Item 7.01. Regulation FD Disclosure.

On January 13, 2009, Citigroup Inc. ("Citi") and Morgan Stanley issued a joint press release announcing that they have reached a definitive agreement to combine Citi's Smith Barney business in the U.S., Quilter in the U.K., and Smith Barney Australia with Morgan Stanley's Global Wealth Management Group into a new joint venture to be called Morgan Stanley Smith Barney. A copy of the press release is furnished as Exhibit 99.1 hereto. Also on January 13, 2009, representatives of Citi and Morgan Stanley made a presentation to investors regarding the transaction. A copy of this presentation is furnished as Exhibit 99.2 hereto.

The information in this Item 7.01 and Exhibits 99.1 and 99.2 of Item 9.01 is being furnished, not filed. Accordingly, the information in this Item 7.01 and Exhibits 99.1 and 99.2 of Item 9.01 will not be incorporated by reference into any registration statement filed by Citi under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Joint Press Release of Citigroup Inc. and Morgan Stanley dated January 13, 2009.

99.2 Investor Presentation dated January 13, 2009.

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