, or similar incentive program.

     Ms. Peter, age 36, has served with the Company since August 2003. Most recently she served as Vice President, Finance and Administration for the Company’s JBL Professional unit since May 2006. She previously served as Controller and Assistant Controller for the Company’s operations in the Americas. Earlier in her career she held accounting positions with The Walt Disney Company and was an auditor with KPMG LLP.

     As previously announced, Herbert Parker, the Company’s Chief Financial Officer began serving as principal accounting officer on August 16, 2008. He will serve in that position until October 1, 2008, when Ms. Peter becomes principal accounting officer.

     The foregoing description of the letter agreement is a summary and is qualified in its entirety by reference to the terms of the letter agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
	10.1	Letter Agreement, dated August 8, 2008, between Harman International Industries, Incorporated and Jennifer Peter

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
By:	/s/ Edwin Summers
	Edwin Summers
	Vice President, General Counsel and Secretary

Date: August 21, 2008

EX-10.1

Exhibit 10.1

[HARMAN LETTERHEAD]

August 8, 2008

Ms. Jennifer Peter
[Address Omitted]

Dear Jenny:

On behalf of Harman International Industries, Incorporated (“Harman”), I submit an offer for the position of VP, Chief Accounting Officer. In this capacity you will report directly to Herbert K. Parker, EVP and Chief Financial Officer, and will be located at our Stamford, Connecticut office. This offer provides the following:

Transition Date: Your transition date will be October 1, 2008.

Base Salary: Annualized base salary will be $250,000 subject to review on September 1, 2009 (for increase, but not decrease), and payable in accordance with our regular payroll schedule in Stamford, CT.

Bonus: Effective with fiscal year 2009, you will be eligible to participate in the Management Incentive Compensation program with a target bonus opportunity equal to 35% of your base salary and a 52.5% maximum. This bonus program is based upon Harman’s achievement of its business plan, as well as your achievement of personal performance goals.

Stock Options: Subject to the approval of the Compensation and Option Committee of the Board of Directors, you will be eligible for stock option awards of Harman common stock under the terms of Harman’s 2002 Stock Option and Incentive Plan (“Plan”) at a level commensurate with your position.

Severance: If your employment is terminated by Harman without “Cause” within the first three years of relocating to Connecticut, you will receive severance and company-paid COBRA benefits for a period of one year. “Severance” is defined as base salary and most recent bonus payout. The Company will also pay for moving you and your household goods back to California. “Cause” is defined in Exhibit A attached hereto. Such payments will be subject to the execution by you of a release in substantially the form attached hereto as Exhibit B. Harman will furnish you with the release promptly after your termination of employment. Your severance payments will commence on the 60^th day after your termination of employment; provided, however, that if on the due date for any severance payment, all revocation periods have not then expired with respect to your release, such payment will be forfeited.

Relocation Assistance: You will be eligible for relocation assistance as outlined in the Harman Relocation Policy previously provided. In order to assist you in your relocation to Stamford, CT the company will provide six months of temporary housing.

Car Allowance: You will receive a car allowance of $1,200 per month paid in accordance with our regular payroll schedule.

Other Benefits: You will continue to participate in our benefit plans including medical, dental, vision, life insurance, short and long-term disability insurance, tuition reimbursement, 401(k) Retirement Savings Plan, vacation and all Company-paid holidays.

Section 409A: For purposes of Section 409A of the Internal Revenue Code, each salary continuation payment will be considered one of a series of separate payments.  If at the time of your separation from service (within the meaning of Section 409A), (i) you are a specified employee (within the meaning of Section 409A and using the identification methodology selected by Harman from time to time) and (ii) Harman makes a good faith determination that an amount payable hereunder constitutes deferred compensation (within the meaning of Section 409A) the payment of which is required to be delayed

Jenny Peter
August 8, 2008
Page 2

pursuant to the six-month delay rule set forth in Section 409A in order to avoid taxes or penalties under Section 409A, then Harman will not pay such amount on the otherwise scheduled payment date but will instead pay it, without interest, on the first business day after such six-month period, subject to the release requirements noted above.

The Company will, in connection with your employment, withhold from any compensation and benefits payable to you all federal, state, city or other taxes as requested by you or that the Company is required to withhold pursuant to any law or government regulation or ruling.

Harman is not hereby offering you lifetime employment or employment for a fixed or implied period of time. Either you or Harman may terminate your employment at any time, with or without cause or notice. The at-will nature of your employment relationship cannot be changed except in a written document signed by you and the VP, Corporate HR and Global Rewards. Upon termination of your employment, Harman will have no further obligations to you except as provided under “Severance”.

Any dispute concerning termination of your employment shall be resolved by final and binding arbitration before a neutral arbitrator. The arbitrator shall be selected by mutual agreement or in accordance with the procedures of the American Arbitration Association and the employment arbitration rules of the American Arbitration Association shall apply. Such arbitration shall be conducted in Stamford, Connecticut or such other location as to which you and Harman agree. The law of Connecticut, without regard to its choice of law rules, shall govern any such dispute, and the arbitrator shall not have authority to vary or alter the terms of this letter.

Please sign and return the original of this letter. You should retain one copy of this letter for your files.

Sincerely,

/s/ Sandra S. Buchanan

Sandra S. Buchanan
VP, Compensation & Benefits

I accept your offer of employment and agree to the provisions stated in this letter. I acknowledge and agree that this letter constitutes the entire agreement between Harman and me and supersedes all prior verbal or written agreements, arrangements or understandings pertaining to my offer of employment. I understand that I am employed at will and that my employment can be terminated at any time, with or without cause, at the option of either the Company or me.

ACCEPTED AND AGREED:

/s/ Jennifer Peter	8/8/08
Jennifer Peter	Date

Jenny Peter
August 8, 2008
Page 3

Exhibit A

Termination Definitions

“Cause” means:

(i)	You have been convicted of a felony:
(ii)	You have engaged in conduct that constitutes willful gross neglect or willful gross misconduct with respect to your employment duties which results in material economic harm to Harman.

No act or omission on your part shall be considered “willful” unless it is done by you in bad faith and without reasonable belief that your action was in the best interests of Harman.