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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 1, 1998
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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SALOMON SMITH BARNEY HOLDINGS INC. TARGETS TRUST I
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE DELAWARE
(STATE OR OTHER JURISDICTION OF (STATE OR OTHER JURISDICTION OF
INCORPORATION OR ORGANIZATION) INCORPORATION OR ORGANIZATION)
22-1660266 13-4000891
(I.R.S. EMPLOYER IDENTIFICATION NO.) (I.R.S. EMPLOYER IDENTIFICATION NO.)
388 GREENWICH STREET 10013
NEW YORK, NEW YORK (ZIP CODE)
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES)
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If this Form relates to the registration of a class of securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box. / /
If this Form relates to the registration of a class of securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. /X/
Securities to be registered pursuant to Section 12(b) of the Act:
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TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH
TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
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Targeted Growth Enhanced Terms Securities Chicago Board Options Exchange
("TARGETS(SM)") With Respect to the Common Stock of
Cisco Systems, Inc.
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Securities to be registered pursuant to Section 12(g) of the Act:
None
(TITLE OF CLASS)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a description of the securities to be registered hereunder,
reference is made to the information under the headings "Summary," "Risk
Factors" and "Description of the TARGETS" on pages 5 through 8, 9 through 12 and
18 through 33, respectively, of the registrants' Prospectus, Subject to
Completion, dated May 8, 1998 (Registration No. 333-45529), which information is
hereby incorporated herein by reference and made part of this application in its
entirety.
ITEM 2. EXHIBITS.
99 (A). Prospectus, Subject to Completion, dated May 8, 1998,
incorporated by reference to Amendment No. 2 to the Registration Statement on
Form S-3 of Salomon Smith Barney Holdings Inc. (the "Company") and TARGETS Trust
I (the "Trust") filed with the Securities and Exchange Commission on May 8, 1998
(No. 333-45529).
99 (B). Certificate of Trust of TARGETS Trust I, incorporated by
reference to Exhibit 4(a) to the Registration Statement on Form S-3 of the
Company and the Trust filed with the Securities and Exchange Commission on
February 3, 1998 (No. 333-45529).
99 (C). Form of Amended and Restated Declaration of Trust of TARGETS
Trust I, incorporated by reference to Exhibit 4(b) to Amendment No. 1 to the
Registration Statement on Form S-3 of the Company and the Trust filed with the
Securities and Exchange Commission on March 26, 1998 (No. 333-45529).
99 (D). Form of TARGETS Guarantee Agreement between the Company and
The Chase Manhattan Bank, as Guarantee Trustee, incorporated by reference to
Exhibit 4(c) to Amendment No. 1 to the Registration Statement on Form S-3 of the
Company and the Trust filed with the Securities and Exchange Commission on March
26, 1998 (No. 333-45529).
99 (E). Indenture between the Company and The Chase Manhattan Bank, as
Trustee, incorporated by reference to Exhibit 4(d) to Amendment No. 1 to the
Registration Statement on Form S-3 of the Company and the Trust filed with the
Securities and Exchange Commission on March 26, 1998 (No. 333-45529).
99 (F). Form of TARGETS (included in Exhibit 99 (C)).
99 (G). Form of Forward Contract (included in Exhibit 99 (E)).
Other securities issued by Salomon Smith Barney Holdings Inc. are
listed on the Chicago Board Options Exchange.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this registration statement
or amendment thereto to be signed on its behalf by the undersigned, thereunto
duly authorized.
Salomon Smith Barney Holdings Inc.
(Registrant)
Date: June 1, 1998 By: /s/ Mark I. Kleinman
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Name: Mark I. Kleinman
Title: Deputy Treasurer
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INDEX TO EXHIBITS
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Exhibit No. Exhibit
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99 (A). Prospectus, Subject to Completion, dated May 8, 1998,
incorporated by reference to Amendment No. 2 to the
Registration Statement on Form S-3 of Salomon Smith
Barney Holdings Inc. (the "Company") and TARGETS Trust I
(the "Trust") filed with the Securities and Exchange
Commission on May 8, 1998 (No. 333-45529).
99 (B). Certificate of Trust of TARGETS Trust I, incorporated by
reference to Exhibit 4(a) to the Registration Statement
on Form S-3 of the Company and the Trust filed with the
Securities and Exchange Commission on February 3, 1998
(No. 333-45529).
99 (C). Form of Amended and Restated Declaration of Trust of
TARGETS Trust I, incorporated by reference to Exhibit
4(b) to Amendment No. 1 to the Registration Statement on
Form S-3 of the Company and the Trust filed with the
Securities and Exchange Commission on March 26, 1998 (No.
333-45529).
99 (D). Form of TARGETS Guarantee Agreement between the Company
and The Chase Manhattan Bank, as Guarantee Trustee,
incorporated by reference to Exhibit 4(c) to Amendment
No. 1 to the Registration Statement on Form S-3 of the
Company and the Trust filed with the Securities and
Exchange Commission on March 26, 1998 (No. 333-45529).
99 (E). Indenture between the Company and The Chase Manhattan
Bank, as Trustee, incorporated by reference to Exhibit
4(d) to Amendment No. 1 to the Registration Statement on
Form S-3 of the Company and the Trust filed with the
Securities and Exchange Commission on March 26, 1998 (No.
333-45529).
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99 (F). Form of TARGETS (included in Exhibit 99 (C)).
99 (G). Form of Forward Contract (included in Exhibit 99 (E)).
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