CITICORP
U.S. $7,000,000,000
Global Medium-Term Senior Notes, Series C
U.S. $2,000,000,000
Global Medium-Term Subordinated Notes, Series C
Due From 9 Months to 60 Years From Date of Issue
Special Supplement dated September 12, 1996 (the "Special
Supplement") to Prospectus Supplement, dated August 7, 1995
(the "Prospectus Supplement"); to Prospectus, dated August 7,
1995 (the "Base Prospectus" and collectively with the Special
Supplement and the Prospectus Supplement, the "Prospectus")
Citicorp increased the aggregate principal amount of Subordinated Notes
that may be issued to $2,000,000,000 (including in the case of Foreign Currency
Notes, the equivalent thereof, at the Market Exchange Rate on the applicable
Trade Date in the Specified Currency), subject to reduction as a result of the
sale by Citicorp outside the United States of its Global Medium-Term
Subordinated Notes, Series D, or by or pursuant to action of Citicorp's Board of
Directors, provided that no such reduction by action of Citicorp's Board of
Directors will affect any Note already issued or as to which an offer to
purchase has been accepted by Citicorp. See "Plan of Distribution of the Notes"
in the Prospectus Supplement.
In addition, Citicorp and the Selling Agents agreed to increase the
range of commissions (or discounts) to be paid to any Agent in connection with
the sale of Notes to .125% to 3.00% of the principal amount of any Note
(depending on its Stated Maturity and the type of purchaser) sold through any
such Agent, except, in the case of Notes sold through retail distribution, as
otherwise agreed to by Citicorp and such Agent and as set forth in a pricing
supplement. See "Plan of Distribution of the Notes" in the Prospectus
Supplement.
<TABLE>
Price to Agents' Proceeds to
Public (1) Commissions or Company (2) (3)
Discounts (2)
<S> <C> <C> <C>
Per Note............. 100% .125%-3.00% 99.875%-97.00%
Total (4)............. $9,000,000,000 $11,250,000-$270,000,000 $8,988,750,000-$8,730,000,000
</TABLE>
1. Unless otherwise indicated in a pricing supplement, Notes will be
issued at 100% of their principal amount.
2. Citicorp will pay Bear, Stearns & Co. Inc., Citicorp Securities, Inc.,
CS First Boston Corporation, Donaldson, Lufkin & Jenrette Securities
Corporation, Goldman, Sachs & Co., Lehman Brothers Inc., Merrill
Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co.
Incorporated, PaineWebber Incorporated, Salomon Brothers Inc, Smith
Barney Inc. and UBS Securities Inc., as agents, and such other agents
as may be named from time to time (the "Agents"), a commission (or
grant a discount) ranging from .125% to 3.00% of the principal
amount of any Note, depending on its Stated Maturity and the type of
purchaser, sold through any such Agent, acting as Agent (or sold to
any such Agent as principal in circumstances in which no other
discount is agreed), except, in the case of Notes sold through retail
distribution, as otherwise agreed to by Citicorp and such Agent and as
set forth in a pricing supplement. Citicorp also may sell Notes to any
Agent, as principal, for resale to one or more investors and other
purchasers at varying prices relating to prevailing market prices at
the time of resale as determined by such Agent, or, if so agreed, at a
fixed public offering price.
3. Before deducting expenses payable by Citicorp.
4. Or the equivalent thereof in other currencies or currency units.
All terms used in this Special Supplement which are defined in the
applicable Indenture, the Prospectus Supplement or the Base Prospectus shall
have the meanings assigned to them in such Indenture, Prospectus Supplement or
Base Prospectus, as the case may be.
