UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 31, 2005
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Citigroup Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-9924 52-1568099
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
399 Park Avenue, New York, New York 10043
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(Address of principal executive offices) (Zip Code)
(212) 559-1000
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Citigroup Inc.
Current Report on Form 8-K
Item 7.01 Regulation FD Disclosure.
On January 31, 2005, Citigroup Inc. and MetLife, Inc. released a press
release announcing an agreement for the sale of Citigroup's Travelers Life &
Annuity, and substantially all of Citigroup's international insurance business,
to MetLife for $11.5 billion, subject to closing adjustments.
A copy of the above-referenced press release is attached hereto as Exhibit
99.1 to this Form 8-K. The press release is being furnished pursuant to Item
7.01 of this Current Report on Form 8-K, and the information contained in
Exhibit 99.1 shall not be deemed to be "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities under Section 18. Furthermore, the information contained in
Exhibit 99.1 shall not be deemed to be incorporated by reference into the
filings of Citigroup Inc. under the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number
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99.1 Press Release, dated January 31, 2005, issued by
Citigroup Inc. and MetLife, Inc.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: January 31, 2005 CITIGROUP INC.
By: /s/ Michael S. Helfer
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Name: Michael S. Helfer
Title: General Counsel and Corporate Secretary
EXHIBIT INDEX
Exhibit Number
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99.1 Press Release, dated January 31, 2005, issued by Citigroup
Inc. and MetLife, Inc.