<PAGE>
[LOGO OF SMITH BARNEY MUTUAL FUNDS]
SMITH BARNEY
PREMIER SELECTIONS
LARGE CAP Fund
CLASSIC INVESTOR SERIES
ANNUAL REPORT
APRIL 30, 2000
[LOGO OF SMITH BARNEY MUTUAL FUNDS]
NOT FDIC INSURED . NOT BANK GUARANTEED . MAY LOSE VALUE
<PAGE>
Smith Barney Premier
Selections Large Cap Fund
The Smith Barney Premier Selections Large Cap Fund ("Portfolio") seeks long-term
capital growth by investing in companies with market capitalizations of $5
billion or more at the time of investment. The Portfolio's holdings will be
comprised of stocks of approximately 40 companies. Please note that there can be
no assurance that the Portfolio will achieve its investment objective.
Smith Barney Premier Selections Large Cap Fund
Average Annual Total Returns
April 30, 2000
Without Sales Charges(1)
--------------------------------------------
Class A Class B Class L
==============================================================================
Since Inception+ ++ 8.25% 7.72% 7.72%
==============================================================================
With Sales Charges(2)
--------------------------------------------
Class A Class B Class L
==============================================================================
Since Inception+ ++ 2.83% 2.72% 5.60%
==============================================================================
(1) Assumes reinvestment of all dividends and capital gain distributions, if
any, at net asset value and does not reflect the deduction of the applicable
sales charges with respect to Class A and L shares or the applicable
contingent deferred sales charges ("CDSC") with respect to Class B and L
shares.
(2) Assumes reinvestment of all dividends and capital gain distributions, if
any, at net asset value. In addition, Class A and L shares reflect the
deduction of the maximum initial sales charges of 5.00% and 1.00%,
respectively; Class B shares reflect the deduction of a 5.00% CDSC, which
applies if shares are redeemed within one year from purchase. Thereafter,
the CDSC declines by 1.00% per year until no CDSC is incurred. Class L
shares also reflect the deduction of a 1.00% CDSC which applies if shares
are redeemed within the first year of purchase.
All figures represent past performance and are not a guarantee of future
results. Investment returns and principal value will fluctuate, and
redemption value may be more or less than the original cost.
+ Total return is not annualized, as it may not be representative of the total
return for the year.
++ Inception date for Class A, B and L shares is August 31, 1999.
--------------------------------------------------------------------------------
INVESTMENT STRATEGY HIGHLIGHT
--------------------------------------------------------------------------------
We believe that individual company selection should continue to be the primary
focus of any investor. Excellent products, management and strong balance sheets,
in our view, are the underlying strengths that often create franchise value and
lead to earnings growth, dividend growth, share buybacks and strategic
acquisitions. During periods marked by high volatility, we believe this approach
is a tried-and-true process that has served investors well for decades. (Of
course, no guarantees can be made that this investment approach will continue to
be successful.)
--------------------------------------------------------------------------------
NASDAQ SYMBOL
--------------------------------------------------------------------------------
Class A SPSAX
Class B SPSBX
Class L SPSLX
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WHAT'S INSIDE
--------------------------------------------------------------------------------
A Message from the Chairman ..................................................1
Shareholder Letter ...........................................................2
Historical Performance........................................................5
Smith Barney Premier Selections
Large Cap Fund at a Glance....................................................6
Schedule of Investments.......................................................7
Statement of Assets and Liabilities...........................................9
Statement of Operations......................................................10
Statement of Changes in Net Assets...........................................11
Notes to Financial Statements................................................12
Financial Highlights.........................................................16
Independent Auditors' Report.................................................17
<PAGE>
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A Message from the Chairman
--------------------------------------------------------------------------------
[PHOTO]
HEATH B. MCLENDON
Chairman
Dear Shareholder:
The U.S. economy has continued its rate of historic growth in the new
millennium. Unemployment is at an all-time low as consumer confidence reaches
all-time highs. However, in recent weeks, the U.S. markets have been
characterized by record volatility, leaving many investors with no clear
indication of the future direction of the market.
At SSB Citi Asset Management, Citigroup's asset management division, we remain
firmly committed to our belief that individual company selection should continue
to be the primary focus of any investor in any market. We believe that those
companies with superior products, strong management and a sound business plan
should be well-positioned to deliver continued earnings growth in an evolving
global economy.
We provide some 100 million people, businesses, governments and institutions in
100 countries with a broad range of financial products and services. SSB Citi
Asset Management, offers you access to a broad range of products including
equities, fixed income and money markets. Our global resources are extensive and
far-reaching, with a strong presence in the U.S., Europe, Japan, Latin America,
Asia Pacific and Australia.
We invite you to explore our capabilities as a market leader in areas such as
retirement, tax and estate planning. We encourage you to work closely with your
Salomon Smith Barney Financial Consultant to discuss the full range of services
we offer. He or she can further discuss the advantages of professional
investment management and how SSB Citi Asset Management can help you develop a
long-term disciplined plan to help you achieve your investment goals.
When you invest with Smith Barney Asset Management, you can do so with the
confidence that your interests come first, your investment success is paramount
and that the ultimate in resources is being committed to your financial future.
Thank you for investing with us.
Sincerely,
/s/ Heath B. McLendon
Heath B. McLendon
Chairman
May 8, 2000
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Smith Barney Premier Selections Large Cap Fund 1
<PAGE>
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Shareholder Letter
--------------------------------------------------------------------------------
[PHOTO] [PHOTO]
Alan J. Blake Frances A. Root
Vice President and Vice President and
Investment Officer Investment Officer
Dear Shareholder:
We are pleased to provide the annual report for the Smith Barney Premier
Selections Large Cap Fund ("Portfolio"), formerly known as the Smith Barney
Premier Selections Fund, for the period from commencement of operations (August
31, 1999) through April 30, 2000. In this report, we have summarized the
period's prevailing economic and market conditions and outlined our portfolio
strategy. The information provided herein represents the opinion of the manager
and is not intended to be a forecast of future results. Further, there is no
assurance that certain securities will remain in our out of the portfolio.
Performance Update and Investment Strategy1
From the Portfolio's inception (August 31, 1999) through April 30, 2000, the
Fund's Class A, Class B and Class L shares, without sales charges, returned
8.25%, 7.72% and 7.72%, respectively. The Portfolio's Class A, Class B and Class
L shares, with sales charges, returned 2.83%, 2.72% and 5.60% for the same
period. In comparison, the Russell 1000 Index2 had a total return of 13.87% for
the same time period.
The Portfolio's investment strategy is to combine the efforts of two portfolio
managers with complementary but different investment styles (value and growth)
and to invest in what they believe are the most attractive securities. The value
discipline seeks to identify companies whose stock prices do not currently
reflect the underlying value of corporate assets or earnings potential. Factors
such as price-to-earnings and price-to-sales ratios are used to target stocks
selling at a discount to their underlying intrinsic value. The growth discipline
seeks to identify companies that have an anticipated above-average rate of
earnings growth.
As previously noted, the Portfolio invests in established and large-capitalized
companies, many of which are dominant globally as well as domestically. The
Portfolio, seeks to build a portfolio based on the managers' best stock-picking
ideas, companies that they believe offer superior total return potential over
time. Within the large-cap universe, the managers look for world-class companies
that possess industry dominance, drive innovation and offer top products and
services. Their investment process enables shareholders to participate in a
concentrated portfolio of quality, larger-capitalization growth and value
companies.
In the growth-style portion of the portfolio, Alan J. Blake emphasizes
individual security selection. He specifically considers large-capitalization
companies that have above-average growth prospects, technological innovation,
industry dominance, competitive products and services, high return on capital
and an overall strong financial condition.
In the value portion of the portfolio, Frances A. Root searches for undervalued
stocks of established, well-recognized but temporarily out-of-favor companies.
She
---------------
1 Please note that the Portfolio's holdings are subject to change and any
discussion of holdings is as of April 30, 2000. Please refer to pages 7 and
8 for a complete list and percentage breakdown of the Portfolio's holdings.
2 The Russell 1000 Index measures the performance of the 1,000 largest
companies in the Russell 3000 Index, which represents approximately 98% of
the investable U.S. equity market.
--------------------------------------------------------------------------------
2 2000 Annual Report to Shareholders
<PAGE>
specifically considers companies that have low market valuations measured by her
valuation models, above-market dividend yields and established dividend records,
positive changes in earnings prospects, and improving returns on invested
capital, cash flow and liquidity.
Please note that investing in a non-diversified fund such as the Premier
Selections Large Cap Fund that invests in the securities of only 40 companies
may entail greater risk than is normally associated with more widely diversified
funds.
Market Update and Outlook
Large Cap Value
As the year unfolds, a major focus for many investors is not concern over the
reduced rate of growth of the U.S. economy but rather the change in monetary
policy by the Federal Reserve Board ("Fed"). The Fed has raised interest rates
three times by a total of 75 basis points3 since our last report as a preemptive
strike against inflation. Traditionally, stocks are negatively impacted by
rising interest rates. However, we anticipate that the Fed's efforts to moderate
the growth rate of the economy to a more sustainable pace may prove successful
over time, and we believe that the impact of higher interest rates should become
more pronounced in the coming months.4
Economic expansion overseas continues to gather force and remains a continuing
factor in Europe's growth. The weakening euro is bolstering exports while at the
same time concerning policy-makers who are mindful of importing inflation and,
as a result, are raising interest rates. (The euro is the single currency of the
European Monetary Union that was adopted in Belgium, Germany, Spain, France,
Ireland, Italy, Luxembourg, the Netherlands, Austria, Portugal and Finland on
January 1, 1999.)
Investor confidence in Japan's recovery is slowly building, and the rebound and
expansion are continuing throughout several Asian economies. Latin American
economies appear to be strengthening but, in our view, are especially dependent
on regional governments' implementation of economic and social reforms. Large
multinational companies, which we think are well-positioned to benefit from
increased global demand and well-diversified on a global scale, include our
holdings in the basic materials sector, most notably, Kimberly-Clark and Dow
Chemical.
The historic growth of the telecommunications sector continued during the
period. As local telephone companies and long-distance providers see their
businesses converge, they are each moving to expand into the fast-growing and
more profitable areas such as wireless, data and Internet services. We believe
that the predominant issues shaping the industry -- regulatory changes, the
migration of voice traffic to wireless and the evolution of the Internet --
should benefit those companies that are quick to respond. In our view, the
largest beneficiaries are likely to be those companies moving with the greatest
sense of urgency to establish strong positions in these new methods of delivery
by leveraging their existing customer base and seeking new sources of revenues.
We are closely watching developments across all industry sectors with respect to
the ever-evolving growth of the Internet, its impact and the competitive
responses of companies in the value portion of the Portfolio's investments.
During the first three months of 2000, we have seen a number of announcements by
those well-established, blue-chip "Old Economy" companies highlighting their
plans to use the power of the Internet to further increase their businesses. We
plan to look for those companies that continue to move rapidly in developing
profitable ways to capitalize on opportunities presented by the Internet,
recognizing both the medium's benefits and challenges.
Large Cap Growth
During the reporting period, the U.S. financial markets were marked by historic
levels of volatility and what we deem to be speculative trading by many
investors. Share prices, most notably in the technology area, in our view,
became completely detached from
---------------
3 A basis point is 0.01% or one one-hundredth of a percent.
4 Please note that on May 16, 2000, after this letter was written, the Fed
raised interest rates 50 basis points to 6.50%.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 3
<PAGE>
the underlying fundamentals such as price-to-earnings, price-to-sales and
price-to-book ratios.5 By the end of the first quarter of 2000, however, most
investors began to reassess the valuations assigned to many technology stocks.
We remain committed to our belief that individual company selection should
continue to be the primary focus of most investors. Excellent products,
managements and balance sheets are the underlying strengths that we think create
franchise value and lead to earnings growth, dividend growth, share buybacks and
strategic acquisitions. During periods of speculative excess, this investment
approach can appear dated, but we believe it is a process that has served
investors well for decades.6
The only change made to the Portfolio's growth selections during the period was
the sale of Pfizer and purchase of Amazon.com. The Portfolio's holdings included
both Warner-Lambert and Pfizer at the beginning of the reporting period.
However, the recently announced merger of these two companies led us to
eliminate the Portfolio's holding in Pfizer. Warner-Lambert, however, remains
one of the Portfolio's largest holdings and we believe that the newly combined
Warner/Pfizer business should prove to be a dominant player in the
pharmaceutical sector.
The proceeds from the Pfizer sale were used to initiate a position in
Amazon.com, a leading Internet retailer. We believe the recent decline in the
shares of many Internet companies has helped many investors identify those
companies best positioned to be dominant leaders in the Internet economy going
forward.
During the period, we remained focused on three broad industry sectors --
consumer, financial and technology. We believe that worldwide economic growth
should continue to benefit large, well-known global franchises. Our focus on the
financial industry is, in our opinion, a prudent strategy, due to the strength
of the worldwide economy and the emergence of increasingly affluent societies
across the globe. Within the technology sector, our focus remains on those
dominant market leadership companies we think are poised for future growth. We
anticipate that software, semiconductors, telecommunications and networking
companies should continue to generate high levels of growth, and we will
continue to look for those recognized leaders to add to the Portfolio's
investments when deemed appropriate.
In closing, thank you for investing in the Smith Barney Premier Selections Large
Cap Fund.
Sincerely,
/s/ Alan J. Blake /s/ Frances A. Root
ALAN J. BLAKE FRANCES A. ROOT
Vice President and Vice President and
Investment Officer Investment Officer
May 8, 2000
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Top Ten Holdings+ As of April 30, 2000
--------------------------------------------------------------------------------
1. Cisco Systems, Inc. 4.4%
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2. The Walt Disney Co. 4.3
--------------------------------------------------------------------------------
3. Texas Instruments Inc. 4.3
--------------------------------------------------------------------------------
4. Warner-Lambert Co. 4.0
--------------------------------------------------------------------------------
5. Intel Corp. 4.0
--------------------------------------------------------------------------------
6. Marsh & McLennan Cos., Inc. 3.8
--------------------------------------------------------------------------------
7. General Electric Co. 3.3
--------------------------------------------------------------------------------
8. Exxon Mobil Corp. 3.2
--------------------------------------------------------------------------------
9. Merrill Lynch & Co., Inc. 3.2
--------------------------------------------------------------------------------
10. Kimberly-Clark Corp. 3.2
--------------------------------------------------------------------------------
+ As a percentage of total common stock.
---------------
5 The price-to-earnings ratio is the price of a stock divided by its earnings
per share. The price-to-sales ratio is the current price of a stock divided
by the sales per share for the trailing 12 months. The price-to-book ratio
is the price of a stock compared to the difference between a company's
assets and liabilities.
6 Of course, there can be no guarantees that our strategy will continue to be
successful in the future.
--------------------------------------------------------------------------------
4 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Historical Performance -- Class A Shares
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Net Asset Value
-------------------------
Beginning End Income Capital Gain Total
Period Ended of Period of Period Dividends Distributions Return(1)
========================================================================================================================
<S> <C> <C> <C> <C> <C>
Inception* -- 4/30/00 $11.40 $12.34 $0.00 $0.00 8.25%
========================================================================================================================
</TABLE>
--------------------------------------------------------------------------------
Historical Performance -- Class B Shares
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Net Asset Value
-------------------------
Beginning End Income Capital Gain Total
Period Ended of Period of Period Dividends Distributions Return(1)
========================================================================================================================
<S> <C> <C> <C> <C> <C>
Inception* -- 4/30/00 $11.40 $12.28 $0.00 $0.00 7.72%
========================================================================================================================
</TABLE>
--------------------------------------------------------------------------------
Historical Performance -- Class L Shares
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Net Asset Value
-------------------------
Beginning End Income Capital Gain Total
Period Ended of Period of Period Dividends Distributions Return(1)
========================================================================================================================
<S> <C> <C> <C> <C> <C>
Inception* -- 4/30/00 $11.40 $12.28 $0.00 $0.00 7.72%
========================================================================================================================
</TABLE>
It is the Fund's policy to distribute dividends and capital gains, if any,
annually.
--------------------------------------------------------------------------------
Average Annual Total Returns+
--------------------------------------------------------------------------------
Without Sales Charges(1)
--------------------------------------------
Class A Class B Class L
================================================================================
Inception* to 4/30/00 8.25% 7.72% 7.72%
================================================================================
With Sales Charges(2)
--------------------------------------------
Class A Class B Class L
================================================================================
Inception* to 4/30/00 2.83% 2.72% 5.60%
================================================================================
(1) Assumes reinvestment of all dividends and capital gain distributions, if
any, at net asset value and does not reflect deduction of the applicable
sales charges with respect to Class A and L shares or the applicable
contingent deferred sales charges ("CDSC") with respect to Class B and L
shares.
(2) Assumes reinvestment of all dividends and capital gain distributions, if
any, at net asset value. In addition, Class A and L shares reflect the
deduction of the maximum initial sales charges of 5.00% and 1.00%;
respectively; Class B shares reflect the deduction of a 5.00% CDSC, which
applies if shares are redeemed within one year from purchase. Thereafter,
the CDSC declines by 1.00% per year until no CDSC is incurred. Class L
shares also reflect the deduction of a 1.00% CDSC which applies if shares
are redeemed within the first year of purchase.
* Inception date for Class A, B and L shares is August 31, 1999.
+ Total return is not annualized, as it may not be representative of the
total return for the year.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 5
<PAGE>
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund at a Glance (unaudited)
--------------------------------------------------------------------------------
Growth of $10,000 Invested in Class A, B and L Shares of the
Smith Barney Premier Selections Large Cap Fund vs. Russell 1000 Index+
August 1999 -- April 2000
[GRAPH]
<TABLE>
<CAPTION>
Smith Barney Smith Barney Smith Barney
Premier Selections Premiere Selections Premier Selections
\Large Cap Fund \Large Cap Fund \Large Cap Fund
-- Class A Shares -- Class B Shares -- Class L Shares Russell 1000 Index
<S> <C> <C> <C> <C>
8/31/99 9,500 10,000 9,896 10,000
Sep-99 8,867 8,858 9,135 9,725
Oct-99 9,425 9,408 9,702 10,379
Nov-99 9,658 9,649 9,943 10,645
Dec-99 10,133 10,140 10,430 11,287
Jan-00 10,108 10,105 10,395 10,826
Feb-00 9,858 9,842 10,134 10,796
Mar-00 10,758 10,772 11,055 11,780
4/30/00 10,283 10,272 10,560 11,388
</TABLE>
+ Hypothetical illustration of $10,000 invested in Class A, B and L shares on
August 31, 1999 (inception date), assuming deduction of the maximum 5.00%
and 1.00% sales charge at the time of investment for Class A and L shares,
respectively; and the deduction of the maximum 5.00% and 1.00% CDSC for
Class B and L shares, respectively. It also assumes reinvestment of
dividends and capital gains, if any, at net asset value through April 30,
2000. The Russell 1000 Index is a capitalization weighted total return
index which is comprised of 1,000 of some of the larger-capitalized
U.S.-domiciled companies whose common stock is traded in the United States
on the New York Stock Exchange, American Stock Exchange and Nasdaq. This
Index is unmanaged and is not subject to the same management and trading
expenses as a mutual fund. An investor cannot invest directly in an index.
All figures represent past performance and are not a guarantee of future
results. Investment returns and principal value will fluctuate, and
redemption values may be more or less than the original cost. No adjustment
has been made for shareholder tax liability on dividends or capital
gains.
Industry Diversification of Common Stock*
-----------------------------------------
[GRAPH]
7.7% Consumer Products
4.5% Diversified/Conglomerate
4.3% Entertainment and Leisure
13.8% Financial Services
10.1% Health Care/Drugs/Hospital Supplies
6.6% Insurance
4.0% Machinery/Industrial
9.5% Oil and Gas
15.5% Technology
7.5% Telecommunications
16.5% Other
* As a percentage of total common stock.
Investment Breakdown**
----------------------
[GRAPH]
1.7% Repurchase Agreement
98.3% Common Stock
** As a percentage of total investments.
--------------------------------------------------------------------------------
6 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Schedule of Investments April 30, 2000
--------------------------------------------------------------------------------
SHARES SECURITY VALUE
--------------------------------------------------------------------------------
COMMON STOCK -- 98.3%
Aluminum -- 2.2%
260,000 Alcoa Inc. $ 16,867,500
--------------------------------------------------------------------------------
Beverage -- 2.2%
359,700 The Coca-Cola Co. 16,928,381
--------------------------------------------------------------------------------
Chemical -- 1.9%
131,000 The Dow Chemical Co. 14,803,000
--------------------------------------------------------------------------------
Computer Software -- 3.8%
197,800 Microsoft Corp.* 13,796,550
811,100 Novell, Inc.* 15,917,838
--------------------------------------------------------------------------------
29,714,388
--------------------------------------------------------------------------------
Consumer Products -- 7.5%
467,800 The Gillette Co. 17,308,600
420,000 Kimberly-Clark Corp. 24,386,250
239,000 Wm. Wrigley Jr. Co. 17,297,625
--------------------------------------------------------------------------------
58,992,475
--------------------------------------------------------------------------------
Diversified/Conglomerate -- 4.4%
159,700 General Electric Co. 25,112,825
175,000 McGraw-Hill Companies, Inc. 9,187,500
--------------------------------------------------------------------------------
34,300,325
--------------------------------------------------------------------------------
Entertainment and Leisure -- 4.2%
768,400 The Walt Disney Co. 33,281,325
--------------------------------------------------------------------------------
Financial Services -- 13.6%
320,000 The Chase Manhattan Corp. 23,060,000
230,400 Fannie Mae 13,896,000
300,000 Marsh & McLennan Cos., Inc. 29,568,750
460,000 Mellon Financial Corp. 14,777,500
243,700 Merrill Lynch & Co., Inc. 24,842,169
--------------------------------------------------------------------------------
106,144,419
--------------------------------------------------------------------------------
Health Care/Drugs/Hospital Supplies -- 10.0%
270,000 Bristol-Myers Squibb Co. 14,158,125
191,200 Eli Lilly & Co. 14,782,150
259,300 Merck & Co., Inc. 18,021,350
271,900 Warner-Lambert Co. 30,945,619
--------------------------------------------------------------------------------
77,907,244
--------------------------------------------------------------------------------
Insurance -- 6.5%
196,800 American International Group, Inc. 21,586,500
250 Berkshire Hathaway Inc., Class A Shares* 14,825,000
230,000 The Chubb Corp. 14,633,750
--------------------------------------------------------------------------------
51,045,250
--------------------------------------------------------------------------------
Machinery/Industrial -- 3.9%
355,000 Caterpillar Inc. 14,000,313
300,000 Honeywell International Inc. 16,800,000
--------------------------------------------------------------------------------
30,800,313
--------------------------------------------------------------------------------
See Notes to Financial Statements.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 7
<PAGE>
--------------------------------------------------------------------------------
Schedule of Investments (continued) April 30, 2000
--------------------------------------------------------------------------------
SHARES SECURITY VALUE
================================================================================
Office Equipment and Supplies -- 3.6%
395,000 Pitney Bowes Inc. $ 16,145,625
465,000 Xerox Corp. 12,293,438
--------------------------------------------------------------------------------
28,439,063
--------------------------------------------------------------------------------
Oil and Gas -- 9.4%
350,000 BP Amoco PLC ADR 17,850,000
200,000 Enron Corp. 13,937,500
320,000 Exxon Mobil Corp. 24,860,000
450,000 The Williams Cos., Inc. 16,790,625
--------------------------------------------------------------------------------
73,438,125
--------------------------------------------------------------------------------
Paper -- 1.5%
325,000 International Paper Co. 11,943,750
--------------------------------------------------------------------------------
Retail -- 1.1%
150,000 Amazon.com, Inc. 8,278,125
--------------------------------------------------------------------------------
Technology -- 15.2%
484,400 Cisco Systems, Inc.* 33,582,543
243,100 Intel Corp. 30,828,118
181,800 Motorola, Inc. 21,645,562
201,000 Texas Instruments Inc. 32,737,874
--------------------------------------------------------------------------------
118,794,097
--------------------------------------------------------------------------------
Telecommunications -- 7.3%
391,400 America Online, Inc.* 23,410,613
340,000 AT&T Corp. 15,873,750
413,000 SBC Communications Inc. 18,094,563
--------------------------------------------------------------------------------
57,378,926
--------------------------------------------------------------------------------
TOTAL COMMON STOCK
(Cost -- $715,784,971) 769,056,706
================================================================================
FACE
AMOUNT SECURITY VALUE
================================================================================
REPURCHASE AGREEMENT-- 1.7%
$13,490,000 Goldman, Sachs & Co., 5.670% due 5/1/00;
Proceeds at maturity -- $13,496,374;
(Fully collateralized by U.S. Treasury
Notes & Bonds, 6.250% to 11.125% due
10/31/01 to 2/15/21; Market value --
$13,759,808) (Cost -- $13,490,000) 13,490,000
================================================================================
TOTAL INVESTMENTS -- 100%
(Cost -- $729,274,971**) $782,546,706
================================================================================
* Non-income producing security.
** Aggregate cost for Federal income tax purposes is substantially the same.
See Notes to Financial Statements.
--------------------------------------------------------------------------------
8 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Statement of Assets and Liabilities April 30, 2000
--------------------------------------------------------------------------------
ASSETS:
Investments, at value (Cost -- $729,274,971) $782,546,706
Cash 137
Receivable for Fund shares sold 2,094,610
Dividends and interest receivable 1,070,226
--------------------------------------------------------------------------------
Total Assets 785,711,679
--------------------------------------------------------------------------------
LIABILITIES:
Distribution fees payable 784,222
Management fees payable 455,418
Payable for Fund shares purchased 391,488
Accrued expenses 202,968
--------------------------------------------------------------------------------
Total Liabilities 1,834,096
--------------------------------------------------------------------------------
Total Net Assets $783,877,583
================================================================================
NET ASSETS:
Par value of capital shares $ 63,754
Capital paid in excess of par value 724,968,547
Accumulated net realized gain from security transactions 5,573,547
Net unrealized appreciation of investments 53,271,735
--------------------------------------------------------------------------------
Total Net Assets $783,877,583
================================================================================
Shares Outstanding:
Class A 13,945,114
----------------------------------------------------------------------------
Class B 28,415,157
----------------------------------------------------------------------------
Class L 21,393,374
----------------------------------------------------------------------------
Net Asset Value:
Class A (and redemption prices) $12.34
----------------------------------------------------------------------------
Class B * $12.28
----------------------------------------------------------------------------
Class L ** $12.28
----------------------------------------------------------------------------
Maximum Public Offering Price Per Share:
Class A (net asset value plus 5.26% of net asset value per share) $12.99
----------------------------------------------------------------------------
Class L (net asset value plus 1.01% of net asset value per share) $12.40
================================================================================
* Redemption price is NAV of Class B shares reduced by a 5.00% CDSC if shares
are redeemed within one year from initial purchase (See Note 2).
** Redemption price is NAV of Class L shares reduced by a 1.00% CDSC if shares
are redeemed within one year from initial purchase.
See Notes to Financial Statements.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 9
<PAGE>
--------------------------------------------------------------------------------
Statement of Operations For the Period Ended April 30, 2000(a)
--------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends $ 6,637,802
Interest 775,136
Less: Foreign withholding tax (22,110)
--------------------------------------------------------------------------------
Total Investment Income 7,390,828
--------------------------------------------------------------------------------
EXPENSES:
Distribution fees (Note 2) 4,225,621
Management fees (Note 2) 3,809,875
Shareholder and system servicing fees 495,965
Registration fees 257,280
Shareholder communications 88,652
Audit and legal 27,259
Directors' fees 25,201
Custody 20,942
Other 9,625
--------------------------------------------------------------------------------
Total Expenses 8,960,420
--------------------------------------------------------------------------------
Net Investment Loss (1,569,592)
--------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS (NOTE 3):
Realized Gain From Security Transactions
(excluding short-term securities):
Proceeds from sales 111,603,730
Cost of securities sold 104,460,591
--------------------------------------------------------------------------------
Net Realized Gain 7,143,139
--------------------------------------------------------------------------------
Change in Net Unrealized Appreciation of Investments:
Beginning of period --
End of period 53,271,735
--------------------------------------------------------------------------------
Increase in Net Unrealized Appreciation 53,271,735
--------------------------------------------------------------------------------
Net Gain on Investments 60,414,874
--------------------------------------------------------------------------------
Increase in Net Assets From Operations $ 58,845,282
================================================================================
(a) For the period from August 31, 1999 (commencement of operations) to April
30, 2000.
See Notes to Financial Statements.
--------------------------------------------------------------------------------
10 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Statement of Changes in Net Assets For the Period Ended April 30, 2000(a)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
OPERATIONS:
<S> <C>
Net investment loss $ (1,569,592)
Net realized gain 7,143,139
Increase in net unrealized appreciation 53,271,735
------------------------------------------------------------------------------------
Increase in Net Assets From Operations 58,845,282
------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income --
------------------------------------------------------------------------------------
Decrease in Net Assets From Distribution to Shareholders --
------------------------------------------------------------------------------------
FUND SHARE TRANSACTIONS (NOTE 9):
Net proceeds from sale of shares 828,612,712
Net asset value of shares issued for reinvestment of dividends --
Cost of shares reacquired (103,580,411)
------------------------------------------------------------------------------------
Increase in Net Assets From Fund Share Transactions 725,032,301
------------------------------------------------------------------------------------
Increase in Net Assets 783,877,583
NET ASSETS:
Beginning of period --
------------------------------------------------------------------------------------
End of period $783,877,583
====================================================================================
</TABLE>
(a) For the period from August 31, 1999 (commencement of operations) to April
30, 2000.
See Notes to Financial Statements.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 11
<PAGE>
--------------------------------------------------------------------------------
Notes to Financial Statements
--------------------------------------------------------------------------------
1. Significant Accounting Policies
The Smith Barney Premier Selections Large Cap Fund ("Portfolio"), formerly known
as Smith Barney Premier Selections Fund, a separate investment fund of the Smith
Barney Investment Funds, Inc. ("Fund"), a Maryland corporation, is registered
under the Investment Company Act of 1940, as amended, as a non-diversified,
open-end management investment company. The Fund consists of this Portfolio and
ten other separate investment portfolios: Smith Barney Investment Grade Bond
Fund, Smith Barney Government Securities Fund, Smith Barney Small Cap Growth
Fund, Smith Barney Contrarian Fund, Concert Peachtree Growth Fund, Smith Barney
Hansberger Global Value Fund, Smith Barney Hansberger Global Small Cap Value
Fund, Smith Barney Small Cap Value Fund, Smith Barney Premier Selections All Cap
Growth Fund and Smith Barney Premier Selections Global Growth Fund. The
financial statements and financial highlights for the other portfolios are
presented in separate shareholder reports.
The significant accounting policies consistently followed by the Portfolio are:
(a) security transactions are accounted for on trade date; (b) securities traded
on national securities markets are valued at the closing prices on such markets
or, in the absence of sales, at the mean between the closing bid and asked
prices; over-the-counter securities are valued at the mean between the bid and
asked prices. Investments in securities for which market quotations are not
available are valued at fair value as determined in good faith by the Board of
Directors; (c) securities maturing within 60 days are valued at cost plus
accreted discount, or minus amortized premium, which approximates value; (d)
dividend income is recorded on the ex-dividend date and interest income is
recorded on an accrual basis; (e) gains or losses on the sale of securities are
calculated by using the specific identification method; (f) direct expenses are
charged to each class; investment advisory fees and general Portfolio expenses
are allocated on the basis of relative net assets by class; (g) dividends and
distributions to shareholders are recorded on the ex-dividend date; (h) the
Portfolio intends to comply with the applicable provisions of the Internal
Revenue Code of 1986, as amended, pertaining to regulated investment companies
and to make distributions of taxable income sufficient to relieve it from
substantially all Federal income and excise taxes; (i) the character of income
and gains to be distributed are determined in accordance with income tax
regulations which may differ from generally accepted accounting principles. At
April 30, 2000, reclassifications were made to the capital accounts of the Fund
to reflect permanent book/tax differences and income and gains available for
distributions under income tax regulations. Net investment income, net realized
gains and net assets were not affected by this change; and (j) estimates and
assumptions are required to be made regarding assets, liabilities and changes in
net assets resulting from operations when financial statements are prepared.
Changes in the economic environment, financial markets and any other parameters
used in determining these estimates could cause actual results to differ.
2. Investment Advisory Agreement, Administration Agreement and Other
Transactions
SSBCiti Fund Management LLC ("SSBC"), a subsidiary of Salomon Smith Barney
Holdings Inc. ("SSBH"), which, in turn, is a subsidiary of Citigroup Inc.
("Citigroup"), acts as investment adviser to the Portfolio. The Portfolio pays
SSBC an advisory fee calculated at an annual rate of 0.75% of the average daily
net assets. This fee is calculated daily and paid monthly.
Effective October 1999, Citi Fiduciary Trust Company ("CFTC"), another
subsidiary of Citigroup, became the Fund's transfer agent and PFPC Global Fund
Services ("PFPC") became the sub-transfer agent. CFTC receives account fees and
asset-based fees that vary according to the size and type of account. PFPC is
responsible for shareholder recordkeeping and financial processing for
--------------------------------------------------------------------------------
12 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Notes to Financial Statements (continued)
--------------------------------------------------------------------------------
all shareholder accounts and is paid by CFTC. During the period October 1, 1999
through April 30, 2000, the Portfolio paid transfer agent fees of $432,193 to
CFTC.
CFBDS, Inc. ("CFBDS") acts as the Portfolio's distributor. Salomon Smith Barney
Inc. ("SSB"), another subsidiary of SSBH, as well as certain other
broker-dealers, continues to sell Portfolio shares to the public as a member of
the selling group.
SSB acts as the primary broker for its portfolio agency transactions. For the
period ended April 30, 2000, SSB received brokerage commissions of $8,855.
There are maximum initial sales charges of 5.00% and 1.00% for Class A and L
shares, respectively. There is a contingent deferred sales charge ("CDSC") of
5.00% on Class B shares, which applies if redemption occurs within one year from
initial purchase and declines thereafter by 1.00% per year until no CDSC is
incurred. Class L shares also have a 1.00% CDSC, which applies if redemption
occurs within the first year of purchase.
For the period ended April 30, 2000, CFBDS and SSB received sales charges of
$4,151,000 and $2,675,000 on sales of the Fund's Class A and L shares,
respectively. In addition, CDSCs paid to SSB were approximately:
Class A Class B Class L
================================================================================
CDSCs $45,000 $598,000 $170,000
================================================================================
Pursuant to a Distribution Plan, the Portfolio pays a service fee with respect
to its Class A, B and L shares calculated at the annual rate of 0.25% of the
average daily net assets of each respective class. The Portfolio also pays a
distribution fee with respect to Class B and L shares calculated at the annual
rate of 0.75% of the average daily net assets of each class, respectively. For
the period ended April 30, 2000, total Distribution Plan fees were as follows:
Class A Class B Class L
================================================================================
Distribution Plan Fees $284,738 $2,254,543 $1,686,340
================================================================================
All officers and one Director of the Fund are employees of SSB.
3. Investments
During the period ended April 30, 2000, the aggregate cost of purchases and
proceeds from sales of investments (including maturities, but excluding
short-term securities) were as follows:
================================================================================
Purchases $820,245,562
--------------------------------------------------------------------------------
Sales 111,603,730
================================================================================
At April 30, 2000, the aggregate gross unrealized appreciation and depreciation
of investments for Federal income tax purposes were substantially as follows:
================================================================================
Gross unrealized appreciation $113,429,690
Gross unrealized depreciation (60,157,955)
--------------------------------------------------------------------------------
Net unrealized appreciation $ 53,271,735
================================================================================
4. Repurchase Agreements
The Portfolio purchases (and its custodian takes possession of) U.S. government
securities from banks and securities dealers subject to agreements to resell the
securities to the sellers at a future date (generally, the next business day),
at an agreed-upon higher repurchase price. The Portfolio requires continual
maintenance of the market value of the collateral in amounts at least equal to
the repurchase price.
5. Reverse Repurchase Agreement
The Portfolio may enter into reverse repurchase agreement transactions for
leveraging purposes. A reverse repurchase agreement involves a sale by the
Portfolio of securities that it holds with an agreement by the Portfolio to
repurchase the same securities at an agreed upon price and date. A reverse
repurchase agreement involves the risk that the market value of the securities
sold by the Portfolio may decline below the repurchase price of the securities.
The Portfolio will establish a segregated account with its custodian, in which
the Portfolio will maintain cash, U.S. government securities or other liquid
high grade debt
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 13
<PAGE>
--------------------------------------------------------------------------------
Notes to Financial Statements (continued)
--------------------------------------------------------------------------------
obligations equal in value to its obligations with respect to reverse repurchase
agreements.
During the period ended April 30, 2000, the Portfolio did not have any reverse
repurchase agreements.
6. Futures Contracts
Initial margin deposits made upon entering into futures contracts are recognized
as assets. Securities equal to the initial margin amount are segregated by the
custodian in the name of the broker. Additional securities are also segregated
up to the current market value of the futures contracts. During the period the
futures contract is open, changes in the value of the contract are recognized as
unrealized gains or losses by "marking-to-market" on a daily basis to reflect
the market value of the contract at the end of each day's trading. Variation
margin payments are received or made and recognized as assets due from or
liabilities due to broker, depending upon whether unrealized gains or losses are
incurred. When the contract is closed, the Portfolio records a realized gain or
loss equal to the difference between the proceeds from (or cost of) the closing
transactions and the Portfolio's basis in the contract. The Portfolio enters
into such contracts to hedge a portion of its portfolio. The Portfolio bears the
market risk that arises from changes in the value of the financial instruments
and securities indices (futures contracts) and the credit risk should a
counterparty fail to perform under such contracts.
At April 30, 2000, the Portfolio had no open futures contracts.
7. Lending of Portfolio Securities
The Portfolio has an agreement with its custodian whereby the custodian may lend
securities owned by the Portfolio to brokers, dealers and other financial
organizations. Fees earned by the Portfolio on securities lending are recorded
as interest income. Loans of securities by the Portfolio are collateralized by
cash, U.S. government securities or high quality money market instruments that
are maintained at all times in an amount at least equal to the current market
value of the loaned securities, plus a margin which may vary depending on the
type of securities loaned. The custodian establishes and maintains the
collateral in a segregated account. The Portfolio maintains exposure for the
risk of any losses in the investment of amounts received as collateral.
At April 30, 2000, the Portfolio had no securities on loan.
8. Option Contracts
Premiums paid when call options are purchased by the Portfolio represent
investments which are marked-to-market daily. When a purchased option expires,
the Fund will realize a loss in the amount of the premium paid. When the
Portfolio enters into a closing sales transaction, the Portfolio will realize a
gain or loss depending on whether the proceeds from the closing sales
transactions are greater or less than the premium paid for the option. When the
Portfolio exercises a call option, the cost of the security which the Portfolio
purchases upon exercise will be increased by the premium originally paid.
When a Portfolio writes a call option, an amount equal to the premium received
by the Portfolio is recorded as a liability, the value of which is
marked-to-market daily. When a written option expires, the Portfolio realizes a
gain equal to the amount of the premium received. When the Portfolio enters into
a closing purchase transaction, the Portfolio realizes a gain or loss depending
upon whether the cost of the closing transaction is greater or less than the
premium originally received without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is eliminated.
When a call option is exercised the proceeds of the security sold will be
increased by the premium originally received.
--------------------------------------------------------------------------------
14 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Notes to Financial Statements (continued)
--------------------------------------------------------------------------------
The risk associated with purchasing options is limited to the premium originally
paid. The Portfolio enters into options for hedging purposes. The risk in
writing a call option is that the Portfolio gives up the opportunity to
participate in any increase in the price of the underlying security beyond the
exercise price.
During the period ended April 30, 2000, the Portfolio did not enter into any
written call or put options contracts.
9. Capital Shares
At April 30, 2000, the Fund had 10 billion shares of capital stock authorized
with a par value of $0.001 per share. The Fund has the ability to issue multiple
classes of shares. Each share of a class represents an identical interest and
has the same rights, except that each class bears certain expenses, including
those specifically related to the distribution of its shares.
At April 30, 2000, total paid-in capital amounted to the following for each
class:
Class A Class B Class L
================================================================================
Total Paid-in Capital $158,148,960 $323,303,154 $243,580,187
================================================================================
Transactions in shares of each class were as follows:
Period Ended April 30, 2000*
--------------------------------
Shares Amount
================================================================================
Class A
Shares sold 16,500,035 $188,811,411
Shares reacquired (2,554,921) (30,662,451)
--------------------------------------------------------------------------------
Net Increase 13,945,114 $158,148,960
================================================================================
Class B
Shares sold 31,829,233 $364,003,931
Shares reacquired (3,414,076) (40,700,777)
--------------------------------------------------------------------------------
Net Increase 28,415,157 $323,303,154
================================================================================
Class L
Shares sold 24,095,584 $275,797,370
Shares reacquired (2,702,210) (32,217,183)
--------------------------------------------------------------------------------
Net Increase 21,393,374 $243,580,187
================================================================================
* For the period from August 31, 1999 (inception date) to April 30, 2000.
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 15
<PAGE>
--------------------------------------------------------------------------------
Financial Highlights
--------------------------------------------------------------------------------
For a share of each class of capital stock outstanding throughout the
period:
<TABLE>
<CAPTION>
Class A(1)(2) Class B(1)(2) Class L(1)(2)
==========================================================================================
<S> <C> <C> <C>
Net Asset Value, Beginning of Period $11.40 $11.40 $11.40
------------------------------------------------------------------------------------------
Income (Loss) From Operations:
Net investment income (loss) 0.02 (0.04) (0.04)
Net realized and unrealized gain 0.92 0.92 0.92
------------------------------------------------------------------------------------------
Total Income From Operations 0.94 0.88 0.88
------------------------------------------------------------------------------------------
Less Distributions From:
Net investment income -- -- --
------------------------------------------------------------------------------------------
Total Distributions -- -- --
------------------------------------------------------------------------------------------
Net Asset Value, End of Period $12.34 $12.28 $12.28
------------------------------------------------------------------------------------------
Total Return++ 8.25% 7.72% 7.72%
------------------------------------------------------------------------------------------
Net Assets, End of Period (000s) $172,141 $348,987 $262,750
------------------------------------------------------------------------------------------
Ratios to Average Net Assets+:
Expenses 1.17% 1.94% 1.93%
Net investment income (loss) 0.29 (0.48) (0.48)
------------------------------------------------------------------------------------------
Portfolio Turnover Rate 15% 15% 15%
==========================================================================================
</TABLE>
(1) For the period from August 31, 1999 (inception date) to April 30, 2000.
(2) Per share amounts have been calculated using the average shares method.
++ Total return is not annualized, as it may not be representative of the
total return for the year.
+ Annualized.
--------------------------------------------------------------------------------
16 2000 Annual Report to Shareholders
<PAGE>
--------------------------------------------------------------------------------
Independent Auditors' Report
--------------------------------------------------------------------------------
To the Shareholders and Board of Directors of
Smith Barney Investment Funds Inc.:
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of the Smith Barney Premier Selections Large Cap
Fund of Smith Barney Investment Funds Inc. as of April 30, 2000, the related
statements of operations and changes in net assets, and the financial highlights
for the period from August 31, 1999 (commencement of operations) to April 30,
2000. These financial statements and financial highlights are the responsibility
of the Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities owned as of April 30, 2000, by correspondence with the custodian. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provide a reasonable basis for
our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
Smith Barney Premier Selections Large Cap Fund of Smith Barney Investment Funds
Inc. as of April 30, 2000, the results of its operations, changes in its net
assets and the financial highlights for the period from August 31, 1999
(commencement of operations) to April 30, 2000, in conformity with accounting
principles generally accepted in the United States of America.
/s/ KPMG LLP
New York, New York
June 12, 2000
--------------------------------------------------------------------------------
Smith Barney Premier Selections Large Cap Fund 17
<PAGE>
Smith Barney
Premier Selections
Large Cap Fund
Directors
Paul R. Ades
Herbert Barg
Dwight B. Crane
Frank Hubbard
Heath B. McLendon, Chairman
Jerome Miller
Ken Miller
Officers
Heath B. McLendon
President and Chief Executive Officer
Lewis E. Daidone
Senior Vice President and Treasurer
Alan J. Blake
Vice President and Investment Officer
Frances A. Root
Vice President and Investment Officer
Paul A. Brook
Controller
Christina T. Sydor
Secretary
Investment Adviser
SSB Citi Fund Management LLC
Distributor
CFBDS, Inc.
Custodian
PFPC Trust Company
Transfer Agent
Citi Fiduciary Trust Company
388 Greenwich Street, 22nd Floor
New York, New York 10013
Sub-Transfer Agent
PFPC Global Fund Services
P.O. Box 9699
Providence, Rhode Island 02940-9699
This report is submitted for the general information of shareholders of Smith
Barney Premier Selections Large Cap Fund, but it may also be used as sales
literature when proceeded or accompanied by the current Prospectus, which gives
details about charges, expenses, investment objectives and operating policies of
the Fund. If used as sales material after July 31, 2000, this report must be
accompanied by performance information for the most recently completed calendar
quarter.
[LOGO OF SALOMON SMITH BARNEY]
Smith Barney Premier
Selections Large Cap Fund
Smith Barney Mutual Funds
388 Greenwich Street, MF-2
New York, New York 10013
www.smithbarney.com/mutualfunds
FD01903 6/00
