SMITH BARNEY INCOME FUNDS
on behalf of the
Smith Barney Tax-Exempt Income Fund
Supplement dated November 14, 1997
to Prospectus dated November 28, 1996
The Board of Trustees of Smith Barney Income Funds--Smith
Barney Tax-Exempt Income Fund (the "Fund") has voted to change the
name of the Fund to "Smith Barney Municipal High Income Fund,"
effective November 12, 1997. Management believes that the new
name better reflects the Fund's investment policy, which continues
to be to maximize current income exempt from Federal income taxes
by investing primarily in municipal bonds and notes.
FD 01348
