SMITH BARNEY EUROPEAN FUND
a series of Smith Barney Investment Funds Inc.
Supplement to Prospectus dated June 24, 1994
On December 20, 1994, the Board of Directors of Smith Barney
Investment Funds Inc. (the "Company") approved for its series, Smith Barney
European Fund (the "Fund"), a proposed reorganization pursuant to which the
assets of the Fund would be acquired by the European Portfolio (the
"Acquiring Fund"), a series of Smith Barney World Funds, Inc. through an
exchange of shares of the Acquiring Fund for substantially all of the
Fund's assets. These shares would then be distributed to shareholders of
the Fund in liquidation of the Fund. The Fund and the Acquiring Fund have
substantially similar investment objectives.
Under the terms of the proposed reorganization, each shareholder of
the Fund would become a shareholder of the Acquiring Fund, receiving shares
of the Acquiring Fund wth a value equal to the value of the shareholder'
s
investment in the Fund in accordance with the terms of the plan of
reorganization. No sales charge would be imposed in the transaction, and
it is anticipated that no gain or loss for Federal income tax purposes
would be reorganized by shareholders as a result of the reorganization.
The proposed reorganization is subject to the fulfillment of certain
conditions, including the approval of shareholders of the Fund. Proxy
materials describing the proposed reorganization will be mailed to Fund
shareholders in anticipation of a meeting of shareholders expected to be
held in April, 1995. If approved by shareholders at that time, the
transaction will occur as soon after the meeting as practicable.
_____________________
Dated December 20, 1994
