UNITED STATES 
	                  SECURITIES AND EXCHANGE COMMISSION 
	                        Washington, D.C.  20549 

	                           F O R M  1 0 - Q 

	            QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) 
	                 OF THE SECURITIES EXCHANGE ACT OF 1934 

	                 FOR THE QUARTER ENDED SEPTEMBER 30, 1995 


	                                 1-2360 
                               ______________________ 
	                      (Commission file number) 

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


	           New York                         13-0871985 
	  ______________________      __________________________________ 
	 (State of incorporation)    (IRS employer identification number) 


	             Armonk, New York                          10504 
	   ______________________________________             ________ 
	  (Address of principal executive offices)           (Zip Code) 


	                                914-765-1900 
	                      _____________________________ 
	                     (Registrant's telephone number) 

	   The registrant has 558,315,105 shares of common stock outstanding 
	 at September 30, 1995. 

	   Indicate by check mark whether the registrant (1) has filed all reports 
	 required to be filed by Section l3 or l5(d) of the Securities Exchange Act 
	 of 1934 during the preceding l2 months (or for such shorter period that the 
	 registrant was required to file such reports), and (2) has been subject to 
	 such filing requirements for the past 90 days. 

	 YES    X      NO 
	     ________     ________. 


	                               INDEX 
                                       _____ 
	                                                                      Page 
	                                                                      ____ 
                                                                           
	 Part I - Financial Information: 

	    Item 1. Consolidated Financial Statements 

	       Consolidated Statement of Operations for the three and nine 
	         months ended September 30, 1995 and 1994  . . . . . . . . . .  1 

	       Consolidated Statement of Financial Position at 
	         September 30, 1995 and December 31, 1994  . . . . . . . . . .  2 

	       Consolidated Statement of Cash Flows for the nine months 
	         ended September 30, 1995 and 1994 . . . . . . . . . . . . . .  4 

	       Notes to Consolidated Financial Statements  . . . . . . . . . .  5 

	    Item 2.  Management's Discussion and Analysis of 
	               Results of Operations and Financial Condition . . . . .  7 

	 Part II - Other Information . . . . . . . . . . . . . . . . . . . . . 16 






	 ITEM 1.             INTERNATIONAL BUSINESS MACHINES CORPORATION 
	                             AND SUBSIDIARY COMPANIES 
	                CONSOLIDATED STATEMENT OF OPERATIONS - (UNAUDITED) 


	 (Dollars in millions)                Three Months Ended        Nine Months Ended 
	                                         September 30             September 30 
	                                     ___________________     ____________________ 
	                                       1995      1994          1995        1994 
	 Revenue:                            ________   ________     ________    ________ 
                                                                           
	    Hardware sales                   $  7,745   $  7,753     $ 24,131    $ 21,716 
	    Software                            3,134      2,755        9,079       8,065 
	    Services                            3,133      2,306        8,619       6,434 
	    Maintenance                         1,849      1,813        5,547       5,377 
	    Rentals and financing                 893        804        2,644       2,564 
	                                     ________   ________     ________      ______ 
	 Total revenue                         16,754     15,431       50,020      44,156 

	 Cost: 
	    Hardware sales                      4,952      5,130       14,938      14,647 
	    Software                            1,078      1,041        3,149       3,322 
	    Services                            2,501      1,866        6,860       5,266 
	    Maintenance                           911        925        2,679       2,701 
	    Rentals and financing                 391        315        1,178       1,022 
	                                     ________   ________     ________    ________ 
	 Total cost                             9,833      9,277       28,804      26,958 
	                                     ________   ________     ________    ________ 
	 Gross profit                           6,921      6,154       21,216      17,198 
	 Operating expenses: 
	    Selling, general and 
	     administrative                     3,858      3,885       11,374      10,969 
	    Research, development and 
	     engineering                        1,035      1,053        2,922       3,245 
	    Purchased incomplete software 
	     technology                         1,840         --        1,840          --
	                                     ________   ________     ________    ________ 
	 Total operating expenses               6,733      4,938       16,136      14,214 

	 Operating income                         188      1,216        5,080       2,984 
	 Other income, principally interest       208        221          692       1,108 
	 Interest expense                         159        233          527       1,010 
	                                     ________   ________     ________    ________ 
	 Earnings before income taxes             237      1,204        5,245       3,082 
	 Income tax provision                     775        494        2,778       1,292 
	                                     ________   ________     ________    ________ 
	 Net (loss) earnings                     (538)       710        2,467       1,790 
	 Preferred stock dividends and              5         21           57          63 
	  transaction costs                  ________   ________     ________    ________ 

	 Net (loss) earnings applicable to 
	  common shareholders                $   (543)  $    689     $  2,410    $  1,727 
	                                     ========   ========     ========    ======== 
	 Net (loss) earnings per share 
	  of common stock                    $   (.96)  $   1.18     $   4.19    $   2.96 

	 Average number of common shares 
	  outstanding (millions)                564.6      586.3        575.1       584.1 

	 Cash dividends per common share     $    .25   $    .25     $    .75    $    .75 

	 (The accompanying notes are an integral part of the financial statements.) 


                                         - 1 -


	                   INTERNATIONAL BUSINESS MACHINES CORPORATION 
	                           AND SUBSIDIARY COMPANIES 
	                   CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
	                                 (UNAUDITED) 

	                                   ASSETS 


	                                                      At September 30  At December 31 
	 (Dollars in millions)                                      1995            1994 
	                                                      _______________  ______________ 
                                                                                    
	 Current assets: 

	   Cash                                                 $   1,259       $  1,240 

	   Cash equivalents                                         5,181          6,682 

	   Marketable securities - at cost, which 
	     approximates market                                      511          2,632 

	   Notes and accounts receivable -
	     net of allowances                                     14,710         15,182 

	   Sales-type leases receivable                             6,018          6,351 

	   Inventories, at lower of average cost or market 
	     Finished goods                                         1,487          1,442 
	     Work in process                                        4,975          4,636 
	     Raw materials                                             58            256 
	                                                         ________       ________ 
	   Total inventories                                        6,520          6,334 

	   Prepaid expenses and other current assets                3,443          2,917 
	                                                         ________       ________ 

	 Total current assets                                      37,642         41,338 


	 Plant, rental machines and other property                 44,476         44,820 
	   Less: Accumulated depreciation                          28,043         28,156 
	                                                         ________       ________ 
	 Plant, rental machines and other property - net           16,433         16,664 

	 Software, less accumulated 
	   amortization (1995, $11,027; 1994, $10,793)              2,740          2,963 

	 Investments and sundry assets                             20,687         20,126 

	 Total assets                                            $ 77,502       $ 81,091 
	                                                         ========       ======== 

                                           - 2 -





	                   INTERNATIONAL BUSINESS MACHINES CORPORATION 
	                           AND SUBSIDIARY COMPANIES 
	                   CONSOLIDATED STATEMENT OF FINANCIAL POSITION - (CONTINUED)
	                                 (UNAUDITED) 

	                       LIABILITIES AND STOCKHOLDERS' EQUITY 

	                                                      At September 30  At December 31 
	 (Dollars in millions)                                      1995            1994 
	                                                      _______________  ______________ 
	 Current liabilities: 
                                                                               
	   Taxes                                                 $  2,807        $  1,771 

	   Accounts payable and accruals                           15,133          17,885 

	   Short-term debt                                         11,076           9,570 
	                                                         ________        ________ 

	 Total current liabilities                                 29,016          29,226 


	 Long-term debt                                            10,436          12,548 

	 Other liabilities                                         14,245          14,023 

	 Deferred income taxes                                      1,682           1,881 

	 Contingent common stock repurchase commitment                459              --

	 Stockholders' equity: 
	   Preferred stock - par value $.01 per share                 253           1,081 
	     Shares authorized:    150,000,000 
	     Shares issued: 1995 -   2,610,711 
	                    1994 -  11,145,000 

	   Common stock - par value $1.25 per share                 7,024           7,342 
	     Shares authorized:    750,000,000 
	     Shares issued: 1995 - 569,437,286 
	                    1994 - 588,180,244 

	   Retained earnings                                       12,343          12,352 

	   Translation and other adjustments                        3,184           2,672 

	   Treasury stock, at cost                                 (1,140)            (34) 
	     Shares:  1995 - 11,122,181 
	              1994 -    469,500                          ________        ________ 

	 Total stockholders' equity                                21,664          23,413 
	                                                         ________        ________ 
	 Total liabilities and stockholders' equity              $ 77,502        $ 81,091 
	                                                         ========        ======== 

	 (The accompanying notes are an integral part of the financial statements.) 




                                        - 3 -


	                        INTERNATIONAL BUSINESS MACHINES CORPORATION 
	                                 AND SUBSIDIARY COMPANIES 
	                           CONSOLIDATED STATEMENT OF CASH FLOWS 
	                            FOR THE NINE MONTHS ENDED SEPTEMBER 30: 
	                                       (UNAUDITED) 


	 (Dollars in millions)                                     1995          1994* 
	                                                         ________      ________ 
                                                                             
	 Cash flow from operating activities: 
	   Net earnings                                          $  2,467       $ 1,790 
	   Adjustments to reconcile net earnings to cash 
	    provided from operating activities: 

	   Effect of restructuring charges                         (1,721)       (1,976) 
	   Depreciation                                             2,887         3,223 
	   Amortization of software                                 1,185         1,604 
	   Changes in operating assets and liabilities                331         4,441 
	   (Gain) on disposition of investment assets                (124)         (501) 
	   Acquisition of Lotus incomplete software technology      1,840            --
	                                                          _______       _______ 
	     Net cash provided from operating activities            6,865         8,581 
	                                                          _______       _______ 
	 Cash flow from investing activities: 
	   Payments for plant, rental machines 
	     and other property, net of proceeds                   (1,886)       (1,262) 
	   Investment in software                                    (652)         (958) 
	   Purchases of marketable securities and 
	     other investments                                       (860)       (2,442) 
	   Acquisition of Lotus Development Corp. - net            (2,875)           --
	   Proceeds from marketable securities and 
	     other investments                                      2,789         2,193 
	   Proceeds from sale of Federal Systems Company               --         1,503 
	                                                          _______       _______ 
	     Net cash (used in) investing activities               (3,484)         (966) 
	                                                          _______       _______ 

	 Cash flow from financing activities: 
	   Proceeds from new debt                                   4,294         4,315 
	   Payments to settle debt                                 (6,729)       (6,891) 
	   Short-term borrowings less 
	    than 90 days - net                                      1,756        (1,383) 
	   Preferred stock transactions - net                        (854)           --
	   Common stock transactions - net                         (3,021)          292 
	   Cash dividends paid                                       (448)         (492) 
	                                                          _______       _______ 
	     Net cash (used in) financing activities               (5,002)       (4,159) 
	                                                          _______       _______ 
	 Effect of exchange rate changes 
	   on cash and cash equivalents                               139             5 
	                                                          _______       _______ 
	 Net change in cash and cash equivalents                   (1,482)        3,461 

	 Cash and cash equivalents at January 1                     7,922         5,861 
	                                                          _______       _______ 
	 Cash and cash equivalents at September 30                $ 6,440       $ 9,322 
	                                                          =======       ======= 
	 * Reclassified to conform with 1995 presentation. 

	  (The accompanying notes are an integral part of the financial statements.) 


                                         - 4 -



	 Notes to Consolidated Financial Statements 
         ------------------------------------------

	 1.  In the opinion of management of International Business Machines 
	 Corporation (the company), all adjustments necessary to a fair 
	 statement of the results for the unaudited three and nine month 
	 periods have been made.  In addition to the adjustments for normal 
	 recurring accruals, the company recorded charges in the third quarter 
	 of 1995 of approximately $1.8 billion, associated with the purchase of
	 incomplete software technology, as a result of the company's recent 
	 acquisition of the Lotus Development Corp.  In the first quarter 
	 of 1994, the company recorded charges of $.3 billion for software 
	 writedowns and an after-tax gain of $248 million for the sale of its 
	 Federal Systems Company (FSC). 

	 2.  (Loss) earnings per share amounts were computed by dividing 
	 (loss) earnings after deduction of preferred stock dividends by 
	 the average number of common shares outstanding. 

	 3.  The translation and other adjustments line of stockholders' equity
	 includes equity translation adjustments of $3,190 million at September
         30, 1995, and $2,672 million at December 31, 1994. 

	 4.  The Consolidated Statement of Financial Position at September 30, 
	 1995 includes balances relative to restructuring programs of 
	 approximately $.2 billion in accounts payable and accruals, and $.5 
         billion in plant, rental machines and other property.  At December 31,
         1994, the approximate restructuring balances were $1.3 billion in 
         accounts payable and accruals, $.1 billion in other liabilities, and 
         $.9 billion in plant, rental machines and other property.  The 
         company anticipates that these restructuring reserve balances will be 
         fully utilized by December 31, 1995. 

	 5.  On July 5, 1995 the company acquired all outstanding shares of 
	 Lotus Development Corp. for approximately $3.2 billion in a 
         transaction which has been accounted for under the purchase method.  
         The company considers Lotus to be an applications-enabling software 
         company engaged in high growth segments of the software market. 
	 A key element of the acquisition is the company's perception of the 
	 value of Lotus's Notes technology.  This technology when fully 
         developed can position the company as a leader in the workgroup 
         computing market.

	 Although Notes is a leading client-server based workgroup computing 
	 technology, it is the company's belief that it is not technologically 
	 advanced enough and that substantial development will be required to 
	 complete the software technology to meet the company's strategic goals.

	 In view of the preceding, it is believed that the acquisition of Lotus
	 provides the company with an opportunity to successfully advance 
	 workgroup technology from local area network environments to the 
	 enterprise-wide environments. 

	 The company engaged a nationally recognized, independent appraisal firm
	 to express an opinion on the fair market value of the assets acquired 
	 to serve as a basis for allocation of the purchase price to the various
	 classes of assets. 

                                          - 5 -


	 Notes to Consolidated Financial Statements - (continued) 
         --------------------------------------------------------

	 The appraisal included both tangible and identifiable intangible 
         assets, as well as software technology.  The company allocated 
	 the total purchase price and increased deferred tax liabilities by 
	 $305 million relating to the increased valuation of the assets 
         acquired as follows: 

	                                       $ Millions 
	                                       __________ 

	     Tangible Net Assets               $      305 
	     Identifiable Intangible Assets           542 
	     Current Software Products                290 
	     Software Technology Under 
	      Development                           1,840 
	     Goodwill                                 564 
	     Deferred Tax Liabilities                (305) 
	                                       __________ 

	                                       $    3,236 

	 The tangible net assets consist primarily of cash, accounts 
	 receivable, land, buildings, leasehold improvements, and other 
	 personal property.  The identifiable intangible assets consist of 
	 trademarks ($369 million), assembled work force ($90 million), 
	 employee agreements ($78 million), and leasehold interests 
         ($5 million). The identifiable intangible assets and goodwill will 
         be amortized on a straight-line basis over a five year period. 

	 The software technology valuation was accomplished through the 
	 application of an income approach.  Projected debt-free income, 
	 revenue net of provision for operating expenses, income taxes and 
	 returns on requisite assets were discounted to a present value.  This 
	 approach was used for each of the Lotus product lines.  Software 
	 technology was divided into two categories: 

	     -  Current software products 
	     -  Software technology under development 


	 Current software products included: 

	     -  "Current products" representing  products currently  in the 
                 market-place as of the acquisition date. 

	     -  "In development-complete" for  products still in development 
                 stage and technologically feasible. 

	 The fair market value of the purchased current software products was 
	 determined to be $290 million.  This amount was recorded as an asset 
         and is being amortized on a straight-line basis over two years. 


                                        - 6 -


	 Notes to Consolidated Financial Statements - (continued): 
         ---------------------------------------------------------

	 Software technology under development included the value of products 
	 still in the development stage and not considered to have reached 
	 technological feasibility stage. 

	 As a result of the valuation, the fair market value of the 
	 software technology under development was determined to be $1,840 
	 million.  In accordance with applicable accounting rules, this amount 
	 was expensed upon acquisition in the third quarter of 1995. 

	 6.  The company has outstanding put options on 4,750,000 shares of its
	 common stock, exercisable on specific dates in 1995, giving other 
         parties the right to sell shares of IBM common stock to the company at
	 contractually specified prices.  The contingent common stock repurchase
	 commitment account represents the amount the company would be obligated
	 to pay if all put options were exercised. 

	 7.  A supplemental Consolidated Statement of Operations schedule has 
         been provided for informational purposes only, to exclude the effects 
         of the charge associated with the Lotus Development Corp. acquisition 
         in the third quarter of 1995, and the FSC sale and software writedowns
         recorded in the first quarter of 1994.  This supplemental statement is
         shown in exhibit 99 on page 19.  This information is presented 
         voluntarily and is provided solely to assist in understanding the 
         effects of these items on the Consolidated Statement of Operations. 

	 8.  Subsequent Event:  On October 25, 1995, the company issued 
	 $600 million of 7% debentures due October 30, 2025, and $150 million 
	 7% debentures due October 30, 2045.  The net proceeds from the sale of
	 debentures will be used for general corporate purposes. 

	 ITEM 2. 

	                   MANAGEMENT'S DISCUSSION AND ANALYSIS 
	             OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION 
	             FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 

	     The company's third-quarter results showed revenue, earnings 
	 and earnings per share improvement over the third quarter of 1994, 
	 when the one-time charge of approximately $1.8 billion associated 
	 with the company's recent acquisition of the Lotus Development Corp. is
	 excluded.  Hardware sales revenue was disappointing in the third 
	 quarter, largely due to supply imbalances in System/390 servers and 
	 high-end storage products.  The overall gross profit margin was 41.3 
	 percent and the balance sheet remained strong.  Total expenses, 
         excluding the Lotus charge, declined 2 percent in the third quarter 
         compared with the same period of last year.  The company stated that 
         its ongoing expense reduction and resource-balancing programs will 
         include additional, limited work force reduction in some business 
         units in the fourth quarter, primarily in overhead areas.  
         Consolidations of leased space and related actions will also continue.
         These actions are expected to result in a charge of about $800 million,
         which will be included in the company's fourth-quarter results. 

                                        - 7 -


	 Results of Operations 
         ---------------------


	 (Dollars in millions)          Three Months Ended       Nine Months Ended 
	                                   September 30            September 30 
	                               ___________________     ____________________ 
	                                 1995       1994         1995        1994 
	                               ________   ________     ________    ________ 
                                                               
	 Revenue                       $ 16,754   $ 15,431     $ 50,020    $ 44,156 
	 Cost                             9,833      9,277       28,804      26,958 
	                               ________   ________     ________    ________ 
	 Gross profit                  $  6,921  $   6,154     $ 21,216     $17,198 
	 Gross profit margin               41.3%      39.9%        42.4%       38.9% 
	 Net (loss) earnings           $   (538) $     710     $  2,467     $ 1,790 


	     The company recorded a third quarter 1995 loss of $.96 per common 
	 share, compared with earnings of $1.18 per common share, in the third 
	 quarter of last year.  The third quarter 1995 results include a 
         one-time charge of approximately $1.8 billion associated with the 
         company's recent acquisition of the Lotus Development Corp.  Excluding
         this charge, third-quarter 1995 earnings were $1.3 billion, or $2.30 
         per common share.  Total revenue increased 8.6 percent over the same 
	 period of 1994 to $16.8 billion.  The average number of common shares 
	 outstanding for the period was 564.6 million in 1995 versus 586.3 
         million in 1994. 

	     Net earnings for the nine months ended September 30, 1995, were 
	 $4.19 per common share, compared with earnings of $2.96 in the first 
	 nine months of 1994.  The results include a one-time charge of 
	 approximately $1.8 billion associated with the Lotus acquisition and
         the 1994 results include an after-tax gain of $248 million from the 
         sale of FSC and an after tax writedown of $192 million relating to a 
         change in software amortization periods.  Excluding these items, the 
         company's adjusted earnings per common share were $7.39 for the first 
         nine months of 1995 versus $2.86 per common share for the comparable 
         1994 period.  Total revenue for the nine months ended September 30, 
         1995 was up 13.3 percent from the prior year.  The average number of 
         common shares outstanding for the period was 575.1 million in 1995 
         versus 584.1 million in 1994. 

	     Revenue increased in all geographic areas in the third quarter 
	 compared with the same period of last year.  Revenue from the United 
	 States totaled $6.5 billion, up 8.5 percent from the same period last 
	 year.  Revenue from Europe/Middle East/Africa totaled $5.6 billion, up
	 5.7 percent year-over-year, while Asia Pacific revenue was $3.3 
         billion, an increase of 14.0 percent.  Revenue from Latin America was 
	 $725 million, up 8.7 percent, while revenue from Canada grew 9.6 
         percent to $694 million, when compared with the same period of 1994. 

	     Currency had about a 3 percentage point favorable impact on 
         revenue results in the third quarter.  This compares with a 6 
         percentage point positive impact in the first quarter of 1995 and a 7 
         percentage point positive effect in the second quarter of this year. 

                                        - 8 -


	 Results of Operations - (continued) 
         -----------------------------------


	 Hardware Sales 

	 (Dollars in millions)          Three Months Ended      Nine Months Ended 
	                                   September 30           September 30 
	                               ___________________     ___________________ 
	                                 1995       1994         1995       1994 
	                               ________   ________     ________   ________ 
                                                                    
	 Total revenue                 $  7,745   $  7,753     $ 24,131  $  21,716 
	 Total cost                       4,952      5,130       14,938     14,647 
	                               ________   ________     ________   ________ 
	 Gross profit                  $  2,793   $  2,623     $  9,193   $  7,069 
	 Gross profit margin               36.1%      33.8%        38.1%      32.6%


	      Revenue from hardware sales for the third quarter of 1995 was 
	 comparable to the same period of 1994.  Revenue from hardware sales  
         for the first nine months of 1995 increased 11.1 percent over the 
         comparable period in 1994.  The third quarter and first nine-months 
         revenue had a benefit of about 2 points and 5 points, respectively, 
         from currency in 1995. 

	      The hardware sales in the third quarter were affected 
	 by lower System/390* revenue, as a result of ongoing price 
	 reductions, as well as supply shortages for CMOS models and lower 
	 AS/400* revenue due to product transitions.  These decreases were 
         offset by increased revenue for RISC/6000* products, personal computers
         and storage products.  Storage products revenue grew primarily as a 
         result of strong growth in low-end Original Equipment Manufacturer
         (OEM) products, offset by a decline in high-end storage products, 
         which was attributable to supply shortages for RAMAC products. 

	     The hardware sales revenue increase for the first nine months of 
         1995, versus 1994, was driven by growth in RISC/6000 products, AS/400,
         personal computers and storage products, offset by a slight decline in
         System/390 revenue. 

	     Hardware sales gross profit dollars for the third quarter and first
	 nine months of 1995 increased 6.5 percent and 30.0 percent, 
	 respectively, over comparable periods of 1994.  The increase 
	 in third-quarter 1995 versus 1994 gross profit dollars and margin 
	 was driven by improved margins in personal computers, OEM 
	 products and RISC/6000 products, offset by lower margins on high-end 
         storage products.  The increase in gross profit dollars and margin 
         for the first nine months of 1995 versus 1994 was a result of 
         improved margins in personal computers, RISC/6000 products, System/390
         and OEM, offset by lower high-end storage margins. The increases were 
         driven by cost improvements as a result of prior restructuring actions,
         reengineering activities and increased revenue growth in key product 
         areas.  Although margins increased, they continue to be affected by 
         competitive pricing pressures on high-end products and personal 
         computers. 

                                        - 9 -


	 Results of Operations - (continued) 
         -----------------------------------

	 Software 



	 (Dollars in millions)          Three Months Ended      Nine Months Ended 
	                                   September 30           September 30 
	                               ____________________    ___________________ 
	                                 1995        1994        1995        1994 
	                               ________    ________    ________   ________ 
                                                                    
	 Total revenue                 $  3,134    $  2,755    $  9,079   $  8,065 
	 Total cost                       1,078       1,041       3,149      3,322 
	                               ________    ________    ________   ________ 
	 Gross profit                  $  2,056    $  1,714    $  5,930   $  4,743 
	 Gross profit margin               65.5%       62.2%       65.3%      58.8% 


	     Revenue from software for the third quarter and first nine months 
         of 1995 increased 13.7 percent and 12.6 percent, respectively, over 
         comparable periods in 1994.  The third-quarter and year-to-date 
         increases in revenue were primarily driven by the Lotus results being
         included in the company's third quarter 1995 results for the first 
         time.  In addition, the third quarter and nine-month results had a 
         benefit of about 3 points and 6 points, respectively, from currency 
         in 1995. 

	     Software gross profit for the third quarter and first nine months 
         of 1995 increased 20.0 percent and 25.0 percent, respectively, when 
	 compared to the same periods in 1994.  The 1994 nine-month gross profit
	 dollars and gross profit margin were affected by the accounting charges
	 related to the software amortization change implemented in the first 
	 quarter of 1994.  Excluding the effects of this change, 1995 gross 
	 profit dollars would have increased 17.7 percent and the gross profit 
	 margin would have increased 2.8 points from the first nine months of 
	 1994. 

	 Services Other Than Maintenance 
         -------------------------------


	 (Dollars in millions)          Three Months Ended      Nine Months Ended 
	                                   September 30           September 30 
	                               ___________________     ___________________ 
	                                 1995       1994         1995       1994 
	                               ________   ________     ________   ________ 
                                                                    
	 Total revenue                 $  3,133   $  2,306     $  8,619   $  6,434 
	 Total cost                       2,501      1,866        6,860      5,266 
	                               ________   ________     ________   ________ 
	 Gross profit                  $    632   $    440     $  1,759   $  1,168 
	 Gross profit margin               20.2%      19.1%        20.4%      18.2% 


                                        - 10 -


	 Results of Operations - (continued) 
         -----------------------------------

	     Services revenue increased 35.9 percent and 34.0 percent, 
	 respectively, in the third quarter and first nine months of 1995, when
	 compared to the same periods of last year.  Services revenue benefited
	 by about 4 points and 6 points, respectively, from currency in the 
	 third quarter and first nine months of 1995. The revenue increases were
	 primarily driven by continued growth in managed operations for both 
	 system and networking activity, as well as availability services and 
	 systems integration. 

	     Services gross profit dollars increased in the third quarter and 
	 first nine months of 1995, 43.6 percent and 50.6 percent, respectively,
	 when compared to year-ago periods. 

	 Maintenance 



	 (Dollars in millions)          Three Months Ended      Nine Months Ended 
	                                   September 30            September 30 
	                               ___________________     ____________________ 
	                                 1995       1994         1995        1994 
	                               ________   ________     ________    ________ 
                                                               
	 Total revenue                 $  1,849   $  1,813     $  5,547    $  5,377 
	 Total cost                         911        925        2,679       2,701 
	                               ________   ________     ________    ________ 
	 Gross profit                  $    938   $    888     $  2,868    $  2,676 
	 Gross profit margin               50.7%      49.0%        51.7%       49.8% 


	     Maintenance revenue for the third quarter and first nine months of
	 1995 increased 2.0 percent and 3.2 percent, respectively, over 
	 comparable periods in 1994.  The third quarter and nine-months revenue
	 had a benefit of about 3 points and 6 points, respectively, from 
	 currency in 1995.  Maintenance revenue continues to be affected by the
	 competitive environment and resulting pricing pressures on maintenance
	 offerings.  Maintenance gross profit dollars increased 5.6 percent and
	 7.2 percent, respectively, in the third quarter and first nine months 
	 of 1995, when compared to the same periods of 1994. 

	 Rentals and Financing 



	 (Dollars in millions)          Three Months Ended       Nine Months Ended 
	                                   September 30             September 30 
	                               ___________________     ____________________ 
	                                 1995       1994         1995        1994 
	                               ________   ________     ________    ________ 
                                                                  
	 Total revenue                 $    893   $    804     $  2,644    $  2,564 
	 Total cost                         391        315        1,178       1,022 
	                               ________   ________     ________    ________ 
	 Gross profit                  $    502   $    489     $  1,466    $  1,542 
	 Gross profit margin               56.3%      60.8%        55.5%       60.1% 


                                        - 11 -



	 Results of Operations - (continued)
         -----------------------------------

	     Rentals and financing revenue increased 11.0 percent and 3.1 
	 percent, respectively, for the third quarter and first nine months of 
	 1995, when compared to the same periods of last year.  Rentals and 
	 financing revenue had a benefit of about 3 percent and 5 percent, 
	 respectively, from currency in the third quarter and first nine months
	 of 1995.  The 1995 results reflect a substantial increase in new 
	 financing originations versus 1994. 

	     Rentals and financing gross profit dollars increased 2.7 percent in
	 the third quarter of 1995 and declined 4.9 percent for the first nine 
	 months of 1995, when compared to the same periods of the prior year. 
	 The decrease for the nine months of 1995 is a reflection of declining 
	 prices on high-end products and the rental business over the past few 
	 years and to changing country mix. 

	 Expenses 



	 (Dollars in millions)          Three Months Ended       Nine Months Ended 
	                                   September 30             September 30 
	                               ___________________     ____________________ 
	                                 1995       1994         1995        1994 
	                               ________   ________     ________    ________ 
                                                                 
	 Selling, general and 
	    administrative             $  3,858   $  3,885     $ 11,374    $ 10,969 
	 Percentage of revenue             23.0%      25.2%        22.7%       24.8% 

	 Research, development and 
	    engineering                $  1,035   $  1,053     $  2,922    $  3,245 
	 Percentage of revenue              6.2%       6.8%         5.8%        7.3% 


	     Selling general and administrative expense decreased .7 percent in
	 the third quarter of 1995 and increased 3.7 percent for the first nine
	 months of 1995, when compared to the same periods of 1994.  Excluding
	 the effects of currency and the increased expenses due to the 
	 acquisition of Lotus in the third quarter of 1995, selling, general and
	 administrative expense would have decreased about 7 percent from 1994 
	 levels.  The first nine months results of 1994 included the gain from 
	 the sale of FSC.  Excluding the increased expenses from the date of the
	 Lotus acquisition and currency effects in 1995 and the FSC gain in 
         1994, selling general and administrative expense would have decreased 
         by about 3 percent. 

	     Research, development and engineering expense, which is primarily 
	 performed in the United States, decreased 1.7 percent and 9.9 
	 percent, respectively, for the third quarter and first nine months of 
	 1995, from comparable periods in 1994.  These decreases reflect the 
	 company's focus on productivity and expense controls. 

	     Incomplete software technology was a result of the $1.8 
	 billion charge taken in the third quarter of 1995 associated with the 
	 acquisition of Lotus. 

                                        - 12 -


	 Results of Operations - (continued) 
         -----------------------------------

	     Other income, principally interest and interest expense, decreased
	 from 1994 first-nine-month levels due primarily to the switch to the 
	 REAL currency in Brazil in July, 1994.  This change reduced the 
	 company's interest income and interest expense, as well as the exchange
	 gains and losses associated with local currency cash deposits and 
	 borrowings, which are a component of selling, general and 
         administrative expense. 

	     Interest on total borrowings of the company and its subsidiaries, 
	 which includes interest expense and interest costs associated with 
	 rentals and financing, amounted to $384 million and $1,186 million 
	 for the third quarter and first nine months of 1995, respectively. 
	 Of these amounts, $6 million for the third quarter and $16 million for
	 the first nine months were capitalized. 

	     The effective tax rate for the quarter ended September 30, 1995 was
	 326.6 percent, versus 41.0 percent for the same period of 1994.  The 
	 third quarter 1995 effective tax rate is impacted by the $1.8 billion 
	 charge associated with the acquisition of Lotus, which does not give 
	 rise to a tax benefit.  Excluding this item, the effective 
	 tax rate from operations would have been 37.3 percent.  The 3.7 point 
	 decrease in the effective tax rate from operation in 1995 versus 1994, 
	 was primarily the result of the mix of earnings and corresponding 
	 weighting of tax rates on a country-by-country basis. 

	     The effective tax rate for the first nine months of 1995 was 53.0 
	 percent, versus 41.9 percent for the same period in 1994.  Excluding 
	 the $1.8 billion Lotus charge, the effective tax rate from operations 
	 for the first nine months of 1995, would have been 39.2 percent.  The 
	 2.7 point decrease from the 1994 rate was a result of the same factors
	 that impacted the third quarter effective tax rate after adjusting for
	 the Lotus charge. 

	 Financial Condition 
         -------------------

	     The company's financial position at September 30, 1995 reflects a 
	 decrease in total assets of $3.6 billion from December 31, 1994, 
	 principally in cash, cash equivalents and marketable securities.  This
	 is primarily the result of expenditures of $4.1 billion for common and
	 preferred stock repurchases, $2.9 billion net cash for the acquisition
	 of the Lotus Development Corp., and $1.7 billion in restructuring 
	 payments related to restructuring charges incurred in prior periods, 
	 offset by improved net earnings. 

	 Working Capital 

	 (Dollars in millions)              At September 30     At December 31 
	                                         1995                1994 
	                                    _______________     ______________ 
	 Current assets                        $ 37,642            $ 41,338 
	 Current liabilities                     29,016              29,226 
	                                       ________            ________ 
	    Working capital                    $  8,626            $ 12,112 

                                        - 13 -


	 Financial Condition - (continued) 
         ---------------------------------

	     Total current assets declined $3.7 billion from year-end 1994 with
	 declines in cash, cash equivalents, and marketable securities of $3.6
	 billion and accounts receivable of $.8 billion, offset by increases of
	 $.2 billion in inventories and $.5 billion in prepaid expenses.  The
	 decrease in cash, cash equivalents and marketable securities results
	 primarily from the stock repurchases, restructuring payments, and Lotus
	 acquisition, offset by cash generated from operations; while the 
	 decrease in accounts receivable is due to improved accounts receivable
	 collections worldwide.  Inventories have generally increased to meet 
	 anticipated fourth quarter demand, and the increase in prepaid 
	 expense results primarily from the seasonal increase in deferred 
         account and prepaid activity from year-end levels. 

	     Total current liabilities declined $.2 billion from 
	 December 31, 1994, as accounts payable and accruals declined $2.7 
	 billion, offset by increases of $1.0 billion in taxes payable and 
	 $1.5 billion in short-term debt.  The decrease in accounts payable and
	 accruals relates to the normal seasonal decline in accounts payable 
	 from their year-end levels, as well as lower restructuring accrual 
	 balances resulting from the implementation of the company's 
	 restructuring programs.  The increase in taxes payable is driven by the
	 improvement in the company's operating results, while the increase in 
	 short-term debt is due largely to the reclassification of current 
	 maturities of long-term debt to short-term. 

	 Investments 

	     The company's capital expenditures for plant, rental machines and 
	 other property were approximately $2.9 billion for the nine months 
         ended September 30, 1995, an increase of approximately $.9 billion 
         from the comparable 1994 period, reflecting the company's continuing
         investment in high-growth advanced technology areas such as 
         microelectronics. 

	     In addition to software development expense included in research, 
	 development and engineering expense, the company capitalized $.7 
         billion of software costs during the nine months ended September 30, 
         1995, down $.2 billion from the amount capitalized in the 
	 comparable 1994 period.  Amortization of capitalized software costs 
	 amounted to $1.2 billion in the nine month period ended 
	 September 30, 1995, and $1.6 billion for the comparable 1994 period 
	 (including $.3 billion in accelerated amortization resulting from the 
	 software amortization change implemented in the first quarter of 1994).

	     Investments and sundry assets were $20.7 billion at 
	 September 30, 1995, an increase of $.6 billion from December 31, 1994, 
	 primarily the result of increases in non-current notes and accounts 
	 receivable, pension assets and the goodwill associated with the 
	 acquisition of the Lotus Development Corp., offset by declines in 
	 non-current sales-type leases, and deferred tax assets. 

	 Long-Term Debt and Equity 

	     Long-term debt was $10.4 billion at September 30, 1995, a decrease
	 of $2.1 billion from year-end 1994, due to the reclassification of 
	 current maturities of long-term debt to short-term.  Other non-current
	 liabilities at $14.2 billion increased $.2 billion from December 31, 
         1994, principally due to the impact of currency fluctuations on these 
         balances. 

                                        - 14 -


	 Financial Condition - (continued) 
         --------------------------------

	     Stockholders' equity declined from $23.4 billion at 
	 December 31, 1994, to $21.7 billion, primarily the result of the 
	 implementation of the stock repurchase programs announced in January 
         of 1995. 

	 Cash Flow 

	 (Dollars in millions)                       Nine Months Ended 
	                                                September 30 
	                                           _______________________ 
	                                             1995           1994 
	                                           ________       ________ 
	 Net cash provided from (used in): 
	    Operating activities                   $  6,865       $  8,581 
	    Investing activities                     (3,484)          (966) 
	    Financing activities                     (5,002)        (4,159) 
	 Effect of exchange rate changes 
	   on cash and cash equivalents                 139              5 
	                                           ________       ________ 

	 Net change in cash and cash equivalents   $ (1,482)      $  3,461 

	     For the nine months ended September 30, 1995, the company had an 
	 overall net decrease in cash and cash equivalents of $1.5 billion 
	 compared to a net increase of $3.5 billion for the same period in 1994.

	     Net cash provided from operating activities was $6.9 billion for 
         the nine months ended September 30, 1995, versus $8.6 billion in the 
	 comparable period of 1994.  Cash flows from operations for the 1995 
	 period reflect the improvement in net earnings, offset by a decline in
	 cash flows due to changes in operating assets and liabilities primarily
	 resulting from the significant improvement in accounts receivable 
	 collections in 1994. 

	     Net cash used in investing activities was $3.5 billion for the nine
	 month period ended September 30, 1995, compared to a $.8 billion net 
	 use of funds in the equivalent 1994 period.  The increase in funds 
	 utilized in investing activities is attributable to the company's 
	 acquisition of the Lotus Development Corp. in July of 1995, 
	 partially offset by cash inflows from the sale of marketable securities
	 during 1995.  In addition, the 1994 period is impacted by the 
	 proceeds from the sale of FSC. 

	     Net cash used in financing activities amounted to $5.0 billion for
	 the nine months ended September 30, 1995.  The increase of $1.0 
	 billion from the comparable 1994 period was principally the result 
	 of implementation of the company's preferred and common stock  
         repurchase programs, offset by higher levels of short-term borrowings.

	 Liquidity 

	     At September 30, 1995, the company had a net balance of $1.0 
         billion in assets under management from the securitization of lease 
         and trade receivables. 

	     On August 28, 1995, Moody's Investors Service upgraded its credit 
	 rating on the senior long-term debt of IBM and its rated subsidiaries 
	 to "A-1" from "A-3", and on IBM's preferred stock to "A-1" from 
         "Baa-1". 

                                        - 15 -


                              Part II - Other Information 
                              ---------------------------

	 ITEM 6 (a). Exhibits 
         --------------------

	 Exhibit Number 

	      11   Statement re: computation of per share earnings. 

	      99   Supplemental Consolidated Statement of Operations schedule. 


	 ITEM 6 (b).  Reports on Form 8-K 
         --------------------------------

	     No reports on Form 8-K were filed during the third quarter of 1995.

	                              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 thereunto duly authorized. 


	                       International Business Machines Corporation 
	                       ___________________________________________ 
	                                       (Registrant) 


	 Date: November 13, 1995 
	 _______________________ 



	                        By:        James M. Alic 
	                        ___________________________________________ 

	                                   James M. Alic 
	                             Vice President and Controller 

	 *  AS/400, System/390 and RISC/6000 are trademarks or registered 
	    trademarks of the International Business Machines Corporation. 

                                        - 16 -