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) February 3, 2005
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Citigroup Global Markets Holdings Inc.
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(Exact name of registrant as specified in its charter)
New York 1-15286 11-2418067
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
388 Greenwich Street, New York, New York 10013
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(Address of principal executive offices) (Zip Code)
(212) 816-6000
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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
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act
CITIGROUP GLOBAL MARKETS HOLDINGS INC.
Current Report on Form 8-K
Item 9.01. Financial Statements and Exhibits.
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Exhibits:
Exhibit No. Description
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1.01 Terms Agreement, dated January 31, 2005, between the
Company and Citigroup Global Markets Inc., as the
underwriter, relating to the offer and sale of the
Company's Stock Market Upturn NotesSM Based Upon the
Dow Jones Industrial AverageSM Due November 3, 2006.
4.01 Form of Note for the Company's Stock Market Upturn
Notes(SM) Based Upon the Dow Jones Industrial
Average(SM) Due November 3, 2006.
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: February 3, 2005 CITIGROUP GLOBAL MARKETS
HOLDINGS INC.
By: /s/ Scott Freidenrich
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Name: Scott Freidenrich
Title: Executive Vice President and
Treasurer