Rule 424(b)(3)
Registration Statement
No. 33-64309
PRICING SUPPLEMENT NO. 29,
Dated May 28, 1997, to Prospectus, dated May 13, 1996 and Prospectus Supplement,
dated May 15, 1996.
THE CIT GROUP HOLDINGS, INC.
MEDIUM-TERM FIXED RATE NOTE
DUE NINE MONTHS OR MORE FROM DATE OF ISSUE
(X) Senior Note ( ) Senior Subordinated Note
Principal Amount: U.S. $150,000,000.
Proceeds to Corporation: 99.925% or $149,887,500.
Underwriting Discount: 0.00%
Issue Price: 99.925%.
Original Issue Date: June 2, 1997.
Maturity Date: June 2, 2000.
Interest Rate Per Annum: 6.700%.
Interest Payment Dates: Each June 2 and December 2, commencing December 2, 1997,
provided that if any such day is not a Business Day, the payment will be
made on the next succeeding Business Day as if it were made on the date
such payment was due, and no interest will accrue on the amount payable
for the period from and after such Interest Payment Date or the Maturity
Date, as the case may be.
Interest payments will include the amount of interest accrued from and
including the most recent Interest Payment Date to which interest has been
paid (or from and including the Original Issue Date) to but excluding the
applicable Interest Payment Date.
The Note is offered by the Underwriter, as specified herein, subject to receipt
and acceptance by it and subject to its right to reject any order in whole or in
part. It is expected that the Note will be ready for delivery in book-entry form
on or about June 2, 1997.
MORGAN STANLEY & CO. INCORPORATED
<PAGE>
Form: Global Note.
Specified Currency: U.S. Dollars.
Trustee, Registrar, Authenticating and Paying Agent:
Harris Trust & Savings Bank, under Indenture dated as of May 1, 1994
between the Trustee and The CIT Group Holdings, Inc. ("the Corporation").
UNDERWRITING
Morgan Stanley & Co. Incorporated ( the "Underwriter") is acting as
principal in this transaction.
Subject to the terms and conditions set forth in a Term Sheet and
Agreement dated May 28, 1997 (the "Terms Agreement"), between the
Corporation and the Underwriter, incorporating the terms of a Selling
Agency Agreement dated May 15, 1996, between the Corporation and Lehman
Brothers, Lehman Brothers Inc., Credit Suisse First Boston Corporation
(formerly known as CS First Boston Corporation), Goldman, Sachs & Co.,
Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated,
Morgan Stanley & Co. Incorporated, Salomon Brothers Inc, and UBS
Securities LLC, the Corporation has agreed to sell to the Underwriter, and
the Underwriter has agreed to purchase, $150,000,000 aggregate principal
amount of the Note.
Under the terms and conditions of the Terms Agreement, the Underwriter is
committed to take and pay for all of the Note, if any are taken.
After the initial public offering, the public offering price and other
terms may be changed from time to time. In connection with the sale of the
Note, the Underwriter may be deemed to have received compensation from the
Corporation in the form of underwriting discounts, and the Underwriter may
also receive commissions from the purchasers of the Note for whom it may
act as agent. The Underwriter and any dealers that participate with the
Underwriter in the distribution of the Note may be deemed to be
underwriters, and any discounts or commissions received by them and any
profit on the resale of the Note by them may be deemed to be underwriting
discounts or commissions.
The Note is a new issue of securities with no established trading market.
The Corporation currently has no intention to list the Note on any
securities exchange. The Corporation has been advised by the Underwriter
that it intends to make a market in the Note but is not obligated to do so
and may discontinue any market making at any time without notice. No
assurance can be given as to the liquidity of the trading market for the
Note.
The Corporation has agreed to indemnify the Underwriter against certain
liabilities, including liabilities under the Securities Act of 1933, as
amended.
