OEM Agreement - International Business Machines Corp. And Storage Technology Corp.

September 19, 1998

Storage Technology Corporation
2270 South 88th Street
Louisville, Colorado 80028-0001

     Re:  Amendment No. 4 
          OEM Agreement dated December 18, 1997, as amended, between 
          International Business Machines Corporation and Storage Technology 
          Corporation (the 'OEM Agreement')

Dear [**]:

This letter is an amendment to the above-referenced OEM Agreement. The following
changes are hereby made and agreed upon by International Business Machines
Corporation ('IBM') and Storage Technology Corporation ('STK') to such

1.   The enclosed Attachment A to this letter that pertains to Iceberg pricing
     for the years [**] and [**] supersedes and replaces in its entirety the
     [**] for the year [**] that is contained in Attachment 1 to Exhibit 1,
     Product Pricing.

2.   The following items are added to [**] in Attachment 2 to Exhibit 1, [**]:


3.   Section (a) of Attachment 2 to Exhibit 1, [**], is replaced with the


4.   The following is added to Attachment 2 to Exhibit 1, [**], of the OEM


5.   The last two lines in the table of [**] that are in Section 1, Definition
     of Consigned Goods, in Exhibit 4, Consignment Agreement, are replaced by
     the following lines:


6.   [**] relative to the terms of the [**] will not apply to [**] and
     [**]Products delivered [**].

All other terms and conditions of the OEM Agreement that are unaffected by this
amendment shall remain in full force and effect. If your company agrees with the
foregoing, please indicate its acceptance by signing both copies of this letter,
and returning them to me for IBM's execution.



STORAGE TECHNOLOGY                                        INTERNATIONAL BUSINESS
CORPORATION                                               MACHINES CORPORATION

[**]`                                                     [**]

                                  ATTACHMENT A