Bond Citigroup 4% ( US17298CAA62 ) in USD

Citigroup

100 % ▲

United States

US17298CAA62 ( in USD )

4% per year ( payment 2 times a year)

30/04/2040

Prospectus brochure of the bond Citigroup US17298CAA62 en USD 4%, maturity 30/04/2040

1 000 USD

17298CAA6

N/A

30/04/2025 ( In 26 days )

Citigroup is a multinational investment bank and financial services corporation providing a wide range of financial products and services, including consumer banking, corporate and investment banking, securities brokerage, and asset management, across numerous global markets.

The Bond issued by Citigroup ( United States ) , in USD, with the ISIN code US17298CAA62, pays a coupon of 4% per year.
The coupons are paid 2 times per year and the Bond maturity is 30/04/2040

424B2 1 dp55671_424b2-898.htm PRICING SUPPLEMENT
CALCU LAT I ON OF REGI ST RAT I ON FEE

T it le of e a c h c la ss of se c urit ie s t o M a x im um a ggre ga t e offe ring pric e
Am ount of re gist ra t ion fe e (1) (2)
be re gist e re d
Medium-Term Senior Notes, Series G

$3,000,000

$348.60

(1) Calculated in accordance with Rule 457(r) of the Securities Act.

(2) Pursuant to Rule 457(p) under the Securities Act, the $260,395.12 remaining of the relevant portion of the registration fees previously paid with respect to unsold securities
registered on Registration Statement File No. 333-172554, filed on March 2, 2011 by Citigroup Funding Inc., a wholly owned subsidiary of Citigroup Inc., is being carried
forward, of which 348.60 is offset against the registration fee due for this offering and of which $260,046.52 remains available for future registration fee offset. No
additional registration fee has been paid with respect to this offering. See the "Calculation of Registration Fee" table accompanying the filing of Pricing Supplement No.
2015-CMTNG0369 dated February 12, 2015, filed by Citigroup Inc. on February 17, 2015, for information regarding the registration fees that are being carried forward.

Citigroup Inc.
April 2 7 , 2 0 1 5
M e dium -T e rm Se nior N ot e s, Se rie s G
Pric ing Supple m e nt N o. 2 0 1 5 -CM T N G0 5 1 2
File d Pursua nt t o Rule 4 2 4 (b)(2 )
Re gist ra t ion St a t e m e nt N o. 3 3 3 -1 9 2 3 0 2
h

Callable Fixed Rate Notes Due April 30, 2040

? We have the right to call the notes for mandatory redemption on the 30th day of each of January, April, July and October of each
year, beginning October 2015. Unless redeemed by us, from and including the original issue date to but excluding the maturity date,
the notes will bear interest during each semi-annual interest period at a per annum rate equal to 4.00%.

? The notes are unsecured senior debt obligations of Citigroup Inc. All pa ym e nt s due on t he not e s a re subje c t t o t he
c re dit risk of Cit igroup I nc .

? It is important for you to consider the information contained in this pricing supplement together with the information contained in the
accompanying prospectus supplement and prospectus. The description of the notes below supplements, and to the extent
inconsistent with replaces, the description of the general terms of the notes set forth in the accompanying prospectus supplement
and prospectus.

K EY T ERM S
I ssue r:
Citigroup Inc.
I ssue pric e :
$1,000 per note
St a t e d princ ipa l a m ount : $1,000 per note
Aggre ga t e st a t e d
$3,000,000
princ ipa l a m ount :
Pric ing da t e :
April 27, 2015
Origina l issue da t e :
April 30, 2015
M a t urit y da t e :
April 30, 2040. If the maturity date is not a business day, then the payment required to be made on
the maturity date will be made on the next succeeding business day with the same force and effect
as if it had been made on the maturity date. No additional interest will accrue as a result of such
delay in payment.
Princ ipa l due a t m a t urit y: Full principal amount due at maturity
Pa ym e nt a t m a t urit y:
$1,000 per note plus any accrued and unpaid interest
I nt e re st ra t e pe r a nnum : From and including the original issue date to but excluding the maturity date, unless redeemed by
us: 4.00%
I nt e re st pe riod:
The six-month period from the original issue date to but excluding the immediately following interest
payment date, and each successive six-month period from and including an interest payment date to
but excluding the next interest payment date
I nt e re st pa ym e nt da t e s: Semi-annually on the 30th day of each of April and October of each year, commencing October
2015 and ending on the maturity date, provided that if any such day is not a business day, the
applicable interest payment will be made on the next succeeding business day. No additional interest
will accrue as a result of such delay in payment. Interest will be payable to the persons in whose
names the notes are registered at the close of business on the business day preceding each interest
payment date, which we refer to as a regular record date, except that the interest payment due at
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maturity or upon earlier redemption will be paid to the persons who hold the notes on the maturity
date or earlier date of redemption, as applicable.
Da y c ount c onve nt ion:
30/360 Unadjusted. See "Determination of Interest Payments" in this preliminary pricing supplement.
Re de m pt ion:
Beginning on the redemption date in October 2015, we have the right to call the notes for
mandatory redemption, in whole but not in part, on any redemption date and pay to you 100% of the
principal amount of the notes plus accrued and unpaid interest to but excluding the date of such
redemption. If we decide to redeem the notes, we will give you notice at least five business days
before the redemption date specified in the notice.

So long as the notes are represented by global securities and are held on behalf of The Depository
Trust Company ("DTC"), redemption notices and other notices will be given by delivery to DTC. If
the notes are no longer represented by global securities and are not held on behalf of DTC,
redemption notices and other notices will be published in a leading daily newspaper in New York
City, which is expected to be The Wall Street Journal.
Re de m pt ion da t e s:
The 30th day of each January, April, July and October of each year, beginning October 2015 and
ending on the maturity date, provided that if any such day is not a business day, the applicable
redemption date will be the next succeeding business day. No additional interest will accrue as a
result of such delay in payment.
Busine ss da y:
Any day that is not a Saturday or Sunday and that, in New York City, is not a day on which banking
institutions are authorized or obligated by law or executive order to close
Busine ss da y
Following
c onve nt ion:
CU SI P:
17298CAA6
I SI N :
US17298CAA62
List ing:
The notes will not be listed on any securities exchange and, accordingly, may have limited or no
liquidity. You should not invest in the notes unless you are willing to hold them to maturity.
U nde rw rit e r:
Citigroup Global Markets Inc. ("CGMI"), an affiliate of the issuer. See "General Information--
Supplemental information regarding plan of distribution; conflicts of interest" in this pricing
supplement.
U nde rw rit ing fe e a nd

I ssue pric e
U nde rw rit ing fe e (1)
Proc e e ds t o issue r
issue pric e :
Pe r not e :

$1,000.00
$17.50
$982.50
T ot a l:

$3,000,000.00
$52,500.00
$2,947,500.00

(1) CGMI, an affiliate of Citigroup Inc. and the underwriter of the sale of the notes, is acting as principal and will receive an
underwriting fee of $17.50 for each note sold in this offering. Selected dealers not affiliated with CGMI will receive a selling concession
of $17.50 for each note they sell. Additionally, it is possible that CGMI and its affiliates may profit from hedging activity related to this
offering, even if the value of the notes declines. You should refer to "Risk Factors," "General Information--Fees and selling
concessions" and "--Supplemental information regarding plan of distribution; conflicts of interest" in this pricing supplement for more
information.

I nve st ing in t he not e s involve s risk s. Se e "Risk Fa c t ors" be ginning on pa ge PS -2 .

N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny st a t e se c urit ie s c om m ission ha s a pprove d or
disa pprove d of t he not e s or de t e rm ine d t ha t t his pric ing supple m e nt a nd t he a c c om pa nying prospe c t us
supple m e nt a nd prospe c t us is t rut hful or c om ple t e . Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .

You should read this pricing supplement together with the accompanying prospectus supplement and prospectus, each of
which can be accessed via the following hyperlink.

Prospe c t us Supple m e nt a nd Prospe c t us e a c h da t e d N ove m be r 1 3 , 2 0 1 3

T he not e s a re not ba nk de posit s a nd a re not insure d or gua ra nt e e d by t he Fe de ra l De posit I nsura nc e
Corpora t ion or a ny ot he r gove rnm e nt a l a ge nc y, nor a re t he y obliga t ions of, or gua ra nt e e d by, a ba nk .

Citigroup Inc.
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Callable Fixed Rate Notes Due April 30, 2040

Risk Factors

The following is a non-exhaustive list of certain key risk factors for investors in the notes. You should read the risk factors below
together with the risk factors included in the documents incorporated by reference in the accompanying prospectus, including our most
recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q, which describe risks relating to our
business more generally. We also urge you to consult your investment, legal, tax, accounting and other advisers in connection with
your investment in the notes.

T he not e s m a y be re de e m e d a t our opt ion, w hic h lim it s your a bilit y t o a c c rue int e re st ove r t he full t e rm of
t he not e s. We may redeem the notes, in whole but not in part, on the 30th day of each January, April, July and October
beginning October 2015 upon not less than five business days' notice. In the event that we redeem the notes, you will receive the
principal amount of your investment in the notes and any accrued and unpaid interest to but excluding the date on which the
notes are redeemed. In this case, you will not have the opportunity to continue to accrue and be paid interest to the maturity date
of the notes.

M a rk e t int e re st ra t e s a t a pa rt ic ula r t im e w ill a ffe c t our de c ision t o re de e m t he not e s. It is more likely that we
will call the notes for mandatory redemption prior to their maturity date at a time when the interest rate on the notes is greater
than that which we would pay on a comparable debt security of Citigroup Inc. with a maturity comparable to the remaining term of
the notes. Consequently, if we redeem the notes prior to their maturity, you may not be able to invest in other securities with a
similar level of risk that yield as much interest as the notes.

An inve st m e nt in t he not e s m a y be m ore risk y t ha n a n inve st m e nt in not e s w it h a short e r t e rm . The notes
have a term of twenty-five years, subject to our right to call the notes for mandatory redemption beginning six-months after the
date of issuance of the notes. By purchasing notes with a longer term, you will bear greater exposure to fluctuations in interest
rates than if you purchased a note with a shorter term. In particular, you may be negatively affected if interest rates begin to rise,
because the likelihood that we will redeem your notes will decrease and the interest rate on the notes may be less than the
amount of interest you could earn on other investments with a similar level of risk available at such time. In addition, if you tried to
sell your notes at such time, the value of your notes in any secondary market transaction would also be adversely affected.

T he not e s a re subje c t t o t he c re dit risk of Cit igroup I nc ., a nd a ny a c t ua l or a nt ic ipa t e d c ha nge s t o it s
c re dit ra t ings or c re dit spre a ds m a y a dve rse ly a ffe c t t he va lue of t he not e s. You are subject to the credit risk of
Citigroup Inc. If Citigroup Inc. defaults on its obligations under the notes, your investment would be at risk and you could lose
some or all of your investment. As a result, the value of the notes will be affected by changes in the market's view of Citigroup
Inc.'s creditworthiness. Any decline, or anticipated decline, in Citigroup Inc.'s credit ratings or increase, or anticipated increase, in
the credit spreads charged by the market for taking Citigroup Inc. credit risk is likely to adversely affect the value of the notes.

T he not e s w ill not be list e d on a ny se c urit ie s e x c ha nge a nd you m a y not be a ble t o se ll t he m prior t o
m a t urit y. The notes will not be listed on any securities exchange. Therefore, there may be little or no secondary market for the
notes. CGMI currently intends to make a secondary market in relation to the notes and to provide an indicative bid price for the
notes on a daily basis. Any indicative bid price for the notes provided by CGMI will be determined in CGMI's sole discretion,
taking into account prevailing market conditions and other relevant factors, and will not be a representation by CGMI that the notes
can be sold at that price or at all. CGMI may suspend or terminate making a market and providing indicative bid prices without
notice, at any time and for any reason. If CGMI suspends or terminates making a market, there may be no secondary market at all
for the notes because it is likely that CGMI will be the only broker-dealer that is willing to buy your notes prior to
maturity. Accordingly, an investor must be prepared to hold the notes until maturity.

I m m e dia t e ly follow ing issua nc e , a ny se c onda ry m a rk e t bid pric e provide d by CGM I , a nd t he va lue t ha t w ill
be indic a t e d on a ny brok e ra ge a c c ount st a t e m e nt s pre pa re d by CGM I or it s a ffilia t e s, w ill re fle c t a
t e m pora ry upw a rd a djust m e nt . The amount of this temporary upward adjustment will steadily decline to zero over the
temporary adjustment period. See "General Information--Temporary adjustment period" in this pricing supplement.

Se c onda ry m a rk e t sa le s of t he not e s m a y re sult in a loss of princ ipa l. You will be entitled to receive at least the full
stated principal amount of your notes, subject to the credit risk of Citigroup Inc., only if you hold the notes to maturity or
redemption. If you are able to sell your notes in the secondary market prior to maturity or redemption, you are likely to receive less
than the stated principal amount of the notes.

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T he inc lusion of unde rw rit ing fe e s a nd proje c t e d profit from he dging in t he issue pric e is lik e ly t o
a dve rse ly a ffe c t se c onda ry m a rk e t pric e s. Assuming no changes in market conditions or other relevant factors, the price,
if any, at which CGMI may be willing to purchase the notes in secondary market transactions will likely be lower than the issue
price since the issue price of the notes includes, and secondary market prices are likely to exclude, underwriting fees paid with
respect to the notes, as well as the cost of hedging our obligations under the notes. The cost of hedging includes the projected
profit that our affiliates may realize in consideration for assuming the risks inherent in managing the hedging transactions. The
secondary market prices for the notes are also likely to be reduced by the costs of unwinding the related hedging transactions. Our
affiliates may realize a profit from the expected hedging activity even if the value of the notes declines. In addition, any secondary
market prices for the notes may differ from values determined by pricing models used by CGMI, as a result of dealer discounts,
mark-ups or other transaction costs.

April 2015
PS-2

Citigroup Inc.
Callable Fixed Rate Notes Due April 30, 2040

T he pric e a t w hic h you m a y be a ble t o se ll your not e s prior t o m a t urit y w ill de pe nd on a num be r of fa c t ors
a nd m a y be subst a nt ia lly le ss t ha n t he a m ount you origina lly inve st . A number of factors will influence the value of
the notes in any secondary market that may develop and the price at which CGMI may be willing to purchase the notes in any
such secondary market, including: interest rates in the market and the volatility of such rates, the time remaining to maturity of the
notes, hedging activities by our affiliates, fees and projected hedging fees and profits, expectations about whether we are likely to
redeem the notes and any actual or anticipated changes in the credit ratings, financial condition and results of Citigroup Inc. The
value of the notes will vary and is likely to be less than the issue price at any time prior to maturity or redemption, and sale of the
notes prior to maturity or redemption may result in a loss.

Ge ne ra l I nform a t ion
T e m pora ry a djust m e nt
For a period of approximately six months following issuance of the notes, the price, if any, at which
pe riod:
CGMI would be willing to buy the notes from investors, and the value that will be indicated for the
notes on any brokerage account statements prepared by CGMI or its affiliates (which value CGMI
may also publish through one or more financial information vendors), will reflect a temporary upward
adjustment from the price or value that would otherwise be determined. This temporary upward
adjustment represents a portion of the hedging profit expected to be realized by CGMI or its affiliates
over the term of the notes. The amount of this temporary upward adjustment will decline to zero on
a straight-line basis over the six-month temporary adjustment period. However, CGMI is not
obligated to buy the notes from investors at any time. See "Risk Factors--The notes will not be
listed on any securities exchange and you may not be able to sell them prior to maturity."
U .S. fe de ra l inc om e t a x
The notes will be treated for U.S. federal income tax purposes as fixed rate debt instruments that
c onside ra t ions:
are issued without original issue discount.

Both U.S. and non-U.S. persons considering an investment in the notes should read the discussion
under "United States Federal Tax Considerations," and in particular the sections entitled "United
States Federal Tax Considerations--Tax Consequences to U.S. Holders" and "--Tax Consequences
to Non-U.S. Holders" in the accompanying prospectus supplement for more information.
T rust e e :
The Bank of New York Mellon (as trustee under an indenture dated November 13, 2013) will serve
as trustee for the notes.
U se of proc e e ds a nd
The net proceeds received from the sale of the notes will be used for general corporate purposes
he dging:
and, in part, in connection with hedging our obligations under the notes through one or more of our
affiliates.

Hedging activities related to the notes by one or more of our affiliates involved trading in one or more
instruments, such as options, swaps and/or futures, and/or taking positions in any other available
securities or instruments that we may wish to use in connection with such hedging and may include
adjustments to such positions during the term of the notes. It is possible that our affiliates may profit
from this hedging activity, even if the value of the notes declines. Profit or loss from this hedging
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activity could affect the price at which Citigroup Inc.'s affiliate, CGMI, may be willing to purchase
your notes in the secondary market. For further information on our use of proceeds and hedging, see
"Use of Proceeds and Hedging" in the accompanying prospectus.
ERI SA a nd I RA purc ha se Please refer to "Benefit Plan Investor Considerations" in the accompanying prospectus supplement
c onside ra t ions:
for important information for investors that are ERISA or other benefit plans or whose underlying
assets include assets of such plans.
Fe e s a nd se lling
CGMI, an affiliate of Citigroup Inc. and the underwriter of the sale of the notes, is acting as principal
c onc e ssions:
and will receive an underwriting fee of $17.50 for each note sold in this offering. CGMI will pay
selected dealers not affiliated with CGMI a selling concession of $17.50 for each $1,000.00 note
they sell.

Additionally, it is possible that CGMI and its affiliates may profit from hedging activity related to this
offering, even if the value of the notes declines. You should refer to "Risk Factors" above and the
section "Use of Proceeds and Hedging" in the accompanying prospectus.

April 2015
PS-3

Citigroup Inc.
Callable Fixed Rate Notes Due April 30, 2040

Supple m e nt a l
The terms and conditions set forth in the Global Selling Agency Agreement dated November 13,
inform a t ion re ga rding
2013 among Citigroup Inc. and the agents named therein, including CGMI, govern the sale and
pla n of dist ribut ion;
purchase of the notes.
c onflic t s of int e re st :

The notes will not be listed on any securities exchange.

In order to hedge its obligations under the notes, Citigroup Inc. has entered into one or more swaps
or other derivatives transactions with one or more of its affiliates. You should refer to the section
"General Information--Use of proceeds and hedging" in this pricing supplement and the section
"Use of Proceeds and Hedging" in the accompanying prospectus.

CGMI is an affiliate of Citigroup Inc. Accordingly, the offering of the notes will conform with the
requirements addressing conflicts of interest when distributing the securities of an affiliate set forth in
Rule 5121 of the Conduct Rules of the Financial Industry Regulatory Authority, Inc. Client accounts
over which Citigroup Inc., its subsidiaries or affiliates of its subsidiaries have investment discretion
are not permitted to purchase the notes, either directly or indirectly, without the prior written consent
of the client. See "Plan of Distribution; Conflicts of Interest" in the accompanying prospectus
supplement for more information.
Pa ying a ge nt :
Citibank, N.A. will serve as paying agent and registrar and will also hold the global security
representing the notes as custodian for The Depository Trust Company ("DTC").
Cont a c t :
Clients may contact their local brokerage representative. Third party distributors may contact Citi
Structured Investment Sales at (212) 723-7005.

We encourage you to also read the accompanying prospectus supplement and prospectus, which can be accessed via the hyperlink
on the cover page of this pricing supplement.

Determination of Interest Payments

On each interest payment date, the amount of each interest payment will equal (i) the stated principal amount of the notes multiplied
by 4.00% divided by (ii) 2.

Additional Information
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We reserve the right to withdraw, cancel or modify any offering of the notes and to reject orders in whole or in part prior to their
issuance.

Validity of the Notes

In the opinion of Davis Polk & Wardwell LLP, as special products counsel to Citigroup Inc., when the notes offered by this pricing
supplement have been executed and issued by Citigroup Inc. and authenticated by the trustee pursuant to the indenture, and delivered
against payment therefor, such notes will be valid and binding obligations of Citigroup Inc., enforceable in accordance with their terms,
subject to applicable bankruptcy, insolvency and similar laws affecting creditors' rights generally, concepts of reasonableness and
equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith),
provided that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or similar provision of
applicable law on the conclusions expressed above. This opinion is given as of the date of this pricing supplement and is limited to the
laws of the State of New York, except that such counsel expresses no opinion as to the application of state securities or Blue Sky
laws to the notes.

In giving this opinion, Davis Polk & Wardwell LLP has assumed the legal conclusions expressed in the opinion set forth below of
Michael J. Tarpley, Associate General CounselCapital Markets of Citigroup Inc. In addition, this opinion is subject to the assumptions
set forth in the letter of Davis Polk & Wardwell LLP dated November 13, 2013, which has been filed as an exhibit to a Current Report
on Form 8-K filed by Citigroup Inc. on November 13, 2013, that the indenture has been duly authorized, executed and delivered by,
and is a valid, binding and enforceable agreement of the trustee and that none of the terms of the notes nor the issuance and delivery
of the notes, nor the compliance by Citigroup Inc. with the terms of the notes, will result in a violation of any provision of any
instrument or agreement then binding upon Citigroup Inc. or any restriction imposed by any court or governmental body having
jurisdiction over Citigroup Inc.

In the opinion of Michael J. Tarpley, Associate General CounselCapital Markets of Citigroup Inc., (i) the terms of the notes offered by
this pricing supplement have been duly established under the indenture and the Board of Directors (or a duly authorized committee
thereof) of Citigroup Inc. has duly authorized the issuance and sale of such notes and such authorization has not been modified or
rescinded; (ii) Citigroup Inc. is validly existing and in good standing under the laws of the State of Delaware; (iii) the indenture has
been duly authorized, executed, and delivered by Citigroup Inc.; and (iv) the execution and delivery of such indenture and of the notes
offered by this pricing supplement by Citigroup Inc., and the performance by Citigroup Inc. of its obligations thereunder, are within its

April 2015
PS-4

Citigroup Inc.
Callable Fixed Rate Notes Due April 30, 2040

corporate powers and do not contravene its certificate of incorporation or bylaws or other constitutive documents. This opinion is given
as of the date of this pricing supplement and is limited to the General Corporation Law of the State of Delaware.

Michael J. Tarpley, or other internal attorneys with whom he has consulted, has examined and is familiar with originals, or copies
certified or otherwise identified to his satisfaction, of such corporate records of Citigroup Inc., certificates or documents as he has
deemed appropriate as a basis for the opinions expressed above. In such examination, he or such persons has assumed the legal
capacity of all natural persons, the genuineness of all signatures (other than those of officers of Citigroup Inc.), the authenticity of all
documents submitted to him or such persons as originals, the conformity to original documents of all documents submitted to him or
such persons as certified or photostatic copies and the authenticity of the originals of such copies.

© 2015 Citigroup Global Markets Inc. All rights reserved. Citi and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its
affiliates and are used and registered throughout the world.

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April 2015
PS-5

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Document Outline

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