SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 27, 2000

COMPAQ COMPUTER CORPORATION
(Exact Name of Registrant as Specified in its Charter)

(281) 370-0670
(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

ITEM 5. Other Events.

On July 28, 2000, Compaq Computer Corporation (“Compaq”) filed with the Securities and Exchange Commission (the “SEC”) a Preliminary Prospectus Supplement, dated July 26, 2000, to the Prospectus, dated June 16, 2000, in connection with the offering of an aggregate of $500,000,000 in principal amount of notes, consisting of two series, with one series due 2002 and the other series due 2005. A copy of Compaq's press release announcing such offering is filed as Exhibit 99.1 to this Current Report.

Pursuant to Compaq’s Registration Statement on Form S-3 filed with the SEC on May 11, 2000 (and effective as of June 16, 2000), this Current Report is also filed to report Compaq’s computation of earnings to fixed charges, which is filed as Exhibit 12.1 to this Current Report.

ITEM 7. Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Exhibit Index

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