1988 STOCK OPTION PLAN
(as amended through August 20, 1997)
The purpose of the Harley-Davidson, Inc. 1988 Stock Option Plan is to provide favorable opportunities for
certain selected employees of Harley-Davidson, Inc. and its subsidiaries to purchase or receive shares of
Common Stock of Harley-Davidson, Inc., or to benefit from the appreciation thereof. Such opportunities should
provide an increased incentive for these employees to contribute to the future success and prosperity of Harley-
Davidson, Inc., thus enhancing the value of the stock for the benefit of the shareholders, and increase the ability of
Harley-Davidson, Inc. to attract and retain individuals of exceptional skill upon whom, in large measure, its
sustained progress, growth and profitability depend.
The following capitalized terms used in the Plan shall have the respective meanings set forth in this Article:
2.1. BOARD: The Board of Directors of Harley-Davidson, Inc.
2.2. CODE: The Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated
2.3. COMMITTEE: The Human Resources Committee of the Board; provided that if any member of the Human
Resources Committee is not both a Disinterested Person and Outside Director, the Committee shall be
comprised of only those members of the Human Resources Committee who are both Disinterested Persons and
2.4. COMMON STOCK: The common stock of Harley-Davidson, Inc.
2.5. COMPANY: Harley-Davidson, Inc. and any of its Subsidiaries.
2.6. DISABILITY: Disability within the meaning of Section 22(e)(3) of the Code, as determined by the
2.7. DISINTERESTED PERSONS: Non-employee directors within the meaning of Rule 16b-3 as promulgated
under the Securities Exchange Act of 1934, as amended.
2.8. EMPLOYER: The entity that employs the employee or Optionee.
2.9. FAIR MARKET VALUE: The average of the high and low reported sales prices of Com