File No. 33-7339
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
X
Pre-Effective Amendment No.
Post-Effective Amendment No.
18
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
X
Amendment No. 19
SMITH BARNEY PRECIOUS METALS AND MINERALS FUND INC.
(Exact name of Registrant as Specified in Charter)
388 Greenwich Street, New York, New York, 10013
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code
(212) 723-9218
Christina T. Sydor
Secretary
Smith Barney Precious Metals and Minerals Fund Inc.
388 Greenwich Street, New York, New York 10013
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering:
As soon as possible after this Post-Effective Amendment
becomes effective.
It is proposed that this filing will become effective:
_____ immediately upon filing pursuant to Rule 485(b)
__X__ on December 19, 1995 pursuant to Rule 485(b)
____ 60 days after filing pursuant to Rule 485(a)
___ on ____________ 1995 pursuant to Rule 485(a)
____________________________________________________________
________________________
The Registrant has previously filed a declaration of
indefinite
registration of its shares pursuant to Rule 24f-2 under the
Investment
Company Act of 1940, as amended. Registrant's Rule 24f-2
Notice for the
fiscal year ended October 31, 1994 was filed on December
29, 1994.
SMITH BARNEY PRECIOUS METALS AND MINERALS FUND INC.
FORM N-1A
CROSS REFERENCE SHEET
PURSUANT TO RULE 495(a)
Part A Item No. Prospectus Caption
1. Cover Page Cover Page
2. Synopsis Prospectus Summary
3. Financial Highlights Financial Highlights
4. General Description of Cover Page; Prospectus
Registrant Summary; Investment Objective
and Management Policies;
Additional Information
5. Management of the Fund Management of the Fund; The
Fund's Expenses; Additional
Information
6. Capital Stock and Other Investment Objective and
Securities Management Policies;
Dividends, Distributions and
Taxes; Additional Information
7. Purchase of Securities Purchase of Shares; Valuation
Being Offered of Shares; Redemption of
Shares; Exchange Privilege;
Distributor; Minimum Account
Size; Additional Information
8. Redemption or Repurchase Redemption of Shares;
Purchase of Shares; Exchange
Privilege
9. Legal Proceedings Not Applicable
Part B Item No. Statement of Additional
Information Caption
10. Cover Page Cover Page
11. Table of Contents Contents
12. General Information and Distributor; Additional
History Information
13. Investment Objectives Investment Objective and
and Policies Management Policies
14. Management of the Fund Management of the Fund;
Distributor
15. Control Persons and Management of the Fund
Principal Holders of
Securities
16. Investment Advisory and Management of the Fund;
Other Services Distributor
17. Brokerage Allocation Investment Objective and
Management Policies;
Distributor
18. Capital Stock and other Purchase of Shares;
Securities Redemption of Shares; Taxes
19. Purchase, Redemption and Purchase of Shares;
Pricing of Securities Being Redemption of Shares;
Offered Valuation of Shares; Exchange
Privilege; Distributor
20. Tax Status Taxes
21. Underwriters Distributor
22. Calculation of Performance Data
Performance Data
23. Financial Statement Financial Statements
SMITH BARNEY PRECIOUS METALS AND MINERALS FUND INC.
PART A
The prospectus is incorporated by reference to Post-
Effective Amendment No. 17 on the Registration Statement as
filed with the Securities and Exchange Commission on October
6, 1995 under Accession #91155-95-385 ("Post-Effective
Amendment No. 17").
SMITH BARNEY PRECIOUS METALS AND MINERALS FUND INC
PART B
The statement of additional information is incorporated
by reference to Post-Effective Amendment No. 17.
SMITH BARNEY PRECIOUS METAL AND MINERALS FUND INC.
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements
Included in Part A:
Financial Highlights
Included in Part B:
The Registrant's Annual Report for the fiscal
year ended October 31, 1994 and the Report
of Independent Accountants dated December 29, 1994 are
incorporated by reference to the Rule 30(b)2-1 filed on
January 3, 1995 as Accession #53798-95-
000003.
Included in Part C:
Consent of Independent Accountants are
incorporated by reference to Post- Effective
Amendment No. 17.
(b) Exhibits
All references are to the Registrant's registration
statement on Form
N-1A (the "Registration Statement") as filed with the
Securities and
Exchange Commission on July 18, 1986. File Nos. 33-
7339 and 811-4757.
(1)(a) Registrant's Articles of Incorporation are
incorporated by
reference to Post-Effective Amendment No. 12 to the
Registration Statement
filed on October 27,1993 ("Post-Effective Amendment No.
12").
(b) Articles of Amendment dated October 30, 1986 to
Articles of
Incorporation are incorporated by reference to Post-
Effective Amendment No.
12.
(c) Articles of Amendment dated November 17, 1989 to
Articles of
Incorporation are incorporated by reference to Post-
Effective Amendment No.
12.
(d) Articles Supplementary dated November 5, 1992 to
Articles of
Incorporation are incorporated by reference to Post-
Effective Amendment No.
12.
(e) Articles of Amendment dated November 19, 1992 to
Articles of
Incorporation are incorporated by reference to Post-
Effective Amendment No.
12.
(f) Articles of Amendment dated July 30, 1993 to
Articles of
Incorporation are incorporated by reference to Post-
Effective Amendment No.
12.
(g) Articles of Amendment dated October 14, 1994 and
November 7, 1994,
respectively and Articles Supplementary dated November
7, 1994 are
incorporated by reference to Post-Effective Amendment
No. 15 ("Post-
Effective Amendment No. 15").
(2)(a) Registrant's By-Laws are incorporated by reference
to the
Registration Statement.
(b) Amendment to Registrant's By-Laws is incorporated
by reference
to Post-Effective Amendment No. 4 to the Registration
Statement filed on
January 3, 1989 ("Post-Effective Amendment No. 4.").
(3) Not Applicable.
(4) Not Applicable.
(5)(a) Investment Advisory Agreement dated June 20, 1994
between the
Registrant and Smith Barney Strategy Inc. is
incorporated by
reference to Post-Effective Amendment No. 15.
(b) Sub-Investment Advisory Agreement dated June 20,
1994 between
the Registrant and Lehman Brothers Global Asset
Management
Limited is incorporated by reference to Post-Effective
Amendment
No. 15.
(6)(a) Distribution Agreement between the Registrant and
Smith Barney
Shearson Inc. is incorporated by reference to Post-
Effective Amendment No.
12.
(7) Not Applicable.
(8) Form of Custodian Agreement between the Registrant and
Morgan
Guaranty Trust Company of New York is incorporated by
reference to Post-Effective Amendment No. 17.
(9)(a) Administration Agreement dated April 20, 1994
between the Registrant
and Smith, Barney Advisers, Inc. ("SBA") is
incorporated by reference
to Post-Effective Amendment No. 15.
(b) Transfer Agency Agreement dated August 2, 1993
between the
Registrant and The Shareholder Services Group, Inc. is
incorporated
by reference to Post-Effective Amendment No. 14.
(10) Not Applicable.
(11) Consent of Independent Accountants is incorporated by
reference to
Post-Effective Amendment No. 16 to the Registration
Statement filed on
February 28, 1995.
(12) Not Applicable.
(13) Not Applicable.
(14) Not Applicable.
(15) Amended Service and Distribution Plan pursuant to Rule
12b-1 between
the Registrant and Smith Barney Inc. is incorporated by
reference to
Post-Effective Amendment No. 15.
(16) Performance Data is incorporated by reference to Post-
Effective
Amendment No. 4.
Item 25. Persons Controlled by or Under Common Control with
Registrant
None.
Item 26. Number of Holders of Securities
(1) (2)
Number of Record
Title of Class Holders by Class as of October 6,
1995
Common Stock Class A- 7067
par value $.001 per Class B- 4161
share Class C- 29
Item 27. Indemnification
The response to this item is incorporated by reference
to Post-
Effective Amendment No. 1.
Item 28(a). Business and Other Connections of Investment
Adviser
Investment Adviser - - Smith Barney Strategy Advisers Inc.
Smith Barney Strategy Advisers Inc. ("Strategy Advisers")
was incorporated
on October 22, 1986 under the laws of the State of Delaware.
On June 1,
1994, Strategy Advisers changed its name from Smith Barney
Strategy
Advisers Inc. to its current name. Strategy Advisers is a
wholly owned
subsidiary of Smith Barney Mutual Funds Management Inc.
("SBMFM"), which
was incorporated under the laws of the state of Delaware in
1968. SBA is a
wholly owned subsidiary of Smith Barney Holdings Inc.
(formerly known as
Smith Barney Shearson Holdings Inc.), which in turn is a
wholly owned
subsidiary of Travelers Group Inc. (formerly know as
Primerica Corporation)
("Travelers"). Strategy Advisers is registered as an
investment adviser
under the Investment Adviser Act of 1940 (the "Advisers
Act"). Strategy
Advisers is also registered with the Commodity Futures
Trading Commission
(the "CFTC") as a commodity pool operator under the
Commodity Exchange Act
(the "CEA"), and is a member of the National Futures
Association (the
"NFA").
The list required by this Item 28 of officers and directors
of SBMFM and
Strategy Advisers, together with information as to any other
business,
profession, vocation or employment of a substantial nature
engaged in by
such officers and directors during the past two years, is
incorporated by
reference to Schedules A and D of FORM ADV filed by SBMFM on
behalf of
Strategy Advisers pursuant to the Advisers Act (SEC File No.
801-8314).
Prior to the close of business on July 30, 1993 (the
"Closing"), Shearson
Lehman Investment Strategy Advisors Inc. ("Shearson Lehman
Strategy
Advisors"), was a wholly owned subsidiary of Shearson Lehman
Brothers Inc.
("Shearson Lehman Brothers"), and served as the Registrant's
investment
adviser. On the Closing, Travelers and Smith Barney Inc.
(formerly known
as Smith Barney Shearson Inc.)("Smith Barney") acquired the
domestic retail
brokerage and asset management business of Shearson Lehman
Brothers which
included the business of the Registrant's prior investment
adviser.
Shearson Lehman Brothers was a wholly owned subsidiary of
Shearson Lehman
Brothers Holdings Inc. ("Shearson Holdings"). All of the
issued and
outstanding common stock of Shearson Holdings (representing
92% of the
voting stock) was held by American Express Company.
Information as to any
past business vocation or employment of a substantial nature
engaged in by
officers and directors of Shearson Lehman Investment
Strategy Advisors can
be located in Schedules A and D of FORM ADV filed by
Shearson Lehman
Investment Strategy Advisors prior to July 30, 1993. (SEC
FILE NO. 801-
28715)
8/30/94
Item 28(b). Business and Other Connections of Investment
Adviser
Sub-Investment Adviser - - Lehman Brothers Global Asset
Management Limited
Lehman Brothers Global Asset Management Inc. ("LBGAM"), is a
wholly owned
subsidiary of Lehman Brothers Holdings Inc., a publicly-
owned corporation.
LBGAM was incorporated in 1993 and is a registered
investment adviser under
the Investment Advisers Act of 1940 (the "Advisers Act") and
serves as
investment adviser to investment companies and institutional
clients.
On July 30, 1993, Shearson Lehman Brothers Holdings Inc.
changed its name
to Lehman Brothers Holdings Inc. ("Holdings"). Nippon Life
Insurance
Company owns approximately 11.2% of the outstanding voting
stock of Lehman
Holdings. The list required by this Item 28 of officers and
directors of
LBGAM, together with information as to any other business,
profession,
vocation or employment of a substantial nature engaged in by
such officers
and directors during the past two years, is incorporated by
reference to
Schedules A and D of FORM ADV filed by LBGAM pursuant to the
Advisers Act
(SEC File No. 801-42006).
12/29/94
Item 29. Principal Underwriters
Smith Barney Inc. ("Smith Barney") currently acts as
distributor for Smith
Barney Managed Municipals Fund Inc., Smith Barney New York
Municipals Fund
Inc., Smith Barney California Municipals Fund Inc., Smith
Barney
Massachusetts Municipals Fund, Smith Barney Global
Opportunities Fund,
Smith Barney Aggressive Growth Fund Inc., Smith Barney
Appreciation Fund
Inc., Smith Barney Principal Return Fund, Smith Barney
Managed Governments
Fund Inc., Smith Barney Income Funds, Smith Barney Equity
Funds, Smith
Barney Investment Funds Inc., Smith Barney Precious Metals
and Minerals
Fund Inc., Smith Barney Telecommunications Trust, Smith
Barney Arizona
Municipals Fund Inc., Smith Barney New Jersey Municipals
Fund Inc., Smith
Barney Fundamental Value Fund Inc., Smith Barney Series
Fund, Consulting
Group Capital Markets Funds, Smith Barney Income Trust,
Smith Barney
Adjustable Rate Government Income Fund, Smith Barney Florida
Municipals
Fund, Smith Barney Oregon Municipals Fund, Smith Barney
Funds, Inc., Smith
Barney Muni Funds, Smith Barney World Funds, Inc., Smith
Barney Money
Funds, Inc., Smith Barney Tax Free Money Fund, Inc., Smith
Barney Variable
Account Funds, Smith Barney U.S. Dollar Reserve Fund
(Cayman), Worldwide
Special Fund, N.V., Worldwide Securities Limited, (Bermuda),
Smith Barney
International Fund (Luxembourg), Smith Barney Institutional
Cash Management
Fund, Inc. and various series of unit investment trusts.
Smith Barney is a wholly owned subsidiary of Smith Barney
Holdings
Inc. (formerly known as Smith Barney Holdings Inc.), which
in turn is a
wholly owned subsidiary of The Travelers Inc. (formerly
known as Primerica
Corporation) ("Travelers"). On June 1, 1994, Smith Barney
changed its
name from Smith Barney Shearson Inc. to its current name.
The information
required by this Item 29 with respect to each director,
officer and partner
of Smith Barney is incorporated by reference to Schedule A
of FORM BD filed
by Smith Barney pursuant to the Securities Exchange Act of
1934 (SEC File
No. 812-8510).
10/4/95
Item 30. Location of Accounts and Records
(1) Smith Barney Precious Metals and Minerals
Fund
Inc.
388 Greenwich Street
New York, New York 10013
(2) Smith Barney Mutual Funds Management
Inc.
388 Greenwich Street
New York, New York 10013
(3) Morgan Guaranty Trust Company of New York
60 Wall Street
New York, New York 10260
(4) First Data Investor Services Group, Inc.
One Exchange Place
Boston, Massachusetts 02109
Item 31. Management Services
Not Applicable.
Item 32. Undertakings
None.
SIGNATURES
Pursuant to the requirements of the Securities Act of
1933, and the Investment Company Act of 1940, the
Registrant, Smith Barney Precious Metals and Minerals Fund
Inc., has duly caused this Amendment to the Registration
Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, all in the City of New York,
State of New York on the 4th day of December, 1995.
Smith Barney
Precious Metals
and Minerals Fund
Inc.
/s/ Heath B.
McLendon
Heath B. McLendon
Chief Executive
Officer
Pursuant to the requirements of the Securities Act of
1933, as amended, this Amendment to the Registration
Statement has been signed below by the following persons in
the capacities and as of the dates indicated.
/s/ Heath B. McLendon Director and Chairman of the
Board 12/4/95
Heath B. McLendon (Chief Executive Officer)
/s/ Lewis E. Daidone Senior Vice President and
Treasurer
Lewis E. Daidone (Chief Financial and Accounting
Officer) 12/4/95
/s/ Alfred Bianchetti
Alfred Bianchetti Director
12/4/95
/s/ Martin Brody
Martin Brody Director
12/4/95
/s/ Dwight B. Crane
Dwight B. Crane Director
12/4/95
/s/Burt N. Dorsett
Burt N. Dorsett Director
12/4/95
/s/Elliot S. Jaffe
Elliot S. Jaffe Director
12/4/95
/s/ Stephen E. Kaufman
Stephen E. Kaufman Director
12/4/95
/s/ Joseph J. McCann
Joseph J. McCann Director
12/4/95
/s/Cornelius C. Rose, Jr.
Cornelius C. Rose, Jr. Director
12/4/95
