SMITH BARNEY SHEARSON INCOME FUNDS, 497J, 1994-11-10

SMITH BARNEY SHEARSON INCOME FUNDS
497J, 1994-11-10

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					November 10, 1994

VIA EDGAR


Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C.  20549

ATTN:	Office of Filings, Information and Consumer Services

  RE:	Smith Barney Income Funds (the "Trust")
		Smith Barney Convertible Fund
		Smith Barney High Income Fund
		Smith Barney Exchange Reserve Fund
		Smith Barney Diversified Strategic Income Fund
		Smith Barney Utilities Fund 
		Smith Barney Global Bond Fund
		Smith Barney Premium Total Return Fund
		Smith Barney Tax-Exempt Income Fund
		File No.  2-96408

Gentlemen:

	Pursuant to Rule 497(j) under the Securities Act of 1933, as amended, 
please accept this letter as certification that the prospectuses (including 
the Class Z share propsectus for Smith Barney Utilities Fund) for the 
above-referenced Trust do not differ from that contained in Post-Effective 
Amendment No. 40 (the "Amendment") to the Trust's Registration Statement on 
Form N-1A.  This Amendment was filed electronically on November 7, 1994.

	Any comments on this filing should be directed to Paula J. Gilligan, 
Senior Legal Product Manager, at (617) 722-3920.

	Please return an electronic transmittal as evidence of your receipt 
of this filing.

					Very truly yours,



					/s/ Lee D. Augsburger
					Lee D. Augsburger
					First Vice President and
					Deputy General Counsel



funds\flmu\497j.doc