HARLEY DAVIDSON INC
10-Q/A, 1995-10-31
MOTORCYCLES, BICYCLES & PARTS
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549


                                   Form 10-Q/A
                               AMENDMENT NO. 1 TO

   (X)     Quarterly Report Pursuant to Section 13 or 15(d) of the
           Securities Exchange Act of 1934
           For the quarterly period ended September 24, 1995 
                or 
   (  )    Transition Report Pursuant to Section 13 or 15(d) of the
           Securities Exchange Act of 1934

           For the transition period from ______________________ to 
           ______________________ 


   Commission File Number 1-9183 


                                Harley-Davidson, Inc.              
             (Exact name of registrant as specified in its Charter) 

             Wisconsin                                         39-1382325    
   (State or other jurisdiction of                         (I.R.S. Employer 
   incorporation or organization)                         Identification No.)



   3700 West Juneau Avenue, Milwaukee, Wisconsin                  53208    
   (Address of principal executive offices)                    (Zip Code)


   (Registrant's telephone number, including area code)  (414) 342-4680


                                      None                   
                     (Former name, former address and former
                   fiscal year, if changed since last report) 


   Indicate by check mark whether the registrant: (1) has filed all reports
   required to be filed by Section 13 or 15(d) of the Securities Exchange Act
   of 1934 during the preceding 12 months (or for such shorter period that
   the registrant was required to file such reports), and (2) has been
   subject to such filing requirements for the past 90 days.  Yes  X   No     


   Indicate the number of shares outstanding of each of the issuer's classes
   of common stock, as of the latest practicable date. 

   Common Stock Outstanding as of  October 20, 1995        74,797,415  Shares

   <PAGE>
   The undersigned registrant hereby amends the cover sheet of its Form 10-Q
   for the quarterly period ended September 24, 1995 to correct the number of
   shares of the registrant's common stock outstanding at October 20, 1995.






                                   Signatures

   Pursuant to the requirements of the Securities and Exchange Act of 1934,
   the registrant has duly caused this amendment to be signed on its behalf
   by the undersigned thereunto duly authorized.
    
                                                  HARLEY-DAVIDSON, INC.



   Date:        October 31, 1995                  By: /s/James L. Ziemer    
                                                  James L.  Ziemer
                                                  Vice President and Chief
                                                  Financial Officer
                                                  (Principal Financial
                                                  Officer)


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