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Accountants' Consent
The Board of Directors
Xerox Corporation:
We consent to incorporation by reference in the Registration Statements (No. 2-
86275 and No. 333-22037) on Form S-8 of Xerox Corporation of our report dated
May 26, 2000, relating to the statements of net assets available for plan
benefits of the Profit Sharing Plan of Xerox Corporation and The Xerographic
Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. -
C.I.O. - C.L.C. as of December 31, 1999 and 1998, and the related statements of
changes in net assets available for plan benefits for the years then ended and
related schedule, which report appears in the December 31, 1999 Annual Report on
Form 11-K of The Profit Sharing Plan of Xerox Corporation and The Xerographic
Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. -
C.I.O. - C.L.C.
Rochester, New York
June 29, 2000
