ENVIRODYNE INDUSTRIES INC
SC 13G/A, 1994-09-02
PLASTICS PRODUCTS, NEC
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                              UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                              SCHEDULE 13G

                 Under the Securities Exchange Act of 1934

                      (Amendment No.       1      )*
                                     -------------

                       Envirodyne Industries, Inc.
___________________________________________________________________________
                            (Name of Issuer)

                       Common Stock, $.01 par value
___________________________________________________________________________
                      (Title of Class of Securities)

                                294037205
                          ____________________
                             (CUSIP Number)

Check the following box if a fee is being paid with this statement (   ). 
(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>

<PAGE>
CUSIP No. 294037205                13G                   Page 2 of 7 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      |   |   91,953                                             |
| REPORTING   |___|______________________________________________________|
|  PERSON     | 7 |SOLE DISPOSITIVE POWER                                |
|   WITH      |   |                                                      |
|             |   |   --                                                 |
|             |___|______________________________________________________|
|             | 8 |SHARED DISPOSITIVE POWER                              |
|             |   |                                                      |
|             |   |   91,953                                             |
|_____________|___|______________________________________________________|
| 9 |AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON        |
|   |                                                                    |
|   |   91,953                                                           |
|   |                                                                    |
|___|____________________________________________________________________|
|10 |CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN       |
|   |SHARES*                                                             |
|   |                                                                    |
|   |   X                                                                |
|___|____________________________________________________________________|
|11 |PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9                     |
|   |                                                                    |
|   |   0.7%                                                             |
|___|____________________________________________________________________|
|12 |TYPE OF REPORTING PERSON*                                           |
|   |                                                                    |
|   |   HC,CO                                                            |
|___|____________________________________________________________________|
                  *SEE INSTRUCTION BEFORE FILLING OUT!<PAGE>

<PAGE>

Item 1(a).     Name of Issuer:

               Envirodyne Industries, Inc.

Item 1(b).     Address of Issuer's Principal Executive Offices:

               701 Harger Road, Suite 121
               Oak Brook, Illinois  60521

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:

               Common Stock, $.01 par value (the "Common Stock")

Item 2(e).     CUSIP Number:

               294037205

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 7 Pages<PAGE>

<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 August 31,
               1994:  91,953 shares.

               (b)  Percent of Class:  0.7%

               (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:  91,953

                       (iii)  sole power to dispose or to direct
                    the disposition of: --

                        (iv)  shared power to dispose or to direct
                    the disposition of:  91,953

                    As of August 31, 1994, 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 91,953 warrants ("Warrants") exercisable for 
               91,953 shares of Common Stock.  Such holdings
               represent the right to purchase in the aggregate
               0.7% of the 13,591,953 shares of Common Stock
               outstanding (consisting of 13,500,000 shares
               reported to be outstanding as of August 12, 1994 on
               the Issuer's Quarterly Report on Form 10-Q for the
               quarterly period ended June 30, 1994 and the shares
               issuable upon exercise of the Warrants held by SBI).

                    As of August 31, 1994, Mr. Michael J.
               Zimmerman, a Managing Director of SBI, held
               directly 1,448 shares of Common Stock and 1,642
               Warrants.  Each of SBI, SBHC and Salomon Inc hereby 
               disclaims beneficial ownership of any such shares of 
               Common Stock and Warrants held by Mr. Zimmerman.

                             Page 4
                           of 7 Pages<PAGE>

<PAGE>

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 [ x ].

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)(2) 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.









                             Page 5
                           of 7 Pages<PAGE>

<PAGE>

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:  September 2, 1994

                         SALOMON INC


                         By     /s/ Arnold S. Olshin
                           Name:  Arnold S. Olshin
                           Title:  Secretary





































                             Page 6
                           of 7 Pages<PAGE>

<PAGE>

                                                         EXHIBIT 1



           Salomon Brothers Inc ("SBI"), a broker-dealer registered
under Section 15 of the Securities Exchange Act of 1934, as
amended (the "1934 Act"), 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 SBI 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)(2) under the 1934 Act as a "parent 
holding company" of SBI in order to report the fact that as of
August 31, 1994 SBI had ceased to be the direct beneficial owner
and Salomon Inc and SBHC had ceased to be the indirect beneficial 
owners of more than five percent of the outstanding shares of the 
Common Stock, $.01 par value, of Envirodyne Industries, Inc.





























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