SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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).
1. Name and Address of Reporting Person*
ZIEMER JAMES L
(Last) (First) (Middle)
3700 W. JUNEAU AVENUE
(Street)
MILWAUKEE WI 53202
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HARLEY DAVIDSON INC [ HOG ] 		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. Date of Earliest Transaction (Month/Day/Year)
08/01/2008
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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/01/2008 G V 1,090 A $0 1,822.8872 I As Custodian for Grandchildren
Common Stock 08/01/2008 G V 1,090 D $0 2,812.8123 I By DRIP
Common Stock 145,581 D
Common Stock (restricted stock)(1) 54,614(2) D
Common Stock 50,706.5392 I By 401(k)
Common Stock 36,600 I By Family Limited Partnership #2
Common Stock 4,500 I By Foundation
Common Stock 21,800 I By Partnership
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units(1) (3) (4) (4) Common Stock 57,633 57,633 D
Stock Option (right to buy)(5) $33.5938 02/17/2001(6) 02/16/2010 Common Stock 39,446 39,446 D
Stock Option (right to buy)(1) $39.04 02/13/2009(7) 02/13/2018 Common Stock 215,105 215,105 D
Stock Option (right to buy)(5) $40.72 02/12/2004(6) 02/11/2013 Common Stock 37,673 37,673 D
Stock Option (right to buy)(5) $44.41 02/08/2002(6) 02/07/2011 Common Stock 31,331 31,331 D
Stock Option (right to buy)(1) $47.79 05/02/2006(7) 05/02/2015 Common Stock 80,000 80,000 D
Stock Option (right to buy)(1) $51.87 02/15/2007(7) 02/15/2016 Common Stock 70,000 70,000 D
Stock Option (right to buy)(5) $52.095 02/13/2003(6) 02/13/2012 Common Stock 28,045 28,045 D
Stock Option (right to buy)(5) $52.45 02/10/2005(8) 02/09/2014 Common Stock 30,125 30,125 D
Stock Option (right to buy)(1) $61.205 02/15/2006(7) 02/15/2015 Common Stock 19,245 19,245 D
Stock Option (right to buy)(1) $68.91 02/14/2008(7) 02/14/2017 Common Stock 102,000 102,000 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 year vesting period. Fifty percent of the shares of restricted stock granted may vest after two years based on performance.
3. 1-for-1
4. Restricted stock units granted pursuant to the Harley-Davidson, Inc. 2004 Incentive Stock Plan and deferred under the Harley-Davidson, Inc. Deferred Compensation Plan are subject to forfeiture until completion of a four year vesting period. Fifty percent of the restricted stock units granted may vest after two years based on performance. Restricted stock units are payable in issuer's common stock following termination of employment and are subject to earlier payment pursuant to the Deferred Compensation Plan (units payable in cash in limited circumstances according to that plan).
5. Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan.
6. All options are currently exercisable.
7. 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.
8. Options granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option 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, as power of atty. 08/21/2008
** 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).
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