Filed pursuant to Rule 424(b)(2) and 424(b)(8)
Registration Nos. 333-132370 and 333-132370-01

CALCULATION OF REGISTRATION FEE

Class of securities offered	Aggregate offering price		Amount of registration fee
Medium-Term Senior Notes, Series D	$	91,000,000.00	$	9,737.00	(1)

(1) The filing fee of $9,737.00 is calculated in accordance with Rule 457(r) of the Securities Act of 1933. Pursuant to Rule 457(p) under the Securities Act of 1933, the $713,803.94 remaining of the filing fee previously paid with respect to unsold securities that were registered pursuant to a Registration Statement on Form S-3 (No. 333-119615) filed by Citigroup Global Market Holdings Inc., a wholly owned subsidiary of Citigroup Inc., on October 8, 2004 is being carried forward, of which $9,737.00 is offset against the registration fee due for this offering and of which $704,066.94 remains available for future registration fees. No additional registration fee has been paid with respect to this offering.

Pricing Supplement Nos. 2007—MTNDD079 through 084 Dated February 15, 2007

(To Prospectus Supplement Dated April 13, 2006 and Prospectus Dated March 10, 2006)

US$91,000,000 principal amount

Citigroup Funding Inc.

Medium-Term Notes, Series D

Any Payments Due from Citigroup Funding Inc.

Fully and Unconditionally Guaranteed by Citigroup Inc.

Notes Based Upon a Metal 15-Month Forward Contract Price and a Metal Cash Settlement Price due 2008

• This pricing supplement relates to six separate offerings of notes: Notes Based Upon the Aluminum 15-Month Forward Contract Price and Aluminum Cash Settlement Price Due 2008, which we refer to as the Aluminum Notes; Notes Based Upon the Copper 15-Month Forward Contract Price and Copper Cash Settlement Price Due 2008, which we refer to as the Copper Notes; Notes Based Upon the Lead 15-Month Forward Contract Price and Lead Cash Settlement Price Due 2008, which we refer to as the Lead Notes; Notes Based Upon the Nickel 15-Month Forward Contract Price and Nickel Cash Settlement Price Due 2008, which we refer to as the Nickel Notes; Notes Based Upon the Tin 15-Month Forward Contract Price and Tin Cash Settlement Price Due 2008, which we refer to as the Tin Notes; and Notes Based Upon the Zinc 15-Month Forward Contract Price and Zinc Cash Settlement Price Due 2008, which we refer to as the Zinc Notes.

• We refer to any one of aluminum, copper, lead, nickel, tin and zinc as a metal, and together, the metals. We refer to any one of the Aluminum 15-Month Forward Contract Price, Copper 15-Month Forward Contract Price, Lead 15-Month Forward Contract Price, Nickel 15-Month Forward Contract Price, Tin 15-Month Forward Contract Price and Zinc 15-Month Forward Contract Price as a Metal 15-Month Forward Contract Price, and together, the Metal 15-Month Forward Contract Prices. We refer to any of the Aluminum Cash Settlement Price, Copper Cash Settlement Price, Lead Cash Settlement Price, Nickel Cash Settlement Price, Tin Cash Settlement Price, and Zinc Cash Settlement Price as a Metal Cash Settlement Price, and together, the Metal Cash Settlement Prices. Each series of notes offered by this pricing supplement is linked to only one of the Metal 15-Month Forward Contract Prices and the corresponding Metal Cash Settlement Price. The notes are not linked to a basket made up of some or all of the Metal 15-Month Forward Contract Prices and Metal Cash Settlement Prices.

• The notes bear interest at the rate of 4.45% per annum. Interest on the notes is payable quarterly on the 22nd of each February, May, August and November, beginning on May 22, 2007 and ending on the maturity date.

• The notes will mature on May 22, 2008. At maturity you will receive a maturity payment amount in cash equal to the principal amount of notes you then hold multiplied by a number equal to the London Metal Exchange (“LME”) cash settlement price (as more fully described in this pricing supplement) of the applicable metal on May 19, 2008 (which we refer to as the valuation date), divided by the LME closing price of that metal’s LME 15-month forward contract on the date of this pricing supplement (which we refer to as the pricing date), plus any accrued and unpaid interest.

• The notes are not principal-protected. At maturity you could receive an amount less than your initial investment in the notes.

• The notes will be issued in minimum denominations and integral multiples of US$1,000.

• We will not apply to list the notes on any exchange.

Investing in the Notes involves a number of risks. See “ Risk Factors Relating to the Notes” beginning on page PS-6.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or determined that this prospectus, prospectus supplement and pricing supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The notes are not deposits or savings accounts but are unsecured debt obligations of Citigroup Funding Inc. The notes are not insured by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality.

	Public Offering Price		Agent’s Discount		Proceeds to Citigroup Funding Inc.
Per Aluminum Note	$	1,000	$	0	$	1,000
Total for all Aluminum Notes	$	17,000,000	$	0	$	17,000,000
Per Copper Note	$	1,000	$	0	$	1,000
Total for all Copper Notes	$	31,000,000	$	0	$	31,000,000
Per Lead Note	$	1,000	$	0	$	1,000
Total for all Lead Notes	$	5,000,000	$	0	$	5,000,000
Per Nickel Note	$	1,000	$	0	$	1,000
Total for all Nickel Notes	$	23,000,000	$	0	$	23,000,000
Per Tin Note	$	1,000	$	0	$	1,000
Total for all Tin Notes	$	4,000,000	$	0	$	4,000,000
Per Zinc Note	$	1,000	$	0	$	1,000
Total for all Zinc Notes	$	11,000,000	$	0	$	11,000,000

We expect that delivery of the notes will be made against payment therefor on or about February 22, 2007. Because the notes will not settle in T+3, purchasers who wish to trade the notes on the date hereof or the next one business day will be required to specify an alternative cycle at the time of any such trade to prevent a failed settlement and should consult their own investment advisor.

Citigroup

SUMMARY INFORMATION — Q&A

This summary includes questions and answers that highlight selected information from the accompanying prospectus and prospectus supplement and this pricing supplement to help you understand the Notes Based Upon a Metal 15-Month Forward Contract Price and a Metal Cash Settlement Price due 2008. You should carefully read the entire prospectus, prospectus supplement and pricing supplement to understand fully the terms of the notes, as well as the principal tax and other considerations that are important to you in making a decision about whether to invest in the notes. You should, in particular, carefully review the section entitled “Risk Factors Relating to the Notes,” which highlights a number of risks, to determine whether an investment in the notes is appropriate for you. All of the information set forth below is qualified in its entirety by the more detailed explanation set forth elsewhere in this pricing supplement and the accompanying prospectus supplement and prospectus.

What Are the Notes?

The notes are commodity-linked securities issued by Citigroup Funding Inc. that have a maturity of approximately fifteen months. Each series of notes bears interest at a rate of 4.45% per annum, payable quarterly on the 22^nd of each February, May, August and November, beginning on May 22, 2007 and ending on the maturity date. Each series of notes pays an amount at maturity that will depend upon the ratio between the London Metal Exchange’s (“LME”) cash settlement price of the applicable metal (which we refer to as the metal cash settlement price), on the third business day before maturity (which we refer to as the valuation date) and the closing price of that metal’s LME 15-month forward contract (which we refer to as the 15-month forward contract price), on the date of this pricing supplement (which we refer to as the pricing date). If the cash settlement price of a metal on the valuation date is less than that metal’s 15-month forward contract price on the pricing date, the amount you receive at maturity will be less than your initial investment in the notes, and could be zero.

The notes mature on May 22, 2008, and do not provide for earlier redemption by you or by us. The notes are a series of unsecured senior debt securities issued by Citigroup Funding. Any payments due on the notes are fully and unconditionally guaranteed by Citigroup Inc., Citigroup Funding’s parent company. The notes will rank equally with all other unsecured and unsubordinated debt of Citigroup Funding, and, as a result of the guarantee, any payments due under the notes will rank equally with all other unsecured and unsubordinated debt of Citigroup.

You may transfer the notes only in minimum denominations and integral multiples of US$1,000. You will not have the right to receive physical certificates evidencing your ownership except under limited circumstances. Instead, we will issue the notes in the form of a global certificate, which will be held by the Depository Trust Company or its nominee. Direct and indirect participants in DTC will record beneficial ownership of the notes by individual investors. Accountholders in the Euroclear or Clearstream clearance systems may hold beneficial interests in the notes through the accounts that each of these systems maintains as a participant in DTC. You should refer to the sections, “Description of the Notes — Book-Entry System” in the accompanying prospectus supplement and the section “Book-Entry Procedures and Settlement” in the accompanying prospectus.

Will I Receive Interest on the Notes?

The notes bear interest at the rate of 4.45% per annum, from and including February 22, 2007 to but excluding May 22, 2008. We will pay interest in cash quarterly on the 22^nd of each February, May, August and November, commencing on May 22, 2007 and ending on May 22, 2008.

What Will I Receive at Maturity of the Notes?

The notes mature on May 22, 2008. You will receive at maturity, an amount in cash equal to the principal amount of notes you then hold multiplied by the LME cash settlement price, in U.S. dollars, of the applicable metal on the valuation date, divided by the closing price, in U.S. dollars, of that metal’s LME 15-month forward contract on the pricing date, plus any accrued and unpaid interest.

PS-2

How Will the Maturity Payment be Calculated?

The maturity payment amount will be based on the ratio between the metal cash settlement price and the 15-month forward contract price of the applicable metal. For each series of notes, the maturity payment will equal the product of (a) the principal amount of notes you hold at maturity and (b) the metal price return (defined below).

The metal price return will equal the following fraction:

Metal Cash Settlement Price

15-Month Forward Contract Price

The 15-month forward contract price will equal the closing price of the applicable metal’s LME 15-month forward contract, stated in U.S. dollars, on the pricing date, as quoted on the relevant Reuters page specified below. The closing price of each metal’s 15-month forward contract on the pricing date is:

Metal	Closing Price of Metal’s 15-Month Forward Contract Price
Aluminum	$	2,614.00
Copper	$	5,570.00
Lead	$	1,475.00
Nickel	$	31,700.00
Tin	$	12,050.00
Zinc	$	3,110.00

The relevant Reuters page quoting the closing price of each metal’s 15-month forward contract on the pricing date is:

15-Month Forward Contract Code	Metal	Reuters Page
MAY08	Aluminum	MAL/CLS1
MAY08	Copper	MCU/CLS1
MAY08	Lead	MPB/CLS1
MAY08	Nickel	MNI/CLS1
MAY08	Tin	MSN/CLS1
MAY08	Zinc	MZN/CLS1

The metal cash settlement price will equal the LME cash settlement price, stated in U.S. dollars, of the applicable metal on the valuation date, as quoted on the relevant Reuters page specified below or any successor page. The relevant Reuters page quoting the cash settlement price of each metal is:

Metal	Reuters Page
Aluminum	SETTMAL01
Copper	SETTMCU01
Lead	SETTMPB01
Nickel	SETTMNI01
Tin	SETTMSN01

PS-3

Zinc SETTMZN01

If the LME cash settlement price of a metal on the valuation date is not reported on the relevant Reuters page or any successor page but is otherwise published by the London Metal Exchange Ltd., the cash settlement price for that metal on the valuation date will be determined by reference to the cash settlement price of that metal published by the London Metal Exchange Ltd. If the LME cash settlement price of a metal is unavailable on the valuation date because of a market disruption event or otherwise, the cash settlement price of that metal on the valuation date, unless deferred by the calculation agent as described below, will be the arithmetic mean, as determined by the calculation agent, of the cash settlement price of metal on the valuation date obtained from as many dealers in the relevant metal (which may include Citigroup Global Markets Inc. or any of our other affiliates), but not exceeding three such dealers, as will make such price available to the calculation agent. The determination of the cash settlement price of the relevant metal by the calculation agent in the event of a market disruption event may be deferred by the calculation agent for up to three consecutive business days on which a market disruption event is occurring, but not past the business day prior to maturity.

For more specific information about the “maturity payment,” and the determination of a “business day” and a “market disruption event,” please see “Description of the Notes – Maturity Payment” in this pricing supplement.

Who Publishes the Metal Cash Settlement Prices?

Unless otherwise stated, all information on the cash settlement prices of metals provided in this pricing supplement is derived from London Metal Exchange Ltd. or other publicly available sources. The cash settlement price for each metal is set daily during the second “ring” or round of trading at the LME. The second ring commences at 12:30 p.m. London, England time, during which session only those broker members permitted to take part in ring trading may process their clients’ orders on the trading floor. At present there are 11 “ring dealers.” The cash settlement price for each of the metals is the last cash offer price quoted at the end of the five-minute ring relating to that metal in the second ring session of the day.

Please note that an investment in the notes does not entitle you to any ownership or other interest in any metal.

How Have the Metal Cash Settlement Prices Performed Historically?

We have provided tables showing the high and low cash settlement prices of each metal for each quarterly period since the first quarter of 2002 and graphs showing the daily prices of each metal from January 2, 2002 through February 14, 2007. You can find the tables and the graphs in the section “Description of the Cash Settlement Prices of the Metals—Historical Data on the Cash Settlement Prices of the Metals” in this pricing supplement. We have provided this historical information to help you evaluate the behavior of the cash settlement prices of the metals in recent years. However, past performance is not indicative of how the cash settlement price of any of the metals will perform in the future. You should also refer to the section “Risk Factors Relating to the Notes—The Historical Performance of the Cash Settlement Price of a Metal Is Not an Indication of the Future Performance of the Cash Settlement Price of the Metal” in this pricing supplement.

Can You Tell Me More About the Effect of Citigroup Funding’s Hedging Activity?

We expect to hedge our obligations under the notes through one or more of our affiliates. This hedging activity will likely involve trading in the metals or in other instruments, such as options, swaps or futures, based on the cash settlement prices of the metals. This hedging activity may result in us or our affiliates receiving a profit, even if the market value of the notes declines. The costs of maintaining or adjusting this hedging activity could affect the price at which our affiliate Citigroup Global Markets may be willing to purchase your notes in the secondary market. You should refer to “Risk Factors Relating to the Notes — The Price at Which You Will Be Able to Sell Your Notes Prior to Maturity Will Depend on a Number of Factors and May Be Substantially Less Than the Amount You Originally Invest” in this pricing supplement, “Risk Factors — Citigroup Funding’s Hedging

PS-4

Activity Could Result in a Conflict of Interest” in the accompanying prospectus supplement and “Use of Proceeds and Hedging” in the accompanying prospectus.

What Are the U.S. Federal Income Tax Consequences of Investing in the Notes?

In purchasing a note, you agree with Citigroup Funding that you and Citigroup Funding intend to treat a note for U.S. federal income tax purposes as a cash-settled prepaid forward purchase contract to purchase the metal. In addition, you and Citigroup Funding agree to treat the amounts invested by you as a cash deposit that will be used to satisfy your purchase obligation under the notes. Under this treatment, holders generally will be required to include the cash distributions on the notes as ordinary income at the time such amounts are accrued or received in accordance with their method of accounting. In addition, under this treatment, at maturity or upon the sale or other taxable disposition of the notes, you will generally have a capital gain or loss equal to the difference between the cash you receive and your adjusted tax basis in the notes. Such capital gain or loss will generally be long-term if you have held your notes for more than a year at the time of the disposition. Due to the absence of authority as to the proper characterization of the notes, no assurance can be given that the Internal Revenue Service will accept, or that a court will uphold, the characterization and tax treatment described above. You should refer to the section “Certain United States Federal Income Tax Considerations” in this pricing supplement for more information.

Will the Notes Be Listed on a Stock Exchange?

The notes will not be listed on any exchange.

Can You Tell Me More About Citigroup and Citigroup Funding?

Citigroup is a diversified global financial services holding company whose businesses provide a broad range of financial services to consumer and corporate customers. Citigroup Funding is a wholly-owned subsidiary of Citigroup whose business activities consist primarily of providing funds to Citigroup and its subsidiaries for general corporate purposes.

What Is the Role of Citigroup Funding’s and Citigroup’s Affiliates, Citigroup Global Markets and Citibank, N.A.?

Our affiliate, Citigroup Global Markets, is the agent for the offering and sale of the notes. After the initial offering, Citigroup Global Markets and/or other of our broker-dealer affiliates currently intends, but is not obligated, to buy and sell the notes to create a secondary market for holders of the notes, and may engage in other activities described in the section “Plan of Distribution” in this pricing supplement, the accompanying prospectus supplement and the prospectus. However, neither Citigroup Global Markets nor any of these affiliates will be obligated to engage in any market-making activities, or continue those activities once it has started them.

Our affiliate, Citibank, N.A., will act as calculation agent for the notes. Potential conflicts of interest may exist between Citibank, N.A. as calculation agent and you as a holder of the notes.

Are There Any Risks Associated With My Investment?

Yes, the notes are subject to a number of risks. Please refer to the section “Risk Factors Relating to the Notes” in this pricing supplement.

PS-5

RISK FACTORS RELATING TO THE NOTES

An investment in the notes entails significant risks not associated with similar investments in a conventional debt security, including, among other things, fluctuations in the cash settlement prices of the metals, and other events that are difficult to predict and beyond our control.

You Will Lose a Portion of Your Investment, and Could Lose Your Entire Investment, If the Metal Cash Settlement Price is Less than the 15-Month Forward Contract Price of that Metal

The amount of the maturity payment will depend on the metal price return, which is determined by the LME cash settlement price of the relevant metal on the valuation date and the closing price of that metal’s LME 15-month forward contract on the pricing date. If the relevant metal cash settlement price is zero, the principal amount you receive at maturity will be zero. If the relevant metal cash settlement price is less than the 15-month forward contract price on the valuation date, the principal amount you receive at maturity will be less than the amount initially invested in the notes. This will be true even if the relevant metal cash settlement price is greater than or equal to the 15-month forward contract price at one or more times during the term of the notes, but the relevant metal cash settlement price on the valuation date is less than the 15-month forward contract price.

The Yield on the Notes May Be Lower Than the Yield On a Standard Debt Security of Comparable Maturity

From and including February 22, 2007, the notes bear interest at the rate of 4.45% per annum, and will pay a maturity payment equal to the metal price return multiplied by the principal amount of notes you hold at maturity. As a result, if the metal price return is equal to or less than 0.8125%, your yield to maturity will be less than that which would be payable on a conventional fixed-rate, non-callable debt security of Citigroup Funding of comparable maturity.

Metal Cash Settlement Prices Are Highly Volatile and Affected by Many Complex Factors

Metal cash settlement prices are highly volatile and are affected by numerous factors in addition to economic activity. These include global or regional financial, regulatory, judicial or political events, labor activity and supply disruptions in major producing or consuming regions such as Latin America, the United States and Africa. Such events tend to affect metal cash settlement prices worldwide, regardless of the location of the event. It is not possible to predict the aggregate effect of all or any combination of these factors on metal cash settlement prices. If these factors result in a decrease in metal cash settlement prices, it may reduce the amount of the maturity payment and/or the value of the notes in the secondary market.

The Price at Which You Will Be Able to Sell Your Notes Prior to Maturity Will Depend on a Number of Factors and May Be Substantially Less Than the Amount You Originally Invest

We believe that the value of the notes in any secondary market will be affected by supply of and demand for the notes, the applicable metal cash settlement price and a number of other factors. Some of these factors are interrelated in complex ways. As a result, the effect of any one factor may be offset or magnified by the effect of another factor. The following paragraphs describe what we expect to be the impact on the market value of the notes of a change in a specific factor, assuming all other conditions remain constant.

Metal Cash Settlement Price. We expect that the market value of the notes at any time will depend on the May 2008 forward price for the relevant metal. If you choose to sell your notes when the May 2008 forward price is less than the May 2008 forward price at pricing date (the 15-month forward price on pricing date), you may receive substantially less than the principal amount of your notes.

The metal cash settlement prices will be influenced by complex and interrelated political, economic, financial and other factors that can affect the markets on which the relevant metal is traded. These factors are described in more detail in “— Metal Cash Settlement Prices Are Highly Volatile and Affected by Many Complex Factors” above.

PS-6

Volatility of the Metal Cash Settlement Price. Volatility is the term used to describe the size and frequency of market fluctuations. If the expected volatility of the relevant metal cash settlement price during the term of the notes changes, the market value of the notes may change.

Interest Rates. We expect that the market value of the notes will be affected by changes in U.S. interest rates. In general, if U.S. interest rates increase, the market value of the notes may decrease, and if U.S. interest rates decrease, the market value of the notes may increase.

Hedging Activities. Hedging activities related to the notes by one or more of our affiliates will likely involve trading in one or more instruments, such as options, swaps or futures, based upon the metal cash settlement prices. This hedging activity could affect the market value of the notes. It is possible that we or our affiliates may profit from our hedging activity, even if the market value of the notes declines. Profit or loss from this hedging activity could affect the price at which our affiliate Citigroup Global Markets may be willing to purchase your notes in the secondary market.

Citigroup Funding and Citigroup’s Credit Ratings, Financial Condition and Results. Actual or anticipated changes in our credit ratings, financial condition or results or those of Citigroup may affect the market value of the notes. The notes are subject to the credit risk of Citigroup, the guarantor of any payments due on the notes.

We want you to understand that the impact of one of the factors specified above, such as an increase in interest rates, may offset some or all of any change in the market value of the notes attributable to another factor, such as an increase in the metal cash settlement price.

The Historical Performance of the Cash Settlement Price of a Metal Is Not an Indication of the Future Performance of Cash Settlement Price of that Metal

The historical performance of the cash settlement price of each metal, which is included in this pricing supplement, should not be taken as an indication of the future performance of that metal’s cash settlement prices during the term of the notes or on the valuation date. Changes in the relevant metal’s cash settlement price will affect the trading price of the notes and the amount of the maturity payment, but it is impossible to predict whether the metal’s cash settlement price will rise or fall.

You Will Not Have Any Rights with Respect to any Metal

You will not own or have any beneficial or other legal interest in, and will not be entitled to any rights with respect to, any metal. The notes are debt securities issued by Citigroup Funding, not an interest in any metal or a futures contract or commodity option based on the price of any metal.

You May Not Be Able to Sell Your Notes If an Active Trading Market for the Notes Does Not Develop

The notes have not been and will not be listed on any exchange. There is currently no secondary market for the notes. Citigroup Global Markets and/or other of Citigroup Funding’s affiliated dealers currently intend, but are not obligated, to make a market in the notes. Even if a secondary market does develop, it may not be liquid and may not continue for the term of the notes. If the secondary market for the notes is limited, there may be few buyers should you choose to sell your notes prior to maturity and this may reduce the price you receive.

Citibank, N.A. Is the Calculation Agent, Which Could Result in a Conflict of Interest

Citibank, N.A., which is acting as the calculation agent for the notes, is an affiliate of ours. As a result, Citibank, N.A.’s duties as calculation agent, including with respect to certain determinations and judgments that the calculation agent must make in determining amounts due to you, may conflict with its interest as an affiliate of ours.

PS-7

The United States Federal Income Tax Consequences of the Notes Are Uncertain

No statutory, judicial or administrative authority directly addresses the characterization of the notes for U.S. federal income tax purposes. As a result, significant aspects of the U.S. federal income tax consequences of an investment in the notes are not certain. No ruling is being requested from the Internal Revenue Service with respect to the notes and no assurance can be given that the Internal Revenue Service will agree with the conclusions expressed under “Certain United States Federal Income Tax Considerations” in this pricing supplement. Alternative characterizations of the notes may affect the U.S. tax consequences of an investment in the notes, including for non-U.S. investors.

PS-8

DESCRIPTION OF THE NOTES

The description in this pricing supplement of the particular terms of the Notes supplements, and to the extent inconsistent therewith replaces, the descriptions of the general terms and provisions of the registered Notes set forth in the accompanying prospectus and prospectus supplement.

General

The Notes Based Upon a Metal 15-Month Forward Contract Price and a Metal Cash Settlement Price Due 2008 (the “Notes”) are commodity-linked securities issued by Citigroup Funding that have a maturity of approximately fifteen months. The Notes pay an amount at maturity that will depend on the ratio between the applicable Metal Cash Settlement Price on the Valuation Date and the corresponding 15-Month Forward Contract Price on the Pricing Date. If the Metal Cash Settlement Price on the Valuation Date is less than the corresponding 15-Month Forward Contract Price on the Pricing Date, the Maturity Payment will equal less than your initial investment in the Notes and could be zero.

The Notes are six series of unsecured senior debt securities issued by Citigroup Funding under the senior debt indenture described in the accompanying prospectus supplement and prospectus and any payments due under the Notes are fully and unconditionally guaranteed by Citigroup. The aggregate principal amount of Aluminum Notes issued will be $17,000,000 (17,000 Aluminum Notes). The aggregate principal amount of Copper Notes issued will be $31,000,000 (31,000 Copper Notes). The aggregate principal amount of Lead Notes issued will be $5,000,000 (5,000 Lead Notes). The aggregate principal amount of Nickel Notes issued will be $23,000,000 (23,000 Nickel Notes). The aggregate principal amount of Tin Notes issued will be $4,000,000 (4,000 Tin Notes). The aggregate principal amount of Zinc Notes issued will be $11,000,000 (11,000 Zinc Notes). The Notes will mature on May 22, 2008, will constitute part of the senior debt of Citigroup Funding, and will rank equally with all other unsecured and unsubordinated debt of Citigroup Funding. As a result of the guarantee, any payments due under the Notes will rank equally with all other unsecured and unsubordinated debt of Citigroup. The Notes will be issued only in fully registered form and in denominations of US$1,000 per Note and integral multiples thereof.

Reference is made to the accompanying prospectus supplement and prospectus for a detailed summary of additional provisions of the Notes and of the senior debt indenture under which the Notes will be issued.

Payment at Maturity

At maturity, you will receive an amount in cash equal to the principal amount of Notes you then hold multiplied by the Metal Cash Settlement Price divided by the 15-Month Forward Contract Price, plus accrued and unpaid interest.

Interest

Interest on the Notes, if any, will be payable quarterly on the 22^nd of each February, May, August and November, beginning on May 22, 2007 and ending on May 22, 2007.

The Notes will bear interest at a fixed rate equal to 4.45% per annum, from and including February 22, 2007 to but excluding May 22, 2008. Interest will be calculated on the basis of a 360-day year comprised of twelve 30-day months or, in the case of an incomplete month, the number of days elapsed.

Interest will be payable to the persons in whose names the Notes are registered at the close of business on the Business Day preceding each Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to be made on that Interest Payment Date will be made on the next succeeding Business Day, unless that day falls in the next calendar month, in which case the Interest Payment Date will be the first preceding Business Day. Such payment will have the same force and effect as if made on that Interest Payment Date, and no additional interest will accrue as a result of delayed payment.

PS-9

Business Day means any day that is not a Saturday, a Sunday or a day on which the securities exchanges or banking institutions or trust companies in the City of New York are authorized or obligated by law or executive order to close.

Maturity Payment

The Maturity Payment will be based on the ratio between the Metal Cash Settlement Price and the 15-Month Forward Contract Price. The Maturity Payment Amount will equal the product of (a) the principal amount Notes you hold at maturity and (b) the Metal Price Return as described below.

The “Metal Price Return” will equal the following fraction:

Metal Cash Settlement Price

15-Month Forward Contract Price

The “15-Month Forward Contract Price” will equal the closing price of the applicable Metal’s LME 15-month forward contract, stated in U.S. dollars, on the Pricing Date, as quoted on the relevant Reuters page specified below. The 15-Month Forward Contract Price for each series of Notes is:

Metal	Closing Price of Metal’s 15-Month Forward Contract Price
Aluminum	$	2,614.00
Copper	$	5,570.00
Lead	$	1,475.00
Nickel	$	31,700.00
Tin	$	12,050.00
Zinc	$	3,110.00

The relevant Reuters page quoting the 15-Month Forward Contract Price on the Pricing Date is:

15-Month Forward Contract Code	Metal	Reuters Page
MAY08	Aluminum	MAL/CLS1
MAY08	Copper	MCU/CLS1
MAY08	Lead	MPB/CLS1
MAY08	Nickel	MNI/CLS1
MAY08	Tin	MSN/CLS1
MAY08	Zinc	MZN/CLS1

The “Metal Cash Settlement Price” will equal the LME cash settlement price, stated in U.S. dollars, of the applicable Metal on the Valuation Date, as quoted on the relevant Reuters page specified below or any successor page. The relevant Reuters page quoting the Metal Settlement Price of each Metal is:

Metal	Reuters Page
Aluminum	SETTMAL01
Copper	SETTMCU01

PS-10

Lead	SETTMPB01
Nickel	SETTMNI01
Tin	SETTMSN01
Zinc	SETTMZN01

The “Pricing Date” means February 15, 2007, the date of this pricing supplement.

The “Valuation Date” will be the third Business Day before the maturity date.

If the LME Cash Settlement Price of a Metal on the Valuation Date is not reported on the relevant Reuters page or any successor page but is otherwise published by the London Metal Exchange Ltd., the Cash Settlement Price for that Metal on the Valuation Date will be determined by reference to the Cash Settlement Price of that Metal published by the London Metal Exchange Ltd. If the LME Cash Settlement Price of a Metal is unavailable on the Valuation Date because of a Market Disruption Event or otherwise, the Cash Settlement Price of that Metal on the Valuation Date, unless deferred by the calculation agent as described below, will be the arithmetic mean, as determined by the calculation agent, of the Cash Settlement Price of that Metal on the Valuation Date obtained from as many dealers in the relevant Metal (which may include Citigroup Global Markets or any of our other affiliates), but not exceeding three such dealers, as will make such price available to the calculation agent. The determination of the Cash Settlement Price of the relevant Metal by the calculation agent in the event of a Market Disruption Event may be deferred by the calculation agent for up to three consecutive Business Days on which a Market Disruption Event is occurring, but not past the Business Day prior to maturity.

“Business Day” means any day that is not a Saturday, a Sunday or a day on which the securities exchanges or banking institutions or trust companies in the City of New York or in London, England are authorized or obligated by law or executive order to close.

A “Market Disruption Event” means, as determined by the calculation agent in its sole discretion, the occurrence or existence of any suspension of or limitation imposed on trading (by reason of movements in price exceeding limits permitted by any relevant exchange or market or otherwise) of, or the unavailability through a recognized system of public dissemination of transaction information, for a period longer than two hours, or during the one-half hour period preceding the close of trading, on the applicable exchange or market, of accurate price, volume or related information in respect of (a) a Metal or (b) any options or futures contracts, or any options on such futures contracts relating to that Metal on any exchange or market if, in each case, in the determination of the calculation agent, any such suspension, limitation or unavailability is material.

Redemption at the Option of the Holder; Defeasance

The Notes are not subject to redemption at the option of any holder prior to maturity and are not subject to the defeasance provisions described in the accompanying prospectus under “Description of Debt Securities—Defeasance.”

Default Interest Rate

In case of default in payment at maturity of any series of Notes or on any Interest Payment Date, the Notes will bear interest, payable upon demand of the beneficial owners of the Notes in accordance with the terms of the Notes, from and after the maturity date or relevant Interest Payment Date through the date when payment of the unpaid amount has been made or duly provided for, at the rate of 5.75% per annum on the unpaid amount due. If default interest is required to be calculated for a period of less than one year, it will be calculated on the basis of the actual number of days elapsed and a 360-day year consisting of twelve 30-day months.

PS-11

Paying Agent and Trustee

Citibank, N.A. will serve as paying agent and registrar for the Notes and will also hold the global security representing the Notes as custodian for DTC. The Bank of New York, as successor trustee under an indenture dated as of June 1, 2005, will serve as trustee for the Notes.

Calculation Agent

The calculation agent for the Notes will be Citibank, N.A. All determinations made by the calculation agent will be at the sole discretion of the calculation agent and will, in the absence of manifest error, be conclusive for all purposes and binding on Citigroup Funding, Citigroup and the holders of the Notes. Because the calculation agent is an affiliate of Citigroup Funding and Citigroup, potential conflicts of interest may exist between the calculation agent and the holders of the Notes, including with respect to certain determinations and judgments that the calculation agent must make in determining amounts due to holders of the Notes. Citibank, N.A. is obligated to carry out its duties and functions as calculation agent in good faith and using its reasonable judgment.

PS-12

DESCRIPTION OF THE CASH SETTLEMENT PRICES OF THE METALS

General

The Metal Price Return will be determined by reference to the applicable Metal Settlement Price set by the London Metal Exchange (“LME”). We have derived all information regarding the method by which the LME arrives at the Metal Cash Settlement Price from publicly available sources without independent verification. Such information reflects the policies of, and is subject to change without notice by, the LME. We make no representation or warranty as to the accuracy or completeness of such information.

The Metal Cash Settlement Price for each Metal is set during the second “ring” or round of trading at the LME. The second ring commences at 12:30 p.m. London, England time, during which session only those broker members permitted to take part in ring trading may process their clients’ orders on the trading floor. At present there are 11 “ring dealers.” The Metal Cash Settlement Price for each of the Metals is determined at the end of the five-minute ring relating to that Metal in the second ring session of the day. The Metal Cash Settlement Price is the last cash offer price quoted for the applicable Metal at the end of the second ring session.

Disclaimer

The Notes are not sponsored, endorsed, sold or promoted by the LME or by any member thereof. The LME makes no representation or warranty, express or implied, to the purchasers of the Notes or any member of the public regarding the advisability of investing in securities generally or in the Notes particularly or the ability of the LME Metal Cash Settlement Price to track general market performance of Metal price. The LME has no relationship to Citigroup Funding and Metal Cash Settlement Prices are determined without regard to any of Citigroup Funding or the Notes. The LME has no obligation to take the needs of Citigroup Funding or the owners of the Notes into consideration in determining the Metal Cash Settlement Price. The LME is not responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Notes to be issued or in the determination or calculation of the equation by which the Notes are to be converted into cash. The LME has no obligation or liability in connection with the administration, marketing or trading of the Notes.

Historical Data on the Aluminum Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of aluminum, as reported by Reuters. These historical data on the cash settlement price of aluminum are not indicative of the future performance of the cash settlement price of aluminum or what the value of the Aluminum Notes may be. Any historical upward or downward trend in the cash settlement price of aluminum during any period set forth below is not an indication that the cash settlement price of aluminum is more or less likely to increase or decrease at any time during the term of the Aluminum Notes.

	High		Low
2002
Quarter
First	US$	1438.00	US$	1313.00
Second		1398.00		1318.00
Third		1370.00		1279.00
Fourth		1399.00		1275.50
2003
Quarter
First		1459.00		1340.50
Second		1440.50		1314.50
Third		1505.00		1378.00
Fourth		1592.50		1415.00

PS-13

	High	Low
2004
Quarter
First	1754.00	1578.50
Second	1826.00	1575.00
Third	1812.00	1647.00
Fourth	1964.00	1748.00
2005
Quarter
First	2031.50	1809.00
Second	1991.00	1694.00
Third	1909.00	1675.00
Fourth	2289.00	1831.00
2006
Quarter
First	2634.00	2267.00
Second	3275.00	2397.50
Third	2614.00	2367.50
Fourth	2886.00	2480.00
2007
Quarter
First (through February 15)	2953.00	2682.00

The LME cash settlement price of aluminum on February 15, 2007, as reported on Reuters page SETTMAL01, was $2,919.00.

The following graph illustrates the historical performance of the LME cash settlement price of aluminum, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of aluminum are not indicative of future cash settlement prices of aluminum.

PS-14

Historical Data on the Copper Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of copper, as reported by Reuters. These historical data on the cash settlement price of copper are not indicative of the future performance of the cash settlement price of copper or what the value of the Copper Notes may be. Any historical upward or downward trend in the cash settlement price of copper during any period set forth below is not an indication that the cash settlement price of copper is more or less likely to increase or decrease at any time during the term of the Copper Notes.

	High		Low
2002
Quarter
First	US$	1650.50	US$	1421.00
Second		1689.50		1551.00
Third		1667.50		1434.50
Fourth		1649.50		1429.00
2003
Quarter
First		1728.00		1544.50
Second		1711.50		1564.00
Third		1824.50		1638.00
Fourth		2321.00		1790.50
2004
Quarter
First		3105.50		2337.00
Second		3170.00		2554.00
Third		3066.00		2700.00
Fourth		3287.00		2835.00

PS-15

	High	Low
2005
Quarter
First	3424.50	3072.00
Second	3670.00	3113.00
Third	3978.00	3444.00
Fourth	4650.00	3905.00
2006
Quarter
First	5527.50	4537.00
Second	8788.00	5561.00
Third	8233.00	7230.00
Fourth	7740.00	6290.00
2007
Quarter
First (through February 15)	6201.00	5225.50

The LME cash settlement price of copper, on February 15, 2007, as reported on Reuters page SETTMCU01, was $5,835.00.

The following graph illustrates the historical performance of the LME cash settlement price of copper, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of copper are not indicative of future cash settlement prices of copper.

PS-16

Historical Data on the Lead Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of lead, as reported by Reuters. These historical data on the cash settlement price of lead are not indicative of the future performance of the cash settlement price of lead or what the value of the Lead Notes may be. Any historical upward or downward trend in the cash settlement price of lead during any period set forth below is not an indication that the cash settlement price of lead is more or less likely to increase or decrease at any time during the term of the Lead Notes.

	High		Low
2002
Quarter
First	US$	538.00	US$	469.00
Second		483.00		434.00
Third		458.00		404.50
Fourth		476.00		402.50
2003
Quarter
First		486.00		428.00
Second		484.50		429.00
Third		542.50		469.50
Fourth		739.50		551.00
2004
Quarter
First		975.00		730.00
Second		925.00		696.50
Third		1039.00		873.50

PS-17

	High	Low
Fourth	1056.00	873.00
2005
Quarter
First	1033.50	912.00
Second	1020.00	927.00
Third	1015.00	824.00
Fourth	1155.50	970.00
2006
Quarter
First	1448.00	1101.00
Second	1316.00	914.50
Third	1425.00	975.50
Fourth	1809.00	1411.00
2007
Quarter
First (through February 15)	1780.00	1575.00

The LME cash settlement price of lead, on February 15, 2007, as reported on Reuters page SETTMPB01, was $1,780.00.

The following graph illustrates the historical performance of the LME cash settlement price of lead, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of lead are not indicative of future cash settlement prices of lead.

PS-18

Historical Data on the Nickel Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of nickel, as reported by Reuters. These historical data on the cash settlement price of nickel are not indicative of the future performance of the cash settlement price of nickel or what the value of the Nickel Notes may be. Any historical upward or downward trend in the cash settlement price of nickel during any period set forth below is not an indication that the cash settlement price of nickel is more or less likely to increase or decrease at any time during the term of the Nickel Notes.

	High	Low
2002
Quarter
First	US$6860.00	US$5625.00
Second	7440.00	6495.00
Third	7725.00	6305.00
Fourth	7565.00	6445.00
2003
Quarter
First	9105.00	7210.00
Second	9550.00	7710.00
Third	10325.00	8330.00
Fourth	16670.00	10250.00
2004
Quarter
First	17770.00	12200.00
Second	15330.00	10530.00
Third	159800.00	12050.00
Fourth	16595.00	12685.00

PS-19

	High	Low
2005
Quarter
First	16565.00	14035.00
Second	17750.00	14520.00
Third	15600.00	13410.00
Fourth	14120.00	11500.00
2006
Quarter
First	15340.00	13505.00
Second	23100.00	15600.00
Third	34750.00	22690.00
Fourth	35455.00	29995.00
2007
Quarter
First (through February 15)	41605.00	32900.00

The LME cash settlement price of nickel, on February 15, 2007, as reported on Reuters page SETTMNI01 was $41,605.00.

The following graph illustrates the historical performance of the LME cash settlement price of nickel, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of nickel are not indicative of future cash settlement prices of nickel.

PS-20

Historical Data on the Tin Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of tin, as reported by Reuters. These historical data on the cash settlement price of tin are not indicative of the future performance of the cash settlement price of tin or what the value of the Tin Notes may be. Any historical upward or downward trend in the cash settlement price of tin during any period set forth below is not an indication that the cash settlement price of tin is more or less likely to increase or decrease at any time during the term of the Tin Notes.

	High		Low
2002
Quarter
First	US$	3995.00	US$	3620.00
Second		4420.00		3935.00
Third		4500.00		3700.00
Fourth		4360.00		4095.00
2003
Quarter
First		4785.00		4260.00
Second		4795.00		4510.00
Third		5035.00		4580.00
Fourth		6565.00		5040.00
2004
Quarter
First		8470.00		6265.00

PS-21

	High	Low
Second	10100.00	8500.00
Third	9350.00	8650.00
Fourth	9280.00	7670.00
2005
Quarter
First	8700.00	7075.00
Second	8280.00	7240.00
Third	7425.00	6335.00
Fourth	7050.00	5990.00
2006
Quarter
First	8200.00	6595.00
Second	9750.00	7650.00
Third	9305.00	7900.00
Fourth	11900.00	8940.00
2007
Quarter
First (through February 15)	13175.00	10175.00

The LME cash settlement price of tin, on February 15, 2007, as reported on Reuters page SETTMSN01, was $13,175.00.

The following graph illustrates the historical performance of the LME cash settlement price of tin, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of tin are not indicative of future cash settlement prices of tin.

PS-22

Historical Data on the Zinc Cash Settlement Price

The following table sets forth, for each of the quarterly periods indicated, the high and low cash settlement price of zinc, as reported by Reuters. These historical data on the cash settlement price of zinc are not indicative of the future performance of the cash settlement price of zinc or what the value of the Zinc Notes may be. Any historical upward or downward trend in the cash settlement price of zinc during any period set forth below is not an indication that the cash settlement price of zinc is more or less likely to increase or decrease at any time during the term of the Zinc Notes.

	High		Low
2002
Quarter
First	US$	842.50	US$	759.00
Second		829.00		745.50
Third		829.00		725.50
Fourth		823.50		737.50
2003
Quarter
First		810.50		755.00
Second		809.00		741.00
Third		863.00		781.00
Fourth		1008.00		834.00
2004
Quarter
First		1155.50		1002.00
Second		1125.00		967.00
Third		1023.00		943.00
Fourth		1270.00		1004.50
2005
Quarter
First		1430.00		1197.50

PS-23

	High	Low
Second	1365.50	1216.00
Third	1439.00	1165.00
Fourth	1915.00	1405.00
2006
Quarter
First	2690.50	1912.00
Second	3990.00	2710.00
Third	3671.50	3125.50
Fourth	4619.50	3369.50
2007
Quarter
First (through February 15)	4259.00	3050.00

The LME cash settlement price of zinc, on February 15, 2007, as reported on Reuters page SETTMZN01, was $3,380.00.

The following graph illustrates the historical performance of the LME cash settlement price of zinc, as reported on Reuters, from January 2, 2002 through February 14, 2007. Past movements of the cash settlement price of zinc are not indicative of future cash settlement prices of zinc.

PS-24

CERTAIN UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS

The following discussion is a summary of the principal U.S. federal income tax consequences that may be relevant to a holder or a beneficial owner of the Notes that is a citizen or resident of the United States or a domestic corporation or otherwise subject to United States federal income tax on a net income basis in respect of the Notes (a “U.S. Holder”). All references to “holders” (including U.S. Holders) are to beneficial owners of the Notes. This summary is based on U.S. federal income tax laws, regulations, rulings and decisions in effect as of the date of this prospectus supplement, all of which are subject to change at any time (possibly with retroactive effect). As the law is technical and complex, the discussion below necessarily represents only a general summary.

This summary addresses the U.S. federal income tax consequences to U.S. Holders who are initial holders of the Notes and who will hold the Notes as capital assets. This summary does not address all aspects of U.S. federal income taxation that may be relevant to a particular holder in light of its individual investment circumstances or to certain types of holders subject to special treatment under the U.S. federal income tax laws, such as dealers in securities or foreign currency, financial institutions, insurance companies, tax-exempt organizations and taxpayers holding the Notes as part of a “straddle,” “hedge,” “conversion transaction,” “synthetic security” or other integrated financial transaction, or persons whose functional currency is not the U.S. dollar. Moreover, the effect of any applicable state, local or foreign tax laws is not discussed.

No statutory, judicial or administrative authority directly addresses the characterization of the Notes or instruments similar to the Notes for U.S. federal income tax purposes. As a result, significant aspects of the U.S. federal income tax consequences of an investment in the Notes are not certain. No ruling is being requested from the Internal Revenue Service (the “IRS”) with respect to the Notes and no assurance can be given that the IRS will agree with the conclusions expressed herein. ACCORDINGLY, A PROSPECTIVE INVESTOR (INCLUDING A TAX-EXEMPT INVESTOR) IN THE NOTES SHOULD CONSULT ITS TAX ADVISOR IN DETERMINING THE TAX CONSEQUENCES OF AN INVESTMENT IN THE NOTES, INCLUDING THE APPLICATION OF STATE, LOCAL OR OTHER TAX LAWS AND THE POSSIBLE EFFECTS OF CHANGES IN FEDERAL OR OTHER TAX LAWS.

In purchasing a Note, each holder agrees with Citigroup Funding that Citigroup Funding and such holder intend to treat a Note for U.S. federal income tax purposes as a cash-settled prepaid forward purchase contract to purchase the Metal at maturity, under the terms of which contract (a) at the time of issuance of the Notes the holder deposits irrevocably with Citigroup Funding a fixed amount of cash equal to the purchase price of the Notes to assure the fulfillment of the holder’s purchase obligation described in clause (c) below, which deposit will unconditionally and irrevocably be applied at maturity to satisfy such obligation, (b) until maturity Citigroup Funding will be obligated to pay interest on such deposit at a rate equal to the stated rate of interest on the Notes as compensation to the holder for Citigroup Funding’s use of such cash deposit during the term of the Notes and (c) at maturity such cash deposit unconditionally and irrevocably will be applied by Citigroup Funding in full satisfaction of the holder’s obligation under the forward purchase contract and Citigroup Funding will deliver to the holder the cash value of the Metal that the holder is entitled to receive at that time pursuant to the terms of the Notes. (Prospective investors should note that cash proceeds of this offering will not be segregated by Citigroup Funding during the term of the Notes, but instead will be commingled with Citigroup Funding’s other assets and applied in a manner consistent with the “Use of Proceeds and Hedging” in the accompanying prospectus.) Consistent with the above characterization, (i) amounts paid to Citigroup Funding in respect of the original issue of an Notes will be treated as allocable in their entirety to the amount of the cash deposit attributable to such Notes, and (ii) amounts denominated as interest that are payable with respect to the Notes will be characterized as interest payable on the amount of such deposit, includible annually in the income of a U.S. Holder as interest income in accordance with such holder’s method of accounting.

Under the above characterization of the Notes, a holder’s tax basis in a Note generally will equal the holder’s cost for that Note. At maturity or upon the sale or other taxable disposition of a Note, a U.S. Holder generally will recognize capital gain or loss equal to the difference between the amount realized at maturity or upon the sale or other taxable disposition (to the extent such amount is not attributable to accrued but unpaid interest, which will be taxed as such) and the U.S. Holder’s tax basis in the Notes. Such capital gain will be long-term, if the U.S. Holder has held the Notes for more than one year at the time of disposition.

PS-25

It is possible that the IRS could seek to characterize the Notes in a manner that results in tax consequences different from those described above. Under alternative characterizations of the Notes, it is possible, for example, that the Notes could be treated as a contingent payment debt instrument, or as including a debt instrument and a forward contract or two or more options. Under these alternative characterizations, the timing and character of income from the Notes could differ substantially.

Non-United States Persons

The following is a summary of certain United States federal income tax consequences that will apply to Non-U.S. Holders of the Notes. The term “Non-U.S. Holder” means a beneficial owner of a Note that is a non-resident alien individual or a foreign corporation. The interest payments received by a Non-U.S. Holder with respect to the Notes should not be subject to U.S. withholding tax, provided that such holder complies with applicable certification requirements. Any capital gain realized upon the sale or other disposition of the Notes by a Non-U.S. Holder will generally not be subject to U.S. federal income tax if (i) such gain is not effectively connected with a U.S. trade or business of such holder and (ii) in the case of an individual, such individual is not present in the United States for 183 days or more in the taxable year of the sale or other disposition or the gain is not attributable to a fixed place of business maintained by such individual in the United States.

Estate Tax

In the case of a holder of a Note that is an individual who will be subject to U.S. federal estate tax only with respect to U.S. situs property (generally an individual who at death is neither a citizen nor a domiciliary of the United States) or an entity the property of which is potentially includable in such an individual’s gross estate for U.S. federal estate tax purposes (for example, a trust funded by such an individual and with respect to which the individual has retained certain interests or powers), the holder of a Note should note that, absent an applicable treaty benefit, the Notes may be treated as U.S. situs property for U.S. federal estate tax purposes. Prospective investors are urged to consult your own tax advisors regarding the U.S. federal estate tax consequences of investing in the Notes.

Backup Withholding and Information Reporting

A U.S. Holder of a Note may be subject to information reporting and to backup withholding on certain amounts paid to the U.S. Holder unless such U.S. Holder (i) is a corporation or comes within certain other exempt categories and demonstrates this fact, or (ii) provides a correct taxpayer identification number, certifies as to no loss of exemption from backup withholding and otherwise complies with applicable requirements of the backup withholding rules. The amount of any backup withholding will be allowed as a credit against such U.S. Holder’s federal income tax liability and may entitle such U.S. Holder to a refund, provided that the required information is furnished to the IRS.

PS-26

PLAN OF DISTRIBUTION

The terms and conditions set forth in the Global Selling Agency Agreement dated April 20, 2006 among Citigroup Funding, Citigroup and the agents named therein, including Citigroup Global Markets, govern the sale and purchase of the Notes.

Citigroup Global Markets, acting as principal, has agreed to purchase from Citigroup Funding, and Citigroup Funding has agreed to sell to Citigroup Global Markets, $17,000,000 principal amount of Aluminum Notes (17,000 Aluminum Notes), $31,000,000 principal amount of Copper Notes (31,000 Copper Notes), $5,000,000 principal amount of Lead Notes (5,000 Lead Notes), $23,000,000 principal amount of Nickel Notes (23,000 Nickel Notes), $4,000,000 principal amount of Tin Notes (4,000 Tin Notes) and $11,000,000 principal amount of Zinc Notes (11,000 Zinc Notes), any payments due on which are fully and unconditionally guaranteed by Citigroup.

The Notes will not be listed on any exchange.

In order to hedge its obligations under the Notes, Citigroup Funding expects to enter into one or more swaps or other derivatives transactions with one or more of its affiliates. You should refer to the section “Risk Factor Relating to the Notes—The Price at Which You Will Be Able to Sell Your Notes Prior to Maturity Will Depend on a Number of Factors and May Be Substantially Less Than the Amount You Originally Invest” in this pricing supplement, “Risk Factors—Citigroup Funding’s Hedging Activity Could Result in a Conflict of Interest” in the accompanying prospectus supplement and the section “Use of Proceeds and Hedging” in the accompanying prospectus.

Citigroup Global Markets is an affiliate of Citigroup Funding. Accordingly, the offering will conform to the requirements set forth in Rule 2720 of the Conduct Rules of the National Association of Securities Dealers. Client accounts over which Citigroup or its affiliates have investment discretion are not permitted to purchase the Notes, either directly or indirectly.

ERISA MATTERS

Each purchaser of the Notes or any interest therein will be deemed to have represented and warranted on each day from and including the date of its purchase or other acquisition of the Notes through and including the date of disposition of such Notes that either:

(a) it is not (i) an employee benefit plan subject to the fiduciary responsibility provisions of ERISA, (ii) an entity with respect to which part of all of its assets constitute assets of any such employee benefit plan by reason of C.F.R. 2510.3-101 or otherwise, (iii) a plan described in Section 4975(e)(1) of the Internal Revenue Code of 1986, as amended (the “Code”) (for example, individual retirement accounts, individual retirement annuities or Keogh plans), or (iv) a government or other plan subject to federal, state or local law substantially similar to the fiduciary responsibility provisions of ERISA or Section 4975 of the Code (such law, provisions and Section, collectively, a “Prohibited Transaction Provision” and (i), (ii), (iii) and (iv), collectively, “Plans”); or

(b) if it is a Plan, either (A)(i) none of Citigroup Global Markets, its affiliates or any employee thereof is a Plan fiduciary that has or exercises any discretionary authority or control with respect to the Plan’s assets used to purchase the Notes or renders investment advice with respect to those assets, and (ii) the Plan is paying no more than adequate consideration for the Notes or (B) the representations and warranties described in the section “ERISA Matters” in the accompanying prospectus supplement are true.

Please also refer to the section “ERISA Matters” in the accompanying prospectus.

PS-27

You should rely only on the information contained or incorporated by reference in this pricing supplement and the accompanying prospectus supplement and prospectus. We are not making an offer of these securities in any state where the offer is not permitted. You should not assume that the information contained or incorporated by reference in this pricing supplement is accurate as of any date other than the date on the front of the document.

TABLE OF CONTENTS

	Page
Pricing Supplement
Summary Information -- Q&A	PS-2
Risk Factors Relating to the Notes	PS-6
Description of the Notes	PS-9
Description of the Cash Settlement Prices of the Metals	PS-13
Certain United States Federal Income Tax Considerations	PS-25
Plan of Distribution	PS-27
ERISA Matters	PS-27
Prospectus Supplement
Risk Factors	S-3
Important Currency Information	S-6
Description of the Notes	S-7
Certain United States Federal Income Tax Considerations	S-33
Plan of Distribution	S-40
ERISA Matters	S-41
Prospectus
Prospectus Summary	1
Forward-Looking Statements	6
Citigroup Inc.	6
Citigroup Funding Inc.	6
Use of Proceeds and Hedging	7
European Monetary Union	8
Description of Debt Securities	8
Description of Index Warrants	21
Description of Debt Security and Index Warrant Units	24
Limitations on Issuances in Bearer Form	25
Plan of Distribution	26
ERISA Matters	29
Legal Matters	29
Experts	29

Citigroup Funding Inc.

Medium-Term Notes, Series D

US$91,000,000

Notes Based Upon a Metal 15-Month Forward Contract Price

and a Metal Cash Settlement Price Due 2008

Due May 22, 2008

(US$1,000 Principal Amount per Note)

Payments Due from Citigroup Funding Inc.

Fully and Unconditionally Guaranteed

by Citigroup Inc.

Pricing Supplement

February 15, 2007

(Including Prospectus Supplement dated

April 13, 2006 and Prospectus dated

March 10, 2006)

Citigroup