HEWLETT PACKARD CO
11-K, 1996-07-01
COMPUTER & OFFICE EQUIPMENT
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                   SECURITIES AND EXCHANGE COMMISSION             

                        Washington, D.C. 20549  

                             FORM 11-K          

(Mark one) 

   [X]       ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE 
             SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

              For the fiscal year ended: December 31, 1995
 
                                 or

   [ ]	     TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
      	     SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

              For the transition period from _____ to _____


                   Commission file number:  1-4423

       A.  Full title of the plan and address of the plan, if different
           from that of the issuer named below:

                           HEWLETT-PACKARD COMPANY
                   TAX SAVING CAPITAL ACCUMULATION PLAN
 
       B. Name of issuer of the securities held pursuant to the plan and
       	  the address of its principal executive office:

                          HEWLETT-PACKARD COMPANY
                           3000 HANOVER STREET
             		           PALO ALTO, CA  94304	
   
                          REQUIRED INFORMATION





HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN FINANCIAL STATEMENTS AND
ADDITIONAL INFORMATION
DECEMBER 31, 1995 AND DECEMBER 31, 1994

                                                                 
Report of Independent Accountants                                1

Financial Statements
    Statement of Net Assets Available for Benefits 
    at December 31, 1995 and December 31, 1994                   2

Statement of Changes in Net Assets Available for Benefits,
    with Fund Information for the year ended December 31, 
    1995 and the five months ended December 31, 1994             3-4

Notes to Financial Statements                                    5-9

Additional Information
    Schedule I - Assets Held for Investment Purposes at 
    December 31, 1995                                            10

    Schedule II - Transactions Occurring During the Year Ended
    December 31, 1995 Which Were in Excess of 5% of the
    Current Value of Plan Assets as of the Beginning
    the Year.                                                    11

Note:    Other schedules required by Section 2520.103-10 of the Department 
         of Labor's Rules and Regulations for Reporting and Disclosure
         under ERISA have been omitted because they are not applicable.

Report of Independent Accountants


March 27, 1996

To the Participants and Administrator of
the Hewlett-Packard Company Tax Saving
Capital Accumulation Plan

In our opinion, the accompanying statement of net assets available for 
benefits and the related statements of changes in net assets available
for benefits present fairly, in all material respects, the net assets 
available for benefits of the Hewlett-Packard Company Tax Saving Capital
Accumulation Plan at December 31, 1995 and 1994, and the changes in net
assets available for benefits for the year ended December 31, 1995 and
the five months ended December 31, 1994, in conformity with generally
accepted accounting principles.  These financial statements are the
responsibility of the plan's management; our responsibility is to express
an opinion on these financial statements based on our audits.  We conducted
our audits of these statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are 
free of material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant 
estimates made by management, and evaluating the overall financial 
statement presentation.  We believe that our audits provide a reasonable
basis for the opinion expressed above.

Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole.  The additional information
included in Schedules I and II is presented for purposes of additional
analysis and is not a required part of the basic financial statements but
is additional information required by ERISA.  The Fund Information in the 
statement of changes in net assets available for benefits is presented for 
purposes of additional analysis rather than to present the changes in net
assets available for benefits of each fund.  Schedules I and II and the 
Fund Information have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are 
fairly stated in all material respects in relation to the basic financial 
statements taken as a whole.


Price Waterhouse LLP




                               SIGNATURES


     	The Plan.  Pursuant to the requirements of the Securities and
Exchange Act of 1934, the trustees (or other persons who administer the
employee benefit plan) have duly caused this annual report to be signed
by the undersigned thereunto duly authorized.

                                   HEWLETT-PACKARD COMPANY
  																											
                                   TAX SAVING CAPITAL ACCUMULATION PLAN


                               	   /s/ Ann O. Baskins
                            	       Assistant Secretary 
                                    and Managing Counsel,
                                    Hewlett-Packard Company,
                                    Plan Administrator
June 27, 1996




HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
(in thousands)

                                                        December 31             
                                                      1995       1994
Assets
     Investments, at fair value:   
     Hewlett-Packard Company Common Stock         $ 751,269    $ 377,290
                                   
     Fidelity Contrafund                            168,554       98,327
                                                  
     Fidelity Magellan Fund                         862,726      623,535
                    
     Fidelity Growth & Income Portfolio              95,367       49,810
                                   
     Fidelity U.S. Equity Index Portfolio            89,258       56,570
                                        
     Fidelity Intermediate Bond Fund                 69,065       53,565
                                        
     Fidelity Retirement Money Market Portfolio     180,884      179,527
                                        
     Fidelity Institutional Cash Portfolio
      Money Market Class I                            7,151          116
                                        
     Loans receivable from participants              75,137       65,557
                                                 ----------   ----------
          Total assets held for investment        2,299,411    1,504,297

Receivables:

     Receivable from Hewlett-Packard Company         24,333       23,078
     Due from brokers for securities sold                 -        3,012
     Investment income receivable                     1,831        1,161
     Miscellaneous receivables                           22            -
                                                 ----------   ----------  
          Total assets                            2,325,597    1,531,548
                                                 ----------   ----------
Liabilities
     Miscellaneous payables                               -           47
     Administrative expenses payable                    126          143
                                                 ----------   ---------- 
          Total liabilities                             126          190
                                                 ----------   ---------- 
Net assets available for benefits                $2,325,471   $1,531,358
                                                 ==========   ==========

     The accompanying notes are an integral part of these financial
     statements.




<TABLE>
HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, 
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
(in thousands)


                                    		        	Fund Information
 
<CAPTION>
          
                                   Contra-             Growth &  Equity          Money
                       Stock       fund     Magellan   Income    Index    Bond   Market     Loan    Total
                                                                                     
<S>                    <C>        <C>        <C>       <C>      <C>      <C>      <C>        <C>    <C>                    
Contributions:       
  Employees            $  4,553   $ 22,643   $ 78,499  $12,977  $10,219  $ 7,714  $ 18,682  $        $  155,287  
   Company                  581     10,761     39,913    5,936    4,839    3,846     9,097               74,973
   Noncash               43,792                                                           		             43,792
   
Investment income:                                                      
   Net realized and
   unrealized                                                           
   appreciation in 
   fair value of
   investments:                                                        
    Hewlett-Packard
     Company Common 
     Stock              273,261                                                              		         273,261
  Net investment gain 
  from registered in-
  vestment companies:                                                   
   Fidelity Contrafund              40,432                                                               40,432
   Fidelity Magellan
    Fund                                       228,997                                                  228,997
   Fidelity Growth & 
    Income Portfolio                                      21,804                                         21,804
   Fidelity U.S. Equity
    Index Portfolio                                      	          22,619                               22,619
   Fidelity Inter-
    mediate Bond Fund                                                		      7,505                        7,505 
  Interest income           478                                             		       10,660   5,402      16,540
  Dividend income         6,203                                                         	                 6,203
                       --------	  --------   --------   -------   --------  ------- ------- -------  ---------- 
   Total additions      328,868     73,836    347,409    40,717     37,677  19,065   38,439   5,402     891,413
                       --------   --------   --------   -------   -------- -------  ------- -------  ----------
Benefits paid to 
 participants            24,769      5,516     36,017     3,652      4,176    3,381  16,447              93,958

Loans deemed repaid
 due to termination                                                                            2,484      2,484
Administrative expenses     113         11        276        63         61       79      255                858 
                        -------   --------   --------   -------    -------  -------  -------  -------  --------
  Total deductions       24,882      5,527     36,293     3,715      4,237    3,460   16,702   2,484     97,300

  Net increase before 
   interfund transfers  303,986     68,309    311,116    37,002     33,440   15,605   21,737   2,918    794,113

Interfund transfers      75,715      2,273    (72,047)    8,872       (651)    (102) (20,722)  6,662          -
                       --------   --------   --------   -------    -------  -------   ------ ------- ---------- 
Net increase            379,701     70,582    239,069    45,874     32,789   15,503    1,015   9,580    794,113
Net assets available
 for benefits:
  Beginning of year     385,350    100,942    634,018    51,138     57,744   54,530  182,079  65,557  1,531,358
                       --------   --------   --------   -------    -------  ------- -------- ------- ---------- 
End of year            $765,051   $171,524   $873,087   $97,012    $90,533  $70,033 $183,094 $75,137 $2,325,471
                       ========   ========   ========   =======    =======  ======= ======== ======= ==========
 
   	The accompanying notes are an integral part of these financial statements.
</TABLE>





<TABLE>

HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994
(in thousands)

<CAPTION>
               
                                                          Fund Information 
          
                                   Contra                  Growth &   Equity             Money
                        Stock      Fund         Magellan   Income     Index    Bond      Market      Loan      Total

<S>                     <C>        <C>          <C>        <C>        <C>      <C>       <C>         <C>       <C>   

Contributions:
  Employees             $  1,305   $  8,229     $ 33,021   $ 4,452    $ 3,727  $ 3,109   $  7,449    $         $   61,292
  Company                  2,366      3,989       16,879     2,052      1,891    1,571      3,867                  32,615
  Noncash                 12,470                                                               		                  12,470   

Investment income:
  Net realized and un-
  realized appreciation
  in fair value of
  investments:
    Hewlett-Packard    
    Company Common
    Stock                 86,908                                                                                   86,908
Net investment gain 
 from registered invest-
 investment companies:
   Fidelity Contrafund                1,213                                                                         1,213
   Fidelity Magellan 
    Fund                                           6,249                                                            6,249
  Fidelity Growth & 
    Income Portfolio                                           482                                                    482
  Fidelity U.S. Equity 
    Index Portfolio                                                       724                                         724
  Fidelity Intermediate
    Bond Fund                                                         		            76                                 76
  Interest income             67                                              		            3,294      1,897        5,258
  Dividend income          2,279                                                                  	                 2,279
		                      --------   --------    	--------   -------   --------	  ------    -------     ------   ----------
    Total additions      105,395     13,431       56,149     6,986      6,342    4,756     14,610      1,897      209,566
			 
Benefits paid to 
 participants              5,343      1,075        8,510       571        804    1,009      2,896                  20,208

Loans deemed repaid
 due to termination                                                                                      594          594 
Administrative expenses       48          4          123        23         24       34        115                     371
                       	--------   --------     --------   -------    -------  -------	  --------    -------    ---------
  Total deductions         5,391      1,079        8,633       594        828    1,043      3,011        594       21,173
                        --------   --------     --------   -------    -------  -------   --------    -------    ---------
  Net increase before                                                                           
   interfund transfers   100,004     12,352       47,516     6,392      5,514    3,713     11,599      1,303      188,393

Interfund transfers      (34,264)    14,154      (11,439)    9,564        532      100     21,862       (509)           -
                        --------   --------     --------   -------    -------  -------   --------    -------   ----------    
Net increase              65,740     26,506       36,077    15,956      6,046    3,813     33,461        794      188,393
Net assets available
 for benefits:

  Beginning of year      319,610     74,436      597,941    35,182     51,698   50,717    148,618     64,763   $1,342,965
                        --------   --------     --------   -------    -------  -------   --------    -------   ----------
  End of year           $385,350   $100,942     $634,018   $51,138    $57,744  $54,530   $182,079    $65,557   $1,531,358
                        ========   ========     ========   =======    =======  =======   ========    =======   ========== 

   The accompanying notes are an integral part of these financial statements.

</TABLE>




HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS


1.  Plan Description

    Purpose and Plan Benefits

    The purpose of the Hewlett-Packard Company (the Company) Tax Saving 
    Capital Accumulation Plan (the Plan) is to provide eligible employees
    an opportunity for regular savings of tax-deferred dollars for their 
    retirement to supplement benefits provided under the Company's 
    Retirement Program and the Federal Social Security Act.  The following
    brief description of the Plan is provided for general information
    purposes only.  Participants should refer to the Plan agreement for a
    more complete description of the Plan's provisions.

    The Plan is designed to qualify as a stock bonus plan under Section 
    401(a) of the Internal Revenue Code of 1986, as amended (the Code), 
    and to meet the requirements set forth in Section 401(k) of the Code.  
    The Plan is also intended to qualify as an individual account plan which
    permits each participant to exercise control over certain assets of the
    Plan pursuant to Section 404(c) of the Employee Retirement Income
    Security Act (ERISA).

    Fidelity Investments provides investment management, recordkeeping and
    trustee services for the  Plan.  The Company determines questions of 
    eligibility for participation, interprets the Plan, communicates with
    participants and their beneficiaries and is otherwise generally
    responsible for Plan operations.

    Eligibility

    Employees who are eligible to participate in the 401(k) program include
    those employees of the Company and designated domestic subsidiaries who
    are on the U.S. payroll and who are employed as regular full-time or
    regular part-time employees by the Company one year after their original
    hire date.  Participation in the 401(k) program is at the election of
    the employee.

    Employee Contributions

    Participating employees may have their salary deferred by the Company 
    through payroll deductions and contributions made directly to their 
    401(k) account.  Employee contributions are deposited into their trust
    account after the end of each pay period.

    Company Contributions
  
    The Company contributes to the employee's account a percentage of the 
    amount which has been deferred and contributed by the employee.  The
    Company contributes an amount equal to the employee's deferral for the
    first 3% deferred and an amount equal to half of the employee's deferral
    for the next 2% deferred.  The Company matching contribution is deposited 
    into the individual employee's trust account after the end of each fiscal
    quarter, which are January 31, April 30, July 31 and October 31.

    Vesting
  
    Participants are one hundred percent vested in the Plan at all times.

    Participant Accounts

    Participants can invest their account balance and/or future contributions
    in any combination of seven investment options.  Participating employees 
    can transfer their invested funds among the investment options and/or 
    change the investment of their future contributions daily as desired.  
    These transfers and changes must be made in whole percent increments.

    All contributions made under the Plan are paid to and invested by the
    trustee in one or more of the available investment options.  Six of the
    seven investment options are mutual funds of Fidelity Investments, 
    managed by the Fidelity Management and Research Company.  The seven 
    investment funds are:

    Stock -           A fund comprised primarily of Hewlett-Packard Company
       	              Common Stock purchased on the open market or contributed
 	                    by the Company.  The fund also includes the Fidelity
 		                   Institutional Cash Portfolio Money Market Class I.

    Contrafund -      A fund comprised of investments in the Fidelity 
                      Contrafund.  The investment manager invests in common
                      stocks on a broad-base and seeks out undervalued 
                      companies undergoing positive changes and turnarounds.
 
    Magellan -        A fund comprised of investments in the Fidelity Magellan 
              		      Fund.  The fund manager makes investments primarily in
		                    common stock and securities convertible into common 
			                   stock.

    Growth & Income - A fund comprised of investments in the Fidelity Growth
                      & Income Portfolio.  The investment manager invests in
                      a broad combination of stocks, convertibles, and fixed
	 	                   -income securities, not limited by type or quality, to
		                    seek current income and growth of income.
 
    Equity Index -    A fund comprised of investments in the Fidelity U.S. 
              		      Equity Index Portfolio.  The fund manager makes 
	              	      investments in equity securities and attempts to 
                      duplicate the composition and total returns of the 
		                    Standard & Poor's Daily Stock Price Index of 500
                      Common Stocks.

    Bond -            A fund comprised of investments in the Fidelity 
              		      Intermediate Bond Fund.  Investments are made 
	                     primarily in bonds rated BBB or better with a dollar-
		                    weighted average maturity of between three and ten 
		                    years.

    Money Market -    A fund comprised of investments in the Fidelity 
       	              Retirement Money Market Portfolio.  Investments are
		                    made in high quality, U.S. dollar-denominated money 
		                    market instruments of U.S. and foreign issuers,
		                    including short-term obligations of banks, governments
             	        and their agencies and corporations.

   Loans and Distributions

   Participants are permitted to borrow portions of their account balance.
   The loan amount and term are limited by the Code and ERISA.  Funds for 
   the loans are obtained by liquidating the investments in the participant's
   account. Principal and interest payments, representing repayments of loans
   taken by participants, are typically made through payroll deductions and 
   are paid directly into the participant's account after the end of each 
   semi-monthly payroll period.  Loans may be repaid in full at any time 
   following the issuance of the loan.

   The Plan also provides for hardship withdrawals, subject to certain 
   restrictions and in-service withdrawals at age 59-1/2.

   Benefits are generally payable in a lump sum.  Certain participants from 
   certain companies acquired by the Company may elect to take their benefits
   as an annuity or in installments.

   Plan Termination

   Although the Company has no present intention to terminate the Plan, the
   Plan provides that in the event of Plan termination, participants' 
   interests accrued to the date of termination would be nonforfeitable.  
   Benefits would continue to be distributed in accordance with the Plan.  
   The trustee would continue in its capacity until all assets of the Plan 
   have been distributed to the participants.  

2. Summary of Significant Accounting Policies

   The financial statements are prepared on the accrual basis of accounting
   with investments being carried at current market value, as quoted on the
   active market.  Loans to participants are valued at their outstanding
   principal amount.

   All dividends and capital distributions received from the Fidelity 
   Contrafund, the Fidelity Magellan Fund, the Fidelity Growth & Income 
   Portfolio, the Fidelity U.S. Equity Index Portfolio, and the Fidelity
   Intermediate Bond Fund are recognized as part of the net investment gains
   from registered investment companies.

   All direct administrative expenses are borne by the Plan participants 
   as allowed by law.

3. Contributions

   Employee and Company contributions are made in cash for all Funds except
   the Stock Fund.  Contributions to the Stock Fund may be made in either 
   cash or Hewlett-Packard Company common stock.  Stock contributions 
   attributable to employee deferrals totaled $27,340,000 for the year ending
   December 31, 1995 and $8,975,000 in the five month period ending December 
   31, 1994.  Stock contributions attributable to Company contributions
   totaled $16,452,000 for the year ending December 31, 1995, and $3,495,000
   in the five month period ending December 31, 1994.  Contributions of
   Hewlett-Packard Company common stock are valued at their fair market 
   value, as quoted on the New York Stock Exchange, on the date of 
   contribution.

4. Investments

   The number of shares of Hewlett-Packard Company common stock in the Stock
   Fund was 8,970,371 for the year ended December 31, 1995 and 7,555,254 for
   the five month period ended December 31, 1994, restated to reflect the
   effect of the March 1995 two-for-one stock split.

5. Taxes

   The Company has received a favorable determination letter from the 
   Internal Revenue Service (IRS) as to the initial qualified status of the
   Plan.  Additionally, the Company has received favorable determination 
   letters as to amendments adopted relating to legislative changes.  The 
   most recent favorable determination letter received by the Company covered
   amendments adopted for the Tax Reform Act of 1986.

   The Company's management is of the opinion that the Plan and the trust
   which forms a part of the Plan have been maintained in accordance with
   Section 401(a) of the Internal Revenue Code, and therefore, it is believed
   that the Plan continues to be qualified.  Accordingly, there has been no
   provision made for federal or state income tax.

   Deferrals made on behalf of the employee and the Company's matching 
   contributions are not subject to federal income taxes until such time as
   the employees' funds are withdrawn from the Plan.  At withdrawal, the 
   employee's funds may qualify for special tax treatment.  Pursuant to the
   Unemployment Compensation Amendments of 1992, all "eligible rollover<PAGE>
 
   distributions" which are not paid out in the form of a direct rollover 
   are subject to a mandatory 20% federal income tax withholding.  Loans
   taken by employees against their 401(k) account are not subject to federal
   income taxes if they are repaid within five years.  

6. Plan Year

   In 1994, the fiscal year of the Plan was changed, effective August 1, 1994,
   from a twelve month period commencing August 1 and ending July 31, to a
   five month period beginning August 1, 1994 and ending December 31, 1994, 
   and each consecutive twelve month period commencing thereafter on January
   1 and ending December 31.



<TABLE>

HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN (PLAN 004)                	Form 5500
EMPLOYER IDENTIFICATION NUMBER 94-1081436                      (Item 27a - Schedule of Assets Held for          
SCHEDULE 1 - ASSETS HELD FOR INVESTMENT                         Investment Purposes) 
DECEMBER 31, 1995					 
(in thousands, except number of shares)

<CAPTION>
                                                            		    Number of          Historical      Current
Issuer                        Description                         Shares             Cost            Value

<S>			                        <C>                                 <C>                <C>              <C>  	

Hewlett-Packard Company       Common Stock, $1.00 par value       8,970,371          $380,258         $  751,269

Fidelity Investments
 Fidelity Contrafund          Equity Mutual Fund, no par value    4,433,291           148,433            168,554

Fidelity Investments
 Fidelity Magellan Fund       Equity Mutual Fund, no par value   10,034,034           715,983            862,726

Fidelity Investment
 Fidelity Growth & Income
 Portfolio                    Equity Mutual Fund, no par value    3,525,585            81,823             95,367

Fidelity Investments
 Fidelity U.S. Equity Index 
 Portfolio                    Equity Mutual Fund, no par value    3,954,701            69,992             89,258

Fidelity Investments
 Fidelity Intermediate Bond
 Fund                         Fixed Income Mutual Fund,
                              no par value                        6,634,503            68,539             69,065
Fidelity Investments
 Fidelity Retirement Money 
 Market Portfolio             Money Market Fund, 
                              $1.00 par value                   180,883,696           180,884            180,884

Fidelity Investments
 Fidelity Institutional Cash    
 Portfolio Money Market 
 Class I                      Money Market Fund, 
                              $1.00 par value                     7,150,531             7,151              7,151

Participant Loans             Loans issued for terms of 
                              1-4 years, with 6.5%-10.6% 
                              interest at December 31, 1995                                               75,137
                                                                                                      ----------   
Total assets held for investment                                                         	            $2,299,411

</TABLE>



<TABLE>

HEWLETT-PACKARD COMPANY
TAX SAVING CAPITAL ACCUMULATION PLAN (PLAN 004)
EMPLOYER IDENTIFICATION NUMBER 94-1081436                                             Form 5500
SCHEDULE II - TRANSACTIONS OCCURING DURING THE YEAR ENDED                             (Item 27d - Schedule of        
DECEMBER 31, 1995, WHICH WERE IN EXCESS OF 5% OF THE CURRENT                           Reportable Transactions)   
VALUE OF THE PLAN ASSETS AS OF THE BEGINNING OF THE YEAR
(in thousands, except number of transactions)

<CAPTION>
                                                                         Proceeds          Cost of        Net
Identity of Party Involved            Number of                          From      	       Assets         Realized
Description of Asset                  Transactions        Purchases      Sales 		          Disposed       Gain/(Loss)

<S>                                  <C>                 <C>            <C>               <C>            <C>

Fidelity Retirement Money Market 
 Portfolio Money Market Fund          255                 $278,316       $276,958          $276,958       $      -     

Fidelity Magellan Fund
Equity Mutual Fund                    252                  260,390        200,288           178,198         34,779

Fidelity Contrafund 
Equity Mutual Fund                    252          	        89,572	        46,638 	          42,365          7,556

Fidelity Growth & Income
Equity Mutual Fund                    252      	       	    54,411         26,285            24,700          3,645

Hewlett-Packard Company
Common Stock                          101    		            206,142        105,415   	        46,694         34,754

Fidelity Institutional Cash Money
 Market Fund        
Money Market Fund                     147              	   208,197	       201,162  	        201,162              -

    Note:   Cost of Assets Disposed is stated at historical cost.  Net realized gain is calculated on
            a revalued cost basis.  The normal expenses associated with asset purchases and sales are
            built into the cost records and therefore are not shown separately here.  Additionally, 
            the number of transactions represent record keeping transaction activity, not the gross
            numbers of purchases and sales.
</TABLE>








Tax Saving
Capital
Accumulation
Plan



This section is a "Summary Plan Description" as required by the
Employee Retirement Income Security Act of 1974 (ERISA). This section
provides the highlights of the Plan, but it is far shorter and less
technical than the official Plan documents. The official Plan
documents are always used to determine when and what benefits will be
provided under the Plan.

You Will Find Information About:                     On Page:
What TAXCAP Offers You                                  171
TAXCAP: A Participant-Directed Investment Plan          172
Who Can Join The Plan                                   174
When You May Join The Plan                              174
How Much You May Defer                                  174
How Your Deferrals Can Reduce Your Current Taxes        175
How Much HP Contributes                                 175
How Your TAXCAP Account Is Invested                     176
When Payouts Are Made                                   178
How You Can Borrow From Your Account                    179
Special Rules For Acquisition Employees                 181
How To Make Changes Or Receive Your Money               182
How To Claim Benefits                                   183
If A Claim Is Denied                                    183
How You Can Make Rollover Contributions                 183
What Circumstances Can Affect Your Benefits             184
How The Plan Is Funded                                  186
How The Stock Purchase Plan Compares To TAXCAP          187

What TAXCAP Offers You 

Your retirement income comes from three sources: HP retirement
benefits, Social Security benefits and your personal savings.  The
Company offers the Hewlett-Packard Company Tax Saving Capital
Accumulation Plan (TAXCAP), as an integral part of the Hewlett-Packard 
Retirement Program to help you accumulate personal savings for retirement.

TAXCAP provides you an incentive to save regularly for retirement on a
pretax basis and gain additional contributions from HP.

The Plan in Brief 

HP administers and sponsors TAXCAP.  HP determines eligibility for
participation and benefits, interprets the Plan and authorizes certain
transactions.

Fidelity Investments (Fidelity), a group of affiliated financial
service companies, is the full-service provider for TAXCAP.  Full
service is a package which offers recordkeeping, trustee and
investment management services.  Headquartered in Boston, with 78
branches nationwide, Fidelity is one of the largest and best known
investment management organizations in the country. The firm currently
manages more than $290 billion for more than 10 million individual and
institutional accounts.  As a leader in the mutual fund industry,
Fidelity has developed both investment products and services that are
now standard for the industry.

If you are a regular full-time or regular part-time employee, you
become eligible to join TAXCAP on the first February 1, May 1, August
1, or November 1 which is one year after your original hire date. 
After you have satisfied the eligibility requirements, you may join
TAXCAP in any subsequent pay period.

Under TAXCAP, you can elect to have HP defer from 1 to either 8 or 12
percent of your pay into your TAXCAP account through payroll
deductions. The maximum percent of your pay that you can contribute to
TAXCAP each plan year is based on what you earned during the previous
12 months. The TAXCAP plan year changed to a calendar year starting
January 1, 1995. Prior to that, the TAXCAP plan year ran from August 1
through July 31. If your annual HP compensation is less than an amount
defined by federal tax laws ($66,000 for 1995), you can defer up to 12
percent of your pay to TAXCAP during 1996. You will be informed on
your last earnings statement in December of each year whether your
TAXCAP deferral limit is 8 percent or 12 percent for the following
year.

You may participate in both TAXCAP and the Stock Purchase Plan. If you
contribute to the Stock Purchase Plan at 5 percent or less, you may
contribute to TAXCAP as described above. If you contribute to the
Stock Purchase Plan at 6 percent or more, your combined TAXCAP and
Stock Purchase Plan contributions cannot exceed 10 percent.

HP contributes $1 for every $1 you contribute of the first 1 percent,
2 percent or 3 percent of your pay. HP contributes $.50 for every $1
you contribute on the next 2 percent of your pay. Contributions above
5 percent of your pay are not matched by HP.

You choose how you want to invest your TAXCAP account among nine
options:  six mutual funds from the Fidelity family of funds, two
mutual funds outside the fidelity family of funds plus the HP Stock
Fund.  These options reflect risk versus investment return
opportunities ranging from conservative to aggressive.

Saving in TAXCAP reduces your current income taxes. This is because
deferrals to your TAXCAP account are made before federal and most
state income taxes are calculated.  In addition, you do not pay any
taxes on amounts in your account as long as they remain in TAXCAP.
TAXCAP is offered to help you meet your long range retirement goals.
Your full account value is paid when you leave HP or die. Because of
the tax advantages the Plan offers you, the government limits
withdrawals of your account before these events. While you are an
active employee, you can make in-service withdrawals either after you
reach age 59 1/2 or for reasons of hardship.  You can also borrow money
from your account while you are an active employee.

The following pages describe the main provisions of 
TAXCAP.  The ERISA Information section of this book contains
administrative details and other information about the Plan.

The following special terms used to describe the provisions of the
Plan are more fully defined in the Glossary:

defer or deferrals
fiscal quarter
fiscal year
pay
Pension Benefit Guaranty Corporation (PBGC)
TAXCAP
valuation date
vested
years of service

TAXCAP: A Participant-Directed Investment Plan

TAXCAP requires that you decide how the assets in your account are
invested.  TAXCAP is intended to be a "404(c) plan" which means it is
described in Section 404(c) of ERISA and  Section 2550.404(c)-1 of
Title 29 of the Code of Federal Regulations.  Plan fiduciaries of a
404(c) plan like TAXCAP are not liable for plan losses that are the
direct and necessary result of your investment instructions.  The
following information is given to you so that TAXCAP will comply with
Section 404(c) and applicable regulations under ERISA.

Required Information              Description of Information or
                                  Source

Investment Alternatives           See page 176 of this HP
                                  Benefits Summary.  Also see
                                  the TAXCAP Quarterly
                                  Participant Statement
                                  supplement mailed to your home
                                  every three months.  Also see
                                  mutual fund prospectuses
                                  mailed to your home on request
                                  from Fidelity at 800-457-4015
                                  and when you first invest in a
                                  mutual fund.

Investment Managers               Fidelity Management and
                                  Research Company serves as
                                  advisor to the Fidelity mutual
                                  funds offered under TAXCAP
                                  (except the HP Stock Fund).
                                  Pilgrim Baxter & Associates
                                  serves as advisor to the
                                  Pilgrim Baxter Growth Fund.
                                  Templeton Worldwide
                                  Incorporated serves as advisor
                                  to the Templeton Foreign Fund.

Investment Instructions           See page 174 When You May Join
by Participant                    The Plan and page 177 Fund
                                  Information of this HP
                                  Benefits Summary.

Transaction Fees in Connection    There are no transaction fees
With Purchase or Sale of          imposed on the purchase, sale or
Investment Alternatives           exchange of the investment
                                  alternatives in TAXCAP.  See
                                  the mutual fund prospectuses
                                  for the operating expenses
                                  imposed within each mutual
                                  fund.  See page 177 Quarterly
                                  Participant Statements of this
                                  HP Benefits Summary and your
                                  Quarterly Participant
                                  Statement for TAXCAP general
                                  administrative costs imposed
                                  on your account.

Funds Prospectus on Initial       After the initial investment
Investment                        in a TAXCAP investment
                                  alternative (other than the HP
                                  Stock Fund), Fidelity will
                                  mail a copy of the most recent
                                  fund prospectus to the
                                  participant.

Investment Alternative            Fidelity Management Trust
Voting Rights                     Company, the TAXCAP Trustee,
                                  will mail the notice of
                                  meetings and all proxy
                                  solicitation materials
                                  relating to voting, tender or
                                  similar rights to each
                                  participant invested in a
                                  TAXCAP investment alternative
                                  (other than the HP Stock Fund)
                                  to the extent voting rights in
                                  the mutual fund are available
                                  to fund investors.  The
                                  procedures for voting HP stock
                                  are described in Section 4 of
                                  the Trust Agreement Pursuant
                                  to the Hewlett-Packard Company
                                  Tax Saving Capital
                                  Accumulation Plan available
                                  from HP upon request.

HP Stock Fund Purchase, Holding,  Information regarding the
Sale and Voting of HP Stock       purchase, holding and sale of HP stock
(See page 177 for description)    and the exercise of voting, tender
                                  and similar rights with respect to HP
                                  stock by participants is
                                  maintained under procedures
                                  intended to safeguard
                                  confidentiality.  The
                                  purchase, holding and sale of
                                  HP stock is governed by the
                                  procedures described in this
                                  HP Benefits Summary at page
                                  174 When You May Join The Plan
                                  and at page 177 Fund
                                  Information. Voting, tender
                                  and similar rights with
                                  respect to HP stock are passed
                                  through to participants and
                                  these rights are exercised
                                  confidentially as with any HP
                                  shareholder.  The procedures
                                  for voting HP stock are
                                  described in Section 4 of the
                                  Trust Agreement Pursuant to
                                  the Hewlett-Packard Company
                                  Tax Saving Capital
                                  Accumulation Plan available
                                  from HP upon request.  These
                                  procedures are monitored and
                                  carried out by:

                                  1.     Fidelity Management Trust
                                         Company, as a plan
                                         fiduciary and TAXCAP
                                         Trustee

                                    82 Devonshire Street
                                    Boston, Massachusetts 02109
                                    Telephone: (617) 570-7000

                                  2.     Harris Trust and Savings
                                         Bank, as HP's stock
                                         transfer agent and agent of
                                         the TAXCAP Trustee

                                     111 West Monroe Street
                                     Chicago, IL 60604        
                                     Telephone: (312) 461-5545

Required Information    Description of Information or Source

General and             General and participant-specific
Participant-Specific    investment information is provided by Fidelity
Investment Information  Investments, 82 Devonshire Street, Boston,
                        Massachusetts, 02109.  The following
                        information sources can be requested from
                        Fidelity by phone at 800-457-4015.  The
                        TAXCAP Quarterly Participant Statement and
                        Statement Supplement are mailed to each
                        participant every three months.

                                Information Sources

                        Mutual Fund       TAXCAP       Fidelity
                        Mutual Fund       Annual/      Quarterly       TAXCAP
                        Prospectus      Semiannual    Participant     Automated
                                          Report     Statement and      Phone
                                                       Statement       Service
                                                      Supplement
A.  Annual Operating
    Expenses of Available
    Investment Alternatives     X

B.  Copies of Prospectuses      X
        
C.  Copies of Financial 
    Statements and Reports of
    Available Investment 
    Alternatives                             X

D.  List of Assets in the
    Portfolio of Available
    Investment Alternatives                  X

E.  Value of Shares/Units in
    Available Investment 
    Alternatives                X            X             X              X

F.  Past and Current Investment
    Performance of Available
    Investment Alternatives     X                          X              X

G.  Value of Shares/Units in
    Designated Investment
    Alternatives in Participant's
    Account                                                X              X

Who Can Join The Plan 

You are eligible to join TAXCAP if you are a regular 
full-time or regular part-time employee on the U.S. payroll 
except employees in Puerto Rico.  You are not eligible to join TAXCAP
if you are classified in any other employment status.  If you meet the
eligibility requirements, you may enroll in TAXCAP enrollment is not
automatic.

When You May Join The Plan 

You may join TAXCAP starting with the first entry date one year after
your original hire date.  Entry dates are February 1, May 1, August 1,
and November 1. TAXCAP Administration will let you know when you first
become eligible.

For Example:
If your hire date is May 1, 1995, (the first business day of the quarter),
you may first enroll on May 1, 1996, your frist entry date.  If you choose
not to enroll on May 1, 1996, you may enroll during any subsequent pay period.

You can enroll in TAXCAP via HP's Telephone Activated Benefits
System TABS.  TABS phone number is 800-262-TABS (8227) or Telnet
857-TABS (8227).  When you call TABS you must enter your desired
deferral percentage and specify the investment mix you want in whole
percent increments.  Investment mixes must total 100 percent. Once you
have enrolled in TAXCAP via TABS, your participation will begin in the
first pay period after you become eligible.

Your Beneficiary

Once you enroll via TABS, you should also name a beneficiary to
receive your TAXCAP benefits at your death.  A beneficiary form is
available in the Personnel Forms (U.S.) folder in Personnel on the
InfoNet Web. The key word search is OFIS0070. If you are married, your
spouse will automatically be your sole beneficiary.  If you wish to
name someone other than your spouse as beneficiary for any part of
your TAXCAP benefit, federal law requires that you obtain your
spouse's written consent.  The spouse's written consent must be given
on the beneficiary form. This consent must be witnessed by a Plan
representative or a notary public.  If your spouse does not provide
consent, the full value of your account will be paid to your spouse in
the event of your death, regardless of whom you have named as
beneficiary.  If you remarry, any previous consent is no longer valid
and you must obtain your new spouse's consent.  To change your
beneficiary, you must complete a new beneficiary form and submit it to
your local or regional personnel department.

If you do not name a beneficiary or if your beneficiary is not living
at the time of your death payment of your TAXCAP account will be made,
in the following order, to:

your surviving spouse
your surviving children in equal portions
your surviving parents in equal portions
your estate

How Much You May Defer 

You may defer up to 8 percent or 12 percent of your pay. You will be
informed on your earnings statement for the pay period ending December
15 the maximum percentage you are eligible to defer for the following
calendar year.  Generally, pay is your regular wage or salary. Pay is
defined more completely in the Glossary at page 221 for purposes of
both the 8 or 12 percent deferral limit and the type of pay which is
subject to deferral.

You may participate in both TAXCAP and the Stock Purchase Plan. 
If you contribute to the Stock Purchase Plan at 5 percent or less, 
you may contribute to TAXCAP as described above. If you contribute 
to the Stock Purchase Plan at 6 percent or more, your TAXCAP and 
Stock Purchase Plan contributions cannot exceed 10 percent.

This table applies to you only if your TAXCAP plan year compensation
is more than an amount defined by federal tax laws ($66,000 for the
plan year endig December 31, 1995).

         Stock       TAXCAP         Combined      Total
       Purchase      Maximum        Maximum      Company
     Contribution  Contribution   Contribution    Match
           (%)         (%)            (%)          (%)

           10          0              10           5
            9          1              10           5 1/2
            8          2              10           6
            7          3              10           6 1/2
            6          4              10           6 1/2
            5          8              13           6 1/2
            4          8              12           6
            3          8              11           5 1/2
            2          8              10           5
            1          8               9           4 1/2
            0          8               8           4


This table applies to you only if your TAXCAP plan year compensation
is less than an amount defined by federal tax laws ($66,000 for the
plan year endig December 31, 1995).

         Stock       TAXCAP         Combined      Total
       Purchase      Maximum        Maximum      Company
     Contribution  Contribution   Contribution    Match
           (%)         (%)            (%)          (%)

           10          0              10           5
            9          1              10           5 1/2
            8          2              10           6
            7          3              10           6 1/2
            6          4              10           6 1/2
            5          12             17           6 1/2
            4          12             16           6
            3          12             15           5 1/2
            2          12             14           5
            1          12             13           4 1/2
            0          12             12           4

As soon as your TAXCAP contribution equals the maximum amount ($9,500
in 1996) allowed by the Internal Revenue Service, you may participate
in the Stock Purchase Plan at 10 percent of your pay for the rest of
the calendar year. If you are participating in the Stock Purchase Plan
at the time you reach the TAXCAP IRS limit, your participation in the
Stock Purchase Plan will be increased automatically.

You may change your deferral rate any pay period.  You can stop your
deferrals at any time.  However, when your deferrals stop, so do HP's
contributions.  Once you have stopped, you can resume your deferrals
as of any February 1, May 1, August 1, or November 1. Your deferrals
are paid into the trust and invested in your designated investment
alternatives on the scheduled HP paydays.

How Your Deferrals Can Reduce Your Current Taxes 

Federal and most state income taxes are based on the portion of your
pay remaining after your deferrals have been taken.  Therefore,
participating in TAXCAP lowers your current federal taxable income and
possibly lowers current state and local taxable income.

For Example:
Assume your annual pay is $35,000 and you elect to defer 6 percent
in TAXCAP.  Your annual deferral will be $2,100.  Although your
actual pay is $35,000, your taxable pay will be $32,900.  This is
becase you are deferring $2,100 in TAXCAP before taxes.

As of late 1994, the state of Pennsylvania and some cities are the
only tax-levying entities that consider your contributions to be part
of your taxable income. Your contributions are also subject to FICA
(Social Security withholding tax).

How Much HP Contributes

HP contributes $1 for every $1 you contribute of the first 1 percent,
2 percent or 3 percent of your pay. HP contributes $.50 for every $1
on the next 2 percent you defer in the Plan.  Contributions above 5
percent are not matched by HP. You do not pay any income taxes on HP's
contributions until you receive them from the Plan.

Your Contributions      HP Contributions

1 percent of your pay   1 percent of your pay
2 percent               2 percent
3 percent               3 percent
4 percent               3 1/2 percent
5 percent               4 percent
6 percent or more       4 percent

HP's contributions are paid into the trust and are invested in your
designated investment alternatives after the end of each fiscal
quarter.  HP's contributions will be added to your account if you:

* Are an employee on the last business day of the fiscal quarter.

* Retired from HP during the fiscal quarter at age 55 or older with at
  least 15 years of service, as defined in the Retirement Plan.

* Died during the fiscal quarter.

How Your TAXCAP Account Is Invested 

You can choose to invest the money in your TAXCAP account among the
seven investment alternatives described below.  Investment earnings or
dividends will be reinvested in the options you have chosen and
included in your account balance.  You can invest your account
entirely in one option or you can divide it among the seven options,
in any whole percentage combination. Investment mixes must total 100
percent.

For Example:
You can choose to invest 100 percent in one option or choose to invest
15 percent in one option, 64 percent in another, 16 percent in a
third, and 5 percent in a fourth.

After the end of each pay period, your deferrals are invested as you
choose.  In the following paragraphs, the options are described
beginning with the most conservative and ending with the most
aggressive.

* Fidelity Retirement Money Market Portfolio - Retirement Money Market
Portfolio is a money market fund. It seeks as high a level of current
income as is consistent with the preservation of principal and liquidity.
It invests in high-quality, U.S. dollar-denominated money market instruments
of U.S. and foreign issuers. While the Portfolio seeks to maintain a $1.00
share price, there is no assurance that it will be able to do so.  An
investment in the Portfolio is not insured or guaranteed by the U.S.
government.  The Portfolio's yield will fluctuate. Retirement Money Market
Portfolio is a conservative, relatively low-risk investment.

* Fidelity Intermediate Bond Fund - Intermediate Bond Fund is an income
fund. It seeks a high level of current income by investing primarily
in high and medium grade fixed income obligations. These fixed income
obligations include corporate bonds, mortgage securities, bank
obligations and U.S. government and agency securities. The Fund's
dollar-weighted average portfolio maturity ranges between three and
ten years. The Fund's share price, yield and return will fluctuate.

* Fidelity U.S. Equity Index Portfolio - U.S. Equity Index Portfolio is a
growth and income fund.  It seeks investment results that correspond
to the total return performance of the S&P 500 Index, which is
comprised of common stocks. Dividend amounts will vary.  The
Portfolio's share price and return will fluctuate.

* Fidelity Growth & Income Portfolio - Fidelity Growth & Income Portfolio
is a growth and income fund. It seeks long-term capital growth,
current income and growth of income. It invests primarily in the
securities of companies with the potential for growth of earnings
while paying current dividends. Consistent with the objective, the
Portfolio's manager will generally sell securities of companies for
which dividends fall to a level lower than the yield of the S&P 500.
The Fund's share price, yield, and return will fluctuate.

* Fidelity Magellan Fund - Magellan Fund is a growth fund. It seeks
long-term capital appreciation by investing in the stocks of both
well-known and lesser-known companies with potentially above-average
growth potential and a correspondingly higher level of risk.
Securities may be of foreign and domestic companies. The Fund's share
price and return will fluctuate.

* Fidelity Contrafund - Fidelity Contrafund is a diversified growth fund.
It seeks capital appreciation. It invests in the securities of
companies that are believed to be undervalued or out of favor with the
market. Contrafund invests in the common stock and securities
convertible into common stock of all types of companies, and in all
industries. Contrafund generally invests in smaller to medium size
companies which may carry a higher degree of risk. From time to time,
international securities may be purchased by the Fund. When market
conditions warrant, the Fund may also invest temporarily in debt
securities. The Fund's share price and return will fluctuate.

* Templeton Foreign Fund (Effective February 1, 1996.) The Templeton
Foreign Fund is an international stock fund. It seeks long-term
capital growth by investing primarily in stocks of companies outside
the United States. International investments can present the potential
for expanded investment opportunities over domestic funds, significant
growth potential, as well as an opportunity through diversification to
reduce overall equity portfolio risk. Foreign investing can also
involve special considerations, including currency fluctuations and
political uncertainty. Share price and return will fluctuate.

* Pilgrim Baxter Growth Fund (Effective February 1, 1996.) The PBHG
Growth Fund seeks capital appreciation by investing in small companies
that have an outlook for strong growth in earnings and potential for
significant capital appreciation. To maximize returns and limit risk,
a disciplined investment approach, which is both quantitative and
fundamental in nature is employed. Because of the small, growth
oriented nature of the companies that the Fund invests in, the Fund's
market price will undoubtedly experience more volatility than the
market in general. There is no guarantee that the Fund will meet its
objective and the price and returns will fluctuate.

* Hewlett-Packard Stock Fund - The Hewlett-Packard Stock Fund enables you
to become a stockholder in the Company and to participate in HP's
growth by investing almost exclusively in Hewlett-Packard Common
Stock.  Like a mutual fund, this option holds a small percentage of
high-quality money market instruments providing the option with same
day exchangeability without the five-day-settlement period normally
associated with purchases and sales of common stocks.  Unlike a mutual
fund, this option is neither a managed nor diversified portfolio and
is subject to both the normal external factors affecting the general
level of stock prices and to specific factors affecting HP.  As a TAXCAP
participant investing in the Hewlett-Packard Stock Fund, you have the right
to vote the full shares of stock represented by your TAXCAP account.  Each
year before the annual meeting, information will be mailed to you that will
enable you to exercise your voting right.

If you do not specify how your account is to be invested when
enrolling through TABS, the entire amount will automatically be
invested in the Fidelity Retirement Money Market Portfolio which is
the most conservative investment. This also applies when you enroll
through the TAXCAP Activity form.

Once you have enrolled in TAXCAP you may change your investment mixes
for future contributions in 1 percent increments as often as you feel
necessary by calling Fidelity at their toll free number 800-457-4015. 
You may also exchange your current account balance as often as you
feel necessary by calling Fidelity at this number.

Fund Information

To obtain your current account balances or performance and investment
information about the funds offered in TAXCAP, call the Fidelity
toll-free automated phone line at 800-457-4015, 24 hours a day, seven
days a week.  To access your account, you must have your Social
Security number, and your Personal Identification Number (PIN) with
Fidelity. To establish a Fidelity PIN, you will need to pass the
security check by providing your Social Security number, your date of
birth, and your employee number (eight digits you must enter leading
zeros).  The fund codes are:

Fidelity Retirement Money Market Portfolio     0630 
Fidelity Intermediate Bond Fund                0032 
Fidelity U.S. Equity Index Portfolio           0650 
Fidelity Growth & Income Portfolio             0027 
Fidelity Magellan Fund                         0021 
Fidelity Contrafund                            0022
Templeton Foreign Fund                         9500
Pilgrim Baxter Growth Fund                     9706
HP Stock Fund                                  8655

To exchange existing assets from one investment option to another or
to redirect your future contributions to a different investment option
with the help of a Fidelity representative, you can call the same
toll-free number, 800-457-4015.  A Fidelity representative is on duty
from 8:30 am to 8:00 pm Eastern Time. FIDELITY REPRESENTATIVES CAN
ONLY GIVE INFORMATION ABOUT THE FUNDS AND LIMITED PLAN INFORMATION. 
THEY CANNOT PROVIDE FINANCIAL ADVICE.

If you have a hearing impairment, you can call Fidelity toll-free at
800-835-5089 (if you have a TDD) to conduct account transactions or to
get specific information about your TAXCAP account.  A Fidelity
representative will be available to answer your questions any business
day from 8:30 am to 8:00 pm Eastern Time.

Quarterly Participant Statements

Approximately four weeks after the end of each fiscal quarter you will
receive a statement from Fidelity summarizing all of your account
activity and administrative costs since the last statement and the
total value of your account.

The information provided includes:

* the beginning balance, which is the closing balance from the previous
  statement

* investment performance (gains or losses)

* investment elections (mixes)

* any fund exchange activities that you authorized for the quarter

* your deferrals for the quarter

* loan information

* HP's contributions for the quarter

* your ending balance

* administrative costs

Administrative costs for TAXCAP include administrative costs for both
Fidelity and TAXCAP Administration in HP Corporate Offices. The costs
are divided among participants based on the number of individuals
enrolled in the Plan.  The administrative costs are expected to be $18
to $20 per participant, per year and are a line item on the TAXCAP
Quarterly Participant Statement.

How You Vest in Your Account

You are 100 percent vested in the value of all funds contributed to
your account from the moment they are placed in your account. This
includes your deferrals, HP's contributions, rollover contributions,
and gains or losses. The trustee holds the assets for your exclusive
benefit and they cannot be used for any other purpose.

Being immediately 100 percent vested does not mean you have immediate
access to the funds.  Rather, it means that 100 percent of your
account can be distributed if you leave HP or die.

When Payouts Are Made 

The primary purpose of TAXCAP is to help you meet your retirement
goals.  Therefore, your account value is only payable when you leave
HP or die.  EXCEPTIONS:  While you are still an HP employee, you can
request an in-service hardship withdrawal, or after you reach age 59 1/2,
you can withdraw all or part of your account.

When Your HP Career Ends

The full value of your TAXCAP account is payable when you leave HP or
die.

You must elect a distribution option on the TAXCAP Payment Application
at Termination of Participant form before you leave HP. The distribution
options you have are:

* lump sum amount in cash

* HP stock and cash (only available if you are invested in the HP Stock
  Fund)

* a direct rollover from TAXCAP to a Fidelity Investments Individual
  Retirement Account (IRA)

* a direct rollover from TAXCAP to any other Individual Retirement
  Arrangement or another qualified plan

If you elect a direct rollover form of payment, no federal or state
income tax withholding will apply to the amount directly rolled over. 
If you elect to have a portion of your TAXCAP account paid directly to
you, that portion of the distribution and any loan amount outstanding
in your account will be subject to mandatory 20 percent federal income
tax withholding and, where applicable, elective state income tax
withholding. You can avoid the mandatory federal income tax
withholding by electing to roll over 100 percent of your distribution
through the direct rollover options.

If you elect a direct rollover to a Fidelity Investments IRA and if
Fidelity does not receive a completed Fidelity Rollover Application
form from you within 60 days of your election, your account will be
liquidated. A check will be mailed to you payable to Fidelity
Investments for your benefit.

If you elect to be paid in HP stock for your investments in the HP
Stock Fund, you will receive an HP stock certificate for the
equivalent number of whole shares in your HP Stock Fund.  The
remainder of your TAXCAP account after the stock shares are issued
will be paid in cash.  This distribution is subject to the mandatory
20 percent federal income tax withholding. However, income tax will be
withheld only to the extent of your cash distribution.

If you do not make a distribution election within 60 days after the
time of termination and your account balance is $3,500 or less, or
your account balance exceeds $3,500 and you have a loan outstanding,
then your full account balance will default to payment in cash and the
20 percent mandatory federal income tax withholding will apply.

If you do not elect a form of payment at the time of termination and
your account balance exceeds $3,500, and you have no loan outstanding,
distribution of your account balance will not be made until TAXCAP
Administration receives a signed TAXCAP Payment Application at
Termination of Participant form.

Any benefit paid from TAXCAP will be based on the valuation date
immediately following the next HP payday after Fidelity's receipt of
your claim from HP.  See the Glossary for the definition of valuation
date for TAXCAP.

While You Are an HP Employee Age 59 1/2 and Hardship Withdrawals

Withdrawals from TAXCAP are available after age 59 1/2. After you reach
age 59 1/2, you may withdraw all or part of your account. The minimum
amount you can withdraw is $1,000, or if there is less in the account,
the entire value of the account.  The withdrawal will be subject to
mandatory 20 percent federal income tax withholding unless it is
directly rolled over.  The withdrawal will not be subject to the 10
percent early withdrawal tax penalty.

Hardship withdrawals are available to participants who meet certain
stringent Internal Revenue Service (IRS) requirements. The maximum
withdrawal amount available is specified by IRS Regulations.  The
following financial needs qualify a participant for a TAXCAP hardship
withdrawal:

* Unreimbursed medical expenses for you, your spouse or dependents.

* Purchase or construction of your principal residence.

* Payment of tuition and related educational fees for the next 12 months
  of post-secondary education for you, your spouse, your children, or
  dependents.

* Prevention of eviction from or foreclosure on the mortgage on your
  principal residence.

* Funeral expenses of a family member.

As a further requirement for applying for a hardship withdrawal, you
must exhaust all other financial resources available to you. One of
these resources is loans available through TAXCAP.  You must have two
TAXCAP loans outstanding prior to applying for a hardship withdrawal.
If you are not eligible to apply for a loan, then you may 
apply for a hardship withdrawal directly.

As a condition of receiving your hardship withdrawal, the IRS
requires that you will be unable to contribute to TAXCAP
or the Stock Purchase Plan until the beginning of the quarter
following one year from the date of your hardship withdrawal. The
combined amount of your deferrals into TAXCAP for the year you request
a hardship withdrawal and the next calendar year will be limited to
the next year's maximum employee pre-tax contribution limit as set by
the IRS. ($9,500 for calendar year 1996).

The minimum withdrawal amount is the lesser of $1,000 or all that is
available.  All withdrawals are subject to mandatory 20 percent
federal income tax withholding unless directly rolled over.  Hardship
withdrawals may be subject to a 10 percent early withdrawal tax
penalty.  There are exceptions to the 10 percent tax penalty so you
should consult your accountant or tax advisor.  Withdrawals are funded
through the sale of your TAXCAP investments beginning with the most
conservative and progressing to the most aggressive investment fund.

To request a withdrawal, call Fidelity at 800-457-4015 for your
maximum available withdrawal amount and an application.  Fill out the
required information and mail the application to Hewlett-Packard
Company, TAXCAP Administration, 3000 Hanover Street, Palo Alto,
California, 94304, MS 20BAX. 

In-service withdrawal requests are processed each business day by
TAXCAP Administration, and checks are issued from Fidelity within
seven business days after the application is received by TAXCAP
Administration.

Special rules apply for in-service withdrawals for certain acquisition
employees, (see page 181 for details).

How You Can Borrow From Your Account

While you are an active employee, regular full-time or regular
part-time, you can borrow from your TAXCAP account.  You cannot borrow
from your account if you are on a medical, military, personal or
Family and Medical Leave Act leave of absence, or receiving benefits
under the Income Protection Plan.

The maximum amount available is 50 percent of the account balance
(including outstanding loan amounts) on the date of valuation less any
loan balance outstanding.  The total of all loans is limited to
$50,000 minus the highest loan balance outstanding during the prior
12-month period. Loans are subject to a $1,000 minimum.  No more than
two loans can be outstanding at any time.

This chart shows the maximum outstanding loan amount you may have at
any one time.

If your TAXCAP account           The maximum/outstanding
   balance is...                     loan amount...

  $2,000-$100,000                    50 percent of
                                    account balance

    $100,000+                          $50,000


To initiate a loan, call Fidelity at 800-457-4015.  Once you have
provided the proper security information, the Fidelity representative
will guide you through the steps of the loan process and inform you of
any restrictions that may apply (maximum allowable loan amount, etc.). 

Your eligibility for a loan is based on your account value as of the
date you call Fidelity to request a loan.

Once the details of the loan transaction have been agreed to and
confirmed by phone, the Fidelity representative will generate a TAXCAP
Loan Agreement and Promissory Note that will be mailed to your home
address on file at Fidelity. Upon receipt of the TAXCAP Loan Agreement
and Promissory Note, you must review the information to make sure
everything is correct. The loan amount will be liquidated from your
account on the same day that you call (if the call is received at
Fidelity before 4:00 p.m. Eastern Time). Your loan check will
automatically be generated from Fidelity and mailed to your home
address on file at Fidelity on the second business day after the
original call from you to initiate the loan. There is endorsement
disclosure information on the back of the loan check that states by
endorsing the loan check, you have entered a legally binding contract
with TAXCAP, and that you have agreed to all the terms and conditions
under the loan provisions in the Hewlett-Packard Company Tax Saving
Capital Accumulation Plan. If the terms in the TAXCAP Loan Agreement
and Promissory Note are not correct, do not sign, cash or deposit your
loan check.  Call a Fidelity plan representative immediately at 800-457-4015.
Special rules apply for loans for certain acquisition employees (see
page 181 for details).

* Special rules for certain acquisition employees apply here (see page
  181 for details).

How Your Loan Is Funded

Your loan will be funded through the sale of your 
TAXCAP investments in the following order:

     Fidelity Retirement Money Market Portfolio
     Fidelity Intermediate Bond Fund
     Fidelity U.S. Equity Index Portfolio
     Fidelity Growth & Income Portfolio
     Fidelity Magellan Fund
     Fidelity Contrafund
     Templeton Foreign Fund
     Pilgrim Baxter Growth Fund
     Hewlett-Packard Stock Fund

For Example:
You have a total of $30,000 in TAXCAP investments.  You have $10,000
in the Retirement Money Market Portfolio, $10,000 in the Intermediate
Bond Fund and $10,000 in the Magellan Fund.  If you want to take a
$15,000 loan, $10,000 will come from your Retirement Money Market
Portfolio and the remainin $5,000 will come from your Intermediate
Bond Fund.

How You Repay Your Loan

You repay your loan through automatic, irrevocable payroll deductions. 
You can choose to repay the loan over one, two, three, or four years. 
TAXCAP loan interest rates are determined by the prime rate on the
last business day of the month preceding the loan request plus 1/2
percent.  The loan interest rate may change monthly.  TAXCAP loans are
amortized on a semi-monthly basis.  Amounts repaid are reinvested
semi-monthly based on your investment elections (mixes) in effect at
the time of reinvestment.

Payroll deductions for your loan will begin approximately two weeks
after receipt of the loan distribution check.  Repayments, including
interest paid, will be taken out of your paycheck each payday. 
Payroll deductions CANNOT be discontinued until the loan is fully
repaid.

Loan Prepayment 

If you wish, you may prepay the full amount of the outstanding
principal and accrued interest without penalty.  You cannot make
partial prepayments except in the case of leaves of absence.
To initiate a prepayment, you can call Fidelity at 800-457-4015.  Once
you have provided the proper security information, the Fidelity
representative will guide you through the steps of the prepayment
process.  The Fidelity representative will provide you with the
prepayment amount and the terms of the prepayment transaction. 
Once you have agreed to the terms of the prepayment, send a money
order, cashier's check or HP Credit Union teller check payable to
"Fidelity Investments" and mail to:

     Fidelity Investments 
     Client Service Operations 
     P.O. Box 15520 
     Covington, KY 41015-0520

The prepayment will be invested according to your investment elections
(mixes) on file at the time of repayment to the TAXCAP trust fund. 
The next statement that you receive will reflect that your loan is
paid in full.

If you are transferring to a foreign entity or to HP's Flex Force as
an Internal Temporary Worker, you must prepay your loan in full prior
to transfer.

Loan Repayment Due to Leave of Absence

If you have a TAXCAP loan outstanding, your loan repayments will be
suspended while you are on a leave of absence. When you return from
the leave of absence, your loan payroll deductions will resume. The
Internal Revenue Code and Internal Revenue Service (IRS) regulations
do not permit a TAXCAP loan to be extended beyond the 60th month from
the date the loan was taken. If the 60th month is reached while you
are on a:

* medical leave of absence (also during the Family and Medical Leave Act
  (FMLA) entitlement period for one's own illness), your outstanding
  loan amount and accrued interest will be considered a taxable
  distribution to you in that year. You will be taxed on the outstanding
  loan amount and the accrued interest owed on the loan as ordinary
  income.

* personal leave of absence (also during the FMLA entitlement period for
  reasons other than one's own illness) or military leave, your
  outstanding loan amount will be considered a taxable distribution to
  you in that year. You will be taxed on the outstanding loan amount and
  the accrued interest owed on the loan as ordinary income. You will
  also have to pay a 10 percent penalty.

YOU CAN REPAY THE LOAN IN FULL PRIOR TO THE 60TH MONTH AND AVOID
TAXATION IN THAT YEAR.

If you desire to repay your loan at any time, the loan 
repayment procedure for leaves of absence is as follows.  You and your
personnel representative will determine the amount of the repayment. 
Personnel will forward your money order, cashier's check, or HP Credit
Union teller check made payable to Fidelity Investments to 
TAXCAP Administration for review and processing on the last business
day of each pay period.  Fidelity will process the repayment on the
payday following receipt.  Your repayments will either be entered as
individual payments (if payroll deductions were just interrupted and
you will be returning from leave of absence) or as a lump sum (if the
amount is a full repayment).  If applicable, you will resume payroll
deductions upon returning to work.  Repayments will be invested
according to your investment election (mixes) on file at the time of
repayment to the TAXCAP trust fund.

Loan Outstanding at Termination 

If you leave HP while a loan is outstanding, the amount you owe will
be subtracted from the payout of your TAXCAP account.  For income tax
purposes, HP will report the amount you owe on your loan as part of the
total payout you received from the Plan.  Therefore, the entire amount
distributed from the Plan including the outstanding loan amount and 
interest due is taxable income and subject to 20 percent mandatory
federal income tax withholding unless the part of your account actually
distributed from TAXCAP is subject to a direct rollover.  You can defer
taxation on your loan amount by rolling over this amount to an Individual
Retirement Arrangement (IRA) or a qualified plan within 60 days of the
distribution.

Special Rules For Acquisition Employees

If you were formerly employed by Avantek, AOT, EEsof or Colorado
Memory Systems (CMS) and had money transferred from the Avantek, AOT,
EEsof or CMS plan to TAXCAP, there are special TAXCAP rules described
in this section that apply to you. In addition to cash or HP stock
distributions upon termination of employment, you may also receive
your distribution in installments or various annuity forms of benefit
single life, joint and survivor or term certain annuities. Former
Avantek, EEsof and CMS plan participants may also elect an in-service
withdrawal of any money formerly attributed to a rollover account in
the Avantek, EEsof and CMS plans.

Upon termination of employment, you will need spousal consent to
receive your distribution in any form other than a joint and survivor
annuity.  You will also need spousal consent to receive in-service
withdrawals (at age 59 1/2, for hardship, or for an Avantek rollover
account) as well as for loans.

Loan requests for acquisition employees will be processed through
TAXCAP Administration on a daily basis. Acquisition employees can call
Fidelity at 800-457-4015 to request a loan application. Fidelity will
mail the application to the home address on file. You will need to
check the appropriate marital status on the application, sign the
application, and, if you are married, have your spouse sign the
consent for the withdrawal and have the spousal consent form witnessed
by either a plan representative or a notary public. The completed
forms need to be mailed to TAXCAP Administration at Corporate Offices
for processing. TAXCAP Administration will review the application for
accuracy and release the loan for processing by Fidelity. Fidelity
will issue the loan check on the next business day after the loan
application has been approved and released by TAXCAP Administration.

The rules regarding beneficiary designations described at page 174
will apply to you.  In addition, if you name someone other than your
spouse as beneficiary before the plan year in which you turn age 35,
you must complete a new beneficiary form in the plan year you turn age
35 or your spouse will automatically become your beneficiary.

Special claim forms for former Avantek, AOT, EEsof, and CMS plan
participants have been prepared and will be provided to you as needed. 
These forms will reflect the special rules described in this section.

How To Make Changes Or Receive Your Money

This chart provides a brief summary of how to change the way you are
participating in TAXCAP and to receive money from your account.

If You Want To...            You Need To...
Enroll in the Plan.          Call TABS at 800-262-TABS or Telnet
                             857-TABS and enroll in TAXCAP. You
                             must enter your desired TAXCAP
                             deferral percentage and specify the
                             investment mix you want in whole
                             percent increments. Investment mixes
                             must total 100 percent. Once you
                             have enrolled in TAXCAP, your
                             participation will begin in the
                             first pay period after you become
                             eligible. It is your responsibility
                             to complete a beneficiary
                             designation form for TAXCAP and
                             return it to your personnel
                             representative upon enrollment.
Change your deferral         Call TABS and make the desired
percentage.                  TAXCAP deferral percentage changes.
                             TABS will tell you when your changes
                             will become effective.

Stop making deferrals into   Call TABS and change your deferral
TAXCAP (that is, change      to 0 percent.  Your deferral will stop
change the percentage        as of the first possible pay period after you
to zero).                    call TABS. TABS will tell you when
                             your deferrals will be stopped.

Resume making deferrals to   Call TABS to re-enroll. TABS will
TAXCAP after you have        tell you when you are eligible to begin
stopped.                     deferrals again.

Resume making deferrals      Take no action. Your deferrals will
after a period of            resume automatically at the previous
suspension due to a formal   percentage when you return. If you
leave of absence.            wish to change your percentage or
                             cease deferrals entirely, call TABS
                             upon your return. TABS will tell you
                             when your deferral amount will be
                             changed or stopped.

Change your beneficiaries.   Complete a new beneficiary form. If
                             you are married and your spouse is
                             not named as your sole beneficiary,
                             your TAXCAP account will be
                             distributed to your spouse upon your
                             death unless the spousal consent
                             section on the beneficiary form is
                             completed. The change in beneficiary
                             will be effective when the completed
                             beneficiary form is received by your
                             local or regional personnel
                             department.

Apply for a withdrawal       Call Fidelity Investments at
after age 59 1/2.*              800-457-4015 to obtain an
                             application. Once Fidelity mails you
                             the application, sign it and send it
                             to TAXCAP Administration.

Apply for a hardship         Call Fidelity Investments at
withdrawal.*                 800-457-4015 to obtain an
                             application. Once Fidelity mails you
                             the application, sign it and send it
                             to TAXCAP Administration.

Apply for a loan.*           Call Fidelity Investments at
                             800-457-4015 to initiate a loan.
                             Once you have agreed to the terms of
                             your loan, your account will be
                             liquidated for the loan amount. The
                             TAXCAP Loan Agreement and Promissory
                             Note and loan check will be mailed
                             to you.

Elect payout options.*       To receive payment of your TAXCAP
                             account balance you should complete
                             and return the TAXCAP Payment
                             Application at Termination of
                             Participation form to your local or
                             regional personnel department prior
                             to leaving HP. A TAXCAP Payment
                             Application at Termination of
                             Participation form is available from
                             your local or regional personnel
                             department.

* Special rules for certain acquisition employees apply here (see
  page 181 for details).

How To Claim Benefits

To receive payment of your TAXCAP account balance, you should complete
and return the TAXCAP Payment Application at Termination of
Participant form to your local or regional personnel department prior
to leaving HP. A TAXCAP Payment Application at Termination of
Participant form is available from your local or regional personnel
department.

If information provided results in incorrect benefit amounts (whether
the information is false, wrong or incomplete), the benefit amount
will be adjusted.  If HP pays a larger benefit amount than it should
have, reasonable steps will be taken to recover the overpayment.

If a Qualified Domestic Relations Order has required TAXCAP to set
aside a portion of your account for payment to your ex-spouse or
children, you will have no rights to that portion of the value of
your account.  If HP determines that a person who is to receive
benefits has become unable to handle them properly, HP may
make any reasonable arrangement to distribute the benefits on the
person's behalf.

If A Claim Is Denied

If all or part of a claim is denied, HP will notify the claimant (you
or your beneficiary) in writing, within 90 days after the claim is
received. This notice will explain:

* Why the claim was denied and the specific Plan provisions on which the
  denial is based.

* What additional information is needed and why.

* How to appeal the denial.

* The Plan's review procedure.

If you or your beneficiary do not receive this notice within 90 days
after HP receives the claim, you or your beneficiary can consider the
claim denied.  To appeal a claim denial, use the procedure described
in the next section.

How to Appeal a Denied Claim

You or your beneficiary can appeal a denied claim by submitting a
written request for the appeal to the Plan's Review Panel.  You or
your beneficiary must make the request within 60 days after the date
of the denial.  If you or your beneficiary do not receive a written
denial, you must make the request within 150 days after the date you
first filed the claim.

Send the written request to:

Review Panel Under the Hewlett-Packard Company
Tax Saving Capital Accumulation Plan
3000 Hanover Street, 20BAX
Palo Alto, CA 94304

The request must explain why you or your beneficiary believe an appeal
is in order and it must include supporting facts and any other
pertinent information.  HP will let you or your beneficiary review any
pertinent documents which legally can be disclosed in preparing the
request.

The Review Panel will act upon the request within 60 days after
receiving it.  The Panel may ask for additional time, but a decision,
in writing, will be given within 120 days after the date of the
written request for appeal. You or your beneficiary will receive a
written explanation of the reasons for the Panel's decision.  If you
or your beneficiary do not receive notice of the Panel's decision by
the end of the 120-day period, you may consider the appeal denied.

If the Panel decides that benefits should have been paid, HP will take
whatever action is necessary to pay them as soon as possible after
receiving notice of the Panel's decision.

You Cannot Assign Benefits

No action can be taken to assign your interest in the Plan or your
account to anyone other than you.  However, a court order that divides
your benefits under this Plan as part of a marital settlement
agreement will be allowed if it is a Qualified Domestic Relations
Order as defined by law and approved by HP.

How You Can Make Rollover Contributions

If you are a newly hired or rehired employee, you may be able to make
a rollover contribution to the Plan before you are otherwise eligible
to enroll.  You may do this as described in this section if the check
is made payable to you.  You may also make a direct rollover, as
prescribed by law, into TAXCAP if the check is made payable to 
Fidelity Investments as trustee of the TAXCAP.

A rollover contribution is a contribution you make to the Plan with
the funds distributed to you from another qualified retirement plan in
order to preserve the tax deferred status of the money.  A rollover
contribution will be allowed if HP decides that all IRS requirements
have been met.

There are two situations when you may make a rollover contribution to
TAXCAP with a payout from a qualified retirement plan from a previous
employer:

* You are still in possession of this payout and less than 60 days have
  elapsed since the date the payout was received by you.

* You originally rolled the payout into a new and separate IRA.
  See your local or regional personnel department for a rollover
  contribution form if you think you are qualified.

If You Leave and Are Rehired

If you leave HP and are rehired, your eligibility to enroll will be
measured from your original hire date, as if you had never left. It
does not matter whether you had previously participated in TAXCAP or
not.  Therefore, if less than a year has passed since your original
hire date, you become eligible to enroll, after you are on HP's
payroll, on the same entry date on which you would have been eligible
when you were first hired.  If more than a year has passed since your
original hire date and you are already eligible to enroll when you
return, you may enroll immediately or during any following pay period,
after you are on HP's payroll.

Under no circumstances will you receive a payout while on HP's
payroll.  Payment cannot be made until you leave HP or die.

What Circumstances Can Affect Your Benefits

The chart below describes situations which can affect your benefits.

This Situation               Has This Effect on Your Account

You leave HP.                Your deferrals and HP's
                             contributions end. You elect a
                             payout option of HP stock, and/or
                             cash, or direct rollover to a
                             Fidelity Investments or other IRA,
                             or qualified plan of your choice. 
                             TAXCAP termination distributions are
                             processed semi-monthly after payout
                             options have been entered into HP's
                             payroll/benefits system.

You take an unpaid           Your deferrals and HP's contributions 
personal, military or        are suspended during leave of absence.
Family and Medical Leave     Your deferrals and HP's contributions
Act leave of absence.        resume automatically once you return
You take a medical leave     to active employment status. You are
of absence and are not       not eligible to take a loan while on
integrating FTO with IPP.    leave of absence.

You are on medical leave     You may continue your deferrals and
of absence, you are          contributions under TAXCAP.  The amount
disabled and on the HP       contributed will be a percentage of
Income Protection Plan,      both your IPP benefits and the pay
integrating FTO and in       you receive from HP while on IPP.
the first 90 days of         You are not eligible to take a loan
disability.                  while on IPP.

You are on medical leave     As with FTO accrual, cash profit-sharing
of absence, you are          and the Stock Purchase Plan, you will no
disabled and have been on    longer be able to continue deferrals to
Income Protection Plan for   TAXCAP.  You are not eligible to take a loan
90 days.  You are still      while on IPP.
still integrating FTO 
benefits.

You die.                     Your deferrals and HP's contributions end.
                             Your beneficiaries may elect a payout
                             option of HP stock, and/or cash or a
                             direct rollover to an IRA. TAXCAP
                             termination distributions are
                             processed semi-monthly after payment
                             application forms from the
                             beneficiary are received by TAXCAP
                             Administration.

When Your Participation Is Automatically Suspended

Your participation in TAXCAP is automatically suspended while you are
on:

* A leave of absence without pay

* A non-U.S. Hewlett-Packard payroll

* The HP Income Protection Plan after 90 days of disability. (The
  suspension will start with the pay period after the 90th day. 
  However, your deferrals before the 90th day will be eligible for HP's
  contributions.)

During this time, you cannot make deferrals and HP will not make any
contributions to your account.  Your account will continue to share in
the performance of the investment alternatives you have selected. 
Your deferrals will automatically resume when you return to active
employment status.

How Your Deferrals May Be Limited

The Internal Revenue Code places a limit on the amount you may defer
in TAXCAP during a calendar year.  This limit is $9,500 for calendar
year 1996.  This limit does not include HP's contributions.

In addition, the IRS requires the Plan to pass a special test called a
non-discrimination test designed to ensure a fair mix of deferrals and
HP's contributions among employees at all income levels.  If the Plan
does not meet the test, it may be necessary to reduce the deferral
rate of higher-paid participants from time to time. If so, the
percentage of pay that those participants may defer may be reduced
below 8 percent.  You will be notified if you are affected by this
test.

TAXCAP deferrals may only be taken from the first $150,000 of covered
compensation (generally, wages or salary, commissions and shift
differential) in the plan year January 1, 1996 through December 31,
1996. This limitation will be periodically adjusted for cost of living
by the Secretary of the Treasury.

TAXCAP Participation Does Not Affect Your Other HP Benefits
Although participating in TAXCAP reduces your taxable pay, it does not
affect your Social Security or other pay-related-HP benefits, nor will
participation affect future pay increases.

Changing or Ending The Plan

Although HP expects to continue the Plan indefinitely, HP reserves the
right to amend or terminate the Plan at any time.  No amendment of the
Plan will reduce the benefits that any participant has accumulated
before the date the amendment is adopted, except as allowed by law.

The assets of the trust fund exist to provide benefits under the Plan
and to pay reasonable expenses of administering the Plan.  No
amendment may divert any part of the assets for other purposes.

If the Plan is terminated, each participant retains a 100 percent
vested non-forfeitable right in his or her Plan accounts.  No part of
the trust funds will revert to HP.

Under present law, the Pension Benefit Guaranty Corporation does not
insure the adequacy of trusts such as TAXCAP. Therefore, benefits
under TAXCAP are not insured.

This Plan is subject to Internal Revenue Service approval under the
Internal Revenue Code.  The Plan and this book are subject to any
changes required by the Internal Revenue Service to meet applicable
federal rules and regulations.

Income Tax Withholding

The Unemployment Compensation Amendments of 1992, impose a mandatory
20 percent federal tax withholding rate on distributions that are not
directly and immediately rolled over to an individual retirement
account or individual retirement annuity (both referred to as IRAs) or
to another qualified plan.

If you request that any portion of your TAXCAP account balance be paid
directly to you, you will have 20 percent of that distribution
withheld as federal income taxes. In general, this applies to most
distributions, e.g., a distribution upon termination from HP, a
withdrawal at or after age 59 1/2 or a hardship withdrawal but not a
TAXCAP loan.

The Company will provide you with a statement entitled TAXCAP Special
Tax Notice Regarding Plan Payments whenever you make a withdrawal from
the Plan.  This statement will give you general information about
taxation of your benefits at the time your benefits are payable.

Special rules apply for payments made to individuals who live outside
the U.S.

How The Plan Is Funded

HP makes its contributions to the Plan's trust fund based on the
amount contributed by Plan participants.  Assets in this trust are
invested according to the directions of the Plan participants within
the guidelines established by HP.

All the money in this trust is used exclusively for providing Plan
benefits to eligible employees and beneficiaries and for paying the
cost of administering the Plan.

How The Stock Purchase Plan Compares To TAXCAP

The following chart compares the Stock Purchase Plan to TAXCAP.

                                    A Comparison

                 Stock Purchase Plan           TAXCAP

Eligibility      Regular full-time and         Regular full-time and regular
                 part-time employees one       part-time employees one year
                 year after your original      after your original
                 hire date.                    hire date.

Earliest Date    February 1, May 1, August 1,  February 1, May 1, August 1, or
Participation    or November 1, after you      November 1, after you meet
Starts           meet eligibility              eligibility requirements.

Employee         Generally 1 to 10             Generally 1 to 8 percent of
Contributions    percent of pay.               pay, or 1 to 12 percent of pay
or Deferrals     Combined maximum of 10        depending on your TAXCAP annual
(see tables,     percent if you are in both    compensation.  (For combined
page 175)        Plans and in the Stock        Plan rules, see tables on page
                 Purchase Plan at more than    175.)
                 5%.  (For combined Plan
                 rules, see tables on page
                 175).


Company Shares   For every two Employee         One dollar for every dollar
or Contributions Shares you purchase,           you contribute for the first
                 HP contributes one             1 percent, 2 percent or 3
                 The Company Shares are         of your pay.  $.50 for every
                 subject to a two-year-         dollar on the next 2 percent
                 restriction period.            percent of your pay. No
                                                HP match above 5 percent
                                                of your pay.

Income Taxes     Income taxes are               Income taxes are not withheld
on Employee      withheld from                  from your deferral amounts.
Contributions    your contributions.
or Deferrals     Taxes are also withheld
                 at the time of purchase
                 at quarter end, if the
                 valuation price is greater
                 than the purchase price.

Withholding      Income taxes are               Income taxes are not withheld
Taxes on         withheld on Company            from company contributions.
Company          Shares at the end of the
Contributions    restriction period.   

Access to Funds  Unrestricted shares can be      Leaving HP or upon death;
                 withdrawn or sold at any time.  in-service withdrawals ($1,000
                 To receive Company Shares,      minimum) are available at age
                 you must hold your Employee     59 1/2; in-service hardship
                 Shares for two years; or upon   withdrawals are available upon
                 retirement or death. Company    meeting certain IRS
                 Shares are forfeited upon       requirements.
                 termination during the two
                 year restriction period.

Loans From       Not allowed.                    Allowed $1,000 minimum.
Account

Form of Payout   HP stock or cash.               HP stock, cash, direct
                                                 rollover to an IRA or
                                                 qualified plan, or a
                                                 combination.

Stopping         If you withdraw from the        Your deferrals stay in trust.
Contributions    Stock Purchase Plan, your       HP contributions are made at
or Deferrals     contributions for the quarter   the end of the quarter.
                 are refunded and no company
                 contributions will be made. 
                 If your withdrawal is due to 
                 a leave of absence, purchase
                 and match will occur.

                       EXHIBIT 3

                CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the incorporation by reference in the
Registration Statement constituting part of Post-Effective
Amendment No. 3 to the Registration Statement on Form S-8
(registration No. 2-92331) of the Hewlett-Packard Company
Tax Saving Capital Accumulation Plan of our report dated
March 17, 1995, appearing on page 1 on this Form 11-K.

Price Waterhouse LLP
San Francisco, California

June 28, 1995


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