IBM CREDIT CORP
10-Q, 2000-11-13
FINANCE LESSORS
Previous: OMNICARE INC, 10-Q, EX-27, 2000-11-13
Next: EVERGREEN RESOURCES INC, 4, 2000-11-13





     <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, 2000

                            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
                 Armonk, New York                      10504-1785
     _______________________________________________________
     _______________
          (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 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, 2000, 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, 2000:  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, 2000 and December 31, 1999 . . . . . . . . . . . 1

          Consolidated Statement of Earnings for the three and nine
            months ended September 30, 2000 and 1999. . . . . . . . . . . . . 2

          Consolidated Statement of Cash Flows for the nine months
            ended September 30, 2000 and 1999. . . . . . . . . . . . . . . .  3

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


        Item 2.  Management's Discussion and Analysis
            of Financial Condition and Results of Operations . . .  . . . . .10


     Part II - Other Information. . . . . . . . . . .  . . . . . . . . . . . 19


     <PAGE> 3
     <TABLE>
                               IBM CREDIT CORPORATION

                    CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                                     (unaudited)

     (Dollars in thousands)
      <CAPTION>
                                              At             At
                                          September 30,   December 31,
                                              2000           1999
                                          _____________   ____________
     <S>                                  <C>             <C>
     ASSETS:

       Cash and cash equivalents. . . . .  $   839,412    $   600,111
       Net investment in capital leases .    5,408,612      5,337,200
       Equipment on operating leases, net    2,677,589      3,386,686
       Loans receivable . . . . . . . . .    3,817,952      3,535,498
       Working capital financing
         receivables. . . . . . . . . . .    2,617,973      2,963,583
       Investments and other assets . . .      512,904        521,627
                                            __________    ___________

     Total Assets                          $15,874,442    $16,344,705
                                           ===========    ===========
     LIABILITIES AND STOCKHOLDER'S EQUITY:

       Liabilities:

       Short-term debt. . . . . . . . . .  $ 4,942,922    $ 5,491,441
       Short-term debt-IBM. . . . . . . .    3,123,862      1,641,447
       Due to IBM and affiliates. . . . .    1,203,296      1,976,167
       Interest and other accruals. . . .      468,756        454,261
       Deferred income taxes. . . . . . .      913,196        877,916
       Long-term debt . . . . . . . . . .    1,644,316      2,279,437
       Long-term debt-IBM . . . . . . . .    1,587,904      1,391,702
                                           ___________    ___________
          Total liabilities . . . . . . .   13,884,252     14,112,371
                                           ___________    ___________
       Stockholder's equity:

       Capital stock, par value $1.00 per share
          Shares authorized: 10,000
          Shares issued and outstanding:
            936 in 2000 and 1999  . . . .      457,411        457,411
       Retained earnings. . . . . . . . .    1,532,779      1,774,923
                                           ___________    ___________
          Total stockholder's equity. . .    1,990,190      2,232,334
                                           ___________    ___________
     Total Liabilities and Stockholder's
       Equity . . . . . . . . . . . . . .  $15,874,442    $16,344,705
                                           ===========    ===========
     <FN>
     The accompanying notes are an integral part of this statement.
     </FN>
     </TABLE>


                                         -1-


     <PAGE> 4
     <TABLE>
                               IBM CREDIT CORPORATION

                         CONSOLIDATED STATEMENT OF EARNINGS
                                     (Unaudited)
     (Dollars in thousands)
     <CAPTION>
                                  Three Months Ended  Nine Months Ended
                                      September 30,     September 30,
                                   2000      1999      2000      1999
                                  ________ ________ _________  ________
     <S>                          <C>      <C>      <C>        <C>
     FINANCE AND OTHER INCOME:

       Income from leases:
          Capital leases . . . . .$102,834 $ 99,887  $299,986  $285,419
          Operating leases, net of
           depreciation. . . . . . 132,478  114,796   374,264   335,671
                                  ________ ________ _________  ________
                                   235,312  214,683   674,250   621,090

       Income from working capital
        financing. . . . . . . . .  70,309   63,755   198,010   171,179
       Income from loans . . . . .  76,476   63,009   218,786   183,495
       Equipment sales . . . . . . 152,831   75,303   423,253   356,012
       Other income. . . . . . . .  14,577   21,821    50,343    71,716
                                  ________ ________ _________ _________
          Total finance and other
           income. . . . . . . . . 549,505  438,571 1,564,642 1,403,492
                                  ________ ________ _________ _________
     COST AND EXPENSES:

       Interest. . . . . . . . . . 162,218  141,255   452,854   419,945
       Cost of equipment sales . . 137,973   68,462   384,215   314,444
       Selling, general and
        administrative . . . . . .  75,927   52,087   210,603   157,705
       Provision for receivable
        losses . . . . . . . . . .      94    8,003     8,952    23,008
                                   _______ ________ _________ _________

          Total cost and expenses. 376,212  269,807 1,056,624   915,102
                                   _______ ________ _________ _________

     EARNINGS BEFORE INCOME TAXES. 173,293  168,764   508,018   488,390

     Provision for income taxes. .  68,279   66,493   200,162   192,426
                                  ________ ________ _________ _________
     NET EARNINGS. . . . . . . . .$105,014 $102,271  $307,856  $295,964
                                  ========= ======= =========  ========
     <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
                                     (Unaudited)
     (Dollars in thousands)
     <CAPTION>
                                                       Nine Months Ended
                                                         September 30,
                                                       2000       1999
                                                  ___________  ___________
     <S>                                          <C>          <C>
     CASH FLOWS FROM OPERATING ACTIVITIES:

        Net earnings . . . . . . . . . . . . . .  $   307,856  $   295,964
        Adjustments to reconcile net earnings to
         cash provided by operating activities:
        Depreciation and amortization. . . . . .    1,429,794    1,549,007
        Provision for receivable losses. . . . .        8,952       23,008
        Increase in deferred income taxes. . . .       35,280       48,912
        Increase (decrease) in interest and
          other accruals . . . . . . . . . . . .       14,495     (147,228)
        Cost of equipment sold.  . . . . . . . .      349,260      281,638
        Decrease in amounts due IBM and
          affiliates . . . . . . . . . . . . . .     (772,871)  (1,070,525)
        Other, net . . . . . . . . . . . . . . .        3,616       45,066
                                                  ___________  ___________
     Cash provided by operating activities . . .    1,376,382    1,025,842
                                                  ___________  ___________

     CASH FLOWS FROM INVESTING ACTIVITIES:

        Investment in capital leases . . . . . .   (1,959,101)  (1,477,121)
        Collections on capital leases, net of
         income earned . . . . . . . . . . . . .    1,788,285    1,383,860
        Investment in equipment on operating
         leases. . . . . . . . . . . . . . . . .     (946,150)  (1,317,050)
        Investment in loans receivable . . . . .   (1,446,609)  (1,457,151)
        Collections on loans receivable, net
         of interest earned. . . . . . . . . . .    1,163,805    1,234,121
        Collections on working capital financing
         receivables, net. . .                        327,408       22,203
        Purchases of marketable securities . . .         -         (24,390)
        Proceeds from redemption of marketable
         securities. . . . . . . . . . . . . . .         -          93,203
        Cash payment for lease portfolio
          acquired . . . . . . . . . . . . . . .         -        (176,613)
        Proceeds from the sale of the net assets
          of IBM Credit International Factoring
          Corporation. . . . . . . . . . . . . .         -         273,759
        Other, net . . . . . . . . . . . . . . .      (11,748)     (49,954)
                                                   ___________  ___________
     Cash used in investing activities . . . . .   (1,084,110)  (1,495,133)
                                                   ___________  ___________
     <FN>
     The accompanying notes are an integral part of this statement.
     </FN>
     </TABLE>

                                         -3-






























































                                         -4-


     <PAGE> 6
     <TABLE>

                               IBM CREDIT CORPORATION

                        CONSOLIDATED STATEMENT OF CASH FLOWS
                                     (Unaudited)
     (Continued)
                                                       Nine Months Ended
                                                         September 30,
                                                       2000         1999
                                                   ___________  ___________
     <S>                                           <C>          <C>
     CASH FLOWS FROM FINANCING ACTIVITIES:

        Proceeds from issuance of long-term
         debt . . . . . . . . . . . . . . . . . .    1,442,000    1,674,288
        Repayment of debt with original
         maturities of one year or more . . . . .     (632,080)    (700,543)
        Repayment of debt with original
         maturities within one year, net. . . . .     (312,891)    (497,865)
        Cash dividends paid to IBM. . . . . . . .     (550,000)     (75,000)
                                                   ___________  ___________
     Cash (used in) provided by financing
        activities. . . . . . . . . . . . . . . .      (52,971)     400,880
                                                   ___________  ___________
     Change in cash and cash equivalents. . . . .      239,301      (68,411)

     Cash and cash equivalents, January 1 . . . .      600,111      822,844
                                                   ___________  ___________
     Cash and cash equivalents, September 30. . .  $   839,412   $  754,433
                                                   ===========  ===========

     Supplemental schedule of noncash investing and financing activities:

     In  May 1999,  the  Company  purchased selected  assets  from the  leasing
     portfolio of  Comdisco, Inc.   The purchase  price was financed,  in part,
     through the assumption of debt of  $102.0 million and through the issuance
     of a credit on account of $195.4 million, which had been fully utilized at
     September 30, 1999.
     <FN>
     The accompanying notes are an integral part of this statement.
     </FN>
     </TABLE>
















                                         -5-



     <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 for  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  2.12 and
     2.16 for the nine months ended September 30, 2000, and 1999, respectively.

     ACCOUNTING CHANGES:

     In June 1999, the Financial Accounting Standards Board issued Statement of
     Financial Accounting Standards (SFAS)  No. 137, _Accounting for Derivative
     Instruments and Hedging Activities-Deferral of  the Effective Date of FASB
     Statement No. 133._  This statement  defers the effective date of SFAS No.
     133, _Accounting  for Derivative  Instruments and Hedging  Activities,_ to
     fiscal years beginning  after September 15, 2000,  although early adoption
     is encouraged.   SFAS No.  133 and SFAS  No. 138, _Accounting  for Certain
     Derivative Instruments and Certain Hedging Activities an Amendment to FASB
     Statement  No.  133,_  (SFAS   133)  establish  accounting  and  reporting
     standards for  derivative instruments.   They require an  entity recognize
     all  derivatives as  either  assets  or liabilities  in  the statement  of
     financial  position   and  measure   those  instruments  at   fair  value.
     Additionally, the fair value  adjustments will affect either stockholder's
     equity  or  net income  depending  on  whether the  derivative  instrument
     qualifies as a hedge for accounting purposes and, if so, the nature of the
     hedging activity. The Company will adopt  these standards as of January 1,
     2001.  Based on the Company's  risk management portfolio, market rates and
     currently published guidelines as of  September 30, 2000, the Company does
     not currently expect the adoption of SFAS 133 to have a material effect on
     the Company's results  of operations and financial condition.   The actual
     effect on the Company's financial statements will depend on the fair value
     of the Company's derivatives and related financial instruments at the date
     of adoption.   The effect is  also contingent upon the  outcome of current
     deliberations on  certain issues  by the Derivatives  Implementation Group
     (DIG)  and the  approval of  the  DIG's recommendations  by the  Financial
     Accounting Standards Board.

     In  December 1999,  the Securities  and Exchange  Commission (SEC)  issued
     Staff  Accounting Bulletin  No.  101 (SAB  101),  _Revenue Recognition  in
     Financial  Statements,_  which  provides   guidance  on  the  recognition,
     presentation and disclosure of revenue  in financial statements filed with
     the SEC.  The Company is currently reviewing the provisions of SAB 101 and
     will complete this review by the end of the fourth quarter of 2000.

     <PAGE> 8
     RELATED COMPANY TRANSACTIONS:



                                         -6-


     The Company provides equipment, software  and services financing at market
     rates to IBM  and affiliated companies for both IBM  and non-IBM products.
     The  Company  originated  $456.8  million   and  $690.1  million  of  such
     financings  during the  nine months  ended September  30, 2000,  and 1999,
     respectively.   At  September 30,  2000, and  December 31,  1999, $1,326.4
     million  and  $1,437.1  million,  respectively, of  such  financings  were
     included in  the Company's lease  and loan portfolio. The  operating lease
     income,  net   of  depreciation,  and   income  from  loans   earned  from
     transactions with  IBM and affiliated companies,  was approximately $167.8
     million and  $137.3 million for the  first nine months of  2000, and 1999,
     respectively.

     The  Company  provides working  capital  financing,  at market  rates,  to
     certain  remarketers of  IBM products.    IBM pays  the Company  a fee  to
     provide an interest-free financing period to its remarketers.  Included in
     income from working  capital financing is $62.9 million  and $74.9 million
     of  fee income  earned from  divisions of  IBM for  the nine  months ended
     September 30, 2000, and 1999, respectively.

     The Company sells  used equipment to IBM at the  conclusion of IBM's lease
     or from the Company's inventory.   For the nine months ended September 30,
     2000, and 1999, the Company's sales of equipment to IBM amounted to $103.1
     million and $134.8 million, respectively.

     In 1999, as part of IBM's sale  of its global network to AT&T, the Company
     sold approximately  $76.3 million in leased  assets to IBM with  a cost of
     $56.5 million resulting in gross profit of $19.8 million.

     In the first quarter of 2000,  the Company and IBM amended their operating
     agreement to  allow IBM to charge  the Company for shared  expenses at the
     corporate and  geographic levels.   Where  practical, shared  expenses are
     determined based  upon measurable drivers  of expense.   When a  clear and
     measurable driver cannot be identified,  shared expenses are determined on
     a financial basis that is consistent with the Company's management system.
     Management  believes that  these  methods are  reasonable. These  expenses
     amounted to  $66.9 million for the  nine months ended September  30, 2000,
     and are included in selling, general and administrative expenses.

     SEGMENT REPORTING:

     The  Company is  organized on  the basis  of its  finance offerings.   The
     Company's  reportable segments  are  strategic business  units that  offer
     different financing solutions based upon the customers' needs.

     The Company's operations are conducted primarily through its two operating
     segments:  Customer  Financing and  Commercial  Financing.   The  Customer
     Financing segment  provides lease  and loan financing  of IBM  and non-IBM
     advanced information processing  products and services to end  users.  The
     Commercial  Financing segment  provides  primarily  secured inventory  and
     accounts receivable  financing (_working  capital financing_)  for dealers
     and remarketers  of information industry  products.  Also included  in the
     commercial financing segment are participation loans.  Participation loans








                                         -7-


     <PAGE> 9
     SEGMENT REPORTING (Continued):

     are  loans in  which the  Company has  purchased a  fixed percentage  of a
     specific  customer's   loan  facility  from   a  bank  or   other  lending
     institution.  The  Company then receives its fixed  percentage of interest
     and loan fees less administrative fees charged by the agent bank.

     The accounting policies of the segments  are the same as those followed by
     the Company.  Segment data includes  an allocation of interest expense and
     all  corporate  headquarters costs  to  each  of its  operating  segments.
     Interest expense is allocated primarily on the basis of a planned leverage
     ratio using an average interest rate.  Corporate headquarters expenses are
     allocated on  the basis of  headcount, an  annual survey of  the corporate
     staff to  determine the  time spent  on each  business segment,  and asset
     utilization depending on  the type of expense.  The  Company evaluates the
     performance of  its segments  and allocates resources  to them  based upon
     their earnings before taxes.

     The  following  schedules  represent   disaggregated  income  and  expense
     information for both segments.  There are no intersegment transactions.

     (in thousands)

     For the Three Months Ended September 30:

                                Customer       Commercial
             2000               Financing      Financing       Total
     ______________________   _____________  ____________  ___________

     Finance and other income $     461,467  $     78,433  $   539,900
     Interest expense.......  $     130,154  $     26,234  $   156,388
     Earnings before income
       taxes................  $     126,084  $     43,436  $   169,520

            1999
     ______________________

     Finance and other income $     361,518  $     64,252  $   425,770
     Interest expense.......  $     116,413  $     16,427  $   132,840
     Earnings before income
       taxes................  $     129,732  $     34,722  $   164,454

     For the Nine Months Ended September 30:

                                Customer       Commercial
             2000               Financing      Financing       Total
     ______________________   _____________  ____________  ___________

     Finance and other income $   1,315,716  $    215,200  $ 1,530,916
     Interest expense.......  $     366,052  $     69,182  $   435,234
     Earnings before income
       taxes................  $     385,888  $    106,025  $   491,913







                                         -8-


     <PAGE> 10
     SEGMENT REPORTING (Continued):

                                Customer       Commercial
             1999               Financing      Financing       Total
     ________________________ _____________  ____________  ___________

     Finance and other income $   1,187,654  $    172,866  $ 1,360,520
     Interest expense.......  $     353,566  $     40,564  $   394,130
     Earnings before income
       taxes................  $     377,702  $     93,611  $   471,313

     At September 30, 2000:

     Assets.................  $  11,684,812  $  3,051,462  $14,736,274

     At December 31, 1999:

     Assets.................  $  12,537,711  $  2,993,245  $15,530,956

     A  reconciliation  of  total  segment  revenues,  total  segment  interest
     expense,  total segment  earnings before  income taxes  and total  segment
     assets to the Company's consolidated amounts is as follows:

                                    Three Months Ended    Nine Months Ended
                                        September 30,       September 30,
                                     2000      1999        2000      1999
                                   _________ _________ __________ __________
     (in thousands)
     Finance and other income:
     Total finance and other income
      for reportable segments..... $ 539,900 $ 425,770 $1,530,916 $1,360,520
     Other revenues...............     9,605    12,801     33,726     42,972
                                   _________ _________ __________ __________
     Total consolidated finance
       and other income........... $ 549,505 $ 438,571 $1,564,642 $1,403,492
                                   ========= ========= ========== ==========
     Interest Expense:
     Total interest expense for
      reportable segments......... $ 156,388 $ 132,840 $  435,234 $  394,130
     Other interest expense.......     5,830     8,415     17,620     25,815
                                   _________  ________  _________ __________
     Total consolidated  interest
      expense..................... $ 162,218 $ 141,255 $  452,854 $  419,945
                                   ========= ========= ========== ==========
     Earnings Before Income Taxes:
     Total earnings before income
      taxes for reportable segments$ 169,520 $ 164,454 $  491,913 $  471,313
     Other earnings before income
       taxes......................     3,773     4,310     16,105     17,077
                                   _________ _________ __________ __________
     Total consolidated earnings
      before income taxes......... $ 173,293 $ 168,764 $  508,018 $  488,390
                                   ========= ========= ========== ==========






                                         -9-


     <PAGE> 11
     SEGMENT REPORTING (Continued):
                                            At            At
                                       September 30,  December 31,
                                           2000           1999
                                      _____________   ______________
     Assets:
     Total assets for reportable
       segments....................   $ 14,736,274    $ 15,530,956
     Other assets..................      1,138,168         813,749
                                      _____________   _____________
     Total consolidated assets.....   $ 15,874,442    $ 16,344,705
                                      =============   =============

     For the three months ended September 30, 2000, and 1999, IBM accounted for
     $128.7  million   and  $85.0  million,  respectively,   of  the  Company's
     consolidated revenues.  For the nine  months ended September 30, 2000, and
     1999, IBM accounted  for $357.5 million and  $385.9 million, respectively,
     of the Company's consolidated revenues.

     The  Company's business  is conducted  principally in  the United  States;
     foreign operations are not material.

     The Company continues to evaluate its organizational structure which could
     lead to changes in future reportable segments.



































                                        -10-


     <PAGE> 12
                               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, 2000,  were $105.0
     million.  Net earnings for the  nine months ended September 30, 2000, were
     $307.9 million,  yielding an annualized  return on average equity  of 18.4
     percent.  Net  earnings for the three and nine  months ended September 30,
     1999, were $102.3 million and $296.0 million, respectively.

     FINANCING ORIGINATED

     For  the three  months ended  September 30,  2000, the  Company originated
     customer  equipment financing  for end  users of  $1,654.1 million,  an 11
     percent increase from  $1,486.5 million for the same period  of 1999.  For
     the nine months ended September  30, 2000, the Company originated customer
     equipment  financing for  end  users  of $4,332.7  million,  a 10  percent
     decrease from $4,817.2 million for the same period of 1999.

     The overall decline in customer  equipment financing originated is related
     to  a decrease in  demand in  the first  half of  2000 for  IBM's advanced
     information processing  products caused  by the  lingering effects  of the
     Year 2000 computer  issue.  These effects have eased  in the third quarter
     of 2000, as  the Company's customers fully utilized the  capacity that had
     been  reserved  for  Year  2000  issues,  which  caused  the  increase  in
     originations the Company experienced in the third quarter of 2000.

     For  the  nine  months  ended   September  30,  2000,  customer  financing
     originations for end  users included purchases of $2,184.8  million of IBM
     information handling  systems, consisting of $1,538.1  million for capital
     leases  and $646.7  million for  operating leases.  In addition,  customer
     financing originations  for end  users also included  the following:   (1)
     financing for IBM software and services of $1,231.1 million; (2) financing
     of $683.4 million for remarketed IBM equipment, as well as related non-IBM
     equipment, software  and services  to meet  IBM customers'  total solution
     requirements;  (3) installment  and lease  financing for  state and  local
     government customers  of $131.5 million  for the  account of IBM;  and (4)
     financing originated for installment receivables of $101.9 million.

     The Company's capital lease  portfolio primarily includes direct financing
     leases.    Both  direct  financing leases  and  operating  leases  consist
     principally  of  advanced  information   processing  products  with  terms
     generally from two to three years.

     For the  three months  ended September 30,  2000, originations  of working
     capital financing of inventory for  dealers and remarketers of information
     industry  products  decreased by  10  percent  to $3,407.9  million,  from
     $3,766.4 million  for the same period  of 1999. For the  nine months ended
     September 30, 2000, originations of working capital financing of inventory
     for dealers and remarketers of  information industry products decreased by
     10 percent to $9,538.0 million, from $10,644.5 million for the same period
     of 1999.




                                        -11-


     <PAGE> 13

     FINANCING ORIGINATED (Continued)

     The  decline  in  working  capital  financing  originations  of  inventory
     reflects volume decreases in IBM's workstation products, as well as volume
     decreases, in  non-IBM products, for  remarketers financed by  the Company
     during the first nine months of 2000.

     Working  capital  financing  receivables   arise  primarily  from  secured
     inventory and accounts receivable financing 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
     and  non-IBM equipment.   This  equipment  is primarily  sourced from  the
     conclusion of  lease transactions and  is often 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   comprise  income  from  follow-on   capital  and
     operating  leases,  extensions of  existing  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, 2000, the remarketing
     activities contributed $63.3 million to  pretax earnings, an increase of 2
     percent compared with $62.3 million for  the same period of 1999.  For the
     nine  months   ended  September  30,  2000,   the  remarketing  activities
     contributed $212.7  million to pretax  earnings, an increase of  7 percent
     compared with $198.6 million for the first nine months of 1999.

     At September 30,  2000, the investment in remarketed  equipment on capital
     and  operating  leases totaled  $289.5  million,  compared with  the  1999
     year-end investment of $281.5 million.

     FINANCIAL CONDITION

     ASSETS

     Total assets  decreased to $15.9  billion at September 30,  2000, compared
     with $16.3 billion  at December 31, 1999.  This  decrease is primarily due
     to the  decrease in volumes  for operating  lease assets during  the first
     nine months  of 2000,  caused by  the lingering effects  of the  Year 2000
     computer  issue,  which have  eased  during  the  third quarter  of  2000.
     Additionally, the decline in  working capital financing receivables caused
     by  the  traditional seasonality  of  IBM's  business contributed  to  the
     overall  decline in  the Company's  assets.   Increases  in the  Company's
     capital lease and loan portfolio  and cash balances partially offset these
     decreases.








                                        -12-


     <PAGE> 14
     LIABILITIES AND STOCKHOLDER'S EQUITY

     The assets of the Company were  financed with $11,299.0 million of debt at
     September 30, 2000, an increase  of $495.0 million, from $10,804.0 million
     at  December 31,  1999.  This  increase was  the  result  of increases  in
     short-term debt-IBM of  $1,482.4 million and long-term  debt-IBM of $196.2
     million,  offset by  decreases  in commercial  paper  outstanding of  $1.4
     million, short-term debt  of $547.1 million, and long-term  debt of $635.1
     million.  Long-term debt-IBM of $1,587.9 million at September 30, 2000, is
     payable at market terms and conditions and had maturity dates ranging from
     October 15, 2001, to May 13, 2004.  Interest expense of $148.5 million and
     $93.6 million  was incurred on  loans from  IBM and affiliates  during the
     nine months ended September 30, 2000, and 1999, respectively.

     At September 30,  2000, the Company had available $9.8  billion of a shelf
     registration with  the Securities  and Exchange  Commission (SEC)  for the
     issuance of debt securities.  The  Company may issue debt securities under
     this shelf registration as the need  arises. This allows the Company rapid
     access to domestic financial markets.  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, together  with IBM, to  issue and  sell debt
     securities under  a Euro Medium  Term Note Programme(EMTN)in  an aggregate
     nominal amount  of up to EUR 4.0  billion, or its equivalent  in any other
     currency. At September 30, 2000, there  was EUR 14.2 million available for
     the issuance of debt securities under this program.  The Company may issue
     debt  securities  during  the  next  twelve  months  under  this  program,
     dependent on 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.

     The  Company  and  IBM  have   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.  At September
     30, 2000, the  Company had $320.1 million of  borrowings outstanding under
     this  agreement.   At December  31, 1999,  the Company  had no  borrowings
     outstanding under this agreement.

     The Company and  IBM have also signed an additional  master loan agreement
     which allows for  longer-term funding, made available at  market terms and
     conditions, upon the  request of the Company.  At  September 30, 2000, and
     December 31, 1999, the Company  had $4,391.7 million and $3,033.1 million,
     respectively, of borrowings outstanding under this agreement.

     The Company  periodically pays dividends to  IBM in order to  maintain its
     capital structure at appropriate levels.







                                        -13-


     <PAGE> 15
     FINANCIAL CONDITION (Continued)

     These  financing sources,  along with  the Company's  internally generated
     cash  and   medium-term  note  and  commercial   paper  programs,  provide
     flexibility to  the Company to  grow its lease, working  capital financing
     and loan portfolios,  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 and service fees. Also included in amounts due to IBM and
     affiliates  are amounts  due  for  services received  from  IBM under  the
     intercompany  operating  agreement,  as  well as  income  taxes  currently
     payable under the  intercompany tax allocation agreement.   Amounts due to
     IBM and affiliates  decreased by approximately $772.9  million to $1,203.3
     million at September 30, 2000, from $1,976.2 million at December 31, 1999.
     This  decrease was  primarily attributable  to  a decrease  in the  amount
     payable for capital  equipment purchases during 2000 due  to the lingering
     effects of  the Year 2000  computer issue, the traditional  seasonality of
     IBM's volumes and a decrease in the amount due to IBM for income taxes due
     to the timing the Company's income tax payments.

     At  September 30,  2000, the  Company's debt  to equity  ratio was  5.7:1,
     compared with 4.8:1 at December 31, 1999.

     TOTAL CASH PROVIDED BEFORE DIVIDENDS

     Total cash provided before dividends was $789.3 million for the first nine
     months of  2000, compared with $6.6  million for the same  period of 1999.
     For the  first nine months of  2000, total cash provided  before dividends
     reflects $1,376.4 million of cash provided by operating activities, offset
     by  $587.1 million  of cash  used  in investing  and financing  activities
     before dividends. For  the first nine months of 1999,  total cash provided
     before dividends reflects  $1,025.8 million of cash  provided by operating
     activities,  offset by  $1,019.2 million  of  cash used  by investing  and
     financing  activities  before  dividends.  Cash and  cash  equivalents  at
     September 30, 2000, totaled $839.4 million, an increase of $239.3 million,
     compared with the balance at December 31, 1999.

     RESULTS OF OPERATIONS

     INCOME FROM LEASES

     Income from leases increased 10 percent  to $235.3 million for the quarter
     ended September 30, 2000, from $214.7 million for the same period in 1999;
     for the nine months ended September 30, 2000, income from leases increased
     9 percent to $674.3 million from  $621.1 million for the same 1999 period.
     These increases are primarily due to improved average lease yields. Income
     from leases includes lease income resulting from remarketing transactions.
     Lease income from  remarketing transactions decreased 10  percent to $51.5
     million, compared  with $57.5 million for  the same 1999 period.   For the
     nine  months  ended September  30,  2000,  lease income  from  remarketing
     transactions increased 8  percent to $177.6 million,  compared with $165.1
     million for the first nine months of 1999.




                                        -14-


     <PAGE> 16
     RESULTS OF OPERATIONS (Continued)

     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 are
     not  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 $1,054.0 million  residual value  portfolio at
     September 30, 2000,  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.
     Although the  Company did  not recognize a  write-down of  residual values
     during the  third quarter of 2000,  the Company did record  a $7.3 million
     reduction to income  from leases during the first nine  months of 2000, to
     recognize  decreases in  the expected  future residual  value of  specific
     leased equipment.  The Company recorded a write-down of residual values of
     $2.0 million during the third quarter of 1999, for a total of $8.1 million
     for the first nine months of 1999.

     INCOME FROM WORKING CAPITAL FINANCING

     Income  from  working capital  financing  increased  10 percent  to  $70.3
     million for the three months ended September 30, 2000, compared with $63.8
     million for the same period of  1999.  For the nine months ended September
     30, 2000,  income from working  capital financing increased 16  percent to
     $198.0 million, compared with $171.2 million  for the same period of 1999.
     These increases  were primarily  due to  additional income  from revolving
     participation loans.  Income  from revolving participation loans increased
     to $28.5  million for the first  nine months of 2000,  compared with $13.2
     million for the  same period of 1999.  Additionally,  an increase of $10.5
     million in interest  income from dealers due to  higher yields contributed
     to the  increase in income  from working  capital financing for  the first
     nine months of 2000, compared with the same period of 1999.

     INCOME FROM LOANS

     Income from  loans increased  21 percent  to $76.5  million for  the third
     quarter of  2000,  compared  with $63.0 million  for the third  quarter of
     1999.   For the nine  months ended September  30, 2000, income  from loans
     increased 19 percent  to $218.8 million, compared with  $183.5 million for
     the same  1999 period.   These increases were  due to higher  average loan
     balances for the first nine months  of 2000, compared with the same period
     of 1999.   Additionally, income from term  participation loans contributed
     to the  increase in  loan income.   Income  from term  participation loans
     amounted  to $17.2  million and  $0.9 million  for the  nine months  ended
     September 30, 2000, and 1999, respectively.

     EQUIPMENT SALES

     Equipment sales amounted to $152.8 million  for the third quarter of 2000,
     compared with  $75.3 million for  the same period  of 1999; for  the first
     nine months of 2000, equipment  sales amounted to $423.3 million, compared
     with $356.0 million for the same 1999 period.
     <PAGE> 17
     RESULTS OF OPERATIONS (Continued)



                                        -15-


     Gross profit  on equipment sales for  the third quarter of  2000 was $14.9
     million compared with $6.8 million for the third quarter of 1999.  For the
     first nine months of 2000, gross  profit from equipment sales decreased to
     $39.0 million  compared with $41.6  million for  the same period  of 1999.
     The gross  profit margin for  the third quarter  of 2000 increased  to 9.7
     percent, compared  with 9.1  percent for  the same 1999  period.   For the
     first  nine months  of  2000, the  gross profit  margin  decreased to  9.2
     percent, compared with 11.7 percent for the first nine months of 1999.

     Excluding the  sale of  $76.3 million  of leased  equipment, with  a gross
     profit of  $19.8 million, to IBM in  relation to IBM's sale  of its global
     network business to  AT&T in the second quarter of  1999, equipment sales,
     gross profit and  gross profit margin increased for the  first nine months
     of 2000, compared with the same period of 1999.

     OTHER INCOME

     Other income decreased  33 percent to $14.6 million for  the third quarter
     of 2000, compared with $21.8 million for the same period of 1999.  For the
     nine months ended September 30, 2000, other income decreased 30 percent to
     $50.3  million, compared  with $71.7  million  for the  nine months  ended
     September  30,  1999.   These  decreases  in  other income  are  primarily
     attributable to a decline in the  fees for the servicing of IBM's federal,
     state and  local lease  and loan  portfolio, interest  income on  cash and
     factoring income.

     INTEREST EXPENSE

     Interest  expense increased  15 percent  to $162.2  million for  the third
     quarter of  2000, compared with $141.3  million for the same  1999 period.
     For the first nine months of 2000, interest expense increased 8 percent to
     $452.9 million, compared with $419.9 million  for the first nine months of
     1999.   These increases in  interest expense  are primarily due  to higher
     interest rates.   The Company's year-to-date average cost of  debt for the
     first nine  months of 2000 increased  to 5.9 percent from  5.4 percent for
     the same period in 1999.

     SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

     Selling, general  and administrative expenses  were $75.9 million  for the
     third  quarter of  2000, an  increase of  46 percent  compared with  $52.1
     million for the same  period in 1999.  For the first  nine months of 2000,
     selling,  general  and administrative  expenses  increased  34 percent  to
     $210.6 million, compared with $157.7 million  for the first nine months of
     1999.  These  increases are primarily attributable to the  increase in the
     amount  IBM charged  the  Company for  services received.    In the  first
     quarter of 2000, the Company renegotiated its operating agreement with IBM
     at IBM's  request. Refer to Related  Company Transactions in the  Notes to
     Consolidated Financial Statements on page 6.











                                        -16-


     <PAGE> 18
     PROVISION FOR RECEIVABLE LOSSES

     The  Company's  portfolio  of  capital   equipment  leases  and  loans  is
     predominantly  with investment  grade  customers.   The Company  generally
     retains ownership or takes a security interest in any underlying equipment
     financed.    The  Company  provides  for receivable  losses  at  the  time
     financings are originated and, from time to time, for capital equipment as
     conditions warrant. The  portfolio is diversified by  region, industry and
     individual unaffiliated customer.

     The Company  provides for working  capital financing receivable  losses on
     the basis of actual collection  experience and estimated collectibility of
     the  related  financing receivables.    With  the continued  trend  toward
     consolidation in this  industry, the concentration of  such financings for
     certain large  dealers and  remarketers of information  industry products,
     while continuously declining, remains significant.  At September 30, 2000,
     and  December  31,   1999,  approximately  35  percent   and  55  percent,
     respectively,  of the  working capital  financing receivables  outstanding
     were concentrated in ten working  capital accounts.  The Company's working
     capital  financing business  is  predominantly  with non-investment  grade
     customers. Such financing receivables  are typically collateralized by the
     inventory and  accounts receivable  of the dealers  and remarketers.   The
     Company did  not experience material losses  in 1999 or in  the first nine
     months of 2000.

     The overall provision for receivable  losses decreased to $0.1 million for
     the third quarter of 2000, compared  with $8.0 million for the same period
     in 1999.  For the nine  months ended September 30, 2000, the provision for
     receivable losses decreased  to $9.0 million, compared  with $23.0 million
     for the same  period of 1999. The decline in  the provision for receivable
     losses  was primarily  attributable to  lower reserve  requirements, based
     upon   the   Company's   historical   loss   experience,   assessment   of
     collectibility  of specific  receivables  and its  ability to  effectively
     manage credit risk.

     INCOME TAXES

     The provision  for income taxes increased  3 percent to $68.3  million for
     the quarter ended September 30, 2000,  compared with $66.5 million for the
     same period in 1999.  For the first nine months of 2000, the provision for
     income taxes increased  4 percent to $200.2 million,  compared with $192.4
     million for the nine months ended September 30, 1999.  These increases are
     due to the increase in pretax earnings for the third quarter and the first
     nine months of 2000, compared with the same periods of 1999.

     RETURN ON AVERAGE EQUITY

     The results for the first nine months of 2000 yielded an annualized return
     on average equity of 18.4 percent, compared with 20.1 percent for the same
     period of 1999.









                                        -17-


     <PAGE> 19
     CLOSING DISCUSSION

     The Company's  resources continue to be  sufficient to enable it  to carry
     out its  mission of offering  customers competitive leasing  and financing
     and  providing  information  technology  remarketers  with  inventory  and
     accounts  receivable  financing,  which  contributes  to  the  growth  and
     stability of IBM earnings.




















































                                        -18-


     <PAGE> 20
     FORWARD LOOKING STATEMENTS

     Except for  the historical  information and discussions  contained herein,
     statements contained in this Quarterly  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  and  subsequent
     recoverabiltiy of  recorded residual values; currency  fluctuations on the
     associated debt and liabilities; change 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 SEC and in IBM's filings with the SEC.


































                                        -19-


     <PAGE> 21
                             Part II - Other Information

     Item 1.  Legal Proceedings

     None material.


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

     A Form  8-K dated July 17, 2000,  was filed with respect  to the Company's
     financial results for the six month period ended June 30, 2000.
















































                                        -20-


     <PAGE> 22
                                      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 13, 2000            By:  /s/ Paula L. Summa
                                        (Paula L. Summa)
                                        Vice President, Finance
                                        and Chief Financial Officer













































                                        -21-






























































                                        -22-



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission