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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
JUNE 26, 2002
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Date of Report (Date of Earliest Event Reported)
HEWLETT-PACKARD COMPANY
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(Exact name of registrant as specified in its charter)
DELAWARE 1-4423 94-1081436
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
3000 HANOVER STREET, PALO ALTO, CA 94304
(Address of principal executive offices) (Zip code)
(650) 857-1501
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On June 26, 2002, we completed the offering of our 5.50% Global Notes due
July 1, 2007 (the "5.50% Global Notes") and of our 6.50% Global Notes due July
1, 2012 (the "6.50% Global Notes"). The offering was made pursuant to an
underwriting agreement dated June 21, 2002, between Hewlett-Packard Company and
Banc of America Securities LLC, Deutsche Bank Securities Inc. and J.P. Morgan
Securities Inc. (as representatives of the several underwriters named therein).
The 5.50% Global Notes and the 6.50% Global Notes are each governed by an
indenture entered into between HP and J.P. Morgan Trust Company, National
Association (formerly known as Chase Manhattan Bank and Trust Company, National
Association) as trustee, dated as of June 1, 2000 (the "Indenture"), as
supplemented by an officers' certificate authorizing the terms of the 5.50%
Global Notes and the 6.50% Global Notes pursuant to Section 301 of the
Indenture. The Indenture is attached as Exhibit 4.1 to our registration
statement on Form S-3 (file number 333-30786), filed with the Securities and
Exchange Commission on March 17, 2000.
The purpose of this Current Report is to file the form of the 5.50% Global
Note, the form of 6.50% Global Note and the Section 301 Officers' Certificate.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The following exhibits are being filed with this report:
Exhibit 4.1 Form of 5.50% Global Note due July 1, 2007.
Exhibit 4.2 Form of 6.50% Global Note due July 1, 2012.
Exhibit 4.3 Officers' Certificate pursuant to Section 301 of
the Indenture, dated June 26, 2002, executed by
Hewlett-Packard Company (exhibits omitted).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
HEWLETT-PACKARD COMPANY
Date: June 27, 2002 By: /s/ Ann O. Baskins
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Name: Ann O. Baskins
Title: Senior Vice President, General
Counsel and Secretary
INDEX TO EXHIBITS FILED WITH
THE CURRENT REPORT ON FORM 8-K DATED JUNE 26, 2002
EXHIBIT DESCRIPTION
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4.1 Form of 5.50% Global Note due July 1, 2007.
4.2 Form of 6.50% Global Note due July 1, 2012.
4.3 Officers' Certificate pursuant to Section 301 of the
Indenture, dated June 26, 2002, executed by
Hewlett-Packard Company (exhibits omitted).