IBM CREDIT CORP
10-Q, 2000-08-14
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 June 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  July 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 July 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 June 30, 2000 and December 31, 1999 . . . . . . . . . . . 1

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

          Consolidated Statement of Cash Flows for the six months
            ended June 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. . . . . . . . . . .  . . . . . . . . .18


     <PAGE> 3
     <TABLE>
                               IBM CREDIT CORPORATION

                    CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                                     (Unaudited)
     (Dollars in thousands)
     <CAPTION>                                 At             At
                                            June 30,     December 31,
                                              2000           1999
                                         _____________   ____________
     <S>                                 <C>             <C>
     ASSETS:

       Cash and cash equivalents. . . . .  $   692,795    $   600,111
       Net investment in capital leases .    5,321,949      5,337,200
       Equipment on operating leases, net    2,779,112      3,386,686
       Loans receivable . . . . . . . . .    3,689,346      3,535,498
       Working capital financing
         receivables. . . . . . . . . . .    2,411,334      2,963,583
       Investments and other assets . . .      479,516        521,627
                                            __________    ___________

     Total Assets                          $15,374,052    $16,344,705
                                           ===========    ===========
     LIABILITIES AND STOCKHOLDER'S EQUITY:

       Liabilities:

       Short-term debt. . . . . . . . . .  $ 3,781,110    $ 5,491,441
       Short-term debt-IBM. . . . . . . .    3,613,536      1,641,447
       Due to IBM and affiliates. . . . .    1,268,375      1,976,167
       Interest and other accruals. . . .      368,491        454,261
       Deferred income taxes. . . . . . .      897,089        877,916
       Long-term debt . . . . . . . . . .    1,872,372      2,279,437
       Long-term debt-IBM . . . . . . . .    1,487,904      1,391,702
                                           ___________    ___________
          Total liabilities . . . . . . .   13,288,877     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. . . . . . . . .    1,627,764      1,774,923
                                           ___________    ___________
          Total stockholder's equity. . .    2,085,175      2,232,334
                                           ___________    ___________
     Total Liabilities and Stockholder's
       Equity . . . . . . . . . . . . . .  $15,374,052    $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  Six Months Ended
                                      June 30,            June 30,
                                   2000      1999      2000      1999
                                  ________ ________  ________  ________
     <S>                          <C>      <C>       <C>       <C>
     FINANCE AND OTHER INCOME:

       Income from leases:
          Capital leases . . . . .$102,197 $ 97,517  $197,152  $185,532
          Operating leases, net of
           depreciation. . . . . . 118,981  113,870   241,786   220,875
                                  ________ ________  ________  ________
                                   221,178  211,387   438,938   406,407

       Income from working capital
        financing. . . . . . . . .  59,405   54,880   127,701   107,424
       Income from loans . . . . .  73,718   59,988   142,310   120,486
       Equipment sales . . . . . . 149,941  183,086   270,422   280,709
       Other income. . . . . . . .  13,883   21,064    35,766    49,895
                                  ________ ________  ________ _________
          Total finance and other
           income. . . . . . . . . 518,125  530,405 1,015,137   964,921
                                  ________ ________ _________ _________
     COST AND EXPENSES:

       Interest. . . . . . . . . . 140,758  139,961   290,636   278,690
       Cost of equipment sales . . 129,270  155,982   246,242   245,982
       Selling, general, and
        administrative . . . . . .  69,265   56,015   134,676   105,618
       Provision for receivable
        losses . . . . . . . . . .   3,628    9,440     8,858    15,005
                                   _______ ________  ________ _________

          Total cost and expenses. 342,921  361,398   680,412   645,295
                                   _______ ________  ________ _________

     EARNINGS BEFORE INCOME TAXES. 175,204  169,007   334,725   319,626

     Provision for income taxes. .  69,050   66,591   131,883   125,933
                                  ________ ________  ________ _________
     NET EARNINGS. . . . . . . . .$106,154 $102,416  $202,842  $193,693
                                  ========= =======  ========  ========
     <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>                                         Six Months Ended
                                                           June 30,
                                                       2000       1999
                                                ___________  ___________
     <S>                                          <C>          <C>
     CASH FLOWS FROM OPERATING ACTIVITIES:

        Net earnings . . . . . . . . . . . . . .  $   202,842  $   193,693
        Adjustments to reconcile net earnings to
         cash provided by operating activities:
        Depreciation and amortization. . . . . .      977,519    1,011,537
        Provision for receivable losses. . . . .        8,858       15,005
        Increase in deferred income taxes. . . .       19,173       54,340
        Decrease in interest and other accruals       (85,770)    (170,531)
        Gross profit on equipment sales. . . . .      (24,180)     (34,727)
        Other items that provided (used) cash:
          Proceeds from equipment sales. . . . .      270,422      280,709
          Decrease in amounts due IBM and
            affiliates . . . . . . . . . . . . .     (707,792)    (628,239)
          Other, net . . . . . . . . . . . . . .         -          12,601
                                                  ___________  ___________
     Cash provided by operating activities . . .      661,072      734,388
                                                  ___________  ___________

     CASH FLOWS FROM INVESTING ACTIVITIES:

        Investment in capital leases . . . . . .   (1,113,257)  (1,185,040)
        Collections on capital leases, net of
         income earned . . . . . . . . . . . . .    1,010,780    1,069,257
        Investment in equipment on operating
         leases. . . . . . . . . . . . . . . . .     (419,421)    (881,181)
        Investment in loans receivable . . . . .     (979,028)  (1,058,759)
        Collections on loans receivable, net
         of interest earned. . . . . . . . . . .      825,180      808,498
        Collections on working capital financing
         receivables, net. . .                        533,791      353,674
        Purchases of marketable securities . . .         -         (24,390)
        Proceeds from redemption of marketable
         securities. . . . . . . . . . . . . . .         -          56,562
        Cash payment for lease portfolio
          acquired . . . . . . . . . . . . . . .         -        (176,613)
                                                  ___________  ___________
     Total carried forward                        $  (141,955) $(1,037,992)
                                                  ___________  ___________
     <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
                                     (Unaudited)
     (Continued)
                                                     Six Months Ended
                                                           June 30,
                                                       2000       1999
                                                   ___________  ___________

     <S>                                          <C>            <C>
     CASH FLOWS FROM INVESTING ACTIVITIES (Continued):

        Total brought forward                      $  (141,955) $(1,037,992)
        Proceeds from the sale of the net assets
          of IBM Credit International Factoring
          Corporation . . . . . . . . . . . . . .         -         273,759
       Other, net . . . . . . . . . . . . . . . .      (29,720)      (2,071)
                                                   ___________  ___________
     Cash used in investing activities. . . . . .     (171,675)    (766,304)

                                                   ___________  ___________

     CASH FLOWS FROM FINANCING ACTIVITIES:

        Proceeds from issuance of long-term
         debt . . . . . . . . . . . . . . . . . .      925,000    1,174,984
        Repayment of debt with original
         maturities of one year or more . . . . .     (481,000)    (455,544)
        Repayment of debt with original
         maturities within one year, net. . . . .     (490,713)    (586,005)
        Cash dividends paid to IBM. . . . . . . .     (350,000)     (75,000)
                                                   ___________  ___________
     Cash (used in) provided by financing
        activities. . . . . . . . . . . . . . . .     (396,713)      58,435
                                                   ___________  ___________
     Change in cash and cash equivalents. . . . .       92,684       26,519

     Cash and cash equivalents, January 1 . . . .      600,111      822,844
                                                   ___________  ___________
     Cash and cash equivalents, June 30 . . . . .  $   692,795   $  849,363
                                                   ===========  ===========

     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.

     <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 for  a fair statement of the results  for the three-
     and six-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  2.15 for
     both the six months ended June 30, 2000, and 1999.

     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  June 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,_ 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.  Management does
     not expect the adoption to have a material effect on the Company's results
     of operations,  however; the  effect on  the Company's  financial position
     depends  on the  fair  values  of the  Company's  derivatives and  related
     financial instruments at the date of adoption.

     In  December 1999,  the Securities  and Exchange  Commission (SEC)  issued
     Staff  Accounting Bulletin  (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 effects of SAB 101 and does not believe
     its  adoption will  have a  material effect  on the  Company's results  of
     operations or  financial position.   The Company  expects to  complete its
     review of SAB 101 by the end of 2000.











                                         -5-


     <PAGE> 8
     RELATED COMPANY TRANSACTIONS:

     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  $267.6  million   and  $432.9  million  of  such
     financings  during  the  six  months   ended  June  30,  2000,  and  1999,
     respectively.  At  June 30, 2000, and December 31,  1999, $1,344.3 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 $107.1 million  and $88.4 million
     for the first six 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 $40.9 million  and $49.4 million
     of fee income  earned from divisions of IBM for the  six months ended June
     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 six months ended June 30, 2000,
     and  1999, the  Company's  sales of  equipment to  IBM  amounted to  $64.6
     million and $135.4 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 with an allocation for shared
     expenses at the corporate and  geographic levels.  Where practical, shared
     expenses are allocated  based upon measurable drivers of expense.   When a
     clear  and measurable  driver cannot  be identified,  shared expenses  are
     allocated  on a  financial basis  that  is consistent  with the  Company's
     management system.  Management believes that these methods are reasonable.
     Total allocated  expenses of $43.8 million  for the six months  ended June
     30, 2000, 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
     are  loans in  which the  Company has  purchased a  fixed percentage  of a
     specific customer's loan facility from a bank or other lending




                                         -6-


     <PAGE> 9
     SEGMENT REPORTING (Continued):

     institution.   The  Company  will  then receive  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 June 30:

                                Customer       Commercial
             2000               Financing      Financing       Total
     ______________________   _____________  ____________  ___________

     Revenues...............  $     444,305  $     64,624  $   508,929
     Interest expense.......  $     116,946  $     20,157  $   137,103
     Earnings before income
       taxes................  $     133,459  $     36,203  $   169,662

            1999
     ______________________

     Revenues...............  $     460,820  $     55,432  $   516,252
     Interest expense.......  $     119,082  $     11,738  $   130,820
     Earnings before income
       taxes................  $     135,103  $     28,960  $   164,063

     For the Six Months Ended June 30:

                                Customer       Commercial
             2000               Financing      Financing       Total
     ______________________   _____________  ____________  ___________

     Revenues...............  $     854,249  $    136,767  $   991,016
     Interest expense.......  $     235,898  $    42,948   $   278,846
     Earnings before income
       taxes................  $     259,804  $    62,589   $   322,393









                                         -7-


     <PAGE> 10
     SEGMENT REPORTING (Continued):

                                Customer       Commercial
             1999               Financing      Financing       Total
     ______________________   _____________  ____________  ___________

     Revenues...............  $     826,136  $    108,614  $   934,750
     Interest expense.......  $     237,153  $     24,137  $   261,290
     Earnings before income
       taxes................  $     247,966  $     58,888  $   306,854

     At June 30, 2000:

     Assets.................  $  11,693,415  $  2,723,755  $14,417,170

     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      Six Months Ended
                                        June 30,               June 30,
                                     2000      1999        2000      1999
                                   _________ _________ __________ __________
     (in thousands)
     Revenues:
     Total revenues for reportable
      segments.................... $ 508,929 $ 516,252 $  991,016 $  934,750
     Other revenues...............     9,196    14,153     24,121     30,171
                                   _________ _________ __________ __________
     Total consolidated revenues.. $ 518,125 $ 530,405 $1,015,137 $  964,921
                                   ========= ========= ========== ==========
     Interest Expense:
     Total interest expense for
      reportable segments......... $ 137,103 $ 130,820 $  278,846 $  261,290
     Other interest expense.......     3,655     9,141     11,790     17,400
                                   _________  ________  _________ __________
     Total consolidated  interest
      expense..................... $ 140,758 $ 139,961 $  290,636 $  278,690
                                   ========= ========= ========== ==========
     Earnings Before Income Taxes:
     Total earnings before income
      taxes for reportable segments$ 169,662 $ 164,063 $  322,393 $  306,854
     Other earnings before income
       taxes......................     5,542     4,944     12,332     12,772
                                   _________ _________ __________ __________
     Total consolidated earnings
      before income taxes......... $ 175,204 $ 169,007 $  334,725 $  319,626
                                   ========= ========= ========== ==========







                                         -8-


     <PAGE> 11
     SEGMENT REPORTING (Continued):
                                            At            At
                                          June 30,     December 31,
                                           2000           1999
                                      _____________   ______________
     Assets:
     Total assets for reportable
       segments....................   $ 14,417,170    $ 15,530,956
     Other assets..................        956,882         813,749
                                      _____________   _____________
     Total consolidated assets.....   $ 15,374,052    $ 16,344,705
                                      =============   =============

     For the  three months  ended June  30, 2000, and  1999, IBM  accounted for
     $121.1  million  and  $191.0   million,  respectively,  of  the  Company's
     consolidated revenues.  For the six  months ended June 30, 2000, and 1999,
     IBM accounted for $228.8 million  and $300.9 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.



































                                         -9-


     <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  June  30,  2000, were  $106.2
     million.  Net earnings for the  six months ended June 30, 2000 were $202.8
     million, yielding an annualized return  on average equity of 17.7 percent.
     Net earnings for the three and six months ended June 30, 1999, were $102.4
     million and $193.7 million, respectively.

     FINANCING ORIGINATED

     For the three months ended June  30, 2000, the Company originated customer
     equipment  financing for  end  users  of $1,664.2  million,  a 17  percent
     decrease from $1,993.6  million for the same period of 1999.   For the six
     months  ended June  30, 2000,  the Company  originated customer  equipment
     financing for  end users of $2,678.6  million, a 20 percent  decrease from
     $3,330.7 million for the same period of 1999.

     The decline  in customer  equipment financing originated  is related  to a
     decrease  in demand  for  IBM's advanced  information processing  products
     caused by the lingering effects of the Year 2000 computer issue.

     For the  six months ended  June 30, 2000, customer  financing originations
     for end  users included purchases  of $1,297.6 million of  IBM information
     handling  systems, consisting  of $941.2  million for  capital leases  and
     $356.4  million  for operating  leases.  In  addition, customer  financing
     originations for end users included the  following:  (1) financing for IBM
     software and services  of $850.8 million; (2) financing  of $383.7 million
     for  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 $77.4 million for the account  of IBM; and (4) financing originated for
     installment receivables of $69.1 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 June  30, 2000, originations of working capital
     financing of inventory for dealers and remarketers of information industry
     products decreased by 7 percent to $3,300.2 million, from $3,549.0 million
     for  the same period  of 1999.  For the  six months  ended June  30, 2000,
     originations of  working capital  financing of  inventory for  dealers and
     remarketers of  information industry products  decreased by 11  percent to
     $6,130.1 million, from $6,878.1 million for  the same period of 1999.  The
     decline in  working capital  financing originations of  inventory reflects
     volume decreases  in IBM's workstation  products and non-IBM  products for
     remarketers financed by the Company during the first half of 2000.






                                        -10-



     <PAGE> 13
     FINANCING ORIGINATED (Continued)

     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 and  gross profit on equipment sales,  net of write-downs
     in residual  values of  certain leased  equipment.   For the  three months
     ended June 30, 2000, the  remarketing activities contributed $73.6 million
     to pretax  earnings, a decrease of  7 percent compared with  $79.2 million
     for the same period of 1999.   For the six months ended June 30, 2000, the
     remarketing activities  contributed $142.5 million to  pretax earnings, an
     increase  of 5  percent compared  with $136.3  million for  the first  six
     months of 1999.

     At June  30, 2000, the investment  in remarketed equipment on  capital and
     operating  leases  totaled $288.1  million,  compared  with 1999  year-end
     investment of $281.5 million.

     FINANCIAL CONDITION

     ASSETS

     Total assets  decreased to $15.4 billion  at June 30, 2000,  compared with
     $16.3 billion at  December 31, 1999.  This decrease is  due to the decline
     in volumes caused by the lingering effects of the Year 2000 computer issue
     and the traditional seasonality of IBM's business.

     LIABILITIES AND STOCKHOLDER'S EQUITY

     The assets of the Company were  financed with $10,754.9 million of debt at
     June 30,  2000, a  decrease of  $49.1 million,  from $10,804.0  million at
     December 31, 1999. This decrease was the result of decreases in commercial
     paper outstanding of  $1,613.6 million, short-term debt  of $96.7 million,
     and long-term debt of $407.1 million,  offset by an increase in short-term
     debt-IBM  of $1,972.1  million and  long-term debt-IBM  of $96.2  million.
     Long-term debt-IBM  of $1,487.9 million  at June  30, 2000, is  payable at
     market terms  and conditions and had  maturity dates ranging from  July 9,
     2001 to May 13, 2004.  Interest expense of $84.9 million and $65.9 million
     was incurred on loans from IBM  and affiliates during the six months ended
     June 30, 2000, and 1999, respectively.

     <PAGE> 14
     FINANCIAL CONDITION (Continued)


                                        -11-


     At  June 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  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 Euro  4.0
     billion, or its equivalent in any  other currency. At June 30, 2000, there
     was Euro 107.0 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  June 30,
     2000, the Company had $868.3  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 June  30, 2000,  and
     December 31, 1999, the Company  had $3,550.0 million and $2,350.0 million,
     respectively, of borrowings outstanding under this agreement.

     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 $707.8  million to $1,268.4
     million at June 30, 2000, from $1,976.2 million at December 31, 1999.  The
     decrease was primarily attributable to a $433.9 million decrease in the







                                        -12-


     <PAGE> 15
     FINANCIAL CONDITION (Continued)

     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 tax payments of $181.2 million due to the timing these payments.

     At June 30,  2000, the Company's debt to equity  ratio was 5.2:1, compared
     with 4.8:1 at December 31, 1999.

     TOTAL CASH PROVIDED BEFORE DIVIDENDS

     Total cash provided before dividends was $442.7 million for the first half
     of 2000, compared with $101.5 million for the same period of 1999. For the
     first half of  2000, total cash provided before  dividends reflects $661.1
     million of cash provided by operating activities, offset by $218.4 million
     of cash used  in investing and financing activities  before dividends. For
     the  first half  of 1999,  total cash  provided before  dividends reflects
     $632.9 million of  cash used by investing and  financing activities before
     dividends,  offset  by  $734.4  million  of  cash  provided  by  operating
     activities. Cash  and cash  equivalents at June  30, 2000,  totaled $692.8
     million,  an increase  of  $92.7  million, compared  with  the balance  at
     December 31, 1999.

     RESULTS OF OPERATIONS

     INCOME FROM LEASES

     Income from leases  increased 5 percent to $221.2 million  for the quarter
     ended June 30, 2000, from $211.4  million for the same period in 1999; for
     the six months ended June 30, 2000, income from leases increased 8 percent
     to $438.9  million from $406.4  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 12  percent to $50.2
     million, compared  with $57.1 million for  the same 1999 period.   For the
     six months ended June 30, 2000, lease income from remarketing transactions
     increased 8  percent to $116.1  million, compared with $107.6  million for
     the first half of 1999.

     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 $1,090.4 million residual value portfolio at












                                        -13-


     <PAGE> 16
     RESULTS OF OPERATIONS (Continued)

     June 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.  However, the
     Company did record  a $3.5 million reduction to income  from leases during
     the second quarter  of 2000, for a total of $7.3  million during the first
     half of 2000, to recognize decreases in the expected future residual value
     of specific leased equipment, compared with $5.1 million during the second
     quarter of 1999, for a total of $6.1 million for the first half of 1999.

     INCOME FROM WORKING CAPITAL FINANCING

     Income from working capital financing increased 8 percent to $59.4 million
     for the three months ended June  30, 2000, compared with $54.9 million for
     the same period of  1999.  For the six months ended  June 30, 2000, income
     from working  capital financing  increased 19  percent to  $127.7 million,
     compared with $107.4 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  $17.3
     million for  the first half  of 2000, compared  with $6.6 million  for the
     same  period  of  1999,  due  to a  substantial  increase  in  the  amount
     outstanding in  the current  period.  Additionally,  an increase  of $12.7
     million in income from dealer interest due to higher yields contributed to
     the increase in income from  working capital financing receivables for the
     first half of 2000, compared with the same period of 1999.

     INCOME FROM LOANS

     Income from  loans increased 23  percent to  $73.7 million for  the second
     quarter of  2000,  compared with  $60.0 million for the  second quarter of
     1999.  For the six months ended June 30, 2000, income from loans increased
     18 percent  to $142.3 million, compared  with $120.5 million for  the same
     1999 period.  These increases were due to higher average loan balances for
     the  first  half  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
     $9.1 million for the six months ended  June 30, 2000.  There was no income
     from term participation loans for the six months ended June 30, 1999.

     EQUIPMENT SALES

     Equipment sales amounted to $149.9 million for the second quarter of 2000,
     compared with  $183.1 million for the  same period of 1999;  for the first
     six months of  2000, equipment sales amounted to  $270.4 million, compared
     with $280.7 million for the same 1999 period.

     Gross profit on  equipment sales for the second quarter  of 2000 was $20.7
     million compared with  $27.1 million for the second quarter  of 1999.  For
     the first  half of 2000,  gross profit  from equipment sales  decreased to
     $24.2 million  compared with $34.7  million for  the same period  of 1999.
     The gross profit  margin for the second quarter of  2000 decreased to 13.8
     percent, compared  with 14.8 percent  for the same  1999 period.   For the
     first half  of 2000,  the gross  profit margin  decreased to  8.9 percent,
     compared with 12.4 percent for the first half of 1999.




                                        -14-


     <PAGE> 17
     RESULTS OF OPERATIONS (Continued)

     These decreases are due to 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.
     Excluding the sale of these assets  in 1999, equipment sales, gross profit
     and gross  profit margin have  increased for  both the second  quarter and
     first half of 2000, compared with the respective periods of 1999.

     OTHER INCOME

     Other income decreased 34 percent to  $13.9 million for the second quarter
     of 2000, compared with $21.1 million for the same period of 1999.  For the
     six months ended June 30, 2000, other income decreased 28 percent to $35.8
     million, compared  with $49.9 million  for the  six months ended  June 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  1 percent  to $140.8  million for  the second
     quarter of  2000, compared with $140.0  million for the same  1999 period.
     For the first half of 2000, interest expense increased 4 percent to $290.6
     million, compared with  $278.7 million for the first half  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 six months
     of 2000 increased  to 5.7 percent from 5.4 percent for  the same period in
     1999.

     SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES

     Selling, general, and  administrative expenses were $69.3  million for the
     second quarter  of 2000,  an increase  of 24  percent compared  with $56.0
     million for the same period in 1999.  For the first half of 2000, selling,
     general,  and  administrative  expenses  increased 28  percent  to  $134.7
     million, compared with  $105.6 million for the first half  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.

     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.







                                        -15-


     <PAGE> 18
     RESULTS OF OPERATIONS (Continued)

     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 June 30, 2000, and
     December 31, 1999, approximately 39  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 half of 2000.

     The overall provision for receivable  losses decreased to $3.6 million for
     the second quarter of 2000, compared with $9.4 million for the same period
     in  1999.   For the  six months  ended June  30, 2000,  the  provision for
     receivable losses decreased  to $8.9 million, compared  with $15.0 million
     for the same  period of 1999. The decline in  the provision for receivable
     losses  was  primarily attributable  to  lower  asset balances  and  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  4 percent to $69.1  million for
     the quarter ended June 30, 2000,  compared with $66.6 million for the same
     period in  1999.   For the first  half of  2000, the provision  for income
     taxes increased 5 percent to  $131.9 million, compared with $125.9 million
     for the six  months ended June 30,  1999.  These increases are  due to the
     increase in pretax  earnings for the second quarter and  the first half of
     2000, compared with the same periods of 1999.

     RETURN ON AVERAGE EQUITY

     The results for the first six  months of 2000 yielded an annualized return
     on average  equity of  17.7 percent,  compared with  20.2 percent  for the
     first half of 1999.

     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.










                                        -16-


     <PAGE> 19
     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.


































                                        -17-


     <PAGE> 20
                             Part II - Other Information

     Item 1.  Legal Proceedings

     None material.


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

     A Form 8-K  dated April 18, 2000, was filed with  respect to the Company's
     financial results for the quarterly period ended March 31, 2000.
















































                                        -18-


     <PAGE> 21
                                      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: August 14, 2000              By:  /s/ Paula L. Summa
                                        (Paula L. Summa)
                                        Vice President, Finance
                                        and Chief Financial Officer













































                                        -19-



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