Filed pursuant to
                                                                  Rule 424(b)(5)
                                                       Registration No. 33-59791

                                    CITICORP
                               U.S. $7,000,000,000
                    Global Medium-Term Senior Notes, Series D
                               U.S. $1,000,000,000
                 Global Medium-Term Subordinated Notes, Series D
                Due From 9 Months to 60 Years From Date of Issue

          Pricing Supplement, dated February 13, 1996 (the "Pricing Supplement")
to Prospectus Supplement, dated August 7, 1995 (the "Prospectus Supplement"); to
Prospectus,  dated August 7, 1995 (the "Base  Prospectus" and collectively  with
the Pricing Supplement and the Prospectus Supplement, the "Prospectus")

                              DESCRIPTION OF NOTES

          The  terms  of the Yen  Notes  set  forth in this  Pricing  Supplement
supplement  and modify,  to the extent  applicable,  the  description of general
terms and provisions of Citicorp's Global Medium-Term Senior Notes, Series D set
forth in the accompanying Base Prospectus and Prospectus Supplement. Capitalized
terms not defined  herein shall have the meanings  assigned to such terms in the
accompanying Base Prospectus and Prospectus Supplement.

SUMMARY OF TERMS:

Title of Notes:               2.55% Yen Senior Notes Due February 28, 2001
                              (the "Yen Notes").

Aggregate
  Principal Amount:           (Y)1,000,000,000.

Specified Currency:           Japanese Yen.

Issue Date:                   February 28, 1996

Stated Maturity Date:         February 28, 2001.

Interest Rate:                2.55% per annum.

Interest Payment Dates:       Annually, on the 28th of each February, commencing
                              February  28,  1997,   and  at  Stated   Maturity;
                              provided that if an Interest Payment Date is not a
                              Business Day in London,  the United  Kingdom,  New
                              York, New York and Tokyo,  Japan,  then payment of
                              interest  will not be made on such date,  but will
                              be made on the  next  succeeding  day  which  is a
                              Business Day in London,  the United  Kingdom,  New
                              York,  New York  and  Tokyo,  Japan  with the same
                              force  and  effect  as if  made  on  the  Interest
                              Payment  Date and no interest  shall accrue on the
                              amount so payable  for the  period  from and after
                              such   Interest   Payment  Date  until  such  next
                              succeeding day.

Form and Denominations:       The Yen Notes will initially be issued in the form
                              of one or more temporary global Notes,  which will
                              be  exchanged 45 days after the  Settlement  Date,
                              upon  written  certification  as described in this
                              Pricing   Supplement   and   in   the   Prospectus
                              Supplement,  for  one  or  more  permanent  global
                              Notes.  Minimun  denominations  for the Yen  Notes
                              will be  (Y)10,000,000  or any  integral  mulitple
                              of(Y)1,000,000 thereof. Interests in the permanent
                              global Notes will  thereafter be  exchangeable  at
                              the option of the beneficial  owner,  on the terms
                              and   conditions   described   in   this   Pricing
                              Supplement and in the Prospectus  Supplement,  for
                              definitive  Notes in bearer form in  denominations
                              of(Y)10,000,000 and(Y)1,000,000.  See "DESCRIPTION
                              OF   NOTES--Form   and   Denominations"   in   the
                              Prospectus Supplement.

Redemption:                   The Yen Notes may not be redeemed at the option of
                              Citicorp prior to their Stated Maturity, except as
                              set forth under the heading  "DESCRIPTION OF NOTES
                              --   Redemption   and   Sinking   Funds"   in  the
                              accompanying Prospectus Supplement.

                              The Yen Notes are not subject to redemption at the
                              option of the Holder thereof.

Sinking Fund:                 The Yen Notes are not subject to any sinking fund.

Clearance Information:        The Yen Notes  have been  accepted  for  clearance
                              through Euroclear and Cedel.


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<PAGE>

Exchange Listing:             The Yen Notes will not be listed on the Luxembourg
                              Stock Exchange.

Selling Agent:                Citibank International plc.

Commission:                   .125%.

Price to Public:              100%.

          In this  Pricing  Supplement  references  to "Yen"  and  "(Y)"  are to
Japanese Yen. At  approximately  8:00 a.m.  Tokyo time on February 13, 1995, the
bid quotation from Citibank, N.A., Tokyo branch was 106.80 Yen per United States
dollar.

PAYMENT AND PAYING AGENTS

          Generally,  the  principal  of and  interest  on the Yen Notes will be
payable in the manner  specified in the  accompanying  Base Prospectus under the
heading "DESCRIPTION OF NOTES -- Payment and Paying Agents" and the accompanying
Prospectus  Supplement  under the headings  "DESCRIPTION OF NOTES -- Payment and
Paying  Agents" and "SPECIAL  PROVISIONS  RELATING TO FOREIGN  CURRENCY NOTES --
Payment".

          In addition  to  Citibank,  acting  through  its  principal  office in
London,  England,  and Citibank  (Luxembourg) S.A., acting through its principal
office in Luxembourg,  Citicorp has designated Citibank, acting through its main
office in Tokyo,  Japan as Paying  Agent for the Yen Notes  outside  the  United
States.  Citicorp will, as long as any Yen Notes remain outstanding,  maintain a
paying  agent in  Tokyo.  In  addition  to London  and  Luxembourg,  Tokyo  will
constitute a Place of Payment with respect to the Yen Notes.

          The principal of and interest on the Yen Notes will be payable in Yen.
Payments  will be made by Yen check or Yen bank  draft on a bank (in the case of
payment to a nonresident  of Japan,  an  authorized  foreign  exchange  bank) in
Tokyo,  Japan or by  transfer in same day funds to a Yen account (in the case of
payment to a nonresident of Japan, to a nonresident  account)  maintained by the
payee with a bank in Tokyo,  Japan,  subject in each case to all applicable laws
and regulations.

SELLING RESTRICTIONS

          The Yen  Notes  have not been and  will not be  registered  under  the
Securities  and Exchange Law of Japan.  The Selling  Agent has  represented  and
agreed that it has not offered and sold and will not offer or sell,  directly or
indirectly,  any Yen  Notes in Japan or to or for the  benefit  of any  Japanese
person (which term as used herein means any person resident in Japan,  including
any corporation or other entity  organized under the laws of Japan) or to others
for  reoffering  or resale,  directly or  indirectly,  in Japan or to or for the
benefit  of any  Japanese  person  prior to the date  which is one day after the
issue  date of the Yen Notes and that  thereafter  it will offer or sell the Yen
Notes  in  Japan  or to or for the  benefit  of a  Japanese  person  only  under
circumstances   which  will  result  in  compliance  with  applicable  laws  and
regulations of Japan.

          The  Selling  Agent has  represented  and  agreed  that (i) it has not
offered or sold and,  prior to the  expiration  of the period of six months from
the  issue  date  for the Yen  Notes,  will not  offer or sell any Yen  Notes to
persons  in the  United  Kingdom  except to persons  whose  ordinary  activities
involve them in acquiring,  holding,  managing or disposing of  investments  (as
principal  or agent)  for the  purposes  of their  businesses  or  otherwise  in
circumstances  which  have not  resulted  and will not result in an offer to the
public  in the  United  Kingdom  within  the  meaning  of the  Public  Offers of
Securities  Regulations  1995;  (ii) it has  complied  and will  comply with all
applicable  provisions  of the  Financial  Services  Act 1986  with  respect  to
anything done by it in relation to the Yen Notes in, from or otherwise involving
the  United  Kingdom;  and  (iii) it has only  issued or passed on and will only
issue or pass on in the United Kingdom any document received by it in connection
with the  issue  of the Yen  Notes to a  person  who is of a kind  described  in
Article 11(3) of the  Financial  Services Act 1986  (Investment  Advertisements)
(Exemptions)  Order  1995 or is a person to whom  such  document  may  otherwise
lawfully be issued or passed on.


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