8-K

UNITED STATES

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: July 24, 2006

(Date of earliest event reported)

Citigroup Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-9924	52-1568099
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Citigroup Inc.

Current Report on Form 8-K

ITEM 8.01Other Events

Notices filed pursuant to Rule 135c under the Securities Act of 1933 relating to issuances by Citigroup Inc. in the first quarter of 2006 made pursuant to Regulation S under the Securities Act of 1933.

ITEM 9.01Financial Statements and Exhibits

(d)Exhibits

Exhibit Number	Description
(99.1)	Rule 135c Notice relating to Citigroup’s CHF 300,000,000 2.75% fixed rate/floating rate callable subordinated notes due April 2021.
(99.2)	Rule 135c Notice relating to Citigroup’s EUR 1.800,000,000 floating rate notes due February 2016.
(99.3)	Rule 135c Notice relating to Citigroup’s EUR 750,000,000 3.625% fixed rate notes due March 2011.
(99.4)	Rule 135c Notice relating to Citigroup’s GBP 500,000,000 4.50% fixed rate subordinated notes due March 2031.
(99.5)	Rule 135c Notice relating to Citigroup’s AUD 300,000,000 6.000% fixed rate notes due March 2016.
(99.6)	Rule 135c Notice relating to Citigroup’s AUD 800,000,000 floating rate notes due March 2011.

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.

Dated: July 24, 2006 CITIGROUP INC.   By:/s/Michael J. Tarpley ----------------------------- Name:  Michael J. Tarpley Title:    Assistant Secretary

EXHIBIT INDEX

Exhibit Number	Description
(99.1)	Rule 135c Notice relating to Citigroup’s CHF 300,000,000 2.75% fixed rate/floating rate callable subordinated notes due April 2021.
(99.2)	Rule 135c Notice relating to Citigroup’s EUR 1.800,000,000 floating rate notes due February 2016.
(99.3)	Rule 135c Notice relating to Citigroup’s EUR 750,000,000 3.625% fixed rate notes due March 2011.
(99.4)	Rule 135c Notice relating to Citigroup’s GBP 500,000,000 4.50% fixed rate subordinated notes due March 2031.
(99.5)	Rule 135c Notice relating to Citigroup’s AUD 300,000,000 6.000% fixed rate notes due March 2016.
(99.6)	Rule 135c Notice relating to Citigroup’s AUD 800,000,000 floating rate notes due March 2011.

EX-99.1

EXHIBIT 99.1

Citigroup Inc.

CHF 300,000,000 2.75% Fixed / Floating Rate

Callable Subordinated Notes due April 2021

under the

Programme for the issuance of

Euro Medium-Term Notes, Series B

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1.	Issuer:	Citigroup Inc.
2.	Specified Currency:	Swiss Francs ("CHF").
3.	Aggregate Nominal Amount:	CHF 300,000,000.
4.	Issue Price:	100.664% of the Aggregate Nominal Amount.
5.	Specified Denominations:	CHF 5,000 per Note.
6.	Issue Date:	April 6, 2006.
7.	Maturity Date:	April 6, 2021.
8.	Interest Basis:	The Notes bear interest payable annually in arrears at a fixed rate as described below from, and including, the Issue Date to, but excluding, April 6, 2016 (the "Fixed Rate Period"). The Notes bear interest payable quarterly in arrears at a floating rate as described below from, and including, April 6, 2016 to, but excluding the Maturity Date (the "Floating Rate Period").
9.	Redemption/Payment Basis:	Redemption at par.
10.	Change of Interest or Redemption/Payment Basis:	As specified above in Item 8.
11.	Put/Call Options:	Issuer Call (as specified in Item 16).
12.	Status of the Notes:	Subordinated.
13.	Listing:	SWX Swiss Exchange.

PROVISIONS RELATING TO INTEREST

14.	Fixed Rate Note Provisions:	Applicable during the Fixed Rate Period.
	(i)Rate of Interest:	2.75% per annum payable annually in arrears.
	(ii)Interest Payment Dates:	April 6 in each year from, and including, April 6, 2007 to, and including, April 6, 2016.
	(iii)Fixed Coupon Amount:	CHF 137.50 per Note of CHF 5,000
	(iv)Day Count Fraction:	30/360.
15.	Floating Rate Note Provisions:	Applicable during the Floating Rate Period.
	(i)Rate of Interest:	3-month CHF LIBOR plus the Margin payable quarterly in arrears.
	(ii)Interest Payment Dates:	January 6, April 6, July 6 and October 6 in each year, commencing July 6, 2016 and including the Maturity Date.
	(iii)Business Day Convention:	Modified Following Business Day Convention.
	(iv)Additional Business Center:	Zurich.
	(v)Manner in which the Rate of Interest is determined:	Screen Rate Determination.
	(vi)Screen Rate Determination:
	- Reference Rate:	3 month CHF LIBOR.
	- Interest Determination Dates:	The second London business day preceding the first day of the relevant Interest Period.
	- Relevant Screen Page:	Telerate page 3740.
	- Relevant Time:	11.00 a.m. London time.
	- Relevant Financial Centre:	London.
	(vii)Margin:	+ 1.20% per annum.
	(viii)Minimum Rate of Interest:	Not Applicable.
	(ix)Maximum Rate of Interest:	Not Applicable.
	(x)Day Count Fraction:	Actual/360.

PROVISIONS RELATING TO REDEMPTION

16.	Call Option:	Applicable.
	(xi)Optional Redemption Dates:	April 6, 2016 and any Interest Payment Date thereafter.
	(xii)Optional Redemption Amount:	Par plus accrued and unpaid interest
	(xiii)If redeemable in part:	Not Applicable.
17.	Put Option:	Not Applicable.
18.	Final Redemption Amount of each Note:	Par.
19.	Early Redemption Amount of each Note:	Par, payable on redemption for taxation reasons

GENERAL PROVISIONS APPLICABLE TO THE NOTES

20.   Form of Notes:   Bearer Notes. The Notes will be represented by a Permanent Global Note. Each Noteholder

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		retains a co-ownership in the Permanent Global Note to the extent of its claim against the Issuer and the Noteholders have no right to call for definitive Notes.
21.	Additional Financial Centers or other special provisions relating to Payment Dates:	Zurich.
22.	Redenomination, renominalisation and reconventioning provisions:	Not Applicable.
23.	Consolidation provisions:	Applicable in the event of further issuances.

DISTRIBUTION

24.   TEFRA:   The D Rules are applicable.  

OPERATIONAL INFORMATION

25.	ISIN Code:	CH024683192.
26.	Common Code:	024677737.
27.	Swiss Security Number:	2 468 319.

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EX-99.2

EXHIBIT 99.2

Citigroup Inc.

EUR 1,800,000,000 Floating Rate Notes due February 2016

under the

Programme for the issuance of

Euro Medium-Term Notes, Series B

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1.	Issuer:	Citigroup Inc.
2.	Specified Currency:	Euro ("EUR")
3.	Aggregate Nominal Amount:	EUR 1,500,000,000 (original issuance), EUR 300,000,000 (re-opening)
4.	Issue Price:	99.912%.of the Aggregate Nominal Amount (original issuance), 100.042%. plus accrued interest (re-opening).
5.	Specified Denominations:	EUR 50,000 .
6.	Issue Date:	9 February 2006 (original issuance), 22 May 2006 (re-opening).
7.	Maturity Date:	9 February 2016
8.	Interest Basis:	The Notes bear interest payable quarterly in arrears at a floating rate of interest as described below from, and including, 9 February 2006 to, but excluding the Maturity Date
9.	Redemption/Payment Basis:	Redemption at par
10.	Status of the Notes:	Senior
11.	Listing:	Regulated market of the Luxembourg Stock Exchange

PROVISIONS RELATING TO INTEREST

12.	Floating Rate Note Provisions:	Applicable
	(i)Interest Period:	3 month EURIBOR plus the Margin payable quarterly in arrears
	(ii)Interest Payment Dates:	Interest payable on 9 February, 9 May, 9 August and 9 November in each year from, and including, 9 May 2006 to, and including, the Maturity Date, subject to adjustment in accordance with the Business Day Convention
	(iii)Business Day Convention:	Modified Following Business Day Convention
	(iv)Business Centers:	London and TARGET
	(v)Manner in which the Rate of Interest is to be determined:	Screen Rate Determination
	(vi)Screen Rate Determination:
	- Reference Rate:	3 month EURIBOR

- Interest Determination Date:	The second day on which the TARGET system is open prior to the start of each Interest Period
- Relevant Screen Page:	Telerate page 248
- Relevant Time:	11.00 a.m. Brussels time
- Relevant Financial Centre:	Euro-zone
(vii)Margin:	+ 0.20% per annum
(viii)Minimum Rate of Interest:	Not Applicable
(ix)Maximum Rate of Interest:	Not Applicable
(x)Day Count Fraction:	Actual/360

PROVISIONS RELATING TO REDEMPTION

13.	Final Redemption Amount of each Note:	Par
14.	Early Redemption Amount of each Note:	Par, payable on redemption for taxation reasons or on event of default

GENERAL PROVISIONS APPLICABLE TO THE NOTES

15.	Form of Notes:	Bearer Notes
16.	Consolidation provisions:	Applicable

DISTRIBUTION

17.   TEFRA:   The D Rules are applicable  

OPERATIONAL INFORMATION

18.	ISIN Code:	XS0243636866
19.	Common Code:	024363686

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EX-99.3

EXHIBIT 99.3

Citigroup Inc.

EUR 750,000,000 3.625% Fixed Rate Notes due March 2011

under the

Programme for the issuance of

Euro Medium-Term Notes, Series B

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1.	Issuer:	Citigroup Inc.
2.	Specified Currency:	Euro ("EUR").
3.	Aggregate Nominal Amount:	EUR 750,000,000.
4.	Issue Price:	101.150%. of the Aggregate Nominal Amount.
5.	Specified Denominations:	EUR 1,000.
6.	Issue Date:	28 March 2006.
7.	Maturity Date:	28 March 2011.
8.	Interest Basis:	The Notes bear interest payable annually in arrears at a fixed rate of interest as described below from, and including, the Issue Date to, but excluding, 28 March 2011.
9.	Redemption/Payment Basis:	Redemption at par.
10.	Status of the Notes:	Senior.
11.	Listing:	Regulated market of the Luxembourg Stock Exchange.

PROVISIONS RELATING TO INTEREST

12.	Fixed Rate Note Provisions:	Applicable.
	(i)Rate of Interest:	3.625% per annum payable annually in arrears.
	(ii)Interest Payment Dates:	28 March in each year from, and including, 28 March 2007 to, and including, 28 March 2011.
	(iii)Fixed Coupon Amount:	EUR 36.25 per Note of EUR 1,000.
	(iv)Day Count Fraction:	Actual/Actual (ICMA).

PROVISIONS RELATING TO REDEMPTION

13.	Final Redemption Amount of each Note:	Par.
14.	Early Redemption Amount of each Note:	Par, payable on redemption for taxation reasons or on event of default

GENERAL PROVISIONS APPLICABLE TO THE NOTES

15.	Form of Notes:	Bearer Notes
16.	Redenomination, renominalisation and reconventioning provisions:	Not Applicable.
17.	Consolidation provisions:	Applicable for further issuances.

DISTRIBUTION

18. TEFRA: The D Rules are applicable.  

OPERATIONAL INFORMATION

19.	ISIN Code:	XS0248814401.
20.	Common Code:	024881440.

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EX-99.4

EXHIBIT 99.4

Citigroup Inc.

GBP 500,000,000

4.50% Fixed Rate Subordinated Notes due March 2031

under the

Programme for the issuance of

Euro Medium-Term Notes, Series B

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1.	Issuer:	Citigroup Inc.
2.	Specified Currency:	Pounds Sterling (“GBP”).
3.	Aggregate Nominal Amount:	GBP 500,000,000.
4.	Issue Price:	98.270% of the Aggregate Nominal Amount.
5.	Specified Denominations:	GBP 50,000.
6.	Issue Date:	March 3, 2006.
7.	Maturity Date:	March 3, 2031.
8.	Interest Basis:	Fixed rate of interest as described below from and including the Issue Date to but excluding March 3, 2031
9.	Redemption/Payment Basis:	Redemption at Par.
10.	Status of the Notes:	Subordinated.
11.	Listing:	Regulated market of the Luxembourg Stock Exchange

PROVISIONS RELATING TO INTEREST

12.	Fixed Rate Note Provisions:	Applicable
	(i)Rate of Interest:	4.50% per annum payable annually in arrears
	(ii)Interest Payment Dates:	March 3 in each year, commencing March 3, 2007 and ending on March 3, 2031.
	(iii)Day Count Fraction:	Actual/Actual (ICMA)

PROVISIONS RELATING TO REDEMPTION

13.	Final Redemption Amount:	Par.
14.	Early Redemption Amount:	Par, payable on redemption for taxation reasons or on event of default

GENERAL PROVISIONS APPLICABLE TO THE NOTES

15.	Form of Notes:	Bearer Notes
16.	Consolidation provisions	Applicable in event of further issuances

DISTRIBUTION

17.   TEFRA: The D Rules are applicable.

OPERATIONAL INFORMATION

18.	ISIN Code:	XS0245936496.
19.	Common Code:	024593649.

EX-99.5

EXHIBIT 99.5

Citigroup Inc.

A$300,000,000 6.00% Notes due 22 March 2016

under the

Programme for the issuance of

Medium Term Notes, Series M

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1	Issuer:	Citigroup Inc.
2	Status of the Notes:	Senior
3	Currency:	Australian dollars
4	Aggregate Principal Amount of Tranche:	A$300,000,000
5	Issue Date:	22 March 2006
6	Issue Price:	99.149%
7	Specified Denominations:	A$10,000 (A$500,000 for offers made in, to or from Australia)
8	Record Date:	The twelfth day before the relevant payment date.
9	Interest:	Interest bearing, fixed rate
	(a)Interest Rate:	6.00% per annum
	(b)Interest Payment Dates:	Each 22 March and 22 September beginning on 22 September 2006 and ending on the Maturity Date
	(c) Interest Period End Dates:	Interest Payment Dates
	(d)Day Count Fraction:	RBA Bond Basis
	(e)Interest Commencement Date:	Issue Date
	(g)Amount of interest payable:	A$300.00 per A$10,000 Note on each Interest Payment Date
10	Applicable Business Day Convention:
	-for Interest Payment Dates:	Following Business Day Convention
	-for Maturity Date:	Following Business Day Convention
	-for Interest Period End Dates:	Following Business Day Convention
	-any other date:	Following Business Day Convention
11	Additional Financial Centre:	Not applicable
12	Maturity Date:	22 March 2016
13	Maturity Redemption Amount:	Outstanding Principal Amount

14	Early Redemption:	Notes may be redeemed at the option of the Issuer for taxation reasons.
15	Early Redemption Date:	The date specified in the redemption notice.
16	Early Redemption Amount:	Outstanding Principal Amount
17	Early Redemption Amount (Default):	Outstanding Principal Amount
18	Security Code:	AU 300CGRP05 6

EX-99.6

EXHIBIT 99.6

Citigroup Inc.

A$800,000,000 Floating Rate Notes due 22 March 2011

under the

Programme for the issuance of

Medium Term Notes, Series M

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

1	Issuer:	Citigroup Inc.
2	Status of the Notes:	Senior
3	Currency:	Australian dollars
4	Aggregate Principal Amount:	A$800,000,000
5	Issue Date:	22 March 2006
6	Issue Price:	100.00%
7	Specified Denominations:	A$10,000 (A$500,000 for offers made in, to or from Australia)
8	Record Date:	The twelfth day before the relevant payment date
9	Interest:	Interest bearing, floating rate
	(a)Interest Rate:	3 month AUD-BBR-BBSW plus 0.16% per annum.
		For the purposes of calculating the Interest Rate:
		3 month AUD-BBR-BBSW means, for an Interest Period, the average mid rate for Bills having a tenor closest to the Interest Period as displayed on the “BBSW” page of the Reuters Monitor System on the first day of that Interest Period. However, if the average mid rate is not displayed by 10.30am on that day, or if it is displayed but there is an obvious error in that rate, 3 month AUD-BBR-BBSW means the rate set by the Issuer in good faith at approximately 10.30am on that day, having regard, to the extent possible, to the mid rate of the rates otherwise bid and offered for Bills of that tenor at or around that time; and
		Bill has the meaning given to that term in the Bills of Exchange Act 1909 of Australia and reference to the acceptance of a Bill is to be interpreted in accordance with that Act.
	(b)Interest Payment Dates:	Each 22 March, 22 June, 22 September and 22 December beginning on 22 June 2006 and ending on the Maturity Date
	(c)Interest Period End Dates:	Interest Payment Dates
	(d)Day Count Fraction:	Actual/365 Fixed
	(e)Interest Commencement Date:	Issue Date

10	Applicable Business Day Convention:
	-for Interest Payment Dates:	Modified Following Business Day Convention
	-for Maturity Date:	Modified Following Business Day Convention
	-for Interest Period End Dates:	Modified Following Business Day Convention
	-any other date:	Modified Following Business Day Convention
11	Maturity Date:	22 March 2011
12	Maturity Redemption Amount:	Outstanding Principal Amount
13	Early Redemption:	Notes may be redeemed at the option of the Issuer for taxation reasons.
14	Early Redemption Date:	The date specified in the redemption notice.
15	Early Redemption Amount:	Outstanding Principal Amount
16	Early Redemption Amount (Default):	Outstanding Principal Amount
17	Security Code:	AU 300CGRP06 4