Rule 424(b)(3)
                              Registration Statement
                              No. 33-58418

PRICING SUPPLEMENT NO. 12,

Dated February 28, 1994, to
Prospectus, dated March 25, 1993, and Prospectus
Supplement, dated March 25, 1993.


               THE CIT GROUP HOLDINGS, INC.
    6.98% MEDIUM-TERM SENIOR SUBORDINATED CAPITAL NOTES
        DUE NINE MONTHS OR MORE FROM DATE OF ISSUE


( ) Senior Note               (X) Senior Subordinated Note


Principal Amount:  U.S. $100,000,000.   

Proceeds to Corporation:  99.643%.

Underwriting Discount:  0.357%.

Issue Price:  Variable Price Reoffer, initially at 100.0%.

Original Issue Date:  March 7, 1994.

Maturity Date:  March 1, 2004.

Interest Rate Per Annum:  6.98%.

Other Provisions:  The 6.98% Medium-Term Senior
     Subordinated Capital Notes of The CIT Group Holdings,
     Inc. (the "Corporation") being offered hereby (the
     "Notes") are subject to acceleration only in the
     event of certain circumstances relating to the
     insolvency of the Corporation as provided herein.

The Notes are offered by the Underwriter, as specified
herein, subject to receipt and acceptance by it and
subject to its right to reject any order in whole or in
part.  It is expected that the Notes will be ready for
delivery in book-entry form on or about March 7, 1994.

                  CHASE SECURITIES, INC.



Form:  Global Note.

Interest Payment Dates:  Each March 1 and September 1, 
     commencing September 1, 1994.
     
     Interest payments will include the amount of interest
     accrued from and including the most recent Interest
     Payment Date to which interest has been paid (or from
     and including the Original Issue Date) to but
     excluding the applicable Interest Payment Date.

Specified Currency:  U.S. Dollars.

Redemption Provisions:  The Notes may be redeemed at the 
     option of the Corporation on any date on or after
     March 1, 1997 upon at least 30 days and not more than
     60 days prior written notice.  The Notes will not be
     entitled to any sinking fund.

Other Provisions:  Pursuant to Section 7.02 of the 
     Indenture (referred to below), only certain events of
     default relating to the bankruptcy, insolvency or
     reorganization of the Corporation as provided below
     (each, an "Insolvency Event") would give rise to a
     right of acceleration of the maturity of the Notes or
     to the Trustee's right to the appointment of a
     receiver pursuant to Section 7.07 of the Indenture. 
     Such Insolvency Events are as follows:

          (i) the entry by a court of competent
     jurisdiction of a decree or order, unstayed on appeal
     or otherwise and in effect for 30 days, adjudicating
     the Corporation a bankrupt or insolvent;

          (ii) the entry by a court of competent
     jurisdiction of a decree or order appointing a
     receiver or liquidator or trustee of the Corporation
     or of substantially all the property of the
     Corporation, or approving as properly filed a
     petition seeking reorganization, arrangement,
     adjustment or composition of or in respect of the
     Corporation under Title 11 of the United States Code,
     as now constituted or as hereafter in effect, or any
     other Federal or state bankruptcy or other similar
     statute applicable to the Corporation; but only if
     and when such decree or order shall have continued
     unstayed on appeal or otherwise and in effect for 60
     days; or



          (iii) the filing by the Corporation of a
     petition in voluntary bankruptcy under any of the
     provisions of any bankruptcy law; or the consenting
     by the Corporation to the filing of any bankruptcy or
     reorganization petition against it under any such
     law; or (without limitation of the generality of the
     foregoing) the filing by the Corporation of a
     petition seeking relief under Title 11 of the United
     States Code, as now constituted or as hereafter in
     effect, or any other Federal or state bankruptcy or
     other similar statute applicable to the Corporation,
     as now or hereafter in effect; or the making by the
     Corporation of an assignment for the benefit of
     creditors; or the admitting in writing by the
     Corporation of its inability to pay its debts
     generally as they become due; or the consenting by
     the Corporation to the appointment of a receiver or
     liquidator or custodian or trustee of it or of
     substantially all its property.

     Accordingly, except upon the occurrence of an
     Insolvency Event, there is no right of acceleration
     nor shall the Trustee be entitled to the appointment
     of a receiver pursuant to Section 7.07 of the
     Indenture for a default in the payment of principal,
     premium, if any, or interest or in the performance of
     any covenant or agreement in the Notes or in the
     Indenture.  In the event of a default in the payment
     of principal, premium, if any, or interest or the
     performance of any covenant or agreement in the Notes
     or in the Indenture, the holder of any Note and the
     Trustee, subject to certain limitations and
     conditions, may institute judicial proceedings to
     enforce the payment of such principal, premium, if
     any, or interest or to obtain the performance of any
     covenant or agreement or any other remedy.

Trustee, Registrar, Authenticating and Paying Agent: 
     The Bank of New York, under Indenture dated as of May
     1, 1988, as amended by Indenture Supplement No. 1,
     dated as of January 15, 1991, between the Trustee and
     the Corporation.



                       UNDERWRITING

     Chase Securities, Inc. (the "Underwriter"), is acting
     as principal in this transaction.



     Subject to the terms and conditions set forth in a
     Terms Agreement dated February 28, 1994 (the "Terms
     Agreement"), between the Corporation and the
     Underwriter, and a Letter Agreement, dated February
     28, 1994, incorporating the terms of a Selling Agency
     Agreement, dated March 25, 1993, between the
     Corporation and Merrill Lynch & Co., Merrill Lynch,
     Pierce, Fenner & Smith Incorporated, The First Boston
     Corporation, Goldman, Sachs & Co., Morgan Stanley &
     Co. Incorporated, Shearson Lehman Brothers Inc.
     (currently known as Lehman Brothers Inc.), and UBS
     Securities Inc., the Corporation has agreed to sell
     to the Underwriter, and the Underwriter has agreed to
     purchase, $100,000,000 principal amount of the Notes.

     Under the terms and conditions of the Terms
     Agreement, the Underwriter is committed to take and
     pay for all of the Notes, if any are taken.

     The Underwriter has advised the Corporation that it
     proposes to offer the Notes for sale from time to
     time in one or more transactions (which may include
     block transactions), in negotiated transactions or
     otherwise, or a combination of such methods of sale,
     at market prices prevailing at the time of sale, at
     prices related to such prevailing market prices or at
     negotiated prices.  The Underwriter may effect such
     transactions by selling the Notes to or through
     dealers, and such dealers may receive compensation in
     the form of underwriting discounts, concessions or
     commissions from the Underwriter and/or the
     purchasers of the Notes for whom they may act as
     agent.  In connection with the sale of the Notes, the
     Underwriter may be deemed to have received
     compensation from the Corporation in the form of
     underwriting discounts, and the Underwriter may also
     receive commissions from the purchasers of the Notes
     for whom they may act as agent.  The Underwriter and
     any dealers that participate with the Underwriter in
     the distribution of the Notes may be deemed to be
     underwriters, and any discounts or commissions
     received by them and any profit on the resale of the
     Notes by them may be deemed to be underwriting
     discounts or commissions.

     The Notes are a new issue of securities with no
     established trading market.  The Corporation
     currently has no intention to list the Notes on any
     securities exchange.  The Corporation has been
     advised by the Underwriter that it intends to make a



     market in the Notes but is not obligated to do so and
     may discontinue any market making at any time without
     notice.  No assurance can be given as to the
     liquidity of the trading market for the Notes.

     The Underwriter or its affiliates have provided and
     will continue to provide investment and commercial
     banking services to the Corporation or its affiliates
     in the ordinary course of business.

     The Corporation has agreed to indemnify the
     Underwriter against certain liabilities, including
     liabilities under the Securities Act of 1933, as
     amended.