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XEROX CORPORATION (NYSE:XRX) Files An 8-K Regulation FD Disclosure

XEROX CORPORATION (NYSE:XRX) Files An 8-K Regulation FD Disclosure

Item7.01. Regulation FD Disclosure.

On December7, 2016 Registrant held its annual Investor Conference
in New York City and is furnishing to the Securities and Exchange
Commission as exhibits to this Report under Item7.01 of Form 8-K
the following: a copy of the Investor Conference press release
(Exhibit 99.1), a copy of the Investor Conference presentation
(Exhibit 99.2) and a copy of Registrants preliminary estimates of
its financial results from continuing operations, excluding
income taxes and equity income, subsequent to the classification
of Conduent Incorporated as a discontinued operation upon
Conduents separation from Xerox expected to occur as of
December31, 2016 (Exhibit 99.3). The press release was issued
prior to commencement of the Investor Conference.

Exhibit 99.2 to this Report contains certain financial measures
that are considered non-GAAP financial measures as defined in the
SEC rules. Exhibit 99.2 to this Report also contains the
reconciliation of these non-GAAP financial measures to their most
directly comparable financial measures calculated and presented
in accordance with generally accepted accounting principles, as
well as the reasons why Registrants management believes that
presentation of the non-GAAP financial measures provides useful
information to investors regarding Registrants results of
operations and, to the extent material, a statement disclosing
any other additional purposes for which Registrants management
uses the non-GAAP financial measures.

The information contained in Item7.01 of this Report and in
Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 to this Report shall
not be deemed filed with the Commission for purposes of Section18
of the Exchange Act of 1934, as amended, or otherwise subject to
the liability of that section.

Item9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNo.

Description

99.1 Registrants press release dated December 7, 2016 regarding
Investor Conference
99.2 Registrants Investor Conference presentation dated December
7, 2016
99.3 Registrants preliminary estimates of its financial results
from continuing operations, excluding income taxes and equity
income, subsequent to the classification of Conduent
Incorporated as a discontinued operation upon Conduents
separation from Xerox expected to occur as of December 31,
2016

Forward Looking Statements

This Current Report on Form 8-K and any exhibits to this Current
Report may contain forward-looking statements as defined in the
Private Securities Litigation Reform Act of 1995. The words
anticipate, believe, estimate, expect, intend, will, should and
similar expressions, as they relate to us, are intended to
identify forward-looking statements. These statements reflect
managements current beliefs, assumptions and expectations,
including with respect to the proposed separation of the Business
Process Outsourcing (BPO) business from the Document Technology
and Document Outsourcing business, the expected timetable for
completing the separation, the future financial and operating
performance of each business, the strategic and competitive
advantages of each business, future opportunities for each
business and the expected amount of cost reductions that may be
realized in the cost transformation program, and are subject to a
number of factors that may cause actual results to differ
materially. Such factors include but are not limited to: changes
in economic conditions, political conditions, trade protection
measures, licensing requirements and tax matters in the United
States and in the foreign countries in which we do business;
changes in foreign currency exchange rates; our ability to
successfully develop new products, technologies and service
offerings and to protect our intellectual property rights; the
risk that multi-year contracts with governmental entities could
be terminated prior to the end of the contract term and that
civil or criminal penalties and administrative sanctions could be
imposed on us if we fail to comply with the terms of such
contracts and applicable law; the risk that our bids do not
accurately estimate the resources and costs required to implement
and service very complex, multi-year governmental and commercial
contracts, often in advance of the final determination of the
full scope and design of such contracts or as a result of the
scope of such contracts being changed during the life of such
contracts; the risk that subcontractors, software vendors and
utility and network providers will not perform in a timely,
quality manner; service interruptions; actions of competitors and
our ability to promptly and effectively react to changing
technologies and customer expectations; our ability to obtain
adequate pricing for our products and services and to maintain
and improve cost efficiency of operations, including savings from
restructuring actions and the relocation of our service delivery
centers; the risk that individually identifiable information of
customers, clients and employees could be inadvertently disclosed
or disclosed as a result of a breach of our security systems; the
risk in the hiring and retention of qualified personnel; the risk
that unexpected costs will be incurred; our ability to recover
capital investments; the risk that our Services business could be
adversely affected if we are unsuccessful in managing the
start-up of new contracts; the collectability of our receivables
for unbilled services associated with very large, multi-year
contracts; reliance on third parties, including subcontractors,
for manufacturing of products and provision of services; our
ability to expand equipment placements; interest rates, cost of
borrowing and access to credit markets; the risk that our
products may not comply with applicable worldwide regulatory
requirements, particularly environmental regulations and
directives; the outcome of litigation and regulatory proceedings
to which we may be a party; the possibility that the proposed
separation of the BPO business from the Document Technology and
Document Outsourcing business will not be consummated within the
anticipated time period or at all, including as the result of
regulatory, market or other factors; the potential for disruption
to our business in connection with the proposed separation; the
potential that BPO and Document Technology and Document
Outsourcing do not realize all of the expected benefits of the
separation; and other factors that are set forth in the Risk
Factors section, the Legal Proceedings section, the Managements
Discussion and Analysis of Financial Condition and Results of
Operations section and other sections of our Quarterly Reports on
Form 10-Q for the quarters ended March31, 2016,June30, 2016 and
September30, 2016 and our 2015 Annual Report on Form 10-K filed
with the Securities and Exchange Commission (SEC). Such factors
also include, but are not limited to, the factors that are set
forth in the Risk Factors section, the Legal Proceedings section
and other sections of the Conduent Incorporated Form 10
Registration Statement, as amended, filed with the SEC. Xerox
assumes no obligation to update any forward-looking statements as
a result of new information or future events or developments,
except as required by law.

About XEROX CORPORATION (NYSE:XRX)
Xerox Corporation is engaged in imaging, business process, analytics, automation and user-centric insights. The Company’s segments include Services, Document Technology and Other. The Company’s Services segment comprises two types of service offerings: Business Process Outsourcing (BPO) and Document Outsourcing (DO). Its DO offers services, such as managed print services (MPS), which include workflow automation and centralized print services (CPS). Its BPO business includes services that support enterprises through multi-industry offerings, such as customer care, transaction processing, finance and accounting, and human resources, as well as industry-focused offerings in areas, such as healthcare, transportation, financial services, retail and telecommunications. Its Document Technology segment includes the sale of products and supplies, as well as the associated technical service and financing of those products. Its Other segment includes paper sales in its market countries. XEROX CORPORATION (NYSE:XRX) Recent Trading Information
XEROX CORPORATION (NYSE:XRX) closed its last trading session down -0.02 at 9.30 with 25,803,383 shares trading hands.

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