For Immediate Release Citigroup Inc. (NYSE: C) June 24, 2010

Citigroup Inc. Announces Offers to Purchase Any and All of Approximately $2.1 Billion Principal Amount of Certain Series of its Outstanding Notes


NEW YORK – Citigroup Inc. today announced the commencement of offers (the "offers") to purchase for cash any and all of its notes (the "notes") of the series set forth in the table below. The notes have an aggregate principal amount outstanding of approximately $2.1 billion.

This action is part of a liability management strategy that utilizes available cash to retire older vintage debt nearing maturity. In February 2010, Citi completed the repurchase of $3.02 billion aggregate principal amount of its senior notes and, in May 2010, Citi completed the repurchase of $535.9 million aggregate principal amount of its subordinated notes.

Title of SecurityCUSIP / ISIN No.Exchange ListingPrincipal Amount OutstandingOffer Price(1)
7.250% Subordinated Notes Due October 1, 2010172967AZ4 / US172967AZ49Luxembourg Stock Exchange$410,805,100101.750%
5.125% Notes Due February 14, 2011172967DH1 / US172967DH14Luxembourg Stock Exchange$1,706,514,000102.625%
(1) Expressed as a percentage of par value for each series of notes.

The offers are being made pursuant to an offer to purchase dated June 24, 2010 (the "offer to purchase," as it may be amended or supplemented from time to time), and a related letter of transmittal (the "etter of transmittal," as it may be amended or supplemented from time to time) which set forth in more detail the terms and conditions of the offers.

Each offer will expire at 5:00 p.m., New York City time, on June 30, 2010, unless extended or earlier terminated with respect to a given offer (the "expiration date").

Holders of notes that are, in accordance with the terms and conditions set forth in the offer to purchase, validly tendered and not validly withdrawn before the applicable expiration date and are accepted for purchase will be eligible to receive the applicable "offer price" set forth in the table above. Payments for the notes purchased will include accrued and unpaid interest from, and including, the last interest payment date for notes of the relevant series up to, but not including the settlement date. The settlement date for each offer will occur promptly after the expiration date for that offer and Citi currently anticipates that the settlement date for all of the offers will be July 6, 2010.

Citi's obligation to accept for purchase, and to pay the offer price for notes validly tendered pursuant to any offer is subject to, and conditioned upon, the satisfaction or, where applicable, Citi's waiver of a number of conditions described in the offer to purchase. Citi reserves the right, in its sole discretion, to waive any one or more of the conditions to any offer at any time. The offers are not contingent upon the tender of any minimum principal amount of notes.

Tenders of the notes may be withdrawn at any time prior to the applicable expiration date, but may not be withdrawn thereafter.

Citi has retained its affiliate Citigroup Global Markets Inc. to serve as the dealer manager for the offers. Global Bondholder Services Corporation has been retained to serve as the depositary and information agent.

For additional information regarding the terms of the offers, please contact Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll free within U.S.). Requests for documents and questions regarding the tender of notes may be directed to Global Bondholder Services Corporation at +1 (866) 470-3900 (toll free within U.S.) or +1(212) 430-3774 (collect).

The offer to purchase and related letter of transmittal are expected to be distributed to holders of notes beginning today. Copies of the offer to purchase and the letter of transmittal may also be obtained at no charge from Global Bondholder Services Corporation.

None of Citi, its board of directors, the dealer manager, the depository or the information agent makes any recommendation as to whether any holder of the notes should tender or refrain from tendering all or any portion of the principal amount of the notes.

This press release is neither an offer to purchase nor a solicitation to buy any of these notes nor is it a solicitation for acceptance of any offer. Citi is making the offers only by, and pursuant to the terms of, the offer to purchase and the related letter of transmittal. The offers are not being made to (nor will tenders of notes be accepted from or on behalf of) holders of notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This announcement must be read in conjunction with the offer to purchase and the related letter of transmittal.

United Kingdom. The communication of the offer to purchase and any other documents or materials relating to the offers is not being made and such documents and/or materials have not been approved by an authorized person for the purposes of Section 21 of the Financial Services and Markets Act 2000. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials as a financial promotion is only being made to those persons in the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or within Article 43(2) of the Order, or to other persons to whom it may lawfully be communicated in accordance with the Order.

Citi
Citi, the leading global financial services company, has approximately 200 million customer accounts and does business in more than 140 countries. Through Citicorp and Citi Holdings, Citi provides consumers, corporations, governments and institutions with a broad range of financial products and services, including consumer banking and credit, corporate and investment banking, securities brokerage, transaction services, and wealth management. Additional information may be found at www.citigroup.com or www.citi.com.

Certain statements in this release, including without limitation the anticipated timing and completion of the offers, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those included in these statements due to a variety of factors, including without limitation the level of interest in and the actual completion of the proposed offers. For a discussion of additional risks and uncertainties that may affect Citi's future results, see Citi's periodic reports filed with the U.S. Securities and Exchange Commission and available on www.sec.gov or www.citigroup.com.