CITICORP
8-K, 1994-01-21
NATIONAL COMMERCIAL BANKS
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                  SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C. 20549

                 _____________________________________

                            FORM 8-K

                         CURRENT REPORT

        Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
        Date of Report (Date of earliest event reported): January
18, 1994

                           CITICORP
          (Exact name of registrant as specified in charter)


Delaware                  1-5738                  13-2614988
(State or other   (Commission File Number)      (IRS Employer 
jurisdiction of                                 Identification
incorporation)                                       Number)


            399 Park Avenue, New York, New York       10043
          (Address of principal executive offices)  (Zip Code)

                 Registrant's telephone number, 
                 including area code:  (212)559-1000
                       Not Applicable
        (Former name or former address, if changed since last 
                       report)

Item 5.  Other Events
- ---------------------

     On January 18, 1994 Citicorp reported record net income of
$2.2 billion for the year 1993, or $4.11 per common share fully
diluted.  For the fourth quarter, net income was $575 million, or
$1.06 per share.

     These results, estimated January 13, compare with net income
of $722 million, or $1.35 per share, in 1992 and net income of $280
million, or $0.53 per share, in the 1992 fourth quarter.

     Citicorp's previous record for annual net income was $1.9
billion in 1988.  

     John S. Reed, chairman, said: "The year's record earnings
reflect strong business results and substantial improvement in 
credit costs -- two themes that should underlie our accomplishments
going forward into 1994-95.  Global Finance had its best year ever
in 1993 in Europe and good gains in North America.  The Global
Consumer business continued outstanding earnings growth."

     "The 1993 results also show how much we have strengthened the
balance sheet -- in capital, ratios and reserves," he added.
    
     The Tier 1 capital ratio was estimated at 6.5%, up from 6.2%
at September 30, 1993.  Total regulatory capital at December 31,
1993, rose to $23.2 billion, estimated to be 11.2% of risk-adjusted
assets.  A year earlier the Tier 1 ratio was 4.9% and the total
capital ratio was 9.6%.

     Return on common equity increased to 19.9% for the quarter and
17.7% for the year, compared with 10.7% and 6.5% for the same 1992
periods.  Return on total stockholders' equity was 16.7% in the
fourth quarter and 15.3% in 1993.  (The 1993 annual return excludes
the effect of the previously announced accounting change for income
taxes.)

     Total adjusted revenues increased to $4.5 billion in the
quarter, up 7% from the same 1992 quarter and 3% from the 1993
third quarter.  The gains came chiefly from businesses in the
developing economies. 

     Trading revenues from foreign exchange, securities and
derivatives totaled $427 million in the quarter, compared with $299
million in the same 1992 quarter and with $478 million in the 1993
third quarter.  Foreign exchange revenues of $158 million and
securities trading revenues of $269 million compared with $245
million and $233 million, respectively, in the 1993 third quarter
and $264 million and $35 million, respectively, in the 1992 fourth
quarter.

     Adjusted operating expenses increased 7% from the 1992 fourth
quarter and 4% from the 1993 third quarter.  The increase from the
third quarter was due largely to marketing costs in the U.S. 

Page 2

consumer businesses and business expansion in developing economies. 
Also affecting the year-to-year increase were compensation accruals
partly related to strong trading revenues. 

     Both commercial and consumer credit costs declined. 
Commercial credit costs decreased for the eighth straight quarter,
to $126 million, from $233 million in the 1993 third quarter and
from $478 million in the 1992 fourth quarter.  Commercial cash-
basis loans and Other Real Estate Owned together dropped by $1.1
billion in the quarter to $5.3 billion.  Consumer credit costs
declined to $651 million in the quarter from $665 million in the
1993 third quarter and from $836 million in the 1992 fourth
quarter.
     
     Loan loss reserves increased in the quarter to $4.4 billion at
1993 year-end.  The consumer reserve was built by $63 million in
the quarter to $1.6 billion, compared with $1.3 billion a year
earlier, and the commercial reserve by $63 million in the quarter
to $2.5 billion, compared with $2.2 billion a year earlier.
          
     In its announcement on January 13, Citicorp said that in the
1993 fourth quarter it took restructuring charges of $425 million
($0.50 per share after tax) for cost-management programs to improve
productivity, principally in U.S. markets, and business writedowns
of $179 million ($0.21 per share after tax), as well as gains of
$107 million ($0.14 per share after tax) from the sale of Brazilian
bonds.  Also in the fourth quarter, the company recognized $200
million ($0.39 per share) of deferred tax benefits.

     On the restructuring charges, Mr. Reed said: "We arrived at
these charges through plans submitted by line business units during
our annual planning process, not through a corporate-level effort. 
We approved those proposals that will have a positive effect in the
current year and achieve full payback by the end of 1995."
   
     The business writedowns are principally in the Quotron
subsidiary and cover costs associated with the disposition of the
market data services business.  It has been announced that Citicorp
reached an agreement in principle to sell that business to Reuters
America Holdings Inc., subject to completion of a definitive
agreement and government approvals.

     The 1993 full year results included the previously reported
recognition, as of January 1, 1993, of $300 million ($0.58 per
share) as the cumulative effect of adopting Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes."

Page 3

RESULTS OF BUSINESS OPERATIONS

                         Global Consumer
     
     Net income for the Global Consumer businesses was $1.4 billion
in 1993, compared with $969 million in 1992, excluding after-tax
restructuring charges of $143 million in 1993 and $82 million in
1992.  Fourth quarter net income, excluding restructuring charges,
was $378 million, compared with $263 million in the same 1992
quarter.  Results for the year and the quarter reflected
significantly lower credit losses in North America, along with
continued strong revenue growth in the developing economies and in
private banking.  

     Global Consumer adjusted revenues of $2.8 billion in the
quarter were up approximately 1% from the same year-earlier quarter
and 1.6% from the 1993 third quarter.  Operating expenses were
$1.55 billion in the quarter, compared with $1.5 billion in the
same 1992 quarter and in the 1993 third quarter.

     Net income in the consumer businesses in North America, Europe
and Japan, excluding restructuring charges, was $804 million for
1993 and $228 million in the fourth quarter, compared with $513
million and $154 million in the respective 1992 periods.  Revenues
were $8.7 billion for 1993 and $2.2 billion in the fourth quarter,
compared with $8.9 billion and $2.3 billion in the respective 1992
periods.  Throughout the year, substantially lower net credit
losses in the U.S. card business more than offset soft revenues. 
Operating expenses in the North America, Europe and Japan
businesses for the fourth quarter were 2% higher than the same 1992
quarter but were unchanged for 1993 compared with 1992.  A
significant portion of the fourth-quarter restructuring charge is
targeted to further increase efficiencies in the U.S. consumer
businesses.

     Net income in the developing economies businesses, excluding
restructuring charges, was $560 million in the year and $150
million in the fourth quarter, compared with $456 million and $109
million in the respective 1992 periods.  Revenue growth of 20% in
the year and 21% in the fourth quarter (compared with the same 1992
periods) reflected continued business expansion and was balanced
between the Asian and Latin American regions.  Operating expenses,
excluding restructuring charges, rose 13% in both the year and the
fourth quarter, compared with the same 1992 periods, in support of
the business expansion.

     Consumer loans on the balance sheet that are delinquent 90
days or more improved to approximately $3.6 billion from $3.7
billion at the end of the 1993 third quarter and $3.9 billion at
1992 year-end.

Page 4

                           Global Finance

     Net income for the year in the Global Finance businesses was
$1.8 billion, compared with $1.2 billion in 1992, excluding after-
tax restructuring charges of $95 million in 1993 and $49 million in
1992.  Fourth quarter net income was $522 million, compared with
$305 million in the same 1992 quarter, excluding after-tax
restructuring charges of $95 million and $22 million in 1993 and
1992, respectively.  

     Global Finance adjusted revenues in the quarter were $1.6
billion, a 17% increase from the same 1992 quarter and 6% from the
1993 third quarter.  The revenue increase from the 1992 fourth
quarter was due primarily to strong results from trading-related
activities, principally in Europe and North America and from
business expansion in developing economies.  The increase from the
1993 third quarter resulted from activities in developing
economies.

     Revenues from derivative products, most of which are
categorized as securities trading and the balance as net interest
revenue, were higher in 1993 and the fourth quarter (compared with
the same 1992 periods) and reflected Citicorp's broadly based
franchise, customer demand for risk-management products,
proprietary activities and volatile market conditions during the
year.  Derivative products include financial futures, interest rate
and currency swaps, options and equity and commodity contracts.

     Operating expenses in the year and in the quarter rose 8% and
10% over the respective 1992 periods.  Higher expenses for the
quarter reflected business expansion in developing economies, while
the increase for the year included investment spending, higher
incentive compensation related to trading activity, and charges
taken in the year for the withdrawal from the portfolio management
business for customers in India. 

     Credit costs were $195 million in the year, and a negative $8
million in the fourth quarter, the latter reflecting a recovery on
an Australian property.  These results compare with $740 million in
1992 and $168 million in that year's fourth quarter.  Cash-basis
loans of $755 million compare with $1.4 billion a year ago and $1.1
billion at the end of the 1993 third quarter.  

     Net income in the Global Finance businesses in North America,
Europe and Japan, excluding restructuring charges, was $992 million
for the year and $275 million for the fourth quarter, compared with
$521 million and $189 million in the respective 1992 periods.  Both
the quarter's and the year's results benefited from strong
securities and foreign exchange trading activities, higher fee-
based revenues and improved credit costs in North America and
Europe.
    
Page 5

     Revenues for North America, Europe and Japan were $4.0 billion
in 1993 and $987 million in the fourth quarter, compared with $3.6
billion and $944 million in the respective 1992 periods.  Expenses
were $2.2 billion for the year and $574 million in the fourth
quarter, compared with $2.1 billion for 1992 and $541 million in
the 1992 fourth quarter.  

     Net income in the developing economies businesses, excluding
restructuring charges, was $773 million for the year and $247
million for the fourth quarter, up from $661 million and $116
million in the respective 1992 periods, on solid revenue growth. 
The increases came despite continuing investment spending and the
India charge.  Revenues for the year were $2.2 billion and $606
million for the fourth quarter, compared with $1.9 billion in 1992
and $413 million in the 1992 fourth quarter.  Expenses for the year
were $1.1 billion and $283 million for the quarter, compared with
$937 million in 1992 and $236 million in the same 1992 quarter.  

              North America Commercial Real Estate

     Citicorp Real Estate reported continued significant declines
in the troubled portfolio.  Cash-basis loans and OREO decreased by
$634 million in the fourth quarter to $4.1 billion. This reduction
was due to multiple initiatives, including restructuring of loans,
sales, paydowns, writeoffs and writedowns.  Cash-basis loans of
$1.7 billion were down from $2.7 billion at year-end 1992 and from
$2.1 billion at the end of the 1993 third quarter.  OREO property
decreased to $2.4 billion, down from $2.9 billion at the 1992 year-
end and $2.5 billion at the end of the 1993 third quarter.  The
reduction in cash-basis loans and OREO includes $576 million of
asset sales during 1993, the majority being commercial properties
and loans sold at a average of approximately 62% of their original
loan value.

     Consistent with the reduction of the problem credits, total
exposure was reduced by $1.1 billion during the quarter to $13.6
billion, down 20%, or $3.4 billion, from the $17 billion reported
at the end of 1992.

     North America Commercial Real Estate reported a net loss for
1993 of $621 million, half the 1992 loss of $1.3 billion.  The net
loss in the fourth quarter was $114 million, compared with a loss
of $230 million in the same 1992 quarter.  Reduced credit costs
were a key factor, as net writeoffs and writedowns for the year
were $688 million, down significantly from the $1.4 billion
reported for 1992.  For the fourth quarter, net writeoffs and
writedowns were $105 million, down from $236 million in the same
1992 quarter.  

Page 6

                 Cross-Border Refinancing Portfolio

     The cross-border refinancing portfolio's net income for the
year was $92 million, compared with $403 million in 1992, when the
results benefited from the release of $253 million of credit
reserves.  The 1993 results also included $97 million of interest
on Brazilian medium- and long-term outstandings, compared with $130
million in 1992.

     Medium- and long-term exposure to refinancing countries was
$2.9 billion at year-end, compared with $3.3 billion at year-end
1992 and $3.0 billion at the end of the 1993 third quarter.

     The restructuring of Brazil's medium- and long-term commercial
bank debt continues.  Representatives of the Government of Brazil
and creditors began signing the external-debt financing package on
November 29, and to date creditors holding more than 96% of the
eligible debt have signed.  The restructuring agreement, when
completed, would have generally positive future effects on the
company's earnings, but the timing and amounts cannot yet be
determined.


CAPITAL

     The Tier 1 capital ratio at December 31, 1993, was an
estimated 6.5%, compared with 6.2% at September 30, 1993, and 4.9%
at December 31, 1992.  Tier 1 capital rose approximately $563
million in the fourth quarter to $13.4 billion, compared with $12.8
billion at September 30, 1993, and $10.3 billion at December 31,
1992.  The estimated combined Tier 1 and Tier 2 capital ratio at
December 31, 1993, was 11.2%, compared with 10.7% at September 30,
1993, and 9.6% at December 31, 1992.


OTHER ITEMS

     Due to a favorable reassessment of future earnings
expectations, the valuation allowance for net deferred tax assets
was reduced by $200 million in the fourth quarter, with a
corresponding decrease in tax expense.  Excluding this tax benefit,
income taxes in the fourth quarter would have been $185 million,
bringing the effective tax rate for the year to 40%, compared with
42% for the first nine months of 1993 and 49% for full-year 1992. 
The reduction in the effective tax rate reflects improvements in
the level and mix of earnings.                  

     Total employment was 81,500 at year-end 1993, compared with
81,000 a year earlier.  


Page 7

     Following are tables of financial highlights, an analysis of
operating margin pretax earnings, business results and credit
indicators, along with financial statements.  Further details
concerning the financial results will be available in March in
Citicorp's Form 10-K.


Page 8

<TABLE>
KEY RATIOS & OTHER CONSOLIDATED FINANCIAL DATA
<CAPTION>
                              Fourth Quarter      Full Year
                              1993     1992      1993    1992
                              -----    -----     ----   -----
<S>                         <C>      <C>       <C>     <C>
NET INCOME ($M):
 Before Cumulative Effect
  of Accounting Change...   $   575  $   280   $1,919  $  722
 After Cumulative Effect
  of Accounting Change(A)   $   575  $   280   $2,219  $  722

NET INCOME PER COMMON SHARE:

On Common & Common 
 Equivalent Shares
 Before Cumulative Effect
  of Accounting Change...   $  1.16  $  0.53   $ 3.82  $ 1.35
 After Cumulative Effect
  of Accounting Change(A)   $  1.16  $  0.53   $ 4.50  $ 1.35

Assuming Full Dilution
 Before Cumulative Effect
  of Accounting Change...   $  1.06  $  0.53   $ 3.53  $ 1.35
 After Cumulative Effect
  of Accounting Change(A)   $  1.06  $  0.53   $ 4.11  $ 1.35


COMMON EQUITY PER SHARE..   $ 26.04  $ 21.74

CLOSING STOCK PRICE
 AT QUARTER END..........   $ 36.88  $ 22.25


PROFITABILITY RATIOS (Annualized):

Return on Assets:
 Before Accounting Change      0.98%    0.49%    0.84%   0.32%
 After Accounting Change(A)    0.98%    0.49%    0.97%   0.32%

Return on Common Stockholders'
 Equity:
 Before Accounting Change      19.9%    10.7%    17.7%    6.5%
 After Accounting Change(A)    19.9%    10.7%    21.1%    6.5%

Return on Total Equity:
 Before Accounting Change      16.7%    10.2%    15.3%    7.2%
 After Accounting Change(A)    16.7%    10.2%    17.7%    7.2%

CAPITAL:
 Tier 1 ($B).............   $  13.4  $  10.3
 Tier 1 & 2 ($B) (B).....   $  23.2  $  20.1

 Tier 1 Ratio (B)........       6.5%     4.9%
 Tier 1 & 2 Ratio (B)....      11.2%     9.6%


 Common Equity as a
   % of Total Assets.....       4.6%     3.7%
 Total Equity as a
   % of Total Assets.....       6.4%     5.2%


DIVIDENDS DECLARED ($M):
   Preferred.............   $    86  $    61   $  312  $  212

<FN> 
(A) Includes cumulative effect of adopting Statement of 
    Financial Accounting Standards No. 109, "Accounting
    for Income Taxes", as of January 1, 1993.
(B) Estimated.

</TABLE>

Page 9

<TABLE>
OPERATING MARGIN
($ Millions)
<CAPTION>
                           Fourth Quarter         Full Year
                           1993      1992      1993       1992
                          ------    ------    -------    -------
<S>                      <C>       <C>       <C>        <C>

Total Revenue .........  $4,152    $4,005    $16,075    $15,621

Effect of Credit Card 
 Securitization........     292       365      1,282      1,390
Net Cost to Carry(A)...      43        96        252        421
Capital Building
 Transactions(B).......      61      (234)         2       (820)
                          ------    ------    -------    -------
Adjusted Revenue.......  $4,548    $4,232    $17,611    $16,612
                          ------    ------    -------    -------
                           
Total Operating 
 Expense...............  $3,021    $2,553    $10,615    $10,057
                                     
Net OREO Costs (C).....       3       (66)      (245)      (347)
Restructuring Charges..    (425)      (67)      (425)      (227)
                          ------    ------    -------    -------

Adjusted Operating
 Expense...............  $2,599    $2,420    $ 9,945    $ 9,483
                          ------    ------    -------    -------

Operating Margin.......  $1,949    $1,812    $ 7,666    $ 7,129
                            
Consumer Credit 
 Costs (D).............     651       836      2,740      3,309
Commercial Credit
 Costs (E).............     126       478      1,036      2,458
                          ------    ------    -------    -------
Operating Margin 
 Less Credit Costs.....  $1,172    $  498    $ 3,890    $ 1,362

Add'l Provision(F): 
- -Consumer..............      63        77        276        215
- -Commercial............      63       125        327        575
- -Cross-Border 
  Refinancing..........       -        (9)         -       (253)

Capital Building
 Transactions (B)......     (61)      234         (2)       820
Restructuring Charges..     425        67        425        227
                          ------    ------    -------    -------
Income Before Taxes and 
 Cumulative Effect of 
  Accounting Change....  $  560    $  472    $ 2,860    $ 1,418
                          ======    ======    =======    =======

<FN>
(A) Principally the net cost to carry commercial cash-basis
    loans and Other Real Estate Owned (OREO).
(B) Fourth quarter and full year 1993 amounts include $107 MM
    related to gains on sales of Brazil bonds and $179 MM of 
    business write-downs, primarily related to Quotron.
(C) Principally net write-downs and net direct expenses
    related to commercial OREO.
(D) Principally net credit write-offs adjusted for the effect
    of credit card securitization.
(E) Includes commercial net credit write-offs, net cost to
    carry and net OREO costs.
(F) Represents provision for credit losses above/(below) net
    write-offs.
</TABLE>

Page 10 

<TABLE>
BUSINESS FOCUS
Net Income (Loss)

($ Millions)
<CAPTION>
                             Fourth Quarter        Full Year
                              1993   1992(A)     1993   1992(A)
                             ------  ------     ------  -------
<S>                         <C>      <C>       <C>     <C> 

Global Consumer:
 North America, Europe 
   and Japan............    $   89  $  137     $  665  $   439
 Developing Economies...       146     104        556      448
                             ------  ------     ------  -------

Total Global Consumer...    $  235  $  241     $1,221  $   887
                             ------  ------     ------  -------

Global Finance:
 North America, Europe 
   and Japan............    $  192  $  174     $  909  $   490
 Developing Economies...       235     109        761      643
                             ------  ------     ------  -------

Total Global Finance....    $  427  $  283     $1,670  $ 1,133
                             ------  ------     ------  -------

North America Commercial 
  Real Estate...........    $ (114) $ (230)    $ (621) $(1,316)

Cross-Border Refinancing
  Portfolio.............        10      98         92      403

Corporate Items(B)......        17    (112)      (443)    (385)
                             ------  ------     ------  -------
                            $  575  $  280     $1,919  $   722
Cumulative Effect of     
  Accounting Change(C)..         -       -        300        -
                             ------  ------     ------  -------
Citicorp................    $  575  $  280     $2,219  $   722
                             ======  ======     ======  =======
Core Business Results
 (Excluding After-tax
  Restructuring Charges)

Global Consumer:
 North America, Europe 
   and Japan............    $  228  $  154     $  804  $   513
 Developing Economies...       150     109        560      456
                             ------  ------     ------  -------

Total Global Consumer...    $  378  $  263     $1,364  $   969
                             ======  ======     ======  =======

Global Finance:
 North America, Europe 
   and Japan............    $  275  $  189     $  992  $   521
 Developing Economies...       247     116        773      661
                             ------  ------     ------  -------

Total Global Finance....    $  522  $  305     $1,765  $ 1,182
                             ======  ======     ======  =======

<FN>
(A) Reclassified to conform to current quarter's presentation.
(B) Corporate Items includes the effects of capital building
    transactions and business write-downs.  Results for the
    fourth quarter and full year 1993 also reflect after-tax
    restructuring charges of $16 million. Results in the 
    comparable 1992 periods included after-tax restructuring 
    charges of $(4) million and $ (8) million, respectively.
    Additionally, Corporate Items reflects the recognition of
    $200 million of deferred tax benefits in the fourth 
    quarter of 1993.
(C) Represents cumulative effect of adopting Statement of
    Financial Accounting Standards No. 109, "Accounting for
    Income Taxes," as of January 1, 1993.
</TABLE>

Page 11 

<TABLE>
GLOBAL CONSUMER
($ Millions)
<CAPTION>
                       
                       Fourth Quarter   %       Full Year     %
                        1993   1992(A) Chg   1993    1992(A) Chg
                       ------  ------  ---  ------   ------  ---
<S>                    <C>     <C>     <C>  <C>      <C>     <C>

Total Revenue......... $2,511  $2,400    5  $ 9,600  $ 9,285   3
                       ------  ------       -------  -------

Restructuring Charges. $  233  $   33  N/M  $   233  $   130  79
Other Operating Exp...  1,556   1,490    4    5,965    5,789   3
                       ------  ------       -------  -------
Total Operating Exp... $1,789  $1,523   17  $ 6,198  $ 5,919   5
                       ------  ------       -------  -------
Provision For
 Credit Losses ....... $  414  $  548  (24) $ 1,686  $ 2,134 (21)
                       ------  ------       -------  -------
Income Before Taxes... $  308  $  329   (6) $ 1,716  $ 1,232  39
Income Taxes..........     73      88  (17)     495      345  43
                       ------  ------       -------  -------
Net Income............ $  235  $  241   (2) $ 1,221  $   887  38
                       ======  ======       =======  =======

OTHER DATA:

Average Assets ($B)...    101     103   (2)     100      106  (6)

Return on Assets......   0.92%   0.93%   -     1.22%    0.84%  -

Adjusted for Credit-
 Related Items:
  Total Revenue(B).... $2,802  $2,765    1  $10,892  $10,675   2
  Other Operating
    Expense(C)........  1,547   1,490    4    5,927    5,789   2
  Credit Costs (D)....    651     836  (22)   2,740    3,309 (17)

<FN>
(A) Reclassified to conform to current quarter's presentation. 
(B) Adjusted principally for the effect of credit card
    securitization.
(C) Fourth quarter and full year 1993 amounts exclude net
    write-downs and net direct expenses related to OREO for   
    certain real estate lending activities.
(D) Principally net credit write-offs adjusted for the effect
    of credit card securitization.  Includes U.S. credit card    
    net credit losses for both held and securitized receivables  
    of $399 million and $1,733 million for 1993 fourth quarter   
    and full year, respectively, and $514 million and $2,129
    million for the comparable periods of 1992.
N/M Not meaningful as percentage exceeds 100%.
</TABLE>

Page 12

<TABLE>
GLOBAL FINANCE
($ Millions)

<CAPTION>
                         Fourth Quarter  %      Full Year     %
                          1993   1992(A)Chg    1993  1992(A) Chg
                         ------  ------ ---  ------  ------  ---
<S>                      <C>     <C>    <C>  <C>     <C>     <C>

Total Revenue..........  $1,582  $1,328  19  $6,108  $ 5,406  13
                         ------  ------      ------  -------

Restructuring Charges..  $  156  $   35  N/M $  156  $    76 N/M
Other Operating Expense     822     794   4   3,279    3,137   5
                         ------  ------      ------  -------
Total Operating Expense  $  978  $  829  18  $3,435  $ 3,213   7
                         ------  ------      ------  -------
Provision For
 Credit Losses.........  $   16  $  147 (89) $  305  $   644 (53)
                         ------  ------      ------  -------
Income Before Taxes....  $  588  $  352  67  $2,368  $ 1,549  53
Income Taxes...........     161      69  N/M    698      416  68
                         ------  ------      ------  -------
Net Income.............  $  427  $  283  51  $1,670  $ 1,133  47
                         ======  ======      ======= =======
OTHER DATA:

Average Assets ($B)....     114     102  12     109       96  14

Return on Assets.......    1.49%   1.10%  -    1.53%    1.18%  -

Adjusted for Credit-
Related Items:
  Total Revenue (B)....   1,593   1,357  17   6,166    5,530  12
  Other Operating 
   Expense (C).........     857     777  10   3,299    3,066   8
  Credit Costs (D).....      (8)    168  N/M    195      740 (74)

<FN>
(A) Reclassified to conform to current quarter's presentation.
(B) After adding back the net cost to carry cash-basis loans
    and OREO.
(C) Excludes net write-downs and net direct expenses related to
    OREO.
(D) Includes net write-offs, the net cost to carry cash-basis
    loans and OREO, as well as net write-downs (recoveries) and 
    net direct expenses related to OREO.
N/M Not meaningful as percentage exceeds 100%. 

</TABLE>

Page 13

<TABLE>
NORTH AMERICA COMMERCIAL REAL ESTATE
($ Millions)
<CAPTION>
                         Fourth Quarter  %     Full Year      %
                          1993  1992(A) Chg   1993   1992(A) Chg
                         ------ ------  ---  -----   ------  ---
<S>                      <C>    <C>     <C> <C>      <C>     <C>

Total Revenue..........  $   8  $  (13) N/M $   (11) $   (45) 76
                         -----  ------      -------  -------
Total Operating Expense  $  60  $   85 (29) $   377  $   424 (11)
                         -----  ------      -------  -------
Provision For
 Credit Losses.........  $ 141  $  294 (52) $   610  $ 1,622 (62)
                         -----  ------      -------  -------
(Loss) Before Taxes....  $(193) $ (392) 51  $  (998) $(2,091) 52
Income Taxes...........    (79)   (162) 51     (377)    (775) 51
                         -----  ------      -------  -------
Net (Loss).............  $(114) $ (230) 50  $  (621) $(1,316) 53
                         =====  ======      =======  =======

OTHER DATA:

Average Assets ($B)....     11      14 (21)      12       14 (14)


Adjusted for Credit-
Related Items:
  Total Revenue (B)....     41      54 (24)     173      252 (31)
  Total Operating
   Expense (C).........     37      36   3      150      148   1
  Credit Costs (D).....    134     310 (57)     842    1,719 (51)

<FN>
(A) Reclassified to conform to current quarter's presentation.
(B) After adding back the net cost to carry cash-basis loans
    and OREO.
(C) Excludes net write-downs and net direct expenses related
    to OREO.
(D) Includes net write-offs, the net cost to carry cash-basis
    loans and OREO, as well as net write-downs and net direct
    expenses related to OREO.
N/M Not meaningful as percentage exceeds 100%.
</TABLE>

Page 14

<TABLE>
CROSS-BORDER REFINANCING PORTFOLIO
($ Millions)

<CAPTION>
                          Fourth Quarter  %      Full Year     %
                           1993  1992(A) Chg    1993  1992(A) Chg
                          ------ ------  ---  ------  ------  ---
<S>                       <C>    <C>     <C>  <C>     <C>     <C>
Total Revenue .........   $  23  $   83  (72) $  126  $   196  (36)
                          ------ ------       ------  -------
Operating Expense......   $   8  $    7   14  $   28  $    29   (3)
                          ------ ------       ------  -------
Provision For
 Credit Losses.........   $  -   $   (9) N/M  $   (1) $  (254) N/M
                          ------ ------       ------  -------
Income Before Taxes       $  15  $   85  (82) $   99  $   421  (76)
Income Taxes...........       5     (13) N/M       7       18  (61)
                          ------ ------       ------  -------
Net Income.............   $  10  $   98  (90) $   92  $   403  (77)
                          ====== ======       ======  =======

OTHER DATA:

Average Assets ($B)....       3       4  (25)      3        4  (25)

(A) Reclassified to conform to current quarter's presentation.

</TABLE>

<TABLE>
CORPORATE ITEMS 
($ Millions)
<CAPTION>
                          Fourth Quarter  %      Full Year      %
                           1993  1992(A) Chg.   1993  1992(A)  Chg
                          ------ ------  ---  ------  -------  ---
<S>                       <C>    <C>     <C>  <C>     <C>      <C>

Total Revenue (B).......  $  28  $  207  (86) $  252  $   779  (68)
                          ------ ------       ------  -------
Restructuring Charges...  $  36  $   (1) N/M  $   36  $    21   71
Operating Expense.......    150     110   36     541      451   20
                          ------ ------       ------  -------
Total Operating Expense.  $ 186  $  109   71  $  577  $   472   22
                          ------ ------       ------  -------
Income (Loss) Before   
 Taxes..................  $(158) $   98  N/M  $ (325) $   307  N/M
Income Taxes............   (175)    210  N/M     118      692  (83)
                          ------ ------       ------  -------
Net Income (Loss) (B)...  $  17  $ (112) N/M  $ (443) $  (385) (15)
                          ====== ======       ======  =======
<FN>
(A) Reclassified to conform to current quarter's presentation.
(B) Corporate Items includes the effects of business write-
    downs and capital building transactions. Additionally,
    Corporate Items reflects the recognition of $200 million
    of deferred tax benefits in the fourth quarter of 1993
    and also includes the offset created by attributing income
    taxes to business activities on a local tax basis.
N/M Not meaningful as percentage exceeds 100%.
</TABLE>

Page 15 

<TABLE>
ASSET QUALITY

COMMERCIAL CASH-BASIS LOANS AND OREO
($ Millions)
<CAPTION>
                             4th Q   3rd Q   2nd Q   1st Q   4th Q
                              1993    1993    1993    1993    1992
                             -----   -----   -----   -----   -----
<S>                         <C>     <C>     <C>     <C>     <C>
North America Commercial
 Real Estate.............   $1,719  $2,138  $2,474  $2,593  $2,734

Global Finance...........      755   1,063   1,346   1,267   1,388
                             -----   -----   -----   -----   -----
Total Commercial 
 Cash-Basis Loans........   $2,474  $3,201  $3,820  $3,860   4,122

Commercial OREO..........    2,796   3,122   3,479   3,721   3,457
                             -----   -----   -----   -----   -----
Total Commercial Cash-
 Basis Loans & OREO......   $5,270  $6,323  $7,299  $7,581   7,579
                             -----   -----   -----   -----   -----

Cross-Border Refinancing
 Cash-Basis Loans........   $1,041  $1,068  $1,082  $1,242  $1,302


ALLOWANCE FOR CREDIT LOSSES
($ Millions)
                             4th Q   3rd Q   2nd Q   1st Q   4th Q
                              1993    1993    1993    1993    1992
                             -----   -----   -----   -----   -----
Global Consumer..........   $1,596  $1,550  $1,491  $1,412  $1,338
Commercial...............    2,545   2,482   2,394   2,296   2,221
Cross-Border Refinancing.      238     228     205     325     300
                             -----   -----   -----   -----   -----
Total....................   $4,379  $4,260  $4,090  $4,033  $3,859
                             =====   =====   =====   =====   =====

Reserve for Global
 Consumer Sold Portfolios.  $  527  $  559  $  557  $  557     544

ALLOWANCE AS A PERCENTAGE 
  OF TOTAL LOANS
                             4th Q   3rd Q   2nd Q   1st Q   4th Q
                              1993    1993    1993    1993    1992
                             ------  ------  ------  ------  ------
Global Consumer..........     1.89%   1.89%   1.83%   1.75%   1.60%
Commercial...............     4.88%   4.49%   4.35%   4.25%   4.19%

Total(A).................     3.15%   3.05%   2.94%   2.92%   2.76%


ADDITIONAL DATA
                             4th Q   3rd Q   2nd Q   1st Q   4th Q
                              1993    1993    1993    1993    1992
                             ------  ------  ------  ------  ------
Commercial Allowance as %
 of Commerical Cash-Basis
 Loans...................    102.9%   77.5%   62.7%   59.5%   53.9%

Commercial Renegotiated 
 Loans(B)................   $  669  $  337  $  107  $   96  $  283

Consumer OREO............   $1,212  $1,283  $1,312  $1,314  $1,258

<FN>
(A) Includes the Cross-Border Refinancing Portfolio allowance
    and related portfolio.
(B) Excludes renegotiated cross-border outstandings.  Amount
    at December 31, 1993 includes approximately $325 million
    of loans that have been renegotiated during the year at
    a market rate of interest.
</TABLE>

Page 16 

<TABLE>
DETAILS OF CREDIT LOSS EXPERIENCE
($ Millions)
<CAPTION>
                               4th Q  3rd Q  2nd Q  1st Q  4th Q
                                1993   1993   1993   1993   1992
                               -----  -----  -----  -----  -----
<S>                           <C>    <C>    <C>    <C>    <C>
Net Write-Offs:

Global Consumer...........    $ 351  $ 356  $ 367  $ 336  $ 471

North America Commercial
 Real Estate..............       78     49    136    168    194

Global Finance............       16     69     36     36    122
                               -----  -----  -----  -----  -----
Total Non-Refinancing
  Commercial..............    $  94  $ 118  $ 172  $ 204  $ 316
                               -----  -----  -----  -----  -----
Cross-Border 
 Refinancing (A)..........      (10)   (23)   120    (26)    (9)
                               -----  -----  -----  -----  -----
Total.....................    $ 435  $ 451  $ 659  $ 514  $ 778
                               =====  =====  =====  =====  =====

                               4th Q  3rd Q  2nd Q  1st Q  4th Q
                                1993   1993   1993   1993   1992
                               -----  -----  -----  -----  -----
Provision for 
 Credit Losses:

Global Consumer...........    $ 414  $ 419  $ 442  $ 411  $ 548

North America Commercial
 Real Estate..............      141    115    186    168    294

Global Finance............       16     91     87    111    147
                               -----  -----  -----  -----  -----
Total Non-Refinancing
  Commercial..............    $ 157  $ 206  $ 273  $ 279  $ 441
                               -----  -----  -----  -----  -----
Cross-Border 
 Refinancing..............        -      -      -     (1)    (9)
                               -----  -----  -----  -----  -----
Total.....................    $ 571  $ 625  $ 715  $ 689  $ 980
                               =====  =====  =====  =====  =====

Net OREO Write-downs (Recoveries):

North American Commercial
 Real Estate.............     $  27  $  73  $  65  $  92  $  42
Global Finance...........       (30)    13     (1)     4     16
                               -----  -----  -----  -----  -----
Total....................     $  (3) $  86  $  64  $  96  $  58
                               =====  =====  =====  =====  =====


(A) Includes gross write-offs of $152 million in the
    second quarter of 1993 related to Citicorp's medium-
    and long-term outstandings to Brazil.
</TABLE>

Page 17 

<TABLE>
STATEMENT OF OPERATIONS          CITICORP and Subsidiaries
(In Millions of Dollars, 
 Except Per Share Amounts)

<CAPTION>
                        Fourth Quarter  %       Full Year     %
                          1993   1992  Chg    1993    1992   Chg
                        ------ ------- ---  ------- -------  ---
<S>                     <C>    <C>     <C>  <C>     <C>      <C>
Interest Revenue....... $6,254 $6,008    4  $23,811 $23,783    -
Interest Expense.......  4,247  4,151    2   16,121  16,327   (1)
                        ------ -------      ------- -------
Net Interest Revenue... $2,007 $1,857    8  $ 7,690 $ 7,456    3
                        ------ -------      ------- -------
 Fees & Commissions.... $1,357 $1,283    6  $ 5,057 $ 5,084   (1)
 Trading Account.......    269     35  N/M      939     326  N/M
 Foreign Exchange......    158    264  (40)     995   1,005   (1)
 Inv Securities Trans..      3    (16) N/M       94      12  N/M
 Other Revenue.........    358    582  (38)   1,300   1,738  (25)
                        ------ -------      ------- -------
Total Fees, Commissions
 and Other Revenue..... $2,145 $2,148   -   $ 8,385 $ 8,165    3
                        ------ -------      ------- -------
TOTAL REVENUE.......... $4,152 $4,005    4  $16,075 $15,621    3
                        ------ -------      ------- -------
PROVISION FOR
 CREDIT LOSSES......... $  571 $  980  (42) $ 2,600 $ 4,146  (37)
                        ------ -------      ------- -------
 Operating Expense:
  Salaries............. $  978 $  911    7  $ 3,817 $ 3,683    4
  Staff Benefits.......    264    234   13    1,028     965    7
  Net Premises &
  Equipment Expense....    401    425   (6)   1,601   1,680   (5)
  Restructuring Charges    425     67  N/M      425     227   87
  Other Expense........    953    916    4    3,744   3,502    7
                        ------ -------      ------- -------
TOTAL OPERATING EXPENSE $3,021 $2,553   18  $10,615 $10,057    6
                        ------ -------      ------- -------
INCOME BEFORE TAXES
 AND CUMULATIVE EFFECT
 OF ACCOUNTING CHANGE.. $  560 $  472   19  $ 2,860 $ 1,418  N/M
 Income Taxes..........    (15)   192  N/M      941     696   35
                        ------ -------      ------- -------
INCOME BEFORE CUMULATIVE 
 EFFECT OF ACCOUNTING
 CHANGE................ $  575 $  280  N/M  $ 1,919 $   722  N/M

Cumulative Effect of
Accounting Change(A)...      -      -    -      300       -  N/M
                        ------ -------      ------- -------
NET INCOME............. $  575 $  280  N/M  $ 2,219 $   722  N/M
                        ====== =======      ======= =======
INCOME APPLICABLE
 TO COMMON STOCK....... $  488 $  212  N/M  $ 1,900 $   497  N/M
                        ======= ======      ======= =======

EARNINGS PER SHARE :

On Common & Common Equiv. Shs
 Income Bef. Cumulative
  Effect of Acctg Chg.. $ 1.16 $ 0.53       $  3.82 $  1.35
 Cumulative Effect of  
  Accounting Change(A). $    - $    -       $  0.68 $     -

 Net Income............ $ 1.16 $ 0.53       $  4.50 $  1.35

Assuming Full Dilution
 Income Bef. Cumulative
  Effect of Acctg Chg.. $ 1.06 $ 0.53       $  3.53 $  1.35
 Cumulative Effect of  
  Accounting Change(A). $    - $    -       $  0.58 $     -

 Net Income............ $ 1.06 $ 0.53       $  4.11 $  1.35

<FN>
(A) Represents cumulative effect of adopting Statement of
    Financial Accounting Standards No. 109, "Accounting for
    Income Taxes", as of January 1, 1993.
N/M Not meaningful as percentage exceeds 100%.
</TABLE>


Page 18

<TABLE>
CONSOLIDATED BALANCE SHEET            CITICORP and Subsidiaries
(In Millions of Dollars)
<CAPTION>

                                    Dec. 31    Dec. 31      %
                                     1993       1992      Change
                                   --------   --------    ------
<S>                                <C>        <C>          <C>
ASSETS
Cash and Due from Banks........    $  4,836   $  5,138      (6)
Deposits at Interest w/ Banks..       6,749      6,550       3
Investment Securities:
 At cost.......................       5,637      6,515     (13)
 At lower of cost or market....       8,705      7,213      21
 At market.....................       1,489      1,328      12
Trading Account Assets.........      18,117     17,085       6
Federal Funds Sold &
 Securities Purchased  
 Under Resale Agreements.......       7,339      6,381      15
Loans, Net
 Consumer......................    $ 84,354   $ 83,453       1
 Commercial....................      54,613     56,257      (3)
                                   --------   --------
    Total Loans................    $138,967   $139,710      (1)

Allowance for Credit Losses....      (4,379)    (3,859)    (13)
                                   --------   --------
    Total Loans, Net...........    $134,588   $135,851      (1)

Customers' Acceptance Liability    $  1,512   $  1,802     (16)
Premises & Equipment, Net......       3,842      3,819       1
Interest & Fees Receivable.....       2,552      2,721      (6)
Other Assets...................      21,208     19,298      10
                                   --------   --------
Total..........................    $216,574   $213,701       1
                                   ========   ========

LIABILITIES
Non-Int. Deposits (in the U.S.)    $ 13,442   $ 13,572      (1)
Int. Deposits (in the U.S.)....      38,347     44,175     (13)
Non-Int. Deposits (Outside the 
 U.S.).........................       6,644      5,243      27
Int. Deposits (Outside the      
 U.S.).........................      86,656     81,185       7
                                   --------   --------
    Total Deposits.............    $145,089   $144,175       1
Securities Sold,
 Not Yet Purchased.............       2,352      1,894      24
Purchased Funds & 
 Other Borrowings..............      16,777     18,120      (7)
Acceptances Outstanding........       1,531      1,866     (18)
Accrued Taxes & Other Expenses.       6,452      5,049      28
Other Liabilities..............      12,260     11,244       9
Long-Term Debt.................      15,983     16,886      (5)
Subordinated Capital Notes.....       2,150      3,250     (34)
Redeemable Preferred Stock.....          27         36     (25)


STOCKHOLDERS' EQUITY
Preferred Stock
 (Without Par Value)...........    $  3,887   $  3,212      21
Common Stock (Par value $1.00).         412        392       5
Surplus........................       3,898      3,598       8
Retained Earnings..............       6,149      4,368      41
Common Stock in Treasury, 
 at Cost.......................        (393)      (389)     (1)
                                   --------   --------
    Total Stockholders' Equity.    $ 13,953   $ 11,181      25
                                   --------   --------
Total..........................    $216,574   $213,701       1
                                   ========   ========
</TABLE>

Page 19

<TABLE>
ADDITIONAL FINANCIAL INFORMATION
<CAPTION>

                              Fourth Quarter      Full Year
                               1993    1992      1993     1992
                              ------  ------    ------   ------
<S>                          <C>     <C>       <C>      <C>
NET INTEREST REVENUE(A)
($ Millions)

Net Interest Revenue.......  $2,012  $1,864    $ 7,705  $7,475

Net Interest Margin........    3.94%   3.73%      3.88%   3.76%

 ADJUSTED TO EXCLUDE 
 THE EFFECT OF CREDIT 
 CARD SECURITIZATION:

 Net Interest Revenue......  $2,553  $2,492    $10,024  $9,552

 Net Interest Margin.......    4.48%   4.45%      4.50%   4.32%


                              Fourth Quarter       Full Year
                               1993    1992(B)   1993     1992(B)
                              ------  ------    ------   ------
OTHER REVENUE
($ Millions)

Affiliate Earnings.........  $   99  $   39    $   211  $  164
Securitized Credit
 Card Receivables..........     285     263      1,083     603
Net (Losses) from
 Mortgage Pass-Through 
 Securitization Activity(C)     (32)    (27)      (135)   (122)
Venture Capital Gains......      59      66        143     192
Net Gains/(Losses) on the
 Sale/Disposition of
 Assets(D).................     (61)    238          1     753
Foreign Currency 
 Translation (Losses)......     (15)    (14)       (50)    (11)
Other Items................      23      17         47     159
                             ------  ------    -------  ------
  Total....................  $  358  $  582    $ 1,300  $1,738
                             ======  ======    =======  ======

(A) Taxable Equivalent Basis.
(B) Reclassified to conform to current quarter's presentation.
(C) Represents impairment related to excess servicing fees
    receivable and credit costs in connection with recourse
    obligations partially offset by gains on sale of mortgage
    pass-throughs.
(D) Fourth quarter and full year 1993 amounts include business
    write-downs totaling $179 million.
</TABLE>

Page 20
  
<TABLE>
CONSOLIDATED AVERAGE BALANCES
<CAPTION>
                      Fourth Quarter   %         Full Year       %
                     1993     1992    Chg      1993     1992    Chg
                  --------  --------  ---   --------  -------- ---
<S>               <C>       <C>       <C>   <C>       <C>      <C>

Loans ($B):
 Consumer.......  $     82  $     85   (4)  $     81  $     89  (9)
 Commercial.....        57        59   (3)        58        59  (2)
                  --------  --------        --------  --------
Total
 Loans..........  $    139  $    144   (3)  $    139  $    148  (6)
                  ========  ========        ========  ========


Total
 Assets($B).....  $    233  $    228    2   $    228  $    226   1
Interest Earning 
  Assets($B)....  $    203  $    199    2   $    199  $    199   -

Common Stockholders'
 Equity ($M)....  $  9,728  $  7,853   24   $  9,020  $  7,660   18
Preferred
 Equity ($M)....     3,887     3,023   29      3,491     2,381   47
                  --------  --------        --------  --------
Total Stockholders'
 Equity ($M)....  $ 13,615  $ 10,876   25   $ 12,511  $ 10,041   25
                  ========  ========        ========  ========

COMMON SHARES OUTSTANDING
(In Thousands)

End-Of-Period...                             386,490   366,489   5


Weighted Average for Purposes
 of Earnings Per Share:

Common & Common
 Equivalent 
  Shares(A).....   441,314   433,385    2    443,023   381,827   16

Assuming Full 
 Dilution(B)....   514,629   433,385   19    518,477   381,827   36

<FN>
(A) For 1993, includes shares related to the assumed conversion
    of Conversion Preferred Stock, Series 15 (Conversion 
    Preferred Stock) issued in the fourth quarter of 1992.
    For purposes of computing earnings per share, the
    dividends related to the Conversion Preferred Stock
    are added back to income applicable to common stock.

(B) For 1993, includes shares related to the assumed conversion
    of the Conversion Preferred Stock and Convertible Preferred
    Stock, Series 12 and 13.  For purposes of computing
    earnings per share in 1993, the dividends related to the
    Conversion Preferred Stock and Convertible Preferred Stock
    are added back to income applicable to common stock.
    Conversion of the Convertible Preferred Stock was not
    assumed for 1992 as it would have been antidilutive.
</TABLE>

PAGE 21


Item 7.    Financial Statements, Pro Forma Financial
           Information and Exhibits

           -  Exhibit No. 12(a) Calculation of Ratio
              of Income to Fixed Charges

           -  Exhibit No. 12(b) Calculation of Ratio
              of Income to Fixed Charges Including
              Preferred Stock Dividends                      
           
 
                                    SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.



                              CITICORP
                              (Registrant)


                                                   
                              By: /s/ Thomas E. Jones      
                                  -------------------------------
                                      Thomas E. Jones
                                      Executive Vice President
                                      A Principal Financial Officer


Dated:  January 21, 1994


<TABLE>
CITICORP AND SUBSIDIARIES
CALCULATION OF RATIO OF INCOME TO FIXED CHARGES
(In Millions)
                                                                  
 EXCLUDING INTEREST ON DEPOSITS                                                                              
                                                                                                             
<CAPTION>                                                                         
                                     1993      1992       1991       1990    1989 
                                    ------   -------    -------    -------  -------      
<S>                                <C>       <C>        <C>        <C>      <C>        

FIXED CHARGES:
  INTEREST EXPENSE (OTHER THAN
  INTEREST ON DEPOSITS) (A)        6,324     5,826      5,973      9,414   11,482        
  INTEREST FACTOR IN RENT EXPENSE    147       162        171        173      161        
                                 -------   -------     -------    -------  -------      
    TOTAL FIXED CHARGES            6,471     5,988      6,144      9,587   11,643       

INCOME:
  ADJUSTED NET INCOME(LOSS)        1,919 (B)   722       (914)(C)    318(D)   498       
  INCOME TAXES                       941       696         677       508    1,035       
  FIXED CHARGES (A)                6,471     5,988       6,144     9,587   11,643       
                                  -------   -------     -------  -------   -------      
    TOTAL INCOME                   9,331     7,406       5,907    10,413   13,176       
                                  =======   =======     =======  =======   =======      

RATIO OF INCOME TO FIXED CHARGES
  EXCLUDING INTEREST ON DEPOSITS    1.44      1.24        0.96(E)  1.09      1.13       
                                  =======   =======     =======   =======   =======     


INCLUDING INTEREST ON DEPOSITS:

FIXED CHARGES:
  INTEREST EXPENSE                16,121    16,327      17,089    23,798   24,218       
  INTEREST FACTOR IN RENT EXPENSE    147       162         171       173      161       
                                  -------   -------     -------   -------  -------      
    TOTAL FIXED CHARGES           16,268    16,489      17,260    23,971   24,379       

INCOME:
  NET INCOME(LOSS)                 1,919(B)    722        (914)(C)   318(D)   498       
  INCOME TAXES                       941       696         677       508    1,035       
  FIXED CHARGES                   16,268    16,489      17,260    23,971   24,379       
                                 -------   -------     -------   -------   -------      
    TOTAL INCOME                  19,128    17,907      17,023    24,797   25,912       
                                 =======   =======     =======   =======  =======       
RATIO OF INCOME TO FIXED CHARGES
  INCLUDING INTEREST ON DEPOSITS   1.18     1.09        0.99 (E)   1.03     1.06        
                                 =======   =======     =======    =======  =======      
 <FN>
 (A) PRIOR YEARS HAVE BEEN RECLASSIFIED TO CONFORM TO CURRENT YEAR'S PRESENTATION. 
 (B) NET INCOME FOR THE YEAR ENDED DECEMBER 31, 1993 EXCLUDES THE CUMULATIVE EFFECT OF ADOPTING STATEMENT OF
     FINANCIAL ACCOUNTING STANDARDS No. 109, "ACCOUNTING FOR INCOME TAXES", OF $300 MILLION.                 
 (C) NET INCOME FOR THE YEAR ENDED DECEMBER 31, 1991 EXCLUDES THE CUMULATIVE EFFECT OF ACCOUNTING CHANGE FOR
     VENTURE CAPITAL INVESTMENTS OF $457 MILLION.
 (D) NET INCOME FOR THE YEAR ENDED DECEMBER 31,1990 EXCLUDES THE CUMULATIVE EFFECT OF ACCOUNTING CHANGE FOR   
     CERTAIN DERIVATIVE PRODUCTS OF $140 MILLION.
 (E) EARNINGS FOR THE YEAR ENDED DECEMBER 31, 1991 WERE INADEQUATE TO COVER FIXED CHARGES BY THE AMOUNT OF    
     $237 MILLION.
 </FN>
</TABLE>

<TABLE>
CITICORP AND SUBSIDIARIES
CALCULATION OF RATIO OF INCOME TO FIXED CHARGES
INCLUDING PREFERRED STOCK DIVIDENDS
(In Millions)                                                                                       
                                                                                                             
                                                                                                             
<CAPTION>                            
                                    1993     1992      1991      1990     1989       
                                   -------  -------   -------   -------  -------     
<S>                                 <C>       <C>       <C>       <C>      <C>       

FIXED CHARGES:
  INTEREST EXPENSE (OTHER THAN
   INTEREST ON DEPOSITS)(A)         6,324     5,826     5,973    9,414   11,482       
  INTEREST FACTOR IN RENT EXPENSE     147       162       171      173      161       
  DIVIDENDS - PREFERRED STOCK         465       416       271(B)   361      385       
                                    -------   -------  -------  -------   -------     
    TOTAL FIXED CHARGES             6,936     6,404     6,415    9,948   12,028       

INCOME:
  NET INCOME(LOSS)                  1,919(C)    722     (914)(D)   318(E)   498                              
  INCOME TAXES                        941       696      677       508    1,035          
  FIXED CHARGES (EXCLUDING 
   PREFERRED STOCK DIVIDENDS)(A)    6,471     5,988     6,144    9,587   11,643        
                                   -------   -------   -------  -------  -------      
    TOTAL INCOME                    9,331     7,406     5,907   10,413   13,176       
                                  =======   =======    =======  =======  =======      
RATIO OF INCOME TO FIXED CHARGES
  EXCLUDING INTEREST ON DEPOSITS    1.35      1.16      0.92(F)  1.05     1.10        
                                  =======   =======    =======  =======  =======      
INCLUDING INTEREST ON DEPOSITS:

FIXED CHARGES:
  INTEREST EXPENSE                 16,121    16,327   17,089    23,798   24,218       
  INTEREST FACTOR IN RENT EXPENSE     147       162      171       173      161       
  DIVIDENDS - PREFERRED STOCK         465       416      271(B)    361      385       
                                    -------  -------   -------  -------  -------      
    TOTAL FIXED CHARGES            16,733    16,905   17,531    24,332   24,764       

INCOME:
  NET INCOME(LOSS)                  1,919(C)    722     (914)(D)   318(E)   498       
  INCOME TAXES                        941       696      677       508    1,035       
  FIXED CHARGES (EXCLUDING
   PREFERRED STOCK DIVIDENDS)      16,268    16,489   17,260    23,971   24,379       
                                  -------   -------   -------   -------  -------      
    TOTAL INCOME                   19,128    17,907   17,023    24,797   25,912       
                                  =======   =======  =======   =======   =======      
RATIO OF INCOME TO FIXED CHARGES
  INCLUDING INTEREST ON DEPOSITS    1.14      1.06     0.97 (F)  1.02     1.05        
                                  =======   =======   =======   =======  ======       

 <FN>
 (A) PRIOR YEARS HAVE BEEN RECLASSIFIED TO CONFORM TO CURRENT YEAR'S PRESENTATION.
 (B) CALCULATED ON A BASIS OF AN ASSUMED TAX RATE OF OF 34%.
 (C) NET INCOME FOR THE YEAR ENDED DECEMBER 31, 1993 EXCLUDES THE CUMULATIVE EFFECT OF ADOPTING STATEMENT OF  
     FINANCIAL ACCOUNTING STANDARDS No. 109, "ACCOUNTING FOR INCOME TAXES", OF $300 MILLION.
 (D) NET INCOME FOR THE YEAR ENDED DECEMBER 31,1991 EXCLUDES THE CUMULATIVE EFFECT OF ACCOUNTING CHANGE FOR   
     VENTURE CAPITAL INVESTMENTS OF $457 MILLION.
 (E) NET INCOME FOR THE YEAR ENDED DECEMBER 31,1990 EXCLUDES THE CUMULATIVE EFFECT OF ACCOUNTING CHANGE FOR   
     CERTAIN DERIVATIVE PRODUCTS OF $140 MILLION.
 (F) EARNINGS FOR THE YEAR ENDED DECEMBER 31, 1991 WERE INADEQUATE TO COVER FIXED CHARGES BY THE AMOUNT OF $508
     MILLION.
 </FN>


</TABLE>


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