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. On March 15, 2002, HP issued the following press release. [LETTERHEAD OF HEWLETT-PACKARD COMPANY] [HP INVENT LOGO] Editorial Contacts: Andrea Bass, HP +1 408 873 6549 andrea_bass@hp.com Essi Pekkala, Sonera Corp. +358 2040 54193 essi.pekkala@sonera.com HP AND SONERA ANNOUNCE GLOBAL ALLIANCE SONERA LOOKING FORWARD TO STRENGTHS OF HP-COMPAQ COMBINATION TO HELP SERVE CUSTOMERS PALO ALTO, Calif., March 15, 2002 -- Hewlett-Packard Company (NYSE:HWP) and Sonera Corporation (Finland, HEX:SRA) (Nasdaq:SNRA) today announced that they have agreed to form a global alliance. The companies will cooperate in sales, research and development and production to support customers in the converging Information Communication Technology (ICT) market. The new relationship will initially focus on customers in Finland and other European markets to help them manage and benefit from the convergence of telecommunications and IT infrastructures technologies. The companies are expected to start offering solutions to customers in the second calendar quarter of this year, pending the approval of the HP-Compaq merger, and the relationship does not include any ownership arrangements. Sonera's leadership team supports the HP-Compaq merger as it believes the combination will create a powerful entity with world-class competencies for building new business in the ICT market. "The convergence of the ICT business and the disruptive technologies in the mobile data space will give no mercy to companies that only look back and are not ready to face the new challenges," said Harri Koponen, chief executive officer, Sonera. "Sonera is a leading innovator and service provider with a strong customer presence. We believe together we can better serve customers and create outstanding new services for them," said Carly Fiorina, chairman and chief executive officer, HP. ABOUT SONERA Sonera Corporation is a leading provider of mobile and advanced telecommunications services. Sonera is growing as an operator, as well as a provider of transaction and content services in Finland and in selected international markets. The company also offers advanced data solutions to businesses and fixed network voice services in Finland and neighboring markets. In 2001, Sonera's revenues totaled EUR 2.2 billion and profit before extraordinary items and taxes was EUR 0.45 billion. Sonera employs about 10,000 people. http://www.sonera.com/. ABOUT HP Hewlett-Packard Company -- a leading global provider of computing and imaging solutions and services -- is focused on making technology and its benefits accessible to all. HP had total revenue of $45.2 billion in its 2001 fiscal year. Information about HP and its products can be found on the World Wide Web at http://www.hp.com. # # # 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.