SMITH BARNEY SHEARSON NEW YORK MUNICIPALS FUND INC
N-30B-2, 1994-03-01
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[GRAPHIC]
Small box above fund name
showing a map, chain and steel
girders used for industrial production


<PAGE>
NEW YORK MUNICIPALS FUND INC. 

DEAR SHAREHOLDER:
 
        We are pleased to provide the Annual Report for Smith Barney Shearson
New York Municipals Fund for the fiscal year ended December 31, 1993. In this
report we will provide you with a review of the Fund's performance, the market
environment and portfolio activities during the past twelve months. In
addition, we have taken this opportunity to simplify the report by separating
the historical performance information for A and B classes of shares into two
distinct sections. Our goal is to give you clear, concise information that
makes it easier for you to follow your investment. We have done this because
Smith Barney Shearson believes that an informed investor and an experienced
Financial Consultant form the most productive partnerships.
 

THE MUNICIPAL MARKET AND THE ECONOMIC ENVIRONMENT
 
By the end of 1993, the tax-exempt market set a record for bond issuance of
approximately $300 billion. Municipalities, like individuals, took advantage 
of
the low level of interest rates and used it as an opportunity to refinance
higher interest rate debt. About 75% of these new issues will be used to 
retire
the higher interest rate debt that was issued in the early 1980s.       
Investors consequently have faced a high rate of bond calls during the past     
year, and we anticipate that this is something they will have to contend with
in 1994 as well. We expect that in 1994 the volume of new issuance will once
again be in the more traditional of $150 to $175 billion.
 
Although the supply of municipal securities was very high during the past 
year,
demand was equally high. Investors whose bonds were called or retired sought 
to
replace them with new issues, and the passage of a retroactive tax increase in
August buoyed demand for tax-exempt issues.
 
The market suffered from some periodic weakness throughout the year, and
especially at the end of the year, but we are optimistic that it will regain 
its
strength in early 1994. We think this will likely begin in earnest once the
higher withholding rates go into effect, and again when people begin preparing
their 1993 income taxes. We don't anticipate a surge in the inflation rate
because the increase in economic growth and consumer confidence should be 
offset
by higher Federal tax rates and uncertainty over the cost of health care 
reform.
 
Some refinancings took place in the market for New York tax-exempts, but at a
slower pace than the overall market because of changes in the comptroller's
office. In August, Ned Regan resigned to enter the private sector and was
replaced by Carl McCall. This changing of the guard slowed the bond issuance
schedule while
 
                                        1

<PAGE>
 
the new comptroller put his staff in place. We expect that over the next six
months New York State and its agencies will aggressively re-enter the market.
 
The economy of New York State has improved thanks to a strong year for the
financial community and a rebound in consumer spending. Both contributed to
increased tax receipts which will give the State a budget surplus for the 
first
time in many years. If tax revenues continue to increase in 1994, New York 
State
could receive an upgrade in its bond rating. A higher bond rating benefits New
York State taxpayers in a very tangible way: higher-rated bonds generally are
required to pay investors lower interest rates. For New York City, the picture
is quite different. New York City is faced with a budget deficit in the
neighborhood of $1.7 billion as a result of higher welfare and Medicaid costs.
Its budget problems are compounded by the loss of businesses lured to New 
Jersey
and Connecticut by attractive economic development packages. While the State's
economy is clearly rebounding, we are waiting for Mayor Giuliani's response to
the City's budget problems.
 
- ------------------------------------------------------------------------------
- --
                                DIVIDEND POLICY
 
Although not explicitly stated in the prospectus, the Fund's policy is to pay 
a
level monthly dividend based on our projections for the municipal bond market
and the general direction of interest rates. This policy has no appreciable
affect on the Fund's investment strategies or net asset value per share since 
it
is guided by market conditions. It means that we do not invest in more
speculative securities that may undermine the Fund's net asset value per share
in order to maintain an unrealistically high dividend policy. We continually
monitor both the market and the Fund's income stream to see that our dividend
projections are realistic.
 
PORTFOLIO STRATEGY
 
As investment managers, our goal is to provide investors with tax-free income
and stability of principal through investments in securities exempt from 
Federal
and New York income taxes. Rather than attempting to time the market, we, like
most investors, take a longer-term approach to tax-exempt investing.
Consequently, we have not changed our strategy significantly to accommodate 
the
temporary market blips of the past twelve months; instead, we remained fully
invested in longer-term issues and simply rode out the market fluctuations.
 
To help us achieve our goal, we continue to invest the Fund's holdings in high
quality investments. The additional yield available from lower-rated 
securities
is simply not sufficient to justify their additional risk. At the end of its
fiscal year, 95% of the Fund was invested in issues rated BBB or higher
(investment grade) by either Standard & Poor's Corporation or Moody's 
Investors
Service, Inc. We
 
                                        2

<PAGE>
 
have concentrated the Fund's investments in general obligation issues, 
hospital
issues which are secured by additional insurance, and utility issues. The
average maturity of the issues in the portfolio is 26 years. It is our opinion
that this diversified, high quality approach to the long-term municipal market
best serves the interests of the Fund's investors.
 
We thank you for your support of the Smith Barney Shearson New York Municipals
Fund. As we have since the Fund's inception a decade ago, we will continue to
strive to help you meet your investment goals.
 
Sincerely,
 
Heath B. McLendon                                      Lawrence T. McDermott
Chairman of the Board                                  Vice President and
                                                       Investment Officer
February 18, 1994
 
                                        3

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.

<TABLE>
- ------------------------------------------------------------------------------
- --
   HISTORICAL PERFORMANCE - CLASS A SHARES
 
<CAPTION>
 Year Ended       Net Asset Value        Capital     Dividends      Total
   12/31        Beginning     Ending     Gains+        Paid+       Return*
<S>              <C>          <C>         <C>         <C>          <C>
- --------------------------------------------------------------------------
1/23/84 -
12/31/84         $ 14.25      $13.90      $--         $  1.16       6.09%
- --------------------------------------------------------------------------
1985             $ 13.90      $15.48      $--         $  1.24      21.03%
- --------------------------------------------------------------------------
1986             $ 15.48      $16.71      $0.29       $  1.20      18.13%
- --------------------------------------------------------------------------
1987             $ 16.71      $15.37      $0.01       $  1.14      -1.09%
- --------------------------------------------------------------------------
1988             $ 15.37      $15.97      $--         $  1.16      11.82%
- --------------------------------------------------------------------------
1989             $ 15.97      $16.26      $--         $  1.13       9.18%
- --------------------------------------------------------------------------
1990             $ 16.26      $15.94      $--         $  1.16       5.41%
- --------------------------------------------------------------------------
1991             $ 15.94      $16.77      $--         $  1.16      12.98%
- --------------------------------------------------------------------------
1992             $ 16.77      $17.12      $0.03       $  1.13       9.36%
- --------------------------------------------------------------------------
1993             $ 17.12      $17.68      $0.19       $  1.07      10.93%
- --------------------------------------------------------------------------
Total                                     $0.52       $ 11.55
- --------------------------------------------------------------------------
Cumulative Total Return - (1/23/84 through 12/31/93)               164.62%
- --------------------------------------------------------------------------
<FN>
 
 * Figures assume reinvestment of all dividends and capital gains
   distributions at net asset value and do not assume deduction of the
   sales charge (maximum 4.5% as of November 6, 1992).
 
 + The above distributions may differ from those cited in the Financial
   Highlights contained elsewhere in this report. These differences result
   from accounting rules requiring the redesignation of distributions to
   the tax characterization of such distributions.
</TABLE>
 
THE FUND'S POLICY IS TO DISTRIBUTE DIVIDENDS MONTHLY
AND CAPITAL GAINS, IF ANY, ANNUALLY.


<TABLE>
- ------------------------------------------------------------------------------
- --
   AVERAGE ANNUAL TOTAL RETURN** - CLASS A SHARES
 
<CAPTION>
                                    Without Sales Charge        With Sales 
Charge
                                               Without                   
Without
                                    Actual    Fee Waiver       Actual   Fee 
Waiver
<S>                                 <C>         <C>             <C>        <C>
- ------------------------------------------------------------------------------
- ----
Year Ended 12/31/93                 10.93%       --             5.94%      --
- ------------------------------------------------------------------------------
- ----
Five Years Ended 12/31/93            9.54%       --             8.54%      --
- ------------------------------------------------------------------------------
- ----
Inception 1/23/84 through
  12/31/93                          10.29%      10.28%          9.78%      
9.77%
- ------------------------------------------------------------------------------
- ----
<FN> 
** All average annual total return figures shown reflect reinvestment of
   dividends and capital gains at net asset value. Average annual total return
   figures shown assume the deduction of the maximum 4.5% sales charge. The 
Fund
   commenced operations on January 23, 1984. The Fund waived fees and 
reimbursed
   expenses from January 1984 to December 1984. A shareholder's actual return
   for periods during which waivers and reimbursements were in effect would be
   the higher of the two numbers shown.
 
NOTE:  As of November 6, 1992, shares of the Fund were designated as Class A -
- -
subject to a maximum 4.5% front-end sales charge and an annual service fee of
0.15% of average daily net assets attributable to that class. The Fund's 
average
annual rates of return would have been lower had service fees been in effect
prior to November 6, 1992.
</TABLE>
 
                                        4

<PAGE>
 
                  GROWTH OF $10,000 INVESTED IN CLASS A SHARES
            OF SMITH BARNEY SHEARSON NEW YORK MUNICIPALS FUND INC.+
- ------------------------------------------------------------------------------
- --
                      January 23, 1984 - December 31, 1993

<TABLE>
 
DESCRIPTION OF MOUNTAIN CHART IN SHEARSON COVERS (CLASS A)

A line graph depicting the total growth (including reinvestment of dividends
and capital gains) of a hypothetical investment of $10,000 in New York
Municipals Fund's Class A shares on January 23, 1984 through December 31, 1993
as compared with the growth of a $10,000 investment in the Lehman Brothers
Municipal Bond Index and Lipper New York Municipal Fund Average.  The plot
points used to draw the line graph were as follows:
<CAPTION>
                                             Growth of $10,000   Growth of 
$10,000
                                            Investment in the    Investment in 
the 
                 Growth of $10,000          Lehman Brothers       Lipper New 
York
               Invested in Class A shares    Municipal Bond       Municipal 
Fund
Month Ended            of the Fund              Index                Average
<S>                  <C>                        <C>                    <C>
01/23/84             $ 9,550
01/84                $ 9,582                    $10,000                 
$10,000 
02/84                $ 9,514                    $ 9,899                 $ 
9,981         
03/84                $ 9,562                    $ 9,911                 
$10,108
06/84                $ 9,249                    $ 9,540                 $ 
9,879
09/84                $ 9,740                    $10,189                 
$10,330
12/84                $10,132                    $10,665                 
$10,718
03/85                $10,571                    $11,095                 
$11,155
06/85                $11,430                    $12,025                 
$12,022
09/85                $11,340                    $11,844                 
$11,955
12/85                $12,263                    $12,802                 
$12,839
03/86                $13,402                    $14,098                 
$13,874
06/86                $13,209                    $14,011                 
$13,798
09/86                $13,874                    $14,764                 
$14,416 
12/86                $14,486                    $15,274                 
$15,024
03/87                $14,837                    $15,644                 
$15,394
06/87                $14,137                    $15,220                 
$14,507
09/87                $13,732                    $14,841                 
$14,018
12/87                $14,328                    $15,504                 
$14,777
03/88                $14,740                    $16,037                 
$15,175   
06/88                $15,101                    $16,348                 
$15,495   
09/88                $15,562                    $16,768                 
$15,946   
12/88                $16,022                    $17,080                 
$16,352
03/89                $16,068                    $17,193                 
$16,415
06/89                $17,027                    $18,211                 
$17,380
09/89                $17,011                    $18,224                 
$17,311
12/89                $17,492                    $18,923                 
$17,870
03/90                $17,510                    $19,007                 
$17,788          
06/90                $17,898                    $19,451                 
$18,230          
09/90                $17,849                    $19,462                 
$18,112          
12/90                $18,438                    $20,302                 
$18,770          
03/91                $18,893                    $20,761                 
$19,209        
06/91                $19,364                    $21,204                 
$19,658        
09/91                $20,190                    $22,029                 
$20,601        
12/91                $20,831                    $22,767                 
$21,263
03/92                $20,967                    $22,835                 
$21,286
06/92                $21,768                    $23,700                 
$22,308        
09/92                $22,353                    $24,331                 
$22,850
12/92                $22,781                    $24,774                 
$23,315
03/93                $23,580                    $25,694                 
$24,289   
06/93                $24,268                    $26,535                 
$25,148   
09/93                $24,988                    $27,432                 
$25,979   
12/93                $25,271                    $27,817                 
$26,275  
<FN>
 + Illustration of $10,000 invested in Class A shares on January 23, 1984
   assuming deduction of the maximum 4.5% sales charge and reinvestment of
   dividends and capital gains at net asset value through December 31, 1993.

   The Lehman Brothers Municipal Bond Index is comprised of approximately
   21,000 bonds. The bonds are all investment grade, fixed rate, long term
   (greater than two years) and are selected from issues larger than $50
   million dated since January 1984. Index information is available at
   month-end only; therefore, the closest month-end to inception date of the
   Fund has been used.

   The Lipper New York Municipal Fund Average is composed of the Fund's peer
   group of mutual funds.

   NOTE:  All figures cited here and on the other pages represent past
   performance of the Fund and do not guarantee future results of Class A
   shares.
</TABLE>
 
   FOR A GLOSSARY OF TERMS, PLEASE TURN TO THE END OF THIS REPORT.
 
                                        5

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.

<TABLE>
- ------------------------------------------------------------------------------
- ------
   HISTORICAL PERFORMANCE - CLASS B SHARES
 
<CAPTION>
    Year Ended          Net Asset Value        Capital Gains     Dividends      
Total
   December 31        Beginning     Ending      Distributed        Paid        
Return*
<S>                    <C>          <C>            <C>             <C>           
<C>
- ------------------------------------------------------------------------------
- -------
11/6/92 - 12/31/92     $ 16.93      $17.12         $0.03           $0.15        
2.23%
- ------------------------------------------------------------------------------
- -------
1993                   $ 17.12      $17.68         $0.19           $0.98       
10.33%
- ------------------------------------------------------------------------------
- -------
Total                                              $0.22           $1.13
- ------------------------------------------------------------------------------
- -------
Cumulative Total Return from 11/06/92 through 12/31/93                         
12.79%
- ------------------------------------------------------------------------------
- -------
<FN>
 
* Figures assume reinvestment of all dividends and capital gains
  distributions at net asset value and do not assume deduction of the
  contingent deferred sales charge ("CDSC").

</TABLE>

 
THE FUND'S POLICY IS TO DISTRIBUTE DIVIDENDS MONTHLY
AND CAPITAL GAINS, IF ANY, ANNUALLY.
 

- ------------------------------------------------------------------------------
- --

<TABLE>

   AVERAGE ANNUAL TOTAL RETURN** - CLASS B SHARES
 
<CAPTION>
                                                    Without CDSC     With CDSC
                                                       Actual         Actual
<S>                                                    <C>             <C>
- ------------------------------------------------------------------------------
Year Ended 12/31/93                                    10.33%          5.83%
- ------------------------------------------------------------------------------
Inception 11/06/92 through 12/31/93                    11.03%          7.60%
- ------------------------------------------------------------------------------
<FN> 
 ** All average annual total return figures shown reflect the reinvestment
    of dividends and capital gains at net asset value. Average annual total
    return figures shown assume the deduction of the maximum applicable
    CDSC which is described in the prospectus. The Fund waived fees and
    reimbursed expenses from November 6, 1992 to the present. A
    shareholder's actual return for periods during which waivers and
    reimbursements were in effect would be the higher of the two numbers
    shown.
 
NOTE:  The Fund began offering Class B shares on November 6, 1992 subject to a
maximum 4.5% CDSC and annual service and distribution fees of 0.15% and 0.50%,
respectively, of average daily net assets attributable to that class.
 

</TABLE>

                                        6

<PAGE>
 
                  GROWTH OF $10,000 INVESTED IN CLASS B SHARES
            OF SMITH BARNEY SHEARSON NEW YORK MUNICIPALS FUND INC.+
- ------------------------------------------------------------------------------
- --
                     November 6, 1992 -- December 31, 1993
 

DESCRIPTION OF MOUNTAIN CHART IN SHEARSON COVERS (CLASS B)

A line graph depicting the total growth (including reinvestment of 
dividends and capital gains) of a hypothetical investment of $10,000 in New
York Municipals Fund's Class B shares on November 6, 1992 through December 31,
1993 as compared with the growth of a $10,000 investment in the Lehman 
Brothers
Municipal Bond Index and Lipper New York Municipal Fund Average. The plot 
points
used to draw the line graph were as follows:


<TABLE>

                                                   GROWTH OF $10,000    GROWTH 
OF $10,000
                                                   INVESTMENT IN THE    
INVESTMENT IN THE 
                       GROWTH OF $10,000            LEHMAN BROTHERS     LIPPER 
NEW YORK
                   INVESTED IN CLASS B SHARES       MUNICIPAL BOND       
MUNICIPAL FUND
MONTH ENDED               OF THE FUND                  INDEX                
AVERAGE 
<S>                <C>                             <C>                  <C> 
10/31/92                      --                     $10,000                
$10,000
11/06/92                 $10,000                          --                     
- --  
11/92                    $10,108                     $10,179                $ 
9,833             
12/92                    $10,223                     $10,283                
$10,074 
03/93                    $10,569                     $10,665                
$10,739 
06/93                    $10,858                     $11,014                
$10,822 
09/93                    $11,169                     $11,386                
$11,245 
12/93                    $10,879                     $11,546                
$11,262 
 



















                            [SET ON MAC -- CHART B]
<FN> 
 + Illustration of $10,000 invested in Class B shares on November 6, 1992
   assuming deduction of the maximum applicable CDSC at the time of
   redemption and reinvestment of dividends and capital gains at net asset
   value through December 31, 1993.

   The Lehman Brothers Municipal Bond Index is comprised of approximately
   21,000 bonds. The bonds are all investment grade, fixed rate, long term
   (greater than two years) and are selected from issues larger than $50
   million dated since January 1984. Index information available at
   month-end only; therefore, the closest month-end to inception date of the
   Fund has been used.

   The Lipper New York Municipal Fund Average is composed of the Fund's peer
   group of mutual funds.

   NOTE:  All figures cited here and on the other pages represent past
   performance of the Fund and do not guarantee future results of Class B
   shares.
 
 * Value does not assume deduction of applicable CDSC.
 
** Value assumes deduction of applicable CDSC (assuming redemption on
   December 31, 1993).
</TABLE>
 
   FOR A GLOSSARY OF TERMS, PLEASE TURN TO THE END OF THIS REPORT.
 
                                        7

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.

- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO HIGHLIGHTS (UNAUDITED)                         DECEMBER 31, 1993
 
INDUSTRY BREAKDOWN

Pie chart depicting the allocation of the New York Municipals Fund's
investment securities held at December 31, 1993 by industry classification. 
The pie is broken in pieces representing industries in the following
percentages:

              INDUSTRY                       PERCENTAGE
  <S>                                          <C>      
  Utility Revenue                               9.1%
  Education                                     9.0%
  Housing                                      14.8%
  Hospital                                     19.3%
  Transportation                                8.6%
  Short Term Investments and Net                
    Other Assets                                0.2%
  Pollution Control                             6.5%
  Industrial Control                            4.4%
  Other                                         9.1%
  General Obligations                          19.0%
                

</TABLE>
  
 
SUMMARY OF MUNICIPAL BONDS AND SHORT-TERM
TAX-EXEMPT INVESTMENTS BY COMBINED RATINGS
 
<TABLE>
<CAPTION>
                        Standard &     Percent
  Moody's                 Poor's       of Value
    <S>         <C>        <C>           <C>
- -----------------------------------------------
    AAA         OR         AAA            26.5%
    AA                      AA            22.6
     A                      A             20.0
    BAA                    BBB            26.3
    BA                      BB             1.5
    NR                      NR             3.1
                                       -------
                                         100.0%
                                       -------
</TABLE>
 
AVERAGE MATURITY: 26 YEARS
 
                                        8

<PAGE>
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS                                 DECEMBER 31, 1993
 
- ------------------------------------------------------------------------------
- --
                         KEY TO INSURANCE ABBREVIATIONS
- ------------------------------------------------------------------------------
- --
                  AMBAC -- American Municipal Bond Assurance Corporation
                  FGIC  -- Federal Guaranty Insurance Corporation
                  FHA   -- Federal Housing Administration
                  FSA   -- Financial Security Assurance
                  MBIA  -- Municipal Bond Investors Assurance
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- ---------------
 
MUNICIPAL BONDS AND NOTES - 99.8 %
              NEW YORK - 96.6 %
$3,900,000    Babylon, New York, Industrial Development
              Agency, Recycling Facilities Revenue,
              (Babylon Recycling Center, Inc.), Series A,
              8.875% due 3/1/2011                           NR         NR     
$ 3,939,000
              Babylon, New York, Industrial Development
              Agency, Resource Recovery Revenue, (Odgen
              Martin Systems, Babylon, Inc.):
 2,995,000    Series B,
              8.500% due 1/1/2019                           Baa1       NR       
3,440,506
 2,950,000    Series C,
              8.500% due 1/1/2019                           Baa1       BBB+     
3,388,813
 2,000,000    Babylon, New York, Industrial Development
              Agency, Waste Facilities Revenue, (Babylon
              Community Waste Management), Series A,
              7.875% due 7/1/2006                           Baa1       BBB+     
2,395,000
              Battery Park City Authority, New York,
              Housing Revenue:
 8,045,000    5.250% due 11/1/2017                          A1         AA       
7,843,875
 4,850,000    5.800% due 11/1/2022                          A          A        
4,910,625
    35,000    8.625% INVESTMENTS (CONTINUED)                     DECEMBER 31, 
1993
 
<Ca
tion>
                                               
                RATINGS         MARKET
                                                  
         
 (
naudited)        VALUE
FACE VALUE                        
  
                      MOODY'S    S&P     (
O
E 1)
<
> 
         <S>          
                              
 <C>        <C>    <C>
    -----------------------------------------------------
- -
- --------
- -
- ----------------INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
<S>                                                         <C>        <C>    
<C>
$  500,000    Buffalo, New York, Refunding Bonds, (FGIC
              insured),
              6.250% due 2/1/2016                           Aaa        AAA    
$   538,125
 1,300,000    Buffalo, New York, Municipal Water Finance
              Authority Water Systems Revenue, (FSA
              Insured),
              5.750% due 7/1/2019                           Aaa        AAA      
1,363,375
   700,000    Central Square, New York, Central School
              District, (FGIC insured),
              6.500% due 6/15/2000                          Aaa        AAA        
791,000
   250,000    Chautauqua County, New York, Industrial
              Development Agency, Industrial Development
              Revenue Bonds, (Ralston Purina Company
              Project),
              9.800% due 2/1/2001                           Baa1       NR         
275,000
 3,500,000    Dutchess County, New York, Resource
              Recovery Agency, Revenue Bonds, (Solid
              Waste Management), Series A, (FGIC
              insured),
              7.500% due 1/1/2009                           Aaa        AAA      
4,068,750
 1,000,000    Erie County, New York, Industrial
              Development Agency, Industrial Development
              Bonds, (Peter J. Schmitt Company Project),
              10.750% due 12/1/2014                         NR         NR       
1,083,750
              Green Island, New York, General Obligation
              Bonds:
   100,000    9.375% due 11/1/2001                          Baa1       NR         
125,750
   125,000    9.375% due 11/1/2002                          Baa1       NR         
159,375
 4,000,000    Hempstead Town, New York, Industrial
              Development Agency, Resource Recovery
              Revenue Bonds, (American Fuel Company),
              7.400% due 12/1/2010                          Baa1       A-       
4,405,000
   500,000    Huntington, New York, Refunding Bonds,
              (FGIC insured),
              5.500% due 4/1/2017                           Aaa        AAA        
511,875
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       10

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
<S>           <C>                                          <C>         <C>    
<C>
$1,000,000    Islip, New York, Community Development
              Agency, (New York Institute of Technology),
              (Demonstration Project), Revenue Bonds,
              7.125% due 10/1/2006                          Aa3        AA     
$ 1,068,750
 1,895,000    Lincoln Towers, New York, Housing
              Corporation, Mortgage Revenue Bonds,
              (Lincoln Towers Project),
              11.250% due 1/1/2015                          NR         NR       
2,001,593
              Lockport Town, New York, Refunding Bonds:
              (MBIA insured):
   435,000    5.400% due 3/1/2012                           Aaa        AAA        
445,331
   430,000    5.400% due 3/1/2013                           Aaa        AAA        
440,212
   425,000    5.400% due 3/1/2014                           Aaa        AAA        
435,093
   415,000    5.400% due 3/1/2015                           Aaa        AAA        
424,856
              Metropolitan Transportation Authority, New
              York, Transit Facilities Revenue:
 3,700,000    Series J, (FGIC insured),
              6.500% due 7/1/2018                           Aaa        AAA      
4,097,750
 8,500,000    Series K, (AMBAC Insured),
              6.000% due 7/1/2016                           Aaa        AAA      
8,946,250
 3,630,000    Series M,
              6.000% due 7/1/2014                           Baa        BBB+     
3,752,512
 5,440,000    Service Contract, Series N,
              7.125% due 7/1/2009                           Baa1       BBB      
6,147,200
              Service Contract, Series P,
 1,575,000    5.750% due 7/1/2015                           Baa1       BBB      
1,580,906
 4,000,000    5.570% due 7/1/2015                           Baa1       BBB      
4,015,000
 1,220,000    Service Contract, Series 5,
              6.250% due 7/1/1999                           Baa1       BBB      
1,303,875
 1,250,000    Monroe County, New York, Airport Authority,
              Airport Revenue, (Greater Rochester
              International Airport), (MBIA insured),
              7.250% due 1/1/2019                           Aaa        AAA      
1,426,562
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       11

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              Monroe County, New York, Industrial
              Development Agency, Revenue Bonds:
$2,700,000    Civic Facility, (Al Sigl Center), Series A,
              8.000% due 12/15/2003                         NR         A-     
$ 3,007,125
   990,000    Civic Facility, (Genesee Hospital), Series
              A,
              6.500% due 11/1/1999                          A          NR       
1,056,825
 3,405,000    Nassau County, New York, Combined Sewer
              Districts, General Obligation Bonds,
              Refunding Bonds, (MBIA insured), Series G,
              5.400% due 1/15/2010                          Aaa        AAA      
3,532,687
              New York City, New York, General Obligation
              Bonds:
 3,000,000    Series A,
              6.250% due 8/1/2018                           Baa1       A-       
3,123,750
              Series C:
 1,000,000    7.750% due 9/1/2006                           Baa1       A-       
1,123,750
 4,000,000    6.500% due 8/1/2007                           Baa1       A-       
4,255,000
              Series D: (MBIA insured),
 1,500,000    8.000% due 8/1/2004                           Aaa        AAA      
1,704,375
 2,250,000    6.000% due 8/1/2009                           Baa1       A-       
2,309,062
   900,000    Series E,
              6.000% due 5/15/2021                          Baa1       A-         
915,750
 5,500,000    Series H,
              7.000% due 2/1/2021                           Baa1       A-       
6,070,625
              Series I: (AMBAC insured):
 3,150,000    7.250% due 8/15/2014                          Aaa        AAA      
3,969,000
 1,850,000    7.250% due 8/15/2014                          Aaa        AAA      
2,109,000
   945,000    7.250% due 8/15/2015                          AAA        AAA      
1,100,925
   555,000    7.250% due 8/15/2015                          Aaa        AAA        
632,700
 5,115,000    New York City, New York, Health
              Corporation,
              Series A,
              6.300% due 2/15/2020                          Baa        BBB      
5,389,931
              New York City, New York, Housing
              Development Corporation, Multifamily
              Housing, Pass-Through Certificates,
 5,900,000    5.500% due 11/1/2020                          A1         AA       
5,855,750
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       12

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>
  
 PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York City, New York, Housing
              Development Corporation, Multifamily
              Housing, Pass-Through Certificates
              (continued):
$1,679,472    (Cadman Project),
              6.500% due 11/15/2018                         NR         NR     
$ 1,706,763
 1,064,405    (Heywood Project),
              6.500% due 8/15/2017                          NR         NR       
1,075,049
 1,342,193    (Kelly Project),
              6.500% due 2/15/2018                          NR         NR       
1,364,004
 1,728,125    (Riverbend Project),
              6.500% due 11/15/2018                         NR         NR       
1,777,808
              Series A: (AMBAC insured),
 2,425,035    6.500% due 12/20/2001                         Aaa        AAA      
2,503,848
 4,000,000    6.600% due 4/1/2030                           NR         AAA      
4,380,000
              Series 1991 A,
 5,000,000    7.350% due 6/1/2019                           NR         AAA      
5,393,750
 7,650,000    5.850% due 5/1/2026                           AA         AA       
7,764,750
              New York City, New York, Industrial
              Development Agency:
 1,965,000    Civil Facility Revenue, International
              Center, (Integrated Student Dormitory
              Project),
              9.000% due 3/1/2009+++                        NR         NR         
393,000
 2,250,000    Civil Facility Refunding Bond, (The
              Lighthouse Inc. Project),
              6.500% due 7/1/2022                           AA2        AA       
2,438,438
 3,000,000    New York City, New York, Inverse Floaters,
              Series B, (FSA insured),
              8.441% due 10/1/2007                          Aaa        AAA      
3,303,750
              New York City, New York, Municipal Water
              Finance Authority, Water & Sewer System
              Revenue:
              Series A:
 3,270,000    (FSA Insured), 7.000% due 6/15/2015           Aaa        AAA      
3,695,100
 3,650,000    (MBIA Insured), 7.250% due 6/15/2015          Aaa        AAA      
4,316,125
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       13

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
$5,000,000    New York City, New York, (Short/Rite),
              6.600% due 8/1/2009                           Baa1       A-     
$ 5,718,750
 2,810,000    New York City, New York, Transportation
              Authority Project, Transportation
              Facilities Revenue, (Livingston Plaza
              Project), (FSA insured),
              7.500% due 1/1/2020                           Aaa        AAA      
3,347,412
              New York State Dormitory Authority, Revenue
              Bonds:
              (City University), Series A:
 2,500,000    7.500% due 7/1/2006                           Baa1       BBB      
2,784,375
 1,040,000    7.625% due 7/1/2013                           Baa1       BBB      
1,162,200
              (City University), Series C:
 3,000,000    7.625% due 7/1/2014                           Baa1       BBB      
3,352,500
 2,000,000    8.200% due 7/1/2014                           Baa1       BBB      
2,390,000
   140,000    (City University), Series R,
              10.875% due 7/1/2014                          NR         BBB        
148,750
 2,200,000    (City University), Series T,
              10.250% due 7/1/2012                          BAA1       BBB      
2,447,500
 1,250,000    (City University), Series U,
              6.250% due 7/1/2002                           BAA1       BBB      
1,353,125
 3,000,000    (Cooper Union), (FSA insured),
              7.200% due 7/1/2020                           Aaa        AAA      
3,472,500
 1,000,000    (Cornell University), Series A,
              7.375% due 7/1/2030                           Aa         AA       
1,170,000
   250,000    (Court Facilities Lease), Revenue,
              5.625% due 5/15/2013                          Baa1       BBB+       
249,687
 1,230,000    (Crouse Community Center), (FHA insured),
              7.500% due 8/1/2029                           NR         AAA      
1,409,888
 1,600,000    (Crouse Irving Memorial Hospital),
              10.500% due 7/1/2017                          NR         A+       
1,682,000
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       14

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Dormitory Authority, Revenue
              Bonds (continued):
$2,000,000    (Culinary Institute of America),
              6.000% due 7/1/2022                           NR         AAA    
$ 2,120,000
 5,000,000    Department of Education, State of New York
              Issue,
              7.750% due 7/1/2021                           BAA1       BBB+     
5,918,750
   200,000    Department of Health,
              7.250% due 7/1/2002                           Baa1       BBB        
226,500
              Genessee Valley, (FHA Insured), Series B:
   685,000    6.850% due 8/1/2016                           NR         AA         
756,925
 1,000,000    6.900% due 8/1/2032                           NR         AA       
1,128,750
 1,280,000    Group 1 Optional - Supplemental Higher
              Education,
              7.250% due 10/1/2003                          NR         AAA      
1,523,200
 2,450,000    (Iroquois Nursing), (FHA Insured),
              7.050% due 2/1/2031                           NR         AA-      
2,740,938
 2,700,000    (Manhattan College),
              6.500% due 7/1/2019                           NR         AA       
2,909,250
   490,000    (Manhattan Eye, Ear & Throat Hospital),
              11.500% due 7/1/2009                          Baa        BBB        
504,088
 1,375,000    (Heritage House Nursing Center), (FHA
              Insured),
              7.000% due 8/1/2031                           NR         AAA      
1,546,875
 1,500,000    (New Hope Community),
              5.700% due 7/1/2017                           Aa         NR       
1,530,000
              (New York Medical College)
              (Cornell University), Series A:
 2,000,000    7.375% due 7/1/2020                           Aa         AA       
2,340,000
   220,000    6.700% due 7/1/2001                           NR         AA         
243,925
 2,000,000    (Long Island Medical Center),
              7.750% due 8/15/2027                          Aa         AAA      
2,245,000
 1,125,000    (University of Rochester),
              5.625% due 7/1/2012                           A1         A+       
1,165,781
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       15

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Dormitory Authority, Revenue
              Bonds (continued):
$11,940,000   (University Educational Facilities):
              5.875% due 5/15/2017                          Baa1       BBB+   
$12,432,525
 3,500,000    5.900% due 8/1/2020                           NR         AA       
3,653,125
              (Wartburg Home Project), (FHA insured),
 3,150,000    5.800% due 2/1/2028                           NR         AA       
3,228,750
 4,800,000    5.875% due 2/1/2033, (FHA insured)            NR         AAA      
4,968,000
 1,000,000    (Society of New York Hospital),
              9.750% due 7/1/2015                           Baa1       BBB+     
1,046,250
 2,450,000    (St. Vincent's Hospital and Medical
              Center), (FHA insured),
              7.400% due 8/1/2030                           Aa         AAA      
2,789,937
 1,500,000    (State University Educational Facility),
              Series A,
              6.625% due 5/15/1999                          Baa1       BBB      
1,638,750
 1,330,000    (Thomas S. Clarkson Men's College),
              9.200% due 7/1/2009                           A1         A        
1,394,838
 2,500,000    (Upstate Community College),
              5.750% due 7/1/2022                           NR         AAA      
2,609,375
              (Upstate Community College), Series A:
 2,000,000    7.250% due 7/1/2010                           Baa1       BBB      
2,267,500
 5,850,000    7.750% due 7/1/2018                           Baa1       BBB      
6,610,500
 2,750,000    8.000% due 7/1/2019                           Baa1       BBB      
3,190,000
   285,000    (Upstate Community College), Series B,
              7.100% due 7/1/2001                           Baa1       BBB        
324,188
 3,150,000    Revenue Bonds,
              5.500% due 7/1/2020                           Baa1       BBB      
3,051,562
 7,000,000    Revenue Bonds, Series B,
              6.000% due 7/1/2014                           Baa1       BBB      
7,385,000
              New York State Energy, Research &
              Development Authority:
11,000,000    5.250% due 8/15/2020                          AA2        AA-     
10,862,500
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       16

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- ----------------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Energy, Research &
              Development Authority (continued):
$3,000,000    5.950% due 12/1/2027                          Baa1       BBB+   
$ 3,063,750
              (MBIA insured),
 6,000,000    5.700% due 12/1/2028                          Aaa        AAA      
6,105,000
              New York State Energy, Research &
              Development Authority, Electric Facilities
              Revenue Bonds:
 1,000,000    (Long Island Lighting Company Project):
              Series D,
              6.900% due 8/1/2022                           Baa3       BB+      
1,083,750
 4,900,000    Series A,
              7.150% due 12/1/2020                          Baa3       BB+      
5,365,500
 2,250,000    (Consolidated Edison Company),
              Series A,
              7.125% due 3/15/2022                          Aa2        AA-      
2,477,812
              New York State Energy, Research &
              Development Authority, Electric & Gas
              Corporation, Gas Facilities Revenue Bonds:
              (Brooklyn Union Gas Company):
 1,500,000    11.212% due 7/1/2026                          A1         A        
1,931,250
 5,000,000    Series 1,
              7.125% due 12/1/2020                          A1         A        
5,475,000
 1,500,000    (Corning National Gas Corporation), Series
              A,
              8.250% due 12/1/2018                          BAA2       NR       
1,764,375
              Pollution Control Revenue Bonds:
 1,000,000    (Central Hudson Gas and Electric Company),
              8.375% due 12/1/2028                          A3         A-       
1,192,500
 2,500,000    (New York State Electric and Gas
              Corporation),
              Series 1984A,
              12.000% due 5/1/2014                          A3         BBB      
2,643,750
 3,500,000    (Niagara Mohawk Power Corporation Project),
              Series A,
              11.250% due 7/1/2014                          Baa2       BBB      
3,714,375
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       17

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- ------------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Energy, Research &
              Development Authority, Electric & Gas
              Corporation, Gas Facilities Revenue Bonds
              (continued):
              (Orange & Rockland Utilities Project):
$5,500,000    10.250% due 10/1/2014                         A2         A+     
$ 5,885,000
 2,500,000    9.000% due 8/1/2015                           A2         A+       
2,746,875
 2,660,000    (Rochester Gas & Electric Company), Series
              C, (FSA insured)
              8.375% due 12/1/2028                          Aaa        AAA      
3,142,125
 2,250,000    Series B,
              12.000% due 5/1/2014                          A3         BBB      
2,379,375
   500,000    Series C,
              12.300% due 7/1/2014                          A3         BBB        
536,875
              New York State Environmental Facilities
              Corporation, Environmental Elements,
              Revenue Bonds:
 8,250,000    New York City Municipal, Series A,
              7.250% due 6/15/2010                          Aa         A        
9,755,625
              Pollution Control Revenue, State Water
              Revolving Fund, Series A:
 1,000,000    6.200% due 6/15/2001                          Aa         A        
1,118,750
 1,950,000    7.500% due 6/15/2012                          Aa         A        
2,308,312
              Resource Recovery Revenue, Huntington
              Project, Series A,
 5,765,000    7.375% due 10/1/1999                          Baa        NR       
6,413,562
              Resource Recovery Revenue, Series A,
              Huntington Project, Special Obligation:
   665,000    8.400% due 12/1/2006                          NR         BBB+       
724,850
   690,000    8.400% due 12/1/2007                          NR         BBB+       
752,100
              Occidental Petroleum Corporation, Waste
              Disposal Revenue, Series A,
 2,000,000    5.700% due 9/1/2028                           Baa2       BBB      
2,002,500
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       18

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Housing Finance Agency,
              Multifamily Units, Housing Bonds, Second
              Mortgage,
$5,500,000    6.125% due 3/15/2020                          Baa1       BBB    
$ 5,685,625
 1,500,000    Series C,
              6.500% due 8/15/2024                          Aa         AAA      
1,601,250
              Series D:
 5,555,000    5.625% due 9/15/2013                          Baa1       BBB      
5,534,169
 1,250,000    6.250% due 8/15/2023                          Aa         NR       
1,362,500
 2,905,000    Series 1985A, 10.000% (FHA insured), due
              11/15/2025                                    AA         AA-      
3,061,144
 1,355,000    Risley Dent Towers, Section 8, 10.125% due
              5/1/2021                                      Aa         NR       
1,390,569
 4,230,000    New York State Highway Authority, Emergency
              Highway Construction and Reconstruction,
              Series A, (FSA insured),
              6.600% due 3/1/2001                           Aaa        AAA      
4,774,612
              New York State Local Government Assistance
              Corporation:
 3,285,000    6.000% due 4/1/2014                           A          A        
3,572,438
 1,000,000    Series A,
              6.875% due 4/1/2019                           A          A        
1,128,750
              Series B:
 2,450,000    6.000% due 4/1/2012                           A          A        
2,575,563
13,000,000    6.250% due 4/1/2021                           A          A       
14,023,750
              Series C,
 7,000,000    5.500% due 4/1/2017                           A          A        
7,192,500
              Series E,
 5,250,000    5.250% due 4/1/2016                           A          A        
5,223,750
              New York State Medical Care Facilities
              Finance Agency Revenue Bonds:
              Series F,
 6,500,000    5.375% due 2/15/2014                          Baa1       BBB+     
6,313,125
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       19

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Medical Care Facilities
              Finance Agency Revenue Bonds (continued):
              (Central Suffolk Hospital Project):
$2,500,000    6.125% due 11/1/2016                          NR         BBB    
$ 2,543,750
 3,500,000    5.500% due 2/15/2022                          NR         AAA      
3,530,625
              (FHA insured),
10,370,000    5.400% due 8/15/2033                          Aa         AA      
10,110,750
 2,000,000    Long Term Healthcare, Series B,
              6.450% due 11/1/2014                          Aaa        AAA      
2,202,500
12,300,000    Series A, (FHA insured),
              5.600% due 8/15/2013                          Aa         AAA     
12,515,250
 7,965,000    (Albany Medical), Series A, (FHA insured),
              8.000% due 2/15/2028                          AA         A        
9,109,969
 1,245,000    (Arden Hill Nursing Home), Insured
              Mortgage,
              (FHA insured),
              9.500% due 1/15/2024                          NR         NR       
1,271,456
 3,000,000    (Beth Israel Medical Center), Series A,
              (MBIA insured),
              7.500% due 11/1/2010                          Aaa        AAA      
3,525,000
              (Columbia Presbyterian), Series A, Insured
              Mortgage:
 7,500,000    8.000% due 2/15/2025                          Aa         AA       
8,475,000
 6,000,000    5.850% due 2/15/2033                          Aa         NR       
6,150,000
              Hospital and Nursing Home, Series A:
              (FHA insured),
   635,000    5.950% due 8/15/2009                          NR         AAA        
668,338
              (AMBAC insured):
 6,450,000    5.700% due 8/15/2014                          Aaa        AAA      
6,691,875
   150,000    6.400% due 11/1/2014                          AAA        AAA        
164,813
   250,000    6.100% due 2/15/2002                          Aa         AA         
275,000
 1,700,000    7.700% due 2/15/2022                          NR         A        
1,942,250
              (Methodist Hospital), (FHA insured),
 5,300,000    6.700% due 8/15/2023                          NR         AA       
5,843,250
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       20

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Medical Care Facilities
              Finance Agency Revenue Bonds (continued):
              Hospital and Nursing Home, Series A
              (continued):
              (FHA insured):
$6,000,000    8.000% due 2/15/2027                          NR         AA     
$ 6,817,500
 6,300,000    6.375% due 8/15/2029                          NR         AAA      
6,804,000
 4,100,000    7.450% due 8/15/2031                          Aa         AA       
4,694,500
 5,000,000    6.450% due 2/15/2032                          Aa         AA       
5,393,750
 2,500,000    6.650% due 8/15/2032                          Aa         AA       
2,737,500
              Insured Mortgage Nursing Home, (FHA
              insured),
 3,000,000    6.375% due 8/15/2033                          Aa         AA       
3,198,750
              (St. John's Riverside Project),
   370,000    10.125% due 1/15/2024                         Aa         AA         
377,863
 1,000,000    (King Hospital Project), Insured Mortgage,
              (FHA insured),
              8.500% due 1/15/2022                          NR         AAA      
1,118,750
   850,000    (Lakeside Hospital and Nursing Home), (FHA
              insured),
              8.750% due 2/15/2015                          Aa         AA-        
912,688
              Mental Health Service Facilities, Series A:
 9,600,000    8.875% due 8/15/2007                          Baa1       BBB+    
11,340,000
 2,500,000    7.700% due 2/15/2018                          Baa1       BBB+     
2,843,750
 3,730,000    7.750% due 2/15/2020                          Baa1       BBB+     
4,284,838
   500,000    Nursing Home Insured Mortgage, Series B,
              10.500% due 1/15/2024                         Aa         AA         
510,625
              (St. Luke's Hospital), Series B, (FHA
              insured),
 3,550,000    7.450% due 2/15/2029                          NR         AAA      
4,211,188
 5,000,000    Secured Hospital Revenue Bonds, Series
              91-A,
              7.400% due 8/15/2021                          Baa        BBB      
5,718,750
              New York State Mortgage Agency Revenue:
   195,000    10.875% due 10/1/2011                         Aa         NR         
201,338
 1,535,000    Series A,                                     Aa         NR       
1,623,263
              7.300% due 4/1/2017
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       21

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              New York State Mortgage Agency Revenue
              (continued):
$1,800,000    Series GG, Homeowner Mortgage,
              8.125% due 4/1/2020                           Aa         NR     
$ 1,923,750
              New York State Municipal Building Bank
              Agency:
              Special Revenue Program:
 1,000,000    Buffalo, Series A,
              6.875% due 3/15/2006                          NR         BBB+     
1,130,000
 1,500,000    Rochester, Series A,
              6.750% due 3/15/2011                          NR         A+       
1,655,625
 2,000,000    New York State Power Authority, Revenue &
              General Purpose Bonds, Series V, (MBIA
              insured),
              7.875% due 1/1/2013                           Aaa        AAA      
2,305,000
 1,500,000    New York, 34th Street Partnership Inc.,
              5.500% due 1/1/2023                           A1         NR       
1,501,875
              New York State Thruway Authority, Revenue:
 3,150,000    5.250% due 4/1/2013                           Baa1       BBB      
3,063,375
 3,250,000    Series B,
              5.000% due 1/1/2014                           Aaa        AAA      
3,185,000
 2,900,000    New York State Urban Development
              Corporation
              5.625% due 1/1/2007                           Baa1       BBB      
2,921,750
              New York State, Urban Development
              Corporation, Correctional Capital
              Facilities, Revenue Bonds:
 1,100,000    5.500% due 1/1/2015                           Baa1       BBB      
1,076,625
   850,000    Series 1, (FSA insured),
              7.500% due 1/1/2020                           Aaa        AAA      
1,010,438
              (Newark - Wayne Community Hospital):
 2,970,000    Series A,
              7.600% due 9/1/2015                           NR         NR       
3,040,537
 2,400,000    Series B, (FHA insured),
              5.875% due 1/15/2032                          NR         AAA      
2,505,000
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       22

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ---
- -----------------------------------------------------------------------------
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- ----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
$3,500,000    Niagara Falls, New York, Bridge Commission
              Toll Revenue, Series B,
              5.250% due 10/1/2023                          Aaa        AAA    
$ 3,478,125
 2,250,000    Oneida, New York, Health Care Corporation,
              Mortgage Revenue Bonds, (FHA Insured),
              (Oneida Healthcare), Series A,
              7.200% due 8/1/2031                           NR         A        
2,497,500
 2,200,000    Oneida-Herkimer, New York, Solid Waste
              Management Authority, Solid Waste System
              Revenue Bonds,
              6.750% due 4/1/2014                           Baa        BBB      
2,378,750
   550,000    Onondaga County, New York, General
              Obligation Bonds,
              5.850% due 2/15/2002                          Aa         AA         
603,625
   500,000    Oswego County, New York, General Obligation
              Bonds,
              6.600% due 6/15/2000                          A          A          
550,625
              Port Authority of New York & New Jersey,
              Construction Revenue Bonds:
              (Delta Airlines):
 2,650,000    51st Series,
              11.000% due 6/1/2019                          A1         AA-      
2,809,000
 3,000,000    53rd Series,
              8.700% due 7/15/2020                          A1         AA-      
3,285,000
 8,060,000    58th Series,
              7.500% due 6/15/2017                          A1         AA-      
8,352,175
 2,000,000    61st Series,
              8.125% due 8/15/2023                          A1         AA-      
2,165,000
 1,500,000    87th Series,
              5.250% due 7/15/2021                          A1         AA-      
1,486,875
 4,490,000    89th Series,
              5.125% due 10/1/2021                          A1         AA-      
4,400,200
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       23

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              Port Authority of New York & New Jersey,
              Construction Revenue Bonds (continued):
$8,000,000    Series IR,
              6.950% due 6/1/2008                           BA1        BB     
$ 8,700,000
   750,000    Schenectady, New York, Industrial
              Development Agency, Industrial Development
              Revenue, (Broadway Center Project),
              7.375% due 9/1/2009                           AAA        AAA        
860,625
              State of New York, Certificates of
              Participation:
              City University of New York, (John Jay
              College),
 6,000,000    7.250% due 8/15/2007                          Baa1       BBB      
6,502,500
              (Hanson Redevelopment Project),
   915,000    8.375% due 5/1/2008                           NR         BBB      
1,101,431
              State of New York, General Obligation
              Bonds:
   750,000    6.200% due 11/1/1999                          A          A-         
827,813
 6,485,000    7.000% due 11/15/2002                         A          A-       
7,603,663
 1,000,000    12.000% due 11/15/2003                        A          A-       
1,563,750
 2,750,000    9.875% due 11/15/2005                         A          A-       
3,935,938
 1,000,000    Suffolk County, New York, Refunding, Series
              F,
              5.400% due 7/15/2014                          Aaa        AAA      
1,022,500
 2,710,000    Suffolk County, New York, Water Authority,
              Waterworks Revenue Bond, Series C,
              (AMBAC insured),
              6.000% due 6/1/2017                           Aaa        AAA      
2,892,925
              Syracuse, New York, General Obligation
              Bonds:
 1,800,000    6.700% due 2/15/2008                          NR         NR       
2,088,000
   500,000    Industrial Development Agency, (James
              Square Association), (FHA insured),
              7.000% due 8/1/2025                           NR         AAA        
542,500
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       24

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
    --------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
              Triborough Bridge & Tunnel Authority, New
              York, Revenue Bonds:
              General Purpose Revenue:
$  250,000    Series R,
              7.375% due 1/1/2016                           Aaa        AAA    
$   294,688
 3,470,000    Series X,
              6.000% due 1/1/2014                           Aa         A+       
3,647,838
 3,000,000    Series Z,
              6.000% due 1/1/2018                           Aa         A+       
3,183,750
 4,325,000    Special Obligation, (AMBAC insured),
              6.250% due 1/1/2012                           Aaa        AAA      
4,692,625
              United Nations Development Corporation, New
              York, Revenue Bonds, Senior Lien, Series A:
 1,490,000    6.000% due 7/1/2007                           A          NR       
1,575,675
 1,170,000    6.000% due 7/1/2012                           A          NR       
1,227,037
 3,300,000    6.000% due 7/1/2026                           A          NR       
3,448,500
   730,000    Valley Health Development Corporation, New
              York, Revenue Bonds, (FHA Insured),
              Mortgage Loan,
              11.300% due 2/1/2023                          NR         A          
881,475
 2,500,000    Warren & Washington Counties, New York,
              Industrial Development Agency, Resource
              Recovery, Revenue Bonds, Series A,
              7.900% due 12/15/2007                         B1         NR       
2,312,500
              Westchester County, New York, Industrial
              Development Authority, Resource Recovery
              Revenue Bonds:
 2,310,000    SCM Corporation, (HRCC Projects),
              11.750% due 5/24/2004                         NR         NR       
2,304,225
 1,045,000    (Westchester Resco Company Project),
              10.500% due 1/1/2000                          A          A        
1,076,350
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       25

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- ----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              NEW YORK (CONTINUED)
$  285,000    White Plains, New York, Battle Hill Housing
              Development Corporation, Housing Revenue
              Bonds, Section 8, (FHA Insured),
              9.875% due 4/1/2025                           NR         A      
$   308,869
              Yonkers, New York, General Obligation
              Bonds:
   500,000    Series A,
              6.000% due 2/15/2001                          Aaa        AAA        
550,625
 2,000,000    Yonkers, New York, Refunding, Series C,
              (FGIC insured),
              5.500% due 9/1/2009                           Aaa        AAA      
2,075,000
              PUERTO RICO - 2.9 %
 1,495,000    Commonwealth of Puerto Rico, Aqueduct and
              Sewer Authority Revenue Bonds,
              10.250% due 7/1/2009                          Aaa        AAA      
2,220,075
 1,350,000    Commonwealth of Puerto Rico, General
              Obligation Bonds,
              8.000% due 7/1/2008                           Baa1       A        
1,582,875
              Commonwealth of Puerto Rico, Housing, Bank
              & Finance Agency:
 1,075,000    Series H, Special Obligation, (FSA
              insured),
              5.950% due 10/1/2001                          Aaa        AAA      
1,124,719
   475,000    Single Family Mortgage, Subsidiary
              Prepayment,
              7.250% due 12/1/2006                          Baa        BBB        
508,250
 6,470,000    Commonwealth of Puerto Rico, Urban Renewal
              and Housing Corporation Revenue Bonds,
              7.875% due 10/1/2004                          Baa        BBB      
7,577,988
              Puerto Rico Electric Power Authority,
              Refunding Bonds:
 2,500,000    Series L,
              8.375% due 7/1/2007                           Baa1       A-       
2,878,125
   250,000    Series M,
              8.000% due 7/1/2008                           Baa1       A-         
291,563
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       26

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   PORTFOLIO OF INVESTMENTS (CONTINUED)                     DECEMBER 31, 1993
 
<CAPTION>
                                                                RATINGS         
MARKET
                                                              (unaudited)        
VALUE
FACE VALUE                                                  MOODY'S    S&P     
(NOTE 1)
<C>           <S>                                           <C>        <C>    
<C>
- ------------------------------------------------------------------------------
- -----------
MUNICIPAL BONDS AND NOTES (CONTINUED)
              PUERTO RICO (CONTINUED)
$  470,000    Puerto Rico, Government Development Bank,
              General Obligation Bonds,
              10.000% due 8/15/2013                         Aaa        NR     
$   492,325
              Puerto Rico, Industrial, Medical &
              Environmental Pollution Facilities Finance
              Authority, Revenue Bonds, Special
              Facilities, (FHA Insured):
 2,085,000    (American Airlines), Series A,
              8.750% due 12/1/2025                          A2         BBB      
2,285,681
   535,000    (St. Luke's Hospital Project), Series A,
              6.100% due 6/1/2001                           NR         A-         
555,062
   205,000    (San Pablo Hospital),
              10.125% due 8/1/2023                          Aa         NR         
224,475
   860,000    Puerto Rico Municipal Finance Agency,
              Series A,
              8.250% due 7/1/2008                           Baa        A-       
1,001,900
              GUAM - 0.2 %
   750,000    Guam Government Limited Obligation Highway
              Bonds, Series A, (FGIC insured),
              5.900% due 5/1/2002                           AAA        AAA        
825,000
   500,000    Guam Power Authority Revenue, Series A,
              6.300% due 10/1/2022                          NR         BBB        
528,125
              VIRGIN ISLANDS - 0.1 %
   500,000    Virgin Islands Public Finance Authority
              Revenue, Matching Fund Loan Note, Series B,
              7.250% due 10/1/2007                          AAA        AAA        
593,750
- ------------------------------------------------------------------------------
- -----------
              TOTAL MUNICIPAL BONDS AND NOTES
              (Cost $655,530,961)                                             
710,754,893
- ------------------------------------------------------------------------------
- -----------
TOTAL INVESTMENTS (Cost $655,530,961*)                                99.8%   
710,754,893
OTHER ASSETS AND LIABILITIES (NET)                                     0.2      
1,536,782
- ------------------------------------------------------------------------------
- -----------
     NET ASSETS                                                      100.0%  
$712,291,675
- ------------------------------------------------------------------------------
- -----------
<FN> 
  * Aggregate cost for Federal tax purposes.
+++ Security valued in good faith by Board of Directors.
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       27

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   STATEMENT OF ASSETS AND LIABILITIES                      DECEMBER 31, 1993
 
<S>                                                        <C>             <C>
ASSETS:
    Investments, at value (Cost $655,530,961) (Note 1)
    See accompanying schedule                                              
$710,754,893
    Cash                                                                         
10,374
    Interest receivable                                                      
14,619,218
    Receivable for Fund shares sold                                           
4,325,660
- ------------------------------------------------------------------------------
- ---------
    TOTAL ASSETS                                                            
729,710,145
- ------------------------------------------------------------------------------
- ---------
LIABILITIES:
    Payable for investment securities purchased           $12,706,345
    Dividends payable                                       3,298,060
    Notes payable (Note 8)                                    500,151
    Payable for Fund shares redeemed                          287,128
    Investment advisory fee payable (Note 2)                  204,293
    Administration fee payable (Note 2)                       116,242
    Service fees payable (Note 2)                              89,791
    Distribution fee payable (Note 3)                          56,181
    Custodian fees payable (Note 2)                            37,000
    Transfer agent fees payable (Note 2 and 4)                 18,200
    Accrued expenses and other payables                       105,079
- ------------------------------------------------------------------------------
- ---------
    TOTAL LIABILITIES                                                        
17,418,470
- ------------------------------------------------------------------------------
- ---------
NET ASSETS                                                                 
$712,291,675
- ------------------------------------------------------------------------------
- ---------
NET ASSETS CONSIST OF:
    Accumulated net realized gain on investments sold                      $  
3,941,996
    Unrealized appreciation of investments                                   
55,223,932
    Par value                                                                   
402,932
    Paid-in capital in excess of par value                                  
652,722,815
- ------------------------------------------------------------------------------
- ---------
TOTAL NET ASSETS                                                           
$712,291,675
- ------------------------------------------------------------------------------
- ---------
NET ASSET VALUE:
  CLASS A SHARES:
  NET ASSET VALUE redemption price per share
  ($575,165,606 / 32,534,995 shares of beneficial interest
  outstanding)                                                                   
$17.68
- ------------------------------------------------------------------------------
- ---------
  Maximum offering price per share ($17.68 / 0.955) (based on sales
  charge
  of 4.5% of the offering price on December 31, 1993)                            
$18.51
- ------------------------------------------------------------------------------
- ---------
  CLASS B SHARES:
  NET ASSET VALUE and offering price per share+
  ($137,126,069 / 7,758,193 shares of beneficial interest
  outstanding)                                                                   
$17.68
- ------------------------------------------------------------------------------
- ---------
<FN>
+ Redemption price per share is equal to Net Asset Value less any applicable
  contingent deferred sales charge.
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       28

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
<TABLE>

   STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1993
 
<S>   <C>                                                     <C>            
<C>
INVESTMENT INCOME:
      Interest                                                               
$42,663,005
- ------------------------------------------------------------------------------
- ----------
EXPENSES:
      Investment advisory fee (Note 2)                       $2,218,952
      Sub-investment advisory and/or administration fee
      (Note 2)                                                1,263,785
      Service fees (Note 2)                                     971,054
      Distribution fee (Note 3)                                 409,790
      Transfer agent fees (Notes 2 and 4)                       194,696
      Custodian fees (Note 2)                                   113,965
      Legal and audit fees                                       63,042
      Directors' fees and expenses (Note 2)                      41,687
      Other                                                     203,301
- ------------------------------------------------------------------------------
- ----------
      TOTAL EXPENSES                                                           
5,480,272

- ------------------------------------------------------------------------------
- ----------
NET INVESTMENT INCOME                                                         
37,182,733
- ------------------------------------------------------------------------------
- ----------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS (NOTES 1 AND 5):
      Net realized gain on investments sold during the
      year                                                                    
11,090,806
      Net unrealized appreciation of investments during
      the year                                                                
16,938,786
- ------------------------------------------------------------------------------
- ----------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS                               
28,029,592
- ------------------------------------------------------------------------------
- ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                         
$65,212,325
- ------------------------------------------------------------------------------
- ----------

</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       29

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   STATEMENT OF CHANGES IN NET ASSETS
 
<CAPTION>
                                                           YEAR ENDED      
YEAR ENDED
                                                            12/31/93        
12/31/92
<S>                                                        <C>             <C>
Net investment income                                     $ 37,182,733    $ 
32,938,733
Net realized gain on investments sold during the year       11,090,806       
5,802,149
Net unrealized appreciation of investments during the
  year                                                      16,938,786       
6,297,007
- ------------------------------------------------------------------------------
- --------
Net increase in net assets resulting from operations        65,212,325      
45,037,889
Distributions to shareholders from net investment income:
    Class A                                                (33,113,806)    
(33,210,090)
    Class B                                                 (4,116,599)        
(58,333)
Distributions from capital (Note 1):
    Class A                                                    --             
(176,320)
    Class B                                                    --                 
(311)
Distribution to shareholders from net realized gain on
  investments:
    Class A                                                 (7,531,725)     
(1,077,979)
    Class B                                                 (1,641,245)        
(28,612)
Net increase in net assets from (Note 6):
    Class A share transactions                              21,895,581      
55,963,955
    Class B share transactions                             117,947,400      
18,050,088
- ------------------------------------------------------------------------------
- --------
Net increase in net assets                                 158,651,931      
84,500,287
NET ASSETS:
Beginning of year                                          553,639,744     
469,139,457
- ------------------------------------------------------------------------------
- --------
End of year (including undistributed net investment
  income of $47,672, at December 31, 1992)                $712,291,675    
$553,639,744
- ------------------------------------------------------------------------------
- --------
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       30

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   FINANCIAL HIGHLIGHTS
 
FOR A CLASS A SHARE OUTSTANDING THROUGHOUT EACH YEAR:
 
<TABLE>
<CAPTION>
                                               YEAR ENDED DECEMBER 31,
                                       1993#       1992       1991       1990
<S>                                    <C>        <C>        <C>        <C>    
Net asset value, beginning of year     $17.12     $16.77     $15.94     $16.26
- ------------------------------------------------------------------------------
Income from investment operations:
Net investment income                    1.02       1.12       1.15       1.16
Net realized and unrealized
  gain/(loss) on investments             0.80       0.39       0.84      
(0.32)
- ------------------------------------------------------------------------------
Total from investment operations         1.82       1.51       1.99       0.84
- ------------------------------------------------------------------------------
Less distributions:
Dividends from net investment income    (1.03)     (1.12)     (1.16)     
(1.16)
Distributions from net capital gains    (0.23)     (0.03)        --         --
Distributions from capital (Note 1)        --      (0.01)        --         --
- ------------------------------------------------------------------------------
Total Distributions:                    (1.26)     (1.16)     (1.16)     
(1.16)
- ------------------------------------------------------------------------------
Net asset value, end of year           $17.68     $17.12     $16.77     $15.94
- ------------------------------------------------------------------------------
Total return++                          10.93%      9.36%     12.98%      
5.41%
- ------------------------------------------------------------------------------
Ratios to average net
  assets/Supplemental Data:
Net assets, end of year (in 000's)    $575,166   $535,514   $469,139   
$428,304
Ratio of operating expenses to
  average net assets                     0.78%      0.67%      0.64%      
0.64%
Ratio of net investment income to
  average net assets                     5.83%      6.56%      7.04%      
7.31%
Portfolio turnover rate                    20%        30%        31%        
18%
- ------------------------------------------------------------------------------
<FN> 
 * The Fund commenced operations on January 23, 1984. Any shares outstanding
   prior to November 6, 1992 were designated as Class A shares.
** Annualized.
 + Annualized expense ratio before waiver of fees by investment adviser and
   sub-investment adviser and administrator was 0.82%.
++ Total return represents aggregate total return for the periods indicated 
and
   does not reflect any applicable sales charges.
 # Per share amounts have been calculated using the monthly average share
   method, which more appropriately presents the per share data for this year
   since use of the undistributed method did not accord with results of
   operations.
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       31

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   FINANCIAL HIGHLIGHTS
 
FOR A CLASS A SHARE OUTSTANDING THROUGHOUT EACH YEAR:
 
<TABLE>
<CAPTION>
                                                                                    
PERIOD
                                                                                     
ENDED
                                          YEAR ENDED DECEMBER 31,                
DECEMBER 31,
                                1989      1988      1987      1986      1985         
1984*
<S>                            <C>       <C>       <C>       <C>       <C>       
<C>          
Net asset value, beginning of
  year                         $15.97    $15.37    $16.71    $15.48    $13.90        
$14.25
- ------------------------------------------------------------------------------
- --------------
Income from investment
  operations:
Net investment income            1.16      1.15      1.14      1.20      1.24          
1.16+++
Net realized and unrealized
  gain/(loss) on investments     0.26      0.61     (1.33)     1.52      1.58         
(0.35)
- ------------------------------------------------------------------------------
- --------------
Total from investment
  operations                     1.42      1.76     (0.19)     2.72      2.82          
0.81
- ------------------------------------------------------------------------------
- --------------
Less distributions:
Dividends from net investment
  income                        (1.13)    (1.16)    (1.14)    (1.20)    (1.24)        
(1.16)
Distributions from net
  capital gains                    --        --     (0.01)    (0.29)       --            
- --
Distributions from capital
  (Note 1)                         --        --        --        --        --            
- --
- ------------------------------------------------------------------------------
- --------------
Total Distributions:            (1.13)    (1.16)    (1.15)    (1.49)    (1.24)        
(1.16)
- ------------------------------------------------------------------------------
- --------------
Net asset value, end of year   $16.26    $15.97    $15.37    $16.71    $15.48        
$13.90
- ------------------------------------------------------------------------------
- --------------
Total return++                   9.18%    11.82%    (1.09%)   18.13%    21.03%         
6.90%
- ------------------------------------------------------------------------------
- --------------
Ratios to average net assets/
  Supplemental Data:
Net assets, end of year
  (000's)                    $442,563  $429,703  $202,265  $218,980  $125,365       
$54,182
Ratio of operating expenses
  to average net assets          0.66%     0.64%     0.68%     0.68%     0.81%         
0.77%+**
Ratio of net investment
  income to average net
  assets                         7.17%     7.50%     7.22%     7.25%     8.20%         
8.94%**
Portfolio turnover rate             7%       27%       22%       11%       20%           
45%
- ------------------------------------------------------------------------------
- --------------
<FN> 
  * The Fund commenced operations on January 23, 1984. Any shares outstanding
    prior to November 6, 1992 were designated as Class A shares.
 ** Annualized.
  + Annualized expense ratio before waiver of fees by investment adviser and
    sub-investment adviser and administrator was 0.82%.
 ++ Total return represents aggregate total return for the periods indicated 
and
    does not reflect any applicable sales charges.
+++ Net investment income before waiver of fees by investment adviser and
    sub-investment adviser and administrator was $1.15.
</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       32

<PAGE>
 
     Smith Barney Shearson
     NEW YORK MUNICIPALS FUND INC.
     -------------------------------------------------------------------------
- --
<TABLE>

        FINANCIAL HIGHLIGHTS
     FOR A CLASS B SHARE OUTSTANDING THROUGHOUT EACH PERIOD:
 
<CAPTION>
                                                               YEAR         
PERIOD
                                                               ENDED         
ENDED
                                                             12/31/93#     
12/31/92*
<S>                                                          <C>           <C>       
Net asset value, beginning of period                          $ 17.12       $ 
16.93
- ------------------------------------------------------------------------------
- -------
Income from investment operations:
Net investment income                                            0.94          
0.17
Net realized and unrealized gain on investments                  0.80          
0.20
- ------------------------------------------------------------------------------
- -------
Total from investment operations                                 1.74          
0.37
- ------------------------------------------------------------------------------
- -------
Less distributions:
Dividends from net investment income                            (0.95)        
(0.15)
Distributions from capital (Note 1)                                --            
- --+
Distributions from net capital gains                            (0.23)        
(0.03)
- ------------------------------------------------------------------------------
- -------
Total Distributions:                                            (1.18)        
(0.18)
- ------------------------------------------------------------------------------
- -------
Net asset value, end of period                                $ 17.68       $ 
17.12
- ------------------------------------------------------------------------------
- -------
Total return++                                                  10.33%         
2.23%
- ------------------------------------------------------------------------------
- -------
Ratios to average net assets/Supplemental Data:
Net assets, end of period (in 000's)                         $137,126       
$18,125
Ratio of net investment income to average net asset              5.31%         
5.94%**
Ratio of operating expenses to average net assets                1.31%         
1.30%**
Portfolio turnover rate                                            20%           
30%
- ------------------------------------------------------------------------------
- -------
 
 * The Fund's Class B shares commenced operations on November 6, 1992.
** Annualized.
 + Amount represents less than $0.01 per Class B share.
++ Total return represents aggregate total return for the periods indicated 
and
   does not reflect any applicable sales charges.
 # Per share amounts have been calculated using the monthly average share
   method, which more appropriately presents the per share data for this year
   since use of the undistributed method did not accord with results of
   operations.

</TABLE>
 
                       SEE NOTES TO FINANCIAL STATEMENTS.
 
                                       33

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   NOTES TO FINANCIAL STATEMENTS
 
1.  SIGNIFICANT ACCOUNTING POLICIES
 
Smith Barney Shearson New York Municipals Fund Inc. (the "Fund") was
incorporated under the laws of the State of Maryland on October 6, 1983. The
Fund is a non-diversified, open-end management investment company registered
with the Securities and Exchange Commission under the Investment Company Act 
of
1940, as amended (the "1940 Act"). As of November 6, 1992, the Fund offered 
two
classes of shares to the general public: Class A shares and Class B shares.
Class A shares are sold with a front-end sales charge. Class B shares may be
subject to a contingent deferred sales charge ("CDSC"). Both classes of shares
have identical rights and privileges except with respect to the effect of the
respective sales charges, the distribution and/or service fees borne by each
class, expenses allocable exclusively to each class, voting rights on matters
affecting a single class, the exchange privilege of each class and the
conversion feature of Class B shares. The following is a summary of 
significant
accounting policies consistently followed by the Fund in the preparation of 
its
financial statements.
 
Portfolio valuation: Securities are valued by The Boston Company Advisors, 
Inc.
("Boston Advisors") after consultation with an independent pricing service 
(the
"Service") approved by the Fund's Board of Directors. When, in the judgment of
the Service, quoted bid prices for securities are readily available and are
representative of the bid side of the market, these investments are valued at
the mean between the quoted bid prices and asked prices (as obtained by the
Service from dealers in such securities). Securities for which, in the 
judgment
of the Service, there are no readily obtainable market quotations (which may
constitute a majority of the Fund's portfolio securities) are carried at fair
value as determined by the Service, based on methods which include 
consideration
of: yields or prices of municipal securities of comparable quality, coupon,
maturity and type; indications as to values from dealers; and general market
conditions. Securities for which representative prices are not available from
the Fund's pricing service are valued at fair value as determined in good 
faith
by the Fund's Board of Directors. Short-term investments that mature in 60 
days
or less are valued at amortized cost.
 
Securities transactions and investment income: Securities transactions are
recorded as of the trade date. Interest income is recorded on the accrual 
basis.
Realized gains and losses from securities sold are recorded on the identified
cost basis. Investment income and realized and unrealized gains and losses are
allocated based upon relative net assets of each class.
 
                                       34

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
Dividends and distributions to shareholders: Dividends from net investment
income are determined on a class level. It is the policy of the Fund to 
declare
dividends from net investment income daily and to pay such dividends on the 
last
business day of the Smith Barney Shearson Inc. ("Smith Barney Shearson")
statement month. Distributions from net realized capital gains, on a Fund 
level,
are declared and paid annually, after the end of the fiscal year in which
earned. Additional dividends may be paid and additional distributions of 
capital
gains may be made at the discretion of the Board of Directors to avoid the
application of the 4% nondeductible excise tax on certain undistributed 
amounts
of ordinary income and capital gains. Income distributions and capital gain
distributions on a Fund level are determined in accordance with income tax
regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and 
gains
on various investment securities held by the Fund, timing differences and
differing characterization of distributions made by the Fund as a whole.
 
Federal income taxes: It is policy of the Fund to qualify as a regulated
investment company, which distributes exempt-interest dividends, by complying
with the requirements of the Internal Revenue Code, applicable to regulated
investment companies and by distributing substantially all of its earnings to
its shareholders. Therefore, no Federal income tax provision is required.
 
Reclassifications: During the current year, the Fund adopted Statement of
Position 93-2 "Determination, Disclosure, and Financial Statement Presentation
of Income, Capital Gain, and Return of Capital Distributions by Investment
Companies." Accordingly, certain reclassifications have been made to the
components of capital in the Statement of Net Assets to conform with the
accounting and reporting guidelines of this statement. Distributions in excess
of book basis accumulated realized gains or undistributed net investment 
income
that were the result of permanent book and tax accounting differences have 
been
reclassified to paid-in capital. In addition, amounts distributed in excess of
accumulated net investment income as determined for financial statement 
purposes
which had previously been reported as distributions from paid-in capital have
been reclassified to accumulated net investment income. Accordingly, amounts 
as
of December 31, 1992 have been restated to reflect an increase in paid-in
capital of $12,532,081, an increase in undistributed net investment income of
$47,672 and a decrease in accumulated net realized gains of $12,579,753. The
Statement of Changes in Net Assets and Financial Highlights for the year ended
December 31,
 
                                       35

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
1992 have not been restated to reflect this change in presentation. Net
investment income, net realized gains and net assets were not affected by this
change.
 
2.  INVESTMENT ADVISORY FEE, ADMINISTRATION FEE AND OTHER RELATED PARTY
TRANSACTIONS
 
Up to the close of business on July 30, 1993, the Fund had entered into an
investment advisory agreement with Shearson Lehman Brothers Inc. ("Shearson
Lehman Brothers") on behalf of Shearson Lehman Advisors, a member of the Asset
Management Group of Shearson Lehman Brothers. Under the investment advisory
agreement, the Fund paid a monthly fee based on the following annual rates: 
.35%
of the value of the Fund's average daily net assets up to $500 milion and .32%
of the value of its average daily net assets in excess of $500 million.
 
As of the close of business on July 30, 1993, The Travelers Inc. (which at the
time was known as Primerica Corporation ("Travelers") and Smith Barney, Harris
Upham & Co. Incorporated SBS completed the acquisition of substantially all of
the domestic retail brokerage and asset management businesses of Shearson 
Lehman
Brothers and SBS was renamed Smith Barney Shearson Inc. ("Smith Barney
Shearson").
 
As of the close of business on July 30, 1993, Greenwich Street Advisors, a
division of Mutual Management Corp., which is controlled by Smith Barney
Shearson Holdings Inc. ("Holdings"), succeeded Shearson Lehman Advisors as the
Fund's investment adviser. Holdings is a wholly owned subsidiary of Travelers.
The new investment advisory agreement with Greenwich Street Advisors (the
"Advisory Agreement") contains terms and conditions substantially similar to 
the
investment advisory agreement with the predecessor investment adviser and
provides for payment of fees at the same rates as were paid to such 
predecessor
investment adviser.
 
The Fund has also entered into an administration agreement (the 
"Administration
Agreement") dated May 21, 1993, with Boston Advisors, an indirect wholly owned
subsidiary of Mellon Bank Corporation ("Mellon"). Under the Administration
Agreement, the Fund pays a monthly fee based on the following annual rates: 
.20%
of the value of the Fund's average daily net assets up to $500 million and 
.18%
of the value of its average daily net assets in excess of $500 million. Prior 
to
the close of business on May 21, 1993, Boston Advisors served as sub-
investment
adviser and administrator to the Fund.
 
                                       36

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
No officer, director or employee of Smith Barney Shearson or Boston Advisors 
or
any parent or subsidiary of those corporations receives any compensation from
the Fund for serving as a Director or officer of the Fund. The Fund pays each
Director who is not an officer, director, or employee of Smith Barney Shearson
or Boston Advisors or any of their affiliates $2,000 per annum plus $500 per
meeting attended and reimburses each such Director for travel and out-of-
pocket-
expenses.
 
Smith Barney Shearson acts as the exclusive distributor of the Fund's shares.
For the year ended December 31, 1993, Smith Barney Shearson received 
$5,438,327
from investors representing commissions (sales charges) on sales of Class A
shares.
 
A CDSC is generally payable by a shareholder in connection with the redemption
of Class B shares within five years after the date of purchase. In 
circumstances
in which the CDSC is imposed, the amount of the charge ranges between 5% and 
1%
of net asset value depending on the number of years since the date of 
purchase.
For the year ended December 31, 1993, Smith Barney Shearson received $82,635
from investors in CDSC's on the redemption of Class B shares.
 
Boston Safe Deposit and Trust Company, an indirect wholly owned subsidiary of
Mellon, serves as the Fund's custodian. The Shareholder Services Group, Inc., 
a
subsidiary of First Data Corporation, serves as the Fund's transfer agent.
 
3.  DISTRIBUTION AGREEMENT
 
Smith Barney Shearson acts as distributor of the Fund's shares pursuant to a
distribution agreement with the Fund, and sells shares of the Fund through 
Smith
Barney Shearson or its affiliates.
 
Pursuant to Rule 12b-1 under the 1940 Act, as amended, the Fund has adopted a
Services and Distribution Plan (the "Plan"). Under this Plan, the Fund
compensates Smith Barney Shearson for servicing shareholder accounts for both
Class A and Class B shareholders, and covers expenses incurred in distributing
Class B shares. Smith Barney Shearson is paid an annual service fee with 
respect
to Class A and Class B shares of the Fund at the rate of .15% of the value of
the average daily net assets of each respective class of shares. Smith Barney
Shearson is also paid an annual distribution fee with respect to Class B 
shares
at the rate of .50% of the value of the average daily net assets attributable 
to
those shares. During the year ended December 31, 1993, the Fund incurred
$848,117 in service fees for Class A shares. During the year ended December 
31,
1993, the Fund
 
                                       37

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
incurred $122,937 and $409,790 in services fees and distribution fees,
respectively, for Class B shares.
 
4.  EXPENSE ALLOCATION
 
Expenses of the Fund not directly attributable to the operations of any class 
of
shares are prorated between the classes based upon the relative net assets of
each class. Operating expenses directly attributable to a class of shares are
charged to that class' operations. In addition to the above servicing and
distribution fees, class specific operating expenses include transfer agent 
fees
of $158,417 and $36,279 for Class A and Class B shares, respectively.
 
5.  PURCHASES AND SALES OF SECURITIES
 
Cost of purchases and proceeds from sales of investment securities, excluding
short-term investments, during the year ended December 31, 1993, amounted to
$274,528,618 and $127,137,360, respectively.
 
At December 31, 1993, the aggregate gross unrealized appreciation for all
securities in which there was an excess of value over tax cost amounted to
$57,141,391, and the aggregate gross unrealized depreciation for all 
securities
in which there was an excess of tax cost over value amounted to $1,917,459.
 
6.  COMMON STOCK
 
At December 31, 1993, 500 million shares of $.01 par value common stock 
divided
into two classes (Class A and Class B) were authorized. Changes in the common
stock for the Fund were as follows:
 
<TABLE>
<CAPTION>
                                          YEAR ENDED                    YEAR 
ENDED
                                      DECEMBER 31, 1993             DECEMBER 
31, 1992*
         Class A shares:            Shares        Amount          Shares        
Amount
<S>                                <C>          <C>              <C>          
<C>
- ------------------------------------------------------------------------------
- -----------
Sold                               3,707,118    $65,187,847      4,949,324    
$83,687,536
Issued as reinvestment of
  dividends                        1,542,419     27,192,839      1,344,457     
22,726,053
Redeemed                          (3,991,942)   (70,485,105)    (2,984,319)   
(50,449,634)
- ------------------------------------------------------------------------------
- -----------
Net increase                       1,257,595    $21,895,581      3,309,462    
$55,963,955
- ------------------------------------------------------------------------------
- -----------
</TABLE>
 
                                       38

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --

<TABLE>

   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
<CAPTION>
                                           YEAR ENDED                   YEAR 
ENDED
                                       DECEMBER 31, 1993            DECEMBER 
31, 1992*
         Class B shares:             Shares        Amount          Shares        
Amount
<S>                                 <C>          <C>              <C>          
<C>
- ------------------------------------------------------------------------------
- -----------
Sold                                6,705,247   $118,061,679      1,056,196   
$18,007,381
Issued as reinvestment of
  dividends                           232,704      4,113,260          4,018        
68,743
Redeemed                             (238,451)    (4,227,539)        (1,521)      
(26,036)
- ------------------------------------------------------------------------------
- -----------
Net increase                        6,699,500   $117,947,400      1,058,693   
$18,050,088
- ------------------------------------------------------------------------------
- -----------
<FN>
 
* On November 6, 1992 the Fund commenced selling Class B shares. Any shares
  outstanding prior to November 6, 1992 were designated as Class A shares.

</TABLE>

 
7.  CONCENTRATION OF CREDIT
 
The Fund primarily invests in debt obligations issued by the State of New York
and its political subdivisions, agencies and public authorities to obtain 
funds
for various public purposes. The Fund is more susceptible to factors adversely
affecting issuers of New York municipal securities than is a municipal bond 
fund
that is not concentrated in these issuers to the same extent.
 
8.  LINE OF CREDIT
 
The Fund and several affiliated entities participate in a $50 million line of
credit provided by Continental Bank N.A. under an Amended and Restated Line of
Credit Agreement (the "Agreement") dated April 30, 1992, primarily for 
temporary
or emergency purposes, including the meeting of redemption requests that
otherwise might require the untimely disposition of securities. The Fund may
borrow up to the lesser of $25 million or 10% of its net assets. Interest is
payable either at the bank's Money Market Rate or the London Interbank Offered
Rate plus .375% on an annualized basis. The Fund and the other affiliated
entities are charged an aggregate commitment fee of $125,000 which is 
allocated
equally among each of the participants. The Agreement requires, among other
provisions, each participating fund to maintain a ratio of net assets (not
including funds borrowed pursuant to the Agreement) to aggregate amount of
indebtedness pursuant to the Agreement of no less than 5 to 1. During the year
ended December 31, 1993, the Fund had an average outstanding daily balance of
$13,425 with interest rates ranging from 3.375% to 3.625%. Interest expense
totalled $470 for the year ended December 31, 1993, which is included in other
expenses.
 
                                       39

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   REPORT OF INDEPENDENT ACCOUNTANTS
 
TO THE DIRECTORS AND SHAREHOLDERS OF
SMITH BARNEY SHEARSON NEW YORK MUNICIPALS FUND INC.:
 
     We have audited the accompanying statement of assets and liabilities of
Smith Barney Shearson New York Municipals Fund Inc., (the "Fund") including 
the
schedule of portfolio investments, as of December 31, 1993, and the related
statement of operations for the year then ended, the statement of changes in 
net
assets for each of the two years in the period then ended, and the financial
highlights for each of the nine years in the period then ended and for the
period January 23, 1984 (Commencement of Operations) to December 31, 1984. 
These
financial statements and the 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 audits.
 
     We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to 
obtain
reasonable assurance about whether the financial statements and financial
highlights are free from 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
December 31, 1993 by correspondence with the custodian and brokers. 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 audits 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
Smith Barney Shearson New York Municipals Fund Inc., as of December 31, 1993,
the results of its operations for the year then ended, the changes in its net
assets for each of the two years in the period then ended, and the financial
highlights for each of the nine years in the period then ended and for the
period January 23, 1984 (Commencement of Operations) to December 31, 1984, in
conformity with generally accepted accounting principles.
                                                          Coopers & Lybrand
 
Boston, Massachusetts
February 11, 1994
 
                                       40

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   TAX INFORMATION (UNAUDITED)
 
FISCAL YEAR ENDED, DECEMBER 31, 1993
 
     Of the dividends paid by the Fund attributable to net investment income 
for
the year ended December 31, 1993, 100% is tax-exempt for regular Federal 
income
taxes and New York State and City income taxes.
 
     The amount of long-term capital gain paid for the fiscal year ended
December 31, 1993 was $8,180,751.
 
     The above figures may differ from those cited elsewhere in this report 
due
to differences in the calculation of income and gains for Securities and
Exchange Commission (book) purposes and Internal Revenue Service (tax) 
purposes.
 
                                       41

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   PARTICIPANTS
 
DISTRIBUTOR
 
Smith Barney Shearson Inc.
388 Greenwich Street
New York, New York 10013
 
INVESTMENT ADVISER
 
Greenwich Street Advisors
Two World Trade Center
New York, New York 10048
 
ADMINISTRATOR
 
The Boston Company Advisors, Inc.
One Boston Place
Boston, Massachusetts 02108

AUDITORS AND COUNSEL
 
Coopers & Lybrand
One Post Office Square
Boston, Massachusetts 02109
 
Willkie Farr & Gallagher
153 East 53rd Street
New York, New York 10022
 
TRANSFER AGENT
 
The Shareholder Services Group, Inc.
Exchange Place
Boston, Massachusetts 02109
 
CUSTODIAN
 
Boston Safe Deposit
  and Trust Company
One Boston Place
Boston, Massachusetts 02108
 
                                       42

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   GLOSSARY OF COMMONLY USED MUTUAL FUND TERMS
 
CAPITAL GAIN (OR LOSS)  This is the increase (or decrease) in the market value
(price) of a security in your portfolio. If a stock or bond appreciates in 
price
there is a capital gain; if it depreciates, there is a capital loss. A capital
gain or loss is "realized" upon the sale of a security; if net capital gains
exceed net capital losses, there may be a capital gain distribution to
shareholders.
 
CDSC (CONTINGENT DEFERRED SALES CHARGE)  One kind of back-end load, a CDSC is
imposed if shares are redeemed during the first few years of ownership. The 
CDSC
may be expressed as a percentage of either the original purchase price or the
redemption proceeds. Most CDSCs
decline over time, and some will not be charged if shares are redeemed after a
certain period of time.
 
DISTRIBUTION RATE  This is the rate at which a mutual fund pays out (or
distributes) interest, dividends and realized capital gains to shareholders. A
fund's distribution rate is usually expressed as an annualized percent of the
fund's offering price.
 
DIVIDEND  This is income generated by
securities in a portfolio and distributed after expenses to shareholders.
 
FRONT-END SALES CHARGE  This is the sales charge applied to an investment at 
the
time of initial purchase.
 
NET ASSET VALUE (NAV)  Net Asset Value is the total market value of all
securities held by a fund, minus any liabilities, divided by the number of
shares outstanding. It is the value of a single share of a mutual fund on a
given day. The total value of our investment would be the NAV multiplied by 
the
number of shares you own.
 
SEC YIELD  This standardized calculation of a mutual fund's yield is based on 
a
formula developed by the Securities and Exchange Commission (SEC) to allow 
funds
to be compared on an equal basis. It is an annualized yield based on the
portfolio's potential earnings from dividends, interest and yield to maturity 
of
its holdings, and it reflects the payments or all portfolio expenses for the
most recent 30-day period. Mutual funds are required to use this figure when
stating yield.
 
TOTAL RETURN  Total return measures a fund's performance, taking into account
the combination of dividends paid and the gain or loss in the value of the
securities held in the portfolio. It may be expressed on an average annual 
basis
or cumulative basis (total change over a given period). In addition, total
return may be expressed with or without the effects of sales charges or the
reinvestment of dividends and
capital gains.
 
Whenever a fund reports any type of performance, it must also report the 
average
annual total return according to the standardized calculation developed by the
SEC. The SEC average annual total return calculation includes the effects of 
all
fees and sales charges and assumes the reinvestment of all dividends and 
capital
gains.
 
                                       43

<PAGE>
 
Smith Barney Shearson
NEW YORK MUNICIPALS FUND INC.
- ------------------------------------------------------------------------------
- --
   INVESTOR BENEFITS
 
MONTHLY DISTRIBUTIONS
 
It's your fund's policy to distribute dividend income monthly.
 
AUTOMATIC REINVESTMENT
 
You may reinvest your dividends and/or capital gains automatically in 
additional
shares of your fund at the current net asset value.
 
UNLIMITED EXCHANGES
 
If your investment goals change, you may exchange into another Smith Barney
Shearson mutual fund with the same sales charge structure without incurring a
sales charge.*
 
SYSTEMATIC
INVESTMENT PLAN
 
This program allows you to invest equal dollar amounts automatically on a
regular basis, monthly or quarterly.
 
AUTOMATIC CASH
WITHDRAWAL PLAN
 
With this plan, you may withdraw money on a regular basis while
maintaining your investment.

MUTUAL FUND
EVALUATION SERVICE
 
Through your Financial Consultant, you may obtain a free personalized analysis
of how your fund has performed for you, taking into account the effect of 
every
transaction. The analysis is based upon month-end data from CDA Investment
Technologies, Inc., a widely recognized mutual fund information service. An
evaluation also gives you other important facts and figures about your
investment.
 
For more information about these
benefits, or if you have any other questions, please call your Financial
Consultant or write:
 
MUTUAL FUND POLICY GROUP
SMITH BARNEY SHEARSON
388 GREENWICH STREET 37TH FLOOR
NEW YORK, NY 10013
 
* After written notification, exchange
  privilege may be modified or
  terminated at any time.
 
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