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Citigroup Inc. (Exact Name of Registrant As Specified in Its Charter)

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Citigroup Inc. (Exact Name of Registrant As Specified in Its Charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 Commission file number 1-9924 Citigroup Inc. (Exact name of registrant as specified in its charter) Delaware 52-1568099 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 399 Park Avenue, New York, NY 10043 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: (212) 559-1000 Securities registered pursuant to Section 12(b) of the Act: See Exhibit 99.01 Securities registered pursuant to Section 12(g) of the Act: none Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes X No Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. X Yes No Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files). X Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. X Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company (Do not check if a smaller reporting company) Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes X No The aggregate market value of Citigroup Inc. common stock held by non-affiliates of Citigroup Inc. on June 30, 2010 was approximately $108.8 billion. Number of shares of common stock outstanding on January 31, 2011: 29,056,025,228 Documents Incorporated by Reference: Portions of the Registrant’s Proxy Statement for the annual meeting of stockholders scheduled to be held on April 21, 2011, are incorporated by reference in this Form 10-K in response to Items 10, 11, 12, 13 and 14 of Part III. 21 10-K CROSS-REFERENCE INDEX This Annual Report on Form 10-K incorporates the requirements of the accounting profession and the Securities and Exchange Commission. Form 10-K Item Number Page Part III Part I 10. Directors, Executive Officers and Corporate Governance. 305-306, 308* 1. Business. 24-53, 57, 134-141, 144-145, 182, 301-302 11. Executive Compensation. ** 1A. Risk Factors. 71-80 12. Security Ownership of Certain Beneficial Owners and 1B. Unresolved Staff Comments. Not Applicable Management and Related Stockholder Matters. *** 2. Properties. 302-303 13. Certain Relationships and Related 3. Legal Proceedings . 283-288 Transactions, and Director Independence. **** 4. (Removed and Reserved). — 14. Principal Accounting Fees and Part II Services . ***** 5. Market for Registrant’s Common Part IV Equity, Related Stockholder Matters, and Issuer Purchases of 15. Exhibits and Financial Statement Equity Securities. 60, 189, 299, Schedules. 303-304, 306 * For additional information regarding Citigroup’s Directors, see “Corporate Governance,” 6. Selected Financial Data. 28-29 “Proposal 1: Election of Directors” and “Section 16(a) Beneficial Ownership Reporting Compliance” in the definitive Proxy Statement for Citigroup’s Annual Meeting of Stockholders scheduled to be held on April 21, 2011, to be filed with the SEC (the Proxy Statement), 7. Management’s Discussion and incorporated herein by reference. ** See “Executive Compensation—Compensation Discussion and Analysis,” “—2010 Summary Analysis of Financial Condition Compensation Table” and “—The Personnel and Compensation Committee Report” in the Proxy and Results of Operations. 24-70, 81-133 Statement, incorporated herein by reference. *** See “About the Annual Meeting,” “Stock Ownership” and “Proposal 3: Approval of Amendment to the Citigroup 2009 Stock Incentive Plan” in the Proxy Statement, incorporated 7A. Quantitative and Qualitative herein by reference. **** See “Corporate Governance—Director Independence,” “—Certain Transactions Disclosures About Market Risk. 81-133, 183-184, and Relationships, Compensation Committee Interlocks and Insider Participation,” “—Indebtedness,” “Proposal 1: Election of Directors” and “Executive Compensation” in the 203-228, Proxy Statement, incorporated herein by reference. 231-275 ***** See “Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm” in the Proxy Statement, incorporated herein by reference. 8. Financial Statements and Supplementary Data. 151-300 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. Not Applicable 9A. Controls and Procedures. 142-143 9B. Other Information. Not Applicable 22 CITIGROUP’S 2010 ANNUAL REPORT ON FORM 10-K OVERVIEW 24 Market Risk 117 CITIGROUP SEGMENTS AND REGIONS 25 Operational Risk 126 MANAGEMENT’S DISCUSSION AND ANALYSIS Country and Cross-Border Risk Management Process; OF FINANCIAL CONDITION AND RESULTS Sovereign Exposure 128 OF OPERATIONS 26 DERIVATIVES 130 EXECUTIVE SUMMARY 26 SIGNIFICANT ACCOUNTING POLICIES AND RESULTS OF OPERATIONS 28 SIGNIFICANT ESTIMATES 134 FIVE-YEAR SUMMARY OF SELECTED DISCLOSURE CONTROLS AND PROCEDURES 142 FINANCIAL DATA 28 MANAGEMENT’S ANNUAL REPORT ON SEGMENT, BUSINESS AND PRODUCT— INTERNAL CONTROL OVER FINANCIAL INCOME (LOSS) AND REVENUES 30 REPORTING 143 CITICORP 32 FORWARD-LOOKING STATEMENTS 144 Regional Consumer Banking 33 REPORT OF INDEPENDENT REGISTERED North America Regional Consumer Banking 34 PUBLIC ACCOUNTING FIRM—INTERNAL EMEA Regional Consumer Banking 36 CONTROL OVER FINANCIAL REPORTING 146 Latin America Regional Consumer Banking 38 REPORT OF INDEPENDENT REGISTERED Asia Regional Consumer Banking 40 PUBLIC ACCOUNTING FIRM— Institutional Clients Group 42 CONSOLIDATED FINANCIAL STATEMENTS 147 Securities and Banking 43 FINANCIAL STATEMENTS AND NOTES TABLE Transaction Services 45 OF CONTENTS 149 CITI HOLDINGS 46 CONSOLIDATED FINANCIAL STATEMENTS 151 Brokerage and Asset Management 47 NOTES TO CONSOLIDATED FINANCIAL Local Consumer Lending 48 STATEMENTS 159 Special Asset Pool 50 FINANCIAL DATA SUPPLEMENT (Unaudited) 300 CORPORATE/OTHER 53 Ratios 300 BALANCE SHEET REVIEW 54 Average Deposit Liabilities in Offices Outside the U.S. 300 Segment Balance Sheet at December 31, 2010 57 Maturity Profile of Time Deposits ($100,000 or more) in U.S. Offices 300 CAPITAL RESOURCES AND LIQUIDITY 58 SUPERVISION AND REGULATION 301 Capital Resources 58 CUSTOMERS 302 Funding and Liquidity 64 COMPETITION 302 CONTRACTUAL OBLIGATIONS 70 PROPERTIES 302 RISK FACTORS 71 LEGAL PROCEEDINGS 303 MANAGING GLOBAL RISK 81 UNREGISTERED SALES OF EQUITY; Risk Management—Overview 81 PURCHASES OF EQUITY SECURITIES; Risk Aggregation and Stress Testing 82 DIVIDENDS 303 Risk Capital 82 PERFORMANCE GRAPH 304 Credit Risk 83 CORPORATE INFORMATION 305 Loan and Credit Overview 83 Citigroup Executive Officers 305 Loans Outstanding 84 CITIGROUP BOARD OF DIRECTORS 308 Details of Credit Loss Experience 86 Impaired Loans, Non-Accrual Loans and Assets, and Renegotiated Loans 88 U.S. Consumer Mortgage Lending 92 North America Cards 99 Consumer Loan Details 103 Consumer Loan Modification Programs 105 Consumer Mortgage Representations and Warranties 110 Securities and Banking-Sponsored Private Label Residential Mortgage Securitizations 113 Corporate Loan Details 114 Exposure to Commercial Real Estate 116 23 OVERVIEW Introduction Impact of Adoption of SFAS 166/167 Citigroup’s history dates back to the founding of Citibank in 1812. As previously disclosed, effective January 1, 2010, Citigroup adopted Citigroup’s original corporate predecessor was incorporated in 1988 under Accounting Standards Codification (ASC) 860, Transfers and Servicing, the laws of the State of Delaware. Following a series of transactions over a formerly SFAS No. 166, Accounting for Transfers of Financial number of years, Citigroup Inc. was formed in 1998 upon the merger of Assets, an amendment of FASB Statement No. 140 (SFAS 166), and Citicorp and Travelers Group Inc. ASC 810, Consolidations, formerly SFAS No. 167, Amendments to FASB Citigroup is a global diversified financial services holding company whose Interpretation No. 46(R) (SFAS 167). Among other requirements, the businesses provide consumers, corporations, governments and institutions adoption of these standards includes the requirement that Citi consolidate with a broad range of financial products and services. Citi has approximately certain
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