SMITH BARNEY
PRECIOUS METALS AND MINERALS
FUND
INC. (the "Fund")
Supplement to Prospectus
dated March 1, 1995
As of November 27, 1995, the sub-investment
advisory contract between the Fund and Lehman Brothers
Global Asset Management Limited ("LBGAM")
terminated. Pending the
approval by shareholders of a single management
agreement (for all advisory and administration
services), Smith Barney Mutual Funds Management Inc.
("SBMFM") will provide sub-investment advisory services
to the Fund. John G. Goode, President and Chief
Executive Officer of the Davis Skaggs Investment
Management, a division of SBMFM, will manage the day-to
day operations of the Fund, including making
all
investment decisions.
Shareholders of the Fund as of September 27, 1995
have received a proxy statement calling a Special
Meeting of Shareholders to be held on December 18, 1995
at 9:30 a.m. to consider the proposals discussed below.
Proposal 1: That the Fund's investment
objective
be
broadened to permit the Fund to seek long term
capital appreciation by investing primarily in
"Natural Resource Investments" which are defined as:
(1) equity and debt securities of companies
principally engaged in (a) owning or processing natural
resources, such as precious metals, other minerals,
water, timberland, agricultural commodities and forest
products, (b) owning or producing sources of energy
such as oil, natural gas, coal, uranium, geothermal,
oil shale and biomass, (c) participating in the
exploration and development, transportation,
distribution and/or processing of natural resources, (d)
owning or controlling oil, gas, or other mineral
leases, rights or royalties, (e) providing related
services or supplies, such as drilling, well
servicing, chemicals, parts or equipment, (f) developing
or participating in energy efficient technologies, or
(g) the upgrading or processing of raw commodities into
intermediate products; and (2) gold bullion and gold
coins. A company is consider to be "principally
engaged" in a business or an activity if it derives
at least 50% of its total revenue from that business
or activity.
If this proposal is approved by the shareholders at
the Special Meeting, the Fund's name will be changed
to Smith Barney Natural Resources Fund Inc.
Proposal 2: That the Fund enter into a
single
management agreement with SBMFM to provide
investment
advisory and
administration services. Under the proposed agreement
(the "Agreement"), a management fee would be paid to
SBMFM at an annual rate of 0.75% of the value of the
Fund's average daily net assets. Currently the
Fund pays,
in the
aggregate, 0.95% for investment advisory, sub
investment advisory and
administration services. Thus, under the Agreement,
the Fund's expenses for management services would be
reduced by 0.20% of the value of average daily net
assets per annum.
______________________________________
Supplement dated November 27, 1995
