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*
GIROD BERNARD A
(Last) (First) (Middle)
723 21ST PLACE
(Street)
SANTA MONICA, CA 90402
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HARMAN INTERNATIONAL INDUSTRIES INC /DE/ [ HAR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Vice Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2006
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 01/31/2006 M 6,372 A $15.6875 262,619 D
Common Stock 01/31/2006 S(1) 6,372 D $106.75 256,247 D
Common Stock 01/31/2006 M 193,628 A $15.6875 449,875 D
Common Stock 01/31/2006 S(1) 193,628 D $106.75 256,247 D
Common Stock 01/31/2006 M 140,372 A $10.3594 396,619 D
Common Stock 01/31/2006 S(1) 140,372 D $106.75 256,247 D
Common Stock 01/31/2006 M 102,000 A $10.875 358,247 D
Common Stock 01/31/2006 S(1) 102,000 D $106.75 256,247 D
Common Stock 01/31/2006 M 181,824 A $11 438,071 D
Common Stock 01/31/2006 S(1) 181,824 D $106.75 256,247 D
Common Stock 01/31/2006 M 2 A $18.445 256,249 D
Common Stock 01/31/2006 S(1) 2 D $106.75 256,247 D
Common Stock 01/31/2006 M 119,998 A $18.445 376,245 D
Common Stock 01/31/2006 S(1) 119,998 D $106.75 256,247 D
Common Stock 01/31/2006 M 90,000 A $24.115 346,247 D
Common Stock 01/31/2006 S(1) 90,000 D $106.75 256,247 D
Common Stock 01/31/2006 M 40,000 A $50.025 296,247 D
Common Stock 01/31/2006 S(1) 40,000 D $106.75 256,247 D
Common Stock 01/31/2006 M 20,000 A $98.62 276,247 D
Common Stock 01/31/2006 S(1) 20,000 D $106.75 256,247 D
Common Stock 01/16/2006 G(2) V 550 D $0 255,697 D
Common Stock 18,049 I by 401(k)
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
Incentive Stock Option (right to buy) $15.6875 01/31/2006 M 6,372 08/07/2001(3) 08/07/2010 Common Stock 6,372 $0 0 D
Non-Qualified Stock Option (right to buy) $15.6875 01/31/2006 M 193,628 08/07/2001(3) 08/07/2010 Common Stock 193,628 $0 0 D
Non-Qualified Stock Option (right to buy) $10.3594 01/31/2006 M 140,372 07/22/1998(3) 07/22/2007 Common Stock 140,372 $0 0 D
Non-Qualified Stock Option (right to buy) $10.875 01/31/2006 M 102,000 09/05/1997(3) 09/05/2006 Common Stock 102,000 $0 0 D
Non-Qualified Stock Option (right to buy) $11 01/31/2006 M 181,824 07/30/2000(3) 07/30/2009 Common Stock 181,824 $0 0 D
Incentive Stock Option (right to buy) $18.445 01/31/2006 M 2 08/07/2002(3) 08/07/2011 Common Stock 2 $0 5,420 D
Non-Qualified Stock Option (right to buy) $18.445 01/31/2006 M 119,998 08/07/2002(3) 08/07/2011 Common Stock 119,998 $0 24,580 D
Non-Qualified Stock Option (right to buy) $24.115 01/31/2006 M 90,000 09/24/2003(3) 09/24/2012 Common Stock 90,000 $0 55,854 D
Non-Qualified Stock Option (right to buy) $50.025 01/31/2006 M 40,000 09/23/2004(3) 09/23/2013 Common Stock 40,000 $0 58,002 D
Non-Qualified Stock Option (right to buy) $98.62 01/31/2006 M 20,000 09/03/2005(3) 09/03/2014 Common Stock 20,000 $0 78,987 D
Explanation of Responses:
1. Private sale of Issuer's securities.
2. Bonafide gift to family members.
3. Options vest in five equal increments commencing one year from the date of the grant, pursuant to the Plan.
Remarks:
/s/ Bernard Girod - Power of Attorney on File 02/02/2006
** 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.