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: August 28, 2002
                        (Date of earliest event reported)

             (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)

                         (Registrant's telephone number)

Item 5.  Other Events

    The company announced on June 4, 2002, the decision to sell its disk drive
operations to Hitachi, Ltd. which under generally accepted accounting principles
will be accounted for as a discontinued operation.

    The quarterly consolidated financial results for 2001 and the first
quarter of 2002 were previously filed on Form 8-K on July 9, 2002 to conform
with this accounting treatment. The company is publishing consolidated
financial earnings results for 2001 through 1997 in order to facilitate an
analysis by users of the company's financial statements under this format.
The financial results reported as discontinued operations include the
external original equipment manufacturer (OEM) hard disk drive business and
charges related to hard disk drives used in the company's e-server and
e-storage products that were recorded in the Technology segment. The
discontinued operations results do not reflect hard disk drive shipments to
IBM internal customers which are eliminated in the company's consolidated
financial results. These results are included in Exhibit 99.1 of this Form
8-K. In addition, the Computation of Ratio of Income from Continuing
Operations to Fixed Charges is also presented for the years 2001 through 1997
in Exhibit 99.2 of this Form 8-K.

Item 7. Financial Statements and Exhibits

    (c)   Exhibits

          99.1     Consolidated Financial Earnings Results 2001 through 1997.

          99.2     Computation of Ratio of Income from Continuing Operations to
                   Fixed Charges and Income from Continuing Operations to
                   Combined Fixed Charges and Preferred Stock Dividends 2001
                   through 1997.

   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.


     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: August 28, 2002

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