SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. 8)*
Salomon Inc
(Name of Issuer)
Common Stock (upon conversion of Preferred Stock)
(Title of Class of Securities)
0007954981
(CUSIP Number)
Warren E. Buffett
Berkshire Hathaway Inc.
1440 Kiewit Plaza, Omaha, Nebraska 68131
(402) 346-1400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 29, 1996
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
Page 1 of 14 Pages
<PAGE>
CUSIP No. 000795498113D Page 2 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Warren E. Buffett, ###-##-####
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
AF
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
United States citizen
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
420,000 shares Preferred Stock (See Item 5)
10,317,806 shares Common Stock (See Item 5)
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
420,000 shares Preferred Stock (See Item 5)
10,317,806 shares Common Stock (See Item 5)
11 Aggregate amount beneficially owned by each Reporting Person:
420,000 shares Preferred Stock
10,317,806 shares Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
17.8%
14 Type of Reporting Person*:
IN
<PAGE>
CUSIP No. 0007954981 13D Page 3 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Berkshire Hathaway Inc., 04-2254452
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
AF, BK
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Delaware corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
420,000 shares Preferred Stock (See Item 5)
10,317,806 shares Common Stock (See Item 5)
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
420,000 shares Preferred Stock (See Item 5)
10,317,806 shares Common Stock (See Item 5)
11 Aggregate amount beneficially owned by each Reporting Person:
420,000 shares Preferred Stock
10,317,806 shares Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
17.8%
14 Type of Reporting Person*:
HC, CO
<PAGE>
CUSIP No. 0007954981 13D Page 4 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
National Indemnity Company, 47-0355979
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
240,600 shares Preferred Stock
8,744,126 shares Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
240,600 shares Preferred Stock
8,744,126 shares Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
240,600 shares Preferred Stock
8,744,126 shares Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
12.6%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 5 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
National Fire and Marine Insurance Company,
47-6021331
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
36,000 shares Preferred Stock
315,789 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
36,000 shares Preferred Stock
315,789 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
36,000 shares Preferred Stock
315,789 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
1.0%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 6 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Columbia Insurance Company, 47-0530077
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
60,000 shares Preferred Stock
526,315 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
60,000 shares Preferred Stock
526,315 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
60,000 shares Preferred Stock
526,315 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
1.7%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 7 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Cypress Insurance Company, 95-6042829
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
California corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
6,000 shares Preferred Stock
52,631 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
6,000 shares Preferred Stock
52,631 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
6,000 shares Preferred Stock
52,631 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.2%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 8 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Oak River Insurance Company, 47-0762702
(successor to Kansas Fire & Casualty Company)
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
4,200 shares Preferred Stock
36,842 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
4,200 shares Preferred Stock
36,842 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
4,200 shares Preferred Stock
36,842 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.1%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 9 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Cornhusker Casualty Company, 47-0529995
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
5,400 shares Preferred Stock
47,368 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
5,400 shares Preferred Stock
47,368 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
5,400 shares Preferred Stock
47,368 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.2%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 10 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
National Liability & Fire Insurance Company,
36-2403971
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Illinois corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
7,800 shares Preferred Stock
68,421 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
7,800 shares Preferred Stock
68,421 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
7,800 shares Preferred Stock
68,421 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.2%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 11 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Wesco Financial Corporation, 95-2109453
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Delaware corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
30,000 shares Preferred Stock
263,157 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
30,000 shares Preferred Stock
263,157 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
30,000 shares Preferred Stock
263,157 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.9%
14 Type of Reporting Person*:
IC
<PAGE>
CUSIP No. 0007954981 13D Page 12 of 14 Pages
1 Name of Reporting Person:
S.S. or I.R.S. Identification No. of above person:
Wesco-Financial Insurance Company, 47-0685686
2 Check the appropriate box if a member of a Group*:
(a) [X]
(b) [ ]
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 Source of Funds:
WC
5 Check box if disclosure of legal proceedings
is required pursuant to items 2(d) or (e) [ ]
6 Citizen or place of organization:
Nebraska corporation
7 Number of shares beneficially owned by each Reporting Person with
Sole Voting Power:
-0-
8 Number of shares beneficially owned by each Reporting Person with
Shared Voting Power:
30,000 shares Preferred Stock
263,157 shares of Common Stock
9 Number of shares beneficially owned by each Reporting Person with
Sole Dispositive Power:
-0-
10 Number of shares beneficially owned by each Reporting Person with
Shared Dispositive Power:
30,000 shares Preferred Stock
263,157 shares of Common Stock
11 Aggregate amount beneficially owned by each Reporting Person:
30,000 shares Preferred Stock
263,157 shares of Common Stock
12 Check Box if the aggregate amount in
row (11) excludes certain shares [ ]
13 Percent of class represented by amount in row (11):
0.9%
14 Type of Reporting Person*:
IC
[L291280.1]
<PAGE>
CUSIP No. 0007954981 13D Page 13 of 14 Pages
The following items of Schedule 13D filed by Berkshire Hathaway Inc.
("Berkshire") and the other persons filing this Schedule 13D with respect to
the Series A Cumulative Convertible Preferred Stock ("Preferred Stock") and
Common Stock, $1.00 par value ("Common Stock") of Salomon Inc ("Salomon") are
amended as set below. As herein, "Berkshire" refers collectively to Berkshire
and its subsidiaries that own of record shares of the Preferred Stock and/or
Common Stock.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 is amended to read as follows:
a. The following table sets forth the aggregate number of shares
of Preferred Stock, the number of shares of Common Stock, and the percentage
of the voting stock of Salomon beneficially owned by each of the persons named
in Item 2 directly owning such stock, and by Warren E. Buffett and Berkshire:
PREFERRED PERCENT OF
NAME SHARES COMMON SHARES VOTING SHARES
Warren E. Buffett 420,000* 10,317,806* 17.8%
Berkshire Hathaway Inc. 420,000* 10,317,806* 17.8%
National Indemnity Co. 240,600 8,744,126 12.6%
National Fire and Marine
Insurance Co. 36,000 315,789 1.0%
Columbia Insurance Co. 60,000 526,315 1.7%
Cypress Insurance Co. 6,000 52,631 0.2%
Oak River Insurance Co.** 4,200 36,842 0.1%
Cornhusker Casualty Co. 5,400 47,368 0.2%
National Liability &
Fire Insurance Co. 7,800 68,421 0.2%
Wesco Financial Corp. 30,000 263,157 0.9%
Wesco-Financial Insurance Co. 30,000 263,157 0.9%
_______ __________ _____
TOTAL 420,000 10,317,806 17.8%
*Warren E. Buffett may be deemed to control Berkshire, which controls each of
the companies with record ownership of the stock. Both Mr. Buffett and
Berkshire thus may be considered to have beneficial ownership of the entire
amount of Preferred and Common Stock owned by all of the persons filing this
Schedule.
**Successor to Kansas Fire & Casualty Company.
b. Each of the companies named in Item 5(a) has both voting and
investment power with respect to the shares indicated for it. However, Warren
E. Buffett, Chairman of the Board of Berkshire, who may be deemed to control
the companies named in Item 5(a), directs the investments and voting of each
company. Thus, Mr. Buffett and Berkshire share voting power and investment
power with respect to the shares of Salomon owned by each of the companies
named in Item 5(a).
c. As required by the Certificate of Designation with respect to
the Preferred Stock, Salomon called 140,000 shares of the Preferred Stock for
mandatory redemption on October 31, 1996. On October 29, 1996, each of the
companies named in item 5(a) that owns of record shares of the Preferred Stock
called for redemption exercised the option to convert such shares into shares
of Common Stock. The table in item 5(a) reflects the results of such
conversion.
d. Not applicable.
e. Not applicable.
<PAGE>
CUSIP No. 0007954981 13D Page 14 of 14 Pages
After reasonable inquiry and to the best knowledge and belief of
each, the undersigned hereby certify that the information set forth in this
statement is true, complete, and correct.
Dated this 31th day of October, 1996.
/S/WARREN E. BUFFETT
Warren E. Buffett
BERKSHIRE HATHAWAY INC. NATIONAL INDEMNITY COMPANY
By/S/WARREN E. BUFFETT BY/S/ WARREN E. BUFFETT
Warren E. Buffett Warren E. Buffett
Chairman of the Board Chairman of the Board
NATIONAL FIRE AND MARINE COLUMBIA INSURANCE COMPANY
INSURANCE COMPANY
By/S/WARREN E. BUFFETT BY/S/ WARREN E. BUFFETT
Warren E. Buffett Warren E. Buffett
Chairman of the Board Chairman of the Board
CYPRESS INSURANCE COMPANY, CORNHUSKER CASUALTY COMPANY, OAK RIVER INSURANCE
COMPANY, NATIONAL LIABILITY & FIRE INSURANCE COMPANY, WESCO-FINANCIAL
INSURANCE COMPANY, and WESCO FINANCIAL CORPORATION.
By/S/ WARREN E. BUFFETT
Warren E. Buffett
Attorney-in-Fact
