Pricing Supplement No.  054      Dated  03/25/99             Rule 424(b)(2)
(To Prospectus dated December 1, 1997 and                    File No. 333-38931
Prospectus Supplement dated December 5, 1997)                       
                                This Pricing Supplement consists of 1 page(s)
SALOMON SMITH BARNEY HOLDINGS INC.                                        
Medium-Term Notes, Series H
(Registered Notes)
Due More Than Nine Months from Date of Issue
Principal Amount or Face Amount:     $75,000,000.00
Issue Price:     100.0000%
Proceeds to Company on original issuance:     $74,812,500.00
Commission or Discount on original issuance:     $187,500.00
Salomon Smith Barney Inc.'s capacity on original issuance:   |X|  As agent
    If as principal                                     |X|  As principal
       |X|  The Registered Notes are being offered at varying prices related
            to prevailing market prices at the time of resale.
       | |  The Registered Notes are being offered at a fixed initial public
            offering price  % of Principal Amount or Face Amount.
SSBI acted as a Principal for $50,000,000 & as an Agent for $25,000,000.
Original Issue Date:    03/30/99
Stated Maturity:    04/02/2002
Specified Currency:   
    (If other than U.S. Dollars)
Authorized Denominations:
    (If other than as set forth in the Prospectus Supplement)
Interest Payment Dates: 2nd of January, April, July & October. 
First Interest Payment Date is July 2, 1999.
    Accrue to Pay:  |X| Yes  | | No
Indexed Principal Note:   | |  Yes (See Attached)   |X|  No
Type of Interest on Note: | | Fixed Rate   |X| Floating Rate   | | Indexed Rate
                                                                 (See Attached)
Interest Rate (Fixed Rate Notes):            
Initial Interest Rate (Floating Rate Notes):
Base Rate: | | CD Rate | | Commercial Paper Rate  | | Federal Funds Rate 
           |x| LIBOR Telerate   | | LIBOR Reuters | | Treasury Rate
           | | Treasury Rate Constant Maturity    | | Other (See Attached)
Calculation Agent (If other than Citibank):   | | Salomon Brothers
                                              | | Other  (See Attached)
Computation of Interest:  | | 30 over 360       | | Actual over Actual
                          |X| Actual over 360   | | Other (See Attached)
    (If other than as set forth in the Prospectus Supplement)
Interest Reset Dates:  Each Interest Payment Date
Rate Determination Dates: 
    (If other than as set forth in the Prospectus Supplement)
Index Maturity:  3 Month   
Spread (+/-):     + 22 bps
Spread Multiplier:     
Change in Spread, Spread Multiplier or Fixed Interest Rate prior
    to Stated Maturity:     | | Yes (See Attached)  |X| No
Maximum Interest Rate:     
Minimum Interest Rate:     
Amortizing Note:   | |  Yes  (See Attached)   |X|  No
Optional Redemption:   | |  Yes   |X|  No
   Optional Redemption Dates:  
   Redemption Prices:  
   Redemption: | | In whole only and not in part | | May be in whole or in part
Optional Repayment:       | |  Yes     |X|  No
        Optional Repayment Dates:  
        Optional Repayment Prices:  
Discount Note:   | |  Yes   |X|  No
        Total Amount of OID:     
        Bond Yield to Call    :     
        Bond Yield to Maturity:     
        Yield to Maturity     :     
Cusip:  79548ECF7