As filed with the Securities and Exchange Commission on January   , 1994


             SECURITIES AND EXCHANGE COMMISSION          Registration No. 33-
                   WASHINGTON, D.C.  20549
                _____________________________

                           FORM S-8
                    REGISTRATION STATEMENT
                            UNDER
                  THE SECURITIES ACT OF 1933
             __________________________________ 
           
                      THE TRAVELERS INC.
              (formerly, PRIMERICA CORPORATION)
    (Exact name of registrant as specified in its charter)


                    DELAWARE                                 52-1568099
           (State or other jurisdiction                   (I.R.S. Employer
          of incorporation or organization)               Identification No.)


                  65 EAST 55TH STREET
                  NEW YORK, NEW YORK                            10022
         (Address of Principal Executive Offices)            (Zip Code)



                        THE TRAVELERS 
         SAVINGS, INVESTMENT AND STOCK OWNERSHIP PLAN
                   (Full title of the plan)


                 CHARLES O. PRINCE, III, ESQ.
                      THE TRAVELERS INC.
                     65 EAST 55TH STREET
                  NEW YORK, NEW YORK  10022
           (Name and address of agent for service)


                        (212) 891-8900
                 (Telephone number, including
               area code, of agent for service)


               CALCULATION OF REGISTRATION FEE

<TABLE> <CAPTION>
- -------------------------------------------------------------------------------------------------------
Title of                                Proposed maximum       Proposed maximum         Amount of
Securities            Amount to be       offering price       aggregate offering       registration
to be registered      registered            per share                price                    fee
- --------------------------------------------------------------------------------------------------------
<S>                   <C>               <C>                   <C>                      <C>
Common Stock, $.01
par value per share   1,000,000 (1)      $39.25 (2)            $39,250,000 (2)          $13,534.48 (2)
- -------------------------------------------------------------------------------------------------------

(1)  This Registration Statement also covers such additional number of shares
     as may be  issuable or saleable by reason of the  operation of the anti-
     dilution  provisions  of  The Travelers  Savings,  Investment  and Stock
     Ownership Plan that are covered by this Registration Statement.  

(2)  The  registration fee  for  the securities  registered  hereby has  been
     calculated pursuant to Rule 457(h) under the Securities Act and is based
     upon the average of the high and low sale price of the Common Stock, par
     value $.01 per share, of The Travelers Inc. as  reported on the New York
     Stock Exchange on January 24, 1994.
                                                                             
- -----------------------------------------------------------------------------

   In addition, pursuant to Rule 416(c) under  the Securities Act of 1933,
   this  Registration Statement  also covers  an  indeterminate amount  of
   interests to be  offered or sold pursuant to  the employee benefit plan
   described herein.

</TABLE>


<PAGE>




                              PART II

         INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

 ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

           The  following  documents  are  hereby  incorporated  by
 reference in this Registration Statement:

           (a)  The  latest annual  report filed  by  The Travelers
 Inc.  (formerly Primerica  Corporation, the "Registrant") pursuant
 to Section 13(a) or  15(d) of the Securities Exchange  Act of 1934
 (the "Exchange Act")  or the Registrant's latest prospectus  filed
 pursuant to  Rule 424(b)  under the  Securities Act  of 1933  that
 contains,  either  directly  or  by  incorporation  by  reference,
 audited  financial statements  for the  Registrant's latest fiscal
 year for which such statements have been filed.

           (b)  All other reports  filed pursuant to Section  13(a)
 or 15(d)  of the  Exchange Act since  the end  of the  fiscal year
 covered by the annual report or the prospectus referred to  in (a)
 above.

           (c)  The  description of  the Registrant's  Common Stock
 contained in  the Registrant's registration  statement filed under
 the Exchange Act, including any amendment or report  filed for the
 purpose of updating such description.

           All  documents  subsequently  filed  by  the  Registrant
 pursuant to  Sections 13(a), 13(c), 14  and 15(d) of the  Exchange
 Act,  prior  to  the filing  of  a post-effective  amendment which
 indicates that  all securities  offered hereby  have been  sold or
 which registers  all securities  then remaining  unsold, shall  be
 deemed to  be incorporated by  reference herein  and to be  a part
 hereof from the date of the filing of such documents.

 ITEM 4.   DESCRIPTION OF SECURITIES.

           Not applicable.

 ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.
                                                  
           Not applicable.
  
 ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

           Pursuant to Section  145 of the General Corporation  Law
 of  the  State  of  Delaware  (the  "DGCL"),   a  corporation  may
 indemnify  a  director   or  officer  against  certain   expenses,
 judgments, fines, and amounts  paid in settlement  incurred by him
 in   connection  with   the   defense   of  a   civil,   criminal,
 administrative or  investigative proceeding to  which he has  been
 made, or  threatened to  be made, a  party by  reason of  the fact
 that  he  was a  director or  officer.   In  general, Section  145
 permits indemnification where  a director or officer acted in good
 faith and  in a  manner he reasonably  believed to  be in,  or not
 opposed  to, the  best  interests of  the  corporation.   In  some
 cases,  indemnification may  be  made  only with  court  approval.
 Section 3 of  Article V of the Registrant's By-laws  provides that
 the  Registrant shall indemnify  its directors and officers to the
 fullest extent permitted by the DGCL.

                                -2-



<PAGE>





           Section   102(b)(7)  of   the  DGCL   provides   that  a
 corporation's   certificate  of   incorporation  may   contain   a
 provision  eliminating  or limiting  the personal  liability  of a
 director  to  the corporation  or  its  stockholders for  monetary
 damages for  breaches of  fiduciary duty as  a director,  provided
 that such provision shall not eliminate or limit the  liability of
 a  director (i) for  any breach of the  director's duty of loyalty
 to  the  corporation   or  its  stockholders,  (ii)  for  acts  or
 omissions   not  in  good   faith  or  which  involve  intentional
 misconduct or a knowing violation of law, (iii) under  Section 174
 of the  DGCL, or (iv) for any transaction  from which the director
 derived an  improper personal  benefit.   Article Eleventh  of the
 Registrant's Certificate of  Incorporation limits the liability of
 directors to the fullest extent permitted by Section 102(b)(7).

           The Registrant  also  provides  liability insurance  for
 its directors and officers, which insurance provides  for coverage
 against loss from claims  made against directors  and officers  in
 their  capacity as  such, including certain  liabilities under the
 Securities  Act  of  1933,  as  amended.   In  certain  employment
 agreements,  the Registrant  or its subsidiaries  have also agreed
 to  indemnify  certain  officers  against loss  from  claims  made
 against such officers in connection with the  performance of their
 duties under  their employment  agreements.  Such  indemnification
 is  generally to  the same extent as  provided in the Registrant's
 By-laws.


 ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

           Not applicable.

 ITEM 8.   EXHIBITS.

           See Exhibit Index attached hereto.  

           The  Registrant undertakes  to submit  the plan  and any
 amendment thereto  to the Internal  Revenue Service (the "IRS") in
 a  timely manner  and the  Registrant has  made or  will make  all
 changes required by the IRS in order to qualify the plan.

 ITEM 9.   UNDERTAKINGS.

           (a)  The undersigned registrant hereby undertakes:

                (1)  To file, during any period in which  offers or
 sales   are  being  made,   a  post-effective  amendment  to  this
 registration statement:

                     (i)  To  include  any prospectus  required  by
 Section 10(a)(3) of the Securities Act of 1933;

                     (ii) To reflect  in the  prospectus any  facts
 or events  arising after the  effective date  of the  registration
 statement (or  the most recent  post-effective amendment  thereof)
 which, individually or  in the aggregate, represent a  fundamental
 change  in   the  information  set   forth  in  the   registration
 statement;

                     (iii)  To  include  any  material  information
 with  respect to the plan of distribution not previously disclosed
 in the  registration statement  or  any  material change


                                -3-



<PAGE>



 to  such information in the registration statement; 

 provided,  however, that  paragraphs  (a)(1)(i) and  (a)(1)(ii) do
 not  apply if the information  required to be included  in a post-
 effective amendment by  those paragraphs is contained in  periodic
 reports filed by the registrant pursuant to Section  13 or Section
 15(d)   of  the   Securities  Exchange   Act  of  1934   that  are
 incorporated by reference in the registration statement.

                (2)  That,  for  the  purpose  of  determining  any
 liability  under the  Securities  Act  of 1933,  each  such  post-
 effective  amendment  shall  be deemed  to  be a  new registration
 statement  relating to  the securities  offered  therein, and  the
 offering  of such securities  at that time  shall be  deemed to be
 the initial bona fide offering thereof; and

                (3)  To remove  from  registration  by means  of  a
 post-effective amendment  any of  the securities being  registered
 which remain unsold at the termination of the offering.

           (b)  The undersigned registrant hereby  undertakes that,
 for purposes  of determining  any liability  under the  Securities
 Act of  1933,  each  filing  of  the  registrant's  annual  report
 pursuant  to Section  13(a)  or Section  15(d) of  the  Securities
 Exchange Act  of 1934 (and,  where applicable,  each filing of  an
 employee benefit  plan's annual report  pursuant to Section  15(d)
 of the  Securities Exchange Act of  1934) that is incorporated  by
 reference in  the registration statement shall  be deemed to be  a
 new  registration  statement  relating to  the  securities offered
 therein, and  the offering of such  securities at that time  shall
 be deemed to be the initial bona fide offering thereof.

           (c)  Insofar as indemnification for  liabilities arising
 under the  Securities Act of 1933  may be permitted to  directors,
 officers and  controlling persons  of the  registrant pursuant  to
 the foregoing  provisions, or otherwise,  the registrant has  been
 advised  that in  the  opinion  of  the  Securities  and  Exchange
 Commission  such  indemnification  is  against  public  policy  as
 expressed in  the Act and  is, therefore,  unenforceable.  In  the
 event that  a claim for  indemnification against such  liabilities
 (other than the payment by the registrant of  expenses incurred or
 paid  by  a  director,  officer  or  controlling   person  of  the
 registrant  in  the successful  defense  of  any action,  suit  or
 proceeding) is asserted  by such director, officer or  controlling
 person in  connection with  the securities  being registered,  the
 registrant will, unless  in the opinion of its counsel  the matter
 has been  settled by controlling precedent,  submit to a court  of
 appropriate    jurisdiction    the    question     whether    such
 indemnification by it  is against  public policy  as expressed  in
 the  Act and will  be governed by  the final  adjudication of such
 issue.


                                -4-



<PAGE>




                             SIGNATURES
                             ----------


 The Registrant.     Pursuant   to    the   requirements   of   the
 Securities  Act of 1933, The Travelers Inc.  certifies that it has
 reasonable  grounds  to   believe  that   it  meets  all  of   the
 requirements  for filing  on Form  S-8  and has  duly  caused this
 registration  statement  to  be  signed   on  its  behalf  by  the
 undersigned, thereunto duly  authorized, in the City of New  York,
 State of New York, this 26th day of January, 1994.

                               THE TRAVELERS INC.
                               Registrant

                               By:/s/Sanford I. Weill              
                                  -------------------------------------
                                   Sanford I. Weill, Chairman of the
                                   Board and Chief Executive Officer

      Pursuant to the requirements of the  Securities Act of  1933,
 this  registration  statement   has  been  signed  below  by   the
 following persons in the capacities indicated  on this 26th day of
 January, 1994.

      SIGNATURE                CAPACITY
      ---------                --------

                               Chairman of the Board and Chief 
                               Executive Officer (Principal
 /s/Sanford I. Weill           Executive Officer) and Director
 ------------------------
    Sanford I. Weill


                               President,  Chief  Operating Officer and 
                               Chief  Financial Officer  (Principal Financial
 /s/James Dimon                        Officer)  and  Director
 ------------------------
    James Dimon


                               Senior Vice President and Chief
                               Accounting Officer (Principal
 /s/Irwin R. Ettinger          Accounting Officer)
 ------------------------
    Irwin R. Ettinger



                               Director
 -----------------------
    C. Michael Armstrong



          *                     Director
 -----------------------
    Kenneth J. Bialkin

                                -5-





<PAGE>





    SIGNATURE                       CAPACITY
    ---------                       --------



                                    Director
 -----------------------
    Richard H. Booth


                                    Director
 -----------------------
    Edward H. Budd


          *                         Director
 -----------------------
    Joseph A. Califano, Jr.


          *                         Director
 -----------------------
    Robert W. Crispin


          *                         Director
 -----------------------
    Douglas D. Danforth


          *                         Director
 ----------------------
    Robert F. Daniell


          *                         Director
 ----------------------
    Leslie B. Disharoon


          *                         Director
 ----------------------
    Gerald R. Ford


                                    Director
 ----------------------
    Robert F. Greenhill


          *                         Director
 ----------------------
    Ann D. Jordan


          *                         Director
 ----------------------
    Robert I. Lipp


                                -6-





<PAGE>




    SIGNATURE                       CAPACITY        
    ---------                       --------



          *                         Director
 ----------------------
    Dudley C. Mecum


          *                         Director
 ----------------------
    Andrall E. Pearson


          *                         Director
 ----------------------
    Frank J. Tasco


          *                         Director
 ----------------------
    Linda J. Wachner


          *                         Director
 ----------------------
    Joseph R. Wright, Jr.


          *                         Director
 ----------------------
    Arthur Zankel


          *                         Director
 ----------------------
    Frank G. Zarb




 * By:/s/James Dimon            
      ------------------
      James Dimon
      Attorney-in-fact under the
      Powers of Attorney filed 
      as Exhibit 24 hereto.


                                      -7-



<PAGE>



                             SIGNATURE
                             ---------



 The Plan. Pursuant to  the requirements of  the Securities Act  of
 1933,  the Plan has duly caused this  Registration Statement to be
 signed  on   its  behalf  by   the  undersigned,  thereunto   duly
 authorized,  in the City  of New  York, State of  New York, on the
 26th day of January, 1994.


                                    The Travelers Savings, Investment 
                                    and Stock Ownership Plan


                                    By:/s/Barry  L. Mannes         
                                       ----------------------------
                                           Barry L. Mannes
                                           Chairman of Annuity Board
















                                -8-





<PAGE>



                           EXHIBIT INDEX
                           -------------



 Exhibit
 Number    Description of Document
 ------    -----------------------

 5         Opinion of Mark J. Amrhein.  

 23.1      Consent of KPMG Peat Marwick.

 23.2      Consent of Coopers & Lybrand.

 23.3      Consent of Ernst & Young.

 23.4      Consent of  Mark J.  Amrhein (contained  in the  opinion
           filed as Exhibit 5).

 24        Powers  of  Attorney   of  certain   directors  of   the
           registrant.

 28.1      Information from  Reports Furnished  to State  Insurance
           Regulatory Authorities.  Schedule  P to the Consolidated
           Annual  Statement  of  Gulf  Insurance Company  and  its
           affiliated fire  and casualty  insurers, incorporated by
           reference to Exhibit  29.01 to  the Registrant's  Annual
           Report on Form  10-K for the fiscal year ended  December
           31, 1992  (File No. 1-9924).   The information  included
           in  Schedule P  of Annual  Statements  of The  Travelers
           Corporation  or   its  affiliates  is   omitted.     The
           Travelers  Corporation was previously a registrant under
           the  Securities Exchange  Act of  1934,  and filed  such
           information with the Securities and  Exchange Commission
           in  its own right.  On December  31, 1993, The Travelers
           Corporation   merged   into   the   Registrant.      The
           information included in Schedule P of Annual  Statements
           of  the   Registrant's  unconsolidated  subsidiaries  is
           omitted in accordance with paragraph 28,  clause (iv) of
           Item 601 of Regulation S-K.  









                                -9-
[{"type": "S-8", "sequence": "1", "description": "THE TRAVELERS INC.", "secsgml_size_bytes": 19515}]
{"company-data": {"conformed-name": "TRAVELERS INC", "cik": "0000831001", "assigned-sic": "6141", "irs-number": "521568099", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-52027", "film-number": "94502837"}, "business-address": {"street1": "65 E 55TH ST", "city": "NEW YORK", "state": "NY", "zip": "10022", "phone": "2128918900"}, "former-company": [{"former-conformed-name": "PRIMERICA CORP /NEW/", "date-changed": "19920703"}, {"former-conformed-name": "COMMERCIAL CREDIT GROUP INC", "date-changed": "19890102"}]}
As filed with the Securities and Exchange Commission on January   , 1994

             SECURITIES AND EXCHANGE COMMISSION          Registration No. 33-
                   WASHINGTON, D.C.  20549
                _____________________________

                           FORM S-8
                    REGISTRATION STATEMENT
                            UNDER
                  THE SECURITIES ACT OF 1933
             __________________________________ 
           
                      THE TRAVELERS INC.
              (formerly, PRIMERICA CORPORATION)
    (Exact name of registrant as specified in its charter)

                    DELAWARE                                 52-1568099
           (State or other jurisdiction                   (I.R.S. Employer
          of incorporation or organization)               Identification No.)

                  65 EAST 55TH STREET
                  NEW YORK, NEW YORK                            10022
         (Address of Principal Executive Offices)            (Zip Code)

                        THE TRAVELERS 
         SAVINGS, INVESTMENT AND STOCK OWNERSHIP PLAN
                   (Full title of the plan)

                 CHARLES O. PRINCE, III, ESQ.
                      THE TRAVELERS INC.
                     65 EAST 55TH STREET
                  NEW YORK, NEW YORK  10022
           (Name and address of agent for service)

                        (212) 891-8900
                 (Telephone number, including
               area code, of agent for service)

               CALCULATION OF REGISTRATION FEE
- -------------------------------------------------------------------------------------------------------
Title of                                Proposed maximum       Proposed maximum         Amount of
Securities            Amount to be       offering price       aggregate offering       registration
to be registered      registered            per share                price                    fee
- --------------------------------------------------------------------------------------------------------
Common Stock, $.01
par value per share   1,000,000 (1)      $39.25 (2)            $39,250,000 (2)          $13,534.48 (2)
- -------------------------------------------------------------------------------------------------------

(1)  This Registration Statement also covers such additional number of shares
     as may be  issuable or saleable by reason of the  operation of the anti-
     dilution  provisions  of  The Travelers  Savings,  Investment  and Stock
     Ownership Plan that are covered by this Registration Statement.  

(2)  The  registration fee  for  the securities  registered  hereby has  been
     calculated pursuant to Rule 457(h) under the Securities Act and is based
     upon the average of the high and low sale price of the Common Stock, par
     value $.01 per share, of The Travelers Inc. as  reported on the New York
     Stock Exchange on January 24, 1994.
                                                                             
- -----------------------------------------------------------------------------

   In addition, pursuant to Rule 416(c) under  the Securities Act of 1933,
   this  Registration Statement  also covers  an  indeterminate amount  of
   interests to be  offered or sold pursuant to  the employee benefit plan
   described herein.
PART II

         INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

 ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

           The  following  documents  are  hereby  incorporated  by
 reference in this Registration Statement:

           (a)  The  latest annual  report filed  by  The Travelers
 Inc.  (formerly Primerica  Corporation, the "Registrant") pursuant
 to Section 13(a) or  15(d) of the Securities Exchange  Act of 1934
 (the "Exchange Act")  or the Registrant's latest prospectus  filed
 pursuant to  Rule 424(b)  under the  Securities Act  of 1933  that
 contains,  either  directly  or  by  incorporation  by  reference,
 audited  financial statements  for the  Registrant's latest fiscal
 year for which such statements have been filed.

           (b)  All other reports  filed pursuant to Section  13(a)
 or 15(d)  of the  Exchange Act since  the end  of the  fiscal year
 covered by the annual report or the prospectus referred to  in (a)
 above.

           (c)  The  description of  the Registrant's  Common Stock
 contained in  the Registrant's registration  statement filed under
 the Exchange Act, including any amendment or report  filed for the
 purpose of updating such description.

           All  documents  subsequently  filed  by  the  Registrant
 pursuant to  Sections 13(a), 13(c), 14  and 15(d) of the  Exchange
 Act,  prior  to  the filing  of  a post-effective  amendment which
 indicates that  all securities  offered hereby  have been  sold or
 which registers  all securities  then remaining  unsold, shall  be
 deemed to  be incorporated by  reference herein  and to be  a part
 hereof from the date of the filing of such documents.

 ITEM 4.   DESCRIPTION OF SECURITIES.

           Not applicable.

 ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.
                                                  
           Not applicable.
  
 ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

           Pursuant to Section  145 of the General Corporation  Law
 of  the  State  of  Delaware  (the  "DGCL"),   a  corporation  may
 indemnify  a  director   or  officer  against  certain   expenses,
 judgments, fines, and amounts  paid in settlement  incurred by him
 in   connection  with   the   defense   of  a   civil,   criminal,
 administrative or  investigative proceeding to  which he has  been
 made, or  threatened to  be made, a  party by  reason of  the fact
 that  he  was a  director or  officer.   In  general, Section  145
 permits indemnification where  a director or officer acted in good
 faith and  in a  manner he reasonably  believed to  be in,  or not
 opposed  to, the  best  interests of  the  corporation.   In  some
 cases,  indemnification may  be  made  only with  court  approval.
 Section 3 of  Article V of the Registrant's By-laws  provides that
 the  Registrant shall indemnify  its directors and officers to the
 fullest extent permitted by the DGCL.

                                -2-
Section   102(b)(7)  of   the  DGCL   provides   that  a
 corporation's   certificate  of   incorporation  may   contain   a
 provision  eliminating  or limiting  the personal  liability  of a
 director  to  the corporation  or  its  stockholders for  monetary
 damages for  breaches of  fiduciary duty as  a director,  provided
 that such provision shall not eliminate or limit the  liability of
 a  director (i) for  any breach of the  director's duty of loyalty
 to  the  corporation   or  its  stockholders,  (ii)  for  acts  or
 omissions   not  in  good   faith  or  which  involve  intentional
 misconduct or a knowing violation of law, (iii) under  Section 174
 of the  DGCL, or (iv) for any transaction  from which the director
 derived an  improper personal  benefit.   Article Eleventh  of the
 Registrant's Certificate of  Incorporation limits the liability of
 directors to the fullest extent permitted by Section 102(b)(7).

           The Registrant  also  provides  liability insurance  for
 its directors and officers, which insurance provides  for coverage
 against loss from claims  made against directors  and officers  in
 their  capacity as  such, including certain  liabilities under the
 Securities  Act  of  1933,  as  amended.   In  certain  employment
 agreements,  the Registrant  or its subsidiaries  have also agreed
 to  indemnify  certain  officers  against loss  from  claims  made
 against such officers in connection with the  performance of their
 duties under  their employment  agreements.  Such  indemnification
 is  generally to  the same extent as  provided in the Registrant's
 By-laws.

 ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

           Not applicable.

 ITEM 8.   EXHIBITS.

           See Exhibit Index attached hereto.  

           The  Registrant undertakes  to submit  the plan  and any
 amendment thereto  to the Internal  Revenue Service (the "IRS") in
 a  timely manner  and the  Registrant has  made or  will make  all
 changes required by the IRS in order to qualify the plan.

 ITEM 9.   UNDERTAKINGS.

           (a)  The undersigned registrant hereby undertakes:

                (1)  To file, during any period in which  offers or
 sales   are  being  made,   a  post-effective  amendment  to  this
 registration statement:

                     (i)  To  include  any prospectus  required  by
 Section 10(a)(3) of the Securities Act of 1933;

                     (ii) To reflect  in the  prospectus any  facts
 or events  arising after the  effective date  of the  registration
 statement (or  the most recent  post-effective amendment  thereof)
 which, individually or  in the aggregate, represent a  fundamental
 change  in   the  information  set   forth  in  the   registration
 statement;

                     (iii)  To  include  any  material  information
 with  respect to the plan of distribution not previously disclosed
 in the  registration statement  or  any  material change

                                -3-
to  such information in the registration statement; 

 provided,  however, that  paragraphs  (a)(1)(i) and  (a)(1)(ii) do
 not  apply if the information  required to be included  in a post-
 effective amendment by  those paragraphs is contained in  periodic
 reports filed by the registrant pursuant to Section  13 or Section
 15(d)   of  the   Securities  Exchange   Act  of  1934   that  are
 incorporated by reference in the registration statement.

                (2)  That,  for  the  purpose  of  determining  any
 liability  under the  Securities  Act  of 1933,  each  such  post-
 effective  amendment  shall  be deemed  to  be a  new registration
 statement  relating to  the securities  offered  therein, and  the
 offering  of such securities  at that time  shall be  deemed to be
 the initial bona fide offering thereof; and

                (3)  To remove  from  registration  by means  of  a
 post-effective amendment  any of  the securities being  registered
 which remain unsold at the termination of the offering.

           (b)  The undersigned registrant hereby  undertakes that,
 for purposes  of determining  any liability  under the  Securities
 Act of  1933,  each  filing  of  the  registrant's  annual  report
 pursuant  to Section  13(a)  or Section  15(d) of  the  Securities
 Exchange Act  of 1934 (and,  where applicable,  each filing of  an
 employee benefit  plan's annual report  pursuant to Section  15(d)
 of the  Securities Exchange Act of  1934) that is incorporated  by
 reference in  the registration statement shall  be deemed to be  a
 new  registration  statement  relating to  the  securities offered
 therein, and  the offering of such  securities at that time  shall
 be deemed to be the initial bona fide offering thereof.

           (c)  Insofar as indemnification for  liabilities arising
 under the  Securities Act of 1933  may be permitted to  directors,
 officers and  controlling persons  of the  registrant pursuant  to
 the foregoing  provisions, or otherwise,  the registrant has  been
 advised  that in  the  opinion  of  the  Securities  and  Exchange
 Commission  such  indemnification  is  against  public  policy  as
 expressed in  the Act and  is, therefore,  unenforceable.  In  the
 event that  a claim for  indemnification against such  liabilities
 (other than the payment by the registrant of  expenses incurred or
 paid  by  a  director,  officer  or  controlling   person  of  the
 registrant  in  the successful  defense  of  any action,  suit  or
 proceeding) is asserted  by such director, officer or  controlling
 person in  connection with  the securities  being registered,  the
 registrant will, unless  in the opinion of its counsel  the matter
 has been  settled by controlling precedent,  submit to a court  of
 appropriate    jurisdiction    the    question     whether    such
 indemnification by it  is against  public policy  as expressed  in
 the  Act and will  be governed by  the final  adjudication of such
 issue.

                                -4-
SIGNATURES
                             ----------

 The Registrant.     Pursuant   to    the   requirements   of   the
 Securities  Act of 1933, The Travelers Inc.  certifies that it has
 reasonable  grounds  to   believe  that   it  meets  all  of   the
 requirements  for filing  on Form  S-8  and has  duly  caused this
 registration  statement  to  be  signed   on  its  behalf  by  the
 undersigned, thereunto duly  authorized, in the City of New  York,
 State of New York, this 26th day of January, 1994.

                               THE TRAVELERS INC.
                               Registrant

                               By:/s/Sanford I. Weill              
                                  -------------------------------------
                                   Sanford I. Weill, Chairman of the
                                   Board and Chief Executive Officer

      Pursuant to the requirements of the  Securities Act of  1933,
 this  registration  statement   has  been  signed  below  by   the
 following persons in the capacities indicated  on this 26th day of
 January, 1994.

      SIGNATURE                CAPACITY
      ---------                --------

                               Chairman of the Board and Chief 
                               Executive Officer (Principal
 /s/Sanford I. Weill           Executive Officer) and Director
 ------------------------
    Sanford I. Weill

                               President,  Chief  Operating Officer and 
                               Chief  Financial Officer  (Principal Financial
 /s/James Dimon                        Officer)  and  Director
 ------------------------
    James Dimon

                               Senior Vice President and Chief
                               Accounting Officer (Principal
 /s/Irwin R. Ettinger          Accounting Officer)
 ------------------------
    Irwin R. Ettinger

                               Director
 -----------------------
    C. Michael Armstrong

          *                     Director
 -----------------------
    Kenneth J. Bialkin

                                -5-
SIGNATURE                       CAPACITY
    ---------                       --------

                                    Director
 -----------------------
    Richard H. Booth

                                    Director
 -----------------------
    Edward H. Budd

          *                         Director
 -----------------------
    Joseph A. Califano, Jr.

          *                         Director
 -----------------------
    Robert W. Crispin

          *                         Director
 -----------------------
    Douglas D. Danforth

          *                         Director
 ----------------------
    Robert F. Daniell

          *                         Director
 ----------------------
    Leslie B. Disharoon

          *                         Director
 ----------------------
    Gerald R. Ford

                                    Director
 ----------------------
    Robert F. Greenhill

          *                         Director
 ----------------------
    Ann D. Jordan

          *                         Director
 ----------------------
    Robert I. Lipp

                                -6-
SIGNATURE                       CAPACITY        
    ---------                       --------

          *                         Director
 ----------------------
    Dudley C. Mecum

          *                         Director
 ----------------------
    Andrall E. Pearson

          *                         Director
 ----------------------
    Frank J. Tasco

          *                         Director
 ----------------------
    Linda J. Wachner

          *                         Director
 ----------------------
    Joseph R. Wright, Jr.

          *                         Director
 ----------------------
    Arthur Zankel

          *                         Director
 ----------------------
    Frank G. Zarb

 * By:/s/James Dimon            
      ------------------
      James Dimon
      Attorney-in-fact under the
      Powers of Attorney filed 
      as Exhibit 24 hereto.

                                      -7-
SIGNATURE
                             ---------

 The Plan. Pursuant to  the requirements of  the Securities Act  of
 1933,  the Plan has duly caused this  Registration Statement to be
 signed  on   its  behalf  by   the  undersigned,  thereunto   duly
 authorized,  in the City  of New  York, State of  New York, on the
 26th day of January, 1994.

                                    The Travelers Savings, Investment 
                                    and Stock Ownership Plan

                                    By:/s/Barry  L. Mannes         
                                       ----------------------------
                                           Barry L. Mannes
                                           Chairman of Annuity Board

                                -8-
EXHIBIT INDEX
                           -------------

 Exhibit
 Number    Description of Document
 ------    -----------------------

 5         Opinion of Mark J. Amrhein.  

 23.1      Consent of KPMG Peat Marwick.

 23.2      Consent of Coopers & Lybrand.

 23.3      Consent of Ernst & Young.

 23.4      Consent of  Mark J.  Amrhein (contained  in the  opinion
           filed as Exhibit 5).

 24        Powers  of  Attorney   of  certain   directors  of   the
           registrant.

 28.1      Information from  Reports Furnished  to State  Insurance
           Regulatory Authorities.  Schedule  P to the Consolidated
           Annual  Statement  of  Gulf  Insurance Company  and  its
           affiliated fire  and casualty  insurers, incorporated by
           reference to Exhibit  29.01 to  the Registrant's  Annual
           Report on Form  10-K for the fiscal year ended  December
           31, 1992  (File No. 1-9924).   The information  included
           in  Schedule P  of Annual  Statements  of The  Travelers
           Corporation  or   its  affiliates  is   omitted.     The
           Travelers  Corporation was previously a registrant under
           the  Securities Exchange  Act of  1934,  and filed  such
           information with the Securities and  Exchange Commission
           in  its own right.  On December  31, 1993, The Travelers
           Corporation   merged   into   the   Registrant.      The
           information included in Schedule P of Annual  Statements
           of  the   Registrant's  unconsolidated  subsidiaries  is
           omitted in accordance with paragraph 28,  clause (iv) of
           Item 601 of Regulation S-K.  

                                -9-