Registration Statement No. 333-37034
                         Filed Pursuant to Rule 424(b)(3)


           International Business Machines Corporation

                          IBM Notes

         With Maturities of 1 year or More from Date of Issue


                     Pricing Supplement No. 38

(To Prospectus dated June 20, 2000 and
Prospectus Supplement dated June 28, 2002)

The date of this Pricing Supplement is: May 05, 2003



This is a Pricing Supplement. It describes the Fixed Rate Notes
now being issued under the $1,000,000,000 Medium Note program of
International Business Machines Corporation.  This document adds
to, or "supplements" the description of the Notes which we refer
to in the accompanying Prospectus Supplement and the Prospectus.
This pricing supplement provides important and detailed
information about the specific Notes we are now issuing.  This
Pricing Supplement also amends the terms of the Prospectus
Supplement and the Prospectus to the extent that the description
of the Notes in this Pricing Supplement is different from the
terms which are set forth in the Prospectus Supplement and the
Prospectus.


Trade Date:         May 02, 2003

Issue Date:         May 07, 2003

CUSIP:              459 20Q EJ9

Principal Amount:   $2,947,000.00

Interest Rate:      3.30%

Maturity Date:      May 15, 2009

Price To
Public
(expressed as
a percentage
of the
aggregate
Principal
Amount):             100%

Discounts and
Commissions:         1.00%

1st Coupon
Payment Date:       June 15, 2003

Interest
Payment
Frequency:          Monthly

Survivor's Option:  Yes

Subject to
Redemption
or Repayment:       No

Date and Terms
of Redemption or
repayment
(including
any applicable
regular
or special
record dates):      Not applicable

Original Issue
Discount
(OID) Note:         No

Total Amount
of OID:             Not applicable

Effective April 7, 2003 the name of Salomon Smith Barney Inc.,
an agent of the program, was changed to Citigroup Global Markets Inc.