8-K

                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                            ------------------------

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported) November 25, 2003
                           ---------------------------

                                 Citigroup Inc.
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             (Exact name of Registrant as specified in its charter)

         Delaware                   1-9924                      52-1568099
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      (State or other            (Commission                  (IRS Employer
      jurisdiction of           File Number)               Identification No.)
       incorporation)



                    399 Park Avenue, New York, New York 10043
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               (Address of principal executive offices) (Zip Code)


                                 (212) 559-1000
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              (Registrant's telephone number, including area code)







                                 Citigroup Inc.
                           Current Report on Form 8-K

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)      Exhibits.

         Exhibit Number
         --------------

             99.1         Citigroup Asset Management memo to senior management.



Item 9.  Regulation FD Disclosure.

On November 25, 2003, Citigroup Asset Management released a memo to its senior
management team.

Exhibit 99.1 is a copy of the memo. The memo is being furnished pursuant to Item
9 of this Current Report on Form 8-K, and the information contained in Exhibit
99.1 shall not be deemed to be "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities under Section 18. Furthermore, the information contained in Exhibit
99.1 shall not be deemed to be incorporated by reference into the filings of
Citigroup Inc. under the Securities Act of 1933, as amended.





                                    SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Dated:  November 26, 2003     CITIGROUP INC.


                              By:   /s/ Michael S. Helfer
                                 -----------------------------------------------
                              Name: Michael S. Helfer
                              Title: General Counsel and Corporate Secretary







                                  EXHIBIT INDEX


         Exhibit Number
         --------------

             99.1        Citigroup Asset Management memo to senior management.

EX-99.1

                                                                    Exhibit 99.1

                                                                [CITIGROUP LOGO]


To:               Senior Management of Citigroup Asset Management

From:             Tom Jones

Date:             November 25, 2003

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As you know, last year Citigroup Asset Management reaffirmed its dedication to
maintaining the highest business standards throughout its operations. We
undertook a thorough review of our business policies and practices and
implemented a wide variety of compliance and control measures. In the course of
reviewing documents requested by the SEC, we have recently focused on our entry
into the transfer agent business in the period 1997-1999. Regrettably, we can
now see that it was not done the way it should have been.

In broad outline, as we currently understand the facts, at the time we decided
to enter that business, we concluded an agreement with our proposed
sub-contractor providing that the sub-contractor would guarantee certain
benefits to CAM or its affiliates. We subsequently agreed to an amendment
eliminating those benefits in exchange for arrangements that included a one-time
payment. Further, neither the agreement nor the amendment was disclosed to the
Boards of CAM's proprietary funds at the time the Boards were considering
whether to approve the transfer agent arrangements or subsequently. These errors
never should have occurred and we deeply regret that they did.

We have already begun taking a series of aggressive corrective measures. First,
we are paying to the funds the $16 million (plus interest) that the company
received from the revenue guarantee agreement. In addition, an independent
review of our transfer agent fee structure is planned. We will implement new
procedures and training to make sure an arrangement like this does not happen
again and we are making personnel changes. As we go forward, the review of the
facts will continue and we will work with the Fund Boards to consider whether
any additional steps may be warranted. We have briefed the SEC, New York State
Attorney General and other regulators, and yesterday we learned that the U.S.
Attorney is investigating this as well. Of course, the company will cooperate
with all governmental authorities.

As the experiences of the past several months have made clear, our obligation to
uphold the highest standards of integrity and professionalism has never been
more essential. Our most important mission - today and every day - is to assure
customers that their assets are safe and secure in our care and that they can
trust us to manage them with the utmost integrity.