January 7, 1994

Securities and Exchange Commission
450 Fifth Street
Washington, D.C.  20549

Re:     The CIT Group Holdings, Inc.
         Registration No. 33-50666

Dear Sirs:

     On behalf of The CIT Group Holdings, Inc. (the "Company"), I enclose 
herewith for filing pursuant to Rule 424(b)(3) under the Securities Act of 
1933, as amended, the Prospectus Supplement, dated January 6, 1994, to the 
Propectus, dated March 25, 1993, relating to the offering of Floating Rate 
Notes due January 15, 1999 by the Company.

                                         Very truly yours,

                                         Ferlanda Fox Wallace

Enclosure




PROPECTUS SUPPLEMENT
(To Prospectus Dated March 25, 1993)
$250,000,000

THE CIT GROUP HOLDINGS, INC.

FLOATING RATE NOTES DUE JANUARY 15, 1999
                                           
The Notes will mature on January 15,  1999. Interest on the Notes will be  
payable on  the  fifteenth  day of  January,  April,  July,  and October,  
commencing April 15, 1994. The rate of interest will be reset quarterly as 
described herein based on (i) LIBOR (as defined herein) plus (ii) a spread 
of  .125%.  See  "Description  of  Notes_Interest."  The  Notes  are  not  
redeemable prior to maturity and will not be entitled to any sinking fund. 
The Notes will be issued only in registered form in denominations of $1,000 
and integral multiples thereof.

The Notes  will be  represented  by one  or  more permanent  global Notes  
registered in the name of The Depository Trust Company (the "Depositary")  
or its nominee. Beneficial interests in the global Notes will be shown on, 
and transfers thereof will be effected only through, records mantained by  
the Depositary and its participants. See "Description of Notes_Book-Entry  
System." Except as described herein, Notes in definitive form will not be 
issued. Settlement for  the Notes will  be made  in immediately available  
funds. The Notes will trade in the Depositary's Same-Day Funds Settlement  
System until maturity, and secondary market trading activity for the Notes 
will therefore  settle in  immediately available  funds. All  payments of  
principal and interest  will be  made by  the Corporation  in immediately  
available  funds.  See  "Description  of  Notes_Same-Day  Settlement  and   
Payment." 

THESE SECURITIES HAVE NOT BEEN APPROVED  OR DISAPPROVED BY THE SECURITIES  
AND EXCHANGE COMMISSION  OR ANY STATE  SECURITIES COMMISSION  NOR HAS THE  
SECURITIES AND  EXCHANGE COMMISSION  OR  ANY STATE  SECURITIES COMMISSION  
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE 
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

____________________________________________________________________________

                      Price to        Underwriting     Proceeds to
                      Public(1)       Discount         Corporation(1)(2)
Per Note            100.000%        .257%           99.743%
Total               $250,000,000     $642,500       $249,357,500
____________________________________________________________________________


(1)  Plus accrued interest, if any, from January 13, 1994.
(2)  Before deducting  estimated  expenses  of  $275,000  payable  by the  
Corporation.
The Notes are offered subject to receipt and acceptance by the Underwriter, 
to prior sale and to the Underwriter's right to reject any order in whole 
or in part and to withdraw, cancel or modify the offer without notice. It 
is expected that delivery of a permanent global Note or Notes will be made 
to the Depositary on or about January 13, 1994.

______________________

  SALOMON BROTHERS INC
  
  __________________________________________________________________________
The date of this Prospectus Supplement is January 6, 1994.





IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER-ALLOT OR EFFECT 
TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NOTES AT A 
LEVEL ABOVE THAT WHICH  MIGHT OTHERWISE PREVAIL IN  THE OPEN MARKET. SUCH  
STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

                           DESCRIPTION OF NOTES
                                           
The Floating Rate Notes Due January 15, 1999 (the "Notes") are to be 
issued as a series of Debt Securities under the Indenture, dated as of 
February 1, 1993 (the "Indenture"), between the Corporation and PNC Bank, 
National Association, formerly known as Pittsburgh National Bank, as 
Trustee (the "Trustee"), which is more fully described in the accompanying 
Prospectus. The Trustee is also the Registrar and Paying Agent.

GENERAL

     The Notes will mature on January 15, 1999. The Notes will be issued 
in fully registered form only, without coupons. The Notes will be issuable 
in denominations of $1,000 and integral multiples thereof. The Notes will 
be represented by one or more permanent global  Notes registered in the 
name of The Depository Trust Company, New York, New York (the 
"Depositary"), or its nominee, as described below.

     As discussed below, payment of principal of, and interest on, Notes 
represented by a permanent global Note or Notes registered in the name of 
or held by the Depositary or its nominee will be made in immediately 
available funds to the Depositary or its nominee, as the case may be, as 
the registered owner and holder of such permanent global Note or Notes. 
See "Same-Day Settlement and Payment."

INTEREST

     Interest Payment Dates.  Interest on the Notes will be payable on the 
fifteenth day of January, April, July and October (each an "Interest 
Payment Date"), commencing April 15, 1994, provided that, if an Interest 
Payment Date would otherwise fall on a day that is not a Business Day, 
such Interest Payment Date will be the following day that is a Business 
Day, except that if such day falls in the next calendar month, such 
Interest Payment Date will be the next  preceding day that is a Business 
Day.  Interest payable on each Interest Payment Date will include interest 
accrued from and including January 13, 1994 or from and including the most 
recent Interest Payment Date to which interest has been paid, as the case 
may be, to, but excluding, such Interest Payment Date.  Interest payable 
on any Interest Payment Date will be payable to the persons in whose name 
the Notes are registered at the close of business on the fifteenth day 
next preceding the Interest Payment Date.

     The rate of interest on the Notes will be reset quarterly. The 
"Interest Reset Date" shall mean the second day next  preceding each 
Interest Payment Date, commencing April 13, 1994, provided that, if an 
Interest Reset Date would otherwise fall on a day that is not a Business 
Day, such Interest Reset Date will be the following day that is a Business 
Day, except that if such day falls in the next calendar month, such 
Interest Reset Date will be the preceding day that is a Business Day.

     "Business Day" shall mean any day other than a Saturday or a Sunday 
or a day on which banking institutions in The City of New York are 
generally authorized or obligated by law or executive order to close.  
"London Business Day" shall mean any day on which dealings in deposits in 
U.S. dollars are transacted in the London interbank market.

     Interest  Rate. The rate of interest for each Interest Reset Date 
will be (i) LIBOR (as defined below) in effect on the Interest 
Determination Date for such Interest Reset Date plus (ii) a spread of 
.125%.   The initial interest rate will be (i) LIBOR in effect on January 
11, 1994 plus (ii) a spread of .125%. LIBOR for each Interest Reset Date 
will be determined by the Calculation Agent (as defined below) in 
accordance with the following provisions.

     The applicable "LIBOR" will be determined on each Interest 
Determination Date by the Calculation Agent in accordance with the 
following provisions:

     (i) On each Interest Determination Date, LIBOR will be the rate for 
deposits in U.S. dollars having a maturity of three months which appears 
on the Telerate Page 3750 (as defined below) as of 11:00 a.m., London 
time, on such Interest Determination Date.
                                (S-2)




     (ii) If on any Interest Determination Date such rate for deposits in 
U.S. dollars having a maturity of three months does not appear on the 
Telerate Page 3750 as specified in (i) above, LIBOR will be determined on 
the basis of the rates at which deposits in U.S. dollars are offered by 
four major banks in the London interbank market selected by the 
Calculation Agent at approximately 11:00 a.m., London time, on such 
Interest Determination Date to prime banks in the London interbank market 
having a maturity of three months and in a principal amount equal to an 
amount that is representative for a single transaction in such market at 
such time.  The Calculation Agent will request the principal London office 
of each of such banks to provide a quotation of its rate.  If at least two 
such quotations are provided, the rate for that Interest Determination 
Date will be the arithmetic mean of the quotations.  If fewer than two 
quotations are provided, LIBOR for that Interest Determination Date will 
be the arithmetic mean of the rates quoted by three major banks in The 
City of New York, selected by the Calculation Agent, at approximately 
11:00 a.m., New York City time, on such Interest Determination Date for 
loans in U.S. dollars to leading European banks, having a maturity of 
three months and in a principal amount equal to an amount that is 
representative for a single transaction in such market at such time; 
provided, however, that if the banks selected as aforesaid by the 
Calculation Agent are not quoting as described above, the Interest Rate 
will be the Interest Rate in effect on such Interest Determination Date.

     "Telerate Page 3750" shall mean the display page designated as page 
3750 on the Dow Jones Telerate Service (or such other page as may replace 
page 3750 on that service for the purpose of displaying London interbank 
offered rates).

     The "Interest Determination Date" for each Interest Reset Date shall 
be two London Business Days next preceding such Interest Reset Date.  The 
"Calculation Date" with respect to an Interest Determination Date shall be 
the earlier of (i) the fifth Business Day after each Interest 
Determination Date, or (ii) the Business Day next preceding the applicable 
Interest Payment Date.

     Accrued interest on the Notes from the initial issue date or from the 
last date to which interest has been paid or duly provided for is 
calculated by multiplying the face amount of such Notes by an accrued 
interest factor. Such accrued interest factor is computed by adding the 
interest factor calculated for each day from the initial issue date or 
from the last date to which interest has been paid or duly provided for up 
to the date for which accrued interest is being calculated. The interest 
factor (expressed as a decimal) for each such day is computed by dividing 
the interest rate (expressed as a decimal) applicable to such date by 360.

     All percentages resulting from any calculation of the rate of 
interest (including calculation of the interest factor or the arithmetic 
mean of any interest rate quotations) will be rounded, if necessary, to 
the nearest one millionth of a percentage point, with five ten-millionths 
of a percentage point rounded upwards (e.g., 4.5876545% (or .045876545) 
being rounded to 4.587655% (or .04587655)), and all dollar amounts used in 
or resulting from such calculations will be rounded to the nearest cent 
(with one-half cent being rounded upwards).

     The interest rate on the Notes will in no event be higher than the 
maximum rate permitted by New York law as the same may be modified by 
United States law of general application. Under present New York law, the 
maximum rate of interest is 25% per annum on a simple interest basis. This 
limit may not apply to Notes in which $2,500,000 or more has been 
invested.

     The Calculation Agent will, upon the request of the holder of any 
Note, provide the interest rate then in effect. The Calculation Agent is 
The CIT Group Holdings, Inc. All calculations made by the Calculation 
Agent in the absence of manifest error shall be conclusive for all 
purposes and binding on the Corporation and the holders of the Notes.

REDEMPTION

     The Notes are not redeemable prior to maturity and will not be 
entitled to any sinking fund.

BOOK-ENTRY SYSTEM

     Upon issuance, the Notes will be represented by a permanent global 
Note or Notes.  Each permanent global Note will be deposited with, or on 
behalf of,  the Depositary and registered in the name of a nominee of the 
Depositary.  Except under the limited circumstances described below, 
permanent global Notes will not be exchangeable for definitive 
certificated Notes.

     Ownership of beneficial interests in a permanent global Note will be 
limited to institutions that have accounts with the Depositary or its 
nominee ("participants") or persons that may hold interests through 
participants. In addition, ownership of beneficial interests by 
participants in such  permanent global Note will be evidenced only by,
                          (S-3)




and the transfer of that ownership interest will be effected only through, 
records maintained by the Depositary or its nominee for such permanent 
global Note. Ownership of beneficial interests in such permanent global 
Note by persons that hold through participants will be evidenced only by, 
and the transfer of that ownership interest within such participant will 
be effected only through, records maintained by such participant. The 
Depositary has no knowledge of the actual beneficial owners of the Notes. 
Beneficial owners will not receive written confirmation from the 
Depositary of their purchase, but beneficial owners are expected to 
receive written confirmation providing details of the transaction, as well 
as periodic statements of their holdings, from the participants through 
which the beneficial owners entered the transaction. The laws of some 
jurisdictions require that certain purchasers of securities take physical 
delivery of such securities in definitive form. Such laws may impair the 
ability to transfer beneficial interests in such permanent global Note.

     The Corporation has been advised by the Depositary that upon the 
issuance of a permanent global Note and the deposit of such permanent 
global Note with the Depositary, the Depositary will immediately credit, 
on its book-entry registration and transfer system, the respective 
principal amounts represented by such permanent global Note to the 
accounts of participants.

     Payment of principal of and interest on Notes represented by a 
permanent global Note registered in the name of or held by the Depositary 
or its nominee will be made to the Depositary or its nominee, as the case 
may be, as the registered owner and holder of the permanent global Note 
representing such Notes. The Corporation has been advised by the 
Depositary that upon receipt of any payment of principal of or interest  
on a permanent global Note, the Depositary will immediately credit, on its 
book-entry registration and transfer system, accounts of participants with 
payments in amounts proportionate to their respective beneficial interests 
in the principal amount of such permanent global Note as shown in the 
records of the Depositary. Payments by participants to owners of 
beneficial interests in a permanent global Note held through such 
participants will be governed by standing instructions and customary 
practices, as is now the case with securities held for the accounts of 
customers registered in "street name," and will be the sole responsibility 
of such participants, subject to any statutory or regulatory requirements 
as may be in effect from time to time.

     None of the Corporation, the Trustee, or any other agent of the 
Corporation or the Trustee will have any responsibility or liability for 
any aspect of the records of the Depositary, any nominee, or any 
participant relating to, or payments made on account of, beneficial 
interests in a permanent global Note or for maintaining, supervising, or 
reviewing any of the records of the Depositary, any nominee, or any 
participant relating to such beneficial interests.

     A permanent global Note is exchangeable for definitive Notes 
registered in the name of, and a transfer of a permanent global Note may 
be registered to, any person other than the Depositary or its nominee, 
only if:

     (a) the Depositary notifies the Corporation that it is unwilling or 
unable to continue as Depositary for such permanent global Note or if at 
any time the Depositary ceases to be a clearing agency registered under 
the Securities Exchange Act of 1934, as amended (the "Exchange Act"); 

     (b) the Corporation in its sole discretion determines that such 
permanent global Note shall be exchangeable for definitive Notes in  
registered form; or

     (c) there shall have occurred and be continuing an event of default 
under the Indenture, as described in the accompanying Prospectus, and the 
Depositary is notified by the Corporation or the Trustee that such global 
Note shall be exchangeable for definitive Notes in registered form.

Any permanent global Note that is exchangeable pursuant to the preceding 
sentence shall be exchangeable  in whole for definitive Notes in 
registered form, of like tenor and of an equal aggregate principal amount 
as the permanent global Note, in denominations of $1,000 and integral 
multiples thereof. Such definitive Notes shall be registered in the name 
or names of such person or persons as the Depositary shall instruct the 
Trustee. It is expected that such instructions may be based upon 
directions received by the Depositary from its participants with respect 
to ownership of beneficial interests in such permanent global Note.

     Except as provided above, owners of beneficial interests in such 
permanent global Note will not be entitled to receive physical delivery of 
Notes in definitive form and will not be considered the holders thereof 
for any purpose under the Indenture, and no permanent global Note shall be 
exchangeable, except for another permanent global Note of like 
denomination and tenor to be registered in the name of the Depositary or 
its nominee. Accordingly,
                             (S-4)




each person owning a beneficial interest in such permanent global Note 
must rely on the procedures of the Depositary and, if such person is not a 
participant, on the procedures of the participant through which such 
person owns its interest, to exercise any rights of a holder under the 
Indenture. 

     The Corporation understands that, under existing industry practices, 
in the event that the Corporation requests any action of holders, or an 
owner of a beneficial interest in such permanent global Note desires to 
give or take any action that a holder is entitled to give or take under 
the Indenture, the Depositary would authorize the participants holding the 
relevant beneficial interests to give or take such action, and such 
participants would authorize beneficial owners owning through such 
participants to give or take such action or would otherwise act upon the 
instructions of beneficial owners owning through them.

     The Depositary has advised the Corporation that the Depositary is a 
limited purpose trust company organized under the laws of the State of New 
York, a member of the Federal Reserve System, a "clearing corporation" 
within the meaning of the New York Uniform Commercial Code, and a 
"clearing agency" registered under the Exchange Act. The Depositary was 
created to hold securities of its participants and to facilitate the 
clearance and settlement of securities transactions among its participants 
in such securities through electronic book-entry changes in accounts of 
the participants, thereby eliminating the need for physical movement of 
securities certificates. The Depositary's participants include securities 
brokers and dealers, banks, trust companies, clearing corporations, and 
certain other organizations. The Depositary is owned by a number of its 
participants and by the New York Stock Exchange, Inc., the American Stock 
Exchange, Inc., and the National Association of Securities Dealers, Inc. 
Access to the Depositary's book-entry system is also available to others, 
such as banks, brokers, dealers and trust companies that clear through or 
maintain a custodial relationship with a participant, either directly or 
indirectly. The rules applicable to the Depositary and its participants 
are on file with the Securities and Exchange Commission.

SAME-DAY SETTLEMENT AND PAYMENT

     Settlement for the Notes will be made by the Underwriter (as defined 
below in "Underwriting") in immediately available funds.  So long as the 
Notes are represented by a permanent global Note or Notes, all payments of 
principal and interest will be made by the Corporation in immediately 
available funds.

     Secondary trading in long-term notes and debentures of corporate 
issuers is generally settled in clearing-house or next-day funds.  In 
contrast, so long as the Notes are represented by a permanent global Note 
or Notes registered in the name of the Depositary or its nominee, the 
Notes will trade in the Depositary's Same-Day Funds Settlement System, and 
secondary market trading activity in the Notes will therefore be required 
by the Depositary to settle in immediately available funds.  No assurance 
can be given as  to the effect, if any, of settlement in immediately 
available funds on trading activity in the Notes. 

INFORMATION CONCERNING THE TRUSTEE

     The Corporation from time to time may borrow from the Trustee, and 
the Corporation and certain of its subsidiaries may maintain deposit 
accounts and conduct other banking transactions with the Trustee. 

                          DIVIDEND POLICY

     The Dai-Ichi Kangyo Bank, Limited ("DKB"), the 60% stockholder of the 
Corporation, MHC Holdings (Delaware) Inc., the 40% stockholder of the 
Corporation, and the Corporation operate under a strict policy requiring 
the payment of dividends by the Corporation to DKB and MHC Holdings 
(Delaware) Inc. equal to and not exceeding 50% of net operating earnings 
of the Corporation on a quarterly basis. The Indenture does not require 
this policy nor otherwise limit the Corporation's payment of dividends. 
See "Description of Debt Securities_Certain Restrictive Provisions" in the 
accompanying Prospectus.

                             (S-5)




                          UNDERWRITING

     Subject to the terms and conditions set forth in the Underwriting 
Agreement (the "Underwriting Agreement"), the Corporation has agreed to 
sell to Salomon Brothers Inc (the "Underwriter"), and the Underwriter has 
agreed to purchase, all of the Notes offered hereby.

     The Corporation has been advised by the Underwriter that it proposes 
initially to offer the Notes to the public at the public offering price 
set forth on the cover page of this Prospectus Supplement, and to certain 
dealers at such price less a concession not in excess of .200% of the 
principal amount of the Notes. The Underwriter may allow, and such dealers 
may reallow, a concession to certain other dealers not in excess of .125% 
of such principal amount. After the initial public offering, the public 
offering price and such concession may be changed from time to time. 

     The Notes are a new issue of securities with no established trading 
market. The Corporation does not presently intend 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 the Underwriter 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 Underwriting Agreement provides that the obligations of the 
Underwriter are subject to certain conditions precedent and that the 
Underwriter will purchase all of the Notes if any are purchased.

     All secondary trading in the Notes will settle in immediately 
available funds. See "Description of Notes_Same-Day Settlement and 
Payment."

     The Underwriting Agreement provides that the Corporation will 
indemnify the Underwriter against certain civil liabilities, including 
liabilities under the Securities Act of 1933, as amended, or contribute to 
payments the Underwriter may be required to make in respect thereof.

                            (S-6)






     NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY           $250,000,000
INFORMATION OR TO MAKE ANY REPRESENTATIONS 
OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS 
SUPPLEMENT OR THE PROSPECTUS AND, IF GIVEN OR 
MADE, SUCH INFORMATION OR REPRESENTATIONS 
MUST NOT BE RELIED UPON AS HAVING BEEN 
AUTHORIZED.  THIS PROSPECTUS SUPPLEMENT AND 
THE PROSPECTUS DO NOT CONSTITUTE AN OFFER TO              THE CIT GROUP
SELL OR A SOLICITATION OF AN OFFER TO BUY ANY             HOLDINNGS, INC.
SECURITIES OTHER THAN THE SECURITIES DESCRIBED 
IN THIS PROSPECTUS SUPPLEMENT OR AN OFFER TO 
SELL OR A SOLICITATION OF AN OFFER TO BUY SUCH 
SECURITIES IN ANY CIRCUMSTANCES IN WHICH SUCH 
OFFER OR SOLICITATION IS UNLAWFUL.  NEITHER THE          FLOATING RATE 
NOTES DELIVERY OF THIS PROSPECTUS SUPPLEMENT OR          DUE JANUARY 15, 
THE 1999 PROSPECTUS NOR ANY SALE MADE HEREUNDER OR 
THEREUNDER SHALL, UNDER ANY CIRCUMSTANCES,
CREATE ANY IMPLICATION THAT THE INFORMATION 
CONTAINED HEREIN OR THEREIN IS CORRECT AS OF ANY 
TIME SUBSEQUENT TO THE DATE OF SUCH INFORMATION.

          __________________

           TABLE OF CONTENTS
                                                                  THE
                                     PAGE                         CIT
         PROSPECTUS SUPPLEMENT                                   GROUP
Description of Notes                   S-2            
                                                _______________________
Dividend Policy                        S-5             
Underwriting                           S-6          Salomon Brothers Inc
                                                        
                                                    _____________________
            PROSPECTUS
Available Information                   2
Documents Incorporated by Reference     2
The Corporation                         3
Summary of Financial Information        6
Use of Proceeds                         7
Description of Debt Securities          7
Plan of Distribution                   12             PROSPECTUS SUPPLEMENT
Experts                                12
Legal Opinions                         12             DATED JANUARY 6, 1994