By Jonathan Stempel

Feb 26 (Reuters) - Current and former Citigroup Inc officials on Tuesday urged a federal judge to reject a $6 million fee request by lawyers who brought, and then agreed to dismiss, a shareholder lawsuit accusing the bank of awarding outsize pay to top executives.

Litigation begun in April 2012 accused directors of breaching their fiduciary duties by awarding more than $54 million of pay the prior year to several executives, including $15 million to then chief executive Vikram Pandit, though performance at the third-largest U.S. bank did not justify it.

A shareholder filed the initial complaint after a majority of shareholders had in a non-binding vote at Citigroup's annual meeting rejected Pandit's pay package, the first time that investors had rejected a compensation plan at a major U.S. bank.

In October, Pandit and Chief Operating Officer John Havens left the bank, and ultimately agreed to forfeit some pay.

Citing these events and their "obvious impact" on the litigation, lawyers for the shareholders expressed an intention to drop the case but nonetheless seek legal fees.

In a Jan. 25 court filing, they said their efforts "produced (or at minimum, significantly helped to produce) unusually good results for the company and its stockholders, including the departures of defendants Pandit and Havens, as well as significantly reduced levels of executive compensation made in connection with those departures."

But Pandit, Havens and 15 other current and former executives and directors said this was wrong, and on Monday urged U.S. District Judge Paul Oetken to reject the request.

"Having taken no steps to prosecute their claims beyond filing their meritless copycat complaints, plaintiffs now ask the court to order Citigroup and its shareholders to bear the costs - to the tune of $6 million - of plaintiffs' self-proclaimed 'success,'" the Monday filing said.

"Because plaintiffs' counsel did nothing and achieved nothing, they should take nothing for commencing this patently frivolous lawsuit," it added.

Curtis Trinko, a lawyer for the plaintiffs, did not immediately respond to a request for comment.

Pandit had been paid a symbolic $1 in 2010 and $128,741 in 2009. He joined Citigroup in 2007 when the bank bought his hedge fund Old Lane Partners for $800 million.

On Feb. 21, Citigroup announced an overhaul of its executive pay plan to more closely tie bonuses to stock performance and profit.

The case is In re Citigroup Inc Shareholder Derivative Litigation, U.S. District Court, Southern District of New York, No. 12-03114.

For plaintiffs: Curtis Trinko.

For Pandit, Havens, other executives: Brad Karp, at Paul, Weiss, Rifkind, Wharton & Garrison.

For directors: Mary Eaton, at Willkie Farr & Gallagher.

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