CITICORP
U.S. $7,000,000,000
Global Medium-Term Senior Notes, Series D
U.S. $2,000,000,000
Global Medium-Term Subordinated Notes, Series D
Due From 9 Months to 60 Years From Date of Issue
Special Supplement dated September 12, 1996 (the "Special
Suplement") 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 inside the United States of its Global Medium-Term Subordinated
Notes, Series C, 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. The increase in the aggregate principal amount of
Subordinated Notes that may be issued has been duly authorized by a memorandum
of approval dated September 12, 1996 pursuant to the 1994 Resolutions. 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)
Discount (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 International Limited, Citibank
International plc, Goldman Sachs International, Merrill Lynch
International Limited, Morgan Stanley & Co. International Limited,
PaineWebber International (U.K.) Ltd., Salomon Brothers
International Limited, Sanwa International plc and Yamaichi
International (Europe) Limited, 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.
