Citigroup (C) 10-Q 6 Nov 09 2009 Q3 Quarterly report Financial data

CONSOLIDATED STATEMENT OF INCOM

CONSOLIDATED STATEMENT OF INCOME (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
In Millions, except Per Share data	3 Months Ended Sep. 30, 2009		3 Months Ended Sep. 30, 2008		9 Months Ended Sep. 30, 2009		9 Months Ended Sep. 30, 2008
Revenues
Interest revenue	$18,678		$26,130		$58,932		$82,628
Interest expense	6,680		12,726		21,179		42,150
Net interest revenue	11,998		13,404		37,753		40,478
Commissions and fees	3,218		3,208		12,823		10,348
Principal transactions	1,660		(3,013)		5,763		(15,447)
Administration and other fiduciary fees	1,085		2,081		4,163		6,479
Realized gains (losses) on sales of investments	427		150		1,719		376
Other-than-temporary impairment losses on investments
Gross impairment losses	(2,453)	[1]	(755)	[1]	(6,161)	[1]	(1,239)	[1]
Less: Impairments recognized in OCI	1,741	[1]			4,006	[1]
Net impairment losses recognized in earnings	(712)	[1]	(755)	[1]	(2,155)	[1]	(1,239)	[1]
Insurance premiums	763		823		2,263		2,513
Other revenue	1,951		360		12,551		2,445
Total non-interest revenues	8,392		2,854		37,127		5,475
Total revenues, net of interest expense	20,390		16,258		74,880		45,953
Provisions for credit losses and for benefits and claims
Provision for loan losses	8,771		8,943		30,919		21,503
Policyholder benefits and claims	324		274		964		809
Provision for unfunded lending commitments			(150)		195		(293)
Total provisions for credit losses and for benefits and claims	9,095		9,067		32,078		22,019
Operating expenses
Compensation and benefits	6,136		7,544		18,730		24,798
Premises and equipment	1,035		1,342		3,209		3,983
Technology/communication	1,114		1,515		3,410		4,534
Advertising and marketing	317		496		1,002		1,713
Restructuring	(34)		8		(79)		(21)
Other operating	3,256		3,102		9,236		9,591
Total operating expenses	11,824		14,007		35,508		44,598
Income (loss) from continuing operations before income taxes	(529)		(6,816)		7,294		(20,664)
Provision (benefit) for income taxes	(1,122)		(3,295)		620		(9,628)
Income (loss) from continuing operations	593		(3,521)		6,674		(11,036)
Discontinued operations
Income (loss) from discontinued operations	(204)		507		(635)		898
Gain (loss) on sale			9		2		(508)
Provision (benefit) for income taxes	214		(97)		44		(188)
Income (loss) from discontinued operations, net of taxes	(418)		613		(677)		578
Net income (loss) before attribution of noncontrolling interests	175		(2,908)		5,997		(10,458)
Net income (loss) attributable to noncontrolling interests	74		(93)		24		(37)
Citigroup's net income (loss)	$101		($2,815)		$5,973		($10,421)
Basic earnings per share
Income (loss) from continuing operations (in dollars per share)	-0.23	[2]	-0.72	[2]	-0.1	[2]	-2.28	[2]
Income (loss) from discontinued operations, net of taxes (in dollars per share)	-0.04	[2]	0.11	[2]	-0.09	[2]	0.11	[2]
Net income (loss) (in dollars per share)	-0.27	[2]	-0.61	[2]	-0.19	[2]	-2.17	[2]
Weighted average common shares outstanding (in shares)	12104.3		5341.8		7629.6		5238.3
Diluted earnings per share
Income (loss) from continuing operations (in dollars per share)	-0.23	[2]	-0.72	[2]	-0.1	[2]	-2.28	[2]
Income (loss) from discontinued operations, net of taxes (in dollars per share)	-0.04	[2]	0.11	[2]	-0.09	[2]	0.11	[2]
Net income (loss) (in dollars per share)	-0.27	[2]	-0.61	[2]	-0.19	[2]	-2.17	[2]
Weighted Average Number of Shares Outstanding, Diluted, Total	12,216		5831.1		8045.7		5727.9
[1]For the three and nine months ended September 30, 2009, OTTI losses on investments are accounted for in accordance ASC 320-10-65-1 (FSP FAS 115-2) (see "Accounting Changes" in Note 1 to the Consolidated Financial Statements).
[2]The Company adopted ASC 260-10-45 to 65 (FSP EITF 03-6-1) on January 1, 2009. All prior periods have been restated to conform to the current presentation. The Diluted EPS calculation for 2009 and 2008 utilizes Basic shares and Income available to common shareholders (Basic) due to the negative Income available to common shareholders. Using actual Diluted shares and Income available to common shareholders (Diluted) would result in anti-dilution.

CONSOLIDATED BALANCE SHEET (CIT

CONSOLIDATED BALANCE SHEET (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
In Millions	Sep. 30, 2009	Dec. 31, 2008
Assets
Cash and due from banks (including segregated cash and other deposits)	$26,482	$29,253
Deposits with banks	217,730	170,331
Federal funds sold and securities borrowed or purchased under agreements to resell (including $87,886 and $70,305 as of September 30, 2009 and December 31, 2008, respectively, at fair value)	197,357	184,133
Brokerage receivables	34,667	44,278
Trading account assets (including $128,154 and $148,703 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	340,697	377,635
Investments (including $18,413 and $14,875 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	261,890	256,020
Loans, net of unearned income
Consumer (including $30 and $36 at September 30, 2009 and December 31, 2008, respectively, at fair value)	441,491	481,387
Corporate (including $1,475 and $2,696 at September 30, 2009 and December 31, 2008, respectively, at fair value)	180,720	212,829
Loans, net of unearned income	622,211	694,216
Allowance for loan losses	(36,416)	(29,616)
Total loans, net	585,795	664,600
Goodwill	25,423	27,132
Intangible assets (other than MSRs)	8,957	14,159
Mortgage servicing rights (MSRs)	6,228	5,657
Other assets (including $13,670 and $21,372 as of September 30, 2009 and December 31, 2008 respectively, at fair value)	159,769	165,272
Assets of discontinued operations held for sale	23,604
Total assets	1,888,599	1,938,470
Deposits
Non-interest-bearing deposits in U.S. offices	77,460	55,485
Interest-bearing deposits in U.S. offices (including $919 and $1,335 at September 30, 2009 and December 31, 2008, respectively, at fair value)	244,856	234,491
Total U.S. deposits	322,316	289,976
Non-interest-bearing deposits in offices outside the U.S.	40,606	37,412
Interest-bearing deposits in offices outside the U.S. (including $1,110 and $1,271 at September 30, 2009 and December 31, 2008, respectively, at fair value)	469,681	446,797
Total international deposits	510,287	484,209
Total deposits	832,603	774,185
Federal funds purchased and securities loaned or sold under agreements to repurchase (including $116,693 and $138,866 as of September 30, 2009 and December 31, 2008, respectively, at fair value)	178,159	205,293
Brokerage payables	57,672	70,916
Trading account liabilities	130,540	165,800
Short-term borrowings (including $1,443 and $17,607 at September 30, 2009 and December 31, 2008, respectively, at fair value)	64,731	126,691
Long-term debt (including $27,186 and $27,263 at September 30, 2009 and December 31, 2008, respectively, at fair value)	379,557	359,593
Other liabilities (including $14,819 and $11,889 as of September 30, 2009 and December 31, 2008, respectively, at fair value)	86,384	91,970
Liabilities of discontinued operations held for sale	16,004
Total liabilities	1,745,650	1,794,448
Citigroup stockholders' equity
Preferred stock ($1.00 par value; authorized shares: 30 million), issued shares: 12,038 at September 30, 2009, at aggregate liquidation value	312	70,664
Common stock ($0.01 par value; authorized shares: 60 billion), issued shares: 23,044,331,654 and 5,671,743,807 at September 30, 2009 and December 31, 2008, respectively.	230	57
Additional paid-in capital	78,802	19,165
Retained earnings	85,208	86,521
Treasury stock, at cost: September 30, 2009 - 180,384,393 shares and December 31, 2008 - 221,675,719 shares	(6,059)	(9,582)
Accumulated other comprehensive income (loss)	(17,651)	(25,195)
Total Citigroup stockholders' equity	140,842	141,630
Noncontrolling interest	2,107	2,392
Total equity	142,949	144,022
Total liabilities and equity	$1,888,599	$1,938,470

CONSOLIDATED BALANCE SHEET PARE

CONSOLIDATED BALANCE SHEET PARENTHETICAL (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
In Millions, except Share data	Sep. 30, 2009	Dec. 31, 2008
Federal funds sold and securities borrowed or purchased under agreements to resell, at fair value	$87,886	$70,305
Trading account assets, pledged to creditors	128,154	148,703
Investments pledged to creditors	18,413	14,875
Consumer loans, at fair value	30	36
Corporate loans, at fair value	1,475	2,696
Other assets, at fair value	13,670	21,372
Interest-bearing deposits in U.S. offices, at fair value	919	1,335
Interest-bearing deposits in offices outside the U.S., at fair value	1,110	1,271
Federal funds purchased and securities loaned or sold under agreements to repurchase, at fair value	116,693	138,866
Short-term borrowings, at fair value	1,443	17,607
Long-term debt, at fair value	27,186	27,263
Other liabilities, at fair value	$14,819	$11,889
Preferred stock, par value per share (in dollars per share)	$1	$1
Preferred stock, authorized shares (in shares)	30,000,000	30,000,000
Preferred stock, issued shares (in shares)	12,038
Common stock par value (in dollars per share)	0.01	0.01
Common stock, authorized shares (in shares)	60,000,000,000	60,000,000,000
Common stock, issued shares (in shares)	23,044,331,654	5,671,743,807
Treasury stock at cost, shares (in shares)	180,384,393	221,675,719

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
In Millions	9 Months Ended Sep. 30, 2009		9 Months Ended Sep. 30, 2008
Changes in equity
Balance, beginning of period	$144,022		$118,755
Net income attributable to noncontrolling interest shareholders	24		(37)
Net income (loss)	5,997		(10,458)
Total Citigroup common stockholders' equity (shares outstanding: 22,863,947 at September 30, 2009 and 5,450,068 at December 31,2008)	140,842
Balance, end of period	142,949		129,524
Citigroup stockholders' equity
Changes in equity
Balance, beginning of period	141,630		113,447
Transactions between noncontrolling interest shareholders and the related consolidating subsidiary			0
Transactions between Citigroup and the noncontrolling interest shareholders	0
Balance, end of period	140,842		126,062
Citigroup common stockholders equity
Changes in equity
Balance, beginning of period	70,966		113,447
Transactions between noncontrolling interest shareholders and the related consolidating subsidiary			0
Transactions between Citigroup and the noncontrolling interest shareholders	0
Balance, end of period	140,530		98,638
Common stock and additional paid-in capital
Changes in equity
Balance, beginning of period	19,222		18,062
Employee benefit plans	(3,508)		(2,405)
Issuance of Common stock	173		4,911
Issuance of shares for Nikko Cordial acquisition			(3,500)
Issuance of TARP-related warrants	88
Reset of convertible preferred stock conversion price	1,285
Conversion of preferred stock to common stock	61,790
Other	(18)		(127)
Balance, end of period	79,032		16,941
Retained earnings
Changes in equity
Net income (loss)	5,973		(10,421)
Common dividends	(34)	[2]	(5,175)	[2]
Preferred dividends	(3,201)		(833)
Preferred stock Series H discount accretion	(124)
Reset of convertible preferred stock conversion price	(1,285)
Conversion of preferred stock to common stock	(3,055)
Balance, end of period	85,208		105,340
Retained earnings | Previously reported
Changes in equity
Balance, beginning of period	86,521		121,769
Retained earnings | Adjustment
Changes in equity
Balance, beginning of period	86,934		121,769
Adjustment to opening balance, net of tax	413	[3]
Treasury stock, at cost
Changes in equity
Balance, beginning of period	(9,582)		(21,724)
Issuance of shares pursuant to employee benefit plans	3,505		4,210
Treasury stock acquired	(3)	[1]	(7)	[1]
Issuance of shares for Nikko Cordial acquisition			7,858
Other	21		21
Balance, end of period	(6,059)		(9,642)
Accumulated other comprehensive income (loss)
Changes in equity
Accumulated other comprehensive income - Net change in unrealized gains and losses on investments securities, net of tax	5,818		(6,657)
Net change in cash flow hedges, net of tax	1,012		(312)
Accumulated other comprehensive income - Net change in FX translation adjustment, net of tax	1,131		(2,419)
Pension liability adjustment, net of tax	(4)		47
Net change in accumulated other comprehensive income (loss)	7,957		(9,341)
Balance, end of period	(17,651)		(14,001)
Accumulated other comprehensive income (loss) | Previously reported
Changes in equity
Balance, beginning of period	(25,195)		(4,660)
Accumulated other comprehensive income (loss) | Adjustment
Changes in equity
Balance, beginning of period	(25,608)		(4,660)
Adjustment to opening balance, net of tax	(413)	[3]
Preferred stock at aggregate liquidation value
Changes in equity
Balance, beginning of period	70,664		0
Issuance of preferred stock	3,653		27,424
Conversion of preferred stock to common stock	(74,005)
Balance, end of period	312		27,424
Noncontrolling interests
Changes in equity
Balance, beginning of period	2,392		5,308
Initial origination of a noncontrolling interest	124		1,409
Transactions between noncontrolling interest shareholders and the related consolidating subsidiary	(134)		(2,347)
Transactions between Citigroup and the noncontrolling interest shareholders	(350)		(836)
Net income attributable to noncontrolling interest shareholders	24		(37)
Dividends paid to noncontrolling interest shareholders	(16)		(136)
Accumulated other comprehensive income - Net change in unrealized gains and losses on investments securities, net of tax	7		3
Accumulated other comprehensive income - Net change in FX translation adjustment, net of tax	31		6
Other	29		92
Net change in noncontrolling interests	(285)		(1,846)
Balance, end of period	2,107		3,462
Comprehensive income (loss)
Changes in equity
Net income (loss)	5,997		(10,458)
Net change in accumulated other comprehensive income (loss)	7,995		(9,332)
Total comprehensive income (loss)	13,992		(19,790)
Comprehensive income (loss) attributable to the noncontrolling interest	62		(28)
Comprehensive income (loss) attributable to Citigroup	$13,930		($19,762)
[1]All open market repurchases were transacted under an existing authorized share repurchase plan and relate to customer fails/errors.
[2]Common dividends declared were $0.01 per share in the first quarter of 2009 and $0.32 per share in the first, second and third quarters of 2008.
[3]The adjustment to the opening balances for Retained earnings and Accumulated other comprehensive income (loss) represents the cumulative effect of initially adopting ASC 320-10-65-1 (FSP FAS 115-2). See Note 1 to the Consolidated Financial Statements for further disclosure.

1_CONSOLIDATED STATEMENT OF CHA

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY PARENTHETICAL (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
	Sep. 30, 2009	Dec. 31, 2008
Capital stock, shares outstanding (in shares)	22,863,947	5,450,068

CONSOLIDATED STATEMENT OF CASH

CONSOLIDATED STATEMENT OF CASH FLOWS (CITIGROUP INC. AND SUBSIDIARIES) (USD $)
In Millions	9 Months Ended Sep. 30, 2009	9 Months Ended Sep. 30, 2008
Cash flows from operating activities of continuing operations
Net income (loss)	$5,997	($10,458)
Net income (loss) attributable to noncontrolling interests	24	(37)
Citigroup's net income (loss)	5,973	(10,421)
Income (loss) from discontinued operations, net of taxes	(679)	882
Gain (loss) on sale, net of taxes	2	(304)
Income (loss) from continuing operations - excluding noncontrolling interests	6,650	(10,999)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities of continuing operations
Amortization of deferred policy acquisition costs and present value of future profits	298	252
Additions to deferred policy acquisition costs	(354)	(311)
Depreciation and amortization	1,290	1,953
Provision for credit losses	31,114	21,210
Change in trading account assets	28,355	81,930
Change in trading account liabilities	(32,437)	(12,799)
Change in federal funds sold and securities borrowed or purchased under agreements to resell	(19,061)	48,657
Change in federal funds purchased and securities loaned or sold under agreements to repurchase	(24,008)	(53,824)
Change in brokerage receivables net of brokerage payables	(2,360)	9,412
Net losses (gains) from sales of investments	(1,719)	863
Change in loans held-for-sale	(1,605)	22,398
Other, net	3	(9,796)
Total adjustments	(20,484)	109,945
Net cash provided by (used in) operating activities of continuing operations	(13,834)	98,946
Cash flows from investing activities of continuing operations
Change in deposits at interest with banks	(47,797)	(9,326)
Change in loans	(127,661)	(187,859)
Proceeds from sales and securitizations of loans	185,442	203,863
Purchases of investments	(167,115)	(272,815)
Proceeds from sales of investments	66,890	60,255
Proceeds from maturities of investments	90,218	194,312
Capital expenditures on premises and equipment	(859)	(2,111)
Proceeds from sales of premises and equipment, subsidiaries and affiliates, and repossessed assets	5,590	15,644
Net cash provided by investing activities of continuing operations	4,708	1,963
Cash flows from financing activities of continuing operations
Dividends paid	(3,235)	(6,008)
Issuance of common stock		4,961
Issuance (redemptions) of preferred stock		27,424
Treasury stock acquired	(3)	(7)
Stock tendered for payment of withholding taxes	(116)	(377)
Issuance of long-term debt	90,464	67,311
Payments and redemptions of long-term debt	(83,850)	(94,073)
Change in deposits	58,418	(32,411)
Change in short-term borrowings	(56,143)	(41,633)
Net cash (used in) provided by financing activities of continuing operations	5,535	(74,813)
Effect of exchange rate changes on cash and cash equivalents	582	(1,105)
Net cash from discontinued operations	238	(171)
Change in cash and due from banks	(2,771)	24,820
Cash and due from banks at beginning of period	29,253	38,206
Cash and due from banks at end of period	26,482	63,026
Supplemental disclosure of cash flow information for continuing operations
Cash (received) paid during the period for income taxes	(1,251)	2,123
Cash paid during the period for interest	21,338	44,294
Non-cash investing activities
Transfers to repossessed assets	$2,149	$2,574

2_CONSOLIDATED BALANCE SHEET (C

CONSOLIDATED BALANCE SHEET (CITIBANK, N.A. AND SUBSIDIARIES) (USD $)
In Millions	Sep. 30, 2009		Dec. 31, 2008
Assets
Cash and due from banks	$26,482		$29,253
Deposits with banks	217,730		170,331
Federal funds sold and securities purchased under agreements to resell	197,357		184,133
Trading account assets (including $9,539 and $12,092 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	340,697		377,635
Investments (including $2,633 and $3,028 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	261,890		256,020
Loans, net of unearned income	622,211		694,216
Allowance for loan losses	(36,416)		(29,616)
Total loans, net	585,795		664,600
Goodwill	25,423		27,132
Other assets	159,769		165,272
Total assets	1,888,599		1,938,470
Liabilities
Non-interest-bearing deposits in U.S. offices	77,460		55,485
Interest-bearing deposits in U.S. offices	244,856		234,491
Non-interest-bearing deposits in offices outside the U.S.	40,606		37,412
Interest-bearing deposits in offices outside the U.S.	469,681		446,797
Total deposits	832,603		774,185
Trading account liabilities	130,540		165,800
Long-term debt and subordinated notes	379,557		359,593
Other liabilities	86,384		91,970
Total liabilities	1,745,650		1,794,448
Citibank stockholders' equity
Capital stock ($20 par value) outstanding shares: 37,534,553 in each period	230		57
Surplus	78,802		19,165
Retained earnings	85,208		86,521
Accumulated other comprehensive income (loss)	(17,651)		(25,195)
Total Citibank stockholders' equity	140,842		141,630
Noncontrolling interest	2,107		2,392
Total equity	142,949		144,022
Total liabilities and equity	1,888,599		1,938,470
Citibank, N.A. and Subsidiaries
Assets
Cash and due from banks	21,016		22,107
Deposits with banks	207,082		156,774
Federal funds sold and securities purchased under agreements to resell	16,396		41,613
Trading account assets (including $9,539 and $12,092 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	163,542		197,052
Investments (including $2,633 and $3,028 pledged to creditors at September 30, 2009 and December 31, 2008, respectively)	187,406		165,914
Loans, net of unearned income	507,629		555,198
Allowance for loan losses	(23,299)		(18,273)
Total loans, net	484,330		536,925
Goodwill	10,210		10,148
Intangible assets	8,010		7,689
Premises and equipment, net	4,954		5,331
Interest and fees receivable	6,740		7,171
Other assets	77,068		76,316
Total assets	1,186,754		1,227,040
Liabilities
Non-interest-bearing deposits in U.S. offices	80,425		55,223
Interest-bearing deposits in U.S. offices	188,803		185,322
Non-interest-bearing deposits in offices outside the U.S.	39,403		33,769
Interest-bearing deposits in offices outside the U.S.	477,170		480,984
Total deposits	785,801		755,298
Trading account liabilities	56,917		108,921
Purchased funds and other borrowings	88,889		116,333
Accrued taxes and other expenses	9,347		8,192
Long-term debt and subordinated notes	85,573		113,381
Other liabilities	44,508		42,475
Total liabilities	1,071,035		1,144,600
Citibank stockholders' equity
Capital stock ($20 par value) outstanding shares: 37,534,553 in each period	751		751
Surplus	105,293		74,767
Retained earnings	19,988		21,735
Accumulated other comprehensive income (loss)	(11,415)	[1]	(15,895)	[1]
Total Citibank stockholders' equity	114,617		81,358
Noncontrolling interest	1,102		1,082
Total equity	115,719		82,440
Total liabilities and equity	$1,186,754		$1,227,040
[1]Amounts at September 30, 2009 and December 31, 2008 include the after-tax amounts for net unrealized gains (losses) on investment securities of ($4.653) billion and ($8.008) billion, respectively, for FX translation of ($3.114) billion and ($3.964) billion, respectively, for cash flow hedges of ($2.965) billion and ($3.247) billion, respectively, and for pension liability adjustments of ($683) million and ($676) million, respectively.

3_CONSOLIDATED BALANCE SHEET PA

CONSOLIDATED BALANCE SHEET PARENTHETICAL (CITIBANK, N.A. AND SUBSIDIARIES) (USD $)
In Millions, except Share data	Sep. 30, 2009	Dec. 31, 2008
Investments pledged to creditors	$18,413	$14,875
Capital stock, par value (in dollars per share)	0.01	0.01
Capital stock, shares outstanding (in shares)	22,863,947	5,450,068
Citibank, N.A. and Subsidiaries
Trading account assets pledged to creditors	9,539	12,092
Investments pledged to creditors	$2,633	$3,028
Capital stock, par value (in dollars per share)	$20	$20
Capital stock, shares outstanding (in shares)	37,534,553	37,534,553

BASIS OF PRESENTATION

BASIS OF PRESENTATION
	9 Months Ended Sep. 30, 2009 USD / shares
BASIS OF PRESENTATION	1.BASIS OF PRESENTATION The accompanying Unaudited Consolidated Financial Statements as of September30, 2009 and for the three- and nine-month periods ended September30, 2009 include the accounts of CitigroupInc. (Citigroup) and its subsidiaries (collectively, the Company). In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation, have been reflected. The accompanying Unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in Citigroup's 2008 Annual Report on Form10-K. Certain financial information that is normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles, but is not required for interim reporting purposes, has been condensed or omitted. Management must make estimates and assumptions that affect the Consolidated Financial Statements and the related footnote disclosures. While management makes its best judgment, actual results could differ from those estimates. Current market conditions increase the risk and complexity of the judgments in these estimates. Certain reclassifications have been made to the prior-period's financial statements to conform to the current period's presentation. As noted above, the Notes to Consolidated Financial Statements are unaudited. FASB Launches Accounting Standards Codification The FASB has issued FASB Statement No.168, The "FASB Accounting Standards Codification" and the Hierarchy of Generally Accepted Accounting Principles (ASC 105). The Statement establishes the FASB Accounting Standards Codification (Codification or ASC) as the single source of authoritative U.S. generally accepted accounting principles (GAAP) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. The Codification supersedes all existing non-SEC accounting and reporting standards. All other nongrandfathered, non-SEC accounting literature not included in the Codification have become nonauthoritative. Following the Codification, the Board will not issue new standards in the form of Statements, FASB Staff Positions or Emerging Issues Task Force Abstracts. Instead, it will issue Accounting Standards Updates (ASU), which will serve to update the Codification, provide background information about the guidance and provide the basis for conclusions on the changes to the Codification. GAAP is not intended to be changed as a result of the FASB's Codification project, but what does change is the way the guidance is organized and presented. As a result, these changes have a significant impact on how companies reference GAAP in their financial statements and in their accounting policies for financial statements issued for interim and annual periods ending after September15, 2009. Citigroup is providing references to the Codification topics alongside references to the existing standards. Significant Accounti

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS
	9 Months Ended Sep. 30, 2009 USD / shares
DISCONTINUED OPERATIONS	2.DISCONTINUED OPERATIONS Sale of Nikko Cordial On October1, 2009, the Company announced the successful completion of the sale of Nikko Cordial Securities to Sumitomo Mitsui Banking Corporation. The transaction has a total cash value to Citi of 776billion (US$8.7billion at an exchange rate of 89.60 to US$1.00 as of September30, 2009). The cash value is composed of the purchase price for the transferred business of 545billion, the purchase price for certain Japanese-listed equity securities held by Nikko Cordial Securities of 30billion, and 201billion of excess cash derived through the repayment of outstanding indebtedness to Citi. After considering the impact of foreign exchange hedges of the proceeds of the transaction (most of which has been recorded in the second and third quarters of 2009), the sale will result in an immaterial after-tax gain to Citigroup. A total of about 7,800 employees are included in the transaction. The Nikko Cordial operations had total assets and total liabilities as of September30, 2009 of $23.6billion and $16.0billion, respectively. Results for all of the Nikko Cordial businesses sold are reported as Discontinued operations for all periods presented. The assets and liabilities of the businesses being sold are included in Assets of discontinued operations held for sale and Liabilities of discontinued operations held for sale on the Consolidated Balance Sheet. The following is a summary as of September30, 2009 of the assets and liabilities of Discontinued operations held for sale on the Consolidated Balance Sheet for the operations related to the Nikko Cordial businesses to be sold: In millions of dollars September30, 2009 Assets Cash due from banks $ 224 Deposits at interest with banks 398 Federal funds sold and securities borrowed or purchased under agreements to resell 5,837 Brokerage receivables 1,293 Trading account assets 8,583 Investments 490 Goodwill 567 Intangibles 3,289 Other assets 2,923 Total assets $ 23,604 Liabilities Federal funds purchased and securities loaned or sold under agreements to repurchase sold under agreements to repurchase $ 3,126 Brokerage payables 2,566 Trading account liabilities 2,823 Short term borrowings 5,817 Other liabilities 1,672 Total liabilities $ 16,004 Summarized financial information for discontinued operations, including cash flows, related to the sale of Nikko Cordial follows: Three Months Ended Sept.30, Nine Months Ended Sept.30, In millions of dollars 2009 2008 2009 2008 Total revenues, net of interest expense $ 173 $ 422 $ 553 $ 1,245 Income (loss) from discontinued operations $ (221 ) $ 6 $ (603 ) $ 2 Provision (benefit) for income taxes and noncontrolling interest, net of taxes(1) 208 1 75 (9 ) Income (loss) from discontinued operations, net of taxes $ (429 ) $ 5 $ (678 ) $ 11

BUSINESS SEGMENTS

BUSINESS SEGMENTS
	9 Months Ended Sep. 30, 2009 USD / shares
BUSINESS SEGMENTS	3.BUSINESS SEGMENTS The following table presents certain information regarding the Company's operations by segment: Revenues, net ofinterestexpense Provision(benefit) for income taxes Income (loss) from continuing operations(1) Identifiable assets(2) Three Months Ended September30, In millions of dollars, except identifiable assets in billions Sept.30, 2009 Dec.31, 2008 2009 2008 2009 2008 2009 2008 Regional Consumer Banking $ 5,675 $ 6,109 $ (246 ) $ 24 $ 615 $ 446 $ 205 $ 200 Institutional Clients Group 7,350 9,911 584 1,410 1,694 3,156 809 802 Subtotal Citicorp 13,025 16,020 338 1,434 2,309 3,602 1,014 1,002 Citi Holdings 6,694 704 (1,588 ) (4,526 ) (1,818 ) (6,936 ) 617 715 Corporate/Other 671 (466 ) 128 (203 ) 102 (187 ) 258 221 Total $ 20,390 $ 16,258 $ (1,122 ) $ (3,295 ) $ 593 $ (3,521 ) $ 1,889 $ 1,938 Revenues, net ofinterestexpense Provision(benefit) for income taxes Income (loss) from continuing operations(1) Nine Months Ended September30, In millions of dollars 2009 2008 2009 2008 2009 2008 Regional Consumer Banking $ 17,051 $ 19,964 $ (303 ) $ 902 $ 1,416 $ 2,768 Institutional Clients Group 31,503 29,931 5,340 3,907 11,633 8,915 Subtotal Citicorp 48,554 49,895 5,037 4,809 13,049 11,683 Citi Holdings 25,896 (1,735 ) (4,562 ) (13,619 ) (5,795 ) (21,311 ) Corporate/Other 430 (2,207 ) 145 (818 ) (580 ) (1,408 ) Total $ 74,880 $ 45,953 $ 620 $ (9,628 ) $ 6,674 $ (11,036 ) (1) Includes pretax provisions for credit losses and for benefits and claims in Regional Consumer Banking results of $1.8billion and $1.6billion, in ICG results of $0.4billion and $0.4billion and in Citi Holdings results of $6.9billion and $7.0billion for the third quarters of 2009 and 2008, respectively. Includes pretax provisions for credit losses and for benefits and claims in Regional Consumer Banking results of $5.6billion and $4.3billion, ICG results of $1.6billion and $0.9billion and in Citi Holdings results of $24.8billion and $16.8billion for the nine months of 2009 and 2008, respectively. (2) Identifiable assets at September30, 2009 include assets of discontinued operations held for sale of $23.6billion recorded in Citi Holdings.

INTEREST REVENUE AND EXPENSE

INTEREST REVENUE AND EXPENSE
	9 Months Ended Sep. 30, 2009 USD / shares
INTEREST REVENUE AND EXPENSE	4.INTEREST REVENUE AND EXPENSE For the three- and nine-month periods ended September30, 2009 and 2008, interest revenue and expense consisted of the following: Three Months Ended September30, Nine Months Ended September30, In millions of dollars 2009 2008 2009 2008 Interest revenue Loan interest, including fees $ 11,601 $ 15,528 $ 36,385 $ 47,883 Deposits at interest with banks 313 792 1,126 2,329 Federal funds sold and securities purchased under agreements to resell 728 2,215 2,407 7,751 Investments, including dividends 3,283 2,597 9,894 7,832 Trading account assets(1) 2,654 4,137 8,526 13,562 Other interest 99 861 594 3,271 Total interest revenue $ 18,678 $ 26,130 $ 58,932 $ 82,628 Interest expense Deposits(2) $ 2,298 $ 4,915 $ 7,986 $ 16,191 Federal funds purchased and securities loaned or sold under agreements to repurchase 772 2,721 2,807 9,559 Trading account liabilities(1) 43 285 220 1,064 Short-term borrowing 350 924 1,128 3,233 Long-term debt 3,217 3,881 9,038 12,103 Total interest expense $ 6,680 $ 12,726 $ 21,179 $ 42,150 Net interest revenue $ 11,998 $ 13,404 $ 37,753 $ 40,478 Provision for loan losses 8,771 8,943 30,919 21,503 Net interest revenue after provision for loan losses $ 3,227 $ 4,461 $ 6,834 $ 18,975 (1) Interest expense on trading account liabilities of the ICG is reported as a reduction of interest revenue for Trading account assets. (2) Includes FDIC deposit insurance fees and charges.

COMMISSIONS AND FEES

COMMISSIONS AND FEES
	9 Months Ended Sep. 30, 2009 USD / shares
COMMISSIONS AND FEES	5.COMMISSIONS AND FEES Commissions and fees revenue includes charges to customers for credit and bank cards, including transaction-processing fees and annual fees; advisory and equity and debt underwriting services; lending and deposit-related transactions, such as loan commitments, standby letters of credit, and other deposit and loan servicing activities; investment management-related fees, including brokerage services, and custody and trust services; and insurance fees and commissions. The following table presents commissions and fees revenue for the three and nine months ended September30, 2009 and 2008: Three Months Ended September30, Nine Months Ended September30, In millions of dollars 2009 2008 2009 2008 Credit cards and bank cards $ 1,048 $ 1,113 $ 3,025 $ 3,504 Investment banking 774 545 2,659 2,337 Smith Barney 1 688 837 2,196 ICG trading-related 466 628 1,288 1,930 Other Consumer 323 235 935 870 Transaction services 337 359 980 1,076 Checking-related 261 282 773 868 Other ICG 176 338 364 582 Primerica 78 98 227 315 Loan servicing(1) (339 ) (336 ) 1,224 771 Corporate finance(2) 130 (649 ) 551 (4,149 ) Other (37 ) (93 ) (40 ) 48 Total commissions and fees $ 3,218 $ 3,208 $ 12,823 $ 10,348 (1) Includes fair value adjustments on mortgage servicing assets. The mark-to-market on the underlying economic hedges of the MSRs is included in Other revenue. (2) Includes write-downs of approximately $24million for the third quarter of 2009 and $508million for the nine months ended September30, 2009, and $792million for the third quarter of 2008 and $4.3billion for the nine months ended September30, 2008, net of underwriting fees on funded and unfunded highly leveraged finance commitments. Write-downs were recorded on all highly leveraged finance commitments where there was value impairment, regardless of funding date.

RETIREMENT BENEFITS

RETIREMENT BENEFITS
	9 Months Ended Sep. 30, 2009 USD / shares
RETIREMENT BENEFITS	6.RETIREMENT BENEFITS The Company has several non-contributory defined benefit pension plans covering U.S. employees and has various defined benefit pension and termination indemnity plans covering employees outside the United States. The principal U.S. defined benefit plan which formerly covered substantially all U.S. employees, is closed to new entrants and effective January1, 2008 no longer accrues benefits for most employees. Employees satisfying certain age and service requirements remain covered by a prior final pay formula. The Company also offers postretirement health care and life insurance benefits to certain eligible U.S. retired employees, as well as to certain eligible employees outside the United States. For information on the Company's retirement benefit plans and pension assumptions, see Citigroup's 2008 Annual Report on Form10-K. The following tables summarize the components of the net expense recognized in the Consolidated Statement of Income for the three and nine months ended September30, 2009 and 2008. Net Expense (Benefit) Three Months Ended September30, Pension Plans Postretirement Benefit Plans U.S. Plans(1) Plans Outside U.S. U.S. Plans Plans Outside U.S. In millions of dollars 2009 2008 2009 2008 2009 2008 2009 2008 Benefits earned during the period $ 1 $ 3 $ 38 $ 54 $ 1 $ $ 7 $ 9 Interest cost on benefit obligation 177 176 78 93 16 17 23 26 Expected returns on plan assets (232 ) (245 ) (87 ) (128 ) (2 ) (4 ) (19 ) (29 ) Amortizationof unrecognized: Net transition obligation (1 ) Prior service cost (benefit) 1 1 (1 ) Net actuarial loss (1 ) 18 6 3 4 5 Curtailment (gain) loss 29 Net expense (benefit) $ (26 ) $ (66 ) $ 47 $ 26 $ 14 $ 16 $ 15 $ 11 Nine Months Ended September30, Pension Plans Postretirement Benefit Plans U.S. Plans(1) Plans Outside U.S. U.S. Plans Plans Outside U.S. In millions of dollars 2009 2008 2009 2008 2009 2008 2009 2008 Benefits earned during the period $ 13 $ 18 $ 109 $ 157 $ 1 $ 1 $ 20 $ 28 Interest cost on benefit obligation 503 505 222 275 46 47 66 76 Expected returns on plan assets (690 ) (712 ) (249 ) (378 ) (7 ) (9 ) (57 ) (86 ) Amortizationof unrecognized: Net transition obligation (1 ) 1 Prior service cost (benefit) (1 ) (1 ) 3 3 (1

RESTRUCTURING

RESTRUCTURING
	9 Months Ended Sep. 30, 2009 USD / shares
RESTRUCTURING	7.RESTRUCTURING In the fourth quarter of 2008, Citigroup recorded a pretax restructuring expense of $1.581billion related to the implementation of a Company-wide re-engineering plan. For the three months ended September30, 2009, Citigroup recorded a pretax net restructuring release of $34million composed of a gross charge of $12million and a credit of $46million due to changes in estimates. The charges related to the 2008 Re-engineering Projects Restructuring Initiative are reported in the Restructuring line on the Company's Consolidated Statement of Income and are recorded in each segment. In 2007, the Company completed a review of its structural expense base in a Company-wide effort to create a more streamlined organization, reduce expense growth, and provide investment funds for future growth initiatives. As a result of this review, a pretax restructuring charge of $1.4billion was recorded in Corporate/Other during the first quarter of 2007. Additional net charges of $151million were recognized in subsequent quarters throughout 2007, and net releases of $31million and $3million in 2008 and 2009, due to changes in estimates. The charges related to the 2007 Structural Expense Review Restructuring Initiative are reported in the Restructuring line on the Company's Consolidated Statement of Income. The primary goals of the 2008 Re-engineering Projects Restructuring Initiative and the 2007 Structural Expense Review Restructuring Initiative were: eliminate layers of management/improve workforce management; consolidate certain back-office, middle-office and corporate functions; increase the use of shared services; expand centralized procurement; and continue to rationalize operational spending on technology. The implementation of these restructuring initiatives also caused certain related premises and equipment assets to become redundant. The remaining depreciable lives of these assets were shortened, and accelerated depreciation charges began in the second quarter of 2007 and fourth quarter of 2008 for the 2007 and 2008 initiatives, respectively, in addition to normal scheduled depreciation. The following tables detail the Company's restructuring reserves. 2008 Re-engineering Projects Restructuring Charges Severance Contract termination costs Asset write-downs(3) Employee termination cost Total Citigroup Inmillionsofdollars ASC712(1) ASC420(2) Total Citigroup (pretax) Original restructuring charge $ 1,254 $ 79 $ 55 $ 123 $ 19 $ 1,530 Utilization (114 ) (3 ) (2 ) (100 ) (219 ) Balance at December31, 2008 $ 1,140 $ 76 $ 53 $ 23 $ 19 $ 1,311 Additional charge $ 14 $ 6 $ 4 $ 5 $ $ 29 Foreign exchange (14 ) (12 ) (1 ) (27 ) Utilization (541 ) (76 ) (11 ) (7 ) (5 ) (640 ) Changes in estimates (38 )

EARNINGS PER SHARE

EARNINGS PER SHARE
	9 Months Ended Sep. 30, 2009 USD / shares
EARNINGS PER SHARE	8.EARNINGS PER SHARE The following is a reconciliation of the income and share data used in the basic and diluted earnings per share computations for the three and nine months ended September30, 2009 and 2008: Three Months Ended September30, Nine Months Ended September30, In millions, except per share amounts 2009 2008(1) 2009 2008(1) Income (loss) before attribution of noncontrolling interests $ 593 $ (3,521 ) $ 6,674 $ (11,036 ) Noncontrolling interest 74 (93 ) 24 (37 ) Net income (loss) from continuing operations (for EPS purposes) $ 519 $ (3,428 ) $ 6,650 $ (10,999 ) Income (loss) from discontinued operations, net of taxes (418 ) 613 (677 ) 578 Citigroup's net income (loss) $ 101 $ (2,815 ) $ 5,973 $ (10,421 ) Preferred dividends (272 ) (389 ) (2,988 ) (833 ) Impact of the conversion price reset related to the $12.5billion convertible preferred stock private issuance(2) (1,285 ) Preferred stock SeriesH discount accretion (16 ) (123 ) Impact of the Public and Private Preferred Stock exchange offer (3,055 ) (3,055 ) Income (loss) available to common stockholders (3,242 ) (3,204 ) (1,478 ) (11,254 ) Allocation of dividends to common stock and participating securities, net of forfeitures (1,738 ) (63 ) (5,151 ) Undistributed earnings (loss) for basic EPS(3) (3,242 ) (4,942 ) (1,541 ) (16,405 ) Effect of dilutive securities 270 540 606 Undistributed earnings (loss) for diluted EPS(4) $ (3,242 ) $ (4,672 ) $ (1,001 ) $ (15,799 ) Weighted average common shares outstanding applicable to basic EPS 12,104.3 5,341.8 7,629.6 5,238.3 Effect of dilutive securities: Convertible securities 111.7 489.2 416.1 489.2 Options 0.1 0.4 Adjusted weighted average common shares outstanding applicable to diluted EPS(3) 12,216.0 5,831.1 8,045.7 5,727.9 Basic earnings per share(3)(4) Income (loss) from continuing operations $ (0.23 ) $ (0.72 ) $ (0.10 ) $ (2.28 ) Discontinued operations (0.04 ) 0.11 (0.09 ) 0.11 Net income (loss) $ (0.27 ) $ (0.61 ) $ (0.19 ) $ (2.17 ) Diluted earnings per share(3)(4) Income (loss) from continuing operations $ (0.23 ) $ (0.72 ) $ (0.10 ) $ (2.28 ) Discontinued operations (0.04 ) 0.11 (0.09 ) 0.11 Net income (loss) $ (0.27 ) $ (0.61 ) $ (0.19 ) $ (2.17 ) (1) The Company adopted ASC 260-10-45 to 65 (FSP EITF03-6-1) on January1, 2009. All prior periods have been restated to conform to the current period's presentation. (2) For

TRADING ACCOUNT ASSETS AND LIAB

TRADING ACCOUNT ASSETS AND LIABILITIES
	9 Months Ended Sep. 30, 2009 USD / shares
TRADING ACCOUNT ASSETS AND LIABILITIES	9.TRADING ACCOUNT ASSETS AND LIABILITIES Trading account assets and liabilities, at fair value, consisted of the following at September30, 2009 and December31, 2008: In millions of dollars September30, 2009 December31, 2008 Trading account assets Trading mortgage-backed securities Agency guaranteed $ 23,549 $ 32,981 Prime 1,177 1,416 Alt-A 1,305 913 Subprime 10,638 14,552 Non-U.S. residential 1,923 2,447 Commercial 3,975 2,501 Total trading mortgage-backed securities $ 42,567 $ 54,810 U.S. Treasury and Federal Agencies U.S. Treasuries $ 20,803 $ 7,370 Agency and direct obligations 3,933 4,017 Total U.S. Treasury and Federal Agencies $ 24,736 $ 11,387 State and municipal securities $ 7,196 $ 9,510 Foreign government securities 66,425 57,422 Corporate 47,485 54,654 Derivatives(1) 68,670 115,289 Equity securities 46,463 48,503 Other debt securities 37,155 26,060 Total trading account assets $ 340,697 $ 377,635 Trading account liabilities Securities sold, not yet purchased $ 67,988 $ 50,693 Derivatives(1) 62,552 115,107 Total trading account liabilities $ 130,540 $ 165,800 (1) Presented net, pursuant to master netting agreements. See Note16 to the Consolidated Financial Statements, Derivatives Activities, for a discussion regarding the accounting and reporting for derivatives.

INVESTMENTS

INVESTMENTS
	9 Months Ended Sep. 30, 2009 USD / shares
INVESTMENTS	10.INVESTMENTS In millions of dollars September30, 2009 December31, 2008 Securities available-for-sale $ 190,252 $ 175,189 Debt securities held-to-maturity(1) 55,816 64,459 Non-marketable equity securities carried at fair value(2) 7,765 9,262 Non-marketable equity securities carried at cost(3) 8,057 7,110 Total investments $ 261,890 $ 256,020 (1) Recorded at amortized cost. (2) Unrealized gains and losses for non-marketable equity securities carried at fair value are recognized in earnings. (3) Non-marketable equity securities carried at cost primarily consist of shares issued by the Federal Reserve Bank, Federal Home Loan Bank, foreign central banks and various clearing houses of which Citigroup is a member. Securities Available-for-Sale The amortized cost and fair value of securities available-for-sale (AFS) at September30, 2009 and December31, 2008 were as follows: September30, 2009 December31, 2008(1) In millions of dollars Amortized cost Gross unrealized gains Gross unrealized losses Fair value Amortized cost Gross unrealized gains Gross unrealized losses Fair value Debt securities available-for-sale: Mortgage-backed securities U.S. government agency guaranteed $ 23,163 $ 487 $ 31 $ 23,619 $ 23,527 $ 261 $ 67 $ 23,721 Prime 7,436 102 1,260 6,278 8,475 3 2,965 5,513 Alt-A 390 86 6 470 54 9 45 Subprime 36 17 19 38 21 17 Non-U.S. residential 271 5 266 185 2 187 Commercial 919 10 120 809 519 134 385 Total mortgage-backed securities 32,215 685 1,439 31,461 32,798 266 3,196 29,868 U.S. Treasury and federal agency securities U.S. Treasury 6,194 41 1 6,234 3,465 125 3,590 Agency obligations 16,897 84 14 16,967 20,237 215 77 20,375 Total U.S. Treasury and federal agency securities 23,091 125 15 23,201 23,702 340 77 23,965 State and municipal 17,967 197 1,339 16,825 18,156 38 4,370 13,824 Foreign government 79,965 974 268 80,671 79,505 945 408 80,042 Corporate 20,444 436 172 20,708 10,646 65 680 10,031 Other debt securities 11,701 201 255 11,647 11,784 36 224 11,596 Total debt securities ava

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS
	9 Months Ended Sep. 30, 2009 USD / shares
GOODWILL AND INTANGIBLE ASSETS	11.GOODWILL AND INTANGIBLE ASSETS Goodwill The changes in goodwill during the nine months ended September30, 2009 were as follows: In millions of dollars Goodwill Balance at December31, 2008 $ 27,132 Foreign exchange translation (844 ) Purchase accounting adjustments and other 122 Balance at March31, 2009 $ 26,410 Morgan Stanley Smith Barney joint venture (1,146 ) Estimated impact from the Sale of Nikko Cordial Securities, reclassified as Assets of discontinued operations held for sale (533 ) Foreign exchange translation 847 Balance at June30, 2009 $ 25,578 Estimated impact from the Sale of Nikko Asset Management, reclassified as Other Assets of businesses held for sale (446 ) Foreign exchange translation 409 Purchase accounting adjustments and other (118 ) Balance at September30, 2009 $ 25,423 During the first nine months of 2009, no goodwill was written off due to impairment. The Company performed its annual goodwill impairment test during the third quarter of 2009 and while no impairment was noted in step one for any of the reporting units, goodwill for the Latin America Regional Consumer Banking and Local Consumer LendingCards reporting units may be particularly sensitive to further deterioration in economic conditions. The fair value as a percentage of allocated book value for Latin America Regional Consumer Banking and Local Consumer LendingCards is 111% and 112%, respectively. If the future were to differ adversely from management's best estimate of key economic assumptions and associated cash flows were to decrease by a small margin, the Company could potentially experience future material impairment charges with respect to the $1,317million and $4,751million of goodwill remaining in our Latin America Regional Consumer Banking and Local Consumer LendingCards reporting units, respectively. Any such charges, by themselves, would not negatively affect the Company's Tier1, Tier1 Common and Total Capital regulatory ratios, its Tangible Common Equity or the Company's liquidity position. The following tables present the Company's goodwill balances by reporting unit and by segment at September30, 2009: In millions of dollars September30,2009 By Reporting Unit North America Regional Consumer Banking $ 2,461 EMEA Regional Consumer Banking 342 Asia Regional Consumer Banking 5,375 Latin America Regional Consumer Banking 1,317 Securities and Banking 8,767 Transaction Services 1,579 Brokerage and Asset Management 831 Local Consumer LendingCards 4,751 Local Consumer LendingOther Total $ 25,423 By Segment Regional Consumer Banking $ 9,495 Institutional Clients Group 10,346 Citi Holdings 5,582 Total $ 25,423 Intangible Assets The components of intangible assets were as follows: September30, 2009 December31, 2008 In milli

DEBT

DEBT
	9 Months Ended Sep. 30, 2009 USD / shares
DEBT	12.DEBT Short-Term Borrowings Short-term borrowings consist of commercial paper and other borrowings as follows: In millions of dollars September30, 2009 December31, 2008 Commercial paper Citigroup FundingInc. $ 9,983 $ 28,654 Other Citigroup subsidiaries 433 471 $ 10,416 $ 29,125 Other short-term borrowings 54,315 97,566 Total short-term borrowings $ 64,731 $ 126,691 Borrowings under bank lines of credit may be at interest rates based on LIBOR, CD rates, the prime rate, or bids submitted by the banks. Citigroup pays commitment fees for its lines of credit. Some of Citigroup's non-bank subsidiaries have credit facilities with Citigroup's subsidiary depository institutions, including Citibank, N.A. Borrowings under these facilities must be secured in accordance with Section23A of the Federal Reserve Act. Citigroup Global Markets HoldingsInc. (CGMHI) has committed financing with unaffiliated banks. At September30, 2009, CGMHI had drawn down the full $1.175billion available under these facilities, of which $725million is guaranteed by Citigroup. CGMHI has a bilateral facility totaling $400million with an unaffiliated bank maturing prior to year end. It also has substantial borrowing agreements consisting of facilities that CGMHI has been advised are available, but where no contractual lending obligation exists. These arrangements are reviewed on an ongoing basis to ensure flexibility in meeting CGMHI's short-term requirements. Long-Term Debt In millions of dollars September30, 2009 December31, 2008 Citigroup parent company $ 214,981 $ 192,290 Other Citigroup subsidiaries(1) 97,965 109,306 Citigroup Global Markets HoldingsInc. (CGMHI) 15,403 20,623 Citigroup FundingInc. (CFI)(2) 51,208 37,374 Total long term debt $ 379,557 $ 359,593 (1) At September30, 2009 and December31, 2008, collateralized advances from the Federal Home Loan Bank are $30.6billion and $67.4billion, respectively. (2) Includes Principal-Protected Trust Securities (Safety First Trust Securities) with carrying values of $521million issued by Safety First Trust Series2006-1, 2007-1, 2007-2, 2007-3, 2007-4, 2008-1, 2008-2, 2008-3, 2008-4, 2008-5, 2008-6, 2009-1, 2009-2, and 2009-3 (collectively, the "Safety First Trusts") at September30, 2009 and $452million issued by Safety First Trust Series2006-1, 2007-1, 2007-2, 2007-3, 2007-4, 2008-1, 2008-2, 2008-3, 2008-4, 2008-5 and 2008-6 at December31, 2008. CFI owns all of the voting securities of the Safety First Trusts. The Safety First Trusts have no assets, operations, revenues or cash flows other than those related to the issuance, administration, and repayment of the Safety First Trust Securities and the Safety First Trusts' common securities. The Safety First Trusts' obligations under the Safety First Trust Securities are fully and unconditionally guaranteed by CFI, and CFI's guarantee obligations are fully and unconditionally guaranteed by C

PREFERRED STOCK

PREFERRED STOCK
	9 Months Ended Sep. 30, 2009 USD / shares
PREFERRED STOCK	13.PREFERRED STOCK The following table summarizes the Company's preferred stock outstanding at September30, 2009, June30, 2009, and December31, 2008: Carrying value(in millions of dollars) Redemption price per depositary share / preference share Dividend rate Number of depositary shares September30, 2009 June30, 2009 December31, 2008 Series A1(1) 7.000 % $ 50 137,600,000 $ $ 6,880 $ 6,880 Series B1(1) 7.000 % 50 60,000,000 3,000 3,000 Series C1(1) 7.000 % 50 20,000,000 1,000 1,000 Series D1(1) 7.000 % 50 15,000,000 750 750 SeriesE(2) 8.400 % 1,000 6,000,000 121 6,000 6,000 SeriesF(3) 8.500 % 25 81,600,000 71 2,040 2,040 SeriesG(4) 8.000 % 1,000,000 7,059 3,529 SeriesH(5) 5.000 % 1,000,000 25,000 23,835 23,727 SeriesI(6) 8.000 % 1,000,000 20,000 19,513 19,513 Series J1(1) 7.000 % 50 9,000,000 450 450 Series K1(1) 7.000 % 50 8,000,000 400 400 Series L2(1) 7.000 % 50 100,000 5 5 Series N1(1) 7.000 % 50 300,000 15 15 SeriesT(7) 6.500 % 50 63,373,000 23 3,169 3,169 SeriesAA(8) 8.125 % 25 148,600,000 97 3,715 3,715 $ 312 $ 74,301 $ 70,664 (1) Issued on January23, 2008 as depositary shares, each representing a 1/1,000thinterest in a share of the corresponding series of Non-Cumulative Convertible Preferred Stock. Redeemable in whole or in part on or after February15, 2015. Under the terms of pre-existing conversion price reset agreements with holders of SeriesA, B, C, D, J, K, L1 and N (the "Old Preferred Stock"), on February17, 2009, Citigroup exchanged shares of new preferred stock (the "New Preferred Stock") for an equal number of shares of Old Preferred Stock. The terms and conditions of the New Preferred Stock were identical in all material respects to the terms and conditions of the Old Preferred Stock, except that the Conversion Price and Conversion Rate of the New Preferred Stock were reset to $26.3517 and 1,897.4108, respectively. All shares of the Old Preferred Stock were canceled. The dividend of $0.88 per depositary share was payable quarterly when, as and if declared by the Company's Board of Directors. Redemption was subject to a capital replacement covenant. (2) Issued on April28, 2008 as depositary shares, each representing a 1/25thinterest in a share of the corresponding series of Fixed Rate/Floating Rate Non-Cumulative Preferred Stock. Redeemable in whole or in part on or after April30, 2018. Dividends are payable semi-annually for the first 10years until April30, 2018 at $42.00

CHANGES IN ACCUMULATED OTHER CO

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
	9 Months Ended Sep. 30, 2009 USD / shares
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)	14.CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Changes in each component of Accumulated Other Comprehensive Income (Loss) (AOCI) for the first three quarters of 2009 were as follows: In millions of dollars Net unrealized gains (losses) on investment securities Foreign currency translation adjustment, net of hedges Cash flow hedges Pension liability adjustments Accumulated other comprehensive income (loss) Balance, December31, 2008 $ (9,647 ) $ (7,744 ) $ (5,189 ) $ (2,615 ) $ (25,195 ) Cumulative effect of accounting change (ASC 320-10-65- 1/FSP FAS115-2) (413 ) (413 ) Balance, January1, 2009 $ (10,060 ) $ (7,744 ) $ (5,189 ) $ (2,615 ) $ (25,608 ) Decrease (increase) in net unrealized gains (losses) oninvestment securities, net of taxes(1)(3) 31 31 Less: Reclassification adjustment for gains included innet income, net of taxes (11 ) (11 ) FX translation adjustment, net of taxes(2) (2,974 ) (2,974 ) Cash flow hedges, net of taxes(3) 1,483 1,483 Pension liability adjustment, net of taxes 66 66 Change $ 20 $ (2,974 ) $ 1,483 $ 66 $ (1,405 ) Citigroup Stockholders AOCI balance, March31, 2009 $ (10,040 ) $ (10,718 ) $ (3,706 ) $ (2,549 ) $ (27,013 ) Decrease (increase) in net unrealized gains (losses) oninvestment securities, net of taxes(1)(3) 2,890 2,890 Less: Reclassification adjustment for gains included innet income, net of taxes 95 95 FX translation adjustment, net of taxes(4) 2,406 2,406 Cash flow hedges, net of taxes(3) 41 41 Pension liability adjustment, net of taxes (62 ) (62 ) Change $ 2,985 $ 2,406 $ 41 $ (62 ) $ 5,370 Citigroup Stockholders AOCI balance, June30, 2009 $ (7,055 ) $ (8,312 ) $ (3,665 ) $ (2,611 ) $ (21,643 ) Decrease (increase) in net unrealized gains (losses) oninvestment securities, net of taxes(1)(3) 2,968 2,968 Less: Reclassification adjustment for gains included innet income, net of taxes (155 ) (155 ) FX translation adjustment, net of taxes(5) 1,699 1,699 Cash flow hedges, net of taxes(3) (512 ) (512 ) Pension liability adjustment, net of taxes (8 ) (8 ) Change $ 2,813 $ 1,699 $ (512 ) $ (8 ) $ 3,992 Citigroup Stockholders AOCI balance, September30, 2009 $ (4,242 ) $ (6,613 ) $ (4,177 ) $ (2,619 ) $ (17,651 ) (1) Primarily related to AFS Prime MBS, municipal and other debt securiti

SECURITIZATIONS AND VARIABLE IN

SECURITIZATIONS AND VARIABLE INTEREST ENTITIES
	9 Months Ended Sep. 30, 2009 USD / shares
SECURITIZATIONS AND VARIABLE INTEREST ENTITIES	15.SECURITIZATIONS AND VARIABLE INTEREST ENTITIES Overview Citigroup and its subsidiaries are involved with several types of off-balance sheet arrangements, including special purpose entities (SPEs). See Note1 to the Consolidated Financial Statements for a discussion of impending accounting changes to the accounting for transfers and servicing of financial assets and Consolidation of Variable Interest Entities, including the elimination of qualifying SPEs Uses of SPEs An SPE is an entity designed to fulfill a specific limited need of the company that organized it. The principal uses of SPEs are to obtain liquidity and favorable capital treatment by securitizing certain of Citigroup's financial assets, to assist clients in securitizing their financial assets, and to create investment products for clients. SPEs may be organized in many legal forms including trusts, partnerships or corporations. In a securitization, the company transferring assets to an SPE converts those assets into cash before they would have been realized in the normal course of business, through the SPE's issuance of debt and equity instruments, certificates, commercial paper and other notes of indebtedness, which are recorded on the balance sheet of the SPE and not reflected on the transferring company's balance sheet, assuming applicable accounting requirements are satisfied. Investors usually have recourse to the assets in the SPE and often benefit from other credit enhancements, such as a collateral account or over collateralization in the form of excess assets in the SPE, or from a liquidity facility, such as a line of credit, liquidity put option or asset purchase agreement. The SPE can typically obtain a more favorable credit rating from rating agencies than the transferor could obtain for its own debt issuances, resulting in less expensive financing costs. The SPE may also enter into derivative contracts in order to convert the yield or currency of the underlying assets to match the needs of the SPE investors, or to limit or change the credit risk of the SPE. Citigroup may be the provider of certain credit enhancements as well as the counterparty to any related derivative contracts. SPEs may be Qualifying SPEs (QSPEs) or Variable Interest Entities (VIEs) or neither. Qualifying SPEs QSPEs are a special class of SPEs that have significant limitations on the types of assets and derivative instruments they may own or enter into and the types and extent of activities and decision-making they may engage in. Generally, QSPEs are passive entities designed to purchase assets and pass through the cash flows from those assets to the investors in the QSPE. QSPEs may not actively manage their assets through discretionary sales and are generally limited to making decisions inherent in servicing activities and issuance of liabilities. QSPEs are generally exempt from consolidation by the transferor of assets to the QSPE and any investor or counterparty. Variable Interest Entities VIEs are entities defined as entities that have either a total equity investment that is insufficient to permit the entity to finance its activities without additional subor

DERIVATIVES ACTIVITIES

DERIVATIVES ACTIVITIES
	9 Months Ended Sep. 30, 2009 USD / shares
DERIVATIVES ACTIVITIES	16.DERIVATIVES ACTIVITIES In the ordinary course of business, Citigroup enters into various types of derivative transactions. These derivative transactions include: Futures and forward contracts which are commitments to buy or sell at a future date a financial instrument, commodity or currency at a contracted price and may be settled in cash or through delivery. Swap contracts which are commitments to settle in cash at a future date or dates that may range from a few days to a number of years, based on differentials between specified financial indices, as applied to a notional principal amount. Option contracts which give the purchaser, for a fee, the right, but not the obligation, to buy or sell within a limited time a financial instrument, commodity or currency at a contracted price that may also be settled in cash, based on differentials between specified indices or prices. Citigroup enters into these derivative contracts relating to interest rate, foreign currency, commodity, and other market/credit risks for the following reasons: Trading PurposesCustomer NeedsCitigroup offers its customers derivatives in connection with their risk-management actions to transfer, modify or reduce their interest rate, foreign exchange and other market/ credit risks or for their own trading purposes. As part of this process, Citigroup considers the customers' suitability for the risk involved, and the business purpose for the transaction. Citigroup also manages its derivative-risk positions through offsetting trade activities, controls focused on price verification, and daily reporting of positions to senior managers. Trading PurposesOwn AccountCitigroup trades derivatives for its own account, and as an active market maker. Trading limits and price verification controls are key aspects of this activity. HedgingCitigroup uses derivatives in connection with its risk-management activities to hedge certain risks or reposition the risk profile of the Company. For example, Citigroup may issue fixed-rate long-term debt and then enter into a receive-fixed, pay-variable-rate interest rate swap with the same tenor and notional amount to convert the interest payments to a net variable-rate basis. This strategy is the most common form of an interest rate hedge, as it minimizes interest cost in certain yield curve environments. Derivatives are also used to manage risks inherent in specific groups of on-balance sheet assets and liabilities, including investments, corporate and consumer loans, deposit liabilities, as well as other interest-sensitive assets and liabilities. In addition, foreign- exchange contracts are used to hedge non-U.S. dollar denominated debt, foreign-currency-denominated available-for-sale securities, net capital exposures and foreign-exchange transactions. Derivatives may expose Citigroup to market, credit or liquidity risks in excess of the amounts recorded on the Consolidated Balance Sheet. Market risk on a derivative product is the exposure created by potential fluctuations in interest rates, foreign-exchange rates and other factors and is a function of the type of product, the volume of transactions, the

FAIR-VALUE MEASUREMENT

FAIR-VALUE MEASUREMENT
	9 Months Ended Sep. 30, 2009 USD / shares
FAIR-VALUE MEASUREMENT	17.FAIR-VALUE MEASUREMENT Effective January1, 2007, the Company adopted ASC 820-10 (SFAS157). ASC 820-10 (SFAS157) defines fair value, establishes a consistent framework for measuring fair value and expands disclosure requirements about fair-value measurements. Among other things, the standard requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. In addition, it precludes the use of block discounts when measuring the fair value of instruments traded in an active market; such discounts were previously applied to large holdings of publicly traded equity securities. It also requires recognition of trade-date gains related to certain derivative transactions whose fair value has been determined using unobservable market inputs. This guidance supersedes the guidance in Emerging Issues Task Force Issue No.02-3, "Issues Involved in Accounting for Derivative Contracts Held for Trading Purposes and Contracts Involved in Energy Trading and Risk Management Activities" (EITF Issue 02-3), which prohibited the recognition of trade-date gains for such derivative transactions when determining the fair value of instruments not traded in an active market. As a result of the adoption of the standard, the Company made some amendments to the techniques used in measuring the fair value of derivative and other positions. These amendments change the way that the probability of default of a counterparty is factored into the valuation of derivative positions, include for the first time the impact of Citigroup's own credit risk on derivatives and other liabilities measured at fair value, and also eliminate the portfolio servicing adjustment that is no longer necessary. Fair-Value Hierarchy ASC 820-10 (SFAS157) also specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the following fair-value hierarchy: Level1Quoted prices for identical instruments in active markets. Level2Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level3Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. This hierarchy requires the use of observable market data when available. The Company considers relevant and observable market prices in its valuations where possible. The frequency of transactions, the size of the bid-ask spread and the amount of adjustment necessary when comparing similar transactions are all factors in determining the liquidity of markets and the relevance of observed prices in those markets. Determination of Fair Value For assets and liabilities carried at fair value, the Company measures such value using the proc

FAIR-VALUE ELECTIONS

FAIR-VALUE ELECTIONS
	9 Months Ended Sep. 30, 2009 USD / shares
FAIR-VALUE ELECTIONS	18.FAIR-VALUE ELECTIONS The Company may elect to report most financial instruments and certain other items at fair value on an instrument-by-instrument basis with changes in fair value reported in earnings. After the initial adoption, the election is made upon the acquisition of an eligible financial asset, financial liability or firm commitment or when certain specified reconsideration events occur. The fair-value election may not be revoked once an election is made. Additionally, the transition provisions of ASC 825-10 (SFAS159) permit a one-time election for existing positions at the adoption date with a cumulative-effect adjustment included in opening retained earnings and future changes in fair value reported in earnings. The Company also has elected to adopt the fair-value accounting provisions for certain assets and liabilities prospectively. Hybrid financial instruments, such as structured notes containing embedded derivatives that otherwise would require bifurcation, as well as certain interest-only instruments, may be accounted for at fair value if the Company makes an irrevocable election to do so on an instrument-by-instrument basis. The changes in fair value are recorded in current earnings. Additional discussion regarding the applicable areas in which fair value elections were made is presented in Note17 to the Consolidated Financial Statements. All servicing rights must now be recognized initially at fair value. At its initial adoption, the standard permits a one-time irrevocable election to re-measure each class of servicing rights at fair value, with the changes in fair value recorded in current earnings. The classes of servicing rights are identified based on the availability of market inputs used in determining their fair values and the methods for managing their risks. The Company has elected fair-value accounting for its mortgage and student loan classes of servicing rights. The impact of adopting this standard was not material. See Note15 to the Consolidated Financial Statements for further discussions regarding the accounting and reporting of mortgage servicing rights. The following table presents, as of September30, 2009, the fair value of those positions selected for fair-value accounting, as well as the changes in fair value for the nine months ended September30, 2009 and September30, 2008. Fair Value at Changes in fair value gains (losses) for nine months ended September30, In millions of dollars September30, 2009 December31, 2008 2009 2008(1) Assets Federal funds sold and securities borrowed or purchased under agreements to resell Selected portfolios of securities purchased under agreements to resell, securities borrowed(2) $ 87,886 $ 70,305 $ (1,284 ) $ 675 Trading account assets: Legg Mason convertible preferred equity securities originally classified as available-for-sale $ $ $ $ (13 ) Selected letters of credit hedged by credit default swaps or participation notes 28 61 (2 ) Certain credit products

FAIR VALUE OF FINANCIAL INSTRUM

FAIR VALUE OF FINANCIAL INSTRUMENTS
	9 Months Ended Sep. 30, 2009 USD / shares
FAIR VALUE OF FINANCIAL INSTRUMENTS	19.FAIR VALUE OF FINANCIAL INSTRUMENTS Estimated Fair Value of Financial Instruments The table below presents the carrying value and fair value of Citigroup's financial instruments. The disclosure excludes leases, affiliate investments, pension and benefit obligations and insurance policy claim reserves. In addition, contract-holder fund amounts exclude certain insurance contracts. Also as required, the disclosure excludes the effect of taxes, any premium or discount that could result from offering for sale at one time the entire holdings of a particular instrument, excess fair value associated with deposits with no fixed maturity and other expenses that would be incurred in a market transaction. In addition, the table excludes the values of non-financial assets and liabilities, as well as a wide range of franchise, relationship and intangible values (but includes mortgage servicing rights), which are integral to a full assessment of Citigroup's financial position and the value of its net assets. The fair value represents management's best estimates based on a range of methodologies and assumptions. The carrying value of short-term financial instruments not accounted for at fair value, as well as receivables and payables arising in the ordinary course of business, approximates fair value because of the relatively short period of time between their origination and expected realization. Quoted market prices are used when available for investments and for both trading and end-user derivatives, as well as for liabilities, such as long-term debt, with quoted prices. For performing loans not accounted for at fair value, contractual cash flows are discounted at quoted secondary market rates or estimated market rates if available. Otherwise, sales of comparable loan portfolios or current market origination rates for loans with similar terms and risk characteristics are used. For loans with doubt as to collectability, expected cash flows are discounted using an appropriate rate considering the time of collection and the premium for the uncertainty of the flows. This method of estimating fair value does not incorporate the exit-price concept of fair value prescribed by ASC 820-10 (SFAS No.157). The value of collateral is also considered. For liabilities such as long-term debt not accounted for at fair value and without quoted market prices, market borrowing rates of interest are used to discount contractual cash flows. September30, 2009 December31, 2008 In billions of dollars Carrying value Estimated fair value Carrying value Estimated fair value Assets Investments $ 261.9 $ 261.7 $ 256.0 $ 251.9 Federal funds sold and securities borrowed or purchased under agreements to resell 197.4 197.4 184.1 184.1 Trading account assets 340.7 340.7 377.6 377.6 Loans(1) 582.7 573.6 660.9 642.7 Other financial assets(2) 344.9 344.7 316.6 316.6 September30, 2009 December31, 2008 In billions of dollars Carrying value Estimate

GUARANTEES

GUARANTEES
	9 Months Ended Sep. 30, 2009 USD / shares
GUARANTEES	20.GUARANTEES The Company provides a variety of guarantees and indemnifications to Citigroup customers to enhance their credit standing and enable them to complete a wide variety of business transactions. For certain contracts meeting the definition of a guarantee, the guarantor must recognize, at inception, a liability for the fair value of the obligation undertaken in issuing the guarantee. In addition, the guarantor must disclose the maximum potential amount of future payments the guarantor could be required to make under the guarantee, if there were a total default by the guaranteed parties. The determination of the maximum potential future payments is based on the notional amount of the guarantees without consideration of possible recoveries under recourse provisions or from collateral held or pledged. Such amounts bear no relationship to the anticipated losses, if any, on these guarantees. The following tables present information about the Company's guarantees at September30, 2009 and December31, 2008: Maximum potential amount of future payments In billions of dollars at September30, except carrying value in millions Expire within 1year Expire after 1year Total amount outstanding Carrying value(in millions) 2009 Financial standby letters of credit $ 48.8 $ 48.2 $ 97.0 $ 465.7 Performance guarantees 9.1 5.4 14.5 32.5 Derivative instruments considered to be guarantees 6.8 9.6 16.4 855.2 Loans sold with recourse 0.3 0.3 65.6 Securities lending indemnifications(1) 66.1 66.1 Credit card merchant processing(1) 59.4 59.4 Custody indemnifications and other 27.5 27.5 154.6 Total $ 190.2 $ 91.0 $ 281.2 $ 1,573.6 Maximum potential amount of future payments In billions of dollars at December31, except carrying value in millions Expire within 1year Expire after 1year Total amount outstanding Carrying value(in millions) 2008 Financial standby letters of credit $ 31.6 $ 62.6 $ 94.2 $ 289.0 Performance guarantees 9.4 6.9 16.3 23.6 Derivative instruments considered to be guarantees(2) 7.6 7.2 14.8 1,308.4 Guarantees of collection of contractual cash flows(1) 0.3 0.3 Loans sold with recourse 0.3 0.3 56.4 Securities lending indemnifications(1) 47.6 47.6 Credit card merchant processing(1) 56.7 56.7 Custody indemnifications and other 21.6 21.6 149.2 Total $ 152.9 $ 98.9 $ 251.8 $ 1,826.6 (1) The carrying values of guarantees of collections of contractual cash flows, securities lending indemnifications and credit card merchant processing are not material, as the Company has determined that the amount and probability of potenti

CONTINGENCIES

CONTINGENCIES
	9 Months Ended Sep. 30, 2009 USD / shares
CONTINGENCIES	21.CONTINGENCIES The Company is a defendant in numerous lawsuits and other legal proceedings arising out of alleged misconduct in connection with certain matters. In view of the large number of such matters, the uncertainties of the timing and outcome of this type of litigation, the novel issues presented, and the significant amounts involved, it is possible that the ultimate costs of these matters may exceed or be below the Company's litigation reserves. The Company will continue to defend itself vigorously in these cases, and seek to resolve them in the manner management believes is in the best interests of the Company. In addition, in the ordinary course of business, Citigroup and its subsidiaries are defendants or co-defendants or parties in various litigation and regulatory matters incidental to and typical of the businesses in which they are engaged. In the opinion of the Company's management, the ultimate resolution of these legal and regulatory proceedings would not be likely to have a material adverse effect on the consolidated financial condition of the Company but, if involving monetary liability, may be material to the Company's operating results for any particular period.

CITIBANK, N.A. EQUITY

CITIBANK, N.A. EQUITY
	9 Months Ended Sep. 30, 2009 USD / shares
CITIBANK, N.A. EQUITY	22.CITIBANK, N.A. EQUITY Statement of Changes in Equity (Unaudited) Nine Months Ended September30, In millions of dollars, except shares 2009 2008 Common stock ($20 par value) Balance, beginning of periodShares: 37,534,553 in 2009 and 2008 $ 751 $ 751 Balance, end of periodShares: 37,534,553 in 2009 and 2008 $ 751 $ 751 Surplus Balance, beginning of period $ 74,767 $ 69,135 Capital contribution from parent company 30,492 77 Employee benefit plans 34 107 Balance, end of period $ 105,293 $ 69,319 Retained earnings Balance, beginning of period $ 21,735 $ 31,915 Adjustment to opening balance, net of taxes(1) 402 Adjusted balance, beginning of period $ 22,137 $ 31,915 Net income (loss) (2,270 ) (1,450 ) Dividends paid 4 (34 ) Other(2) 117 Balance, end of period $ 19,988 $ 30,431 Accumulated other comprehensive income (loss) Balance, beginning of period $ (15,895 ) $ (2,495 ) Adjustment to opening balance, net of taxes(1) (402 ) Adjusted balance, beginning of period $ (16,297 ) $ (2,495 ) Net change in unrealized gains (losses) on investment securities available-for-sale, net of taxes 3,758 (4,971 ) Net change in FX translation adjustment, net of taxes 850 (2,244 ) Net change in cash flow hedges, net of taxes 281 (214 ) Pension liability adjustment, net of taxes (7 ) 90 Net change in Accumulated other comprehensive income (loss) $ 4,882 $ (7,339 ) Balance, end of period $ (11,415 ) $ (9,834 ) Total Citibank common stockholder's equity and total Citibank stockholder's equity $ 114,617 $ 90,667 Noncontrolling interest Balance, beginning of period $ 1,082 $ 1,266 Initial consolidation of a noncontrolling interest 123 Net income attributable to noncontrolling interest shareholders 46 88 Dividends paid to noncontrolling interest shareholders (16 ) (86 ) Accumulated other comprehensive incomeNet change in unrealized gains and losses on investments securities, net of tax 7 3 Accumulated other comprehensive incomeNet change in FX translation adjustment, net of tax 15 6 All other (155 ) (5 ) Net change in noncontrolling interest $ 20 $ 6 Balance, end of period $ 1,102 $ 1,272 Total equity $ 115,719 $ 91,939 Comprehensive income (loss) Net income (loss) before attribution of noncontrolling interest $ (2,224 ) $ (1,362 ) Net change in Accumulated other comprehensive income (loss) 4,904 (7,330 ) Total comprehensive income (loss) $ 2,680 $ (8,692 ) Comprehensive income attributable to the noncontrollin

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS
	9 Months Ended Sep. 30, 2009 USD / shares
SUBSEQUENT EVENTS	23.SUBSEQUENT EVENTS The Company has evaluated subsequent events through November6, 2009, which is the date its Consolidated Financial Statements were issued.

CONDENSED CONSOLIDATING FINANCI

CONDENSED CONSOLIDATING FINANCIAL STATEMENT SCHEDULES
	9 Months Ended Sep. 30, 2009 USD / shares
CONDENSED CONSOLIDATING FINANCIAL STATEMENT SCHEDULES	24.CONDENSED CONSOLIDATING FINANCIAL STATEMENT SCHEDULES These unaudited condensed consolidating financial statement schedules are presented for purposes of additional analysis but should be considered in relation to the consolidated financial statements of Citigroup taken as a whole. Citigroup Parent Company The holding company, CitigroupInc. Citigroup Global Markets HoldingsInc. (CGMHI) Citigroup guarantees various debt obligations of CGMHI as well as all of the outstanding debt obligations under CGMHI's publicly issued debt. Citigroup FundingInc. (CFI) CFI is a first-tier subsidiary of Citigroup, which issues commercial paper, medium-term notes and structured equity-linked and credit-linked notes, all of which are guaranteed by Citigroup. CitiFinancial Credit Company (CCC) An indirect wholly owned subsidiary of Citigroup. CCC is a wholly owned subsidiary of Associates First Capital Corporation (described below). Citigroup has issued a full and unconditional guarantee of the outstanding indebtedness of CCC. Associates First Capital Corporation (Associates) A wholly owned subsidiary of Citigroup. Citigroup has issued a full and unconditional guarantee of the outstanding long-term debt securities and commercial paper of Associates. In addition, Citigroup guaranteed various debt obligations of Citigroup Finance CanadaInc. (CFCI), a wholly owned subsidiary of Associates. CFCI continues to issue debt in the Canadian market supported by a Citigroup guarantee. Associates is the immediate parent company of CCC (described above). Other Citigroup Subsidiaries Includes all other subsidiaries of Citigroup, intercompany eliminations, and income/loss from discontinued operations. Consolidating Adjustments Includes Citigroup parent company elimination of distributed and undistributed income of subsidiaries, investment in subsidiaries and the elimination of CCC, which is included in the Associates column. CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended September30, 2009 In millions of dollars Citigroup parent company CGMHI CFI CCC Associates Other Citigroup subsidiaries, eliminations Consolidating adjustments Citigroup consolidated Revenues Dividends from subsidiary banks and bank holding companies $ 1,005 $ $ $ $ $ $ (1,005 ) $ Interest revenue $ 57 1,682 $ $ 1,526 $ 1,759 $ 15,180 $ (1,526 ) $ 18,678 Interest revenueintercompany 477 (90 ) 1,053 1,689 96 (1,536 ) (1,689 ) Interest expense 2,495 644 400 17 84 3,057 (17 ) 6,680 Interest expenseintercompany (137 ) (165 ) 260 2,212 377 (335 ) (2,212 ) Net interest revenue $ (1,824 ) $ 1,113 $ 393 $ 986 $ 1,394 $ 10,922 $ (986 ) $ 11,998 Commissions and fees $ $ 1,229 $ $ 16 $ 36

Document and Entity Information

Document and Entity Information (USD $)
In Billions, except Share data	9 Months Ended Sep. 30, 2009	Jun. 30, 2008
Entity Registrant Name	Citigroup Inc.
Entity Central Index Key	0000831001
Document Type	10-Q
Document Period End Date	2009-09-30
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float		91.2
Entity Common Stock, Shares Outstanding	22,863,947,261