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):
June 25, 2003
XEROX CORPORATION
(Exact name of registrant as specified in its charter)
| New York | 1-4471 | 16-0468020 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification 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
Not Applicable
(Former name or former address, if changed since last report)
Item 5. Other Events
The Registrant is filing this Current Report on Form 8-K to file the legal opinions required by Item 601(b)(5) of Regulation S-K in connection with the Registrant’s offering and sale of 9.2 million shares of 6.25% Series C Mandatory Convertible Preferred Stock, 46 million shares of Common Stock and $700 million of 7-1/8% Senior Notes due 2010 and $550 million 7-5/8% Senior Notes due 2013, each of which closed on June 25, 2003.
Item 7. Financial Statements, Pro Form Financial Information and Exhibits
| Exhibit No |
Description | |
| 5.1 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the 6.25% Series C Mandatory Convertible Preferred Stock | |
| 5.2 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the Common Stock | |
| 5.3 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the 7-1/8% Senior Notes due 2010 and the 7-5/8% Senior Notes due 2013 | |
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 | ||
| /s/ MARTIN S. WAGNER | ||
| By: | Martin S. Wagner Assistant Secretary | |
Date: June 25, 2003
Exhibit Index
| Exhibit No. |
Description
| |
| 5.1 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the 6.25% Series C Mandatory Convertible Preferred Stock
| |
| 5.2 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the Common Stock
| |
| 5.3 |
Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the 7-1/8% Senior Notes due 2010 and the 7-5/8% Senior Notes due 2013 |