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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 GROUP INC.
(Exact name of registrant as specified in its Charter)
Delaware 52-1568099
(State of incorporation (I.R.S. Employer
or organization) Identification no.)
388 Greenwich Street
New York, New York 10013
(Address of principal executive offices) (zip code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is securities and is to
effective upon filing pursuant to become effective simultaneously
General Instruction A(c)(1) please with the effectiveness of a
check the following box / / concurrent registration statement
under the Securities Act of 1933
pursuant to General Instruction
A(c)(2) please check the following
box / /
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
Depositary Shares, each representing New York Stock Exchange
1/5th of a share of 6.213% Cumulative
Preferred Stock, Series G
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
Stock Offered Hereby" and "Description of Depositary Shares" in the Registration
Statement on Form S-3 (No. 333-27155) and "Description of Series G Preferred
Stock" and "Description of Depositary Shares" in the Prospectus Supplement dated
July 8, 1997 filed pursuant to Rule 424(b)(2) of the Securities Act of 1933, as
amended (the "Act"), as supplemented by the Supplement dated July 10, 1997 to
Prospectus Supplement dated July 8, 1997 filed pursuant to Rule 424(b)(2) of the
Act.
Item 2. Exhibits.
2.1 Registration Statement on Form S-3 (No. 333-27155) of the Registrant
(the "Registration Statement").
2.2 Certificate of Designation of 6.213% Cumulative Preferred Stock,
Series G, of the Registrant, incorporated by reference to Exhibit 4.01
to the Registrant's Current Report on Form 8-K dated July 8, 1997.
2.3 Form of Deposit Agreement, incorporated by reference to Exhibit 4.18
to the Registration Statement.
2.4 Form of Depositary Receipt, incorporated by reference to Exhibit 4.19
to the Registration Statement.
2.5 Prospectus Supplement dated July 8, 1997 filed pursuant to Rule
424(b)(2) of the Act.
2.6 Supplement dated July 10, 1997 to Prospectus Supplement dated July 8,
1997 filed pursuant to Rule 424(b)(2) of the Act.
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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 GROUP INC.
By /s/ Robert Matza
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Robert Matza
Vice President and
Treasurer
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