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EX-5 - OPINION OF CRAVATH, SWAINE & MOORE LLP - XEROX CORPdex5.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 18, 2011

 

 

XEROX CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

New York   001-04471   16-0468020

(State or other Jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

45 Glover Avenue

P. O. Box 4505

Norwalk, Connecticut 06856-4505

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (203) 968-3000

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events.

On May 18, 2011, Registrant closed a $300 million offering of Floating Rate Senior Notes due 2014 and a $700 million offering of 4.500% Senior Notes due 2021.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

 

Description

5   Opinion of Cravath, Swaine & Moore LLP relating to Registrant’s Floating Rate Senior Notes due 2014 and 4.500% Senior Notes due 2021.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly authorized this Report to be signed on its behalf by the undersigned duly authorized.

 

XEROX CORPORATION
By:  

/s/ Douglas H. Marshall

  Douglas H. Marshall
  Assistant Secretary

Date: May 18, 2011


EXHIBIT INDEX

 

Exhibit No.

 

Description

5   Opinion of Cravath, Swaine & Moore LLP relating to Registrant’s Floating Rate Senior Notes due 2014 and 4.500% Senior Notes due 2021.