Xerox Corporation

Partnership Highlights Fuji Xerox Leadership in Imaging and Printing Technology

Xerox International Partners, a majority-owned subsidiary of Xerox
Corporation (NYSE: XRX), Fuji Xerox Co. Ltd., and Dell Inc. have
entered into an agreement that will leverage Fuji Xerox's imaging
technology and expertise and accelerate the growth of Dell's printing
and imaging business. Through Xerox Corporation's ownership stakes in
both XIP and Fuji Xerox, this agreement with Dell creates additional
revenue-generating opportunities for Xerox and broadens its market
reach by providing new choices to more customers worldwide.

Under the agreement, Fuji Xerox will build on its strong patent portfolio, which
is shared with Xerox Corporation, and manufacturing capabilities to provide
world-class technology based on Dell's strategy and specifications. Dell will
acquire the products through Xerox International Partners, a U.S.-based joint
venture between Fuji Xerox Co. Ltd. and Xerox Corporation. XIP offers digital
marking engines, including printers and other document imaging systems, for
resale under other companies' brand names.

Dell Chairman and Chief Executive Officer Michael Dell announced the technology
agreement today during a presentation at the 2004 International Consumer
Electronics Show.

"Dell's new relationship with Fuji Xerox and XIP provides access to a heritage
of world-class technology that will fuel the continued expansion of our printing
and imaging business," said Tim Peters, vice president and general manager, Dell
Imaging and Printing. "Fuji Xerox is known for innovation and leadership and
will contribute significantly to Dell's goal of providing a superior customer
experience."

Sunil Gupta, XIP president and chief executive officer, said the agreement will
help deliver alternatives to customers and provide new revenue and market
opportunities.

"This agreement will change the competitive landscape. Xerox and Fuji Xerox
together hold one of the strongest and most enviable intellectual property and
patent portfolios in the imaging industry," said Gupta. "Combining our expertise
with Dell's complements Xerox's growth strategy to expand market coverage and
broaden access to industry-leading imaging technology."

Xerox operates research and technology centers in the United States, Canada and
Europe. Its work is strategically coordinated with that of Fuji Xerox, which has
research labs in Japan and the United States. Xerox and Fuji Xerox have
consistently rated among the world's top technology innovators, together earning
nearly 800 U.S. patents in 2003.

Details of the partnership agreement with Dell were not released nor were the
descriptions of products that will come from this relationship.

Established in 1991, Xerox International Partners is owned jointly by Xerox
Corporation, a 51 percent partner, and Fuji Xerox, a 49 percent partner.

Fuji Xerox, incorporated in 1962, is a joint venture with Xerox Corporation and
Fuji Photo Film Co. Ltd., and it is the hub of Xerox operations in the Japan and
Pacific Rim markets. Xerox owns 25 percent of Fuji Xerox while Fuji Photo Film
owns 75 percent.

Dell Inc. is a premier provider of products and services required for customers
worldwide to build their information-technology and Internet infrastructures.

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For additional information about The Document Company Xerox, please visit our
Worldwide Web site at www.xerox.com/investor.

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 10-Q for the quarter ended
September 30, 2003, as filed with the SEC.

XEROX�, The Document Company� and the digital X� are trademarks of XEROX
CORPORATION.

For additional Information contact:

Cynthia B. Johnston                 Darlene Caldarelli
Director, Investor Relations        Manager, Investor Relations
(203) 968-3489                      (203) 968-3807
Cindy.Johnston@usa.xerox.com        Darlene.Caldarelli@usa.xerox.com
Fax (203) 968-3944                  Fax (203) 968-3944