SMITH BARNEY MANAGED MUNICIPALS FUND INC
497, 1995-05-25
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                        SMITH BARNEY
                              
ADJUSTABLE RATE GOVERNMENT         LIMITED MATURITY
MUNICIPALS
    INCOME FUND                            FUND
ARIZONA MUNICIPALS FUND            LIMITED MATURITY TREASURY
CALIFORNIA MUNICIPALS FUND                 FUND
DIVERSIFIED STRATEGIC INCOME FUND  MANAGED GOVERNMENTS FUND
FLORIDA MUNICIPALS FUND            MANAGED MUNICIPALS FUND
GOVERNMENT SECURITIES FUND         MASSACHUSETTS MUNICIPALS
INTERMEDIATE MATURITY CALIFORNIA      FUND
   MUNICIPALS FUND                 NEW YORK MUNICIPALS FUND
INTERMEDIATE MATURITY NEW YORK     OREGON MUNICIPALS FUND
   MUNICIPALS FUND                 TAX-EXEMPT INCOME FUND
INVESTMENT GRADE BOND FUND         UTILITIES FUND


       Supplement Dated May 25, 1995 to Prospectuses*


     The following information supplements, and to the
extent inconsistent therewith, supersedes the information
set forth in the Prospectuses of the above mentioned Funds.

Dividend Declaration

     Beginning July 1, 1995, each Fund will declare
dividends from its net investment income monthly. Dividends
will be ordinarily paid by each Fund on the last Friday of
each month, to shareholders of record as of the preceding
Tuesday.

Payment for and Redemption of Shares

     Beginning June 7, 1995, in accordance with certain
regulatory changes, payment for Fund shares is due to Smith
Barney or an Introducing Broker or an investment dealer in
the selling group on the third business day after trade
date.  In addition, redemption proceeds will be remitted to
shareholders no later than the third business day after
receipt of proper tender of a redemption request.





* Prospectuses dated:

Adjustable Rate Government Income Fund
7/30/94                  Limited Maturity Municipals Fund
1/29/95
Arizona Municipals Fund    7/30/94 Limited Maturity Treasury
Fund                       1/29/95
California Municipals Fund           4/29/95
Managed Governments Fund   11/7/94
Diversified Strategic Income Fund    11/7/94
Managed Municipals Fund    4/29/95
Florida Municipals Fund  12/30/94  Massachusetts Municipals
Fund                       1/29/95
Government Securities Fund             3/1/95          New
York Municipals Fund       11/7/94
Intermediate Maturity California Municipals Fund
1/29/95                  Oregon Municipals Fund
5/23/94
Intermediate Maturity New York Municipals Fund
1/29/95                  Tax-Exempt Income Fund
11/7/94
Investment Grade Bond Fund             3/1/95
Utilities Fund             11/7/94





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