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: February 24, 2005
                       ----------------------------------
                        (Date of earliest event reported)


                       CITICORP MORTGAGE SECURITIES, INC.
                             (Packager and Servicer)
    (Issuer in Respect of the REMIC Pass-Through Certificates, Series 2005-1)
   ---------------------------------------------------------------------------
               (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 2005-1
                 ----------------------------------------------

                                February 24, 2005

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

     On February 24, 2005, 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 February 1, 2005) as of February 1, 2005 of
$672,780,787.41. The mortgage loans that have original maturities of at least 25
but not more than 30 years and that are not relocation loans, the "pool I
mortgage loans", have an aggregate scheduled principal balance outstanding
(after deducting principal payments due on or before February 1, 2005) as of
February 1, 2005 of $538,927,716.42. The mortgage loans that have original
maturities of 15 years, the "pool II mortgage loans", have an aggregate
scheduled principal balance outstanding (after deducting principal payments due
on or before February 1, 2005) as of February 1, 2005 of $82,213,700.83. The
mortgage loans that have original maturities of 30 years and that are relocation
loans, the "pool III mortgage loans", have an aggregate scheduled principal
balance outstanding (after deducting principal payments due on or before
February 1, 2005) as of February 1, 2005 of $51,639,370.16. 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 equal to or less
than $67,278,078.74. Information below is provided with respect to the pool I
mortgage loans, the pool II mortgage loans, the pool III 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 and all mortgage loans as of February 1, 2005 were
1,037, 153, 107 and 1,297, respectively. The weighted average interest rates of
the pool I mortgage loans, the pool II mortgage loans, the pool III mortgage
loans and all mortgage loans (before deduction of the servicing fee) as of
February 1, 2005 were 5.896%, 5.382%, 5.761% and 5.823%, 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 and all mortgage
loans as of February 1, 2005 were 358.01 months, 178.35 months, 357.12 months
and 335.98 months, respectively. All mortgage loans have original maturities of
at least 15 but not more than 30 years. None of the pool I mortgage loans, the
pool II mortgage loans or the pool III mortgage loans were originated prior to
September 1, 2003, January 1, 2004 and May 1, 2003, respectively, or after
February 1, 2005. The weighted average original terms to stated maturity of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans
and all mortgage loans as of February 1, 2005 were 359.46 months, 180.00 months,
360.00 months and 337.57 months, respectively.

     None of the pool I mortgage loans or pool III mortgage loans have a
scheduled maturity later than February 1, 2035. None of the pool II mortgage
loans have a scheduled maturity later than February 1, 2020. Each of the pool I
mortgage loans, pool II mortgage loans and the pool III mortgage loans had an
original principal balance of not less than $80,000, $65,000 and $360,000,
respectively, nor more than $1,000,000, $1,000,000 and $900,000, respectively.
No pool II mortgage loans, as of February 1, 2005, had loan-to-value ratios at
origination in excess of 80%. Pool I mortgage loans and pool III mortgage loans
having aggregate scheduled principal balances of $3,613,092.33 and $460,985.40,
respectively, as of February 1, 2005, had loan-to-value ratios at origination in
excess of 80%, but no pool I mortgage loans or pool III 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 and all mortgage loans as of February 1, 2005 were
66.3%, 57.1%, 73.1% and 65.7%, respectively. No more than $6,167,063.55,
$1,806,773.52, $1,940,448.72 and $6,167,063.55, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans are secured by Mortgaged Properties located in any one zip code.

     At least 96%(2), 90%, 97% and 95%, respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and all 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 February 23, 2005 (consisting of a
     prospectus supplement and a core prospectus), relating to the REMIC
     Pass-Through Certificates, Series 2005-1.

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, and 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.
<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. No more than 1% of all
mortgage loans are secured by investment properties.

     At least 34%, 15%, 55% and 33%, respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and all mortgage
loans will be mortgage loans originated using loan underwriting policies that
require proof of income and liquid assets and telephone verification of
employment. No more than 44%, 61%, 2% and 42%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans were refinance transactions originated using loan underwriting
policies that require proof of income and telephone verification of employment
but do not require proof of assets. No more than 4%, 6%, none and 4% of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans
and all mortgage loans were originated using stated income loan underwriting
policies that do not require proof of the prospective borrower's income as
stated on the loan application but do require telephone verification of
employment and may also require proof of liquid assets. No more than 10%, 9%,
43% and 13%, respectively, of the pool I mortgage loans, the pool II mortgage
loans, the pool III mortgage loans and all mortgage loans will be mortgage loans
originated using stated income loan underwriting policies that do not require
proof of the prospective borrower's income as stated on the loan application or
proof of the borrower's assets, but do require telephone verification of
employment. No more than 8%, 9%, none and 8%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans will be mortgage loans originated using 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 for which additional collateral was pledged, taken as
a group:

     1.   the numbers of such pool I mortgage loans is 3;

     2.   the aggregate scheduled principal balance of such pool I mortgage
          loans is $2,154,895.15;

     3.   the weighted average loan-to-value ratio of such pool I mortgage
          loans, taking into account the loanable value of the pledged
          additional collateral, is 80.0%; and

     4.   the weighted average loan-to-value ratio of such pool I mortgage
          loans, without taking into account the loanable value of the pledged
          additional collateral, is 100.0%.

     Pool I discount loans will consist of pool I mortgage loans with net loan
rates less than 5.50%. Pool I premium loans will consist of pool I mortgage
loans with net loan rates greater than or equal to 5.50%. 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 $27,945,560.05 and
$510,982,156.37, 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 5.569%
and 5.914%, 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 357.64 months and 358.03 months, respectively.

     Pool II discount loans will consist of pool II mortgage loans with net loan
rates less than 4.75%. Pool II premium loans will consist of pool II mortgage
loans with net loan rates greater than or equal to 4.75%. 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 $1,147,734.38 and
$81,065,966.45, 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
4.744% and 5.391%, 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 179.52 months and 178.34 months, respectively.

     Pool III discount loans will consist of pool III mortgage loans with net
loan rates less than 5.25%. Pool III premium loans will consist of pool III
mortgage loans with net loan rates greater than or equal to 5.25%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool III
discount loans and the pool III premium loans were $1,887,424.11 and
$49,751,946.05, respectively. The weighted average interest rates of the pool
III discount loans and the pool III premium loans, as of the cut-off date, were
5.348% and 5.776%, respectively. The weighted average remaining terms to stated
maturity of the pool III discount loans and the pool III premium loans, as of
the cut-off date, were 358.33 months and 357.07 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
February 1, 2005 was $656,296,765.00.

     The aggregate initial principal balance of the class B-1 certificates as of
February 1, 2005 was $8,074,000.00.

     The aggregate initial principal balance of the class B-2 certificates as of
February 1, 2005 was $3,364,000.00.

     The aggregate initial principal balance of the class B-3 certificates as of
February 1, 2005 was $2,018,000.00.

     The aggregate initial principal balance of the class B-4 certificates as of
February 1, 2005 was $1,009,000.00.

     The aggregate initial principal balance of the class B-5 certificates as of
February 1, 2005 was $1,009,000.00.

     The aggregate initial principal balance of the class B-6 certificates as of
February 1, 2005 was $1,010,022.41.

     The class A subordination level is 2.450132750291%.*

     The class B-1 subordination level is 1.250039027181%.*

     The class B-2 subordination level is 0.750024748689%.*

     The class B-3 subordination level is 0.450075636324%.*

     The class B-4 subordination level is 0.300101080141%.*

     The class B-5 subordination level is 0.150126523958%.*


--------

*     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: February 24, 2005
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{"company-data": {"conformed-name": "CITICORP MORTGAGE SECURITIES INC", "cik": "0000811785", "assigned-sic": "6189", "irs-number": "133408717", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-16107", "film-number": "05636852"}, "business-address": {"street1": "1000 TECHNOLOGY DRIVE", "city": "O", "state": "MO", "zip": "63304", "phone": "6362611313"}, "mail-address": {"street1": "CITIGROUP INC CORPORATE LAW DEPT", "street2": "425 PARK AVENUE 2ND FLOOR", "city": "NEW YORK", "state": "NY", "zip": "10043"}}
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: February 24, 2005
                       ----------------------------------
                        (Date of earliest event reported)

                       CITICORP MORTGAGE SECURITIES, INC.
                             (Packager and Servicer)
    (Issuer in Respect of the REMIC Pass-Through Certificates, Series 2005-1)
   ---------------------------------------------------------------------------
               (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 2005-1
                 ----------------------------------------------

                                February 24, 2005

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

     On February 24, 2005, 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 February 1, 2005) as of February 1, 2005 of
$672,780,787.41. The mortgage loans that have original maturities of at least 25
but not more than 30 years and that are not relocation loans, the "pool I
mortgage loans", have an aggregate scheduled principal balance outstanding
(after deducting principal payments due on or before February 1, 2005) as of
February 1, 2005 of $538,927,716.42. The mortgage loans that have original
maturities of 15 years, the "pool II mortgage loans", have an aggregate
scheduled principal balance outstanding (after deducting principal payments due
on or before February 1, 2005) as of February 1, 2005 of $82,213,700.83. The
mortgage loans that have original maturities of 30 years and that are relocation
loans, the "pool III mortgage loans", have an aggregate scheduled principal
balance outstanding (after deducting principal payments due on or before
February 1, 2005) as of February 1, 2005 of $51,639,370.16. 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 equal to or less
than $67,278,078.74. Information below is provided with respect to the pool I
mortgage loans, the pool II mortgage loans, the pool III 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 and all mortgage loans as of February 1, 2005 were
1,037, 153, 107 and 1,297, respectively. The weighted average interest rates of
the pool I mortgage loans, the pool II mortgage loans, the pool III mortgage
loans and all mortgage loans (before deduction of the servicing fee) as of
February 1, 2005 were 5.896%, 5.382%, 5.761% and 5.823%, 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 and all mortgage
loans as of February 1, 2005 were 358.01 months, 178.35 months, 357.12 months
and 335.98 months, respectively. All mortgage loans have original maturities of
at least 15 but not more than 30 years. None of the pool I mortgage loans, the
pool II mortgage loans or the pool III mortgage loans were originated prior to
September 1, 2003, January 1, 2004 and May 1, 2003, respectively, or after
February 1, 2005. The weighted average original terms to stated maturity of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans
and all mortgage loans as of February 1, 2005 were 359.46 months, 180.00 months,
360.00 months and 337.57 months, respectively.

     None of the pool I mortgage loans or pool III mortgage loans have a
scheduled maturity later than February 1, 2035. None of the pool II mortgage
loans have a scheduled maturity later than February 1, 2020. Each of the pool I
mortgage loans, pool II mortgage loans and the pool III mortgage loans had an
original principal balance of not less than $80,000, $65,000 and $360,000,
respectively, nor more than $1,000,000, $1,000,000 and $900,000, respectively.
No pool II mortgage loans, as of February 1, 2005, had loan-to-value ratios at
origination in excess of 80%. Pool I mortgage loans and pool III mortgage loans
having aggregate scheduled principal balances of $3,613,092.33 and $460,985.40,
respectively, as of February 1, 2005, had loan-to-value ratios at origination in
excess of 80%, but no pool I mortgage loans or pool III 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 and all mortgage loans as of February 1, 2005 were
66.3%, 57.1%, 73.1% and 65.7%, respectively. No more than $6,167,063.55,
$1,806,773.52, $1,940,448.72 and $6,167,063.55, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans are secured by Mortgaged Properties located in any one zip code.

     At least 96%(2), 90%, 97% and 95%, respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and all 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 February 23, 2005 (consisting of a
     prospectus supplement and a core prospectus), relating to the REMIC
     Pass-Through Certificates, Series 2005-1.

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, and 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.
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. No more than 1% of all
mortgage loans are secured by investment properties.

     At least 34%, 15%, 55% and 33%, respectively, of the pool I mortgage
loans, the pool II mortgage loans, the pool III mortgage loans and all mortgage
loans will be mortgage loans originated using loan underwriting policies that
require proof of income and liquid assets and telephone verification of
employment. No more than 44%, 61%, 2% and 42%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans were refinance transactions originated using loan underwriting
policies that require proof of income and telephone verification of employment
but do not require proof of assets. No more than 4%, 6%, none and 4% of the
pool I mortgage loans, the pool II mortgage loans, the pool III mortgage loans
and all mortgage loans were originated using stated income loan underwriting
policies that do not require proof of the prospective borrower's income as
stated on the loan application but do require telephone verification of
employment and may also require proof of liquid assets. No more than 10%, 9%,
43% and 13%, respectively, of the pool I mortgage loans, the pool II mortgage
loans, the pool III mortgage loans and all mortgage loans will be mortgage loans
originated using stated income loan underwriting policies that do not require
proof of the prospective borrower's income as stated on the loan application or
proof of the borrower's assets, but do require telephone verification of
employment. No more than 8%, 9%, none and 8%, respectively, of the pool I
mortgage loans, the pool II mortgage loans, the pool III mortgage loans and all
mortgage loans will be mortgage loans originated using 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 for which additional collateral was pledged, taken as
a group:

     1.   the numbers of such pool I mortgage loans is 3;

     2.   the aggregate scheduled principal balance of such pool I mortgage
          loans is $2,154,895.15;

     3.   the weighted average loan-to-value ratio of such pool I mortgage
          loans, taking into account the loanable value of the pledged
          additional collateral, is 80.0%; and

     4.   the weighted average loan-to-value ratio of such pool I mortgage
          loans, without taking into account the loanable value of the pledged
          additional collateral, is 100.0%.

     Pool I discount loans will consist of pool I mortgage loans with net loan
rates less than 5.50%. Pool I premium loans will consist of pool I mortgage
loans with net loan rates greater than or equal to 5.50%. 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 $27,945,560.05 and
$510,982,156.37, 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 5.569%
and 5.914%, 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 357.64 months and 358.03 months, respectively.

     Pool II discount loans will consist of pool II mortgage loans with net loan
rates less than 4.75%. Pool II premium loans will consist of pool II mortgage
loans with net loan rates greater than or equal to 4.75%. 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 $1,147,734.38 and
$81,065,966.45, 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
4.744% and 5.391%, 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 179.52 months and 178.34 months, respectively.

     Pool III discount loans will consist of pool III mortgage loans with net
loan rates less than 5.25%. Pool III premium loans will consist of pool III
mortgage loans with net loan rates greater than or equal to 5.25%. The aggregate
scheduled principal balances outstanding as of the cut-off date of the pool III
discount loans and the pool III premium loans were $1,887,424.11 and
$49,751,946.05, respectively. The weighted average interest rates of the pool
III discount loans and the pool III premium loans, as of the cut-off date, were
5.348% and 5.776%, respectively. The weighted average remaining terms to stated
maturity of the pool III discount loans and the pool III premium loans, as of
the cut-off date, were 358.33 months and 357.07 months, respectively.
There are no special hazard, fraud or bankruptcy loss limits.

     The aggregate initial principal balance of the class A certificates as of
February 1, 2005 was $656,296,765.00.

     The aggregate initial principal balance of the class B-1 certificates as of
February 1, 2005 was $8,074,000.00.

     The aggregate initial principal balance of the class B-2 certificates as of
February 1, 2005 was $3,364,000.00.

     The aggregate initial principal balance of the class B-3 certificates as of
February 1, 2005 was $2,018,000.00.

     The aggregate initial principal balance of the class B-4 certificates as of
February 1, 2005 was $1,009,000.00.

     The aggregate initial principal balance of the class B-5 certificates as of
February 1, 2005 was $1,009,000.00.

     The aggregate initial principal balance of the class B-6 certificates as of
February 1, 2005 was $1,010,022.41.

     The class A subordination level is 2.450132750291%.*

     The class B-1 subordination level is 1.250039027181%.*

     The class B-2 subordination level is 0.750024748689%.*

     The class B-3 subordination level is 0.450075636324%.*

     The class B-4 subordination level is 0.300101080141%.*

     The class B-5 subordination level is 0.150126523958%.*

--------

*     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: February 24, 2005