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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D/A
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
(Amendment No. 1)*
Trikon Technologies, Inc.
(Name of Issuer)
Common Stock, no par value
(Title of Class of Securities)
896187101
(CUSIP Number)
Stephanie B. Mudick
Deputy General Counsel
Travelers Group Inc.
388 Greenwich Street
New York, New York 10013
(212) 816-8000
(Name, address and telephone number of person
authorized to receive notices and communications)
January 20, 1998
(Date of event which requires filing of this statement)
______________________
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
(Continued on following pages)
________________________
* 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
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 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 1 of 6
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CUSIP NO. 896187101 13D PAGE 2 OF 6 PAGES
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Travelers Group Inc., 52-1568099
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF 7 SOLE VOTING POWER 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 821,913
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 821,913
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 821,913
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
14 TYPE OF REPORTING PERSON* HC
*SEE INSTRUCTIONS BEFORE FILLING OUT
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This Amendment No. 1 to the statement on Schedule 13D, dated November
28, 1997 (the "Schedule 13D"), of Travelers Group Inc. is being filed with
respect to the Common Stock, no par value (the "Common Stock"), of Trikon
Technologies, Inc., a California corporation (the "Issuer").
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b) The second and third paragraphs of this item as set
forth in the Schedule 13D are deleted and the following is inserted in their
place:
"As of January 20, 1998, TRV may be deemed to beneficially own 821,913
shares of Common Stock, which includes 13,790 shares of Common Stock and 808,123
shares of Common Stock issuable upon conversion of 12,635,000 7.125% Convertible
Notes due 10/15/01 (the "Convertible Notes"). 821,913 shares of Common Stock
represents 5.1% of the outstanding shares of Common Stock (based on 15,926,291
shares of Common Stock outstanding, which is the sum of the 15,118,168 shares of
Common Stock outstanding as of September 30, 1997, as reported in the Issuer's
Quarterly Report on Form 10-Q for the quarter ended September 30, 1997, and the
808,123 shares that would be issued upon conversion of the Convertible Notes).
Except as set forth or incorporated by reference herein, none of TRV
or, to the best knowledge of TRV, the persons listed in Annex A hereto,
beneficially owned any Common Stock or Convertible Notes on January 20, 1998."
(c) This item as set forth in the Schedule 13D is deleted and the
following is inserted in its place:
"The dates, number of shares and prices per share for all purchases
and sales of Common Stock and Convertible Notes by subsidiaries of TRV from
December 17, 1997, the date the Schedule 13D was filed, through the date hereof
are shown on Annex B hereto, which is incorporated herein by reference. All
such purchases and sales of Common Stock and Convertible Notes were effected in
the over-the-counter market."
Page 3 of 6 Pages
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ANNEXES
A. Executive Officers and Directors of Travelers Group Inc. (omitted from this
Amendment No. 1).
B. Description of Purchases and Sales of shares of Common Stock and
Convertible Notes by subsidiaries of TRV from December 17, 1998 through the
date hereof.
Page 4 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
January 30, 1998
TRAVELERS GROUP INC.
By: /s/ Stephanie B. Mudick
----------------------------
Name: Stephanie B. Mudick
Title: Assistant Secretary
Page 5 of 6 Pages
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ANNEX B
Set forth below are the purchases and sales of shares of Common Stock by
subsidiaries of TRV from December 17, 1997 through the date hereof. The
following purchases and sales were made in connection with market making
activities.
Number of Number of
Trade Date Shares Purchased Shares Sold Price Per Share
12/19/97 1,000 $1.2187
Set forth below are the purchases and sales of Convertible Notes by
subsidiaries of TRV from December 17, 1997 through the date hereof. The
following purchases and sales were made in connection with market making
activities.
Number of Number of
Convertible Convertible Price Per
Trade Date Notes Purchased Notes Sold Convertible Note
12/29/97 500,000 $39.7500
500,000 $40.0000
500,000 $40.0000
500,000 $39.7500
12/30/97 4,485,000 $40.6250
1/21/98 500,000 $42.5000
500,000 $42.0000
1,000,000 $42.0000
500,000 $42.7500
Page 6 of 6 Pages
