425

Filed by Xerox Corporation

Pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12 under the

Securities Exchange Act of 1934

Subject Company: Affiliated Computer Services, Inc.

Commission File No.: 1-12665

The proposed merger transaction involving Xerox and ACS will be submitted to the respective stockholders of Xerox and ACS for their consideration. In connection with the proposed merger, Xerox will file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of Xerox and ACS that also constitutes a prospectus of Xerox. Xerox will mail the joint proxy statement/prospectus to its stockholders. Xerox and ACS urge investors and security holders to read the joint proxy statement/prospectus regarding the proposed transaction when it becomes available because it will contain important information. You may obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about Xerox and ACS, without charge, at the SEC’s Internet site (http://www.sec.gov). Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, when available, without charge, from Xerox’s website, www.xerox.com, under the heading “Investor Relations” and then under the heading “SEC Filings”. You may also obtain these documents, without charge, from ACS’s website, www.acs-inc.com, under the tab “Investor Relations” and then under the heading “SEC Filings”.

Xerox, ACS and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from the respective stockholders of Xerox and ACS in favor of the merger. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the respective stockholders of Xerox and ACS in connection with the proposed merger will be set forth in the joint proxy statement/prospectus when it is filed with the SEC. You can find information about Xerox’s executive officers and directors in its definitive proxy statement filed with the SEC on April 6, 2009. You can find information about ACS’s executive officers and directors in its definitive proxy statement filed with the SEC on April 14, 2009. You can obtain free copies of these documents from Xerox and ACS websites using the contact information above.

This release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “will,” “should” and similar expressions, as they relate to us, are intended to identify forward-looking statements. These statements reflect management’s current beliefs, assumptions and expectations and are subject to a number of factors that may cause actual results to differ materially. These factors include but are not limited to: the unprecedented volatility in the global economy; the risk that the future business operations of ACS will not be successful; the risk that we will not realize all of the anticipated benefits from our acquisition of ACS; the risk that customer retention and revenue expansion goals for the ACS transaction will not be met and that disruptions from the ACS transaction will harm relationships with customers, employees and suppliers; the risk that unexpected costs will be incurred; the outcome of litigation and regulatory proceedings to which we may be a party; actions of competitors; changes and developments affecting our industry; quarterly or cyclical variations in financial results; development of new products and services; interest rates and cost of borrowing; our ability to protect our intellectual property rights; our ability to maintain and improve cost efficiency of operations, including savings from restructuring actions; changes in foreign currency exchange rates; changes in economic conditions, political conditions, trade protection measures, licensing requirements and tax matters in the foreign countries in which we do business; reliance on third parties for manufacturing of products and provision of services; and other factors that are set forth in the “Risk Factors” section, the “Legal Proceedings” section, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and other sections of our Quarterly Report on Form 10-Q for the quarters ended March 31, 2009 and June 30, 2009 and our 2008 Annual Report on Form 10-K and ACS’s 2009 Annual Report on Form 10-K filed with the Securities and Exchange Commission. Xerox assumes no obligation to update any forward-looking statements as a result of new information or future events or developments, except as required by law.


Investor Relations
Xerox and ACS:  A New Solutions Provider
“Where document management meets BPO”


Page 2
OUTPUT
MANAGE
Drawings
Invoices
Records
Claims
Applications
INPUT
Paper Documents
Application Content
Call Center
Website Content
Non-Paper
Documents / Information
Content &
Document
Management
Finance Processes
Human Resource Processes
Customer Care Processes
Records Management Processes
Claims Processes
Administrative Processes
Marketing Processes
Print
Email
Web
Call Center
Storage
Document Lifecycle


Page 3
00101100010010001100110101010101000110010001010
00101100010010001100110101010101000110010001010
DataGlyphs
Annotation
Lifting
WordSpotting
Hybrid
Categorizer
CategoriX
Document
Separation
Xerox Incremental Parser
Create
Gather
Scan
Delineate
Categorize
Index
Analyze
Act
-
-
SMARTER
DOCUMENT
MANAGEMENT
SM
Structured content
Automated and adaptable
business processes
Lean, productive work
steps and enhanced
decision making
C
C
Unstructured content
Manual and labor intensive
business processes
Complex, redundant,
and non-value added steps
…provides the ability to add intelligence
and structure
to documents digital and paper -
to activate
their
content
to
streamline
business
processes
and
integrate
with
your
structured
data
systems
Xerox Technology
CAPTURE
MANAGE
DELIVER


Page 4
CATEGORIZE
SCAN
GATHER
INDEX
ANALYZE
ACT
Xerox + ACS:  Document Process Optimization
Mailroom
Administration
Services
Document
Imaging   
Services
Intelligent   
Queue
Processing (Healthcare Claims , Student Loans,
Applications, etc)
OCR Technology
Improved data
capture
CategoriX
Automated
categorization
ClusteriX
Pattern recognition
Reveals structure
Incremental Parser
Analyze plain text
Incremental filter & analysis
DataGlyphs
Encodes
information on
paper
ACS –
Provides Labor Based Savings To Client Processes
Xerox –
Technology To Automate Solutions


Page 5
Xerox
/
ACS
Example
Healthcare
Claims
ACS
Healthcare
Claims
Client
Mailroom Administration
Process over 200,000 claims per
week
End-to-End Claims Processing
Intelligent Queue Process
Routes document processing
based on operator skill level
Improved data cleansing
Increase documents that auto-
adjudicate
Xerox Technology Examples
Categorix:
automates
document
categorization for intelligent
classification and routing
Auto categorization of
incoming mailroom documents
Auto-enable Intelligent Queue
Incremental Parser:
automatically
analyze plain text
Enables analytical processing
of claims and transcriptions
Cost containment / fraud
detection / quality control


Page 6
This presentation contains forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. The
words “anticipate,”
“believe,”
“estimate,”
“expect,”
“intend,”
“will,”
“should”
and similar expressions, as they relate to us, are
intended to identify forward-looking statements. These statements reflect management’s current beliefs, assumptions and
expectations and are subject to a number of factors that may cause actual results to differ materially.  These factors include
but are not limited to: the unprecedented volatility in the global economy; the risk that the future business operations of ACS
will not be successful; the risk that we will not realize all of
the anticipated benefits from our acquisition of ACS; the risk that
customer retention and revenue expansion goals for the ACS transaction will not be met and that disruptions from the ACS
transaction will harm relationships with customers, employees and suppliers;  the risk that unexpected costs will be incurred;
the outcome of litigation and regulatory proceedings to which we
may be a party; actions of competitors; changes and
developments affecting our industry; quarterly or cyclical variations in financial results; development of new products and
services;
interest
rates
and
cost
of
borrowing;
our
ability
to
protect
our
intellectual
property
rights;
our
ability
to
maintain
and
improve cost efficiency of operations, including savings from restructuring actions; changes in foreign currency exchange
rates; changes in economic conditions, political conditions, trade protection measures, licensing requirements and tax matters
in the foreign countries in which we do business; reliance on third parties for manufacturing of products and provision of
services; and other factors that are set forth in the “Risk Factors”
section, the “Legal Proceedings”
section, the “Management’s
Discussion
and
Analysis
of
Financial
Condition
and
Results
of
Operations”
section
and
other
sections
of
Xerox’s
Quarterly
Report on Form 10-Q for the quarters ended March 31, 2009 and June 30, 2009, Xerox’s 2008 Annual Report on Form 10-K
and ACS’s 2009 Annual Report on Form 10-K filed with the Securities and Exchange Commission.  Neither Xerox nor ACS
assume any obligation to update any forward-looking statements as a result of new information or future events or
developments, except as required by law.
Forward-Looking Statements


Page 7
The proposed merger transaction involving Xerox and ACS will be submitted to the respective stockholders of Xerox and ACS
for their consideration.  In connection with the proposed merger, Xerox will file with the SEC a registration statement on Form
S-4 that will include a joint proxy statement of Xerox and ACS that also constitutes a prospectus of Xerox.  Xerox will mail the
joint proxy statement/prospectus to its stockholders.  Xerox and
ACS urge investors and security holders to read the joint
proxy statement/prospectus regarding the proposed transaction when it becomes available because it will contain important
information.  You may obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information
about Xerox and ACS, without charge, at the SECs Internet site (http://www.sec.gov).  Copies of the joint proxy
statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy
statement/prospectus can also be obtained, when available, without charge, from Xeroxs website, www.xerox.com, under the
heading Investor Relations
and then under the heading SEC Filings.  You may also obtain these documents, without
charge,
from
ACSs
website,
www.acs-inc.com,
under
the
tab
Investor
Relations
and
then
under
the
heading
SEC
Filings
Xerox, ACS and their respective directors, executive officers and certain other members of management and employees may
be deemed to be participants in the solicitation of proxies from
the respective stockholders of Xerox and ACS in favor of the
merger.  Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of
the respective stockholders of Xerox and ACS in connection with the proposed merger will be set forth in the joint proxy
statement/prospectus when it is filed with the SEC.  You can find information about the Xeroxs executive officers and
directors in its definitive proxy statement filed with the SEC on April 6, 2009.  You can find information about ACSs executive
officers and directors in its definitive proxy statement filed with the SEC on April 14, 2009.  You can obtain free copies of these
documents from Xerox and ACS websites using the contact information above.  
Rule 425 Statement