Filed by Hewlett-Packard Company Pursuant to Rule 425
                                                Under the Securities Act of 1933
                                    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 an article relating to the Merger. This article is posted on
HP's internal web site.


UNDERSTANDING THE ORGANIZATIONAL DESIGN AND SELECTION PROCESS

As the Hewlett-Packard-Compaq integration planning moves forward, employees are
asking questions about the new HP's organizational design and the job selection
process in the post-merger company.

Naturally, employees want to know how the pending merger will affect them. Will
I have a job in the new HP? When will I know? How will the selection process
work? Who will decide?

This article provides an overview of the process, as well as the general
guidelines that will be used to make decisions. An HP-Compaq Human Resources
team -- with representation from the businesses and geographies -- will continue
to flesh out details in the coming weeks, with the goal of addressing additional
employee questions as more information becomes available.

STRATEGY DRIVES DESIGN

Launching the new company will not mean drastic changes for the majority of
employees. However, by the time of launch, we will make a number of
announcements, including anticipated product roadmaps, go-to-market plans and
additional management appointments. Implementation at a local level will be
subject to consultation where legally required. Launch day, also referred to as
"Day 1," will occur some time following the legal close of the merger. More
information will be shared regarding the date as it becomes available.

For the company's ongoing success, the new HP must continue to deliver on its
strategy in the market. As a result, our business and customer needs drive
organizational design, which in turn will drive -- and precede -- the selection
process.

The majority of the new HP's approximately 150,000-person workforce will
continue doing the same job when the organizational design and selection process
is completed. For the organizations that will experience changes, the goal is to
obtain accurate information about the impact on employees as soon as possible.
The integration team realizes that prolonged uncertainty is extremely difficult
and will strive to confirm strategy, organization and selection decisions as
quickly as possible.



Completing the entire organizational design and selection process for the new
company is expected to take several months. In many jurisdictions, consultation
with works councils and employee representatives will be required before final
decisions are made at a local level. While the businesses and functions will use
a consistent design and selection approach wherever possible, they will not move
in perfect parallel through the process. Strategy, customer needs and legal
constraints will drive each group's timeline for determining organizational
design and selection.

The intent is to minimize disruption for customers and ensure a seamless
transition during integration. Selection of the customer-facing management roles
is the top priority, so the customer-facing, "go-to-market" organizations will
be completed as swiftly as possible.

TWO PRIMARY APPROACHES

To build the new organizational structure, where legally permitted, the company
intends to use two primary methods for selection: "adopt and go" and managed
selection. Where other selection criteria are mandated by law or determined in
consultation with works councils, those criteria will be used. Given the urgency
and size of the task, the integration team created a clear, streamlined process
to minimize the period of uncertainty for employees and ultimately create one
strong new company.

"ADOPT AND GO"

In "adopt and go," a team or organization will migrate as an almost-complete
entity into the new HP. This method will be used when the business or functional
strategy demonstrates that we need to continue specific businesses or product
lines, or that we need to keep just one of two duplicate teams. Most of the
employees from the "adopted" team will be retained to maintain the essential
knowledge, skills and continuity that come from working as an intact group.

In some cases, employees who work on teams that won't continue in their current
form may be asked to work with the product line or team that has been
selected/adopted. In addition, some employees in product lines that have not
been selected may be asked to stay on to help manage the transition.

MANAGED SELECTION

Where legally permitted, the managed selection method will be used to build a
new management structure or organization by selecting individuals from existing
groups (e.g., combining the finance functions or sales-management functions from
HP and Compaq).

In managed selection, organizational design will generally proceed "top down"
within each business and function, with selected leaders building their specific
organizations layer by layer. As each layer of managers is selected, the
managers, in turn, will select their direct reports from candidates from both
companies.

In many instances, managers who have personal knowledge of the employees will be
involved in decision-making meetings that HR will facilitate.

In the United States, employees who do not have a position after the "adopt and
go" and managed selection decisions are made will have a specified length of
time in which to apply for open requisitions. If they are not selected during
this timeframe, they will receive severance benefits and outplacement
assistance.



In other countries, this process and timing, as well as severance packages, will
vary by country, based on local legal requirements and consultation with works
councils and employee representatives as appropriate.

WHAT DO I DO IN THE MEANTIME?

Unless employees are otherwise notified, they should continue to perform their
current jobs. In the coming weeks, HP and Compaq internal communications will
provide more information -- FAQs, articles and resources for managers -- as the
selection process details are finalized. In addition, businesses will continue
to work on their organizational designs, with the intent of beginning to
announce subsequent management layers soon after Day 1.

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 predictions regarding the
outcome and certification of the vote on the Merger or the closing of the
Merger; statements regarding future improvement of HP generally or specifically
its profitability, earnings, revenues, synergies, accretion or other financial
items; statements about the plans, strategies, and objectives of management for
future operations, including the execution of integration and restructuring
plans; any statements concerning proposed new products, services, developments
or industry rankings; statements regarding future economic conditions or
performance; statements of belief; and statements of assumptions underlying any
of the foregoing.

The risks, uncertainties and assumptions referred to above include the actual
certified results of the vote on the proposal to issue shares of HP common stock
in connection with the Merger; 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.

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