Obligation Citigroup 1.108% ( US1730T0SX80 ) en USD

Citigroup

100 % ⇌

Etas-Unis

US1730T0SX80 ( en USD )

1.108% par an ( paiement semestriel )

22/04/2023 - Obligation échue

Prospectus brochure de l'obligation Citigroup US1730T0SX80 en USD 1.108%, échue

1 000 USD

7 000 000 USD

1730T0SX8

BBB+ ( Qualité moyenne inférieure )

A3 ( Qualité moyenne supérieure )

Citigroup est une société financière multinationale américaine offrant une large gamme de services financiers, notamment des services bancaires de détail, des services bancaires d'investissement, la gestion d'actifs et les services de cartes de crédit, à travers le monde.

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US1730T0SX80, paye un coupon de 1.108% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 22/04/2023

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US1730T0SX80, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Citigroup ( Etas-Unis ) , en USD, avec le code ISIN US1730T0SX80, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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424B2 1 dp37672_424b2-10y.htm PRICING SUPPLEMENT

April 17, 2013
Medium-Term Senior Notes, Series H
Pricing Supplement No. 2013-CMTNH0080
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-172562

Non-Callable Fixed to Float Notes due April 22, 2023
From and including the original issue date to but excluding October 22, 2014, the notes wil bear interest during each quarterly interest period at a fixed rate of 3.00% per annum. From and including
October 22, 2014 to but excluding the maturity date, the notes wil bear interest during each quarterly interest period at a per annum rate equal to the floating interest rate commonly referred to as
"three-month U.S. dollar LIBOR" determined on the second London business day prior to the first day of the applicable interest period plus a spread of 0.85%, subject to a maximum interest rate of
6.25% per annum for any interest period.

The notes are senior unsecured obligations of Citigroup Inc. All payments due on the notes are subject to the credit risk of Citigroup Inc.

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.

FINAL TERMS

Issuer:
Citigroup Inc.
Issue price:
$1,000 per note
Stated principal amount:
$1,000 per note
Aggregate stated principal amount:
$7,000,000
Pricing date:
April 17, 2013
Original issue date:
April 22, 2013
Maturity date:
April 22, 2023. If the maturity date is not a business day, then the payment required to be made on the maturity date wil 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 wil accrue as a result
of delayed payment.
Payment at maturity:
$1,000 per note plus any accrued and unpaid interest
Interest rate per annum:
From and including the original issue date to but excluding October 22, 2014:
· 3.00% per annum
From and including October 22, 2014 to but excluding the maturity date:
· a floating rate equal to three-month U.S. dollar LIBOR determined on the second London business day prior to the first day of the
applicable interest period plus a spread of 0.85%, subject to a maximum interest rate of 6.25% per annum for any interest period
Interest payment dates:
The 22nd day of each January, April, July and October, beginning on July 22, 2013 and ending on the maturity date.
Interest period:
The three-month period from the original issue date to but excluding the immediately fol owing interest payment date, and each successive
three-month period from and including an interest payment date to but excluding the next interest payment date
Day-count convention:
30/360 Unadjusted
CUSIP:
1730T0SX8
ISIN:
US1730T0SX80
Listing:
The notes wil 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 wil ing to hold them to maturity.
Underwriter:
Citigroup Global Markets Inc., an affiliate of the issuer. See "General Information--Supplemental information regarding plan of distribution;
conflicts of interest" in this pricing supplement.
Underwriting fee and issue price:
Price to public
Underwriting fee(1)
Proceeds to the issuer(2)
Per note:
$1,000.00
$12.50
$987.50
Total:
$7,000,000
$87,500
$6,912,500
(1) Citigroup Global Markets Inc., 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 up to $12.50 for each note
sold in this offering. The actual underwriting fee per note will be $12.50 for each note sold by Citigroup Global Markets Inc. directly to the public and will otherwise be equal to the selling
concession provided to selected dealers, as described in this paragraph. From this underwriting fee, certain broker-dealers affiliated with Citigroup Global Markets Inc., including Citi
International Financial Services, Citigroup Global Markets Singapore Pte. Ltd. and Citigroup Global Markets Asia Limited, will receive a concession, and financial advisors employed by
Citigroup Global Markets Inc. or such broker-dealers will receive a fixed sales commission, of $12.50 for each note they sell. Citigroup Global Markets Inc. will pay selected dealers not affiliated
with Citigroup Global Markets Inc. a selling concession of up to $12.50 for each $1,000 note they sell. Additionally, it is possible that Citigroup Global Markets Inc. and its affiliates may profit
from expected 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
"General Information--Supplemental information regarding plan of distribution; conflicts of interest" in this pricing supplement for more information.

(2) The per note proceeds to Citigroup Inc. indicated above represent the minimum per note proceeds to Citigroup Inc. for any note, assuming the maximum per note underwriting fee of
$12.50. As noted in footnote (1), the underwriting fee is variable. You should refer to "Risk Factors," "General Information--Fees and selling concessions" and "General Information
--Supplemental information regarding plan of distribution; conflicts of interest" in this pricing supplement for more information.
Investing in the notes involves risks not associated with an investment in conventional debt securities. See "Risk Factors" beginning on page
PS-2.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or determined that this pricing supplement and
the accompanying prospectus supplement and prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
YOU SHOULD READ THIS DOCUMENT TOGETHER WITH THE RELATED PROSPECTUS SUPPLEMENT AND PROSPECTUS, EACH OF WHICH CAN BE ACCESSED VIA THE HYPERLINK BELOW.
Prospectus Supplement dated December 20, 2012 and Prospectus dated May 12, 2011
THE NOTES ARE NOT BANK DEPOSITS OR SAVINGS ACCOUNTS, AND ARE NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL
AGENCY OR INSTRUMENTALITY, NOR ARE THEY OBLIGATIONS OF, OR GUARANTEED BY, A BANK.

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Risk Factors
The following is a non-exhaustive list of certain key risk factors for investors in the notes. You should also carefully read 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.

n
The amount of interest payable on the notes will vary. The notes differ from conventional fixed-rate debt securities in that the interest payable on
the notes wil vary after the first year and a half of the term of the notes based on the level of three-month U.S. dol ar LIBOR. From and including
October 22, 2014 to but excluding the maturity date, the notes wil bear interest during each quarterly interest period at a per annum rate equal to the
level of three-month U.S. dollar LIBOR determined on the second London business day prior to the first day of the applicable interest period plus a
spread of 0.85%, subject to a maximum interest rate of 6.25% per annum for any interest period. The per annum interest rate that is determined on
the relevant interest determination date wil apply to the entire interest period fol owing that interest determination date, even if three-month U.S. dol ar
LIBOR increases during that interest period, but is applicable only to that quarterly interest period; interest payments for any other quarterly interest
period wil vary.

n
The interest rate applicable to the notes will be subject to a maximum per annum rate. The interest rate applicable to the notes from and
including October 22, 2014 to but excluding the maturity date cannot exceed 6.25% per annum for any interest period. As a result, the notes may
provide you less interest income than an investment in a similar instrument that is not subject to a maximum per annum interest rate.

n
The yield on the notes may be lower than the yield on a standard debt security of comparable maturity. During the first year and a half of the
term of the notes, the notes wil bear interest at a rate of 3.00% per annum (to be determined on the pricing date). From and including October 22,
2014 to but excluding the maturity date, the notes wil bear interest during each quarterly interest period at the per annum rate equal to the level of
three-month U.S. dol ar LIBOR determined on the second London business day prior to the first day of the applicable interest period plus a spread of
0.85%, subject to a maximum interest rate of 6.25% per annum for any interest period. As a result, the effective yield on your notes may be less than
that which would be payable on a conventional fixed-rate, non-cal able debt security of Citigroup Inc. of comparable maturity.

n
The notes are subject to the credit risk of Citigroup Inc., and any actual or anticipated changes to its credit ratings or credit spreads may
adversely affect the value of the notes. 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 al of your investment. As a result, the value of the notes wil 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.

n
The notes will not be listed on any securities exchange and you may not be able to sell the notes prior to maturity. The notes wil not be
listed on any securities exchange. Therefore, there may be little or no secondary market for the notes. Citigroup Global Markets Inc. ("Citigroup
Global Markets") intends to make a secondary market in relation to the notes and to provide an indicative bid price on a daily basis. Any indicative bid
prices provided by Citigroup Global Markets shall be determined in Citigroup Global Markets' sole discretion, taking into account prevailing market
conditions, and shall not be a representation by Citigroup Global Markets that any instrument can be purchased or sold at such prices (or at al ).

Notwithstanding the above, Citigroup Global Markets may suspend or terminate making a market and providing indicative bid prices without notice, at
any time and for any reason. Consequently, there may be no market for the notes and investors should not assume that such a market will exist.
Accordingly, an investor must be prepared to hold the notes until the maturity date. Where a market does exist, to the extent that an investor wants to
sel the notes, the price may, or may not, be at a discount from the stated principal amount.

n
Secondary market sales of the notes may result in a loss of principal. You wil be entitled to receive at least the ful stated principal amount of
your notes, subject to the credit risk of Citigroup Inc., only if you hold the notes to maturity. Because the value of the notes may fluctuate, if you are
able to sel your notes in the secondary market prior to maturity, you may receive less than the stated principal amount of the notes.

n
The inclusion of underwriting fees and projected profit from hedging in the issue price is likely to adversely affect secondary market
prices. Assuming no changes in market conditions or other relevant factors, the price, if any, at which Citigroup Global Markets is willing to purchase
the notes in secondary market transactions wil likely be lower than the issue price since the issue price includes, and secondary market prices are
likely to exclude, underwriting fees paid with respect to the notes, as wel 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

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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 Citigroup Global Markets, as a result of dealer discounts,
mark-ups or other transaction costs.

n
The price at which you may be able to sell your notes prior to maturity will depend on a number of factors and may be substantially less
than you originally invest. Numerous factors wil influence the value of the notes in any secondary market that may develop and the price at which
Citigroup Global Markets may be wil ing to purchase the notes in any such secondary market, including: the level and volatility of three-month
U.S.-dol ar LIBOR, interest rates in the market, the time remaining to maturity, hedging activities by our affiliates, fees and projected hedging fees and
profits, and any actual or anticipated changes in the credit ratings, financial condition and results of Citigroup Inc. As a result, the value of the notes
wil vary and may be less than the issue price at any time prior to maturity. Sale of the notes prior to maturity may result in a loss.

n
The calculation agent, which is an affiliate of the issuer, will make determinations with respect to the notes. Citibank, N.A., the calculation
agent for the notes, is an affiliate of ours. As calculation agent, Citibank, N.A. wil determine, among other things, the level of three-month U.S. dol ar
LIBOR and wil calculate the interest payable to you on each interest payment date. Any of these determinations or calculations made by Citibank,
N.A. in its capacity as calculation agent, including with respect to the calculation of the level of three-month U.S. dollar LIBOR in the event of the
unavailability of the level of three-month U.S. dollar LIBOR, may adversely affect the amount of one or more interest payments to you.

n
Hedging and trading activity by Citigroup Inc. could result in a conflict of interest. In anticipation of the sale of the notes, one or more of our
affiliates have entered into hedge transactions. This hedging activity wil likely continue to involve trading in instruments, such as options, swaps or
futures, based upon three-month U.S. dol ar LIBOR. This hedging activity may present a conflict between your interest in the notes and the interests
our affiliates have in executing, maintaining and adjusting their hedge transactions because it could affect the price at which our affiliate Citigroup
Global Markets may be wil ing to purchase your notes in the secondary market. Because hedging our obligations under the notes involves risk and
may be influenced by a number of factors, it is possible that our affiliates may profit from the hedging activity, even if the value of the notes declines.

n
The historical performance of three-month U.S. dollar LIBOR is not an indication of its future performance. The historical performance of
three-month U.S. dol ar LIBOR, which is included in this pricing supplement, should not be taken as an indication of the future performance of
three-month U.S. dol ar LIBOR during the term of the notes. Changes in the level of three-month U.S. dol ar LIBOR wil affect the value of the notes,
but it is impossible to predict whether the level of three-month U.S. dol ar LIBOR wil rise or fal .

n
You will have no rights against the publishers of three-month U.S. dollar LIBOR. You wil have no rights against the publishers of three-month
U.S. dol ar LIBOR even though the amount you receive on each interest payment date after the first year and a half of the term of the notes wil
depend upon the level of three-month U.S. dol ar LIBOR. The publishers of three-month U.S. dol ar LIBOR are not in any way involved in this offering
and have no obligations relating to the notes or the holders of the notes.

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General Information

Interest:
The 22nd day of each January, April, July and October, beginning on July 22, 2013 and ending on the maturity
date, wil be an interest payment date. If a scheduled interest payment date is not a business day, interest wil be
paid on the next succeeding business day with the same force and effect as if it has been paid on the scheduled
interest payment date. No additional interest wil accrue as a result of delayed payment.

Interest wil 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 (each such day, a "regular record date").
United States federal income
In the opinion of our counsel, Davis Polk & Wardwel LLP, the notes wil be treated as "variable rate debt
tax considerations:
instruments" that provide for a single fixed rate fol owed by a qualified floating rate ("QFR") for U.S. federal
income tax purposes. Under applicable Treasury Regulations, in order to determine the amount of qualified stated
interest ("QSI") and original issue discount ("OID") in respect of the notes, an equivalent fixed rate debt instrument
must be constructed. The equivalent fixed rate debt instrument is constructed in the fol owing manner: (i) first, the
initial fixed rate is converted to a QFR that would preserve the fair market value of the notes, and (i ) second,
each QFR (including the QFR determined under (i) above) is converted to a fixed rate substitute (which wil
generally be the value of that QFR as of the issue date of the notes). Based on the application of these rules to
the notes and current market conditions, the notes should be treated as issued with OID. Under this treatment, al
of the floating rate payments on the notes wil be treated as QSI, while only a portion of the fixed rate payments
wil be treated as QSI. In such case, QSI on the notes wil general y be taxable to a U.S. Holder (as defined in
the accompanying prospectus supplement) as ordinary interest income at the time it accrues or is received in
accordance with the holder's method of tax accounting. A U.S. Holder wil be required to include the OID in income
for federal income tax purposes as it accrues, in accordance with a constant-yield method based on a
compounding of interest. As a result, a U.S. Holder general y wil recognize less taxable income than cash
received during the period in which the notes pay a fixed rate of interest and wil recognize more taxable income
than cash received during the period in which the notes pay a floating rate of interest.

Upon the sale or other taxable disposition of a note, a U.S. Holder generally wil recognize capital gain or loss
equal to the difference between the amount realized on the disposition (other than amounts attributable to accrued
QSI, which wil be treated as interest income) and the holder's tax basis in the note. A U.S. Holder's tax basis in a
note wil equal the cost of the note to the holder, increased by the amounts of OID previously included in income
by the holder with respect to the note and reduced by any payments other than QSI received by the holder. Such
gain or loss general y wil be long-term capital gain or loss if the U.S. Holder has held the note for more than one
year at the time of disposition.

Non-U.S. Holders (as defined in the accompanying prospectus supplement) general y wil not be subject to U.S.
federal withholding or income tax with respect to interest (or OID) paid on and amounts received on the sale,
exchange or retirement of the notes if they fulfil certain certification requirements. Special rules apply to Non-U.S.
Holders whose income on the notes is effectively connected with the conduct of a U.S. trade or business or who
are individuals present in the United States for 183 days or more in a taxable year.

Both U.S. and non-U.S. persons considering an investment in the notes should read the section entitled
"United States Federal Tax Considerations" in the accompanying prospectus supplement. The preceding
discussion, when read in combination with that section, constitutes the full opinion of Davis Polk &
Wardwell LLP regarding the material U.S. federal income tax consequences of owning and disposing of
the notes.

Prospective investors in the notes should consult their tax advisers regarding all aspects of the U.S.
federal income tax consequences of an investment in the notes and any tax consequences arising under
the laws of any state, local or foreign taxing jurisdiction.
Trustee:
The Bank of New York Mel on (as trustee under an indenture dated March 15, 1987, as amended) wil serve as
trustee for the notes.
Use of proceeds and hedging:
The net proceeds received from the sale of the notes wil be used for general corporate purposes 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 wil likely continue to involve trading in one
or more instruments, such as options, swaps and/or futures, based on three-month U.S. dollar LIBOR and/or
taking positions in any other available securities or instruments that we may wish to use in connection with such
hedging. 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 activity could affect the price at which Citigroup Inc.'s affiliate, Citigroup
Global Markets, may be wil ing 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.

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ERISA and IRA purchase
Please refer to "Benefit Plan Investor Considerations" in the accompanying prospectus supplement for important
considerations:
information for investors that are ERISA or other benefit plans or whose underlying assets include assets of such
plans.
Fees and selling concessions: Citigroup Global Markets, an affiliate of Citigroup Inc. and the underwriter of the sale of the notes, is acting as
principal and wil receive an underwriting fee of up to $12.50 for each note sold in this offering. The actual
underwriting fee per note wil be equal to $12.50 for each note sold by Citigroup Global Markets directly to the
public and wil otherwise equal the sel ing concession provided to selected dealers, as described in this
paragraph. From this underwriting fee, certain broker-dealers affiliated with Citigroup Global Markets, including
Citi International Financial Services, Citigroup Global Markets Singapore Pte. Ltd. and Citigroup Global Markets
Asia Limited, wil receive a concession, and financial advisors employed by Citigroup Global Markets or such
broker-dealers wil receive a fixed sales commission, of $12.50 for each note they sel . Citigroup Global Markets
wil pay selected dealers not affiliated with Citigroup Global Markets a sel ing concession of up to $12.50 for each
$1,000 note they sel .

Additionally, it is possible that Citigroup Global Markets and its affiliates may profit from expected 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.

Sel ing concessions al owed to dealers in connection with the offering may be reclaimed by the underwriter if,
within 30 days of the offering, the underwriter repurchases the notes distributed by such dealers.
Supplemental information
The terms and conditions set forth in the Global Sel ing Agency Agreement dated December 20, 2012 among
regarding plan of distribution;
Citigroup Inc. and the agents named therein, including Citigroup Global Markets, govern the sale and purchase of
conflicts of interest:
the notes.

Citigroup Global Markets, acting as principal, has agreed to purchase from Citigroup Inc., and Citigroup Inc. has
agreed to sel to Citigroup Global Markets, $7,000,000 aggregate stated principal amount of the notes (7,000
notes) for a minimum of $987.50 per note. Citigroup Global Markets proposes to offer the notes in part directly to
the public at $1,000.00 per note and in part to selected dealers at $1,000.00 per note less a sel ing concession as
described under "--Fees and sel ing concessions" above.

The notes wil 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 sections "Risk Factors--Hedging
and trading activity by Citigroup Inc. could result in a conflict of interest," and "General Information--Use of
proceeds and hedging" in this pricing supplement and the section "Use of Proceeds and Hedging" in the
accompanying prospectus.

Citigroup Global Markets is an affiliate of Citigroup Inc. Accordingly, the offering of the notes wil 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.

Certain Additional Selling Restrictions

Chile

The notes are being offered as of the date hereof solely to Qualified Investors (Inversionistas Calificados)
pursuant to the private placement exemption provided by General Rule No. 306 of the Superintendencia de
Valores Y Seguros (the "SVS"). The offering of the notes has not been and wil not be registered with the Chilean
Securities Registry or the Registry of Foreign Securities of the SVS and, therefore, the notes are not subject to
oversight by the SVS and may not be sold publicly in Chile. The issuer of the notes is not obligated to make
information available publicly in Chile regarding the notes.
Calculation agent:
Citibank, N.A., an affiliate of Citigroup Inc., wil serve as calculation agent for the notes. Al determinations made
by the calculation agent wil be at the sole discretion of the calculation agent and wil , in the absence of manifest
error, be conclusive for all purposes and binding on Citigroup Inc. and the holders of the notes. Citibank, N.A. is
obligated to carry out its duties and functions as calculation agent in good faith and using its reasonable judgment.
Paying agent:
Citibank, N.A. wil serve as paying agent and registrar and wil also hold the global security representing the notes
as custodian for The Depository Trust Company ("DTC").
Contact:
Clients may contact their local brokerage representative.
We encourage you to also read the accompanying prospectus supplement and prospectus, which can be accessed via the hyperlink on the front page
of this pricing supplement, in connection with your investment in the notes.

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Determination of Three-month U.S. Dollar LIBOR
Three-month U.S. dol ar LIBOR is a daily reference rate fixed in U.S. dol ars based on the interest rates at which banks borrow funds from each other for
a term of three months, in marketable size, in the London interbank market. For any relevant date, three-month U.S. dol ar LIBOR wil equal the rate for
three-month U.S. dol ar LIBOR appearing on Reuters BBA page "LIBOR01" (or any successor page as determined by the calculation agent) as of 11:00
am (London time) on that date.
If a rate for three-month U.S. dol ar LIBOR is not published on Reuters BBA page "LIBOR01" (or any successor page as determined by the calculation
agent) on any day on which the rate for three-month U.S. dol ar LIBOR is required, then the calculation agent wil request the principal London office of
each of five major reference banks in the London interbank market, selected by the calculation agent, to provide such bank's offered quotation to prime
banks in the London interbank market for deposits in U.S. dollars in an amount that is representative of a single transaction in that market at that time (a
"Representative Amount") and for a term of three months as of 11:00 am (London time) on such day. If at least two such quotations are so provided, the
rate for three-month U.S. dollar LIBOR wil be the arithmetic mean of such quotations. If fewer than two such quotations are provided, the calculation
agent wil request each of three major banks in New York City to provide such bank's rate to leading European banks for loans in U.S. dollars in a
Representative Amount and for a term of three months as of approximately 11:00 am (New York City time) on such day. If at least two such rates are so
provided, the rate for three-month U.S. dol ar LIBOR wil be the arithmetic mean of such rates. If fewer than two such rates are so provided, then the rate
for three-month U.S. dol ar LIBOR wil be three-month U.S. dol ar LIBOR in effect as of 11:00 am (New York City time) on the immediately preceding
London business day.
A "business day" means 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.
A "London business day" means any day on which dealings in deposits in U.S. dol ars are transacted in the London interbank market.

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Historical Information on Three-month U.S. Dollar LIBOR

The fol owing table sets forth, for each of the periods indicated, the high and low three-month U.S. dol ar LIBOR as reported on Bloomberg. The historical
three-month U.S. dol ar LIBOR should not be taken as an indication of the future performance of three-month U.S. dol ar LIBOR. Any historical upward or
downward trend in three-month U.S. dol ar LIBOR during any period set forth below is not an indication that three-month U.S. dol ar LIBOR is more or less
likely to increase or decrease at any time during the term of the notes.

Historical Three-month U.S. Dollar LIBOR
High
Low
2008

Quarter
First
4.68063%
2.54188%
Second
2.92000%
2.63813%
Third
4.05250%
2.78500%
Fourth
4.81875%
1.42500%
2009

Quarter
First
1.42125%
1.08250%
Second
1.17688%
0.59500%
Third
0.58750%
0.28250%
Fourth
0.28438%
0.24875%
2010

Quarter
First
0.29150%
0.24875%
Second
0.53925%
0.29150%
Third
0.53363%
0.28938%
Fourth
0.30375%
0.28438%
2011

Quarter
First
0.31400%
0.30281%
Second
0.30100%
0.24500%
Third
0.37433%
0.24575%
Fourth
0.58100%
0.37761%
2012

Quarter
First
0.58250%
0.46815%
Second
0.46915%
0.46060%
Third
0.46060%
0.35850%
Fourth
0.35525%
0.30600%
2013

Quarter
First
0.30500%
0.27960%
Second (through April 17, 2013)
0.28210%
0.27610%

The rate for three-month U.S. dollar LIBOR for April 17, 2013, was 0.27610%.

The fol owing graph shows the published daily rate for three-month U.S. dol ar LIBOR in the period from January 2, 2008 through April 17, 2013. Past
movements of three-month U.S. dol ar LIBOR are not indicative of the future three-month U.S. dol ar LIBOR. Changes in three-month U.S. dol ar LIBOR
wil affect the value of the notes and the interest payments on the notes after the first year and a half of the term of the notes, but it is impossible to
predict whether three-month U.S. dol ar LIBOR wil rise or fal .

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Non-Callable Fixed to Float Notes due April 22, 2023

Additional Information

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 & Wardwel 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 wil
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 & Wardwel LLP has assumed the legal conclusions expressed in the opinion set forth below of Michael J. Tarpley,
Associate General Counsel--Capital Markets of Citigroup Inc. In addition, this opinion is subject to the assumptions set forth in the letter of Davis Polk &
Wardwel LLP dated January 17, 2013, which has been filed as an exhibit to a Current Report on Form 8-K filed by Citigroup Inc. on January 17, 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 Counsel--Capital 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; (i ) Citigroup Inc. is validly existing and in good
standing under the laws of the State of Delaware; (i i) 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 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.

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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 al natural persons, the genuineness of all
signatures (other than those of officers of Citigroup Inc.), the authenticity of al 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.

© 2013 Citigroup Global Markets Inc. Al 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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