UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 --------------


                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                         Date of Report: August 26, 2004
                        ---------------------------------
                        (Date of earliest event reported)


                       CITICORP MORTGAGE SECURITIES, INC.
                             (Packager and Servicer)
    (Issuer in Respect of the REMIC Pass-Through Certificates, Series 2004-5)
    --------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


   Delaware                    333-109722                     13-3408717
 ----------------------------------------------------------------------------
  (State or other juris-       (Commission                 (I.R.S. Employer
 diction of organization)       File Nos.)                Identification No.)


  1000 Technology Drive, O'Fallon, Missouri                   63304
--------------------------------------------------          ----------
   (Address of principal executive offices)                 (Zip Code)


Registrant's Telephone Number, including area code: (636) 261-1313

--------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)


<PAGE>
Item 2.01.   Completion of Acquisition or Disposition of Assets.

                       CITICORP MORTGAGE SECURITIES, INC.
                 REMIC Pass-Through Certificates, Series 2004-5
                 -----------------------------------------------

                                 August 26, 2004

 DETAILED DESCRIPTION OF THE MORTGAGE LOAN POOL AND THE MORTGAGED PROPERTIES(1)
 ------------------------------------------------------------------------------

     On August 26, 2004, Citicorp Mortgage Securities, Inc. ("CMSI") transferred
to the Trustee, U.S. Bank National Association, mortgage loans with an aggregate
scheduled principal balance outstanding (after deducting principal payments due
on or before August 1, 2004) as of August 1, 2004 of $1,410,246,891.63. The
mortgage loans that have original maturities of at least 20 but not more than 30
years and are not relocation loans, the "pool I mortgage loans", have an
aggregate scheduled principal balance outstanding (after deducting principal
payments due on or before August 1, 2004) as of August 1, 2004 of
$834,132,352.97. The mortgage loans that have original maturities of at least 10
but not more than 15 years and a target rate of 4.75%, the "pool II mortgage
loans", have an aggregate scheduled principal balance outstanding (after
deducting principal payments due on or before August 1, 2004) as of August 1,
2004 of $279,443,326.00. The mortgage loans that have original maturities of at
least 10 but not more than 15 years and a target rate of 5.00%, the "pool III
mortgage loans", have an aggregate scheduled principal balance outstanding
(after deducting principal payments due on or before August 1, 2004) as of
August 1, 2004 of $177,147,473.60. The mortgage loans that have original
maturities of 30 years and are relocation loans, the "pool IV mortgage loans",
have an aggregate scheduled principal balance outstanding (after deducting
principal payments due on or before August 1, 2004) as of August 1, 2004 of
$119,523,739.06. The mortgage loans were delivered in exchange for the
certificates, authenticated by the paying agent, evidencing 100% of the regular
interests in the Trust. Distributions on the certificates will be made by
Citibank, N.A., as paying agent, by wire transfer or by such other means as the
person entitled thereto and CMSI shall agree. CMSI may repurchase all mortgage
loans remaining in the mortgage loan pool pursuant to the pooling agreement if
at the time of repurchase the aggregate scheduled principal balance of such
mortgage loans is less than or equal to $141,024,689.16. Information below is
provided with respect to the pool I mortgage loans, the pool II mortgage loans,
the pool III mortgage loans, the pool IV mortgage loans and/or all mortgage
loans included in the mortgage loan pool as indicated.

     The total numbers of the pool I mortgage loans, the pool II mortgage loans,
the pool III mortgage loans, the pool IV mortgage loans and all mortgage loans
as of August 1, 2004 were 1,631, 536, 339, 238 and 2,744, respectively. The
weighted average interest rates of the pool I mortgage loans, the pool II
mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and all
mortgage loans (before deduction of the servicing fee) as of August 1, 2004 were
5.796%, 5.005%, 5.425%, 5.487% and 5.566%, respectively. The weighted average
remaining terms to stated maturity of the pool I mortgage loans, the pool II
mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and all
mortgage loans as of August 1, 2004 were 357.26 months, 177.49 months, 177.82
months, 356.65 months and 299.05 months, respectively. All mortgage loans have
original maturities of at least 12 but not more than 30 years. None of the pool
I mortgage loans, the pool II mortgage loans, the pool III mortgage loans or the
pool IV mortgage loans were originated prior to February 1, 2003, December 1,
2003, January 1, 2004 and January 1, 2003, respectively, or after August 1,
2004. The weighted average original terms to stated maturity of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans as of August 1, 2004 were 359.41
months, 179.94 months, 179.86 months, 360.00 months and 301.35 months,
respectively.

     None of the pool I mortgage loans and the pool IV mortgage loans have
scheduled maturities later than August 1, 2034. None of the pool II mortgage
loans and the pool III mortgage loans have scheduled maturities later than
August 1, 2019 and July 1, 2019, respectively. Each of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and the pool IV
mortgage loans had an original principal balance of not less than $50,000,
$95,000, $75,000 and $333,750, respectively, nor more than $1,000,000,
$1,000,000, $1,267,500.00 and $1,000,000, respectively. No pool II mortgage
loans or pool III mortgage loans had loan-to-value ratios at origination in
excess of 80%. Pool I mortgage loans and pool IV mortgage loans having aggregate
scheduled principal balances of $4,774,774 and $1,546,495, respectively, as of
August 1, 2004, had loan-to-value ratios at origination in excess of 80%, but no
pool I mortgage loans or pool IV mortgage loans had loan-to-value ratios in
excess of 95%. The weighted average loan-to-value ratios at origination of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans,
the pool IV mortgage loans and all mortgage loans as of August 1, 2004 were
63.9%, 52.3%, 56.7%, 73.1% and 61.5%, respectively. No more than $6,556,170,
$3,547,831, $2,092,975, $3,480,852 and $9,520,363 respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans are secured by Mortgaged
Properties located in any one zip code. At least 97%(2), 97%, 92% and 97%,
respectively, of the pool I mortgage loans, the pool II mortgage loans, the pool
III mortgage loans and all mortgage loans, and 100% of the pool IV mortgage
loans, are secured by mortgaged properties determined by CitiMortgage, Inc. to
be the primary residence of the borrower ("homeowner"). The sole basis for such
determination is either (a) a representation by the homeowner at origination of
the mortgage loan that the

--------
1    Terms used herein and not otherwise defined have the meaning assigned
     thereto in the Prospectus dated August 25, 2004 (consisting of a
     prospectus supplement and a core prospectus), relating to the REMIC
     Pass-Through Certificates, Series 2004-5.

2    Such percentages are expressed as a percentage of the aggregate scheduled
     principal balance of the pool I mortgage loans having such characteristics
     relative to the aggregate scheduled principal balance of all the pool I
     mortgage loans, as a percentage of the aggregate scheduled principal
     balance of the pool II mortgage loans having such characteristics relative
     to the aggregate scheduled principal balance of all the pool II mortgage
     loans, as a percentage of the aggregate scheduled principal balance of the
     pool III mortgage loans having such characteristics relative to the
     aggregate scheduled principal balance of all the pool III mortgage loans,
     as a percentage of the aggregate scheduled principal balance of the pool IV
     mortgage loans having such characteristics relative to the aggregate
     scheduled principal balance of all the pool IV mortgage loans or as a
     percentage of the aggregate scheduled principal balance of all mortgage
     loans having such characteristics relative to the aggregate scheduled
     principal balance of all mortgage loans.
<PAGE>


underlying property will be used for a period of at least 6 months every year or
that he intends to use the underlying property as his or her primary residence,
or (b) that the address of the underlying property is the homeowner's mailing
address as reflected in the originator's records. None of the mortgage loans are
secured by investment properties.

     At least 88%, 90%, 91%, 31% and 84% respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans, the pool IV
mortgage loans and all mortgage loans will be mortgage loans originated using
loan underwriting policies which require, among other things, proof of income
and liquid assets and telephone verification of employment, or are refinanced
mortgage loans originated using alternative or streamlined underwriting
policies. No more than 12%, 10%, 9%, 69% and 16%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans will be mortgage loans originated
using a loan underwriting policy, which among other things, requires
verification of employment and may require proof of liquid assets, but does not
require verification of income as stated on the loan application. No more than
61%, 83%, 69%, 1% and 62%, respectively, of the pool I mortgage loans, the pool
II mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and
all mortgage loans will be refinanced mortgage loans originated using
alternative or streamlined underwriting policies. See "Mortgage loan
underwriting" in the Prospectus.

     All of the mortgage loans which had loan-to-value ratios greater than 80%
at origination had primary mortgage insurance as of such date. In the case of
the pool I mortgage loans, the pool II mortgage loans and pool III mortgage
loans for which additional collateral was pledged, taken as groups:

     1.   the numbers of such pool I mortgage loans, pool II mortgage loans and
          pool III mortgage loans are 5, 2 and 1, respectively;

     2.   the aggregate scheduled principal balances of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans are
          $2,019,248, $253,043 and $317,880, respectively;

     3.   the weighted average loan-to-value ratios of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans, taking into
          account the loanable value of the pledged additional collateral, are
          75.3%, 73.7% and 80.0%, respectively; and

     4.   the weighted average loan-to-value ratios of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans, without
          taking into account the loanable value of the pledged additional
          collateral, are 97.8%, 99.0% and 100.0%, respectively.

     Pool I discount loans will consist of pool I mortgage loans with net loan
rates less than 5.500%. Pool I premium loans will consist of pool I mortgage
loans with net loan rates greater than or equal to 5.500%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool I
discount loans and the pool I premium loans were $354,376,443 and $479,755,910,
respectively. The weighted average interest rates of the pool I discount loans
and the pool I premium loans, as of the cut-off date, were 5.557% and 5.972%,
respectively. The weighted average remaining terms to stated maturity of the
pool I discount loans and the pool I premium loans, as of the cut-off date, were
357.23 months and 357.29 months, respectively.

     Pool II discount loans will consist of pool II mortgage loans with net loan
rates less than 4.750%. Pool II premium loans will consist of pool II mortgage
loans with net loan rates greater than or equal to 4.750%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool II
discount loans and the pool II premium loans were $48,147,656 and $231,295,670,
respectively. The weighted average interest rates of the pool II discount loans
and the pool II premium loans, as of the cut-off date, were 4.855% and 5.036%,
respectively. The weighted average remaining terms to stated maturity of the
pool II discount loans and the pool II premium loans, as of the cut-off date,
were 177.46 months and 177.49 months, respectively.

     Pool III premium loans will consist of pool III mortgage loans with net
loan rates greater than or equal to 5.000%. All pool III mortgage loans are
premium loans. The aggregate scheduled principal balance outstanding as of the
cut-off date of the pool III premium loans was $177,147,474. The weighted
average interest rate of the pool III premium loans, as of the cut-off date, was
5.425%. The weighted average remaining term to stated maturity of the pool III
premium loans, as of the cut-off date, was 177.82 months.

     Pool IV discount loans will consist of pool IV mortgage loans with net loan
rates less than 5.250%. Pool IV premium loans will consist of pool IV mortgage
loans with net loan rates greater than or equal to 5.250%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool IV
discount loans and the pool IV premium loans were $52,784,260 and $66,739,479,
respectively. The weighted average interest rates of the pool IV discount loans
and the pool IV premium loans, as of the cut-off date, were 5.216% and 5.701%,
respectively. The weighted average remaining terms to stated maturity of the
pool IV discount loans and the pool IV premium loans, as of the cut-off date,
were 357.05 months and 356.33 months, respectively.

<PAGE>


     There are no special hazard, fraud or bankruptcy loss limits.

     The aggregate initial principal balance of the class A certificates as of
August 1, 2004 was $1,442,954,474.00.

     The aggregate initial principal balance of the class B-1 certificates as of
August 1, 2004 was $14,102,471.00.

     The aggregate initial principal balance of the class B-2 certificates as of
August 1, 2004 was $5,640,987.00.

     The aggregate initial principal balance of the class B-3 certificates as of
August 1, 2004 was $3,525,617.00.

     The aggregate initial principal balance of the class B-4 certificates as of
August 1, 2004 was $2,115,370.00.

     The aggregate initial principal balance of the class B-5 certificates as of
August 1, 2004 was $2,115,370.00.

     The aggregate initial principal balance of the class B-6 certificates as of
August 1, 2004 was $1,410,248.63.

     The class A subordination level is 2.050000166750%.*

     The class B-1 subordination level is 1.050000018996%.*

     The class B-2 subordination level is 0.650000059168%.*

     The class B-3 subordination level is 0.400000075412%.*

     The class B-4 subordination level is 0.250000099340%.*

     The class B-5 subordination level is 0.100000123268%.*


--------

*     Equal to the initial principal balance thereof divided by the aggregate
      scheduled principal balance of all mortgage loans.


<PAGE>


                                   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.

                                            CITICORP MORTGAGE SECURITIES, INC.
                                            (Registrant)

                                            By: /s/ Howard Darmstadter
                                               -------------------------
                                                    Howard Darmstadter
                                                    Assistant Secretary


Dated: August 26, 2004
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UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 --------------

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                         Date of Report: August 26, 2004
                        ---------------------------------
                        (Date of earliest event reported)

                       CITICORP MORTGAGE SECURITIES, INC.
                             (Packager and Servicer)
    (Issuer in Respect of the REMIC Pass-Through Certificates, Series 2004-5)
    --------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

   Delaware                    333-109722                     13-3408717
 ----------------------------------------------------------------------------
  (State or other juris-       (Commission                 (I.R.S. Employer
 diction of organization)       File Nos.)                Identification No.)

  1000 Technology Drive, O'Fallon, Missouri                   63304
--------------------------------------------------          ----------
   (Address of principal executive offices)                 (Zip Code)

Registrant's Telephone Number, including area code: (636) 261-1313

--------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
Item 2.01.   Completion of Acquisition or Disposition of Assets.

                       CITICORP MORTGAGE SECURITIES, INC.
                 REMIC Pass-Through Certificates, Series 2004-5
                 -----------------------------------------------

                                 August 26, 2004

 DETAILED DESCRIPTION OF THE MORTGAGE LOAN POOL AND THE MORTGAGED PROPERTIES(1)
 ------------------------------------------------------------------------------

     On August 26, 2004, Citicorp Mortgage Securities, Inc. ("CMSI") transferred
to the Trustee, U.S. Bank National Association, mortgage loans with an aggregate
scheduled principal balance outstanding (after deducting principal payments due
on or before August 1, 2004) as of August 1, 2004 of $1,410,246,891.63. The
mortgage loans that have original maturities of at least 20 but not more than 30
years and are not relocation loans, the "pool I mortgage loans", have an
aggregate scheduled principal balance outstanding (after deducting principal
payments due on or before August 1, 2004) as of August 1, 2004 of
$834,132,352.97. The mortgage loans that have original maturities of at least 10
but not more than 15 years and a target rate of 4.75%, the "pool II mortgage
loans", have an aggregate scheduled principal balance outstanding (after
deducting principal payments due on or before August 1, 2004) as of August 1,
2004 of $279,443,326.00. The mortgage loans that have original maturities of at
least 10 but not more than 15 years and a target rate of 5.00%, the "pool III
mortgage loans", have an aggregate scheduled principal balance outstanding
(after deducting principal payments due on or before August 1, 2004) as of
August 1, 2004 of $177,147,473.60. The mortgage loans that have original
maturities of 30 years and are relocation loans, the "pool IV mortgage loans",
have an aggregate scheduled principal balance outstanding (after deducting
principal payments due on or before August 1, 2004) as of August 1, 2004 of
$119,523,739.06. The mortgage loans were delivered in exchange for the
certificates, authenticated by the paying agent, evidencing 100% of the regular
interests in the Trust. Distributions on the certificates will be made by
Citibank, N.A., as paying agent, by wire transfer or by such other means as the
person entitled thereto and CMSI shall agree. CMSI may repurchase all mortgage
loans remaining in the mortgage loan pool pursuant to the pooling agreement if
at the time of repurchase the aggregate scheduled principal balance of such
mortgage loans is less than or equal to $141,024,689.16. Information below is
provided with respect to the pool I mortgage loans, the pool II mortgage loans,
the pool III mortgage loans, the pool IV mortgage loans and/or all mortgage
loans included in the mortgage loan pool as indicated.

     The total numbers of the pool I mortgage loans, the pool II mortgage loans,
the pool III mortgage loans, the pool IV mortgage loans and all mortgage loans
as of August 1, 2004 were 1,631, 536, 339, 238 and 2,744, respectively. The
weighted average interest rates of the pool I mortgage loans, the pool II
mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and all
mortgage loans (before deduction of the servicing fee) as of August 1, 2004 were
5.796%, 5.005%, 5.425%, 5.487% and 5.566%, respectively. The weighted average
remaining terms to stated maturity of the pool I mortgage loans, the pool II
mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and all
mortgage loans as of August 1, 2004 were 357.26 months, 177.49 months, 177.82
months, 356.65 months and 299.05 months, respectively. All mortgage loans have
original maturities of at least 12 but not more than 30 years. None of the pool
I mortgage loans, the pool II mortgage loans, the pool III mortgage loans or the
pool IV mortgage loans were originated prior to February 1, 2003, December 1,
2003, January 1, 2004 and January 1, 2003, respectively, or after August 1,
2004. The weighted average original terms to stated maturity of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans as of August 1, 2004 were 359.41
months, 179.94 months, 179.86 months, 360.00 months and 301.35 months,
respectively.

     None of the pool I mortgage loans and the pool IV mortgage loans have
scheduled maturities later than August 1, 2034. None of the pool II mortgage
loans and the pool III mortgage loans have scheduled maturities later than
August 1, 2019 and July 1, 2019, respectively. Each of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and the pool IV
mortgage loans had an original principal balance of not less than $50,000,
$95,000, $75,000 and $333,750, respectively, nor more than $1,000,000,
$1,000,000, $1,267,500.00 and $1,000,000, respectively. No pool II mortgage
loans or pool III mortgage loans had loan-to-value ratios at origination in
excess of 80%. Pool I mortgage loans and pool IV mortgage loans having aggregate
scheduled principal balances of $4,774,774 and $1,546,495, respectively, as of
August 1, 2004, had loan-to-value ratios at origination in excess of 80%, but no
pool I mortgage loans or pool IV mortgage loans had loan-to-value ratios in
excess of 95%. The weighted average loan-to-value ratios at origination of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans,
the pool IV mortgage loans and all mortgage loans as of August 1, 2004 were
63.9%, 52.3%, 56.7%, 73.1% and 61.5%, respectively. No more than $6,556,170,
$3,547,831, $2,092,975, $3,480,852 and $9,520,363 respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans are secured by Mortgaged
Properties located in any one zip code. At least 97%(2), 97%, 92% and 97%,
respectively, of the pool I mortgage loans, the pool II mortgage loans, the pool
III mortgage loans and all mortgage loans, and 100% of the pool IV mortgage
loans, are secured by mortgaged properties determined by CitiMortgage, Inc. to
be the primary residence of the borrower ("homeowner"). The sole basis for such
determination is either (a) a representation by the homeowner at origination of
the mortgage loan that the

--------
1    Terms used herein and not otherwise defined have the meaning assigned
     thereto in the Prospectus dated August 25, 2004 (consisting of a
     prospectus supplement and a core prospectus), relating to the REMIC
     Pass-Through Certificates, Series 2004-5.

2    Such percentages are expressed as a percentage of the aggregate scheduled
     principal balance of the pool I mortgage loans having such characteristics
     relative to the aggregate scheduled principal balance of all the pool I
     mortgage loans, as a percentage of the aggregate scheduled principal
     balance of the pool II mortgage loans having such characteristics relative
     to the aggregate scheduled principal balance of all the pool II mortgage
     loans, as a percentage of the aggregate scheduled principal balance of the
     pool III mortgage loans having such characteristics relative to the
     aggregate scheduled principal balance of all the pool III mortgage loans,
     as a percentage of the aggregate scheduled principal balance of the pool IV
     mortgage loans having such characteristics relative to the aggregate
     scheduled principal balance of all the pool IV mortgage loans or as a
     percentage of the aggregate scheduled principal balance of all mortgage
     loans having such characteristics relative to the aggregate scheduled
     principal balance of all mortgage loans.
underlying property will be used for a period of at least 6 months every year or
that he intends to use the underlying property as his or her primary residence,
or (b) that the address of the underlying property is the homeowner's mailing
address as reflected in the originator's records. None of the mortgage loans are
secured by investment properties.

     At least 88%, 90%, 91%, 31% and 84% respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans, the pool IV
mortgage loans and all mortgage loans will be mortgage loans originated using
loan underwriting policies which require, among other things, proof of income
and liquid assets and telephone verification of employment, or are refinanced
mortgage loans originated using alternative or streamlined underwriting
policies. No more than 12%, 10%, 9%, 69% and 16%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans, the
pool IV mortgage loans and all mortgage loans will be mortgage loans originated
using a loan underwriting policy, which among other things, requires
verification of employment and may require proof of liquid assets, but does not
require verification of income as stated on the loan application. No more than
61%, 83%, 69%, 1% and 62%, respectively, of the pool I mortgage loans, the pool
II mortgage loans, the pool III mortgage loans, the pool IV mortgage loans and
all mortgage loans will be refinanced mortgage loans originated using
alternative or streamlined underwriting policies. See "Mortgage loan
underwriting" in the Prospectus.

     All of the mortgage loans which had loan-to-value ratios greater than 80%
at origination had primary mortgage insurance as of such date. In the case of
the pool I mortgage loans, the pool II mortgage loans and pool III mortgage
loans for which additional collateral was pledged, taken as groups:

     1.   the numbers of such pool I mortgage loans, pool II mortgage loans and
          pool III mortgage loans are 5, 2 and 1, respectively;

     2.   the aggregate scheduled principal balances of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans are
          $2,019,248, $253,043 and $317,880, respectively;

     3.   the weighted average loan-to-value ratios of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans, taking into
          account the loanable value of the pledged additional collateral, are
          75.3%, 73.7% and 80.0%, respectively; and

     4.   the weighted average loan-to-value ratios of such pool I mortgage
          loans, pool II mortgage loans and pool III mortgage loans, without
          taking into account the loanable value of the pledged additional
          collateral, are 97.8%, 99.0% and 100.0%, respectively.

     Pool I discount loans will consist of pool I mortgage loans with net loan
rates less than 5.500%. Pool I premium loans will consist of pool I mortgage
loans with net loan rates greater than or equal to 5.500%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool I
discount loans and the pool I premium loans were $354,376,443 and $479,755,910,
respectively. The weighted average interest rates of the pool I discount loans
and the pool I premium loans, as of the cut-off date, were 5.557% and 5.972%,
respectively. The weighted average remaining terms to stated maturity of the
pool I discount loans and the pool I premium loans, as of the cut-off date, were
357.23 months and 357.29 months, respectively.

     Pool II discount loans will consist of pool II mortgage loans with net loan
rates less than 4.750%. Pool II premium loans will consist of pool II mortgage
loans with net loan rates greater than or equal to 4.750%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool II
discount loans and the pool II premium loans were $48,147,656 and $231,295,670,
respectively. The weighted average interest rates of the pool II discount loans
and the pool II premium loans, as of the cut-off date, were 4.855% and 5.036%,
respectively. The weighted average remaining terms to stated maturity of the
pool II discount loans and the pool II premium loans, as of the cut-off date,
were 177.46 months and 177.49 months, respectively.

     Pool III premium loans will consist of pool III mortgage loans with net
loan rates greater than or equal to 5.000%. All pool III mortgage loans are
premium loans. The aggregate scheduled principal balance outstanding as of the
cut-off date of the pool III premium loans was $177,147,474. The weighted
average interest rate of the pool III premium loans, as of the cut-off date, was
5.425%. The weighted average remaining term to stated maturity of the pool III
premium loans, as of the cut-off date, was 177.82 months.

     Pool IV discount loans will consist of pool IV mortgage loans with net loan
rates less than 5.250%. Pool IV premium loans will consist of pool IV mortgage
loans with net loan rates greater than or equal to 5.250%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool IV
discount loans and the pool IV premium loans were $52,784,260 and $66,739,479,
respectively. The weighted average interest rates of the pool IV discount loans
and the pool IV premium loans, as of the cut-off date, were 5.216% and 5.701%,
respectively. The weighted average remaining terms to stated maturity of the
pool IV discount loans and the pool IV premium loans, as of the cut-off date,
were 357.05 months and 356.33 months, respectively.
There are no special hazard, fraud or bankruptcy loss limits.

     The aggregate initial principal balance of the class A certificates as of
August 1, 2004 was $1,442,954,474.00.

     The aggregate initial principal balance of the class B-1 certificates as of
August 1, 2004 was $14,102,471.00.

     The aggregate initial principal balance of the class B-2 certificates as of
August 1, 2004 was $5,640,987.00.

     The aggregate initial principal balance of the class B-3 certificates as of
August 1, 2004 was $3,525,617.00.

     The aggregate initial principal balance of the class B-4 certificates as of
August 1, 2004 was $2,115,370.00.

     The aggregate initial principal balance of the class B-5 certificates as of
August 1, 2004 was $2,115,370.00.

     The aggregate initial principal balance of the class B-6 certificates as of
August 1, 2004 was $1,410,248.63.

     The class A subordination level is 2.050000166750%.*

     The class B-1 subordination level is 1.050000018996%.*

     The class B-2 subordination level is 0.650000059168%.*

     The class B-3 subordination level is 0.400000075412%.*

     The class B-4 subordination level is 0.250000099340%.*

     The class B-5 subordination level is 0.100000123268%.*

--------

*     Equal to the initial principal balance thereof divided by the aggregate
      scheduled principal balance of all mortgage loans.
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.

                                            CITICORP MORTGAGE SECURITIES, INC.
                                            (Registrant)

                                            By: /s/ Howard Darmstadter
                                               -------------------------
                                                    Howard Darmstadter
                                                    Assistant Secretary

Dated: August 26, 2004