Venezuela

Citi continues to monitor the political and economic environment and uncertainties in Venezuela. As of December 31, 2018, Citi’s net investment in its on-shore Venezuelan operations was approximately $40 million. In addition, in early 2015, the Central Bank of Venezuela (BCV) sold gold held at the Bank of England to a Citi entity in the U.K., giving Citi ownership and full legal title to the gold for $1.6 billion. Simultaneously, the BCV entered into forward purchase agreements (collectively, the Agreements) with Citi, requiring the BCV to purchase the same quantity of gold from Citi on predetermined dates. The next and final such date will be in April 2020 at which time the BCV will be required to purchase the remaining amount of gold from Citi under the terms of the Agreements. Citi believes it is protected against market and credit risk related to the Agreements. The Agreements were accounted for as a financing on Citi’s books under ASC 470-40.

Potential Exit of U.K. from EU

As widely reported, the U.K. and EU agreed to extend the U.K.’s scheduled exit from the EU to October 31, 2019. For additional information regarding the U.K’s potential exit from the EU, see “Risk Factors—Strategic Risk” and “Strategic Risk—Potential Exit from U.K. from EU” in Citi’s 2018 Annual Report on Form 10-K.

INCOME TAXES

Deferred Tax Assets

For additional information on Citi’s deferred tax assets (DTAs), see “Risk Factors—Strategic Risks,” “Significant Accounting Policies and Significant Estimates—Income Taxes” and ~~Note~~Notes 1 and 9 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

At ~~September 30, 2017,~~March 31, 2019, Citigroup had recorded net DTAs of approximately ~~$45.5~~$22.8 billion, a decrease of ~~$0.3 billion from June 30, 2017 and $1.2~~$0.1 billion from December 31, ~~2016.~~2018. The ~~DTA reductions~~decrease for the ~~three and nine months ended September 30, 2017 were~~quarter was primarily driven by ~~earnings.~~gains in Other comprehensive income.

The ~~following~~ table below summarizes Citi’s net DTAs ~~balance.~~ balance:



Jurisdiction/Component	DTAs balance
In billions of dollars	March 31, 2019		December 31, 2018
Total U.S.	$	20.6	$	20.7
Total foreign	2.2		2.2
Total	$	22.8	$	22.9

Of Citi’s total net DTAs of $22.8 billion as of ~~September 30, 2017, those arising from~~March 31, 2019, $10.8 billion (primarily relating to net operating losses, foreign tax ~~credit~~credits and general business credit carry-forwards, ~~are 100%~~which Citi reduced by $0.2 billion in the current quarter) was deducted in calculating Citi’s regulatory ~~capital, while~~capital. Net DTAs ~~arising~~resulting from temporary differences are deducted from regulatory capital if in excess of the 10%/15% limitations (see “Capital Resources” above). ~~Approximately $17.6~~For the quarter ended March 31, 2019, Citi did not have any such DTAs. Accordingly, the remaining $12.0 billion of ~~the~~ net ~~DTA~~DTAs as of March 31, 2019 was not deducted in calculating regulatory capital pursuant to ~~full~~ Basel III ~~implementation~~ standards, ~~as of September 30, 2017.~~and was appropriately risk weighted under those rules.

Jurisdiction/Component DTAs balance
In billions of dollars Sept. 30, 2017 Dec. 31, 2016
Total U.S. $ 43.2
$ 44.6
Total foreign 2.3
2.1
Total $ 45.5
$ 46.7

Effective Tax Rate

Citi’s effective tax rate for the ~~third~~first quarter of ~~2017~~2019 was ~~31.1%~~21.2%, compared to 23.7% in the prior-year period. The 21.2% was lower than the roughly 23% expected effective tax rate for 2019 due to certain discrete items.The 23% expected 2019 rate is slightly lower than 2018 due to changes in Citi’s earnings mix.

FUTURE APPLICATION OF ACCOUNTING STANDARDS

Accounting for Financial Instruments—Credit Losses

In June 2016, the Financial Accounting Standards Board (FASB) issued ASU No. 2016-13, Financial Instruments—Credit Losses(Topic 326). The ASU introduces a new credit loss methodology, the Current Expected Credit Losses (CECL) methodology, which requires earlier recognition of credit losses, while also providing additional transparency about credit risk.

The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to-maturity debt securities and other receivables measured at amortized cost at the time the financial asset is originated or acquired. The allowance for credit losses is adjusted each period for changes in expected lifetime credit losses. This methodology replaces the multiple existing impairment methods in current GAAP, which generally require that a loss be incurred before it is recognized. Within the life cycle of a loan or other financial asset, the ASU will generally result in the earlier recognition of the provision for credit losses and the related allowance for credit losses than current practice. For available-for-sale debt securities that Citi intends to hold and where fair value is less than cost, credit-related impairment, if any, will be recognized through an allowance for credit losses and adjusted each period for changes in credit risk.

The CECL methodology represents a significant change from existing GAAP and may result in material changes to the Company’s accounting for financial instruments. The Company is evaluating the effect that ASU 2016-13 will have on its Consolidated Financial Statements and related disclosures. The impact of the ASU will, among other things, depend upon the state of the economy, forecasted macroeconomic conditions and Citi’s portfolios at the date of adoption. Based on an updated preliminary analysis performed in the first quarter of 2019 and forecasts of macroeconomic conditions and exposures at that time, the overall impact was estimated to be an approximate 20% to 30% increase in expected credit loss reserves. The ASU will be effective for Citi as ~~compared~~of January 1, 2020. This increase would be reflected as a decrease to opening Retained earnings, net of income taxes, at January 1, 2020.

Implementation efforts are underway, including model development, fulfillment of additional data needs for new disclosures and reporting requirements, and drafting of accounting policies. Substantial progress has been made in model development. Model validations and user acceptance testing commenced in the first quarter of 2019, with ~~30.8%~~parallel runs to begin in the third quarter of ~~2016.~~2019. The Company intends to utilize a single macroeconomic scenario in estimating expected credit losses. Reasonable and supportable forecast periods and methods to revert to historical averages to arrive at lifetime expected credit losses vary by product.

For additional information on regulatory capital treatment, see “Capital Resources—Regulatory Capital Standards Developments-Regulatory Capital Treatment—Implementation and Transition of the Current Expected Credit

Losses (CECL) Methodology” in Citi’s 2018 Annual Report on Form 10-K.

Subsequent Measurement of Goodwill

In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The ASU simplifies the subsequent measurement of goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill (i.e., the current Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. Under the ASU, the impairment test is the comparison of the fair value of a reporting unit with its carrying amount (the current Step 1), with the impairment charge being the deficit in fair value but not exceeding the total amount of goodwill allocated to that reporting unit. The simplified one-step impairment test applies to all reporting units (including those with zero or negative carrying amounts).

The ASU will be effective for Citi as of January 1, 2020. The impact of the ASU will depend upon the performance of Citi’s reporting units and the market conditions impacting the fair value of each reporting unit going forward.

See Note 1 to the Consolidated Financial Statements for a discussion of “Accounting Changes.”

DISCLOSURE CONTROLS AND PROCEDURES

Citi’s disclosure controls and procedures are designed to ensure that information required to be disclosed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including without limitation that information required to be disclosed by Citi in its SEC filings is accumulated and communicated to management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), as appropriate, to allow for timely decisions regarding required disclosure.

Citi’s Disclosure Committee assists the CEO and CFO in their responsibilities to design, establish, maintain and evaluate the effectiveness of Citi’s disclosure controls and procedures. The Disclosure Committee is responsible for, among other things, the oversight, maintenance and implementation of the disclosure controls and procedures, subject to the supervision and oversight of the CEO and CFO.

Citi’s management, with the participation of its CEO and CFO, has evaluated the effectiveness of Citigroup’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of ~~September 30, 2017~~March 31, 2019 and, based on that evaluation, the CEO and CFO have concluded that at that date, Citigroup’s disclosure controls and procedures were effective.

DISCLOSURE PURSUANT TO SECTION 219 OF THE IRAN THREAT REDUCTION AND SYRIA HUMAN RIGHTS ACT

Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) to the Securities Exchange Act of 1934, as amended, Citi is required to disclose in its annual or quarterly reports, as applicable, whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with individuals or entities that are subject to sanctions under U.S. law. Disclosure is generally required even where the activities, transactions or dealings were conducted in compliance with applicable law. ~~Citi disclosed reportable activities pursuant to Section 219 in the first and second quarters of 2017 in the First Quarter of 2017 Form 10-Q and Second Quarter Form 10-Q, respectively.~~

During the ~~third~~first quarter of ~~2017, Bank Handlowy w Warszawie S.A.,~~2019, as a result of an operational error, the Hungarian branch of Citibank Europe plc, a subsidiary ~~located in Poland,~~of Citibank, acting as the beneficiary bank, inadvertently processed ~~three funds transfers involving~~a domestic payment within Hungary for a fee related to the operating expenses of the Iranian Embassy in ~~Poland.~~Budapest. The aggregate value of the funds transfers was EUR 50, EUR 50, and EU 100 (approximately $60.00, $60.00 and $117.00), respectively. In addition, a branch of Citibank N.A., located in India, processed a funds transfer involving the Iran Consulate General in India. The total value of this payment was ~~INR 1,368~~HUF 135,636.00 (approximately ~~$21.00)~~USD 489.79). ~~These payments were~~The transaction did not result in any revenue for ~~visa-related fees and Iran-related travel respectively, both~~Citi. The transaction was voluntarily self-disclosed to the U.S. Office of ~~which are permissible under the travel exemption in the Iranian Transactions and Sanctions Regulations.~~ Foreign Asset Control (OFAC).

FORWARD-LOOKING STATEMENTS

Certain statements in this Form 10-Q, including but not limited to statements included within the Management’s Discussion and Analysis of Financial Condition and Results of Operations, are “forward-looking statements” within the meaning of the rules and regulations of the SEC. In addition, Citigroup also may make forward-looking statements in its other documents filed or furnished with the SEC, and its management may make forward-looking statements orally to analysts, investors, representatives of the media and others.

Generally, forward-looking statements are not based on historical facts but instead represent Citigroup’s and its management’s beliefs regarding future events. Such statements may be identified by words such as believe, expect, anticipate, intend, estimate, may increase, may fluctuate, target, illustrative, and similar expressions or future or conditional verbs such as will, should, would and could.

Such statements are based on management’s current expectations and are subject to risks, uncertainties and changes in circumstances. Actual results and capital and other financial conditions may differ materially from those included in these statements due to a variety of factors, including without limitation (i) the precautionary statements included within each individual business’s discussion and analysis of its results of operations above and in Citi’s ~~2016~~2018 Annual Report on Form ~~10-K, First Quarter of 2017 Form 10-Q and Second Quarter of 2017 Form 10-Q;~~10-K; (ii) the factors listed and described under “Risk Factors” in Citi’s ~~2016~~2018 Annual Report on Form 10-K; and (iii) the risks and uncertainties summarized below:

Citi’s ability to address (i) the shortcomings identified by the Federal Reserve Board and FDIC as a result of their review of Citi’s 2015 annual resolution plan submission as well as (ii) the 2017 resolution plan guidance in Citi’s 2017 resolution plan submission;

the potential impact on Citi’s ability to return capital to common shareholders, consistent with its capital planning efforts and targets, due to, ~~any~~among other things, regulatory approval, Citi’s results of operations, financial condition and effectiveness in managing its level of risk-weighted assets and GSIB surcharge, potential changes to the regulatory capital framework, the CCAR process and the results of regulatory stress ~~testing and CCAR requirements or process,~~tests, such as the proposed integration of the annual stress testing requirements with ongoing regulatory capital requirements, including introduction of a firm-specific “stress capital buffer” ~~or incorporation of Citi’s then-effective GSIB surcharge into its post-stress test minimum capital requirements or the introduction of additional macroprudential considerations such as funding~~(SCB), and ~~liquidity shocks~~any resulting year-to-year variability in the SCB, impact on Citi’s estimated management buffer and the impact of incorporating CECL in future stress testing ~~process;~~requirements;

the ongoing regulatory and other uncertainties and changes faced by financial institutions, including Citi, in the U.S. and globally, ~~including, among others, uncertainties~~such as potential fiscal, monetary and ~~potential~~regulatory changes ~~arising~~ from the U.S. ~~presidential~~Presidential administration and Congress, potential changes to various aspects of the regulatory capital framework and the terms of and other uncertainties resulting from the U.K.’s ~~process to withdraw~~potential exit from the European Union, and the potential impact these uncertainties and changes could have on Citi’s businesses, results of operations, financial condition, strategy or organizational structure and compliance risks and costs;

the numerous uncertainties arising as a result of the process in the U.K. to withdraw from the European Union, including the terms of the withdrawal, and the potential impact to macroeconomic conditions as well as

~~Citi’s legal entity structure and overall results of operations or financial condition;~~

the potential impact to financial institutions, including Citi, as a result of the uncertainties associated with the level and pace of any changes in interest rates or any balance sheet normalization program implemented by the Federal Reserve Board or other central banks;

the impact on the value of Citi’s DTAs and on Citi’s net income or regulatory capital if corporate tax rates in the U.S. or certain state, local or foreign jurisdictions are reduced, or if other changes are made to the U.S. corporate tax system (whether as a result of current efforts by the U.S. presidential administration and Congress or otherwise), including a potential change to a territorial system or a one-time mandatory deemed repatriation of all untaxed non-U.S. earnings at a significantly lower rate;

Citi’s ability ~~to continue~~ to utilize its DTAs (including the foreign tax credit component of its DTAs) and thus reduce the

negative impact of the DTAs on Citi’s regulatory capital, including as a result of ~~movements~~its ability to generate U.S. taxable income and by the provisions of and guidance issued in ~~Citi’s AOCI, which can be impacted by changes in interest rates and foreign exchange rates;~~connection with Tax Reform;

the potential impact to Citi if its interpretation or application of the ~~extensive~~complex tax laws to which it is subject, such as withholding tax obligations and stamp and other transactional taxes, differs from those of the relevant governmental authorities;

Citi’s ability to achieve ~~the~~its expected ~~returns on~~results from its ~~ongoing~~continued investments ~~in its businesses or meet its~~and efficiency initiatives, such as revenue growth and expense savings, as part of Citi’s operational orand financial objectives orand targets, including as a result of factors that Citi cannot control;

the potential ~~negative~~ impact from a deterioration in or failure to maintain Citi’s co-branding ~~and~~or private label credit card relationships as well as Citi’s results of operations or financial condition, including as a result of loss of revenues, impairment of purchased credit card relationships and contract related intangibles or other losses,relationship, for example Sears, due to, among other things, external factors outside the control of either party to the relationship, including the general economic environment, declining sales and revenues or other operational difficulties of ~~a particular~~the retailer or merchant, ~~or early~~ termination of a particular relationship, or ~~external~~other factors, ~~including~~such as bankruptcies, liquidations, restructurings, consolidations ~~and~~or other similar events;

the potential impact to Citi’s businesses, credit costs, ~~deposits and overall~~revenues or other results of operations and financial condition as a result of macroeconomic and geopolitical challenges and uncertainties and volatility, including, ~~those relating to geopolitical tensions in~~ ~~Asia~~ ~~and~~ ~~Latin America~~,among others, weakening economic ~~growth rates~~conditions in the U.S. or Citi’s other target markets, changes in U.S. trade policies and ~~non-U.S. jurisdictions, potential~~resulting retaliatory measures from other countries, geopolitical tensions and conflicts, changes in governmental fiscal ~~or other~~and monetary actions, or ~~the pursuit of protectionist trade~~expected actions, such as interest rate and other policies, byand the ~~U.S.;~~

terms or conditions regarding the U.K.’s potential withdrawal from the European Union;

the various risks faced by Citi as a result of its presence in the emerging markets, including, among others, ~~sanctions or asset freezes, fraud,~~sovereign volatility, regulatory changes and political events, foreign exchange controls, limitations on foreign investment, sociopolitical instability (including from ~~hyper-inflation)~~hyperinflation), fraud, nationalization or loss of licenses, business restrictions, sanctions or asset freezes, potential criminal charges, closure of branches or subsidiaries and confiscation of assets, as well as the resulting increased compliance, regulatory and legal risks and costs;

Citi’s ability in its resolution plan submissions to address any deficiencies identified or future guidance, including resolution plan guidance, provided by the Federal Reserve Board and FDIC;

~~the uncertainties regarding the consequences of noncompliance and~~ the potential impact on Citi’s ~~estimates~~performance and the performance of its ~~eligible debt arising from~~ individual businesses, including its competitive position and ability to effectively manage its businesses and continue to execute its strategies, if Citi is unable to attract, retain and motivate highly qualified employees;

Citi’s ability to effectively compete with U.S. and non-U.S. financial services companies and others, including as a result of emerging technologies;

the ~~Federal Reserve Board’s final total loss-absorbing capacity (TLAC) rules;~~possible discontinuance of LIBOR or any other interest rate benchmark and the adverse consequences it could have for market participants, including Citi;

the potential impact of credit risk and concentrations of risk ~~such as market risk arising from~~on Citi’s ~~volume~~results of ~~transactions with~~operations, whether due to a default of or deterioration involving consumer, corporate or public sector counterparties in the ~~financial services industry, on Citi’s hedging strategies~~U.S. or in various countries and ~~results of operations;~~jurisdictions globally;

the potential impacts on Citi’s liquidity and/or costs of funding as a result of external factors, including, among others, the competitive environment for U.S. retail deposits, market disruptions and governmental fiscal and monetary policies as well as regulatory changes or negative investor perceptions of Citi’s creditworthiness;

the impact of ratings downgrades of Citi or one or more of its more significant subsidiaries or issuing entities on Citi’s funding and liquidity as well as the results of operations of certain of its businesses;

the potential impact to Citi from a disruption of its operational systems, including as a result of, among other things, human error, fraud or malice, accidental technological failure, electrical or telecommunication outages or failure of computer ~~servers;~~servers, or other similar damage to Citi’s property or assets, or failures by third parties with whom Citi does business, as well as disruptions in the operations of Citi’s clients, customers or other third parties;

the increasing risk of continually evolving, sophisticated cybersecurity ~~risks~~activities faced by financial institutions and others, including Citi and ~~others (such~~third parties with whom it does business, such as, ~~theft of funds or~~among other things, theft, loss, misuse or disclosure of confidential or proprietary client, customer ~~corporate~~ or ~~network~~corporate information or assets and ~~other attempts by unauthorized parties to disrupt~~a disruption of computer ~~and~~or network ~~systems),~~systems, and the potential impact from such risks, including, ~~among others,~~ reputational damage, ~~with clients, customers and others, lost~~regulatory penalties, loss of revenues, additional costs (including credit, remediation and other costs), ~~regulatory penalties, legal~~ exposure to litigation and other financial losses;

the potential impact of incorrect assumptions or estimates in Citi’s financial statements or the impact of ongoing changes to financial accounting and reporting standards or interpretations, ~~such as the FASB’s new accounting standard on credit losses,~~ on how Citi records and reports its financial condition and results of operations;

the potential impact to Citi’s results of operations and/or regulatory capital and capital ratios if Citi’s risk management and mitigation processes, strategies or models, including those related to its ability to manage and aggregate data, are deficient or ineffective, require refinement, modification or enhancement or any related approval is withdrawn by Citi’s U.S. banking regulators;

the potential impact to Citi of ongoing implementation and interpretation of regulatory changes and requirements in the U.S. and globally, ~~such as~~including on Citi’s compliance risks and costs, ~~including~~ reputational and legal risks as well as the impact of any remediation and other financial costs, such as penalties and fines; and

the potential outcomes of the extensive legal and regulatory proceedings, as well as regulatory examinations, investigations and other inquiries, to which Citi is or may be subject at any given time, particularly given the increased focus on conduct risk and the severity of the remedies sought and potential collateral consequences to Citi arising from such ~~outcomes;~~outcomes.

the potential impact to Citi’s results of operations and/or regulatory capital and capital ratios if Citi’s risk models, including its Basel III risk-weighted asset models, are ineffective, require refinement, modification or enhancement or approval is withdrawn by Citi’s U.S. banking regulators;

the potential impact on Citi’s performance, including its competitive position and ability to effectively manage its businesses and continue to execute its strategy, if Citi is unable to hire and retain highly qualified employees for any reason; and

~~the potential impact to Citi’s businesses, credit costs and overall results of operations and financial condition as a result of natural disasters.~~

Any forward-looking statements made by or on behalf of Citigroup speak only as to the date they are made, and Citi does not undertake to update forward-looking statements to reflect the impact of circumstances or events that arise after the ~~date the~~ forward-looking statements were made.

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FINANCIAL STATEMENTS AND NOTES TABLE OF CONTENTS



CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statement of Income (Unaudited)— For the Three ~~and Nine~~ Months Ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018	9372
Consolidated Statement of Comprehensive Income (Unaudited)—For the Three ~~and Nine~~ Months Ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018	9473
Consolidated Balance Sheet—~~September 30, 2017~~March 31, 2019 (Unaudited) and December 31, ~~2016~~2018	9574
Consolidated Statement of Changes in Stockholders’ Equity (Unaudited)—For the ~~Nine~~Three Months Ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018	9776
Consolidated Statement of Cash Flows (Unaudited)— For the ~~Nine~~Three Months Ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018	9977



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1—Basis of Presentation and Accounting Changes	~~101~~79
Note 2—Discontinued Operations and Significant Disposals	~~104~~80
Note 3—Business Segments	~~106~~81
Note 4—Interest Revenue and Expense	~~107~~82
Note 5—Commissions and Fees; Administration and Other Fiduciary Fees	~~108~~83
Note 6—Principal Transactions	~~108~~85
Note 7—Incentive Plans	~~109~~86
Note 8—Retirement Benefits	~~109~~86
Note 9—Earnings per Share	~~114~~90
Note 10—Federal Funds, Securities Borrowed, Loaned and Subject to Repurchase Agreements	~~115~~91
Note 11—Brokerage Receivables and Brokerage Payables	~~118~~94
Note 12—Investments	~~119~~95




Note 13—Loans	~~131~~107
Note 14—Allowance for Credit Losses	~~144~~118
Note 15—Goodwill and Intangible Assets	~~146~~120
Note 16—Debt	~~148~~121
Note 17—Changes in Accumulated Other Comprehensive Income (Loss) (AOCI)	~~149~~122
Note 18—Securitizations and Variable Interest Entities	~~155~~126
Note 19—Derivatives Activities	~~163~~133
Note 20—Fair Value Measurement	~~173~~143
Note 21—Fair Value Elections	~~192~~157
Note 22—Guarantees, Leases and Commitments	~~196~~161
Note 23—Contingencies	~~201~~167
Note 24—Condensed Consolidating Financial Statements	~~203~~169

CONSOLIDATED FINANCIAL STATEMENTS



CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)		Citigroup Inc. and Subsidiaries



	Three Months Ended March 31,
In millions of dollars, except per share amounts	2019			2018
Revenues
Interest revenue	$	19,076		$	16,332
Interest expense	7,317			5,160
Net interest revenue	$	11,759		$	11,172
Commissions and fees	$	2,926		$	3,030
Principal transactions	2,804			3,242
Administration and other fiduciary fees	839			905
Realized gains on sales of investments, net	130			170
Impairment losses on investments
Gross impairment losses	(8		)	(28		)
Net impairment losses recognized in earnings	$	(8	)	$	(28	)
Other revenue	$	126		$	381
Total non-interest revenues	$	6,817		$	7,700
Total revenues, net of interest expense	$	18,576		$	18,872
Provisions for credit losses and for benefits and claims
Provision for loan losses	$	1,944		$	1,803
Policyholder benefits and claims	12			26
Provision for unfunded lending commitments	24			28
Total provisions for credit losses and for benefits and claims	$	1,980		$	1,857
Operating expenses
Compensation and benefits	$	5,658		$	5,807
Premises and equipment	564			593
Technology/communication	1,720			1,758
Advertising and marketing	359			381
Other operating	2,283			2,386
Total operating expenses	$	10,584		$	10,925
Income from continuing operations before income taxes	$	6,012		$	6,090
Provision for income taxes	1,275			1,441
Income from continuing operations	$	4,737		$	4,649
Discontinued operations
Loss from discontinued operations	$	(2	)	$	(7	)
Loss from discontinued operations, net of taxes	$	(2	)	$	(7	)
Net income before attribution of noncontrolling interests	$	4,735		$	4,642
Noncontrolling interests	25			22
Citigroup’s net income	$	4,710		$	4,620
Basic earnings per share⁽¹⁾
Income from continuing operations	$	1.88		$	1.68
Income from discontinued operations, net of taxes	—			—
Net income	$	1.88		$	1.68
Weighted average common shares outstanding (in millions)	2,340.4			2,561.6
Diluted earnings per share⁽¹⁾
Income from continuing operations	$	1.87		$	1.68
Income (loss) from discontinued operations, net of taxes	—			—
Net income	$	1.87		$	1.68
Adjusted weighted average common shares outstanding (in millions)	2,342.4			2,563.0

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars, except per share amounts 2017 2016 2017 2016
Revenues

Interest revenue $ 15,821
$ 14,653
$ 45,445
$ 43,176
Interest expense 4,379
3,174
11,981
9,234
Net interest revenue $ 11,442
$ 11,479
$ 33,464
$ 33,942
Commissions and fees $ 2,931
$ 2,644
$ 8,627
$ 7,832
Principal transactions 2,170
2,238
7,754
5,894
Administration and other fiduciary fees 1,010
862
2,906
2,551
Realized gains on sales of investments, net 213
287
626
673
Other-than-temporary impairment losses on investments

Gross impairment losses (15 ) (32 ) (47 ) (615 )
Less: Impairments recognized in AOCI —
—
—
—
Net impairment losses recognized in earnings $ (15 ) $ (32 ) $ (47 ) $ (615 )
Insurance premiums $ 166
$ 184
$ 491
$ 665
Other revenue 256
98
373
1,921
Total non-interest revenues $ 6,731
$ 6,281
$ 20,730
$ 18,921
Total revenues, net of interest expense $ 18,173
$ 17,760
$ 54,194
$ 52,863
Provisions for credit losses and for benefits and claims

Provision for loan losses $ 2,146
$ 1,746
$ 5,487
$ 5,022
Policyholder benefits and claims 28
35
81
172
Release for unfunded lending commitments (175 ) (45 ) (190 ) (4 )
Total provisions for credit losses and for benefits and claims $ 1,999
$ 1,736
$ 5,378
$ 5,190
Operating expenses

Compensation and benefits $ 5,304
$ 5,203
$ 16,301
$ 15,988
Premises and equipment 608
624
1,832
1,917
Technology/communication 1,759
1,694
5,108
5,000
Advertising and marketing 417
403
1,222
1,226
Other operating 2,083
2,480
6,691
7,165
Total operating expenses $ 10,171
$ 10,404
$ 31,154
$ 31,296
Income from continuing operations before income taxes $ 6,003
$ 5,620
$ 17,662
$ 16,377
Provision for income taxes 1,866
1,733
5,524
4,935
Income from continuing operations $ 4,137
$ 3,887
$ 12,138
$ 11,442
Discontinued operations

Loss from discontinued operations $ (9 ) $ (37 ) $ (4 ) $ (76 )
Benefit for income taxes (4 ) (7 ) (2 ) (21 )
Loss from discontinued operations, net of taxes $ (5 ) $ (30 ) $ (2 ) $ (55 )
Net income before attribution of noncontrolling interests $ 4,132
$ 3,857
$ 12,136
$ 11,387
Noncontrolling interests (1 ) 17
41
48
Citigroup’s net income $ 4,133
$ 3,840
$ 12,095
$ 11,339
Basic earnings per share⁽¹⁾

Income from continuing operations $ 1.42
$ 1.25
$ 4.05
$ 3.60
Income (loss) from discontinued operations, net of taxes —
(0.01 ) —
(0.02 )
Net income $ 1.42
$ 1.24
$ 4.05
$ 3.58
Weighted average common shares outstanding 2,683.6
2,879.9
2,729.3
2,912.9

Diluted earnings per share⁽¹⁾

Income from continuing operations $ 1.42
$ 1.25
$ 4.05
$ 3.60
Income (loss) from discontinued operations, net of taxes —
(0.01 ) —
(0.02 )
Net income $ 1.42
$ 1.24
$ 4.05
$ 3.58
Adjusted weighted average common shares outstanding 2,683.7
2,880.1
2,729.5
2,913.0


(1)	Due to rounding, earnings per share on continuing operations and discontinued operations may not sum to earnings per share on net income.

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.



CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME		Citigroup Inc. and Subsidiaries
(UNAUDITED)



	Three Months Ended March 31,
In millions of dollars	2019			2018
Citigroup’s net income	$	4,710		$	4,620
Add: Citigroup's other comprehensive income
Net change in unrealized gains and losses on debt securities, net of taxes⁽¹⁾	$	1,135		$	(1,058	)
Net change in debt valuation adjustment (DVA), net of taxes⁽¹⁾	(571		)	128
Net change in cash flow hedges, net of taxes	286			(222		)
Benefit plans liability adjustment, net of taxes	(64		)	88
Net change in foreign currency translation adjustment, net of taxes and hedges	58			1,120
Net change in excluded component of fair value hedges, net of taxes	18			(4		)
Citigroup’s total other comprehensive income	$	862		$	52
Citigroup’s total comprehensive income	$	5,572		$	4,672
Add: Other comprehensive income (loss) attributable to noncontrolling interests	$	(13	)	$	14
Add: Net income attributable to noncontrolling interests	25			22
Total comprehensive income	$	5,584		$	4,708

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Citigroup’s net income $ 4,133
$ 3,840
$ 12,095
$ 11,339
Add: Citigroup's other comprehensive income

Net change in unrealized gains and losses on investment securities,
net of taxes⁽¹⁾
$ (66 ) $ (432 ) $ 127
$ 2,529
Net change in debt valuation adjustment (DVA), net of taxes⁽¹⁾
(123 ) (200 ) (267 ) 5
Net change in cash flow hedges, net of taxes 8
(83 ) 123
385
Benefit plans liability adjustment, net of taxes (29 ) 12
(176 ) (480 )
Net change in foreign currency translation adjustment, net of taxes and hedges 218
(375 ) 2,179
(273 )
Citigroup’s total other comprehensive income $ 8
$ (1,078 ) $ 1,986
$ 2,166
Citigroup’s total comprehensive income $ 4,141
$ 2,762
$ 14,081
$ 13,505
Add: Other comprehensive income attributable to noncontrolling interests $ 12
$ 10
$ 82
$ (13 )
Add: Net income attributable to noncontrolling interests (1 ) 17
41
48
Total comprehensive income $ 4,152
$ 2,789
$ 14,204
$ 13,540


(1)	See Note 1 to the Consolidated Financial ~~Statements.~~Statements in Citi’s 2018 Annual Report on Form 10-K.

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.



CONSOLIDATED BALANCE SHEET		Citigroup Inc. and Subsidiaries


	September 30,						March 31,
	2017			December 31,			2019			December 31,
In millions of dollars	(Unaudited)			2016			(Unaudited)			2018
Assets
Cash and due from banks (including segregated cash and other deposits)	$	22,604		$	23,043		$	24,448		$	23,645
Deposits with banks	163,505			137,451			181,445			164,460
Federal funds sold and securities borrowed or purchased under agreements to resell (including $156,332 and $133,204 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	252,608			236,813
Federal funds sold and securities borrowed and purchased under agreements to resell (including $162,116 and $147,701 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							264,495			270,684
Brokerage receivables	38,076			28,887			44,500			35,450
Trading account assets (including $99,225 and $80,986 pledged to creditors at September 30, 2017 and December 31, 2016, respectively)	258,907			243,925
Trading account assets (including $125,102 and $112,932 pledged to creditors at March 31, 2019 and December 31, 2018, respectively)							286,511			256,117
Investments:
Available for sale (including $9,599 and $8,239 pledged to creditors as of September 30, 2017 and December 31, 2016, respectively)	295,315			299,424
Held to maturity (including $301 and $843 pledged to creditors as of September 30, 2017 and December 31, 2016, respectively)	51,527			45,667
Non-marketable equity securities (including $1,300 and $1,774 at fair value as of September 30, 2017 and December 31, 2016, respectively)	7,832			8,213
Available-for-sale debt securities (including $13,140 and $9,289 pledged to creditors as of March 31, 2019 and December 31, 2018, respectively)							275,132			288,038
Held-to-maturity debt securities (including $986 and $971 pledged to creditors as of March 31, 2019 and December 31, 2018, respectively)							66,842			63,357
Equity securities (including $1,012 and $1,109 at fair value as of March 31, 2019 and December 31, 2018, respectively)							7,307			7,212
Total investments	$	354,674		$	353,304		$	349,281		$	358,607
Loans:
Consumer (including $27 and $29 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	325,576			325,063
Corporate (including $4,281 and $3,457 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	327,607			299,306
Consumer (including $20 and $20 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							319,887			330,487
Corporate (including $3,854 and $3,203 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							362,459			353,709
Loans, net of unearned income	$	653,183		$	624,369		$	682,346		$	684,196
Allowance for loan losses	(12,366		)	(12,060		)	(12,329		)	(12,315		)
Total loans, net	$	640,817		$	612,309		$	670,017		$	671,881
Goodwill	22,345			21,659			22,037			22,046
Intangible assets (other than MSRs)	4,732			5,114
Mortgage servicing rights (MSRs)	553			1,564
Other assets (including $20,424 and $15,729 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	130,312			128,008
Intangible assets (including MSRs of $551 and $584 as of March 31, 2019 and December 31, 2018, at fair value)							5,196			5,220
Other assets (including $19,818 and $20,788 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							110,483			109,273
Total assets	$	1,889,133		$	1,792,077		$	1,958,413		$	1,917,383

The following table presents certain assets of consolidated variable interest entities (VIEs), which are included in the Consolidated Balance Sheet above. The assets in the table below include those assets that can only be used to settle obligations of consolidated VIEs, presented on the following page, and are in excess of those obligations. Additionally, the assets in the table below include third-party assets of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation.


	September 30,						March 31,
	2017			December 31,			2019			December 31,
In millions of dollars	(Unaudited)			2016			(Unaudited)			2018
Assets of consolidated VIEs to be used to settle obligations of consolidated VIEs
Cash and due from banks	$	107		$	142		$	105		$	270
Trading account assets	1,437			602			1,706			917
Investments	2,584			3,636			1,805			1,796
Loans, net of unearned income
Consumer	52,521			53,401			45,885			49,403
Corporate	19,908			20,121			17,995			19,259
Loans, net of unearned income	$	72,429		$	73,522		$	63,880		$	68,662
Allowance for loan losses	(1,943		)	(1,769		)	(1,858		)	(1,852		)
Total loans, net	$	70,486		$	71,753		$	62,022		$	66,810
Other assets	142			158			140			151
Total assets of consolidated VIEs to be used to settle obligations of consolidated VIEs	$	74,756		$	76,291		$	65,778		$	69,944

Statement continues on the next page.

CONSOLIDATED BALANCE SHEETCitigroup Inc. and Subsidiaries

(Continued)


	September 30,						March 31,
	2017			December 31,			2019			December 31,
In millions of dollars, except shares and per share amounts	(Unaudited)			2016			(Unaudited)			2018
Liabilities
Non-interest-bearing deposits in U.S. offices	$	127,220		$	136,698		$	101,354		$	105,836
Interest-bearing deposits in U.S. offices (including $314 and $434 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	315,556			300,972
Interest-bearing deposits in U.S. offices (including $1,408 and $717 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							373,339			361,573
Non-interest-bearing deposits in offices outside the U.S.	84,178			77,616			80,594			80,648
Interest-bearing deposits in offices outside the U.S. (including $1,183 and $778 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	437,084			414,120
Interest-bearing deposits in offices outside the U.S. (including $936 and $758 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							475,068			465,113
Total deposits	$	964,038		$	929,406		$	1,030,355		$	1,013,170
Federal funds purchased and securities loaned or sold under agreements to repurchase (including $45,325 and $33,663 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	161,282			141,821
Federal funds purchased and securities loaned and sold under agreements to repurchase (including $46,241 and $44,510 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							190,372			177,768
Brokerage payables	63,205			57,152			62,656			64,571
Trading account liabilities	138,820			139,045			136,392			144,305
Short-term borrowings (including $4,827 and $2,700 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	38,149			30,701
Long-term debt (including $30,826 and $26,254 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	232,673			206,178
Other liabilities (including $15,144 and $10,796 as of September 30, 2017 and December 31, 2016, respectively, at fair value)	62,344			61,631
Short-term borrowings (including $5,172 and $4,483 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							39,322			32,346
Long-term debt (including $44,088 and $38,229 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							243,566			231,999
Other liabilities (including $14,577 and $15,906 as of March 31, 2019 and December 31, 2018, respectively, at fair value)							58,735			56,150
Total liabilities	$	1,660,511		$	1,565,934		$	1,761,398		$	1,720,309
Stockholders’ equity
Preferred stock ($1.00 par value; authorized shares: 30 million), issued shares: 770,120 as of September 30, 2017 and as of December 31, 2016, at aggregate liquidation value	$	19,253		$	19,253
Common stock ($0.01 par value; authorized shares: 6 billion), issued shares: 3,099,523,273 and 3,099,482,042 as of September 30, 2017 and December 31, 2016	31			31
Preferred stock ($1.00 par value; authorized shares: 30 million), issued shares: as of March 31, 2019— 719,200 and as of December 31, 2018—738,400, at aggregate liquidation value							$	17,980		$	18,460
Common stock ($0.01 par value; authorized shares: 6 billion), issued shares: as of March 31, 2019—3,099,601,505 and as of December 31, 2018—3,099,567,177							31			31
Additional paid-in capital	107,896			108,042			107,551			107,922
Retained earnings	155,174			146,477			154,859			151,347
Treasury stock, at cost: September 30, 2017—455,521,274 shares and December 31, 2016—327,090,192 shares	(24,829		)	(16,302		)
Treasury stock, at cost: March 31, 2019—787,133,784 shares and December 31, 2018—731,099,833 shares							(47,861		)	(44,370		)
Accumulated other comprehensive income (loss) (AOCI)	(29,891		)	(32,381		)	(36,308		)	(37,170		)
Total Citigroup stockholders’ equity	$	227,634		$	225,120		$	196,252		$	196,220
Noncontrolling interest	988			1,023			763			854
Total equity	$	228,622		$	226,143		$	197,015		$	197,074
Total liabilities and equity	$	1,889,133		$	1,792,077		$	1,958,413		$	1,917,383

The following table presents certain liabilities of consolidated VIEs, which are included in the Consolidated Balance Sheet above. The liabilities in the table below include third-party liabilities of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation. The liabilities also exclude amounts where creditors or beneficial interest holders have recourse to the general credit of Citigroup.


	September 30,				March 31,
	2017		December 31,		2019		December 31,
In millions of dollars	(Unaudited)		2016		(Unaudited)		2018
Liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Citigroup
Short-term borrowings	$	10,166	$	10,697	$	13,071	$	13,134
Long-term debt	28,666		23,919		25,952		28,514
Other liabilities	396		1,275		940		697
Total liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Citigroup	$	39,228	$	35,891	$	39,963	$	42,345

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.



CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY		Citigroup Inc. and Subsidiaries
(UNAUDITED)


	Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars, except shares in thousands	2017			2016
In millions of dollars							2019			2018
Preferred stock at aggregate liquidation value
Balance, beginning of period	$	19,253		$	16,718		$	18,460		$	19,253
Issuance of new preferred stock	—			2,535
Redemption of preferred stock							(480		)	(97		)
Balance, end of period	$	19,253		$	19,253		$	17,980		$	19,156
Common stock and additional paid-in capital
Balance, beginning of period	$	108,073		$	108,319		$	107,953		$	108,039
Employee benefit plans	(137		)	(371		)	(382		)	(405		)
Preferred stock issuance expense	—			(37		)
Other	(9		)	(5		)	11			(4		)
Balance, end of period	$	107,927		$	107,906		$	107,582		$	107,630
Retained earnings
Balance, beginning of period	$	146,477		$	133,841		$	151,347		$	138,425
Adjustment to opening balance, net of taxes⁽¹⁾	(660		)	15			151			(84		)
Adjusted balance, beginning of period	$	145,817		$	133,856		$	151,498		$	138,341
Citigroup’s net income	12,095			11,339			4,710			4,620
Common dividends⁽²⁾	(1,755		)	(760		)	(1,075		)	(826		)
Preferred dividends	(893		)	(757		)	(262		)	(272		)
Other⁽³⁾	(90		)	—			(12		)	—
Balance, end of period	$	155,174		$	143,678		$	154,859		$	141,863
Treasury stock, at cost
Balance, beginning of period	$	(16,302	)	$	(7,677	)	$	(44,370	)	$	(30,309	)
Employee benefit plans⁽⁴⁾	526			775			564			469
Treasury stock acquired⁽⁵⁾	(9,053		)	(5,167		)	(4,055		)	(2,275		)
Balance, end of period	$	(24,829	)	$	(12,069	)	$	(47,861	)	$	(32,115	)
Citigroup’s accumulated other comprehensive income (loss)
Balance, beginning of period	$	(32,381	)	$	(29,344	)	$	(37,170	)	$	(34,668	)
Adjustment to opening balance, net of taxes⁽¹⁾	504			(15		)
Adjustment to opening balance, net of taxes							—			(3		)
Adjusted balance, beginning of period	$	(31,877	)	$	(29,359	)	$	(37,170	)	$	(34,671	)
Citigroup’s total other comprehensive income (loss)	1,986			2,166
Citigroup’s total other comprehensive income							862			52
Balance, end of period	$	(29,891	)	$	(27,193	)	$	(36,308	)	$	(34,619	)
Total Citigroup common stockholders’ equity	$	208,381		$	212,322		$	178,272		$	182,759
Total Citigroup stockholders’ equity	$	227,634		$	231,575		$	196,252		$	201,915
Noncontrolling interests
Balance, beginning of period	$	1,023		$	1,235		$	854		$	932
Transactions between noncontrolling-interest shareholders and the related consolidated subsidiary	(3		)	(11		)
Transactions between Citigroup and the noncontrolling-interest shareholders	(50		)	(69		)	(99		)	(15		)
Net income attributable to noncontrolling-interest shareholders	41			48			25			22
Dividends paid to noncontrolling-interest shareholders	(44		)	(42		)
Distributions paid to noncontrolling-interest shareholders							(4		)	—
Other comprehensive income (loss) attributable to noncontrolling-interest shareholders	82			(13		)	(13		)	14
Other	(61		)	(33		)	—			(2		)
Net change in noncontrolling interests	$	(35	)	$	(120	)	$	(91	)	$	19
Balance, end of period	$	988		$	1,115		$	763		$	951
Total equity	$	228,622		$	232,690		$	197,015		$	202,866


(1)	See Note 1 to the Consolidated Financial Statements for additional details.


(2)	Common dividends declared were ~~$0.16~~$0.45 per share in the first ~~and second quarters~~quarter of 2019 and $0.32 ~~per share in~~for the ~~third~~first quarter of ~~2017. Common dividends declared were $0.05 per share in the first and second quarters and $0.16 per share in the third quarter of 2016.~~2018.


(3)	Includes the impact of ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. See Note 1 to the Consolidated Financial Statements.


(4)	Includes treasury stock related to (i) certain activity on employee stock option program exercises where the employee delivers existing shares to cover the option exercise, or (ii) under Citi’s employee restricted or deferred stock programs where shares are withheld to satisfy tax requirements.


(5)	Primarily consists of open market purchases under Citi’s Board of Directors-approved common stock repurchase program.

~~(5) For the nine months ended September 30, 2017 and 2016, primarily consists of open market purchases under Citi’s Board of Directors-approved common stock repurchase program.~~

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.



CONSOLIDATED STATEMENT OF CASH FLOWS		Citigroup Inc. and Subsidiaries
(UNAUDITED)


	Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2019			2018
Cash flows from operating activities of continuing operations
Net income before attribution of noncontrolling interests	$	12,136		$	11,387		$	4,735		$	4,642
Net income attributable to noncontrolling interests	41			48			25			22
Citigroup’s net income	$	12,095		$	11,339		$	4,710		$	4,620
Loss from discontinued operations, net of taxes	(2		)	(55		)	(2		)	(7		)
Income from continuing operations—excluding noncontrolling interests	$	12,097		$	11,394		$	4,712		$	4,627
Adjustments to reconcile net income to net cash provided by operating activities of continuing operations
Net gains on significant disposals⁽¹⁾	(602		)	(422		)
Depreciation and amortization	2,717			2,714			931			926
Provision for loan losses	5,487			5,022			1,944			1,803
Realized gains from sales of investments	(626		)	(673		)	(130		)	(170		)
Net impairment losses on investments, goodwill and intangible assets	75			616			8			28
Change in trading account assets	(15,077		)	(13,396		)	(30,427		)	(16,054		)
Change in trading account liabilities	(225		)	14,137			(7,913		)	18,791
Change in brokerage receivables net of brokerage payables	(3,136		)	(230		)	(10,965		)	155
Change in loans held-for-sale (HFS)	1,969			3,958
Change in loans HFS							1,439			1,627
Change in other assets	(4,501		)	(2,009		)	(2,961		)	(3,503		)
Change in other liabilities	779			1,398			2,585			1,561
Other, net	(2,262		)	5,825			3,161			(2,835		)
Total adjustments	$	(15,402	)	$	16,940		$	(42,328	)	$	2,329
Net cash provided by (used in) operating activities of continuing operations	$	(3,305	)	$	28,334		$	(37,616	)	$	6,956
Cash flows from investing activities of continuing operations
Change in deposits with banks	$	(26,054	)	$	(20,374	)
Change in federal funds sold and securities borrowed or purchased under agreements to resell	(15,795		)	(16,370		)
Change in federal funds sold and securities borrowed and purchased under agreements to resell							$	6,189		$	(25,409	)
Change in loans	(41,569		)	(42,163		)	(892		)	(8,717		)
Proceeds from sales and securitizations of loans	7,019			12,676			2,062			1,654
Purchases of investments	(151,362		)	(155,804		)	(69,673		)	(41,030		)
Proceeds from sales of investments	89,724			99,172			31,436			20,688
Proceeds from maturities of investments	67,166			52,607			47,363			21,509
Proceeds from significant disposals⁽¹⁾	3,411			265
Capital expenditures on premises and equipment and capitalized software	(2,502		)	(2,092		)	(518		)	(969		)
Proceeds from sales of premises and equipment, subsidiaries and affiliates, and repossessed assets	292			467
Net cash used in investing activities of continuing operations	$	(69,670	)	$	(71,616	)
Proceeds from sales of premises and equipment, subsidiaries and affiliates and repossessed assets							38			101
Other, net							38			49
Net cash provided by (used in) investing activities of continuing operations							$	16,043		$	(32,124	)
Cash flows from financing activities of continuing operations
Dividends paid	$	(2,639	)	$	(1,517	)	$	(1,320	)	$	(1,095	)
Issuance of preferred stock	—			2,498
Redemption of preferred stock							(480		)	(97		)
Treasury stock acquired	(9,071		)	(5,167		)	(4,055		)	(2,378		)
Stock tendered for payment of withholding taxes	(402		)	(313		)	(358		)	(475		)
Change in federal funds purchased and securities loaned or sold under agreements to repurchase	19,461			6,628
Change in federal funds purchased and securities loaned and sold under agreements to repurchase							12,604			15,482
Issuance of long-term debt	52,293			43,464			15,552			20,769
Payments and redemptions of long-term debt	(29,785		)	(40,461		)	(6,568		)	(17,882		)
Change in deposits	34,632			32,365			17,186			41,397
Change in short-term borrowings	7,448			8,448			6,976			(8,358		)


CONSOLIDATED STATEMENT OF CASH FLOWS	Citigroup Inc. and Subsidiaries
(UNAUDITED) (Continued)	Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2019			2018
Net cash provided by financing activities of continuing operations	$	71,937		$	45,945		$	39,537		$	47,363
Effect of exchange rate changes on cash and cash equivalents	$	599		$	(144	)
Change in cash and due from banks	$	(439	)	$	2,519
Cash and due from banks at beginning of period	23,043			20,900
Cash and due from banks at end of period	$	22,604		$	23,419
Effect of exchange rate changes on cash and due from banks							$	(176	)	$	(7	)
Change in cash and due from banks and deposits with banks							$	17,788		$	22,188
Cash, due from banks and deposits with banks at beginning of period							188,105			180,516
Cash, due from banks and deposits with banks at end of period							$	205,893		$	202,704
Cash and due from banks							$	24,448		$	21,850
Deposits with banks							181,445			180,854
Cash, due from banks and deposits with banks at end of period							$	205,893		$	202,704
Supplemental disclosure of cash flow information for continuing operations
Cash paid during the period for income taxes	$	2,714		$	2,855		$	1,325		$	738
Cash paid during the period for interest	11,604			9,760			6,931			4,586
Non-cash investing activities
Transfers to loans HFS from loans	$	3,800		$	8,600		$	2,000		$	900
Transfers to OREO and other repossessed assets	85			138			36			26

~~(1) See Note 2 to the Consolidated Financial Statements for further information on significant disposals.~~

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. BASIS OF PRESENTATION AND ACCOUNTING CHANGES

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements as of ~~September 30, 2017~~March 31, 2019 and for the ~~three- and nine-month~~three-month periods ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018 include the accounts of Citigroup Inc. and its consolidated subsidiaries.

In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation have been reflected. The accompanying unaudited Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in Citigroup’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, including the historical audited consolidated financial statements of Citigroup reflecting the certain realignments and reclassifications set forth in Citigroup’s Current Report on Form 8-K filed with the SEC on June 16, 2017 (20162018 (2018 Annual Report on Form 10-K)~~, and Citigroup’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017 (First Quarter of 2017 Form 10-Q) and June 30, 2017 (Second Quarter of 2017 Form 10-Q)~~.

Certain financial information that is normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), but is not required for interim reporting purposes, has been condensed or omitted.

Management must make estimates and assumptions that affect the Consolidated Financial Statements and the related footnote disclosures. While management uses its best judgment, actual results could differ from those estimates.

As noted above, the Notes to Consolidated Financial Statements are unaudited.

Throughout these Notes, “Citigroup,” “Citi” and the “Company” refer to Citigroup Inc. and its consolidated subsidiaries.

Certain reclassifications have been made to the prior periods’ financial statements and notes to conform to the current period’s presentation.

ACCOUNTING CHANGES

~~Premium Amortization on Purchased Callable Debt Securities~~

~~In March 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-08,~~ ~~Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities~~, which amends the amortization period for certain purchased callable debt securities held at a premium. The ASU requires entities to amortize premiums on debt securities by the first call date when the securities have fixed and determinable call dates and prices. The scope of the ASU includes all accounting premiums, such as purchase premiums and cumulative fair value hedge

~~adjustments. The ASU does not change the accounting for discounts, which continue to be recognized over the contractual life of a security.~~

For calendar-year-end entities, the ASU is effective as of January 1, 2019, but it may be early adopted in any interim or year-end period after issuance. Adoption of the ASU is on a modified retrospective basis through a cumulative effect adjustment to retained earnings as of the beginning of the year of adoption. Citi has early adopted the ASU in the second quarter of 2017, with an effective date of January 1, 2017. Adoption of the ASU primarily affected Citi’s available-for-sale (AFS) and held-to-maturity (HTM) portfolios of callable state and municipal securities. The ASU adoption resulted in a net reduction to total stockholders’ equity of $156 million (after tax), effective as of January 1, 2017. This amount is composed of a reduction of approximately $660 million to retained earnings for the incremental amortization of purchase premiums and cumulative hedge adjustments generated under fair value hedges of these callable debt securities. This amount was partially offset by an increase to ~~Accumulated other comprehensive income (loss)~~ ~~(AOCI) of $504 million related to the cumulative fair value hedge adjustments reclassified to retained earnings for AFS securities.~~

Financial statements for periods prior to 2017 were not subject to restatement under the provisions of this ASU. The amortization recorded in the third quarter and for the first nine months of 2017 under the provisions of the ASU is not materially different than the amounts that would have been recorded if the ASU had not been early adopted.

~~Recognition and Measurement of Financial Assets and Financial Liabilities~~

~~In January 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-01,~~ ~~Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments.~~

This ASU requires entities to present separately in AOCI the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. It also requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, thus eliminating eligibility for the current available-for-sale category. However, Federal Reserve Bank and Federal Home Loan Bank stock as well as certain exchange seats will continue to be presented at cost.

Citi early adopted only the provisions of this ASU related to presentation of the change in fair value of liabilities for which the fair value option was elected, related to changes in Citigroup’s own credit spreads in AOCI

effective January 1, 2016. Accordingly, as of the first quarter of 2016, these amounts are reflected as a component of AOCI, whereas these amounts were previously recognized in Citigroup’s revenues and net income. The impact of adopting this amendment resulted in a cumulative catch-up reclassification from retained earnings to AOCI of an accumulated after-tax loss of approximately $15 million at January 1, 2016. Financial statements for periods prior to 2016 were not subject to restatement under the provisions of this ASU. For additional information, see Note 17, Note 20and Note 21 to the Consolidated Financial Statements. The Company is evaluating the effects that the other provisions of ASU 2016-01, which are effective January 1, 2018, will have on its Consolidated Financial Statements and related disclosures.

~~FUTURE APPLICATION OF ACCOUNTING STANDARDS~~

~~Accounting for Financial Instruments—Credit Losses~~

~~In June 2016, the FASB issued ASU No. 2016-13,~~ ~~Financial Instruments—Credit Losses(Topic 326).~~ The ASU introduces a new credit loss model, the Current Expected Credit Losses model (CECL), which requires earlier recognition of credit losses, while also providing additional transparency about credit risk.

The CECL model utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to-maturity securities and other receivables at the time the financial asset is originated or acquired. The expected credit losses are adjusted each period for changes in expected lifetime credit losses. For available-for-sale securities where fair value is less than cost, credit-related impairment, if any, will be recognized in an allowance for credit losses and adjusted each period for changes in expected credit risk. This model replaces the multiple existing impairment models in current GAAP, which generally require that a loss be incurred before it is recognized.

The CECL model represents a significant change from existing GAAP and may result in material changes to the Company’s accounting for financial instruments. The Company is evaluating the effect that ASU 2016-13 will have on its Consolidated Financial Statements and related disclosures. The impact of the ASU will depend upon the state of the economy and the nature of Citi’s portfolios at the date of adoption. Based on a preliminary analysis performed earlier in 2017 and the environment at that time, the overall impact is estimated to be an approximate 10-20% increase in credit reserves. Moreover, there are still some implementation questions that will need to be resolved that could affect the estimated impact. The ASU will be effective for Citi as of January 1, 2020. Early application is permitted for annual periods beginning January 1, 2019.

~~Revenue Recognition~~

~~In May 2014, the FASB issued ASU No. 2014-09,~~ ~~Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be~~

entitled for the transfer of promised goods or services to customers. The Company will adopt the guidance as of January 1, 2018 using a modified retrospective method with a cumulative-effect adjustment to opening retained earnings. While the guidance will replace most existing revenue recognition guidance in GAAP, the ASU is not applicable to financial instruments and, therefore, will not impact a majority of the Company’s revenues, including net interest income. Based on the Company’s current interpretations of the new guidance, the Company does not expect a material change in the timing or measurement of revenues and the overall impact to net income is expected to be immaterial.

The new standard clarified the guidance related to reporting revenue gross as a principal versus net as an agent. The Company has identified transactions, including underwriting activity where Citi is deemed the principal, rather than the agent, which require a gross up of annual revenues and expenses of approximately $0.8 billion. This change in presentation will not have an impact on ~~Income from continuing operations~~;however, this standard would have impacted Citi’s efficiency ratio by approximately 50 basis points for the nine months ended September 30, 2017. The Company continues to evaluate the effect that the guidance will have on other revenue streams within its scope, including the presentation of certain contract costs, as well as changes in disclosures required by the new guidance.

Lease Accounting

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842),which ~~is intended to increase~~increases the transparency and comparability of accounting for lease transactions. The ASU ~~will require~~requires lessees to recognize liabilities for operating leases and offsetting right-of-use (ROU) assets on the balance ~~sheet as lease assets and lease liabilities and will require both~~sheet. The ASU also requires quantitative and qualitative disclosures regarding key information about leasing arrangements. ~~Lessor~~Lessee accounting isfor finance leases, as well as lessor accounting, are largely unchanged. ~~The guidance is effective beginning~~

Effective January 1, 2019, ~~with an option to early adopt. The~~the Company ~~does not plan to early adopt~~prospectively adopted the provisions of the ASU. ~~The Company estimates that upon~~At adoption, ~~its~~Citi recognized a lease liability and a corresponding ROU asset of approximately $4.4 billion on the Consolidated Balance Sheet ~~will have an approximate $5 billion increase in assets and liabilities.~~related to its future lease payments as a lessee under operating leases. Additionally, the Company ~~estimates an approximate $200~~recorded a $151 million increase in ~~retained earnings due to~~Retained Earnings for the cumulative effect of recognizing previously deferred gains on sale/leaseback transactions.

~~Income Tax Impact of Intra-Entity Transfers of Assets~~

~~In October 2016, the FASB issued ASU No. 2016-16,~~ ~~Income Taxes—Intra-Entity Transfers of Assets Other Than Inventory~~, which will require an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The ASU is effective January 1, 2018. The Company continues to evaluate the impact of this standard, which is expected to increase DTAs, with an associated decrease in prepaid taxes of approximately $500 million.

~~Subsequent Measurement of Goodwill~~

~~In January 2017, the FASB issued ASU No. 2017-04,~~ ~~Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.~~ The ASU simplifies the subsequent measurement of goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill (i.e., the current Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. ~~Under~~ the ASU, the impairment test is simply the comparison of the fair value of a reporting unit with its carrying amount (the current Step 1), with the impairment charge being the deficit in fair value but not exceeding the total amount of goodwill allocated to that reporting unit. The simplified one-step impairment test applies to all reporting units (including those with zero or negative carrying amounts).

~~The ASU is effective for Citi as of January 1, 2020. Early adoption is permitted for interim and annual goodwill impairment testing dates after January 1, 2017. The impact~~ Adoption of the ASU ~~will depend upon~~did not have a material impact on the ~~performance of the reporting units~~Consolidated Income Statement. See Notes 13 and ~~the market conditions impacting the fair value of each reporting unit going forward.~~

~~Clarifying the Definition of a Business~~

~~In January 2017, the FASB issued ASU No. 2017-01,~~ ~~Business Combinations (Topic 805): Clarifying the Definition of a Business.~~ The definition of a business directly and indirectly affects many areas of accounting (e.g., acquisitions, disposals, goodwill and consolidation). The ASU narrows the definition of a business by introducing a quantitative screen as the first step, such that if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of transferred assets and activities is not a business. If the set is not scoped out from the quantitative screen, the entity then evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs.

~~The ASU is effective~~22 for Citi as of January 1, 2018. The ASU will be applied prospectively, with early adoption permitted. The impact of the ASU will depend upon the acquisition and disposal activities of Citi. If fewer transactions qualify as a business, there could be less initial recognition of goodwill, but also less goodwill allocated to disposals.

additional details.

~~Changes~~The Company has elected not to separate lease and non-lease components in ~~Accounting~~its lease contracts and accounts for ~~Pension~~them as a single lease component. Citi has also elected not to record a ROU asset for short-term leases that have a term of 12 months or less and ~~Postretirement (Benefit) Expense~~do not contain purchase options that Citi is reasonably certain to exercise. The cost of short-term leases is recognized in the Consolidated Statement of Income on a straight-line basis over the lease term. Additionally, Citi applies the portfolio approach to account for certain equipment leases with nearly identical contractual terms.

~~In March 2017, the FASB issued ASU 2017-07,~~ ~~Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost~~

Lessee accounting

Operating lease ROU assets and ~~Net Periodic Postretirement Benefit Cost~~,which changes the income statement presentation of net benefit expense and requires restating the Company’s financial statements for each of the earlier periods presented in Citi’s annual and interim financial statements. The change in presentation is effective for annual and interim periods starting January 1, 2018. The ASU requires that only the service cost component of net benefit expense belease liabilities are included in ~~the~~ ~~Compensation~~Other Assets and ~~benefits~~ ~~line~~Other Liabilities, respectively, on the ~~income statement. The other components of net benefit expense will be required to be presented outside of the~~ ~~Compensation~~Consolidated Balance Sheet. Finance lease assets and ~~benefits~~ ~~line~~liabilities are included in Other Assets and ~~will be presented in~~ ~~Other operating expense~~. Since both of these income statement line items are part of Operating expenses, total Operating expenses will not change, nor will there be any change in Net income. This change in presentation is not expected to have a material effectLong-term Debt, respectively, on the ~~Compensation and benefits~~ ~~and on~~ ~~Other operating~~ ~~lines~~Consolidated Balance Sheet. The Company uses its incremental borrowing rate, factoring in the ~~income statement.~~lease term, to determine the lease liability, which is measured at the present value of future lease payments. The ~~components of the net benefit expense are currently disclosed in Note 7 to the Consolidated Financial Statements.~~

The new standard also changes the components of net benefit expense that are eligible for capitalization when employee costs are capitalized in connection with various activities, such as internally developed software, construction-in-progress, and loan origination costs. Prospectively from January 1, 2018, only the service cost component of net benefit expense may be capitalized. Existing capitalized balances are not affected. The Company is currently evaluating the portion of net benefits cost that continues to be eligible for capitalization and the portion that is not eligible.

~~Hedging~~

~~In August 2017, the FASB issued ASU No. 2017-12,~~ ~~Targeted Improvements to Accounting for Hedging Activities~~, which will better align an entity’s risk management activities and financial reporting for hedging relationships through changes to the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The mandatory effective date for calendar year-end public companies is January 1, 2019 but the amendments may be early adopted in any interim or annual period after issuance. The targeted improvements in the ASU will allow Citi increased flexibility to structure hedges of fixed rate instruments and floating rate instruments. ApplicationROU asset, at adoption of the ASU, is ~~expected to reduce~~recorded at the amount of ~~ineffectiveness~~the lease liability plus any prepaid rent and initial direct costs, less any lease incentives and acrrued rent. The lease terms include periods covered by options to extend or terminate the lease depending on whether Citi is reasonably certain to exercise such options.

Lessor accounting

Lessor accounting is largely unchanged under the ASU. Citi acts as a lessor for power, railcar, shipping and aircraft assets, where the ~~revised~~Company has executed operating, direct financing, and leveraged leasing arrangements. In a direct financing or a leveraged lease, Citi derecognizes the leased asset and records a lease financing receivable at lease commencement in Loans. Upon lease termination, Citi may obtain control of the asset, which is then recorded in Other assets on the consolidated balance sheet and any remaining receivable for the asset’s residual value is derecognized. Under the ASU, leveraged lease accounting ~~guidance will better reflect the economics of our risk management activities~~is grandfathered and ~~will also reduce the volatility associated with foreign currency hedging. The ASU requires the hedging instrument~~may continue to be ~~presented~~applied until the leveraged lease is terminated or modified. Upon modification, the lease must be classified as an operating, direct finance, or sales-type lease in accordance with the ~~same line item~~ASU.

Separately, as ~~the hedged item and also requires expanded disclosures.~~part of managing its real estate footprint, Citi ~~is in the process of evaluating whether to early adopt the standard before the mandatory effective date.~~subleases excess real estate space via operating lease arrangements, while retaining its obligation as a lessee.

2. DISCONTINUED OPERATIONS AND SIGNIFICANT DISPOSALS

~~Discontinued Operations~~

The ~~following sales are reported as~~ Company’s Discontinued operations~~within~~ ~~Corporate/Other~~.

~~Sale~~ consisted of residual activities related to the sale of the Egg Banking plc Credit Card Business

~~Citi sold the Egg Banking plc credit card business~~ in 2011. ~~Residual items from the disposal resulted in losses from~~ All Discontinued operations, net of taxes, of $5 million and $24 million for the three months ended September 30, 2017 and 2016, respectively, and $2 million and $46 million for the nine months ended September 30, 2017 and 2016, respectively.results are recorded within Corporate/Other.

~~Combined Results for Discontinued Operations~~

The following summarizes financial information for all Discontinued operations ~~for which Citi continues to have minimal residual impact associated with the sold operations:~~:



	Three Months Ended March 31,
In millions of dollars	2019			2018
Total revenues, net of interest expense	$	—		$	—
Loss from discontinued operations	$	(2	)	$	(7	)
Benefit for income taxes	—			—
Loss from discontinued operations, net of taxes	$	(2	)	$	(7	)

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Total revenues, net of interest expense $ —
$ —
$ —
$ —
Loss from discontinued operations $ (9 ) $ (37 ) $ (4 ) $ (76 )
Benefit for income taxes (4 ) (7 ) (2 ) (21 )
Loss from discontinued operations, net of taxes $ (5 ) $ (30 ) $ (2 ) $ (55 )

Cash flows ~~for~~ from Discontinued operations were not material for the periods presented.

~~Significant Disposals~~

~~The~~ For a description of the Company’s significant disposal transactions ~~during 2017~~ and ~~2016 described below were identified as significant disposals. The major classes of assets and liabilities that are derecognized from~~financial impact, see Note 2 to the Consolidated ~~Balance Sheet at closing and the income related to each business until the disposal date are presented below.~~Financial Statements in Citi’s 2018 Annual Report on Form 10-K.

~~Novation of the 80% Primerica Coinsurance Agreement~~

~~Effective January 1, 2016, Citi completed a novation (an arrangement that extinguishes Citi’s rights and obligations under a contract) of the Primerica 80% coinsurance agreement, which was part of~~ ~~Corporate/Other, to a third-party re-insurer. The novation resulted in revenues of $404 million recorded in~~ ~~Other revenue~~ ($263 million after-tax) during the first quarter of 2016. Furthermore, the novation resulted in derecognition of $1.5 billion of available-for-sale securities and cash, $0.95 billion of deferred acquisition costs and $2.7 billion of insurance liabilities.

~~Exit of U.S. Mortgage Service Operations~~

As previously disclosed, Citigroup signed agreements during the first quarter of 2017 to effectively exit its direct U.S. mortgage servicing operations by the end of 2018 to intensify focus on originations. The exit of the mortgage servicing operations included the sale of mortgage servicing rights and execution of a subservicing agreement for the remaining Citi-owned loans and certain other mortgage servicing rights. As part of this transaction, Citi is also transferring certain employees.

~~This transaction, which was part of~~ ~~Corporate/Other, resulted in a pretax loss of $331 million ($207 million after-tax) recorded in~~ ~~Other revenue~~ ~~during the first quarter of 2017. The loss on sale did not include certain other costs and charges related to the disposed operation recorded primarily in~~ ~~Operating expenses~~ in the first quarter of 2017, resulting in a total pretax loss of $382 million. As part of the completed sale, during the first quarter of 2017, Citi derecognized a total of $1,162 million of servicing-related assets, including $1,046 million of mortgage servicing rights, related to approximately 750,000 Fannie Mae and Freddie Mac held loans with outstanding balances of approximately $93 billion. Excluding the loss on sale and the additional charges, income before taxes for the disposed operation was immaterial for the three and nine months ended September 30, 2017 and 2016.

~~Sale of CitiFinancial Canada Consumer Finance Business~~

~~On March 31, 2017, Citi completed the sale of CitiFinancial Canada (CitiFinancial), which was part of~~ ~~Corporate/Other~~ ~~and included 220 retail branches and approximately 1,400 employees. As part of the sale, Citi derecognized total assets of approximately~~ ~~$1.9 billion, including~~ ~~$1.7 billion~~ ~~in consumer loans (net of allowance), and total liabilities of approximately~~ ~~$1.5 billion~~ ~~related to intercompany borrowings, which were settled at closing of the transaction. Separately, during the first quarter of 2017, CitiFinancial settled~~ ~~$0.4 billion~~ ~~of debt issued through loan securitizations. The sale of CitiFinancial generated a pretax gain on sale of~~ ~~$350 million~~ ~~recorded in~~ ~~Other revenue~~ (~~$178 million~~ ~~after-tax) during the first quarter of 2017.~~

~~Income before taxes, excluding the pretax gain on sale, was as follows:~~

Three Months Ended
September 30, Nine Months Ended
September 30,
In millions of dollars 2017 2016 2017 2016
Income before taxes $ —
$ 43
$ 41
$ 121

~~Sale of a Fixed Income Analytics Business and an Index Business~~

~~On August 31, 2017, Citi completed the sale of a fixed income analytics (Yield Book) and a fixed income index business that were part of~~ ~~Markets and Securities Services~~ ~~within~~ ~~Institutional Clients Group (ICG)~~. As part of the sale, Citi derecognized total assets of approximately $112 million, including goodwill of $72 million, while the derecognized liabilities were approximately $18 million. The transaction generated a pretax gain on sale of $580 million ($355 million after-tax) recorded in ~~Other revenue~~ ~~during the third quarter of 2017.~~

~~Income before taxes for the divested businesses is as follows:~~

Three Months Ended
September 30, Nine Months Ended
September 30,
In millions of dollars 2017 2016 2017 2016
Income before taxes $ 13
$ 12
$ 31
$ 43

3. BUSINESS SEGMENTS

Citigroup’s activities are conducted through the following business segments: Global Consumer Banking ~~(GCB)~~ (GCB) and ~~ICG~~ ~~business segments.~~Institutional Clients Group (ICG). In addition, Corporate/Other includes activities not assigned to a specific business segment, as well as certain North America ~~and international~~ loan portfolios, discontinued operations and other legacy assets.

The prior-period balances reflect reclassifications to conform the presentation for all periods to the current period’s presentation. Effective January 1, ~~2017,~~2019, financial data was reclassified to reflect:

~~the reporting of the remaining businesses and portfolios of assets of Citi Holdings as part of~~ ~~Corporate/Other~~ ~~which, prior to the first quarter of 2017, was a separately reported business segment;~~

~~the re-attribution of certain treasury-related costs between~~ ~~Corporate/Other~~, ~~GCB~~ ~~and~~ ~~ICG~~;

~~the re-attribution of regional revenues within~~ ~~ICG~~;~~and~~


•	the re-attribution of certain costs between Corporate/Other and GCB and ICG; and

certain other immaterial reclassifications.

Citi’s consolidated results remain unchanged for all periods presented as a result of the changes and reclassifications discussed above.

For additional information regarding Citigroup’s business segments, see Note 3 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

The following table presents certain information regarding the Company’s continuing operations by segment:


	Three Months Ended September 30,																				Three Months Ended March 31,
	Revenues, net of interest expense⁽¹⁾				Provision (benefits) for income taxes						Income (loss) from continuing operations⁽²⁾						Identifiable assets				Revenues, net of interest expense⁽¹⁾				Provision (benefits) for income taxes						Income (loss) from continuing operations⁽²⁾						Identifiable assets
In millions of dollars, except identifiable assets in billions	2017		2016		2017			2016			2017			2016			September 30, 2017		December 31, 2016		2019		2018		2019			2018			2019			2018			March 31, 2019		December 31, 2018
Global Consumer Banking	$	8,433	$	8,164	$	636		$	677		$	1,174		$	1,250		$	419	$	412	$	8,451	$	8,426	$	422		$	454		$	1,437		$	1,390		$	426	$	432
Institutional Clients Group	9,231		8,459		1,394			1,202			3,062			2,660			1,370		1,277		9,694		9,855		924			1,056			3,322			3,334			1,425		1,394
Corporate/Other	509		1,137		(164		)	(146		)	(99		)	(23		)	100		103		431		591		(71		)	(69		)	(22		)	(75		)	107		91
Total	$	18,173	$	17,760	$	1,866		$	1,733		$	4,137		$	3,887		$	1,889	$	1,792	$	18,576	$	18,872	$	1,275		$	1,441		$	4,737		$	4,649		$	1,958	$	1,917

(1)

Includes total revenues, net of interest expense (excluding Corporate/Other), in North America of ~~$8.9~~$8.3 billion and ~~$8.4~~$8.2 billion; in EMEA of ~~$2.7~~$3.2 billion and ~~$2.5~~$3.2 billion; in Latin America of ~~$2.4~~$2.5 billion and ~~$2.2~~$2.6 billion; and in Asia of ~~$3.7~~$4.1 billion and ~~$3.5~~$4.1 billion for the three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, respectively. These regional numbers exclude Corporate/Other, which largely operates within the U.S.


(2)	Includes pretax provisions for credit losses and for benefits and claims in the GCB results of ~~$2.2~~$2.0 billion and ~~$1.8~~$1.9 billion; in the ICG results of ~~$(164)~~$21 million and ~~$(90)~~$(41) million; and in the Corporate/Other results of ~~$(50)~~$(25) million and ~~$18~~$(7) million for the three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, respectively.

Nine Months Ended September 30, 2017

Revenues,
net of interest expense⁽¹⁾
Provision (benefits)
for income taxes
Income (loss) from
continuing operations⁽²⁾
In millions of dollars 2017 2016 2017 2016 2017 2016
Global Consumer Banking $ 24,285
$ 23,552
$ 1,867
$ 1,978
$ 3,306
$ 3,729
Institutional Clients Group 27,570
25,043
4,096
3,195
8,853
7,144
Corporate/Other 2,339
4,268
(439 ) (238 ) (21 ) 569
Total $ 54,194
$ 52,863
$ 5,524
$ 4,935
$ 12,138
$ 11,442

4. INTEREST REVENUE AND EXPENSE

Interest revenue and Interest expense consisted of the following:



	Three Months Ended March 31,
In millions of dollars	2019		2018
Interest revenue
Loan interest, including fees	$	11,969	$	10,892
Deposits with banks	607		432
Federal funds sold and securities borrowed or purchased under agreements to resell	1,783		1,039
Investments, including dividends	2,548		2,234
Trading account assets⁽¹⁾	1,686		1,371
Other interest	483		364
Total interest revenue	$	19,076	$	16,332
Interest expense
Deposits⁽²⁾	$	3,027	$	1,997
Federal funds purchased and securities loaned or sold under agreements to repurchase	1,589		949
Trading account liabilities⁽¹⁾	327		215
Short-term borrowings	652		471
Long-term debt	1,722		1,528
Total interest expense	$	7,317	$	5,160
Net interest revenue	$	11,759	$	11,172
Provision for loan losses	1,944		1,803
Net interest revenue after provision for loan losses	$	9,815	$	9,369

(1)

~~Includes total revenues, net of interest expense, in~~ ~~North America~~ ~~of $25.8 billion and $24.2 billion; in~~ ~~EMEA~~ ~~of $8.3 billion and $7.3 billion; in~~ ~~Latin America~~ ~~of $7.0 billion and $6.7 billion; and in~~ ~~Asia~~ ~~of $10.8 billion and $10.4 billion for the nine months ended September 30, 2017 and 2016, respectively. Regional numbers exclude~~ ~~Corporate/Other, which largely operates within the U.S.~~


~~(2)~~	~~Includes pretax provisions for credit losses and for benefits and claims in the~~ ~~GCB~~ ~~results of $5.8 billion and $4.7 billion; in the~~ ~~ICG~~ ~~results of $(282) million and $382 million; and in~~ ~~Corporate/Other~~ ~~results of $(130) million and $90 million for the nine months ended September 30, 2017 and 2016, respectively.~~

~~4. INTEREST REVENUE AND EXPENSE~~

~~Interest revenue~~ ~~and~~ ~~Interest expense~~ ~~consisted of the following:~~

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Interest revenue
Loan interest, including fees $ 10,652
$ 10,229
$ 30,798
$ 29,739
Deposits with banks 486
247
1,156
703
Federal funds sold and securities borrowed or purchased under agreements to resell 858
636
2,347
1,947
Investments, including dividends 2,104
1,887
6,122
5,679
Trading account assets⁽¹⁾
1,429
1,433
4,176
4,399
Other interest 292
221
846
709
Total interest revenue $ 15,821
$ 14,653
$ 45,445
$ 43,176
Interest expense
Deposits⁽²⁾
$ 1,775
$ 1,443
$ 4,793
$ 3,953
Federal funds purchased and securities loaned or sold under agreements to repurchase 712
459
1,881
1,488
Trading account liabilities⁽¹⁾
169
102
462
286
Short-term borrowings 318
90
719
300
Long-term debt 1,405
1,080
4,126
3,207
Total interest expense $ 4,379
$ 3,174
$ 11,981
$ 9,234
Net interest revenue $ 11,442
$ 11,479
$ 33,464
$ 33,942
Provision for loan losses 2,146
1,746
5,487
5,022
Net interest revenue after provision for loan losses $ 9,296
$ 9,733
$ 27,977
$ 28,920


~~(1)~~	Interest expense on Trading account liabilities of ~~ICG~~ is reported as a reduction of interest revenue from Trading account assets.


(2)	Includes deposit insurance fees and charges of ~~$301~~$193 million and ~~$336~~$376 million for the three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016, respectively, and $936 million and $838 million for the nine months ended September 30, 2017 and 2016,~~2018, respectively.

5. COMMISSIONS AND FEES; ADMINISTRATION AND OTHER FIDUCIARY FEES

~~The primary components of Citi’s~~ ~~Commissions and fees~~ ~~revenue are investment banking fees, trading-related fees, fees related to trade and securities services in~~ ~~ICG~~ ~~and credit card and bank card fees.~~ For additional information ~~regarding~~

~~certain components of~~ on Citi’s Commissions and ~~fees~~ ~~revenue,~~Fees; Administration and Other Fiduciary Fees, see Note 5 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

The following ~~table presents~~ tables present Commissions and fees revenue:



	Three Months Ended March 31,
	2019
In millions of dollars	ICG			GCB			Corporate/Other			Total
Investment banking	$	910		$	4		$	—		$	914
Brokerage commissions	471			186			—			657
Credit- and bank-card income
Interchange fees	278			1,984			—			2,262
Card-related loan fees	13			160			—			173
Card rewards and partner payments	(153		)	(2,061		)	—			(2,214		)
Deposit-related fees⁽¹⁾	245			139			—			384
Transactional service fees	195			35			—			230
Corporate finance⁽²⁾	178			1			—			179
Insurance distribution revenue⁽³⁾	4			132			—			136
Insurance premiums⁽³⁾	—			29			(1		)	28
Loan servicing	42			30			6			78
Other	17			81			1			99
Total commissions and fees⁽⁴⁾	$	2,200		$	720		$	6		$	2,926

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Investment banking $ 911
$ 726
$ 2,689
$ 2,053
Trading-related 556
519
1,670
1,664
Trade and securities services 412
384
1,224
1,176
Credit cards and bank cards 406
372
1,081
987
Corporate finance⁽¹⁾
171
164
578
528
Other consumer⁽²⁾
188
173
521
497
Checking-related 121
140
363
360
Loan servicing 80
71
254
235
Other 86
95
247
332
Total commissions and fees $ 2,931
$ 2,644
$ 8,627
$ 7,832



	Three Months Ended March 31,
	2018
In millions of dollars	ICG			GCB			Corporate/Other			Total
Investment banking	$	822		$	5		$	—		$	827
Brokerage commissions	566			248			—			814
Credit- and bank-card income
Interchange fees	260			1,874			5			2,139
Card-related loan fees	14			155			6			175
Card rewards and partner payments	(124		)	(1,874		)	(5		)	(2,003		)
Deposit-related fees⁽¹⁾	236			183			1			420
Transactional service fees	190			21			2			213
Corporate finance⁽²⁾	142			1			—			143
Insurance distribution revenue⁽³⁾	5			143			5			153
Insurance premiums⁽³⁾	—			33			(1		)	32
Loan servicing	38			22			12			72
Other	15			28			2			45
Total commissions and fees⁽⁴⁾	$	2,164		$	839		$	27		$	3,030


(1)	Includes overdraft fees of $31 million and $32 million for the three months ended March 31, 2019 and 2018, respectively. Overdraft fees are accounted for under ASC 310.


(2)	Consists primarily of fees earned from structuring and underwriting loan ~~syndications.~~syndications or related financing activity. This activity is accounted for under ASC 310.


~~(2)~~(3)	~~Primarily consists~~Previously reported as insurance premiums in the Consolidated Statement of Income.

(4)

Commissions and fees includes $(1,721) million and $(1,545) million not accounted for under ASC 606, Revenue from Contracts with Customers, for the three months ended March 31, 2019 and 2018. Amounts reported in Commissions and fees accounted for under other guidance primarily include card-related loan fees, ~~for investment fund administration and management, third-party collections, commercial demand deposit accounts~~card reward programs and certain ~~credit card services.~~partner payments, corporate finance fees, insurance premiums and loan servicing fees.

Administration and Other Fiduciary Fees

The following table presents Administration and other fiduciary fees:



	Three Months Ended March 31,
	2019
In millions of dollars	ICG		GCB		Corporate/Other		Total
Custody fees	$	364	$	3	$	16	$	383
Fiduciary fees	152		146		12		310
Guarantee fees	130		14		2		146
Total administration and other fiduciary fees⁽¹⁾	$	646	$	163	$	30	$	839



	Three Months Ended March 31,
	2018
In millions of dollars	ICG		GCB		Corporate/Other		Total
Custody fees	$	368	$	47	$	16	$	431
Fiduciary fees	167		147		7		321
Guarantee fees	137		14		2		153
Total administration and other fiduciary fees⁽¹⁾	$	672	$	208	$	25	$	905


(1)	Administration and other fiduciary fees includes $146 million and $153 million for the three months ended March 31, 2019 and 2018, respectively, that are not accounted for under ASC 606, Revenue from Contracts with Customers. These amounts include guarantee fees.

6. PRINCIPAL TRANSACTIONS

~~Citi’s~~ Principal transactionsrevenue consists of realized and unrealized gains and losses from trading activities. ~~For additional information regarding~~ ~~Principal~~Trading activities include revenues from fixed income, equities, credit and commodities products and foreign exchange transactions that are managed on a portfolio basis characterized by primary risk. Not included in the table below is the impact of net interest revenue ~~see~~related to trading activities, which is an

integral part of trading activities’ profitability. See Note 64 to the Consolidated Financial Statements for information about net interest revenue related to trading activities. Principal transactions include CVA (credit valuation adjustments) and FVA (funding valuation adjustments) on over-the-counter derivatives, and gains (losses) on certain economic hedges on loans in ~~Citi’s 2016 Annual Report on Form 10-K.~~ICG. These adjustments are discussed further in Note 20 to the Consolidated Financial Statements.

In certain transactions, Citi incurs fees and presents these fees paid to third parties in operating expenses.

The following table presents Principal transactions

revenue:

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Global Consumer Banking⁽¹⁾
$ 149
$ 162
$ 440
$ 469
Institutional Clients Group 1,757
2,064
6,504
5,552
Corporate/Other ⁽¹⁾
264
12
810
(127 )
Total Citigroup $ 2,170
$ 2,238
$ 7,754
$ 5,894
Interest rate risks⁽²⁾
$ 1,120
$ 1,282
$ 4,297
$ 3,229
Foreign exchange risks⁽³⁾
610
466
2,000
1,481
Equity risks⁽⁴⁾
158
81
404
76
Commodity and other risks⁽⁵⁾
92
171
330
436
Credit products and risks⁽⁶⁾
190
238
723
672
Total $ 2,170
$ 2,238
$ 7,754
$ 5,894



	Three Months Ended March 31,
In millions of dollars	2019		2018
Interest rate risks⁽¹⁾	$	1,718	$	1,566
Foreign exchange risks⁽²⁾	473		730
Equity risks⁽³⁾	456		589
Commodity and other risks⁽⁴⁾	119		101
Credit products and risks⁽⁵⁾	38		256
Total	$	2,804	$	3,242


(1)	~~Primarily relates to foreign exchange risks.~~

~~(2)~~

Includes revenues from government securities and corporate debt, municipal securities, mortgage securities and other debt instruments. Also includes spot and forward trading of currencies and exchange-traded and over-the-counter (OTC) currency options, options on fixed income securities, interest rate swaps, currency swaps, swap options, caps and floors, financial futures, OTC options and forward contracts on fixed income securities.


~~(3)~~(2)	Includes revenues from foreign exchange spot, forward, option and swap contracts, as well as foreign currency translation (FX translation) gains and losses.


~~(4)~~(3)	Includes revenues from common, preferred and convertible preferred stock, convertible corporate debt, equity-linked notes and exchange-traded and OTC equity options and warrants.


~~(5)~~(4)	Primarily includes revenues from crude oil, refined oil products, natural gas and other commodities trades.


~~(6)~~(5)	Includes revenues from structured credit products.

7. INCENTIVE PLANS

For additional information on Citi’s incentive plans, see Note 7 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

8. RETIREMENT BENEFITS

For additional information on Citi’s retirement benefits, see Note 8 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Net (Benefit) Expense

The following table summarizes the components of net (benefit) expense recognized in the Consolidated Statement of Income for the Company’s pension and postretirement plans for Significant Plans and All Other Plans:

Three Months Ended September 30,
Pension plans Postretirement benefit plans
U.S. plans Non-U.S. plans U.S. plans Non-U.S. plans
In millions of dollars 2017 2016 2017 2016 2017 2016 2017 2016
Qualified plans

Benefits earned during the period $ —
$ 1
$ 38
$ 39
$ —
$ —
$ 3
$ 1
Interest cost on benefit obligation 124
126
76
70
9
6
27
24
Expected return on plan assets (217 ) (224 ) (77 ) (71 ) (2 ) (2 ) (24 ) (22 )
Amortization of unrecognized

Prior service benefit —
—
(1 ) —
—
—
(2 ) (1 )
Net actuarial loss 43
43
15
19
—
—
8
8
Curtailment loss ⁽¹⁾
1
10
—
—
—
—
—
—
Settlement loss (gain) ⁽¹⁾
—
—
4
(2 ) —
—
—
—
Net qualified plans (benefit) expense $ (49 ) $ (44 ) $ 55
$ 55
$ 7
$ 4
$ 12
$ 10
Nonqualified plans expense $ 10
$ 12
$ —
$ —
$ —
$ —
$ —
$ —
Total net (benefit) expense $ (39 ) $ (32 ) $ 55
$ 55
$ 7
$ 4
$ 12
$ 10



	Three Months Ended March 31,
	Pension plans												Postretirement benefit plans
	U.S. plans						Non-U.S. plans						U.S. plans						Non-U.S. plans
In millions of dollars	2019			2018			2019			2018			2019			2018			2019			2018
Benefits earned during the period	$	—		$	1		$	36		$	38		$	—		$	—		$	2		$	2
Interest cost on benefit obligation	130			123			75			75			7			6			26			26
Expected return on plan assets	(203		)	(213		)	(68		)	(78		)	(5		)	(3		)	(21		)	(23		)
Amortization of unrecognized:
Prior service cost (benefit)	1			—			(1		)	(1		)	—			—			(2		)	(2		)
Net actuarial loss	44			47			15			13			—			—			5			7
Settlement loss⁽¹⁾	—			—			—			4			—			—			—			—
Total net (benefit) expense	$	(28	)	$	(42	)	$	57		$	51		$	2		$	3		$	10		$	10


(1)	Losses ~~(gains)~~ due to ~~curtailment and~~ settlement relate to repositioning and divestiture activities.

Nine Months Ended September 30,
Pension plans Postretirement benefit plans
U.S. plans Non-U.S. plans U.S. plans Non-U.S. plans
In millions of dollars 2017 2016 2017 2016 2017 2016 2017 2016
Qualified plans

Benefits earned during the period $ 1
$ 2
$ 112
$ 116
$ —
$ —
$ 7
$ 7
Interest cost on benefit obligation 384
399
221
216
20
19
76
72
Expected return on plan assets (650 ) (660 ) (223 ) (217 ) (5 ) (7 ) (67 ) (65 )
Amortization of unrecognized

Prior service benefit —
—
(3 ) (1 ) —
—
(7 ) (7 )
Net actuarial loss (gain) 122
118
46
58
—
(1 ) 25
24
Curtailment loss (gain) ⁽¹⁾
4
10
—
(3 ) —
—
—
—
Settlement loss⁽¹⁾
—
—
8
2
—
—
—
—
Net qualified plans (benefit) expense $ (139 ) $ (131 ) $ 161
$ 171
$ 15
$ 11
$ 34
$ 31
Nonqualified plans expense $ 31
$ 31
$ —
$ —
$ —
$ —
$ —
$ —
Total net (benefit) expense $ (108 ) $ (100 ) $ 161
$ 171
$ 15
$ 11
$ 34
$ 31


~~(1)~~	~~Losses (gains) due to curtailment and settlement relate to repositioning and divestiture activities.~~

Funded Status and Accumulated Other Comprehensive Income (AOCI)

The following ~~tables summarize~~table summarizes the funded status and amounts recognized inon the Consolidated Balance Sheet for the Company’s

Significant ~~Plans.~~

Plans:


	Nine Months Ended September 30, 2017												Three Months Ended March 31, 2019
	Pension plans						Postretirement benefit plans						Pension plans						Postretirement benefit plans
In millions of dollars	U.S. plans			Non-U.S. plans			U.S. plans			Non-U.S. plans			U.S. plans			Non-U.S. plans			U.S. plans			Non-U.S. plans
Change in projected benefit obligation
Projected benefit obligation at beginning of year	$	14,000		$	6,522		$	686		$	1,141		$	12,655		$	7,149		$	662		$	1,159
Plans measured annually	(28		)	(1,784		)	—			(303		)	(25		)	(1,862		)	—			(307		)
Projected benefit obligation at beginning of year—Significant Plans	$	13,972		$	4,738		$	686		$	838		$	12,630		$	5,287		$	662		$	852
First quarter activity	25			802			(7		)	134
Second quarter activity	161			9			63			72
Projected benefit obligation at June 30, 2017—Significant Plans	$	14,158		$	5,549		$	742		$	1,044
Benefits earned during the period	1			22			—			2			—			20			—			1
Interest cost on benefit obligation	131			64			6			23			130			63			7			23
Actuarial loss	95			104			2			12			493			252			13			38
Benefits paid, net of participants’ contributions	(191		)	(108		)	(14		)	(15		)
Curtailment loss (gain)⁽¹⁾	1			(2		)	—			—
Benefits paid, net of participants’ contributions and government subsidy													(215		)	(55		)	(7		)	(11		)
Foreign exchange impact and other	(269		)	36			—			(6		)	—			13			—			11
Projected benefit obligation at September 30, 2017—Significant Plans	$	13,926		$	5,665		$	736		$	1,060
Projected benefit obligation at period end—Significant Plans													$	13,038		$	5,580		$	675		$	914


~~(1)~~	~~Loss (gain) due to curtailment relates to repositioning activities.~~



	Three Months Ended March 31, 2019
	Pension plans						Postretirement benefit plans
In millions of dollars	U.S. plans			Non-U.S. plans			U.S. plans			Non-U.S. plans
Change in plan assets
Plan assets at fair value at beginning of year	$	11,490		$	6,699		$	345		$	1,036
Plans measured annually	—			(1,248		)	—			(9		)
Plan assets at fair value at beginning of year—Significant Plans	$	11,490		$	5,451		$	345		$	1,027
Actual return on plan assets	688			273			15			29
Company contributions, net of reimbursements	14			14			(6		)	—
Benefits paid, net of participants’ contributions and government subsidy	(215		)	(55		)	(7		)	(11		)
Foreign exchange impact and other	—			25			—			14
Plan assets at fair value at period end—Significant Plans	$	11,977		$	5,708		$	347		$	1,059
Funded status of the Significant Plans
Qualified plans⁽¹⁾	$	(391	)	$	128		$	(328	)	$	145
Nonqualified plans	(670		)	—			—			—
Funded status of the plans at period end—Significant Plans	$	(1,061	)	$	128		$	(328	)	$	145
Net amount recognized at period end
Benefit asset	$	—		$	766		$	—		$	145
Benefit liability	(1,061		)	(638		)	(328		)	—
Net amount recognized on the balance sheet—Significant Plans	$	(1,061	)	$	128		$	(328	)	$	145
Amounts recognized in AOCI at period end
Prior service benefit	$	—		$	15		$	—		$	73
Net actuarial (loss) gain	(6,848		)	(978		)	50			(314		)
Net amount recognized in equity (pretax)—Significant Plans	$	(6,848	)	$	(963	)	$	50		$	(241	)
Accumulated benefit obligation at period end—Significant Plans	$	13,029		$	5,302		$	675		$	914

Nine Months Ended September 30, 2017
Pension plans Postretirement benefit plans
In millions of dollars U.S. plans Non-U.S. plans U.S. plans Non-U.S. plans
Change in plan assets

Plan assets at fair value at beginning of year $ 12,363
$ 6,149
$ 129
$ 1,015
Plans measured annually —
(1,167 ) —
(11 )
Plan assets at fair value at beginning of year—Significant Plans $ 12,363
$ 4,982
$ 129
$ 1,004
First quarter activity 159
903
$ —
124
Second quarter activity 186
(39 ) $ (3 ) 55
Plan assets at fair value at June 30, 2017—Significant Plans
$ 12,708
$ 5,846
$ 126
$ 1,183
Actual return on plan assets 310
95
3
24
Company contributions, net of reimbursements 63
11
10
—
Plan participants’ contributions —
1
—
—
Benefits paid, net of government subsidy (191 ) (109 ) (14 ) (15 )
Foreign exchange impact and other (269 ) 45
—
(6 )
Plan assets at fair value at September 30, 2017—Significant Plans $ 12,621
$ 5,889
$ 125
$ 1,186
Funded status of the Significant Plans
Qualified plans⁽¹⁾
$ (575 ) $ 224
$ (611 ) $ 126
Nonqualified plans (730 ) —
—
—
Funded status of the plans at September 30, 2017—Significant Plans $ (1,305 ) $ 224
$ (611 ) $ 126
Net amount recognized

Benefit asset $ —
$ 683
$ —
$ 126
Benefit liability (1,305 ) (459 ) (611 ) —
Net amount recognized on the balance sheet—Significant Plans $ (1,305 ) $ 224
$ (611 ) $ 126
Amounts recognized in AOCI

Prior service benefit $ —
$ 30
$ —
$ 91
Net actuarial (loss) gain (6,779 ) (1,051 ) 39
(406 )
Net amount recognized in equity (pretax)—Significant Plans $ (6,779 ) $ (1,021 ) $ 39
$ (315 )
Accumulated benefit obligation
Qualified plans $ 13,193
$ 5,047
$ 736
$ 1,060
Nonqualified plans 727
—
—
—
Accumulated benefit obligation at September 30, 2017—Significant Plans $ 13,920
$ 5,047
$ 736
$ 1,060


(1)	The U.S. qualified pension plan is fully funded ~~under specified~~pursuant to the Employee Retirement Income Security Act of 1974, as amended (ERISA), funding rules as of January 1, ~~2017~~2019 and no minimum required funding is expected for ~~2017.~~2019.

The following table shows the change in AOCI related to the Company’s pension, postretirement and post employment plans:


In millions of dollars	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Three Months Ended March 31, 2019			For Year Ended December 31, 2018
Beginning of period balance, net of tax⁽¹⁾⁽²⁾	$	(5,311	)	$	(5,164	)	$	(6,257	)	$	(6,183	)
Actuarial assumptions changes and plan experience	(213		)	(721		)	(795		)	1,288
Net asset gain due to difference between actual and expected returns	123			419
Net asset gain (loss) due to difference between actual and expected returns							690			(1,732		)
Net amortization	59			171			62			214
Prior service cost	—			(5		)	—			(7		)
Curtailment/settlement gain⁽³⁾	5			12			—			7
Foreign exchange impact and other	(19		)	(141		)	(25		)	136
Change in deferred taxes, net	16			89			4			20
Change, net of tax	$	(29	)	$	(176	)	$	(64	)	$	(74	)
End of period balance, net of tax⁽¹⁾⁽²⁾	$	(5,340	)	$	(5,340	)	$	(6,321	)	$	(6,257	)


(1)	See Note 17 to the Consolidated Financial Statements for further discussion of net AOCI balance.


(2)	Includes net-of-tax amounts for certain profit sharing plans outside the U.S.


(3)	~~Gains due to curtailment~~Curtailment and settlement relate to repositioning and divestiture activities.

Plan Assumptions

The discount rates utilized during the period in determining the pension and postretirement net (benefit) expense for the Significant Plans are as follows:



Net (benefit) expense assumed discount rates during the period	Three Months Ended
	Mar. 31, 2019	Dec. 31, 2018
U.S. plans
Qualified pension	4.25%	4.30%
Nonqualified pension	4.25	4.30
Postretirement	4.20	4.20
Non-U.S. plans
Pension	0.75-10.75	0.95-10.75
Weighted average	5.09	5.08
Postretirement	10.75	10.10

Net benefit (expense) assumed discount rates during the period Three Months Ended
Sept. 30, 2017 Jun. 30, 2017
U.S. plans
Qualified pension 3.80% 4.05%
Nonqualified pension 3.75 3.95
Postretirement 3.60 3.85
Non-U.S. plans
Pension 0.65-10.90 0.55-10.45
Weighted average 4.87 4.83
Postretirement 9.05 9.25

The discount rates utilized at period-end in determining the pension and postretirement benefit obligations for the Significant Plans are as follows:

Plan obligations assumed discount rates at period ended Sept. 30, 2017 June 30,
2017 Mar. 31, 2017
U.S. plans
Qualified pension 3.75% 3.80% 4.05%
Nonqualified pension 3.65 3.75 3.95
Postretirement 3.55 3.60 3.85
Non-U.S. plans
Pension 0.65-10.35 0.65-10.90 0.55-10.45
Weighted average 4.86 4.87 4.83
Postretirement 8.95 9.05 9.25



Plan obligations assumed discount rates at period ended	Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018
U.S. plans
Qualified pension	3.85%	4.25%	3.95%
Nonqualified pension	3.90	4.25	3.95
Postretirement	3.80	4.20	3.90
Non-U.S. plans
Pension	0.45-10.30	0.75-10.75	0.75-9.90
Weighted average	4.74	5.09	4.88
Postretirement	10.30	10.75	9.50

Sensitivities of Certain Key Assumptions

The following table summarizes the estimated effect on the Company’s Significant Plans quarterly expense of a one-percentage-point change in the discount rate:



	Three Months Ended March 31, 2019
In millions of dollars	One-percentage-point increase			One-percentage-point decrease
Pension
U.S. plans	$	5		$	(8	)
Non-U.S. plans	(2		)	6
Postretirement
U.S. plans	—			(1		)
Non-U.S. plans	(2		)	2

Three Months Ended September 30, 2017
In millions of dollars One-percentage-point increase One-percentage-point decrease
Pension
   U.S. plans $ 7
$ (10 )
   Non-U.S. plans (5 ) 7
Postretirement
   U.S. plans 1
(1 )
   Non-U.S. plans (3 ) 3

Contributions

For the U.S. pension plans, there were no required minimum cash contributions during the first ~~nine~~three months of ~~2017.~~2019.

The following table summarizes the Company’s actual contributions for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, as well as estimated expected Company contributions for the remainder of ~~2017~~2019 and the actual contributions made infor the ~~fourth quarter~~remainder of ~~2016.~~2018:

Pension plans Postretirement plans

U.S. plans⁽¹⁾
Non-U.S. plans U.S. plans Non-U.S. plans
In millions of dollars 2017 2016 2017 2016 2017 2016 2017 2016
Company contributions⁽²⁾ for the nine months ended September 30
$ 90
$ 541
$ 103
$ 58
$ 30
$ 6
$ 7
$ 4
Company contributions made or expected to be made during the remainder of the year 16
15
35
68
—
—
2
5



	Pension plans								Postretirement plans
	U.S. plans⁽¹⁾				Non-U.S. plans				U.S. plans				Non-U.S. plans
In millions of dollars	2019		2018		2019		2018		2019		2018		2019		2018
Company contributions⁽²⁾ for the three months ended March 31	$	14	$	14	$	34	$	29	$	—	$	—	$	3	$	3
Company contributions made during the remainder of the year	—		41		—		153		—		150		—		6
Company contributions expected to be made during the remainder of the year	43		—		107		—		—		—		7		—


(1)	The U.S. ~~pension~~ plans include benefits paid directly by the Company for the nonqualified pension plans.


(2)	Company contributions are composed of cash contributions made to the plans and benefits paid directly by the Company.

Defined Contribution Plans

The following table summarizes the Company’s contributions

for the defined contribution plans:

Three Months Ended September 30, Nine Months Ended
September 30,
In millions of dollars 2017 2016 2017 2016
U.S. plans $ 95
$ 89
$ 293
$ 281
Non-U.S. plans 68
67
203
207

Post Employment Plans

The following table summarizes the components of net expense recognized in the Consolidated Statement of Income for the Company’s U.S. post employment plans:



	Three Months Ended March 31,
In millions of dollars	2019		2018
Service-related expense
Interest cost on benefit obligation	$	—	$	—
Expected return on plan assets	—		—
Amortization of unrecognized:
Prior service benefit	—		(8		)
Net actuarial loss	1		1
Total service-related benefit	$	1	$	(7	)
Non-service-related expense	$	4	$	6
Total net (benefit) expense	$	5	$	(1	)

Three Months Ended September 30, Nine Months Ended
September 30,
In millions of dollars 2017 2016 2017 2016
Service-related expense

$ —
$ —
$ —
$ —
Interest cost on benefit obligation —
—
1
2
Amortization of unrecognized

Prior service benefit (8 ) (7 ) (23 ) (23 )
Net actuarial loss 1
1
2
3
Total service-related benefit $ (7 ) $ (6 ) $ (20 ) $ (18 )
Non-service-related expense $ 9
$ 10
$ 21
$ 23
Total net expense $ 2
$ 4
$ 1
$ 5

9. EARNINGS PER SHARE

The following table reconciles the income and share data used in the basic and diluted earnings per share (EPS) computations:


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
In millions, except per-share amounts	2017			2016			2017			2016
In millions of dollars, except per share amounts													2019			2018
Income from continuing operations before attribution of noncontrolling interests	$	4,137		$	3,887		$	12,138		$	11,442		$	4,737		$	4,649
Less: Noncontrolling interests from continuing operations	(1		)	17			41			48			25			22
Net income from continuing operations (for EPS purposes)	$	4,138		$	3,870		$	12,097		$	11,394		$	4,712		$	4,627
Income (loss) from discontinued operations, net of taxes	(5		)	(30		)	(2		)	(55		)
Loss from discontinued operations, net of taxes													(2		)	(7		)
Citigroup's net income	$	4,133		$	3,840		$	12,095		$	11,339		$	4,710		$	4,620
Less: Preferred dividends⁽¹⁾	272			225			893			757			262			272
Net income available to common shareholders	$	3,861		$	3,615		$	11,202		$	10,582		$	4,448		$	4,348
Less: Dividends and undistributed earnings allocated to employee restricted and deferred shares with nonforfeitable rights to dividends, applicable to basic EPS	53			53			156			145			59			51
Net income allocated to common shareholders for basic EPS	$	3,808		$	3,562		$	11,046		$	10,437
Net income allocated to common shareholders for diluted EPS	3,808			3,562			$	11,046		$	10,437
Weighted-average common shares outstanding applicable to basic EPS	2,683.6			2,879.9			2,729.3			2,912.9
Effect of dilutive securities⁽²⁾
Options⁽³⁾	0.1			0.1			0.1			0.1
Net income allocated to common shareholders for basic and diluted EPS													4,389			4,297
Weighted-average common shares outstanding applicable to basic EPS (in millions)													2,340.4			2,561.6
Effect of dilutive securities
Options⁽²⁾													0.1			0.1
Other employee plans	—			0.1			—			0.1			1.9			1.3
Adjusted weighted-average common shares outstanding applicable to diluted EPS⁽⁴⁾	2,683.7			2,880.1			2,729.5			2,913.0
Basic earnings per share⁽⁵⁾
Adjusted weighted-average common shares outstanding applicable to diluted EPS⁽³⁾													2,342.4			2,563.0
Basic earnings per share⁽⁴⁾
Income from continuing operations	$	1.42		$	1.25		$	4.05		$	3.60		$	1.88		$	1.68
Discontinued operations	—			(0.01		)	—			(0.02		)	—			—
Net income	$	1.42		$	1.24		$	4.05		$	3.58		$	1.88		$	1.68
Diluted earnings per share⁽⁵⁾
Diluted earnings per share⁽⁴⁾
Income from continuing operations	$	1.42		$	1.25		$	4.05		$	3.60		$	1.87		$	1.68
Discontinued operations	—			(0.01		)	—			(0.02		)	—			—
Net income	$	1.42		$	1.24		$	4.05		$	3.58		$	1.87		$	1.68


(1)	As of ~~September 30, 2017,~~March 31, 2019, Citi estimates it will distribute preferred dividends of approximately ~~$320~~$846 million during the remainder of ~~2017,~~2019, assuming such dividends are declared by the Citi Board of Directors. During the first quarter of 2019, Citi redeemed all of its 19.2 million Series L preferred shares for $480 million in February 2019.

(2)

~~Warrants issued~~During the first quarter of 2019, no significant options to the U.S. Treasury as part of the Troubled Asset Relief Program (TARP) and the loss-sharing agreement (all of which were subsequently sold to the public in January 2011), with exercise prices of $178.50 and $105.27 per share for approximately 21.0 million and 25.5 millionpurchase shares of ~~Citigroup~~ common stock ~~respectively. Both warrants~~ were ~~not included in the computation of earnings per share in the three and nine months ended September 30, 2017 and 2016 because they were anti-dilutive.~~

~~(3)~~

outstanding. During the ~~third quarters~~first quarter of ~~2017 and 2016,~~2018, weighted-average options to purchase ~~0.8 million and 3.6~~0.5 million shares of common stock ~~respectively,~~ were outstanding but not included in the computation of earnings per share because the weighted-average exercise ~~prices~~price of ~~$206.70 and $85.92~~$149.41 per share ~~respectively, were~~was anti-dilutive.


~~(4)~~(3)	Due to rounding, common shares outstanding applicable to basic EPS and the effect of dilutive securities may not sum to common shares outstanding applicable to diluted EPS.


~~(5)~~(4)	Due to rounding, earnings per share on continuing operations and discontinued operations may not sum to earnings per share on net income.

10. FEDERAL FUNDS, SECURITIES BORROWED, LOANED AND SUBJECT TO REPURCHASE AGREEMENTS

For additional information on the Company’s resale and repurchase agreements and securities borrowing and lending agreements, see Note 11 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Federal funds sold and securities borrowed orand purchased under agreements to resell, at their respective carrying values, consisted of the following:



In millions of dollars	March 31, 2019		December 31, 2018
Federal funds sold	$	—	$	—
Securities purchased under agreements to resell	163,382		159,364
Deposits paid for securities borrowed	101,113		111,320
Total⁽¹⁾	$	264,495	$	270,684

In millions of dollars September 30,
2017 December 31, 2016
Federal funds sold $ 20
$ —
Securities purchased under agreements to resell 139,203
131,473
Deposits paid for securities borrowed 113,385
105,340
Total⁽¹⁾
$ 252,608
$ 236,813

Federal funds purchased and securities loaned orand sold under agreements to repurchase, at their respective carrying values, consisted of the following:



In millions of dollars	March 31, 2019		December 31, 2018
Federal funds purchased	$	—	$	—
Securities sold under agreements to repurchase	172,231		166,090
Deposits received for securities loaned	18,141		11,678
Total⁽¹⁾	$	190,372	$	177,768

In millions of dollars September 30,
2017 December 31, 2016
Federal funds purchased $ 388
$ 178
Securities sold under agreements to repurchase 145,280
125,685
Deposits received for securities loaned 15,614
15,958
Total⁽¹⁾
$ 161,282
$ 141,821

(1)

The above tables do not include securities-for-securities lending transactions of ~~$14.4~~$14.6 billion and ~~$9.3~~$15.9 billion at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively, where the Company acts as lender and receives securities that can be sold or pledged as collateral. In these transactions, the Company recognizes the securities received at fair value within Other assets and the obligation to return those securities as a liability within Brokerage payables.

It is the Company’s policy to take possession of the underlying collateral, monitor its market value relative to the amounts due under the agreements and, when necessary, require prompt transfer of additional collateral in order to maintain contractual margin protection. For resale and repurchase agreements, when necessary, the Company posts additional collateral in order to maintain contractual margin protection.

A substantial portion of the resale and repurchase agreements is recorded at fair value, as described in Notes 20 and 21 to the Consolidated Financial Statements. The remaining portion is carried at the amount of cash initially advanced or received, plus accrued interest, as specified in the respective agreements.

A substantial portion of securities borrowing and lending agreements is recorded at the amount of cash advanced or received. The remaining portion is recorded at fair value as the Company elected the fair value option for certain securities borrowed and loaned portfolios, as described in Note 21 to the Consolidated Financial Statements. With respect to securities loaned, the Company receives cash collateral in an amount generally in excess of the market value of the securities loaned. The Company monitors the market value of securities borrowed and securities loaned on a daily basis and obtains or posts additional collateral in order to maintain contractual margin protection.

The following tables present the gross and net resale and repurchase agreements and securities borrowing and lending

agreements and the related offsetting amount permitted under ~~ASC-210-20-45.~~ASC 210-20-45. The tables also include amounts related to financial instruments that are not permitted to be offset under ~~ASC-210-20-45,~~ASC 210-20-45, but would be eligible for offsetting to the extent that an event of default occurred and a legal opinion supporting enforceability of the offsetting rights has been obtained. Remaining exposures continue to be secured by financial collateral, but the Company may not have sought or been able to obtain a legal opinion evidencing enforceability of the offsetting right.


	As of September 30, 2017										As of March 31, 2019
In millions of dollars	Gross amounts of recognized assets		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of assets included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾		Gross amounts of recognized assets		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of assets included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾
Securities purchased under agreements to resell	$	207,485	$	68,282	$	139,203	$	105,439	$	33,764	$	268,095	$	104,713	$	163,382	$	129,911	$	33,471
Deposits paid for securities borrowed	113,385		—		113,385		23,136		90,249		101,113		—		101,113		28,040		73,073
Total	$	320,870	$	68,282	$	252,588	$	128,575	$	124,013	$	369,208	$	104,713	$	264,495	$	157,951	$	106,544



In millions of dollars	Gross amounts of recognized liabilities		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of liabilities included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾
Securities sold under agreements to repurchase	$	276,944	$	104,713	$	172,231	$	91,923	$	80,308
Deposits received for securities loaned	18,141		—		18,141		5,351		12,790
Total	$	295,085	$	104,713	$	190,372	$	97,274	$	93,098


											As of December 31, 2018
In millions of dollars	Gross amounts of recognized liabilities		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of liabilities included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾		Gross amounts of recognized assets		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of assets included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾
Securities sold under agreements to repurchase	$	213,562	$	68,282	$	145,280	$	67,974	$	77,306
Deposits received for securities loaned	15,614		—		15,614		4,359		11,255
Securities purchased under agreements to resell											$	246,788	$	87,424	$	159,364	$	124,557	$	34,807
Deposits paid for securities borrowed											111,320		—		111,320		35,766		75,554
Total	$	229,176	$	68,282	$	160,894	$	72,333	$	88,561	$	358,108	$	87,424	$	270,684	$	160,323	$	110,361

As of December 31, 2016
In millions of dollars Gross amounts
of recognized
assets
Gross amounts
offset on the
Consolidated
Balance Sheet⁽¹⁾
Net amounts of
assets included on
the Consolidated
Balance Sheet⁽²⁾
Amounts
not offset on the
Consolidated Balance
Sheet but eligible for
offsetting upon
counterparty default⁽³⁾
Net
amounts⁽⁴⁾
Securities purchased under agreements to resell $ 176,284
$ 44,811
$ 131,473
$ 102,874
$ 28,599
Deposits paid for securities borrowed 105,340
—
105,340
16,200
89,140
Total $ 281,624
$ 44,811
$ 236,813
$ 119,074
$ 117,739


In millions of dollars	Gross amounts of recognized liabilities		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of liabilities included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾		Gross amounts of recognized liabilities		Gross amounts offset on the Consolidated Balance Sheet⁽¹⁾		Net amounts of liabilities included on the Consolidated Balance Sheet⁽²⁾		Amounts not offset on the Consolidated Balance Sheet but eligible for offsetting upon counterparty default⁽³⁾		Net amounts⁽⁴⁾
Securities sold under agreements to repurchase	$	170,496	$	44,811	$	125,685	$	63,517	$	62,168	$	253,514	$	87,424	$	166,090	$	82,823	$	83,267
Deposits received for securities loaned	15,958		—		15,958		3,529		12,429		11,678		—		11,678		3,415		8,263
Total	$	186,454	$	44,811	$	141,643	$	67,046	$	74,597	$	265,192	$	87,424	$	177,768	$	86,238	$	91,530

~~(6)~~

(6)

Commercial banking loans are generally borrower-specific modifications and incorporate changes in the amount and/or timing of principal and/or interest.

~~(7) Post-modification balances in~~ ~~North America~~ include $17 million of residential first mortgages and $5 million of home equity loans to borrowers who have gone through Chapter 7 bankruptcy in the three months ended September 30, 2016. These amounts include $11 million of residential first mortgages and $5 million of home equity loans that were newly classified as TDRs in the three months ended September 30, 2016, based on previously received OCC guidance.

~~(8) The above tables reflect activity for loans outstanding as of the end of the reporting period that were considered TDRs.~~

At and for the nine months ended September 30, 2017
In millions of dollars except number of loans modified
Number of
loans modified
Post-
modification
recorded
investment⁽¹⁾⁽²⁾
Deferred
principal⁽³⁾
Contingent
principal
forgiveness⁽⁴⁾
Principal
forgiveness⁽⁵⁾
Average
interest rate
reduction
North America
Residential first mortgages 3,172
$ 445
$ 5
$ —
$ 2
1 %
Home equity loans 2,186
185
13
—
—
1
Credit cards 171,702
659
—
—
—
17
Installment and other revolving 770
6
—
—
—
5
Commercial banking⁽⁶⁾
89
107
—
—
—
—
Total⁽⁸⁾
177,919
$ 1,402
$ 18
$ —
$ 2

International
Residential first mortgages 2,071
$ 80
$ —
$ —
$ —
— %
Credit cards 82,042
286
—
—
6
12
Installment and other revolving 34,654
194
—
—
9
9
Commercial banking⁽⁶⁾
182
30
—
—
—
—
Total⁽⁸⁾
118,949
$ 590
$ —
$ —
$ 15

At and for the nine months ended September 30, 2016
In millions of dollars except number of loans modified
Number of
loans modified
Post-
modification
recorded
investment⁽¹⁾⁽⁷⁾
Deferred
principal⁽³⁾
Contingent
principal
forgiveness⁽⁴⁾
Principal
forgiveness⁽⁵⁾
Average
interest rate
reduction
North America
Residential first mortgages 3,979
$ 582
$ 4
$ —
$ 3
1 %
Home equity loans 2,789
121
1
—
—
2
Credit cards 143,161
552
—
—
—
17
Installment and other revolving 4,187
35
—
—
—
14
Commercial banking⁽⁶⁾
94
47
—
—
—
—
Total⁽⁸⁾
154,210
$ 1,337
$ 5
$ —
$ 3

International
Residential first mortgages 2,005
$ 62
$ —
$ —
$ —
— %
Credit cards 109,365
307
—
—
7
12
Installment and other revolving 45,125
208
—
—
6
7
Commercial banking⁽⁶⁾
117
90
—
—
—
—
Total⁽⁸⁾
156,612
$ 667
$ —
$ —
$ 13


~~(1)~~	~~Post-modification balances include past due amounts that are capitalized at the modification date.~~

~~(2)~~(7)

Post-modification balances inNorth America include ~~$42~~$11 million of residential first mortgages and ~~$16~~$4 million of home equity loans to borrowers who have gone through Chapter 7 bankruptcy in the ~~nine~~three months ended ~~September 30, 2017.~~March 31, 2018. These amounts include ~~$28~~$8 million of residential first mortgages and ~~$14~~$3 million of home equity loans that were newly classified as TDRs in the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2018, based on previously received OCC guidance.


~~(3)~~(8)	~~Represents portion~~The above tables reflect activity for loans outstanding that were considered TDRs as of ~~contractual loan principal that is non-interest bearing but still due from~~ the ~~borrower. Such deferred principal is charged off at~~end of the ~~time of permanent modification to the extent that the related loan balance exceeds the underlying collateral value.~~


~~(4)~~	~~Represents portion of contractual loan principal that is non-interest bearing and, depending upon borrower performance, eligible for forgiveness.~~


~~(5)~~	~~Represents portion of contractual loan principal that was forgiven at the time of permanent modification.~~reporting period.

~~(6) Commercial banking loans are generally borrower-specific modifications and incorporate changes in the amount and/or timing of principal and/or interest.~~

~~(7) Post-modification balances in~~ ~~North America~~ include $58 million of residential first mortgages and $15 million of home equity loans to borrowers who have gone through Chapter 7 bankruptcy in the nine months ended September 30, 2016. These amounts include $38 million of residential first mortgages and $14 million of home equity loans that were newly classified as TDRs in the nine months ended September 30, 2016, based on previously received OCC guidance.

~~(8) The above tables reflect activity for loans outstanding as of the end of the reporting period that were considered TDRs.~~

The following table presents consumer TDRs that defaulted for which the payment default occurred within one year of a permanent modification. Default is defined as 60 days past due, except for classifiably managed commercial banking loans, where default is defined as 90 days past due.



	Three Months Ended March 31,
In millions of dollars	2019		2018
North America
Residential first mortgages	$	23	$	44
Home equity loans	3		10
Credit cards	70		59
Installment and other revolving	1		1
Commercial banking	—		8
Total	$	97	$	122
International
Residential first mortgages	$	3	$	2
Credit cards	38		53
Installment and other revolving	18		24
Commercial banking	—		—
Total	$	59	$	79

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
North America
Residential first mortgages $ 57
$ 49
$ 156
$ 188
Home equity loans 8
6
25
20
Credit cards 54
43
163
139
Installment and other revolving 1
3
2
7
Commercial banking —
12
2
14
Total $ 120
$ 113
$ 348
$ 368
International
Residential first mortgages $ 3
$ 3
$ 8
$ 9
Credit cards 48
41
136
115
Installment and other revolving 25
24
71
70
Commercial banking —
21
—
36
Total $ 76
$ 89
$ 215
$ 230

Corporate Loans

Corporate loans represent loans and leases managed by ICG. The following table presents information by corporate loan type:


In millions of dollars	September 30, 2017			December 31, 2016			March 31, 2019			December 31, 2018
In U.S. offices
Commercial and industrial	$	51,679		$	49,586		$	56,698		$	52,063
Financial institutions	37,203			35,517			49,985			48,447
Mortgage and real estate⁽¹⁾	43,274			38,691			49,746			50,124
Installment, revolving credit and other	32,464			34,501			32,768			33,247
Lease financing	1,493			1,518			1,405			1,429
	$	166,113		$	159,813		$	190,602		$	185,310
In offices outside the U.S.
Commercial and industrial	$	93,107		$	81,882		$	97,844		$	94,701
Financial institutions	33,050			26,886			39,155			36,837
Mortgage and real estate⁽¹⁾	6,383			5,363			7,005			7,376
Installment, revolving credit and other	23,830			19,965			24,868			25,684
Lease financing	216			251			95			103
Governments and official institutions	5,628			5,850			3,698			4,520
	$	162,214		$	140,197		$	172,665		$	169,221
Total corporate loans	$	328,327		$	300,010		$	363,267		$	354,531
Net unearned income	$	(720	)	$	(704	)	$	(808	)	$	(822	)
Corporate loans, net of unearned income	$	327,607		$	299,306		$	362,459		$	353,709


(1)	Loans secured primarily by real estate.

The Company sold and/or reclassified to held-for-sale $0.1 billion ~~and $0.6 billion~~ of corporate loans during the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2019 and ~~$1.3 billion and $2.6 billion during the three and nine months ended September 30, 2016, respectively.~~2018. The Company did not have significant purchases of corporate loans classified as held-for-investment for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2019 or ~~2016.~~2018.

Lease financing

Citi is a lessor in the power, railcars, shipping and aircraft sectors, where the Company has executed operating, direct financing and leveraged leases. Citi’s $1.5 billion of lease financing receivables, as of March 31, 2019, is composed of approximately equal balances of direct financing lease receivables and net investments in leveraged leases. Citi uses the interest rate implicit in the lease to determine the present value of its lease financing receivables. Citi recognized $21 million of interest income on direct financing and leveraged leases during the three months ended March 31, 2019.

The Company’s leases have an average remaining maturity of approximately 4 years. In certain cases, Citi obtains residual value insurance from third parties and/or the lessee to manage the risk associated with the residual value of the leased assets. The receivable related to the residual value of the leased assets is approximately $0.9 billion as of March 31, 2019, while the amount covered by residual value guarantees is approximately $0.3 billion.

The Company’s operating leases, where Citi is a lessor, are not significant to the consolidated financial statements.

Corporate Loan Delinquency and Non-Accrual Details at ~~September 30, 2017~~March 31, 2019



In millions of dollars	30–89 days past due and accruing⁽¹⁾		≥ 90 days past due and accruing⁽¹⁾		Total past due and accruing		Total non-accrual⁽²⁾		Total current⁽³⁾		Total loans⁽⁴⁾
Commercial and industrial	$	455	$	125	$	580	$	1,177	$	151,074	$	152,831
Financial institutions	301		136		437		92		86,487		87,016
Mortgage and real estate	191		—		191		182		56,359		56,732
Leases	16		19		35		—		1,465		1,500
Other	128		76		204		31		60,291		60,526
Loans at fair value											3,854
Total	$	1,091	$	356	$	1,447	$	1,482	$	355,676	$	362,459

In millions of dollars
30–89 days
past due
and accruing⁽¹⁾
≥ 90 days
past due and
accruing⁽¹⁾
Total past due
and accruing
Total
non-accrual⁽²⁾
Total
current⁽³⁾
Total
loans ⁽⁴⁾
Commercial and industrial $ 208
$ 58
$ 266
$ 1,468
$ 139,508
$ 141,242
Financial institutions 348
1
349
224
69,232
69,805
Mortgage and real estate 280
9
289
169
49,176
49,634
Leases 31
18
49
60
1,590
1,699
Other 402
30
432
133
60,381
60,946
Loans at fair value

4,281
Purchased distressed loans

—
Total $ 1,269
$ 116
$ 1,385
$ 2,054
$ 319,887
$ 327,607

Corporate Loan Delinquency and Non-Accrual Details at December 31, ~~2016~~2018


In millions of dollars	30–89 days past due and accruing⁽¹⁾		≥ 90 days past due and accruing⁽¹⁾		Total past due and accruing		Total non-accrual⁽²⁾		Total current⁽³⁾		Total loans ⁽⁴⁾		30–89 days past due and accruing⁽¹⁾		≥ 90 days past due and accruing⁽¹⁾		Total past due and accruing		Total non-accrual⁽²⁾		Total current⁽³⁾		Total loans⁽⁴⁾
Commercial and industrial	$	143	$	52	$	195	$	1,909	$	127,012	$	129,116	$	365	$	42	$	407	$	919	$	143,960	$	145,286
Financial institutions	119		2		121		185		61,254		61,560		87		7		94		102		83,672		83,868
Mortgage and real estate	148		137		285		139		43,607		44,031		128		5		133		215		57,116		57,464
Leases	27		8		35		56		1,678		1,769		5		10		15		—		1,516		1,531
Other	349		12		361		132		58,880		59,373		151		52		203		75		62,079		62,357
Loans at fair value											3,457												3,203
Purchased distressed loans											—
Total	$	786	$	211	$	997	$	2,421	$	292,431	$	299,306	$	736	$	116	$	852	$	1,311	$	348,343	$	353,709


(1)	Corporate loans that are 90 days past due are generally classified as non-accrual. Corporate loans are considered past due when principal or interest is contractually due but unpaid.


(2)	Non-accrual loans generally include those loans that are ≥ 90 days or more past due or those loans for which Citi believes, based on actual experience and a forward-looking assessment of the collectability of the loan in full, that the payment of interest or principal is doubtful.


(3)	Loans less than 30 days past due are presented as current.


(4)	Total loans include loans at fair value, which are not included in the various delinquency columns.

Corporate Loans Credit Quality Indicators


	Recorded investment in loans⁽¹⁾				Recorded investment in loans⁽¹⁾
In millions of dollars	September 30, 2017		December 31, 2016		March 31, 2019		December 31, 2018
Investment grade⁽²⁾
Commercial and industrial	$	100,024	$	87,201	$	108,423	$	102,722
Financial institutions	58,666		50,597		75,708		73,080
Mortgage and real estate	22,102		18,718		25,068		25,855
Leases	1,117		1,303		1,229		1,036
Other	55,231		52,828		53,919		57,299
Total investment grade	$	237,140	$	210,647	$	264,347	$	259,992
Non-investment grade⁽²⁾
Accrual
Commercial and industrial	$	39,750	$	39,874	$	43,230	$	41,645
Financial institutions	10,916		10,873		11,216		10,686
Mortgage and real estate	2,256		1,821		3,468		3,793
Leases	522		410		271		496
Other	5,580		6,450		6,577		4,981
Non-accrual
Commercial and industrial	1,468		1,909		1,177		919
Financial institutions	224		185		92		102
Mortgage and real estate	169		139		182		215
Leases	60		56		—		—
Other	133		132		31		75
Total non-investment grade	$	61,078	$	61,849	$	66,244	$	62,912
Non-rated private bank loans managed on a delinquency basis⁽²⁾	$	25,108	$	23,353	$	28,014	$	27,602
Loans at fair value	4,281		3,457		3,854		3,203
Corporate loans, net of unearned income	$	327,607	$	299,306	$	362,459	$	353,709


(1)	Recorded investment in a loan includes net deferred loan fees and costs, unamortized premium or discount, less any direct write-downs.


(2)	Held-for-investment loans are accounted for on an amortized cost basis.

Non-Accrual Corporate Loans

The following tables present non-accrual loan information by corporate loan type and interest income recognized on non-accrual corporate loans:


	September 30, 2017								Three Months Ended September 30, 2017		Nine Months Ended September 30, 2017		March 31, 2019								Three Months Ended March 31, 2019
In millions of dollars	Recorded investment⁽¹⁾		Unpaid principal balance		Related specific allowance		Average carrying value⁽²⁾		Interest income recognized⁽³⁾		Interest income recognized⁽³⁾		Recorded investment⁽¹⁾		Unpaid principal balance		Related specific allowance		Average carrying value⁽²⁾		Interest income recognized⁽³⁾
Non-accrual corporate loans
Commercial and industrial	$	1,468	$	1,682	$	336	$	1,648	$	10	$	20	$	1,177	$	1,336	$	127	$	1,079	$	14
Financial institutions	224		340		27		236		—		—		92		113		34		101		—
Mortgage and real estate	169		293		9		169		—		9		182		376		15		231		—
Lease financing	60		60		4		62		—		—		—		—		—		10		—
Other	133		240		1		115		1		1		31		117		19		69		—
Total non-accrual corporate loans	$	2,054	$	2,615	$	377	$	2,230	$	11	$	30	$	1,482	$	1,942	$	195	$	1,490	$	14


	December 31, 2016								December 31, 2018
In millions of dollars	Recorded investment⁽¹⁾		Unpaid principal balance		Related specific allowance		Average carrying value⁽²⁾		Recorded investment⁽¹⁾		Unpaid principal balance		Related specific allowance		Average carrying value⁽²⁾
Non-accrual corporate loans
Commercial and industrial	$	1,909	$	2,259	$	362	$	1,919	$	919	$	1,070	$	183	$	1,099
Financial institutions	185		192		16		183		102		123		35		99
Mortgage and real estate	139		250		10		174		215		323		39		233
Lease financing	56		56		4		44		—		28		—		21
Other	132		197		—		87		75		165		6		83
Total non-accrual corporate loans	$	2,421	$	2,954	$	392	$	2,407	$	1,311	$	1,709	$	263	$	1,535


	September 30, 2017				December 31, 2016				March 31, 2019				December 31, 2018
In millions of dollars	Recorded investment⁽¹⁾		Related specific allowance		Recorded investment⁽¹⁾		Related specific allowance		Recorded investment⁽¹⁾		Related specific allowance		Recorded investment⁽¹⁾		Related specific allowance
Non-accrual corporate loans with valuation allowances
Commercial and industrial	$	919	$	336	$	1,343	$	362	$	450	$	127	$	603	$	183
Financial institutions	58		27		45		16		64		34		76		35
Mortgage and real estate	34		9		41		10		83		15		100		39
Lease financing	48		4		55		4		—		—		—		—
Other	3		1		1		—		14		19		24		6
Total non-accrual corporate loans with specific allowance	$	1,062	$	377	$	1,485	$	392	$	611	$	195	$	803	$	263
Non-accrual corporate loans without specific allowance
Commercial and industrial	$	549			$	566			$	727			$	316
Financial institutions	166				140				28				26
Mortgage and real estate	135				98				99				115
Lease financing	12				1				—				—
Other	130				131				17				51
Total non-accrual corporate loans without specific allowance	$	992	N/A		$	936	N/A		$	871	N/A		$	508	N/A


(1)	Recorded investment in a loan includes net deferred loan fees and costs, unamortized premium or discount, less any direct write-downs.


(2)	Average carrying value represents the average recorded investment balance and does not include related specific allowance.


(3)	Interest income recognized for the ~~three- and nine-month periods~~three months ended ~~September 30, 2016~~March 31, 2018 was ~~$10 million and $36~~$4 million.

N/A Not applicable

Corporate Troubled Debt Restructurings

~~At and for~~For the three months ended ~~September 30, 2017:~~March 31, 2019:



In millions of dollars	Carrying value of TDRs modified during the period		TDRs involving changes in the amount and/or timing of principal payments⁽¹⁾		TDRs involving changes in the amount and/or timing of interest payments⁽²⁾		TDRs involving changes in the amount and/or timing of both principal and interest payments
Commercial and industrial	$	16	$	—	$	—	$	16
Mortgage and real estate	4		—		—		4
Total	$	20	$	—	$	—	$	20

In millions of dollars
Carrying
Value
TDRs
involving changes
in the amount
and/or timing of
principal payments⁽¹⁾
TDRs
involving changes
in the amount
and/or timing of
interest payments⁽²⁾
TDRs
involving changes
in the amount
and/or timing of
both principal and
interest payments
Commercial and industrial $ 175
$ 99
$ —
$ 76
Mortgage and real estate 14
—
—
14
Total $ 189
$ 99
$ —
$ 90

~~At and for~~For the three months ended ~~September 30, 2016:~~March 31, 2018:



In millions of dollars	Carrying value of TDRs modified during the period		TDRs involving changes in the amount and/or timing of principal payments⁽¹⁾		TDRs involving changes in the amount and/or timing of interest payments⁽²⁾		TDRs involving changes in the amount and/or timing of both principal and interest payments
Commercial and industrial	$	2	$	—	$	—	$	2
Mortgage and real estate	1		—		—		1
Total	$	3	$	—	$	—	$	3

In millions of dollars
Carrying
Value
TDRs
involving changes
in the amount
and/or timing of
principal payments⁽¹⁾
TDRs
involving changes
in the amount
and/or timing of
interest payments⁽²⁾
TDRs
involving changes
in the amount
and/or timing of
both principal and
interest payments
Commercial and industrial $ 112
$ 103
$ 2
$ 7
Financial institutions 10
10
—
—
Mortgage and real estate 2
1
—
1
Total $ 124
$ 114
$ 2
$ 8

~~At and for the nine months ended September 30, 2017:~~

In millions of dollars
Carrying
Value
TDRs
involving changes
in the amount
and/or timing of
principal payments⁽¹⁾
TDRs
involving changes
in the amount
and/or timing of
interest payments⁽²⁾
TDRs
involving changes
in the amount
and/or timing of
both principal and
interest payments
Commercial and industrial $ 463
$ 131
$ —
$ 332
Financial institutions 15
—
—
15
Mortgage and real estate 18
—
—
18
Total $ 496
$ 131
$ —
$ 365

~~At and for the nine months ended September 30, 2016:~~

In millions of dollars
Carrying
Value
TDRs
involving changes
in the amount
and/or timing of
principal payments⁽¹⁾
TDRs
involving changes
in the amount
and/or timing of
interest payments⁽²⁾
TDRs
involving changes
in the amount
and/or timing of
both principal and
interest payments
Commercial and industrial $ 316
$ 176
$ 34
$ 106
Financial institutions 10
10
—
—
Mortgage and real estate 7
1
—
6
Other 142
—
142
—
Total $ 475
$ 187
$ 176
$ 112

(1)

TDRs involving changes in the amount or timing of principal payments may involve principal forgiveness or deferral of periodic and/or final principal payments. Because forgiveness of principal is rare for corporate loans, modifications typically have little to no impact on the loans’ projected cash flows and thus little to no impact on the allowance established for the loans. Charge-offs for amounts deemed uncollectable may be recorded at the time of the restructuring or may have already been recorded in prior periods such that no charge-off is required at the time of the modification.


(2)	TDRs involving changes in the amount or timing of interest payments may involve a below-market interest rate.

The following table presents total corporate loans modified in a TDR as well as those TDRs that defaulted and for which the payment default occurred within one year of a permanent modification. Default is defined as 60 days past due, except for classifiably managed commercial banking loans, where default is defined as 90 days past due.



In millions of dollars	TDR balances at March 31, 2019		TDR loans in payment default during the three months ended March 31, 2019		TDR balances at March 31, 2018		TDR loans in payment default during the three months ended March 31, 2018
Commercial and industrial	$	410	$	—	$	507	$	59
Financial institutions	13		—		40		—
Mortgage and real estate	112		—		98		—
Other	4		—		41		—
Total⁽¹⁾	$	539	$	—	$	686	$	59

In millions of dollars TDR balances at September 30, 2017
TDR loans in payment default during the three months ended
September 30, 2017
TDR loans in payment default nine months ended September 30, 2017
TDR balances at
September 30, 2016
TDR loans in payment default during the three months ended
September 30, 2016
TDR loans in payment default during the nine months ended
September 30, 2016
Commercial and industrial $ 686
$ —
$ 12
$ 394
$ —
$ 7
Loans to financial institutions 24
—
3
10
—
—
Mortgage and real estate 84
—
—
80
—
—
Other 155
—
—
291
—
—
Total⁽¹⁾
$ 949
$ —
$ 15
$ 775
$ —
$ 7


(1)	The above ~~tables reflect~~table reflects activity for loans outstanding that were considered TDRs as of the end of the reporting ~~period that were considered TDRs.~~period.

14. ALLOWANCE FOR CREDIT LOSSES


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2017			2016			2019			2018
Allowance for loan losses at beginning of period	$	12,025		$	12,304		$	12,060		$	12,626		$	12,315		$	12,355
Gross credit losses	(2,120		)	(1,948		)	(6,394		)	(6,139		)	(2,345		)	(2,296		)
Gross recoveries⁽¹⁾	343			423			1,198			1,274			397			429
Net credit losses (NCLs)	$	(1,777	)	$	(1,525	)	$	(5,196	)	$	(4,865	)	$	(1,948	)	$	(1,867	)
NCLs	$	1,777		$	1,525		$	5,196		$	4,865		$	1,948		$	1,867
Net reserve builds	419			258			466			210
Net specific reserve releases	(50		)	(37		)	(175		)	(53		)
Net reserve builds (releases)													67			102
Net specific reserve builds (releases)													(71		)	(166		)
Total provision for loan losses	$	2,146		$	1,746		$	5,487		$	5,022		$	1,944		$	1,803
Other, net (see table below)	(28		)	(86		)	15			(344		)	18			63
Allowance for loan losses at end of period	$	12,366		$	12,439		$	12,366		$	12,439		$	12,329		$	12,354
Allowance for credit losses on unfunded lending commitments at beginning of period	$	1,406		$	1,432		$	1,418		$	1,402		$	1,367		$	1,258
Release for unfunded lending commitments	(175		)	(45		)	(190		)	(4		)
Provision (release) for unfunded lending commitments													24			28
Other, net	1			1			4			(10		)	—			4
Allowance for credit losses on unfunded lending commitments at end of period⁽²⁾	$	1,232		$	1,388		$	1,232		$	1,388		$	1,391		$	1,290
Total allowance for loans, leases and unfunded lending commitments	$	13,598		$	13,827		$	13,598		$	13,827		$	13,720		$	13,644


(1)	Recoveries have been reduced by certain collection costs that are incurred only if collection efforts are successful.


(2)	Represents additional credit loss reserves for unfunded lending commitments and letters of credit recorded in Other liabilities on the Consolidated Balance Sheet.



Other, net details	Three Months Ended March 31,
In millions of dollars	2019			2018
Sales or transfers of various consumer loan portfolios to HFS
Transfer of real estate loan portfolios	$	—		$	(53	)
Transfer of other loan portfolios	—			(2		)
Sales or transfers of various consumer loan portfolios to HFS	$	—		$	(55	)
FX translation, consumer	26			118
Other	(8		)	—
Other, net	$	18		$	63

Other, net details Three Months Ended September 30, Nine Months Ended
September 30,
In millions of dollars 2017 2016 2017 2016
Sales or transfers of various consumer loan portfolios to held-for-sale
Transfer of real estate loan portfolios $ (28 ) $ (50 ) $ (84 ) $ (103 )
Transfer of other loan portfolios (6 ) (8 ) (130 ) (204 )
Sales or transfers of various consumer loan portfolios to held-for-sale $ (34 ) $ (58 ) $ (214 ) $ (307 )
FX translation, consumer 7
(46 ) 221
(58 )
Other (1 ) 18
8
21
Other, net $ (28 ) $ (86 ) $ 15
$ (344 )

Allowance for Credit Losses and ~~Investment in~~End-of-Period Loans


	Three Months Ended																		Three Months Ended
	September 30, 2017									September 30, 2016									March 31, 2019									March 31, 2018
In millions of dollars	Corporate			Consumer			Total			Corporate			Consumer			Total			Corporate			Consumer			Total			Corporate			Consumer			Total
Allowance for loan losses at beginning of period	$	2,510		$	9,515		$	12,025		$	2,872		$	9,432		$	12,304		$	2,365		$	9,950		$	12,315		$	2,486		$	9,869		$	12,355
Charge-offs	(49		)	(2,071		)	(2,120		)	(63		)	(1,885		)	(1,948		)	(73		)	(2,272		)	(2,345		)	(139		)	(2,157		)	(2,296		)
Recoveries	6			337			343			23			400			423			17			380			397			43			386			429
Replenishment of net charge-offs	43			1,734			1,777			40			1,485			1,525			56			1,892			1,948			96			1,771			1,867
Net reserve builds (releases)	(60		)	479			419			(110		)	368			258			7			60			67			(19		)	121			102
Net specific reserve builds (releases)	21			(71		)	(50		)	(1		)	(36		)	(37		)	(61		)	(10		)	(71		)	(155		)	(11		)	(166		)
Other	3			(31		)	(28		)	5			(91		)	(86		)	(8		)	26			18			3			60			63
Ending balance	$	2,474		$	9,892		$	12,366		$	2,766		$	9,673		$	12,439		$	2,303		$	10,026		$	12,329		$	2,315		$	10,039		$	12,354



	March 31, 2019						December 31, 2018
In millions of dollars	Corporate		Consumer		Total		Corporate		Consumer		Total
Allowance for loan losses
Collectively evaluated in accordance with ASC 450	$	2,108	$	8,853	$	10,961	$	2,102	$	8,770	$	10,872
Individually evaluated in accordance with ASC 310-10-35	195		1,171		1,366		263		1,178		1,441
Purchased credit impaired in accordance with ASC 310-30	—		2		2		—		2		2
Total allowance for loan losses	$	2,303	$	10,026	$	12,329	$	2,365	$	9,950	$	12,315
Loans, net of unearned income
Collectively evaluated in accordance with ASC 450	$	357,210	$	314,454	$	671,664	$	349,292	$	325,055	$	674,347
Individually evaluated in accordance with ASC 310-10-35	1,395		5,288		6,683		1,214		5,284		6,498
Purchased credit impaired in accordance with ASC 310-30	—		125		125		—		128		128
Held at fair value	3,854		20		3,874		3,203		20		3,223
Total loans, net of unearned income	$	362,459	$	319,887	$	682,346	$	353,709	$	330,487	$	684,196

Nine Months Ended
September 30, 2017 September 30, 2016
In millions of dollars Corporate Consumer Total Corporate Consumer Total
Allowance for loan losses at beginning of period $ 2,702
$ 9,358
$ 12,060
$ 2,791
$ 9,835
$ 12,626
Charge-offs (248 ) (6,146 ) (6,394 ) (445 ) (5,694 ) (6,139 )
Recoveries 91
1,107
1,198
52
1,222
1,274
Replenishment of net charge-offs 157
5,039
5,196
393
4,472
4,865
Net reserve builds (releases) (230 ) 696
466
(122 ) 332
210
Net specific reserve builds (releases) (18 ) (157 ) (175 ) 89
(142 ) (53 )
Other 20
(5 ) 15
8
(352 ) (344 )
Ending balance $ 2,474
$ 9,892
$ 12,366
$ 2,766
$ 9,673
$ 12,439

September 30, 2017 December 31, 2016
In millions of dollars Corporate Consumer Total Corporate Consumer Total
Allowance for loan losses

Collectively evaluated in accordance with ASC 450 $ 2,098
$ 8,550
$ 10,648
$ 2,310
$ 7,744
$ 10,054
Individually evaluated in accordance with ASC 310-10-35 376
1,337
1,713
392
1,608
2,000
Purchased credit-impaired in accordance with ASC 310-30 —
5
5
—
6
6
Total allowance for loan losses $ 2,474
$ 9,892
$ 12,366
$ 2,702
$ 9,358
$ 12,060
Loans, net of unearned income

Collectively evaluated in accordance with ASC 450 $ 321,239
$ 318,615
$ 639,854
$ 293,294
$ 317,048
$ 610,342
Individually evaluated in accordance with ASC 310-10-35 2,087
6,757
8,844
2,555
7,799
10,354
Purchased credit-impaired in accordance with ASC 310-30 —
177
177
—
187
187
Held at fair value 4,281
27
4,308
3,457
29
3,486
Total loans, net of unearned income $ 327,607
$ 325,576
$ 653,183
$ 299,306
$ 325,063
$ 624,369

15. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The changes in Goodwill were as follows:



In millions of dollars	Global Consumer Banking		Institutional Clients Group			Corporate/Other		Total
Balance at December 31, 2018	$	12,743	$	9,303		$	—	$	22,046
Foreign currency translation and other	—		(9		)	—		(9		)
Balance at March 31, 2019	$	12,743	$	9,294		$	—	$	22,037

There were no triggering events identified and no goodwill was impaired during the first quarter of 2019.

Goodwill impairment testing is performed at the level below each business segment (referred to as a reporting

unit). See Note 3 for further information on business

segments. For additional information regarding Citi’s goodwill impairment testing process, see Notes 1 and 16 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

~~Goodwill~~

~~The changes in~~ ~~Goodwill~~ ~~were as follows:~~

In millions of dollars
Balance, December 31, 2016 $ 21,659
Foreign exchange translation and other $ 634
Impairment of goodwill ⁽¹⁾
(28 )
Balance at March 31, 2017 $ 22,265
Foreign exchange translation and other $ 156
Impairment of goodwill —
Divestitures⁽²⁾
(72 )
Balance at June 30, 2017 $ 22,349
Foreign exchange translation and other

$ (4 )
Balance at September 30, 2017 $ 22,345


~~(1)~~	~~Full impairment of the allocated goodwill related to the transferred mortgage servicing business upon transfer from~~ ~~North America GCB~~ to ~~Citi Holdings—REL~~ ~~effective January 1, 2017.~~


~~(2)~~	Goodwill allocated to the sale of the Fixed Income Analytics and Index businesses classified as held-for-sale during the second quarter of 2017. The sale was completed during the third quarter of 2017. See Note 2 to the Consolidated Financial Statements.

~~For additional information on transfer of goodwill and results of interim testing performed during the first half of 2017, see Note 15 in Citi’s Second Quarter of 2017 Form 10-Q.~~

The Company performed its annual goodwill impairment test as of July 1, 2017. The fair values of the Company’s reporting units exceeded their carrying values and did not indicate a risk of impairment, except for ~~Citi Holdings—Consumer Latin America~~ ~~reporting unit.~~

~~Citi Holdings—Consumer Latin America~~ ~~reporting unit only marginally exceeded its carrying value. While there was no indication of impairment, the $16 million of goodwill present in~~ ~~Citi Holdings—Consumer Latin America~~ may be particularly sensitive to further deterioration in economic conditions. The fair value as a percentage of allocated book value as of September 30, 2017 was 103%. There were no other triggering events identified during the third quarter of 2017.

~~The following table shows reporting units with goodwill balances as of September 30, 2017 and the fair value as a percentage of allocated book value as of the 2017 annual goodwill impairment test:~~

In millions of dollars
Reporting unit Goodwill Fair value as a % of allocated book value
North America Global Consumer Banking $ 6,732
157 %
Asia Global Consumer Banking
4,893
143
Latin America Global Consumer Banking 1,174
191
ICG—Banking
2,986
268
ICG—Markets and Securities Services
6,544
132
Citi Holdings—Consumer Latin America⁽¹⁾
16
103
Total as of September 30, 2017 $ 22,345


~~(1)~~	~~All Citi Holdings reporting units are presented in the~~ ~~Corporate/Other~~ ~~segment beginning in the first quarter of 2017.~~

Intangible Assets

The components of intangible assets were as follows:



	March 31, 2019						December 31, 2018
In millions of dollars	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount
Purchased credit card relationships	$	5,734	$	3,985	$	1,749	$	5,733	$	3,936	$	1,797
Credit card contract-related intangibles⁽¹⁾	5,375		2,875		2,500		5,225		2,791		2,434
Core deposit intangibles	424		422		2		419		415		4
Other customer relationships	453		288		165		470		299		171
Present value of future profits	33		29		4		32		29		3
Indefinite-lived intangible assets	220		—		220		218		—		218
Other	84		79		5		84		75		9
Intangible assets (excluding MSRs)	$	12,323	$	7,678	$	4,645	$	12,181	$	7,545	$	4,636
Mortgage servicing rights (MSRs)⁽²⁾	551		—		551		584		—		584
Total intangible assets	$	12,874	$	7,678	$	5,196	$	12,765	$	7,545	$	5,220

September 30, 2017 December 31, 2016
In millions of dollars
Gross
carrying
amount
Accumulated
amortization
Net
carrying
amount
Gross
carrying
amount
Accumulated
amortization
Net
carrying
amount
Purchased credit card relationships $ 5,377
$ 3,798
$ 1,579
$ 8,215
$ 6,549
$ 1,666
Credit card contract related intangibles⁽¹⁾
5,045
2,357
2,688
5,149
2,177
2,972
Core deposit intangibles 670
656
14
801
771
30
Other customer relationships 462
269
193
474
272
202
Present value of future profits 35
31
4
31
27
4
Indefinite-lived intangible assets 232
—
232
210
—
210
Other 113
91
22
504
474
30
Intangible assets (excluding MSRs) $ 11,934
$ 7,202
$ 4,732
$ 15,384
$ 10,270
$ 5,114
Mortgage servicing rights (MSRs)⁽²⁾
553
—
553
1,564
—
1,564
Total intangible assets $ 12,487
$ 7,202
$ 5,285
$ 16,948
$ 10,270
$ 6,678

~~The changes in intangible assets were as follows:~~

Net carrying
amount at
Net carrying
amount at
In millions of dollars December 31,
2016
Acquisitions/
divestitures
Amortization FX translation and other September 30,
2017
Purchased credit card relationships $ 1,666
$ 20
$ (109 ) $ 2
$ 1,579
Credit card contract related intangibles⁽¹⁾
2,972
9
(295 ) 2
2,688
Core deposit intangibles 30
—
(18 ) 2
14
Other customer relationships 202
—
(17 ) 8
193
Present value of future profits 4
—
—
—
4
Indefinite-lived intangible assets 210
—
—
22
232
Other 30
(14 ) (11 ) 17
22
Intangible assets (excluding MSRs) $ 5,114
$ 15
$ (450 ) $ 53
$ 4,732
Mortgage servicing rights (MSRs)⁽²⁾
1,564
553
Total intangible assets $ 6,678
$ 5,285


(1)	Primarily reflects contract-related intangibles associated with the American Airlines, ~~Sears,~~ The Home Depot, Costco, Sears and AT&T credit card program agreements, which represented 97% of the aggregate net carrying amount as of March 31, 2019 and December 31, 2018.


(2)	For additional information on Citi’s MSRs, see Note 18 to the Consolidated Financial Statements.

The changes in intangible assets were as follows:



	Net carrying amount at									Net carrying amount at
In millions of dollars	December 31, 2018		Acquisitions/ divestitures		Amortization			FX translation and other		March 31, 2019
Purchased credit card relationships⁽¹⁾	$	1,797	$	—	$	(48	)	$	—	$	1,749
Credit card contract-related intangibles⁽²⁾	2,434		—		(84		)	150		2,500
Core deposit intangibles	4		—		(2		)	—		2
Other customer relationships	171		—		(6		)	—		165
Present value of future profits	3		—		—			1		4
Indefinite-lived intangible assets	218		—		—			2		220
Other	9		—		(4		)	—		5
Intangible assets (excluding MSRs)	$	4,636	$	—	$	(144	)	$	153	$	4,645
Mortgage servicing rights (MSRs)⁽³⁾	584									551
Total intangible assets	$	5,220								$	5,196


(1)	Reflects intangibles for the value of cardholder relationships, which are discrete from partner contract intangibles and include credit card accounts primarily in the Costco, Macy’s and Sears portfolios. The increase since December 31, 2018 reflects the purchase of certain rights related to credit card accounts in the Sears portfolio.


(2)	Primarily reflects contract-related intangibles associated with the American Airlines, The Home Depot, Costco, Sears and AT&T credit card program agreements, which represented 97% of the aggregate net carrying amount at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018.


~~(2)~~(3)	For additional information on Citi’s MSRs, including the rollforward for the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2019, see Note 18 to the Consolidated Financial Statements.

16. DEBT

For additional information regarding Citi’s short-term borrowings and long-term debt, see Note 17 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Short-Term Borrowings



In millions of dollars	March 31, 2019		December 31, 2018
Commercial paper
Bank⁽¹⁾	$	13,060	$	13,238
Broker-dealer and other⁽²⁾	1,974		—
Total commercial paper	$	15,034	$	13,238
Other borrowings⁽³⁾	24,288		19,108
Total	$	39,322	$	32,346

In millions of dollars September 30,
2017 December 31,
2016
Commercial paper $ 10,033
$ 9,989
Other borrowings⁽¹⁾
28,116
20,712
Total $ 38,149
$ 30,701


(1)	Represents Citibank entities as well as other bank entities.


(2)	Represents broker-dealer and other non-bank subsidiaries that are consolidated into Citigroup Inc., the parent holding company.


(3)	Includes borrowings from Federal Home Loan Banks and other market participants. At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, collateralized short-term advances from the Federal Home Loan Banks were ~~$16.6~~$13.3 billion and ~~$12.0~~$9.5 billion, respectively.

Long-Term Debt


In millions of dollars	September 30, 2017		December 31, 2016		March 31, 2019		December 31, 2018
Citigroup Inc.⁽¹⁾	$	151,914	$	147,333	$	149,830	$	143,767
Bank⁽²⁾	62,078		49,454		61,522		61,237
Broker-dealer and other⁽³⁾	18,681		9,391		32,214		26,995
Total	$	232,673	$	206,178	$	243,566	$	231,999


(1)	Represents the parent holding company.


(2)	Represents Citibank entities as well as other bank entities. At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, collateralized long-term advances from the Federal Home Loan Banks were ~~$19.8~~$10.5 billion and ~~$21.6~~$10.5 billion, respectively.


(3)	Represents broker-dealer and other non-bank subsidiaries that are consolidated into Citigroup Inc., the parent holding company.

Long-term debt outstanding includes trust preferred securities with a balance sheet carrying value of $1.7 billion at both ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018.

The following table summarizes Citi’s outstanding trust preferred securities at ~~September 30, 2017:~~March 31, 2019:


								Junior subordinated debentures owned by trust											Junior subordinated debentures owned by trust
Trust	Issuance date	Securities issued	Liquidation value⁽¹⁾		Coupon rate⁽²⁾		Common shares issued to parent	Amount		Maturity	Redeemable by issuer beginning	Issuance date	Securities issued	Liquidation value⁽¹⁾		Coupon rate⁽²⁾		Common shares issued to parent	Amount		Maturity	Redeemable by issuer beginning
In millions of dollars, except share amounts
In millions of dollars, except securities and share amounts												In millions of dollars, except securities and share amounts
Citigroup Capital III	Dec. 1996	194,053	$	194	7.625	%	6,003	$	200	Dec. 1, 2036	Not redeemable	Dec. 1996	194,053	$	194	7.625	%	6,003	$	200	Dec. 1, 2036	Not redeemable
Citigroup Capital XIII	Sept. 2010	89,840,000	2,246		3 mo LIBOR + 637 bps		1,000	2,246		Oct. 30, 2040	Oct. 30, 2015	Sept. 2010	89,840,000	2,246		3 mo LIBOR + 637 bps		1,000	2,246		Oct. 30, 2040	Oct. 30, 2015
Citigroup Capital XVIII	June 2007	99,901	134		3 mo LIBOR + 88.75 bps		50	134		June 28, 2067	June 28, 2017	Jun. 2007	99,901	130		3 mo LIBOR + 88.75 bps		50	130		Jun. 28, 2067	June 28, 2017
Total obligated			$	2,574				$	2,580					$	2,570				$	2,576

Note: Distributions on the trust preferred securities and interest on the subordinated debentures are payable semiannually for Citigroup Capital III and Citigroup Capital XVIII and quarterly for Citigroup Capital XIII.


(1)	Represents the notional value received by outside investors from the trusts at the time of issuance.


(2)	In each case, the coupon rate on the subordinated debentures is the same as that on the trust preferred securities.

17. CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (AOCI)

Changes in each component of Citigroup’s Accumulated other comprehensive income (loss) were as follows:

Three Months Ended ~~September 30, 2017~~March 31, 2019


In millions of dollars	Net unrealized gains (losses) on investment securities			Debt valuation adjustment (DVA)			Cash flow hedges⁽¹⁾			Benefit plans⁽²⁾			Foreign currency translation adjustment (CTA), net of hedges⁽³⁾			Accumulated other comprehensive income (loss)			Net unrealized gains (losses) on debt securities			Debt valuation adjustment (DVA)⁽¹⁾			Cash flow hedges⁽²⁾			Benefit plans⁽³⁾			Foreign currency translation adjustment (CTA), net of hedges⁽⁴⁾			Excluded component of fair value hedges⁽⁵⁾			Accumulated other comprehensive income (loss)
Balance, June 30, 2017	$	(102	)	$	(496	)	$	(445	)	$	(5,311	)	$	(23,545	)	$	(29,899	)
Balance, December 31, 2018																			$	(2,250	)	$	192		$	(728	)	$	(6,257	)	$	(28,070	)	$	(57	)	$	(37,170	)
Other comprehensive income before reclassifications	60			(125		)	(27		)	(71		)	218			55			1,226			(575		)	186			(110		)	58			18			803
Increase (decrease) due to amounts reclassified from AOCI	(126		)	2			35			42			—			(47		)	(91		)	4			100			46			—			—			59
Change, net of taxes	$	(66	)	$	(123	)	$	8		$	(29	)	$	218		$	8		$	1,135		$	(571	)	$	286		$	(64	)	$	58		$	18		$	862
Balance at September 30, 2017	$	(168	)	$	(619	)	$	(437	)	$	(5,340	)	$	(23,327	)	$	(29,891	)
Balance at March 31, 2019																			$	(1,115	)	$	(379	)	$	(442	)	$	(6,321	)	$	(28,012	)	$	(39	)	$	(36,308	)

~~Nine Months Ended September 30, 2017~~

In millions of dollars Net
unrealized
gains (losses)
on investment securities Debt valuation adjustment (DVA)
Cash flow hedges⁽¹⁾
Benefit plans⁽²⁾
Foreign
currency
translation
adjustment (CTA), net of hedges⁽³⁾
Accumulated
other
comprehensive income (loss)
Balance, December 31, 2016 $ (799 ) $ (352 ) $ (560 ) $ (5,164 ) $ (25,506 ) $ (32,381 )
Adjustment to opening balance, net of taxes⁽⁴⁾
504
—
—
—
—
504
Adjusted balance, beginning of period $ (295 ) $ (352 ) $ (560 ) $ (5,164 ) $ (25,506 ) $ (31,877 )
Other comprehensive income before reclassifications 495
(259 ) 59
(293 ) 2,326
2,328
Increase (decrease) due to amounts reclassified from AOCI (368 ) (8 ) 64
117
(147 ) (342 )
Change, net of taxes
$ 127
$ (267 ) $ 123
$ (176 ) $ 2,179
$ 1,986
Balance at September 30, 2017 $ (168 ) $ (619 ) $ (437 ) $ (5,340 ) $ (23,327 ) $ (29,891 )

Three Months Ended ~~September 30, 2016~~March 31, 2018

In millions of dollars Net
unrealized
gains (losses)
on investment securities Debt valuation adjustment (DVA)
Cash flow hedges⁽¹⁾
Benefit
plans⁽²⁾
Foreign
currency
translation
adjustment (CTA), net of hedges⁽³⁾
Accumulated
other
comprehensive income (loss)
Balance, June 30, 2016 $ 2,054
$ 190
$ (149 ) $ (5,608 ) $ (22,602 ) $ (26,115 )
Other comprehensive income before reclassifications (270 ) (197 ) (136 ) (28 ) (375 ) (1,006 )
Increase (decrease) due to amounts reclassified from AOCI (162 ) (3 ) 53
40
—
(72 )
Change, net of taxes
$ (432 ) $ (200 ) $ (83 ) $ 12
$ (375 ) $ (1,078 )
Balance, September 30, 2016 $ 1,622
$ (10 ) $ (232 ) $ (5,596 ) $ (22,977 ) $ (27,193 )

~~Nine Months Ended September 30, 2016~~


In millions of dollars	Net unrealized gains (losses) on investment securities			Debt valuation adjustment (DVA)			Cash flow hedges⁽¹⁾			Benefit plans⁽²⁾			Foreign currency translation adjustment (CTA), net of hedges⁽³⁾			Accumulated other comprehensive income (loss)			Net unrealized gains (losses) on debt securities			Debt valuation adjustment (DVA)⁽¹⁾			Cash flow hedges⁽²⁾			Benefit plans⁽³⁾			Foreign currency translation adjustment (CTA), net of hedges⁽⁴⁾			Excluded component of fair value hedges⁽⁵⁾			Accumulated other comprehensive income (loss)
Balance, December 31, 2015	$	(907	)	$	—		$	(617	)	$	(5,116	)	$	(22,704	)	$	(29,344	)
Balance, December 31, 2017																			$	(1,158	)	$	(921	)	$	(698	)	$	(6,183	)	$	(25,708	)	$	—		$	(34,668	)
Adjustment to opening balance, net of taxes ⁽⁵⁾⁽⁶⁾	—			(15		)	—			—			—			(15		)	(3		)	—			—			—			—			—			(3		)
Adjusted balance, beginning of period	$	(907	)	$	(15	)	$	(617	)	$	(5,116	)	$	(22,704	)	$	(29,359	)	$	(1,161	)	$	(921	)	$	(698	)	$	(6,183	)	$	(25,708	)	$	—		$	(34,671	)
Other comprehensive income before reclassifications	2,781			11			270			(594		)	(273		)	2,195			(949		)	101			(243		)	41			1,120			(4		)	66
Increase (decrease) due to amounts reclassified from AOCI	(252		)	(6		)	115			114			—			(29		)	(109		)	27			21			47			—			—			(14		)
Change, net of taxes	$	2,529		$	5		$	385		$	(480	)	$	(273	)	$	2,166		$	(1,058	)	$	128		$	(222	)	$	88		$	1,120		$	(4	)	$	52
Balance, September 30, 2016	$	1,622		$	(10	)	$	(232	)	$	(5,596	)	$	(22,977	)	$	(27,193	)
Balance, March 31, 2018																			$	(2,219	)	$	(793	)	$	(920	)	$	(6,095	)	$	(24,588	)	$	(4	)	$	(34,619	)


(1)	Changes in DVA are reflected as a component of AOCI, pursuant to the adoption of only the provisions of ASU 2016-01 relating to the presentation of DVA on fair value options liabilities. See Note 1 to the Consolidated Financial Statements in Citi’s 2018 Annual Report on Form 10-K.


(2)	Primarily driven by Citigroup’s pay fixed/receive floating interest rate swap programs that hedge the floating rates on liabilities.


~~(2)~~(3)	Primarily reflects adjustments based on the quarterly actuarial valuations of the Company’s ~~Significant~~significant pension and postretirement plans, annual actuarial valuations of all other plans and amortization of amounts previously recognized in other comprehensive income.

~~(3)~~(4)

Primarily reflects the movements in (by order of impact) the ~~Euro, British pound,~~Mexican peso, Chilean peso, Chinese yuan and ~~Brazilian real~~Russian ruble against the U.S. dollar and changes in related tax effects and hedges for the ~~quarter~~three months ended ~~September 30, 2017.~~March 31, 2019. Primarily reflects the movements in (by order of impact) the Mexican peso, Japanese yen, Euro ~~Korean won,~~ and ~~Polish zloty~~Chinese yuan against the U.S. dollar and changes in related tax effects and hedges for the ~~quarter nine~~three months ended ~~September 30, 2017. Primarily reflects~~March 31, 2018. Amounts recorded in the ~~movements~~CTA component of AOCI remain in ~~(by order~~AOCI until the sale or substantial liquidation of ~~impact)~~ the Mexican peso, Korean won, Japanese yen, and Australian dollar for the quarter ended September 30, 2016. Primarily reflects the movements in (by order of impact) the Mexican peso, Japanese yen, Brazilian real and Korean won against the U.S. dollar, and changes inforeign entity, at which point such amounts related ~~tax effects and hedges for the quarter and nine months ended September 30, 2016.~~

~~(4)~~

~~In the second quarter of 2017, Citi early adopted ASU 2017-08,~~ ~~Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities.~~ Upon adoption, a cumulative effect adjustment was recorded to reduce retained earnings, effective January 1, 2017, for the incremental amortization of cumulative fair value hedge adjustments on callable state and municipal debt securities. For additional information, see Note 1 to the ~~Consolidated Financial Statements.~~

foreign entity are reclassified into earnings.

(5)

Beginning in the first quarter of ~~2016,~~2018, changes in ~~DVA~~the excluded component of fair value hedges are reflected as a component of AOCI, pursuant to the early adoption of ~~only the provisions of~~ ASU ~~2016-01 relating~~2017-12, Targeted Improvements to ~~the presentation of DVA on fair value option liabilities.~~Accounting for Hedging Activities. See Note 1 to the Consolidated Financial Statements in Citi’s 2018 Annual Report on Form 10-K for further information regarding this change.

~~The pretax and after-tax changes in each component of~~ ~~Accumulated other comprehensive income (loss)~~ ~~were as follows:~~

~~Three Months Ended September 30, 2017~~

In millions of dollars Pretax Tax effect After-tax
Balance, June 30, 2017 $ (39,106 ) $ 9,207
$ (29,899 )
Change in net unrealized gains (losses) on investment securities (107 ) 41
(66 )
Debt valuation adjustment (DVA) (195 ) 72
(123 )
Cash flow hedges 12
(4 ) 8
Benefit plans (45 ) 16
(29 )
Foreign currency translation adjustment 285
(67 ) 218
Change $ (50 ) $ 58
$ 8
Balance, September 30, 2017 $ (39,156 ) $ 9,265
$ (29,891 )

~~Nine Months Ended September 30, 2017~~

In millions of dollars Pretax Tax effect After-tax
Balance, December 31, 2016 $ (42,035 ) $ 9,654
$ (32,381 )
Adjustment to opening balance ⁽¹⁾
803
(299 ) 504
Adjusted balance, beginning of period $ (41,232 ) $ 9,355
$ (31,877 )
Change in net unrealized gains (losses) on investment securities 194
(67 ) 127
Debt valuation adjustment (DVA) (422 ) 155
(267 )
Cash flow hedges 198
(75 ) 123
Benefit plans (266 ) 90
(176 )
Foreign currency translation adjustment 2,372
(193 ) 2,179
Change $ 2,076
$ (90 ) $ 1,986
Balance, September 30, 2017 $ (39,156 ) $ 9,265
$ (29,891 )

~~(1)~~(6)

~~In the second quarter of 2017,~~ Citi ~~early~~ adopted ASU ~~2017-08,~~ ~~Receivables-Nonrefundable Fees~~2016-01 and ~~Other Costs (Subtopic 310-20): Premium Amortization~~ASU 2018-03 on ~~Purchased Callable Debt Securities.~~ January 1, 2018. Upon adoption, a cumulative effect adjustment was recorded from AOCI to ~~reduce retained~~Retained earnings ~~effective January 1, 2017,~~ for ~~the incremental amortization of cumulative fair value hedge adjustments~~net unrealized gains on ~~callable state and municipal debt~~former AFS equity securities. For additional information, see Note 1 to the Consolidated Financial ~~Statements.~~Statements in Citi’s 2018 Annual Report on Form 10-K.

The pretax and after-tax changes in each component of Accumulated other comprehensive income (loss) were as follows:

Three Months Ended ~~September 30, 2016~~March 31, 2019



In millions of dollars	Pretax			Tax effect⁽¹⁾			After-tax
Balance, December 31, 2018	$	(44,082	)	$	6,912		$	(37,170	)
Change in net unrealized gains (losses) on debt securities	1,500			(365		)	1,135
Debt valuation adjustment (DVA)	(725		)	154			(571		)
Cash flow hedges	378			(92		)	286
Benefit plans	(68		)	4			(64		)
Foreign currency translation adjustment	69			(11		)	58
Excluded component of fair value hedges	24			(6		)	18
Change	$	1,178		$	(316	)	$	862
Balance, March 31, 2019	$	(42,904	)	$	6,596		$	(36,308	)

In millions of dollars Pretax Tax effect After-tax
Balance, June 30, 2016 $ (33,714 ) $ 7,599
$ (26,115 )
Change in net unrealized gains (losses) on investment securities (686 ) 254
(432 )
Debt valuation adjustment (DVA) (319 ) 119
(200 )
Cash flow hedges (131 ) 48
(83 )
Benefit plans 11
1
12
Foreign currency translation adjustment (313 ) (62 ) (375 )
Change $ (1,438 ) $ 360
$ (1,078 )
Balance, September 30, 2016 $ (35,152 ) $ 7,959
$ (27,193 )

~~Nine~~Three Months Ended ~~September 30, 2016~~

March 31, 2018


In millions of dollars	Pretax			Tax effect			After-tax			Pretax			Tax effect⁽¹⁾			After-tax
Balance, December 31, 2015	$	(38,440	)	$	9,096		$	(29,344	)
Balance, December 31, 2017⁽¹⁾										$	(41,228	)	$	6,560		$	(34,668	)
Adjustment to opening balance ⁽¹⁾⁽²⁾	(26		)	11			(15		)	(4		)	1			(3		)
Adjusted balance, beginning of period	$	(38,466	)	$	9,107		$	(29,359	)	$	(41,232	)	$	6,561		$	(34,671	)
Change in net unrealized gains (losses) on investment securities	4,020			(1,491		)	2,529
Change in net unrealized gains (losses) on debt securities										(1,380		)	322			(1,058		)
Debt valuation adjustment (DVA)	8			(3		)	5			167			(39		)	128
Cash flow hedges	607			(222		)	385			(290		)	68			(222		)
Benefit plans	(747		)	267			(480		)	91			(3		)	88
Foreign currency translation adjustment	(574		)	301			(273		)	1,130			(10		)	1,120
Excluded component of fair value hedges										(5		)	1			(4		)
Change	$	3,314		$	(1,148	)	$	2,166		$	(287	)	$	339		$	52
Balance, September 30, 2016	$	(35,152	)	$	7,959		$	(27,193	)
Balance, March 31, 2018										$	(41,519	)	$	6,900		$	(34,619	)


(1)	~~Represents~~ Includes the ~~($15) million adjustment related~~impact of ASU 2018-02, which transferred amounts from AOCI to Retained earnings. For additional information, see Note 19 to the ~~initial~~Consolidated Financial Statements in Citi’s 2018 Annual Report on Form 10-K.


(2)	Citi adopted ASU 2016-01 and ASU 2018-03 on January 1, 2018. Upon adoption, ~~of ASU 2016-01. See~~a cumulative effect adjustment was recorded from AOCI to Retained earnings for net unrealized gains on former AFS equity securities. For additional information, see Note 1 to the Consolidated Financial ~~Statements.~~Statements in Citi’s 2018 Annual Report on Form 10-K.

The Company recognized pretax ~~gain (loss)~~gains (losses) related to amounts in AOCI reclassified to the Consolidated Statement of Income as follows:


	Increase (decrease) in AOCI due to amounts reclassified to Consolidated Statement of Income						Increase (decrease) in AOCI due to amounts reclassified to Consolidated Statement of Income
	Three Months Ended September 30,			Nine Months Ended September 30,			Three Months Ended March 31,
In millions of dollars	2017			2017			2019
Realized (gains) losses on sales of investments	$	(213	)	$	(626	)	$	(130	)
OTTI gross impairment losses	15			47
Gross impairment losses							3
Subtotal, pretax	$	(198	)	$	(579	)	$	(127	)
Tax effect	72			211			36
Net realized (gains) losses on investment securities, after-tax⁽¹⁾	$	(126	)	$	(368	)
Net realized (gains) losses on investments after-tax⁽¹⁾							$	(91	)
Realized DVA (gains) losses on fair value option liabilities	$	3		$	(13	)	$	5
Subtotal, pretax	$	3		$	(13	)	$	5
Tax effect	(1		)	5			(1		)
Net realized debt valuation adjustment, after-tax	$	2		$	(8	)	$	4
Interest rate contracts	$	48		$	94		$	130
Foreign exchange contracts	7			8			2
Subtotal, pretax	$	55		$	102		$	132
Tax effect	(20		)	(38		)	(32		)
Amortization of cash flow hedges, after-tax⁽²⁾	$	35		$	64		$	100
Amortization of unrecognized
Prior service cost (benefit)	$	(10	)	$	(32	)	$	(4	)
Net actuarial loss	70			203			65
Curtailment/settlement impact⁽³⁾	5			12			—
Subtotal, pretax	$	65		$	183		$	61
Tax effect	(23		)	(66		)	(15		)
Amortization of benefit plans, after-tax⁽³⁾	$	42		$	117		$	46
Foreign currency translation adjustment	$	—		$	(232	)	$	—
Tax effect	—			85			—
Foreign currency translation adjustment	$	—		$	(147	)	$	—
Total amounts reclassified out of AOCI, pretax	$	(75	)	$	(539	)	$	71
Total tax effect	28			197			(12		)
Total amounts reclassified out of AOCI, after-tax	$	(47	)	$	(342	)	$	59


(1)	The pretax amount is reclassified to Realized gains (losses) on sales of investments, net and Gross impairment losses on in the Consolidated Statement of Income. See Note 12 to the Consolidated Financial Statements for additional details.


(2)	See Note 19 to the Consolidated Financial Statements for additional details.


(3)	See Note 8 to the Consolidated Financial Statements for additional details.

The Company recognized pretax ~~gain (loss)~~gains (losses) related to amounts in AOCI reclassified to the Consolidated Statement of Income as follows:


	Increase (decrease) in AOCI due to amounts reclassified to Consolidated Statement of Income						Increase (decrease) in AOCI due to amounts reclassified to Consolidated Statement of Income
	Three Months Ended September 30,			Nine Months Ended September 30,			Three Months Ended March 31,
In millions of dollars	2016			2016			2018
Realized (gains) losses on sales of investments	$	(287	)	$	(673	)	$	(170	)
OTTI gross impairment losses	32			283			27
Subtotal, pretax	$	(255	)	$	(390	)	$	(143	)
Tax effect	93			138			34
Net realized (gains) losses on investment securities, after-tax⁽¹⁾	$	(162	)	$	(252	)	$	(109	)
Realized DVA (gains) losses on fair value option liabilities	$	(5	)	$	(10	)	$	35
Subtotal, pretax	$	(5	)	$	(10	)	$	35
Tax effect	$	2		$	4		(8		)
Net realized debt valuation adjustment, after-tax	$	(3	)	$	(6	)	$	27
Interest rate contracts	$	39		$	96		$	31
Foreign exchange contracts	46			89			(2		)
Subtotal, pretax	$	85		$	185		$	29
Tax effect	(32		)	(70		)	(8		)
Amortization of cash flow hedges, after-tax⁽²⁾	$	53		$	115		$	21
Amortization of unrecognized
Prior service cost (benefit)	$	(10	)	$	(31	)	$	(11	)
Net actuarial loss	73			208			69
Curtailment/settlement impact⁽³⁾	8			9			4
Subtotal, pretax	$	71		$	186		$	62
Tax effect	(31		)	(72		)	(15		)
Amortization of benefit plans, after-tax⁽³⁾	$	40		$	114		$	47
Foreign currency translation adjustment	$	—		$	—		$	—
Tax effect							—
Foreign currency translation adjustment							$	—
Total amounts reclassified out of AOCI, pretax	$	(104	)	$	(29	)	$	(17	)
Total tax effect	32			—			3
Total amounts reclassified out of AOCI, after-tax	$	(72	)	$	(29	)	$	(14	)


(1)	The pretax amount is reclassified to Realized gains (losses) on sales of investments, net and Gross impairment losses on in the Consolidated Statement of Income. See Note 12 to the Consolidated Financial Statements for additional details.


(2)	See Note 19 to the Consolidated Financial Statements for additional details.


(3)	See Note 8 to the Consolidated Financial Statements for additional details.

18. SECURITIZATIONS AND VARIABLE INTEREST ENTITIES

For additional information regarding Citi’s use of special purpose entities (SPEs) and variable interest entities (VIEs), see Note 21 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Citigroup’s involvement with consolidated and unconsolidated VIEs with which the Company holds significant variable interests or has continuing involvement through servicing a majority of the assets in a VIE is presented below:



	As of March 31, 2019
							Maximum exposure to loss in significant unconsolidated VIEs⁽¹⁾
							Funded exposures⁽²⁾				Unfunded exposures
In millions of dollars	Total involvement with SPE assets		Consolidated VIE/SPE assets		Significant unconsolidated VIE assets⁽³⁾		Debt investments		Equity investments		Funding commitments		Guarantees and derivatives		Total
Credit card securitizations	$	42,790	$	42,790	$	—	$	—	$	—	$	—	$	—	$	—
Mortgage securitizations⁽⁴⁾
U.S. agency-sponsored	116,062		—		116,062		3,251		—		—		61		3,312
Non-agency-sponsored	32,769		1,424		31,345		500		—		—		1		501
Citi-administered asset-backed commercial paper conduits	17,494		17,494		—		—		—		—		—		—
Collateralized loan obligations (CLOs)	21,612		—		21,612		5,408		—		—		9		5,417
Asset-based financing	105,765		612		105,153		22,940		834		10,394		—		34,168
Municipal securities tender option bond trusts (TOBs)	8,165		1,787		6,378		21		—		4,278		—		4,299
Municipal investments	18,518		1		18,517		2,768		3,932		2,641		—		9,341
Client intermediation	1,649		1,403		246		171		—		—		8		179
Investment funds	1,037		265		772		14		—		20		—		34
Other	62		2		60		49		—		11		—		60
Total	$	365,923	$	65,778	$	300,145	$	35,122	$	4,766	$	17,344	$	79	$	57,311

As of September 30, 2017

Maximum exposure to loss in significant unconsolidated VIEs⁽¹⁾

Funded exposures⁽²⁾
Unfunded exposures
In millions of dollars
Total
involvement
with SPE
assets
Consolidated
VIE / SPE assets
Significant
unconsolidated
VIE assets⁽³⁾
Debt
investments
Equity
investments
Funding
commitments
Guarantees
and
derivatives
Total
Credit card securitizations $ 49,739
$ 49,739
$ —
$ —
$ —
$ —
$ —
$ —
Mortgage securitizations⁽⁴⁾

U.S. agency-sponsored⁽⁵⁾
116,257
—
116,257
2,528
—
—
63
2,591
Non-agency-sponsored 21,123
932
20,191
280
36
—
1
317
Citi-administered asset-backed commercial paper conduits (ABCP) 19,298
19,298
—
—
—
—
—
—
Collateralized loan obligations (CLOs) 19,182
—
19,182
5,690
—
—
9
5,699
Asset-based financing 51,393
672
50,721
15,412
599
5,016
—
21,027
Municipal securities tender option bond trusts (TOBs) 6,777
2,178
4,599
13
—
3,063
—
3,076
Municipal investments 17,830
11
17,819
2,627
3,855
2,345
—
8,827
Client intermediation 2,664
1,131
1,533
782
—
491
6
1,279
Investment funds 2,058
762
1,296
28
8
15
2
53
Other 943
33
910
133
9
38
47
227
Total $ 307,264
$ 74,756
$ 232,508
$ 27,493
$ 4,507
$ 10,968
$ 128
$ 43,096


	As of December 31, 2016																As of December 31, 2018
							Maximum exposure to loss in significant unconsolidated VIEs⁽¹⁾																Maximum exposure to loss in significant unconsolidated VIEs⁽¹⁾
							Funded exposures⁽²⁾				Unfunded exposures												Funded exposures⁽²⁾				Unfunded exposures
In millions of dollars	Total involvement with SPE assets		Consolidated VIE / SPE assets		Significant unconsolidated VIE assets⁽³⁾		Debt investments		Equity investments		Funding commitments		Guarantees and derivatives		Total		Total involvement with SPE assets		Consolidated VIE/SPE assets		Significant unconsolidated VIE assets⁽³⁾		Debt investments		Equity investments		Funding commitments		Guarantees and derivatives		Total
Credit card securitizations	$	50,171	$	50,171	$	—	$	—	$	—	$	—	$	—	$	—	$	46,232	$	46,232	$	—	$	—	$	—	$	—	$	—	$	—
Mortgage securitizations⁽⁴⁾
U.S. agency-sponsored	214,458		—		214,458		3,852		—		—		78		3,930		116,563		—		116,563		3,038		—		—		60		3,098
Non-agency-sponsored	15,965		1,092		14,873		312		35		—		1		348		30,886		1,498		29,388		431		—		—		1		432
Citi-administered asset-backed commercial paper conduits (ABCP)	19,693		19,693		—		—		—		—		—		—
Citi-administered asset-backed commercial paper conduits																	18,750		18,750		—		—		—		—		—		—
Collateralized loan obligations (CLOs)	18,886		—		18,886		5,128		—		—		62		5,190		21,837		—		21,837		5,891		—		—		9		5,900
Asset-based financing	53,168		733		52,435		16,553		475		4,915		—		21,943		99,433		628		98,805		21,640		715		9,757		—		32,112
Municipal securities tender option bond trusts (TOBs)	7,070		2,843		4,227		40		—		2,842		—		2,882		7,998		1,776		6,222		9		—		4,262		—		4,271
Municipal investments	17,679		14		17,665		2,441		3,578		2,580		—		8,599		18,044		3		18,041		2,813		3,922		2,738		—		9,473
Client intermediation	515		371		144		49		—		—		3		52		858		614		244		172		—		—		2		174
Investment funds	2,788		767		2,021		32		120		27		3		182		1,272		440		832		12		—		1		1		14
Other	1,429		607		822		116		11		58		43		228		63		3		60		37		—		23		—		60
Total	$	401,822	$	76,291	$	325,531	$	28,523	$	4,219	$	10,422	$	190	$	43,354	$	361,936	$	69,944	$	291,992	$	34,043	$	4,637	$	16,781	$	73	$	55,534

(1) The definition of maximum exposure to loss is included in the text that follows this table.


(2)	Included on Citigroup’s ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 Consolidated Balance Sheet.


(3)	A significant unconsolidated VIE is an entity ~~where~~in which the Company has any variable interest or continuing involvement considered to be significant, regardless of the likelihood of loss.


(4)	Citigroup mortgage securitizations also include agency and non-agency ~~(private-label)~~(private label) re-securitization activities. These SPEs are not consolidated. See “Re-securitizations” below for further discussion.


~~(5)~~	~~See Note 2 to the Consolidated Financial Statements for more information on the exit of the U.S. mortgage servicing operations and sale of MSRs.~~

The previous tables do not include:

certain venture capital investments made by some of the Company’s private equity subsidiaries, as the Company accounts for these investments in accordance with the Investment Company Audit Guide (codified in ASC 946);

certain investment funds for which the Company provides investment management services and personal estate trusts for which the Company provides administrative, trustee and/or investment management services;

certain VIEs structured by third parties ~~where~~in which the Company holds securities in inventory, as these investments are made on arm’s-length terms;

~~certain positions in mortgage-backed and asset-backed securities held by the Company, which are classified as~~ ~~Trading account assets~~ or ~~Investments~~, where the Company has no other involvement with the related securitization entity deemed to be significant (for more information on these positions, see Notes 12 and 20 to the Consolidated Financial Statements);

~~certain representations and warranties exposures in legacy~~ ~~ICG~~-sponsored mortgage-backed and asset-backed securitizations, where the Company has no variable interest or continuing involvement as servicer. The outstanding balance of mortgage loans securitized during 2005 to 2008 where the Company has no variable interest or continuing involvement as servicer was approximately $9 billion and $10 billion at September 30, 2017 and December 31, 2016, respectively;


•	certain positions in mortgage- and asset-backed securities held by the Company, which are classified as Trading account assets or Investments, in which the Company has no other involvement with the related securitization entity deemed to be significant (for more information on these positions, see Notes 12 and 20 to the Consolidated Financial Statements);

•

certain representations and warranties exposures in legacy ICG-sponsored mortgage- and asset-backed securitizations in which the Company has no variable interest or continuing involvement as servicer. The outstanding balance of mortgage loans securitized during 2005 to 2008 in which the Company has no variable interest or continuing involvement as servicer was approximately $7 billion at March 31, 2019 and December 31, 2018;

certain representations and warranties exposures in Citigroup residential mortgage securitizations, ~~where~~in which the original mortgage loan balances are no longer outstanding; and

VIEs such as trust preferred securities trusts used in connection with the Company’s funding activities. The Company does not have a variable interest in these trusts.

The asset balances for consolidated VIEs represent the carrying amounts of the assets consolidated by the Company. The carrying amount may represent the amortized cost or the current fair value of the assets depending on the legal form of the asset (e.g., loan or security) and the Company’s standard accounting policies for the asset type and line of business.

The asset balances for unconsolidated VIEs ~~where~~in which the Company has significant involvement represent the most current information available to the Company. In most cases, the asset balances represent an amortized cost basis without regard to impairments, unless fair value information is readily available to the Company.

The maximum funded exposure represents the balance sheet carrying amount of the Company’s investment in the VIE. It reflects the initial amount of cash invested in the VIE, adjusted for any accrued interest and cash principal payments received. The carrying amount may also be adjusted for increases or declines in fair value or any impairment in value recognized in earnings. The maximum exposure of unfunded positions represents the remaining undrawn committed amount, including liquidity and credit facilities provided by the Company or the notional amount of a derivative instrument considered to be a variable interest. In certain transactions, the Company has entered into derivative instruments or other arrangements that are not considered variable interests in the VIE (e.g., interest rate swaps, cross-currency swaps or where the Company is the purchaser of credit protection under a credit default swap or total return swap where the Company pays the total return on certain assets to the SPE). Receivables under such arrangements are not included in the maximum exposure amounts.

Funding Commitments for Significant Unconsolidated VIEs—Liquidity Facilities and Loan Commitments

The following table presents the notional amount of liquidity facilities and loan commitments that are classified as funding commitments in the VIE tables above:



	March 31, 2019				December 31, 2018
In millions of dollars	Liquidity facilities		Loan/equity commitments		Liquidity facilities		Loan/equity commitments
Asset-based financing	$	—	$	10,394	$	—	$	9,757
Municipal securities tender option bond trusts (TOBs)	4,278		—		4,262		—
Municipal investments	—		2,641		—		2,738
Investment funds	—		20		—		1
Other	—		11		—		23
Total funding commitments	$	4,278	$	13,066	$	4,262	$	12,519

September 30, 2017 December 31, 2016
In millions of dollars
Liquidity
facilities
Loan/equity
commitments
Liquidity
facilities
Loan/equity
commitments
Asset-based financing $ —
$ 5,016
$ 5
$ 4,910
Municipal securities tender option bond trusts (TOBs) 3,063
—
2,842
—
Municipal investments —
2,345
—
2,580
Client intermediation —
491
—
—
Investment funds —
15
—
27
Other —
38
—
58
Total funding commitments $ 3,063
$ 7,905
$ 2,847
$ 7,575

Significant Interests in Unconsolidated VIEs—Balance Sheet Classification

The following table presents the carrying amounts and classification of significant variable interests in unconsolidated VIEs:



In billions of dollars	March 31, 2019		December 31, 2018
Cash	$	—	$	—
Trading account assets	3.4		3.0
Investments	10.3		10.7
Total loans, net of allowance	25.7		24.5
Other	0.5		0.5
Total assets	$	39.9	$	38.7

In billions of dollars September 30, 2017 December 31, 2016
Cash $ 0.1
$ 0.1
Trading account assets 8.6
8.0
Investments 4.7
4.4
Total loans, net of allowance 18.2
18.8
Other 0.5
1.5
Total assets $ 32.1
$ 32.8

Credit Card Securitizations

Substantially all of the Company’s credit card securitization activity is through two trusts—Citibank Credit Card Master Trust (Master Trust) and Citibank Omni Master Trust (Omni

Trust), with the substantial majority through the Master Trust. These trusts are consolidated entities.

The following table reflects amounts related to the Company’s securitized credit card receivables:


In billions of dollars	September 30, 2017		December 31, 2016		March 31, 2019		December 31, 2018
Ownership interests in principal amount of trust credit card receivables
Sold to investors via trust-issued securities	$	28.0	$	22.7	$	24.8	$	27.3
Retained by Citigroup as trust-issued securities	9.2		7.4		7.6		7.6
Retained by Citigroup via non-certificated interests	12.5		20.6		10.5		11.3
Total	$	49.7	$	50.7	$	42.9	$	46.2

The following ~~tables summarize~~table summarizes selected cash flow information related to Citigroup’s credit card securitizations:



	Three Months Ended March 31,
In billions of dollars	2019			2018
Proceeds from new securitizations	$	—		$	2.8
Pay down of maturing notes	(2.5		)	(2.8		)

Three Months Ended September 30,
In billions of dollars 2017 2016
Proceeds from new securitizations $ 2.2
$ —
Pay down of maturing notes (1.8 ) (2.8 )

Nine Months Ended September 30,
In billions of dollars 2017 2016
Proceeds from new securitizations $ 9.8
$ —
Pay down of maturing notes (4.6 ) (6.3 )

Master Trust Liabilities (at Par Value)

The weighted average maturity of the third-party term notes issued by the Master Trust was ~~2.8~~3.1 years as of ~~September 30, 2017~~March 31, 2019 and ~~2.6~~3.0 years as of December 31, ~~2016.~~2018.



In billions of dollars	Mar. 31, 2019		Dec. 31, 2018
Term notes issued to third parties	$	23.3	$	25.8
Term notes retained by Citigroup affiliates	5.7		5.7
Total Master Trust liabilities	$	29.0	$	31.5

In billions of dollars Sept. 30, 2017 Dec. 31, 2016
Term notes issued to third parties $ 27.0
$ 21.7
Term notes retained by Citigroup affiliates 7.3
5.5
Total Master Trust liabilities $ 34.3
$ 27.2

Omni Trust Liabilities (at Par Value)

The weighted average maturity of the third-party term notes issued by the Omni Trust was ~~1.1~~1.2 years as of ~~September 30, 2017~~March 31, 2019 and ~~1.9~~1.4 years as of December 31, ~~2016.~~2018.


In billions of dollars	Sept. 30, 2017		Dec. 31, 2016		Mar. 31, 2019		Dec. 31, 2018
Term notes issued to third parties	$	1.0	$	1.0	$	1.5	$	1.5
Term notes retained by Citigroup affiliates	1.9		1.9		1.9		1.9
Total Omni Trust liabilities	$	2.9	$	2.9	$	3.4	$	3.4

Mortgage Securitizations

The following ~~table summarizes~~tables summarize selected cash flow information and retained interests related to Citigroup mortgage securitizations:



	Three Months Ended March 31,
	2019				2018
In billions of dollars	U.S. agency- sponsored mortgages		Non-agency- sponsored mortgages		U.S. agency- sponsored mortgages		Non-agency- sponsored mortgages
Principal securitized	$	1.0	$	2.7	$	1.2	$	—
Proceeds from new securitizations	1.0		2.7		1.2		1.6
Purchases of previously transferred financial assets	—		—		0.1		—

Three Months Ended September 30,
2017 2016
In billions of dollars U.S. agency-
sponsored
mortgages Non-agency-
sponsored
mortgages U.S. agency-
sponsored
mortgages
Non-agency-
sponsored
mortgages⁽¹⁾
Proceeds from new securitizations $ 11.7
$ 4.1
$ 11.7
$ 1.4
Contractual servicing fees received 0.1
—
0.1
—

Note: Excludes re-securitization transactions.

Nine Months Ended September 30,
2017 2016
In billions of dollars U.S. agency-
sponsored
mortgages Non-agency-
sponsored
mortgages U.S. agency-
sponsored
mortgages
Non-agency-
sponsored
mortgages⁽¹⁾
Proceeds from new securitizations $ 25.9
$ 6.9
$ 32.5
$ 8.0
Contractual servicing fees received 0.2
—
0.3
—

~~(1) The proceeds from new securitizations in 2016 include $0.5 billion related to personal loan securitizations.~~

~~Gains~~During the first quarter of 2019, there were no gains recognized on the securitization of U.S. agency-sponsored ~~mortgages were $14 million and $61 million for the three and nine months ended September 30, 2017, respectively. For the three and nine months ended September 30, 2017, gains~~mortgages. Gains recognized on the securitization of non-agency sponsored mortgages during the first quarter of 2019 were ~~$29 million and $75 million, respectively.~~

$17 million.

~~Gains recognized on~~Agency and non-agency securitization gains for the ~~securitization of U.S. agency-sponsored mortgages~~quarter ended March 31, 2018 were ~~$36~~$5 million and $81 million for the three and nine months ended September 30, 2016, respectively. For the three and nine months ended September 30, 2016, gains recognized on the securitization of non-agency sponsored mortgages were $37 million and $65$12 million, respectively.



	March 31, 2019						December 31, 2018
			Non-agency-sponsored mortgages⁽¹⁾						Non-agency-sponsored mortgages⁽¹⁾
In millions of dollars	U.S. agency- sponsored mortgages		Senior interests		Subordinated interests		U.S. agency- sponsored mortgages		Senior interests		Subordinated interests
Carrying value of retained interests⁽²⁾	$	531	$	366	$	55	$	564	$	300	$	51


(1)	Disclosure of non-agency-sponsored mortgages as senior and subordinated interests is indicative of the interests’ position in the capital structure of the securitization.


(2)	Retained interests consist of Level 2 or Level 3 assets depending on the observability of significant inputs. See Note 20 to the Consolidated Financial Statements for more information about fair value measurements.

Key assumptions used in measuring the fair value of retained interests at the date of sale or securitization of mortgage receivables were as follows:



	~~Three Months Ended September 30, 2017~~
			~~Non-agency-sponsored mortgages~~⁽¹⁾
	~~U.S. agency-~~ ~~sponsored mortgages~~		~~Senior~~ ~~interests~~	~~Subordinated~~ ~~interests~~
~~Discount rate~~	~~2.0% to 13.2%~~		—	—
~~Weighted average discount rate~~	~~8.5~~	%	—	—
~~Constant prepayment rate~~	~~6.6% to 31.6%~~		—	—
~~Weighted average constant prepayment rate~~	~~10.6~~	%	—	—
~~Anticipated net credit losses~~⁽²⁾	NM		—	—
~~Weighted average anticipated net credit losses~~	NM		—	—
~~Weighted average life~~	~~2.5 to 10.5 years~~		—	—



	March 31, 2019
			Non-agency-sponsored mortgages⁽¹⁾
	U.S. agency- sponsored mortgages		Senior interests		Subordinated interests
Weighted average discount rate	6.6	%	3.6	%	7.1	%
Weighted average constant prepayment rate	14.1	%	6.0	%	6.0	%
Weighted average anticipated net credit losses⁽²⁾	NM		5.0	%	3.5	%
Weighted average life	6.1 years		7.6 years		19.4 years



	~~Three Months Ended September 30, 2016~~
			~~Non-agency-sponsored mortgages~~⁽¹⁾
	~~U.S. agency-~~ ~~sponsored mortgages~~		~~Senior~~ ~~interests~~	~~Subordinated~~ ~~interests~~
~~Discount rate~~	~~1.5% to 13.0%~~		—	—
~~Weighted average discount rate~~	~~10.0~~	%	—	—
~~Constant prepayment rate~~	~~7.7% to 30.9%~~		—	—
~~Weighted average constant prepayment rate~~	~~13.7~~	%	—	—
~~Anticipated net credit losses~~⁽²⁾	NM		—	—
~~Weighted average anticipated net credit losses~~	NM		—	—
~~Weighted average life~~	~~2.0 to 9.8 years~~		—	—



	March 31, 2018
			Non-agency-sponsored mortgages⁽¹⁾
	U.S. agency- sponsored mortgages		Senior interests		Subordinated interests
Weighted average discount rate	10.4	%	3.4	%	3.0	%
Weighted average constant prepayment rate	4.5	%	12.0	%	12.0	%
Weighted average anticipated net credit losses⁽²⁾	NM		5.0	%	2.0	%
Weighted average life	7.7 years		6.9 years		2.5 years



	~~Nine Months Ended September 30, 2017~~
			~~Non-agency-sponsored mortgages~~⁽¹⁾
	~~U.S. agency-~~ ~~sponsored mortgages~~		~~Senior~~ ~~interests~~	~~Subordinated~~ ~~interests~~
~~Discount rate~~	~~2.0% to 19.9%~~		—	—
~~Weighted average discount rate~~	~~9.1~~	%	—	—
~~Constant prepayment rate~~	~~3.8% to 31.6%~~		—	—
~~Weighted average constant prepayment rate~~	~~9.6~~	%	—	—
~~Anticipated net credit losses~~⁽²⁾	NM		—	—
~~Weighted average anticipated net credit losses~~	NM		—	—
~~Weighted average life~~	~~2.5 to 14.5 years~~		—	—



	~~Nine Months Ended September 30, 2016~~
			~~Non-agency-sponsored mortgages~~⁽¹⁾
	~~U.S. agency-~~ ~~sponsored mortgages~~		~~Senior~~ ~~interests~~	~~Subordinated~~ ~~interests~~
~~Discount rate~~	~~0.8% to 13.0%~~		—	—
~~Weighted average discount rate~~	~~9.1~~	%	—	—
~~Constant prepayment rate~~	~~7.7% to 30.9%~~		—	—
~~Weighted average constant prepayment rate~~	~~12.8~~	%	—	—
~~Anticipated net credit losses~~⁽²⁾	NM		—	—
~~Weighted average anticipated net credit losses~~	NM		—	—
~~Weighted average life~~	~~0.5 to 17.5 years~~		—	—


(1)	Disclosure of non-agency-sponsored mortgages as senior and subordinated interests is indicative of the interests’ position in the capital structure of the securitization.


(2)	Anticipated net credit losses represent estimated loss severity associated with defaulted mortgage loans underlying the mortgage securitizations disclosed above. Anticipated net credit losses, in this instance, do not represent total credit losses incurred to date, nor do they represent credit losses expected on retained interests in mortgage securitizations.


NM	Anticipated net credit losses are not meaningful due to U.S. agency guarantees.

The interests retained by the Company range from highly rated and/or senior in the capital structure to unrated and/or residual interests.

The key assumptions used to value retained interests, and the sensitivity of the fair value to adverse changes of 10% and 20% in each of the key assumptions, are ~~set forth~~presented in the tables below.

~~below.~~ The negative effect of each change is calculated independently, holding all other assumptions constant. Because the key assumptions may not be independent, the net effect of simultaneous adverse changes in the key assumptions may be less than the sum of the individual effects shown below.



	March 31, 2019
			Non-agency-sponsored mortgages⁽¹⁾
	U.S. agency- sponsored mortgages		Senior interests		Subordinated interests
Weighted average discount rate	7.2	%	5.9	%	18.4	%
Weighted average constant prepayment rate	11.1	%	1.9	%	1.3	%
Weighted average anticipated net credit losses⁽²⁾	NM		47.0	%	—
Weighted average life	6.0 years		3.1 years		22.0 years

September 30, 2017

Non-agency-sponsored mortgages⁽¹⁾
U.S. agency-
sponsored mortgages Senior
interests Subordinated
interests
Discount rate 0.0% to 82.4%
0.0% to 5.1%
4.8% to 33.9%
   Weighted average discount rate 7.9 % 1.0 % 9.7 %
Constant prepayment rate 7.4% to 31.6%
8.9% to 13.9%
0.5% to 13.1%
   Weighted average constant prepayment rate 12.3 % 12.9 % 7.0 %
Anticipated net credit losses⁽²⁾
   NM
0.3% to 50.2%
35.1% to 52.1%
   Weighted average anticipated net credit losses    NM
12.2 % 43.2 %
Weighted average life 0.4 to 28.0 years
5.2 to 15.1 years
0.4 to 18.8 years



	December 31, 2018
			Non-agency-sponsored mortgages⁽¹⁾
	U.S. agency- sponsored mortgages		Senior interests		Subordinated interests
Weighted average discount rate	7.8	%	9.3	%	—
Weighted average constant prepayment rate	9.1	%	8.0	%	—
Weighted average anticipated net credit losses⁽²⁾	NM		40.0	%	—
Weighted average life	6.4 years		6.6 years		—

December 31, 2016

Non-agency-sponsored mortgages⁽¹⁾
U.S. agency-
sponsored mortgages Senior
interests Subordinated
interests
Discount rate 0.7% to 28.2%
0.0% to 8.1%
5.1% to 26.4%
   Weighted average discount rate 9.0 % 2.1 % 13.1 %
Constant prepayment rate 6.8% to 22.8%
4.2% to 14.7%
0.5% to 37.5%
   Weighted average constant prepayment rate 10.2 % 11.0 % 10.8 %
Anticipated net credit losses⁽²⁾
   NM
0.5% to 85.6%
8.0% to 63.7%
   Weighted average anticipated net credit losses    NM
31.4 % 48.3 %
Weighted average life 0.2 to 28.8 years
5.0 to 8.5 years
1.2 to 12.1 years


(1)	Disclosure of non-agency-sponsored mortgages as senior and subordinated interests is indicative of the interests’ position in the capital structure of the securitization.


(2)	Anticipated net credit losses represent estimated loss severity associated with defaulted mortgage loans underlying the mortgage securitizations disclosed above. Anticipated net credit losses, in this instance, do not represent total credit losses incurred to date, nor do they represent credit losses expected on retained interests in mortgage securitizations.


NM	Anticipated net credit losses are not meaningful due to U.S. agency guarantees.


	September 30, 2017									March 31, 2019
				Non-agency-sponsored mortgages⁽¹⁾									Non-agency-sponsored mortgages
In millions of dollars	U.S. agency- sponsored mortgages			Senior interests			Subordinated interests			U.S. agency- sponsored mortgages			Senior interests		Subordinated interests
Carrying value of retained interests	$	1,529		$	156		$	189
Discount rates
Discount rate
Adverse change of 10%	$	(45	)	$	(3	)	$	(4	)	$	(14	)	$	—	$	—
Adverse change of 20%	(87		)	(6		)	(8		)	(27		)	—		—
Constant prepayment rate
Adverse change of 10%	(42		)	(1		)	(1		)	(22		)	—		—
Adverse change of 20%	(87		)	(2		)	(3		)	(43		)	—		—
Anticipated net credit losses
Adverse change of 10%	NM			(4		)	(1		)	NM			—		—
Adverse change of 20%	NM			(8		)	(1		)	NM			—		—

December 31, 2016

Non-agency-sponsored mortgages⁽¹⁾
In millions of dollars U.S. agency-
sponsored mortgages Senior
interests Subordinated
interests
Carrying value of retained interests $ 2,258
$ 26
$ 161
Discount rates
   Adverse change of 10% $ (71 ) $ (7 ) $ (8 )
   Adverse change of 20% (138 ) (14 ) (16 )
Constant prepayment rate
   Adverse change of 10% (80 ) (2 ) (4 )
   Adverse change of 20% (160 ) (3 ) (8 )
Anticipated net credit losses
   Adverse change of 10% NM
(7 ) (1 )
   Adverse change of 20% NM
(14 ) (2 )


~~(1)~~	~~Disclosure of non-agency-sponsored mortgages as senior and subordinated interests is indicative of the interests’ position in the capital structure of the securitization.~~



	December 31, 2018
				Non-agency-sponsored mortgages
In millions of dollars	U.S. agency- sponsored mortgages			Senior interests		Subordinated interests
Discount rate
Adverse change of 10%	$	(16	)	$	—	$	—
Adverse change of 20%	(32		)	—		—
Constant prepayment rate
Adverse change of 10%	(21		)	—		—
Adverse change of 20%	(41		)	—		—
Anticipated net credit losses
Adverse change of 10%	NM			—		—
Adverse change of 20%	NM			—		—


NM	Anticipated net credit losses are not meaningful due to U.S. agency guarantees.

The following table includes information about loan delinquencies and liquidation losses for assets held in non-consolidated, non-agency-sponsored securitization entities:



									Three Months Ended March 31,
	Securitized assets				90 days past due				Liquidation losses
In billions of dollars	Mar. 31, 2019		Dec. 31, 2018		Mar. 31, 2019		Dec. 31, 2018		2019		2018
Securitized assets
Residential mortgage	$	5.4	$	5.2	$	0.4	$	0.4	$	—	$	—
Commercial and other	14.5		13.1		—		—		—		—
Total	$	19.9	$	18.3	$	0.4	$	0.4	$	—	$	—

Mortgage Servicing Rights (MSRs)

The fair value of Citi’s capitalized MSRs was ~~$553~~$551 million and ~~$1.3 billion~~$587 million at ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, respectively. The MSRs correspond to principal loan balances of ~~$68~~$61 billion and ~~$173~~$64 billion as of ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, respectively. The following table summarizes the changes in capitalized MSRs:


	Three Months Ended September 30,
In millions of dollars	2017			2016			2019			2018
Balance, as of June 30	$	560		$	1,324
Balance, beginning of year							$	584		$	558
Originations	19			43			12			17
Changes in fair value of MSRs due to changes in inputs and assumptions	(6		)	13			(27		)	46
Other changes⁽¹⁾	(20		)	(78		)	(18		)	(17		)
Sale of MSRs⁽²⁾	—			(32		)
Balance, as of September 30	$	553		$	1,270
Sale of MSRs							—			(17		)
Balance, as of March 31							$	551		$	587

Nine Months Ended September 30,
In millions of dollars 2017 2016
Balance, beginning of year $ 1,564
$ 1,781
Originations 75
111
Changes in fair value of MSRs due to changes in inputs and assumptions 50
(349 )
Other changes⁽¹⁾
(90 ) (255 )
Sale of MSRs⁽²⁾
(1,046 ) (18 )
Balance, as of September 30 $ 553
$ 1,270


(1)	Represents changes due to customer payments and passage of time.


~~(2)~~	See Note 2 to the Consolidated Financial Statements for more information on the exit of the U.S. mortgage servicing operations and sale of MSRs. 2016 amount includes sales of credit challenged MSRs for which Citi paid the new servicer.

The fair value of the MSRs is primarily affected by changes in prepayments of mortgages that result from shifts in mortgage interest rates. Specifically, higher interest rates tend to lead to declining prepayments, which causes the fair value of the MSRs to increase. In managing this risk, Citigroup economically hedges a significant portion of the value of its MSRs through the use of interest rate derivative contracts, forward purchase and sale commitments of mortgage-backed securities and purchased securities, all classified as Trading account assets.

The Company receives fees during the course of servicing previously securitized mortgages. The amounts of these fees were as follows:



In millions of dollars	2019		2018
Servicing fees	$	41	$	46
Late fees	2		1
Ancillary fees	1		3
Total MSR fees	$	44	$	50

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Servicing fees $ 65
$ 117
$ 236
$ 371
Late fees 2
3
8
11
Ancillary fees 3
4
11
13
Total MSR fees $ 70
$ 124
$ 255
$ 395

In the Consolidated Statement of Income these fees are primarily classified as Commissions and fees, and changes in MSR fair values are classified as Other revenue.

Re-securitizations

The Company engages in re-securitization transactions in which debt securities are transferred to a VIE in exchange for new beneficial interests. Citi did not transfer non-agency ~~(private-label)~~(private label) securities to re-securitization entities during the ~~three~~quarters ended March 31, 2019 and ~~nine months ended September 30, 2017 and 2016.~~2018. These securities are backed by either residential or commercial mortgages and are often structured on behalf of clients.

As of ~~September 30, 2017,~~March 31, 2019, Citi held no retained interests in private label re-securitization transactions structured by Citi. As of December 31, 2018, the fair value of Citi-retained interests in ~~private-label~~private label re-securitization transactions structured by Citi totaled approximately ~~$75 million (all related to re-securitization transactions executed prior to 2017), which has been recorded in~~ ~~Trading account assets~~. Of this amount, substantially all was related to subordinated beneficial interests. As of December 31, 2016, the fair value of Citi-retained interests in private-label re-securitization transactions structured by Citi totaled approximately $126$16 million (all related to re-securitization transactions executed prior to 2016). Of this amount, substantially all was related to subordinated beneficial interests. The original par value of ~~private-label~~

private label re-securitization transactions in which Citi ~~holds~~held a retained interest as of ~~September 30, 2017 and~~ December 31, ~~2016~~2018 was approximately ~~$954 million and $1.3 billion, respectively.~~$271 million.

The Company also re-securitizes U.S. government-agency guaranteed mortgage-backed (agency) securities. During the ~~three~~quarters ended March 31, 2019 and ~~nine months ended September 30, 2017,~~2018, Citi transferred agency securities with a fair value of approximately ~~$9.9~~$7.6 billion and ~~$20.0~~$7.0 billion, respectively, to re-securitization ~~entities compared to approximately $7.1 billion and $21.3 billion for the three and nine months ended September 30, 2016.~~entities.

As of ~~September 30, 2017,~~March 31, 2019, the fair value of Citi-retained interests in agency re-securitization transactions structured by Citi totaled approximately ~~$2.0~~$2.8 billion (including ~~$713 million~~$1.1 billion related to re-securitization transactions executed in ~~2017)~~2019) compared to ~~$2.3~~$2.5 billion as of December 31, ~~2016~~2018 (including ~~$741 million~~$1.4 billion related to re-securitization transactions executed in ~~2016)~~2018), which is recorded in Trading account assets. The original fair value of agency re-securitization transactions in which Citi holds a retained interest as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 was approximately ~~$67.6~~$70.7 billion and ~~$71.8~~$70.9 billion, respectively.

As of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the Company did not consolidate any ~~private-label~~private label or agency re-securitization entities.

Citi-Administered Asset-Backed Commercial Paper Conduits

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the commercial paper conduits administered by Citi had approximately ~~$19.3~~$17.5 billion and ~~$19.7~~$18.8 billion of purchased assets outstanding, respectively, and had incremental funding commitments with clients of approximately ~~$14.3~~$14.9 billion and ~~$12.8~~$14.0 billion, respectively.

Substantially all of the funding of the conduits is in the form of short-term commercial paper. At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the weighted average remaining lives of the commercial paper issued by the conduits were approximately 5352 and 5553 days, respectively.

The primary credit enhancement provided to the conduit investors is in the form of transaction-specific credit enhancements described above. In addition to the transaction-specific credit enhancements, the conduits, other than the government guaranteed loan conduit, have obtained a letter of credit from the Company, which is equal to at least 8% to 10% of the conduit’s assets with a minimum of $200 million. The letters of credit provided by the Company to the conduits total approximately ~~$1.8~~$1.6 billion and $1.7 billion as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018, respectively. The net result across multi-seller conduits administered by the Company is that, in the event that defaulted assets exceed the transaction-specific credit enhancements described above, any losses in each conduit are allocated first to the Company and then to the commercial paper investors.

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the Company owned ~~$9.3~~$4.4 billion and ~~$9.7~~$5.5 billion, respectively, of the commercial paper issued by its administered conduits. The Company's investments were not driven by market illiquidity and the Company is not obligated under any agreement to purchase the commercial paper issued by the conduits.

Collateralized Loan Obligations (CLOs)

There were no new securitizations during the quarters ended March 31, 2019 and 2018. The following table summarizes selected ~~cash flow information~~retained interests related to Citigroup CLOs:

Three Months Ended September 30,
In billions of dollars 2017 2016
Proceeds from new securitizations $ 1.1
$ 1.8

Nine Months Ended September 30,
In billions of dollars 2017 2016
Proceeds from new securitizations $ 2.5
$ 3.8

~~The key assumptions used to value~~All of Citi’s retained interests ~~in CLOs,~~were held-to-maturity securities as of March 31, 2019 and ~~the sensitivity of the fair value to adverse changes of 10% and 20% are set forth in the tables below:~~December 31, 2018.



	~~Sept. 30, 2017~~	~~Dec. 31, 2016~~
~~Discount rate~~	~~1.1% to 1.6%~~	~~1.3% to 1.7%~~

In millions of dollars Sept. 30, 2017 Dec. 31, 2016
Carrying value of retained interests $ 3,883
$ 4,261
Discount rates
Adverse change of 10% $ (25 ) $ (30 )
Adverse change of 20% (51 ) (62 )

Asset-Based Financing

The primary types of Citi’s asset-based financings, total assets of the unconsolidated VIEs with significant involvement and Citi’s maximum exposure to loss are shown below. For Citi to realize the maximum loss, the VIE (borrower) would have to default with no recovery from the assets held by the VIE.


	September 30, 2017				March 31, 2019
In millions of dollars	Total unconsolidated VIE assets		Maximum exposure to unconsolidated VIEs		Total unconsolidated VIE assets		Maximum exposure to unconsolidated VIEs
Type
Commercial and other real estate	$	8,971	$	3,068	$	25,189	$	6,530
Corporate loans	2,763		1,706		7,438		7,277
Hedge funds and equities	499		59		444		53
Airplanes, ships and other assets	38,488		16,194		72,082		20,308
Total	$	50,721	$	21,027	$	105,153	$	34,168



	December 31, 2018
In millions of dollars	Total unconsolidated VIE assets		Maximum exposure to unconsolidated VIEs
Type
Commercial and other real estate	$	23,918	$	6,928
Corporate loans	6,973		5,744
Hedge funds and equities	388		53
Airplanes, ships and other assets	67,526		19,387
Total	$	98,805	$	32,112

December 31, 2016
In millions of dollars
Total
unconsolidated
VIE assets
Maximum
exposure to
unconsolidated VIEs
Type
Commercial and other real estate $ 8,784
$ 2,368
Corporate loans 4,051
2,684
Hedge funds and equities 370
54
Airplanes, ships and other assets 39,230
16,837
Total $ 52,435
$ 21,943

Municipal Securities Tender Option Bond (TOB) Trusts

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016, approximately $56 million and $82 million, respectively,~~2018, none of the municipal bonds owned by non-customer TOB trusts were subject to a credit guarantee provided by the Company.

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, liquidity agreements provided with respect to customer TOB trusts totaled ~~$3.1~~$4.3 billion of which $2.2 billion and ~~$2.9 billion, respectively, of which $2.0 billion and $2.1~~$2.3 billion, respectively, were offset by reimbursement agreements. For the remaining exposure related to TOB transactions, where the residual owned by the customer was at least 25% of the bond value at the inception of the transaction, no reimbursement agreement was executed.

The Company also provides other liquidity agreements or letters of credit to customer-sponsored municipal investment funds, which are not variable interest entities, and municipality-related issuers that totaled $6.1 billion ~~and $7.4 billion~~ as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016, respectively.~~2018. These liquidity agreements and letters of credit are offset by reimbursement agreements with various term-out provisions.

~~Client Intermediation~~

~~The proceeds from new securitizations related to the Company’s client intermediation transactions for the three and nine months ended September 30, 2017 totaled approximately~~ ~~$0.2 billion~~ ~~and~~ ~~$0.9 billion, respectively, compared to $0.5 billion and $1.9 billion for the three and nine months ended September 30, 2016.~~

19. DERIVATIVES ACTIVITIES

In the ordinary course of business, Citigroup enters into various types of derivative transactions. All derivatives are recorded in Trading account assets/Trading account liabilities on the Consolidated Balance Sheet. For additional information regarding Citi’s use of and accounting for derivatives, see Note 22 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Information pertaining to Citigroup’s derivative activities, based on notional amounts, is presented in the table below. Derivative notional amounts are reference amounts from which contractual payments are derived and do not represent a complete ~~and accurate~~ measure of Citi’s exposure to derivative transactions. Rather, Citi’s derivative exposure arises primarily from market fluctuations (i.e., market risk), counterparty failure (i.e., credit risk) and/or periods of high volatility or financial stress (i.e., liquidity risk), as well as any market valuation adjustments that may be required on the transactions. Moreover, notional amounts do not reflect the netting of offsetting trades. For example, if Citi enters into a receive-fixed interest rate swap with $100 million notional, and offsets this risk with an identical but opposite pay-fixed position with a different counterparty, $200 million in derivative notionals is reported, although these offsetting positions may result in de minimis overall market risk. ~~Aggregate~~In addition, aggregate derivative notional amounts can fluctuate from period to period in the normal course of business based on Citi’s market share, levels of client activity and other factors.

Derivative Notionals



	Hedging instruments under ASC 815				Trading derivative instruments
In millions of dollars	March 31, 2019		December 31, 2018		March 31, 2019		December 31, 2018
Interest rate contracts
Swaps	$	284,066	$	273,636	$	19,877,888	$	18,138,686
Futures and forwards	—		—		6,301,489		4,632,257
Written options	—		—		3,014,698		3,018,469
Purchased options	—		—		2,625,618		2,532,479
Total interest rate contract notionals	$	284,066	$	273,636	$	31,819,693	$	28,321,891
Foreign exchange contracts
Swaps	$	59,696	$	57,153	$	7,004,203	$	6,738,158
Futures, forwards and spot	39,885		41,410		5,767,521		5,115,504
Written options	1,369		1,726		1,749,838		1,566,717
Purchased options	1,699		2,104		1,744,873		1,543,516
Total foreign exchange contract notionals	$	102,649	$	102,393	$	16,266,435	$	14,963,895
Equity contracts
Swaps	$	—	$	—	$	216,741	$	217,580
Futures and forwards	—		—		61,707		52,053
Written options	—		—		464,551		454,675
Purchased options	—		—		345,934		341,018
Total equity contract notionals	$	—	$	—	$	1,088,933	$	1,065,326
Commodity and other contracts
Swaps	$	—	$	—	$	83,460	$	79,133
Futures and forwards	831		802		153,109		146,647
Written options	—		—		68,930		62,629
Purchased options	—		—		68,302		61,298
Total commodity and other contract notionals	$	831	$	802	$	373,801	$	349,707
Credit derivatives⁽¹⁾
Protection sold	$	—	$	—	$	701,018	$	724,939
Protection purchased	—		—		757,539		795,649
Total credit derivatives	$	—	$	—	$	1,458,557	$	1,520,588
Total derivative notionals	$	387,546	$	376,831	$	51,007,419	$	46,221,407

Hedging instruments under
ASC 815⁽¹⁾⁽²⁾
Other derivative instruments

Trading derivatives
Management hedges⁽³⁾
In millions of dollars September 30,
2017 December 31,
2016 September 30,
2017 December 31,
2016 September 30,
2017 December 31,
2016
Interest rate contracts
Swaps $ 186,553
$ 151,331
$ 20,878,378
$ 19,145,250
$ 38,964
$ 47,324
Futures and forwards —
97
6,926,108
6,864,276
13,504
30,834
Written options —

3,446,771
2,921,070
2,659
4,759
Purchased options —
—
3,195,655
2,768,528
3,580
7,320
Total interest rate contract notionals $ 186,553
$ 151,428
$ 34,446,912
$ 31,699,124
$ 58,707
$ 90,237
Foreign exchange contracts
Swaps $ 35,431
$ 19,042
$ 6,870,504
$ 5,492,145
$ 27,052
$ 22,676
Futures, forwards and spot 38,100
56,964
4,658,973
3,251,132
5,153
3,419
Written options 4,027
—
1,466,308
1,194,325
—
—
Purchased options 6,697
—
1,507,896
1,215,961
—
—
Total foreign exchange contract notionals $ 84,255
$ 76,006
$ 14,503,681
$ 11,153,563
$ 32,205
$ 26,095
Equity contracts
Swaps $ —
$ —
$ 219,056
$ 192,366
$ —
$ —
Futures and forwards —
—
57,541
37,557
—
—
Written options —
—
410,746
304,579
—
—
Purchased options —
—
336,586
266,070
—
—
Total equity contract notionals $ —
$ —
$ 1,023,929
$ 800,572
$ —
$ —
Commodity and other contracts
Swaps $ —
$ —
$ 81,208
$ 70,774
$ —
$ —
Futures and forwards 139
182
158,757
142,530
—
—
Written options —
—
76,663
74,627
—
—
Purchased options —
—
74,620
69,629
—
—
Total commodity and other contract notionals $ 139
$ 182
$ 391,248
$ 357,560
$ —
$ —
Credit derivatives⁽⁴⁾

Protection sold $ —
$ —
$ 872,476
$ 859,420
$ 98
$ —
Protection purchased —
—
900,866
883,003
13,201
19,470
Total credit derivatives $ —
$ —
$ 1,773,342
$ 1,742,423
$ 13,299
$ 19,470
Total derivative notionals $ 270,947
$ 227,616
$ 52,139,112
$ 45,753,242
$ 104,211
$ 135,802


(1)	The notional amounts presented in this table do not include hedge accounting relationships under ASC 815 where Citigroup is hedging the foreign currency risk of a net investment in a foreign operation by issuing a foreign-currency-denominated debt instrument. The notional amount of such debt was $63 million and $1,825 million at September 30, 2017 and December 31, 2016, respectively.


~~(2)~~	~~Derivatives in hedge accounting relationships accounted for under ASC 815 are recorded in either~~ ~~Other assets/Other liabilities~~ or ~~Trading account assets/Trading account liabilities~~ ~~on the Consolidated Balance Sheet.~~


~~(3)~~	~~Management hedges represent derivative instruments used to mitigate certain economic risks, but for which hedge accounting is not applied. These derivatives are recorded in either~~ ~~Other assets/Other liabilities~~ or ~~Trading account assets/Trading account liabilities~~ ~~on the Consolidated Balance Sheet.~~

~~(4)~~

Credit derivatives are arrangements designed to allow one party (protection buyer) to transfer the credit risk of a “reference asset” to another party (protection seller). These arrangements allow a protection seller to assume the credit risk associated with the reference asset without directly purchasing that asset. The Company enters into credit derivative positions for purposes such as risk management, yield enhancement, reduction of credit concentrations and diversification of overall risk.

The following tables present the gross and net fair values of the Company’s derivative transactions and the related offsetting amounts as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018. Gross positive fair values are offset against gross negative fair values by counterparty, pursuant to enforceable master netting agreements. Under ASC 815-10-45, payables and receivables in respect of cash collateral received from or paid to a given counterparty pursuant to a credit support annex are included in the offsetting amount, if a legal opinion supporting the enforceability of netting and collateral rights has been obtained. GAAP does not permit similar offsetting for security collateral.

In addition, the ~~table for September 30, 2017 reflects~~following tables reflect rule changes adopted by clearing organizations that require or allow entities to ~~elect to~~ treat certain derivative assets, liabilities and the related variation margin as settlement of the related derivative fair values for legal and accounting purposes, as

opposed to presenting gross derivative assets and liabilities that are subject to collateral, whereby the counterparties would record a related collateral payable or receivable. As a result, the ~~table for September 30, 2017 reflects~~tables reflect a reduction of approximately $120 billion and $100 billion as of March 31, 2019 and December 31, 2018, respectively, of derivative assets and derivative liabilities that previously would have been reported on a gross basis, but are now settled and not subject to collateral. The table for December 31, 2016 presents derivative assets and liabilities as gross amounts subject to variation margin collateral that were netted under enforceable master netting agreements. Therefore the net presentation of the affected items on the consolidated balance sheet is consistent for all periods. The tables also present amounts that are not permitted to be offset, such as security collateral or cash collateral posted at third-party custodians, but which would be eligible for offsetting to the extent that an event of default occurred and a legal opinion supporting enforceability of the netting and collateral rights has been obtained.

Derivative Mark-to-Market (MTM) Receivables/Payables


In millions of dollars at September 30, 2017	Derivatives classified in Trading account assets / liabilities^(1)(2)(3)						Derivatives classified in Other assets / liabilities⁽²⁾⁽³⁾
In millions of dollars at March 31, 2019													Derivatives classified in Trading account assets/liabilities⁽¹⁾⁽²⁾
Derivatives instruments designated as ASC 815 hedges	Assets			Liabilities			Assets			Liabilities			Assets			Liabilities
Over-the-counter	$	440		$	107		$	1,291		$	30		$	283		$	128
Cleared	29			29			35			69			1,241			80
Interest rate contracts	$	469		$	136		$	1,326		$	99		$	1,524		$	208
Over-the-counter	$	936		$	676		$	771		$	147		$	1,211		$	834
Cleared													—			3
Foreign exchange contracts	$	936		$	676		$	771		$	147		$	1,211		$	837
Total derivatives instruments designated as ASC 815 hedges	$	1,405		$	812		$	2,097		$	246		$	2,735		$	1,045
Derivatives instruments not designated as ASC 815 hedges
Over-the-counter	$	200,554		$	179,000		$	35		$	1		$	170,941		$	137,554
Cleared	6,843			8,520			73			105			13,534			29,063
Exchange traded	116			93			—			—			124			89
Interest rate contracts	$	207,513		$	187,613		$	108		$	106		$	184,599		$	166,706
Over-the-counter	$	130,399		$	129,096		$	—		$	—		$	131,291		$	129,524
Cleared	3,180			3,312			—			—			1,821			1,691
Exchange traded	58			52			—			—			43			56
Foreign exchange contracts	$	133,637		$	132,460		$	—		$	—		$	133,155		$	131,271
Over-the-counter	$	18,736		$	24,317		$	—		$	—		$	17,049		$	19,203
Cleared	16			20			—			—			4			54
Exchange traded	8,532			8,179			—			—			8,730			12,371
Equity contracts	$	27,284		$	32,516		$	—		$	—		$	25,783		$	31,628
Over-the-counter	$	11,444		$	14,541		$	—		$	—		$	14,399		$	17,249
Exchange traded	745			703			—			—			581			429
Commodity and other contracts	$	12,189		$	15,244		$	—		$	—		$	14,980		$	17,678
Over-the-counter	$	15,169		$	15,592		$	23		$	68		$	3,786		$	6,906
Cleared	8,042			9,593			22			297			6,898			4,579
Credit derivatives⁽⁴⁾	$	23,211		$	25,185		$	45		$	365
Credit derivatives													$	10,684		$	11,485
Total derivatives instruments not designated as ASC 815 hedges	$	403,834		$	393,018		$	153		$	471		$	369,201		$	358,768
Total derivatives	$	405,239		$	393,830		$	2,250		$	717		$	371,936		$	359,813
Cash collateral paid/received⁽⁵⁾⁽⁶⁾	$	13,991		$	15,848		$	—		$	9
Less: Netting agreements⁽⁷⁾	(325,424		)	(325,424		)	—			—
Less: Netting cash collateral received/paid⁽⁸⁾	(37,876		)	(32,390		)	(1,005		)	(17		)
Net receivables/payables included on the Consolidated Balance Sheet⁽⁹⁾	$	55,930		$	51,864		$	1,245		$	709
Cash collateral paid/received⁽³⁾													$	11,349		$	13,886
Less: Netting agreements⁽⁴⁾													(292,121		)	(292,121		)
Less: Netting cash collateral received/paid⁽⁵⁾													(39,750		)	(33,190		)
Net receivables/payables included on the Consolidated Balance Sheet⁽⁶⁾													$	51,414		$	48,388
Additional amounts subject to an enforceable master netting agreement, but not offset on the Consolidated Balance Sheet
Less: Cash collateral received/paid	$	(861	)	$	(61	)	$	—		$	—		$	(607	)	$	(88	)
Less: Non-cash collateral received/paid	(11,864		)	(9,798		)	(294		)	—			(11,393		)	(15,144		)
Total net receivables/payables⁽⁹⁾	$	43,205		$	42,005		$	951		$	709
Total net receivables/payables⁽⁶⁾													$	39,414		$	33,156


(1)	The ~~trading~~ derivatives fair values are also presented in Note 20 to the Consolidated Financial Statements.


(2)	~~Derivative mark-to-market receivables/payables related to management hedges are recorded in either~~ ~~Other assets/Other liabilities~~ or ~~Trading account assets/Trading account liabilities~~.

~~(3)~~

Over-the-counter (OTC) derivatives are derivatives executed and settled bilaterally with counterparties without the use of an organized exchange or central clearing house. Cleared derivatives include derivatives executed bilaterally with a counterparty in the OTC market, but then novated to a central clearing house, whereby the central clearing house becomes the counterparty to both of the original counterparties. ~~Exchange traded~~Exchange-traded derivatives include derivatives executed directly on an organized exchange that provides pre-trade price transparency.


~~(4)~~(3)	The credit derivatives assets comprise $5,076 million related to protection purchased and $18,180 million related to protection sold as of September 30, 2017. The credit derivatives liabilities comprise $20,616 million related to protection purchased and $4,934 million related to protection sold as of September 30, 2017.

~~(5)~~

~~For the trading account assets/liabilities, reflects~~Reflects the net amount of the ~~$46,381~~$44,539 million and ~~$53,724~~$53,636 million of gross cash collateral paid and received, respectively. Of the gross cash collateral paid, ~~$32,390~~$33,190 million was used to offset trading derivative ~~liabilities and, of~~liabilities. Of the gross cash collateral received, ~~$37,876~~$39,750 million was used to offset trading derivative assets.

~~(6)~~

For cash collateral paid with respect to non-trading derivative assets, reflects the net amount of $17 million of gross cash collateral paid, of which $17 million is netted against non-trading derivative positions within ~~Other liabilities~~. For cash collateral received with respect to non-trading derivative liabilities, reflects the net amount of $1,014 million of gross cash collateral received, of which $1,005 million is netted against non-trading derivative positions within ~~Other assets~~.


~~(7)~~(4)	Represents the netting of ~~derivative receivable and payable~~ balances with the same counterparty under enforceable netting agreements. Approximately ~~$301~~$283 billion, ~~$15~~$0 billion and $9 billion of the netting against trading account asset/liability balances is attributable to each of the OTC, cleared and exchange-traded derivatives, respectively.


~~(8)~~(5)	Represents the netting of cash collateral paid and received by counterparty under enforceable credit support agreements. Substantially all cash collateral received and paid is netted against OTC derivative assets and liabilities, respectively.


~~(9)~~(6)	The net receivables/payables include approximately $5 billion of derivative asset and $6$4 billion of derivative liability fair values not subject to enforceable master netting agreements, respectively.


In millions of dollars at December 31, 2016	Derivatives classified in Trading account assets / liabilities^(1)(2)(3)						Derivatives classified in Other assets / liabilities⁽²⁾⁽³⁾
In millions of dollars at December 31, 2018													Derivatives classified in Trading account assets/liabilities⁽¹⁾⁽²⁾
Derivatives instruments designated as ASC 815 hedges	Assets			Liabilities			Assets			Liabilities			Assets			Liabilities
Over-the-counter	$	716		$	171		$	1,927		$	22		$	1,631		$	172
Cleared	3,530			2,154			47			82			238			53
Interest rate contracts	$	4,246		$	2,325		$	1,974		$	104		$	1,869		$	225
Over-the-counter	$	2,494		$	393		$	747		$	645		$	1,402		$	736
Cleared													—			4
Foreign exchange contracts	$	2,494		$	393		$	747		$	645		$	1,402		$	740
Total derivatives instruments designated as ASC 815 hedges	$	6,740		$	2,718		$	2,721		$	749		$	3,271		$	965
Derivatives instruments not designated as ASC 815 hedges
Over-the-counter	$	244,072		$	221,534		$	225		$	5		$	161,183		$	146,909
Cleared	120,920			130,855			240			349			8,489			7,594
Exchange traded	87			47			—			—			91			99
Interest rate contracts	$	365,079		$	352,436		$	465		$	354		$	169,763		$	154,602
Over-the-counter	$	182,659		$	186,867		$	—		$	60		$	159,099		$	156,904
Cleared	482			470			—			—			1,900			1,671
Exchange traded	27			31			—			—			53			40
Foreign exchange contracts	$	183,168		$	187,368		$	—		$	60		$	161,052		$	158,615
Over-the-counter	$	15,625		$	19,119		$	—		$	—		$	18,253		$	21,527
Cleared	1			21			—			—			17			32
Exchange traded	8,484			7,376			—			—			11,623			12,249
Equity contracts	$	24,110		$	26,516		$	—		$	—		$	29,893		$	33,808
Over-the-counter	$	13,046		$	14,234		$	—		$	—		$	16,661		$	19,894
Exchange traded	719			798			—			—			894			795
Commodity and other contracts	$	13,765		$	15,032		$	—		$	—		$	17,555		$	20,689
Over-the-counter	$	19,033		$	19,563		$	159		$	78		$	6,967		$	6,155
Cleared	5,582			5,874			47			310			3,798			4,196
Credit derivatives⁽⁴⁾	$	24,615		$	25,437		$	206		$	388
Credit derivatives													$	10,765		$	10,351
Total derivatives instruments not designated as ASC 815 hedges	$	610,737		$	606,789		$	671		$	802		$	389,028		$	378,065
Total derivatives	$	617,477		$	609,507		$	3,392		$	1,551		$	392,299		$	379,030
Cash collateral paid/received⁽⁵⁾⁽⁶⁾	$	11,188		$	15,731		$	8		$	1
Less: Netting agreements⁽⁷⁾	(519,000		)	(519,000		)	—			—
Less: Netting cash collateral received/paid⁽⁸⁾	(45,912		)	(49,811		)	(1,345		)	(53		)
Net receivables/payables included on the Consolidated Balance Sheet⁽⁹⁾	$	63,753		$	56,427		$	2,055		$	1,499
Cash collateral paid/received⁽³⁾													$	11,518		$	13,906
Less: Netting agreements⁽⁴⁾													(311,089		)	(311,089		)
Less: Netting cash collateral received/paid⁽⁵⁾													(38,608		)	(29,911		)
Net receivables/payables included on the Consolidated Balance Sheet⁽⁶⁾													$	54,120		$	51,936
Additional amounts subject to an enforceable master netting agreement, but not offset on the Consolidated Balance Sheet
Less: Cash collateral received/paid	$	(819	)	$	(19	)	$	—		$	—		$	(767	)	$	(164	)
Less: Non-cash collateral received/paid	(11,767		)	(5,883		)	(530		)	—			(13,509		)	(13,354		)
Total net receivables/payables⁽⁹⁾	$	51,167		$	50,525		$	1,525		$	1,499
Total net receivables/payables⁽⁶⁾													$	39,844		$	38,418


(1)	The ~~trading~~ derivatives fair values are also presented in Note 20 to the Consolidated Financial Statements.


(2)	~~Derivative mark-to-market receivables/payables related to management hedges are recorded in either~~ ~~Other assets/Other liabilities~~ or ~~Trading account assets/Trading account liabilities~~.


~~(3)~~	Over-the-counter (OTC) derivatives are derivatives executed and settled bilaterally with counterparties without the use of an organized exchange or central clearing house. Cleared derivatives include derivatives executed bilaterally with a counterparty in the OTC market, but then novated to a central clearing house,

~~whereby the central clearing house becomes the counterparty to both of the original counterparties. Exchange traded~~ whereby the central clearing house becomes the counterparty to both of the original counterparties. Exchange-traded derivatives include derivatives executed directly on an organized exchange that provides pre-trade price transparency.


~~(4)~~	The credit derivatives trading assets comprise $8,871 million related to protection purchased and $15,744 million related to protection sold as of December 31, 2016. The credit derivatives trading liabilities comprise $16,722 million related to protection purchased and $8,715 million related to protection sold as of December 31, 2016.

~~(5)~~(3)

~~For the trading account assets/liabilities, reflects~~Reflects the net amount of the ~~$60,999~~$41,429 million and ~~$61,643~~$52,514 million of gross cash collateral paid and received, respectively. Of the gross cash collateral paid, ~~$49,811~~$29,911 million was used to offset trading derivative ~~liabilities and, of~~liabilities. Of the gross cash collateral received, ~~$45,912~~$38,608 million was used to offset trading derivative assets.

~~(6)~~

For cash collateral paid with respect to non-trading derivative assets, reflects the net amount of $61 million of gross cash collateral paid, of which $53 million is netted against non-trading derivative positions within ~~Other liabilities~~. For cash collateral received with respect to non-trading derivative liabilities, reflects the net amount of $1,346 million of gross cash collateral received, of which $1,345 million is netted against OTC non-trading derivative positions within ~~Other assets~~.


~~(7)~~(4)	Represents the netting of ~~derivative receivable and payable~~ balances with the same counterparty under enforceable netting agreements. Approximately ~~$383~~$296 billion, ~~$128~~$4 billion and $8$11 billion of the netting against trading account asset/liability balances is attributable to each of the OTC, cleared and exchange-traded derivatives, respectively.


~~(8)~~(5)	Represents the netting of cash collateral paid and received by counterparty under enforceable credit support agreements. Substantially all cash collateral received and paid is netted against OTC derivative assets and liabilities, respectively.


~~(9)~~(6)	The net receivables/payables include approximately $7$5 billion of derivative asset and $9$7 billion of derivative liability fair values not subject to enforceable master netting agreements, respectively.

For the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, the amounts recognized in Principal transactions in the Consolidated Statement of Income related to derivatives not designated in a qualifying hedging relationship, as well as the underlying non-derivative instruments, are presented in Note 6 to the Consolidated Financial Statements. Citigroup presents this disclosure by business classification, showing derivative gains and losses related to its trading activities together with gains and losses related to non-derivative instruments within the same trading portfolios, as this represents how these portfolios are risk managed.

The amounts recognized in Other revenue in the Consolidated Statement of Income related to derivatives not designated in a qualifying hedging relationship are shown below. The table below does not include any offsetting ~~gains/losses~~gains (losses) on the economically hedged items to the extent such amounts are also recorded in Other revenue.


	Gains (losses) included in Other revenue												Gains (losses) included in Other revenue
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2017			2016			2019			2018
Interest rate contracts	$	(9	)	$	(28	)	$	(44	)	$	(2	)	$	27		$	(28	)
Foreign exchange	—			11			26			26			(58		)	527
Credit derivatives	(109		)	(399		)	(452		)	(960		)
Total Citigroup	$	(118	)	$	(416	)	$	(470	)	$	(936	)
Total													$	(31	)	$	499

Fair Value Hedges

Hedging of Benchmark Interest Rate Risk

Citigroup’s fair value hedges are primarily hedges of fixed-rate long-term debt or assets, such as available-for-sale debt securities or loans.

For qualifying fair value hedges of interest rate risk, the changes in the fair value of the derivative and the change in the fair value of the hedged item attributable to the hedged risk, either total cash flows or benchmark-only cash flows are presented within Interest revenue or Interest expense based on whether the hedged item is an asset or a liability.

In the first quarter of 2019, Citigroup executed a last-of-layer hedge, which permits an entity to hedge the interest rate risk of a stated portion of a closed portfolio of pre-payable financial assets that are expected to remain outstanding for the designated tenor of the hedge. In accordance with ASC 815, an entity may exclude prepayment risk when measuring the change in fair value of the hedged item attributable to interest rate risk under the last-of-layer approach. Similar to other fair value hedges, where the hedged item is an asset, the fair value of the hedged item attributable to interest rate risk will be presented in Interest revenue along with the change in the fair value of the hedging instrument..

Hedging of Foreign Exchange Risk

Citigroup hedges the change in fair value attributable to foreign exchange rate movements in available-for-sale debt securities and long-term debt that are denominated in currencies other than the functional currency of the entity holding the securities or issuing the debt, which may be within or outside the U.S. The hedging instrument may be a forward foreign exchange contract or a cross-currency swap contract. Citigroup considers the premium associated with forward contracts (i.e., the differential between the spot and contractual forward rates) as the cost of hedging; this amount is excluded from the assessment of hedge effectiveness and reflected directly in earnings over the life of the hedge. Citi also excludes changes in cross-currency basis associated with cross-currency swaps from the assessment of hedge effectiveness and records it in Other comprehensive income.

Hedging of Commodity Price Risk

Citigroup hedges the change in fair value attributable to spot price movements in physical commodities inventory. The hedging instrument is a futures contract to sell the underlying commodity. In this hedge, the change in the value of the hedged inventory is reflected in earnings, which offsets the change in the fair value of the futures contract that is also reflected in earnings. Although the change in the fair value of the hedging instrument recorded in earnings includes changes in forward rates, Citigroup excludes the differential between the spot and the contractual forward rates under the futures contract from the assessment of hedge effectiveness and amortizes it directly into earnings over the life of the hedge.

~~Fair Value Hedges~~

The following table summarizes the gains (losses) on the Company’s fair value hedges:


													Gains (losses) on fair value hedges⁽¹⁾
	Gains (losses) on fair value hedges⁽¹⁾												Three Months Ended March 31,
	Three Months Ended September 30,						Nine Months Ended September 30,						2019						2018
In millions of dollars	2017			2016			2017			2016			Other revenue			Net interest revenue			Other revenue			Net interest revenue
Gain (loss) on the derivatives in designated and qualifying fair value hedges
Interest rate contracts	$	(194	)	$	(450	)	$	(570	)	$	2,747
Foreign exchange contracts	(166		)	(602		)	(803		)	(2,360		)
Commodity contracts	(11		)	(57		)	(20		)	381
Interest rate hedges													$	—		$	963		$	—		$	878
Foreign exchange hedges													165			—			179			—
Commodity hedges													88			—			(2		)	—
Total gain (loss) on the derivatives in designated and qualifying fair value hedges	$	(371	)	$	(1,109	)	$	(1,393	)	$	768		$	253		$	963		$	177		$	878
Gain (loss) on the hedged item in designated and qualifying fair value hedges
Interest rate hedges	$	189		$	442		$	532		$	(2,701	)	$	—		$	(879	)	$	—		$	(866	)
Foreign exchange hedges	144			664			910			2,425			(168		)	—			(249		)	—
Commodity hedges	12			59			22			(374		)	(70		)	—			1			—
Total gain (loss) on the hedged item in designated and qualifying fair value hedges	$	345		$	1,165		$	1,464		$	(650	)	$	(238	)	$	(879	)	$	(248	)	$	(866	)
Hedge ineffectiveness recognized in earnings on designated and qualifying fair value hedges
Interest rate hedges	$	(5	)	$	(11	)	$	(31	)	$	48
Net gain (loss) excluded from assessment of the effectiveness of fair value hedges
Foreign exchange hedges(2)	(17		)	(3		)	32			(53		)	$	(2	)	$	—		$	23		$	—
Total hedge ineffectiveness recognized in earnings on designated and qualifying fair value hedges	$	(22	)	$	(14	)	$	1		$	(5	)
Net gain (loss) excluded from assessment of the effectiveness of fair value hedges
Interest rate contracts	$	—		$	3		$	(7	)	$	(2	)
Foreign exchange contracts⁽²⁾	(5		)	65			75			118
Commodity hedges	1			2			2			7			(18		)	—			1			—
Total net gain (loss) excluded from assessment of the effectiveness of fair value hedges	$	(4	)	$	70		$	70		$	123		$	(20	)	$	—		$	24		$	—


(1)	~~Amounts~~Gain (loss) amounts for interest rate risk hedges are included in ~~Other revenue~~ ~~on the Consolidated Statement of Income.~~Interest income/Interest expense. The accrued interest income on fair value hedges is recorded in Net interest revenue and is excluded from this table.

(2)

Amounts relate to the premium associated with forward contracts (differential between spot and contractual forward rates)~~. These amounts~~ which are excluded from the assessment of hedge effectiveness and are reflected directly in earnings. Amounts also include cross-currency basis, which is recognized in accumulated other comprehensive income and not reflected in the table above. The amount of cross-currency basis that was included in accumulated other comprehensive income was $24 million and $(5) million for the three months ended March 31, 2019 and March 31, 2018, respectively.

~~Cash Flow Hedges~~

Cumulative Basis Adjustment

Upon electing to apply ASC 815 fair value hedge accounting, the carrying value of the hedged item is adjusted to reflect the cumulative changes in the hedged risk. The hedge basis adjustment, whether from an active or de-designated hedge relationship, remains with the hedged item until the hedged item is derecognized from the balance sheet. The table below presents the carrying amount of Citi’s hedged assets and liabilities under qualifying fair value hedges at March 31, 2019 and December 31, 2018, along with the cumulative hedge ~~ineffectiveness on~~basis adjustments included in the ~~cash flow hedges recognized in earnings for the three~~carrying value of those hedged assets and ~~nine months ended September 30, 2017 and 2016 is not significant. The pretax change in AOCI from cash flow hedges is presented below:~~

liabilities.

Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Effective portion of cash flow hedges included in AOCI
Interest rate contracts $ (36 ) $ (187 ) $ 103
$ 448
Foreign exchange contracts (7 ) (29 ) (7 ) (26 )
Total effective portion of cash flow hedges included in AOCI $ (43 ) $ (216 ) $ 96
$ 422
Effective portion of cash flow hedges reclassified from AOCI to earnings

Interest rate contracts $ (48 ) $ (39 ) $ (94 ) $ (96 )
Foreign exchange contracts (7 ) (46 ) (8 ) (89 )
Total effective portion of cash flow hedges reclassified from AOCI to earnings⁽¹⁾
$ (55 ) $ (85 ) $ (102 ) $ (185 )



(In millions of dollars)
Balance sheet line item in which hedged item is recorded	Carrying amount of hedged asset/ liability		Cumulative fair value hedging adjustment increasing (decreasing) the carrying amount
			Active			De-designated
As of March 31, 2019
Debt securities AFS⁽¹⁾	$	98,902	$	302		$	329
Long-term debt	157,139		2,275			1,236
As of December 31, 2018
Debt securities AFS	$	81,632	$	(196	)	$	295
Long-term debt	149,054		1,211			869

(1)

~~Included primarily~~These amounts include the cumulative basis adjustment ($46 million as of March 31, 2019) related to certain prepayable financial assets designated as the hedged item in ~~Other revenue~~ ~~and~~ ~~Net interest revenue~~ ona fair value hedge using the ~~Consolidated Income Statement.~~

last-of-layer approach. The Company designated $2 billion as the hedged amount (from a closed portfolio of prepayable financial assets with a carrying value of $16.5 billion) in a last-of-layer hedging relationship.

Cash Flow Hedges

Citigroup hedges the variability of forecasted cash flows due to changes in contractually specified rates associated with floating-rate assets/liabilities and other forecasted transactions. These cash flow hedging relationships use either regression analysis or dollar-offset ratio analysis to assess whether the hedging relationships are highly effective at inception and on an ongoing basis.

For cash flow hedges, the ~~changes~~entire change in the fair value of the hedging derivative ~~remain~~is recognized in AOCI ~~on the Consolidated Balance Sheet~~ and ~~will be included~~then reclassified to earnings in the ~~earnings of future periods to offset the variability of~~same period that the hedged cash flows ~~when such cash flows affect~~impact earnings. The net gain (loss) associated with cash flow hedges expected to be reclassified from AOCIwithin 12 months of ~~September 30, 2017~~March 31, 2019 is approximately ~~$(277)~~$334 million. The maximum length of time over which forecasted cash flows are hedged is 10 years.

The pretax change in AOCI from cash flow hedges is presented below. The after-tax impact of cash flow hedges on AOCI is shown in Note 17 to the Consolidated Financial Statements.



	Three Months Ended March 31,
In millions of dollars	2019						2018
Amount of gain (loss) recognized in AOCI on derivative
Interest rate contracts⁽¹⁾	$	254					$	(322			)
Foreign exchange contracts	(8					)	6
Total gain (loss) recognized in AOCI	$	246					$	(316			)
Amount of gain (loss) reclassified from AOCI to earnings	Other revenue			Net interest revenue			Other revenue		Net interest revenue
Interest rate contracts⁽¹⁾	$	—		$	(130	)	$	—	$	(31	)
Foreign exchange contracts	(2		)				2		—
Total gain (loss) reclassified from AOCI into earnings	$	(2	)	$	(130	)	$	2	$	(31	)
Net pretax change in cash flow hedges included within AOCI				$	378				$	(287	)


(1)	All amounts reclassified into earnings for interest rate contracts are included in Interest income/Interest expense (Net interest revenue). For all other hedges, the amounts reclassified to earnings are included primarily in Other revenue and Net interest revenue on the Consolidated Income Statement.

Net Investment Hedges

The pretax gain (loss) recorded in the Foreign currency translation adjustment account within AOCI, related to ~~the effective portion of the~~ net investment hedges, is ~~$(245)~~$(164) million and ~~$(1,993)~~$(491) million for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2019 and ~~$(371) million and $(1,791) million for the three and nine months ended September 30, 2016,~~March 31, 2018, respectively.

Credit Derivatives

The following tables summarize the key characteristics of Citi’s credit derivatives portfolio by counterparty and derivative form:


	Fair values				Notionals				Fair values				Notionals
In millions of dollars at September 30, 2017	Receivable⁽¹⁾		Payable⁽²⁾		Protection purchased		Protection sold
In millions of dollars at March 31, 2019									Receivable⁽¹⁾		Payable⁽²⁾		Protection purchased		Protection sold
By industry/counterparty
Banks	$	9,114	$	8,454	$	320,482	$	338,723	$	4,855	$	4,613	$	202,581	$	213,437
Broker-dealers	2,882		2,805		89,352		100,408		1,776		1,670		57,539		68,978
Non-financial	28		93		2,154		1,501		80		93		5,509		2,801
Insurance and other financial institutions	11,232		14,198		502,079		431,942		3,973		5,109		491,910		415,802
Total by industry/counterparty	$	23,256	$	25,550	$	914,067	$	872,574	$	10,684	$	11,485	$	757,539	$	701,018
By instrument
Credit default swaps and options	$	23,013	$	24,365	$	890,913	$	862,753	$	10,173	$	10,514	$	733,530	$	690,880
Total return swaps and other	243		1,185		23,154		9,821		511		971		24,009		10,138
Total by instrument	$	23,256	$	25,550	$	914,067	$	872,574	$	10,684	$	11,485	$	757,539	$	701,018
By rating
Investment grade	$	13,045	$	13,758	$	696,474	$	665,764	$	4,788	$	5,032	$	597,069	$	544,124
Non-investment grade	10,211		11,792		217,593		206,810		5,896		6,453		160,470		156,894
Total by rating	$	23,256	$	25,550	$	914,067	$	872,574	$	10,684	$	11,485	$	757,539	$	701,018
By maturity
Within 1 year	$	2,520	$	3,225	$	279,201	$	267,863	$	1,400	$	1,874	$	217,434	$	210,754
From 1 to 5 years	17,459		18,823		547,675		522,437		7,051		7,448		450,084		411,686
After 5 years	3,277		3,502		87,191		82,274		2,233		2,163		90,021		78,578
Total by maturity	$	23,256	$	25,550	$	914,067	$	872,574	$	10,684	$	11,485	$	757,539	$	701,018


(1)	The fair value amount receivable is composed of ~~$5,076~~$3,686 million under protection purchased and ~~$18,180~~$6,998 million under protection sold.


(2)	The fair value amount payable is composed of ~~$20,616~~$7,987 million under protection purchased and ~~$4,934~~$3,498 million under protection sold.


	Fair values				Notionals				Fair values				Notionals
In millions of dollars at December 31, 2016	Receivable⁽¹⁾		Payable⁽²⁾		Protection purchased		Protection sold
In millions of dollars at December 31, 2018									Receivable⁽¹⁾		Payable⁽²⁾		Protection purchased		Protection sold
By industry/counterparty
Banks	$	11,895	$	10,930	$	407,992	$	414,720	$	4,785	$	4,432	$	214,842	$	218,273
Broker-dealers	3,536		3,952		115,013		119,810		1,706		1,612		62,904		63,014
Non-financial	82		99		4,014		2,061		64		87		2,687		1,192
Insurance and other financial institutions	9,308		10,844		375,454		322,829		4,210		4,220		515,216		442,460
Total by industry/counterparty	$	24,821	$	25,825	$	902,473	$	859,420	$	10,765	$	10,351	$	795,649	$	724,939
By instrument
Credit default swaps and options	$	24,502	$	24,631	$	883,719	$	852,900	$	10,030	$	9,755	$	771,865	$	712,623
Total return swaps and other	319		1,194		18,754		6,520		735		596		23,784		12,316
Total by instrument	$	24,821	$	25,825	$	902,473	$	859,420	$	10,765	$	10,351	$	795,649	$	724,939
By rating
Investment grade	$	9,605	$	9,995	$	675,138	$	648,247	$	4,725	$	4,544	$	637,790	$	568,849
Non-investment grade	15,216		15,830		227,335		211,173		6,040		5,807		157,859		156,090
Total by rating	$	24,821	$	25,825	$	902,473	$	859,420	$	10,765	$	10,351	$	795,649	$	724,939
By maturity
Within 1 year	$	4,113	$	4,841	$	293,059	$	287,262	$	2,037	$	2,063	$	251,994	$	225,597
From 1 to 5 years	17,735		17,986		551,155		523,371		6,720		6,414		493,096		456,409
After 5 years	2,973		2,998		58,259		48,787		2,008		1,874		50,559		42,933
Total by maturity	$	24,821	$	25,825	$	902,473	$	859,420	$	10,765	$	10,351	$	795,649	$	724,939


(1)	The fair value amount receivable is composed of ~~$9,077~~$5,126 million under protection purchased and ~~$15,744 million~~$5,639 under protection sold.


(2)	The fair value amount payable is composed of ~~$17,110~~$5,882 million under protection purchased and ~~$8,715~~$4,469 million under protection sold.

~~Credit-Risk-Related~~Credit Risk-Related Contingent Features in Derivatives

Certain derivative instruments contain provisions that require the Company to either post additional collateral or immediately settle any outstanding liability balances upon the occurrence of a specified event related to the credit risk of the Company. These events, which are defined by the existing derivative contracts, are primarily downgrades in the credit ratings of the Company and its affiliates.

The fair value (excluding CVA) of all derivative instruments with ~~credit-risk-related~~credit risk-related contingent features that were in a net liability position at both ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 was ~~$28~~$35 billion and ~~$26~~$33 billion, respectively. The Company posted ~~$25~~$35 billion and ~~$26~~$33 billion as collateral for this exposure in the normal course of business as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively.

A downgrade could trigger additional collateral or cash settlement requirements for the Company and certain affiliates. In the event that Citigroup and Citibank were downgraded a single notch by all three major rating agencies as of ~~September 30, 2017,~~March 31, 2019, the Company could be required to post an additional ~~$1.2~~$0.7 billion as either collateral or settlement of the derivative transactions. Additionally, the Company could be required to segregate with third-party custodians collateral previously received from existing derivative counterparties in the amount of ~~$0.3~~$0.1 billion upon the single notch downgrade, resulting in aggregate cash obligations and collateral requirements of approximately ~~$1.5~~$0.8 billion.

Derivatives Accompanied by Financial Asset Transfers

For transfers of financial assets accounted for as a sale by the Company ~~where~~and for which the Company has retained substantially all of the economic exposure to the transferred asset through a total return swap executed with the same counterparty in contemplation of the initial sale ~~with the same counterparty and~~(and still ~~outstanding as of September 30, 2017,~~outstanding), both the asset ~~carrying~~ amounts derecognized and the gross cash proceeds received as of the date of derecognition were ~~$2.4 billion.~~ $4.6 billion and $4.1 billion as of March 31, 2019 and December 31, 2018, respectively.

At ~~September 30, 2017,~~March 31, 2019, the fair value of these previously derecognized assets was ~~$2.4~~$4.6 billion. The fair value of the total return swaps as of March 31, 2019 was ~~$28~~$89 million recorded as gross derivative assets and ~~$47~~$7 million recorded as gross derivative liabilities. At December 31, 2018, the fair value of these previously derecognized assets was $4.1 billion, and the fair value of the total return swaps was $55 million recorded as gross derivative assets and $9 million recorded as gross derivative liabilities.

The balances for the total return swaps are on a gross basis, before the application of counterparty and cash collateral netting, and are included primarily as equity derivatives in the tabular disclosures in this Note.

20. FAIR VALUE MEASUREMENT

For additional information regarding fair value measurement at Citi, see Note 24 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

Market Valuation Adjustments

The table below summarizes the credit valuation adjustments (CVA) and funding valuation adjustments (FVA) applied to the fair value of derivative instruments at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016:~~2018:


	Credit and funding valuation adjustments contra-liability (contra-asset)						Credit and funding valuation adjustments contra-liability (contra-asset)
In millions of dollars	September 30, 2017			December 31, 2016			March 31, 2019			December 31, 2018
Counterparty CVA	$	(1,114	)	$	(1,488	)	$	(982	)	$	(1,085	)
Asset FVA	(462		)	(536		)	(524		)	(544		)
Citigroup (own-credit) CVA	318			459			402			482
Liability FVA	51			62			87			135
Total CVA—derivative instruments⁽¹⁾	$	(1,207	)	$	(1,503	)	$	(1,017	)	$	(1,012	)


(1)	FVA is included with CVA for presentation purposes.

The table below summarizes pretax gains (losses) related to changes in CVA on derivative instruments, net of hedges, FVA on derivatives and debt valuation adjustments (DVA) on Citi’s own fair value option (FVO) liabilities for the periods indicated:


	Credit/funding/debt valuation adjustments gain (loss)												Credit/funding/debt valuation adjustments gain (loss)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2017			2016			2019			2018
Counterparty CVA	$	27		$	112		$	197		$	19		$	74		$	23
Asset FVA	(5		)	37			74			(59		)	20			9
Own-credit CVA	(2		)	(60		)	(127		)	65			(92		)	75
Liability FVA	(16		)	(59		)	(10		)	(11		)	(48		)	(7		)
Total CVA—derivative instruments	$	4		$	30		$	134		$	14		$	(46	)	$	100
DVA related to own FVO liabilities ⁽¹⁾	$	(195	)	$	(319	)	$	(422	)	$	8		$	(725	)	$	167
Total CVA and DVA⁽²⁾	$	(191	)	$	(289	)	$	(288	)	$	22		$	(771	)	$	267


(1)	See ~~Note~~Notes 1 and Note 17 to the Consolidated Financial ~~Statements.~~Statements in Citi’s 2018 Annual Report on Form 10-K.


(2)	FVA is included with CVA for presentation purposes.

Items Measured at Fair Value on a Recurring Basis

The following tables present for each of the fair value hierarchy levels the Company’s assets and liabilities that are measured at fair value on a recurring basis at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018. The Company may hedge positions that have been classified in the Level 3 category with other financial instruments (hedging instruments) that may be

classified as Level 3, but also with financial instruments classified as Level 1 or Level 2 of the fair value hierarchy. The effects of these hedges are presented gross in the following tables:

Fair Value Levels


In millions of dollars at September 30, 2017	Level 1⁽¹⁾		Level 2⁽¹⁾		Level 3		Gross inventory		Netting⁽²⁾			Net balance
In millions of dollars at March 31, 2019														Level 1⁽¹⁾		Level 2⁽¹⁾		Level 3		Gross inventory		Netting⁽²⁾			Net balance
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell	$	—	$	205,951	$	664	$	206,615	$	(50,283	)	$	156,332
Federal funds sold and securities borrowed and purchased under agreements to resell														$	—	$	241,414	$	66	$	241,480	$	(79,364	)	$	162,116
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed	—		21,991		309		22,300		—			22,300		—		26,285		154		26,439		—			26,439
Residential	—		529		351		880		—			880		—		574		128		702		—			702
Commercial	—		1,061		112		1,173		—			1,173		—		1,359		69		1,428		—			1,428
Total trading mortgage-backed securities	$	—	$	23,581	$	772	$	24,353	$	—		$	24,353	$	—	$	28,218	$	351	$	28,569	$	—		$	28,569
U.S. Treasury and federal agency securities	$	22,398	$	2,999	$	—	$	25,397	$	—		$	25,397	$	36,579	$	4,966	$	—	$	41,545	$	—		$	41,545
State and municipal	—		2,429		270		2,699		—			2,699		—		2,425		178		2,603		—			2,603
Foreign government	45,503		18,525		95		64,123		—			64,123		51,976		23,108		39		75,123		—			75,123
Corporate	247		14,924		391		15,562		—			15,562		1,949		14,371		378		16,698		—			16,698
Equity securities	47,941		7,427		236		55,604		—			55,604		46,995		8,798		127		55,920		—			55,920
Asset-backed securities	—		1,347		1,704		3,051		—			3,051		—		1,578		1,429		3,007		—			3,007
Other trading assets⁽³⁾	3		10,034		2,151		12,188		—			12,188		40		10,550		1,042		11,632		—			11,632
Total trading non-derivative assets	$	116,092	$	81,266	$	5,619	$	202,977	$	—		$	202,977	$	137,539	$	94,014	$	3,544	$	235,097	$	—		$	235,097
Trading derivatives
Interest rate contracts	$	147	$	206,086	$	1,749	$	207,982						$	283	$	184,259	$	1,581	$	186,123
Foreign exchange contracts	42		133,963		568		134,573							1		134,011		354		134,366
Equity contracts	2,110		24,606		568		27,284							453		24,988		342		25,783
Commodity contracts	280		11,598		311		12,189							—		14,246		734		14,980
Credit derivatives	—		22,113		1,098		23,211							—		9,934		750		10,684
Total trading derivatives	$	2,579	$	398,366	$	4,294	$	405,239						$	737	$	367,438	$	3,761	$	371,936
Cash collateral paid⁽⁴⁾							$	13,991												$	11,349
Netting agreements									$	(325,424	)											$	(292,121	)
Netting of cash collateral received									(37,876		)											(39,750		)
Total trading derivatives	$	2,579	$	398,366	$	4,294	$	419,230	$	(363,300	)	$	55,930	$	737	$	367,438	$	3,761	$	383,285	$	(331,871	)	$	51,414
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed	$	—	$	42,257	$	57	$	42,314	$	—		$	42,314	$	—	$	39,301	$	32	$	39,333	$	—		$	39,333
Residential	—		2,992		—		2,992		—			2,992		—		1,121		—		1,121		—			1,121
Commercial	—		341		3		344		—			344		—		138		—		138		—			138
Total investment mortgage-backed securities	$	—	$	45,590	$	60	$	45,650	$	—		$	45,650	$	—	$	40,560	$	32	$	40,592	$	—		$	40,592
U.S. Treasury and federal agency securities	$	107,085	$	11,241	$	—	$	118,326	$	—		$	118,326	$	98,793	$	8,880	$	—	$	107,673	$	—		$	107,673
State and municipal	—		7,918		1,272		9,190		—			9,190		—		7,199		910		8,109		—			8,109
Foreign government	58,869		41,577		301		100,747		—			100,747		60,695		40,590		71		101,356		—			101,356
Corporate	2,342		12,997		120		15,459		—			15,459		4,722		7,528		60		12,310		—			12,310
Equity securities	287		14		3		304		—			304
Marketable equity securities														194		14		—		208		—			208
Asset-backed securities	—		4,461		830		5,291		—			5,291		—		614		806		1,420		—			1,420
Other debt securities	—		338		10		348		—			348		—		3,672		—		3,672		—			3,672
Non-marketable equity securities⁽⁵⁾	—		66		829		895		—			895		—		100		505		605		—			605
Total investments	$	168,583	$	124,202	$	3,425	$	296,210	$	—		$	296,210	$	164,404	$	109,157	$	2,384	$	275,945	$	—		$	275,945

Table continues on the next page.



In millions of dollars at March 31, 2019	Level 1⁽¹⁾			Level 2⁽¹⁾			Level 3			Gross inventory		Netting⁽²⁾			Net balance
Loans	$	—		$	3,501		$	373		$	3,874	$	—		$	3,874
Mortgage servicing rights	—			—			551			551		—			551
Non-trading derivatives and other financial assets measured on a recurring basis	$	14,577		$	5,241		$	—		$	19,818	$	—		$	19,818
Total assets	$	317,257		$	820,765		$	10,679		$	1,160,050	$	(411,235	)	$	748,815
Total as a percentage of gross assets⁽⁶⁾	27.6		%	71.5		%	0.9		%
Liabilities
Interest-bearing deposits	$	—		$	1,297		$	1,047		$	2,344	$	—		$	2,344
Federal funds purchased and securities loaned and sold under agreements to repurchase	—			124,564			1,041			125,605		(79,364		)	46,241
Trading account liabilities
Securities sold, not yet purchased	74,650			13,222			15			87,887		—			87,887
Other trading liabilities	—			117			—			117		—			117
Total trading liabilities	$	74,650		$	13,339		$	15		$	88,004	$	—		$	88,004
Trading derivatives
Interest rate contracts	$	179		$	165,038		$	1,697		$	166,914
Foreign exchange contracts	3			131,797			308			132,108
Equity contracts	207			29,734			1,687			31,628
Commodity contracts	—			17,248			430			17,678
Credit derivatives	—			10,769			716			11,485
Total trading derivatives	$	389		$	354,586		$	4,838		$	359,813
Cash collateral received⁽⁷⁾										$	13,886
Netting agreements												$	(292,121	)
Netting of cash collateral paid												(33,190		)
Total trading derivatives	$	389		$	354,586		$	4,838		$	373,699	$	(325,311	)	$	48,388
Short-term borrowings	$	—		$	5,002		$	170		$	5,172	$	—		$	5,172
Long-term debt	—			30,354			13,734			44,088		—			44,088
Total non-trading derivatives and other financial liabilities measured on a recurring basis	$	14,577		$	—		$	—		$	14,577	$	—		$	14,577
Total liabilities	$	89,616		$	529,142		$	20,845		$	653,489	$	(404,675	)	$	248,814
Total as a percentage of gross liabilities⁽⁶⁾	14.0		%	82.7		%	3.3		%

In millions of dollars at September 30, 2017
Level 1⁽¹⁾
Level 2⁽¹⁾
Level 3 Gross
inventory
Netting⁽²⁾
Net
balance
Loans $ —
$ 3,764
$ 544
$ 4,308
$ —
$ 4,308
Mortgage servicing rights —
—
553
553
—
553
Non-trading derivatives and other financial assets measured on a recurring basis, gross $ 14,434
$ 6,981
$ 14
$ 21,429

Cash collateral paid⁽⁶⁾
—

Netting of cash collateral received $ (1,005 )
Non-trading derivatives and other financial assets measured on a recurring basis $ 14,434
$ 6,981
$ 14
$ 21,429
$ (1,005 ) $ 20,424
Total assets $ 301,688
$ 820,530
$ 15,113
$ 1,151,322
$ (414,588 ) $ 736,734
Total as a percentage of gross assets⁽⁷⁾
26.5 % 72.1 % 1.3 %

Liabilities
Interest-bearing deposits $ —
$ 1,197
$ 300
$ 1,497
$ —
$ 1,497
Federal funds purchased and securities loaned or sold under agreements to repurchase —
94,843
765
95,608
(50,283 ) 45,325
Trading account liabilities
Securities sold, not yet purchased 73,549
9,688
684
83,921
—
83,921
Other trading liabilities —
3,035
—
3,035
—
3,035
Total trading liabilities $ 73,549
$ 12,723
$ 684
$ 86,956
$ —
$ 86,956
Trading derivatives
Interest rate contracts $ 118
$ 185,681
$ 1,950
$ 187,749

Foreign exchange contracts 50
132,666
420
133,136

Equity contracts 2,116
27,984
2,416
32,516

Commodity contracts 166
12,428
2,650
15,244

Credit derivatives —
23,146
2,039
25,185

Total trading derivatives $ 2,450
$ 381,905
$ 9,475
$ 393,830

Cash collateral received⁽⁸⁾
$ 15,848

Netting agreements $ (325,424 )
Netting of cash collateral paid (32,390 )
Total trading derivatives $ 2,450
$ 381,905
$ 9,475
$ 409,678
$ (357,814 ) $ 51,864
Short-term borrowings $ —
$ 4,771
$ 56
$ 4,827
$ —
$ 4,827
Long-term debt —
19,505
11,321
30,826
—
30,826
Non-trading derivatives and other financial liabilities measured on a recurring basis, gross $ 14,434
$ 716
$ 2
$ 15,152

Cash collateral received⁽⁹⁾
9

Netting of cash collateral paid $ (17 )
Total non-trading derivatives and other financial liabilities measured on a recurring basis $ 14,434
$ 716
$ 2
$ 15,161
$ (17 ) $ 15,144
Total liabilities $ 90,433
$ 515,660
$ 22,603
$ 644,553
$ (408,114 ) $ 236,439
Total as a percentage of gross liabilities⁽⁷⁾
14.4 % 82.0 % 3.6 %

(1)

For the three and nine months ended September 30, 2017, the Company transferred assets of approximately $0.6 billion and $3.6 billion from Level 1 to Level 2, primarily related to foreign government securities and equity securities not traded in active markets. During the three and nine months ended September 30, 2017, the Company transferred assets of approximately $0.9 billion and $3.1 billion from Level 2 to Level 1, primarily related to foreign government bonds traded with sufficient frequency to constitute an active market. For the three and nine months ended September 30, 2017, the Company transferred liabilities of approximately $0.2 billion and $0.3 billion from Level 1 to Level 2. During the three and nine months ended September 30, 2017, the Company transferred liabilities of approximately $0.1 billion and $0.2 billion from Level 2 to Level 1.


~~(2)~~	Represents netting of (i) the amounts due under securities purchased under agreements to resell and the amounts owed under securities sold under agreements to ~~repurchase;~~repurchase and (ii) derivative exposures covered by a qualifying master netting agreement and cash collateral offsetting.


~~(3)~~(2)	Includes positions related to investments in unallocated precious metals, as discussed in Note 21 to the Consolidated Financial Statements. Also includes physical commodities accounted for at the lower of cost or fair value and unfunded credit products.


~~(4)~~(3)	Reflects the net amount of ~~$46,381~~$44,539 million gross cash collateral paid, of which ~~$32,390~~$33,190 million was used to offset trading derivative liabilities.


~~(5)~~	~~Amounts exclude~~ ~~$0.4 billion~~ ~~investments measured at Net Asset Value (NAV) in accordance with ASU No. 2015-07,~~ ~~Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).~~


~~(6)~~	~~Reflects the net amount of $17 million of gross cash collateral paid, all of which was used to offset non-trading derivative liabilities.~~


~~(7)~~	Because the amount of the cash collateral paid/received has not been allocated to the Level 1, 2 and 3 subtotals, these percentages are calculated based on total assets and liabilities measured at fair value on a recurring basis, excluding the cash collateral paid/received on derivatives.


~~(8)~~	~~Reflects the net amount $53,724 million of gross cash collateral received, of which $37,876 million was used to offset trading derivative assets.~~


~~(9)~~	~~Reflects the net amount of $1,014 million of gross cash collateral received, of which $1,005 million was used to offset non-trading derivative assets.~~

~~Fair Value Levels~~

In millions of dollars at December 31, 2016
Level 1⁽¹⁾
Level 2⁽¹⁾
Level 3 Gross
inventory
Netting⁽²⁾
Net
balance
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell $ —
$ 172,394
$ 1,496
$ 173,890
$ (40,686 ) $ 133,204
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed —
22,718
176
22,894
—
22,894
Residential —
291
399
690
—
690
Commercial —
1,000
206
1,206
—
1,206
Total trading mortgage-backed securities $ —
$ 24,009
$ 781
$ 24,790
$ —
$ 24,790
U.S. Treasury and federal agency securities $ 16,368
$ 4,811
$ 1
$ 21,180
$ —
$ 21,180
State and municipal —
3,780
296
4,076
—
4,076
Foreign government 32,164
17,492
40
49,696
—
49,696
Corporate 424
14,199
324
14,947
—
14,947
Equity securities 45,056
5,260
127
50,443
—
50,443
Asset-backed securities —
892
1,868
2,760
—
2,760
Other trading assets⁽³⁾
—
9,466
2,814
12,280
—
12,280
Total trading non-derivative assets $ 94,012
$ 79,909
$ 6,251
$ 180,172
$ —
$ 180,172
Trading derivatives
Interest rate contracts $ 105
$ 366,995
$ 2,225
$ 369,325

Foreign exchange contracts 53
184,776
833
185,662

Equity contracts 2,306
21,209
595
24,110

Commodity contracts 261
12,999
505
13,765

Credit derivatives —
23,021
1,594
24,615

Total trading derivatives $ 2,725
$ 609,000
$ 5,752
$ 617,477

Cash collateral paid⁽⁴⁾
$ 11,188

Netting agreements $ (519,000 )
Netting of cash collateral received (45,912 )
Total trading derivatives $ 2,725
$ 609,000
$ 5,752
$ 628,665
$ (564,912 ) $ 63,753
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed $ —
$ 38,304
$ 101
$ 38,405
$ —
$ 38,405
Residential —
3,860
50
3,910
—
3,910
Commercial —
358
—
358
—
358
Total investment mortgage-backed securities $ —
$ 42,522
$ 151
$ 42,673
$ —
$ 42,673
U.S. Treasury and federal agency securities $ 112,916
$ 10,753
$ 2
$ 123,671
$ —
$ 123,671
State and municipal —
8,909
1,211
10,120
—
10,120
Foreign government 54,028
43,934
186
98,148
—
98,148
Corporate 3,215
13,598
311
17,124
—
17,124
Equity securities 336
46
9
391
—
391
Asset-backed securities —
6,134
660
6,794
—
6,794
Other debt securities —
503
—
503
—
503
Non-marketable equity securities⁽⁵⁾
—
35
1,331
1,366
—
1,366
Total investments $ 170,495
$ 126,434
$ 3,861
$ 300,790
$ —
$ 300,790

~~Table continues on the next page.~~

In millions of dollars at December 31, 2016
Level 1⁽¹⁾
Level 2⁽¹⁾
Level 3 Gross
inventory
Netting⁽²⁾
Net
balance
Loans $ —
$ 2,918
$ 568
$ 3,486
$ —
$ 3,486
Mortgage servicing rights —
—
1,564
1,564
—
1,564
Non-trading derivatives and other financial assets measured on a recurring basis, gross $ 9,300
$ 7,732
$ 34
$ 17,066

Cash collateral paid⁽⁶⁾
8

Netting of cash collateral received $ (1,345 )
Non-trading derivatives and other financial assets measured on a recurring basis $ 9,300
$ 7,732
$ 34
$ 17,074
$ (1,345 ) $ 15,729
Total assets $ 276,532
$ 998,387
$ 19,526
$ 1,305,641
$ (606,943 ) $ 698,698
Total as a percentage of gross assets⁽⁷⁾
21.4 % 77.1 % 1.5 %
Liabilities
Interest-bearing deposits $ —
$ 919
$ 293
$ 1,212
$ —
$ 1,212
Federal funds purchased and securities loaned or sold under agreements to repurchase —
73,500
849
74,349
(40,686 ) 33,663
Trading account liabilities
Securities sold, not yet purchased 67,429
12,184
1,177
80,790
—
80,790
Other trading liabilities —
1,827
1
1,828
—
1,828
Total trading liabilities $ 67,429
$ 14,011
$ 1,178
$ 82,618
$ —
$ 82,618
Trading account derivatives
Interest rate contracts $ 107
$ 351,766
$ 2,888
$ 354,761

Foreign exchange contracts 13
187,328
420
187,761

Equity contracts 2,245
22,119
2,152
26,516

Commodity contracts 196
12,386
2,450
15,032

Credit derivatives —
22,842
2,595
25,437

Total trading derivatives $ 2,561
$ 596,441
$ 10,505
$ 609,507

Cash collateral received⁽⁸⁾
$ 15,731

Netting agreements $ (519,000 )
Netting of cash collateral paid (49,811 )
Total trading derivatives $ 2,561
$ 596,441
$ 10,505
$ 625,238
$ (568,811 ) $ 56,427
Short-term borrowings $ —
$ 2,658
$ 42
$ 2,700
$ —
$ 2,700
Long-term debt —
16,510
9,744
26,254
—
26,254
Non-trading derivatives and other financial liabilities measured on a recurring basis, gross $ 9,300
$ 1,540
$ 8
$ 10,848

Cash collateral received⁽⁹⁾
1

Netting of cash collateral paid $ (53 )
Non-trading derivatives and other financial liabilities measured on a recurring basis $ 9,300
$ 1,540
$ 8
$ 10,849
$ (53 ) $ 10,796
Total liabilities $ 79,290
$ 705,579
$ 22,619
$ 823,220
$ (609,550 ) $ 213,670
Total as a percentage of gross liabilities⁽⁷⁾
9.8 % 87.4 % 2.8 %

~~(1)~~

In 2016, the Company transferred assets of approximately $2.6 billion from Level 1 to Level 2, primarily related to foreign government securities and equity securities not traded in active markets. In 2016, the Company transferred assets of approximately $4.0 billion from Level 2 to Level 1, primarily related to foreign government bonds and equity securities traded with sufficient frequency to constitute a liquid market. In 2016, the Company transferred liabilities of approximately $0.4 billion from Level 2 to Level 1. In 2016, the Company transferred liabilities of approximately $0.3 billion from Level 1 to Level 2.


~~(2)~~	Represents netting of (i) the amounts due under securities purchased under agreements to resell and the amounts owed under securities sold under agreements to repurchase; and (ii) derivative exposures covered by a qualifying master netting agreement and cash collateral offsetting.


~~(3)~~	Includes positions related to investments in unallocated precious metals, as discussed in Note 21 to the Consolidated Financial Statements. Also includes physical commodities accounted for at the lower of cost or fair value and unfunded credit products.


(4)	~~Reflects the net amount of $60,999 million of gross cash collateral paid, of which $49,811 million was used to offset trading derivative liabilities.~~


~~(5)~~	~~Amounts exclude~~ ~~$0.4 billion~~ ~~investments measured at Net Asset Value (NAV) in accordance with ASU No. 2015-07,~~ ~~Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).~~


~~(6)~~	~~Reflects the net amount of~~ ~~$61 million~~ ~~of gross cash collateral paid, of which~~ ~~$53 million~~ ~~was used to offset non-trading derivative liabilities.~~


~~(7)~~	Because the amount of the cash collateral paid/received has not been allocated to the Level 1, 2 and 3 subtotals, these percentages are calculated based on total assets and liabilities measured at fair value on a recurring basis, excluding the cash collateral paid/received on derivatives.


~~(8)~~(5)	Amounts exclude $0.2 billion of investments measured at net asset value (NAV) in accordance with ASU 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).


(6)	Reflects the net amount ~~of $61,643~~$53,636 million of gross cash collateral received, of which ~~$45,912~~$39,750 million was used to offset trading derivative assets.

Fair Value Levels



In millions of dollars at December 31, 2018	Level 1⁽¹⁾		Level 2⁽¹⁾		Level 3		Gross inventory		Netting⁽²⁾			Net balance
Assets
Federal funds sold and securities borrowed and purchased under agreements to resell	$	—	$	214,570	$	115	$	214,685	$	(66,984	)	$	147,701
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed	—		24,090		156		24,246		—			24,246
Residential	—		709		268		977		—			977
Commercial	—		1,323		77		1,400		—			1,400
Total trading mortgage-backed securities	$	—	$	26,122	$	501	$	26,623	$	—		$	26,623
U.S. Treasury and federal agency securities	$	26,439	$	4,802	$	1	$	31,242	$	—		$	31,242
State and municipal	—		3,782		200		3,982		—			3,982
Foreign government	43,309		21,179		31		64,519		—			64,519
Corporate	1,026		14,510		360		15,896		—			15,896
Equity securities	36,342		7,308		153		43,803		—			43,803
Asset-backed securities	—		1,429		1,484		2,913		—			2,913
Other trading assets⁽³⁾	3		12,198		818		13,019		—			13,019
Total trading non-derivative assets	$	107,119	$	91,330	$	3,548	$	201,997	$	—		$	201,997
Trading derivatives
Interest rate contracts	$	101	$	169,860	$	1,671	$	171,632
Foreign exchange contracts	—		162,108		346		162,454
Equity contracts	647		28,903		343		29,893
Commodity contracts	—		16,788		767		17,555
Credit derivatives	—		9,839		926		10,765
Total trading derivatives	$	748	$	387,498	$	4,053	$	392,299
Cash collateral paid⁽⁴⁾							$	11,518
Netting agreements									$	(311,089	)
Netting of cash collateral received									(38,608		)
Total trading derivatives	$	748	$	387,498	$	4,053	$	403,817	$	(349,697	)	$	54,120
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed	$	—	$	42,988	$	32	$	43,020	$	—		$	43,020
Residential	—		1,313		—		1,313		—			1,313
Commercial	—		172		—		172		—			172
Total investment mortgage-backed securities	$	—	$	44,473	$	32	$	44,505	$	—		$	44,505
U.S. Treasury and federal agency securities	$	107,577	$	9,645	$	—	$	117,222	$	—		$	117,222
State and municipal	—		8,498		708		9,206		—			9,206
Foreign government	58,252		42,371		68		100,691		—			100,691
Corporate	4,410		7,033		156		11,599		—			11,599
Marketable equity securities	206		14		—		220		—			220
Asset-backed securities	—		656		187		843		—			843
Other debt securities	—		3,972		—		3,972		—			3,972
Non-marketable equity securities⁽⁵⁾	—		96		586		682		—			682
Total investments	$	170,445	$	116,758	$	1,737	$	288,940	$	—		$	288,940

Table continues on the next page.



In millions of dollars at December 31, 2018	Level 1⁽¹⁾			Level 2⁽¹⁾			Level 3			Gross inventory		Netting⁽²⁾			Net balance
Loans	$	—		$	2,946		$	277		$	3,223	$	—		$	3,223
Mortgage servicing rights	—			—			584			584		—			584
Non-trading derivatives and other financial assets measured on a recurring basis	$	15,839		$	4,949		$	—		$	20,788	$	—		$	20,788
Total assets	$	294,151		$	818,051		$	10,314		$	1,134,034	$	(416,681	)	$	717,353
Total as a percentage of gross assets⁽⁶⁾	26.2		%	72.9		%	0.9		%
Liabilities
Interest-bearing deposits	$	—		$	980		$	495		$	1,475	$	—		$	1,475
Federal funds purchased and securities loaned and sold under agreements to repurchase	—			110,511			983			111,494		(66,984		)	44,510
Trading account liabilities
Securities sold, not yet purchased	78,872			11,364			586			90,822		—			90,822
Other trading liabilities	—			1,547			—			1,547		—			1,547
Total trading liabilities	$	78,872		$	12,911		$	586		$	92,369	$	—		$	92,369
Trading account derivatives
Interest rate contracts	$	71		$	152,931		$	1,825		$	154,827
Foreign exchange contracts	—			159,003			352			159,355
Equity contracts	351			32,330			1,127			33,808
Commodity contracts	—			19,904			785			20,689
Credit derivatives	—			9,486			865			10,351
Total trading derivatives	$	422		$	373,654		$	4,954		$	379,030
Cash collateral received⁽⁷⁾										$	13,906
Netting agreements												$	(311,089	)
Netting of cash collateral paid												(29,911		)
Total trading derivatives	$	422		$	373,654		$	4,954		$	392,936	$	(341,000	)	$	51,936
Short-term borrowings	$	—		$	4,446		$	37		$	4,483	$	—		$	4,483
Long-term debt	—			25,659			12,570			38,229		—			38,229
Non-trading derivatives and other financial liabilities measured on a recurring basis	$	15,839		$	67		$	—		$	15,906	$	—		$	15,906
Total liabilities	$	95,133		$	528,228		$	19,625		$	656,892	$	(407,984	)	$	248,908
Total as a percentage of gross liabilities⁽⁶⁾	14.8		%	82.1		%	3.1		%


~~(9)~~(1)	Represents netting of (i) the amounts due under securities purchased under agreements to resell and the amounts owed under securities sold under agreements to repurchase and (ii) derivative exposures covered by a qualifying master netting agreement and cash collateral offsetting.


(2)	Includes positions related to investments in unallocated precious metals, as discussed in Note 21 to the Consolidated Financial Statements. Also includes physical commodities accounted for at the lower of cost or fair value and unfunded credit products.


(3)	Reflects the net amount of ~~$1,346~~$41,429 million of gross cash collateral paid, of which $29,911 million was used to offset trading derivative liabilities.


(4)	Because the amount of the cash collateral paid/received has not been allocated to the Level 1, 2 and 3 subtotals, these percentages are calculated based on total assets and liabilities measured at fair value on a recurring basis, excluding the cash collateral paid/received on derivatives.


(5)	Amounts exclude $0.2 billion of investments measured at net asset value (NAV) in accordance with ASU 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).


(6)	Reflects the net amount of $52,514 million of gross cash collateral received, of which ~~$1,345~~$38,608 million was used to offset ~~non-trading~~trading derivative assets.

Changes in Level 3 Fair Value Category

The following tables present the changes in the Level 3 fair value category for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2019 and ~~2016.~~2018. The gains and losses presented below include changes in the fair value related to both observable and unobservable inputs.

The Company often hedges positions with offsetting positions that are classified in a different level. For example, the gains and losses for assets and liabilities in the Level 3

category presented in the tables below do not reflect the effect of offsetting losses and gains on hedging instruments that may be classified in the Level 1 or Level 2 categories. In addition, the Company hedges items classified in the Level 3 category with instruments also classified in Level 3 of the fair value hierarchy. The hedged items and related hedges are presented gross in the following tables:

Level 3 Fair Value Rollforward


				Net realized/unrealized gains (losses) incl. in					Transfers																				Unrealized gains (losses) still held⁽³⁾						Net realized/unrealized gains (losses) incl. in					Transfers																					Unrealized gains (losses) still held⁽³⁾
In millions of dollars	Jun. 30, 2017			Principal transactions			Other⁽¹⁾⁽²⁾		into Level 3			out of Level 3			Purchases			Issuances		Sales			Settlements			Sept. 30, 2017						Dec. 31, 2018			Principal transactions			Other⁽¹⁾⁽²⁾		into Level 3			out of Level 3			Purchases			Issuances			Sales			Settlements			Mar. 31, 2019
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell	$	1,002		$	(338	)	$	—	$	—		$	—		$	—		$	—	$	—		$	—		$	664		$	(338	)
Federal funds sold and securities borrowed and purchased under agreements to resell																																$	115		$	(4	)	$	—	$	(4	)	$	3		$	45		$	—		$	—		$	(89	)	$	66		$	(2	)
Trading non-derivative assets
Trading mortgage- backed securities
U.S. government-sponsored agency guaranteed	204			—			—		75			(21		)	174			—		(123		)	—			309			—			156			—			—		—			(25		)	48			—			(25		)	—			154			3
Residential	327			24			—		41			(9		)	39			—		(71		)	—			351			12			268			1			—		5			(31		)	69			—			(184		)	—			128			10
Commercial	318			10			—		22			(17		)	11			—		(232		)	—			112			5			77			2			—		2			(1		)	24			—			(35		)	—			69			1
Total trading mortgage- backed securities	$	849		$	34		$	—	$	138		$	(47	)	$	224		$	—	$	(426	)	$	—		$	772		$	17		$	501		$	3		$	—	$	7		$	(57	)	$	141		$	—		$	(244	)	$	—		$	351		$	14
U.S. Treasury and federal agency securities	$	—		$	—		$	—	$	—		$	—		$	—		$	—	$	—		$	—		$	—		$	—		$	1		$	—		$	—	$	—		$	—		$	—		$	—		$	—		$	(1	)	$	—		$	—
State and municipal	284			(2		)	—		—			—			49			—		(61		)	—			270			(1		)	200			(1		)	—		—			(19		)	1			—			(3		)	—			178			—
Foreign government	108			(5		)	—		4			(114		)	161			—		(59		)	—			95			(2		)	31			(1		)	—		9			—			3			—			(3		)	—			39			1
Corporate	401			105			—		16			(11		)	148			—		(268		)	—			391			103			360			90			—		21			(26		)	69			(33		)	(103		)	—			378			(35		)
Equity securities	240			183			—		3			(41		)	29			—		(178		)	—			236			6
Marketable equity securities																																153			(10		)	—		1			(11		)	9			—			(15		)	—			127			14
Asset-backed securities	1,570			114			—		5			(6		)	481			—		(460		)	—			1,704			26			1,484			(26		)	—		7			(32		)	221			—			(225		)	—			1,429			38
Other trading assets	1,803			(38		)	—		38			(607		)	1,349			4		(394		)	(4		)	2,151			29			818			5			—		13			(32		)	340			4			(102		)	(4		)	1,042			(20		)
Total trading non- derivative assets	$	5,255		$	391		$	—	$	204		$	(826	)	$	2,441		$	4	$	(1,846	)	$	(4	)	$	5,619		$	178		$	3,548		$	60		$	—	$	58		$	(177	)	$	784		$	(29	)	$	(695	)	$	(5	)	$	3,544		$	12
Trading derivatives, net⁽⁴⁾
Interest rate contracts	$	(288	)	$	196		$	—	$	4		$	(4	)	$	25		$	—	$	(20	)	$	(114	)	$	(201	)	$	120		$	(154	)	$	(51	)	$	—	$	(15	)	$	27		$	6		$	12		$	—		$	59		$	(116	)	$	(60	)
Foreign exchange contracts	184			(92		)	—		1			(4		)	(6		)	—		(3		)	68			148			(92		)	(6		)	60			—		(15		)	15			3			—			(4		)	(7		)	46			28
Equity contracts	(1,647		)	201			—		(52		)	(34		)	31			—		(126		)	(221		)	(1,848		)	(10		)	(784		)	(294		)	—		(154		)	9			(1		)	(59		)	2			(64		)	(1,345		)	(222		)
Commodity contracts	(2,024		)	(248		)	—		(29		)	(10		)	—			—		(3		)	(25		)	(2,339		)	(255		)	(18		)	280			—		(3		)	10			54			—			(34		)	15			304			300
Credit derivatives	(1,339		)	(150		)	—		25			115			7			—		—			401			(941		)	(185		)	61			(319		)	—		(18		)	232			—			—			—			78			34			(320		)
Total trading derivatives, net⁽⁴⁾	$	(5,114	)	$	(93	)	$	—	$	(51	)	$	63		$	57		$	—	$	(152	)	$	109		$	(5,181	)	$	(422	)	$	(901	)	$	(324	)	$	—	$	(205	)	$	293		$	62		$	(47	)	$	(36	)	$	81		$	(1,077	)	$	(274	)

Table continues on the next page.


			Net realized/unrealized gains (losses) incl. in						Transfers																	Unrealized gains (losses) still held⁽³⁾					Net realized/unrealized gains (losses) incl. in						Transfers																			Unrealized gains (losses) still held⁽³⁾
In millions of dollars	Jun. 30, 2017		Principal transactions			Other⁽¹⁾⁽²⁾			into Level 3		out of Level 3			Purchases		Issuances		Sales			Settlements			Sept. 30, 2017					Dec. 31, 2018		Principal transactions			Other⁽¹⁾⁽²⁾			into Level 3			out of Level 3			Purchases		Issuances			Sales			Settlements			Mar. 31, 2019
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed	$	50	$	—		$	12		$	—	$	(5	)	$	—	$	—	$	—		$	—		$	57	$	28		$	32	$	—		$	—		$	—		$	—		$	—	$	—		$	—		$	—		$	32	$	(2	)
Residential	—		—			—			—		—			—		—		—			—			—		—			—		—			—			—			—			—		—			—			—			—		—
Commercial	—		—			—			3		—			—		—		—			—			3		—			—		—			—			—			—			—		—			—			—			—		—
Total investment mortgage-backed securities	$	50	$	—		$	12		$	3	$	(5	)	$	—	$	—	$	—		$	—		$	60	$	28		$	32	$	—		$	—		$	—		$	—		$	—	$	—		$	—		$	—		$	32	$	(2	)
U.S. Treasury and federal agency securities	$	1	$	—		$	—		$	—	$	—		$	—	$	—	$	(1	)	$	—		$	—	$	—		$	—	$	—		$	—		$	—		$	—		$	—	$	—		$	—		$	—		$	—	$	—
State and municipal	1,285		—			(2		)	21		(3		)	16		—		(45		)	—			1,272		17			708		—			52			3			—			185		—			(38		)	—			910		44
Foreign government	358		—			(58		)	—		(18		)	122		—		(103		)	—			301		(7		)	68		—			(4		)	—			—			39		—			(32		)	—			71		(1		)
Corporate	156		—			146			10		(2		)	41		—		(231		)	—			120		—			156		—			—			—			(94		)	—		—			(2		)	—			60		—
Equity securities	9		—			(1		)	—		—			—		—		(5		)	—			3		—
Marketable equity securities																													—		—			—			—			—			—		—			—			—			—		—
Asset-backed securities	1,028		—			(280		)	2		(7		)	504		—		(417		)	—			830		(134		)	187		—			(2		)	94			—			550		—			(23		)	—			806		(4		)
Other debt securities	10		—			—			—		—			—		—		—			—			10		—			—		—			—			—			—			—		—			—			—			—		—
Non-marketable equity securities	939		—			(61		)	—		—			1		—		(1		)	(49		)	829		(18		)	586		—			22			—			—			4		—			(86		)	(21		)	505		(11		)
Total investments	$	3,836	$	—		$	(244	)	$	36	$	(35	)	$	684	$	—	$	(803	)	$	(49	)	$	3,425	$	(114	)	$	1,737	$	—		$	68		$	97		$	(94	)	$	778	$	—		$	(181	)	$	(21	)	$	2,384	$	26
Loans	$	577	$	—		$	73		$	—	$	—		$	131	$	—	$	(236	)	$	(1	)	$	544	$	264		$	277	$	—		$	45		$	125		$	(70	)	$	6	$	—		$	(10	)	$	—		$	373	$	45
Mortgage servicing rights	560		—			(6		)	—		—			—		19		—			(20		)	553		3			584		—			(27		)	—			—			—		12			—			(18		)	551		(25		)
Other financial assets measured on a recurring basis	17		—			13			—		—			1		43		(4		)	(56		)	14		17			—		—			16			—			—			—		(2		)	(4		)	(10		)	—		12
Liabilities
Interest-bearing deposits	$	300	$	—		$	(2	)	$	—	$	—		$	—	$	—	$	—		$	(2	)	$	300	$	6		$	495	$	—		$	(10	)	$	1		$	(4	)	$	—	$	674		$	—		$	(129	)	$	1,047	$	(157	)
Federal funds purchased and securities loaned or sold under agreements to repurchase	807		(1		)	—			—		—			—		—		—			(43		)	765		4
Federal funds purchased and securities loaned and sold under agreements to repurchase																													983		4			—			(1		)	4			—		—			1			58			1,041		(2		)
Trading account liabilities
Securities sold, not yet purchased	1,143		496			—			5		(10		)	—		—		88			(46		)	684		24			586		124			—			1			(441		)	—		—			—			(7		)	15		13
Other trading liabilities	—		—			—			—		—			—		—		—			—			—		—			—		—			—			—			—			—		—			—			—			—		—
Short-term borrowings	29		(13		)	—			3		(1		)	—		12		—			—			56		7			37		23			—			9			(6		)	—		153			—			—			170		18
Long-term debt	11,831		1,057			—			181		(490		)	—		419		—			437			11,321		716			12,570		(407		)	—			877			(1,601		)	—		5,950			(3		)	(4,466		)	13,734		(1,001		)
Other financial liabilities measured on a recurring basis	2		—			—			—		—			—		1		—			(1		)	2		(1		)	—		—			—			—			—			—		—			—			—			—		—


(1)	Changes in fair value ~~for~~of available-for-sale ~~investments~~debt securities are recorded in AOCI, unless related to other-than-temporary impairment, while gains and losses from sales are recorded in Realized gains (losses) from sales of investments on in the Consolidated Statement of Income.


(2)	Unrealized gains (losses) on MSRs are recorded in Other revenue on in the Consolidated Statement of Income.


(3)	Represents the amount of total gains or losses for the period, included in earnings (and AOCI for changes in fair value of available-for-sale ~~investments)~~debt securities), attributable to the change in fair value relating to assets and liabilities classified as Level 3 that are still held at ~~September 30, 2017.~~March 31, 2019.


(4)	Total Level 3 trading derivative assets and liabilities have been netted in these tables for presentation purposes only.

Net realized/unrealized
gains (losses) incl. in Transfers
Unrealized
gains
(losses)
still held⁽³⁾
In millions of dollars Dec. 31, 2016 Principal
transactions
Other⁽¹⁾⁽²⁾
into
Level 3 out of
Level 3 Purchases Issuances Sales Settlements Sept. 30, 2017
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell $ 1,496
$ (340 ) $ —
$ —
$ (491 ) $ —
$ —
$ —
$ (1 ) $ 664
$ —
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed 176
4
—
154
(86 ) 438
—
(377 ) —
309
1
Residential 399
61
—
88
(58 ) 105
—
(244 ) —
351
35
Commercial 206
7
—
66
(46 ) 445
—
(566 ) —
112
(5 )
Total trading mortgage-backed securities $ 781
$ 72
$ —
$ 308
$ (190 ) $ 988
$ —
$ (1,187 ) $ —
$ 772
$ 31
U.S. Treasury and federal agency securities $ 1
$ —
$ —
$ —
$ —
$ —
$ —
$ (1 ) $ —
$ —
$ —
State and municipal 296
3
—
24
(48 ) 137
—
(142 ) —
270
(1 )
Foreign government 40
2
—
88
(204 ) 288
—
(119 ) —
95
(1 )
Corporate 324
320
—
132
(84 ) 424
—
(725 ) —
391
167
Equity securities 127
212
—
135
(54 ) 38
—
(222 ) —
236
20
Asset-backed securities 1,868
251
—
28
(87 ) 1,185
—
(1,541 ) —
1,704
34
Other trading assets 2,814
(88 ) —
470
(1,381 ) 2,002
5
(1,652 ) (19 ) 2,151
29
Total trading non-derivative assets $ 6,251
$ 772
$ —
$ 1,185
$ (2,048 ) $ 5,062
$ 5
$ (5,589 ) $ (19 ) $ 5,619
$ 279
Trading derivatives, net⁽⁴⁾

Interest rate contracts $ (663 ) $ 4
$ —
$ (24 ) $ 647
$ 90
$ —
$ (225 ) $ (30 ) $ (201 ) $ 65
Foreign exchange contracts 413
(389 ) —
54
(63 ) 32
—
(37 ) 138
148
(134 )
Equity contracts (1,557 ) 98
—
(34 ) (8 ) 180
—
(263 ) (264 ) (1,848 ) (22 )
Commodity contracts (1,945 ) (576 ) —
29
39
—
—
(3 ) 117
(2,339 ) (255 )
Credit derivatives (1,001 ) (535 ) —
(43 ) 91
5
—
2
540
(941 ) (197 )
Total trading derivatives, net⁽⁴⁾
$ (4,753 ) $ (1,398 ) $ —
$ (18 ) $ 706
$ 307
$ —
$ (526 ) $ 501
$ (5,181 ) $ (543 )
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed $ 101
$ —
$ 15
$ 1
$ (60 ) $ —
$ —
$ —
$ —
$ 57
$ 30
Residential 50
—
2
—
(47 ) —
—
(5 ) —
—
—
Commercial —
—
—
3
—
8
—
(8 ) —
3
—
Total investment mortgage-backed securities $ 151
$ —
$ 17
$ 4
$ (107 ) $ 8
$ —
$ (13 ) $ —
$ 60
$ 30
U.S. Treasury and federal agency securities $ 2
$ —
$ —
$ —
$ —
$ —
$ —
$ (2 ) $ —
$ —
$ —
State and municipal 1,211
—
37
70
(36 ) 92
—
(102 ) —
1,272
35
Foreign government 186
—
(47 ) 2
(37 ) 455
—
(258 ) —
301
(5 )
Corporate 311
—
11
74
(6 ) 224
—
(494 ) —
120
—
Equity securities 9
—
(1 ) —
—
—
—
(5 ) —
3
—
Asset-backed securities 660
—
(98 ) 23
(20 ) 864
—
(599 ) —
830
(134 )
Other debt securities —
—
—
—
—
21
—
(11 ) —
10
—
Non-marketable equity securities 1,331
—
(124 ) 2
—
10
—
(228 ) (162 ) 829
49
Total investments $ 3,861
$ —
$ (205 ) $ 175
$ (206 ) $ 1,674
$ —
$ (1,712 ) $ (162 ) $ 3,425
$ (25 )

~~Table continues on the next page.~~



				Net realized/unrealized gains (losses) incl. in						Transfers																			Unrealized gains (losses) still held⁽³⁾
In millions of dollars	Dec. 31, 2017			Principal transactions			Other⁽¹⁾⁽²⁾			into Level 3			out of Level 3			Purchases		Issuances		Sales			Settlements			Mar. 31, 2018
Assets
Federal funds sold and securities borrowed and purchased under agreements to resell	$	16		$	18		$	—		$	—		$	—		$	—	$	—	$	—		$	(18	)	$	16		$	3
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed	163			1			—			86			(49		)	116		—		(111		)	—			206			—
Residential	164			22			—			35			(77		)	46		—		(47		)	—			143			3
Commercial	57			1			—			4			(35		)	15		—		(7		)	—			35			3
Total trading mortgage-backed securities	$	384		$	24		$	—		$	125		$	(161	)	$	177	$	—	$	(165	)	$	—		$	384		$	6
U.S. Treasury and federal agency securities	$	—		$	—		$	—		$	—		$	—		$	—	$	—	$	—		$	—		$	—		$	—
State and municipal	274			6			—			—			(44		)	—		—		(25		)	—			211			(1		)
Foreign government	16			—			—			2			—			14		—		(11		)	—			21			—
Corporate	275			43			—			49			(72		)	34		—		(77		)	—			252			84
Marketable equity securities	120			75			—			1			(15		)	168		—		(112		)	—			237			(3		)
Asset-backed securities	1,590			58			—			18			(15		)	316		—		(370		)	—			1,597			73
Other trading assets	615			135			—			58			(10		)	112		—		(194		)	(5		)	716			6
Total trading non-derivative assets	$	3,274		$	341		$	—		$	253		$	(317	)	$	821	$	—	$	(954	)	$	(5	)	$	3,418		$	165
Trading derivatives, net⁽⁴⁾
Interest rate contracts	$	(422	)	$	381		$	—		$	5		$	37		$	7	$	—	$	(16	)	$	2		$	(6	)	$	(94	)
Foreign exchange contracts	130			(62		)	—			(1		)	8			1		—		—			12			88			(155		)
Equity contracts	(2,027		)	(136		)	—			(57		)	472			13		—		(7		)	1			(1,741		)	156
Commodity contracts	(1,861		)	(33		)	—			(47		)	8			20		—		—			4			(1,909		)	(42		)
Credit derivatives	(799		)	(62		)	—			1			(2		)	2		—		1			—			(859		)	(203		)
Total trading derivatives, net⁽⁴⁾	$	(4,979	)	$	88		$	—		$	(99	)	$	523		$	43	$	—	$	(22	)	$	19		$	(4,427	)	$	(338	)
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed	$	24		$	—		$	(1	)	$	—		$	—		$	—	$	—	$	—		$	—		$	23		$	2
Residential	—			—			—			—			—			—		—		—			—			—			—
Commercial	3			—			2			—			—			—		—		—			—			5			—
Total investment mortgage-backed securities	$	27		$	—		$	1		$	—		$	—		$	—	$	—	$	—		$	—		$	28		$	2
U.S. Treasury and federal agency securities	$	—		$	—		$	—		$	—		$	—		$	—	$	—	$	—		$	—		$	—		$	—
State and municipal	737			—			(16		)	—			(9		)	29		—		(59		)	—			682			(33		)
Foreign government	92			—			(1		)	—			(2		)	57		—		(76		)	—			70			—
Corporate	71			—			(1		)	3			—			3		—		—			—			76			—
Marketable equity securities	2			—			—			—			—			—		—		(1		)	—			1			—
Asset-backed securities	827			—			10			2			(342		)	—		—		—			—			497			7
Other debt securities	—			—			—			—			—			—		—		—			—			—			—
Non-marketable equity securities	681			—			24			30			—			15		—		—			(16		)	734			22
Total investments	$	2,437		$	—		$	17		$	35		$	(353	)	$	104	$	—	$	(136	)	$	(16	)	$	2,088		$	(2	)


			Net realized/unrealized gains (losses) incl. in					Transfers																	Unrealized gains (losses) still held⁽³⁾					Net realized/unrealized gains (losses) incl. in					Transfers																	Unrealized gains (losses) still held⁽³⁾
In millions of dollars	Dec. 31, 2016		Principal transactions		Other⁽¹⁾⁽²⁾			into Level 3		out of Level 3			Purchases		Issuances		Sales			Settlements			Sept. 30, 2017					Dec. 31, 2017		Principal transactions			Other⁽¹⁾⁽²⁾		into Level 3		out of Level 3			Purchases		Issuances		Sales			Settlements			Mar. 31, 2018
Loans	$	568	$	—	$	57		$	80	$	(16	)	$	173	$	—	$	(312	)	$	(6	)	$	544	$	266		$	550	$	—		$	19	$	—	$	(1	)	$	4	$	—	$	(16	)	$	(2	)	$	554	$	26
Mortgage servicing rights	1,564		—		50			—		—			—		75		(1,046		)	(90		)	553		(40		)	558		—			46		—		—			—		17		(17		)	(17		)	587		46
Other financial assets measured on a recurring basis	34		—		(147		)	3		(8		)	1		303		(8		)	(164		)	14		(68		)	16		—			8		—		—			4		12		—			(27		)	13		18
Liabilities
Interest-bearing deposits	$	293	$	—	$	9		$	40	$	—		$	—	$	—	$	—		$	(24	)	$	300	$	6		$	286	$	—		$	26	$	12	$	—		$	—	$	20	$	—		$	—		$	292	$	29
Federal funds purchased and securities loaned or sold under agreements to repurchase	849		7		—			—		—			—		—		—			(77		)	765		4
Federal funds purchased and securities loaned and sold under agreements to repurchase																												726		14			—		—		—			—		147		—			(2		)	857		14
Trading account liabilities
Securities sold, not yet purchased	1,177		490		—			18		(53		)	—		—		265			(233		)	684		24			22		(105		)	—		3		(19		)	—		—		3			(66		)	48		(7		)
Other trading liabilities	—		—		—			—		—			—		—		—			—			—		—			5		5			—		—		—			—		—		—			—			—		(5		)
Short-term borrowings	42		18		—			4		(1		)	—		31		—			(2		)	56		7			18		7			—		45		—			—		25		—			—			81		(2		)
Long-term debt	9,744		456		—			702		(1,457		)	—		2,701		—			87			11,321		708			13,082		(236		)	—		940		(764		)	36		3		(44		)	(5		)	13,484		254
Other financial liabilities measured on a recurring basis	8		—		—			—		—			—		3		(1		)	(8		)	2		(1		)	8		—			—		—		(5		)	—		2		—			(2		)	3		(1		)


(1)	Changes in fair value of available-for-sale ~~investments~~debt securities are recorded in AOCI, unless related to other-than-temporary impairment, while gains and losses from sales are recorded in Realized gains (losses) from sales of investments on in the Consolidated Statement of Income.


(2)	Unrealized gains (losses) on MSRs are recorded in Other revenue on in the Consolidated Statement of Income.


(3)	Represents the amount of total gains or losses for the period, included in earnings (and AOCI for changes in fair value of available-for-sale ~~investments)~~debt securities), attributable to the change in fair value relating to assets and liabilities classified as Level 3 that are still held at ~~September 30, 2017.~~December 31, 2018.


(4)	Total Level 3 trading derivative assets and liabilities have been netted in these tables for presentation purposes only.

Net realized/unrealized
gains (losses) incl. in Transfers
Unrealized
gains
(losses)
still held⁽³⁾
In millions of dollars Jun. 30, 2016 Principal
transactions
Other⁽¹⁾⁽²⁾
into
Level 3 out of
Level 3 Purchases Issuances Sales Settlements Sept. 30, 2016
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell $ 1,819
$ (6 ) $ —
$ ��
$ —
$ 5
$ —
$ —
$ (505 ) $ 1,313
$ (3 )
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed 730
1
—
67
(387 ) 96
—
(286 ) 7
228
—
Residential 801
116
—
5
(66 ) 18
—
(433 ) —
441
(58 )
Commercial 390
2
—
1
(107 ) 309
—
(151 ) —
444
6
Total trading mortgage-backed securities $ 1,921
$ 119
$ —
$ 73
$ (560 ) $ 423
$ —
$ (870 ) $ 7
$ 1,113
$ (52 )
U.S. Treasury and federal agency securities $ 3
$ —
$ —
$ —
$ —
$ —
$ —
$ (2 ) $ —
$ 1
$ —
State and municipal 117
18
—
118
(37 ) 56
—
(115 ) —
157
(1 )
Foreign government 81
(19 ) —
—
—
24
—
(23 ) —
63
1
Corporate 405
39
—
49
(26 ) 414
—
(208 ) 12
685
(31 )
Equity securities 3,970
348
—
12
(811 ) 102
—
(61 ) —
3,560
(371 )
Asset-backed securities 2,670
47
—
38
(42 ) 783
—
(747 ) —
2,749
(58 )
Other trading assets 2,839
12
—
296
(897 ) 966
9
(628 ) (17 ) 2,580
(63 )
Total trading non-derivative assets $ 12,006
$ 564
$ —
$ 586
$ (2,373 ) $ 2,768
$ 9
$ (2,654 ) $ 2
$ 10,908
$ (575 )
Trading derivatives, net⁽⁴⁾

Interest rate contracts $ (374 ) $ (82 ) $ —
$ (59 ) $ 77
$ 5
$ —
$ (37 ) $ (93 ) $ (563 ) $ (143 )
Foreign exchange contracts (29 ) 10
—
69
(13 ) 52
—
(50 ) 50
89
149
Equity contracts (1,071 ) 29
—
14
123
17
—
(28 ) (51 ) (967 ) (189 )
Commodity contracts (2,017 ) (76 ) —
(379 ) 74
3
—
5
91
(2,299 ) (285 )
Credit derivatives (754 ) (651 ) —
32
26
(4 ) —
(35 ) 367
(1,019 ) 450
Total trading derivatives, net⁽⁴⁾
$ (4,245 ) $ (770 ) $ —
$ (323 ) $ 287
$ 73
$ —
$ (145 ) $ 364
$ (4,759 ) $ (18 )
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed $ 94
$ —
$ (4 ) $ 3
$ (10 ) $ 6
$ —
$ —
$ —
$ 89
$ (1 )
Residential 25
—
1
49
—
1
—
(23 ) —
53
—
Commercial 5
—
(1 ) —
(4 ) —
—
—
—
—
—
Total investment mortgage-backed securities $ 124
$ —
$ (4 ) $ 52
$ (14 ) $ 7
$ —
$ (23 ) $ —
$ 142
$ (1 )
U.S. Treasury and federal agency securities $ 3
$ —
$ —
$ —
$ —
$ —
$ —
$ (1 ) $ —
$ 2
$ —
State and municipal 2,016
—
(54 ) 5
(338 ) 60
—
(33 ) —
1,656
40
Foreign government 141
—
(14 ) 5
—
42
—
(29 ) —
145
(5 )
Corporate 460
—
42
1
(18 ) 412
—
(8 ) (365 ) 524
(1 )
Equity securities 128
—
11
—
—
—
—
(129 ) —
10
—
Asset-backed securities 597
—
(88 ) 3
(25 ) 121
—
(7 ) 81
682
88
Other debt securities 5
—
—
10
—
1
—
(5 ) —
11
—
Non-marketable equity securities 1,139
—
54
53
(23 ) 1
—
(14 ) (29 ) 1,181
(9 )
Total investments $ 4,613
$ —
$ (53 ) $ 129
$ (418 ) $ 644
$ —
$ (249 ) $ (313 ) $ 4,353
$ 112

Net realized/unrealized
gains (losses) incl. in Transfers
Unrealized
gains
(losses)
still held⁽³⁾
In millions of dollars Jun. 30, 2016 Principal
transactions
Other⁽¹⁾⁽²⁾
into
Level 3 out of
Level 3 Purchases Issuances Sales Settlements Sept. 30, 2016
Loans $ 1,234
$ —
$ 89
$ 24
$ (196 ) $ 93
$ —
$ (137 ) $ (25 ) $ 1,082
$ (179 )
Mortgage servicing rights 1,324
—
13
—
—
—
43
(32 ) (78 ) 1,270
15
Other financial assets measured on a recurring basis 111
—
31
1
(41 ) 1
72
(4 ) (105 ) 66
(69 )
Liabilities
Interest-bearing deposits $ 433
$ —
$ 41
$ —
$ (100 ) $ —
$ —
$ —
$ (32 ) $ 260
$ 42
Federal funds purchased and securities loaned or sold under agreements to repurchase 1,107
10
—
—
(150 ) —
—
11
(35 ) 923
8
Trading account liabilities
Securities sold, not yet purchased 12
(30 ) —
21
(42 ) (9 ) —
142
5
159
(30 )
Other Trading Liabilities —
—
—
1
—
—
—
—
—
1
—
Short-term borrowings 53
(9 ) —
1
(32 ) —
15
—
(14 ) 32
2
Long-term debt 9,138
(191 ) —
947
(1,550 ) —
1,719
—
(1,263 ) 9,182
(191 )
Other financial liabilities measured on a recurring basis 5
—
(26 ) 2
—
(1 ) —
—
—
32
(2 )

Net realized/unrealized
gains (losses) incl. in Transfers
Unrealized
gains
(losses)
still held⁽³⁾
In millions of dollars Dec. 31, 2015 Principal
transactions
Other⁽¹⁾⁽²⁾
into
Level 3 out of
Level 3 Purchases Issuances Sales Settlements Sept. 30, 2016
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell $ 1,337
$ 2
$ —
$ —
$ (28 ) $ 508
$ —
$ —
$ (506 ) $ 1,313
$ 3
Trading non-derivative assets
Trading mortgage-backed securities
U.S. government-sponsored agency guaranteed 744
13
—
485
(969 ) 857
—
(920 ) 18
228
4
Residential 1,326
104
—
134
(153 ) 275
—
(1,239 ) (6 ) 441
23
Commercial 517
15
—
180
(209 ) 661
—
(720 ) —
444
(23 )
Total trading mortgage-backed securities $ 2,587
$ 132
$ —
$ 799
$ (1,331 ) $ 1,793
$ —
$ (2,879 ) $ 12
$ 1,113
$ 4
U.S. Treasury and federal agency securities $ 1
$ —
$ —
$ 2
$ —
$ —
$ —
$ (2 ) $ —
$ 1
$ —
State and municipal 351
26
—
136
(253 ) 224
—
(327 ) —
157
—
Foreign government 197
(27 ) —
2
(17 ) 99
—
(191 ) —
63
(2 )
Corporate 376
323
—
129
(102 ) 748
—
(796 ) 7
685
58
Equity securities 3,684
(187 ) —
279
(871 ) 851
—
(196 ) —
3,560
(125 )
Asset-backed securities 2,739
181
—
195
(237 ) 1,969
—
(2,098 ) —
2,749
87
Other trading assets 2,483
(104 ) —
1,754
(2,379 ) 2,323
7
(1,468 ) (36 ) 2,580
136
Total trading non-derivative assets $ 12,418
$ 344
$ —
$ 3,296
$ (5,190 ) $ 8,007
$ 7
$ (7,957 ) $ (17 ) $ 10,908
$ 158
Trading derivatives, net⁽⁴⁾

Interest rate contracts $ (495 ) $ (408 ) $ —
$ 250
$ 116
$ 147
$ (18 ) $ (140 ) $ (15 ) $ (563 ) $ 84
Foreign exchange contracts 620
(667 ) —
73
(73 ) 158
—
(141 ) 119
89
(428 )
Equity contracts (800 ) 137
—
78
(305 ) 63
38
(99 ) (79 ) (967 ) 191
Commodity contracts (1,861 ) (357 ) —
(428 ) 48
359
—
(347 ) 287
(2,299 ) 11
Credit derivatives 307
(1,803 ) —
(82 ) 3
38
—
(35 ) 553
(1,019 ) (1,272 )
Total trading derivatives, net⁽⁴⁾
$ (2,229 ) $ (3,098 ) $ —
$ (109 ) $ (211 ) $ 765
$ 20
$ (762 ) $ 865
$ (4,759 ) $ (1,414 )
Investments
Mortgage-backed securities
U.S. government-sponsored agency guaranteed $ 139
$ —
$ (29 ) $ 15
$ (72 ) $ 46
$ —
$ (9 ) $ (1 ) $ 89
$ 49
Residential 4
—
2
49
—
26
—
(28 ) —
53
1
Commercial 2
—
(1 ) 6
(7 ) —
—
—
—
—
—
Total investment mortgage-backed securities $ 145
$ —
$ (28 ) $ 70
$ (79 ) $ 72
$ —
$ (37 ) $ (1 ) $ 142
$ 50
U.S. Treasury and federal agency securities $ 4
$ —
$ —
$ —
$ —
$ —
$ —
$ (2 ) $ —
$ 2
$ —
State and municipal 2,192
—
108
396
(1,121 ) 300
—
(219 ) —
1,656
45
Foreign government 260
—
5
38
—
145
—
(300 ) (3 ) 145
1
Corporate 603
—
87
6
(63 ) 506
—
(250 ) (365 ) 524
1
Equity securities 124
—
11
4
—
—
—
(129 ) —
10
—
Asset-backed securities 596
—
(53 ) 3
(48 ) 325
—
(222 ) 81
682
(35 )
Other debt securities —
—
—
10
—
6
—
(5 ) —
11
—
Non-marketable equity securities 1,135
—
78
104
(23 ) 19
—
(14 ) (118 ) 1,181
29
Total investments $ 5,059
$ —
$ 208
$ 631
$ (1,334 ) $ 1,373
$ —
$ (1,178 ) $ (406 ) $ 4,353
$ 91

Net realized/unrealized
gains (losses) incl. in Transfers
Unrealized
gains
(losses)
still held⁽³⁾
In millions of dollars Dec. 31, 2015 Principal
transactions
Other⁽¹⁾⁽²⁾
into
Level 3 out of
Level 3 Purchases Issuances Sales Settlements Sept. 30, 2016
Loans $ 2,166
$ —
$ 31
$ 113
$ (734 ) $ 663
$ 219
$ (812 ) $ (564 ) $ 1,082
$ 383
Mortgage servicing rights 1,781
—
(349 ) —
—
—
111
(18 ) (255 ) 1,270
(154 )
Other financial assets measured on a recurring basis 180
—
64
41
(46 ) 1
202
(128 ) (248 ) 66
(260 )
Liabilities
Interest-bearing deposits $ 434
$ —
$ 76
$ 322
$ (309 ) $ —
$ 5
$ —
$ (116 ) $ 260
$ 42
Federal funds purchased and securities loaned or sold under agreements to repurchase 1,247
(11 ) —
—
(150 ) —
—
27
(212 ) 923
(24 )
Trading account liabilities
Securities sold, not yet purchased 199
(16 ) —
118
(85 ) (70 ) (41 ) 212
(190 ) 159
(61 )
Other Trading Liabilities —
—
—
1
—
—
—
—
—
1
—
Short-term borrowings 9
(36 ) —
18
(36 ) —
56
—
(51 ) 32
2
Long-term debt 7,543
(217 ) —
2,168
(3,393 ) —
4,591
61
(2,005 ) 9,182
(277 )
Other financial liabilities measured on a recurring basis 14
—
(33 ) 2
(10 ) (7 ) 2
—
(2 ) 32
(7 )


~~(1)~~	~~Changes in fair value of available-for-sale investments are recorded in AOCI, unless related to other-than-temporary impairment, while gains and losses from sales are recorded in~~ ~~Realized gains (losses) from sales of investments~~ ~~on the Consolidated Statement of Income.~~


~~(2)~~	~~Unrealized gains (losses) on MSRs are recorded in~~ ~~Other revenue~~ ~~on the Consolidated Statement of Income.~~


~~(3)~~	Represents the amount of total gains or losses for the period, included in earnings (and AOCI for changes in fair value of available-for-sale investments), attributable to the change in fair value relating to assets and liabilities classified as Level 3 that are still held at September 30, 2016.


~~(4)~~	~~Total Level 3 derivative assets and liabilities have been netted in these tables for presentation purposes only.~~

Level 3 Fair Value Rollforward

~~There were no significant Level 3 transfers for the period June 30, 2017 to September 30, 2017:~~

The following were the significant Level 3 transfers for the period December 31, ~~2016~~2018 to ~~September 30, 2017:~~March 31, 2019.


•	Transfers of Long-term debt of $0.9 billion from Level 2 to Level 3, and of $1.6 billion from Level 3 to Level 2, mainly related to structured debt, reflecting changes in the significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.

~~Transfers of~~ ~~Long-term debt~~ of $0.7 billion from Level 2 to Level 3, and of $1.5 billion from Level 3 to Level 2, mainly related to structured debt, reflecting changes in the significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.

~~Transfers of~~ ~~Other trading assets~~ of $0.5 billion from Level 2 to Level 3, and of $1.4 billion from Level 3 to Level 2, related to trading loans, reflecting changes in the volume of market quotations and significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.

The following were the significant Level 3 transfers for the period ~~June 30, 2016 to September 30, 2016.~~

~~Transfers of~~ ~~Other trading assets~~ of ~~$0.3 billion~~ ~~from Level 2 to Level 3, and of~~ ~~$0.9 billion~~ ~~from Level 3 to Level 2, related to trading loans, reflecting changes in volume of market quotations.~~

~~Transfers of~~ ~~Long-term debt~~ of ~~$0.9 billion~~ ~~from Level 2 to Level 3, and of~~ ~~$1.6 billion~~ ~~from Level 3 to Level 2, mainly related to structured debt,~~

~~reflecting changes in the significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.~~

~~The following were the significant Level 3 transfers for the period from~~ December 31, ~~2015~~2017 to ~~September 30, 2016:~~March 31, 2018.


•	Transfers of Long-term debt of $0.9 billion from Level 2 to Level 3, and of $0.8 billion from Level 3 to Level 2, mainly related to structured debt, reflecting changes in the significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.

~~Transfers of~~ ~~Trading mortgage-backed securities~~ ~~of $0.8 billion from Level 2 to Level 3, and of $1.3 billion from Level 3 to Level 2, related to Agency Guaranteed MBS securities, reflecting changes in the volume of market quotations.~~

~~Transfers of~~ ~~Other trading assets~~ of ~~$1.8 billion~~ ~~from Level 2 to Level 3, and of~~ ~~$2.4 billion~~ ~~from Level 3 to Level 2, related to trading loans, reflecting changes in the volume of market quotations.~~

~~Transfers of~~ ~~Long-term debt~~ ~~of $2.2 billionfrom Level 2 to Level 3, and of~~ ~~$3.4 billion~~ ~~from Level 3 to Level 2, mainly related to structured debt, reflecting changes in the significance of unobservable inputs as well as certain underlying market inputs becoming less or more observable.~~

~~Transfers of~~ ~~State and municipalinvestments~~ of ~~$1.1 billion~~ ~~from Level 3 to Level 2, mainly related to changes in the volume of market quotations.~~

Valuation Techniques and Inputs for Level 3 Fair Value Measurements

The following tables present the valuation techniques covering the majority of Level 3 inventory and the most significant unobservable inputs used in Level 3 fair value measurements. Differences between this table and amounts presented in the Level 3 Fair Value Rollforward table represent individually immaterial items that have been measured using a variety of valuation techniques other than those listed.


As of September 30, 2017	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
As of March 31, 2019														Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell	$	664	Model-based	IR Normal Volatility	26.85		%	77.79		%	64.45		%
Federal funds sold and securities borrowed and purchased under agreements to resell														$	66	Model-based	Interest rate	2.27		%	3.67		%	3.40		%
Mortgage-backed securities	$	480	Price-based	Price	$	5.90		$	102.90		$73.64			$	192	Yield analysis	Yield	2.49		%	4.63		%	3.47		%
	339		Yield Analysis	Yield	1.55		%	13.72		%	4.96		%	166		Price-based	Price	$	35.00		$	320.00		$	91.58
Non-mortgage debt securities	$	2,830	Price-based	Price	$	21.03		$	108.46		$	88.99
State and municipal, foreign government, corporate and other debt securities														$	1,436	Price-based	Price	$	—		$	568.28		$	78.53
	$	1,535	Model-based	Credit Spread	35 bps			375 bps			233 bps			1,037		Model-based	Credit spread	35 bps			375 bps			238 bps
				Yield	2.17		%	16.04		%	5.92		%
Equity securities⁽⁵⁾	$	156	Price-based	Price	$	0.09		$	1,402.80		$	640.33
Marketable equity securities⁽⁵⁾														$	110	Price-based	Price	$	0.01		$	28,822.00		$	2,698.08
	$	80	Model-based											16		Model-based
Asset-backed securities	$	2,387	Price-based	Price	$	36.50		$	100.00		$	85.34		$	2,154	Price-based	Price	$	4.20		$	101.20		$	79.18
Non-marketable equity	$	502	Comparable Analysis	EBITDA Multiples	7.30		x	13.3		x	8.94		x
Non-marketable equities														$	266	Comparables analysis	Discount to price	—		%	10.00		%	1.11		%
														219		Price based	EBITDA multiples	7.75		x	11.50		x	8.66		x
	283		Price-based	Discount to price	—		%	100.00		%	9.71		%				Price	$	13.80		$	1,345.00		$	711.39
				Price to book ratio	0.05		x	1.12		x	0.85		x				Revenue multiple	1.50		x	18.40		x	7.17		x
Derivatives—gross⁽⁶⁾
Interest rate contracts (gross)	$	3,679	Model-based	IR Normal Volatility	10.36		%	79.60		%	59.26		%	$	3,248	Model-based	Inflation volatility	0.22		%	2.63		%	0.79		%
				Mean Reversion	1.00		%	20.00		%	10.50		%				Mean reversion	1.00		%	20.00		%	10.50		%
																	IR normal volatility	0.16		%	71.90		%	49.46		%
Foreign exchange contracts (gross)	$	906	Model-based	FX Volatility	5.98		%	20.23		%	10.45		%	$	597	Model-based	FX volatility	3.15		%	18.85		%	11.34		%
																	IR-IR correlation	(51.00		)%	40.00		%	31.87		%
				IR Basis	(0.99		)%	0.38		%	(0.04		)%				IR-FX correlation	40.00		%	60.00		%	50.00		%
				Credit Spread	0.00 bps			602 bps			168 bps						Interest rate	5.05		%	12.89		%	9.00		%
				IR-IR Correlation	(51.00		)%	40.00		%	35.65		%				Credit spread	34 bps			642 bps			403 bps
				IR-FX Correlation	(10.09		)%	60.00		%	49.13		%				IR Normal Volatility	0.16		%	71.90		%	50.81		%
Equity contracts (gross)	$	2,977	Model-based	Equity Volatility	3.00		%	54.00		%	24.61		%	$	2,026	Model-based	Equity volatility	3.00		%	82.43		%	41.37		%
				Forward Price	69.30		%	114.48		%	94.45		%				Forward price	64.31		%	132.11		%	108.84		%
Commodity and other contracts (gross)	$	2,939	Model-based	Forward Price	41.12		%	405.15		%	141.97		%	$	1,163	Model-based	Forward price	71.67		%	524.74		%	137.37		%
				Commodity Volatility	8.99		%	49.49		%	27.04		%				Commodity volatility	6.88		%	55.75		%	18.17		%
				Commodity Correlation	(38.81		)%	90.59		%	37.73		%				Commodity correlation	(38.66		)%	89.50		%	48.87		%
Credit derivatives (gross)	$	2,187	Model-based	Recovery Rate	12.22		%	55.00		%	36.93		%	$	816	Model-based	Upfront points	6.17		%	99.00		%	61.76		%
	949		Price-based	Credit Correlation	10.00		%	85.00		%	42.46		%	650		Price-based	Credit spread	3 bps			530 bps			86 bps
				Upfront Points	10.94		%	99.00		%	68.80		%				Credit correlation	25.00		%	85.00		%	43.55		%
				Credit Spread	2 bps			1,407 bps			112 bps						Recovery rate	5.00		%	65.00		%	42.85		%
																	Price	$	12.00		$	98.00		$	76.69


As of September 30, 2017	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
Nontrading derivatives and other financial assets and liabilities measured on a recurring basis (Gross)	$	16	Model-based	Redemption Rate	10.70		%	99.50		%	74.48		%
As of March 31, 2019														Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
Loans and leases	$	388	Model-based	Price	$	29.16		$	146.83		$	137.53		$	353	Model-based	Credit spread	115 bps			470 bps			129 bps
																	Equity volatility	26.53		%	30.83		%	28.66		%
	150		Price-based	Yield	2.53		%	3.09		%	3.02		%				Yield	—		%	—		%	—		%
Mortgage servicing rights	$	465	Cash flow	Yield	8.00		%	18.96		%	12.59		%	$	467	Cash flow	Yield	4.42		%	12.00		%	7.30		%
	88		Model-based	WAL	4.06 years			7.30 years			6.02 years			83		Model-based	WAL	3.35 years			6.91 years			5.99 years
Liabilities
Interest-bearing deposits	$	300	Model-based	Mean Reversion	1.00		%	20.00		%	10.50		%	$	1,047	Model-based	Mean reversion	1.00		%	20.00		%	10.50		%
				Forward Price	99.08		%	99.65		%	99.13		%
Federal funds purchased and securities loaned or sold under agreement to repurchase	$	765	Model-based	Interest Rate	1.11		%	2.17		%	2.00		%
Federal funds purchased and securities loaned and sold under agreement to repurchase														$	1,041	Model-based	Interest rate	2.27		%	2.89		%	2.52		%
Trading account liabilities
Securities sold, not yet purchased	$	612	Model-based	IR Normal Volatility	26.85		%	77.79		%	64.45		%	$	8	Price-based	Price	$	—		$	994.85		$	89.80
														6		Model-based
Short-term borrowings and long-term debt	$	11,377	Model-based	Forward Price	69.30		%	193.63		%	105.10		%	$	14,026	Model-based	Mean reversion	1.00		%	20.00		%	10.50		%
																	Forward price	64.31		%	524.74		%	109.75		%
																	IR normal volatility	0.16		%	71.90		%	52.74		%


As of December 31, 2016	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
As of December 31, 2018														Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell	$	1,496	Model-based	IR Log-Normal Volatility	12.86		%	75.50		%	61.73		%
				Interest Rate	(0.51		)%	5.76		%	2.80		%
Federal funds sold and securities borrowed and purchased under agreements to resell														$	115	Model-based	Interest rate	2.52		%	7.43		%	5.08		%
Mortgage-backed securities	$	509	Price-based	Price	$	5.50		$	113.48		$	61.74		$	313	Price-based	Price	$	11.25		$	110.35		$	90.07
	368		Yield analysis	Yield	1.90		%	14.54		%	4.34		%	198		Yield analysis	Yield	2.27		%	8.70		%	3.74		%
State and municipal, foreign government, corporate and other debt securities	$	3,308	Price-based	Price	$	15.00		$	103.60		$	89.93		$	1,212	Price-based	Price	$	—		$	103.75		$	91.39
	1,513		Cash flow	Credit Spread	35 bps			600 bps			230 bps			938		Model-based	Credit spread	35 bps			446 bps			238 bps
Equity securities⁽⁵⁾	$	69	Model-based	Price	$	0.48		$	104.00		$	22.19
Marketable equity securities⁽⁵⁾														$	108	Price-based	Price	$	—		$	20,255.00		$	1,247.85
	58		Price-based											45		Model-based	WAL	1.47years			1.47years			1.47years
Asset-backed securities	$	2,454	Price-based	Price	$	4.00		$	100.00		$	71.51		$	1,608	Price-based	Price	$	2.75		$	101.03		$	66.18
Non-marketable equity	$	726	Price-based	Discount to Price	—		%	90.00		%	13.36		%	$	293	Comparables analysis	Discount to price	—		%	100.00		%	0.66		%
	565		Comparables analysis	EBITDA Multiples	6.80		x	10.10		x	8.62		x	255		Price-based	EBITDA multiples	5.00		x	34.00		x	9.73		x
				Price-to-Book Ratio	0.32		x	1.03		x	0.87		x				Net operating income multiple	24.70		x	24.70		x	24.70		x
				Price	$	—		$	113.23		$	54.40					Price	$	2.38		$	1,073.80		$	420.24
																	Revenue multiple	2.25		x	16.50		x	7.06		x
Derivatives—gross⁽⁶⁾
Interest rate contracts (gross)	$	4,897	Model-based	IR Log-Normal Volatility	1.00		%	93.97		%	62.72		%	$	3,467	Model-based	Mean reversion	1.00		%	20.00		%	10.50		%
																	Inflation volatility	0.22		%	2.65		%	0.77		%
				Mean Reversion	1.00		%	20.00		%	10.50		%				IR Normal volaitility	0.16		%	86.31		%	56.24		%
Foreign exchange contracts (gross)	$	1,110	Model-based	Foreign Exchange (FX) Volatility	1.39		%	26.85		%	15.18		%	$	626	Model-based	Foreign exchange (FX) volatility	3.15		%	17.35		%	11.37		%
	134		Cash flow	IR Basis	(0.85		)%	(0.49		)%	(0.84		)%	73		Cash flow	IR-IR correlation	(51.00		)%	40.00		%	32.69		%
				Credit Spread	4 bps			657 bps			266 bps						IR-FX correlation	40.00		%	60.00		%	50.00		%
				IR-IR Correlation	40.00		%	50.00		%	41.27		%				Credit spread	39 bps			676 bps			423 bps
				IR-FX Correlation	16.41		%	60.00		%	49.52		%
Equity contracts (gross)⁽⁷⁾	$	2,701	Model-based	Equity Volatility	3.00		%	97.78		%	29.52		%
				Forward Price	69.05		%	144.61		%	94.28		%
				Equity-FX Correlation	(60.70		)%	28.20		%	(26.28		)%
				Equity-IR Correlation	(35.00		)%	41.00		%	(15.65		)%


As of December 31, 2016	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
As of December 31, 2018														Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾⁽³⁾			High⁽²⁾⁽³⁾			Weighted average⁽⁴⁾
																	IR basis	(0.65		)%	0.11		%	(0.17		)%
																	Yield	6.98		%	7.48		%	7.23		%
Equity contracts (gross)⁽⁷⁾														$	1,467	Model-based	Equity volatility	3.00		%	78.39		%	37.53		%
																	Forward price	64.66		%	144.45		%	98.55		%
																	Equity-Equity correlation	(81.39		)%	100.00		%	35.49		%
				Yield Volatility	3.55		%	14.77		%	9.29		%				Equity-FX correlation	(86.27		)%	70.00		%	(1.20		)%
				Equity-Equity Correlation	(87.70		)%	96.50		%	67.45		%				WAL	1.47 years			1.47 years			1.47 years
Commodity contracts (gross)	$	2,955	Model-based	Forward Price	35.74		%	235.35		%	119.99		%	$	1,552	Model-based	Forward price	15.30		%	585.07		%	145.08		%
				Commodity Volatility	2.00		%	32.19		%	17.07		%				Commodity volatility	8.92		%	59.86		%	20.34		%
				Commodity Correlation	(41.61		)%	90.42		%	52.85		%				Commodity correlation	(51.90		)%	92.11		%	40.71		%
Credit derivatives (gross)	$	2,786	Model-based	Recovery Rate	20.00		%	75.00		%	39.75		%	$	1,089	Model-based	Credit correlation	5.00		%	85.00		%	41.06		%
	1,403		Price-based	Credit Correlation	5.00		%	90.00		%	34.27		%	701		Price-based	Upfront points	7.41		%	99.04		%	58.95		%
				Upfront Points	6.00		%	99.90		%	72.89		%				Credit spread	2 bps			1127 bps			87 bps
				Price	$	1.00		$	167.00		$	77.35					Recovery rate	5.00		%	65.00		%	46.40		%
				Credit Spread	3 bps			1,515 bps			256 bps						Price	$	16.59		$	98.00		$	81.19
Nontrading derivatives and other financial assets and liabilities measured on a recurring basis (gross)⁽⁶⁾	$	42	Model-based	Recovery Rate	40.00		%	40.00		%	40.00		%
				Redemption Rate	3.92		%	99.58		%	74.69		%
				Upfront Points	16.00		%	20.50		%	18.78		%
Loans	$	258	Price-based	Price	$	31.55		$	105.74		$	56.46
Loans and leases														$	248	Model-based	Credit spread	138 bps			255 bps			147 bps
	221		Yield analysis	Yield	2.75		%	20.00		%	11.09		%	29		Price-based	Yield	0.30		%	0.47		%	0.32		%
	79		Model-based														Price	$	55.83		$	110.00		$	92.40
Mortgage servicing rights	$	1,473	Cash flow	Yield	4.20		%	20.56		%	9.32		%	$	500	Cash flow	Yield	4.60		%	12.00		%	7.79		%
				WAL	3.53 years			7.24 years			5.83 years			84		Model-based	WAL	3.55 years			7.45 years			6.39 years
Liabilities
Interest-bearing deposits	$	293	Model-based	Mean Reversion	1.00		%	20.00		%	10.50		%	$	495	Model-based	Mean reversion	1.00		%	20.00		%	10.50		%
				Forward Price	98.79		%	104.07		%	100.19		%				Forward price	64.66		%	144.45		%	98.55		%
Federal funds purchased and securities loaned or sold under agreements to repurchase	$	849	Model-based	Interest Rate	0.62		%	2.19		%	1.99		%
																	Equity volatility	3.00		%	78.39		%	43.49		%
Federal funds purchased and securities loaned and sold under agreements to repurchase														$	983	Model-based	Interest rate	2.52		%	3.21		%	2.87		%
Trading account liabilities
Securities sold, not yet purchased	$	1,056	Model-based	IR Normal Volatility	12.86		%	75.50		%	61.73		%	$	509	Model-based	Forward price	15.30		%	585.07		%	105.69		%
														77		Price-based	Equity volatility	3.00		%	78.39		%	43.49		%
																	Equity-Equity correlation	(81.39		)%	100.00		%	34.04		%
																	Equity-FX correlation	(86.27		)%	70.00		%	(1.20		)%
																	Commodity volatility	8.92		%	59.86		%	20.34		%
																	Commodity correlation	(51.90		)%	92.11		%	40.71		%
																	Equity-IR correlation	(40.00		)%	70.37		%	30.80		%
Short-term borrowings and long-term debt	$	9,774	Model-based	Mean Reversion	1.00		%	20.00		%	10.50		%	$	12,289	Model-based	Mean reversion	1.00		%	20.00		%	10.50		%
				Commodity Correlation	(41.61		)%	90.42		%	52.85		%				IR normal volatility	0.16		%	86.31		%	56.61		%
				Commodity Volatility	2.00		%	32.19		%	17.07		%				Forward price	64.66		%	144.45		%	98.58		%
				Forward Price	69.05		%	235.35		%	103.28		%				Equity volatility	3.00		%	78.39		%	43.24		%


(1)	The fair value amounts presented in these tables represent the primary valuation technique or techniques for each class of assets or liabilities.


(2)	Some inputs are shown as zero due to rounding.


(3)	When the low and high inputs are the same, there is either a constant input applied to all positions, or the methodology involving the input applies to only one large position.


(4)	Weighted averages are calculated based on the fair values of the instruments.


(5)	For equity securities, the price inputs are expressed on an absolute basis, not as a percentage of the notional amount.


(6)	Both trading and nontrading account derivatives—assets and liabilities—are presented on a gross absolute value basis.


(7)	Includes hybrid products.

Items Measured at Fair Value on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis and, therefore, are not included in the tables above. These include assets measured at cost that have been written down to fair value during the periods as a result of an impairment. These also include non-marketable equity securities that have been measured using the measurement alternative and are either (i) written down to fair value during the periods as a result of an impairment or (ii) adjusted upward or downward to fair value as a result of a transaction observed during the periods for the identical or similar investment of the same issuer. In addition, these assets include loans held-for-sale and other real estate owned that are measured at the lower of cost or ~~market.~~market value.

The following ~~table presents~~tables present the carrying amounts of all assets that were still held for which a nonrecurring fair value measurement was recorded:



In millions of dollars	Fair value		Level 2		Level 3
March 31, 2019
Loans HFS⁽¹⁾	$	3,304	$	1,869	$	1,435
Other real estate owned	67		55		12
Loans⁽²⁾	361		128		233
Non-marketable equity securities measured using the measurement alternative	268		144		124
Total assets at fair value on a nonrecurring basis	$	4,000	$	2,196	$	1,804

In millions of dollars Fair value Level 2 Level 3
September 30, 2017
Loans held-for-sale⁽¹⁾
$ 3,211
$ 1,039
$ 2,172
Other real estate owned 52
9
43
Loans⁽²⁾
718
267
451
Total assets at fair value on a nonrecurring basis $ 3,981
$ 1,315
$ 2,666



In millions of dollars	Fair value		Level 2		Level 3
December 31, 2018
Loans HFS⁽¹⁾	$	5,055	$	3,261	$	1,794
Other real estate owned	78		62		16
Loans⁽²⁾	390		139		251
Non-marketable equity securities measured using the measurement alternative	261		192		69
Total assets at fair value on a nonrecurring basis	$	5,784	$	3,654	$	2,130

In millions of dollars Fair value Level 2 Level 3
December 31, 2016
Loans held-for-sale⁽¹⁾
$ 5,802
$ 3,389
$ 2,413
Other real estate owned 75
15
60
Loans⁽²⁾
1,376
586
790
Total assets at fair value on a nonrecurring basis $ 7,253
$ 3,990
$ 3,263


(1)	Net of fair value amounts on the unfunded portion of loans ~~held-for-sale,~~HFS recognized as Other liabilities on the Consolidated Balance Sheet.


(2)	Represents impaired loans held for investment whose carrying amount is based on the fair value of the underlying collateral less costs to sell, primarily real estate.

Valuation Techniques and Inputs for Level 3 Nonrecurring Fair Value Measurements

The following tables present the valuation techniques covering the majority of Level 3 nonrecurring fair value measurements and the most significant unobservable inputs used in those measurements:



As of March 31, 2019	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾			High			Weighted average⁽³⁾
Loans held-for-sale	$	1,334	Price-based	Price	$	0.77		$	100.00		$	89.97
Other real estate owned	$	9	Price-based	Appraised value⁽⁴⁾	$	2,993,681		$	8,394,102		$	6,974,411
	$	3	Cashflow	Discount to price⁽⁵⁾	13.00		%	13.00		%	13.00		%
Loans⁽⁶⁾	$	184	Recovery analysis	Recovery rate	39.27		%	99.26		%	78.25		%
	$	27	Price-based	Price	$	2.60		$	54.00		$	3.40
Non-marketable equity securities measured using the measurement alternative	$	78	Price-based	Price	$	33.65		$	2,018.12		$	725.12
	40		Price-based	Price	$	2.84		$	2.84		$	2.84


As of September 30, 2017	Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾			High			Weighted average⁽³⁾
As of December 31, 2018														Fair value⁽¹⁾ (in millions)		Methodology	Input	Low⁽²⁾			High			Weighted average⁽³⁾
Loans held-for-sale	$	2,114	Price-based	Price	$	87.73		$	100.00		$	98.96		$	1,729	Price-based	Price	$	0.79		$	100.00		$	69.52
Other real estate owned	$	41	Price-based	Appraised Value	$	20,291		$	4,491,044		$	1,967,435		$	15	Price-based	Appraised value⁽⁴⁾	$	8,394,102		$	8,394,102		$	8,394,102
				Discount to price	34.00		%	34.00		%	34.00		%	2		Recovery analysis	Discount to price⁽⁵⁾	13.00		%	13.00		%	13.00		%
				Price	$	30.00		$	54.49		$	53.48					Price	$	56.30		$	83.08		$	58.27
Loans⁽⁵⁾⁽⁶⁾	$	231	Recovery Analysis	Recovery Rate	48.00		%	91.97		%	65.20		%	$	251	Recovery analysis	Recovery rate	30.60		%	100.00		%	50.51		%
	155		Cashflow	Appraised Value	$	70.00		$	88.05		$	79.61					Price	$	2.60		$	85.04		$	28.21
	50		Price-based	Price	$	2.75		$	100.00		$	128.92
Non-marketable equity securities measured using the measurement alternative														66		Price-based	Price	$	45.80		$	1,514.00		$	570.26

As of December 31, 2016
Fair value⁽¹⁾
(in millions)
Methodology Input
Low⁽²⁾
High
Weighted
average⁽³⁾
Loans held-for-sale $ 2,413
Price-based Price $ —
$ 100.00
$ 93.08
Other real estate owned $ 59
Price-based
Discount to price⁽⁴⁾
0.34 % 13.00 % 3.10 %

Price $ 64.65
$ 74.39
$ 66.21
Loans⁽⁵⁾
$ 431
Cash flow Price $ 3.25
$ 105.00
$ 59.61
197
Recovery analysis Forward price $ 2.90
$ 210.00
$ 156.78
135
Price-based
Discount to price⁽⁴⁾
0.25 % 13.00 % 8.34 %

Appraised value $ 25.80
$ 26,400,000
$ 6,462,735


(1)	The fair value amounts presented in this table represent the primary valuation technique or techniques for each class of assets or liabilities.


(2)	Some inputs are shown as zero due to rounding.


(3)	Weighted averages are calculated based on the fair values of the instruments.


(4)	Appraised values are disclosed in whole dollars.


(5)	Includes estimated costs to sell.


~~(5)~~(6)	Represents impaired loans held for investment whose carrying amounts are based on the fair value of the underlying collateral, primarily real ~~estate.~~estate secured loans.

Nonrecurring Fair Value Changes

The following ~~table presents~~tables present total nonrecurring fair value measurements for the period, included in earnings, attributable to the change in fair value relating to assets that were still held:

Three Months Ended September 30,
In millions of dollars 2017 2016
Loans held-for-sale $ 10
$ (17 )
Other real estate owned (4 ) (4 )
Loans⁽¹⁾
(66 ) (42 )
Total nonrecurring fair value gains (losses) $ (60 ) $ (63 )


~~(1)~~	~~Represents loans held for investment whose carrying amount is based on the fair value of the underlying collateral, primarily real estate.~~


	Nine Months Ended September 30,						Three Months Ended March 31,
In millions of dollars	2017			2016			2019
Loans held-for-sale	$	11		$	(15	)
Loans HFS							$	(2	)
Other real estate owned	(4		)	(6		)	1
Loans⁽¹⁾	(80		)	(110		)	(27		)
Non-marketable equity securities measured using the measurement alternative							61
Total nonrecurring fair value gains (losses)	$	(73	)	$	(131	)	$	33


(1)	Represents loans held for investment whose carrying amount is based on the fair value of the underlying collateral, primarily real estate.



	Three Months Ended March 31,
In millions of dollars	2018
Loans HFS	$	(35	)
Other real estate owned	(3		)
Loans⁽¹⁾	(32		)
Non-marketable equity securities measured using the measurement alternative	120
Total nonrecurring fair value gains (losses)	$	50


(1)	Represents loans held for investment whose carrying amount is based on the fair value of the underlying collateral, primarily real estate.

Estimated Fair Value of Financial Instruments Not Carried at Fair Value

The following table presents the carrying value and fair value of Citigroup’s financial instruments that are not carried at fair value. The table below therefore excludes items measured at fair value on a recurring basis presented in the tables above.


	September 30, 2017				Estimated fair value						March 31, 2019				Estimated fair value
	Carrying value		Estimated fair value								Carrying value		Estimated fair value
In billions of dollars					Level 1		Level 2		Level 3						Level 1		Level 2		Level 3
Assets
Investments	$	58.1	$	58.6	$	0.3	$	56.3	$	2.0	$	72.5	$	72.7	$	1.0	$	69.6	$	2.1
Federal funds sold and securities borrowed or purchased under agreements to resell	96.3		96.3		—		90.7		5.6
Federal funds sold and securities borrowed and purchased under agreements to resell											102.4		102.4		—		102.2		0.2
Loans⁽¹⁾⁽²⁾	634.7		635.8		—		5.8		630.0		664.6		669.3		—		11.0		658.3
Other financial assets⁽²⁾⁽³⁾	251.2		251.7		7.2		179.2		65.3		276.5		277.0		189.4		16.5		71.1
Liabilities
Deposits	$	962.5	$	960.3	$	—	$	819.1	$	141.2	$	1,028.0	$	1,026.2	$	—	$	824.0	$	202.2
Federal funds purchased and securities loaned or sold under agreements to repurchase	116.0		116.0		—		116.0		—
Federal funds purchased and securities loaned and sold under agreements to repurchase											144.1		144.1		—		144.1		—
Long-term debt⁽⁴⁾	201.8		210.5		—		178.8		31.7		199.4		204.0		—		188.0		16.0
Other financial liabilities⁽⁵⁾	128.3		128.3		—		15.4		112.9		111.2		111.2		—		18.9		92.3


	December 31, 2016				Estimated fair value						December 31, 2018				Estimated fair value
	Carrying value		Estimated fair value								Carrying value		Estimated fair value
In billions of dollars					Level 1		Level 2		Level 3						Level 1		Level 2		Level 3
Assets
Investments	$	52.1	$	52.0	$	0.8	$	48.6	$	2.6	$	68.9	$	68.5	$	1.0	$	65.4	$	2.1
Federal funds sold and securities borrowed or purchased under agreements to resell	103.6		103.6		—		98.5		5.1
Federal funds sold and securities borrowed and purchased under agreements to resell											123.0		123.0		—		121.6		1.4
Loans⁽¹⁾⁽²⁾	607.0		607.3		—		7.0		600.3		667.1		666.9		—		5.6		661.3
Other financial assets⁽²⁾⁽³⁾	215.2		215.9		8.2		153.6		54.1		249.7		250.1		172.3		15.8		62.0
Liabilities
Deposits	$	928.2	$	927.6	$	—	$	789.7	$	137.9	$	1,011.7	$	1,009.5	$	—	$	847.1	$	162.4
Federal funds purchased and securities loaned or sold under agreements to repurchase	108.2		108.2		—		107.8		0.4
Federal funds purchased and securities loaned and sold under agreements to repurchase											133.3		133.3		—		133.3		—
Long-term debt⁽⁴⁾	179.9		185.5		—		156.5		29.0		193.8		193.7		—		178.4		15.3
Other financial liabilities⁽⁵⁾	115.3		115.3		—		16.2		99.1		103.8		103.8		—		17.2		86.6


(1)	The carrying value of loans is net of the Allowance for loan losses of ~~$12.4~~$12.3 billion for ~~September 30, 2017~~March 31, 2019 and ~~$12.1~~$12.3 billion for December 31, ~~2016.~~2018. In addition, the carrying values exclude ~~$1.8~~$1.5 billion and ~~$1.9~~$1.6 billion of lease finance receivables at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively.


(2)	Includes items measured at fair value on a nonrecurring basis.


(3)	Includes cash and due from banks, deposits with banks, brokerage receivables, reinsurance recoverables and other financial instruments included in Other assets on the Consolidated Balance Sheet, for all of which the carrying value is a reasonable estimate of fair value.


(4)	The carrying value includes long-term debt balances under qualifying fair value hedges.


(5)	Includes brokerage payables, separate and variable accounts, short-term borrowings (carried at cost) and other financial instruments included in Other liabilities on the Consolidated Balance Sheet, for all of which the carrying value is a reasonable estimate of fair value.

The estimated fair values of the Company’s corporate unfunded lending commitments at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 were liabilities of ~~$2.7~~$7.4 billion and ~~$5.2~~$7.8 billion, respectively, substantially all of which are classified as Level 3. The Company does not estimate the fair values of

consumer unfunded lending commitments, which are generally cancellable by providing notice to the borrower.

21. FAIR VALUE ELECTIONS

The Company may elect to report most financial instruments and certain other items at fair value on an instrument-by-instrument basis with changes in fair value reported in earnings, other than DVA (see below). The election is made upon the initial recognition of an eligible financial asset, financial liability or firm commitment or when certain specified reconsideration events occur. The fair value election

may not be revoked once an election is made. The changes in

fair value are recorded in current earnings, other than DVA, which from January 1, 2016 isare reported in AOCI. Additional discussion regarding the applicable areas in which fair value elections were made is presented in Note 20 to the Consolidated Financial Statements.

The Company has elected fair value accounting for its mortgage servicing rights. See Note 18 to the Consolidated Financial Statements for further discussions regarding the accounting and reporting of MSRs.

The following table presents the changes in fair value of those items for which the fair value option has been elected:



	Changes in fair value—gains (losses)
	Three Months Ended March 31,
In millions of dollars	2019			2018
Assets
Federal funds sold and securities borrowed and purchased under agreements to resell	$	29		$	(16	)
Trading account assets	167			(16		)
Investments	—			—
Loans
Certain corporate loans	(133		)	(123		)
Certain consumer loans	—			—
Total loans	$	(133	)	$	(123	)
Other assets
MSRs	$	(27	)	$	46
Certain mortgage loans HFS⁽¹⁾	16			2
Total other assets	$	(11	)	$	48
Total assets	$	52		$	(107	)
Liabilities
Interest-bearing deposits	$	(91	)	$	28
Federal funds purchased and securities loaned and sold under agreements to repurchase	35			(111		)
Trading account liabilities	11			(6		)
Short-term borrowings	(175		)	177
Long-term debt⁽²⁾	(2,681		)	618
Total liabilities	$	(2,901	)	$	706

Changes in fair value—gains (losses)
Three Months Ended September 30, Nine Months Ended September 30,
In millions of dollars 2017 2016 2017 2016
Assets
Federal funds sold and securities borrowed or purchased under agreements to resell—selected portfolios $ (17 ) $ (54 ) $ (108 ) $ (7 )
Trading account assets 581
571
1,243
509
Investments —
(4 ) (3 ) (25 )
Loans

Certain corporate loans⁽¹⁾
(61 ) 5
(42 ) 65
Certain consumer loans⁽¹⁾
1
1
3
—
Total loans $ (60 ) $ 6
$ (39 ) $ 65
Other assets

MSRs $ (6 ) $ 13
$ 50
$ (349 )
Certain mortgage loans held-for-sale⁽²⁾
34
100
115
271
Other assets —
6
—
376
Total other assets $ 28
$ 119
$ 165
$ 298
Total assets $ 532
$ 638
$ 1,258
$ 840
Liabilities
Interest-bearing deposits $ (16 ) $ (16 ) $ (60 ) $ (84 )
Federal funds purchased and securities loaned or sold under agreements to repurchase—selected portfolios 97
32
183
24
Trading account liabilities 19
4
70
101
Short-term borrowings (30 ) (173 ) (110 ) (207 )
Long-term debt (198 ) (305 ) (669 ) (845 )
Total liabilities $ (128 ) $ (458 ) $ (586 ) $ (1,011 )


(1)	~~Includes mortgage loans held by consolidated mortgage loan securitization VIEs.~~


~~(2)~~	Includes gains (losses) associated with interest rate lock commitments for those loans that have been originated and elected under the fair value option.


(2)	Includes a loss of ($0.7) billion and a gain of $0.2 billion of DVA which is included in AOCI for the three months ended March 31, 2019 and 2018, respectively.

Own Debt Valuation Adjustments (DVA)

Own debt valuation adjustments are recognized on Citi’s liabilities for which the fair value option has been elected using Citi’s credit spreads observed in the bond market. Effective January 1, 2016, changes in fair value of fair value option liabilities related to changes in Citigroup’s own credit spreads (DVA) are reflected as a component of ~~AOCI; previously these amounts were recognized in Citigroup’s~~ ~~Revenues~~ ~~and~~ ~~Net income~~ ~~along with all other changes in fair value.~~AOCI. See Note 1 to the Consolidated Financial Statements for additional information.

Among other variables, the fair value of liabilities for which the fair value option has been elected (other than non-recourse and similar liabilities) is impacted by the narrowing or widening of the Company’s credit spreads.

The estimated ~~change~~changes in the fair value of these liabilities due to such changes in the Company’s own credit spread (or instrument-specific credit risk) was a loss of ~~$195~~$725 million and ~~$319~~a gain of $167 million for the three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016, and a loss of $422 million and a gain of $8 million for the nine months ended September 30, 2017 and 2016,~~2018, respectively. Changes in fair value resulting from changes in instrument-specific credit risk were estimated by incorporating the Company’s current credit spreads observable in the bond market into the relevant valuation technique used to value each liability as described above.

The Fair Value Option for Financial Assets and Financial Liabilities

Selected Portfolios of Securities Purchased Under Agreements to Resell, Securities Borrowed, Securities Sold Under Agreements to Repurchase, Securities Loaned and Certain Non-Collateralized Short-Term Borrowings

The Company elected the fair value option for certain portfolios of ~~fixed-income~~fixed income securities purchased under agreements to resell and ~~fixed-income~~fixed income securities sold under agreements to repurchase, securities borrowed, securities loaned and certain non-collateralized short-term borrowings held primarily by broker-dealer entities in the United States, United Kingdom and Japan. In each case, the election was made because the related interest rate risk is managed on a portfolio basis, primarily with offsetting derivative instruments that are accounted for at fair value through earnings.

Changes in fair value for transactions in these portfolios are recorded in Principal transactions. The related interest revenue and interest expense are measured based on the contractual rates specified in the transactions and are reported as ~~interest~~ Interest revenue and Interest expense in the Consolidated Statement of Income.

Certain Loans and Other Credit Products

Citigroup has also elected the fair value option for certain other originated and purchased loans, including certain unfunded loan products, such as guarantees and letters of credit, executed by Citigroup’s lending and trading businesses. None of these credit products are highly leveraged financing commitments. Significant groups of transactions include loans and unfunded loan products that are expected to be either sold or securitized in the near term, or transactions where the economic risks are hedged with derivative instruments, such as purchased credit default swaps or total return swaps where the Company pays the total return on the underlying loans to a third party. Citigroup has elected the fair value option to mitigate accounting mismatches in cases where hedge accounting is complex and to achieve operational simplifications. Fair value was not elected for most lending transactions across the Company.

The following table provides information about certain credit products carried at fair value:



	March 31, 2019				December 31, 2018
In millions of dollars	Trading assets		Loans		Trading assets		Loans
Carrying amount reported on the Consolidated Balance Sheet	$	9,287	$	3,874	$	10,108	$	3,224
Aggregate unpaid principal balance in excess of (less than) fair value	870		750		435		741
Balance of non-accrual loans or loans more than 90 days past due	—		1		—		1
Aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due	—		—		—		—

September 30, 2017 December 31, 2016
In millions of dollars Trading assets Loans Trading assets Loans
Carrying amount reported on the Consolidated Balance Sheet $ 8,926
$ 4,308
$ 9,824
$ 3,486
Aggregate unpaid principal balance in excess of fair value 518
82
758
18
Balance of non-accrual loans or loans more than 90 days past due —
1
—
1
Aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due —
—
—
1

In addition to the amounts reported above, ~~$653~~$1,142 million and ~~$1,828~~$1,137 million of unfunded commitments related to certain credit products selected for fair value accounting were outstanding as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively.

Changes in the fair value of funded and unfunded credit products are classified in Principal transactions in ~~the Company’s~~Citi’s Consolidated Statement of Income. Related interest revenue is measured based on the contractual interest rates and reported as Interest revenue on Trading account assets or loan interest depending on the balance sheet classifications of the credit products. The changes in fair value for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018 due to instrument-specific credit risk totaled to ~~a gain~~gains of ~~$57~~$18 million and ~~$83~~a loss of $19 million, respectively.

Certain Investments in Unallocated Precious Metals

Citigroup invests in unallocated precious metals accounts (gold, silver, platinum and palladium) as part of its commodity and foreign currency trading activities or to economically hedge certain exposures from issuing structured liabilities. Under ASC 815, the investment is bifurcated into a debt host contract and a commodity forward derivative instrument. Citigroup elects the fair value option for the debt host contract, and reports the debt host contract within Trading account assets on the Company’s Consolidated Balance Sheet. The total carrying amount of debt host contracts across unallocated precious metals accounts was approximately ~~$0.8~~$0.5 billion and ~~$0.6~~$0.4 billion at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively. The amounts are expected to fluctuate based on trading activity in future periods.

As part of its commodity and foreign currency trading activities, Citi trades unallocated precious metals investments and executes forward purchase and forward sale derivative contracts with trading counterparties. When Citi sells an unallocated precious metals investment, Citi’s receivable from its depository bank is repaid and Citi derecognizes its investment in the unallocated precious metal. The forward purchase or sale contract with the trading counterparty indexed to unallocated precious metals is accounted for as a derivative, at fair value through earnings. As of ~~September 30, 2017,~~March 31, 2019, there were approximately ~~$14.4~~$9.6 billion and ~~$8.8~~$6.9 billion of notional amounts of such forward purchase and forward sale derivative contracts outstanding, respectively.

Certain Investments in Private Equity and

Real Estate Ventures ~~and Certain Equity Method and Other Investments~~

Citigroup invests in private equity and real estate ventures for the purpose of earning investment returns and for capital appreciation. The Company has elected the fair value option for certain of these ventures, because such investments are considered similar to many private equity or hedge fund activities in Citi’s investment companies, which are reported at fair value. The fair value option brings consistency in the accounting and evaluation of these investments. All investments (debt and equity) in such private equity and real estate entities are accounted for at fair value. These investments are classified as Investments on Citigroup’s Consolidated Balance Sheet.

Changes in the fair values of these investments are classified in Other revenue in the Company’s Consolidated Statement of Income.

Citigroup also elects the fair value option for certain non-marketable equity securities whose risk is managed with derivative instruments that are accounted for at fair value through earnings. These securities are classified as ~~Trading account assets~~ ~~on Citigroup’s Consolidated Balance Sheet. Changes in the fair value of these securities and the related derivative instruments are recorded in~~ ~~Principal transactions~~.

Certain Mortgage Loans Held-for-Sale (HFS)

Citigroup has elected the fair value option for certain purchased and originated prime fixed-rate and conforming adjustable-rate first mortgage loans HFS. These loans are intended for sale or securitization and are hedged with derivative instruments. The Company has elected the fair value option to mitigate accounting mismatches in cases where hedge accounting is complex and to achieve operational simplifications.

The following table provides information about certain mortgage loans HFS carried at fair value:



In millions of dollars	March 31, 2019		December 31, 2018
Carrying amount reported on the Consolidated Balance Sheet	$	459	$	556
Aggregate fair value in excess of (less than) unpaid principal balance	18		21
Balance of non-accrual loans or loans more than 90 days past due	—		—
Aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due	—		—

In millions of dollars September 30,
2017 December 31, 2016
Carrying amount reported on the Consolidated Balance Sheet $ 448
$ 915
Aggregate fair value in excess of unpaid principal balance 15
8
Balance of non-accrual loans or loans more than 90 days past due —
—
Aggregate unpaid principal balance in excess of fair value for non-accrual loans or loans more than 90 days past due —
—

The changes in the fair values of these mortgage loans are reported in Other revenue in the Company’s Consolidated Statement of Income. There was no net change in fair value during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018 due to instrument-specific credit risk. Related interest income continues to be measured based on the contractual interest rates and reported as Interest revenue in the Consolidated Statement of Income.

Certain Structured Liabilities

The Company has elected the fair value option for certain structured liabilities whose performance is linked to structured interest rates, inflation, currency, equity, referenced credit or commodity risks. The Company elected the fair value option because these exposures are considered to be trading-related positions and, therefore, are managed on a fair value basis. These positions will continue to be classified as debt, deposits or derivatives (Trading account liabilities) on the Company’s Consolidated Balance Sheet according to their legal form.

The following table provides information about the carrying value of structured notes, disaggregated by type of embedded derivative instrument:



In billions of dollars	March 31, 2019		December 31, 2018
Interest rate linked	$	18.7	$	17.3
Foreign exchange linked	1.0		0.5
Equity linked	17.9		14.8
Commodity linked	1.2		1.2
Credit linked	2.0		1.9
Total	$	40.8	$	35.7

In billions of dollars September 30, 2017 December 31, 2016
Interest rate linked $ 13.1
$ 10.6
Foreign exchange linked 0.3
0.2
Equity linked 11.9
12.3
Commodity linked 1.2
0.3
Credit linked 2.3
0.9
Total $ 28.8
$ 24.3

Prior to 2016, the total change in the fair value of these structured liabilities was reported in Principal transactions in the Company’s Consolidated Statement of Income. Beginning in the first quarter of 2016, the portion of the changes in fair value attributable to changes in Citigroup’s own credit spreads (DVA) is reflected as a component of AOCI while all other changes in fair value will continue to be reported in Principal transactions. Changes in the fair value of these structured liabilities include accrued interest, which is also included in the change in fair value reported in Principal transactions.

Certain Non-Structured Liabilities

The Company has elected the fair value option for certain non-structured liabilities with fixed and floating interest rates. The Company has elected the fair value option where the interest rate risk of such liabilities may be economically hedged with derivative contracts or the proceeds are used to purchase financial assets that will also be accounted for at fair value through earnings. The elections have been made to mitigate accounting mismatches and to achieve operational simplifications. These positions are reported in Short-term borrowings and Long-term debt on the Company’s Consolidated Balance Sheet. ~~Prior to 2016, the total change in the fair value of these non-structured liabilities was reported in~~ ~~Principal transactions~~ ~~in the Company’s Consolidated Statement of Income. Beginning in the first quarter of 2016, the~~The portion of the changes in fair value attributable to changes in Citigroup’s own credit spreads (DVA) is reflected as a component of AOCI while all other changes in fair value will continue to be reported in Principal ~~transactions~~.transactions.

Interest expense on non-structured liabilities is measured based on the contractual interest rates and reported as Interest expense in the Consolidated Statement of Income.

The following table provides information about long-term debt carried at fair value:



In millions of dollars	March 31, 2019		December 31, 2018
Carrying amount reported on the Consolidated Balance Sheet	$	44,088	$	38,229
Aggregate unpaid principal balance in excess of (less than) fair value	2,610		3,814

In millions of dollars September 30, 2017 December 31, 2016
Carrying amount reported on the Consolidated Balance Sheet $ 30,826
$ 26,254
Aggregate unpaid principal balance in excess of (less than) fair value 12
(128 )

The following table provides information about short-term borrowings carried at fair value:



In millions of dollars	March 31, 2019		December 31, 2018
Carrying amount reported on the Consolidated Balance Sheet	$	5,172	$	4,483
Aggregate unpaid principal balance in excess of fair value	631		861

In millions of dollars September 30, 2017 December 31, 2016
Carrying amount reported on the Consolidated Balance Sheet $ 4,827
$ 2,700
Aggregate unpaid principal balance in excess of (less than) fair value 21
(61 )

22. GUARANTEES, LEASES AND COMMITMENTS

Citi provides a variety of guarantees and indemnifications to its customers to enhance their credit standing and enable them to complete a wide variety of business transactions. For

certain contracts meeting the definition of a guarantee, the guarantor must recognize, at inception, a liability for the fair value of the obligation undertaken in issuing the guarantee.

In addition, the guarantor must disclose the maximum potential amount of future payments that the guarantor could be required to make under the guarantee, if there were a total

default by the guaranteed parties. The determination of the maximum potential future payments is based on the notional amount of the guarantees without consideration of possible

recoveries under recourse provisions or from collateral held or pledged. As such, Citi believes such amounts bear no relationship to the anticipated losses, if any, on these guarantees.

For additional information regarding Citi’s guarantees and indemnifications included in the tables below, as well as its other guarantees and indemnifications excluded from the tables below, see Note 26 to the Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

The following tables present information about Citi’s guarantees at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016:~~2018:


	Maximum potential amount of future payments								Maximum potential amount of future payments
In billions of dollars at September 30, 2017 except carrying value in millions	Expire within 1 year		Expire after 1 year		Total amount outstanding		Carrying value (in millions of dollars)
In billions of dollars at March 31, 2019									Expire within 1 year		Expire after 1 year		Total amount outstanding		Carrying value (in millions of dollars)
Financial standby letters of credit	$	27.0	$	66.2	$	93.2	$	166	$	33.5	$	63.6	$	97.1	$	163
Performance guarantees	8.0		3.0		11.0		20		8.2		3.9		12.1		28
Derivative instruments considered to be guarantees	13.8		86.7		100.5		676		46.4		73.4		119.8		326
Loans sold with recourse	—		0.2		0.2		9		—		1.3		1.3		8
Securities lending indemnifications⁽¹⁾	106.4		—		106.4		—		105.1		—		105.1		—
Credit card merchant processing⁽¹⁾⁽²⁾	82.6		—		82.6		—		85.6		—		85.6		—
Credit card arrangements with partners	0.1		1.3		1.4		205		0.2		0.8		1.0		136
Custody indemnifications and other	—		54.6		54.6		59		—		32.9		32.9		41
Total	$	237.9	$	212.0	$	449.9	$	1,135	$	279.0	$	175.9	$	454.9	$	702


	Maximum potential amount of future payments								Maximum potential amount of future payments
In billions of dollars at December 31, 2016 except carrying value in millions	Expire within 1 year		Expire after 1 year		Total amount outstanding		Carrying value (in millions of dollars)
In billions of dollars at December 31, 2018									Expire within 1 year		Expire after 1 year		Total amount outstanding		Carrying value (in millions of dollars)
Financial standby letters of credit	$	26.0	$	67.1	$	93.1	$	141	$	31.8	$	65.3	$	97.1	$	131
Performance guarantees	7.5		3.6		11.1		19		7.7		4.2		11.9		29
Derivative instruments considered to be guarantees	7.2		80.0		87.2		747		23.5		87.4		110.9		567
Loans sold with recourse	—		0.2		0.2		12		—		1.2		1.2		9
Securities lending indemnifications⁽¹⁾	80.3		—		80.3		—		98.3		—		98.3		—
Credit card merchant processing⁽¹⁾⁽²⁾	86.4		—		86.4		—		95.0		—		95.0		—
Credit card arrangements with partners	—		1.5		1.5		206		0.3		0.8		1.1		162
Custody indemnifications and other	—		45.4		45.4		58		—		35.4		35.4		41
Total	$	207.4	$	197.8	$	405.2	$	1,183	$	256.6	$	194.3	$	450.9	$	939


(1)	The carrying values of securities lending indemnifications and credit card merchant processing were not material for either period presented, as the probability of potential liabilities arising from these guarantees is minimal.

(2)

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, this maximum potential exposure was estimated to be ~~$83~~$86 billion and ~~$86~~$95 billion, respectively. However, Citi believes that the maximum exposure is not representative of the actual potential loss exposure based on its historical experience. This contingent liability is unlikely to arise, as most products and services are delivered when purchased and amounts are refunded when items are returned to merchants.

Loans ~~sold~~Sold with ~~recourse~~Recourse

Loans sold with recourse represent Citi’s obligations to

reimburse the buyers for loan losses under certain

circumstances. Recourse refers to the clause in a sales

agreement under which a seller/lender will fully reimburse

the buyer/investor for any losses resulting from the

purchased loans. This may be accomplished by the seller

taking back any loans that become delinquent.

In addition to the amounts shown in the tables above,

Citi has recorded a repurchase reserve for its potential

repurchases or make-whole liability regarding residential

mortgage representation and warranty claims related to its

whole loan sales to ~~the~~ U.S. government-sponsored

enterprises (GSEs) and, to a lesser extent, private investors.

The repurchase reserve was approximately ~~$72~~$47 million and

~~$107~~ $49 million at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~

2018, respectively, and these amounts are included in Other

liabilities on the Consolidated Balance Sheet.

Credit ~~card arrangements~~Card Arrangements with ~~partners~~Partners

Citi, in certain of its credit card partner arrangements,

provides guarantees to the partner regarding the volume of

certain customer originations during the term of the

agreement. To the extent that such origination targets are not met,

the guarantees serve to compensate the partner for certain

payments that otherwise would have been generated in

connection with such originations.

Other ~~guarantees~~Guarantees and ~~indemnifications~~Indemnifications

Credit Card Protection Programs

Citi, through its credit card businesses, provides various

cardholder protection programs on several of its card

products, including programs that provide insurance

coverage for rental cars, coverage for certain losses

associated with purchased products, price protection for

certain purchases and protection for lost luggage. These

guarantees are not included in the table, since the total

outstanding amount of the guarantees and Citi’s maximum

exposure to loss cannot be quantified. The protection is

limited to certain types of purchases and losses, and it is not

possible to quantify the purchases that would qualify for

these benefits at any given time. Citi assesses the probability

and amount of its potential liability related to these programs

based on the extent and nature of its historical loss

experience. At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the actual and estimated losses incurred and the carrying value of Citi’s obligations related to these programs were

immaterial.

Value-Transfer Networks

Citi is a member of, or shareholder in, hundreds of ~~value transfer~~value-transfer networks (VTNs) (payment, clearing and settlement

systems as well as exchanges) around the world. As a

condition of membership, many of these VTNs require that

members stand ready to pay a pro rata share of the losses

incurred by the organization due to another member’s default

on its obligations. Citi’s potential obligations may be limited

to its membership interests in the VTNs, contributions to the

VTN’s funds, or, in limited cases, the obligation may be unlimited. The maximum exposure cannot be estimated as

this would require an assessment of ~~future~~ claims that have

not yet occurred. Citi believes the risk of loss is remote

given historical experience with the VTNs. Accordingly,

Citi’s participation in VTNs is not reported in the guarantees

tables above, and there are no amounts reflected on the

Consolidated Balance Sheet as of ~~September 30, 2017~~March 31, 2019 or

December 31, ~~2016~~2018 for potential obligations that could arise

from Citi’s involvement with VTN associations.

Long-Term Care Insurance Indemnification

In ~~connection with~~2000, Travelers Life & Annuity (Travelers), then a subsidiary of Citi, entered into a reinsurance agreement to transfer the ~~2005 sale~~risks and rewards of ~~certain insurance and annuity subsidiaries to MetLife Inc. (MetLife), the Company provided an indemnification for policyholder claims and other liabilities relating to a book of~~its long-term care (LTC) business ~~(for the entire term~~to GE Life (now Genworth Financial Inc., or Genworth), then a subsidiary of the ~~LTC policies) that is fully reinsured~~General Electric Company (GE). As part of this transaction, the reinsurance obligations were provided by two regulated insurance subsidiaries of GE Life, which funded two collateral trusts with securities. Presently, as discussed below, the trusts are referred to as the Genworth ~~Financial Inc. (Genworth). In turn,~~Trusts.

As part of GE’s spin-off of Genworth ~~has offsetting~~in 2004, GE retained the risks and rewards associated with the 2000 Travelers reinsurance ~~agreements with MetLife and the~~agreement by providing a reinsurance contract to Genworth through its Union Fidelity Life Insurance Company (UFLIC), subsidiary that covers the Travelers LTC policies. In addition, GE provided a ~~subsidiary~~capital maintenance agreement in favor of ~~the General Electric Company. Genworth has funded two trusts with securities whose fair value (approximately $7.4 billion at September 30, 2017, compared to $7.0 billion at December 31, 2016)~~UFLIC that is designed to ~~cover Genworth’s statutory liabilities~~assure that UFLIC will have the funds to pay its reinsurance obligations. As a result of these reinsurance agreements and the spin-off of Genworth, Genworth has reinsurance protection from UFLIC (supported by GE) and has reinsurance obligations in connection with the Travelers LTC policies. As noted below, the Genworth reinsurance obligations now benefit Brighthouse Financial, Inc. (Brighthouse). While neither Brighthouse nor Citi are direct beneficiaries of the capital maintenance agreement between GE and UFLIC, Brighthouse and Citi benefit indirectly from the existence of the capital maintenance agreement, which helps assure that UFLIC will continue to have funds necessary to pay its reinsurance obligations to Genworth.

In connection with Citi’s 2005 sale of Travelers to MetLife Inc. (MetLife), Citi provided an indemnification to MetLife for losses (including policyholder claims) relating to the LTC business for the ~~LTC policies. The trusts serve as collateral for Genworth's reinsurance obligations related to~~entire term of the ~~MetLife~~Travelers LTC policies, which, as noted above, are reinsured by subsidiaries of Genworth. In 2017, MetLife spun off its retail insurance business to Brighthouse. As a result, the Travelers LTC policies now reside with Brighthouse. The original reinsurance agreement between Travelers (now Brighthouse) and ~~MetLife Insurance Company USA~~Genworth remains in place and Brighthouse is the sole beneficiary of the ~~trusts.~~Genworth Trusts. The fair value of the Genworth Trusts is approximately $7.9 billion as of March 31, 2019, compared to approximately $7.5 billion at December 31, 2018. The Genworth Trusts are designed to provide collateral to Brighthouse in an amount equal to the statutory liabilities of Brighthouse in respect of the Travelers LTC policies. The assets in ~~these trusts~~the Genworth Trusts are

evaluated and adjusted periodically to ensure that the fair value of the assets continues to ~~cover the~~provide collateral in an amount equal to these estimated statutory liabilities, ~~related to~~as the ~~LTC policies, as those statutory~~ liabilities change over time.

If both (i) Genworth fails to perform under the original

Travelers/GE Life reinsurance agreement for any reason,

including insolvency or the failure of UFLIC to perform in a timely manner, and (ii) the assets inof the two ~~trusts~~ Genworth Trusts

are insufficient or unavailable, ~~to MetLife,~~ then Citi, through its LTC

reinsurance indemnification, must reimburse ~~MetLife~~Brighthouse for

any losses ~~actually~~ incurred in connection with the LTC policies. Since both events would have to occur before Citi would become responsible for any payment to ~~MetLife~~Brighthouse pursuant to its indemnification obligation, and the likelihood of such events occurring is currently not probable, there is no liability reflected inon the Consolidated Balance Sheet as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 related to this indemnification. Citi continues to closely monitor its potential exposure under this indemnification obligation.

In the fourth quarter of 2016, MetLife announced it was pursuing spinning off the entity involved in the long-term care reinsurance obligations as part of a broader separation of its retail and group/corporate insurance operations. Separately, Genworth announced that it had agreed to

be purchased by China Oceanwide Holdings Co., Ltd, subject to a series of conditions and regulatory approvals. Citi is monitoring these developments.

Futures and ~~over-the-counter derivatives clearing~~Over-the-Counter Derivatives Clearing

Citi provides clearing services on central clearing parties (CCP) for clients that need to clear exchange-traded and over-the-counter (OTC) ~~derivatives~~derivative contracts with CCPs. Based on all relevant facts and circumstances, Citi has concluded that it acts as an agent for accounting purposes in its role as clearing member for these client transactions. As such, Citi does not reflect the underlying exchange-traded or OTC derivatives contracts in its Consolidated Financial Statements. See Note 19 for a discussion of Citi’s derivatives activities that are reflected in its Consolidated Financial Statements.

As a clearing member, Citi collects and remits cash and securities collateral (margin) between its clients and the

respective CCP. In certain circumstances, Citi collects a higher amount of cash (or securities) from its clients than it needs to remit to the CCPs. This excess cash is then held at depository institutions such as banks or carry brokers.

There are two types of margin: initial ~~margin~~ and ~~variation margin.~~variation. Where Citi obtains benefits from or controls cash initial margin (e.g., retains an interest

spread), cash initial margin collected from clients and

remitted to the CCP or depository institutions is reflected within Brokerage payables (payables to customers) and Brokerage receivables (receivables from brokers, dealers and clearing organizations) or Cash and due from banks., respectively.

However, for exchange-traded and OTC-cleared ~~derivatives~~derivative contracts where Citi does not obtain benefits from or control the client cash balances, the client cash initial margin collected from clients and remitted to the CCP or depository institutions is not reflected on Citi’s Consolidated Balance Sheet. These conditions are met when Citi has contractually agreed with the client that (i) Citi will pass through to the client all interest paid by the CCP or depository institutions on the cash initial ~~margin;~~margin, (ii) Citi

will not utilize its right as a clearing member to transform cash margin into other ~~assets;~~assets, (iii) Citi does not guarantee and is not liable to the client for the performance of the CCP or the depository ~~institution;~~institution and (iv) the client cash balances are legally isolated from Citi’s bankruptcy estate. The total amount of cash initial margin collected and remitted in this manner was approximately ~~$10.6~~$13.1 billion and ~~$9.4~~$13.8 billion as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively.

Variation margin due from clients to the respective CCP, or from the CCP to clients, reflects changes in the value of the client’s derivative contracts for each trading day. As a clearing member, Citi is exposed to the risk of ~~nonperformance~~non-performance by clients (e.g., failure of a client to post

variation margin to the CCP for negative changes in the

value of the client’s derivative contracts). In the event of

non-performance by a client, Citi would move to close out

the client’s positions. The CCP would typically utilize initial

margin posted by the client and held by the CCP, with any

remaining shortfalls required to be paid by Citi as clearing

member. Citi generally holds incremental cash or securities

margin posted by the client, which would typically be

expected to be sufficient to mitigate Citi’s credit risk in the

event the client fails to perform.

As required by ASC 860-30-25-5, securities collateral posted by clients is not recognized on Citi’s Consolidated Balance Sheet.

Carrying Value—Guarantees and Indemnifications

At ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, the total carrying amounts of the liabilities related to the guarantees and indemnifications included in the tables above amounted

to approximately ~~$1.1~~$0.7 billion and ~~$1.2~~$0.9 billion, respectively. The carrying value of financial and performance guarantees is included in Other liabilities. For loans sold with recourse, the carrying value of the liability is included in Other liabilities.

Collateral

Cash collateral available to Citi to reimburse losses realized under these guarantees and indemnifications amounted to ~~$65~~$67 billion and ~~$48~~$55 billion at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively. Securities and other marketable assets held as collateral amounted to ~~$53~~approximately $57 billion and ~~$41~~$55 billion at ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016,~~2018, respectively. The majority of collateral is held to reimburse losses realized under securities lending indemnifications. Additionally, letters of credit in favor of Citi held as collateral amounted to ~~$5.4~~$3.8 billion and $4.1 billion at ~~both September 30, 2017~~March 31, 2019 and December 31, ~~2016.~~2018. Other property may also be available to Citi to cover losses under certain guarantees and indemnifications; however, the value of such property has not been determined.

Performance ~~risk~~Risk

Presented in the tables below are the maximum potential amounts of future payments that are classified based upon internal and external credit ratings. The determination of the maximum potential future payments is based on the notional amount of the guarantees without consideration of possible recoveries under recourse provisions or from collateral held or pledged. As such, Citi believes such amounts bear no relationship to the anticipated losses, if any, on these guarantees.



	Maximum potential amount of future payments
In billions of dollars at March 31, 2019	Investment grade		Non-investment grade		Not rated		Total
Financial standby letters of credit	$	69.4	$	11.5	$	16.2	$	97.1
Performance guarantees	9.8		1.9		0.4		12.1
Derivative instruments deemed to be guarantees	—		—		119.8		119.8
Loans sold with recourse	—		—		1.3		1.3
Securities lending indemnifications	—		—		105.1		105.1
Credit card merchant processing	—		—		85.6		85.6
Credit card arrangements with partners	—		—		1.0		1.0
Custody indemnifications and other	19.8		13.1		—		32.9
Total	$	99.0	$	26.5	$	329.4	$	454.9



	Maximum potential amount of future payments
In billions of dollars at December 31, 2018	Investment grade		Non-investment grade		Not rated		Total
Financial standby letters of credit	$	68.3	$	11.8	$	17.0	$	97.1
Performance guarantees	9.2		2.1		0.6		11.9
Derivative instruments deemed to be guarantees	—		—		110.9		110.9
Loans sold with recourse	—		—		1.2		1.2
Securities lending indemnifications	—		—		98.3		98.3
Credit card merchant processing	—		—		95.0		95.0
Credit card arrangements with partners	—		—		1.1		1.1
Custody indemnifications and other	22.2		13.2		—		35.4
Total	$	99.7	$	27.1	$	324.1	$	450.9

Leases

The Company’s operating leases, where Citi is a lessee, include real estate, such as office space and branches, and various types of equipment. These leases have a weighted-average lease term of approximately nine years as of March 31, 2019. The operating lease ROU asset and lease liability were both approximately $4.1 billion as of March 31, 2019. The Company recognizes fixed lease costs on a straight-line basis throughout the lease term in the Consolidated Statement of Income. Additionally, variable lease costs are recognized in the period in which the obligation for those payments is incurred. The total operating lease expense (principally for offices, branches and equipment), net of approximately $19 million sublease income, was approximately $270 million for the three months ended March 31, 2019.

While Citi has, as a lessee, certain equipment finance leases, such leases are not material to the Company's Consolidated Financial Statements.

Citi’s lease arrangements that have not yet commenced as of March 31, 2019 and the Company’s short-term lease costs, variable lease costs and finance lease costs, for the three months ended March 31, 2019 are not material to the Consolidated Financial Statements. Citi’s operating cash outflows related to operating leases were approximately $234 million for the three months ended March 31, 2019, while the future lease payments are as follows:



In millions of dollars	Operating leases
As of March 31, 2019
2019 (excluding the three months ended March 31, 2019)	$	704
2020	755
2021	638
2022	514
2023	405
Thereafter	1,794
Total future lease payments	$	4,810
Less imputed interest (based on weighted-average discount rate of 3.5%)	(698		)
Lease liability	$	4,112

Maximum potential amount of future payments
In billions of dollars at September 30, 2017
Investment
grade
Non-investment
grade
Not
rated
Total
Financial standby letters of credit $ 65.9
$ 13.2
$ 14.1
$ 93.2
Performance guarantees 7.2
3.0
0.8
11.0
Derivative instruments deemed to be guarantees —
—
100.5
100.5
Loans sold with recourse —
—
0.2
0.2
Securities lending indemnifications —
—
106.4
106.4
Credit card merchant processing —
—
82.6
82.6
Credit card arrangements with partners —
—
1.4
1.4
Custody indemnifications and other 54.3
0.3
—
54.6
Total $ 127.4
$ 16.5
$ 306.0
$ 449.9

Maximum potential amount of future payments
In billions of dollars at December 31, 2016
Investment
grade
Non-investment
grade
Not
rated
Total
Financial standby letters of credit $ 66.8
$ 13.4
$ 12.9
$ 93.1
Performance guarantees 6.3
4.0
0.8
11.1
Derivative instruments deemed to be guarantees —
—
87.2
87.2
Loans sold with recourse —
—
0.2
0.2
Securities lending indemnifications —
—
80.3
80.3
Credit card merchant processing —
—
86.4
86.4
Credit card arrangements with partners —
—
1.5
1.5
Custody indemnifications and other 45.3
0.1
—
45.4
Total $ 118.4
$ 17.5
$ 269.3
$ 405.2

Credit Commitments and Lines of Credit

The table below summarizes Citigroup’s credit commitments:



In millions of dollars	U.S.		Outside of U.S.		March 31, 2019		December 31, 2018
Commercial and similar letters of credit	$	834	$	5,061	$	5,895	$	5,461
One- to four-family residential mortgages	1,750		1,669		3,419		2,671
Revolving open-end loans secured by one- to four-family residential properties	9,977		1,335		11,312		11,374
Commercial real estate, construction and land development	9,798		1,638		11,436		11,293
Credit card lines	615,230		92,865		708,095		696,007
Commercial and other consumer loan commitments	194,289		112,053		306,342		300,115
Other commitments and contingencies	2,384		563		2,947		3,321
Total	$	834,262	$	215,184	$	1,049,446	$	1,030,242

In millions of dollars U.S.
Outside of
U.S.
September 30,
2017
December 31,
2016
Commercial and similar letters of credit $ 756
$ 4,297
$ 5,053
$ 5,736
One- to four-family residential mortgages 1,352
1,831
3,183
2,838
Revolving open-end loans secured by one- to four-family residential properties 11,137
1,508
12,645
13,405
Commercial real estate, construction and land development 9,166
1,973
11,139
10,781
Credit card lines 579,285
100,624
679,909
664,335
Commercial and other consumer loan commitments 167,736
95,939
263,675
259,934
Other commitments and contingencies 2,115
1,325
3,440
3,202
Total $ 771,547
$ 207,497
$ 979,044
$ 960,231

The majority of unused commitments are contingent upon customers maintaining specific credit standards.

Commercial commitments generally have floating interest rates and fixed expiration dates and may require payment of fees. Such fees (net of certain direct costs) are deferred and, upon exercise of the commitment, amortized over the life of

the loan or, if exercise is deemed remote, amortized over the commitment period.

Other commitments and contingencies

Other commitments and contingencies include all other transactions related to commitments and contingencies not reported on the lines above.

Unsettled reverse repurchase and securities ~~lending~~borrowing agreements and unsettled repurchase and securities ~~borrowing~~lending agreements

In addition, in the normal course of business, Citigroup enters into reverse repurchase and securities borrowing agreements, as well as repurchase and securities lending agreements, which settle at a future date. At ~~September 30, 2017,~~March 31, 2019 and December 31, ~~2016,~~2018, Citigroup had ~~$44.8~~approximately $64.9 billion and ~~$43.1~~$36.1 billion of unsettled reverse repurchase and securities borrowing agreements, ~~respectively,~~ and ~~$23.9~~approximately $55.3 billion and ~~$14.9~~$30.7 billion of unsettled repurchase and securities lending agreements, respectively. For a further discussion of securities purchased under agreements to resell and securities borrowed, and securities sold under agreements to repurchase and securities loaned, including the Company’s policy for offsetting repurchase and reverse repurchase agreements, see Note ~~10.~~10 to the Consolidated Financial Statements.

Restricted Cash

Citigroup defines restricted cash (as cash subject to withdrawal restrictions) to include cash deposited with central banks that must be maintained to meet minimum regulatory requirements, and cash set aside for the benefit of customers or for other purposes such as compensating balance arrangements or debt retirement. Restricted cash includes minimum reserve requirements with the Federal

Reserve Bank and certain other central banks and cash segregated to satisfy rules regarding the protection of customer assets as required by Citigroup broker-dealers’ primary regulators, including the United States Securities and Exchange Commission (SEC), the Commodities Futures Trading Commission and the United Kingdom’s Prudential Regulation Authority.

Restricted cash is included on the Consolidated Balance Sheet within the following balance sheet lines:



In millions of dollars	March 31, 2019		December 31, 2018
Cash and due from banks	$	3,601	$	4,000
Deposits with banks	23,832		27,208
Total	$	27,433	$	31,208

23. CONTINGENCIES

The following information supplements and amends, as applicable, the ~~disclosures~~disclosure in ~~Note 23 to the Consolidated Financial Statements of each of Citigroup’s First Quarter of 2017 Form 10-Q and Second Quarter of 2017 Form 10-Q and~~ Note 27 to the Consolidated Financial Statements of Citigroup’s ~~2016~~2018 Annual Report on Form 10-K. For purposes of this Note, Citigroup, its affiliates and subsidiaries and current and former officers, directors and employees, are sometimes collectively referred to as Citigroup and Related Parties.

In accordance with ASC 450, Citigroup establishes accruals for contingencies, including the litigation and regulatory matters disclosed herein, when Citigroup believes it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted from time to time, as appropriate, in light of additional information. The amount of loss ultimately incurred in relation to those matters may be substantially higher or lower than the amounts accrued for those matters.

If Citigroup has not accrued for a matter because the matter does not meet the criteria for accrual (as set forth above), or Citigroup believes an exposure to loss exists in excess of the amount accrued for a particular matter, in each case assuming a material loss is reasonably possible, Citigroup discloses the matter. In addition, for such matters, Citigroup discloses an estimate of the aggregate reasonably possible loss or range of loss in excess of the amounts accrued for those matters as to which an estimate can be made. At ~~September 30, 2017,~~March 31, 2019, Citigroup’s estimate of the reasonably possible unaccrued loss for these matters was materially unchanged from the estimate of approximately ~~$1.5~~$1.0 billion in the aggregate as of ~~June 30, 2017.~~December 31, 2018.

As available information changes, the matters for which Citigroup is able to estimate will change, and the estimates themselves will change. In addition, while many estimates presented in financial statements and other financial disclosures involve significant judgment and may be subject to significant uncertainty, estimates of the range of reasonably possible loss arising from litigation and regulatory proceedings are subject to particular uncertainties. For example, at the time of making an estimate, Citigroup may have only preliminary, incomplete or inaccurate information about the facts underlying the claim; its assumptions about the future rulings of the court or other tribunal on significant issues, or the behavior and incentives of adverse parties or regulators, may prove to be wrong; and the outcomes it is attempting to predict are often not amenable to the use of statistical or other quantitative analytical tools. In addition, from time to time an outcome may occur that Citigroup had not accounted for in its estimates because it had deemed such an outcome to be remote. For all these reasons, the amount of loss in excess of accruals ultimately incurred for the matters as to which an estimate has been made could be substantially higher or lower than the range of loss included in the estimate.

Subject to the foregoing, it is the opinion of Citigroup's management, based on current knowledge and after taking into account its current legal accruals, that the eventual outcome of

all matters described in this Note would not be likely to have a material adverse effect on the consolidated financial condition of Citigroup. Nonetheless, given the substantial or

indeterminate amounts sought in certain of these matters and the inherent unpredictability of such matters, an adverse outcome in certain of these matters could, from time to time, have a material adverse effect on Citigroup’s consolidated results of operations or cash flows in particular quarterly or annual periods.

For further information on ASC 450 and Citigroup's accounting and disclosure framework for contingencies, including for litigation and regulatory matters disclosed herein, see Note 27 to the Consolidated Financial Statements of Citigroup’s ~~2016~~2018 Annual Report on Form 10-K.

Credit Crisis-Related Litigation and Other Matters

Mortgage-Related Litigation and Other Matters

Mortgage-Backed Securities Trustee Actions:On ~~July 28, 2017, Citibank filed an appeal with~~March 20, 2019, the New York State Supreme Court Appellate Division, First Department, appealing the portions of the June 27, 2017 New York State Supreme Court decision in FIXED INCOME SHARES: SERIES M, ET AL. v. CITIBANK, N.A. denying itscourt granted Citibank’s motion to ~~dismiss.~~dismiss the Federal Deposit Insurance Corporation’s amended complaint. Additional information concerning this action is publicly available in court filings under the docket number ~~653891/2015 (N.Y. Sup. Ct.~~15-cv-6574 (S.D.N.Y.) ~~(Ramos,~~(Carter, J.).

~~Lehman Brothers~~Tribune Company Bankruptcy ~~Proceedings~~

On ~~September 29, 2017, Lehman Brothers Holdings Inc. (LBHI)~~April 4, 2019, the litigation trustee in KIRSCHNER v. FITZSIMONS, ET AL. filed a motion for ~~approval~~leave to amend the complaint to avoid and recover as constructive fraudulent transfers the transfers of Tribune stock that occurred as a ~~global settlement in LEHMAN BROTHERS HOLDINGS INC. ET AL. v. CITIBANK, N.A. ET AL. As~~ part of the ~~global settlement, Citibank will retain $350 million from LBHI’s deposit at Citibank and return to LBHI and its affiliates all of~~leveraged buyout. The motion was denied on April 23, 2019.

On February 21, 2019, the ~~remaining deposited funds. In addition, LBHI will withdraw its remaining objections~~litigation trustee appealed to the ~~bankruptcy claims filed by Citibank and its affiliates. Additional information concerning this~~United States Court of Appeals for the Second Circuit from the January 23, 2019 dismissal of a separate action ~~is publicly available in court filings under the docket numbers 12-01044 and 08-13555 (Bankr. S.D.N.Y.) (Chapman, J.).~~

~~Foreign Exchange Matters~~

~~Antitrust and Other Litigation~~: On August 3, 2017, in NYPL v. JPMORGAN CHASE & CO., ET AL., the court ruled that plaintiffs sufficiently alleged in their proposed amended complaint that they suffered antitrust injury and are appropriate plaintiffsrelated to ~~bring the suit. On August 10, 2017, plaintiffs filed an amended complaint. On August 24, 2017, defendants filed a renewed motion~~Citigroup Global Markets Inc.’s (CGMI) role as advisor to dismiss or to certify the court’s ruling for interlocutory appeal. Additional information concerning this action is publicly available in court filings under the docket numbers 15 Civ. 2290 (N.D. Cal.) (Chhabria, J.) and 15 Civ. 9300 (S.D.N.Y.) (Schofield, J.).

On August 11, 2017, defendants filed a motion to dismiss plaintiffs’ consolidated amended complaints in CONTANT ET AL. v. BANK OF AMERICA CORPORATION ET AL. and LAVENDER ET AL. v. BANK OF AMERICA CORPORATION ET AL.Tribune. Additional information concerning these actions is publicly available in court filings under the

docket numbers ~~16 Civ. 7512~~08-13141 (Bankr. D. Del.) (Carey, J.), 11 MD 02296 (S.D.N.Y.) ~~(Schofield,~~(Cote, J.), ~~17 Civ. 4392~~12 MC 2296 (S.D.N.Y.) ~~(Schofield,~~(Cote, J.), 13-3992, 13-3875, 13-4196, 19-449 (2d Cir.) and ~~17 Civ. 3139 (S.D.N.Y.) (Schofield, J.~~16-317 (U.S.).

On August 18, 2017, in NEGRETE v. CITIBANK, N.A., the parties stipulated to voluntary dismissal of plaintiffs’ sole remaining claim that was not dismissed in the court’s February 27, 2017 order. On September 7, 2017, plaintiffs filed a notice of appeal to the United States Court of Appeals for the Second Circuit. Additional information concerning this action is publicly available in court filings under the docket numbers 15 Civ. 7250 (S.D.N.Y.) (Sweet, J.) and 17-2783 (2d Cir.).

On September 11, 2017, in ALPARI (US), LLC v. CITIGROUP INC. AND CITIBANK, N.A., plaintiff filed a notice of dismissal, dismissing its case against Citigroup and Citibank in its entirety without prejudice. The court approved the dismissal on September 12, 2017 and ordered the case closed. Additional information concerning this action is publicly available in court filings under the docket number 17 Civ. 5269 (S.D.N.Y.).

~~Interbank Offered Rates-Related Litigation and Other~~Foreign Exchange Matters

Antitrust and Other Litigation:On ~~August 31, 2017, the court granted preliminary approval to a $130 million settlement with Citigroup and Citibank and the largest plaintiffs’ class~~March 1, 2019, in IN RE LIBOR-BASED FINANCIAL INSTRUMENTS ANTITRUST LITIGATION, which consists of investors who purchased over-the-counter (OTC) derivatives from USD LIBOR panel banks. On October 11, 2017, the second largest plaintiffs’ class, made up of investors who traded Eurodollar futures and options on exchanges, filed a motion for preliminary approval of settlements with certain defendants, including Citigroup and Citibank. Additional information concerning these actions and related actions and appeals is publicly available in court filings under the docket numbers 11 MD 2262 (S.D.N.Y.) (Buchwald, J.) and 17-1569 (2d Cir.).

~~On August 18, 2017, in FRONTPOINT ASIAN EVENT DRIVEN FUND, LTD~~ALLIANZ GLOBAL INVESTORS, ET AL. v. ~~CITIBANK, N.A.~~BANK OF AMERICA CORPORATION, ET AL., ~~the court granted in part the defendants’ motion to dismiss. The court dismissed all claims against foreign bank defendants, antitrust claims asserted by one of the two named~~ plaintiffs ~~and all RICO, implied covenant, and unjust enrichment claims. The court allowed one antitrust claim to proceed against the U.S. bank defendants, including Citigroup and Citibank. Plaintiffs~~ filed an amended ~~complaint on September 18, 2017.~~complaint. On ~~October 18, 2017,~~April 1, 2019, Citigroup, Citibank, CGMI, and other defendants filed a motion to dismiss the amended complaint. Additional information concerning this action is publicly available in court filings under the docket number 1618 Civ. ~~5263~~10364 (S.D.N.Y.) ~~(Hellerstein,~~(Schofield, J.).

~~Sovereign Securities Matters~~

~~Antitrust~~On April 25, 2019, the plaintiffs in ALLIANZ GLOBAL INVESTORS GMBH AND OTHERS v. BARCLAYS BANK PLC AND OTHERS served their claim on Citigroup and ~~Other Litigation: In IN RE TREASURY SECURITIES AUCTION ANTITRUST LITIGATION, pursuant to a court-ordered stipulation, plaintiffs will file a consolidated amended complaint by November 15, 2017.~~Citibank. Additional information concerning this action is publicly available in court filings under the docket number ~~15 MD 2673 (S.D.N.Y.) (Gardephe, J.).~~CL-2018-000840.

~~On October 6, 2017,~~In January 2019, in NYPL v. JPMORGAN CHASE & CO., ET AL., plaintiffs ~~in IN RE SSA BONDS ANTITRUST LITIGATION filed a~~renewed their previous motion for leave to amend their complaint, ~~along~~which defendants have opposed. Additional information concerning this action is

publicly available in court filings under the docket number 15 Civ. 9300 (S.D.N.Y.) (Schofield, J.).

Interbank Offered Rates-Related Litigation and Other

Matters

Antitrust and Other Litigation: On March 25, 2019, in IN RE LIBOR-BASED FINANCIAL INSTRUMENTS ANTITRUST LITIGATION, the court issued an opinion granting in part motions for leave to further amend complaints filed by certain plaintiffs asserting individual claims. Additional information concerning these actions is publicly available in court filings under the docket numbers 11 MD 2262 (S.D.N.Y.) (Buchwald, J.) and 17-1569 (2d Cir.).

On March 28, 2019, in SCS BANQUE DELUBAC & CIE v. CITIGROUP INC. ET AL., the Court of Appeal of Nîmes held that neither the Commercial Court of Aubenas nor the Commercial Court of Marseille has territorial jurisdiction over Banque Delubac’s claims. This case is in the Commercial Court of Marseille, RG no. 2018F02750, and was in the Court of Appeal of Nîmes, no. 18/04390.

On January 31 and on March 4, 2019, two additional putative class actions, which have been consolidated with PUTNAM BANK v. INTERCONTINENTAL EXCHANGE, INC., ET AL., were filed in the United States District Court for the Southern District of New York against ICE, Citigroup, Citibank, CGMI, and various other banks. Each of these complaints asserts claims under the Sherman Act and for unjust enrichment based on alleged suppression of the ICE LIBOR and seeks disgorgement and treble damages where authorized by statute. Additional information relating to this action is publicly available in court filings under the docket number 19 Civ. 00439 (S.D.N.Y.) (Daniels, J.).

Interest Rate Swaps Matters

Antitrust and Other Litigation: On February 20, 2019, the putative class plaintiffs in the action captioned IN RE: INTEREST RATE SWAPS ANTITRUST LITIGATION moved for class certification and appointment of class counsel. On March 13, 2019, the district court granted in part and denied in part the putative class plaintiffs’ motion for leave to file a ~~proposed second amended~~fourth consolidated class action complaint. Additional information concerning this action is publicly available in court filings under the docket number 1616-MD-2704 (S.D.N.Y.) (Engelmayer, J.).

Parmalat Litigation

On April 15, 2019, the Italian Supreme Court upheld the 2014 decision of an Italian court of appeal in Citigroup’s favor. Additional information concerning this action is publicly available in court filings under the docket number 27618/2014 or decision number 10540/2019.

Sovereign Securities Matters

Antitrust and Other Litigation: On February 7, 2019, a putative class action captioned STACHON v. BANK OF AMERICA, N.A., ET AL., was filed in the United States District Court for the Southern District of New York against Citigroup, Citibank, CGMI, and Citigroup Global Markets Limited (CGML) and other defendants, on behalf of indirect

purchasers of supranational, sub-sovereign and agency (SSA) bonds. Plaintiffs assert claims under New York antitrust laws based on the same conduct alleged in the previously filed SSA bond lawsuits and seek treble damages and injunctive relief. The action is currently stayed pending a decision on the motion to dismiss in the consolidated direct purchaser action captioned IN RE SSA BONDS ANTITRUST LITIGATION. Additional information relating to these actions is publicly available in court filings under the docket numbers 19 Civ. ~~03711~~01205 (S.D.N.Y.) (Swain, J.), and 16-cv-03711 (S.D.N.Y.) (Ramos, J.).

On January 24, 2019, in an action filed in the Canadian Federal Court related to the SSA bond market, plaintiffs delivered an amended statement of claim, in which they continue to assert claims for breach of the competition law and breach of foreign law, while also asserting additional claims of civil conspiracy, unjust enrichment, waiver of tort and breach of contract. Additional information relating to this action is publicly available in court filings under the docket number T-1871-17 (Fed. Ct.).

Between February 22 and April 11, 2019, 12 putative class actions, which have been consolidated under the caption IN RE GSE BONDS ANTITRUST LITIGATION, were filed in the United States District Court for the Southern District of New York against Citigroup, CGMI, and numerous other defendants, on behalf of purported classes of persons or entities that transacted in bonds issued by United States government-sponsored entities with one or more of the defendants. Plaintiffs assert claims under the Sherman Act and for unjust enrichment based on defendants’ alleged conspiracy to manipulate the market for such bonds, and seek treble damages and injunctive relief. Additional information relating to this action is publicly available in court filings under the docket number 19 Civ. 1704 (S.D.N.Y.) (Rakoff, J.).

Variable Rate Demand Obligation Litigation

In February and March 2019, certain financial institutions that served as remarketing agents for municipal bonds called variable rate demand obligations (VRDOs), including Citigroup, Citibank, CGMI, CGML and numerous other industry participants, were named as defendants in putative class actions filed by the City of Philadelphia and the City of Baltimore in the United States District Court for the Southern District of New York. Plaintiffs allege that defendants colluded to set artificially high VRDO interest rates. The complaints assert violations of the Sherman Act, as well as claims for breach of contract and unjust enrichment, and seek damages and injunctive relief. On April 5, 2019, the two suits were consolidated for pre-trial purposes. Additional information concerning these actions is publicly available in court filings under the docket numbers 19-CV-1608 (S.D.N.Y.) (Furman, J.) and 19-CV-2667 (S.D.N.Y.) (Furman, J.).

Settlement Payments

Payments required in settlement agreements described above have been made or are covered by existing litigation accruals.

24. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

Citigroup amended its Registration Statement on Form S-3 on file with the SEC (File No. 33-192302) to add its wholly owned subsidiary, Citigroup Global Markets Holdings Inc. (CGMHI), as a co-registrant. Any securities issued by CGMHI under the Form S-3 will be fully and unconditionally guaranteed by Citigroup.

The following are the Condensed Consolidating Statements of Income and Comprehensive Income for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2019 and ~~2016,~~2018, Condensed Consolidating Balance Sheet as of ~~September 30, 2017~~March 31, 2019 and December 31, ~~2016~~2018 and Condensed Consolidating Statement of Cash Flows for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2019 and ~~2016~~2018 for Citigroup Inc., the parent holding company (Citigroup parent company), CGMHI, other Citigroup subsidiaries and eliminations and total consolidating adjustments. “Other Citigroup subsidiaries and eliminations” includes all other subsidiaries of Citigroup, intercompany eliminations and income (loss) from discontinued operations. “Consolidating adjustments” includes Citigroup parent company elimination of distributed and undistributed income of subsidiaries and investment in subsidiaries.

These Condensed Consolidating Financial Statements have been prepared and presented in accordance with SEC Regulation S-X Rule 3-10, “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.”

These Condensed Consolidating Financial Statements ~~schedules~~ are presented for purposes of additional analysis, but should be considered in relation to the Consolidated Financial Statements of Citigroup taken as a whole.

Condensed Consolidating Statements of Income and Comprehensive Income



	Three Months Ended March 31, 2019
In millions of dollars	Citigroup parent company			CGMHI			Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated
Revenues
Dividends from subsidiaries	$	9,167		$	—		$	—		$	(9,167	)	$	—
Interest revenue	—			2,572			16,504			—			19,076
Interest revenue—intercompany	1,325			503			(1,828		)	—			—
Interest expense	1,271			1,824			4,222			—			7,317
Interest expense—intercompany	312			1,075			(1,387		)	—			—
Net interest revenue	$	(258	)	$	176		$	11,841		$	—		$	11,759
Commissions and fees	$	—		$	1,307		$	1,619		$	—		$	2,926
Commissions and fees—intercompany	(1		)	121			(120		)	—			—
Principal transactions	(825		)	(1,034		)	4,663			—			2,804
Principal transactions—intercompany	447			2,036			(2,483		)	—			—
Other income	319			99			669			—			1,087
Other income—intercompany	(34		)	42			(8		)	—			—
Total non-interest revenues	$	(94	)	$	2,571		$	4,340		$	—		$	6,817
Total revenues, net of interest expense	$	8,815		$	2,747		$	16,181		$	(9,167	)	$	18,576
Provisions for credit losses and for benefits and claims	$	—		$	—		$	1,980		$	—		$	1,980
Operating expenses
Compensation and benefits	$	33		$	1,284		$	4,341		$	—		$	5,658
Compensation and benefits—intercompany	26			—			(26		)	—			—
Other operating	5			553			4,368			—			4,926
Other operating—intercompany	5			582			(587		)	—			—
Total operating expenses	$	69		$	2,419		$	8,096		$	—		$	10,584
Equity in undistributed income of subsidiaries	$	(4,203	)	$	—		$	—		$	4,203		$	—
Income (loss) from continuing operations before income taxes	$	4,543		$	328		$	6,105		$	(4,964	)	$	6,012
Provision (benefit) for income taxes	(167		)	140			1,302			—			1,275
Income (loss) from continuing operations	$	4,710		$	188		$	4,803		$	(4,964	)	$	4,737
Loss from discontinued operations, net of taxes	—			—			(2		)	—			(2		)
Net income before attribution of noncontrolling interests	$	4,710		$	188		$	4,801		$	(4,964	)	$	4,735
Noncontrolling interests	—			—			25			—			25
Net income (loss)	$	4,710		$	188		$	4,776		$	(4,964	)	$	4,710
Comprehensive income
Add: Other comprehensive income (loss)	$	862		$	(289	)	$	999		$	(710	)	$	862
Total Citigroup comprehensive income (loss)	$	5,572		$	(101	)	$	5,775		$	(5,674	)	$	5,572
Add: Other comprehensive income attributable to noncontrolling interests	$	—		$	—		$	(13	)	$	—		$	(13	)
Add: Net income attributable to noncontrolling interests	—			—			25			—			25
Total comprehensive income (loss)	$	5,572		$	(101	)	$	5,787		$	(5,674	)	$	5,584

Three Months Ended September 30, 2017
In millions of dollars Citigroup parent company CGMHI Other Citigroup subsidiaries and eliminations Consolidating adjustments Citigroup consolidated
Revenues
Dividends from subsidiaries $ 5,360
$ —
$ —
$ (5,360 ) $ —
Interest revenue —
1,439
14,382
—
15,821
Interest revenue—intercompany 1,040
313
(1,353 ) —
—
Interest expense 1,195
642
2,542
—
4,379
Interest expense—intercompany 240
581
(821 ) —
—
Net interest revenue $ (395 ) $ 529
$ 11,308
$ —
$ 11,442
Commissions and fees $ —
$ 1,284
$ 1,647
$ —
$ 2,931
Commissions and fees—intercompany —
13
(13 ) —
—
Principal transactions 610
688
872
—
2,170
Principal transactions—intercompany 168
(249 ) 81
—
—
Other income (860 ) 649
1,841
—
1,630
Other income—intercompany 33
(21 ) (12 ) —
—
Total non-interest revenues $ (49 ) $ 2,364
$ 4,416
$ —
$ 6,731
Total revenues, net of interest expense $ 4,916
$ 2,893
$ 15,724
$ (5,360 ) $ 18,173
Provisions for credit losses and for benefits and claims $ —
$ (1 ) $ 2,000
$ —
$ 1,999
Operating expenses

Compensation and benefits $ (3 ) $ 1,104
$ 4,203
$ —
$ 5,304
Compensation and benefits—intercompany 46
—
(46 ) —
—
Other operating (17 ) 457
4,427
—
4,867
Other operating—intercompany 8
517
(525 ) —
—
Total operating expenses $ 34
$ 2,078
$ 8,059
$ —
$ 10,171
Equity in undistributed income of subsidiaries $ (1,015 ) $ —
$ —
$ 1,015
$ —
Income (loss) from continuing operations before income taxes $ 3,867
$ 816
$ 5,665
$ (4,345 ) $ 6,003
Provision (benefit) for income taxes (266 ) 324
1,808
—
1,866
Income (loss) from continuing operations $ 4,133
$ 492
$ 3,857
$ (4,345 ) $ 4,137
Loss from discontinued operations, net of taxes —
—
(5 ) —
(5 )
Net income before attribution of noncontrolling interests $ 4,133
$ 492
$ 3,852
$ (4,345 ) $ 4,132
Noncontrolling interests —
—
(1 ) —
(1 )
Net income (loss) $ 4,133
$ 492
$ 3,853
$ (4,345 ) $ 4,133
Comprehensive income

Add: Other comprehensive income (loss) $ 8
$ (84 ) $ (762 ) $ 846
$ 8
Total Citigroup comprehensive income (loss) $ 4,141
$ 408
$ 3,091
$ (3,499 ) $ 4,141
Add: Other comprehensive income attributable to noncontrolling interests $ —

$ —

$ 12
$ —
$ 12
Add: Net income attributable to noncontrolling interests —

—

(1 ) —
(1 )
Total comprehensive income (loss) $ 4,141
$ 408
$ 3,102
$ (3,499 ) $ 4,152

Condensed Consolidating Statements of Income and Comprehensive Income


	Three Months Ended September 30, 2016																Three Months Ended March 31, 2018
In millions of dollars	Citigroup parent company			CGMHI				Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated			Citigroup parent company				CGMHI			Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated
Revenues
Dividends from subsidiaries	$	4,000		$	—			$	—		$	(4,000	)	$	—		$	5,585			$	—		$	—		$	(5,585	)	$	—
Interest revenue	2			1,158				13,493			—			14,653			52				1,656			14,624			—			16,332
Interest revenue—intercompany	695			148				(843		)	—			—			1,130				383			(1,513		)	—			—
Interest expense	1,102			345				1,727			—			3,174			1,238				1,013			2,909			—			5,160
Interest expense—intercompany	61			401				(462		)	—			—			259				772			(1,031		)	—			—
Net interest revenue	$	(466	)	$	560			$	11,385		$	—		$	11,479		$	(315	)		$	254		$	11,233		$	—		$	11,172
Commissions and fees	$	—		$	1,062			$	1,582		$	—		$	2,644		$	—			$	1,252		$	1,778		$	—		$	3,030
Commissions and fees—intercompany	—			63				(63		)	—			—			—				—			—			—			—
Principal transactions	(1,103		)	1,600				1,741			—			2,238			1,031				921			1,290			—			3,242
Principal transactions—intercompany	977			(470		)		(507		)	—			—			(386		)		192			194			—			—
Other income	482			51				866			—			1,399			(928		)		153			2,203			—			1,428
Other income—intercompany	(501		)	51				450			—			—			55				55			(110		)	—			—
Total non-interest revenues	$	(145	)	$	2,357			$	4,069		$	—		$	6,281		$	(228	)		$	2,573		$	5,355		$	—		$	7,700
Total revenues, net of interest expense	$	3,389		$	2,917			$	15,454		$	(4,000	)	$	17,760		$	5,042			$	2,827		$	16,588		$	(5,585	)	$	18,872
Provisions for credit losses and for benefits and claims	$	—		$	—			$	1,736		$	—		$	1,736		$	—			$	—		$	1,857		$	—		$	1,857
Operating expenses
Compensation and benefits	$	26		$	1,150			$	4,027		$	—		$	5,203		$	134			$	1,265		$	4,408		$	—		$	5,807
Compensation and benefits—intercompany	8			—				(8		)	—			—			34				—			(34		)	—			—
Other operating	(103		)	444				4,860			—			5,201			43				550			4,525			—			5,118
Other operating—intercompany	133			379				(512		)	—			—			12				582			(594		)	—			—
Total operating expenses	$	64		$	1,973			$	8,367		$	—		$	10,404		$	223			$	2,397		$	8,305		$	—		$	10,925
Equity in undistributed income of subsidiaries	$	120		$	—			$	—		$	(120	)	$	—		$	(446	)		$	—		$	—		$	446		$	—
Income (loss) from continuing operations before income taxes	$	3,445		$	944			$	5,351		$	(4,120	)	$	5,620		$	4,373			$	430		$	6,426		$	(5,139	)	$	6,090
Provision (benefit) for income taxes	(395		)	345				1,783			—			1,733			(247		)	—	65			1,623			—			1,441
Income (loss) from continuing operations	$	3,840		$	599			$	3,568		$	(4,120	)	$	3,887		$	4,620			$	365		$	4,803		$	(5,139	)	$	4,649
Loss from discontinued operations, net of taxes	—			—				(30		)	—			(30		)	—				—			(7		)	—			(7		)
Net income (loss) before attribution of noncontrolling interests	$	3,840		$	599			$	3,538		$	(4,120	)	$	3,857		$	4,620			$	365		$	4,796		$	(5,139	)	$	4,642
Noncontrolling interests	—			(9		)		26			—			17			—				—			22			—			22
Net income (loss)	$	3,840		$	608			$	3,512		$	(4,120	)	$	3,840		$	4,620			$	365		$	4,774		$	(5,139	)	$	4,620
Comprehensive income
Add: Other comprehensive income (loss)	$	(1,078	)	$	(133	)		$	(1,003	)	$	1,136		$	(1,078	)	$	52			$	82		$	(3,156	)	$	3,074		$	52
Total Citigroup comprehensive income (loss)	$	2,762		$	475			$	2,509		$	(2,984	)	$	2,762		$	4,672			$	447		$	1,618		$	(2,065	)	$	4,672
Add: Other comprehensive income attributable to noncontrolling interests	$	—		$	—		—	$	10		$	—		$	10		$	—			$	—	—	$	14		$	—		$	14
Add: Net income attributable to noncontrolling interests	—			(9		)		26			—			17			—				—		—	22			—			22
Total comprehensive income (loss)	$	2,762		$	466			$	2,545		$	(2,984	)	$	2,789		$	4,672			$	447		$	1,654		$	(2,065	)	$	4,708

~~Condensed Consolidating Statements of Income and Comprehensive Income~~

Nine Months Ended September 30, 2017
In millions of dollars Citigroup parent company CGMHI Other Citigroup subsidiaries and eliminations Consolidating adjustments Citigroup consolidated
Revenues
Dividends from subsidiaries $ 11,625
$ —
$ —
$ (11,625 ) $ —
Interest revenue —
3,870
41,575
—
45,445
Interest revenue—intercompany 2,909
847
(3,756 ) —
—
Interest expense 3,549
1,584
6,848
—
11,981
Interest expense—intercompany 593
1,660
(2,253 ) —
—
Net interest revenue $ (1,233 ) $ 1,473
$ 33,224
$ —
$ 33,464
Commissions and fees $ —
$ 3,818
$ 4,809
$ —
$ 8,627
Commissions and fees—intercompany (1 ) 123
(122 ) —
—
Principal transactions 1,569
2,692
3,493
—
7,754
Principal transactions—intercompany 768
(641 ) (127 ) —
—
Other income (2,500 ) 810
6,039
—
4,349
Other income—intercompany 71
6
(77 ) —
—
Total non-interest revenues $ (93 ) $ 6,808
$ 14,015
$ —
$ 20,730
Total revenues, net of interest expense $ 10,299
$ 8,281
$ 47,239
$ (11,625 ) $ 54,194
Provisions for credit losses and for benefits and claims $ —
$ —
$ 5,378
$ —
$ 5,378
Operating expenses
Compensation and benefits $ (18 ) $ 3,578
$ 12,741
$ —
$ 16,301
Compensation and benefits—intercompany 97
—
(97 ) —
—
Other operating (333 ) 1,306
13,880
—
14,853
Other operating—intercompany (41 ) 1,487
(1,446 ) —
—
Total operating expenses $ (295 ) $ 6,371
$ 25,078
$ —
$ 31,154
Equity in undistributed income of subsidiaries $ 755
$ —
$ —
$ (755 ) $ —
Income (loss) from continuing operations before income
taxes

$ 11,349
$ 1,910
$ 16,783
$ (12,380 ) $ 17,662
Provision (benefit) for income taxes (746 ) 800
5,470
—
5,524
Income (loss) from continuing operations $ 12,095
$ 1,110
$ 11,313
$ (12,380 ) $ 12,138
Loss from discontinued operations, net of taxes —
—
(2 ) —
(2 )
Net income (loss) before attribution of noncontrolling interests $ 12,095
$ 1,110
$ 11,311
$ (12,380 ) $ 12,136
Noncontrolling interests —
—
41
—
41
Net income (loss) $ 12,095
$ 1,110
$ 11,270
$ (12,380 ) $ 12,095
Comprehensive income
Add: Other comprehensive income (loss) $ 1,986
$ (142 ) $ (4,638 ) $ 4,780
$ 1,986
Total Citigroup comprehensive income (loss) $ 14,081
$ 968
$ 6,632
$ (7,600 ) $ 14,081
Add: other comprehensive income attributable to noncontrolling interests $ —
$ —
$ 82
$ —
$ 82
Add: Net income attributable to noncontrolling interests —
—
41
—
41
Total comprehensive income (loss) $ 14,081
$ 968
$ 6,755
$ (7,600 ) $ 14,204

~~Condensed Consolidating Statements of Income and Comprehensive Income~~

Nine Months Ended September 30, 2016
In millions of dollars Citigroup parent company CGMHI Other Citigroup subsidiaries and eliminations Consolidating adjustments Citigroup consolidated
Revenues
Dividends from subsidiaries $ 9,700
$ —
$ —
$ (9,700 ) $ —
Interest revenue 5
3,555
39,616
—
43,176
Interest revenue—intercompany 2,235
423
(2,658 ) —
—
Interest expense 3,266
1,110
4,858
—
9,234
Interest expense—intercompany 140
1,246
(1,386 ) —
—
Net interest revenue $ (1,166 ) $ 1,622
$ 33,486
$ —
$ 33,942
Commissions and fees $ —
$ 3,141
$ 4,691
$ —
$ 7,832
Commissions and fees—intercompany (19 ) 33
(14 ) —
—
Principal transactions (1,498 ) 3,857
3,535
—
5,894
Principal transactions—intercompany 1,018
(1,513 ) 495
—
—
Other income (3,197 ) 178
8,214
—
5,195
Other income—intercompany 3,495
250
(3,745 ) —
—
Total non-interest revenues $ (201 ) $ 5,946
$ 13,176
$ —
$ 18,921
Total revenues, net of interest expense $ 8,333
$ 7,568
$ 46,662
$ (9,700 ) $ 52,863
Provisions for credit losses and for benefits and claims $ —
$ —
$ 5,190
$ —
$ 5,190
Operating expenses

Compensation and benefits $ 18
$ 3,641
$ 12,329
$ —
$ 15,988
Compensation and benefits—intercompany 34
—
(34 ) —
—
Other operating 377
1,242
13,689
—
15,308
Other operating—intercompany 213
1,008
(1,221 ) —
—
Total operating expenses $ 642
$ 5,891
$ 24,763
$ —
$ 31,296
Equity in undistributed income of subsidiaries $ 2,773
$ —
$ —
$ (2,773 ) $ —
Income (loss) from continuing operations before income taxes $ 10,464
$ 1,677
$ 16,709
$ (12,473 ) $ 16,377
Provision (benefit) for income taxes (875 ) 539
5,271
—
4,935
Income (loss) from continuing operations $ 11,339
$ 1,138
$ 11,438
$ (12,473 ) $ 11,442
Loss from discontinued operations, net of taxes —
—
(55 ) —
(55 )
Net income (loss) before attribution of noncontrolling interests $ 11,339
$ 1,138
$ 11,383
$ (12,473 ) $ 11,387
Noncontrolling interests —
(10 ) 58
—
48
Net income (loss) $ 11,339
$ 1,148
$ 11,325
$ (12,473 ) $ 11,339
Comprehensive income

Add: Other comprehensive income (loss) $ 2,166
$ (28 ) $ 171
$ (143 ) $ 2,166
Total Citigroup comprehensive income (loss) $ 13,505
$ 1,120
$ 11,496
$ (12,616 ) $ 13,505
Add: Other comprehensive income attributable to noncontrolling interests $ —
$ —
$ (13 ) $ —
$ (13 )
Add: Net income attributable to noncontrolling interests —
(10 ) 58
—
48
Total comprehensive income (loss) $ 13,505
$ 1,110
$ 11,541
$ (12,616 ) $ 13,540

Condensed Consolidating Balance Sheet


	September 30, 2017													March 31, 2019
In millions of dollars	Citigroup parent company		CGMHI		Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated			Citigroup parent company		CGMHI		Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated
Assets
Cash and due from banks	$	—	$	728	$	21,876		$	—		$	22,604		$	1	$	963	$	23,484		$	—		$	24,448
Cash and due from banks—intercompany	179		3,791		(3,970		)	—			—			11		3,953		(3,964		)	—			—
Deposits with banks														—		5,287		176,158			—			181,445
Deposits with banks—intercompany														3,000		6,235		(9,235		)	—			—
Federal funds sold and resale agreements	—		202,366		50,242			—			252,608			—		210,012		54,483			—			264,495
Federal funds sold and resale agreements—intercompany	—		14,980		(14,980		)	—			—			—		16,034		(16,034		)	—			—
Trading account assets	—		137,196		121,711			—			258,907			296		163,582		122,633			—			286,511
Trading account assets—intercompany	215		1,208		(1,423		)	—			—			825		1,770		(2,595		)	—			—
Investments	28		162		354,484			—			354,674			5		241		349,035			—			349,281
Loans, net of unearned income	—		1,364		651,819			—			653,183			—		1,731		680,615			—			682,346
Loans, net of unearned income—intercompany	—		—		—			—			—			—		—		—			—			—
Allowance for loan losses	—		—		(12,366		)	—			(12,366		)	—		—		(12,329		)	—			(12,329		)
Total loans, net	$	—	$	1,364	$	639,453		$	—		$	640,817		$	—	$	1,731	$	668,286		$	—		$	670,017
Advances to subsidiaries	$	132,197	$	—	$	(132,197	)	$	—		$	—		$	142,884	$	—	$	(142,884	)	$	—		$	—
Investments in subsidiaries	229,142		—		—			(229,142		)	—			201,016		—		—			(201,016		)	—
Other assets ⁽¹⁾	24,032		58,665		276,826			—			359,523			11,957		63,919		106,340			—			182,216
Other assets—intercompany	15,541		49,032		(64,573		)	—			—			3,734		50,591		(54,325		)	—			—
Total assets	$	401,334	$	469,492	$	1,247,449		$	(229,142	)	$	1,889,133		$	363,729	$	524,318	$	1,271,382		$	(201,016	)	$	1,958,413
Liabilities and equity
Deposits	$	—	$	—	$	964,038		$	—		$	964,038		$	—	$	—	$	1,030,355		$	—		$	1,030,355
Deposits—intercompany	—		—		—			—			—			—		—		—			—			—
Federal funds purchased and securities loaned or sold	—		135,520		25,762			—			161,282
Federal funds purchased and securities loaned or sold—intercompany	—		19,127		(19,127		)	—			—
Federal funds purchased and securities loaned and sold														—		163,595		26,777			—			190,372
Federal funds purchased and securities loaned and sold—intercompany														—		28,561		(28,561		)	—			—
Trading account liabilities	—		91,058		47,762			—			138,820			14		94,159		42,219			—			136,392
Trading account liabilities—intercompany	18		1,071		(1,089		)	—			—			1,863		1,919		(3,782		)	—			—
Short-term borrowings	246		3,221		34,682			—			38,149			234		6,485		32,603			—			39,322
Short-term borrowings—intercompany	—		63,197		(63,197		)	—			—			—		20,468		(20,468		)	—			—
Long-term debt	151,914		17,758		63,001			—			232,673			149,830		30,542		63,194			—			243,566
Long-term debt—intercompany	—		30,609		(30,609		)	—			—			—		73,094		(73,094		)	—			—
Advances from subsidiaries	17,947		—		(17,947		)	—			—			11,634		—		(11,634		)	—			—
Other liabilities	2,790		62,950		59,809			—			125,549			3,308		62,484		55,599			—			121,391
Other liabilities—intercompany	785		11,281		(12,066		)	—			—			594		10,443		(11,037		)	—			—
Stockholders’ equity	227,634		33,700		196,430			(229,142		)	228,622			196,252		32,568		169,211			(201,016		)	197,015
Total liabilities and equity	$	401,334	$	469,492	$	1,247,449		$	(229,142	)	$	1,889,133		$	363,729	$	524,318	$	1,271,382		$	(201,016	)	$	1,958,413


(1)	Other assets for Citigroup parent company at ~~September 30, 2017~~March 31, 2019 included ~~$17.8~~$47.4 billion of placements to Citibank and its branches, of which ~~$16.0~~$35.8 billion had a remaining term of less than 30 days.

Condensed Consolidating Balance Sheet


	December 31, 2016													December 31, 2018
In millions of dollars	Citigroup parent company		CGMHI		Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated			Citigroup parent company		CGMHI		Other Citigroup subsidiaries and eliminations			Consolidating adjustments			Citigroup consolidated
Assets
Cash and due from banks	$	—	$	870	$	22,173		$	—		$	23,043		$	1	$	689	$	22,955		$	—		$	23,645
Cash and due from banks—intercompany	142		3,820		(3,962		)	—			—			19		3,545		(3,564		)	—			—
Deposits with banks														—		4,915		159,545			—			164,460
Deposits with banks—intercompany														3,000		6,528		(9,528		)	—			—
Federal funds sold and resale agreements	—		196,236		40,577			—			236,813			—		212,720		57,964			—			270,684
Federal funds sold and resale agreements—intercompany	—		12,270		(12,270		)	—			—			—		20,074		(20,074		)	—			—
Trading account assets	6		121,484		122,435			—			243,925			302		146,233		109,582			—			256,117
Trading account assets—intercompany	1,173		907		(2,080		)	—			—			627		1,728		(2,355		)	—			—
Investments	173		335		352,796			—			353,304			7		224		358,376			—			358,607
Loans, net of unearned income	—		575		623,794			—			624,369			—		1,292		682,904			—			684,196
Loans, net of unearned income—intercompany	—		—		—			—			—			—		—		—			—			—
Allowance for loan losses	—		—		(12,060		)	—			(12,060		)	—		—		(12,315		)	—			(12,315		)
Total loans, net	$	—	$	575	$	611,734		$	—		$	612,309		$	—	$	1,292	$	670,589		$	—		$	671,881
Advances to subsidiaries	$	143,154	$	—	$	(143,154	)	$	—		$	—		$	143,119	$	—	$	(143,119	)	$	—		$	—
Investments in subsidiaries	226,279		—		—			(226,279		)	—			205,337		—		—			(205,337		)	—
Other assets⁽¹⁾	23,734		46,095		252,854			—			322,683			9,861		59,734		102,394			—			171,989
Other assets—intercompany	27,845		38,207		(66,052		)	—			—			3,037		44,255		(47,292		)	—			—
Total assets	$	422,506	$	420,799	$	1,175,051		$	(226,279	)	$	1,792,077		$	365,310	$	501,937	$	1,255,473		$	(205,337	)	$	1,917,383
Liabilities and equity
Deposits	$	—	$	—	$	929,406		$	—		$	929,406		$	—	$	—	$	1,013,170		$	—		$	1,013,170
Deposits—intercompany	—		—		—			—			—			—		—		—			—			—
Federal funds purchased and securities loaned or sold	—		122,320		19,501			—			141,821
Federal funds purchased and securities loaned or sold—intercompany	—		25,417		(25,417		)	—			—
Federal funds purchased and securities loaned and sold														—		155,830		21,938			—			177,768
Federal funds purchased and securities loaned and sold—intercompany														—		21,109		(21,109		)	—			—
Trading account liabilities	—		87,714		51,331			—			139,045			1		95,571		48,733			—			144,305
Trading account liabilities—intercompany	1,006		868		(1,874		)	—			—			410		1,398		(1,808		)	—			—
Short-term borrowings	—		1,356		29,345			—			30,701			207		3,656		28,483			—			32,346
Short-term borrowings—intercompany	—		35,596		(35,596		)	—			—			—		11,343		(11,343		)	—			—
Long-term debt	147,333		8,128		50,717			—			206,178			143,768		25,986		62,245			—			231,999
Long-term debt—intercompany	—		41,287		(41,287		)	—			—			—		73,884		(73,884		)	—			—
Advances from subsidiaries	41,258		—		(41,258		)	—			—			21,471		—		(21,471		)	—			—
Other liabilities	3,466		57,430		57,887			—			118,783			3,010		66,732		50,979			—			120,721
Other liabilities—intercompany	4,323		7,894		(12,217		)	—			—			223		13,763		(13,986		)	—			—
Stockholders’ equity	225,120		32,789		194,513			(226,279		)	226,143			196,220		32,665		173,526			(205,337		)	197,074
Total liabilities and equity	$	422,506	$	420,799	$	1,175,051		$	(226,279	)	$	1,792,077		$	365,310	$	501,937	$	1,255,473		$	(205,337	)	$	1,917,383


(1)	Other assets for Citigroup parent company at December 31, ~~2016~~2018 included ~~$20.7~~$34.7 billion of placements to Citibank and its branches, of which ~~$6.8~~$22.4 billion had a remaining term of less than 30 days.

Condensed Consolidating Statement of Cash Flows



	Three Months Ended March 31, 2019
In millions of dollars	Citigroup parent company			CGMHI			Other Citigroup subsidiaries and eliminations			Consolidating adjustments		Citigroup consolidated
Net cash provided by (used in) operating activities of continuing operations	$	10,950		$	(30,786	)	$	(17,780	)	$	—	$	(37,616	)
Cash flows from investing activities of continuing operations
Purchases of investments	$	—		$	—		$	(69,673	)	$	—	$	(69,673	)
Proceeds from sales of investments	—			—			31,436			—		31,436
Proceeds from maturities of investments	—			—			47,363			—		47,363
Change in loans	—			—			(892		)	—		(892		)
Proceeds from sales and securitizations of loans	—			—			2,062			—		2,062
Change in federal funds sold and resales	—			6,748			(559		)	—		6,189
Changes in investments and advances—intercompany	(106		)	(6,636		)	6,742			—		—
Other investing activities	—			(17		)	(425		)	—		(442		)
Net cash provided by (used in) investing activities of continuing operations	$	(106	)	$	95		$	16,054		$	—	$	16,043
Cash flows from financing activities of continuing operations
Dividends paid	$	(1,320	)	$	—		$	—		$	—	$	(1,320	)
Redemption of preferred stock	(480		)	—			—			—		(480		)
Treasury stock acquired	(4,055		)	—			—			—		(4,055		)
Proceeds (repayments) from issuance of long-term debt, net	5,199			5,576			(1,791		)	—		8,984
Proceeds (repayments) from issuance of long-term debt—intercompany, net	—			(1,295		)	1,295			—		—
Change in deposits	—			—			17,186			—		17,186
Change in federal funds purchased and repos	—			15,217			(2,613		)	—		12,604
Change in short-term borrowings	—			2,829			4,147			—		6,976
Net change in short-term borrowings and other advances—intercompany	(9,838		)	9,125			713			—		—
Other financing activities	(358		)	—			—			—		(358		)
Net cash provided by (used in) financing activities of continuing operations	$	(10,852	)	$	31,452		$	18,937		$	—	$	39,537
Effect of exchange rate changes on cash and due from banks	$	—		$	—		$	(176	)	$	—	$	(176	)
Change in cash and due from banks and deposits with banks	$	(8	)	$	761		$	17,035		$	—	$	17,788
Cash and due from banks and deposits with banks at beginning of period	3,020			15,677			169,408			—		188,105
Cash and due from banks and deposits with banks at end of period	$	3,012		$	16,438		$	186,443		$	—	$	205,893
Cash and due from banks	$	12		$	4,916		$	19,520		$	—	$	24,448
Deposits with banks	3,000			11,522			166,923			—		181,445
Cash and due from banks and deposits with banks at end of period	$	3,012		$	16,438		$	186,443		$	—	$	205,893
Supplemental disclosure of cash flow information for continuing operations
Cash paid during the year for income taxes	$	306		$	57		$	962		$	—	$	1,325
Cash paid during the year for interest	956			2,694			3,281			—		6,931
Non-cash investing activities
Transfers to loans HFS from loans	$	—		$	—		$	2,000		$	—	$	2,000
Transfers to OREO and other repossessed assets	—			—			36			—		36

Nine Months Ended September 30, 2017
In millions of dollars Citigroup parent company CGMHI Other Citigroup subsidiaries and eliminations Consolidating adjustments Citigroup consolidated
Net cash provided by (used in) operating activities of continuing operations $ 15,381
$ (15,237 ) $ (3,449 ) $ —
$ (3,305 )
Cash flows from investing activities of continuing operations
Purchases of investments $ —
$ —
$ (151,362 ) $ —
$ (151,362 )
Proceeds from sales of investments 132
—
89,592
—
89,724
Proceeds from maturities of investments —
—
67,166
—
67,166
Change in deposits with banks —
10,972
(37,026 ) —
(26,054 )
Change in loans —
—
(41,569 ) —
(41,569 )
Proceeds from sales and securitizations of loans —
—
7,019
—
7,019
Proceeds from significant disposals —
—
3,411
—
3,411
Change in federal funds sold and resales —
(8,840 ) (6,955 ) —
(15,795 )
Changes in investments and advances—intercompany 13,269
(5,439 ) (7,830 ) —
—
Other investing activities —
—
(2,210 ) —
(2,210 )
Net cash provided by (used in) investing activities of continuing operations $ 13,401
$ (3,307 ) $ (79,764 ) $ —
$ (69,670 )
Cash flows from financing activities of continuing operations
Dividends paid $ (2,639 ) $ —
$ —
$ —
$ (2,639 )
Treasury stock acquired (9,071 ) —
—
—
(9,071 )
Proceeds (repayments) from issuance of long-term debt, net 6,665
4,385
11,458
—
22,508
Proceeds (repayments) from issuance of long-term debt—intercompany, net —
(1,300 ) 1,300
—
—
Change in deposits —
—
34,632
—
34,632
Change in federal funds purchased and repos —
6,910
12,551
—
19,461
Change in short-term borrowings 44
1,865
5,539
—
7,448
Net change in short-term borrowings and other advances—intercompany (23,342 ) 6,573
16,769
—
—
Capital contributions from parent —
(60 ) 60
—
—
Other financing activities (402 ) —
—
—
(402 )
Net cash provided by (used in) financing activities of continuing operations $ (28,745 ) $ 18,373
$ 82,309
$ —
$ 71,937
Effect of exchange rate changes on cash and due from banks $ —
$ —
$ 599
$ —
$ 599
Change in cash and due from banks $ 37
$ (171 ) $ (305 ) $ —
$ (439 )
Cash and due from banks at beginning of period 142
4,690
18,211
—
23,043
Cash and due from banks at end of period $ 179
$ 4,519
$ 17,906
$ —
$ 22,604
Supplemental disclosure of cash flow information for continuing operations

Cash paid (received) during the year for income taxes $ (772 ) $ 470
$ 3,016
$ —
$ 2,714
Cash paid during the year for interest 3,319
3,175
5,110
—
11,604
Non-cash investing activities

Transfers to loans HFS from loans $ —
$ —
$ 3,800
$ —
$ 3,800
Transfers to OREO and other repossessed assets —
—
85
—
85

Condensed Consolidating Statement of Cash Flows



	Three Months Ended March 31, 2018
In millions of dollars	Citigroup parent company			CGMHI			Other Citigroup subsidiaries and eliminations			Consolidating adjustments		Citigroup consolidated
Net cash provided by (used in) operating activities of continuing operations	$	5,268		$	7,046		$	(5,358	)	$	—	$	6,956
Cash flows from investing activities of continuing operations
Purchases of investments	$	(7,955	)	$	—		$	(33,075	)	$	—	$	(41,030	)
Proceeds from sales of investments	—			—			20,688			—		20,688
Proceeds from maturities of investments	—			—			21,509			—		21,509
Change in loans	—			—			(8,717		)	—		(8,717		)
Proceeds from sales and securitizations of loans	—			—			1,654			—		1,654
Proceeds from significant disposals	—			—			—			—		—
Change in federal funds sold and resales	—			(22,167		)	(3,242		)	—		(25,409		)
Changes in investments and advances—intercompany	(1,463		)	(3,603		)	5,066			—		—
Other investing activities	(729		)	(9		)	(81		)	—		(819		)
Net cash provided by (used in) investing activities of continuing operations	$	(10,147	)	$	(25,779	)	$	3,802		$	—	$	(32,124	)
Cash flows from financing activities of continuing operations
Dividends paid	$	(1,095	)	$	—		$	—		$	—	$	(1,095	)
Redemption of preferred stock	(97		)	—			—			—		(97		)
Treasury stock acquired	(2,378		)	—			—			—		(2,378		)
Proceeds from issuance of long-term debt, net	699			2,004			184			—		2,887
Proceeds (repayments) from issuance of long-term debt—intercompany, net	—			(412		)	412			—		—
Change in deposits	—			—			41,397			—		41,397
Change in federal funds purchased and repos	—			11,359			4,123			—		15,482
Change in short-term borrowings	—			(409		)	(7,949		)	—		(8,358		)
Net change in short-term borrowings and other advances—intercompany	14			8,226			(8,240		)	—		—
Capital contributions from parent	—			(585		)	585			—		—
Other financing activities	(261		)	—			(214		)	—		(475		)
Net cash provided by (used in) financing activities of continuing operations	$	(3,118	)	$	20,183		$	30,298		$	—	$	47,363
Effect of exchange rate changes on cash and due from banks	$	—		$	—		$	(7	)	$	—	$	(7	)
Change in cash and due from banks and deposits with banks	$	(7,997	)	$	1,450		$	28,735		$	—	$	22,188
Cash and due from banks and deposits with banks at beginning of period	11,013			12,695			156,808			—		180,516
Cash and due from banks and deposits with banks at end of period	$	3,016		$	14,145		$	185,543		$	—	$	202,704
Cash and due from banks	$	16		$	5,648		$	16,186		$	—	$	21,850
Deposits with banks	3,000			8,497			169,357			—		180,854
Cash and due from banks and deposits with banks at end of period	$	3,016		$	14,145		$	185,543		$	—	$	202,704
Supplemental disclosure of cash flow information for continuing operations
Cash paid (received) during the year for income taxes	$	(266	)	$	29		$	975		$	—	$	738
Cash paid during the year for interest	883			1,627			2,076			—		4,586
Non-cash investing activities
Transfers to loans HFS from loans	$	—		$	—		$	900		$	—	$	900
Transfers to OREO and other repossessed assets	—			—			26			—		26

Nine Months Ended September 30, 2016
In millions of dollars Citigroup parent company CGMHI Other Citigroup subsidiaries and eliminations Consolidating adjustments Citigroup consolidated
Net cash provided by (used in) operating activities of continuing operations $ 16,685
$ 5,285
$ 6,364
$ —
$ 28,334
Cash flows from investing activities of continuing operations
Purchases of investments $ —
$ —
$ (155,804 ) $ —
$ (155,804 )
Proceeds from sales of investments 229
—
98,943
—
99,172
Proceeds from maturities of investments 61
—
52,546
—
52,607
Change in deposits with banks —
(1,464 ) (18,910 ) —
(20,374 )
Change in loans —
—
(42,163 ) —
(42,163 )
Proceeds from sales and securitizations of loans —
—
12,676
—
12,676
Proceeds from significant disposals —
—
265
—
265
Change in federal funds sold and resales —
(12,398 ) (3,972 ) —
(16,370 )
Changes in investments and advances—intercompany (14,378 ) (23 ) 14,401
—
—
Other investing activities 2,962
—
(4,587 ) —
(1,625 )
Net cash used in investing activities of continuing operations $ (11,126 ) $ (13,885 ) $ (46,605 ) $ —
$ (71,616 )
Cash flows from financing activities of continuing operations
Dividends paid $ (1,517 ) $ —
$ —
$ —
$ (1,517 )
Issuance of preferred stock 2,498
—
—
—
2,498
Treasury stock acquired (5,167 ) —
—
—
(5,167 )
Proceeds (repayments) from issuance of long-term debt, net 1,613
4,196
(2,806 ) —
3,003
Proceeds (repayments) from issuance of long-term debt—intercompany, net —
(12,533 ) 12,533
—
—
Change in deposits —
—
32,365
—
32,365
Change in federal funds purchased and repos —
12,251
(5,623 ) —
6,628
Change in short-term borrowings (163 ) 1,251
7,360
—
8,448
Net change in short-term borrowings and other advances—intercompany (2,503 ) (726 ) 3,229
—
—
Capital contributions from parent —
5,000
(5,000 ) —
—
Other financing activities (313 ) —
—
—
(313 )
Net cash provided by (used in) financing activities of continuing operations $ (5,552 ) $ 9,439
$ 42,058
$ —
$ 45,945
Effect of exchange rate changes on cash and due from banks $ —
$ —
$ (144 ) $ —
$ (144 )
Change in cash and due from banks $ 7
$ 839
$ 1,673
$ —
$ 2,519
Cash and due from banks at beginning of period 124
1,995
18,781
—
20,900
Cash and due from banks at end of period $ 131
$ 2,834
$ 20,454
$ —
$ 23,419
Supplemental disclosure of cash flow information for continuing operations

Cash paid (refund) during the year for income taxes $ (265 ) $ 81
$ 3,039
$ —
$ 2,855
Cash paid during the year for interest 3,402
2,378
3,980
—
9,760
Non-cash investing activities

Transfers to loans HFS from loans $ —
$ —
$ 8,600
$ —
$ 8,600
Transfers to OREO and other repossessed assets —
—
138
—
138

UNREGISTERED SALES OF EQUITY SECURITIES, PURCHASES OF EQUITY SECURITIES AND DIVIDENDS

Unregistered Sales of Equity Securities

None.

Equity Security Repurchases

The following table summarizes Citi’s ~~equity security repurchases, which consisted entirely of~~ common stock repurchases:


In millions, except per share amounts	Total shares purchased	Average price paid per share		Approximate dollar value of shares that may yet be purchased under the plan or programs		Total shares purchased	Average price paid per share		Approximate dollar value of shares that may yet be purchased under the plan or programs
July 2017
January 2019
Open market repurchases⁽¹⁾	25.5	$	67.33	$	13,884	24.1	$	59.35	$	6,201
Employee transactions⁽²⁾	—	—		N/A		—	—		N/A
August 2017
February 2019
Open market repurchases⁽¹⁾	31.0	67.84		11,782		21.1	63.60		4,857
Employee transactions⁽²⁾	—	—		N/A		—	—		N/A
September 2017
March 2019
Open market repurchases⁽¹⁾	24.1	69.26		10,110		20.4	62.98		3,575
Employee transactions⁽²⁾	—	—		N/A		—	—		N/A
Total for 3Q17 and remaining program balance as of September 30, 2017	80.6	$	68.10	$	10,110
Total for 1Q19 and remaining program balance as of March 31, 2019						65.6	$	61.85	$	3,575

(1)

Represents repurchases under the ~~$15.6~~$17.6 billion ~~2017~~2018 common stock repurchase program ~~(2017~~(2018 Repurchase Program) that was approved by Citigroup’s Board of Directors and announced on June 28, ~~2017.~~2018. The ~~2017~~2018 Repurchase Program was part of the planned capital actions included by Citi in its ~~2017~~2018 Comprehensive Capital Analysis and Review (CCAR). The 2018 Repurchase Program expires on June 30, 2019. Shares repurchased under the ~~2017~~2018 Repurchase Program were added to treasury stock.


(2)	Consisted of shares added to treasury stock related to (i) certain activity on employee stock option program exercises where the employee delivers existing shares to cover the option exercise, or (ii) under Citi’s employee restricted ~~or deferred stock programs~~share awards where shares are withheld to satisfy tax requirements.

N/A Not applicable

Dividends

In addition to Board of Directors’ approval, Citi’s ability to pay common stock dividends substantially depends on regulatory approval, including an annual regulatory review of the results of the CCAR process required by the Federal Reserve Board and the supervisory stress tests required under the Dodd-Frank Act. For additional information regarding Citi’s capital planning and stress testing, see “Capital Resources—~~Current~~ Stress Testing Component of Capital Planning” and “Capital Resources—Regulatory Capital ~~Standards—Capital Planning and Stress Testing”~~Standards Developments” and “Risk Factors—Strategic Risks” in Citi’s ~~2016~~2018 Annual Report on Form 10-K. ~~Any dividend on Citi’s outstanding common stock would also need to be made in compliance with Citi’s obligations to its outstanding preferred stock.~~

For information on the ability of Citigroup’s subsidiary depository institutions to pay dividends, see Note 18 to the

Consolidated Financial Statements in Citi’s ~~2016~~2018 Annual Report on Form 10-K.

SIGNATURES

Pursuant to the requirements 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, on the ~~31st~~30th day of ~~October, 2017.~~April, 2019.

CITIGROUP INC.

(Registrant)

By /s/ ~~John C. Gerspach~~Mark A. L. Mason

~~John C. Gerspach~~Mark A. L. Mason

Chief Financial Officer

(Principal Financial Officer)

By /s/ ~~Jeffrey R. Walsh~~Raja J. Akram

~~Jeffrey R. Walsh~~Raja J. Akram

Controller and Chief Accounting Officer

(Principal Accounting Officer)

EXHIBIT INDEX



Exhibit
Number		Description of Exhibit
3.01+		Restated Certificate of Incorporation of the Company, as in effect on the date ~~hereof, incorporated by reference to Exhibit 3.01 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 (File No. 1-9924).~~hereof.

~~12.01+~~10.01+*		~~Calculation~~Form of ~~Ratio~~Citigroup Inc. Performance Share Unit Award Agreement (for awards granted on February 14, 2019 and in future years).

10.02+*		Form of ~~Income to Fixed Charges.~~Citigroup Inc. CAP/DCAP Award Agreement (for awards granted on February 14, 2019 and in future years).

~~12.02+~~31.01+		~~Calculation of Ratio of Income to Fixed Charges Including Preferred Stock Dividends.~~

~~31.01+~~		Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.02+		Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.01+		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.01+		Financial statements from the Quarterly Report on Form 10-Q of the Company for the quarter ended ~~September 30, 2017,~~March 31, 2019, filed on ~~October 31, 2017,~~April 30, 2019, formatted in XBRL: (i) the Consolidated Statement of Income, (ii) the Consolidated Balance Sheet, (iii) the Consolidated Statement of Changes in Equity, (iv) the Consolidated Statement of Cash Flows and (v) the Notes to Consolidated Financial Statements.

The total amount of securities authorized pursuant to any instrument defining rights of holders of long-term debt of the Company does not exceed 10% of the total assets of the Company and its consolidated subsidiaries. The Company will furnish copies of any such instrument to the SEC upon request.

* Denotes a management contract or compensatory plan or arrangement.

+ Filed herewith.

~~214~~178



Delaware (State or other jurisdiction of incorporation or organization)		52-1568099 (I.R.S. Employer Identification No.)
388 Greenwich Street, New York, NY (Address of principal executive offices)		10013 (Zip code)
(212) 559-1000 (Registrant's telephone number, including area code)



Large accelerated filer x	Accelerated filer o	Non-accelerated filer o ~~(Do not check if a smaller reporting company)~~	Smaller reporting company o Emerging growth company o



OVERVIEW	21
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	43
Executive Summary	43
Summary of Selected Financial Data	76
SEGMENT AND BUSINESS—INCOME (LOSS) AND REVENUES	98
SEGMENT BALANCE SHEET	119
Global Consumer Banking (GCB)	1310
North America GCB	1512
Latin America GCB	1714
Asia GCB	1916
Institutional Clients Group	2118
Corporate/Other	2621
OFF-BALANCE SHEET ARRANGEMENTS	2722
CAPITAL RESOURCES	2823
MANAGING GLOBAL RISK TABLE OF CONTENTS	4634
MANAGING GLOBAL RISK	4735
INCOME TAXES	8766
FUTURE APPLICATION OF ACCOUNTING STANDARDS	67
DISCLOSURE CONTROLS AND PROCEDURES	8868
DISCLOSURE PURSUANT TO SECTION 219 OF THE IRAN THREAT REDUCTION AND SYRIA HUMAN RIGHTS ACT	8868
FORWARD-LOOKING STATEMENTS	8969
FINANCIAL STATEMENTS AND NOTES TABLE OF CONTENTS	9271
CONSOLIDATED FINANCIAL STATEMENTS	9372
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)	~~101~~79
UNREGISTERED SALES OF EQUITY SECURITIES, PURCHASES OF EQUITY SECURITIES AND DIVIDENDS	~~212~~176


Citigroup Inc. and Consolidated Subsidiaries
	Third Quarter								Nine Months					First Quarter
In millions of dollars, except per-share amounts, ratios and direct staff	2017			2016			% Change		2017		2016		% Change	2019			2018			% Change
At September 30:
At March 31:
Total assets	$	1,889,133		$	1,818,117		4	%						$	1,958,413		$	1,922,104		2	%
Total deposits	964,038			940,252			3							1,030,355			1,001,219			3
Long-term debt	232,673			209,051			11							243,566			237,938			2
Citigroup common stockholders’ equity	208,381			212,322			(2	)						178,272			182,759			(2	)
Total Citigroup stockholders’ equity	227,634			231,575			(2	)						196,252			201,915			(3	)
Direct staff (in thousands)	213			220			(3	)						203			209			(3	)
Performance metrics
Return on average assets	0.87		%	0.83		%			0.87	%	0.84	%		0.98		%	0.98		%
Return on average common stockholders’ equity⁽²⁾	7.3			6.8					7.2		6.7			10.2			9.7
Return on average total stockholders’ equity⁽²⁾	7.2			6.6					7.1		6.6			9.8			9.3
Efficiency ratio (Total operating expenses/Total revenues)	56			59					57		59
Basel III ratios—full implementation
Efficiency ratio (total operating expenses/total revenues)														57.0			57.9
Basel III ratios
Common Equity Tier 1 Capital⁽³⁾	12.98		%	12.63		%								11.91		%	12.05		%
Tier 1 Capital⁽³⁾	14.61			14.23										13.47			13.67
Total Capital⁽³⁾	16.95			16.34										16.44			16.01
Supplementary Leverage ratio⁽⁴⁾	7.11			7.40
Supplementary Leverage ratio														6.44			6.71
Citigroup common stockholders’ equity to assets	11.03		%	11.68		%								9.10		%	9.51		%
Total Citigroup stockholders’ equity to assets	12.05			12.74										10.02			10.50
Dividend payout ratio⁽⁵⁾	22.5			12.9					15.8	%	7.3	%
Total payout ratio⁽⁶⁾	165			83					96		56
Dividend payout ratio⁽⁴⁾														24			19
Total payout ratio⁽⁵⁾														115			71
Book value per common share	$	78.81		$	74.51		6	%						$	77.09		$	71.67		8	%
Tangible book value (TBV) per share⁽⁷⁾	68.55			64.71			6
Ratio of earnings to fixed charges and preferred stock dividends	2.27x			2.61x					2.34x		2.60x
Tangible book value (TBV) per share⁽⁶⁾														65.55			61.02			7



Variable interests and other obligations, including contingent obligations, arising from variable interests in nonconsolidated VIEs	See Note 18 to the Consolidated Financial Statements.
Letters of credit, and lending and other commitments	See Note 22 to the Consolidated Financial Statements.
Guarantees	See Note 22 to the Consolidated Financial Statements.


(1)	~~Asia~~Latin America GCB ~~includes the results~~ consists of ~~operations of~~ ~~GCB~~ ~~activities~~ Citi’s consumer banking businessin ~~certain~~ ~~EMEA~~ ~~countries for all periods presented.~~Mexico.


(2)	Asia GCB includes the results of operations of GCB activities in certain EMEA countries for all periods presented.


(3)	North ~~Americ~~aAmerica includes the U.S., Canada and Puerto Rico, Latin America includes Mexico and Asia includes Japan.


(2)	The return on average common stockholders’ equity is calculated using net income less preferred stock dividends divided by average common stockholders’ equity. The return on average total Citigroup stockholders’ equity is calculated using net income divided by average Citigroup stockholders’ equity.


(4)	~~Citi’s Supplementary Leverage ratio reflects full implementation of the U.S. Basel III rules.~~


~~(5)~~	Dividends declared per common share as a percentage of net income per diluted share.


~~(6)~~(5)	Total common dividends declared plus common stock repurchases as a percentage of net income available to common shareholders. See “Consolidated Statement of Changes in Stockholders’ Equity,” Note 9 to the Consolidated Financial Statements and “Equity Security Repurchases” below for the component details.


~~(7)~~(6)	For information on TBV, see “Capital Resources—Tangible Common Equity, Book Value Per Share, Tangible Book Value Per Share and Returns on Equity” below.


In millions of dollars	Global Consumer Banking		Institutional Clients Group		Corporate/Other and consolidating eliminations⁽²⁾			Citigroup Parent company- issued long-term debt and stockholders’ equity⁽³⁾			Total Citigroup consolidated		Global Consumer Banking		Institutional Clients Group		Corporate/Other and consolidating eliminations⁽²⁾			Citigroup parent company- issued long-term debt and stockholders’ equity⁽³⁾			Total Citigroup consolidated
Assets
Cash and deposits with banks	$	9,963	$	64,994	$	111,152		$	—		$	186,109	$	8,747	64,506		$	132,640		$	—		$	205,893
Federal funds sold and securities borrowed or purchased under agreements to resell	327		251,787		494			—			252,608
Federal funds sold and securities borrowed and purchased under agreements to resell													—		264,264		231			—			264,495
Trading account assets	6,366		250,104		2,437			—			258,907		843		275,309		10,359			—			286,511
Investments	10,143		110,627		233,904			—			354,674		1,173		117,776		230,332			—			349,281
Loans, net of unearned income and allowance for loan losses	291,785		325,055		23,977			—			640,817		297,630		360,156		12,231			—			670,017
Other assets	38,306		101,387		56,325			—			196,018		37,544		103,212		41,460			—			182,216
Liquidity assets⁽⁴⁾	62,265		266,523		(328,788		)	—			—
Net inter-segment liquid assets⁽⁴⁾													79,746		240,275		(320,021		)	—			—
Total assets	$	419,155	$	1,370,477	$	99,501		$	—		$	1,889,133	$	425,683	$	1,425,498	$	107,232		$	—		$	1,958,413
Liabilities and equity
Total deposits	$	310,048	$	639,554	$	14,436		$	—		$	964,038	$	315,547	$	701,544	$	13,264		$	—		$	1,030,355
Federal funds purchased and securities loaned or sold under agreements to repurchase	4,199		157,076		7			—			161,282
Federal funds purchased and securities loaned and sold under agreements to repurchase													3,967		186,335		70			—			190,372
Trading account liabilities	9		138,253		558			—			138,820		195		135,864		333			—			136,392
Short-term borrowings	798		20,806		16,545			—			38,149		485		25,490		13,347			—			39,322
Long-term debt⁽³⁾	1,109		35,498		44,152			151,914			232,673		1,817		48,509		43,410			149,830			243,566
Other liabilities	19,377		86,477		19,695			—			125,549		19,386		83,420		18,585			—			121,391
Net inter-segment funding (lending)⁽³⁾	83,615		292,813		3,120			(379,548		)	—		84,286		244,336		17,460			(346,082		)	—
Total liabilities	$	419,155	$	1,370,477	$	98,513		$	(227,634	)	$	1,660,511	$	425,683	$	1,425,498	$	106,469		$	(196,252	)	$	1,761,398
Total equity⁽⁵⁾	—		—		988			227,634			228,622
Total stockholders’ equity⁽⁵⁾													—		—		763			196,252			197,015
Total liabilities and equity	$	419,155	$	1,370,477	$	99,501		$	—		$	1,889,133	$	425,683	$	1,425,498	$	107,232		$	—		$	1,958,413


(1)	The supplemental information presented in the table above reflects Citigroup’s consolidated GAAP balance sheet by reporting segment as of ~~September 30, 2017.~~March 31, 2019. The respective segment information depicts the assets and liabilities managed by each segment as of such date.


(2)	Consolidating eliminations for total Citigroup and Citigroup parent company assets and liabilities are recorded within Corporate/Other.


(3)	The total stockholders’ equity and the majority of long-term debt of Citigroup reside in the Citigroup parent company Balance Sheet. Citigroup allocates stockholders’ equity and long-term debt to its businesses through inter-segment allocations as shown above.


(4)	Represents the attribution of Citigroup’s ~~liquidity~~liquid assets (primarily consisting of cash, marketable equity securities, and available-for-sale debt securities) to the various businesses based on Liquidity Coverage Ratio (LCR) assumptions.


(5)	Corporate/~~Othe~~rOther equity represents noncontrolling interests.


Foreign currency (FX) translation impact
Total revenue—as reported	$	8,433	$	8,164	3	%	$	24,285	$	23,552		3	%	$	8,451	$	8,426		—	%
Impact of FX translation⁽²⁾	—		89				—		(39		)			—		(113		)
Total revenues—ex-FX⁽³⁾	$	8,433	$	8,253	2	%	$	24,285	$	23,513		3	%	$	8,451	$	8,313		2	%
Total operating expenses—as reported	$	4,410	$	4,429	—	%	$	13,322	$	13,127		1	%	$	4,608	$	4,677		(1	)%
Impact of FX translation⁽²⁾	—		43				—		(10		)			—		(70		)
Total operating expenses—ex-FX⁽³⁾	$	4,410	$	4,472	(1	)%	$	13,322	$	13,117		2	%	$	4,608	$	4,607		—	%
Total provisions for LLR & PBC—as reported	$	2,213	$	1,808	22	%	$	5,790	$	4,718		23	%	$	1,984	$	1,905		4	%
Impact of FX translation⁽²⁾	—		20				—		(20		)			—		(19		)
Total provisions for LLR & PBC—ex-FX⁽³⁾	$	2,213	$	1,828	21	%	$	5,790	$	4,698		23	%	$	1,984	$	1,886		5	%
Net income—as reported	$	1,172	$	1,247	(6	)%	$	3,299	$	3,723		(11	)%	$	1,437	$	1,388		4	%
Impact of FX translation⁽²⁾	—		17				—		(10		)			—		(13		)
Net income—ex-FX⁽³⁾	$	1,172	$	1,264	(7	)%	$	3,299	$	3,713		(11	)%	$	1,437	$	1,375		5	%


(1)	Includes both Citi-branded cards and Citi retail services.


(2)	Reflects the impact of FX translation into U.S. dollars at the ~~third~~first quarter of ~~2017 and year-to-date 2017~~2019 average exchange rates for all periods presented.


(3)	Presentation of this metric excluding FX translation is a non-GAAP financial measure.


FX translation impact
Total revenues—as reported	$	1,370	$	1,245	10	%	$	3,811	$	3,710		3	%	$	1,381	$	1,340		3	%
Impact of FX translation⁽¹⁾	—		71				—		(92		)			—		(43		)
Total revenues—ex-FX⁽²⁾	$	1,370	$	1,316	4	%	$	3,811	$	3,618		5	%	$	1,381	$	1,297		6	%
Total operating expenses—as reported	$	768	$	707	9	%	$	2,162	$	2,150		1	%	$	735	$	755		(3	)%
Impact of FX translation⁽¹⁾	—		33				—		(43		)			—		(21		)
Total operating expenses—ex-FX⁽²⁾	$	768	$	740	4	%	$	2,162	$	2,107		3	%	$	735	$	734		—	%
Provisions for LLR & PBC—as reported	$	357	$	304	17	%	$	986	$	890		11	%	$	297	$	341		(13	)%
Impact of FX translation⁽¹⁾	—		18				—		(23		)			—		(11		)
Provisions for LLR & PBC—ex-FX⁽²⁾	$	357	$	322	11	%	$	986	$	867		14	%	$	297	$	330		(10	)%
Net income—as reported	$	163	$	158	3	%	$	426	$	475		(10	)%	$	252	$	179		41	%
Impact of FX translation⁽¹⁾	—		13				—		(20		)			—		(7		)
Net income—ex-FX⁽²⁾	$	163	$	171	(5	)%	$	426	$	455		(6	)%	$	252	$	172		47	%



	First Quarter
In millions of dollars, except as otherwise noted	2019			2018			% Change
Commissions and fees	$	1,121		$	1,213		(8	)%
Administration and other fiduciary fees	670			694			(3	)
Investment banking	1,112			985			13
Principal transactions	2,631			2,844			(7	)
Other	285			465			(39	)
Total non-interest revenue	$	5,819		$	6,201		(6	)%
Net interest revenue (including dividends)	3,875			3,654			6
Total revenues, net of interest expense	$	9,694		$	9,855		(2	)%
Total operating expenses	$	5,427		$	5,506		(1	)%
Net credit losses	$	55		$	105		(48	)%
Credit reserve build (release)	(54		)	(175		)	69
Provision (release) for unfunded lending commitments	20			29			(31	)
Provisions for credit losses	$	21		$	(41	)	NM
Income from continuing operations before taxes	$	4,246		$	4,390		(3	)%
Income taxes	924			1,056			(13	)
Income from continuing operations	$	3,322		$	3,334		—	%
Noncontrolling interests	11			15			(27	)
Net income	$	3,311		$	3,319		—	%
EOP assets (in billions of dollars)	$	1,425		$	1,407		1	%
Average assets (in billions of dollars)	1,414			1,388			2
Return on average assets	0.95		%	0.97		%
Efficiency ratio	56			56
Revenues by region
North America	$	3,119		$	3,266		(5	)%
EMEA	3,170			3,167			—
Latin America	1,160			1,216			(5	)
Asia	2,245			2,206			2
Total	$	9,694		$	9,855		(2	)%
Income from continuing operations by region
North America	$	714		$	858		(17	)%
EMEA	1,125			1,113			1
Latin America	503			494			2
Asia	980			869			13
Total	$	3,322		$	3,334		—	%



Average loans by region (in billions of dollars)
North America	$	176	$	160	10	%
EMEA	84		78		8
Latin America	34		34		—
Asia	63		67		(6	)
Total	$	357	$	339	5	%
EOP deposits by business (in billions of dollars)
Treasury and trade solutions	$	475	$	449	6	%
All other ICG businesses	227		217		5
Total	$	702	$	666	5	%


~~(1)~~	Third quarter of 2017 includes the $580 million gain on the sale of a fixed income analytics business. First quarter of 2016 includes a charge of approximately $180 million, primarily reflecting the write-down of Citi’s net investment in Venezuela as a result of changes in the exchange rate during the quarter.


•	Corporate lending revenues decreased from $544 million to $338 million. Excluding the impact of gains (losses) on loan hedges, revenues increased 9%, driven by higher loan volumes and spread expansion. Average loans increased 1% (4% excluding the impact of FX translation).


•	Private bank revenues decreased 3% from a strong prior-year period, primarily due to higher mortgage funding costs and lower managed investments revenue, partially offset by higher volumes.


•	Fixed income markets revenues increased 1%, primarily due to higher revenues in EMEA and Asia. The increase in


•	Securities services revenues were largely unchanged. Excluding the impact of FX translation, revenues increased 5%, driven by higher client volumes and an increase in interest revenues from higher interest rates.


In millions of dollars, except ratios	September 30, 2017				December 31, 2016				Effective Minimum Requirement		March 31, 2019				December 31, 2018
Quarterly Adjusted Average Total Assets⁽³⁾		$	1,838,307			$	1,768,415					$	1,899,790			$	1,896,959
Total Leverage Exposure⁽⁴⁾		2,433,814				2,351,883						2,463,958				2,465,641
Tier 1 Leverage ratio		9.64		%		10.09		%	4.0	%		8.35		%		8.34		%
Supplementary Leverage ratio		7.29				7.58			5.0			6.44				6.41


(2)	In addition, includes the net amount of unamortized loss on held-to-maturity (HTM) securities. This amount relates to securities that were previously transferred from AFS to HTM, and non-credit-related factors such as changes in interest rates and liquidity spreads for HTM securities with other-than-temporary impairment.


~~(3)~~	The transition arrangements for significant regulatory capital adjustments and deductions impacting Common Equity Tier 1 Capital and Additional Tier 1 Capital are set forth in the chart entitled “Basel III Transition Arrangements: Significant Regulatory Capital Adjustments and Deductions,” as presented in Citigroup’s 2016 Annual Report on Form 10-K.


~~(4)~~	~~Common Equity Tier 1 Capital is adjusted for accumulated net unrealized gains (losses) on cash flow hedges included in~~ ~~Accumulated other comprehensive income (loss)~~ ~~(AOCI) that relate to the hedging of items not recognized at fair value on the balance sheet.~~

Three Months Ended March 31,

In millions of dollars

U.S. plans

Non-U.S. plans