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

On May 1, 2009, Harley-Davidson, Inc. (the "Company") announced the following:

- On April 30, 2009, Thomas Bergmann, who had been the Company's Executive Vice President and Chief Financial Officer and interim President of the Company's Harley-Davidson Financial Services, Inc. ("HDFS") subsidiary, left the Company to seek other career opportunities.

- John Olin, the Vice President and Controller of the Company's Harley-Davidson Motor Company subsidiary (the "Motor Company"), will take on the added responsibility of interim Chief Financial Officer of the Company, effective immediately.

- Perry Glassgow, the Company's Vice President and Treasurer, will also serve as the interim President of HDFS, effective immediately.

- Mark Kornetzke, currently Senior Director, Financial Reporting of the Company, will serve as the Company's Chief Accounting Officer.

Mr. Olin joined the Company in 2003 and has served as Vice President and Controller of the Motor Company since that time. Before joining the Company, Olin served for 12 years in various financial roles at Kraft Foods, Oscar Mayer Foods and Miller Brewing Company, including his responsibilities as controller of Kraft Foods' cheese division. Prior thereto, he held positions with financial services and specialized consulting firms including Ernst & Whinney (now Ernst & Young). Olin also is a Certified Public Accountant (CPA).

Mr. Glassgow joined HDFS in 1992 and has held progressively senior level positions within HDFS including Controller and Treasurer before being named Vice President and Treasurer of the Company in 2007.

Mr. Kornetzke has been with the Company or the Motor Company since 1996 in his current capacity or similar capacities. He is also a CPA. Before joining the Company, Mr. Kornetzke was a senior auditor with Deloitte & Touche LLP.

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