CITICORP
424B2, 1997-12-15
NATIONAL COMMERCIAL BANKS
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                                                               Filed pursuant to
                                                                  Rule 424(b)(2)
                                                      Registration No. 333-32065

                                 $1,000,000,000
                                    CITICORP
                       Medium-Term Senior Notes, Series E
                    Medium-Term Subordinated Notes, Series E
                Due From 9 Months to 50 Years From Date of Issue

Pricing Supplement, dated December 12, 1997 (To Prospectus Supplement, dated
August 27, 1997, to Prospectus, dated August 27, 1997).

                              DESCRIPTION OF NOTES

         The terms of the Notes set forth in this Pricing Supplement supplement
and modify, to the extent applicable, the description of general terms and
provisions of Citicorp's Medium-Term Subordinated Notes, Series E, set forth in
the accompanying Prospectus and Prospectus Supplement. Capitalized terms not
defined herein shall have the meanings assigned to such terms in the
accompanying Prospectus and Prospectus Supplement.

SUMMARY OF TERMS:

Title of Notes:          6.750% Subordinated Notes Due December 15, 2009 (the
                         "Notes").

Aggregate
Principal Amount:        $5,201,000.00.

Price to Public:         100.00%.

Issue Date:              December 18, 1997.

Stated Maturity Date:    December 15, 2009.

Interest Rate:           6.750%.

Interest Payment Dates:  Monthly, on the 15th day of each month, commencing in
                         January 1998, and at Stated Maturity.

Regular Record Dates:    The first day of the month in which the related
                         Interest Payment Date occurs.

Sinking Fund:            None.

Redemption:              The Notes are subject to redemption, in whole but not
                         in part, at the option of Citicorp, on not more than 60
                         or less than 30 days' notice, on any Interest Payment
                         Date on or after December 15, 2000, at a redemption
                         price of 100% of their principal amount plus accrued
                         and unpaid interest to the redemption date.

Purchaser:               J.W. Korth & Co.

Discount:                2.00%.

Minimum Denomination:    $1,000.

CUSIP Number:            17303 MHM 4.



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