Filed pursuant to
Rule 424(b)(5)
Registration No. 333-32065
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
Supplement dated September 23, 1997 to Pricing Supplement, dated
September 10, 1997 (the "Pricing Supplement") to Prospectus Supplement, dated
August 27, 1997 (the "Prospectus Supplement"); to Prospectus, dated August 27,
1997 (the "Base Prospectus" and collectively with the Pricing Supplement and the
Prospectus Supplement, the "Prospectus")
Description of Notes
The description of the LISBOR Escudo Notes set forth in this 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or superseded shall not be deemed, except as so modified or superseded, to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 LISBOR Escudo Notes, see
"FOREIGN CURRENCY RISKS" in the accompanying Prospectus Supplement.
SUMMARY OF TERMS:
Title of Notes: LISBOR Subordinated Floating Rate Notes Due
September 28, 2007 (the "LISBOR Escudo Notes").
Aggregate
Principal Amount: PTE 7,500,000,000.00.
Specified Currency: Portuguese Escudo.
Issue Date: September 29, 1997.
Stated Maturity Date: September 28, 2007.
Interest Rate Index: Six Month LISBOR.
Spread: Plus 40.0 basis points.
Initial Interest Rate: Six Month LISBOR plus 0.40%, as determined on the
second Market Day preceding the Issue Date.
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Interest Rate: For each Interest Period, Six Month LISBOR plus
0.40%, as determined on the related LISBOR Interest
Determination Date, or in the case of the Initial
Interest Rate, the second Market Day preceding the
Issue Date, subject to a maximum rate of 9.00% per
annum (the "Maximum Interest Rate"). Interest shall
be computed by dividing the interest rate applicable
to each day during an Interest Period by 365 (or the
actual number of days in the year).
Interest Commencement Date: September 29, 1997.
Interest Payment Dates: Semi-annually, on the 29th day of each March and
September, commencing March 29, 1998, and at Stated
Maturity, provided that if an Interest Payment Date
is not a Business Day in New York, New York, London,
United Kingdom and Lisbon, Portugal, then payment
of interest will not be made on such date, but will
be made on the next succeeding day which is a
Business Day in New York, New York, London, United
Kingdom and Lisbon, Portugal with the same force
and effect as if made on the Interest Payment Date
and no interest shall accrue on the amount so
payable for the period from and after such Interest
Payment Date.
Interest Period: Semi-annually.
Interest Reset Dates: The 29th day of each March and September.
LISBOR Interest
Determination Dates: Pertaining to an Interest Reset Date, the second
Market Day preceding such related Interest Reset
Date.
Index Maturity: Six Months.
LISBOR Screen Reference: Reuters Page LBOA (as described below).
Calculation Dates: The related LISBOR Interest Determination Date.
Form and Denominations: The LISBOR Escudo 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
this Pricing Supplement and 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 this Pricing Supplement and in the
Prospectus Supplement, for definitive Notes in
bearer form in denominations of PTE 1,000,000,
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PTE 10,000,000 and PTE 100,000,000. Citicorp shall
bear the expense of producing Notes in bearer form
to be issued pursuant to an exchange as described
above. See "Global Notes" herein and "DESCRIPTION OF
NOTES--Form and Denominations" in the Prospectus
Supplement.
Early Redemption: The LISBOR Escudo Notes are not subject to
redemption.
Sinking Fund: The LISBOR Escudo Notes are not subject to any
sinking fund.
Exchange Listing: The LISBOR Escudo Notes will be listed on the
Luxembourg Stock Exchange at the expense of the
Issuer.
Calculation Agent: Citibank, N.A.
Purchasers and Principal
Amounts of Notes to be
Purchased: Purchaser Portuguese Escudos
Citibank Portugal, S.A. 3,150,000,000
Banco Espirito Santo e
Comercial de Lisboa 2,500,000,000
Caixa Economica Montepio
Geral 500,000,000
Banco Chemical Finance,
S.A. 600,000,000
Banco Nacional
Ultramarino, S.A. 500,000,000
Banco de Negocios
Argentaria, S.A. --
Sucursal em Portugal 250,000,000
The agreement of each of the Purchasers to purchase the principal
amount of LISBOR Notes set forth opposite its name above is subject to the
execution of a Purchase Agreement with Citicorp setting forth the terms and
conditions of such purchase. Such Purchase Agreement will be substantially in
the form contemplated by the Selling Agent Agreement described in the Prospectus
Supplement under "Plan of Distribution of Notes," to which Selling Agent
Agreement the Purchasers will become parties for purposes of their purchase of
the LISBOR Escudo Notes.
Commission: 0.200%
Price to Public: 100.00%.
Clearance Information: The LISBOR Escudo Notes have been accepted for
clearance through Euroclear and Cedel.
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Common Code: 8042721
ISIN: XS0080427213
In this Pricing Supplement references to "Escudo" and "PTE" are to
Portuguese Escudo. At approximately 11:00 a.m. Lisbon time on September 23,
1997, the bid quotation from Citibank, N.A., Lisbon branch was PTE 182.250 per
United States dollar.
* * * * *
LISBOR and Note Interest Rate Reference Screen
The Interest Rate payable from time to time in respect of the LISBOR
Escudo Notes for an Interest Payment Period will be determined by the
Calculation Agent on the following basis:
(i) The Calculation Agent will ascertain the offered rate for
six-month Escudo interbank deposits in the Lisbon interbank
market which appears on the Reuters Screen Page LBOA as at
approximately 11:00 a.m. (London time) as of each LISBOR
Interest Determination Date; the Interest Rate for such
Interest Payment Period shall be that offered rate, increased
by 0.40 per cent, subject to the Maximum Interest Rate, as
determined by the Calculation Agent.
(ii) If such rate does not appear on the Reuters Screen Page LBOA,
or the Reuters Screen Page LBOA is temporarily unavailable,
the Calculation Agent will request the principal London
offices of four major banks participating in the interbank
market and selected by the Calculation Agent (the "Reference
Banks") to provide the Calculation Agent with their offered
quotations (expressed as a rate per annum)for a Representative
Amount of six-month Escudo interbank deposits to leading banks
in the Lisbon interbank market as at approximately 11:00 a.m.
(London time) on the LISBOR Interest Determination Date. The
Interest Rate for such Interest Payment Period shall be the
arithmetic mean (rounded upwards if necessary to the nearest
0.0625 per cent per annum) of such offered quotations,
increased by 0.40 per cent, as determined by the Calculation
Agent.
(iii) If only two or three of the Reference Banks provide the
Calculation Agent with such quotations, the Interest Rate for
the relevant Interest Payment Period shall be determined in
accordance with (ii) above on the basis of the quotations of
those Reference Banks providing such quotations.
(iv) If fewer than two of the Reference Banks provide such offered
quotations, the Calculation Agent will request the principal
Lisbon offices of four major banks selected by the Calculation
Agent to provide the Calculation Agent with their offered
quotations to leading banks in the Lisbon interbank market for
Escudo deposits for the Interest Payment Period concerned as
at approximately 11:00 a.m. (London time) on the day which is
two Lisbon business days prior to commencement of the relevant
Interest Payment Period. The Interest
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Rate for such Interest Payment Period shall be equal to the
arithmetic mean as determined by the Calculation Agent
(rounded upwards if necessary to the nearest 0.0625 percent
per annum) of the respective offered rates so communicated by
such banks, or any two or more of them (if only such provide
quotations), increased by 0.40 per cent.
(v) If the Calculation Agent is unable to determine the Interest
Rate for an Interest Payment Period in accordance with (i),
(ii), (iii) or (iv) above, the Interest Rate for such Interest
Payment Period shall be the Interest Rate in effect for the
last preceding Interest Payment Period to which (i), (ii),
(iii) or (iv) above shall have been applied.
(vi) If in the reasonable opinion of Citicorp, Reuters permanently
ceases to quote the offered rate for six-month Escudo
interbank deposits in the Lisbon interbank market ("six-month
Escudo interbank"), then the Interest Rate shall be determined
in accordance with these provisions by reference to such other
recognized screen quotation of six-month Escudo interbank
deposits as advised by Citicorp to the Calculation Agent.
Representative Amount shall mean an amount not less than PTE 1,000,000.
Payment and Paying Agents
Generally, the principal of and interest on the LISBOR Escudo Notes
will be payable in the manner specified in the accompanying Prospectus under the
heading "DESCRIPTION OF NOTES -- Payment and Paying Agents" and the accompanying
Prospectus Supplement under the headings "DESCRIPTION OF NOTES -- Payment and
Paying Agents" and "SPECIAL PROVISIONS RELATING TO FOREIGN CURRENCY NOTES --
Payment".
In addition to Citibank, acting through its principal office in London,
England, and Citibank (Luxembourg) S.A., acting through its principal office in
Luxembourg, Citicorp has designated Citibank, acting through its main office in
Lisbon, Portugal as Paying Agent for the LISBOR Escudo Notes outside the United
States. Citicorp will, as long as any LISBOR Escudo Notes remain outstanding,
maintain a paying agency in Lisbon. In addition to London and Luxembourg, Lisbon
will constitute a Place of Payment with respect to the Notes.
The principal of and interest on the LISBOR Escudo Notes will be
payable in Escudos. Payments will be made by Escudo check or Escudo bank draft
on a bank (in the case of payment to a nonresident of Portugal, an authorized
foreign exchange bank) in Lisbon, Portugal or by transfer in same day funds to
an Escudo account (in the case of payment to a nonresident of Portugal, to a
nonresident account) maintained by the payee with a bank in Lisbon, Portugal,
subject in each case to all applicable laws and regulations.
Selling Restrictions
The LISBOR Escudo Notes may not be offered or sold in the United
Kingdom, by means of any document, other than to persons whose ordinary business
it is to buy or sell shares or debentures, whether as principal or agent (except
in circumstances
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which do not constitute an offer to the public within the meaning of the
Companies Act 1985), and this Pricing Supplement and the accompanying Prospectus
Supplement and Prospectus may only be issued, distributed or passed on to a
person in the United Kingdom who is of a kind described in Article 9(3) of the
Financial Service Act 1986 (Investment Advertisements) (Exemptions) Order 1988
or is a person to whom these documents may otherwise lawfully be issued,
distributed or passed on.
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