Citigroup in Principal-Protected Equity Linked Notes Offering Based on S&P 500

June 29, 2005

Cleary Gottlieb represented Citigroup Global Markets as underwriter in Citigroup Funding’s $51.7 million offering of principal-protected equity linked notes based upon the S&P 500 Index with potential supplemental interest at maturity due December 30, 2008. 

The notes are debt securities linked to an index.  Unlike debt securities that pay a fixed amount at maturity, the notes’ maturity payment is based on the performance of the underlying index during their term, but cannot be less than their principal amount.  The notes offer investors the opportunity to participate in the appreciation of the underlying index.  The payments due under the notes are fully and unconditionally guaranteed by Citigroup Inc.

The S&P 500 Index measures the relative aggregate average market value of the common stocks of 500 companies compared to the value of 500 similar companies during the period from 1941 to 1943.