Filed Pursuant to Rule 433
Registration Nos. 333-145104 and 333-145104-01

5.05% Notes Due 2012
IBM International Group Capital LLC
guaranteed by
International Business Machines Corporation
October 17, 2007
Pricing Term Sheet



IBM International Group Capital LLC



International Business Machines Corporation



A1/A+/A+ (Moody’s/S&P/Fitch)




Trade Date


October 17, 2007

Settlement Date


October 22, 2007



October 22, 2012

Interest Payment Dates


April 22 and October 22, commencing April 22, 2008

Benchmark Treasury


4.25% due September 30, 2012

Benchmark Treasury Yield



Spread to Benchmark Treasury


+87 basis points

Yield to Maturity





5.05% per annum, accruing from October 22, 2007

Make-Whole Call


T+15 basis points

Price to Public



Underwriting Discount



Use of Proceeds


For general corporate purposes, which may include
the repayment of loans extended to the parent of the Issuer by
certain affiliates of the Underwriters.

Minimum Denomination


$100,000 and increments of $1,000



Bear Stearns & Co. Inc., Deutsche Bank Securities Inc.,
Lehman Brothers Inc., Morgan Stanley & Co. Incorporated

Billing and Delivering


Morgan Stanley & Co. Incorporated



44924E AB6




Note:  A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The Issuer and Guarantor have filed a joint registration statement (including a prospectus) with the SEC for the offering to which this communication relates.  Before you invest, you should read the prospectus in that registration statement and other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering.  You may get these documents for free by visiting EDGAR on the SEC web site at  Alternatively, the Issuer, the Guarantor, any underwriter or any dealer participating in the Offering will arrange to send you the prospectus if you request it by calling Bear Stearns & Co. Inc. toll free at 1-866-803-9204, Deutsche Bank Securities Inc. toll free at 1-800-503-4611, Lehman Brothers Inc. toll free at 1-888-603-5847, or Morgan Stanley & Co. Incorporated toll free at 1-866-718-1649.

This pricing term sheet supplements the preliminary form of prospectus supplement issued by IBM International Group Capital LLC and International Business Machines Corporation on October 17, 2007 relating to their Prospectus dated August 3, 2007.