| Security | YIELDS2 - Yield Income Enhanced Listed Deferred Securities 2 |
| Issuer | Citigroup Global Markets Australia Pty Limited ("Issuer" or "Citigroup) |
| Guarantor | Citigroup Global Markets Holdings Inc |
| Investment | Units in YIELDS2 (units are not units in a managed investment scheme) |
| Issue Price | AUD 10.00 per Unit |
| Minimum Investment Amount | AUD 5,000 and in multiples of AUD 1,000 above that amount |
| Offer Opens | 20 October 2004 |
| Offer Closes | 30 November 2004 |
| Issue Date | 6 December 2004 |
| Maturity Date | 6 December 2010 |
| Expected Listing Date | 8 December 2004 |
| Term of Investment | 6 Years |
| Denomination | AUD |
| Deferral Payment Amount* | Targeted at 12% per annum (net of the Strategy Discount Amount) |
| Deferral Payment frequency | Quarterly in arrears |
| Reference Index | Dow Jones Global Titans 50 Index ("DJGT") |
| Income Plus Trading Strategy | This is a proprietary trading model developed by the Strategy Sponsor, that seeks to generate a potentially high level of income and capital growth by providing exposure to 30 shares that comprise the Reference Index |
| Dynamic Portfolio | A notional investment is designed to replicate an investment strategy that allocates investment exposure between the Income Plus Trading Strategy and the Bond Portfolio according to set criteria |
| Delivery Assets | One or more of the shares that comprise the Reference index |
| Final value per Unit | The Final Value of the Delivery Parcel on the Maturity Date will be the greater of the: (a) Capital Protection Value; or (b)Dynamic Portfolio Value |
| Capital Protection Value** | 100% capital guaranteed on the Maturity Date. The value of each of the YIELDS2 Unit will be at least equal to the Issue Price on the Maturity Date |
| Dynamic Portfolio Value | The value calculated by reference to the Dynamic Portfolio as at the Maturity Date |
| Strategy Sponsor | Citigroup Global Markets Limited |
| ASX Listing | The Issuer has applied for the official quotation of YIELDS2 to enable trading on the ASX |
| ASX code | YLDSO2 |
** The capital guarantee only applies to YIELDS2 held until the Maturity Date and provided that no Early Maturity Events occur. The capital guarantee is also subject to the credit worthiness of the Guarantor.