CITIGROUP INC
8-K, 2000-12-18
NATIONAL COMMERCIAL BANKS
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<PAGE>   1
                       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) December 14, 2000



                                 Citigroup Inc.
             (Exact name of registrant as specified in its charter)


            Delaware               1-9924                   52-1568099
        ----------------         -----------            ------------------

         (State or other         (Commission              (IRS Employer
         jurisdiction of         File Number)           Identification No.)
         incorporation)

          399 Park Avenue, New York, New York                  10043
        ----------------------------------------             ----------
        (Address of principal executive offices)             (Zip Code)

                                (212) 559-1000
             ---------------------------------------------------
             (Registrant's telephone number, including area code)

<PAGE>   2

                                 CITIGROUP INC.
                           Current Report on Form 8-K

Item 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


         Exhibits:

         Exhibit No.       Description

         1.01       Distribution Agreement, dated December 14, 2000, between the
                    Company and Salomon Smith Barney Inc., relating to the offer
                    and sale of the Company's Medium-Term Senior Notes, Series
                    D, Due Nine Months or More from Date of Issue and
                    Medium-Term Subordinated Notes, Series D, Due Nine Months or
                    More from Date of Issue.

<PAGE>   3

                                    SIGNATURE


                  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 hereunto duly authorized.




Dated:  December 14, 2000                             CITIGROUP INC.



                                                      /s/ Guy R. Whittaker
                                                      --------------------------
                                                      Guy R. Whittaker
                                                      Treasurer


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