FWP 1 fwp.htm PRELIMINARY TERM SHEET fwp.htm

 
Citibank Credit Card Issuance Trust
Preliminary Term Sheet dated March 4, 2008
$[           ] Floating Rate Class 2008-A3 Notes of March 2015
(Legal Maturity Date March 2017)

           The issuance trust proposes to issue and sell Class 2008-A3 Notes of the Citiseries pursuant to the base prospectus (the “prospectus”) dated January 23, 2008, as supplemented. The offered Class A Notes will have substantially the same terms and underwriting arrangements as the Class 2008-A2 Notes described in the prospectus supplement dated February 15, 2008 (the “prior prospectus supplement”), to the extent not otherwise different from the terms set forth below:

Issuing Entity:
Citibank Credit Card Issuance Trust
Principal Amount:
$[            ]
Initial Nominal Liquidation Amount:
Principal Amount
Ratings:
AAA or its equivalent by at least one nationally recognized rating agency
Interest Rate:
One-month LIBOR plus [    ]% per annum
Expected Principal Payment Date:
March 12, 2015
Legal Maturity Date:
March 13, 2017
Expected Issuance Date:
March 12, 2008
Date Interest begins to accrue:
Issuance Date
Interest Payment Dates:
12th day of each month, beginning April 2008; provided, however, that if an event of default or early redemption event occurs with respect to these Class A notes, or if these Class A notes are not paid in full on the expected principal payment date, the issuance trust will begin making principal and interest payments on the 12th day of every month
Price to Public:
$[            ] (or [      ]%)
Underwriting Discount:
$[            ] (or [      ]%)
Proceeds to issuance trust:
$[            ] (or [      ]%)
Underwriters and allocations:
Citi, $[            ]
Lehman Brothers, $[            ]
Merrill Lynch & Co., $[            ]
RBS Greenwich Capital, $[            ]
Underwriters' Concession:
[      ]%
Reallowance Concession:
[      ]%
Monthly Accumulation Amount:
An amount equal to one twelfth of the initial dollar principal amount of these Class A notes
Maximum Class B Note Subordination:
An amount equal to 5.98291% of the initial dollar principal amount of these Class A notes
Maximum Class C Note Subordination:
An amount equal to 7.97721% of the initial dollar principal amount of these Class A notes
Minimum Denomination:
$100,000 and multiples of $1,000 in excess of that amount
Stock Exchange Listing:
Application will be made to list on the Irish Stock Exchange
Outstanding Notes of the Citiseries:
As of March 4, 2008, there were 77 subclasses of notes of the Citiseries outstanding, with an aggregate outstanding principal amount of $66,716,249,918, consisting of:
 
Class A notes
Class B notes
Class C notes
$58,630,249,918
$  3,400,000,000
$  4,686,000,000
 
As of March 4, 2008, the weighted average interest rate payable by the issuance trust in respect of the outstanding subclasses of notes of the Citiseries was 4.01% per annum, consisting of:
 
Class A notes
Class B notes
Class C notes
3.96% per annum
3.96% per annum
4.62% per annum

The issuance trust has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates.  Before you invest, you should read the prospectus in that registration statement and the prior prospectus supplement and other documents the issuance trust has filed with the SEC for more complete information about the issuance trust and this offering.  You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.  The file number of the issuance trust's registration statement is 333-145220.  Alternatively, the issuance trust, any underwriter or any dealer participating in the offering will arrange to send to you the prospectus and the prior prospectus supplement if you request it by calling 605-331-1567, which you may call collect.