SMITH BARNEY ARIZONA MUNICIPALS FUND INC. (the "Fund")
Supplement dated February 10, 1998 to the Prospectus dated September 26,
1997
The following information supplements the information and to the extent
inconsistent therewith, supersedes the information set forth in the
Prospectus under "VALUATION OF SHARES" of the above Fund:
VALUATION OF SHARES
The Fund's net asset value per share is determined as of the close
of regular trading on the NYSE, on each day that the NYSE is open, by
dividing the value of the Fund's net assets attributable to each Class
by the total number of shares of that Class outstanding.
Generally, the Fund's investments are valued at market value or,
in the absence of a market value with respect to any securities, at fair
value as determined by or under the direction of the Fund's Board of
Directors. Certain securities may be valued on the basis of prices
provided by pricing services approved by the Board of Directors. Short-
term investments that mature in 60 days or less are valued at amortized
cost whenever the Directors determine that amortized cost is fair value.
Amortized cost valuation involves valuing an instrument at its cost
initially and, thereafter, assuming a constant amortization to maturity
of any discount or premium, regardless of the impact of fluctuating
interest rates on the market value of the instrument. Further
information regarding the Fund's valuation policies is contained in the
SAI.
FD 01398 2/98
