SALOMON INC
424B3, 1994-12-01
SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES
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Pricing Supplement No.  Euro D 138     Dated 11/29/94          Rule 424(b)(3)
(To Prospectus dated October 12, 1994 and                   File No. 33-51269,
Prospectus Supplement dated October 12, 1994)                  and 33-54929

                                                                3 Pages

Salomon Inc
Medium-Term Notes, Series D
(Bearer Notes--Floating Rate or Indexed Rate)
Due More Than Nine Months from Date of Issue

Principal Amount or Face Amount: Yen 300,000,000
Issue Price:                     100%
Proceeds to Company on original issuance: Yen 299,250,000
Commission or Discount on original issuance:  Yen 750,000
                                                                        
Salomon Brothers International Limited's capacity on original issuance:
    | | As agent |x| As principal
    If as principal:
          |x| The Bearer Notes are being offered at varying prices related to 
              prevailing market prices at the time of resale.
          | | The Bearer Notes are being offered at a fixed initial public 
              offering price of   % of Principal Amount or Face Amount.

Original Issue Date: 12/1/94   
Stated Maturity: 3/3/98        
Specified Currency: Yen
    (If other than U.S. Dollars)
Authorized Denominations:  Yen 100,000,000
    (If other than as set forth in the Prospectus Supplement)

Interest Payment Dates: 3/3 & 9/3.  1st coupon pays 3/3/95.
    (If other than as set forth in the Prospectus Supplement)

Indexed Principal Note: | | Yes (see attached) |x| No

Floating Rate: |x|         Indexed Rate: | | (see attached)
Initial Interest Rate:  2.675%
Base Rate: | | CD Rate | | Commercial Paper Rate | | Federal Funds Rate 
           |x| LIBOR Telerate  | | Libor Reuters  | | Treasury Rate         
           | | Treasury Rate Constant Maturity  | | Other (see attached)

Interest Reset Dates:  3/3 & 9/3.
Optional Reset Dates (if applicable):

Index Maturity:   See Attached
Spread (+/-):     See Attached
Spread Multiplier:
Spread Reset: |x| The Spread or Spread Multiplier may not be changed prior to 
                  Stated Maturity.
              | | The Spread or Spread Multiplier may be changed prior to Stated
                  Maturity (see attached).

Maximum Interest Rate:
Minimum Interest Rate:

Amortizing Note: | | Yes |x| No
    Amortizing Schedule:

Optional Redemption: | | Yes |x| No
    Optional Redemption Dates:
    Redemption Prices:

Optional Repayment: | | Yes |x| No
    Optional Repayment Dates:
    Optional Repayment Prices:

Discount Note: | | Yes |x| No
    Total Amount of OID:
    Yield to Maturity:   
                                                                
NOT WITHSTANDING THE STATEMENT IN PROSPECTUS SUPPLEMENT, THE NOTE OFFERED
HEREBY WILL NOT BE LISTED ON THE LUXEMBOURG STOCK EXCHANGE.

Pricing Supplement No. Euro D138                              

Pricing Supplement dated November 29, 1994
(to Prospectus Supplement dated October 12, 1994
to Prospectus dated October 12, 1994)


                     DESCRIPTION OF THE NOTE

General

          The description in this Pricing Supplement of the
particular terms of the Bearer Note offered hereby (the "Note")
supplements, and to the extent inconsistent therewith replaces,
the descriptions of the general terms and provisions of the
Bearer Notes set forth in the accompanying Prospectus and
Prospectus Supplement, to which descriptions reference is hereby
made.

          "6 Month JPY LIBOR", with respect to any Interest Reset
Date, means the rate for deposits in Japanese Yen for a period of
six months which appears on the Telerate Page 3750 (or any
successor page thereto) at 11:00 a.m. London Time on the second
preceding Business Day.  However, if the rate described in the
preceding sentence does not appear on any such second preceding
Business Day, 6 Month JPY LIBOR shall be the rate determined on
the basis of the rates at which deposits in Japanese Yen are
offered by the "Reference Banks" (as defined below) at
approximately 11:00 a.m., London Time on the relevant Business
Day to prime banks in the London market for a period of 6 months
commencing on the relevant Interest Reset Date and in a
"Representative Amount" (as defined below).  The Calculation
Agent will request the principal office of each of the Reference
Banks to provide a quotation of its rate.  If at least two such
quotations are provided, 6 Month JPY LIBOR will be the arithmetic
mean of the quotations.  If fewer than two quotations are
provided as requested, 6 Month JPY LIBOR will be the arithmetic
mean of the rates quoted by major banks in New York City,
selected by the Calculation Agent, at approximately 11:00 a.m.
New York City time on any day for loans in Japanese Yen to
leading European banks for a period of six months commencing on
the relevant Interest Reset Date and in a Representative Amount. 

          6 Month JPY LIBOR with respect to any day during an
Interest Determination Period means the rate for deposits in
Japanese Yen for a period of six months which appears on the
Telerate Page 3750 (or any successor page thereto) at 11:00 a.m.
London Time on such day, if it is a Business Day.  If such day is
not a Business Day, 6 Month JPY LIBOR shall mean the rate for
deposits in Japanese Yen for a period of six months which
appeared on the Telerate Page 3750 (or any successor page
thereto) at 11:00 a.m. London Time on the first preceding
Business Day.  However, if the rate described in the preceding
two sentences does not appear on any such Business Day or first
preceding Business Day, 6 Month JPY LIBOR shall be the rate
determined on the basis of the rates at which deposits in
Japanese Yen are offered by the "Reference Banks" (as defined
below) at approximately 11:00 a.m., London Time on the relevant
Business Day to prime banks in the London market for a period of
6 months commencing on the relevant Interest Reset Date and in a
"Representative Amount" (as defined below).  The Calculation
Agent will request the principal office of each of the Reference
Banks to provide a quotation of its rate.  If at least two such
quotations are provided, 6 Month JPY LIBOR will be the arithmetic
mean of the quotations.  If fewer than two quotations are
provided as requested, 6 Month JPY LIBOR will be the arithmetic
mean of the rates quoted by major banks in New York City,
selected by the Calculation Agent, at approximately 11:00 a.m.
New York City time on any day for loans in Japanese Yen to
leading European banks for a period of six months commencing on
the relevant Interest Reset Date and in a Representative Amount. 

          "Representative Amount" means an amount that is
representative of a single transaction in the relevant market at
the specified time.  

          "Reference Banks" means four major banks in the London,
England interbank market.

          "Interest Payment Period" means a period (i) beginning
on March 3, commencing March 3, 1995, and ending on September 2,
with interest being paid on September 3 or (ii) a period
beginning on September 3, commencing September 3, 1995, and
ending on March 2, with interest being paid on March 3.

          "Interest Determination Period" with respect to any
Interest Payment Period means a period beginning five Business
Days prior to the beginning of such Interest Payment Period and
ending five Business Days before the end of such Interest Payment
Period.

Interest

          For the period from and including March 3, 1995 to but
excluding Stated Maturity, the Note will bear interest on each
day during an Interest Payment Period at a rate equal to 6 Month
JPY LIBOR plus a spread to be determined in accordance with the
following formula:

       (70bp x D1/Dt) + (120bp x D2/Dt) + (200bp x D3/Dt)

where:    Dt means the number of days in each respective Interest
          Determination Period

          D1 means the number of days in each respective Interest
          Determination Period on which 6 Month JPY LIBOR is (i)
          higher than, or equal to, 1.5% and lower than, but not
          equal to, 2.0% or (ii) higher than, or equal to, 4.5%
          and lower than, but not equal to, 5.0%.

          D2 means the number of days in each respective Interest
          Determination Period on which 6 Month JPY LIBOR is
          higher than, or equal to, 2.0% and lower than, but not
          equal to, 4.5%.

          D3 means the number of days in each respective Interest
          Determination Period on which 6 Month JPY LIBOR is
          lower than, but not equal to, 1.5% or higher than, or
          equal to 5.0%.


                   DESCRIPTION OF JAPANESE YEN

          The yen is the national currency of Japan.  Japanese
bank notes are issued by The Bank of Japan, which was established
in 1882 and is the country's central bank and the sole bank of
issue.  On November 28, 1994, the noon buying rate for cable
transfers in New York City payable in yen, as reported by the
Federal Reserve Bank of New York, was Yen 98.59 = $1.00.

          The exchange rate between the yen and the dollar is at
any moment a result of the supply of and the demand for the two
currencies, and changes in the rate result over time from the
interaction of many factors directly or indirectly affecting
economic conditions in Japan and in the United States, including
economic and political developments in other countries.  Of
particular importance are rates of inflation, interest rate
levels, the balance of payments (both on capital and current
account) and the extent of governmental surpluses or deficits in
Japan and in the United States, all of which are in turn
sensitive to the monetary, fiscal and trade policies pursued by
the governments of Japan, the United States and other countries
prominent in international trade and finance.  In recent years,
rates of exchange between the U.S. dollar and the Japanese yen
have been highly volatile.





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