8-K


SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549-1004


FORM 8-K/A


CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934


February 27, 2006
Date of Report (Date of Earliest Event Reported)



HEWLETT-PACKARD COMPANY
(Exact name of registrant as specified in its charter)
     
     
DELAWARE 1-4423 94-1081436
(State or other jurisdiction
of incorporation)
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
     
     
3000 HANOVER STREET, PALO ALTO, CA 94304
(Address of principal executive offices) (Zip code)
     
     
(650) 857-1501
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation
of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


TABLE OF CONTENTS

Item 2.02      Results of Operations and Financial Condition

Item 9.01      Financial Statements and Exhibits

SIGNATURE

EXHIBIT INDEX

Exhibit 99.2     Filed GAAP Consolidated Condensed Statements of Earnings



Item 2.02 Results of Operations and Financial Condition
   
  This amendment to the Current Report on Form 8-K of Hewlett-Packard Company filed on February 15, 2006 is being furnished solely for purpose of correcting an error. The consolidated condensed statements of earnings filed as Exhibit 99.2 to the original Form 8-K incorrectly reported that cash dividends declared during the fiscal quarter ended January 31, 2006 were $0.08 per share rather than the correct amount of $0.16 per share. The error is limited to the “cash dividends declared per share” line item of the consolidated condensed statement of earnings for the fiscal quarter ended January 31, 2006 and does not affect HP’s previously reported earnings per share or HP’s consolidated condensed balance sheet or consolidated condensed statement of cash flows for that fiscal quarter. The consolidated condensed statements of earnings filed as Exhibit 99.2 to this Form 8-K/A reflects the correction of this error and amends and supersedes the consolidated condensed statements of earnings provided in Exhibit 99.2 to the original Form 8-K. Exhibit 99.2 is filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and therefore may be incorporated by reference into filings under the Securities Act of 1933, as amended. 
   
Item 9.01 Financial Statements and Exhibits
   
Exhibit 99.2 Consolidated condensed statements of earnings (filed herewith).
   

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: February 27, 2006 By: Charles N. Charnas

  Name: Charles N. Charnas
  Title: Vice President, Deputy General Counsel
    and Assistant Secretary
 

EXHIBIT INDEX


Exhibit
Number
Description
   
99.2 Consolidated condensed statements of earnings (filed herewith)