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)               March 12, 2003
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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)



                                  Unisys Way
                      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, dated 
March 12, 2003, between Unisys Corporation (the "Company") and Salomon Smith 
Barney Inc., Banc of America Securities LLC, Bear, Stearns & Co. Inc., Deutsche
Bank Securities Inc., Wachovia Securities, Inc., BNP Paribas Securities Corp., 
HSBC Securities (USA) Inc., PNC Capital Markets, Inc., and The Royal Bank of 
Scotland plc, the Company issued on March 17, 2003, its 6 7/8% Senior Notes 
due 2010 in an aggregate principal amount of $300,000,000.



Item 7.    Exhibits.

           See Exhibit Index.










<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: March 17, 2003              By: /s/ Janet Brutschea Haugen
                                      ---------------------------
                                     Janet Brutschea Haugen
                                     Senior Vice President and 
                                     Chief Financial Officer









<PAGE>

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


Exhibit
No.

1     Terms Agreement, dated March 12, 2003, between Unisys Corporation
      and Salomon Smith Barney Inc., Banc of America Securities LLC, Bear, 
      Stearns & Co. Inc., Deutsche Bank Securities Inc., Wachovia 
      Securities, Inc., BNP Paribas Securities Corp., HSBC Securities (USA) 
      Inc., PNC Capital Markets, Inc., and The Royal Bank of Scotland plc

4.1   Form of Indenture, dated as of March 1, 2003, between Unisys Corporation
      and HSBC Bank USA (previously filed as Exhibit 4.1 to the registrant's 
      Registration Statement on Form S-3 (Registration No. 333-85650))

4.2   Form of 6 7/8% Senior Note due 2010









                              UNISYS CORPORATION
                                   ("Company")

                                 Debt Securities

                                 TERMS AGREEMENT
                                                             March 12, 2003

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

Dear Sirs:

On behalf of the several Underwriters named in Schedule A hereto 
and for their respective accounts, 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. 
333-85650) and Post-Effective Amendment No. 1 to Registration Statement on 
Form S-3 (No. 333-51885) (the "Underwriting Agreement"), the following 
securities ("Securities") to be issued under an indenture, dated March 1, 
2003, between the Company and HSBC Bank USA, as Trustee, on the following 
terms:

Title:  6 7/8% Senior Notes Due 2010

Principal Amount:  $300,000,000

Interest:  6 7/8% per annum, payable semiannually on March 15 and 
September 15, commencing September 15, 2003, to holders of record on the 
preceding March 1 or September 1, as the case may be 

Maturity:  March 15, 2010

Optional Redemption: None

Sinking Fund:   None

Delayed Delivery contracts:  None

Purchase Price:  97.819% of principal amount, plus accrued interest, if 
any, from March 17, 2003.  

Expected Reoffering
 Price: 99.319% of principal amount, plus accrued 
interest, if any, from March 17, 2003, subject to change by the undersigned.

Closing Date:  10 a.m. on March 17, 2003, at the offices of Simpson 
Thacher & Bartlett, 425 Lexington Avenue, New York, New York  10017

Settlement:  Federal (same-day) funds.

Names and Addresses of Representatives:

Salomon Smith Barney Inc.
388 Greenwich Street, 36th Floor
New York, New York  10013

Banc of America Securities LLC
9 West 57th Street
New York, New York  10019


The respective principal amounts of the Securities to be 
purchased by each of the Underwriters are set forth opposite their names in 
Schedule A hereto.

It is understood that we may, with your consent, amend this offer 
to add additional Underwriters and reduce the aggregate principal amount to 
be purchased by the Underwriters listed in Schedule A hereto by the aggregate 
principal amount to be purchased by such additional Underwriters.

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,

SALOMON SMITH BARNEY INC.
BANC OF AMERICA SECURITIES LLC


On behalf of themselves and as 
Representatives of the Several 
Underwriters

By:  SALOMON SMITH BARNEY INC.


By:    David D. Goldstein
       ------------------
Name:  David D. Goldstein
Title: Director



By:  BANC OF AMERICA SECURITIES LLC


By:    Douglas W. McCurdy
       ------------------
Name:  Douglas W. McCurdy
Title: Vice President


<page>

                                      SCHEDULE A
                                                                Principal
Underwriter                                                      Amount
-----------                                                   --------------
Salomon Smith Barney Inc. .................................   $ 90,000,000
Banc of America Securities LLC.............................     90,000,000
Bear, Stearns & Co. Inc....................................     30,000,000
Deutsche Bank Securities Inc...............................     30,000,000
Wachovia Securities, Inc...................................     30,000,000
BNP Paribas Securities Corp................................      7,500,000
HSBC Securities (USA) Inc..................................      7,500,000
PNC Capital Markets, Inc...................................      7,500,000
The Royal Bank of Scotland plc.............................      7,500,000
                                                              --------------
 Total                                                         $300,000,000
                                                              ==============


<PAGE>

To:     Salomon Smith Barney Inc. and
        Banc of America Securities LLC 
         as Representatives of the Several Underwriters,
 


We accept the offer contained in your letter, dated March 12, 
2003, relating to $300,000,000 principal amount of our 6.875% Senior Notes 
Due 2010.  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. 333-85650) and Post-
Effective Amendment No. 1 to Registration Statement on Form S-3 (No. 333-
51885) (the "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:    Scott A. Battersby
       ------------------
Name:  Scott A. Battersby
Title: Vice President and Treasurer



                              UNISYS CORPORATION
                          6 7/8% Senior Notes due 2010

REGISTERED

No. R-1
CUSIP  909214 BH 0

            If this Note is registered in the name of The Depository Trust 
            Company, a New York corporation ("DTC"), or its nominee, this 
            Note may not be transferred except as a whole by DTC to a nominee 
            of DTC or by a nominee of DTC to DTC or another nominee of DTC or 
            by DTC or any such nominee to a successor depositary or a 
            nominee of such successor depositary, unless and until this Note 
            is exchanged in whole or in part for Notes in definitive form. 
            Unless this certificate is presented by an authorized 
            representative of DTC to the Company or its agent for registration 
            of transfer, exchange or payment, and any certificate issued is 
            registered in the name of Cede & Co. or such other name as 
            requested by an authorized representative of DTC (and any payment 
            is made to Cede & Co. or to such other entity as is requested by 
            an authorized representative of DTC), ANY TRANSFER, PLEDGE OR 
            OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS 
            WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has 
            an interest herein.

            UNISYS CORPORATION, a corporation duly organized and validly 
existing under the laws of the State of Delaware (herein called the "Company", 
which
 term includes any successor corporation under the Indenture, as 
hereinafter defined), for value received hereby promises to pay to 
CEDE & CO., or registered assigns, the principal sum of $300,000,000 (THREE 
HUNDRED MILLION DOLLARS) on March 15, 2010 in such coin or currency of the 
United States of America as at the time of payment shall be legal tender for 
the payment of public and private debts, and to pay interest, semi-annually on 
March 15 and September 15 of each year, commencing September 15, 2003, on said 
principal sum in like coin or currency, at the rate per annum specified in the 
title of this Note, from the March 15 or September 15, as the case may be, 
next preceding the date of this Note to which interest has been paid or duly 
provided for, unless the date hereof is a date to which interest has been paid 
or duly provided for, in which case from the date of this Note, or unless no 
interest has been paid or duly provided for on the Notes, in which case from 
March 17, 2003, until payment of said principal sum has been made or duly 
provided for.  Notwithstanding the foregoing, if the date hereof is after any 
March 1 or September 1, as the case may be, and before the following March 15 
or September 15, this Note shall bear interest from such March 15 or September 
15; provided, however, that if the Company shall default in the payment of 
interest due on such March 15 or September 15 then this Note shall bear 
interest from the next preceding March 15 or September 15 to which interest 
has been paid or duly provided for or, if no interest has been paid or duly 
provided for on the Notes, from March 17, 2003.  The interest so payable on 
March 15 or September 15 will be paid to the person in whose name this Note 
(or one or more predecessor securities) is registered at the close of business 
on the applicable record date, which shall be the March 1 or September 1 
(whether or not a business day) next preceding such March 15 or September 
15, provided that any such interest not punctually paid or duly provided for 
shall be payable as provided in the Indenture.

            Payment of the principal of, and premium, if any, on, this Note 
will be made in immediately available funds upon surrender of the Notes at the 
corporate trust office of the Trustee.  Interest will be paid by check mailed 
to the address of the person entitled thereto as it appears in the register 
for the Notes on the applicable record date or, at the option of the Company, 
by wire transfer to a bank account maintained by such person.

            REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS 
NOTE SET FORTH HEREIN.  SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES 
HAVE THE SAME EFFECT AS IF SET FORTH AT THIS PLACE.

            THIS NOTE SHALL BE DEEMED A CONTRACT UNDER THE LAWS OF THE 
STATE OF NEW YORK, AND FOR ALL PURPOSES SHALL BE CONSTRUED IN 
ACCORDANCE WITH AND GOVERNED BY THE LAWS OF SAID STATE.

            Unless the certificate of authentication hereon has been executed 
by the Trustee referred to herein by manual signature, this Note shall not be 
entitled to any benefit under the Indenture or be valid or obligatory for any 
purpose.


            IN WITNESS WHEREOF, the Company has caused this instrument to be 
duly executed.

Dated:  March 17, 2003                                  UNISYS CORPORATION



                                                  By:_______________________
                                               Name: Janet Brutschea Haugen
                                              Title: Senior Vice President and
                                                     Chief Financial Officer


TRUSTEE'S CERTIFICATE OF
  AUTHENTICATION

This one of the Securities 
of the series designated herein
and referred to in the 
within-mentioned Indenture.

HSBC BANK USA,
  as Trustee



By: __________________________
      Authorized Officer


<PAGE>


                                UNISYS CORPORATION
                             6 7/8% Senior Notes due 2010
	

            This Note is one of a duly authorized issue of Securities of the 
Company designated as its 6 7/8% Senior Notes due 2010 (herein called the 
"Notes"), issued under an Indenture dated as of March 1, 2003 (the "Indenture")
between the Company and HSBC Bank USA, as trustee (herein called the "Trustee",
which term includes any successor trustee under such Indenture), to which 
Indenture and all indentures supplemental thereto reference is hereby made 
for a statement of the respective rights, limitations of rights, obligations, 
duties and immunities thereunder of the Company, the Trustee and the holders 
of the Notes and of the terms upon which the Notes are, and are to be, 
authenticated and delivered.

            If an Event of Default as defined in the Indenture shall have 
occurred and be continuing, the principal of and accrued interest on the Notes 
of this series may be declared and upon such declaration shall become due and 
payable in the manner, with the effect and subject to the conditions provided 
in the Indenture.

            The Indenture contains provisions permitting the Company and the 
Trustee, with the consent of the holders of not less than a majority in 
aggregate principal amount of the Securities at the time outstanding of all 
series affected by such supplemental indenture (voting as one class), 
evidenced as provided in the Indenture, to execute supplemental indentures 
adding any provisions to or changing in any manner or eliminating any of the 
provisions of the Indenture or of any supplemental indenture or modifying in 
any manner the rights of the holders of the Securities of each such series; 
provided, however, that no such supplemental indenture shall (i) extend the 
final maturity of any Note, or reduce the principal amount thereof, or reduce 
the rate or extend the time of payment of interest thereon, or reduce any 
amount payable on redemption thereof, or make the principal thereof or 
interest or premium, if any, thereon payable in any coin or currency other than
that provided in the Notes, or impair or affect the right of the holder of any 
Note to institute suit for the payment thereof, or (ii) reduce the aforesaid 
percentage of Securities of any such series, the holders of which are required 
to consent to any such supplemental indenture, without the consent of 
the holders of each Security so affected.  It is also provided in the Indenture 
that, prior to any declaration accelerating the maturity of the Notes, the 
holders of a majority in aggregate principal amount of the Notes at the time 
outstanding may on behalf of the holders of all of the Notes waive 
any past default or Event of Default under the Indenture and its consequences, 
except a default in the payment of interest or any premium on or the principal 
of any of the Notes.  Any such consent or waiver by the holder of this Note 
(unless revoked as provided in the Indenture) shall be conclusive 
and binding upon such holder and upon all future holders and owners of this 
Note and any Notes which may be issued in exchange or substitution therefor, 
irrespective of whether or not any notation thereof is made upon this Note or 
such other Notes.

            No reference herein to the Indenture and no provision of this Note 
or of the Indenture shall alter or impair the obligations of the Company, 
which are absolute and unconditional, to pay the principal of and any premium 
and interest on this Note at the place, at the respective times, at the 
rate and in the coin or currency herein prescribed.

            Interest on the Notes shall be computed on the basis of a 360-day 
year of twelve 30-day months.

            The provisions of the Indenture providing for defeasance of 
(i) the entire indebtedness of this Note and (ii) certain restrictive 
covenants are applicable to the Note.

            As set forth in, and subject to, the provisions of the Indenture, 
no holder of any Note will have any right to institute any proceeding with 
respect to the Indenture or for any remedy thereunder, unless (i) such holder 
shall have previously given to the Trustee written notice of a continuing 
Event of Default with respect to this series, (ii) the holders of not less 
than 25% in principal amount of the Notes then outstanding shall have made 
written request to the Trustee to institute such proceeding in respect of such 
Event of Default in its own name as Trustee under the Indenture, (iii) such 
holders shall have offered to the Trustee reasonable indemnity against the 
costs, expenses and liabilities to be incurred in compliance with such request,
(iv) the Trustee for 60 days after its receipt of such notice, request and 
offer of indemnity shall have failed to institute any such proceeding and (v) 
the Trustee shall not have received from the holders of a majority in principal
amount of the Notes then outstanding direction inconsistent with such request 
within such 60-day period; provided, however, that such limitations do not 
apply to a suit instituted by the holder of a Note for the enforcement of 
payment of the principal of, premium, if any, or interest on the Note 
after the respective due date expressed herein.

            As provided in the Indenture and subject to certain limitations 
therein set forth, the transfer of this Note is registrable in the register 
for the Notes, upon due presentation of this Note for registration of transfer 
at the office or agency of the Company in any place where the principal of, 
and premium, if any, on this Note are payable, duly endorsed by, or 
accompanied by a written instrument of transfer in form satisfactory to the 
Company and the Trustee duly executed by, the holder of the Note or his 
attorney duly authorized in writing, and thereupon one or more new Notes 
of this series of like tenor or authorized denominations and for the same 
aggregate principal amount will be issued to the designated transferee or 
transferees.

            The Notes of this series are issuable only in registered form 
without coupons in denominations of $1,000 or any integral multiple thereof.  
As provided in the Indenture and subject to certain limitations set forth 
therein, Notes of this series are exchangeable for like aggregate principal 
amount of Notes of like tenor of a different authorized denomination, as 
requested by the holder of the Notes surrendering the same.

            No service charge shall be made for any such registration of 
transfer or exchange, but the Company may require payment of a sum sufficient 
to cover any tax or other governmental charge payable in connection therewith.

            Prior to due presentment of this Note for registration of transfer,
the Company, the Trustee and any agent of the Company or the Trustee may treat 
the person in whose name this Note is registered as the absolute owner of the 
Note for all purposes, whether or not this Note be overdue, and none of the 
Company, the Trustee or any such agent shall be affected by notice to the 
contrary.

            Terms used in this Note and defined in the Indenture are used 
herein as therein defined.


	          


<PAGE>

                                   ASSIGNMENT FORM


To assign this Note, fill in the form below:
I or we assign and transfer this Note to:

                                                                 
      (Insert assignee's Social Security or Tax I.D. No.)

	                                                                

	                                                                
      (Print or type assignee's name and zip code)

and irrevocably appoint _________________ agent to transfer this Note on the 
books of the Company.

The agent may substitute another to act for him.


Date: