Sec Form 4 Filing - LIONE GAIL A @ HARLEY DAVIDSON INC - 2010-04-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person LIONE GAIL A 2. Issuer Name and Ticker or Trading Symbol HARLEY DAVIDSON INC [ HOG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Exec VP, Gen Counsel & Secy (Last) (First) (Middle) HARLEY-DAVIDSON, INC., 3700 WEST JUNEAU AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 04/21/2010 (Street) MILWAUKEE, WI53208 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) 04/22/2010 S 13,015 D $ 34.5387 25,997 D Common Stock 04/21/2010 I( 2 ) 8,795 D $ 0 0 I By 401(k) Common Stock (restricted stock) ( 3 ) 53,168 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Stock Option (right to buy) ( 4 ) $ 44.41 02/08/2002( 5 ) 02/07/2011 Common Stock 27,518 27,518 D Stock Option (right to buy) ( 4 ) $ 52.095 02/13/2003( 5 ) 02/12/2012 Common Stock 24,514 24,514 D Stock Option (right to buy) ( 4 ) $ 40.72 02/12/2004( 5 ) 02/11/2013 Common Stock 32,930 32,930 D Stock Option (right to buy) ( 4 ) $ 52.45 02/10/2005( 5 ) 02/09/2014 Common Stock 26,589 26,589 D Stock Option (right to buy) ( 6 ) $ 61.205 02/15/2006( 5 ) 02/15/2015 Common Stock 16,985 16,985 D Stock Option (right to buy) ( 6 ) $ 51.46 02/14/2007( 5 ) 02/14/2016 Common Stock 13,830 13,830 D Stock Option (right to buy) ( 6 ) $ 68.91 02/14/2008( 7 ) 02/14/2017 Common Stock 17,467 17,467 D Stock Option (right to buy) ( 6 ) $ 39.04 02/13/2009( 7 ) 02/13/2018 Common Stock 47,841 47,841 D Stock Option (right to buy) ( 6 ) $ 12.3 02/12/2010( 7 ) 02/12/2019 Common Stock 92,402 92,402 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LIONE GAIL A HARLEY-DAVIDSON, INC. 3700 WEST JUNEAU AVENUE MILWAUKEE, WI53208 Exec VP, Gen Counsel & Secy Signatures Tonit M. Calaway, as power of atty. 04/23/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In February 2010, 24,032 shares of restricted stock vested. Accordingly, 24,032 shares are no longer reflected as restricted stock, but are reflected as common stock. ( 2 )Rebalance of 401(k) assets ( 3 )Restricted stock is 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. In February 2010, 24,032 shares of restricted stock vested. Accordingly, 24,032 shares are no longer reflected as restricted stock, but are reflected as common stock. ( 4 )Granted pursuant to the Harley-Davidson, Inc. 1995 Stock Option Plan. ( 5 )All options are currently exercisable. ( 6 )Granted pursuant to the Harley-Davidson, I nc. 2004 Incentive Stock Plan. ( 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.

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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