SMITH BARNEY EQUITY FUNDS (the
"Funds")
SMITH BARNEY STRATEGIC INVESTORS
FUND SMITH BARNEY GROWTH AND INCOME
FUND
Supplement dated May 23, 1995 to Prospectuses and
Statements of Additional Information dated April 1, 1995
On February 13, 1995, Smith Barney Mutual Funds Management
Inc. assumed responsibility for all administrative
functions for
the Funds, 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 Funds.
Also as of February 13, 1995, PNC Bank, National
Association assumed responsibility as the custodian for
the Funds.
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,
Pennsylvania.
Supplement dated May 23, 1995
