FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1993
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 1-10793
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Harley-Davidson, Inc.
Retirement Savings Plan for Salaried Employees
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Harley-Davidson, Inc.
3700 West Juneau Avenue
Milwaukee, Wisconsin 53208
<PAGE>
REQUIRED INFORMATION
1. Not Applicable.
2. Not Applicable.
3. Not Applicable.
4. The Harley-Davidson, Inc. Retirement Savings Plan for
Salaried Employees (the "Plan") is subject to the requirements
of the Employee Retirement Income Security Act of 1974
("ERISA"). Attached hereto is a copy of the most recent
financial statements and schedules of the Plan prepared in
accordance with the financial reporting requirements of ERISA.
Exibits
24. Consent of Independent Auditors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the Plan)
have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
Harley-Davidson, Inc.
Retirement Savings Plan for
Salaried Employees
Date: June 27, 1994 By: /S/ James M. Brostowitz
James M. Brostowitz
Administrative Committee Member
<PAGE>
CONTENTS
Harley-Davidson, Inc. Retirement Savings
Plan for Salaried Employees
Page
Report of independent auditors 5
Financial statements
Statements of net assets available for plan benefits 6-7
Statements of changes in net assets available for
plan benefits 8-9
Notes to financial statements 10-14
Supplementary schedules Schedules
Assets held for investment 1
Transactions or series of transactions in excess
of 5 percent of the current value of
plan assets 2
A schedule of party-in-interest transactions has
not been presented because there were no
party-in-interest transactions that are
prohibited by ERISA Section 406 and for which
there is no statutory or administrative exemption.
Report of Independent Auditors
Plan Administrative Committee
Harley-Davidson, Inc. Retirement Savings
Plan for Salaried Employees
We have audited the accompanying statements of net assets
available for plan benefits of the Harley-Davidson, Inc.
Retirement Savings Plan for Salaried Employees (the Plan) as of
December 31, 1993 and 1992 and the related statements of changes
in net assets available for plan benefits for the years then
ended. 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 in accordance with generally accepted
auditing standards. Those standards 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. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for plan benefits of the Plan at December 31, 1993 and
1992, and the changes in its net assets available for plan
benefits for the years then ended, in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
accompanying supplemental schedules of assets held for
investment as of December 31, 1993, and transactions or series
of transactions in excess of five percent of the current value
of plan assets for the year then ended, are presented for
purposes of complying with the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974, and are not a required
part of the basic financial statements. The supplemental
schedules have been subjected to the auditing procedures applied
in our audit of the 1993 financial statements and, in our
opinion, are fairly stated in all material respects in relation
to the 1993 basic financial statements taken as a whole.
ERSNT & YOUNG
Milwaukee, Wisconsin
April 25, 1994
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 1993
<TABLE>
Harley-
Davidson, Fidelity
Strong Inc. Fidelity Blue Chip
Investment Participant Insurance Common Balanced Growth
ASSETS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund
------ ---------- ----------- ----------- --------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Investments:
Investments in securities of
unaffiliated issuers, at fair
value:
Mutual Fund - Fidelity
Balanced Fund $ 2,237,993 $ - $ - $ - $ - $ - $2,237,993 $ -
Mutual Fund - Fidelity Blue
Chip Growth Fund 2,580,921 - - - - - - 2,580,921
Mutual fund - Strong
Investment Fund, Inc. 2,163,408 2,163,408 - - - - - -
Bank common trust fund -
Marshall Money Market Fund 272,079 24,556 123,954 - - 46,041 35,758 41,770
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
7,254,401 2,187,964 123,954 - - 46,041 2,273,751 2,622,691
Investments in securities of
affiliated issuer, at fair
value - common stock of
Harley-Davidson, Inc. 4,188,743 - - - 4,188,743 - -
Investments other than securities:
Insurance group annuity
investment contracts, at
contract value (Note D) 15,873,963 - 15,873,963 - - - - -
Life insurance policies, at cash
surrender value (Note E) 219,266 - - - 219,266 - - -
Notes receivable from
participants 1,239,134 - - 1,239,134 - - - -
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
17,332,363 - 15,873,963 1,239,134 219,266 - - -
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
Total investments 28,775,507 2,187,964 15,997,917 1,239,134 219,266 4,234,784 2,273,751 2,622,691
Interest receivable 364 28 133 - - 90 41 72
Cash 492 - - 492 - - - -
Other assets:
Participant contributions
receivable 14,401 3,919 7,887 - - 926 72 944
Employer contributions receivable 1,174,827 - - - - 1,174,827 - -
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
Net assets available for plan
benefits $29,965,591 $2,191,911 $16,005,937 $1,239,626 $219,266 $5,410,627 $2,274,517 $2,623,707
=========== ========== =========== ========== ======== ========== ========== ==========
</TABLE>
<PAGE>
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 1992
<TABLE>
Harley-
Davidson Fidelity
Strong Inc. Fidelity Blue Chip
Investment Participant Insurance Common Balanced Growth
ASSETS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund
------- ---------- ----------- ----------- --------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Investments:
Investments in securities of
unaffiliated issuers, at fair
value:
Mutual Fund - Fidelity
Balanced Fund $ 788,715 $ - $ - $ - $ - $ - $788,715 $ -
Mutual Fund - Fidelity
Chip Growth Fund 1,120,149 - - - - - - 1,120,149
Mutual fund - Strong
Investment Fund, Inc. 1,994,848 1,994,848 - - - - - -
Bank common trust fund -
Marshall Money Market Fund 183,094 20,550 125,270 - - 37,268 3 3
----------- ----------- ----------- -------- -------- ---------- -------- ----------
4,086,806 2,015,398 125,270 - - 37,268 788,718 1,120,152
Investments in securities of
affiliated issuer, at fair
value - common stock of
Harley-Davidson, Inc. 2,537,092 - - - - 2,537,092 - -
Investments other than securities:
Insurance group annuity investment
contracts, at contract
value (Note D) 7,132,409 - 7,132,409 - - - - -
Insurance company participating
accumulation fund, at contract
value (Note D) 8,557,882 - 8,557,882 - - - - -
surrender value (Note E) 197,637 - - - 197,637 - - -
Notes receivable from participants 933,007 - - 933,007 - - - -
----------- ---------- ----------- -------- -------- ---------- -------- ----------
16,820,935 - 15,690,291 933,007 197,637 - - -
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Total investments 23,444,833 2,015,398 15,815,561 933,007 197,637 2,574,360 789,718 1,120,152
Interest receivable 249 21 132 - - 56 16 24
Cash 34 - - 34 - - - -
Other assets:
Participant contributions receivable 34,210 3,953 24,243 - - 2,882 1,248 1,884
Due from broker for securities sold 113,071 113,071 - - - - - -
----------- ---------- ----------- -------- -------- ---------- -------- ----------
147,564 117,045 24,375 34 - 2,938 1,264 1,908
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Total assets 23,592,397 2,132,443 15,839,936 933,041 197,637 2,577,298 789,982 1,122,060
LIABILITY
Due to broker for securities purchased (35,376) - - - - (35,376) - -
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Net assets available for plan benefits $23,557,021 $2,132,443 $15,839,936 $933,041 $197,637 $2,541,922 $789,982 $1,122,060
=========== ========== =========== ======== ======== ========== ======== ==========
</TABLE>
<PAGE>
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Year Ended December 31, 1993
<TABLE>
Harley-
Davidison, Fidelity
Strong Inc. Fidelity Blue Chip
Investment Participant Insurance Common Balanced Growth
ADDITIONS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund
------ ---------- ----------- ----------- --------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Net appreciation in fair value
of investments (Note C) $ 1,339,939 $ 188,973 $ - $ - $ - $ 571,389 $ 179,966 $ 399,611
Interest and dividend income 1,166,777 87,955 902,104 86,192 - 12,369 76,923 1,234
----------- ---------- ----------- --------- --------- ---------- ---------- ----------
Net investment income 2,506,716 276,928 902,104 86,192 - 583,758 256,889 400,845
Proceeds from insurance
policies 11,687 1,778 5,334 - 4,575 - - -
Employer contribution 1,174,827 - - - - 1,174,827 - -
Participant contributions 4,014,394 362,523 2,043,721 - - 638,738 446,141 523,271
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
Subtotal 7,707,624 641,229 2,951,159 86,192 4,575 2,397,323 703,030 924,116
DEDUCTIONS
Benefit payments and withdrawals (1,285,030) (84,709) (987,005) (3,427) (2,120) (83,346) (86,191) (38,232)
Life insurance expense, less
increase in cash surrender
value (14,024) - - - (14,024) - -
Net transfers in (out) - (497,052) (1,798,153) 223,820 33,198 554,728 867,696 615,763
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
Subtotal (1,299,054) (581,761) (2,785,158) 220,393 17,054 471,382 781,505 577,531
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
Increase in net assets available
for plan benefits 6,408,570 59,468 166,001 306,585 21,629 2,868,705 1,484,535 1,501,647
Net assets available for plan
benefits:
Beginning of year 23,557,021 2,132,443 15,839,936 933,041 197,637 2,541,922 789,982 1,122,060
----------- ---------- ----------- ---------- -------- ---------- ---------- ----------
End of year $29,965,591 $2,191,911 $16,005,937 $1,239,626 $219,266 $5,410,627 $2,274,517 $2,623,707
=========== ========== =========== ========== ======== ========== ========== ==========
</TABLE>
<PAGE>
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Year Ended December 31, 1992
<TABLE>
Harley-
Davidson, Fidelity
Strong Inc. Fidelity Blue Chip
Investment Participant Insurance Common Balanced Growth
ADDITIONS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund
------- ---------- ----------- ----------- --------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Net appreciation (depreciation)
in fair value of investments
(Note C) $ 881,722 $ (131,138) $ - $ - $ - $ 926,864 $ 8,426 $ 77,570
Interest and dividend income 1,367,657 200,479 1,057,672 75,704 - 1,020 26,385 6,397
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Net investment income 2,249,379 69,341 1,057,672 75,704 - 927,884 34,811 83,967
Proceeds from insurance
policies 13,592 - - - 13,592 -
Participant contributions 3,448,737 431,431 2,159,302 - - 398,471 171,925 287,608
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Subtotal 5,711,708 500,772 3,216,974 75,704 13,592 1,326,355 206,736 371,575
DEDUCTIONS
Benefit payments and withdrawals (790,889) (103,846) (515,080) (28,666) - (107,750) (2,787) (32,760)
Life insurance expense, less
increase in cash surrender
value (23,749) - - - (23,749) - - -
Net transfers in (out) - (694,069) (1,286,777) 160,535 26,644 424,389 586,033 783,245
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Subtotal (814,638) (797,915) (1,801,857) 131,869 2,895 316,639 583,246 750,485
----------- ---------- ----------- -------- -------- ---------- -------- ----------
Increase in net assets available
for plan benefits 4,897,070 (297,143) 1,415,117 207,573 16,487 1,642,994 789,982 1,122,060
Net assets available for plan
benefits:
Beginning of year 18,659,951 2,429,586 14,424,819 725,468 181,150 898,928 - -
----------- ---------- ----------- -------- -------- ---------- -------- ----------
End of year $23,557,021 $2,132,443 $15,839,936 $933,041 $197,637 $2,541,922 $789,982 $1,122,060
=========== ========== =========== ======== ======== ========== ======== ==========
</TABLE>
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
December 31, 1993
Note A - Description of the Plan
The following brief description of the Harley-Davidson, Inc.
Retirement Savings Plan for Salaried Employees (the Plan) is
provided for general information purposes only. Participants
should refer to the Plan agreement for more complete
information. The Plan was previously named the Harley-Davidson,
Inc. Thrift Incentive Plan for Salaried Employees.
General - The Plan is a defined contribution plan that covers
salaried employees of Harley-Davidson, Inc. (the Company)
meeting minimum eligibility requirements. It is subject to the
provisions of the Employee Retirement Income Security Act of
1974 (ERISA).
Contributions - Participants have the right to make
contributions of not less than 1% or more than 20% of their base
compensation (as defined in the Plan); limited to $8,994
(indexed for future inflation) annually. Participants have the
option of investing their contributions in one or a combination
of several different investment funds. Such voluntary
contributions are nonforfeitable, accounted for in a separate
Voluntary Contribution Account for each participant in the
various funds, and can be withdrawn as provided in the Plan.
Effective January 1, 1993, the Company established a match
provision for discretionary contributions. The Company match
provision begins at 25% of employee contributions up to 6% of
pay if certain financial criteria are met and increases up to
50% determined by an established variable schedule. A
contribution of $1,174,827 was made in 1994 for fiscal 1993 and
was recorded as a contribution receivable by the plan at
December 31, 1993. There were no Company contributions made
during 1992.
Participant contributions below the statutory limit are made
with tax-deferred dollars under Section 401(k) of the Internal
Revenue Code (Code). These contributions are excluded from the
participant's current wages for federal income tax purposes. No
federal income tax is paid for the tax-deferred contributions
and earnings thereon until the participant withdraws them from
the Plan.
Participants' accounts - A separate account is maintained for
each applicable fund for each participant. The account balances are
adjusted on a monthly basis for participants' contributions, net
investment income and distributions of participants' benefits or
withdrawals.
Note A - Description of the Plan (continued)
Vesting - Participants are currently 100% vested in their
accounts. Company contributions vest at the earlier of the end
of the participant's fifth year of employment, retirement, or
death. Forfeitures of non-vested contributions are used by the
Company to pay future Company matching contributions (none in
1993).
Payment of benefits - Benefit and withdrawal payments consist of
the following:
(1) Upon retirement, death, disability, or termination of
employment, the balance in a participant's separate account is
paid to the participant or beneficiary in a lump-sum.
(2) A participant may withdraw at any time all or any portion of
the vested balance of his separate account that does not pertain
to contributions made under provisions of Internal Revenue Code
(Code) Section 401(k).
(3) A participant may not withdraw prior to retirement, death,
disability, or termination of employment any portion of his
separate account pertaining to contributions made under
provisions of Section 401(k) of the Code, except for financial
hardships, as defined in the Code, or after the participant
attains age 59-1/2.
Investment provisions - In accordance with Plan provisions,
participants may direct their contributions to be invested in
the Strong Investment Fund, the Income Fund, the
Harley-Davidson, Inc. Common Stock Fund, the Fidelity Balanced
Fund or the Fidelity Blue Chip Growth Fund.
The Strong Investment Fund is a mutual fund that invests in
common and preferred stocks, bonds, government issues and
short-term investments at the discretion of the investment
manager. The Administrative Committee directs the trustee to
invest and reinvest amounts with the current investment managers.
The Income Fund consists primarily of investments in contracts
with insurance companies whereby (a) principal generally is
guaranteed (subject to certain market value withdrawal
provisions) and (b) interest is credited at a specific rate, or
is guaranteed at a minimum level, for a certain period of time.
The Plan invests in group annuity contracts with Aetna Life
Insurance Company (Aetna), which has discretionary authority
over the investment of the contracts' funds subject to certain
limitations contained in the contracts.
The Harley-Davidson, Inc. Common Stock Fund invests all
contributions directly in the common stock of Harley-Davidson,
Inc., the sponsor of the Plan.
Note A - Description of the Plan (continued)
The Fidelity Balanced Fund is a conservatively managed growth
and income mutual fund. The fund seeks to maintain a balance
between quality bonds and high-yielding stocks throughout all
market conditions. The fund invests in a balance of stocks and
bonds in order to provide both current income consistent with
the preservation of capital, and the opportunity of potential
capital growth over the long term. The fund's asset proportions
are adjusted depending on market conditions, but at least 25% of the
total holdings always consist of fixed-income securities.
The Fidelity Blue Chip Growth Fund is a moderately aggressive
stock mutual fund, with investments in well-established
companies. The fund seeks growth of capital over the long term
by investing in a diversified portfolio of common stocks of
well-known and established companies. All investments in this
fund must be in publicly-held companies with market values of at
least $200 million. The securities of these companies are
included in the Standard & Poor's Daily Stock Price Index of 500
Common Stocks or the Dow Jones Industrial Average.
Participants may purchase life insurance policies with a portion
of their contributions. The amount of funds invested in such
policies is subject to limitations as described in the Plan
document. Each policy designates the trustee as the owner of
the policy. All benefits, rights, and privileges under each
policy, which are available while the member is living, are
vested in the trustee.
Participants may borrow from their separate account balances
subject to Code provisions, which include a surtax on loans in
excess of 50% of the participant's separate account balance and
require a market rate of interest be charged on the loans. The
Plan administrator has discretion to make such loans under the
Plan and to determine the rate of interest for such loans
(within Code guidelines). Amounts loaned to a participant will
not share in the allocation of the Plan earnings, but will be
credited with the interest earned on the loan balance payable by
the participant.
The Plan's security investments are held by the Marshall &
Ilsley Trust Company under a nondiscretionary trust agreement
dated October 1, 1989.
Plan termination - While the Company has not expressed any
intent to terminate the Plan, it is free to do so at any time.
In the event of termination, Company contributions automatically
become vested to the extent of the balance in each participant's
separate account.
Administrative expenses - Administrative expenses generally are
paid by the Company.
Note B - Summary of significant accounting policies
Valuation of investments - The investments in the mutual funds
and bank common trust funds are stated at fair value and are
based on the quoted market or redemption values on the last
business day of the plan year. Securities traded on a national
securities exchange (including the Harley-Davidson, Inc. common
stock) are valued at the last reported market price on the last
business day of the plan year.
The unallocated insurance contracts are valued at contract value
as reported by the insurance companies. Contract value
represents contributions made under the contract, plus interest
at the contract rate, less funds used to pay retirement and
other benefits.
The individual life insurance policies owned by the plan are
valued at cash surrender values as determined by First Colony
Life Insurance Company.
Notes receivable from participants are stated at their unpaid
principal balances which approximates fair value.
Note C - Net appreciation (depreciation) in fair value of
investments
During 1993 and 1992 investments held by the Plan (including
investments bought, sold, as well as held during the year)
appreciated (depreciated) in fair value as follows (as
determined by reference to quoted market prices as discussed in
Note B):
1993 1992
---- ----
Net appreciation (depreciation)
in fair value of investments
by investment type:
Mutual funds $ 768,550 $(45,142)
Common stock -
Harley-Davidson,Inc. 571,389 926,864
---------- --------
$1,339,939 $881,722
========== ========
Note D $ Insurance company contracts
Insurance company contracts owned by the Plan at December 31,
1993 and 1992, are summarized as follows:
At contract value
1993 1992
Aetna Life Insurance Company ---- ----
group annuity
contract #13425 $ - $ 8,557,882
Aetna Life Insurance Company
group annuity
contract #14077 15,873,963 7,132,409
----------- -----------
Total $15,873,963 $15,690,291
=========== ===========
Note D - Insurance company contracts (continued)
Under the group annuity contracts, Aetna informs the Plan of
the credited interest rate to be applied for the upcoming six
month period, based on Aetna's investment experience and other
factors. Both contracts can be discontinued by the Company or
Aetna subject to certain minimum notification requirements and
market value withdrawal penalties. During the first two months
of 1993, the Plan transferred all the funds from the group
annuity contract number 13425 to contract number 14077 and
re-negotiated their credited interest rate accordingly. As a
result, the credited interest rate during the first two months
of 1993 was 6.5% and 5.72% for contract numbers 13425 and 14077,
respectively. The credited interest rate for contract number
14077 during the four months ended June 30, 1993 and the six
months ended December 31, 1993 was 5.55% and 6.06%, respectively.
Note E - Life insurance policies
The individual life insurance policies are issued by First
Colony Life Insurance Company and are held by Marshall & Ilsley
Trust Company. These policies are recorded at their cash
surrender values. Cash surrender values at December 31, 1993
and 1992 were $219,266 and $197,637, respectively.
Note F - Related-party transactions
The following Harley-Davidson, Inc. common stock transactions
occurred:
1993 1992
---- ----
Shares held at beginning of year 67,431 19,824
Shares purchased 39,205 36,077
Shares received in stock split - 29,066
Shares sold (11,707) (17,536)
------- -------
Shares held at end of year 94,929 67,431
======= =======
All transactions in Company stock were executed at market prices
on the dates of the transactions.
The Plan received dividends of $10,970 on the common stock in
1993. The Plan did not receive any dividends on the common
stock in 1992.
Note G - Income tax status
The Plan has received a favorable determination from the U.S.
Treasury Department substantiating that the Plan is qualified
under Section 401(a) of the Code. As such, the Plan is exempt
from federal income taxes under provisions of Section 501(a) of
the Code. Once qulified, a plan is required to operate in conformity
with the Code to maintain its qulaification. Certain amendments
have been made to the Plan for which an updated determination letter
has not been received. The Administrative Committee believes that
an updated favorable determination will ultimately be issued.
SUPPLEMENTAL SCHEDULES
<PAGE>
Schedule 1
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
ASSETS HELD FOR INVESTMENT
December 31, 1993
Shares
or face Current
Description amount Cost value
- - - ---------------------- ------- ---- -------
Mutual funds -
Fidelity Balanced Fund 167,139 2,165,383 $ 2,237,993
Fidelity Blue Chip Growth Fund 106,782 2,489,089 2,580,921
Strong Investment Fund, Inc. 113,505 2,169,441 2,163,408
Bank common trust fund -
Marshall Money Market Fund 272,079 272,079 272,079
Common stock -
Harley-Davidson, Inc. 94,929 2,779,677 4,188,743
Insurance company investments -
administration contracts:
Aetna Life Insurance
Company group annuity
contract #14077 $15,873,963 15,873,963 15,873,963
Cash surrender value of
life insurance policies -
First Colony Life
Insurance Company $219,266 219,266 219,266
Participant loans, at various
interest rates (ranging
from 7% to 11.5%) and
maturities $1,239,134 1,239,134 1,239,134
Total assets held for
investment $27,208,032 $28,775,507
=========== ===========
Schedule 2
HARLEY-DAVIDSON, INC.
RETIREMENT SAVINGS PLAN FOR SALARIED EMPLOYEES
TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS
OF 5 PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
Year ended December 31, 1993
Cost of
purchases Proceeds from
Number of (1) during Sales Net
Description transactions the year during the year gain
----------------- ------------- --------- --------------- ----
Category (iii) - Series of transactions in excess of 5 percent of plan assets
Insurance company contracts:
Aetna Life Insurance
Company participating
accumulation fund -
Branch I 2P;2S $ 204,137 $8,762,019 -
Aetna Life Insurance
Company group
annuity contract 32P*;15S 10,911,794 2,170,240 -
Bank common trust funds -
Marshall Money Market
Fund 465P;302S 6,121,400 6,032,414 -
Mutual fund -
Fidelity Balanced
Fund 31P;8S 1,429,293 63,628 3,261
Fidelity Blue Chip
Growth Fund 30P;6S 1,437,225 17,320 1,842
Common stock -
Harley-Davidson, Inc. 44P;32S 1,526,757 446,494 128,870
There were no category (i), (ii), or (iv) reportable
transactions during 1993, other than the category (i) transfers
noted below.
(1) P=Purchase; S=Sale
* Includes two transfers of $4,360,534 and $4,401,485 from the
participating accumulation fund to the group annuity contract.
Exhibit 24
CONSENT OF ERNST & YOUNG INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-35311) pertaining to the
Harley-Davidson, Inc. Retirement Savings Plan for Salaried
Employees (the Plan) of our report dated April 25, 1994, with
respect to the financial statements and schedules of the Plan
included in this Annual Report (Form 11-K) for the year ended
December 31, 1993.
Milwaukee, Wisconsin
June 24, 1994
