Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SCHULTZ JOHN F
2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2012
3. Issuer Name and Ticker or Trading Symbol
HEWLETT PACKARD CO [HPQ]
(Last)
(First)
(Middle)
C/O HEWLETT-PACKARD COMPANY, 3000 HANOVER STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, GC & SEC
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PALO ALTO, CA 94304
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 32,405.5463
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) 09/17/2009(1) 09/17/2016(3) Common Stock 50,000 $ 45.75 D  
Employee Stock Option (right to buy) 09/27/2012(2) 09/27/2019(3) Common Stock 13,190 $ 23.59 D  
Employee Stock Option (right to buy) 12/07/2012(2) 12/07/2019(3) Common Stock 15,000 $ 28.41 D  
Employee Stock Option (right to buy)   (4) 05/16/2020(3) Common Stock 48,000 $ 22.03 D  
Restricted Stock Units   (6)   (6) Common Stock 4,087.6679 $ (5) D  
Restricted Stock Units   (7)   (7) Common Stock 8,548.4925 $ (5) D  
Restricted Stock Units   (8)   (8) Common Stock 15,145.0044 $ (5) D  
Restricted Stock Units   (9)   (9) Common Stock 12,000 $ (5) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHULTZ JOHN F
C/O HEWLETT-PACKARD COMPANY
3000 HANOVER STREET
PALO ALTO, CA 94304
      EVP, GC & SEC  

Signatures

/s/ David Ritenour as Attorney-in-Fact for John F. Schultz 05/24/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This option became exercisable in four equal annual installments beginning on this date.
(2) This option will become exercisable in three annual installments beginning on this date.
(3) This option is no longer exercisable beginning on this date.
(4) This option will vest 50% on the second anniversary of the grant date and 50% on the third anniversary of the grant date, in both cases subject to the satisfaction of certain stock price performance conditions prior to the fourth anniversary of the grant date.
(5) Each restricted stock unit represents a contingent right to receive one share of HP common stock.
(6) On 12/10/10 the reporting person was granted 6,000 restricted stock units ("RSUs"), 2,000 of which vested on 12/10/11, and 2,000 of which will vest on each of 12/10/12 and 12/10/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of units reported in Column 3 includes 87.6679 dividend equivalent rights accrued but not released since the grant date. The RSUs that vested on 12/10/11 included vested dividend equivalent rights accrued since the grant date and were delivered to the reporting person.
(7) On 08/01/11 the reporting person was granted 11,240 restricted stock units ("RSUs"), 2,810 of which vested on 10/31/11, and 5,620 of which will vest on 10/31/12, and 2,810 of which which will vest on 04/30/13. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of units reported in Column 3 includes 118.4925 dividend equivalent rights accrued but not released since the grant date. The RSUs that vested on 10/31/11 included vested dividend equivalent rights accrued since the grant date and were delivered to the reporting person.
(8) On 12/07/11 the reporting person was granted 15,000 restricted stock units ("RSUs"), 5,000 of which will vest on each of 12/07/12, 12/07/13 and 12/07/14. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock. The number of units reported in Column 3 includes 145.0044 dividend equivalent rights accrued but not released since the grant date.
(9) On 05/16/12 the reporting person was granted 12,000 restricted stock units ("RSUs"), 4,000 of which will vest on each of 05/16/13, 05/16/14 and 05/16/15. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on HP common stock.

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