Rule 497(e)
Registration Nos. 2-
99861
811-
4395
SMITH BARNEY MUNI FUNDS
Supplement dated December 15, 1995 to
Prospectuses dated July 31, 1995
With respect to the Florida Portfolio, the Limited Term
Portfolio and the New York Portfolio only:
At a Meeting of Shareholders of the Florida Portfolio, the
Limited Term Portfolio and the New York Portfolio (each a
"Portfolio") held on December 15, 1995, the shareholders of each
Portfolio approved a new management agreement that will increase
the effective management fee paid by Smith Barney Muni Funds on
behalf of each Portfolio from 0.45% to 0.50% of each Portfolio's
average daily net assets. Each new management agreement also
provides that the Portfolio's investment manager shall
voluntarily reduce its fee to the extent that in any fiscal year
the aggregate expenses of a Portfolio, exclusive of taxes,
brokerage, interest, and extraordinary expenses, such as
litigation and indemnification expenses, exceed 0.70% of such
Portfolio's average daily net assets. (Certain Class specific
expenses, such as 12b-1 fees, will also continue to be excluded
when determining whether the expense limitation applies.)
Previously, the expense limitation was 0.65%. e change in the
rate of the expense limitation corresponds to the change in the
rate of the management fee. The increased management fee and
expense limitation will become effective on December 18, 1995.
.
With respect to the Limited Term Portfolio only:
The Trustees of Smith Barney Muni Funds (the "Fund") have
approved certain changes to the investment policies of the
Fund's Limited Term Portfolio ("Portfolio"). Currently, the
Portfolio invests at least 80% of its assets in obligations with
remaining maturities of less than ten years. The dollar-weighted
average maturity of the entire portfolio normally does not exceed
six years.
Effective on or about February 5, 1996, the Portfolio will
normally invest in securities with remaining maturities no
greater than twenty years. The dollar-weighted average maturity
of the Portfolio will normally be not less than three nor more
than ten years.
The Trustees have determined that this change will allow the
Portfolio greater flexibility to respond to changing market
conditions in the intermediate-term tax-exempt bond market.
FD 1055 12/95
