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 (Date of earliest event reported): May 2, 2005

CITIGROUP MORTGAGE LOAN TRUST INC.

(as depositor under the Pooling and Servicing Agreement,

dated as of May 1, 2005, providing for the issuance of

Asset-Backed Pass-Through Certificates, Series 2005-HE1)

Citigroup Mortgage Loan Trust Inc.

(Exact name of registrant as specified in its charter)

Delaware	333-1246036-01	01-0791848
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

390 Greenwich Street New York, New York (Address of Principal Executive Offices)		10013 (Zip Code)

Registrant's telephone number, including area code: (212) 816-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECTION 2- Completion of Acquisition or Disposition of Assets

Item 2.01

Acquisition or Disposition of Assets

Description of the Certificates and the Mortgage Pool

On May 10, 2005, a single series of certificates, entitled Citigroup Mortgage Loan Trust, Inc. Asset-Backed Pass-Through Certificates, Series 2005-HE1 (the “Certificates”), were issued pursuant to a pooling and servicing agreement, dated as of May 1, 2005 (the “Agreement”), attached hereto as Exhibit 4.1, among Citigroup Mortgage Loan Trust Inc. as depositor (the “Depositor”), CitiMortgage, Inc. as master servicer and trust administrator (“CitiMortgage”), CitiBank, N.A. as authenticating agent, certificate registrar and paying agent and U.S. Bank National Association as trustee (the “Trustee”). The Certificates consist of nineteen classes of certificates (collectively, the “Certificates”), designated as the “Class A-1A Certificates,” the “Class A-1B Certificates,” the “Class A-2A Certificates,” the “Class A-3A Certificates,” the “Class A-3B Certificates,” the “Class A-3C Certificates,” the “Class A-3D Certificates,” the “Class M-1 Certificates,” the “Class M-2 Certificates,” the “Class M-3 Certificates,” the “Class M-4 Certificates,” the “Class M-5 Certificates,” the “Class M-6 Certificates,” the “Class M-7 Certificates,” the “Class M-8 Certificates,” the “Class M-9 Certificates,” the “Class CE Certificates,” the “Class P Certificates” and the “Class R Certificates.” The Certificates evidence in the aggregate the entire beneficial ownership interest in a trust fund (the “Trust Fund”), consisting primarily of a segregated pool (the “Mortgage Pool”) of conventional, one- to four-family, fixed-rate and adjustable-rate first lien and second lien mortgage loans having original terms to maturity up to 30 years (the “Mortgage Loans”). The Mortgage Pool consists of Mortgage Loans having an aggregate principal balance of approximately $786,609,000 as of May 1, 2005 (the “Cut-off Date”). The Mortgage Loans were purchased pursuant to the Assignment and Recognition Agreement, dated May 10, 2005, among Citigroup Global Markets Realty Corp. (the “Seller”), the Depositor and Ameriquest Mortgage Company, the Assignment and Recognition Agreement, dated May 10, 2005, among the Seller, the Depositor and Residential Mortgage Assistance Enterprise, LLC, the Assignment and Recognition Agreement, dated May 10, 2005, among the Seller, the Depositor and MortgageIT, Inc., and the Assignment and Recognition Agreement, dated May 10, 2005, among the Seller, the Depositor and WMC Mortgage Corp. (each a “Seller Sale Agreement”). The Certificates were sold by the Depositor

to Citigroup Global Markets Inc. (in such capacity, the “Representative”), pursuant to an Underwriting Agreement, dated May 6, 2005, between the Depositor and the Representative and also pursuant to a Certificate Purchase Agreement, dated May 10, 2005, between the Depositor and the Representative.

The Certificates have the following Initial Certificate Principal Balances and Pass-Through Rates:

Class	Initial Certificate Principal Balance ⁽¹⁾	Pass-Through Rate
A-1A	$ 156,364,000	Variable⁽²⁾
A-1B	$ 17,373,500	Variable⁽²⁾
A-2A	$ 129,929,500	Variable⁽²⁾
A-3A	$ 155,537,000	Variable⁽²⁾
A-3B	$ 69,873,000	Variable⁽²⁾
A-3C	$ 60,596,000	Variable⁽²⁾
A-3D	$ 45,599,500	Variable⁽²⁾
M-1	$ 42,597,000	Variable⁽²⁾
M-2	$ 22,937,000	Variable⁽²⁾
M-3	$ 45,054,000	Variable⁽²⁾
M-4	$ 12,698,000	Variable⁽²⁾
M-5	$ 11,878,000	Variable⁽²⁾
M-6	$ 9,420,000	Variable⁽²⁾
M-7	$ 7,782,000	Variable⁽²⁾
M-8	$ 7,373,000	Variable⁽²⁾
M-9	$ 8,602,000	Variable⁽²⁾
Class CE	$ 15,564,886.01	Variable ⁽³⁾
Class P	$ 100	N/A

(1)	Approximate.
(2)	Calculated as described in the Prospectus Supplement.
(3)	Calculated as set forth in the Agreement.

The Certificates (other than the Class CE Certificates, Class P Certificates and the Class R Certificates) and the Mortgage Loans are more particularly described in the Prospectus, dated May 3, 2005, and the Prospectus Supplement, dated May 6, 2005, as previously filed with the Securities and Exchange Commission pursuant to Rule 424(b). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Prospectus Supplement.

Section 9- Financial Statements and Exhibits

Item 9.01	Financial Statements and Exhibits
	(a)	Not applicable

(b)	Not applicable
(c)	Exhibits

Exhibit No.	Description
4.1	Pooling and Servicing Agreement, dated as of May 1, 2005, by and among Citigroup Mortgage Loan Trust Inc. as Depositor, CitiMortgage, Inc. as Master Servicer and Trust Administrator, Citibank, N.A., as Paying Agent, Certificate Registrar and Authenticating Agent and U.S. Bank National Association as Trustee, relating to the Series 2005-HE1 Certificates.

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.

Dated:

May 25, 2005

CITIGROUP MORTGAGE LOAN TRUST INC.

By:

/s/ Peter D. Steinmetz

Name: Peter D. Steinmetz

Title: Vice President

Index to Exhibits

Exhibit No.	Description	Sequentially Numbered Page
4.1	Pooling and Servicing Agreement, dated as of May 1, 2005, by and among Citigroup Mortgage Loan Trust Inc. as Depositor, CitiMortgage, Inc. as Master Servicer and Trust Administrator, Citibank, N.A., as Paying Agent, Certificate Registrar and Authenticating Agent and U.S. Bank National Association as Trustee, relating to the Series 2005-HE1 Certificates.	7

Exhibit 4.1

Asset Backed Pass-Through Certificates, Series 2005-HE 1 8-K