SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CITIGROUP CAPITAL VI
(Exact Name of Registrant as Specified in Its Charter)
Delaware 06-6446485
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
c/o Citigroup Inc.
153 East 53rd Street
New York, New York 10043
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section 12(b) securities pursuant to
of the Exchange Act and is effective Section 12(g) of the Act and is
upon filing pursuant to General effective pursuant to General
Instruction check the following Instruction A.(c) please A.(d)
box. /X/ please check the following
box. / /
Securities Act registration statement file number to which this form
relates: 333-68949
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of Each Exchange on Which
to be so Registered: Each Class is to be Registered:
6 7/8% Capital Securities (TRUPS(R)) New York Stock Exchange
(and the Guarantee with respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
(None)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
See the information set forth under the headings "Description of the
Capital Securities" and "Description of Guarantee" in the Prospectus of the
Registrant, as filed with the Securities and Exchange Commission on March 19,
1999, pursuant to Rule 424(b).
Item 2. Exhibits.
2.1 Registration Statement on Form S-3 (No. 333-68949) of the
Registrant.
2.2 Certificate of Trust dated May 14, 1997, as amended, of
Citigroup Capital VI, incorporated by reference to Exhibit 4.15
to the Registrant's Registration Statement on Form S-3 (No.
333-68949).
2.3 Form of Amended and Restated Declaration of Trust for Citigroup
Capital VI ("Declaration of Trust"), incorporated by reference
to Exhibit 4.23 to the Registrant's Registration Statement on
Form S-3 (No. 333-68949).
2.4 Form of Capital Security, included in the Declaration of Trust.
2.5 Form of Guarantee with respect to the Capital Securities,
incorporated by reference to Exhibit 4.14 to Citigroup Inc's
Registration Statement on Form S-3 (No. 333-27155).
2.6 Form of Indenture between Citigroup Inc. (formerly Travelers
Group Inc.) and The Chase Manhattan Bank, N.A., as Trustee,
relating to the Junior Subordinated Debt Securities,
incorporated by reference to Exhibit 4.11 to the Registrant's
Registration Statement on Form S-3 (No. 333-12439).
2.7 Prospectus of the Registrant relating to the offering of the
Capital Securities filed with the Securities and Exchange
Commission on March 19, 1999, pursuant to Rule 424(b).
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Act of
1934, each Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
DATED: March 22, 1999
CITIGROUP CAPITAL VI
By: /s/ Firoz B. Tarapore
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Firoz B. Tarapore, as Trustee
CITIGROUP INC.
By: /s/ Firoz B. Tarapore
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Firoz B. Tarapore
Deputy Treasurer
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