SMITH BARNEY SHEARSON
MASSACHUSETTS MUNICIPALS FUND
(the "Fund")
Supplement to Prospectus
Dated January 29, 1994
The following information is provided to Wisconsin residents to
supplement the Fund's Prospectus.
The Fund will not purchase or otherwise acquire any security, if as a
result either of the following would be true: (a) more than 10% of its net
assets would be invested in securities (excluding those subject to Rule
144A under the Securities Act of 1933, as amended (the "1993 Act")) that
are restricted; or (b) more than 15% of its net assets would be invested in
securities (including those subject to Rule 144A under the 1933 Act) that
are restricted. It is the opinion of the Wisconsin Securities Commissioner
that investments in restricted securities in excess of 5% of the Fund's
total assets may be considered a speculative activity and may involve
greater risk and may increase Fund expenses.
Wisconsin
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January 29, 1994
FD0492 A4
SHARED DOMESTIC CLIENTS SHEARSON FUNDS MAMU WISSTCK
