Filed pursuant to
                                                                  Rule 424(b)(5)
                                                       Registration No. 33-59791


                                    CITICORP
                               U.S. $7,000,000,000
                    Global Medium-Term Senior Notes, Series C
                               U.S. $1,000,000,000
                 Global Medium-Term Subordinated Notes, Series C
                Due From 9 Months to 60 Years From Date of Issue

Pricing  Supplement,  dated  January 3, 1996
     (To  Prospectus  Supplement, dated August 7, 1995;
     to Prospectus, dated August 7, 1995)

                              DESCRIPTION OF NOTES

      The  terms  of the  Senior  Notes  set  forth in this  Pricing  Supplement
supplement  and modify,  to the extent  applicable,  the  description of general
terms and provisions of Citicorp's Global Medium-Term Senior Notes, Series C 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:               5.46% Senior Notes Due January 8, 1999
                              (the "Notes").
Aggregate
  Principal Amount:           $25,000,000.00.

Price to Public:              100%.

Issue Date:                   January 8, 1996.

Stated Maturity Date:         January 8, 1999.

Interest Rate:                5.46%.

Interest Payment Dates:       Semi-annually on the 15th of each February and
                              August, commencing on February 15, 1996, and on
                              the Stated Maturity Date.

Sinking Fund:                 None.

Redemption:                   None.

Selling Agent:                Smith Barney Inc.

Commission:                   0.207%.

CUSIP Number:                 17303l LQX 2.