Final Pricing Supplement

(TO PROSPECTUS SUPPLEMENT DATED APRIL 13, 2006 AND PROSPECTUS DATED MARCH 10, 2006)

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. and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality.

We expect that delivery of the notes will be made against payment therefor on or about October 29, 2007. Because the notes will not settle in T+3, purchasers who wish to trade the notes on the date hereof or the next following six business days will be required to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own investment advisor.

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 levels of the one-month U.S. dollar LIBOR and the SIFMA Municipal Swap Index, and other events that are difficult to predict and beyond our control.

The interest rate is a floating rate subject to an interest rate cap, except for the interest rate payable at maturity which is not subject to the interest rate cap. In the first two years, each semi-annual payment will be based on a fixed base interest rate. In the third year through to the maturity of the notes, each semi-annual payment will depend on the variable component for each interest period, which in turn will depend on the difference between the adjusted average weekly one-month U.S. dollar LIBOR rate and the average SIFMA index value in the observation period applicable to each interest period (which difference we refer to as the adjusted LIBOR-SIFMA spread). The amount of interest you accrue on the notes in any interest period after the first two years may decrease as a positive adjusted LIBOR-SIFMA spread decreases or a negative adjusted LIBOR-SIFMA spread becomes more negative. The amount of interest you accrue on the notes in any interest period after the first two years may decrease even if either or both of the one-month U.S. dollar LIBOR and the SIFMA index value increase in the observation period applicable to any interest period. In addition, after the first two years, you may not accrue any interest on the notes at all for any interest period where the variable component is negative and the absolute value of the variable component is greater than or equal to the fixed component for the relevant observation period. If this is true for every observation period, the interest paid on the notes will be zero.

As a result of the interest rate cap, the notes provide less opportunity for equity appreciation than similar securities based on the one-month U.S. dollar LIBOR and the SIFMA Municipal Swap Index. The interest rate cap limits the semi-annual payment to a rate of 7% per annum (except for the interest rate payable at maturity which is not subject to the interest rate cap). Thus the yield on the notes may be less than the yield on a similar security based on the one-month U.S. dollar LIBOR and the SIFMA Municipal Swap Index that is not subject to a cap on appreciation.

The Leverage Factor May Substantially Reduce Interest Rate on the Notes and May Lead to Pricing Fluctuations

The leverage factor in the interest rate formula after the first two years could result in the interest rate on the notes for any period being substantially lower than the fixed component, which could negatively impact the market value of the notes, even in cases where the negative spread between the adjusted average U.S. dollar LIBOR rate and the average SIFMA index value is relatively small.

After the first two years, the amount of interest you accrue on the notes, if any, will depend, in part, on the adjusted LIBOR-SIFMA spread, subject to the interest rate cap. In general, as the adjusted LIBOR-SIFMA spread decreases, so does the amount of interest payable on the notes. A number of factors can affect the adjusted LIBOR-SIFMA spread by changing the relative values of the average one-month U.S. dollar LIBOR rate and the average SIFMA index value. 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 adjusted LIBOR-SIFMA spread of a change in a specific factor, assuming all other conditions remain constant.

Marginal Tax Rates. Since variable-rate demand obligations that comprise the SIFMA index are exempt from US federal taxation, in general, a decrease in the marginal tax rates may reduce the adjusted LIBOR-SIFMA spread in the variable component.

Tax-Exempt Nature of Municipal Securities. Since variable-rate demand obligations that comprise the SIFMA index are exempt from US federal taxation, in general, any change in tax law that has an adverse impact on the tax-exemption of municipal securities may reduce the adjusted LIBOR-SIFMA spread in the variable component.

Tax Treatment of Comparable Securities. Variable-rate demand obligations that comprise the SIFMA index are exempt from US federal taxation, while non-municipal notes (which the strategy underlying the interest rate formula uses the LIBOR index to represent) are subject to federal taxation. Any change in tax law that gives more favorable treatment to non-municipal notes may reduce the adjusted LIBOR-SIFMA spread in the variable component.

The Supply and Demand for Municipal Securities. Various factors including reduced demand for or increased supply of municipal securities; fragmentation in the market for municipal securities; uncertainty regarding the rights of holders of municipal securities and illiquidity may reduce the adjusted LIBOR-SIFMA spread in the variable component.

These and other factors may have a negative impact on the payment of interest on the notes. In addition, these and other factors may have a negative impact on the value of your notes in the secondary market. See “—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” below.

You will be entitled to receive at least the full principal amount of your notes only if you hold the notes to maturity. The market value of the notes may fluctuate, and if you sell your notes in the secondary market prior to maturity you may receive less than your initial investment as the notes are not principal protected prior to maturity.

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

The notes bear interest, if any, semi-annually at the variable rate, which may be positive or zero. As a result, depending on the average of the interest rates for the observation period applicable to each interest period during the term of the notes, the effective yield on your notes may be less than that which is payable on a conventional fixed-rate debt security of Citigroup Funding of comparable maturity.

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 the secondary market will be affected by supply of and demand for the notes, the one-month U.S. dollar LIBOR and the SIFMA Municipal Swap Index 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.

The Adjusted LIBOR-SIFMA Spread. We expect that the market value of the notes at any given time will depend substantially on the adjusted LIBOR-SIFMA spread and the future expectations of the adjusted LIBOR-SIFMA spread. In general, if the adjusted LIBOR-SIFMA spread increases or is expected to increase in the future, the value of the notes may increase, and if the adjusted LIBOR-SIFMA spread decreases or is expected to decrease in the future, the value of the notes may decrease.

The Level of One-Month U.S. Dollar LIBOR. We expect that the market value of the notes at any given time may be affected by changes in the level of one-month U.S. dollar LIBOR . The level of the one-month U.S. dollar LIBOR will be influenced by complex and interrelated political, economic, financial and other factors that can affect the money markets generally and the London interbank market in particular.

Volatility of the One-Month U.S. Dollar LIBOR and the Adjusted LIBOR-SIFMA Spread. Volatility is the term used to describe the size and frequency of market fluctuations. If the expected volatility of the one-month U.S. dollar LIBOR and the adjusted LIBOR-SIFMA spread 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 could be adversely affected by any changes in U.S. interest rates. In general, we expect that the market value of the notes may decrease if U.S. interest rates increase, due to a corresponding decline in the value of the SIFMA Swap Index and that the market value of the notes also may decrease if U.S. interest rates decrease, due to an increase in the SIFMA/LIBOR ratio.

Hedging Activities. Hedging activities related to the notes by one or more of our affiliates will likely involve trading in instruments, such as options, swaps or futures, based upon one-month U.S. dollar LIBOR or the SIFMA Municipal Swap Index. This hedging activity could affect the market price of municipal swaps which in turn could affect the value of the SIFMA Municipal Swap Index and, therefore, the interest rate payable on, and 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 Citigroup Funding’s affiliate Citigroup Global Markets may be willing to purchase your notes in the secondary market.

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

We want you to understand that the impact of one of the factors specified above may offset some or all of any change in the market value of the notes attributable to another factor.

You Will Not Have Any Rights with Respect to Any Variable-Rate Demand Obligations (“VRDOs”) Comprising the SIFMA Municipal Swap Index

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 VRDOs underlying the SIFMA Municipal Swap Index. An investment in the notes does not constitute an investment in any VRDO underlying the SIFMA Municipal Swap Index. In addition, the interest you earn on the notes, if any, is not tax-exempt. You should refer to “Certain United States Federal Income Tax Considerations” in this pricing supplement for further information.

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.

Citigroup Financial Products Is the Calculation Agent, Which Could Result in a Conflict of Interest

Citigroup Financial Products, which is acting as the calculation agent for the notes, is an affiliate of ours. As a result, Citigroup Financial Products’ 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.

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 debt securities set forth in the accompanying prospectus and prospectus supplement.

The Principal-Protected Notes Based Upon the Levels of the One-month U.S. Dollar LIBOR and the SIFMA Municipal Swap Index Due 2019 (the “Notes”) are variable rate securities issued by Citigroup Funding that have a maturity of twelve years. The Notes pay an amount at maturity equal to US$1,000 per Note and pay semi-annual payments equal to a Base Interest Rate plus a Reserve Rate, if any, to the extent that the application of the Reserve Rate to increase Base Interest Rate does not result in the Interest Rate being greater than the Interest Rate Cap, except at maturity when the Interest Rate is not subject to the Interest Rate Cap. The Reserve Rate for any Interest Period will equal (a) the sum of all prior Base Interest Rates MINUS (b) the sum of all prior Interest Rates. The Interest Rate will vary and could be zero.

The per annum Base Interest Rate for each semi-annual Interest Period in the first two years of the Notes will equal 7.50%. The Base Interest Rate for the Observation Period applicable to each semi-annual Interest Period in the third year through to the maturity of the Notes will depend on the weekly levels of the One-month U.S. Dollar LIBOR and the SIFMA Municipal Swap Index during such Observation Period. In general, for each semi-annual Interest Period in the third year through to the maturity of the Notes, if the average of the SIFMA Municipal Swap Index value is equal to 65% of the arithmetic mean of the weekly One-month U.S. Dollar LIBOR (calculated as described under the section entitled “—Interest” below) during the Observation Period, the per annum Base Interest Rate in that Interest Period will accrue at a rate of 7.55% per annum. If the Average SIFMA Index Value is less than 65% of the Average U.S. Dollar LIBOR Rate during the Observation Period, the Base Interest Rate in such Interest Period will accrue at a rate of more than 7.55% per annum. Conversely, if the Average SIFMA Index Value is greater than 65% of the Average U.S. Dollar LIBOR Rate during the Observation Period, the per annum Base Interest Rate in such Interest Period will accrue at a rate of less than 7.55% per annum.

The Notes are a series of 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 Notes issued will be US$50,000,000 (50,000 Notes). The Notes will mature on October 29, 2019, 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 Citigroup Inc. guarantee, any payments due under the Notes will rank equally with all other unsecured and unsubordinated debt of Citigroup Inc. 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.

The Notes will mature on October 29, 2019. You will receive at maturity, for each US$1,000 principal amount of Notes you hold, an amount in cash equal to US$1,000 plus the applicable Interest Rate, which will not be subject to the Interest Rate Cap.

The interest payable on the Notes will vary and may be zero. We expect to pay interest, if any, in cash semi-annually on each April 29 and October 29, commencing on April 29, 2008 and ending on the Maturity Date. We refer to each of these semi-annually payment dates as an Interest Payment Date and each six-month period from and including the issue date or an Interest Payment Date to but excluding the next Interest Payment Date or Maturity Date as an Interest Period.

The Notes will pay interest, if any, on each Interest Payment Date at a per annum rate, which we refer to as the Interest Rate, equal to:

provided that the Interest Rate will not be less than zero and will not exceed the Interest Rate Cap, except at maturity when the Interest Rate is not subject to the Interest Rate Cap.

Fixed Component + (Variable Component which may be positive, zero or negative)

No interest will accrue on the Notes in any Interest Period in which the Variable Component is negative and the absolute value of the Variable Component is greater than or equal to the Fixed Component. The Base Interest Rate will not be less than zero.

The Fixed Component for the third year through to the maturity of the Notes will equal 7.55%.

The Variable Component for the third year through to the maturity of the Notes will equal:

(Leverage Factor x (Adjusted Average U.S. Dollar LIBOR Rate – Average SIFMA Index Value)

The difference between the Adjusted Average U.S. Dollar LIBOR Rate and the Average SIFMA Index Value may be positive, zero or negative.

The One-month U.S. Dollar LIBOR is the one-month U.S. dollar LIBOR reported by Reuters daily on page “LIBOR01” (or any successor page) at 11:00 am (London time).

The Leverage Factor will equal 8 and could result in the Interest Rate on the Notes for any period being substantially higher or lower than the fixed component, even in cases where the spread, whether positive or negative, between the Adjusted Average U.S. Dollar LIBOR Rate and the Average SIFMA Index Value is relatively small.

The Average Weekly One-month U.S. Dollar LIBOR Rate, for any Interest Period, will equal the arithmetic mean of the weekly one-month U.S. dollar LIBOR reported by Reuters on page “LIBOR01” (or any successor page) each Wednesday at 11:00 am (London time) within the applicable Observation Period. For each Wednesday where the one-month U.S. dollar LIBOR is unavailable, the one-month U.S. dollar LIBOR reported on the next succeeding London Business Day will be used.

The Average SIFMA Index Value, for any Interest Period, will equal the arithmetic mean of the weekly SIFMA Municipal Swap Index Values for the applicable Observation Period. The weekly SIFMA Municipal Swap Index Value will equal the value of the Securities Industry and Financial Markets Association Municipal Swap Index reported by Thomson Municipal Market Data each Thursday within the applicable Observation Period. For any Thursday where the weekly SIFMA Municipal Swap Index Value is unavailable, the next available reported value for the SIFMA Municipal Swap Index will be used.

The Reserve Rate for any Interest Period will equal (a) the sum of all prior Base Interest Rates MINIUS (b) the sum of all prior Interest Rates, provided that the Reserve Rate cannot be negative.

Interest will be calculated on the basis of a 360-day year consisting of twelve 30-day months. 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.

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.

The One-month U.S. Dollar LIBOR shall be determined as described in “—Interest” above.

If a rate for one-month U.S. dollar LIBOR is not published on “LIBOR01” (or any successor page) on any Wednesday, then the calculation agent will use the One-month U.S. Dollar LIBOR published on the next succeeding business day.

If Thomson Municipal Market Data (“MMD”) discontinues production of the SIFMA Municipal Swap Index and MMD or another entity produces a successor or substitute index that the calculation agent determines, in its sole discretion, to be comparable to the SIFMA Municipal Swap Index, then the value of the SIFMA Municipal Swap Index will be determined by reference to the value of that index, which we refer to as a “successor index.”

Upon any selection by the calculation agent of a successor index, the calculation agent will cause notice to be furnished to us and the trustee, who will provide notice of the selection of the successor index to the registered holders of the Notes.

If MMD discontinues production of the SIFMA Municipal Swap Index and a successor index is not selected by the calculation agent or is no longer published on any date of determination of the value of the SIFMA Municipal Swap Index, the value to be substituted for the index for that date will be a value computed by the calculation agent for that date in accordance with the procedures last used to calculate the index prior to any such discontinuance.

If MMD discontinues production of the SIFMA Municipal Swap Index prior to the determination of the Interest Rate for any Interest Period and the calculation agent determines that no successor index is available at that time, then on each day on which the value of the SIFMA Municipal Swap Index must be determined until the earlier to occur of (a) the determination of the Interest Rate for such Interest Period and (b) a determination by the calculation agent that a successor index is available, the calculation agent will determine the value that is to be used in computing the value of the index as described in the preceding paragraph. Notwithstanding these alternative arrangements, discontinuance of the production of the SIFMA Municipal Swap Index may adversely affect the market value of the Notes.

If a successor index is selected or the calculation agent calculates a value as a substitute for the index as described above, the successor index or value will be substituted for the index for all purposes. Notwithstanding these alternative arrangements, discontinuance of the production of the SIFMA Municipal Swap Index may adversely affect the market value of the Notes.

All determinations made by the calculation agent will be at the sole discretion of the calculation agent and will be conclusive for all purposes and binding on us, Citigroup Inc., the trustee and the beneficial owners of the Notes, absent manifest error.

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.”

In case of default in payment at maturity of the Notes, the Notes shall 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 through the date when payment of the unpaid amount has been made or duly provided for, at the rate of 6% 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.

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.

The calculation agent for the Notes will be Citigroup Financial Products. 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. Citigroup Financial Products is obligated to carry out its duties and functions as calculation agent in good faith and using its reasonable judgment.

The one-month U.S. dollar LIBOR is a daily reference rate based on the interest rates in the London interbank money market. The one-month U.S. dollar LIBOR is the rate reported daily by Reuters on page LIBOR01 at 11:00 am (London time). The following table sets forth, for each of the periods indicated, the high and the low level of the one-month U.S. dollar LIBOR , as reported on Reuters. The historical performance of the one-month U.S. dollar LIBOR should not be taken as an indication of the future performance of the one-month U.S. dollar LIBOR during the term of the Notes or what the value of the Notes may be. Any historical upward or downward trend in the one-month U.S. dollar LIBOR during any period set forth below is not any indication that the one-month U.S. dollar LIBOR is more or less likely to increase or decrease at any time over the term of the Notes.

The one-month U.S. dollar LIBOR reported by Reuters on LIBOR01 at 11:00 am (London time) on October 10, 2007 was 5.11%.

Unless otherwise stated, we have derived all information regarding the Securities Industry and Financial Markets Association Municipal Swap Index™ (the “SIFMA Municipal Swap Index”) (formerly known as the Bond Market Association (“BMA”) Municipal Swap Index) provided in this pricing supplement, including its composition, method of calculation and changes in components, from publicly available sources and other sources we believe to be reliable. Such information reflects the policies of, and is subject to change by the Securities Industry and Financial Markets Association and/or Thomson Municipal Market Data (“MMD”). MMD is under no obligation to continue to produce, and may discontinue or suspend the production of, the SIFMA Municipal Swap Index at any time. We do not assume any responsibility for the accuracy or completeness of any information relating to the SIFMA Municipal Swap Index.

The SIFMA Municipal Swap Index was created by the Securities Industry and Financial Markets Association and is produced by MMD. The SIFMA Municipal Swap Index is a weekly high-grade market index comprised of tax-exempt variable-rate demand obligations (“VRDOs”) from MMD’s database of more than 15,000 active VRDO issues.

The SIFMA Municipal Swap Index is calculated on a weekly basis, and released to subscribers on Thursday. The actual number of issues that make up the SIFMA Municipal Swap Index will vary in time as issues mature or are called, converted, or newly issued. In addition, if changes occur which violate the criteria or calculation methods of the SIFMA Municipal Swap Index, an issue will be dropped. The qualification criteria for the SIFMA Municipal Swap Index have been established by a subcommittee of the Securities Industry and Financial Markets Association (formerly the Bond Market Association). Typically, the SIFMA Municipal Swap Index has included 650 issues in any given week.

To be eligible for inclusion in the SIFMA Municipal Swap Index, an issue must meet the following criteria:

In addition, only one quote per obligor per remarketing agent will be included in the SIFMA Municipal Swap Index. Issues from all states are eligible for inclusion.

The following table sets forth, for each of the periods indicated, the high and the low value of the SIFMA Municipal Swap Index (or, where relevant, the BMA Municipal Swap Index), as reported by MMD. The historical performance of the SIFMA Municipal Swap Index should not be taken as an indication of the future performance of the SIFMA Municipal Swap Index during the term of the Notes or what the value of the Notes may be. Any historical upward or downward trend in the SIFMA Municipal Swap Index during any period set forth below is not any indication that the SIFMA Municipal Swap Index is more or less likely to increase or decrease at any time over the term of the Notes.

The SIFMA Municipal Swap Index value reported by MMD on October 10, 2007 was 3.55%.

MMD and an affiliate of Citigroup Global Markets have entered into a non-exclusive license agreement providing, in exchange for a fee, the right to use the SIFMA Municipal Swap Index owned and published by MMD in connection with certain securities, including the Notes.

The Notes are not sponsored, endorsed, sold or promoted by MMD. MMD makes no representation or warranty, express or implied, to the holder of the Notes or to any member of the public regarding the advisability of investing in securities generally or in the Notes particularly or the ability of the MMD to track the performance of municipal swaps. MMD’s only relationship to Citigroup and its subsidiaries, including Citigroup Funding (other than transactions entered into in the ordinary course of business) is the licensing of certain servicemarks and tradenames of MMD and of the SIFMA Municipal Swap Index which is determined, composed and calculated by MMD without regard to Citigroup, its subsidiaries or holders of the Notes. MMD has no obligation to take the needs of Citigroup, its subsidiaries or the holders of the Notes into consideration in determining, composing or calculating the SIFMA Municipal Swap Index. MMD is not responsible for and has not participated in the determination of the timing or sale of the Notes, prices at which the Notes are initially to be sold, or quantities of the Notes to be issued or in the determination or calculation of the equation by which interest is payable on the Notes. MMD has no obligation or liability in connection with the administration, marketing or trading of the Notes.

The SIFMA Municipal Swap Index is calculated using information that MMD considers reliable but neither MMD nor the Securities Industry and Financial Markets Association represents that the SIFMA Municipal Swap Index is accurate or complete and it should not be relied upon as such by Citigroup Funding, Citigroup, Citigroup Global Markets, the trustee or holders of the Notes. In addition, the methodology used to calculate the SIFMA Municipal Swap Index may change from time to time and, although it will endeavor to provide Citigroup Funding with reasonable advance notice, MMD reserves the right to discontinue publication of the SIFMA Municipal Swap Index at any time. In no event shall MMD have any liability to Citigroup Funding, Citigroup, Citigroup Global Markets, holders of the Notes or any other third party for damages of any kind incident to the use of the SIFMA Municipal Swap Index.

The following is a summary of certain United States federal income tax considerations that may be relevant to a holder of a note that purchases the note at original issuance, that holds the note as a capital asset, and that is a U.S. Holder, as defined under the section entitled “Certain United States Federal Income Tax Considerations” in the accompanying prospectus supplement. This summary supplements, and should be read in conjunction with, the section entitled “Certain United States Federal Income Tax Considerations” in the accompanying prospectus supplement.

The notes will be treated for United States federal income tax purposes as subject to Treasury regulations governing contingent payment debt instruments (“CPDIs”). Under the CPDI rules, you will be required to include in income each year an accrual of interest at a “comparable yield” (determined at the time of issuance of the notes) for a comparable non-contingent note issued by us, adjusted as described below. We are required to provide you, solely for United States federal income tax considerations, with the comparable yield for the notes and also a schedule of projected payments on the notes. The payments set forth on that schedule must produce a total return on the note equal to the comparable yield. You may contact any Director at the Rate Structuring Desk of Citigroup Global Markets at (212) 723-6136 on or following the date on which the Notes are issued to obtain the comparable yield and projected payment schedule. If, during any taxable year, you receive actual payments with respect to the notes that in the aggregate are more than (or less than) the total amount of projected payments for that taxable year, you will have additional (or a reduced amount of) interest income for that year. Accordingly, in any taxable year, your taxable interest income in respect of the notes may be more than, or less than, the cash that you receive.

You will recognize gain or loss on disposition of a note, including at maturity of the note, equal to the difference between the amount of cash plus the fair market value of any other property that you receive and your adjusted tax basis in the note. Your adjusted tax basis in a note will be equal to (i) your original purchase price for the note, (ii) increased by any interest income you previously accrued (determined without regard to any adjustments to interest accruals described above) and (iii) decreased by the amount of any projected payments that were previously scheduled to be made in respect of the notes (without regard to the actual amount paid). Any gain that you realize on a disposition of a note will be characterized as ordinary income, rather than as capital gain. Any loss will be ordinary loss to the extent of interest previously included in income, and thereafter, capital loss (which will be long-term if the note is held for more than one year). The deductibility of net capital losses is subject to limitations.

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, as principal, has agreed to purchase from Citigroup Funding, and Citigroup Funding has agreed to sell to Citigroup Global Markets, US$50,000,000 principal amount of Notes (50,000 Notes), any payments due on which are fully and unconditionally guaranteed by Citigroup. Citigroup Global Markets proposes to offer the notes directly to the public at the public offering price set forth on the cover page of this pricing supplement.

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.

To the extent the offer of any Notes is made in any Member State of the European Economic Area that has implemented the European Council Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the “Prospectus Directive”) before the date of publication of a valid prospectus in relation to the Notes which has been approved by the competent authority in that Member State in accordance with the Prospectus Directive (or, where appropriate, published in accordance with the Prospectus Directive and notified to the competent authority in that Member State in accordance with the Prospectus Directive), the offer (including any offer pursuant to this document) is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive or has been or will be made otherwise in circumstances that do not require the Citigroup Funding to publish a prospectus pursuant to the Prospectus Directive.

This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The Notes will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

The Notes are being offered globally for sale in the United States, Europe, Asia and elsewhere where it is lawful to make such offers.

Purchasers of the Notes may be required to pay stamp taxes and other charges in accordance with the laws and practices of the country of purchase in addition to the issue price set forth on the cover page of this document.

The agent or dealer has agreed that it will not offer, sell or deliver any of the Notes, directly or indirectly, or distribute this pricing supplement or the accompanying prospectus supplement or prospectus or any other offering material relating to the Notes, in or from any jurisdiction, except when to the best knowledge and belief of the agent or dealer it is permitted under applicable laws and regulations. In so doing, the agent or dealer will not impose any additional obligations on Citigroup Funding.

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 or 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 supplement and prospectus.

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 these documents is accurate as of any date other than the date on the front of such document.

TABLE OF CONTENTS


		Page
Pricing Supplement
Risk Factors Relating to the Notes		PS- 2
Description of the Notes		PS- 5
Historical Data on the One-Month U.S. Dollar LIBOR		PS- 9
Description of the SIFMA Municipal Swap Index		PS-10
Certain United States Federal Income Tax Considerations		PS-13
Plan of Distribution		PS-14
ERISA Matters		PS-15

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$50,000,000 principal amount

Principal-Protected Notes

Based Upon the Levels of

One-month U.S. Dollar LIBOR and the

SIFMA Municipal Swap Index

Due October 29, 2019

(US$1,000 Principal Amount per Note)

Any Payments Due from Citigroup Funding Inc.

Fully and Unconditionally Guaranteed

by Citigroup Inc.

Pricing Supplement

October 15, 2007

(Including Prospectus Supplement dated

April 13, 2006 and Prospectus dated

March 10, 2006)

LOGO


Class of securities offered	Aggregate offering price	Amount of registration fee
Medium-Term Senior Notes, Series D	$50,000,000	$1,535.00(1)


n		The notes will bear interest at a variable rate which may be zero, but will not be less than zero. Interest on the notes, if any, is payable semi-annually on the twenty-ninth day of each April and October, beginning on April 29, 2008 and ending on the maturity date.
n		The interest rate will equal a base interest rate plus a reserve rate, if any, to the extent that the reserve rate does not result in the interest rate being greater than the interest rate cap, as more fully described in this pricing supplement. The base interest rate applicable to any semi-annual interest period in the first and second year will be 7.50%. The base interest rate applicable to any semi-annual interest period in the third year through to the maturity of the notes will be based on the weekly levels of the floating interest rate commonly referred to as “one-month U.S. dollar LIBOR” and the SIFMA Municipal Swap Index for the relevant observation period, as more fully described in this pricing supplement. The reserve rate for any interest period will equal (a) the sum of all prior base interest rates MINUS (b) the sum of all prior interest rates.
n		The notes will mature on October 29, 2019. You will receive at maturity, for each US$1,000 principal amount of notes you hold, an amount in cash equal to US$1,000 plus the applicable interest rate, which will not be subject to the interest rate cap.
n		The notes will be issued in minimum denominations and integral multiples of US$1,000.
n		We will not apply to list the notes on any exchange.


	Per Note		Total
Public Offering Price	US$	1,000	US$	50,000,000
Agent’s Discount	US$	0.00	US$	0.00
Proceeds to Citigroup Funding Inc. (before expenses)	US$	1,000	US$	50,000,000


	High	Low
2002
Quarter
First	1.900%	1.731%
Second	1.873	1.839
Third	1.840	1.780
Fourth	1.830	1.380
2003
Quarter
First	1.380	1.270
Second	1.329	1.020
Third	1.120	1.100
Fourth	1.170	1.119
2004
Quarter
First	1.110	1.090
Second	1.369	1.100
Third	1.840	1.350
Fourth	2.420	1.840
2005
Quarter
First	2.860	2.400
Second	3.340	2.891
Third	3.841	3.340
Fourth	4.389	3.890
2006
Quarter
First	4.829	4.400
Second	5.350	4.840
Third	5.400	5.324
Fourth	5.350	5.320
2007
Quarter
First	5.320	5.320
Second	5.320	5.320
Third	5.819	5.129
Fourth (through October 10)	5.125	5.110


	High	Low
2002
Quarter
First	1.48%	1.08%
Second	1.68	1.15
Third	1.68	1.09
Fourth	1.85	1.01
2003
Quarter
First	1.15	0.95
Second	1.36	0.98
Third	1.08	0.70
Fourth	1.23	0.92
2004
Quarter
First	1.03	0.87
Second	1.09	1.01
Third	1.69	1.00
Fourth	1.99	1.43
2005
Quarter
First	2.28	1.48
Second	3.00	2.09
Third	2.75	1.97
Fourth	1.99	1.43
2006
Quarter
First	3.22	2.93
Second	3.97	3.06
Third	3.74	3.35
Fourth	3.91	3.37
2007
Quarter
First	3.650	3.450
Second	3.920	3.610
Third	3.950	3.510
Fourth (through October 10)	3.560	3.550

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