Filed pursuant to
Rule 424(b)(2)
Registration No. 33-64574

                          $500,000,000
                            CITICORP
               Medium-Term Senior Notes, Series E
            Medium-Term Subordinated Notes, Series E
        Due From 9 Months to 50 Years From Date of Issue

Pricing Supplement, dated March 31, 1995
     (To Prospectus Supplement, dated June 1, 1994,
     to Prospectus, dated June 1, 1994).

                      DESCRIPTION OF NOTES

     The terms of the Notes set forth in this Pricing Supplement
supplement and modify, to the extent applicable, the description of
general terms and provisions of Citicorp's Medium-Term Subordinated
Notes, Series E set forth in the accompanying Prospectus and
Prospectus Supplement.  Capitalized terms not defined herein shall
have the meanings assigned to such terms in the accompanying
Prospectus and Prospectus Supplement.



SUMMARY OF TERMS:
                           
Title of Notes:               7.75% Subordinated Notes Due April
                              15, 2002 (the "Notes").
Aggregate
  Principal Amount:           $5,200,000.00

Price to Public:              100%

Issue Date:                   April 7, 1995.

Stated Maturity Date:         April 15, 2002.
             
Interest Rate:                7.75%

Interest Payment Dates:       Monthly on the 15th of each month,
                              commencing on May 15, 1995, and
                              ending on the Stated Maturity Date.

Sinking Fund:                 None.

Redemption:                   The Notes are subject to redemption
                              at the option of Citicorp, on not
                              more than 60 or less than 30 days'
                              notice, at any time on or after
                              April 15, 1997, at a redemption
                              price of 100% of their principal
                              amount plus accrued and unpaid
                              interest to the redemption date.

Selling Agent:                Smith Barney Inc. 

Agent's Commission:           1.50%