Citigroup in Principal-Protected Equity Linked Notes Offering

June 29, 2005

Cleary Gottlieb represented Citigroup Global Markets as underwriter in Citigroup Funding’s $12.7 million offering of its Index Linked NotesSMPrincipal-Protected Callable Notes with Income Based Upon Potential Annual Appreciation of the 2005-5 Dynamic Portfolio IndexSMDue July 1, 2011.

The index linked notes are principal-protected debt securities linked to the performance of the 2005-5 Dynamic Portfolio Index, which allocates notional investments between the Dow-Jones AIG Commodity Index Total ReturnSM and a notional bond portfolio.  The Dow-Jones AIG Commodity Index Total ReturnSM tracks the returns on nineteen exchange-traded futures contracts of physical commodities.  The notes offer the potential for variable income to be paid annually along with the safety of principal protection at the earlier of the call date or the maturity date.  The annual interest payment, if any, will be based upon the annual appreciation of the 2005-5 Dynamic Portfolio Index.  Payments under the notes are fully and unconditionally guaranteed by Citigroup Inc.