WASHINGTON, D.C. 20549-1004

                                    FORM 8-K

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

                                  February 2, 2001
                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      (Commission             (I.R.S. Employer
      of incorporation)           File Number)           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)



         On February 2, 2001, the Audit Committee of the Board of Directors of
Hewlett-Packard Company ("HP") selected and appointed Ernst & Young LLP as HP's
independent public accountants with respect to HP's audit for the fiscal year
ending October 31, 2001.

                                      # # #

            This report contains forward-looking statements that involve risks
and uncertainties, as well as assumptions that, if they never materialize or
prove incorrect, could cause the results of HP and its consolidated subsidiaries
to 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, or other financial items; any statements of
the plans, strategies, and objectives of management for future operations; any
statements concerning proposed products, services, or developments; any
statements regarding future economic conditions or performance; statements of
belief and any statement 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; and other risks that are described from
time to time in HP's Securities and Exchange Commission reports, including but
not limited to the annual report on Form 10-K for the year ended Oct. 31, 2000,
and subsequently filed reports. HP assumes no obligation to update these
forward-looking statements.


         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 8, 2001              By: /s/CHARLES N. CHARNAS
                                        Name: Charles N. Charnas
                                        Title: Assistant Secretary