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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):
January 22, 1997
XEROX CORPORATION
(Exact name of registrant as specified in its charter)
New York 1-4471 16-0468020
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) No.)
800 Long Ridge Road
P. O. Box 1600
Stamford, Connecticut 06904-1600
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code:
(203) 968-3000
This document consists of 3 pages.
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Item 5. Other Events
Sale of Coregis
On January 23, 1997, Registrant announced separate
agreements to sell the Coregis Group, Inc. ("Coregis") and
the Apprise Corp. ("Apprise") subsidiaries of Talegen
Holdings, Inc. ("Talegen").
The Coregis agreement calls for a unit of GE Capital
Corporation to acquire the stock of Coregis for total
consideration of $375 million in cash and $75 million
assumption of debt. The consideration is in excess of book
value and is consistent with the estimated value for the
unit when Registrant discontinued insurance operations in
1995. The transaction is subject to customary closing
conditions and regulatory approvals.
Coregis is based in Chicago and has 470 employees. It is a
leading writer of commercial property and casualty insurance
programs for public entities, selected classes of licensed
or certified professionals and other specific market niches
throughout the U.S. In 1996, Coregis had gross written
premiums of $423 million and an estimated year-end
policyholders surplus of $271 million.
In an unrelated transaction, Andersen Consulting agreed to
acquire the assets of Apprise and enter into separate multi-
year information technology service agreements with each of
the seven Talegen companies and two other companies already
serviced by Apprise. The financial terms of this transaction
were not disclosed. Apprise is an independent information
technology services vendor for the property/casualty
insurance industry and has headquarters in Parsippany, N.J.
Registrant announced in 1993 that it would disengage from
the financial services business and focus exclusively on its
core document processing business. Four insurance companies
and two service groups remain for sale. Talegen is wholly
owned by Xerox Financial Services, Inc., a subsidiary of
Registrant.
Dividend Increase
On January 22, 1997, Registrant's board of directors
declared a 10 percent increase in the dividend on
Registrant's common stock. Effective with the dividend
payable April 1, the quarterly dividend will increase from
29 cents to 32 cents, or an annual rate of $1.28, to
shareholders of record March 7.
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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: MARTIN S. WAGNER
Assistant Secretary
Dated: January 24, 1997
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