0000950123-09-066062 Sample Contracts

CITIGROUP INC., as Issuer and THE BANK OF NEW YORK MELLON, as Trustee Fifth Supplemental Indenture Dated as of November 2, 2009 Supplement to Indenture of Citigroup Inc. dated as of July 23, 2004
Fifth Supplemental Indenture • November 25th, 2009 • Citigroup Inc • National commercial banks • New York

FIFTH SUPPLEMENTAL INDENTURE, dated as of November 2, 2009 (this “Fifth Supplemental Indenture”), between CITIGROUP INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, not in its individual capacity but solely as trustee (the “Trustee”) under the Indenture, dated as of July 23, 2004 (the “Base Indenture”), supplemented by a First Supplemental Indenture, dated as of December 3, 2007 (the “First Supplemental Indenture,” and the Base Indenture, as supplemented by the First Supplemental Indenture, the “Indenture”).

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