ROSENBLU.STK
SMITH BARNEY PREMIUM TOTAL RETURN FUND (the "Fund")
Supplement dated September 15, 1995 to
Prospectus dated November 7, 1994
The first paragraph of the section entitled "Portfolio
Management - Management of the Trust and the Fund" on page 47 of
the Fund's Prospectus is amended to read as follows:
"Harry Rosenbluth, a Principal of Boston Partners Asset
Management, L.P., has served as Portfolio Manager to the Fund
since August 16, 1995 and manages the day-to-day operations of
the Fund, including making all investment decisions."
Supplement dated September 15, 1995
FD09----
