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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January
12, 1998
IBM CREDIT CORPORATION
_________________________________________________
(Exact Name of Registrant as Specified in Charter)
Delaware 1-8175 22-2351962
____________________________ _____________ _____________________
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1133 Westchester Avenue, Room 3C2108
White Plains, New York 10604
__________________________________________ ___________
(Address of Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code (914) 642-3000
Not Applicable
_____________________________________________________________
(Former Name or Former Address, if changed Since Last
Report)
Item 7. Financial Information, Pro Forma Financial Information
and Exhibits.
This Current Report on Form 8-K is being filed to
incorporate by reference into Registration Statement
No. 333-42755 on Form S-3, effective January 9, 1998,
the document included as Exhibit 1 hereto, relating to
$5,000,000,000 aggregate principal amount of debt
securities of the Registrant.
The following exhibit is hereby filed with this report:
Exhibit
Number Description
1 Amendment dated January 12, 1998, to the Agency
Agreement dated March 13, 1992, as amended August 12,
1992, April 13, 1993, June 11, 1993, August 17, 1993,
January 6, 1994, November 17, 1994, August 8, 1996 and
June 27, 1997 among IBM Credit Corporation, Credit
Suisse First Boston Corporation, Goldman, Sachs & Co.,
Lehman Brothers, Lehman Brothers Inc., Merrill Lynch &
Co., Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Morgan Stanley & Co. Incorporated and
Salomon Brothers Inc.
SIGNATURES
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
By:
____________________________
\s\ John J. Shay, Jr.
Name: John J. Shay, Jr.
Title: Vice President,
Date: January 16, 1998 Secretary and General Counsel
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Exhibit Index
Exhibit
Number Description
1 Amendment dated January 12, 1998, to the Agency
Agreement dated March 13, 1992, as amended
August 12, 1992, April 13, 1993, June 11, 1993,
August 17, 1993, January 6, 1994, November 17,
1994, August 8, 1996 and June 27, 1997 among
IBM Credit Corporation, Credit Suisse First
Boston Corporation, Goldman, Sachs & Co.,
Lehman Brothers, Lehman Brothers Inc., Merrill
Lynch & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Morgan Stanley & Co.
Incorporated, and Salomon Brothers Inc.
Exhibit 1
IBM Credit Corporation
Medium-Term Notes
AMENDMENT TO AGENCY AGREEMENT
January 12, 1998
Credit Suisse First Boston Corporation
Park Avenue Plaza
New York, New York 10055
Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Lehman Brothers
Lehman Brothers Inc.
3 World Financial Center
New York, New York 10285
Merrill Lynch & Co.
Merrill Lynch, Pierce,
Fenner & Smith Incorporated
North Tower
World Financial Center
New York, New York 10281
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Morgan Stanley & Co. Incorporated
1585 Broadway
New York, New York 10036
Salomon Brothers Inc
Seven World Trade Center
New York, New York 10048
Dear Ladies and Gentlemen:
The Agency Agreement dated March 13, 1992, as amended August
12, 1992, April 13, 1993, June 11, 1993, August 17, 1993, January
6, 1994, November 17, 1994, August 8, 1996 and June 27, 1997 (the
"Agency Agreement") contemplates the issuance from time to time
by IBM Credit Corporation (the "Company") of up to
$13,900,000,000 aggregate principal amount of the Company's
Medium-Term Notes, of which the Company has issued and sold
approximately $13,041,850,000 aggregate principal amount of
Medium-Term Notes. The Agency Agreement is hereby amended to
increase the aggregate principal amount of the Company's
Medium-Term Notes which may be issued and sold from time to time
by the Company thereunder to $18,900,000,000 and the aggregate
principal amount of Medium-Term Notes which may be issued and
sold from time to time thereunder on or after the date hereof to
$5,858,150,000.
The aggregate principal amount of Medium-Term Notes which
may be issued and sold by the Company under the Agency Agreement
and the aggregate principal amount which may be issued and sold
from time to time thereunder on or after the date hereof shall be
reduced by the aggregate principal amount of Registered
Securities other than Medium-Term Notes issued and sold by the
Company under the Registration Statement.
In all other respects the Agency Agreement shall remain in
full force and effect.
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This Amendment to the Agency Agreement may be executed in
counterparts, and the executed counterparts shall together
constitute a single instrument.
Very truly yours,
IBM CREDIT CORPORATION
By:__________________________
AGREED TO
CREDIT SUISSE FIRST BOSTON CORPORATION
By
________________________
___________________________________
(Goldman, Sachs & Co.)
LEHMAN BROTHERS INC.
By
_______________________
MERRILL LYNCH, PIERCE,
FENNER & SMITH INCORPORATED
By
_______________________
MORGAN STANLEY & CO.
INCORPORATED
By
_______________________
SALOMON BROTHERS INC
By
_______________________
