SALOMON INC
8-A12B/A, 1994-01-12
SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES
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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                  FORM 8-A/A

                                AMENDMENT NO. 1


               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


                                  SALOMON INC
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                 DELAWARE                         22-1660266          
         (State of incorporation)      (I.R.S. employer identification
                                                   number)             
         SEVEN WORLD TRADE CENTER
            NEW YORK, NEW YORK
     (Address of principal executive
                 offices)                           10048  
                                                 (Zip code) 


       SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

           TITLE OF EACH CLASS             NAME OF EACH EXCHANGE ON WHICH
           TO BE SO REGISTERED             EACH CLASS IS TO BE REGISTERED 

           6.50% AMGN COMMON               THE AMERICAN STOCK EXCHANGE 
           EQUITY-LINKED      
           SECURITIES DUE 1997 


Securities to be registered pursuant to Section 12(g) of the Act:

                                     None

                               (Title of Class)

                   Page 1 of 4 sequentially numbered pages.
                          Exhibit Index is at paqe 4.
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                                                                               2

Item 1.  Description of the Registrant's Securities to be              
         ------------------------------------------------              
         Registered.                                         
         -----------  

              The title of the class of securities to be registered hereunder
         is: "6.50% AMGN  Common Equity-Linked Securities Due 1997"
         (individually, an "ELK", and in the  aggregate, the "ELKS"). A
         description of the ELKS is set forth under the caption  "Description of
         Debt Securities" in the registrant's Prospectus included within  the
         Registration Statement of the Company on Form S-3 filed on December 3,
         1993  with the Securities and Exchange Commission (the "Commission")
         and amended on  December 14, 1993 (Registration No. 33-51269) (the
         "Registration Statement") as  supplemented by the information under the
         caption "Description of ELKS" in the  registrant's prospectus
         supplement dated January 5, 1994 and filed with the  Commission
         pursuant to Rule 424(b) under the Securities Act of 1933, which 
         description is incorporated herein by reference. 

Item 2.  Exhibits.
         --------- 

              The following documents are filed as exhibits hereto:

              1.   Form of Indenture between the Company and the Trustee
                   (incorporated herein by reference to Exhibit 3 to the
                   Company's Current Report on Form 8-K dated October 27, 1993
                   and Exhibit 4(m) to Registration Statement 33-51269).
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                                                                               3

                                   SIGNATURE

      Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
                                                            
                                                            
                                                            
                                 Salomon Inc                
                                                            
                                                            
Date: January 12, 1994           By: /s/ William J. Jennings
                                    ______________________________________
                    
                                         
                                 Name:   William J. Jennings                 
                                 Title:  Senior Vice President                 
                            
                            
                            
                            
                            
                            
                            
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                                                                               4

                               INDEX TO EXHIBITS

                                             SEQUENTIALLY NUMBERED
EXHIBIT NO.    EXHIBIT                       PAGE AT WHICH LOCATED
- -----------    -------                       --------------------- 
     1.        Form of Indenture
               between the Company
               and the Trustee
               (incorporated herein      
               by reference to           
               Exhibit 3 to the          
               Company's Current         
               Report on Form 8-K        
               dated October 27, 1993    
               and Exhibit 4(m)          
               to Registration Statement 
               No. 33-51269).             


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