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Rule 497(e) File Nos. 33-39538 and 811-4052
SUPPLEMENT
DATED JUNE 5, 2000 TO
PROSPECTUS DATED DECEMBER 31, 1999
AS AMENDED MAY 1, 2000
CITIFUNDS(SM) CASH RESERVES
CITIFUNDS(SM) U.S. TREASURY RESERVES
CITIFUNDS(SM) TAX FREE RESERVES
CITIFUNDS(SM) CALIFORNIA TAX FREE RESERVES
CITIFUNDS(SM) CONNECTICUT TAX FREE RESERVES
CITIFUNDS(SM) NEW YORK TAX FREE RESERVES
The second to the last paragraph on page 62 of the Prospectus is deleted and
replaced with the following:
Class A or Class B shareholders of Cash Reserves who obtain their shares as a
result of an exchange from a Concert or Smith Barney brand fund may only
exchange their shares for shares of the same class of another Concert or Smith
Barney brand fund.
