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Xerox Expects to Raise $250 Million Through Add-on to August Senior Note Offering

Press release from the issuing company

STAMFORD, Conn.--Sept. 20, 2004-- Xerox Corporation intends to raise approximately $250 million by issuing additional senior unsecured notes due 2011 and bearing interest at 6.875 percent. Xerox intends to use proceeds of the offering for general corporate purposes. The notes, denominated in U.S. dollars, will be issued by Xerox and sold under the company's $2.5 billion universal shelf registration statement. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Xerox including senior unsecured notes. The notes will not be sold in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful. Citigroup Global Markets Inc. and J.P. Morgan Securities Inc. are acting as joint book-running managers for the offering. A copy of the prospectus is available by contacting Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220. The offering is subject to market and other conditions.