Citibank Introduces New Shell MasterCard(R) Featuring Rebates on Shell Gas, Other Purchases

            Introductory Offer Provides a 10 Percent Double Rebate

    NEW YORK, Jan. 27 -- Now there is good news for
America's drivers, who spent more than $40 billion on gasoline in the last
three months alone. Citibank, the No. 1 credit card issuer in the world, and
Shell Oil Products US, the No. 1 gasoline seller in the United States, today
launched the new Shell MasterCard(R) from Citi(R) Cards -- the card features
the best rebate program of its kind in the retail gasoline industry.
    To encourage consumer applications, Citi Cards is doubling the card's
regular 5 percent rebate on Shell gas purchases as part of an introductory
program for those that apply for the new Shell MasterCard by March 31, 2003.
New cardholders will receive a 10 percent rebate on each Shell gasoline
purchase made within the first 60 days of the card's activation. This would be
a rebate of 14 cents per gallon based upon a recent national average(1). After
the 60-day period, the rebate reverts back to the industry-leading 5 percent
on Shell gasoline purchases and 1 percent on all other retail purchases
wherever the card is used. All rebates are applied as credits toward future
Shell gasoline purchases.
    "Citibank brings real purchasing power to America's drivers through its
partnership with Shell," said Citi Cards' Pat McCann, SVP Oil Card Marketing.
"By merging pay-at-the-pump convenience with a generous rebate that drivers
can use toward future gas purchases, the Shell MasterCard from Citi Cards
gives consumers another incentive to purchase quality Shell fuels."
    With the launch of the new Shell MasterCard, Citi Cards becomes Shell's
exclusive consumer credit card partner in the United States.
    "Gas reward credit cards are second only to airline miles cards in terms
of popularity with American consumers," said Mike Iribarren, general manager,
Credit Card, Shell Oil Products US.  "With so many credit card choices
available today, consumers are looking for value when selecting the right
credit card for them. And, when drivers make purchases with a Shell MasterCard
from Citi Cards, they're getting value through high-quality fuel and rebates
toward free gasoline."
    Consumers who have the old Shell MasterCard need to reapply if they want
to take advantage of the introductory offer and continue to receive this
industry-leading gasoline rebate.
    The Shell MasterCard from Citi Cards has no annual fee for the first year.
After the first year, the annual fee will be waived when nine Shell gasoline
purchases are made each year. Other benefits include:

     *  5 percent rebate on Shell gasoline
     *  1 percent rebate on all other purchases
     *  Exceptional customer service -- 24 hours a day, seven days a week,
        including online account management
     *  ATM cash access
     *  Worldwide MasterCard acceptance
     *  Lost Wallet(R) Service -- if a card is lost or stolen, a new card will
        be rushed to the customer -- with an emergency cash advance if needed
        to help the customer until the replacement card arrives

    To apply for the new Shell MasterCard from Citi Cards, consumers can call
1-866-GET SHELL (1-866-438-7435) or log onto http://www.866GetShell.com.
    The launch of the Shell MasterCard from Citi Cards will be supported by an
aggressive integrated-marketing campaign, including direct mail, point-of-
purchase, advertising, Internet marketing and public relations.  Advertising
for the new card will appear in industry trade publications, newspapers and
magazines.  Shell stations across the United States will promote the card
launch through multiple point-of-sale displays, take-one applications and
local area promotions.  In addition, support for the new card will be
incorporated into marketing activities associated with Shell's brand
conversion of Texaco stations nationwide.
    Citibank is the provider of more than 100 million credit cards around the
world.  Shell Oil Products US, together with its affiliate Motiva Enterprises
LLC, refines and markets gasoline to thousands of Shell stations nationwide.

    About Citibank
    Citibank is a member of Citigroup .  The preeminent global
financial services company with some 200 million customer accounts in more
than 100 countries, provides consumers, corporations, governments and
institutions with a broad range of financial products and services, including
consumer banking and credit, corporate and investment banking, insurance,
securities brokerage, and asset management.  Major brand names under
Citigroup's trademark red umbrella include Citibank, CitiFinancial, Primerica,
Salomon Smith Barney, Banamex, and Travelers Life and Annuity. Additional
information may be found at: http://www.citigroup.com.

    About Shell Oil Company
    Shell Oil Products US is a leader in the marketing of fuels, lubricants,
coolants, services and solutions to consumer and business-to-business
customers in automotive, commercial and industrial sectors.  Shell Oil
Products US also operates refineries and a pipeline and terminal system, and
has a network of nearly 9,000 branded gasoline stations in the Western United
States.  Shell Oil Products US is an indirectly wholly owned subsidiary of
Shell Oil Company. Shell Oil Company also is a 50 percent owner of Motiva
Enterprises LLC, along with Saudi Refining, Inc., which refines and markets
branded products through 13,000 stations in the Eastern and Southern United
States.  Shell Oil Company is an affiliate of the Royal Dutch/Shell Group of
Companies .  For more information, please visit
http://www.shell.com.

    (1) Based on the national average price for regular unleaded gasoline for
        the week of November 18, 2002 as published by the U.S. Department of
        Energy.