VIA EDGAR
December 2, 1996
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 "Fund")
File No. 002-96408, Accession Number: 0000091155-96-000486
Gentlemen:
Pursuant to Rule 497(j) under the Securities Act of 1933, as
amended, please accept this letter as certification that the
prospectuses of Smith Barney Convertible Fund, Smith Barney Diversified
Strategic Income Fund, Smith Barney Exchange Reserve Fund, Smith Barney
High Income Fund, Smith Barney Premium Total Return Fund, Smith Barney
Tax-Exempt Income Fund and Smith Barney Utilities Fund, each a separate
investment portfolio of the above Fund, and the Statement of Additional
Information for the Fund do not differ from those contained in Post-
Effective Amendment No. 43 (the "Amendment") to the Fund's Registration
Statement on Form N-1A. This Amendment was filed electronically on
November 27, 1996 as Accession number 0000091155-96-000486 and became
effective immediately.
Any comments on this filing should be directed to the undersigned
at (212) 816-6393. Please return an electronic transmittal as evidence
of your receipt of this filing.
Very truly yours,
SMITH BARNEY INCOME FUNDS
/s/ Robert A. Vegliante
Robert A. Vegliante
Deputy General Counsel
and Assistant Secretary
