Filed by Hewlett-Packard Company Pursuant to Rule 425
                                                Under the Securities Act of 1933
                                         And Deemed Filed Pursuant to Rule 14a-6
                                       Under the Securities Exchange Act of 1934
                                   Subject Company:  Compaq Computer Corporation
                                                  Commission File No.: 333-73454

This filing relates to a planned merger (the "Merger") between Hewlett-Packard
Company ("HP") and Compaq Computer Corporation ("Compaq") pursuant to the terms
of an Agreement and Plan of Reorganization, dated as of September 4, 2001 (the
"Merger Agreement"), by and among HP, Heloise Merger Corporation and Compaq. The
Merger Agreement is on file with the Securities and Exchange Commission as an
exhibit to the Current Report on Form 8-K, as amended, filed by Hewlett-Packard
Company on September 4, 2001, and is incorporated by reference into this filing.

The following is a transcript of a presentation by Vyomesh Joshi, HP's
President, Imaging and Printing Systems, at a February 27, 2002 security analyst
meeting. The video and the transcript of Mr. Joshi's presentation are posted on
HP's external web sites, www.VotetheHPway.com and www.hp.com. The slides used in
connection with Mr. Joshi's presentation were filed by HP with the Securities
and Exchange Commission on February 27, 2002 pursuant to Rule 425 under the
Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the
Securities Exchange Act of 1934.


VYOMESH JOSHI:

Good morning, everyone. What I want to do today is to talk about imaging and
printing systems -- especially how we're going to continue to grow both the top
line and bottom line -- and I think that's what I would like to talk about. And
the other important thing I want to talk about is [the] HP/Compaq merger and
implications of that and actually how that can really enable us to continue to
grow our top line and bottom line.

We all know and we all love [the] imaging and printing business. It's a great
business, it's 20 billion dollars. And one of the key things we always keep
track of is the installed base -- it's 225 million now. It will cross 250
million this year. And the Inkjet printers, we have talked about, in 17 years we
have done first 100 million and in the next three years we will do the next 100
million. We are on track to do that. By next April timeframe we will cross 200
million Inkjet printers.

The key thing here is it's a great business today, but how do we really invest
into this business so that we can continue to grow it? And as Carly [Fiorina]
talked about it, we want to grow both top line and bottom line double-digits.
And that's the thing which I really want to focus on. We had a great first
quarter -- outstanding first quarter. And when you look at it competitively,
people talk about -- especially our competitors have recently said that their
growth rates, they are talking about four to six percent. And if you continue to
be in [a] PC-centric model for [the] imaging and printing business, you are
going to see those kind of growth rates. I think what we need to do is to really
break out of that and how do we grow our revenues and profits faster than the
competitors and really into double-digits?

One of the key things that I want to show here is if you look at our
competitors, the growth rates in the last two quarters are very different. Look
at Lexmark, it's going down -- even the profit side. It's a very similar story
when you look at the operating profit. And the baseline also is much lower than
Hewlett-Packard.

The reason I'm emphasizing this is because it's really important for us to
really say what growth opportunities we have so we can grow our business double-
digit. You have seen this before, but this is very, very important to us. When
you look at trillions of pages being printed every year only four percent is
through digital printing. The remaining 96 percent is the opportunity. And that
96 percent is not going to be really accessed using [a] PC-centric model. We
need to really think about transformation.




And that transformation we need to do is about the content transformation and
printing transformation. This is the reason why we have shown the acquisition of
Indigo which should be complete by [an] April timeframe. This is the reason why
the HP and Compaq merger makes sense.

Because to really make this thing happen we need to do what I call content
transformation. If you think about, from [a] PC-centric to Internet-centric
world, the way business processes are developed is very different. In the `80s
-- and I'm with HP for 21 years -- I was involved with my team in the whole
revolution of desktop publishing. We figured out how to really change the
publishing process and bring it to the desktop and work with our partners and
Microsoft in terms of making desktop publishing happen.

And from that experience, what we have learned is you need to really understand
the dynamics of the market, dynamics of the technology transformation happening.
So what's happening today is you have the Internet infrastructure and the
applications written for that Internet infrastructure -- Oracle, SAP for supply
chain, PeopleSoft. The CRM applications are very different than supply chain
applications, and there is no real unified way for how content is created across
these applications for Internet infrastructure.

Hewlett-Packard with our experience in understanding the capture side of the
business and the printing side of the business, working with partners like
Adobe, we will figure out how to really unify content creation, management, and
delivery of the content. What I said is the whole supply chain of the content --
if you think about a supply chain kind of concept with the content -- we will be
able to really do this transformation working with our partners.

Why is this important? Because we want to create content once, and then print
it, publish it, or distribute and store it anytime, anyplace. And this really is
a requirement if you want to use that 96 percent -- to convert that content from
personalization point of view and customization point-of-view.

So for imaging and printing, the way I look at this business is we have to
really think about [it] from Chapter One -- that we're really successful, we're
number one in lasers, we're number one in ink, and the installed base I talked
about. We need to really move to the Chapter Two. And this Chapter Two is going
to be very different. And the thing that we need to do to be successful in this
Chapter Two is going to be very different than what we have done. Of course
we'll leverage our core competencies, but things we need to really do for
Chapter Two is going to be really based on the Internet infrastructure
understanding -- not only understanding the design capability, the content
transformation, but a very different go-to-market model.

The three key things that we will need for this transformation are the Internet
infrastructure understanding, developing the standards with application
partners, and go-to-market capability. So if you think about the growth
opportunity for the next ten




years, we have identified three important plays: first one is digital imaging,
second one is redefining printing and imaging so that we are not only talking
about the content with just PC-connected devices, but with any device, with a
PDA, with a cell phone, with a digital TV, any device which is connected with
the Internet and mobility will be an important part; and the third important
transformation opportunity for us is digital publishing. This is where all these
trillions of pages which are printed on a commercial printer [are that] we would
like to print on our digital presses.

Let me remind you [about] the last time I talked about our six key growth
strategies. We continue to focus on the six growth strategies, but I'm going to
highlight today the three transformation opportunities we have to continue to
grow our business double-digit. We are winning in the low-end. The low-end is
extremely important for us. We are going after the high-end of [the] copier and
fax market, leveraging our personal all-in-one devices. And we absolutely are
focused on making sure that we maintain our market share of our supplies
business and continue to grow our supplies business.

The three opportunities that I want to talk about today are digital publishing,
digital imaging, and redefining printing and imaging. Now, just to set the
context, let me talk about the content transformation, and how that content
transformation is going to have major implications on these three opportunities.

So let's start with commercial printing. Commercial printing today is a 400
billion dollar business, but there are a lot of inefficiencies. And if you think
about the business model there, it's about hardware and services, and supplies
is a very small part.

One of the key things for imaging and printing systems is to really have a
business model where we can get hardware, supplies, and services revenue. And
today we don't have really significant services revenue.

Now to get the services revenue, we need the phenomenal core capabilities we
have in our computing and services organizations. We need to rely on Ann's
[Livermore] organization and the core competencies her organization has to
really take us into this new annuity stream that we need to get after.

The other important part with commercial printing is the technology. We
understand both Inkjet and laser technology. Indigo technology has a value
proposition which is very unique. It can do a quality which is really, in my
mind, spectacular quality at a very high speed at a very low cost. You know you
could do a four-by-six of this photo at 4,000 prints per hour. There is no
technology which can do that -- any other technology probably will be 1,000
prints per hour maximum. So the technology with which we can get offset quality
at high speed with cost-per-copy which is unparalleled to any other technology
is the reason we bought Indigo.



The content transformation and having this digital press using Indigo technology
are the two ways with which we will be able to transform commercial printing.

The third part is to really build services capability. So in my mind, when we
have talked to the customers, what they are telling us is, yeah, we understand
the digital revolution, but you have to tell us how can you reduce the cost of
the way we are doing current commercial printing jobs, especially in the
marketing collateral or sales collateral, because that's where we believe the
initial revolution will happen.

They're asking us, how do we personalize and customize our content? How do we
take our CRM system and use that in this digital world so that we will be able
to have very targeted customization/personalization? How do we really figure out
the supply chain of the content? Because when I run my SAP, or when I run my
PeopleSoft HR application, and when I run my CRM application, the contracts are
contracts, the document that I create. And I don't have a unified way of really
generating this content once so that I could do it for the Web, I could do it
for hardcopy, I could store it. I just don't have a unified way of doing it. Can
you help us in making that happen?

The third thing they always tell us -- it's very complex. Right now I need to
get my marketing organization, I need to get my outside commercial printer, I
need to figure out my graphic artist. All these guys take a long time, it's a
very complex process. How do I really make this thing happen?

The other thing is, it's not about documents. I want to get videos, I want to
get audio files -- it's all about multimedia now. Because when all my digital
assets are images, I want to train using video and then I want to have
documents. How can I combine these multiple various forms of media using the
Internet, using the different applications? How can I make all this thing
happen?

And Hewlett-Packard has very unique assets here. We understand not only the
documents. We understand video aspects of it, we understand audio -- digital
information management is what we understand. We also understand with our
storage business how you store all this information very uniquely. So we need to
take our computing assets and our imaging and printing assets and really figure
out how we can solve our customers' problems. Let me talk about a very specific
example. The financial services customer came to us and said that we would like
to have a deeper relationship with our customer in terms of the sales collateral
material we do. We have warehouses right now where we print all this stuff. It
takes 37 days and 23 steps in making this thing happen. So we worked with them
for the last four months and [a] 37 days turnaround job is now six days. [A]
twenty-three step process is only five steps, and the creative time, instead of
39 hours, it's in minutes. And [in] this particular example we saved significant
cost for the customer, and allowed them to do personalization and customization.

But think about this particular example. This is a great opportunity for
Hewlett-Packard, not only to get hardware in terms of digital press, and the
supplies revenue that will



come in printing this kind of material, but it also will bring services revenue
in terms of consulting, in terms of really understanding how we can take care of
their content. And that's where we really need to understand how we're going to
get into this kind of a business.

This is not something that we understand very well from the box side of IPS. We
have to really utilize the capability that we have in Ann's organization. They
understand how to serve customers from the services point of view, consulting
point of view, and support point of view. This is very different for us because
right now, most of the work we do is through our channel partners. Our
go-to-market model is very different. We need feet on the street.

We need to have a relationship with CIOs. They will understand that -- yeah,
right now I'm spending so much money. How can I reduce the cost? How can I help
my marketing organization who really wants to do customization and
personalization? And I want to do this by really redesigning the business
processes because current processes are very difficult. But if HP can come here
and re-architect all our business processes, save substantial time and money and
get personalization and customization, I think this is a great opportunity for
us.

But we won't to be able to do this with our current capability. We have to rely
on our computing partners. And this is a very important point because if you can
say we have our very powerful, very profitable business, and we can continue to
grow five/six percent with our box approach -- we can't afford that. This
business has tremendous growth opportunity. But to realize that growth
opportunity we must have different competencies. And fortunately for
Hewlett-Packard we have that in other parts offered and that's the reason we
need to be together.

When I've gone around in the last four months to all my sites, the key things we
are doing is putting together a product fair where all of our six growth
strategies are shown with the future products so that every employee in imaging
and printing system will understand how they can contribute and continue to grow
our business double-digits.

And the magic happens when you see for the next three years what kind of
products and solutions we're going to have in one big room and all of our
employees go through that and they understand, wow, not only we are a great
business today, but we are going to continue to be a great business in the
future. But to do that we have to do something very different.

We have to really understand how did we become a solutions company? How did we
become [a] services company, and how do we not only get hardware and supplies
revenue and profit stream, but we need to get services and support profit
stream?

If you look at Xerox, they have [a] very similar business model. But Xerox
doesn't have IT capability. Xerox will not be able to compete against
Hewlett-Packard because CIOs are looking and saying, okay, I can understand what
you're telling me in terms of the business process transformation, but what
capability [do] you have? How can you really



guarantee that we are not going to take down the IT system while really
inserting this particular application? And I think that's what Hewlett-Packard
can bring.

Let me give you another example on digital imaging. As you know, during the
Christmas selling season we had a tremendous growth in this particular category.
Hewlett-Packard is the leader in digital imaging. We are number one in terms of
the photo-printers, and the beauty of our technology is we will be able to do
this kind of printing now in the convenience of the home. But that's just one
part of the solution.

In our mind we talk about the five use cases with which customers are really
talking about digital imaging. Because to provide choice, control, and
convenience, these are the three value propositions for digital imaging. You
need a complete solution. You want a customer to take a picture with a digital
camera and then print it right there; or take a picture, send it to Grandma
using the Internet so they could share right away; or take a picture, get the
card out, go to a photo-finishing store and get all the developments done there;
or you could take a picture, send it through the Internet to the retail and get
the solution that way.

All these five use cases Hewlett-Packard is going to win. And this is extremely
important for us because we're not talking about just having a camera company.
We want to do with our new 8x12 camera where you can take a picture and already
this knows the email addresses of your key people that you want to share with.
So as soon as you put [the camera] into the docking stations and push the button
it will send the email. You don't have to do anything.

Now how can we do that? How can we differentiate like that? Because we
understand the systems part of the business. We understand how the Internet
works and how we want to share that.

Not only that part of the use case, but we also are into the photo-finishing
side of the business. The same Indigo cam delivers [a] solution for central
labs, but big companies like the Wal-Marts of the world and Targets of the world
[will] be able to do all that development in the central labs.

We also have solutions with our Inkjet system. This is an Inkjet output. We just
announced with Kodak Phogenix, and they could do that also in retail locations.
So like you can go to Seven-Elevens in the future or Kinko's, and you'll be able
to make that happen. So both for retail outlets and central labs, we have a
solution.

But when we go and talk to these customers who are going to buy this
photo-finishing equipment, they're saying, you know you're Hewlett-Packard --
not only do you supply the photo-finishing equipment, but give us the service,
the storage, and the CRM systems because we want to do more than just provide
four-by-six prints. We need to make money. And we need to make money through
services so that people can get calendars, people can get so many other things,
and I have a lot of examples here.



All this [is] what the photo-finishing people want to do. This is where the
money's going to be. And the beauty of the digital system is you can do that all
in one run. You could run four-by-six to eight-by-12s to a calendar right in the
one run. You don't have to say, okay, I'm running now calendars so I'll close
down the system and do something different. The same photo-finishing equipment,
you can make that happen.

Now to really do the services and really make money they need efficiency. So
they have told us that Hewlett-Packard is the only company that not only can
provide the photo-finishing equipment, but they can provide servers, storage,
and services. They're also interested in not only just document or just prints.
They are interested in videos, CDs. Think about it. Everything is going digital,
so you can go there and say, I want to make copies of this. I want a really big
album out of this.

So the services we are talking -- but not only about print services, but
non-print services. And again, I talked about the content transformation, right?
Everything is digital. You could have videos, CDs, prints, images, documents,
anything you want you will be able to provide the services. So I think not only
the infrastructure piece but services is going to be very, very important for
us.

And that's the ecosystem we talked about. The content, so the profits in digital
imaging are in the capture side, in the home printing, and the supplies,
photo-finishing equipment, supplies, services. And that's what we are all
about -- so this transformation -- and that's where the opportunity's going to
be huge. This is not about just printing another four-by-sixes. Because you
can't really make money. You have to provide the value proposition of choice,
control, convenience. Control so that the customer's in control -- they can do
whatever they need.

And the price points are going to be the same as silver halide -- it's just that
you will have very different choices and convenience. That's what's the value
proposition here. And the ecosystem here will allow us to be an infrastructure,
services, and appliances business.

If you remember, Carly talked about the vision here. We are in the intersection
of connected, intelligent appliances, services, and infrastructure. And we are
coming really making that real. This is real when we talk to customers. I just
talked to a customer from Europe who's the largest photo-finishing house in
Europe, and he was straight with me. He said I love your photo-finishing stuff,
that's great, but I need everything -- I need your servers, storage, services,
and beyond printing. I want to do something beyond printing.

And we are going to work with him. We are going to work with all these
lighthouse accounts to understand what this transformation needs, and how it's
going to bring new revenue and profit streams for Hewlett-Packard.

I already talked about the digital camera here. So you should think about why
HP's going to win. HP's going to win because we are going to bring this kind of
capability to



our cameras. So this camera, you could send your files directly to the retailer
and they will develop it. You will send it to your Grandma because her e-mail
[address] is already into this particular camera. This is the only company which
can do that because we understand end-to-end solutions, from capture to create,
to share, to store.

And this is where storage is extremely important. So the architecture work that
we are developing with Duane's [Zitzner] team -- think about the how the world
is going to be about multimedia and they could write to a hardcopy or write to a
storage. There is no difference. And the core architecture that we have, we can
make that happen.

You could say, you could do that with partners. Why do you need all this stuff?
I think enabling with partners is absolutely a requirement, but differentiating
-- that's where the IP is going to come from, that's where the profits are going
to come from. That's the only thing you can do when you have an understanding of
that technology base in storage, in hardcopy, in capture devices, in PDAs. That
complete end-to-end solution. You must make [a] distinction about enabling and
differentiating. And differentiation provides the profit pull. You have to work
with partners in enabling so that, [the] same way we could bring from a Jornada,
we're going to work with RIM because we want to make sure our customers are
happy. But this is enabling and this is differentiating, and differentiation
provides the profit pull.

So the third transformation we're talking about is redefining printing and
imaging. This is where we really want to focus on mobility and Internet
connectivity. I talked about all of the LaserJets now are directly connected to
the Internet. By next year we'll have all of our Inkjet printers connected
directly to the Internet. We are working on phenomenal standards in making that
happen, so that PC will become just another thing which is connected to the
Internet. It's Internet-centric.

And [the] second thing we are working on is mobility. We have developed
standards with which we can get Bluetooth and 802.11b connectivity. And we will
work with partners in enabling, because mobility is the competitive advantage.
And what we want our customers to do is they can print anywhere, anytime, from
any device. It can be a cell phone, to a PDA, to a digital TV. And that will
bring new-use models. That will bring new capability which will transfer to the
commercial side of the business in digital imaging and digital publishing
business. Because think about the world that content, creation, management,
delivery, and storing -- it is your unified process.

So I think, again, the key investments we are making are Internet connectivity
and mobility, and please come to the product fair. You're [able] to see all
these three transformation capabilities in terms of actual solutions. We think
that not only it will help our supplies business, because these are all
incremental pages that we are going to print, but also [it] will help us in
building fundamental competitive advantage in terms of mobility.

So when you think about our core business and the growth, there's a limitation
there. When you think about transformation, then you can really talk about
double-digit profit and revenue growth. But it's not going to be easy. It's not
going to be just happening,



because we are very good in [the] box business that we can make our transition
to our systems and services business. We need [this] set of capabilities. And
again, the important part here is HP has that on the computing side. We need to
leverage that. We need to work with Ann and Duane's organization and in [the]
future [the] Compaq organization -- the one HP, new HP, in making that happen.
This is the only way we can grow our business double-digit -- and I absolutely
fundamentally believe that, my employees believe that, my management believes
that. This is the way to really grow the business. We can't apply yesterday's
rules to grow our businesses.

If you look at IPS, we've been continuing to grow our businesses, and the only
way we know that is to understand the market, understand the technology trend,
understand the discontinuity, and with our good employees make contribution. And
contribution is profit.

And this is very clear for us. The trends are PC-centric to Internet-centric.
Trends are we must bring services revenue. And the approach I have always taken
is "launch, learn, and lead." So I don't want to claim here that we know
everything here -- how to get into the services and solutions business -- but
the confidence that we have that we understand services aspects of it. We
understand our customers. We have these lighthouse accounts both for [the]
digital publishing and digital imaging business and with that and with our
employees, we are going to make a contribution and we are going to be very
successful.

So clearly what does that mean from HP/Compaq and why will that accelerate [our
strategy]? So the way I look at it, the first is very simple. We must make other
parts of HP healthy. Duane, we have to make our computing system healthy because
otherwise we will over-rely on imaging and printing revenues and profits
streams.

The second thing is the core competencies we have in the infrastructure, in
services, in support business. We must leverage that in going after this
transformation opportunity.

Third thing, the mobility, Internet connectivity, the multi-media architecture I
talked about which can handle documents, images, video, audio, that's the
direction we want to go. That's the Internet of the future. And we are going to
invest in building the architecture with which our storage, our servers, our
computing business will rely on, and we need to plug in directly with that so
that not only we can enable, but could differentiate and we could make a
contribution through which we'll make money.

I think each of these transformations requires not only the design architecture,
[but] the core capability from go-to-market point of view, support point of
view, financing point of view. In IPS we have to learn these fundamental things.
And the only way to do that is to have an organization which understands and
which has mastery in that. I think that's where the growth opportunity for IPS
is.

It's nice to know everybody loves our business, but at the same time we have to
figure out how we're going to grow the business.



I think on the go-to-market point of view, one more point I want to make is the
relationship with CIOs. Ann talked about now we can come to the table and talk
to SAPs of the world, Oracles of the world. We can't not have that relationship.
We need to have relationships with application vendors and CIOs in making this
transformation happen. We can't do that on our own.

I also feel that the direct capability that Duane's team will be developing is
going to be extremely important for us. Because if you look at the commercial
printing industry I talk about 400 billion dollars. The number one vendor there
is Heidelberg. It's a five billion dollar company. So you scratch your head and
say, how could that be? Four hundred billion dollar industry and number one is
five billion dollars -- what's going on here? And then you figure out there are
400,000 commercial printers which are ten million each, and there is a lot of
waste in labor and they make money in services. And you say if we can provide
digital world with content transformation we can take a lot of inefficiencies
out and bring new revenue for consulting services and support revenue.

I think that's what I'm talking about when I talk about transformation. That
industry of 400 billion dollars is going to compress -- it's going to go down.
An analogy I have is to look at the music industry. If you think about the music
industry, it has gone digital faster than [that], and the only reason it's
taking a long time is not -- none [of] the technical reasons, but because of who
owns the content and there are a lot of legal issues.

I think commercial printing is going to go through the same transformation, and
it's going to look very different from today. Right now, the engineers and
technicians are making sure that the commercial printers are running. We're
going to have digital presses which will have a green button, just like you
press the button and you get your commercial print output and the content
transformation.

We are also very actively involved in the integration process. I have put my top
two people, Lee Ray Massey and Mary Peery in the integration team working with
Webb [McKinney], because we also want to make sure that we are focused on
execution. Our first quarter results are telling you that we are focused on
execution. We are going to deliver the top line and bottom line growth that you
expect from us, but at the same time we must make this transformation happen.
And that's the effort that we are doing.

How do we make sure that we continue to excel in the consumer business which is
going to be part of my organization? How do we excel into, really, this
transformation opportunity? And for that reason we are working very actively
with the integration team, and as a matter of fact, what we are finding is, this
is allowing us to really understand the business model of how services work, how
support works. We work very closely with Ann's organization and Duane and Peter
Blackmore's organization. So that is how are we



really going to be successful when the transformation happens and integration
happens?

I want you to take home these four things: we are focused and we are executing
well; the explosion of digital content is going to open the doors for exciting
transformation opportunity; but in making that happen, we have to take a systems
approach, we can't have a box approach; and the last part, this merger helps us
in really bringing our capability and services and the server and the storage to
a different level where we can talk about revolutionizing the content
transformation for the future, and that's the opportunity. Thank you very much.



FORWARD-LOOKING STATEMENTS

This document contains forward-looking statements that involve risks,
uncertainties and assumptions. If any of these risks or uncertainties
materializes or any of these assumptions proves incorrect, the results of HP and
its consolidated subsidiaries could differ materially from those expressed or
implied by such forward-looking statements.

All statements other than statements of historical fact are statements that
could be deemed forward-looking statements, including any projections of
earnings, revenues, synergies, accretion or other financial items; any
statements of the plans, strategies, and objectives of management for future
operations, including the execution of integration and restructuring plans and
the anticipated timing of filings, approvals and closings relating to the Merger
or other planned acquisitions; any statements concerning proposed new products,
services, developments or industry rankings; any statements regarding future
economic conditions or performance; any statements of belief and any statements
of assumptions underlying any of the foregoing.

The risks, uncertainties and assumptions referred to above include the ability
of HP to retain and motivate key employees; the timely development, production
and acceptance of products and services and their feature sets; the challenge of
managing asset levels, including inventory; the flow of products into
third-party distribution channels; the difficulty of keeping expense growth at
modest levels while increasing revenues; the challenges of integration and
restructuring associated with the Merger or other planned acquisitions and the
challenges of achieving anticipated synergies; the possibility that the Merger
or other planned acquisitions may not close or that HP, Compaq or other parties
to planned acquisitions may be required to modify some aspects of the
acquisition transactions in order to obtain regulatory approvals; the assumption
of maintaining revenues on a combined company basis following the close of the
Merger or other planned acquisitions; and other risks that are described from
time to time in HP's Securities and Exchange Commission reports, including but
not limited to HP's annual report on Form 10-K, as amended on January 30, 2002,
for the fiscal year ended October 31, 2001 and HP's registration statement on
Form S-4 filed on February 5, 2002.

HP assumes no obligation and does not intend to update these forward-looking
statements.

ADDITIONAL INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT

On February 5, 2002, HP filed a registration statement with the SEC containing a
definitive joint proxy statement/prospectus regarding the Merger. Investors and
security holders of HP and Compaq are urged to read the definitive joint proxy
statement/prospectus filed with the SEC on February 5, 2002 and any other
relevant materials filed by HP or Compaq with the SEC because they contain, or
will contain, important information about HP, Compaq and the Merger. The
definitive joint proxy statement/prospectus and other relevant materials (when
they become available), and any other documents filed by HP or Compaq with the
SEC, may be obtained free of charge at the SEC's web site at www.sec.gov. In
addition, investors and security holders may obtain free copies of the documents
filed with the SEC by HP by contacting HP Investor Relations, 3000 Hanover
Street, Palo Alto, California 94304, 650-857-1501. Investors and security
holders may obtain free copies of the documents filed with the SEC by Compaq by
contacting Compaq Investor Relations, P.O. Box 692000, Houston, Texas
77269-2000, 800-433-2391. Investors and security holders are urged to read the
definitive joint proxy statement/prospectus and the other relevant materials
(when they become available) before making any voting or investment decision
with respect to the Merger.