Citigroup Announces Agreement on Credicard's Business Portfolio; Citibank Brazil Will Add More Than 3.8 Million Cards to Its Brazilian Credit Card Base.

SAO PAULO, Brazil -- Citibank Brazil and Banco Itau today announced that they have agreed to divide equally the assets of Credicard, without any financial consideration paid by either party. As a result of this agreement, which follows the bank's previous announcement in November 2004 regarding Credicard, Citibank Brazil will add more than 3.8 million cards, bringing Citibank's total number of Brazilian credit cards to approximately 4.7 million. The completion of this transaction is subject to regulatory approvals.

"We are very excited about this new challenge. It should serve as additional proof of Citigroup's commitment to growing our business in Brazil, where this year we are celebrating our 90th anniversary and planning to expand dramatically our consumer businesses, including adding a number of Citibank retail branches and CitiFinancial branches," said Gustavo Marin, Citigroup Country Officer for Brazil.

For now, all Credicard cardholders will be able to continue using their cards just as they have, and there are no changes to the terms, conditions or characteristics of their credit cards. Customers and vendors will be notified of specific transition plans well in advance. Both banks are strongly committed to working together closely to ensure that Credicard customers continue to receive the same high level of service to which they are accustomed.

After the transition is complete, which is expected to occur later in 2005, Citibank Brazil and Banco Itau will manage their respective credit card operations in the manner that best supports each company's distinct business strategies.

"This agreement enhances our leading international credit cards position, making Brazil Citi's 2nd largest international cards market after South Korea. It is a great opportunity for us to leverage our global expertise in credit cards in order to provide our clients in Brazil with leading products and innovative features," said Marge Magner, Chairman and CEO of Citigroup's Global Consumer Group.

In addition to credit cards, Citibank Brazil's consumer finance products and services include expert and highly personalized banking and wealth management delivered through 44 Citibank branches; the convenience of 150 ATMs; CitiFinancial personal loans, featuring the option for repayment through payroll deduction; and a complete line of insurance protection through Citibank Corretora de Seguros.

Today's announcement is a result of the parties' strategic review, which concluded that Brazil's vibrant credit card market environment can support competitive structures, enabling customers to benefit from greater choices and innovation.

In November 2004, Citibank Brazil, Banco Itau and Unibanco announced the restructuring of the ownership of their jointly owned Credicard Group, including the purchase by Citibank and Itau of Unibanco's interest in the Credicard card issuing business, and the purchase by Itau of Citibank's and Unibanco's shares in Orbitall, the card processing and servicing business. Redecard, the merchant acquiring business, maintained its ownership structure, with Citibank, Itau and Unibanco each owning 32 percent, and MasterCard owning 4 percent.

About Citigroup

Citigroup (NYSE:C), the preeminent global financial services company has some 200 million customer accounts and does business in more than 100 countries, providing consumers, corporations, governments and institutions with a broad range of financial products and services, including consumer banking and credit, corporate and investment banking, insurance, securities brokerage, and asset management. Major brand names under Citigroup's trademark red umbrella include Citibank, CitiFinancial, Primerica, Smith Barney, Banamex, and Travelers Life and Annuity.