SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 2, 1995
--------------------------
Travelers Group Inc.
- ----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-9924 52-1568099
-------------- ---------------- --------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
388 Greenwich Street, New York, New York 10013
- ---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(212) 816-8000
- --------------------------------------------------------------------------
(Registrant's telephone number, including area code)
TRAVELERS GROUP INC.
Current Report on Form 8-K
Item 2. Acquisition or Disposition of Assets.
On October 2, 1995, The Travelers Insurance Company ("TIC") and The
Travelers Insurance Group Inc. ("TIGI"), both indirect wholly owned
subsidiaries of the Registrant, disposed of their interest in The
MetraHealth Companies, Inc. ("MetraHealth") through the merger of
MetraHealth and an acquisition subsidiary of United HealthCare Corporation
("United"). MetraHealth was the surviving corporation in the merger.
TIC and TIGI collectively owned 48.25% of MetraHealth's common
stock, and received a total of $831 million in connection with the
transaction. This amount includes a dividend paid by MetraHealth and
amounts paid by a subsidiary of Metropolitan Life Insurance Company for the
sale of TIC and TIGI's share of certain additional payments payable under
the merger agreement based on 1996 and 1997 "Company Earnings" (as defined
in the merger agreement). TIC and TIGI are also entitled to receive up to
an additional $169 million, based on Company Earnings for 1995.
The Registrant reflected its former Managed Care and Employee
Benefits Operations, including its interest in MetraHealth, in the
financial statements filed with the Registrant's Quarterly Report on Form
10-Q for the quarter ended June 30, 1995, as a discontinued operation.
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated: October 12, 1995
TRAVELERS GROUP INC.
By: /s/ Irwin Ettinger
-----------------------------
Irwin Ettinger
Senior Vice President
3