SecProbe.io

Mail Stop 3561
        December 18, 2006

Via Fax & U.S. Mail

Mr. Thomas E. Bergmann
Chief Financial Officer
3700 West Juneau Avenue
Milwaukee, Wisconsin 53208

Re: Harley-Davidson, Inc.
 Form 10-K for the year ended December 31, 2005
Filed March 3, 2006
 File No. 001-09183

Dear Mr. Bergmann:

We have reviewed your response letter  dated December 6, 2006 and have the
following comments.  Unless otherwise indi cated, we think you should revise your
document in future filings in response to these comments.  If you disagree, we will
consider your explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as deta iled as necessary in your expl anation.  In some of our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure.  After reviewing this info rmation, we may raise additional comments.

 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Please respond to confirm that such comments will be complied with, or, if
certain of the comments are deemed inappropr iate, advise the staff of your reason.  Your
response should be submitted in electronic form, under the label “corresp” with a copy to the staff.  Please respond w ithin ten (10) business days.

Form 10-K for the year ended December 31, 2005

Consolidated Statements of Cash Flows, page 54

Mr. Thomas E. Bergmann
Harley-Davidson, Inc.
December 18, 2006 Page 2

1. We note from your response to our prior co mment 7 that the overall impact of the
reclassifications was not material to the 2004 or 2003 financial statements
included in the 2005 Form 10-K.  However,  it appears from the amounts included
in your response that the reclassification ma terially affected cas h from operations
in 2004 and 2003.  Therefore we believe that  this change should be treated as a
correction of an error rather than a recl assification and should be presented as a
restatement of your financial statements.  Please revise your filing to present the
changes made to the classification of reta il finance receivables as a correction of
an error and include the disc losures set forth by APB 20.

Form 10-Q for the quarter ended June 25, 2006

Management’s Discussion and Analysis

2. We note from your response to our prior comment 11 that for options granted
prior to the adoption of SFA S No. 123(R) you have recognized and will continue
to recognize the cost of the grant over the four-y ear vesting period and for options
granted subsequent to the adoption of SFAS No. 123(R) you recognize the full
cost of the grant on the date of grant.  Please revise future filings to disclose the impact of this change in policy, to the extent the amounts are material, so that
investors can compare results of opera tions pre and post adoption of SFAS
123(R).

********

 You may contact Claire Erlanger at  (202) 551-3301 if you have questions
regarding comments on the financia l statements and related matte rs.  Please contact me at
(202) 551-3813 with any other questions.

Sincerely,

Linda Cvrkel
Branch Chief