UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
TRAVELERS CAPITAL I
(Exact name of registrant as specified in its Charter)
Delaware 06-1448672
(State of incorporation or organization) (I.R.S. Employer
Identification no.)
c/o Travelers Group Inc.
388 Greenwich Street
New York, New York 10013
(Address of principal executive offices) (zip code)
If this Form relates to the registration If this Form relates to the
of a class of debt securities and is registration of a class of debt
effective upon filing pursuant to securities and is to become
General Instruction A(c)(1) please effective simultaneously with
check the following box / / 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:
Title of each class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
___% Trust Preferred Securities New York Stock Exchange
(and the Guarantee with respect
thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
(None)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
See the information set forth under the headings "Description of Preferred
Securities" and "Description of Guarantees" in the Registration Statement on
Form S-3 of the Registrant, as amended, dated September 30, 1996.
Item 2. Exhibits.
2.1 Registration Statement on Form S-3 (No. 333-12439) of the Registrant,
as amended (the "Registration Statement").
2.2 Certificate of Trust dated September 19, 1996, of Travelers Capital I,
incorporated by reference to Exhibit 4.1 to the Registration
Statement.
2.3 Form of Amended and Restated Declaration of Trust for Travelers
Capital I ("Declaration of Trust"), incorporated by reference to
Exhibit 4.6 to the Registration Statement.
2.4 Form of Preferred Security, included in the Declaration of Trust.
2.5 Form of Guarantee with respect to the Preferred Securities,
incorporated by reference to Exhibit 4.14 to the Registration
Statement.
2.6 Form of Indenture between Travelers Group Inc. and The Chase Manhattan
Bank, N.A., as Trustee, relating to the Junior Subordinated Debt
Securities, incorporated by reference to Exhibit 4.11 to the
Registration Statement.
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<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Act of 1934,
the Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized.
TRAVELERS CAPITAL I
By /s/ Irwin Ettinger
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Irwin Ettinger, as Trustee
By /s/ Heidi G. Miller
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Heidi G. Miller, as Trustee
TRAVELERS GROUP INC.
By /s/ Firoz B. Tarapore
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