<PAGE>
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) January 12, 1994
----------------
SALOMON INC
---------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-4346 22-1660266
- -------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
Seven World Trade Center, New York, New York 10048
- -------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 783-7000
--------------
<PAGE>
2
Item 7. Financial Statement, Pro Forma Financial
Information and Exhibits.
1. Form T-1 Statement of Eligibility
of The Bank of New York, under the Trust
Indenture Act of 1939.
<PAGE>
3
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 hereunto duly authorized.
SALOMON INC
-----------------
(Registrant)
Date: January 12, 1994 By: /s/ William J. Jennings
--------------------------
Name: William J. Jennings
Title: Senior Vice President
<PAGE>
4
EXHIBIT INDEX
Exhibit Page Number
25. Form T-l Statement of Eligibility of 5
The Bank of New York.
<PAGE>
EXHIBIT 25
================================================================================
FORM T-l
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2) [_]
-----------------
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 13-5160382
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
48 Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
-----------------
SALOMON INC
(Exact name of obligor as specified in its charter)
Delaware 22-1660266
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
Seven World Trade Center 10048
New York, New York (Zip code)
(Address of principal executive offices)
------------------
Debt Securities
(Title of the indenture securities)
===============================================================================
<PAGE>
1. GENERAL INFORMATION. FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:
(a) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO WHICH IT
IS SUBJECT.
- --------------------------------------------------------------------------------
Name Address
- --------------------------------------------------------------------------------
Superintendent of Banks of the State of 2 Rector Street, New York,
New York N.Y. 10006, and Albany, N.Y.
12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York,
N.Y. 10045
Federal Deposit Insurance Corporation Washington, D.C. 20549
New York Clearing House Association New York, New York
(b) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.
Yes.
2. AFFILIATIONS WITH OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH AFFILIA-
TION.
None. (See Note on page 3.)
16. LIST OF EXHIBITS.
EXHIBITS IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION, ARE
INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO, PURSUANT TO RULE
7a-29 UNDER THE TRUST INDENTURE ACT OF 1939 (THE "ACT") AND RULE 24 OF THE
COMMISSION'S RULES OF PRACTICE.
1. A copy of the Organization Certificate of The Bank of New York
(formerly Irving Trust Company) as now in effect, which contains the
authority to commence business and a grant of powers to exercise
corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-l
filed with Registration Statement No. 33-6215,Exhibits la and lb to
Form T-l filed with Registration Statement No. 33-21672and Exhibit 1
to Form T-l filed with Registration Statement No. 33-29637.)
4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-l
filed with Registration Statement No. 33-31019.)
-2-
<PAGE>
6. The consent of the Trustee required by Section 321(b) of the Act.
(Exhibit 6 to Form T-l filed with Registration Statement No. 33-44051.)
7. A copy of the latest report of condition of the Trustee published
pursuant to law or to the requirements of its supervising or examining
authority.
NOTE
Inasmuch as this Form T-l is filed prior to the ascertainment by the
Trustee of all facts on which to base a responsive answer to Item 2, the answer
to said Item is based on incomplete information.
Item 2 may, however, be considered as correct unless amended by an amend-
ment to this Form T-l.
-3-
<PAGE>
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York, a
corporation organized and existing under the laws of the State of New York, has
duly caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in The City of New York, and State
of New York, on the 6th day of January, 1994.
THE BANK OF NEW YORK
By: /s/Robert F. McIntyre
-------------------------------
Name: Robert F. McIntyre
Title: ASSISTANT VICE PRESIDENT
-4-
<PAGE>
Exhibit 7
- --------------------------------------------------------------------------------
CONSOLIDATED REPORT OF CONDITION OF
THE BANK OF NEW YORK
OF 48 WALL STREET, NEW YORK, N.Y. 10286
AND FOREIGN AND DOMESTIC SUBSIDIARIES
a member of the Federal Reserve System at the close of business September 30,
1993 published in accordance with a call made by the Federal Reserve Bank of
this District pursuant to the provisions of the Federal Reserve Act.
<TABLE>
<CAPTION>
DOLLAR AMOUNTS
IN THOUSANDS
--------------
<S> <C>
ASSETS
Cash and balances due from depository institutions
Noninterest-bearing balances and currency and coin............ $ 4,112,299
Interest-bearing balances..................................... 607,187
Securities..................................................... 3,712,310
Federal funds sold in domestic offices of the bank............. 613,944
Loans and lease financing receivables
Loans and leases net of unearned income.............23,923,315
Less Allowance for loan and lease losses...............800,277
Less Allocated transfer risk reserve....................35,768
Loans and leases net of unearned income allowance and reserve. 23,087,270
Assets held in trading accounts................................ 959,333
Premises and fixed assets (including capitalized leases)....... 664,500
Other real estate owned........................................ 102,235
Investments in unconsolidated subsidiaries and associated com-
panies........................................................ 170,664
Customers liability to this bank on acceptances outstanding.... 909,084
Intangible assets.............................................. 45,858
Other assets................................................... 1,562,551
-----------
Total assets................................................... $36,547,235
===========
LIABILITIES
Deposits
In domestic offices........................................... $19,443,240
Noninterest-bearing..................................7,387,665
Interest-bearing....................................12,055,575
In foreign offices Edge and Agreement subsidiaries and
IBFs......................................................... 8,104,447
Noninterest-bearing.....................................80,823
Interest-bearing.....................................8.023,624
Federal funds purchased and securities sold under agreements to
repurchase in domestic offices of the bank and of its Edge and
Agreement subsidiaries and in IBFs
Federal Funds purchased....................................... 1,505,573
Securities sold under agreements to repurchase................ 48,225
Demand notes issued to the U.S. Treasury....................... 300,000
Other borrowed money........................................... 1,082,537
Bank's liability on acceptances executed and outstanding....... 909,970
Subordinated notes and debentures.............................. 1,070,780
Other liabilities.............................................. 1,305,376
-----------
Total liabilities.............................................. 33,770,148
-----------
EQUITY CAPITAL
Perpetual preferred stock and related surplus.................. 75,000
Common stock................................................... 942,284
Surplus........................................................ 474,677
Undivided profits and capital reserves......................... 1,291,716
Cumulative foreign currency translation adjustments............ (6,590)
-----------
Total equity capital........................................... 2,777,087
-----------
Total liabilities limited-life preferred stock and equity capi- $36,547,235
tal........................................................... ===========
</TABLE>
I, Robert E. Keilman, Senior Vice President and Comptroller of the above-
named bank do hereby declare that this Report of Condition has been prepared in
conformance with the instructions issued by the Board of Governors of the
Federal Reserve System and is true to the best of my knowledge and belief.
Robert E. Keilman
We, the undersigned directors, attest to the correctness of this Report of
Condition and declare that it has been examined by us and to the best of our
knowledge and belief has been prepared in conformance with the instructions
issued by the Board of Governors of the Federal Reserve System and is true and
correct.
J. Carter Bacot }
Alan R. Griffith } Directors
Thomas A. Renyl }
- --------------------------------------------------------------------------------
