**VIA COURIER**

June 25, 2010

Ms. Kathleen Ireland  
Risk Manager, IBM CHQ  
Global Risk & Insurance Management  
International Business Machines Corporation  
1 New Orchard Road  
Armonk, New York 10504  
U.S.A.

Re: International Business Machines Corporation  
ACE Bermuda Insurance Ltd.  
Policy No. IBM-1455/OCC01  
Policy Period: May 21, 2010 - 2011

Dear Ms. Ireland,

We are pleased to enclose the Declaration page, policy form and endorsement nos.1 to 14 which attaches to and forms part of the above captioned policy.

End. No. 1  
Eff. May 21/10  
**SCHEDULE OF LEAD UMBRELLA AND UNDERLYING EXCESS POLICIES**  
Any restrictive policy terms and/or conditions that apply to the underlying policies that are in excess of the Followed Policy but underlying to the ACE Policy will also apply to the ACE Limits of Liability unless amended by Endorsement.

End. No. 2  
Eff. May 21/10  
**PRIOR INSURANCE AND NON-CUMULATION OF LIMITS ENDORSEMENT**  
Does not provide Cumulation of Limits for occurrences also covered under excess policies previously in effect by reducing amount of limit available by amount paid under previous policy.

End. No. 3  
Eff. May 21/10  
**TOXIC SUBSTANCES EXCLUSION**  
Notwithstanding anything contained in the Followed Policy, this Policy shall not apply to any liability arising out of the manufacture, distribution, sale, installation, removal, utilization, ingestion or inhalation of, or exposure to or existence of the substances listed on this endorsement.