<PAGE> 1
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 (Date of earliest event reported) October 8, 1998
---------------------
Salomon Smith Barney Holdings Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-4346 22-1660266
-------- ----------- -------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
388 Greenwich Street, New York, NY 10013
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(212) 816-6000
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE> 2
SALOMON SMITH BARNEY HOLDINGS INC.
CURRENT REPORT ON FORM 8-K
ITEM 5. OTHER EVENTS.
At 12:01 a.m., Eastern time, on October 8, 1998 (the "Effective Time"),
pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated as
of April 5, 1998, between Travelers Group Inc. ("Citigroup"), a Delaware
corporation and the parent of Salomon Smith Barney Holdings Inc. ("SSBH"), and
Citicorp, a Delaware corporation, as modified, Citicorp merged with and into
Citi Merger Sub Inc. (the "Subsidiary"), a Delaware corporation and a wholly
owned subsidiary of Citigroup (the "Merger"). In connection with the Merger, the
Subsidiary, which continued as the surviving corporation in the Merger, changed
its name to Citicorp, and Travelers Group Inc. changed its name to Citigroup
Inc. The Merger was a tax-free exchange.
On October 8, Citigroup announced that SSBH will report a net loss in
the 1998 third quarter of approximately $325 million, reflecting after-tax
losses of approximately $700 million related to Global Arbitrage and Russia
credit losses, which includes amounts previously reported on a Current Report on
Form 8-K dated August 31, 1998.
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: October 14, 1998 SALOMON SMITH BARNEY HOLDINGS INC.
By: /s/ Charles W. Scharf
---------------------------
Charles W. Scharf
Chief Financial Officer
