SALOMON INC
8-A12B/A, 1994-01-28
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)

        Steven 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

           7.625% SNPL 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 page 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:  "7.625% SNPL 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 25, 1994 and filed with the Commission on
         January 27, 1994 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 28, 1994                   By:                          
                                             /s/ David C. Fisher      
                                             -------------------------
                                             Name:  David C. Fisher   
                                             Title: Principal         
                                                    Accounting        
                                                    Officer and       
                                                    Controller        





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                                                                               4

                               INDEX TO EXHIBITS

<TABLE> 
<CAPTION> 

                                              Sequentially Numbered
Exhibit No.          Exhibit                  Page at Which Located
- -----------          -------                  ---------------------
<S>                  <C>                      <C> 
    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).


</TABLE> 

                                      


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