Filed pursuant to
Rule 424(b)(5)
Registration No. 33-64574
CITICORP
U.S. $3,000,000,000
Global Medium-Term Senior Notes, Series D
U.S. $1,000,000,000
Global Medium-Term Subordinated Notes, Series D
Due From 9 Months to 60 Years From Date of Issue
Supplement, dated November 2, 1994
to the Pricing Supplement, dated October 28, 1994
(To Prospectus Supplement, dated July 25, 1994;
to Prospectus, dated July 25, 1994)
DESCRIPTION OF NOTES
The description of the Yen Notes set forth in this Supplement to
the Pricing Supplement supplements the description of general terms
and provisions of Citicorp's Global Medium-Term Senior Notes,
Series D, set forth in the accompanying Prospectus and Prospectus
Supplement. To the extent any statement herein differs from a
statement made in such accompanying Prospectus or Prospectus
Supplement, such statement shall modify or supersede the statement
made in such Prospectus or Prospectus Supplement. Any such
statement so modified or superseded shall not be deemed, except as
so modified or superseded, to constitute a part of the accompanying
Prospectus or Prospectus Supplement. For a description of certain
risks associated with the Yen Notes, see "FOREIGN CURRENCY RISKS"
in the accompanying Prospectus Supplement.
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SUMMARY OF TERMS:
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Form and Denominations: The Yen Notes will initially be
issued in the form of one or more
temporary global Notes, which will be
exchanged 45 days after the
Settlement Date, upon written
certification as described in the
Prospectus Supplement, for one or
more permanent global Notes.
Interests in the permanent global
Notes will thereafter be exchangeable
at the option of the beneficial
owner, on the terms and conditions
described in the Prospectus
Supplement, for definitive Notes in
bearer form in denominations of
(Yen)1,000,000 and any integral
multiple of (Yen)1,000,000 in excess
thereof. See "DESCRIPTION OF NOTES--
Form and Denominations" in the
Prospectus Supplement.
Exchange Listing: The Yen Notes will be listed on
the Luxembourg Stock Exchange or any
other exchange.
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