SMITH BARNEY ARIZONA MUNICIPALS FUNDS INC
497, 1995-07-26
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          SMITH BARNEY ARIZONA MUNICIPALS FUND INC.
        Supplement to Prospectus dated July 30, 1995
     On July 19, 1995, the Board of Directors of  Smith


Barney Arizona Municipals Fund Inc. (the "Fund") approved a


reduction in the investment advisory fee paid by the Fund to


Smith Barney Mutual Funds Management Inc.  Accordingly,


effective November 17, 1995, the Fund's investment advisory


fee will be decreased from 0.35% to 0.30% of the average


daily net assets of the Fund.


Supplement dated July 20, 1995
































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