Rule 424(b)(3)
File No. 33-61481
Pricing Supplement No. 0152 Dated: October 28, 1996
(To Prospectus dated November 2, 1995 and
Prospectus Supplement dated November 2, 1995)
XEROX CREDIT CORPORATION
Medium-Term Notes, Series E
Due Nine Months or More From Date of Issue
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GENERAL
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Principal Amount: $25,000,000
Issue Price: 100% of Principal Amount (see below under "If as
Principal" if Agent is acting as Principal)
Agent's Discount or Commission: None
Net proceeds to Company: $25,000,000 (100% of Principal Amount)
Original Issue Date (Settlement Date): November 21, 1996
Maturity Date: November 21, 2011
Agent: Bear, Stearns & Co. Inc.
Agent's capacity: / / As Agent
/X/ As Principal (see below)
If as Principal:
/X/ The Note is being offered at varying prices related to
prevailing market prices at the time of resale.
/ / The Note is being offered at a fixed initial public
offering price of % of Principal Amount.
Form: /X/ Book Entry / / Certificated
Specified Currency: U.S. Dollars
Authorized Denominations: $1,000
Integral Multiples in excess thereof: $1,000
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INTEREST
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/X/ Fixed Rate Note (other than Amortizing or Zero-Coupon Note):
Fixed Rate of:
From and including To, but excluding Rate per annum
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November 21, 1996 November 21, 1997 7.40%
November 21, 1997 November 21, 1998 7.40%
November 21, 1998 November 21, 1999 7.45%
November 21, 1999 November 21, 2000 7.50%
November 21, 2000 November 21, 2001 7.55%
November 21, 2001 November 21, 2002 7.60%
November 21, 2002 November 21, 2003 7.65%
November 21, 2003 November 21, 2004 7.70%
November 21, 2004 November 21, 2005 7.75%
November 21, 2005 November 21, 2006 7.80%
November 21, 2006 November 21, 2007 7.85%
November 21, 2007 November 21, 2008 8.00%
November 21, 2008 November 21, 2009 8.50%
November 21, 2009 November 21, 2010 9.00%
November 21, 2010 Maturity 10.00%
Interest on the Note will be calculated on a 30/360 basis and
will be payable semiannually on the 21st day of each May and
November, commencing May 21, 1997, through and including the
date of Maturity (each, an "Interest Payment Date"), and the
Regular Record Date in respect of each Interest Payment Date
will be the sixth day (whether or not a Business Day) of the
month in which such Interest Payment Date occurs.
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EARLY REDEMPTION AND/OR REPAYMENT, AND OPTIONAL EXTENSION
OF MATURITY DATE, RESETS AND PAYMENT CURRENCY
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Early redemption at Company's option:
/ / No /X/ Yes (See below)
Redemption date(s): Each Interest Payment Date, commencing
November 21, 1998
Redemption price(s): 100% of the principal amount of the Note
Other provisions: The Note may be redeemed only in whole and
not in part, and upon at least 30 days prior notice to the
Holder of the Note.
Early repayment at Holder's option:
/X/ No / / Yes
Option to extend Maturity Date:
/X/ No / / Yes
Option to reset interest rate:
/X/ No / / Yes
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ATTACHMENT
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None.