STICKER.TAX
SMITH BARNEY INCOME FUNDS - Smith Barney Tax-Exempt Income Fund
(the "Fund")
Supplement dated July 21, 1995 to
Prospectuses and Statements of Additional
Information dated November 7, 1994
On July 14, 1995, Smith Barney Mutual Funds Management Inc.
assumed responsibility for all administrative functions for the
Fund, including functions previously performed by The Boston
Company Advisors, Inc. ("Boston Advisors").
As of that date, Boston Advisors ceased to serve as sub-
administrator to the Fund.
Also as of July 14, 1995, PNC Bank, National Association
assumed responsibility as the custodian for the Fund.
As of that date, Boston Safe Deposit and Trust Company, an
affiliate of Boston Advisors, ceased to serve as the Fund's
custodian. PNC Bank, National Association is located at 17th and
Chestnut Streets, Philadelphia.
Supplement dated July 21, 1995
FD0989 7/95
