UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K
(Mark One)

                 [X]    Annual Report Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                 [ ]    Transition Report Pursuant to Section 13 or 15(d) of
                        the Securities Exchange Act of 1934 (No Fee Required)

                   For the Fiscal Year Ended December 31, 2004

                            Commission file numbers:
                                    333-31964
                                   333-109143

                     CitiFinancial Mortgage Securities Inc.
        (Issuer in respect of the REMIC Pass-Through Certificates Series
     2002-1, 2003-1, 2003-2, 2003-3, 2003-4 and 2004-1 (the "Certificates"))
     -----------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


                       Delaware                     52-2207681
            -------------------------------     ----------------
            (State or other jurisdiction of     (I.R.S. Employer
            incorporation or organization)      Identification No.)

                   300 St. Paul Place
                  Baltimore, Maryland                  21202
        ----------------------------------------    ----------
        (Address of principal executive offices)    (Zip Code)


Registrant's telephone number, including area code: (410) 332-3607
                                                    --------------

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:  CERTIFICATES

     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.    Yes  X    No
                                                -----     -----
     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (ss. 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. [x]

     Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes       No   X
                                        -----     -----

     State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was last sold, or the average bid and asked priced of such common equity,
as of the last business day of the registrant's most recently completed second
fiscal quarter. NOT APPLICABLE

<PAGE>

      Introductory note: This Annual Report on Form 10-K is filed in the manner
described in various "no-action" letters issued by the Office of the General
Counsel from time to time. Accordingly, responses to certain items have been
omitted from or modified in this Annual Report.



                                     PART I

Item 1.  Business

         The sole business of CitiFinancial Mortgage Securities Inc. ("CFMSI")
is the issuance of mortgage-backed securities, each series of which represents
the entire beneficial interest in a segregated pool of subprime one- to four-
family mortgage loans, as described in its Registration Statements on Form S-3
(Nos. 333-31964 and 333-109143).


Item 2.  Properties

         The Annual Statement of Compliance for the Registrant's REMIC
Pass-Through Certificates, included as Exhibit 99(a)(2), which provides
information on the mortgaged properties.


Item 3.  Legal Proceedings.

         The Registrant knows of no material pending legal proceedings involving
either any trust evidenced by the Certificates, the Registrant, the Servicer
(CitiFinancial Mortgage Company, Inc.), or the Trustees with respect to such
trust, other than routine litigation incidental to the business of each such
person.


Item 4.  Submission of Matters to a Vote of Security-Holders.

         None.


<PAGE>


                                     PART II

Item 5.  Market for Registrant's Common Equity, Related Stockholder Matters and
         Issuer Purchases of Equity Securities.

         (a) To the best of Registrant's knowledge, there is no established
public trading market for the Certificates.

         (b) As of December 31, 2004, the number of holders of the Certificates
was as follows:

                                                                 Number of
                    Series                                        Holders
                    ------                                       ---------
                    2002-1                                          19
                    2003-1                                          18
                    2003-2                                          24
                    2003-3                                          31
                    2003-4                                          29
                    2004-1                                          33


Item 6.  Selected Financial Data.

         Omitted.


Item 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operation.

         Omitted.


Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

         Omitted.


Item 8.  Financial Statements and Supplementary Data.

         The  Annual Independent Accountants' Report and the management's
assertion letter for the Registrant's REMIC Pass-Through Certificates included
herein as Exhibits 99(a)(1) and 99(a)(2), respectively.


Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure.

         None.


Item 9A. Controls and Procedures.

         Omitted.

Item 9B. Other Information.

         None.

<PAGE>

                                    PART III

Item 10. Directors and Executive Officers of the Registrant.

         Omitted.


Item 11. Executive Compensation.

         Omitted.


Item 12. Security Ownership of Certain Beneficial Owners and Management and
         Related Stockholder Matters.

         Omitted.


Item 13. Certain Relationships and Related Transactions.

         Omitted.


Item 14. Principal Accountant Fees and Services.

         Omitted.

<PAGE>

                                     PART IV

Item 15. Exhibits, Financial Statement Schedules.

         (a)      Exhibits

            1       Certification pursuant to Section 302(a) of the
                    Sarbanes-Oxley Act. (Exhibit 31)

            2       Annual Independent Accountants' Report for the
                    Registrant's REMIC Pass-Through Certificates (Exhibit
                    99(a)(2))

            3       Management's assertion letter (Exhibit 99(a)(2))


          (b)     Current Reports on Form 8-K

                  The Registrant filed the following Current Reports on Form 8-K
during the fiscal year ended December 31, 2004 relating to the REMIC
Pass-Through Certificates Series 2002-1, 2003-1 through 2003-4, and 2004-1:

<TABLE>
<CAPTION>
     Series                Date of Report
     ------                --------------
     <S>                   <C>
     CFMSI 2002-1          January 26, 2004, February 25, 2004, March 25, 2004, April 26, 2004, May 25, 2004, June 25, 2005,
                           July 26, 2004, August 25, 2004, September 27, 2004, October 25, 2004, November 26, 2004, and December 27,
                           2004

     CFMSI 2003-1          January 26, 2004, February 25, 2004, March 25, 2004, April 26, 2004, May 25, 2004, June 25, 2005,
                           July 26, 2004, August 25, 2004, September 27, 2004, October 25, 2004, November 26, 2004, and December 27,
                           2004

     CFMSI 2003-2          January 26, 2004, February 25, 2004, March 25, 2004, April 26, 2004, May 25, 2004, June 25, 2005,
                           July 26, 2004, August 25, 2004, September 27, 2004, October 25, 2004, November 26, 2004, and December 27,
                           2004

     CFMSI 2003-3          January 26, 2004, February 25, 2004, March 25, 2004, April 26, 2004, May 25, 2004, June 25, 2005,
                           July 26, 2004, August 25, 2004, September 27, 2004, October 25, 2004, November 26, 2004, and December 27,
                           2004

     CFMSI 2003-4          January 26, 2004, February 25, 2004, March 25, 2004, April 26, 2004, May 25, 2004, June 25, 2005,
                           July 26, 2004, August 25, 2004, September 27, 2004, October 25, 2004, November 26, 2004, and December 27,
                           2004

     CFMSI 2004-1          March 23, 2004, April 26, 2004, May 25, 2004, June 25, 2005, July 26, 2004, August 25, 2004,
                           September 27, 2004, October 25, 2004, November 26, 2004, and December 27, 2004
</TABLE>

      The above Reports set forth under Items 5 and 8.01 thereof are (a) for
Series 2004-1, the Computational Materials (as defined in the no-action letter
dated May 20, 1994 issued by the Securities and Exchange Commission to Kidder
Peabody Acceptance Corporation-I, Kidder Peabody & Co. Incorporated and Kidder
Structured Asset Corporation) and/or Structural Term Sheets (as defined in the
no-action letter dated February 17, 1995 issued by the Securities and Exchange
Commission to the Public Securities Association) that are required to be filed
pursuant to such letters, (b) for Series 2004-1, the "Collateral Term Sheets"
relating to the applicable Series of Certificates and (c) for all Series, the
monthly servicer's reports.

 <PAGE>


                                   SIGNATURES


      Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


                                  CITIFINANCIAL MORTGAGE SECURITIES INC.
                                  (Registrant)


                                  By:/s/ Michael J. Tarpley
                                     ------------------------
                                  Name:  Michael J. Tarpley
                                  Title: Assistant Secretary


Dated:  March 31, 2005


      Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below on March 31, 2005 by the following persons on
behalf of the Registrant in the capacities indicated.

         Signature                                   Capacity
         ---------                                   --------

  /s/ Eugene R. Shutt                         President and a Director
 -------------------------                  (Principal Executive Officer)
     (Eugene R. Shutt)



  /s/ Bradley Brunts                                 Director
 -------------------------
     (Bradley Brunts)


  /s/ K.N. Ravishankar                   Senior Vice President, Treasurer and a
 -------------------------               Director (Principal Financial Officer
     (K.N. Ravishankar)                    and Principal Accounting Officer)


                                                     Director
 -------------------------
     (David A. Vanasky)

<PAGE>



                                  EXHIBIT INDEX


Exhibit No.

31                Certification pursuant to Section 302(a) of the
                  Sarbanes-Oxley Act.

99(a)(1)          Annual Independent Accountants' Report for the
                  Registrant's REMIC Pass-Through Certificates

99(a)(2)          Management's assertion letter