Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person *
Paliwal Dinesh C
 2. Issuer Name and Ticker or Trading Symbol
HARMAN INTERNATIONAL INDUSTRIES INC /DE/ [HAR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, CEO & President
(Last)
(First)
(Middle)

C/O HARMAN INTERNATIONAL, 1101 PENNSYLVANIA AVE., NW #1010		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
06/30/2008
(Street)


WASHINGTON 20004		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 03/01/2008   M4(1) 2,770 A $ 0 (1) 67,349 D  
Common Stock 03/01/2008   D4 2,770 D $ 41.2 (1) 64,579 D  
Common Stock 03/01/2008   M4(2) 32,291 A $ 0 (2) 96,870 D  
Common Stock 03/01/2008   D4 32,291 D $ 0 (2) 64,579 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Share Units   01/02/2008   A4 34,608     (4)   (4) Common Stock
34,608
$ 0 34,608
D
 
Restricted Share Units   03/01/2008   M4   2,770   (1)   (1) Common Stock
2,770
$ 0 (1) 31,838
D
 
Restricted Share Units   03/01/2008   M4   32,291   (2)   (2) Common Stock
32,291
$ 0 (2) 0
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Paliwal Dinesh C
C/O HARMAN INTERNATIONAL
1101 PENNSYLVANIA AVE., NW #1010
WASHINGTON 20004		   X     Chairman, CEO & President  

Signatures

/s/ Cherie Curry, as attorney in fact for Dinesh Paliwal 08/14/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) As provided for under Mr. Paliwal's award agreement, the 2,770 restricted share units vested on March 1, 2008 and were settled for cash.
(2) The restricted share units vested on March 1, 2008, at which time Mr. Paliwal received a cash payment of $3,875,000. Mr. Paliwal's award agreement entitled him to a cash payment upon vesting equal to the greater of the fair market value of the restricted share units or $3,875,000.
(3) Each restricted share unit represents a contingent right to receive one share of Harman common stock or cash equal to the value of one share of Harman common stock or another specified amount.
(4) Of the 34,608 restricted share units, (1) 8,039 vest on July 1, 2010, (2) 9,954 vest on March 1, 2010, (3) 8,039 vest 20% annually beginning January 2, 2009, (4) 2,770 vested on March 1, 2008 and (5) 2,903 vest on each of March 1, 2009 and 2010.

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