UNITED STATES
                       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: July 17, 2002
                        (Date of earliest event reported)


                   INTERNATIONAL BUSINESS MACHINES CORPORATION
             (Exact name of registrant as specified in its charter)


       New York                     1-2360                    13-0871985
(State of Incorporation)    (Commission File Number)        (IRS employer
                                                            Identification No.)


                  ARMONK, NEW YORK                               10504
        (Address of principal executive offices)              (Zip Code)


                                  914-499-1900
                         (Registrant's telephone number)





Item 5.  Other Events

         The registrant's press release dated July 17, 2002, regarding its
financial results for the periods ended June 30, 2002, including unaudited
consolidated financial statements for the period ended June 30, 2002, is
Exhibit 99.1 of this Form 8-K.

         Exhibit 99.2 of this Form 8-K is IBM's Chief Financial Officer John R.
Joyce's second quarter earnings presentation to securities analysts on
Wednesday, July 17 , 2002.

         IBM's web site (www.ibm.com) contains a significant amount of
information about IBM, including financial and other information for investors
(www.ibm.com/investor/). IBM encourages investors to visit its various web sites
from time to time, as information is updated and new information is posted.



                                    SIGNATURE


         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.


Date:   July 17, 2002


                                          By:      /s/   Robert F. Woods
                                                 ------------------------------
                                                        (Robert F. Woods)
                                                 Vice President and Controller