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                        SECURITIES AND EXCHANGE COMMISSION
  
                              Washington, D.C.  20549
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
  
                       Pursuant to Section 13 or 15(d) of the
                          Securities Exchange Act of 1934
  
        Date of Report (Date of earliest event reported):  December 29, 1997
  
                                 HEARTSTREAM, INC.
               (Exact name of registrant as specified in its charter)
  
                                      DELAWARE
                   (State or other jurisdiction of incorporation)
  
              27330                                 91-1577477
       (Commission File. No.)           (IRS Employer Identification No.)
  
                             2401 4th Avenue, Suite 300
                             Seattle, Washington  98121
               (Address of principal executive offices and zip code)
  
  
        Registrant's telephone number, including area code:  (206) 443-7630
  
                          ------------------------------
  <PAGE>
  
  Item 5.  Other Events.
  
       On December 29, 1997, Heartstream, Inc., a Delaware corporation (the
  "Company"), announced the execution of an Agreement and Plan of Reorganization
  dated as of December 29, 1997, among Hewlett-Packard Company, a California
  corporation ("HP"), Whistler Acquisition Corporation, a Delaware corporation
  ("Merger Sub"), and the Company (the "Reorganization Agreement").  The
  Reorganization Agreement contemplates that, subject to the satisfaction of
  certain conditions set forth therein, including the approval and adoption of
  the Reorganization Agreement by the requisite vote of the Company's
  stockholders, Merger Sub will be merged into the Company. As a result of the
  merger of Merger Sub into the Company (the "Merger"), the Company would become
  a wholly-owned subsidiary of HP. Pursuant to the Reorganization Agreement,
  each outstanding share of the Company's common stock would be exchanged for
  that number of shares of the common stock of HP determined by dividing $11.00
  by the average closing price of HP common stock for the five trading days
  ending on the trading day before the closing of the Merger (the "HP Common
  Stock"), and, immediately prior to the effective time of the Merger, all
  outstanding options to purchase common stock of the Company would become fully
  vested and exercisable. The Merger is intended to be a tax-free reorganization
  under the Internal Revenue Code of 1986, as amended.
   
       On December 29, 1997, the Company and HP issued a joint press release
  relating to the execution of the Reorganization Agreement.  A copy of the press
  release is attached hereto as Exhibit 99.1 and is incorporated herein by
  reference.
  
       A registration statement relating to the HP Common Stock has not yet been
  filed with the Securities and Exchange Commission ("SEC"), nor has a proxy
  statement relating to a vote of the Company's stockholders on the Merger been
  filed with the SEC.  The HP Common Stock may not be offered, nor may offers to
  acquire such stock be accepted, prior to the time such registration statement
  becomes effective.  This report shall not constitute an offer to sell or the
  solicitation of any offer to buy any HP Common Stock or any other security, and
  shall not constitute the solicitation of any vote with respect to the Merger.
  
  Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
  
  Exhibit No.  Description
  -----------  -----------
  
     99.1      Joint Press Release of Hewlett-Packard Company and Heartstream,
               Inc. dated December 29, 1997.
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, the
  registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                                      HEARTSTREAM, INC.
  
  
  
  
  
  Dated:  January 15, 1998            By:  /s/  Alan J. Levy
                                           ---------------------------
                                           Alan J. Levy
                                           President and Chief Executive Officer
  
  
                                        -2-
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text: SECURITIES AND EXCHANGE COMMISSION
  
                              Washington, D.C.  20549
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                       Pursuant to Section 13 or 15(d) of the
                          Securities Exchange Act of 1934
  
        Date of Report (Date of earliest event reported):  December 29, 1997
  
                                 HEARTSTREAM, INC.
               (Exact name of registrant as specified in its charter)
  
                                      DELAWARE
                   (State or other jurisdiction of incorporation)
  
              27330                                 91-1577477
       (Commission File. No.)           (IRS Employer Identification No.)
  
                             2401 4th Avenue, Suite 300
                             Seattle, Washington  98121
               (Address of principal executive offices and zip code)
  
        Registrant's telephone number, including area code:  (206) 443-7630
  
                          ------------------------------
  Item 5.  Other Events.
  
       On December 29, 1997, Heartstream, Inc., a Delaware corporation (the
  "Company"), announced the execution of an Agreement and Plan of Reorganization
  dated as of December 29, 1997, among Hewlett-Packard Company, a California
  corporation ("HP"), Whistler Acquisition Corporation, a Delaware corporation
  ("Merger Sub"), and the Company (the "Reorganization Agreement").  The
  Reorganization Agreement contemplates that, subject to the satisfaction of
  certain conditions set forth therein, including the approval and adoption of
  the Reorganization Agreement by the requisite vote of the Company's
  stockholders, Merger Sub will be merged into the Company. As a result of the
  merger of Merger Sub into the Company (the "Merger"), the Company would become
  a wholly-owned subsidiary of HP. Pursuant to the Reorganization Agreement,
  each outstanding share of the Company's common stock would be exchanged for
  that number of shares of the common stock of HP determined by dividing $11.00
  by the average closing price of HP common stock for the five trading days
  ending on the trading day before the closing of the Merger (the "HP Common
  Stock"), and, immediately prior to the effective time of the Merger, all
  outstanding options to purchase common stock of the Company would become fully
  vested and exercisable. The Merger is intended to be a tax-free reorganization
  under the Internal Revenue Code of 1986, as amended.
   
       On December 29, 1997, the Company and HP issued a joint press release
  relating to the execution of the Reorganization Agreement.  A copy of the press
  release is attached hereto as Exhibit 99.1 and is incorporated herein by
  reference.
  
       A registration statement relating to the HP Common Stock has not yet been
  filed with the Securities and Exchange Commission ("SEC"), nor has a proxy
  statement relating to a vote of the Company's stockholders on the Merger been
  filed with the SEC.  The HP Common Stock may not be offered, nor may offers to
  acquire such stock be accepted, prior to the time such registration statement
  becomes effective.  This report shall not constitute an offer to sell or the
  solicitation of any offer to buy any HP Common Stock or any other security, and
  shall not constitute the solicitation of any vote with respect to the Merger.
  
  Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
  
  Exhibit No.  Description
  -----------  -----------
  
     99.1      Joint Press Release of Hewlett-Packard Company and Heartstream,
               Inc. dated December 29, 1997.
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, the
  registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                                      HEARTSTREAM, INC.
  
  Dated:  January 15, 1998            By:  /s/  Alan J. Levy
                                           ---------------------------
                                           Alan J. Levy
                                           President and Chief Executive Officer
  
                                        -2-