Item 5.02(b) and (c). Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 9, 2009, Citigroup Inc. issued a press release announcing several senior management changes, including the following:

Edward "Ned" Kelly, previously Chief Financial Officer of Citigroup, will take on broader responsibilities for strategy and M&A and became Vice Chairman of Citigroup.

John Gerspach, 55, previously the Controller and Chief Accounting Officer of Citigroup, assumed the role of Chief Financial Officer of Citigroup. Mr. Gerspach has been with Citigroup since 1990 and has held various CFO and Chief Administrative Officer positions throughout the company. He has experience in both the Global Consumer Group and Citi Markets & Banking, and has worked closely with all of the regions including serving as the CFO/CAO of Latin America. Before joining Citigroup in 1990, Mr. Gerspach was CFO at Penn Central Industry Group. Previous to that he was Comptroller for the Defense Contracting Group at ITT Corporation. His professional career began at Arthur Andersen & Company.

Gary Crittenden, Chairman of the Citi Holdings segment of Citigroup, has decided to leave Citigroup to relocate to Utah to devote more time to his family and other business interests.

Attached as Exhibit 99.1 is the above-referenced press release.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number

99.1 Press release, dated July 9, 2009, issued by Citigroup Inc.

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