SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Tucker Sara Martinez (Last) (First) (Middle) 45 GLOVER AVENUE P.O. BOX 4505 (Street) NORWALK CT 06856-4505 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/01/2011	3. Issuer Name and Ticker or Trading Symbol XEROX CORP [ XRX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	Karen Boyle, Attorney in Fact	09/07/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Karen Boyle, Douglas H.
Marshall, and Don H. Liu as the undersigned?s true and lawful attorneys-in-fact,
with full powers to act alone, to execute and file with the Securities and
Exchange Commission and any stock exchange or similar authority one or more
beneficial ownership reports and any and all amendments thereto, together
with any and all exhibits relating thereto including this Power of Attorney,
in the name and on behalf of the undersigned, disclosing the undersigned?s
beneficial ownership of securities of Xerox Corporation, in connection with
Section 16 and any other provisions of the Securities Exchange Act of 1934,
as amended, and the rules promulgated thereunder (the ?SEC Rules?), which
reports, amendments and exhibits shall contain such information as any of
Karen Boyle, Douglas H. Marshall, and Don H. Liu deems appropriate.  The
undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform each and every act and thing whatsoever that
said attorney or attorneys may deem necessary or advisable to carry out
fully the intent of the foregoing as the undersigned might or could do
personally.  The undersigned acknowledges that none of the foregoing
attorneys-in-fact, in serving in such capacity, which the undersigned
acknowledges is at the request of the undersigned, is assuming, nor is Xerox
Corporation assuming, any of the undersigned?s responsibilities to comply with
the SEC Rules.  This Power of Attorney shall remain in full force and effect
with respect to each of the foregoing attorneys-in-fact until the undersigned
is no longer required to file any of the aforementioned reports under the SEC
Rules, unless earlier revoked by the undersigned in a signed writing delivered
to the applicable attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of
the 29th day of August, 2011.

/s/ Sara Martinez Tucker