Supplement
Dated July 17, 2000 to
Prospectus Dated February 28, 2000
Concert Investment Series
Government Fund ("Government Fund")
On July 17, 2000, the Board of Trustees of the Government Fund
approved an agreement and plan of reorganization between the
Government Fund and Smith Barney Government Securities Fund, a
series of the Smith Barney Investment Funds Inc. ("Smith Barney
Government Fund"). The proposed reorganization will be tax-free
and will involve the acquisition by the Smith Barney Government
Fund of the assets and substantially all of the liabilities of
the Government Fund in exchange for shares of the Smith Barney
Government Fund. The agreement and plan of reorganization is
subject to approval by shareholders of the Government Fund.
Shareholders of the Government Fund on August 11, 2000 will
receive a proxy statement and other materials relating to the
proposed reorganization on or about August 21, 2000.
Municipal Bond Fund ("Municipal Fund")
On July 17, 2000, the Board of Trustees of the Municipal Fund
approved an agreement and plan of reorganization between the
Municipal Fund and Smith Barney Managed Municipals Fund Inc.
("Smith Barney Municipal Fund"). The proposed reorganization
will be tax-free and will involve the acquisition by the Smith
Barney Municipal Fund of the assets and substantially all of the
liabilities of the Municipal Fund in exchange for shares of the
Smith Barney Municipal Fund. The agreement and plan of
reorganization is subject to approval by shareholders of the
Municipal Fund. Shareholders of the Municipal Fund on August 11,
2000 will receive a proxy statement and other materials relating
to the proposed reorganization on or about August 21, 2000.
Mid Cap Fund ("Mid Cap Fund")
On July 17, 2000, the Board of Trustees of the Mid Cap Fund
approved an agreement and plan of reorganization between the Mid
Cap Fund and Smith Barney Mid Cap Blend Fund, a series of the
Smith Barney Investment Trust ("Smith Barney Mid Cap Fund"). The
proposed reorganization will be tax-free and will involve the
acquisition by the Smith Barney Mid Cap Fund of the assets and
substantially all of the liabilities of the Mid Cap Fund in
exchange for shares of the Smith Barney Mid Cap Fund. The
agreement and plan of reorganization is subject to approval by
shareholders of the Mid Cap Fund. Shareholders of the Mid Cap
Fund on August 11, 2000, will receive a proxy statement and other
materials relating to the proposed reorganization on or about
August 21, 2000.
Small Cap Fund ("Small Cap Fund")
On July 17, 2000, the Board of Trustees of the Small Cap Fund
approved an agreement and plan of reorganization between the
Small Cap Fund and Smith Barney Small Cap Growth Fund, a series
of the Smith Barney Investment Funds Inc. ("Smith Barney Small
Cap Fund"). The proposed reorganization will be tax-free and
will involve the acquisition by the Smith Barney Small Cap Fund
of the assets and substantially all of the liabilities of the
Small Cap Fund in exchange for shares of the Smith Barney Small
Cap Fund. The agreement and plan of reorganization is subject to
approval by shareholders of the Small Cap Fund. Shareholders of
the Small Cap Fund on August 11, 2000 will receive a proxy
statement and other materials relating to the proposed
reorganization on or about August 21, 2000.
FD01968
G:\Fund Accounting\Legal\USERS\Wjr\MergerSticker-gov.doc
