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:
June 5, 1996
SALOMON INC
(Exact name of registrant as specified in its charter)
Delaware I-4346 22-1660266
(State of Incorporation) (Commission File No.) (I.R.S. Employer
Identification No.)
Seven World Trade Center, New York, New York 10048
(Address of Principal Executive Offices) (Zip Code)
(212) 783-7000
(Registrant's Telephone No.)
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements
NONE
(b) Pro Forma Financial Information
NONE
(c) Exhibits
4. Form of Resettable Exchangeable Standard & Poor's
500 Index Notes ("SPINS") Due 2001
Page 2
SIGNATURES
Pursuant to the requirements of the Securities 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: June 19, 1996 /s/ Richard J. Carbone
-----------------------------
Richard J. Carbone
Principal Accounting
Officer and Controller
Page 3
EXHIBIT INDEX
Exhibit 4 Form of Resettable Exchangeable Standard & Poor's Index Notes
("SPINS") Due 2001
Page 4
<PAGE>
SALOMON INC
Resettable Exchangeable Standard & Poor's 500 Index Notes ("SPINs") Due 2001
REGISTERED NO. R-__ REGISTERED PRINCIPAL AMOUNT:
$______________________
__________________ SPINs ($1,000 times the number of SPINs
represented by this Debt Security).
CUSIP NO.: 79549B BC 0
SALOMON INC, a corporation duly organized and existing under
the laws of the State of Delaware (the "Company," which term includes any
successor corporation under the Indenture hereinafter referred to), for value
received, hereby promises to pay with respect to each SPIN represented by this
Debt Security, subject to a prior exercise of the Exchange Right (as defined
herein), to __________________ or registered assigns, on June 5, 2001 (the
"Maturity Date") the Amount Payable at Maturity (as defined herein) determined
in accordance with the procedures described herein. This Debt Security will not
bear periodic payments of interest, is not subject to redemption or any sinking
fund prior to maturity, and is not subject to the defeasance provisions of the
within-mentioned indenture.
The "Amount Payable at Maturity" shall be equal to, subject to
a prior exercise of the Exchange Right, for each SPIN, the greater of (i) $1,000
and (ii) the product of (A) $1,000 and (B) a fraction, the numerator of which is
the Final Index Value (as defined herein) of the S&P 500 Composite Stock Price
Index (the "S&P 500 Index") published by Standard & Poor's ("S&P"), a Division
of The McGraw Hill Companies, Inc., and the denominator of which is equal to the
product of (x) 1.0675 and (y) the Initial Index Value (as defined herein) of the
S&P 500 Index.
The Amount Payable at Maturity shall be calculated by Salomon
Brothers Inc (the "Calculation Agent") and written notice thereof shall be
provided to the Trustee and the Paying Agent as provided on the face hereof. The
Calculation Agent's determination of the Amount Payable at Maturity shall be
conclusive and binding absent manifest error.
On any Exchange Date (as defined herein), the holder of this
Debt Security will be entitled upon (i) completion by the holder and delivery to
the Trustee and the Calculation Agent of an Official Notice of Exchange (in the
form attached hereto) prior to 11:00 a.m. New York City time on such date and
(ii) delivery on such date of this Debt Security to the Trustee, to exchange the
SPINs represented by this Debt Security (the "Exchange Right") for an amount
equal, for each such SPIN, to the product of (A) $1,000 and (B) a fraction, the
numerator of which is the Index Value (as defined herein) of the S&P 500 Index
on the applicable Determination Date (as defined herein), and the denominator of
which is equal to the product of (x) 1.0675 and (y) the Initial Index Value (as
defined herein) of the S&P 500 Index. Such payment will be made five Business
Days (as defined herein) after the Determination Date with respect to any
Exchange Date, subject to delivery of this Debt Security to the Trustee on the
Exchange Date.
Payment of principal and any cash payable upon exercise of the
Exchange Right in respect of this Debt Security shall be made upon presentation
and surrender of this Debt Security at the corporate trust office of the Trustee
in the borough of Manhattan, the City and State of New York, in such coin or
currency of the United States as at the time of payment is legal tender for
payment of public and private debts.
Reference is hereby made to the further provisions of this
Debt Security set forth on the reverse hereof, which further provisions shall
for all purposes have the same effect as if set forth at this place.
Unless the certificate of authentication hereon has been duly
executed by the Trustee by manual signature, this Debt Security shall not be
entitled to any benefit under the Indenture or be valid or obligatory for any
purposes.
IN WITNESS WHEREOF, the Company has caused this instrument to
be duly executed under its corporate seal.
SALOMON INC,
By
/s/ Robert Denham
-----------------
Robert Denham
Chairman and Chief Executive Officer
Corporate Seal
Attest:
By
/s/ Arnold S. Olshin
--------------------
Arnold S. Olshin
Secretary
Dated: ________, 1996
CERTIFICATE OF AUTHENTICATION
This is one of the Debt Securities referred to
in the within-mentioned Indenture.
The Bank of New York,
as Trustee
By
----------------------
Authorized Signatory
<PAGE>
[Form of Reverse of Note]
SALOMON INC
Resettable Exchangeable Standard & Poor's 500 Index Notes ("SPINs") Due 2001
This security is one of the duly authorized issue of debt
securities of the Company (the "Debt Securities"), issued or to be issued in one
or more series under an indenture, dated as of October 27, 1993 (the
"Indenture"), between the Company and The Bank of New York, as trustee (the
"Trustee," which term includes any successor Trustee under the Indenture), to
which Indenture and all indentures supplemental thereto reference is hereby made
for a statement of the respective rights, limitations of rights, duties and
immunities thereunder of the Company, the Trustee and each of the Holders of the
Debt Securities and of the terms upon which the Debt Securities are, and are to
be, authenticated and delivered. All terms used in this Debt Security which are
not defined herein shall have the meanings assigned to them in the Indenture.
As used herein:
(a) The "Initial Index Value" will initially equal 671.70, the
closing value of the S&P 500 Index at the regular official weekday close of
trading on May 30, 1996, and will be subject to reset on the Reset Date, as
provided in the following sentence. In the event that the Index Value as of the
Determination Date with respect to the Reset Date is less than 671.70, the
Initial Index Value shall be reset on such Reset Date so as to be equal to the
greater of (i) such Index Value as of such Determination Date and (ii) 470.19.
In the event that the Initial Index Value is so reset, such reset Initial Index
Value shall be used by the Calculation Agent in the calculation of all amounts
due at maturity or upon an exercise of the Exchange Right at any time following
such Reset Date. The Initial Index Value may only be reset on the Reset Date,
and shall not be reset thereafter.
(b) The "Final Index Value" will be the Index Value on the
Determination Date with respect to the Maturity Date, as determined by the
Calculation Agent.
(c) The "Index Value," as of any Determination Date, will
equal the closing value of the S&P 500 Index or any Successor Index (as defined
below) at the regular official weekday close of trading on such Determination
Date. References herein to the S&P 500 Index shall be deemed to include any
Successor Index, unless the context requires otherwise.
(d) An "Exchange Date" will be any Trading Day that falls
during the period beginning May 30, 1997 and ending on the fifth scheduled
Trading Day prior to the Maturity Date. A "Trading Day" means a day, as
determined by the Calculation Agent, on which trading is generally conducted (i)
on the New York Stock Exchange ("NYSE"), American Stock Exchange ("AMEX"), and
the NASDAQ National Market ("NASDAQ NMS"), (ii) on the Chicago Mercantile
Exchange, (iii) on the Chicago Board of Options Exchange and (iv) in the
over-the-counter market for equity securities in the United States.
(e) The "Reset Date" will be May 30, 1997.
(f) The "Determination Date" will be (i) with respect to any
Exchange Date, such Exchange Date, (ii) with respect to the Reset Date, such
Reset Date and (iii) with respect to the Maturity Date, the fifth scheduled
Trading Day prior to the Maturity Date, unless, in any such case, there is a
Market Disruption Event on such Trading Day. If a Market Disruption Event occurs
on any such Trading Day, the Determination Date shall be the immediately
succeeding Trading Day during which no Market Disruption Event shall have
occurred; provided that if a Market Disruption Event has occurred on each of the
five Trading Days immediately succeeding (a) such Exchange Date, (b) such Reset
Date, or (c) such fifth scheduled Trading Day prior to the Maturity Date, then
the relevant Determination Date will be deemed to be the earlier of (x) such
fifth succeeding Trading Day or (y) the second scheduled Trading Day prior to
the Maturity Date, notwithstanding the occurrence of a Market Disruption Event
on such day (an "Extended Determination Date"). With respect to any such
Extended Determination Date on which a Market Disruption Event occurs, the
Calculation Agent will determine the value of the S&P 500 Index on such Extended
Determination Date in accordance with the formula for and method of calculating
the S&P 500 Index last in effect prior to the commencement of the Market
Disruption Event, using the closing price (or, if trading in the relevant
securities has been materially suspended or materially limited, its good faith
estimate of the closing price that would have prevailed but for such suspension
or limitation) on such Trading Day of each security most recently comprising the
S&P 500 Index.
(g) "Market Disruption Event" means, with respect to the S&P
500 Index: (i) a suspension, absence or material limitation of trading of 100 or
more of the securities included in the S&P 500 Index on the primary market for
such securities for more than two hours of trading or during the one-half hour
period preceding the close of trading in such market; or the suspension, absence
or material limitation of trading on the primary market for trading in futures
or options contracts related to the S&P 500 Index during the one-half hour
period preceding the close of trading in the applicable market, in each case as
determined by the Calculation Agent in its sole discretion; and (ii) a
determination by the Calculation Agent in its sole discretion that the event
described in clause (i) above materially interfered with the ability of the
Company or any of its affiliates to unwind all or a material portion of the
hedge with respect to the SPINs.
For purposes of determining whether a Market Disruption Event
has occurred: (1) a limitation on the hours or number of days of trading will
not constitute a Market Disruption Event if it results from an announced change
in the regular business hours of the relevant exchange or market, (2) a decision
to permanently discontinue trading in the relevant futures or options contract
will not constitute a Market Disruption Event, (3) limitations pursuant to NYSE
Rule 80A (or any applicable rule or regulation enacted or promulgated by the
NYSE, any other self-regulatory organization or the Securities and Exchange
Commission of similar scope, as determined by the Calculation Agent) on trading
during significant market fluctuations shall constitute a Market Disruption
Event, (4) a suspension of trading in a futures or options contract on the S&P
500 Index by the primary securities market related to such contract by reason of
(x) a price change exceeding limits set by such exchange or market, (y) an
imbalance of orders relating to such contracts or (z) a disparity in bid and ask
quotes relating to such contracts will constitute a suspension or material
limitation of trading in futures or options contracts related to the S&P 500
Index and (5) "a suspension, absence or material limitation of trading" on the
primary market on which futures or options contracts related to the S&P 500
Index are traded will not include any time when such market is itself closed for
trading under ordinary circumstances.
(h) "Business Day" means any day that is not a Saturday, a
Sunday or a day on which the NYSE or banking institutions or trust companies in
the City of New York are authorized or obligated by law or executive order to
close.
If S&P discontinues publication of the S&P 500 Index and S&P
or another entity publishes a successor or substitute index that the Calculation
Agent determines, in its sole discretion, to be comparable to the discontinued
S&P 500 Index (such index being referred to herein as a "Successor Index"), then
the relevant Index Value shall be determined by reference to the value of such
Successor Index at the close of trading on the NYSE, the AMEX, NASDAQ NMS or the
relevant exchange or market for the Successor Index on the applicable
Determination Date.
Upon any selection by the Calculation Agent of a Successor
Index, the Calculation Agent shall cause written notice thereof to be furnished
to the Company and the Trustee, who shall notify the holders of the SPINs within
three Trading Days of such selection.
If S&P discontinues publication of the S&P 500 Index prior to,
and such discontinuance is continuing on, any Determination Date and the
Calculation Agent determines that no Successor Index is available at such time,
then on such Determination Date, the Calculation Agent shall determine the Index
Value on such Determination Date. The Index Value shall be computed by the
Calculation Agent in accordance with the formula for and method of calculating
the S&P 500 Index last in effect prior to such discontinuance, using the closing
price (or, if trading in the relevant securities has been materially suspended
or materially limited, its good faith estimate of the closing price that would
have prevailed but for such suspension or limitation) on such Determination Date
of each security most recently comprising the S&P 500 Index.
If at any time the method of calculating the S&P 500 Index or
a Successor Index, or the value thereof, is changed in a material respect, or if
the S&P 500 Index or a Successor Index is in any other way modified so that such
index does not, in the opinion of the Calculation Agent, fairly represent the
value of the S&P 500 Index or such Successor Index had such changes or
modifications not been made, then, from and after such time, the Calculation
Agent shall, at the close of business in New York City on each Determination
Date, make such calculations and adjustments as, in the good faith judgment of
the Calculation Agent, may be necessary in order to arrive at a value of a stock
index comparable to the S&P 500 Index or such Successor Index, as the case may
be, as if such changes or modifications had not been made, and calculate the
Index Value with reference to the S&P 500 Index or such Successor Index, as
adjusted. Accordingly, if the method of calculating the S&P 500 Index or a
Successor Index is modified so that the value of such index is a fraction of
what it would have been if it had not been modified (e.g., due to a split in the
index), then the Calculation Agent shall adjust such index in order to arrive at
a value of the S&P 500 Index or such Successor Index as if it had not been
modified (e.g., as if such split had not occurred).
The Trustee shall not at any time be under any duty or
responsibility to any holder of this Debt Security to determine whether any
facts exist which may require any adjustment to the Index Value or the Final
Index Value or with respect to the nature or extent of any such adjustment when
made or with respect to the method employed in making the same.
Upon exercise by the holder of this Debt Security of the
Exchange Right, prior to 9:30 a.m. on the first Business Day succeeding the
Determination Date with respect to the applicable Exchange Date, the Company
shall, or shall cause the Calculation Agent to, provide written notice to the
Trustee at its New York office, on which notice the Trustee may conclusively
rely, (i) of its receipt of the applicable "Official Notice of Exchange," (ii)
of the number of SPINs to be exchanged and (iii) of the amount of cash to be
paid per SPIN to be exchanged.
The Company shall, or shall cause the Calculation
Agent to, deliver such cash to the Trustee for delivery to the holders. Such
delivery or payment shall be made five Business Days after the Determination
Date with respect to such Exchange Date, subject to delivery of this Debt
Security to the Trustee on the Exchange Date as aforesaid.
All dollar amounts resulting from the calculation of the
payment amounts due upon exchange or at maturity will be rounded on a per SPIN
basis to the nearest cent with one-half cent being rounded upwards.
If the number of SPINs to be exchanged is less than the number
represented by this Debt Security, the Trustee shall issue to the holder hereof,
a new Debt Security having identical terms and provisions and representing a
number of SPINs equal to the difference between the number of SPINs represented
by this Debt Security and the number of SPINs so exchanged by the Holder. All
such exchanges will be free of charge, but the Company may require payment of a
sum sufficient to cover any tax or other governmental charge in connection
therewith.
If an Event of Default with respect to the SPINs shall have
occurred and be continuing, the principal of all the SPINs may be declared due
and payable in the manner and with the effect provided in the Indenture. In case
an Event of Default with respect to any SPINs shall have occurred and be
continuing, the amount declared due and payable upon any acceleration of the
SPINs will be determined by the Calculation Agent and will be equal to, for each
such SPIN, the greater of (i) $1,000 and (ii) an amount in dollars equal to the
product of (A) $1,000 and (B) a fraction, the numerator of which is the Index
Value of the S&P 500 Index determined as though the Determination Date were the
date of acceleration, and the denominator of which is equal to the product of
(x) 1.0675 and (y) the Initial Index Value of the S&P 500 Index as of such date
of acceleration.
The SPINs are issuable only in registered form without coupons
in denominations representing a whole number of SPINs.
The Trustee will from time to time register the transfer of
this Debt Security upon surrender thereof at the principal corporate trust
office of the Trustee, duly endorsed by, or accompanied by a written instrument
or instruments of transfer in a form satisfactory to the Trustee duly executed
by the holder thereof, a duly appointed legal representative or a duly
authorized attorney. Such signature must be guaranteed. A new Debt Security will
be issued to the transferee upon any such registration of transfer.
At the option of a holder, this Debt Security may be exchanged
for other Debt Securities representing a like number of SPINs, upon surrender to
the Trustee at the Trustee's Office of this Debt Security. The Company will
thereupon execute, and the Trustee will authenticate and deliver, one or more
new Debt Securities representing such like number of SPINs.
If any Debt Security is mutilated, lost, stolen or destroyed,
the Company shall execute, and the Trustee shall authenticate and deliver, in
exchange and substitution for such mutilated Debt Security, or in replacement
for such lost, stolen or destroyed Debt Security, a new Debt Security
representing the same number of SPINs represented by such Debt Security, but
only upon receipt of evidence satisfactory to the Company and to the Trustee of
loss, theft or destruction of such Debt Security and security or indemnity, if
requested, satisfactory to them. Holders requesting replacement Debt Securities
must also comply with such other reasonable regulations as the Company or the
Trustee may prescribe.
No service charge will be made for any registration of
transfer or exchange of Debt Securities, but the Company may require the payment
of a sum sufficient to cover any tax or government charge that may be imposed in
connection therewith, other than exchanges not involving any transfer. In the
case of the replacement of mutilated, lost, stolen or destroyed Debt Securities,
the Company may require the payment of a sum sufficient to cover any tax or
other governmental charge that may be imposed in connection therewith and any
other expenses (including the fees and expenses of the Trustee) connected
therewith.
The Company may, at its option, elect to make SPINs available
in book-entry form ("Book-Entry SPINs"). If the Company makes such an election,
the holder hereof may (but will not be required to) exchange this Debt Security
for Book-Entry SPINs, which will be represented by a beneficial interest in a
global security, by causing this Debt Security to be delivered to the Trustee on
or after the Initial Certificate Exchange Date (as defined below). The Trustee
shall arrange for delivery of the Debt Security so delivered to The Depository
Trust Company (the "Depositary"), in proper form for deposit into the
Depositary's book-entry system. Debt Securities received by the Depositary for
exchange during the period commencing on a date designated by the Company (the
"Initial Certificate Exchange Date") and ending on the 45th day after the
Initial Certificate Exchange Date (the "Initial Certificate Exchange Period")
will be exchanged for Book-Entry SPINs by the close of business on the Business
Day on which they are received by the Depositary (if received by the Depositary
by its then applicable cut-off time for same day credit) or on the following
Business Day (if received by the Depositary by its then applicable cut-off time
for next-day credit). After the last day of the Initial Certificate Exchange
Period, the Depositary will not be required to accept delivery of Debt
Securities in exchange for Book-Entry SPINs, but the Depositary may permit such
Debt Securities to be so exchanged on a case-by-case basis. It is anticipated
that after the Initial Certificate Exchange Period, Debt Securities delivered to
the Depositary in good order and in proper form for deposit will be accepted by
the Depositary for exchange for Book-Entry SPINs generally within three to four
Business Days after delivery to the Depositary. However, there can be no
assurance that such Debt Securities will be accepted for exchange or, if
accepted, that such exchange will occur within such time period. Debt Securities
surrendered at any time for exchange for Book-Entry SPINs may not be delivered
for settlement or transfer until such exchange has been effected.
In the event that the Company elects to make the SPINs
available in book-entry form, it will so notify the Depositary and the Trustee
by facsimile and first-class mail and the Trustee shall so notify the holder
hereof by first-class mail. Exchanges of Debt Securities for Book-Entry SPINs
will commence on the Initial Certificate Exchange Date, which will be
approximately five Business Days after the date on which the Company notifies
the Depositary and the Trustee that it has elected to permit such exchanges.
Holders of SPINs that desire to exchange their Debt Securities for Book-Entry
SPINs should contact their broker or a participant to ascertain whether the
Company has elected to make Book-Entry SPINs available, and if the Company has
made such election, to obtain information on procedures for submitting their
Debt Securities to the Trustee for delivery to the Depositary, including the
proper form for submission and (during the Initial Certificate Exchange Period)
the cut-off times for same-day and next-day exchange. A Debt Security that is
held on behalf of a beneficial owner in nominee or "street name" may be
automatically exchanged for Book-Entry SPINs by the broker or other entity that
is the registered holder of such SPINs, without any action of or consent by the
beneficial owner of the SPINs.
The Indenture permits, with certain exceptions as therein
provided, the amendment thereof and the modification of the rights and
obligations of the Company and the rights of the Holders of the Debt Securities
of each series to be affected under the Indenture at any time by the Company and
a majority in aggregate principal amount of the Debt Securities at the time
Outstanding of each series to be affected. The Indenture also contains
provisions permitting the Holders of specified percentages in aggregate
principal amount of the Debt Securities of any series at the time Outstanding,
on behalf of the Holders of all the Debt Securities of such series, to waive
compliance by the Company with certain provisions of the Indenture and certain
past defaults under the Indenture and their consequences. Any such consent or
waiver by the Holder of this Debt Security shall be conclusive and binding upon
such Holder and upon all future Holders of this Debt Security and of any Debt
Security issued upon the registration of or transfer hereof or in exchange
herefor or in lieu hereof, whether or not notation of such consent or waiver is
made upon this Debt Security.
The holder of this Debt Security may not enforce such holder's
rights pursuant to the Indenture or the Debt Securities except as provided in
the Indenture. No reference herein to the Indenture and no provision of this
Debt Security or of the Indenture shall alter or impair the obligation of the
Company, which is absolute and unconditional, to pay the principal of this Debt
Security at the times, place and rate, and in the coin or currency, herein
described.
Prior to the due presentation of this Debt Security for
registration of transfer, the Company, the Trustee and any agent of the Company
or the Trustee may treat the Person in whose name this Debt Security is
registered as the owner hereof for all purposes, whether or not this Debt
Security is overdue, and neither the Company, the Trustee nor any such agent
shall be affected by notice to the contrary.
<PAGE>
OFFICIAL NOTICE OF EXCHANGE
Dated: ____________, ____
(date must be after May 30, 1997)
The Bank of New York
101 Barclay Street, 21st Floor
New York, New York 10286
Salomon Inc
Seven World Trade Center
New York, New York 10048
Salomon Brothers Inc, as Calculation Agent
Seven World Trade Center
New York, New York 10048
Attn: Kevin Beauregard
Fax: (212) 783-1098
Ladies and Gentlemen:
The undersigned holder of the Resettable Exchangeable Standard & Poor's
500 Index Notes Due 2001 of Salomon Inc (the "SPINs") hereby irrevocably elects
to exercise with respect to the number of SPINs indicated below, as of the date
hereof (or, if this letter is received after 11:00 a.m. on any Trading Day, as
of the next Trading Day, provided that such day is on or prior to the fifth
scheduled Trading Day prior to June 5, 2001), the Exchange Right as described in
the Prospectus Supplement dated May 31, 1996 and the Prospectus dated April 5,
1996 related to Registration Statement No. 333-01807. Capitalized terms not
defined herein have the meanings given to such terms in the Prospectus
Supplement. Please date and acknowledge receipt of this notice in the place
provided below on the date of receipt, and fax a copy to the fax number
indicated. Upon receipt of this notice, the Company will deliver five Business
Days after the Determination Date with respect to such Exchange Date, an amount
in dollars with respect to each SPIN being exchanged, as determined by the
Calculation Agent, equal to the product of (A) $1,000 and (B) a fraction, the
numerator of which is the applicable Index Value of the S&P 500 Index in respect
of such Determination Date, and the denominator of which is equal to the product
of (x) 1.0675 and (y) the Initial Index Value of the S&P 500 Index as of such
Determination Date, in accordance with the terms of the SPINs, as described in
the Prospectus Supplement.
Very truly yours,
----------------------------------------
[Name of Holder]
By:
------------------------------------
[Title]
----------------------------------------
[Fax No.]
----------------------------------------
Number of SPINs surrendered for exchange
Receipt of the above Official Notice of Exchange is hereby acknowledged
THE BANK OF NEW YORK, as Trustee
By:
-----------------------------------------------
Title:
Date and time of acknowledgement
------------------
SALOMON INC, as Issuer
SALOMON BROTHERS INC, as Calculation Agent
By SALOMON BROTHERS INC, as Calculation Agent
By:
-----------------------------------------------
Title:
Date and time of acknowledgement
------------------
<PAGE>
ABBREVIATIONS
The following abbreviations, when used in the inscription on
the face of this instrument, shall be construed as though they were written out
in full according to applicable laws or regulations:
TEN COM - as tenants in common UNIF GIFT MIN ACT
TEN ENT - as tenants by the entireties __________ Custodian _________
JT TEN - as joint tenants with right (Cust) (Minor)
of survivorship and not as Under Uniform Gifts to Minors Act
tenants in common
--------------------------------
(State)
Additional abbreviations may also be used though not in the above list.
----------------------------------------------
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s)
and transfer(s) unto
Please insert Social Security or Taxpayer I.D. or other
Identifying Number of Assignee
- -----------------------------------
______________________________________________________________________________
Please Print or Type Name and Address Including Postal Zip Code of Assignee
______________________________________________________________________________
the within Debt Security and all rights thereunder, hereby irrevocably
constituting and appointing
____________________________________________________________________ attorney
to transfer said Debt Security on the books of Salomon Inc with full power of
substitution in the premises.
Dated: _________________________________ __________________________________
Signature
Signature guarantee: _____________________________________________
NOTICE: The signature to this assignment must
correspond with the name as it appears upon the
_____________________________ face of the within Debt Security in every
particular, without alteration or enlargement
or any change whatsoever.
