Harley-Davidson, Inc.

Date: 3/12/10; 3/22/10; 3/30/10 SIC No.: 3751 Subject Filing: 10-K State: WI Accession No. (Staff Letter): 0000000000-10-013968; 0000000000-10-017144 Accession No. (Co. Letter): 0001193125-10-063300

The staff, upon reviewing the Form 10-K filed by Harley-Davidson, inquired further regarding the company's disclosures related to certain off-balance sheet finance receivables securitization transactions. The staff noted that the company had adopted FASB ASC 320-10-65-1 and disclosed the components of impairment for the period ending December 31, 2009. The staff, however, further observed that FASB ASC 320-10-45-8A requires a company to disclose the total other-than-temporary impairment offset by the amount of the total other-than-temporary impairment that is recognized in other comprehensive income on the face of the statement of operations. The staff requested that Harley-Davidson make the appropriate disclosures on the face of the statement of operations and show the components. The staff noted that the company should include a table showing total other-than-temporary impairment losses (including amounts included in earnings and other comprehensive income) offset for the amount that is included in other comprehensive income resulting in the amount of impairment losses recognized in earnings.

In its reply the company stated that it concluded that the amounts relevant to other-than-temporary impairment and related components were immaterial and need not be disclosed on the face of the statement of operations. The company also noted that it provided the required tabular disclosure elsewhere in its Form 10-K. The company stated that in its future filings it will continue to provide the tabular disclosure, even though it believes that disclosure on the face of the statement of operations is not required, since the amounts involved are immaterial. The company also noted that it had considered the effect of adopting SFAS 166. In addition, the staff asked the company to explain why it reclassified a portion of the impairment loss from other comprehensive income to current earnings after it adopted FASB ASC 30-10-55-64. The company explained that it had reclassified $6 million that was recorded in other comprehensive income, non-credit related losses, to earnings as credit-related losses. The reclassification was prompted by a positive change in the discount rate coupled with the negative effect of reduced cash flows due to credit losses, and the application of SFAS 115-1. The staff subsequently indicated that it had no further comments.