IBM CREDIT CORP
10-Q, 1998-11-13
FINANCE LESSORS
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 <PAGE> 1




             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549

                         FORM 10-Q

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

     For the quarterly period ended September 30, 1998

               Commission file number 1-8175
               _____________________________


                   IBM CREDIT CORPORATION
   _____________________________________________________
   (Exact name of registrant as specified in its charter)

         DELAWARE                           22-2351962
________________________        ___________________________________
(State of incorporation)        (IRS employer identification number)


       North Castle Drive, MS NCA-306                10504-1785
           Armonk, New York
______________________________________________        __________
(Address of principal executive offices)               (Zip Code)



Registrant's telephone number, including area code  914-765-1900
                                                    ____________

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period


                           - 1 -






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
                                                              ___     ___

As of October 31, 1998, 936 shares of capital stock, par value $1.00
per share, were held by International Business Machines Corporation.
Aggregate market value of the voting stock held by nonaffiliates
of the registrant at October 31, 1998:  NONE.


The registrant meets the conditions set forth in General Instruction H
(1)(a) and (b) of Form 10-Q and is therefore filing this Form with the
reduced disclosure format.



























































<PAGE> 2
                           INDEX
                           _____




Part I - Financial Information:
                                                                   Page
                                                                  ______

Item 1.   Financial Statements:


Consolidated Statement of Financial Position
      at September 30, 1998 and December 31, 1997 . . . . . . . . . . 1



Consolidated Statement of Earnings for the three and
      nine months ended September 30, 1998 and 1997 . . . . . . . . . 2



Consolidated Statement of Cash Flows for the nine
      months ended September 30, 1998 and 1997. . . . . . . . . . . . 3



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



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



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





















<PAGE> 3
<TABLE>

                   IBM CREDIT CORPORATION
        CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(Dollars in thousands)
<CAPTION>
                                            At             At
                                       September 30,   December 31,
                                           1998           1998
                                       _____________   ____________
<S>                                    <C>             <C>
ASSETS:

Cash and cash equivalents . . . . . . .$     773,096   $    792,471
Marketable securities . . . . . . . . .       82,907        127,847
Net investment in capital leases. . . .    4,973,288      4,931,292
Equipment on operating leases, net. . .    3,448,289      3,583,641
Working capital financing receivables .    2.458,758      3,249,310
Loans receivable  . . . . . . . . . . .    2,551,146      2,381,261
Factored IBM receivables  . . . . . . .      805,519        824,031
Investments and other assets  . . . . .      554,821        682,263
                                       _____________   ____________
Total Assets  . . . . . . . . . . . . .$  15,647,824   $ 16,572,116
                                       =============   ============

LIABILITIES AND STOCKHOLDER'S EQUITY:

Liabilities:

Short-term debt . . . . . . . . . . . .$   6,508,860   $  7,452,668
Short-term debt, IBM  . . . . . . . . .      632,600      1,139,113
Due to IBM and affiliates . . . . . . .    1,677,173      2,524,475
Interest and other accruals . . . . . .      279,129        423,243
Deferred income taxes . . . . . . . . .      950,092        887,180
Long-term debt  . . . . . . . . . . . .    2,153,842      1,887,235
Long-term debt, IBM . . . . . . . . . .    1,574,935        589,253
                                       _____________   ____________
Total liabilities . . . . . . . . . . .   13,776,631     14,903,167
                                       _____________   ____________
Stockholder's equity:

Capital stock, par value $1.00 per share
  Shares authorized: 10,000
  Shares issued and outstanding:
       936 in 1998 and 1997 . . . . . .      457,411        457,411
Retained earnings . . . . . . . . . . .    1,413,782      1,211,538
                                       _____________   ____________
Total stockholder's equity  . . . . . .    1,871,193      1,668,949
                                       _____________   ____________
Total Liabilities and Stockholder's
  Equity. . . . . . . . . . . . . . . .$  15,647,824   $ 16,572,116
                                       =============   ============

<FN>
The accompanying notes are an integral part of this statement.
</FN>
</TABLE>










                            -1-






























































<PAGE> 4
<TABLE>

                   IBM CREDIT CORPORATION
             CONSOLIDATED STATEMENT OF EARNINGS

(Dollars in thousands)
<CAPTION>
                               Three Months Ended    Nine Months Ended
                                  September 30,        September 30,
                                1998       1997         1998       1997
                              ________   ________   _________  __________
<S>                          <C>        <C>        <C>         <C>
FINANCE AND OTHER INCOME:

Income from leases:
  Capital leases . . . . . . $  85,924  $  66,027  $  246,628  $ 212,551
  Operating leases, net of
    depreciation . . . . . .    93,255     75,639     274,791    212,541
                             _________  _________  __________  _________
                               179,179    141,666     521,419    425,092

Income from working capital
  financing. . . . . . . . .    56,686     68,305     182,422    185,704
Income from loans. . . . . .    52,974     43,957     152,409    123,472
Equipment sales. . . . . . .   103,971    128,961     308,912    301,075
Income from factored IBM
  receivables. . . . . . . .    11,722      9,807      41,142     13,658
Other income . . . . . . . .    28,061     28,894      79,777    101,590
                             _________   ________  __________  _________
  Total finance and other
    income . . . . . . . . .   432,593    421,590   1,286,081  1,150,591
                             _________   ________  __________  _________
COST AND EXPENSES:

Interest . . . . . . . . . .   148,420    143,749     459,756    383,539
Cost of equipment sales. . .    93,365    110,618     273,221    258,861
Selling, general, and
  administrative . . . . . .    49,491     53,495     152,241    156,690
Provision for receivable
  losses . . . . . . . . . .     9,388     18,944      25,873     17,963
                             _________   ________  __________  _________
    Total cost and expenses.   300,664    326,806     911,091    817,053
                             _________   ________  __________  _________
EARNINGS BEFORE INCOME
  TAXES. . . . . . . . . . .   131,929     94,784     374,990    333,538

Provision for income taxes .    51,980     32,345     147,746    123,333
                             _________  _________  __________  __________
NET EARNINGS . . . . . . . . $  79,949  $  62,439  $  227,244  $  210,205
                             =========  =========  ==========  ==========


<FN>
The accompanying notes are an integral part of this statement.
</FN>
</TABLE>














                            -2-





























































<PAGE> 5
<TABLE>
                   IBM CREDIT CORPORATION
            CONSOLIDATED STATEMENT OF CASH FLOWS
              NINE MONTHS ENDED SEPTEMBER 30:

(Dollars in thousands)                            1998         1997
<CAPTION>                                     __________   ___________

<S>                                          <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net earnings . . . . . . . . . . . . . . . . $   227,244   $   210,205
Adjustments to reconcile net earnings to
  cash provided by operating activities:
Depreciation and amortization. . . . . . . .   1,420,189     1,066,767
Provision for receivable losses. . . . . . .      25,873        17,963
Increase in deferred income taxes  . . . . .      62,912       123,209
(Decrease) increase in interest and other
  accruals . . . . . . . . . . . . . . . . .    (144,114)       13,689
Gross profit on equipment sales. . . . . . .     (35,691)      (42,214)
Other items that provided (used) cash:
  Proceeds from equipment sales. . . . . . .     308,912       301,075
  Decrease in amounts due IBM and affiliates    (847,302)     (447,240)
  Other, net . . . . . . . . . . . . . . . .       4,447         2,273
                                             ___________   ___________
Cash provided by operating activities. . . .   1,022,470     1,245,727
                                             ___________   ___________
CASH FLOWS FROM INVESTING ACTIVITIES:

Investment in capital leases . . . . . . . .  (1,748,030)   (1,661,649)
Collections on capital leases, net of
  income earned. . . . . . . . . . . . . . .   1,541,615     1,195,693
Investment in equipment on operating
  leases . . . . . . . . . . . . . . . . . .  (1,260,845)   (1,557,439)
Investment in loans receivable . . . . . . .  (1,087,441)     (944,087)
Collections on loans receivable, net of
  interest earned . . . . . .  . . . . . . .     912,486       689,072
Purchase of factored IBM receivables . . . .  (4,820,766)   (2,255,780)
Collections on factored IBM receivables. . .   4,839,278     1,591,759
Collections on (investment in) working
  capital financing receivables, net . . . .     785,858      (332,292)
Purchases of marketable securities . . . . .     (82,165)      (21,500)
Proceeds from redemption of marketable
  securities . . . . . . . . . . . . . . . .     127,105        32,004
Cash payment for lease portfolio acquired. .           -      (334,909)
Other, net . . . . . . . . . . . . . . . . .     (28,388)      (89,901)
                                             ____________   ___________

 Cash used in investing activities . . . . .    (821,293)   (3,689,029)
                                             ____________   ___________

<FN>
The accompanying notes are an integral part of this statement.
</FN>
</TABLE>














                            -3-




























































<PAGE> 6
<TABLE>

                   IBM CREDIT CORPORATION
            CONSOLIDATED STATEMENT OF CASH FLOWS
              NINE MONTHS ENDED SEPTEMBER 30:

(Continued)
                                                 1998           1997
                                             __________     ____________
<S>                                           <C>              <C>
CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of long-term
  debt . . . . . .  . . . . . . . . . . . .   2,456,215        1,976,146
Repayment of debt with original maturities
   of one year or more  . . . . . . . . . .    (932,552)        (117,800)
(Repayment) issuance of debt with original
   maturities within one year, net. . . . .  (1,719,215)         621,603
Cash dividends paid to IBM. . . . . . . . .     (25,000)         (50,000)
                                             ___________    ____________
Cash (used in) provided by financing
  activities. . . . . . . . . . . . . . . .    (220,552)       2,429,949
                                             ___________    ____________
Change in cash and cash equivalents . . . .     (19,375)        (13,353)
Cash and cash equivalents, January 1. . . .     792,471         632,834
                                             ___________    ____________
Cash and cash equivalents, September  30  .  $  773,096     $   619,481
                                             ===========    ============

Supplemental schedule of noncash investing and financing activities:

The  purchase  price  for the acquisition of selected assets
from the  leasing  portfolio  of  General  Electric  Capital
Technology Management Services Corporation during the second
and  third  quarters of 1997 was financed by the Company, in
part, through credits of $18.4  million  that  were  applied
against certain existing obligations to the Company.

<FN>
The accompanying notes are an integral part of this statement.
</FN>
</TABLE>










































                            -4-














































<PAGE> 7
                   IBM CREDIT CORPORATION
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

BASIS OF PRESENTATION:

In  the opinion of management of IBM Credit Corporation (the
Company), all adjustments necessary to a fair  statement  of
the  results  for  the  three-  and  nine-month  periods are
reflected in  the  unaudited  interim  financial  statements
presented.  These  adjustments  are  of  a  normal recurring
nature.

RATIO OF EARNINGS TO FIXED CHARGES:

The  ratio  of  earnings  to  fixed  charges  calculated  in
accordance   with   applicable   Securities   and   Exchange
Commission requirements was  1.82  and  1.87  for  the  nine
months ended September 30, 1998 and 1997, respectively.

ACCOUNTING CHANGES:

The  Company  implemented  Statement of Financial Accounting
Standards  No.   130   "Reporting   Comprehensive   Income,"
effective  January  1, 1998. This standard requires that the
total changes in equity resulting  from  revenue,  expenses,
and  gains  and  losses, including those which do not affect
retained earnings, be reported. These amounts consist of net
earnings,  foreign  currency  translation  adjustments   and
unrealized  gains  and  losses on marketable securities. For
the three- and nine- month periods ending September 30, 1998
and 1997, respectively, other than net earnings, there  were
no items to report.

In  June,  1998,  the  Financial  Accounting Standards Board
issued Statement  of  Financial  Accounting  Standards  133,
"Accounting   for   Derivative   Instruments   and   Hedging
Activities."   This  statement  establishes  accounting  and
reporting standards for derivative instruments.  It requires
an  entity  recognize  all  derivatives  as either assets or
liabilities in  the  statement  of  financial  position  and
measure  those instruments at fair value.  This statement is
effective for fiscal years beginning after  June  15,  1999,
although  early adoption is permitted.  Management is in the
process  of  determining  the  impacts  to   the   Company's
financial  statements  as  a  result of the adoption of this
standard.

RELATED COMPANY TRANSACTIONS:

EQUIPMENT LEASING:
__________________

The Company provides equipment and loan financing at  market
rates,    substantially   through   operating   leases,   to
International  Business  Machines  Corporation   (IBM)   and
affiliated  companies for both IBM and non-IBM products that
IBM  uses  internally  or  in  support  of   its   strategic
outsourcing   environment.  The  Company  originated  $661.4
million and $757.1 million of  such  financings  during  the






nine months ended September 30, 1998 and 1997, respectively.
At  September 30, 1998, and December 31, 1997, approximately
$1,367.8 million and $1,255.0 million, respectively, of such
financings  were  included  in  the Company's lease and loan
portfolio.



                            -5-

























































<PAGE> 8
RELATED COMPANY TRANSACTIONS: (Continued)

The  operating  lease  income, net of depreciation, and loan
income earned from  transactions  with  IBM  and  affiliated
companies,  was  approximately  $128.6  million  and  $110.5
million  in  the  first  nine  months  of  1998  and   1997,
respectively.

WORKING CAPITAL FINANCING :
___________________________

The  Company  provides  working capital financing, at market
rates, to certain remarketers of IBM products.  Included  in
income  from  working capital financing is $82.7 million and
$71.0 million of fee income earned from divisions of IBM for
the  nine  months  ended  September  30,  1998,  and   1997,
respectively.

ACCOUNTS RECEIVABLE PURCHASES:
______________________________

IBM  Credit  International Factoring Corporation (ICIFC) and
IBM Credit EMEA Factoring Co., LTD. (ICEFC), subsidiaries of
the Company, have entered  into  factoring  agreements  with
selected IBM subsidiaries. Under these agreements, ICIFC and
ICEFC  will periodically purchase, without recourse, all the
rights,  title  and  interest  to  certain  outstanding  IBM
customer receivables.

During  the  nine  months ended September 30, 1998 and 1997,
ICIFC and ICEFC acquired IBM customer receivables  having  a
nominal value of approximately $4,881.5 million and $2,296.9
million,  respectively,  for  approximately $4,820.8 million
and $2,255.8 million, respectively. The receivables acquired
are short-term in nature and  are  denominated  in  non-U.S.
currencies.  The  purchases  were  financed  by  the Company
through  the  issuance  of  short-term  debt.   Transactions
related  to  these  receivables  are fully integrated in the
Company's consolidated financial statements.

TRANSACTIONS WITH GENERAL ELECTRIC CAPITAL CORPORATION:

During 1997,  the  Company  entered  into  an  agreement  to
purchase  selected  assets  from  the  leasing  portfolio of
General  Electric  Capital  Technology  Management  Services
Corporation,   a  subsidiary  of  General  Electric  Capital
Corporation (GECC).   The purchase  price  of  approximately
$353.3 million was primarily financed through short-term and
long-term  borrowings.    The acquired capital and operating
lease and loan portfolio consists of both  IBM  and  non-IBM
products.

Additionally,  the  Company  entered  into  an alliance with
General Electric Capital  Information  Technology  Solutions
Corporation  (ITS),  a  GECC  affiliate, wherein the Company
will serve as the preferred financing provider for customers
of ITS's products and services.

















                            -6-
























































<PAGE> 9
                   IBM CREDIT CORPORATION
            MANAGEMENT'S DISCUSSION AND ANALYSIS
      OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Net  earnings for the three months ended September 30, 1998,
were $79.9 million.  Net earnings for the nine months  ended
September   30,  1998,  were  $227.2  million,  yielding  an
annualized return on average equity of 17.2 percent.

On  May  1,  1998,  the  Company  relocated  its   principal
executive  offices  to  an IBM-owned facility in Armonk, New
York.

FINANCING ORIGINATED

For the three months ended September 30, 1998,  the  Company
originated  capital  equipment  financing  for  end users of
$1,603.7  million,  an  8  percent  decrease  from  $1,742.8
million for the same 1997 period. For the three months ended
September   30,   1998,   originations  of  working  capital
financing  for  dealers  and  remarketers   of   information
industry   products  decreased  by  4  percent  to  $3,717.7
million, from $3,868.5 million for the same 1997 period.

For the nine months ended September 30,  1998,  the  Company
originated  capital  equipment  financing  for  end users of
$4,480.4 million, a 3 percent decrease from $4,640.4 million
for  the  same  1997  period.  For  the  nine  months  ended
September   30,   1998,   originations  of  working  capital
financing  for  dealers  and  remarketers   of   information
industry   products  decreased  by  6  percent  to  $9,992.0
million, from $10,661.2 million for the same 1997 period.

The decline in capital equipment financings  for  end  users
was  primarily attributable to a decrease in originations of
IBM advanced  information  processing  products  during  the
first  nine  months  of  1998,  compared  with the same 1997
period.

For the  nine  months  ended  September  30,  1998,  capital
equipment  financings  for  end  users included purchases of
$2,457.9 million of advanced information processing products
from IBM, consisting of $1,569.6 million for capital  leases
and  $888.3  million  for  operating  leases.  In  addition,
capital equipment financings  for  end  users  included  the
following:   (1)   financing   originated   for  installment
receivables  of  $157.8  million;  (2)  financing  for   IBM
software and services of $929.8 million; (3) installment and
lease  financing for state and local government customers of
$254.7 million  for  the  account  of  IBM;  and  (4)  other
financing  of  $680.2  million for IBM equipment, as well as
related non-IBM  equipment  to  meet  IBM  customers'  total
solution requirements.

The  Company's  capital  lease  portfolio primarily includes
direct financing leases.   Direct financing  leases  consist
principally  of IBM advanced information processing products






with terms generally from three  to  five  years.  Operating
leases  consist  principally  of  IBM  advanced  information
processing products with terms generally from  two  to  four
years.




                            -7-

























































<PAGE> 10
FINANCING ORIGINATED (Continued)

The   decline  in  working  capital  financing  originations
throughout the first nine months  of  1998  reflects  volume
decreases in IBM's workstation products and non-IBM products
for  remarketers  financed by the Company, compared with the
same 1997 period.   Working  capital  financing  receivables
arise   primarily   from   secured  inventory  and  accounts
receivable financing for certain divisions of  IBM  and  for
dealers   and  remarketers  of  IBM  and  non-IBM  products.
Payment terms  for  inventory  secured  financing  generally
range  from  30  days to 75 days. Payment terms for accounts
receivable secured financing generally range from 30 days to
90 days.

REMARKETING ACTIVITIES

In  addition  to  originating  new  financing,  the  Company
remarkets  used  IBM  equipment. This equipment is primarily
sourced  from  customers  at   the   conclusion   of   lease
transactions and is typically remarketed in cooperation with
the  IBM  sales force.  The equipment is generally leased or
sold to end users. These transactions may be  with  existing
lessees or, when equipment is returned, with new customers.

Remarketing   activities   are   comprised  of  income  from
follow-on capital and operating leases and gross  profit  on
equipment  sales,  net  of write-downs in residual values of
certain  leased  equipment.  For  the  three  months   ended
September 30, 1998, remarketing activities contributed $57.7
million  to  pretax  earnings,  an  increase  of  28 percent
compared with $45.0 million for the same 1997 period.    For
the  nine  months  ended  September  30,  1998,  remarketing
activities contributed $161.3 million to pretax earnings, an
increase of 11 percent compared with $144.7 million for  the
same  1997 period.  Refer to Equipment Sales in Management's
Discussion and Analysis on page 12 for additional details.

At  September  30,  1998,  the  investment   in   remarketed
equipment  on  capital  and  operating leases totaled $228.2
million, a  20  percent  decrease  from  the  1997  year-end
investment of $285.5 million.

FINANCIAL CONDITION

ASSETS

Total  assets  decreased  to  $15.6 billion at September 30,
1998, compared with $16.6 billion at December 31, 1997. This
decrease is primarily  attributable  to  a  decline  in  the
working   capital   financing   receivables  outstanding  at
September 30, 1998, from year-end 1997.    This  decline  is
primarily  due to cash collections exceeding originations of
working capital financing receivables.

The carrying amount of marketable securities, as reported in
the   Consolidated   Statement   of   Financial    Position,
approximates  market value. These marketable securities were
available-for-sale.  At  September  30,   1998,   marketable






securities included investments in corporate debt securities
of  $29.7  million  and other marketable securities of $53.2
million.  At  December  31,  1997,   marketable   securities
included  corporate  debt  securities  of  $95.0 million and
investments in U.S. federal agency debt securities of  $32.8
million.



                            -8-
























































<PAGE> 11
FINANCIAL CONDITION (Continued)

LIABILITIES AND STOCKHOLDER'S EQUITY

The  assets  of  the  business  were financed with $10,870.2
million of debt at September 30, 1998. Total short-term  and
long-term  debt  decreased  by approximately $198.1 million,
from $11,068.3 million at December 31, 1997. The decline was
the result of decreases in commercial paper  outstanding  of
$888.0  million,  short-term  debt  payable to IBM of $506.5
million and medium term notes of $55.8  million;  offset  by
increases  in long-term debt of $266.6 million and long-term
debt  payable  to  IBM  of  $985.6  million.    Included  in
Short-term  debt,  IBM  at  September  30,  1998, was $496.1
million payable to  IBM  at  market  terms  and  conditions,
maturing  October 1998.   Included in Long-term debt, IBM at
September 30, 1998, was $1,574.9 million payable to  IBM  at
market  terms  and  conditions,  with maturity dates ranging
from April 27, 2000 to June 25, 2003.

At September  30,  1998,  the  Company  had  available  $2.8
billion  of  a  shelf  registration  with the Securities and
Exchange  Commission  (SEC)  for  the   issuance   of   debt
securities.    This  allows  the  Company  rapid  access  to
domestic financial  markets,  and  the  Company  intends  to
continue   to   issue   debt  securities  under  this  shelf
registration. The Company has no firm  commitments  for  the
purchase  of  debt  securities  that  it  may issue from the
unused portion of this shelf registration.

The Company has the option, as  approved  by  the  Board  of
Directors  on November 1, 1997, to issue and sell up to $5.0
billion of debt securities in domestic and foreign financial
markets through December 31, 1998. Included within this $5.0
billion authorization is the option, together with  IBM  and
IBM  International  Finance,  N.V.,  to  issue and sell debt
securities under a Euro Medium Term Note Programme (EMTN) in
an aggregate nominal amount of up to 4.0 billion in European
Currency  Units  (ECU),  or  its  equivalent  in  any  other
currency.  At  September 30, 1998, there was ECU 2.1 billion
available for the issuance of  debt  securities  under  this
EMTN  Programme.  The Company may issue debt securities over
the next  three  months  under  this  program  depending  on
prevailing market conditions and its need for such funding.

The  Company  has  the  option,  as approved by the Board of
Directors on November 1, 1996, to sell,  assign,  pledge  or
transfer  up  to  $3.0  billion  of  assets to third parties
through December 31, 1999. Included within this $3.0 billion
authorization  is  $450.0  million  of  a   separate   shelf
registration  for issuance of asset-backed securities, which
the Company has available. The Company's decision  to  issue
any asset-backed securities over the next three months under
this  shelf registration is dependent upon prevailing market
conditions and its need for such funding.

The Company is an authorized borrower of up to $3.0  billion
under  a $10.0 billion IBM committed global credit facility,
and has a liquidity agreement with IBM for  $500.0  million.






The   Company   has  no  borrowings  outstanding  under  the
committed global credit facility or the liquidity agreement.







                            -9-
























































<PAGE> 12
FINANCIAL CONDITION (Continued)

The  Company and IBM have also signed master loan agreements
providing additional  funding  flexibility  to  each  other.
These  agreements  allow  for  short-term  (up  to  270-day)
funding, made available at market terms and conditions, upon
the request of either the Company or IBM.  The  Company  had
borrowings   outstanding  under  this  agreement  of  $100.0
million  and  $600.2  million  at  September  30,  1998  and
December  31,  1997, respectively.  The Company and IBM have
signed an additional master loan agreement which allows  for
long-term  funding,  made  available  at  market  terms  and
conditions, upon the request of the Company. As of September
30, 1998, the  Company  had  $885.7  million  of  borrowings
outstanding  under this agreement.  These financing sources,
along  with  the  Company's   internally   generated   cash,
medium-term  note  and  commercial  paper  programs, provide
flexibility to the  Company  to  grow  its  lease  and  loan
portfolio,  to  fund  working  capital  requirements  and to
service debt.

Amounts due to IBM and  affiliates  include  trade  payables
arising  from  purchases  of  equipment  for term leases and
installment   receivables,   working    capital    financing
receivables   for  dealers  and  remarketers,  and  software
license fees. Also  included  in  amounts  due  to  IBM  and
affiliates  are  income  taxes  currently  payable under the
intercompany tax allocation agreement. Amounts  due  to  IBM
and  affiliates decreased by approximately $847.3 million to
$1,677.2  million  at  September  30,  1998,  from  $2,524.5
million  at  December  31,  1997. This decline was primarily
attributable to a $736.8  million  decrease  in  the  amount
payable  for capital equipment purchases and working capital
financing receivables for dealers and remarketers during the
first nine months of 1998.

Total stockholder's equity at September 30,  1998  increased
by  $202.2  million  from  year-end  1997.  The  increase in
stockholder's equity reflects net earnings of $227.2 million
for the first nine months of 1998, offset by the payment  of
$25.0 million in cash dividends to IBM during the first nine
months of 1998.

At  September  30,  1998, the Company's debt to equity ratio
was 5.8:1, compared with 6.6:1 at both December 31, 1997 and
September 30, 1997.

TOTAL CASH PROVIDED BEFORE DIVIDENDS

Total cash provided before dividends was  $5.6  million  for
the  nine  months  ended  September  30, 1998, compared with
$36.6 million for the same 1997 period. Total cash  provided
before  dividends  reflects $1,016.8 million of cash used by
investing and financing activities before dividends,  offset
by $1,022.5 million of cash provided by operating activities
for the first nine months of 1998.

For  the  nine  months  ended September 30, 1997, total cash
provided before dividends reflected $1,209.1 million of cash






used in investing and financing activities before dividends,
offset by $1,245.7 million of  cash  provided  by  operating
activities. Cash and cash equivalents at September 30, 1998,
totaled   $773.1  million,  a  decrease  of  $19.4  million,
compared with the balance at December 31, 1997.




                            -10-
























































<PAGE> 13
RESULTS OF OPERATIONS

INCOME FROM LEASES

Income  from  leases  increased 26 percent to $179.2 million
for the three months ended September 30, 1998,  from  $141.7
million  for the same 1997 period; for the nine months ended
September 30, 1998, income from leases increased 23  percent
to  $521.4  million,  from  $425.1 million for the same 1997
period.   The growth in originations  of  capital  equipment
financings  for  end  users  during  1997 contributed to the
overall increase in income from leases.  Income from  leases
includes    lease    income   resulting   from   remarketing
transactions. Lease income from remarketing transactions was
$53.6  million  and  $149.0  million  for  the  three-   and
nine-month periods ended September 30, 1998, increases of 63
percent  and  19 percent, respectively, from comparable 1997
periods.

On a periodic  basis,  the  Company  reassesses  the  future
residual  values  of its portfolio of leases.  In accordance
with generally accepted accounting  principles,  anticipated
increases  in  specific  future  residual  values may not be
recognized before realization  and  are  thus  a  source  of
potential future profits.  Anticipated decreases in specific
future residual values, that are considered to be other than
temporary, are recognized currently.

A  review  of  the Company's $1,218.7 million residual value
portfolio at September 30, 1998 indicated that  the  overall
estimated  future  value  of  the  portfolio continues to be
greater than the value  currently  recorded,  which  is  the
lower  of  the  Company's  cost  or net realizable value. To
recognize decreases in the expected future residual value of
specific leased  equipment,  the  Company  recorded  a  $6.3
million  reduction  to  income  from leases during the third
quarter of 1998, for a total of  $23.2  million  during  the
first  nine  months  of  1998,  compared with a $6.2 million
reduction to income from leases during the third quarter  of
1997,  for  a  total  of $22.9 million during the first nine
months of 1997.

INCOME FROM WORKING CAPITAL FINANCING

Income from working capital financing decreased  17  percent
to  $56.7  million  for the three months ended September 30,
1998 compared with the same 1997 period.  For the first nine
months  of  1998,  income  from  working  capital  financing
decreased  2 percent to $182.4 million, compared to the same
1997 period.  This decrease in income from  working  capital
financing  is primarily attributable to a decrease in dealer
interest caused by lower outstanding receivable balances.

INCOME FROM LOANS

Income from loans increased 21 percent to $53.0 million  for
the  three  months  ended  September 30, 1998; for the first
nine months of 1998, income from loans increased 23  percent
to $152.4 million, compared with the respective 1997 period.






This  increase resulted from higher asset balances, which in
turn  were  primarily  due  to  an  increase  in   financing
originated  for  software  and  services during 1997 and the
first nine months of 1998.





                            -11-
























































<PAGE> 14
EQUIPMENT SALES

Equipment  sales  amounted  to  $104.0 million for the three
months  ended  September  30,  1998,  compared  with  $129.0
million  for the same 1997 period; for the first nine months
of  1998,  equipment  sales  amounted  to  $308.9   million,
compared with $301.1 million for the comparable 1997 period.

Gross  profit  on equipment sales for the three months ended
September 30, 1998 was  $10.6  million,  a  decrease  of  42
percent,  compared  with  $18.3  million  for  the same 1997
period.  For the first nine months of 1998, the gross profit
on equipment sales decreased 15 percent  to  $35.7  million,
compared  with  $42.2 million for the same 1997 period.  The
gross profit margin for the third quarter of 1998  decreased
to  10.2  percent,  compared  with 14.2 percent for the same
1997 period; for the first nine months of  1998,  the  gross
profit  margin decreased to 11.6 percent, compared with 14.0
percent for the same 1997  period.    The  mix  of  products
available  for  sale  and  changing  market  conditions  for
certain used equipment during  the  applicable  periods  are
factors  contributing  to  the  decreases  in  gross  profit
margin.

INCOME FROM FACTORED IBM RECEIVABLES

Income from factored IBM receivables was $11.7  million  for
the  three  months  ended  September 30, 1998, compared with
$9.8 million for the same 1997 period.   This  increase  was
primarily   due   to   higher   average  factoring  balances
outstanding in the third quarter of 1998 as compared to  the
third  quarter of 1997.  For the nine months ended September
30, 1998, income from factored  IBM  receivables  was  $41.1
million,  compared  with  $13.7  million  for  the same 1997
period. The growth in income from factored  IBM  receivables
for  the nine months ended September 30, 1998 was due to the
fact that the Company entered  into  these  agreements  with
selected  IBM subsidiaries beginning in June 1997.  Refer to
Accounts  Receivable  Purchases   within   Related   Company
Transactions   in   the   Notes  to  Consolidated  Financial
Statements on page 6 for additional details.

OTHER INCOME

Other income decreased 3 percent to $28.1  million  for  the
three  months  ended September 30, 1998, compared with $28.9
million for the same 1997 period.  For the first nine months
of 1998, other income decreased 21 percent to $79.8 million,
compared with $101.6 million for the same 1997 period.   nd  in
the  Company incurring substantial expense.  To minimize any
such  potential  impact,  the  Company   has   initiated   a
contingency planning effort.

The  Year  2000  readiness  of  the  Company's customers and
hardware  and  software   offerings   from   the   Company's
suppliers,  subcontractors  and  business partners may vary.
The Company is  also  aware  of  the  potential  for  claims
against it and other companies for damages from products and
services  that  were  not  Year  2000  ready.    The Company
continues to believe that any such claims against it will be
without merit.   The Year 2000 also  presents  a  number  of
other risks and uncertainties that could affect the Company,
including  utilities failures, the lack of personnel skilled
in the resolution of Year 2000 issues,  and  the  nature  of
government responses to the issues, among others.  While the
Company  continues  to  believe  that  the Year 2000 matters
discussed above will not  have  a  material  impact  on  its
business,  financial  condition or results of operations, it
remains uncertain whether or to what extent the Company  may
be affected.

FORWARD LOOKING STATEMENTS

Except  for historical information and discussions contained
herein, statements contained in this Report on Form 10-Q may
constitute "forward looking statements" within  the  meaning
of  the  Private  Securities  Litigation Reform Act of 1995.
These statements involve a number  of  risks,  uncertainties
and  other factors that could cause actual results to differ
materially, including, but not  limited  to,  the  Company's
level  of  equipment  financing originations; the propensity
for customers to finance their acquisition of  IBM  products
and  services  with the Company; the competitive environment
in which the Company operates; the success of the Company in
developing strategies to manage debt  levels;  the  ultimate
impact  of  the  various  Year  2000 issues on the Company's
business, financial  condition  or  results  of  operations;
non-performance  by  a customer of contractual requirements;
the concentration of credit risk and creditworthiness of the
customers; the Company's  associated  collection  and  asset
management  efforts; the Company's determination of residual
values; currency fluctuations on the  associated  asset  and






liabilities;  changes  in interest rates; non-performance by
the counterparty in derivative transactions;  the  Company's
ability  to  attract and retain key personnel; the Company's
ability   to   manage  acquisitions  and  alliances;  legal,
political   and   economic   changes   and   other    risks,
uncertainties and factors inherent in the Company's business
and  otherwise  discussed  in  this  Form  10-Q  and  in the
Company's other filings with  the  Securities  and  Exchange
Commission (SEC) and in IBM's filings with the SEC.


                            -15-






















































<PAGE> 18
                Part II - Other Information
                ___________________________

Item 1.  Legal Proceedings
_________________________

None material.


Item 6(b).  Reports on Form 8-K
_______________________________


A Form 8-K dated July 20, 1998, was filed with respect to the
Company's financial results for the period ended June 30, 1998.

                         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.


                                        IBM CREDIT CORPORATION
                                  ______________________________
                                           (Registrant)

Date: November 12, 1998             By:  /s/ Kimberly A. Kispert
      _________________                  _______________________
                                         (Kimberly A. Kispert)
                                         Vice President, Finance
                                         and Chief Financial Officer



















                            -16-

















<TABLE> <S> <C>

<ARTICLE> 5
                         EXHIBIT V
                         _________
                  FINANCIAL DATA SCHEDULE
                  _______________________

<LEGEND>  THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM IBM CREDIT CORPORATION'S CONSOLIDATED FINANCIAL
STATEMENTS AT AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                              <C>
<PERIOD-TYPE>                    9-MOS
<FISCAL-YEAR-END>                DEC-31-1998
<PERIOD-END>                     SEP-30-1998
<CASH>                           773,096
<SECURITIES>                     82,907
<RECEIVABLES>                    5,815,423
<ALLOWANCES>                     0
<INVENTORY>                      0
<CURRENT-ASSETS>                 0
<PP&E>                           0
<DEPRECIATION>                   0
<TOTAL-ASSETS>                   15,647,824
<CURRENT-LIABILITIES>            0
<BONDS>                          0
<COMMON>                         457,411
            0
                      0
<OTHER-SE>                       1,413,782
<TOTAL-LIABILITY-AND-EQUITY>     15,647,824
<SALES>                          308,912
<TOTAL-REVENUES>                 1,286,081
<CGS>                            273,221
<TOTAL-COSTS>                    273,221
<OTHER-EXPENSES>                 152,241
<LOSS-PROVISION>                 25,873
<INTEREST-EXPENSE>               459,756
<INCOME-PRETAX>                  374,990
<INCOME-TAX>                     147,746
<INCOME-CONTINUING>              227,244
<DISCONTINUED>                   0
<EXTRAORDINARY>                  0
<CHANGES>                        0
<NET-INCOME>                     227,244
<EPS-PRIMARY>                    0
<EPS-DILUTED>                    0
        

</TABLE>


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