Filed pursuant to
Rule 424(b)(5)
Registration No. 333-21143
CITICORP
U.S. $2,000,000,000
Medium-Term Senior Notes, Series F
U.S. $1,000,000,000
Medium-Term Subordinated Notes, Series F
Due From 9 Months to 60 Years From Date of Issue
Pricing Supplement, dated September 11, 1998 (the "Pricing Supplement")
to Prospectus Supplement, dated October 27, 1997 (the "Prospectus Supplement");
to Prospectus, dated October 27, 1997 (the "Base Prospectus" and collectively
with the Pricing Supplement and the Prospectus Supplement, the "Prospectus")
Recent Developments
On April 5, 1998, Citicorp and Travelers Group Inc. ("Travelers")
agreed to merge, with the shareholders of each company owning approximately 50%
of the outstanding common stock of the combined company, which will be known as
Citigroup Inc. ("Citigroup"). The merger will be consummated through the merger
of Citicorp with and into a wholly owned subsidiary of Travelers, which
subsidiary was incorporated under the laws of the State of Delaware on May 8,
1998 solely to effectuate the merger and, upon consummation of the merger, will
assume the outstanding debt obligations of and change its name to Citicorp.
Citigroup will not be an obligor with respect to the Notes offered hereby. On
July 22, 1998, a majority of the stockholders of Citicorp and Travelers approved
the merger. Consummation of the merger remains subject to customary closing
conditions, including the approval of the Federal Reserve Board which is
expected after the close of the third quarter.
On September 1, 1998, Citicorp estimated at that point that its
after-tax, Russia-related losses, including trading, would total approximately
$200 million in the third quarter. It also stated that any continued weakness in
the global securities markets will adversely affect earnings contributions of
venture capital and other portfolios in the third quarter. On August 31, 1998,
Salomon Smith Barney Holdings, Inc., a wholly owned subsidiary of Travelers,
announced that extreme volatility in the global fixed income and equity capital
markets had resulted in after-tax losses of approximately $150 million for the
July-August period.
Effective January 1, 1998, the capital gain of an individual United
States Holder is generally subject to a maximum tax rate of 20% for property
held for more than one year.
Description of Notes
The terms of the LIBOR 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 Senior Notes, Series F 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: LIBOR Senior Floating Rate Notes Due September 17,
1999 (the "LIBOR Notes").
Aggregate
Principal Amount: $200,000,000.00.
Issue Date: September 16, 1998.
<PAGE>
Stated Maturity Date: September 17, 1999.
Interest Rate Index: Three Month LIBOR.
Spread: Minus 2.0 basis points.
Initial Interest Rate: 5.48% per annum.
Interest Rate: For each Interest Rate Reset Period, Three Month
LIBOR minus 0.020%, as determined on the related
LIBOR Determination Date, or in the case of the
Initial Interest Rate, 5.48% per annum.
Interest Commencement Date: September 16, 1998.
Interest Payment Dates: Quarterly, on the 17th of each March, June,
September and December, commencing December 17,
1998, and at Stated Maturity.
Interest Period: Quarterly.
Interest Reset Dates: The 17th of each March, June, September and
December, commencing December 17, 1998.
LIBOR Interest
Determination Dates: Pertaining to an Interest Reset Date, the second
Market Day preceding such related Interest Reset
Date.
Index Maturity: Three Months.
LIBOR Screen Reference: Telerate Screen Page 3750.
Calculation Dates: The related LIBOR Interest Determination Date.
Redemption: The LIBOR Notes are not subject to redemption
prior to the Maturity Date.
Sinking Fund: The LIBOR Notes are not subject to any sinking
fund.
Regular Record Date: The date that is 15 calendar days prior to the
related Interest Payment Date.
Calculation Agent: Citibank, N.A.
Purchaser: Bear, Stearns & Co. Inc.
Discount: .030%.
Price to Public: 100.00%.
CUSIP Number: 17303 LTB 7.
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