SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 1, 1998
CITICORP
(Exact name of registrant as specified in charter)
DELAWARE 1-5738 06-1515595
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
399 PARK AVENUE, NEW YORK, NEW YORK 10043
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (212) 559-1000
NOT APPLICABLE
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On November 1, 1998, Citigroup Inc., of which Citicorp is a wholly owned
subsidiary, issued a press release announcing the integration of its corporate
business and certain related executive matters. The relevant portions of that
press release are attached hereto as Exhibit 99.01.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Citicorp hereby amends its Schedule 14A, Joint Proxy Statement/Prospectus,
dated June 16, 1998, filed with the Securities and Exchange Commission on June
17, 1998 pursuant to Section 14(a) of the Securities Exchange Act of 1934, by
deleting in its entirety the section under the heading "Travelers Group Inc. and
Citicorp Unaudited Pro Forma Condensed Combined Financial Statements" and, to
the extent such information relates to filings made by Travelers Group Inc., the
section under the heading "Where You Can Find More Information."
(c) Exhibits:
Exhibit No. Description
- ----------- -----------
99.01 Press Release of Citigroup Inc. dated November 1, 1998
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CITICORP
(Registrant)
By: /s/ Roger W. Trupin
-------------------
Roger W. Trupin
Vice President
and Controller
Dated: November 2, 1998
Exhibit 99.01
CITIGROUP [LOGO]
PUBLIC INFORMATION
For immediate release
Citigroup Inc. [NYSE symbol: CCI]
November 1, 1998
Citigroup announces integration of its corporate business,
With Michael A. Carpenter and Victor J. Menezes as Co-Chief Executives
Deryck Maughan becomes Citigroup Vice Chairman
Jamie Dimon annnounces plans to leave
New York -- Citigroup Inc. today announced that it is integrating the
activities of its Salomon Smith Barney unit and the corporate banking activities
of Citibank to form the world's strongest combined global investment and
corporate bank. The combined entity will be headed by Michael A. Carpenter and
Victor J. Menezes, reporting to John S. Reed and Sanford I. Weill.
Deryck C. Maughan will become a Vice Chairman of Citigroup, reporting to
Mr. Weill and Mr. Reed. He will have responsibility for advising on the
development and implementation of Citigroup strategy, including the integration
of the investment and corporate banking client relationships worldwide and the
group's overall activities in Japan.
Jamie Dimon, who had been President of Citigroup and Chairman and Co-Chief
Executive Officer of Salomon Smith Barney, announced his decision to leave the
company.
......
In a joint statement, Mr. Reed and Mr. Weill said:
"Today we are integrating the activities of Salomon Smith Barney and Citibank
corporate banking and have named Mike Carpenter and Victor Menezes to lead the
combined operation, the world's strongest integrated global investment and
corporate bank.
.....
"As Co-Chief Executives jointly heading the integrated customer and product
organizations, Mike and Victor will for efficiency have areas of primary
oversight. Victor will have primary responsibility for Global Relationship
customers and the Emerging Markets, as well as the transaction banking platform,
including cash management, trade products and worldwide securities services.
Mike will have primary responsibility for the Salomon Smith Barney Private
Client activities, as well as investment banking and the capital markets product
platform, including equities, fixed income, foreign exchange and derivatives.
"The corporate business, with annual revenues of approximately $20 billion, has
built a product and customer franchise across the globe that has earned the
respect of customers and competitors alike. Its 1998 third quarter was very
disappointing, but with a clear priority to focus its activities in response to
the changed market and outlook, the business is committed to deliver solid
shareholder value in 1999 and beyond."
.....
Citigroup Inc., which was formed by the merger of Citicorp and Travelers
Group Inc. on October 8, 1998, provides a broad array of financial products and
services to 100 million consumer and corporate customers through operations in
100 countries.
# # #
Press contacts: Jack Morris (212) 559-4285
Dick Howe (212) 559-9425
Investor contacts: Bill Pike (212) 793-8874
Sheri Ptashek (212) 559-4658
