None of the Issuer and any Dealer has authorised, nor do any of them authorise, the making of any offer of Notes in any other circumstances.

Amended and Restated Final Terms dated 6 August 2013 amending and restating the Final Terms dated 10 July 2013 to reflect the publication of the Citigroup Inc. Underlying Linked Notes Base Prospectus Supplement (No.1) dated 6 August 2013 and the Notice dated 2 August 2013 Citigroup Inc. Issue of EUR1,855,000 Autocall Notes due August 2016 linked to the shares of Industria de Diseño Textil, Sociedad Anónima (Inditex, S.A.) and Novo Nordisk A/S Under the U.S.$30,000,000,000 Global Medium Term Note Programme Any person making or intending to make an offer of the Notes in any Member State of the European Economic Area which has implemented the Prospectus Directive may only do so: (a) (b) in those Public Offer Jurisdictions mentioned in item 10 of Part B below, provided such person is one of the persons mentioned in item 10 of Part B below and that such offer is made during the Offer Period specified for such purpose therein; or otherwise in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. None of the Issuer and any Dealer has authorised, nor do any of them authorise, the making of any offer of Notes in any other circumstances. The expression Prospectus Directive means Directive 2003/71/EC, as amended (which includes the amendments made by Directive 2010/73/EU (the 2010 PD Amending Directive) to the extent that such amendments have been implemented in the Relevant Member State). The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the Securities Act) or any state securities law. The Notes are being offered and sold outside the United States to non-u.s. persons in reliance on Regulation S under the Securities Act (Regulation S) and may not be offered or sold within the United States or to, or for the account or benefit of, any U.S. person (as defined in Regulation S). Each purchaser of the Notes or any beneficial interest therein will be deemed to have represented and agreed that it is outside the United States and is not a U.S. person and will not sell, pledge or otherwise transfer the Notes or any beneficial interest therein at any time within the United States or to, or for the account or benefit of, a U.S. person, other than the Issuer or any affiliate thereof. The Notes do not constitute, and have not been marketed as, contracts of sale of a commodity for future delivery (or options thereon) subject to the United States Commodity Exchange Act, as amended, and trading in the Notes has not been approved by the United States Commodity Futures Trading Commission under the United States Commodity Exchange Act, as amended. For a description of certain restrictions on offers and sales of Notes, see "General Information relating to the Programme and the Notes - Subscription and sale and transfer and selling restrictions" in the Base Prospectus. The Notes may not be offered or sold to, or acquired by, any person that is, or whose purchase and holding of the Notes is made on behalf of or with "plan assets" of, an employee benefit plan subject to Title I of the U.S. Employee Retirement Income Security Act of 1974, as amended (ERISA), a plan, individual retirement account or other arrangement subject to Section 4975 of the U.S. Internal Revenue Code of 1986, as amended (the Code) or an employee benefit plan or plan subject to any laws, rules or regulations substantially similar to Title I of ERISA or Section 4975 of the Code. The Notes are English Law Notes. PART A CONTRACTUAL TERMS 0012230-0005262 ICM:17695429.5 EMTN4313 1

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth under the sections entitled "Terms and Conditions of the Notes", the Valuation and Settlement Schedule and the Underlying Schedule applicable to each Underlying in the Base Prospectus and the Supplement, which together constitute a base prospectus for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus, as so supplemented. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of this Final Terms and the Base Prospectus, as so supplemented. The Base Prospectus, the Supplement and the translation of the Summary into Hungarian therein are available for viewing at the offices of the Paying Agents and on the web-site of the Central Bank of Ireland (www.centralbank.ie) and the web-site of the Irish Stock Exchange (www.ise.ie), respectively. In addition, this Final Terms is available on the web-site of the Central Bank of Ireland (www.centralbank.ie). For the purposes hereof, Base Prospectus means the Citigroup Inc. Underlying Linked Notes Base Prospectus in relation to the Programme dated 26 June 2013 as supplemented by the Citigroup Inc. Underlying Linked Notes Base Prospectus Supplement (No.1) dated 6 August 2013 (the Supplement) 1. 1. (i) Issuer: Citigroup Inc. (ii) Guarantor: 2. (i) Series Number: EMTN4313 (ii) Tranche Number: 1 (iii) Date on which the Notes will be consolidated and form a single Series: 3. Specified Currency or Currencies: Euro (EUR) 4. Aggregate Principal Amount: (i) Series: EUR1,855,000 2 (ii) Tranche: EUR1,855,000 2 5. Issue Price: 100 per cent. of the Aggregate Principal Amount 6. (i) Specified Denominations: EUR1,000 (ii) Calculation Amount: EUR1,000 7. (i) Issue Date: 8 August 2013 (ii) Interest Commencement Date: 8. Maturity Date: 8 August 2016 9. Type of Notes: The Notes do not bear or pay any interest 1 The Final Terms dated 10 July 2013 is updated to reflect the publication of the Citigroup Inc. Underlying Linked Notes Base Prospectus Supplement (No.1) dated 6 August 2013. 2 By virtue of the Notice dated 2 August 2013, the Aggregate Principal Amount of the Notes is EUR1,855,000. 0012230-0005262 ICM:17695429.5 EMTN4313 2

10. Put/Call Options: 11. (i) Status of the Notes: Senior Mandatory Early Redemption Provisions are applicable as specified in item 14(iii) below The Redemption Amount of the Notes is determined in accordance with item 14(iv) and, as the Underlying Linked Notes Redemption Provisions are applicable, item 14(v) below The Notes are Cash Settled Notes (ii) Status of the CGMFL Deed of Guarantee: PROVISIONS RELATING TO UNDERLYING LINKED NOTES 12. Underlying Linked Notes Provisions: Applicable the provisions in the Valuation and Settlement Schedule apply (subject as provided in any relevant Underlying Schedule) (i) Underlying: (A) Description of Underlying(s): Each Underlying specified under the heading "Underlying" in the Table below (B) Classification: In respect of an Underlying, the Classification specified for such Underlying in the Table below (C) Electronic Page: In respect of an Underlying, the Electronic Page specified for such Underlying in the Table below TABLE Underlying Classification Electronic Page Share Company Exchange Common stock of the Share Company (ISIN: ES0148396015) Share Bloomberg page: ITX SM <Equity> Industria de Diseño Textil, Sociedad Anónima (Inditex, S.A.) Continuous Market (SIBE) Common stock of the Share Company (ISIN: DK0060102614) Share Bloomberg page: NOVOB DC <Equity> Novo Nordisk A/S NASDAQ OMX Copenhagen A/S (ii) Particulars in respect of each Underlying: Share(s): (A) Share Company: In respect of an Underlying, the Share Company specified for such Underlying in the Table above 0012230-0005262 ICM:17695429.5 EMTN4313 3

(B) Exchange(s): In respect of an Underlying, the Exchange(s) specified for such Underlying in the Table above (C) Related Exchange(s): All Exchanges (iii) Elections in respect of each type of Underlying: Share(s): (A) (B) Additional Disruption Event(s): Share Substitution Criteria: Increased Cost of Stock Borrow Loss of Stock Borrow Reference Index (iv) Trade Date: 31 July 2013 (v) Realisation Disruption: (vi) Hedging Disruption Early Termination Event: Applicable PROVISIONS RELATING TO ANY INTEREST AMOUNT, THE REDEMPTION AMOUNT AND ANY ENTITLEMENT DELIVERABLE 13. Interest Provisions: the Notes do not bear or pay interest 14. Redemption Provisions: (i) Issuer Call (ii) Investor Put (iii) Mandatory Early Redemption Provisions (A) Mandatory Early Redemption Strike Level, Specified MER Valuation Date, Specified MER Upper Barrier Event Valuation Date, Lower MER Barrier Level, Upper MER Barrier Level, Barrier Level, Specified MER Barrier Observation Date, MER Amount, Upper Mandatory Early Redemption Amount and Lower Mandatory Early Redemption Applicable See Table below 0012230-0005262 ICM:17695429.5 EMTN4313 4

Amount, MERPR, MERPR Call, MERPR Put, MER Date (as relevant): (B) Specified Mandatory Early Redemption Strike Date: Underlying(s) relevant to Mandatory Early Redemption, Mandatory Early Redemption Performance Provisions and levels of the Mandatory Early Redemption Underlying(s) (A) Mandatory Early Redemption Underlying: (B) Mandatory Early Redemption Barrier Underlying(s): Mandatory Early Redemption Performance Provisions: 31 July 2013 Applicable Each Underlying specified in the Table in item 12 above All of the Mandatory Early Redemption Underlyings Provisions relating to levels of the Mandatory Early Redemption Underlying(s) (A) Mandatory Early Redemption Initial Level: (B) Mandatory Early Redemption Reference Level: Provisions relating to a Mandatory Early Redemption Barrier Event (A) Mandatory Early Redemption Barrier Event: Provisions relating to a Mandatory Early Redemption Upper Barrier Event: Applicable Closing Level on Mandatory Early Redemption Strike Date Closing Level on Mandatory Early Redemption Valuation Date Applicable Applicable Mandatory Early Redemption Barrier Event European Observation Provisions relating to the Mandatory Early Redemption Amount 0012230-0005262 ICM:17695429.5 EMTN4313 5

(A) Mandatory Early Redemption Amount due where MER Upper Barrier Percentage is : (B) Mandatory Early Redemption Amount due where MER Upper Barrier Percentage is Applicable: See MER Amount in Table below I II Upper Mandatory Early Redemption Amount: Lower Mandatory Early Redemption Amount: (C) Performance-Linked Mandatory Early Redemption Amount: I Put Option: II Call Option: III Call Spread Put Spread Option: IV Twin Win Option: Mandatory Early Redemption Underlying Valuation Provisions (A) Valuation Disruption (Scheduled Trading Days): (B) Valuation Disruption (Disrupted Days): Move in Block Value What You Can (C) Valuation Roll: Eight 0012230-0005262 ICM:17695429.5 EMTN4313 6

TABLE MER Strike Level Specified MER Valuation Date(s) Specified MER Upper Barrier Event Valuation Date MER Barrier Level (%) Specified MER Barrier Observation Date MER Amount/Upper Mandatory Early Redemption Amount And Mandatory Lower Early Redemption Amount MERPR (%) MER Date MER Initial Level 31 July 2014 Not Applicable Greater than (or equal to) 95 per cent. of the MER Initial Level of the relevant MER Underlying 31 July 2014 EUR1,070 Not Applicable 8 August 2014 MER Initial Level 2 February 2015 Greater than (or equal to) 95 per cent. of the MER Initial Level of the relevant MER Underlying 2 February 2015 EUR1,105 9 February 2015 MER Initial Level 31 July 2015 Greater than (or equal to) 95 per cent. of the MER Initial Level of the relevant MER Underlying 31 July 2015 EUR1,140 10 August 2015 MER Initial Level 1 February 2016 Greater than (or equal to) 95 per cent. of the MER Initial Level of the relevant MER Underlying 1 February 2016 EUR1,175 8 February 2016 (iv) Redemption Amount: See item (v) below (v) Underlying Linked Notes Redemption Provisions Applicable Dates (A) Specified Redemption Barrier Observation Date: 1 August 2016 (B) Specified Final Valuation Date: 1 August 2016 (C) Specified Redemption Strike Date: 31 July 2013 Underlying(s) relevant to redemption, Final Performance provisions and levels of the Redemption Underlying(s) (A) Redemption Underlying: Each Underlying specified in the Table in item 12 above (B) Redemption Barrier Underlying(s): The Final Performance Underlying Final Performance Provisions: (A) Single Underlying Observation: 0012230-0005262 ICM:17695429.5 EMTN4313 7

(B) Weighted Basket Observation: (C) Best of Basket Observation: (D) Worst of Basket Observation: Applicable I. Maximum Final Performance Percentage: II. Minimum Final Performance Percentage: (E) Outperformance Observation: Provisions relating to levels of the Redemption Underlying(s) (A) Redemption Initial Level: Closing Level on Redemption Strike Date (B) Final Reference Level: Closing Level on Final Valuation Date (C) Redemption Strike Level: Redemption Initial Level Provisions relating to a Redemption Barrier Event (A) Redemption Barrier Event: Applicable Redemption Barrier Event European Performance Observation (B) Final Barrier Level: Less than -45% Provisions relating to the redemption amount due or entitlement deliverable Provisions applicable where Redemption Barrier Event is and the Redemption Amount is a Performance-Linked Redemption Amount: (A) Redemption Amount: The Performance-Linked Redemption Amount determined in accordance with the Put Option Provisions Provisions applicable where Redemption Barrier Event is Applicable (A) Provisions applicable to Physical Delivery (B) Redemption Amount due where no Redemption Barrier Event has occurred and no Redemption Upper Barrier Percentage is specified: (C) Redemption Upper Barrier Percentage: -5% 0012230-0005262 ICM:17695429.5 EMTN4313 8

I. Upper Redemption Amount due where no Redemption Barrier Event has occurred: Applicable EUR1,210 per Calculation Amount II. Lower Redemption Amount due where no Redemption Barrier Event has occurred: Applicable EUR1,000 per Calculation Amount (D) Redemption Amount due where a Redemption Barrier Event has occurred: Applicable - the Performance-Linked Redemption Amount determined in accordance with the Put Option Provisions Performance-Linked Redemption Amount: (A) Performance-Linked Redemption Amount: Put Option: Applicable I. Maximum Redemption Amount: EUR550 per Calculation Amount II. Minimum Redemption Amount: III. Final Participation Rate (FPR): Call Option: Call Spread Put Spread Option: Twin Win Option: Redemption Underlying Valuation Provisions (A) Valuation Disruption (Scheduled Trading Days): Move in Block (B) Valuation Disruption (Disrupted Days): Value What You Can (C) Valuation Roll: Eight 15. FX Provisions: GENERAL PROVISIONS APPLICABLE TO THE NOTES 16. Form of Notes: Registered Notes 17. New Global Note/New Safekeeping Structure: No Regulation S Global Registered Note Certificate registered in the name of a nominee for a common depositary for Euroclear and Clearstream, Luxembourg 0012230-0005262 ICM:17695429.5 EMTN4313 9

18. Business Centres: London, New York City and TARGET Business Days 19. Business Day Jurisdiction(s) or other special provisions relating to payment dates: London, New York City and TARGET Business Days 20. Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature): 21. Redenomination, renominalisation and reconventioning provisions: 22. Consolidation provisions: The provisions of Condition 12 of the General Conditions apply 23. Name and address of Calculation Agent: Citigroup Global Markets Limited (acting through its Equity Exotics desk (or any successor department/group)) at Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, United Kingdom 24. Determinations: Commercial Determination 0012230-0005262 ICM:17695429.5 EMTN4313 10

Signed on behalf of the Issuer: By: Digitally signed by Petrus Weel DN: cn=petrus Weel, ou=adobe(r)-cds, o=citigroup Inc., c=us, email=pascal.weel@citi.com Date: 2013.08.06 14:11:08-04'00'... Duly authorised 0012230-0005262 ICM:17695429.5 EMTN4313 11

PART B OTHER INFORMATION 1. LISTING AND ADMISSION TO TRADING Admission to trading and listing: Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the regulated market of the Irish Stock Exchange and listed on the official list of the Irish Stock Exchange with effect from on or around the Issue Date 2. RATINGS Ratings: The Notes are not rated 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER Save for any fees payable to the Authorised Offeror(s), so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the Offer 4. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES 5. YIELD (i) Reasons for the Offer: See "Use of Proceeds" in Section D.1 Description of Citigroup Inc. in the Base Prospectus (ii) Estimated net proceeds: An amount equal to the final Aggregate Principal Amount of the Notes issued on the Issue Date. For the avoidance of doubt, the estimated net proceeds reflect the proceeds to be received by the Issuer on the Issue Date. They are not a reflection of the fees payable by/to the Dealer and the Distributor(s) (iii) Estimated total expenses: Approximately EUR15,000 (listing fees and legal expenses) Unified Yield Rate: For the purposes of the Hungarian Offer, the unified yield rate is between 0 and 8 (inclusive) per cent. per annum As set out above, the unified yield rate is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield 6. INFORMATION ABOUT THE PAST AND FURTHER PERFORMANCE AND VOLATILITY OF THE OR EACH UNDERLYING Information about the past and further performance of the or each Underlying is available from the applicable Electronic Page(s) specified for such Underlying in Part A above 7. DISCLAIMER Bloomberg 0012230-0005262 ICM:17695429.5 EMTN4313 12

Certain information contained in this Final Terms consists of extracts from or summaries of information that is publicly-available from Bloomberg L.P. (Bloomberg ). The Issuer accepts responsibility for accurately reproducing such extracts or summaries and, as far as the Issuer is aware and is able to ascertain from such publicly-available information, no facts have been omitted which would render the reproduced information inaccurate or misleading. Bloomberg makes no representation, warranty or undertaking, express or implied, as to the accuracy of the reproduction of such information, and accepts no responsibility for the reproduction of such information or for the merits of an investment in the Notes. Bloomberg does not arrange, sponsor, endorse, sell or promote the issue of the Notes. 8. OPERATIONAL INFORMATION ISIN Code: XS0950489350 Common Code: 095048935 CUSIP: WKN: Valoren: Any clearing system(s) other than Euroclear Bank S.A./N.V., Clearstream Banking, société anonyme and DTC and the relevant identification number(s) and details relating to the relevant depositary, if applicable: Delivery: Names and address of the Swedish Notes Issuing and Paying Agent (if any): Names and address of the Finnish Notes Issuing and Paying Agent (if any): Names and addresses of additional Paying Agent(s) (if any): Intended to be held in a manner which would allow Eurosystem eligibility: Delivery versus payment No 9. DISTRIBUTION (i) Method of distribution: Non-syndicated (ii) If syndicated, names and addresses of the Lead Manager and the other Managers and underwriting commitments: (iii) Date of Subscription Agreement: (iv) Stabilising Manager(s) (if any): 0012230-0005262 ICM:17695429.5 EMTN4313 13

(v) If non-syndicated, name and address of Dealer: Citigroup Global Markets Limited at Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, United Kingdom (vi) Total commission and concession: Up to 5.00 per cent. of the Aggregate Principal Amount which comprises the initial distribution fee payable to the Authorised Offeror. Investors can obtain more information about this fee by contacting the relevant Authorised Offeror or the Dealer at the relevant address(es) set out herein. In addition to the Hungarian Offer Price the Authorised Offeror may charge investors in Hungary an initial participation commission of up to 2.00 per cent. of the Aggregate Principal Amount. Investors can obtain more information about this fee by contacting the Authorised Offeror at the address(es) set out herein (vii) Swiss selling restrictions: (viii) Non-exempt Offer: An offer (The Hungarian Offer) of the Notes may be made by the Hungarian Initial Authorised Offeror(s)) other than pursuant to Article 3(2) of the Prospectus Directive during the period from (and including) 12 July 2013 to (and including) 31 July 2013 (the Hungarian Offer Period) in the Republic of Hungary (Hungary) If the Issuer receives subscriptions for Notes with an Aggregate Principal Amount of EUR10,000,000, the Issuer may close the Hungarian Offer Period before 31 July 2013, PROVIDED THAT the Hungarian Offer Period shall not be shorter than three Business Days In the event that the Hungarian Offer Period is shortened as described above, the Issuer shall publish a notice on the web-site of the Central Bank of Ireland (www.centralbank.ie) Offers (if any) in any Member State other than the Public Offer Jurisdiction(s) will only be made pursuant to an exemption from the obligation under the Prospectus Directive as implemented in such countries to publish a prospectus Authorised Offeror(s) means the Initial Authorised Offeror(s) Initial Authorised Offeror(s) means the Hungarian Initial Authorised Offeror(s) Public Offer Jurisdiction(s) means Hungary See further Paragraph 10 below 0012230-0005262 ICM:17695429.5 EMTN4313 14

(ix) General Consent: (x) Other conditions to consent: 10. TERMS AND CONDITIONS OF THE OFFER Offer Price: The offer price in respect of each Calculation Amount offered by the Hungarian Initial Authorised Offeror(s) to investors in Hungary (the Hungarian Offer Price) is EUR1,000 In addition to the Hungarian Offer Price, the Hungarian Initial Authorised Offeror(s) may charge an initial participation commission as set out in item 9(vi) of this Part B above Conditions to which the Offer is subject: Description of the application process: Applications for the purchase of Notes may be made by a prospective investor to the Hungarian Initial Authorised Offeror(s) at the sale locations and during the business hours as set out below Pursuant to anti-money laundering laws and regulations in force in the United Kingdom, the Issuer, Citigroup Global Markets Limited or any of their authorised agents may require evidence in connection with any application for Notes, including further identification of the applicant(s), before any Notes are issued Each prospective investor in Hungary should ascertain from the Hungarian Initial Authorised Offeror(s) when the Hungarian Initial Authorised Offeror(s) will require receipt of cleared funds from it in respect of its application for the purchase of any Notes and the manner in which payment should be made to the Hungarian Initial Authorised Offeror(s) 0012230-0005262 ICM:17695429.5 EMTN4313 15

Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants: The Issuer may decline applications and/or accept subscriptions which would exceed the Aggregate Principal Amount of EUR10,000,000 as further detailed below It may be necessary to scale back applications under the Hungarian Offer due to over-subscription The Issuer therefore reserves the right, in its absolute discretion, to decline valid applications for Notes under the Hungarian Offer. Accordingly, an applicant for Notes may, in such circumstances, not be issued the number of Notes for which it has applied In the event that the Issuer scales back applications, the Notes will be allotted proportionately to the subscription of the relevant investor to the total number of the Notes subscribed by all subscribers Excess application monies will be returned (without interest) to applicants by no later than seven days after the date that the Hungarian Offer Period closes. Excess application monies will be returned (without interest) by cheque mailed to the relevant applicant's address as indicated on the application form, or by wire transfer to the bank account as detailed on the application form or by any other method as the Issuer deems to be appropriate The Issuer also reserves the right to accept any subscriptions for Notes which would exceed the 'up to' aggregate principal amount of the Notes of EUR10,000,000 and the Issuer may increase the 'up to' aggregate principal amount of the Notes The Issuer shall either publish a new final terms in respect of any fungible increase in aggregate principal amount or shall publish a supplement in respect thereof on the web-site of the Central Bank of Ireland (www.centralbank.ie) Details of the minimum and/or maximum amount of application: Details of the method and time limits for paying up and delivering the Notes: The minimum amount of a subscription is the Calculation Amount Notes will be available on a delivery versus payment basis The Issuer estimates that the Notes will be delivered to the purchaser's respective book-entry securities accounts on or around the Issue Date Manner in and date on which results of the offer are to be made public: 0012230-0005262 ICM:17695429.5 EMTN4313 16 By means of a notice published by the Issuer on the web-site of the Central Bank of Ireland (www.centralbank.ie)

Such notice shall be published within five calendar days of the close of the Hungarian Offer Period Procedure for exercise of any right of preemption, negotiability of subscription rights and treatment of subscription rights not exercised: Whether tranche(s) have been reserved for certain countries: Process for notification to applicants of the amount allotted and the indication whether dealing may begin before notification is made: Amount of any expenses and taxes specifically charged to the subscriber or purchaser: Applicants will be notified directly by the Hungarian Initial Authorised Offeror(s) of the success of their application Dealing in the Notes may commence on the Issue Date Apart from the Hungarian Offer Price, the Issuer is not aware of any expenses and taxes specifically charged to the subscriber or purchaser For details of withholding taxes applicable to subscribers in Hungary see the section entitled "Hungarian Taxation" under "Taxation of Notes" in the Base Prospectus Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place. The Notes will be publicly offered in Hungary through the Hungarian Initial Authorised Offeror(s) at the following locations and during the specified business hours: Budapest I., kerület Hegyalja út 7-13. Mo-Fr: 9-16 Budapest III., kerület Lajos u. 76-80. Mo, We: 8-17 Tu, Th: 8-16 Fr: 8-15 Budapest V., kerület Vörösmarty tér 4. Mo-Th: 9-17 Fr: 9-16 Budapest VI., kerület Váci út 1-3 Westend City Center Mo-Th: 10-18 Fr: 10-17 Sa: 10-14 Budapest IV., kerület Árpád út 75. Mo, We: 8-17 Tu, Th: 8-16 Fr: 8-15 0012230-0005262 ICM:17695429.5 EMTN4313 17

Budapest XIII., kerület Váci út 35. Mo, We: 8-17 Tu, Th: 8-16 Fr: 8-15 Budapest VI., kerület Oktogon tér 1. Mo, We: 8-17 Tu, Th: 8-16 Fr: 8-15 Budapest VIII., kerület Kerepesi út 9. Aréna Pláza Mo-Th: 10-18 Fr: 10-17 Sa: 10-14 Budapest XIV., kerület Örs vezér tere 24. Sugár Üzletközpont Mo-Th: 10-18 Fr: 10-17 Budapest XXI., kerület Kossuth Lajos utca 91. Csepel Mo, We: 8-17 Tu, Th: 8-16 Fr: 8-15 Budapest II., kerület Lövőház u. 2-6. Mammut Bevásárlóközpont Mo-Th: 10-18 Fr: 10-17 Sa: 10-14 Budapest XI., kerület Bercsényi u. Simplon Udvar (Allee) Mo-Th: 10-18 Fr: 10-17 Sa: 10-14 Békéscsaba, Munkácsy Mihály u. 3. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Debrecen, Piac u. 51. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Eger, Deák Ferenc u. 1. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 0012230-0005262 ICM:17695429.5 EMTN4313 18

Győr, Király u. 14. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 H-2100 Gödöllő, Dózsa György út 33. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Kecskemét, Petőfi S. u. 1. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Miskolc, Bajcsy-Zsilinszky u. 1-3. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Nyíregyháza, Bethlen Gábor u. 1. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Pécs, Jókai tér 2. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Szeged, Nagy Jenő u. 1. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Székesfehérvár, Liszt Ferenc u. 1. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Szolnok, Kossuth Lajos u. 7. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Szombathely, Kossuth Lajos u. 10. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 Zalaegerszeg, Kossuth Lajos u. 25-27. Mo: 8-17 Tu-Th: 8-16 Fr: 8-15 0012230-0005262 ICM:17695429.5 EMTN4313 19

11. UNITED STATES TAX CONSIDERATIONS For U.S. federal income tax purposes, the Issuer will treat the Notes as options 0012230-0005262 ICM:17695429.5 EMTN4313 20

ANNEX SUMMARY Summaries are made up of disclosure requirements known as "Elements". These Elements are numbered in Sections A E (A.1 E.7). This Summary contains all the Elements required to be included in a summary for Notes, the Issuer and the Guarantor (where the Issuer is CGMFL). Because some Elements are not required to be addressed, there may be gaps in the numbering sequence of the Elements. Even though an Element may be required to be inserted in a summary because of the type of securities, issuer and guarantor, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element should be included in the summary explaining why it is not applicable. SECTION A INTRODUCTION AND WARNINGS Element Title A.1 Introduction This summary should be read as an introduction to the Base Prospectus and the applicable Final Terms. Any decision to invest in the Notes should be based on consideration of the Base Prospectus as a whole, including any documents incorporated by reference and the applicable Final Terms. Where a claim relating to information contained in the Base Prospectus and the applicable Final Terms is brought before a court, the plaintiff investor might, under the national legislation of the Member States, have to bear the costs of translating the Base Prospectus and the applicable Final Terms before the legal proceedings are initiated. Civil liability in Member States attaches only to those persons who have tabled the summary including any translation thereof, but only if the summary is misleading, inaccurate or inconsistent when read together with the other parts of the Base Prospectus and the applicable Final Terms, or it does not provide, when read together with the other parts of the Base Prospectus and the applicable Final Terms, key information in order to aid investors when considering whether to invest in the Notes. A.2 Consent The Notes may be offered in circumstances where there is no exemption from the obligation under the Prospectus Directive to publish a prospectus (a Nonexempt Offer). Non-exempt Offer in the Republic of Hungary: Subject to the conditions set out below, Citigroup Inc. consent(s) to the use of this Base Prospectus in connection with a Non-exempt Offer of Notes by the Dealers and Citibank Europe plc, Hungarian Branch Office (each an Authorised Offeror in the Republic of Hungary). Citigroup Inc.'s consent referred to above is given for Non-exempt Offers of Notes during the period from (and including) 12 July 2013 to (and including) 31 July 2013 (the Hungarian Offer Period). The conditions to the consent of Citigroup Inc. are that such consent: (a) (b) is only valid during the Hungarian Offer Period; and only extends to the use of this Base Prospectus to make Non-exempt Offers of the relevant Tranche of Notes in the Republic of Hungary. 0012230-0005262 ICM:17695429.5-21 -

Element Title AN INVESTOR INTENDING TO ACQUIRE OR ACQUIRING ANY NOTES IN A NON-EXEMPT OFFER FROM AN AUTHORISED OFFEROR WILL DO SO, AND OFFERS AND SALES OF SUCH NOTES TO AN INVESTOR BY SUCH AUTHORISED OFFEROR WILL BE MADE, IN ACCORDANCE WITH ANY TERMS AND OTHER ARRANGEMENTS IN PLACE BETWEEN SUCH AUTHORISED OFFEROR AND SUCH INVESTOR INCLUDING AS TO PRICE, ALLOCATIONS AND SETTLEMENT ARRANGEMENTS. THE INVESTOR MUST LOOK TO THE AUTHORISED OFFEROR AT THE TIME OF SUCH OFFER FOR THE PROVISION OF SUCH INFORMATION AND THE AUTHORISED OFFEROR WILL BE RESPONSIBLE FOR SUCH INFORMATION. SECTION B ISSUERS AND GUARANTOR B.1 Legal and commercial name of the Issuer B.2 Domicile/ legal form/ legislation/ country of incorporation B.4b Trend information B.5 Description of the Group B.9 Profit forecast estimate or Citigroup Inc. Citigroup Inc. was established as a corporation incorporated in Delaware pursuant to the Delaware General Corporation Law. The banking environment and markets in which the Group conducts its business will continue to be strongly influenced by developments in the U.S. and global economies, including the results of the European Union sovereign debt crisis and the implementation and rulemaking associated with recent financial reform. Citigroup Inc. is a holding company and services its obligations primarily with dividends and advances that it receives from subsidiaries (Citigroup Inc. and its subsidiaries, the Group) Citigroup Inc. is a global diversified financial services holding company whose businesses provide consumers, corporations, governments and institutions with a broad range of financial products and services. Citigroup Inc. has approximately 200 million customer accounts and does business in more than 160 countries and jurisdictions. Citigroup Inc. currently operates, for management reporting purposes, via two primary business segments: Citicorp, consisting of Citigroup Inc.'s Global Consumer Banking businesses (which consists of Regional Consumer Banking in North America, Europe, the Middle East and Africa, Asia and Latin America) and the Institutional Clients Group (Securities and Banking, including the Private Bank, and Transaction Services); and Citi Holdings, which consists of Brokerage and Asset Management, Local Consumer Lending, and a Special Asset Pool. There is also a third segment, Corporate/Other.. Citigroup Inc. has not made a profit forecast or estimate in this Base Prospectus. B.10 Audit report. There are no qualifications in any audit report on the historical - 22 -

qualification s B.12 Selected historical key financial information: financial information included in the Base Prospectus. The table below sets out a summary of key financial information extracted from Citigroup Inc.'s Financial Report for the fiscal year ended on 31 December 2012: At or for the year ended 31 December 2012 (audited) 2011 (audited) (in millions of U.S. dollars) Income Statement Data: Total revenues, net of interest expense 70,173 78,353 Income from continuing operations 7,909 11,103 Net Income 7,541 11,067 Balance Sheet Data: Total assets 1,864,660 1,873,878 Total deposits 930,560 865,936 Long-term debt (including U.S.$29,764 239,463 323,505 and U.S.$ 24,172 at 31 December 2012 and 2011, respectively, at fair value) Total stockholders' equity 189,049 177,806 The table below sets out a summary of key financial information extracted from Citigroup Inc.'s Half-Yearly Financial Report for the six months ended 30 June 2013. At or for the six months ended 30 June 2013 3 (unaudited) 2012 4 (unaudited) (in millions of U.S. dollars) Income Statement Data: Total revenues, net of interest expense 40,706 37,508 Income from continuing operations 8,119 6,024 Net Income 7,990 5,877 As at or for the three months ended 30 June 2013 (unaudited) 2012 (unaudited) (in millions of U.S. dollars) Income Statement Data: Total revenues, net of interest expense 20,479 18,387 Income from continuing operations 4,188 2,979 Net Income 4,182 2,946 As at 30 June 2013 (unaudited) 2012 (unaudited) Balance Sheet Data: Total assets 1,883,988 1,916,451 3 By virtue of the Supplement dated 6 August 2013, the selected historical key financial information of Citigroup Inc. is updated to include selected financial information for the six-months ended 30 June 2013 from Citigroup Inc.s interim financial statements for the three-month period ended 30 June 2013. 4 By virtue of the Supplement dated 6 August 2013, the selected historical key financial information of Citigroup Inc. is updated to include selected financial information for the six-months ended 30 June 2012 from Citigroup Inc. s interim financial statements for the three-month period ended 30 June 2012. - 23 -

Total deposits 938,427 914,308 Long-term debt 220,959 288,334 Total stockholders' equity 195,926 183,911 B.13 Events impacting the Issuer's solvency B.14 Dependence upon other group entities B.15 Principal activities B.16 Controlling shareholders B.17 Credit ratings Statements of no significant or material adverse change There has been: (i) no significant change in the financial or trading position of Citigroup Inc. or Citigroup Inc. and its subsidiaries as a whole since 30 June 2013 5 and (ii) no material adverse change in the financial position, business or prospects of Citigroup Inc. or Citigroup Inc. and its subsidiaries as a whole since 31 December 2012.. There are no recent events particular to Citigroup Inc. which are to a material extent relevant to the evaluation of Citigroup Inc.'s solvency since 31 December 2012. See Element B.5 description of Citigroup Inc. and its subsidiaries and Citigroup Inc.'s position within the Group. Citigroup Inc. is a global diversified financial services holding company whose businesses provide consumers, corporations, governments and institutions with a broad range of financial products and services. Citigroup Inc. is not aware of any shareholder or group of connected shareholders who directly or indirectly control Citigroup Inc. Citigroup Inc. has a long term/short term senior debt rating of A-/A-2 by Standard & Poor's Financial Services LLC, Baa2/P-2 by Moody's Investors Service, Inc. and A/F1 by Fitch, Inc. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. SECTION C.3 SECURITIES Element Title C.1 Description of Notes/ISIN Notes are issued in Series. The Series number is EMTN4313. The Tranche number is 1. The International Securities Identification Number (ISIN) is XS0950489350. The Common Code is 095048935. C.2 Currency The Notes are denominated in EUR and the specified currency for payments in respect of the Notes is EUR. C.5 Restrictions on the free transferabilit The Notes will be transferable, subject to offering, selling and transfer restrictions with respect to the United States, European Economic Area, United Kingdom, Australia, the Kingdom of Bahrain, Brazil, Chile, Columbia, Costa 5 By virtue of the Supplement dated 6 August 2013, the statement "There has been no significant change in the financial or trading position of Citigroup Inc. or Citigroup Inc. and its subsidiaries as a whole since 31 March 2013" has been replaced by "There has been no significant change in the financial or trading position of Citigroup Inc. or Citigroup Inc. and its subsidiaries as a whole since 30 June 2013". - 24 -

Element Title y of the Notes C.8 Rights attached to the Notes, including ranking and limitations on those rights C.9 Description of the rights attached to the Notes, including Rica, Republic of Cyprus, Denmark, Dominican Republic, Dubai International Financial Centre, Ecuador, El Salvador, Finland, France, Guatemala, Honduras, Hong Kong Special Administrative Region, Hungary, Ireland, Israel, Italy, Japan, Kuwait, Mexico, Norway, Oman, Panama, Paraguay, Peru, Poland, Portugal, Qatar, Russian Federation, Kingdom of Saudi Arabia, Singapore, Taiwan, Republic of Turkey and United Arab Emirates and Uruguay and the laws of any jurisdiction in which the Notes are offered or sold. The Notes have terms and conditions relating to, among other matters: Ranking The Notes will constitute unsubordinated and unsecured obligations of the Issuer and rank and will at all times rank pari passu and rateably among themselves and at least pari passu with all other unsecured and unsubordinated obligations of the Issuer save for such obligations as may be preferred by provisions of law that are both mandatory and of general application. Negative pledge and cross default The terms of the Notes will not contain a negative pledge provision or a crossdefault provision in respect of the Issuer. Events of default The terms of the Notes will contain, amongst others, the following events of default: (a) default in payment of any principal or interest due in respect of the Notes, continuing for a period of 30 days in the case of interest or 10 days in the case of principal, in each case after the due date; (b) default in the performance, or breach, of any other covenant by the Issuer, and continuance for a period of 60 days after the date on which written notice is given by the holders of at least 25 per cent, in principal amount of the outstanding Notes specifying such default or breach and requiring it to be remedied; (c) events relating to the winding up or dissolution or similar procedure of the Issuer; and (d) the appointment of a receiver or other similar official or other similar arrangement of the Issuer. Taxation Payments in respect of all Notes will be made without withholding or deduction of taxes in Luxembourg where the Issuer is CGMFL or the United Kingdom in the case of the Guarantor, subject in all cases to customary exceptions or the United States where the Issuer is Citigroup Inc., subject to specified exceptions and certain categories of Notes which are not treated as debt for United States federal income tax purposes. Meetings The terms of the Notes contain provisions for calling meetings of holders of such Notes to consider matters affecting their interests generally. These provisions permit defined majorities to bind all holders, including holders who did not attend and vote at the relevant meeting and holders who voted in a manner contrary to the majority. See Element C.16 and Element C.18 below. The Notes do not bear or pay any interest - 25 -

Element Title nominal interest rate, the date from which interest becomes payable and interest payment dates, description of the underlying (where the rate is not fixed), maturity date, repayment provisions and indication of yield C.10 If the Note has a derivative component in the interest payment, a clear and comprehensi ve explanation to help investors understand how the value of their investment is affected by the value of the underlying instrument(s), especially under the circumstance s when the risks are most evident.. The Notes do not bear or pay any interest. - 26 -

Element Title C.11 Admission to trading C.15 Description of how the value of the investment is affected by the value of the underlying instrument(s) C.16 Maturity date and final reference date Application has been made to the Irish Stock Exchange for the Notes to be admitted to trading on the Irish Stock Exchange The Notes have a mandatory early redemption or 'autocall' feature which means that, depending on the performance of the relevant underlying(s), the Notes may be redeemed prior to the maturity date. Whether the Notes are redeemed early is determined by reference to the performance of the relevant underlying(s). Where the mandatory early redemption amount due is calculated using the "performance linked mandatory early redemption provisions", the amount of any such mandatory early redemption amount is determined by reference to the performance of the relevant underlying(s). If the Notes are redeemed early, only the mandatory early redemption amount is payable and no further amount shall be due or assets deliverable The redemption amount payable or the assets deliverable at maturity depends on the performance of the relevant underlying(s). See also Element C.18 below. The maturity date is 8 August 2016. See the provisions relating to valuation dates in Element C.18 below in relation to the final reference date. Early redemption See "Events of Default" in Element C.8 above and "Disrupted Days, Market Disruption Events and Adjustments" below for information on early redemption in relation to the Notes. In addition, (a) the Notes may be redeemed early for certain taxation reasons; and (b) if the Issuer determines that performance of its obligations of an issue of Notes or that any arrangements made to hedge the Issuer's obligations under the Notes has or will become illegal in whole or in part for any reason the Issuer may redeem the Notes early and, if and to the extent permitted by applicable law, will pay, in respect of each Note, an amount equal to the early redemption amount. The early redemption amount payable on any early redemption of the Notes will be an amount determined by the Calculation Agent to be the fair market value of the Notes on a day selected by the Issuer (which amount shall include amounts in respect of accrued interest), but adjusted to fully account for losses, expenses and costs to the Issuer (or any of its affiliates) of unwinding any hedging and funding arrangements in relation to the Notes, provided that, for the purposes of determining the fair market value of the Notes following an event of default, no account shall be taken of the financial condition of the Issuer which shall be presumed to be able to perform fully its obligations in respect of the Notes. C.17 Settlement procedure of derivative securities C.18 Return on derivative securities The Notes are cash settled Notes The Notes do not pay any interest. The mandatory early redemption amount due on the relevant mandatory - 27 -

Element Title early redemption date if a mandatory early redemption event occurs will be determined in accordance with the mandatory early redemption provisions as follows Mandatory early redemption If (and only if), in respect of a mandatory early redemption date, a mandatory early redemption barrier event has occurred and as no "MER upper barrier event" is specified, the Notes will be redeemed on the relevant mandatory early redemption date at an amount for each calculation amount equal to the amount specified as the MER amount for the relevant mandatory early redemption (MER) date in the Table below If the Notes are redeemed early, only the relevant mandatory early redemption amount shall be payable and no further amounts shall be paid or assets deliverable. Definitions relating to mandatory early redemption: Dates A mandatory early redemption barrier observation date or MER barrier observation date is, in respect of a MER date, each date or dates specified as such for such MER date in the Table below (subject to adjustment see "Disrupted Days, Market Disruption Events and Adjustments" below). A mandatory early redemption date or MER date is each date specified as such in the Table below. A mandatory early redemption valuation date or MER valuation date is, in respect of a MER date, each date or dates specified as such for such MER date in the Table below (subject to adjustment see "Disrupted Days, Market Disruption Events and Adjustments" below). The MER strike date(s) is 31 July 2013 (subject to adjustment see "Disrupted Days, Market Disruption Events and Adjustments" below). Definitions relating to the underlying(s) relevant for mandatory early redemption, the performance of such underlying(s) and levels of such underlying(s) A MER underlying means the or each underlying specified as an underlying for the purpose of the MER provisions in Element C.20 below. The MER strike level for an MER underlying is the MER initial level of such MER underlying. The MER reference level means, in respect of the or each MER underlying: "closing level on MER valuation date", being the underlying closing level for such MER underlying for the relevant MER valuation date The MER initial level for the or each MER underlying and a MER date: "closing level on MER strike date", being the underlying closing level for such MER underlying for the MER strike date. Definitions relating to the determination of whether the mandatory early - 28 -

Element Title redemption amount is due on a mandatory early redemption date A mandatory early redemption barrier event or MER barrier event will occur in respect of a MER date if, in the determination of the calculation agent, on the related MER barrier observation date, the underlying closing level of all MER underlying(s) (the "MER barrier underlying(s)") is greater than or equal to the relevant MER barrier level ("MER barrier event european closing observation") The MER barrier level is, in respect of a MER date, the percentage(s) specified for such MER date and the relevant MER barrier underlying in the Table below. The calculation amount or CA is EUR1,000. TABLE MER date(s) valuation MER barrier level (%) MER barrier observation date MER amount MER date 31 July 2014 95% of the MER initial level of the relevant MER barrier underlying 2 February 2015 95% of the MER initial level of the relevant MER barrier underlying 31 July 2015 95% of the MER initial level of the relevant MER barrier underlying 1 February 2016 95% of the MER initial level of the relevant MER barrier underlying 31 July 2014 EUR1,070 8 August 2014 2 February 2015 EUR1,105 9 February 2015 31 July 2015 EUR1,140 10 August 2015 1 February 2016 EUR1,175 8 February 2016 The redemption amount due or assets deliverable in relation to physical delivery notes on the maturity date will be determined in accordance with the redemption provisions as follows Redemption If: (a) a redemption barrier event has not occurred and as a "redemption upper barrier percentage" is specified, then the Notes will be redeemed on the maturity date at an amount for each calculation amount equal to - 29 -

Element Title (i) (ii) if the final performance of the final performance underlying(s) is equal to or greater than -5% (being the redemption upper barrier percentage), the upper redemption amount due where no redemption barrier event has occurred, being EUR1,210; OR if the final performance of the final performance underlying(s) is less than -5% (being the redemption upper barrier percentage), the lower redemption amount due where no redemption barrier event has occurred, being EUR1,000; OR (b) a redemption barrier event has occurred, then the redemption amount in respect of each calculation amount will be the performance-linked redemption amount determined in accordance with the put option provisions below. Definitions relating to redemption: Dates A final valuation date is 1 August 2016 (subject to adjustment see "Disrupted Days, Market Disruption Events and Adjustments" below). A redemption barrier observation date is 1 August 2016. The redemption strike date(s) is 31 July 2013 (subject to adjustment see "Disrupted Days, Market Disruption Events and Adjustments" below). Definitions relating to the underlying(s) relevant for redemption, the performance of such underlying(s) and levels of the such underlying(s) A redemption underlying means the or each underlying specified as an underlying for the purpose of the redemption provisions in Element C.20 below. The final performance underlying(s) or (FPU) is, as "worst of observation" applies, the redemption underlying with the lowest (or equal lowest) final performance. The final performance shall be determined in accordance with the "worst of basket observation" provisions, meaning that the final performance in respect of a redemption underlying is, in the determination of the calculation agent, an amount expressed as a percentage equal to such redemption underlying's final reference level less its redemption strike level, all divided by its redemption initial level, expressed as a formula: final reference level redemptionstrikelevel redemptioninitial level The redemption strike level for a redemption underlying is the redemption - 30 -