Xerox Names Lawrence A. Zimmerman Chief Financial Officer.

Business Editors

STAMFORD, Conn.--(BUSINESS WIRE)--May 28, 2002

Xerox Corporation (NYSE:XRX):

Former IBM Senior Finance Executive Brings Extensive Knowledge Of Technology Industry, Demonstrated Success In Global Finance Operations

Xerox Corporation (NYSE: XRX) announced today the election of Lawrence A. Zimmerman to senior vice president and chief financial officer, effective June 1.

Zimmerman is retired from International Business Machines Corporation, where he held senior finance positions including corporate controller during IBM's transition years in the early 1990s and the head of finance for the multibillion dollar IBM server and technology division.

"Larry has a proven track record as an effective financial executive with balanced experience in global operations, strategic planning, accounting, and internal controls," said Anne M. Mulcahy, Xerox chairman and chief executive officer. "His financial acumen, extensive knowledge of today's technology and services industry and demonstrated success in managing worldwide fiscal planning and processes are impressive assets that complement the strengths of Xerox's new management team."

Zimmerman, 59, retired in 1998 after a 31-year career with IBM. In addition to serving as the senior finance executive for the server division from 1996-1998, Zimmerman was vice president of finance for IBM's multibillion dollar Europe, Middle East and Africa operations, headquartered in Paris, from 1994 -1996, and corporate controller from 1991-1994. After retiring from IBM, Zimmerman served for one year as executive vice president and chief financial officer of System Software Associates, Inc.

"Xerox's efforts in the past year to successfully restore its financial health are evidence of precise execution and an uncompromising resolve to move the business forward," said Zimmerman. "As CFO, I intend to build on this solid foundation by continuing the progress made in strengthening liquidity, tightening internal controls and ensuring competitive costs while driving Xerox's return to sustained profitability. This opportunity fulfills a personal career objective - to lead the global finance organization of a company with a strong heritage, a powerful brand and a promising future."

Zimmerman is a graduate of New York University where he earned a bachelor of science degree in finance. He also holds a master's degree in business administration from Adelphi University.

Note to Editors:

To access Larry Zimmerman's biography and photo, visit www.xerox.com/news.

XEROX(R), The Document Company(R) and the digital X(R) are trademarks of XEROX CORPORATION. This release contains forward-looking statements and information relating to Xerox that are based on our beliefs as well as assumptions made by and information currently available to us. The words "anticipate," "believe," "estimate," "expect," "intend," "will" and similar expressions, as they relate to us, are intended to identify forward-looking statements. Actual results could differ materially from those projected in such forward-looking statements. Information concerning certain factors that could cause actual results to differ materially is included in the company's Form 8-K filed recently with the SEC.