Exhibit 10.01.6 

Amendment 4 to Supplemental ERISA
Compensation Plan of Citibank, N.A. and Affiliates 

	1.	Effective December 31, 2012, the following definitions shall be
      added to paragraph 1 of the Plan:
	          	     	 
			
      “Frozen Grandfathered Participant” means any Grandfathered Participant whose benefits in the
      Retirement Plan were frozen on or after December 31, 2012, in accordance
      with Article IV, Section 1, paragraph C of Part III of the Retirement
      Plan. An individual who becomes a Frozen Grandfathered Participant and was
      not already a Participant under this Plan shall become a Participant on
      his or her Individual Freeze Date.

      “Individual Freeze Date” means
      the December 31 of the Plan Year as of which a Grandfathered Participant’s
      benefit in the Retirement Plan is frozen pursuant to Article IV, Section
      1, paragraph C of Part III of the Retirement Plan. 

      “Retirement Plan” means the
      Retirement Plan of Citibank N.A. and Affiliates, and any plan into which
      the Retirement Plan of Citibank N.A. and Affiliates was merged or
      subsequently merged, including but not limited to, effective as of January
      1, 2000, the Citigroup Pension Plan, as such plans are in effect from time
      to time.

			 
	
      2.
      
	
      Effective December 31, 2012,
      Paragraph 2 shall be amended to read as follows:

			 
			
      (a) As long as the Retirement Plan
      shall remain in effect, there shall be paid under this Plan to the
      Participant (or to the spouse or beneficiary of a Participant, as the case
      may be) such amounts of Normal Retirement Income, Early Retirement Income,
      Disability Retirement Income, Survivorship Retirement Income, Additional
      Early Retirement Benefit, Additional Disability Retirement Benefit, or any
      other benefits, including benefits distributed upon termination of the
      Retirement Plan, as would have been paid to such Participant (or the
      spouse or beneficiary of the Participant) under the Retirement Plan
      without regard to the limitation on benefits imposed by Section 415 of the
      Internal Revenue Code of 1986, as amended (the "Code") and the limitation
      on compensation imposed by Section 401(a)(17) of the Code. 

      The benefit so computed shall be
      reduced by the actual benefits payable to or with respect to the
      Participant under the Retirement Plan and the Supplemental ERISA Excess
      Plan of Citibank, N.A. and Affiliates.










	          	     	
      (b) With respect to a Frozen
      Grandfathered Participant, in addition to the benefit payable to such
      individual under paragraph 2(a), if any, which is attributable to benefits
      accrued under the Retirement Plan on or before his or her Individual
      Freeze Date, there shall be paid to a Frozen Grandfathered Participant (or
      to the spouse or beneficiary of such Frozen Grandfathered Participant) the
      benefit, including Normal Retirement Income, Early Retirement Income,
      Disability Retirement Income, Survivorship Retirement Income, Additional
      Early Retirement Benefit, Additional Disability Retirement Benefit, or any
      other benefits, including benefits distributed upon termination of the
      Retirement Plan, that would have accrued under the final average pay
      formula in Section 1 of Article IV of Part III of the Retirement Plan with
      respect to such Frozen Grandfathered Participant subsequent to his or her
      Individual Freeze Date had such individual not become a Frozen
      Grandfathered Participant, calculated without regard to the limitation on
      benefits imposed by Section 415 of the Code and the limitations on
      compensation imposed by Section 401(a)(17) of the
      Code.

      For avoidance of doubt, no
      benefit shall be paid under this paragraph 2(b) that is duplicative of any
      benefit paid or payable elsewhere in this Plan or under the Retirement
      Plan.

			 
			
      (c) No Non-Grandfathered Participant
      may first become a Participant (or again become an active Participant
      through a rehire) after December 31, 2008. The Plan shall remain open to
      new entrants who are Grandfathered Participants; provided, however, that
      Grandfathered Participants who are rehired shall not become Grandfathered
      Participants for periods after their rehire.
  




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