Citigroup Completes Phase One Acquisition of Federated Department Stores Credit Card Portfolio; Citigroup Strengthens Position as #1 Global Issuer of Credit Cards.

NEW YORK -- Citigroup announced today that it has completed the first phase of the previously announced acquisition of the Federated Credit Card Portfolio. The purchase price included an 11.5% premium on Federated receivables under management of approximately $3.3 billion at closing.

Under Citigroup and Federated's long-term agreement, the companies will partner to manage Federated's credit card business, including existing and new accounts. Additional Federated receivables, totaling approximately $1.2 billion at fiscal year end 2004, are expected to be transferred to Citigroup on May 1, 2006. In addition, Citigroup is expected to acquire the approximately $1.8 billion credit card receivables portfolio of The May Department Stores Company, prior to August 30, 2006. The Federated and May credit card portfolios comprise a total of approximately 17 million active accounts.

"As the industry leader in retail partner programs, we look forward to building a long-term relationship with Federated and working with them to best serve their millions of customers," said Citi Cards Chairman and CEO Vik Atal. "I believe that Citi's proven success in enhancing distribution channels, providing innovative services for customers and our superior analytics and risk management capabilities, when combined with the retailing expertise of Federated, will grow and strengthen the portfolios of each of our businesses."

Citi said that there would be no immediate changes to the Federated card programs or operations. Customers will be provided with world-class customer service and can expect to receive the same features and benefits that they now enjoy. They should continue to use their cards in the same manner they do today.

With the addition of the 17 million Federated accounts and approximately $6.3 billion card receivables, the acquisition enhances Citigroup's number one global card market position, increasing its portfolio to more than 140 million accounts in North America.

About the Global Consumer Group

Citigroup's Global Consumer Group addresses the full spectrum of customers' financial needs through credit cards, retail banking and consumer finance. Operating in more than 50 countries, the GCG provides a wide variety of quality products and services delivered through more than 13,000 customer locations as well as around the clock Internet and telephone banking. The Global Consumer Group employs nearly 200,000 employees doing business under major brand names that include Citibank, Citi Cards, CitiBusiness, CitiFinancial, CitiMortgage, Primerica, the Student Loan Corporation, Women & Co. and Diners Club.

About Citigroup

Citigroup (NYSE: C), the leading 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, securities brokerage, and wealth management. Major brand names under Citigroup's trademark red umbrella include Citibank, CitiFinancial, Primerica, Smith Barney and Banamex. Additional information may be found at www.citigroup.com

Certain statements in this document are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those included in these statements due to a variety of factors. More information about these factors is contained in Citigroup's filings with the Securities and Exchange Commission.