Company Name: Citigroup Inc. (Recon.)
Public Availability Date: January 23, 2008

Document Sections:

INQUIRY LETTER
INQUIRY LETTER
STAFF REPLY LETTER

[INQUIRY LETTER]

U.S. Securities and Exchange Commission
General Counsel, Corporate Governance
Jonathan A. Ingram
Washington, D.C. 20549-3010

Dear Mr. Ingram

Enclosed you will find my reply to Mr. Shelley J. Dropkin, General Counsel, Corporate Governance for Citigroup Inc. In this letter he denied my shareholder proposal for the 2008 annual meeting. I believe this rejection is inappropriate as cited in my response. The corporation should have full and open communication with its shareholders. This was not the case in this situation. There was ample opportunity in their various communications with me to outline the complete procedure for presentation of a proposal. They should provide a clear and concise avenue for shareholder input and not make any assumptions on the level of shareholder knowledge as to the SEC rules.

Thank you for your consideration of this matter.

Sincerely

/s/

John G Carlevaro
P.O. Box 776
Cypress TX 77410
Certified Mail 7005 1820 0002 3621 9662

[INQUIRY LETTER]

Citigroup Inc.
Shelley J. Dropkin General Counsel, Corporate Governance
425 Park Avenue
2\nd/ Floor
New York, N.Y. 10022

Dear Mr. Dropkin

Please excuse the fact that I haven't replied to your letter of November 19, 2007 sooner but, I have had two deaths in my immediate family in December. That resulted in my time and attention being devoted elsewhere.

In your letter of denial of my proposal for the April 2008 Shareholder Annual Meeting you cited Sec Rule 14-a-8(h)(3) which stated in part; for my 2007 proposal that I or my qualified representative must appear and present the proposal. You further stated: "A stockholder who undertakes the submission of a proposal is presumed to be knowledgeable of the SEC's rules for such submissions, which are publicly on the SEC website".

I strongly disagree with this statement. I do not believe it is a requirement of the shareholder to ferret out the requirements for a shareholder proposal from the maze of SEC regulations. It is incumbent on the Corporate Secretary to provide adequate guidance to their stockholders, the owners of the corporation, providing them all the steps necessary for submission of a shareholder proposal. The address for the submission of proposals as well as the deadline is provided in the proxy statement (see attached). No where in the proxy statment is there a notification that this proposal needs to be presented at the annual meeting in person. It would entail just one more line in an 81 page document to make this apparent to the stockholders. The necessity for my presence at the 2007 shareholder meeting was never established in any of the Citigroup communication that transpired as a result of my submission.

Citigroup's Corporate Secretary failed to provide all the necessary information to me to effectively present my shareholder proposal at the annual meeting, do to this fact; I believe I had good cause for my absence. I therefore feel that my proposal for the 2008 shareholder meeting should be accepted. I assure you that either I or a qualified representative will be in attendance for its presentation.

Sincerely

/s/

John G Carlevaro
P.O. Box 776

cc: U.S. Securities and Exchange Commission
Office of Chief Counsel
Mr. Jonathan A. Ingram
100 F Street, N.E.
Washington, DC 20549

[STAFF REPLY LETTER]

January 23, 2008

John G. Carlevaro
P.O. Box 776
Cypress, TX 77410

Re: Citigroup Inc. Incoming letter received January 22, 2008

Dear Mr. Carlevaro:

This is in response to your letter that we received on January 22, 2008 concerning the shareholder proposal you submitted to Citigroup. On January 9, 2008, we issued our response expressing our informal view that Citigroup could exclude the proposal from its proxy materials for its upcoming annual meeting.

We received your letter after we issued our response. After reviewing the information contained in your letter, we find no basis to reconsider our position.

Sincerely,

/s/

Jonathan A. Ingram
Deputy Chief Counsel

cc: Shelley J. Dropkin
General Counsel, Corporate Governance
Citigroup Inc.
425 Park Avenue
2nd Floor
New York, NY 10022