Indicative Terms

Alpha Structured Investments Pty Limited

Citigroup Global Markets Australia Pty Limited

Citigroup Inc.

Alpha RESULTS

Alpha RESULTS is an agreement between the Investor and the Issuer governed by the Terms.

A Series of Units in Alpha RESULTS, commencing with Alpha RESULTS (a 2010 – 02) as contained in this PDS. This PDS also contemplates the issue of Alpha RESULTS in multiple Series under the Terms. The details of any subsequent Series will be set out in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_RESULTS.html and from the ASX at www.asx.com.au if you are not an AFSL holder.

The Investor can select from, and invest in, up to three Alpha RESULTS Strategies and three Reference Asset Portfolios in respect of Alpha RESULTS (a 2010 – 02) and up to two Alpha RESULTS Strategies and two Reference Asset Portfolios in respect of Alpha RESULTS (a 2010 – 05) in the Application Form. Each Alpha RESULTS Strategy Investment is a combination of one Reference Asset Portfolio and one Alpha RESULTS Strategy.

The Investment Amount is the total amount paid in respect of an Investment by the Investor to the Issuer by the relevant Initial Offer Closes (if the Investment in Alpha RESULTS is entered into during the Initial Offer Period), or the Purchase Date (if the Investment in Alpha RESULTS is entered into during the General Offer Period).

This strategy provides the Investor with:

• Income Return: cash payment monthly in arrears on the Income Payment Dates;
• Conditional Capital Protection: the Investor will receive the Issue Price per Unit for each Unit held on Maturity if neither a Barrier Event nor Early Maturity occur;
• no Growth Return or Growth Return Bonus is payable under this strategy; and
• Income Allocation = 100%, Autocall Allocation = 0%, Growth Allocation = 0%.

This strategy is not available in respect of Alpha RESULTS (a 2010 – 05). Accordingly, any information in relation to the Alpha RESULTS Autocall Strategy set out in this PDS is not relevant to Investors who only wish to invest in Alpha RESULTS (a 2010 – 05).

This strategy provides the Investor with:

• Autocall Return: cash payment monthly in arrears on the Income Payment Dates;
• Conditional Capital Protection: the Investor will receive the Issue Price per Unit for each Unit held on Maturity if neither a Barrier Event nor Early Maturity occur, or an Autocall Event occurs;
• no Growth Return or Growth Return Bonus is payable under this strategy; and
• Autocall Allocation = 100%, Income Allocation = 0%, Growth Allocation = 0%.

This strategy provides the Investor with:

• Growth Return: cash payment on each Growth Return Payment Date if neither a Barrier Event nor Early Maturity occur;
• Growth Return Bonus: 100% of the positive performance of the Lowest Priced Reference Asset exceeding 100% plus the total Growth Return over the Term, due as a cash payment on the Settlement Date if neither a Barrier Event nor Early Maturity occur;
• Conditional Capital Protection: the Investor will receive the Issue Price per Unit for each Unit held on Maturity if neither a Barrier Event nor Early Maturity occur;
• no Income Return or Autocall Return is payable under this strategy; and
• Growth Allocation = 100%, Income Allocation = 0%, Autocall Allocation = 0%.

A Barrier Event occurs if any Reference Asset in the selected Reference Asset Portfolio has, on the relevant Barrier Event Observation Date, an Official Closing Price that is equal to, or less than, the Barrier Level.

The Barrier Event Observation Dateoccurs at any day from the relevant Issue Date up to, and including, the relevant Maturity Date.

The Barrier Levelis 60% of the Initial Price.

9.00am Sydney time on 19 March 2010in respect of Alpha RESULTS (a 2010 – 02) and 9.00am Sydney time on 3 June 2010 in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series of Alpha RESULTS, the ‘Initial Offer Opens’ will be 9.00am on such date specified in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at  www.asx.com.au if you are not an AFSL holder.

5:00 pm Sydney time on 9 April 2010in respect of Alpha RESULTS (a 2010 – 02) and 5.00pm Sydney time on 11 June 2010 in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series of Alpha RESULTS, the ‘Initial Offer Closes’ will be 5:00pm on such date specified in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at  www.asx.com.au if you are not an AFSL holder.

16 April 2010 in respect of Alpha RESULTS (a 2010 – 02) and 18 June 2010 in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series, the ‘Issue Date’ will be such date specified in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at www.asx.com.au if you are not an AFSL holder. The Issue Date will also be specified in the Confirmation.

12 months in respect of Alpha RESULTS (a 2010 – 02) and 17 months in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series of Alpha RESULTS, the ‘Term’ will be such period as is specified in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at  www.asx.com.au if you are not an AFSL holder.

4 Business Days prior to each Income Record Date.

18 April 2011 in respect of Alpha RESULTS (a 2010 – 02) and 18 November 2011 in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series of Alpha RESULTS, the ‘Maturity Date’ will be the date on which the relevant Term expires as notified in the supplementary product disclosure statement for that Series available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html if you are not an AFSL holder.

The Income Record Dates for each Series of Alpha RESULTS will be monthly, from the Issue Date, throughout the relevant Term (or, if any such date is not a Business Day, the following Business Day). These dates are only relevant in respect of the Alpha RESULTS Income Strategy and Alpha RESULTS Autocall Strategy and not the Alpha Growth Strategy.

5 Business Days after each Income Record Date.

In respect of Alpha RESULTS (a 2010 – 02):

• Maturity Date

In respect of Alpha RESULTS (a 2010 – 05):

• 12 month anniversary of the Issue Date; and
• Maturity Date.

5 Business Days after each Growth Return Record Date.

Australian Dollars (AUD)

AUD 1.00

In respect of each Series of Alpha RESULTS, a ‘General Offer Period’ is a period during which Investors can invest in any of the Alpha RESULTS Strategy Investments after the relevant Issue Date. Any such Investment will be for the balance of the relevant Term so that it expires on the same Maturity Date as all other Investments in that Series.

The General Offer Period is 19 April 2010 to 7 March 2011 in respect of Alpha RESULTS (a 2010 – 02) and 21 June 2010 to 7 October 2011 in respect of Alpha RESULTS (a 2010 – 05). In respect of a subsequent Series, the ‘General Offer Period’ will be the period commencing 1 Business Day after the relevant Issue Date and finishing 30 Business Days prior to the relevant Maturity Date as notified in the supplementary product disclosure statement for that Series available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at www.asx.com.au if you are not an AFSL holder.

During the General Offer Period of any Series, Units will be issued at the Purchase Price per Unit. Note that the Purchase Price per Unit may not be the same as the Issue Price per Unit. Also, during the General Offer Period, applications will be processed on a weekly basis or such other timing determined by the Issuer in its discretion in consultation with the Arranger. If you are an AFSL holder, please contact Alpha to obtain the details for the processing of Applications during the General Offer Period.

The General Offer Period may include dates where Citigroup Inc. may have earnings releases and potential corporate actions that may adversely affect the credit quality of Alpha RESULTS. By investing in Alpha RESULTS, the Investor acknowledges the above. For more details, please refer to the section titled “What factors should Investors consider before acquiring Units during the General Offer Period?” in Section 3 of this PDS.

The Purchase Price per Unit is the market price of the Units determined by the Issuer at the time of the issue of Units on the Purchase Date. Note that the Purchase Price per Unit may not be the same as the Issue Price per Unit.
The prevailing Purchase Price per Unit before the Purchase Date will be available from the Issuer or your licensed financial adviser. Potential Investors should not make an investment decision without considering the prevailing Purchase Price per Unit.

The Purchase Date is a date in any given week during the General Offer Period in which the Issuer receives cleared funds from the Investor and on which the Issuer issues Units.

AUD 20,000 per Application relating to a single Alpha RESULTS Strategy Investment. If the Application relates to more than one Alpha RESULTS Strategy Investment, then the Minimum Investment Amount for each Alpha RESULTS Strategy Investment is AUD 10,000 for the first, with multiples of AUD 5,000 per Alpha RESULTS Strategy Investment thereafter (note that the aggregate investment in Alpha RESULTS Strategies in respect of any Series must amount to at least the Minimum Investment Amount of AUD 20,000²).

Conditional Capital Protection means that the Issuer will deliver to an Investor the Delivery Assets with a value equal to the number of Units held by the Investor multiplied by the Issue Price per Unit provided that the following requirements for Conditional Capital Protection are met:

• in respect of both the Alpha RESULTS Income Strategy and Alpha RESULTS Growth Strategy, the Investment Amount is conditionally capital protected if neither a Barrier Event nor Early Maturity occurs and Alpha RESULTS is held on the relevant Maturity Date; and
• in respect of only the Alpha RESULTS Autocall Strategy, the Investment Amount is conditionally capital protected if:
• neither a Barrier Event nor Early Maturity occur;
• an Autocall Event occurs; or
• both a Barrier Event and Autocall Event occur.

Investors should be aware that if they are applying for Alpha RESULTS during the General Offer Period, the Purchase Price may not equal the Issue Price.  Accordingly, if Investors acquire their Investment during the General Offer Period at a time when the Purchase Price is greater than the Issue Price, they may incur a loss compared with Investors who acquire Units during the Initial Offer Period at the Issue Price. For more details, please refer to Section 4 of this PDS.

The Initial Price is the Official Closing Price of a Reference Asset on the relevant Issue Date.

The Reference Price is the Official Closing Price of a Reference Asset as at the date on which it is observed after the relevant Issue Date (including the Maturity Date).

The Reference Asset within the relevant Reference Asset Portfolio with the lowest Percentage Performance.

The Percentage Performance with regards to each Reference Asset is calculated as follows:
Percentage Performance = Reference Price / Initial Price

Ordinary shares in Westpac Banking Corporation (ASX code: WBC), in respect of Alpha RESULTS (a 2010-02) and (a 2010 - 05).

In respect of a subsequent Series, the ‘Delivery Assets’ will be notified in a supplementary product disclosure statement available from Alpha at www.alpha-invest.com.au if you are an AFSL holder, or the Issuer at www.citifirst.com.au/alpha_results.html and from the ASX at  www.asx.com.au if you are not an AFSL holder.

• Financial Adviser Fee – is an upfront fee payable by the Issuer of up to 2.20% (including GST) of the Investment Amount; and
• Arranger Fee – is an upfront fee payable by the Issuer of up to 1.65% (including GST) of the Investment Amount.

These fees will be paid by Citi at no additional cost to Investors.

If, at Maturity, the Investor elects to take advantage of the Agency Sale Arrangement, the Investor can choose to reinvest the proceeds from the sale of the Delivery Assets in up to three Alpha RESULTS Strategies and up to three Reference Asset Portfolios in either an existing or subsequent Series of Alpha RESULTS (if available). For more details, please refer to page 28 of this PDS.

Alpha RESULTS (a 2010 – 02) is able to be traded on the ASX. The Issuer will apply for the official quotation of Alpha RESULTS (a 2010 – 05) within 7 days after the date of the SPDS dated 3 June 2010 to enable trading on the ASX.
The Issuer will apply for each subsequent Series of Alpha RESULTS to be quoted on the ASX and transferable through the Clearing House Electronic Subregister System (“CHESS”).