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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1
Tender Offer Statement Pursuant to
Section 14(d)(1) of the Securities Exchange Act of 1934
and
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4*)
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Software Artistry, Inc.
(Name of Subject Company)
Hoosier Acquisition Corp.
International Business Machines Corporation
(Bidders)
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Common Stock, No Par Value
(Title of Class of Securities)
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83402810
(CUSIP Number of Class of Securities)
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Lawrence R. Ricciardi, Esq.
Senior Vice President and General Counsel
and interim Chief Financial Officer
International Business Machines Corporation
New Orchard Road
Armonk, New York 10504
(914) 499-1900
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications on Behalf of Bidders)
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Copy to:
Allen Finkelson, Esq.
Cravath, Swaine & Moore
Worldwide Plaza
825 Eighth Avenue
New York, New York 10019
(212) 474-1000
*Constituting the final amendment to Schedule 14D-1
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International Business Machines Corporation ("IBM") and Hoosier
Acquisition Corp. hereby amend and supplement their Tender Offer Statement
on Schedule 14D-1 and Schedule 13D (the "Statement"), originally filed on
December 23, 1997, as amended by Amendments No. 1, 2 and 3, with respect to
their offer to purchase all outstanding shares of Common Stock, no par
value, of Software Artistry, Inc., an Indiana corporation, as set forth in
this Amendment No. 4. Capitalized terms not defined herein have the
meanings assigned thereto in the Statement.
Item 6. Interest in Securities of the Subject Company.
On January 26, 1998, IBM accepted for payment a total of
6,612,851 Shares.
Item 10. Additional Information.
The Offer terminated at 11:59 p.m., New York City time on Friday,
January 23, 1998.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Dated: February 4, 1998
HOOSIER ACQUISITION CORP.,
By: /s/ LEE A. DAYTON
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Name: Lee A. Dayton
Title: President
INTERNATIONAL BUSINESS
MACHINES CORPORATION,
by: /s/ LEE A. DAYTON
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Name: Lee A. Dayton
Title: Vice President, Corporate
Development and Real Estate
