SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549
                                   ________

                                   FORM 8-K

                                CURRENT REPORT



                    Pursuant to Section 13 OR 15(d) of the
                       Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported)            August 16, 2001
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                             UNISYS CORPORATION
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           (Exact Name of Registrant as Specified in its Charter)



   Delaware                  1-8729                    38-0387840
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(State or Other      (Commission File Number)        (IRS Employer
Jurisdiction of                                    Identification No.)
Incorporation)



                   Township Line and Union Meeting Roads,
                      Blue Bell, Pennsylvania  19424
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           (Address of Principal Executive Offices)  (Zip Code)



                             (215) 986-4011
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          (Registrant's telephone number, including area code)













<PAGE>

Item 5.    Other Events.

           Pursuant to the terms and conditions of the Terms Agreement
between Unisys Corporation (the "Company") and Bear, Stearns & Co. Inc. dated 
August 16, 2001, the Company issued on August 23, 2001, an additional 
$50,000,000 in aggregate principal amount of its 8 1/8% Senior Notes due 2006.



Item 7.    Exhibits.

1     Terms Agreement, dated August 16, 2001, between Unisys Corporation
      and Bear, Stearns & Co. Inc.









<PAGE>

                                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 hereunto duly authorized.


                                UNISYS CORPORATION


Date: August 23, 2001             By: 
                                     /s/ Janet Brutschea Haugen 
                                     ---------------------------
                                     Janet Brutschea Haugen
                                     Senior Vice President and 
                                     Chief Financial Officer








<PAGE>

                              EXHIBIT INDEX
                              -------------


Exhibit
No.

1     Terms Agreement, dated August 16, 2001, between Unisys Corporation
      and Bear, Stearns & Co. Inc.







                               UNISYS CORPORATION
                                   ("Company")
                                 Debt Securities
                                 TERMS AGREEMENT

                                                             August 16, 2001

Unisys Corporation
Unisys Way
Blue Bell, Pennsylvania  19424
Attention:  Vice President and Treasurer


Dear Sirs:

On behalf of Bear, Stearns & Co. Inc. ("Bear Stearns") and for its account, we 
offer to purchase, on and subject to the terms and conditions of the 
Underwriting Agreement Basic Provisions filed as an exhibit to the Company's 
registration statement on Form S-3 (No. 333-51885), Post-Effective Amendment 
No. 1 to Registration Statement on Form S-3 (No. 333-20373) and Post-Effective 
Amendment No. 1 to Registration Statement on Form S-3 (No. 33-25715) 
("Underwriting Agreement"), the following securities ("Securities") to be 
issued under an indenture, dated May 1, 2001, between the Company and HSBC 
Bank USA, as Trustee, on the following terms:

TITLE:  8 1/8% Senior Notes Due 2006

PRINCIPAL AMOUNT:  $50,000,000

INTEREST:  8 1/8% per annum, payable semiannually on June 1 and December 1, 
commencing December 1, 2001, to holders of record on the preceding May 15 or 
November 15, as the case may be.

MATURITY:  June 1, 2006

OPTIONAL REDEMPTION: None

SINKING FUND:  None

DELAYED DELIVERY CONTRACTS: None

PURCHASE PRICE:  97.50% of principal amount, plus accrued interest, if any, 
from May 15, 2001.


EXPECTED REOFFERING PRICE:  99.00% of principal amount, plus accrued 
interest, if any, from May 15, 2001, subject to change by the undersigned.

CLOSING DATE:  9:00 a.m. on August 23, 2001, at the offices of Simpson 
Thacher & Bartlett, 425 Lexington Avenue, New York, New York  10017.

SETTLEMENT:  Federal (same-day) funds.

NAMES AND ADDRESS OF BEAR STEARNS:

Bear, Stearns & Co. Inc.
245 Park Avenue
New York, New York  10167 

Bear Stearns will purchase the entire $50,000,000 principal amount of the 
Securities.

The provisions of the Underwriting Agreement are incorporated herein by 
reference.

The Securities will be made available for checking and packaging at the office 
of Simpson Thacher & Bartlett at least 24 hours prior to the Closing Date.

Please signify your acceptance of our offer by signing the enclosed response in 
the space provided and returning it to us.

Very truly yours,

BEAR, STEARNS & CO. INC.



By:____________________________
Name:
Title:



To:     Bear, Stearns & Co. Inc.


We accept the offer contained in your letter, dated August 16, 2001, relating 
to $50,000,000 principal amount of our 8 1/8% Senior Notes Due 2006.  We also 
confirm that, to the best of our knowledge after reasonable investigation, the 
representations and warranties of the undersigned in the Underwriting 
Agreement filed as an exhibit to the undersigned's registration statement on 
Form S-3 (No. 333-51885), Post-Effective Amendment No. 1 to Registration 
Statement on Form S-3 (No. 333-20373) and Post-Effective Amendment No. 1 to 
Registration Statement on Form S-3 (No. 33-25715) ("Underwriting Agreement") 
are true and correct, no stop order suspending the effectiveness of the 
Registration Statement (as defined in the Underwriting Agreement) or of any 
part thereof has been issued and no proceedings for that purpose have been 
instituted or, to the knowledge of the undersigned, are contemplated by the 
Securities and Exchange Commission and, subsequent to the respective dates of 
the most recent financial statements in the Prospectus (as defined in the 
Underwriting Agreement), there has been (or in the case of a form of 
prospectus filed pursuant to Rule 424(b)(1) or (4) there will be, as of the 
date of such prospectus) no material adverse change in the financial position 
or results of operations of the undersigned and its subsidiaries except as set 
forth in or contemplated by the Prospectus.


Very truly yours,


UNISYS CORPORATION


By:__________________________
    Name:
    Title: