SMITH BARNEY EQUITY FUNDS
On Behalf of
CONCERT SOCIAL AWARENESS FUND
Supplement dated February 9, 1999 to
Prospectus dated May 29, 1998
At a meeting of the Board of Trustees of the Smith Barney
Equity Funds, the Board approved the following to become effective
December 4, 1998:
The Investment Advisory Agreement between Smith Barney Equity
Funds on behalf of Concert Social Awareness Fund (the "Fund") and
Smith Barney Strategy Advisers Inc. ("SBSA") is transferred from
SBSA to Mutual Management Corp. ("MMC"), SBSA's parent company, in
order to consolidate investment advisory services. MMC will
continue to act as the Administrator to the Fund in addition to
assuming the investment advisory responsibilities. Investment
advisory services provided by MMC for the Fund will be conducted by
the same personnel who advise the Fund under SBSA, and the terms of
the agreement including the fees will remain the same.
FD 01616
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