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FINANCIAL CRISIS INQUIRY COMMISSION Interview of CHARLES O. PRINCE March 17, 2010 1285 Avenue of the Americas 9:30 A.M. C O

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FINANCIAL CRISIS INQUIRY COMMISSION Interview of CHARLES O. PRINCE March 17, 2010 1285 Avenue of the Americas 9:30 A.M. C O 1 1 2 FINANCIAL CRISIS INQUIRY COMMISSION 3 4 Interview of CHARLES O. PRINCE 5 6 March 17, 2010 7 1285 Avenue of the Americas 8 9 9:30 a.m. 10 11 12 C O N F I D E N T I A L 13 14 15 16 17 18 19 20 21 22 23 24 25 Veritext National Deposition & Litigation Services 866 299-5127 2 1 A P P E A R A N C E S: 2 FINANCIAL CRISIS INQUIRY COMMISSION 3 1717 Pennsylvania Avenue NW, Suite 800 Washington, DC 20006 4 BY: BRADLEY J. BONDI, Assistant Director 5 and Deputy General Counsel KAREN DUBAS, paralegal 6 7 PAUL, WEISS, RIFKIND, WHARTON & GARRISON, 8 LLP On behalf of the Witness 9 1285 Avenue of the Americas New York, New York 10019 10 BY: BRUCE BIRENBOIM, ESQ. 11 BRAD S. KARP, ESQ. SUSANNA BUERGEL, ESQ. 12 JANE O'BRIEN, ESQ. 13 SKADDEN, ARPS, SLATE, MEAGHER & FLOM, LLP 14 On behalf of the Witness Four Times Square 15 New York, New York 10036 16 BY: JONATHAN J. LERNER, ESQ 17 18 19 20 21 22 23 24 25 Veritext National Deposition & Litigation Services 866 299-5127 3 1 Interview - CHARLES PRINCE 2 BY MR. BONDI: 3 Q Good morning, Mr. Prince. How 4 are you? 5 A Good morning. Well, thank you. 6 Q My name is a Brad Bondi. I am 7 with the Financial Crisis Inquiry Commission 8 in Washington. We were formed by Congress 9 to investigate the causes of the financial 10 crisis, both domestic and globally, and to 11 report on those causes in a report due 12 December 15, 2010, this year. 13 This interview is being 14 transcribed. Because we are members of the 15 government, I am obligated to tell you that 16 the typical rules of 18 USC 1001 apply. And 17 that means obviously you have to be truthful 18 to government investigator. But I have no 19 reason, Mr. Prince, to doubt your veracity. 20 A Thank you for that. 21 Q But I am obligated just to put 22 you on notice. 23 A Duly noted. 24 Q Could you please state your full 25 name for the record? Veritext National Deposition & Litigation Services 866 299-5127 4 1 Interview - CHARLES PRINCE 2 A Charles Prince, P-R-I-N-C-E. 3 Q Are you currently provide, Mr. 4 Prince? 5 A I am not. 6 Q Do you have a consulting role 7 anywhere? 8 A I do. 9 Q Where is that? 10 A With a firm called Albright 11 Stonebridge Group. 12 Q Where are you based? 13 A They are based in Washington, 14 D.C. I am not based there. I consult with 15 them as needed. 16 Q And, Mr. Prince, I understand you 17 were CEO of course of Citigroup. 18 Could you briefly describe the 19 positions you held at Citigroup or any of 20 its predecessors and the years that you held 21 them? 22 A Sure. And should I go all the 23 way back to when I started, or as much as 24 you want or -- 25 Q If you don't mind briefly just Veritext National Deposition & Litigation Services 866 299-5127 5 1 Interview - CHARLES PRINCE 2 identify the position, the company and the 3 years, if you wouldn't mind, if you recall. 4 A Sure. 5 I started with -- for these 6 purposes, I started with a company called 7 Commercial Credit Company in Baltimore, 8 Maryland, on January 15, 1979. And 9 commercial credit was a predecessor company 10 of what became Citigroup. 11 First let me tell you how it 12 became a predecessor company, than I'll give 13 you my tenure and so forth. 14 Commercial Credit was a 15 subsidiary of another company at that point 16 in time. It went public in 1986 under the 17 leadership of Mr. Weill and a series of 18 other individuals. 19 And then from 1986 until 1998, 20 commercial credit engaged in a series of 21 acquisitions and changed its name as it went 22 along so that by 1998, the company that was 23 Commercial Credit was then known as 24 Travelers Group. Travelers Group then in 25 1998 merged with Citicorp creating Veritext National Deposition & Litigation Services 866 299-5127 6 1 Interview - CHARLES PRINCE 2 Citigroup. 3 My tenure with these various 4 companies, I started as an attorney in 1979 5 with Commercial Credit. I became general 6 counsel of the company in about 1984 or 7 thereabouts. I continued as general counsel 8 of the company through its various 9 iterations and name changes until the time 10 of our merger in 1998, at which time I 11 became the co-general counsel of the merged 12 entity, Citigroup. 13 My partner, as co-general 14 counsel, retired a year or so later. So I 15 then became sole general counsel in about 16 1999. I stopped being general counsel I 17 think sometime in 2000, maybe the fall of 18 2000, and was promoted to be chief 19 administrative officer. 20 Then in about 2001, I was chief 21 administrative officer. And then in 2002, I 22 became the head of our corporate and 23 investment bank. Then in 2003, became the 24 CEO of the company and in 2006 became 25 chairman. Veritext National Deposition & Litigation Services 866 299-5127 7 1 Interview - CHARLES PRINCE 2 I am surprised I remembered all 3 that. 4 Q I am impressed that you 5 remembered it all, sir. 6 When in 2003 did you become CEO, 7 what was the official date? 8 A I think it was October. 9 Q When in 2006 did you become 10 chairman, sir? 11 A That would have been at the 12 annual meeting which was in April. 13 Q Who was chairman between 2003 and 14 2006? 15 A Sandy Weill. 16 Q Mr. Prince, what was Mr. Rubin's 17 role vis-à-vis your role as CEO? 18 A During -- 19 Q Since you became CEO of 20 Citigroup, what was his role vis-à-vis your 21 role? 22 A Bob Rubin continued the role that 23 he had before I became CEO. Before I became 24 CEO, Bob was, I believe the official title 25 was chairman of the executive committee of Veritext National Deposition & Litigation Services 866 299-5127 8 1 Interview - CHARLES PRINCE 2 the board. And he continued with that 3 official designation. But Bob's role was a 4 more informal or nuanced one than the title 5 would suggest. 6 Bob was a very important member 7 of our board, of course. But he was also 8 very involved in the strategic direction of 9 the company, not so much the day-to-day 10 operations. But where the company should be 11 focused going forward, how it should grow, 12 how it should think about its future. He 13 was also fairly involved in client work, 14 both in the private bank, on our 15 institutional side. Given Bob's background, 16 given his extremely high reputation, he was 17 someone that people in our client base 18 wanted to meet. 19 Q I understand things changed in 20 the summer of 2007 in terms of the frequency 21 of your interactions with Mr. Rubin. But 22 prior to say summer of 2007 from let's say 23 when you became CEO in October 2003 through 24 early 2007, how often would you meet with 25 Mr. Rubin? Veritext National Deposition & Litigation Services 866 299-5127 9 1 Interview - CHARLES PRINCE 2 A Well, with permission I will just 3 disagree if I may with the premise. 4 Q Please. 5 A It didn't really change in the 6 summer of 2007. As I am sure we will talk 7 later, we talked about different things. 8 Q Yes, sir. 9 A But Bob's office was literally 10 right next to mine. It was separated by a 11 little conference room, but it was 20 feet 12 away. And Bob and I would talk -- if we 13 were both in the office, we would talk three 14 or four times a day. He would walk into my 15 office, I would walk into his office. 16 If one or the other of us wasn't 17 physically in town that day, then we might 18 talk by phone every other day. So, the 19 level of interaction was frequent. 20 Bob was someone that I very much 21 valued bouncing ideas off of, testing ideas. 22 And when you are the CEO of a large company, 23 there are very few people that you can do 24 that with. But Bob's background and his 25 general knowledge of the world was very Veritext National Deposition & Litigation Services 866 299-5127 10 1 Interview - CHARLES PRINCE 2 significant, and so I would bounce lots of 3 different ideas off of him. 4 Q You mentioned Mr. Rubin having a 5 role in the strategic direction of the 6 company. 7 Were there any particular areas 8 that he focused on in terms of strategic 9 direction, any particular areas of the 10 business? 11 A Well, I would say no. 12 If you were to step back and look 13 at our company from a distance, you would 14 see that we had that three or four basic 15 groups of activities.
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