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                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549
                      ----------------------------------
                                   FORM T-1

        STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939
                OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of a trustee Pursuant to 
Section 305(b) ____

                        BANK OF MONTREAL TRUST COMPANY
              (Exact name of trustee as specified in its charter)

              New York                                          13-4941093
(Jurisdiction of incorporation or organization               (I.R.S. employer
    if not a US national bank)                              identification no.)

   88 Pine Street, Wall Street Plaza
         New York, New York                                         10005
(Address of principal executive offices)                          (Zip code)

                              Mark F. McLaughlin
                        Bank of Montreal Trust Company
            88 Pine Street , Wall Street Plaza, New York, NY  10005
                                (212) 701-7602
           (Name, address and telephone number of agent for service)
                    --------------------------------------

                              UNISYS CORPORATION
              (Exact name of obligor as specified in its charter)

          Delaware                                              38-0387840
(State or other jurisdiction of                             (I.R.S. employer
 incorporation or organization)                         identification number)



                     Township Line and Union Meeting Roads
                                 P.O. Box 500
                             Blue Bell, PA  19424
                    (Address of principal executive offices)
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                               Senior Debentures  
                      (Title of the indenture securities)

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                                           - 2 -


ITEM 1.     GENERAL INFORMATION.

Furnish the following information as to the trustee:


(a) Name and address of each examining or supervising authority to which
    it is subject.

                     Federal Reserve Bank of New York
                     33 Liberty Street, New York NY 10045

                     State of New York Banking Department
                     2 Rector Street, New York, NY 10006

(b) Whether it is authorized to exercise corporate trust powers.

    The Trustee is authorized to exercise corporate trust powers.

ITEM 2.     AFFILIATIONS WITH THE OBLIGOR.

If the obligor is an affiliate of the trustee, describe each such affiliation.

    The obligor is not an affiliate of the trustee.

ITEM 16.    LIST OF EXHIBITS.

List below all exhibits filed as part of this statement of eligibility.

1. Copy of Organization Certificate of Bank of Montreal Trust Company to 
    transact business and exercise corporate trust powers; incorporated herein 
    by reference as Exhibit "A" filed with Form T-1 Statement, Registration No. 
    33-46118. 

2.  Copy of the existing By-Laws of Bank of Montreal Trust Company; 
    incorporated herein by reference as Exhibit "B" filed with Form T-1 
    Statement, Registration No. 33-80928.

3.  The consent of the Trustee required by Section 321(b) of the Act; 
    incorporated herein by reference as Exhibit "C" with Form T-1 
    Statement, Registration No. 33-46118.

4.  A copy of the latest report of condition of Bank of Montreal Trust 
    Company published pursuant to law or the requirements of its 
    supervising or examining authority, attached hereto as Exhibit "D".

                                    SIGNATURE

         Pursuant to the requirements of the Trust Indenture Act of 1939 the 
Trustee, Bank of Montreal Trust Company, a corporation organized and existing 
under the laws of the State of New York, has duly caused this statement of 
eligibility to be signed on its behalf by the undersigned, thereunto duly 
authorized, all in the City of New York, and State of New York, on the 27th day 
of April, 1998.

                        BANK OF MONTREAL TRUST COMPANY



                            By /s/ Therese Gaballah              
                               --------------------
                                   Therese Gaballah
                                   Vice President



                                                                  EXHIBIT D

                            STATEMENT OF CONDITION
                        BANK OF MONTREAL TRUST COMPANY
                                   NEW YORK

ASSETS

Due From Banks                                               $   528,979
                                                              ----------

Investment Securities:
     State & Municipal                                        17,085,290
     Other                                                           100
                                                              ----------
           Total Securities                                   17,085,390
                                                                        

Loans and Advances
     Federal Funds Sold                                        4,400,000
     Overdrafts                                                   10,000
                                                               ---------
           Total Loans and Advances                            4,410,000
                                                               ---------

Investment in Harris Trust, NY                                 8,509,571
Premises and Equipment                                           288,644
Other Assets                                                   2,965,076
                                                              ----------
                                                              11,763,291
                                                              ----------

           TOTAL ASSETS                                      $33,787,660
                                                             ===========

LIABILITIES

Trust Deposits                                               $ 8,680,937
Other Liabilities                                                824,388
                                                               ---------
            TOTAL LIABILITIES                                  9,505,325
                                                               ---------

CAPITAL ACCOUNTS

Capital Stock, Authorized, Issued and
     Fully Paid - 10,000 Shares of $100 Each                   1,000,000
Surplus                                                        4,222,188
Retained Earnings                                             19,048,815
Equity - Municipal Gain/Loss                                      11,332
                                                              ----------
            TOTAL CAPITAL ACCOUNTS                            24,282,335
                                                              -----------

            TOTAL LIABILITIES 
            AND CAPITAL ACCOUNTS                             $33,787,660
                                                             ===========

     I, Mark F. McLaughlin, Vice President, of the above-named bank do hereby
declare that this Report of Condition is true and correct to the best of my
knowledge and belief.

                               Mark F. McLaughlin
                               December 31, 1997

     We, the undersigned directors, attest to the correctness of this statement
of resources and liabilities.  We declared that it has been examined by us,
and to the best of our knowledge and belief has been prepared in conformance
with the instructions and is true and correct.

                                  Sanjiv Tandon
                                 Kevin O. Healey
                               Steven R. Rothbloom