X0303 4 2010-07-01 0000108772 XEROX CORP XRX 0001190699 BURNS URSULA M 45 GLOVER AVENUE P.O BOX 4505 NORWALK CT 06856-4505 1 1 Chairman and CEO Common Stock 2010-07-01 4 M 0 110880 0 A 259900 D Common Stock 2010-07-01 4 F 0 45960 7.97 D 213940 D Common Stock 226169 I GRAT - Ursula Burns Trustee Xerox Stock Fund 13590.22 I Xerox Stock Fund Performance Shares 2010-07-01 4 A 0 86182 0 A 1988-08-08 1988-08-08 Common Stock 86182 150862 D Performance Shares 2010-07-01 4 M 0 110880 D 1988-08-08 1988-08-08 Common Stock 110880 39982 D Performance Shares vested and converted to shares of Common Stock. Balances reflect 226,169 shares that were transferred from the Common Stock balance to GRAT Common Stock balance in June 2010 Units acquired in Xerox Stock Fund under Xerox Savings Plan. Amount does not represent shares of stock, but dollars invested divided by unit value. From February thru April 2010 the reporting person acquired 2,386.63 units under the Xerox Savings Plan. Not Applicable These performance shares were earned based on achievement of specific annual performance criteria that are not tied solely to the market price of Issuer securities. Performance shares, to the extent earned, are scheduled to vest three years from their respective earned date. Karen Boyle, Attorney in Fact 2010-07-02