CITICORP
10-Q/A, 1998-10-08
NATIONAL COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                          ____________________________

                                   FORM 10-Q/A

                                  AMENDMENT TO
                                FINANCIAL REVIEW
                                  AND FORM 10-Q

                                 SECOND QUARTER
                                      1998

<PAGE>

      Citicorp hereby amends its Financial Review and Form 10-Q for the Second
Quarter 1998 (the "Second Quarter 10-Q") dated and filed with the Securities and
Exchange Commission on August 13, 1998 by deleting from Item 6(a) thereof the
following exhibits in their entirety:

            Exhibit 99.01. Citicorp and Travelers Group Inc. unaudited pro forma
            condensed combined financial statements as of June 30, 1998, and for
            the three and six months ended June 30, 1998 and 1997;

            Exhibit 99.02. Travelers Group Inc. unaudited consolidated financial
            statements as of June 30, 1998 and for the three months and six
            months ended June 30, 1998 and 1997 (incorporated therein by
            reference to Item 1 of the Travelers Group Inc. Quarterly Report on
            Form 10-Q for the quarter ended June 30, 1998);

and by deleting any and all references to such exhibits in the Second
Quarter 10-Q.


                                       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


                                 By:  /s/ George E. Seegers
                                      -------------------------
                                      George E. Seegers
                                      Assistant Secretary


Dated: October 8, 1998



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