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CITIBANK, N.A., AS DEPOSITOR OF CITIBANK CREDIT CARD ISSUANCE TRUST FILES (8-K) Disclosing Other Events, Financial Statements and Exhibits

June 10, 2014



Item 8.01 Other Events.

On June 10, 2014, Citibank Credit Card Issuance Trust issued a tranche of Notes of the Citiseries entitled 2.68% Class 2014-A5 Notes of June 2021 (Legal Maturity Date June 2023) in the principal amount of $850,000,000. The terms of the Class 2014-A5 Notes are set forth in the Terms Document dated June 10, 2014 and attached hereto as Exhibit 4.1. On June 10, 2014, Christopher R. Becker, Esq., Assistant General Counsel - Capital Markets of Citigroup Inc., delivered a legality opinion with respect to the Class 2014-A5 Notes and Cravath, Swaine & Moore LLP delivered a tax opinion with respect to the Class 2014-A5 Notes. The legality and tax opinions are attached hereto as Exhibit 5.1 and Exhibit 8.1, respectively.

Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Amended and Restated Indenture dated as of September 26, 2000, as amended and restated as of August 9, 2011, between Citibank Credit Card Issuance Trust and Deutsche Bank Trust Company Americas, as Trustee.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



The following exhibits are filed herewith:

Exhibit 4.1 Terms Document dated June 10, 2014 with respect to the Class 2014-A5 Notes (including the form of note attached as Exhibit A thereto) Exhibit 5.1 Opinion of Christopher R. Becker, Esq., Assistant General Counsel - Capital Markets of Citigroup Inc., with respect to legality of the Class 2014-A5 Notes Exhibit 8.1 Opinion of Cravath, Swaine & Moore LLP with respect to tax matters concerning the Class 2014-A5 Notes Exhibit 23.1 Consent of Christopher R. Becker, Esq., Assistant General Counsel - Capital Markets of Citigroup Inc. (included in Exhibit 5.1) Exhibit 23.2 Consent of Cravath, Swaine & Moore LLP (included in Exhibit 8.1) 2



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