Rule 424(b)(3)
                                                          Registration Statement
                                                                    No. 33-52685

PRICING SUPPLEMENT NO. 5,

Dated August 28, 1995, to
Prospectus, dated March 24, 1995, and
Prospectus Supplement, dated April 5, 1995.

                          THE CIT GROUP HOLDINGS, INC.
                            6.125% MEDIUM-TERM NOTES
                   DUE NINE MONTHS OR MORE FROM DATE OF ISSUE


(X) Senior Note                                     ( ) Senior Subordinated Note

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

Proceeds to Corporation:  99.678% or $99,678,000.

Underwriting Discount:  .200%.

Issue Price:  99.878%.

Original Issue Date:  September 1, 1995.

Maturity Date:  September 1, 1998.

Interest Rate Per Annum:  6.125%.

Interest Payment Dates:  Each March 1 and September 1, commencing March 1, 1996,
provided that if any such day is not a Business Day, the payment will be made on
the next succeeding Business Day as if it were made on the date such payment was
due, and no interest  will accrue on the amount  payable for the period from and
after such Interest Payment Date or the Maturity Date, as the case may be.

         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.

The Notes are  offered by the  Underwriters,  as  specified  herein,  subject to
receipt and acceptance by them and subject to their 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 September 1, 1995.

                              SALOMON BROTHERS INC
                              BA SECURITIES, INC.







Form:  Global Note.

Specified Currency:  U.S. Dollars.

Trustee, Registrar,   Authenticating  and  Paying  Agent:  PNC  Bank,   National
         Association,  under  Indenture  dated  as of May 1,  1994  between  the
         Trustee and the Corporation.

                                  UNDERWRITING

         Salomon Brothers Inc and BA Securities, Inc. (the
         "Underwriters") are acting as principals in this
         transaction.

         Subject  to the terms  and  conditions  set forth in a Terms  Agreement
         dated August 28, 1995 (the "Terms Agreement"),  between the Corporation
         and the  Underwriters,  and a letter  agreement  dated  August 28, 1995
         between the  Corporation  and BA Securities,  Inc.,  incorporating  the
         terms of a Selling Agency  Agreement  dated April 6, 1995,  between the
         Corporation and Lehman Brothers,  Lehman Brothers Inc., CS First Boston
         Corporation,  Goldman, Sachs & Co., Merrill Lynch & Co., Merrill Lynch,
         Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated,
         Salomon  Brothers Inc, and UBS  Securities  Inc., the  Corporation  has
         agreed to sell to the  Underwriters,  and each of the  Underwriters has
         severally  agreed to purchase,  the  principal  amount of the Notes set
         forth opposite its name below:

                                                           Principal Amount of
                  Underwriter                              the Notes

         Salomon Brothers Inc                              $ 80,000,000
         BA Securities, Inc.                                 20,000,000
                                                           ------------
                                         Total             $100,000,000

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

         The  Underwriters  have  advised  the  Corporation  that  they  propose
         initially  to offer  the Notes  directly  to the  public at the  public
         offering  price set forth on the cover page of this Pricing  Supplement
         and to certain dealers at such price less a concession not in excess of
         .150% of the principal amount of the Notes. The Underwriters may allow,
         and such dealers may reallow,  a discount not in excess of .125% of the
         principal amount of the Notes on sales to certain other dealers.  After
         the initial  offering,  the price to public and concession and discount
         to dealers may be changed by the Underwriters.

         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

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          Underwriters  that  they  intend to make a market in the Notes but are
          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  Corporation  has agreed to  indemnify  the  Underwriters  against
          certain liabilities, including liabilities under the Securities Act of
          1933, as amended.

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