OMB Approval
OMB Number: 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response......14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _____________)*
MascoTech, Inc.
- ---------------------------------------------------------------------------
(Name of Issuer)
$1.20 Convertible Preferred Stock, $1.00 par value
- ---------------------------------------------------------------------------
(Title of Class of Securities)
574670303
--------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement ( X ).
(A fee is not required only if the filing 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).
*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 the disclosures provided in a prior cover page.
The information required in 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).
<PAGE>
CUSIP No. 574670303 13G Page 2 of 6 Pages
________________________________________________________________________
| 1 |NAME OF REPORTING PERSON |
| |S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON |
| | |
| | Salomon Inc |
| | 22-1660266 |
|___|____________________________________________________________________|
| 2 |CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* |
| | |
| | (a) ( ) |
| | |
| | (b) ( x ) |
|___|____________________________________________________________________|
| 3 |SEC USE ONLY |
| | |
| | |
| | |
| | |
|___|____________________________________________________________________|
| 4 |CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | Delaware |
|___|____________________________________________________________________|
| | 5 |SOLE VOTING POWER |
| | | |
| NUMBER OF | | -- |
| SHARES |___|______________________________________________________|
|BENEFICIALLY | 6 |SHARED VOTING POWER |
| OWNED BY | | |
| EACH | | 922,400 |
| REPORTING |___|______________________________________________________|
| PERSON | 7 |SOLE DISPOSITIVE POWER |
| WITH | | |
| | | -- |
| |___|______________________________________________________|
| | 8 |SHARED DISPOSITIVE POWER |
| | | |
| | | 922,400 |
|_____________|___|______________________________________________________|
| 9 |AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 922,400 |
| | |
|___|____________________________________________________________________|
|10 |CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN |
| |SHARES* [ ] |
| | |
| | |
|___|____________________________________________________________________|
|11 |PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| | |
| | 8.54% |
|___|____________________________________________________________________|
|12 |TYPE OF REPORTING PERSON* |
| | |
| | HC,CO |
|___|____________________________________________________________________|
*SEE INSTRUCTION BEFORE FILLING OUT!<PAGE>
Item 1(a). Name of Issuer:
MascoTech, Inc. ("MascoTech")
Item 1(b). Address of Issuer's Principal Executive Offices:
21001 Van Born Road
Taylor, Michigan 48180
Item 2(a). Name of Person Filing:
Salomon Inc
Item 2(b). Address of Principal Business Office or, if none, Residence:
Seven World Trade Center
New York, New York 10048
Item 2(c). Citizenship or Place of Organization:
Delaware
Item 2(d). Title of Class of Securities:
$1.20 Convertible Preferred Stock, $1.00 par value
(the "Preferred Stock")
Item 2(e). CUSIP Number:
574670303
Item 3. If this statement is filed pursuant to Rules
13d-1(b) or 13d-2(b), check whether the person
filing is a:
(a) [ ] Broker or Dealer registered under
Section 15 of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act;
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act;
(d) [ ] Investment Company registered under
Section 8 of the Investment Company Act;
(e) [ ] Investment Adviser registered under
Section 203 of the Investment Advisers Act of 1940;
Page 3
of 6 Pages<PAGE>
(f) [ ] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or Endowment
Fund; see Section 240.13d-1(b)(1)(ii)(F);
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H).
Item 4. Ownership
(a) Amount Beneficially Owned as of December 31,
1993: 922,400 shares.
(b) Percent of Class: 8.54%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the
vote: --
(ii) shared power to vote or to direct
the vote: 922,400
(iii) sole power to dispose or to direct
the disposition of: --
(iv) shared power to dispose or to direct
the disposition of: 922,400
As of December 31, 1993, Salomon Brothers Inc
("SBI"), a wholly owned subsidiary of Salomon
Brothers Holding Company Inc ("SBHC"), which is in
turn a wholly owned subsidiary of Salomon Inc, held
directly 922,400 shares of Preferred Stock,
representing 8.54% of the 10,800,000 shares of Preferred
Stock reported to be outstanding in MascoTech's
Quarterly Report on Form 10-Q for the period ending
September 30, 1995.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [ ].
Page 4
of 6 Pages<PAGE>
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by
the Parent Holding Company.
Salomon Inc is filing this Statement on Schedule
13G pursuant to Rule 13d-1(b)(1)(ii)(G) under the
Securities Exchange Act of 1934, as amended. See
Exhibit 1.
Item 8. Identification and Classification of Members of
the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to
above were acquired in the ordinary course of
business and were not acquired for the purpose of
and do not have the effect of changing or
influencing the control of the issuer of such
securities and were not acquired in connection with
or as a participant in any transaction having such
purpose or effect.
Signature.
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 13, 1996
SALOMON INC
By
-----------------------------
Name: Arnold S. Olshin
Title: Secretary
Page 5
of 6 Pages<PAGE>
EXHIBIT 1
Salomon Brothers Asset Management Inc ("SBAM"), an
investment adviser registered under Section 203 of the Investment
Advisers Act of 1940, as amended, is a Delaware corporation that
is a wholly owned subsidiary of Salomon Brothers Holding Company
Inc ("SBHC"), which in turn is a Delaware corporation that is a
wholly owned subsidiary of Salomon Inc. The principal places of
business of SBAM and SBHC are located at Seven World Trade
Center, New York, New York 10048. Salomon Inc is filing this
Statement on Schedule 13G pursuant to Rule 13d-1(b)(1)(ii)(G)
under the Securities Exchange Act of 1934, as amended, as a
"parent holding company" of SBAM in order to report (x) the
direct beneficial ownership by SBAM of the $1.20 Convertible
Preferred Stock, $1.00 par value (the "Preferred Stock"), of
MascoTech, Inc. ("MascoTech") and (y) the indirect beneficial
ownership by SBHC and Salomon Inc of the Preferred Stock of
MascoTech.
Page 6
of 6 Pages
