The Credicard Group Announces Agreement to Restructure Partnership.

SAO PAULO, Brazil -- Today the owners of the Credicard Group, Banco Itau (Itau), Citibank Brazil (Citibank), and Unibanco, jointly announced an agreement to restructure ownership of the joint venture to reflect the parties' individual and collective business development plans.

Under this agreement:

--Citibank and Itau will each increase their ownership in Credicard, the card issuing business, from 33 percent to 50 percent by acquiring all of Unibanco's interest in Credicard. The parties confirmed that this agreement is not expected to affect Credicard's relationships with employees or customers. Cardholders will continue to use their cards as they do today and can expect the same high level of service that they rely on from Credicard;

--Itau will increase its ownership in Orbitall, the card processing and servicing business, to 100 percent by acquiring all of Citibank's and Unibanco's shares. Itau confirmed that this agreement is not expected to affect Orbitall's relationships with employees or customers. Credicard will continue to maintain its card processing and servicing at Orbitall;

--Redecard, the merchant acquiring business, will maintain its current ownership structure, with Citibank, Itau and Unibanco each owning 32 percent, and MasterCard owning 4 percent. The companies confirmed that this agreement is not expected to affect Redecard's relationships with employees or merchants.

Credicard and Orbitall are valued together at R$ 4.8 billion / US$ 1.54 billion as of June 30, 2004. The agreement is subject to approval by the relevant authorities and is expected to close by the end of 2004.

About Banco Itau Holding Financeira:

Banco Itau Holding Financeira S.A. is one of the largest privately-owned banks in Brazil. It has a market capitalization of R$ 30.5 billion (on June 30th, 2004), the highest value of any bank traded on the Brazilian stock market. It owns Banco Itau which attends individuals and companies through its network of branches and platforms, and Banco Itau BBA, specialized in large corporate clients. It has more than 3,000 attendance points and more than 20,000 ATMs, the largest private network of multi-functional equipments in Brazil.

About Citigroup:

Citigroup (NYSE symbol: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.

About Unibanco:

Established in 1924, Unibanco (NYSE:UBB) is the oldest and one of the largest private sector banks in Brazil. It provides a wide range of financial products and services to a diversified individual and corporate customer base. Unibanco's activities comprise Retail, Wholesale, Insurance and Wealth Management, enjoying a solid market position in each of them. Unibanco has a leading position in the credit card and private label business, with a portfolio in excess of 17 million credit and private label cards and owns Fininvest, the leading consumer finance company in Brazil.