SMITH BARNEY SHEARSON SHORT TERM WORLD INCOME FUND
N-30B-2, 1994-07-06
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1 9 9 4 
ANNUAL 
REPORT 



Smith Barney Shearson 
SHORT-TERM 
WORLD 
INCOME FUND 
APRIL 30, 1994 

INVESTMENT OBJECTIVE 

Smith Barney Shearson Short-Term World Income Fund's investment 
objective is to maximize current income while protecting the 
principal investment. To achieve this objective the Fund invests 
in high quality debt securities of less than four years maturity, 
denominated in U.S. dollars and foreign currencies. A cross- 
currency hedging strategy is also employed. 

PERFORMANCE 

Class A and Class B shares had annual distribution rates of 5.25% 
and 4.75%, respectively, up until November 1993 and 5% and 4.5%, 
respectively, for the remainder of the fiscal year ended April 
30, 1994. During the fiscal year ended April 30, 1994, the Fund's 
net asset value (NAV) fell from $6.85 to $6.39, generating total 
returns for Class A and Class B shares of (1.63%) and (2.26%), 
respectively. 

STRATEGY 

On February 1, 1994, the Fund's maximum maturity restriction was 
extended from three to four years and the one year average maturity
limitation was lifted. These guideline changes were proposed in order
to reduce the Fund's dependence on cross-hedging strategies by allowing the 
Fund to benefit from increased exposure to fully hedged bonds. The ability 
to purchase longer bonds increases the yield received from markets with 
positive yield curves. As well as this potential income gain, a capital 
gain can be received during bond rallies. 

While longer maturity bonds have been purchased since the guidelines were 
amended, the Fund has not extended duration to the full extent permitted 
as bonds have fallen globally since February. The Fund has concentrated 
its longest bond exposure in Europe while holding only short maturity 
bonds in the United States. This tactic has proved appropriate since the 
U.S. bond market has underperformed European bonds year-to-date. The pro- 
posed distribution of cross and fully-hedged investments under the new 
guidelines has been attained. Approximately 50% of foreign investments 
held by the Fund are cross-hedged, 25% are fully hedged, and 25% remain 
invested in the United States. 

INVESTMENT ENVIRONMENT 

Currency tensions within Europe have disappeared since the forced exit of 
Britain and Italy from the Exchange Rate Mechanism (ERM) in September 1992 
and the emergency widening of fluctuation bands to +/- 15% last August. By 
deterring speculators, wider bands have reinforced currency stability. 
There has been no official move to return to the old +/- 2.25% bands al- 
though the French franc, Belgian franc and the Danish kroner have all 
since strengthened above their old support levels. 

Although ERM currencies, with the exception of the Dutch guilder (which 
remains within the narrower band) are now effectively free-floating, mone- 
tary policy is still conducted with the aim of shadowing the deutschemark. 
Consequently, the timing of interest rate cuts remains dependent on 
Bundesbank policy. The key German repurchase rate has fallen from 7.75% to 
5.46% in the last year. The series of cuts that make up this total reduc- 
tion in rates has proceeded gradually since the Bundesbank has been wait- 
ing for money supply to fall. However, due to special domestic factors, 
German money supply has been distorted upwards. Real rates in other ERM 
countries have consequently been held at levels which are inappropriate 
for economies in recession. Those countries with the weakest economies, 
typically those with high yields, have also had the weakest currencies. 
Since the cross-hedging strategy relies on hedging high-yielding curren- 
cies with lower yielding currencies, typically deutschemark bloc, the NAV 
of the Fund has fallen. 

Recently the weak U.S. dollar has compounded this unfavorable impact on 
Fund performance from German monetary policy. The dollar fell by 5.5% 
against the deutschemark in the first four months of this year. A falling 
dollar tends to strengthen the deutschemark relative to other European 
currencies as DM/US$ is the most traded exchange rate. Other dollar bloc 
investments that the Fund has held, specifically the Australian, New 
Zealand and Canadian dollars, have suffered alongside the U.S. dollar. 

There are several reasons why the U.S. dollar depreciated. The trade dis- 
agreement between the U.S. and Japan caused the dollar to fall against the 
yen in February and stirred up anti-dollar sentiment that spilled over 
into European exchange rates against the dollar. Disappointing U.S. growth 
in the first quarter of 1994 and stop-loss triggers by hedge funds con- 
tributed to dollar weakness. 

European bond markets have generally fallen since the start of 1994, while 
North American bonds started to fall three months earlier. The opportunity 
to extend investment maturities after the introduction of the new guide- 
lines in February has therefore not as yet been profitable. 

The Northern American bond markets have fallen on the back of inflationary 
fears after strong economic growth in the last quarter of 1993. The three 
25 basis point increases to 3.75% since February 4, 1994 in the Federal 
Funds rate have proved insufficient to comfort market participants. In 
contrast, the initial European bond sell-off was based on sentiment and 
technicalities, rather than negative fundamental factors. Subsequently, 
however, the back-up in bond yields has fed fears of stronger than antici- 
pated growth in Europe. These concerns, along with German money supply 
growth that continues to be above target, have led the markets to price in 
an unduly pessimistic scenario on German short-term rates and bond yields. 

Apart from these broad themes that have impacted the Fund's performance, a 
number of events have shaken individual markets over the last year. Poli- 
tics have formed a powerful influence over several markets. The Italian 
General Election on March 27th and March 28th was preceeded by bond and 
currency weakness and followed by strong corrections in both markets on 
the news that the right-wing Freedom Alliance was victorious. The Fund 
maintained some unhedged bond exposure throughout. In Spain, a series of 
scandals surrounding Prime Minister Gonzalez's government continued to 
rock the markets. And at the end of 1993, the hung parliament result in 
the New Zealand elections caused the New Zealand dollar to temporarily 
fall. These events and others caused a great divergence in currency per- 
formances over the last year. The yen has been the strongest currency, 
rising by 9% against the U.S. dollar and at the other end of the spectrum 
is the Spanish peseta which fell by 14% against the dollar. 

OUTLOOK 

We believe that the recent rise in European bond yields represents a cor- 
rection in a continuing bond rally. Inflation expectations are low and 
falling, economies are depressed and unemployment remains high. Europe's 
authorities will use the leeway offered by the wide ERM bands to cut 
interest rates as German rates fall, with the potential existing in a num- 
ber of countries for further interest rate convergence. Furthermore, Euro- 
pean bond yields are now at much higher levels than at the start of the 
year. This adds incremental value to the Fund in terms of generated income 
and also adds support to our bullish bond view. However, turbulence in the 
U.S. bond market is likely to persist until interest rates are hiked to a 
level which is interpreted by the markets as a neutral policy stance. In- 
terest rate differentials therefore continue to favor an appreciating dol- 
lar -- to the Fund's benefit. 

SUMMARY 

The change in the Fund's guidelines was designed to reduce the reliance on 
the cross-hedging strategy that has proved difficult in recent periods. 
The main reason for the capital losses from this strategy has been cur- 
rency strength in the low yielding deutschemark bloc which is used to 
hedge the Fund's investments. This trend has continued in the last fiscal 
year as the long-awaited German interest rate cuts have been slow to 
occur. 

The opportunity to offset some of these losses by greater participation in 
bond rallies, permitted by the introduction of longer maturity limits, has 
not arisen in 1994 to date due to falling bond markets. 

A shareholder meeting is scheduled for July 5, 1994 to consider the pro- 
posed reorganization of the Fund whereby it would be acquired by Smith 
Barney Shearson Global Bond Fund, a sub-trust of Smith Barney Shearson In- 
come Funds. 

Sincerely, 


Heath B. McLendon                Alan J. Brown 
Chairman of the Board and        Vice President 
Investment Officer               and Investment Officer
 
                                 April 30, 1994 


PORTFOLIO HIGHLIGHTS (UNAUDITED)                            APRIL 30, 1994 

DESCRIPTION OF PIE CHART IN SHAREHOLDER REPORT 

INDUSTRY BREAKDOWN 

Pie chart depicting the allocation of the Short-Term World Income Fund's 
investment securities held at April 30, 1994 by industry classification. 
The pie is broken in pieces representing industries in the following per- 
centages: 


<TABLE>
<CAPTION>
INDUSTRY                                                             
PERCENTAGE 
<S>                                                                        <C>
FINANCE                                                                  16.4% 
BANKING AND FINANCE                                                      23.7% 
FINANCIAL SERVICES                                                       19.9% 
OTHER INDUSTRIES, REPURCHASE AGREEMENT, TIME
DEPOSITS AND NET OTHER ASSETS AND LIABILITIES                            16.1% 
COMMERCIAL PAPER                                                         10.1% 
GOVERNMENT BONDS                                                         13.8% 
</TABLE>


TOP TEN HOLDINGS 
<TABLE>
<CAPTION>
                                                                  Percentage 
of 
Security                                                           Net Assets
<S>                                                                 <C>
WORLD BANK, 12.450% DUE 2/9/98                                         6.7% 
GENERAL ELECTRIC CAPITAL CORPORATION, 11.875% DUE 7/11/96              6.5 
DENMARK BULLET, 9.000% DUE 11/15/95                                    6.4 
SWEDISH EXPORT CREDIT, 12.000% DUE 2/24/98                             5.5 
ABB FINANCE INC., 10.500% DUE 6/20/96                                  5.4 
WORLD BANK, 8.625% DUE 10/1/95                                         5.0 
METROPOLIS OF TOKYO, 9.250% DUE 6/28/94                                4.9 
CREDIT LOCALE, 7.750% DUE 5/23/94                                      4.8 
ABBEY NATIONAL, 4.750% DUE 4/25/96                                     4.7 
GUINESS FINANCE B.V., 9.750% DUE 3/28/96                               4.5 
</TABLE>

                 HISTORICAL PERFORMANCE -- CLASS A SHARES 
<TABLE>
<CAPTION>
Year Ended        Net Asset Value    Return of   Capital    Dividends   Total
April 30         Beginning   Ending   Capital   Gains Paid    Paid      
Return* 
<S>                <C>       <C>      <C>        <C>        <C>           <C>
5/22/90-4/30/91    $7.76     $7.62     --         --        $0.77        8.34% 
1992               $7.62     $7.44     --         --        $0.60        5.69% 
1993               $7.44     $6.85    $0.01       --        $0.38       
(2.76)% 
1994               $6.85     $6.39    $0.34      $0.01       --         
(1.63)% 
Total                                 $0.35      $0.01      $1.75 
Cumulative Total Return -- (5/22/90 through 4/30/94)                     9.53%

<FN>
* Figures assume reinvestment of all dividends and capital gains
  distributions at net asset value and do not assume deduction of the
  front-end sales charge (maximum 3.0%).
</TABLE>

THE FUND'S POLICY IS TO DISTRIBUTE DIVIDENDS MONTHLY 
AND CAPITAL GAINS, IF ANY, ANNUALLY. 


              AVERAGE ANNUAL TOTAL RETURN** -- CLASS A SHARES 

<TABLE>
<CAPTION>
                      Without Sales Charge        With Sales Charge*** 
                    With Fee        Without     With Fee        Without 
                     Waiver       Fee Waiver     Waiver       Fee Waiver 
<S>                   <C>            <C>         <C>                <C>
Year Ended 4/30/94  (1.63)%        (1.95)%      (4.58)%         (4.89)% 
Inception 5/22/90
 through 4/30/94     2.34%          2.09%        1.55%           1.30% 

<FN>
 ** All average annual total return figures shown reflect reinvestment of 
    dividends and capital gains at net asset value. The Fund commenced op- 
    erations May 22, 1990. The Fund waived investment advisory, adminis- 
    tration, custodian, distributor and transfer agent fees from May 22, 
    1990 to April 30, 1994. A shareholder's actual return for periods dur- 
    ing which waivers were in effect would be the greater of the two num- 
    bers shown. 
*** Average annual total return figures shown assume the deduction of the 
    maximum 3.0% front-end sales charge. 

    NOTE: On November 6, 1992, existing shares of the Fund were desig- 
    nated Class A shares. Class A shares are subject to a maximum 3.0% 
    front-end sales charge and a service fee of 0.25% of the value of the 
    average daily net assets attributable to that class. The Fund's annual 
    rates of return would have been lower had service fees been in effect 
    prior to November 6, 1992. 
</TABLE>

             GROWTH OF $10,000 INVESTED IN CLASS A SHARES OF 
            SMITH BARNEY SHEARSON SHORT-TERM WORLD INCOME FUND+ 

                      May 22, 1990 -- April 30, 1994 

DESCRIPTION OF MOUNTAIN CHART IN SHEARSON REPORT (CLASS A) 

A line graph depicting the total growth (including reinvestment of divi- 
dends and capital gains) of a hypothetical investment of $10,000 in Short- 
Term World Income Fund's Class A shares on May 22, 1990 through April 30, 
1994 as compared with the growth of a $10,000 investment in Salomon Broth- 
ers Currency-Hedged World Government Bond 1-3 Year Index. The plot points 
used to draw the line graph were as follows: 

<TABLE>
<CAPTION>
                                                             GROWTH OF $10,000 
                                                              INVESTED IN THE 
                                                             SALOMON BROTHERS 
                                GROWTH OF $10,000          CURRENCY-HEDGED 
WORLD 
                               INVESTED IN CLASS A            GOVERNMENT BOND 
MONTH ENDED                    SHARES OF THE FUND             1-3 YEAR INDEX 
<S>                            <C>                            <C>
05/22/90                                    $9,700                   - 
05/90                                       $9,700                       
$10,000 
06/90                                       $9,937                       
$10,090 
09/90                                      $10,201                       
$10,265 
12/90                                      $10,412                       
$10,592 
03/91                                      $10,453                       
$10,839 
06/91                                      $10,543                       
$11,018 
09/91                                      $10,812                       
$11,344 
12/91                                      $10,899                       
$11,671 
03/92                                      $11,018                       
$11,720 
06/92                                      $11,196                       
$11,989 
09/92                                      $10,688                       
$12,280 
12/92                                      $10,657                       
$12,392 
03/93                                      $10,769                       
$12,620 
06/93                                      $10,832                       
$12,815 
09/93                                      $10,754                       
$12,994 
12/93                                      $10,785                       
$13,156 
03/94                                      $10,596                       
$13,086 
04/94                                      $10,624                       
$13,070 
</TABLE>

+ Illustration of $10,000 invested in Class A shares on May 22, 1990 as- 
  suming deduction of the maximum 3.0% front-end sales charge at the time 
  of investment and reinvestment of dividends and capital gains at net 
  asset value through April 30, 1994. 

  SALOMON BROTHERS CURRENCY-HEDGED WORLD GOVERNMENT BOND 1-3 YEAR INDEX -- 
  Consists of worldwide fixed-rate government bonds with one-to-three 
  years to maturity. Index returns assume reinvestment of dividends and, 
  unlike the Fund's returns, do not reflect any fees or expenses. 
  Index information is available at month-end only; therefore the closest 
  month-end to inception date of the Fund has been used. 
  NOTE: All figures cited here and on the following pages represent past 
  performance of the Fund and do not guarantee future results of Class A 
  shares. 

  FOR A GLOSSARY OF TERMS, PLEASE TURN TO THE END OF THIS REPORT. 

                 HISTORICAL PERFORMANCE -- CLASS B SHARES 
<TABLE>
<CAPTION>
Year Ended         Net Asset Value    Return of   Capital    Dividends   Total 
April 30        Beginning    Ending   Capital    Gains Paid    Paid      
Return* 
<S>                 <C>        <C>      <C>         <C>          <C>       <C> 
11/6/92-4/30/93    $7.02      $6.85    $0.00**      --         $0.14    
(0.38)% 
1994               $6.85      $6.39    $0.30       $0.01         --     
(2.26)% 
Total                                  $0.30       $0.01       $0.14 
Cumulative Total Return -- (11/6/92 through 4/30/94)                     
(2.63)% 


<FN>
  * Figures assume reinvestment of all dividends and capital gains
    distributions at net asset value and do not assume deduction of the
    contingent deferred sales charge (``CDSC''). 
 ** Represents a number less than one cent per Class B share. 
</TABLE>


              AVERAGE ANNUAL TOTAL RETURN** -- CLASS B SHARES 

<TABLE>
<CAPTION>
                            Without CDSC                  With CDSC*** 
                    With Fee          Without         With Fee        Without 
                     Waiver          Fee Waiver        Waiver       Fee Waiver 
<S>                   <C>                <C>            <C>                <C>
Year Ended 4/30/94  (2.26)%          (2.54)%          (5.06)%           
(5.33)% 
Inception 11/6/92 
 through 4/30/94    (1.79)%          (2.08)%          (3.04)%           
(3.32)% 

<FN>
 ** All average annual total return figures shown reflect reinvestment of 
    dividends and capital gains at net asset value. 
*** Average annual total return figures shown assume the deduction of the 
    maximum applicable CDSC which is described in the prospectus. The Fund 
    waived investment advisory, administration, custodian, distributor and 
    transfer agent fees from November 6, 1992 to April 30, 1994. A share- 
    holder's actual return for periods during which waivers were in effect 
    would be the greater of the two numbers shown. 
    NOTE: The Fund began offering Class B shares on November 6, 1992. 
    Class B shares are subject to a maximum 3.0% CDSC and service and dis- 
    tribution fees of 0.25% and 0.50%, respectively, of the value of the 
    average daily net assets attributable to that class. 
</TABLE>


              GROWTH OF $10,000 INVESTED IN CLASS B SHARES OF 
            SMITH BARNEY SHEARSON SHORT-TERM WORLD INCOME FUND+ 

                    November 6, 1992 -- April 30, 1994 

DESCRIPTION OF MOUNTAIN CHART IN SHEARSON REPORT (CLASS B) 

A line graph depicting the total growth (including reinvestment of divi- 
dends and capital gains) of a hypothetical investment of $10,000 in Short- 
Term World Income Fund's Class B shares on November 6, 1992 through April 
30, 1994 as compared with the growth of a $10,000 investment in Salomon 
Brothers Currency-Hedged World Government Bond 1-3 Year Index. The plot 
points used to draw the line graph were as follows: 


<TABLE>
<CAPTION>
                                                           GROWTH OF $10,000 
                                                            INVESTED IN THE 
                                                            SALOMON BROTHERS 
                                GROWTH OF $10,000         CURRENCY-HEDGED 
WORLD 
                               INVESTED IN CLASS A          GOVERNMENT BOND 
MONTH ENDED                    SHARES OF THE FUND            1-3 YEAR INDEX 
<S>                                <C>                           <C>
10/31/92                            -                          $10,000 
11/10/92                         $10,000                          - 
11/92                             $9,828                        $9,998 
12/92                             $9,851                       $10,066 
03/93                             $9,938                       $10,252 
06/93                             $9,981                       $10,410 
09/93                             $9,894                       $10,556 
12/93                             $9,906                       $10,687 
03/94                             $9,716                       $10,630 
04/94                             $9,555                       $10,617 

<FN>

  + Illustration of $10,000 invested in Class B shares on November 6, 1992 
    assuming deduction of the maximum CDSC at the time of redemption and 
    reinvestment of dividends and capital gains at net asset value through 
    April 30, 1994. 
 ++ Value does not assume deduction of applicable CDSC. 
+++ Value assumes deduction of applicable CDSC (assuming redemption on 
    April 30, 1994). 

    SALOMON BROTHERS CURRENCY-HEDGED WORLD GOVERNMENT BOND 1-3 YEAR INDEX 
    -- Consists of worldwide fixed-rate government bonds with one-to-three 
    years to maturity. Index returns assume reinvestment of dividends and, 
    unlike the Fund's returns, do not reflect any fees or expenses. 
    Index information is available at month-end only; therefore, the clos- 
    est month-end to inception date of the Fund has been used. 
    NOTE: All figures cited here and on the other pages represent past 
    performance of the Fund and do not guarantee future results of Class B 
    shares.
</TABLE> 

    FOR A GLOSSARY OF TERMS, PLEASE TURN TO THE END OF THIS REPORT. 


PORTFOLIO OF INVESTMENTS                                    APRIL 30, 1994 
<TABLE>
<CAPTION>
                                                                MARKET VALUE 
FACE VALUE                                                        (NOTE 1) 
<S>                                                                <C>
UNITED STATES DOLLAR BONDS -- 19.4% 

                 Abbey National, 
US$  3,000,000     4.750% due 4/25/96                            $ 2,925,300 

                 Credit Locale, 
3,000,000          7.750% due 5/23/94                            3,004,800 

                 Metropolis of Tokyo, 
3,000,000          9.250% due 6/28/94                            3,020,100 

                 World Bank, 
3,000,000          8.625% due 10/1/95                            3,120,531 

                 TOTAL UNITED STATES DOLLAR BONDS 
                 (Cost $12,156,620)                              12,070,731 

SWEDISH KRONA BONDS -- 17.5% 

                 ABB Finance Inc., 
SEK 25,000,000     10.500% due 6/20/96                           3,380,567 

                 Deutsche Bank, 
20,000,000         10.250% due 2/24/97                           2,723,652 

                 Eurofima, 
15,000,000         10.250% due 3/3/97                            2,028,144 

                 Staten Bostads, 
19,000,000         12.500% due 1/23/97                           2,718,308 

                 TOTAL SWEDISH KRONA BONDS (Cost $10,669,996)    10,850,671 

ITALIAN LIRA BONDS -- 16.3% 

                 General Electric Capital Corporation, 
ITL6,000,000,000   11.875% due 7/11/96                           4,012,646 

                 LKB Baden Wurtenburg, 
4,000,000,000      13.000% due 3/22/96                           2,689,428 

                 Swedish Export Credit, 
5,000,000,000      12.000% due 2/24/98                           3,421,498 

                 TOTAL ITALIAN LIRA BONDS (Cost $9,722,320)      10,123,572 

SPANISH PESETA BONDS -- 14.3% 

                 European Investment Bank, 
ESP300,000,000     11.400% due 11/14/97                           2,386,238 

                 Interamerican Development Bank, 
300,000,000        10.750% due 4/9/97                            2,352,941 

                 World Bank, 
500,000,000        12.450% due 2/9/98                            4,134,295 

                 TOTAL SPANISH PESETA BONDS (Cost $8,738,766)    8,873,474 

FRENCH FRANC BONDS -- 7.5% 

                 Finland (Republic of), 
FRF 10,000,000     9.000% due 4/15/97                            $1,883,911 

                 Guiness Finance B.V., 
15,000,000         9.750% due 3/28/96                            2,796,691 

                 TOTAL FRENCH FRANC BONDS (Cost $4,541,864)      4,680,602 

DANISH KRONE BONDS -- 6.4% (Cost $3,931,432) 

                 Denmark Bullet, 
DKK 25,000,000     9.000% due 11/15/95                           3,991,464 

COMMERCIAL PAPER -- 10.1% 

                 Ford Motor Credit Corporation, 
USD  3,146,000     3.520%+ due 5/2/94                            3,146,000 

                 General Electric Capital Corporation, 
3,146,000          3.550%+ due 5/2/94                            3,146,000 

                 TOTAL COMMERCIAL PAPER (Cost $6,292,000)        6,292,000 

TIME DEPOSITS -- 2.0% 

                 Westpac, 
ITL1,000,000,000   7.875% DUE 5/4/94                             628,547 

                 Unibank, 
1,001,531,250      7.875% DUE 5/9/94                             629,510 

                 TOTAL TIME DEPOSITS (Cost $1,251,574)           1,258,057 

REPURCHASE AGREEMENT -- 3.6% (Cost $2,139,000) 

US$  2,139,000   Agreement with Union Bank of Switzerland,       2,139,000 
                   3.250% dated 4/29/94 to be repurchased at 
                   $2,139,579 on 5/2/94, collateralized by 
                   $2,260,000 U.S. Treasury Bills Zero Coupon 
                   due 1/12/95 

TOTAL INVESTMENTS (Cost $59,443,572*)       97.1%               $60,279,571 

OTHER ASSETS AND LIABILITIES (NET)           2.9                  1,785,494 

NET ASSETS                                 100.0%               $62,065,065 


<FN>
+ Rate represents annualized yield to maturity (unaudited). 
* Aggregate cost for Federal tax purposes. 
</table}

SCHEDULE OF FORWARD FOREIGN EXCHANGE CONTRACTS               APRIL 30, 1994 


</TABLE>
<TABLE>
<CAPTION>
                                             CONTRACT 
                                              VALUE               MARKET VALUE 
                                              DATE                 (NOTE 1) 
<S>                                           <C>                   <C>
FORWARD FOREIGN EXCHANGE CONTRACTS TO BUY 

9,150,000 Australian Dollars                  6/20/94             $ 6,531,320  

66,000,000 Austrian Schillings                5/9/94                5,679,552 

115,000,000 Belgian Francs                    5/26/94               3,359,083 

39,000,000 Danish Krone                       5/25/94               5,977,184 

26,000,000 Finnish Markka                     6/15/94               4,828,731 

11,500,000 French Francs                      6/21/94               2,019,189 

2,700,000 Irish Punts                         5/13/94               3,965,561 

1,270,000,000 Japanese Yen                    5/9/94               12,460,845 

1,400,000 Netherland Guilders                 6/30/94                 749,976 

6,000,000 New Zealand Dollars                 6/15/94               3,454,092 

1,280,000,000 Portuguese Escudos              6/9/94                7,436,118 

TOTAL FORWARD FOREIGN EXCHANGE CONTRACTS TO BUY 
(Contract amount $55,389,001)                                     $56,461,651 

FORWARD FOREIGN EXCHANGE CONTRACTS TO SELL 

187,000,000 Austrian Schillings               5/9/94             $(16,092,065) 

115,000,000 Belgian Francs                    5/26/94              (3,359,083) 

40,900,000 French Francs                      6/21/94              (7,181,288) 

11,100,000 German Marks                       6/30/94              (6,668,189) 

2,700,000 Irish Punts                         5/13/94              (3,965,561) 

3,100,000,000 Italian Lira                    5/16/94              (1,944,670) 

1,270,000,000 Japanese Yen                    5/9/94              (12,460,845) 

25,000,000 Netherland Guilders                6/30/94             (13,392,424) 

24,500,000 Norwegian Krone                    6/30/94              (3,395,270) 

1,280,000,000 Portuguese Escudos              6/9/94               (7,436,119) 

1,745,000 Spanish Pesos                       5/24/94             (12,872,904) 

50,000,000 Swedish Kronas                     5/18/94              (6,517,393) 

4,700,000 Swiss Francs                        6/30/94              (3,334,745) 

TOTAL FORWARD FOREIGN EXCHANGE CONTRACTS TO SELL 
(Contract Amount $94,977,151)                                    $(98,620,556) 
</TABLE>

See Notes to Financial Statements 

STATEMENT OF ASSETS AND LIABILITIES                         APRIL 30, 1994 

<TABLE>
<CAPTION>
<S>                                                                    <C>
 ASSETS: 

   Investments, at value (Cost $59,443,572) (Note 1) 
     See accompanying schedule                                      
$60,279,571 
   Receivable for forward foreign exchange contracts 
     to sell                                                         
94,977,151 
   Forward foreign exchange contracts to buy, at 
     value 
     (Contract cost $55,471,082) (Note 1) 
     See accompanying schedule                                       
56,461,651 
   Receivable for investment securities matured                       
3,287,983 
   Receivable for investment securities sold                          
3,242,580 
   Interest receivable                                                
1,828,374 
   Unamortized organization costs (Note 7)                               
55,313 
   TOTAL ASSETS                                                     
220,132,623 
LIABILITIES: 
   Forward foreign exchange contracts to sell, at 
     value 
     (Contract cost $95,226,610) (Note 1) 
     See accompanying schedule                          $98,620,556 
   Payable for forward foreign exchange contracts to 
     buy                                                 55,389,001 
   Due to custodian                                       2,879,954 
   Payable for investment securities purchased              629,510 
   Payable for Fund shares redeemed                         277,324 
   Dividends payable                                        105,160 
   Custodian fees payable (Note 2)                           31,724 
   Transfer agent fees payable (Note 2)                      21,240 
   Investment advisory fee payable (Note 2)                  14,573 
   Service fees payable (Note 3)                             13,248 
   Distribution fee payable (Note 3)                          8,798 
   Accrued Trustees' fees and expenses (Note 2)               6,338 
   Administration fee payable (Note 2)                        5,299 
   Accrued expenses and other payables                       64,833 

   TOTAL LIABILITIES                                               158,067,558 
NET ASSETS                                                         $62,065,065 

NET ASSETS CONSIST OF: 
   Distributions in excess of net investment income                
$(2,232,440) 
   Accumulated net realized loss on securities 
     transactions, foward foreign exchange contracts 
     and foreign currency transactions                                 
(66,200) 
   Net unrealized depreciation of securities trans- 
     actions, foward foreign exchange contracts, for- 
     eign currencies and net other assets                           
(1,507,025) 
   Par value                                                             9,719 
   Paid-in capital in excess of par value                           65,861,011 
TOTAL NET ASSETS                                                   $62,065,065 
NET ASSETS: 
   CLASS A SHARES: 
   NET ASSET VALUE and redemption price per share 
  ($41,840,380 / 6,552,197 shares of beneficial in- 
   terest outstanding)                                                   $6.39 
   Maximum offering price per share ($6.39 / 0.97) 
     (based on a sales charge of 3.0% of the offer- 
     ing price on April 30, 1994)                                        $6.59 
   CLASS B SHARES: 
   NET ASSET VALUE and offering price per share+ 
  ($20,224,685 / 3,166,833 shares of beneficial in- 
   terest outstanding)                                                   $6.39 

<FN>
+ Redemption price per share is equal to Net Asset Value less any applica- 
  ble contingent deferred sales charge. 
</TABLE>

See Notes to Financial Statements 

STATEMENT OF OPERATIONS                  FOR THE YEAR ENDED APRIL 30, 1994 

<TABLE>
<CAPTION>
<S>                                                         <C>            <C>
 INVESTMENT INCOME: 
   Interest                                                          
$4,902,603 
EXPENSES: 
   Investment advisory fee (Note 2)                       $ 526,433 
   Service fees (Note 3)                                    240,122 
   Administration fee (Note 2)                              191,430 
   Distribution fee (Note 3)                                169,313 
   Transfer agent fees (Notes 2 and 4)                      164,551 
   Custodian fees (Note 2)                                  147,042 
   Legal and audit fees                                     105,800 
   Amortization of organization costs (Note 7)               36,000 
   Trustees' fees and expenses (Note 2)                      28,719 
   Other                                                    151,620 
   Fees waived by investment adviser and administrator 
     (Note 2)                                              (358,932) 
   TOTAL EXPENSES                                                     
1,402,098 
NET INVESTMENT INCOME                                                 
3,500,505 
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS 
  (NOTES 1 AND 5): 
   Net realized loss on: 
     Securities transactions                                        
(9,165,055) 
     Forward foreign exchange contracts                               
(200,816) 
     Foreign currency transactions                                    
(555,869) 
   Net realized loss on investments during the year                 
(9,921,740) 
   Net change in unrealized appreciation of: 
     Securities                                                      4,090,896 
     Forward foreign exchange contracts                                809,698 
     Foreign currencies and net other assets                            97,422 
   Net unrealized appreciation of investments during the 
     year                                                            4,998,016 
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS                     
(4,923,724) 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS               
$(1,423,219) 
</TABLE>

See Notes to Financial Statements 

STATEMENT OF CHANGES IN NET ASSETS 


<TABLE>
<CAPTION>
                                                         YEAR            YEAR 
                                                        ENDED           ENDED 
                                                       4/30/94         4/30/93 
<S>                                                  <C>             <C>
Net investment income                              $ 3,500,505      $9,496,246 
Net realized loss on securities transactions, 
  foward foreign exchange contracts and foreign 
  currency transactions during the year             (9,921,740)     
(4,014,558) 
Net unrealized appreciation/(depreciation) of 
  securities, forward foreign exchange contracts, 
  foreign currencies and net other assets during 
  the year                                           4,998,016     
(10,885,654) 
Net decrease in net assets resulting from opera- 
  tions                                             (1,423,219)     
(5,403,966) 
Distributions to shareholders from net invest- 
  ment income: 
  Class A                                               --          
(9,393,559) 
  Class B                                               --          
(1,182,153) 
Distributions from net realized gains: 
  Class A                                             (130,445)         -- 
  Class B                                              (63,078)         -- 
Distribution to shareholders from capital: 
  Class A                                           (3,164,718)       
(223,984) 
  Class B                                           (1,530,349)        
(28,188) 
Net increase/(decrease) in net assets from Fund 
  share transactions (Note 6): 
  Class A                                          (42,099,020)   
(181,264,369) 
  Class B                                          (27,419,163)     50,472,473 
Net decrease in net assets                         (75,829,992)   
(147,023,746) 
NET ASSETS: 
Beginning of year                                  137,895,057     284,918,803 
End of year (including distributions in excess 
  of net investment income of $2,232,440 at April 
  30, 1994)                                       $ 62,065,065    $137,895,057 
</TABLE>

See Notes to Financial Statements 

FINANCIAL HIGHLIGHTS 

FOR A CLASS A SHARE OUTSTANDING THROUGHOUT EACH YEAR. 

<TABLE>
<CAPTION>
                                            YEAR        YEAR       YEAR       
PERIOD 
                                            ENDED      ENDED       ENDED       
ENDED 
                                          4/30/94#    4/30/93     4/30/92    
4/30/91* 
<S>                                       <C>         <C>         <C>        
<C>
Net Asset Value, beginning of year          $6.85       $7.44       $7.62       
$7.76 
Income from investment operations: 
Net investment income+                       0.44        0.34        0.63        
0.77 
Net realized and unrealized loss on in- 
vestments                                   (0.55)      (0.54)      (0.21)      
(0.14) 
Total from investment operations            (0.11)      (0.20)       0.42        
0.63 
Distributions: 
Dividends from net investment income         --         (0.38)      (0.60)      
(0.77) 
Distributions from net realized gains       (0.01)       --         --          
- - -- 
Distributions from capital                  (0.34)      (0.01)      --          
- - -- 
Total distributions                         (0.35)      (0.39)      (0.60)      
(0.77) 
Net Asset Value, end of year                $6.39       $6.85       $7.44       
$7.62 
Total return++                             (1.63)%     (2.76)%      5.69 %      
8.34 % 
Ratios/supplemental data: 
Net assets, end of year (in 000's)        $41,840     $88,304    $284,919    
$527,832 
Ratio of operating expenses to average 
net assets+++                                1.29%       1.40%       1.26%     
1.22%** 
Ratio of net investment income to aver- 
age net assets                               3.86%       4.83%       8.33%    
10.23%** 
Portfolio turnover rate                       332%         57%         63%        
267% 

<FN>
  * The Fund commenced operations on May 22, 1990. Any shares in existence 
    prior to November 6, 1992 were designated as Class A shares. 
 ** Annualized. 
  + Net investment income before waiver of fees by investment adviser, ad- 
    ministrator, and/or custodian, distributor, and transfer agent for the 
    years ended April 30, 1994, 1993 and 1992, and for the period ended 
    April 30, 1991 were $0.40, $0.32, $0.62 and $0.76, respectively. 
 ++ Total return represents aggregate total return for the periods indi- 
    cated and does not reflect any applicable sales charges. 
+++ Annualized expense ratios before waiver of fees by investment adviser, 
    administrator, and/or custodian, distributor, and transfer agent for 
    the years ended April 30, 1994, 1993 and 1992 and for the period ended 
    April 30, 1991 were 1.67%, 1.67%, 1.31% and 1.28%, respectively. 
  # The per share amounts have been calculated using the monthly average 
    shares method, which more appropriately presents per share data for 
    this period since use of the undistributed method did not 
    accord with results of operations. 
</TABLE>

See Notes to Financial Statements 

FINANCIAL HIGHLIGHTS 


FOR A CLASS B SHARE OUTSTANDING THROUGHOUT EACH PERIOD. 

<TABLE>
<CAPTION>
                                                         YEAR          PERIOD 
                                                        ENDED          ENDED 
                                                       4/30/94#        
4/30/93* 
<S>                                                       <C>             <C>
Net Asset Value, beginning of period                     $6.85          $7.02 
Income from investment operations: 
Net investment income+                                    0.41           0.15 
Net realized and unrealized loss on investments          (0.56)         (0.18) 
Total from investment operations                         (0.15)         (0.03) 
Distributions: 
Dividends from net investment income                       --            
(0.14) 
Distributions from net realized gains                    (0.01)          -- 
Distributions from capital                               (0.30)        0.00** 
Total distributions                                      (0.31)         (0.14) 
Net Asset Value, end of period                           $6.39          $6.85 
Total return++                                           (2.26)%        
(0.38)% 
Ratios/supplemental data: 
Net assets, end of period (in 000's)                   $20,225        $49,861 
Ratio of operating expenses to average net as- 
sets+++                                                  1.80%       1.75%*** 
Ratio of net investment income to average net 
assets                                                   3.36%       4.48%*** 
Portfolio turnover rate                                   332%            57% 

<FN>
   * The Fund commenced selling Class B shares on November 6, 1992. 
  ** Represents a number less than one cent per Class B share. 
 *** Annualized. 
   + Net investment income before waiver of fees by investment adviser, 
     administrator, and/or custodian, distributor, and transfer agent for 
     the year ended April 30, 1994 and for the period ended April 30, 1993 
     were $0.36 and $0.14, respectively. 
  ++ Total return represents aggregate total return for the periods indi- 
     cated and does not reflect any applicable sales charges. 
 +++ Annualized expense ratios before waiver of fees by investment ad- 
     viser, administrator, and/or custodian, distributor, and transfer 
     agent for the year ended April 30, 1994 and for the period ended 
     April 30, 1993 were 2.18% and 2.02%, respectively. 
   # The per share amounts have been calculated using the monthly average 
     shares method, which more appropriately presents per share data for 
     this period since use of the undistributed method did not accord with 
     results of operations. 
</TABLE>

See Notes to Financial Statements 



NOTES TO FINANCIAL STATEMENTS

1. SIGNIFICANT ACCOUNTING POLICIES 
Smith Barney Shearson Short-Term World Income Fund (the "Fund") was orga- 
nized under the laws of the Commonwealth of Massachusetts on March 13, 
1990 as an entity commonly known as a "Massachusetts business trust." The 
Fund is registered with the Securities and Exchange Commission under the 
Investment Company Act of 1940, as amended (the "1940 Act"), as a non- 
diversified, open-end management investment company. The Fund commenced 
operations on May 22, 1990. As of November 6, 1992, the Fund began offer- 
ing two classes of shares: Class A and Class B shares. Class A shares are 
sold with a front-end sales charge. Class B shares may be subject to a 
contingent deferred sales charge ("CDSC"). Class B shares will automati- 
cally convert to Class A shares eight years after the original purchase 
date. Each class of shares has identical rights and privileges except with 
respect to the effect of the respective sales charges, the distribution 
and/or service fees borne by each class, expenses allocable exclusively to 
each class, voting rights on matters affecting a single class, the ex- 
change privilege of each class and the conversion feature of Class B 
shares. The following is a summary of significant accounting policies con- 
sistently followed by the Fund in the preparation of its financial state- 
ments. 

Portfolio valuation:  Generally, the Fund's investments are valued at 
market value or, in the absence of a market value, at fair value as deter- 
mined by or under the direction of the Fund's Board of Trustees. A secu- 
rity which is traded primarily on a United States or foreign stock ex- 
change is valued at the last sale price on that exchange or, if there were 
no sales during the day, at the current quoted bid price. Portfolio secu- 
rities which are traded primarily on foreign securities exchanges are gen- 
erally valued at the preceding closing values of such securities on their 
respective exchanges, except that when an occurrence subsequent to the 
time that a value was so established is likely to have changed such value, 
then the fair value of those securities will be determined by consider- 
ation of other factors by or under the direction of the Fund's Board of 
Trustees or its delegates. Debt securities (other than government securi- 
ties and short-term obligations) are valued by The Boston Company Advi- 
sors, Inc. ("Boston Advisors") after consultation with independent pricing 
services approved by the Fund's Board of Trustees. Investments in govern- 
ment securities (other than short- term securities) are valued at the av- 
erage of the quoted bid and asked prices in the over-the-counter market. 
Short-term investments that mature in 60 days or less are valued at amor- 
tized cost. 

Repurchase agreements: The Fund may engage in repurchase agreement trans- 
actions. Under the terms of a typical repurchase agreement, the Fund takes 
possession of an underlying debt obligation subject to an obligation of 
the seller to repurchase, and the Fund to resell, the obligation at an 
agreed- upon price and time, thereby determining the yield during the 
Fund's holding period. This arrangement results in a fixed rate of return 
that is not subject to market fluctuations during the Fund's holding pe- 
riod. The value of the collateral is at least equal at all times to the 
total amount of the repurchase obligations, including interest. In the 
event of counterparty default, the Fund has the right to use the collat- 
eral to offset losses incurred. There is potential loss to the Fund in the 
event the Fund is delayed or prevented from exercising its rights to dis- 
pose of the collateral securities, including the risk of a possible de- 
cline in the value of the underlying securities during the period while 
the Fund seeks to assert its rights. The Fund's investment adviser, or ad- 
ministrator or sub-administrator, acting under the supervision of the 
Board of Trustees, reviews the value of the collateral and the creditwor- 
thiness of those banks and dealers with which the Fund enters into repur- 
chase agreements to evaluate potential risks. 

Foreign currency: The books and records of the Fund are maintained in 
United States (U.S.) dollars. Foreign currencies, investments and other 
assets and liabilities are translated into U.S. dollars at the exchange 
rates prevailing at the end of the period, and purchases and sales of in- 
vestment securities, income and expenses are translated on the respective 
dates of such transactions. Unrealized gains and losses which result from 
changes in foreign currency exchange rates have been included in the unre- 
alized appreciation/ (depreciation) of investments and net other assets. 
Net unrealized foreign currency gains and losses resulting from changes in 
exchange rates include foreign currency gains and losses between trade 
date and settlement date on investment securities transactions, foreign 
currency transactions and the difference between the amounts of interest 
and dividends recorded on the books of the Fund and the amount actually 
received. The portion of foreign currency gains and losses related to 
fluctuation in exchange rates between the initial purchase trade date and 
subsequent sale trade date is included in realized gains and losses on in- 
vestment securities sold. 

Forward foreign exchange contracts: Forward foreign exchange contracts 
are valued at the forward rate and are marked-to-market daily. The change 
in market value is recorded by the Fund as an unrealized gain or loss. The 
difference between the forward rate and the spot rate at the inception of 
the contract is amortized or accreted to income over the life of the for- 
ward contract on the straight line method and is included in interest in- 
come in the accompanying Statement of Operations. When the contract is 
closed, the Fund records a realized gain or loss equal to the difference 
between the cost of the contract as adjusted for accretion or amortization 
and the value at the time it was closed. 

The use of forward foreign exchange contracts does not eliminate fluctua- 
tions in the underlying prices of the Fund's portfolio securities, but it 
does establish a rate of exchange that can be achieved in the future. Al- 
though forward foreign exchange contracts limit the risk of loss due to a 
decline in the value of the hedged currency, they also limit any potential 
gain that might result should the value of the currency increase. In addi- 
tion, the Fund could be exposed to risks if the counterparties to the con- 
tracts are unable to meet the terms of their contracts. 

Securities transactions and investment income: Securities transactions 
are recorded as of the trade date. Interest income is recorded on the ac- 
crual basis. Realized gains and losses from securities transactions are 
recorded on the identified cost basis. Investment income and realized and 
unrealized gains and losses are allocated based upon relative net assets 
of each class. 

Dividends and distributions to shareholders: Dividends from net invest- 
ment income, if any, are determined on a class level, declared daily and 
paid on the last business day of the Smith Barney Inc. ("Smith Barney") 
statement month. Distributions of any net short-term and long-term capital 
gains earned by the Fund, if any, are determined on a Fund level and will 
be declared and paid annually after the close of the fiscal year in which 
they are earned. Additional distributions of net investment income and 
capital gains may be made at the discretion of the Board of Trustees in 
order to avoid the application of a 4% nondeductible excise tax on certain 
undistributed amounts of ordinary income and capital gains. 

Income distributions and capital gain distributions on a Fund level are 
determined in accordance with income tax regulations which may differ from 
generally accepted accounting principles. These differences are primarily 
due to differing treatment of income and gains on various investment secu- 
rities held by the Fund, timing differences and differing characterization 
of distributions made by the Fund as a whole. Permanent differences in- 
curred during the year ended April 30, 1994, due to different book and tax 
accounting of various securities transactions. 

Federal income taxes: It is the Fund's policy to comply with the require- 
ments of the Internal Revenue Code applicable to regulated investment com- 
panies and to distribute substantially all of its taxable income to its 
shareholders. Therefore, no Federal income tax provision is required. 

Foreign income taxes: Investment income received by the Fund from sources 
within foreign countries may be subject to foreign income taxes withheld 
at the source. 

Reclassifications: During the current period, the Fund adopted Statement 
of Position 93-2 "Determination, Disclosure, and Financial Statement Pre- 
sentation of Income, Capital Gain, and Return of Capital Distributions by 
Investment Companies." Accordingly, certain reclassifications have been 
made to the components of capital in the Statement of Net Assets to con- 
form with the accounting and reporting guidelines of this statement. Dis- 
tributions in excess of book basis accumulated realized gains or undis- 
tributed net investment income that were the result of permanent book and 
tax accounting differences have been reclassified to paid-in capital. In 
addition, amounts distributed in excess of undistributed net investment 
income as determined for financial statement purposes but as distributions 
from net investment income or accumulated net realized gains for tax pur- 
poses, previously reported as distributions from paid-in capital, have 
been reclassified to reflect the tax characterization. Accordingly, 
amounts as of April 30, 1993 have been restated to reflect a decrease in 
paid-in capital and a decrease in accumulated net realized loss of 
$38,936,805, respectively. The Statement of Changes in Net Assets and Fi- 
nancial Highlights for prior periods have not been restated to reflect 
this change in presentation. Net investment income, net realized gains, 
and net assets on a book and tax basis were not affected by this change. 

2. INVESTMENT ADVISORY FEE, ADMINISTRATION FEE 
   AND OTHER TRANSACTIONS 
The Fund has entered into an investment advisory agreement (the "Advi- 
sory Agreement") with PanAgora Asset Management Limited ("PanAgora 
U.K."). Fifty percent of the outstanding voting stock of PanAgora U.K. 
is owned by Nippon Life Insurance Company and fifty percent is owned 
by Lehman Brothers Inc., which is a wholly owned subsidiary of Lehman 
Brothers Inc. ("Holdings"). Under the Advisory Agreement, the Fund 
pays a monthly fee at the annual rate of .55% of the value of its av- 
erage daily net assets. 

Prior to April 20, 1994, the Fund was party to an administration agreement 
dated May 21, 1993 with Boston Advisors, an indirect wholly owned subsid- 
iary of Mellon Bank Corporation ("Mellon"). Under the Administration 
Agreement, the Fund paid a monthly fee at the annual rate of .20% of the 
value of its average daily net assets. 

As of the close of business on April 21, 1994, Smith, Barney Advisers, 
Inc. ("Smith Barney Advisers"), which is controlled by Holdings, succeeded 
Boston Advisors as the Fund's administrator. The new administration agree- 
ment contains substantially the same terms and conditions, including the 
level of fees, as the predecessor agreement. 

As of the close of business on April 21, 1994, the Fund also entered into 
a sub-administration agreement ("Sub-Administration Agreement") with Bos- 
ton Advisors. Under the Sub-Administration Agreement, Boston Advisors is 
paid a portion of the fee paid by the Fund to Smith Barney Advisers at a 
rate agreed upon from time to time between Smith Barney Advisers and Bos- 
ton Advisors. 

From time to time, PanAgora U.K. and Smith Barney Advisers may waive a 
portion or all of their respective fees otherwise payable to them. PanAg- 
ora U.K. and Boston Advisors, the Fund's prior administrator, voluntarily 
waived fees of $263,217 and $95,715, respectively, for the year ended 
April 30, 1994. 

For the year ended April 30, 1994, Smith Barney received $1,515 from in- 
vestors representing commissions (sales charges) on sales of Class A 
shares. 

A CDSC is generally payable by a shareholder in connection with the 
redemption of Class B shares within three years after the date of pur- 
chase. In circumstances in which the charge is imposed, the amount of the 
charge ranges between 3% and 1% of net asset value depending on the number 
of years since the date of purchase. For the year ended April 30, 1994, 
Smith Barney received from shareholders $43,403 in CDSCs on the redemption 
of Class B shares. 

No officer or director, or employee of Smith Barney, PanAgora U.K. or any 
of their affiliates, received any compensation from the Fund for serving 
as a Trustee or officer of the Fund. The Fund pays each Trustee who is not 
an officer, director or employee of Smith Barney, PanAgora U.K. or any of 
their affiliates $3,000 per annum plus $500 per meeting attended and reim- 
burses such Trustees for travel and out-of-pocket expenses. 

Boston Safe Deposit and Trust Company, an indirect wholly owned subsidiary 
of Mellon, serves as the Fund's custodian. The Shareholder Services Group, 
Inc., a subsidiary of First Data Corporation, serves as the Fund's trans- 
fer agent. 

3. DISTRIBUTION AGREEMENT 
Smith Barney acts as distributor of the Fund's shares pursuant to a ser- 
vices and distribution agreement with the Fund, and sells shares of the 
Fund through Smith Barney or its affiliates. 

Pursuant to Rule 12b-1 under the 1940 Act, as amended, the Fund has 
adopted a Services and Distribution Plan (the "Plan"). Effective November 
6, 1992, under this Plan, the Fund compensates Smith Barney for servicing 
shareholder accounts for Class A and Class B shareholders, and covers ex- 
penses incurred in distributing Class B shares. Smith Barney is paid a 
service fee with respect to Class A and Class B shares of the Fund at the 
annual rate of .25% of the value of the average daily net assets of each 
respective class of shares. Smith Barney is also paid a distribution fee 
with respect to Class B shares at the annual rate of .50% of the value of 
the average daily net assets attributable to Class B shares. For the year 
ended April 30, 1994, the Fund incurred $154,214 and $85,908 in service 
fees for Class A and Class B shares, respectively. For the year ended 
April 30, 1994, the Fund incurred $169,313 in distribution fees for Class 
B shares. 

4. EXPENSE ALLOCATION 
Expenses of the Fund not directly attributable to the operations of any 
class of shares are prorated among the classes based upon the relative net 
assets of each class of shares. Operating expenses directly attributable 
to a class of shares are charged to that class' operations. In addition to 
the above servicing and distribution fees, class specific operating ex- 
penses for the year ended April 30, 1994 included transfer agent fees of 
$105,082 and $59,469 for Class A and Class B shares, respectively. 

5. PURCHASES AND SALES OF SECURITIES 
Cost of purchases and proceeds from sales of securities, excluding short- 
term obligations, during the year ended April 30, 1994, were $107,604,441 
and $122,674,239, respectively. 

At April 30, 1994, aggregate gross unrealized appreciation for all securi- 
ties in which there was an excess of value over tax cost was $931,663, and 
aggregate unrealized depreciation for all securities in which there was an 
excess of tax cost over value was $95,664. 

6. SHARES OF BENEFICIAL INTEREST 
The Fund may issue an unlimited number of shares of beneficial interest 
with a par value of $.001 per share divided into two classes: (Class A and 
Class B). 

Changes in shares of beneficial interest outstanding were as follows: 

<TABLE>
<CAPTION>
                                       YEAR ENDED                     YEAR 
ENDED 
                                        4/30/94                         
4/30/93 
CLASS A SHARES:                 Shares        Amount          Shares          
Amount 
<S>                              <C>           <C>              <C>            
<C>
Sold                              74,260       $ 497,562         332,668      
$ 2,410,013 
Issued as reinvestment of 
dividends                        307,155       2,040,959         869,029        
6,238,953 
Redeemed                      (6,685,024)    (44,637,541)    (26,645,851)    
(189,913,335) 
Net decrease                  (6,303,609)   $(42,099,020)    (25,444,154)   
$(181,264,369) 
</TABLE>
<TABLE>
<CAPTION>
                                       YEAR ENDED                   PERIOD 
ENDED 
                                        4/30/94                       4/30/93* 
CLASS B SHARES:                  Shares        Amount          Shares         
Amount 
<S>                               <C>           <C>              <C>           
<C>
Sold                              78,574       $ 515,541         25,874       
$ 176,898 
Issued as reinvestment of 
dividends                        164,303       1,092,456        117,598         
808,124 
Issued in exchange for 
  shares of Short-Term Glo- 
  bal Income Fund (Note 10)        --             --         11,391,236      
78,714,071 
Redeemed                      (4,359,679)    (29,027,160)    (4,251,073)    
(29,226,620) 
Net increase/(decrease)       (4,116,802)   $(27,419,163)     7,283,635    $ 
50,472,473 


<FN>
 * The Fund commenced selling Class B shares on November 6, 1992. Any 
   shares outstanding prior to November 6, 1992 were designated Class A 
   shares. 
</TABLE>

7. ORGANIZATION COSTS 

All costs in connection with the organization of the Fund, including the 
fees and expenses of registering and qualifying its shares for distribu- 
tion under Federal and state securities regulations, are being amortized 
on the straight- line method over a period of sixty months from May 22, 
1990, the date that the Fund commenced operations. In the event that any 
of the initial shares ofthe Fund are redeemed during such amortization pe- 
riod, the Fund will be reimbursed for any unamortized costs in the same 
proportion as the number of shares redeemed bears to the number of initial 
shares outstanding at the time of redemption. 

8. FOREIGN SECURITIES 
Investing in securities of foreign companies and foreign governments in- 
volves special risks and considerations not typically associated with in- 
vesting in U.S. companies and the United States government. These risks 
include revaluation of currencies and future adverse political and eco- 
nomic developments. Moreover, securities of many foreign companies and 
foreign governments and their markets may be less liquid and their prices 
more volatile than those of securities of comparable U.S. companies and 
the United States government. 

9. LINE OF CREDIT 
The Fund and several affiliated entities participate in a $50 million line 
of credit provided by Continental Bank N.A. under an Amended and Restated 
Line of Credit Agreement (the "Agreement") dated April 30, 1992, primarily 
for temporary or emergency purposes, including the meeting of redemption 
requests that otherwise might require the untimely disposition of securi- 
ties. The Fund may generally borrow up to the lesser of $25 million or 15% 
of its net assets. Interest is payable either at the bank's Money Market 
Rate or the London Interbank Offered Rate (LIBOR) plus .375% on an annual- 
ized basis. The Fund and the other affiliated entities are charged an ag- 
gregate commitment fee of $125,000 which is allocated equally among each 
of the participants. The Agreement requires, among other provisions, each 
participating fund to maintain a ratio of net assets (not including funds 
borrowed pursuant to the Agreement) to aggregate amount of indebtedness 
pursuant to the Agreement of no less than 5 to 1. During the year ended 
April 30, 1994, the Fund did not borrow under the Agreement. 

10. REORGANIZATION 
On November 20, 1992, the Fund ("Acquiring Fund") acquired the assets and 
certain liabilities of the Short-Term Global Income Fund, a series of the 
Shearson Lehman Brothers Income Funds ("Acquired Fund"), in exchange for 
the shares of the Acquiring Fund, pursuant to a plan of reorganization ap- 
proved by the Acquired Fund's shareholders on October 13, 1992. Total 
shares issued by the Acquiring Fund and total net assets of the Acquired 
Fund and the Acquiring Fund are as follows: 

<TABLE>
<CAPTION>
                                                   SHARES       TOTAL NET       
TOTAL NET 
                                                  ISSUED BY     ASSETS OF       
ASSETS OF 
  ACQUIRING                ACQUIRED               ACQUIRING      ACQUIRED       
ACQUIRING 
     FUND                    FUND                   FUND           FUND            
FUND 
<S>                         <C>                      <C>           <C>            
<C>
The Fund    Short-Term Global Income Fund   11,391,236    $78,714,071    
$140,486,876 

</TABLE>

The total net assets of the Acquired Fund before acquisition included un- 
realized depreciation of $837,536. The total net assets of the Acquiring 
Fund immediately after the acquisition were $219,200,947. 

On March 29, 1994, the Board of Trustees of the Fund approved a proposed 
reorganization pursuant to which all or substantially all of the assets of 
the Fund would be acquired by Smith Barney Shearson Global Bond Fund, a 
sub-trust of Smith Barney Shearson Income Funds. The proposed reorganiza- 
tion is subject to the approval of shareholders of the Fund at a Special 
Meeting to be held on July 5, 1994. 

11. TAX AND BOOK REPORTING DIFFERENCES 
Net investment income (commonly referred to as "book income") is reported 
in the accompanying statements under generally accepted accounting princi- 
ples. Differences between book and tax accounting may result for a variety 
of reasons, including the marking-to-market of certain financial instru- 
ments and the deferral of certain losses for tax purposes. The following 
is a reconciliation of net investment income to taxable income and long 
term capital gains represent a tax basis return of capital. 

<TABLE>
<CAPTION>
<S>                                                                  <C>
Investment income                                                   $6,430,476 
Expenses                                                            
(1,402,098) 
Net investment income                                                5,028,378 
Realized loss on forward foreign exchange contracts                 
(1,590,698) 
Foreign currency realized loss                                        
(555,869) 
Foreign currency loss deferred                                       2,721,764 
Foreign currency loss on securities                                 
(9,497,355) 
Forward contract payables mark to market loss                       
(1,084,714) 
Forward contract receivables mark to market gain                       263,984 
Prior year mark to market reversal                                   2,130,593 
Net income tax basis                                                
(2,583,917) 
Long term capital gains tax basis                                     $193,523 
</TABLE>

REPORT OF INDEPENDENT ACCOUNTANTS 

TO THE TRUSTEES AND SHAREHOLDERS OF 
SMITH BARNEY SHEARSON SHORT-TERM WORLD INCOME FUND: 

We have audited the accompanying statement of assets and liabilities of 
Smith Barney Shearson Short-Term World Income Fund, including the schedule 
of portfolio investments, as of April 30, 1994, and the related statement 
of operations for the year then ended, the statement of changes in net as- 
sets for each of the two years in the period then ended and the financial 
highlights for each of the three years in the period ended April 30, 1994 
and for the period from May 22, 1990 (commencement of operations) to April 
30, 1991. These financial statements and financial highlights are the re- 
sponsibility of the Fund's management. Our responsibility is to express an 
opinion on these financial statements and financial highlights based on 
our audits. 

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and fi- 
nancial highlights are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and disclo- 
sures in the financial statements. Our procedures included confirmation of 
securities owned as of April 30, 1994 by correspondence with the custodian 
and brokers. An audit also includes assessing the accounting principles 
used and significant estimates made by management, as well as evaluating 
the overall financial statement presentation. We believe that our audits 
provide a reasonable basis for our opinion. 

In our opinion, the financial statements and financial highlights referred 
to above present fairly, in all material respects, the financial position 
of Smith Barney Shearson Short-Term World Income Fund as of April 30, 
1994, the results of its operations for the year then ended, the changes 
in its net assets for each of the two years in the period then ended and 
the financial highlights for each of the three years in the period ended 
April 30, 1994 and for the period from May 22, 1990 (commencement of oper- 
ations) to April 30, 1991, in conformity with generally accepted account- 
ing principles. 
                               Coopers & Lybrand 

Boston, Massachusetts 
June 14, 1994 


TAX INFORMATION (UNAUDITED)                      YEAR ENDED APRIL 30, 1994 

The amount of long term capital gain for the fiscal year ended April 30, 
1994 was as follows: 

    The Fund ............................................... $193,523 

The above figure may differ from that cited elsewhere in this report due 
to differences in the calculations of income and capital gains for Securi- 
ties and Exchange Commission (book) purposes and Internal Revenue Service 
(tax) purposes. 

PARTICIPANTS 

DISTRIBUTOR 

Smith Barney Inc. 
388 Greenwich Street 
New York, New York 10013 

INVESTMENT ADVISER 

PanAngora Asset Management  Limited 
3 Finsbury Avenue 
London, England EC2M 2PA 

ADMINISTRATOR 

Smith, Barney Advisers, Inc. 
1345 Avenue of the Americas 
New York, New York 10105 

SUB-ADMINISTRATOR 

The Boston Company Advisors, Inc. 
One Boston Place 
Boston, Massachusetts 02108 

AUDITORS AND COUNSEL 

Coopers & Lybrand 
One Post Office Square 
Boston, Massachusetts 02109 
Willkie Farr & Gallagher 
153 East 53rd Street 
New York, New York 10022 

TRANSFER AGENT 

The Shareholder Services 
 Group, Inc. 
Exchange Place 
Boston, Massachusetts 02109 

CUSTODIAN 

Boston Safe Deposit 
 and Trust Company 
One Boston Place 
Boston, Massachusetts 02108 

GLOSSARY OF COMMONLY USED MUTUAL FUND TERMS 

CAPITAL GAIN (OR LOSS) This is the increase (or decrease) in the market 
value (price) of a security in your portfolio. If a stock or bond appreci- 
ates in price, there is a capital gain; if it depreciates, there is a cap- 
ital loss. A capital gain or loss is "realized" upon the sale of a secu- 
rity; if net capital gains exceed net capital losses, there may be a capi- 
tal gain distribution to shareholders. 

CONTINGENT DEFERRED SALES CHARGE 
(CDSC) One kind of back-end load, a CDSC is imposed if shares are re- 
deemed during the first few years of ownership. The CDSC may be expressed 
as a percentage of either the original purchase price or the redemption 
proceeds. Most CDSCs decline over time, and some will not be charged if 
shares are redeemed after a certain period of time. 

DIVIDEND This is income generated by securities in a portfolio and dis- 
tributed after expenses to shareholders. 

FRONT-END SALES CHARGE This is the sales charge applied to an investment 
at the time of initial purchase. 

NET ASSET VALUE (NAV) Net Asset Value is the total market value of all 
securities held by a fund, minus any liabilities, divided by the number of 
shares outstanding. It is the value of a single share of a mutual fund on 
a given day. The total value of your investment would be the NAV multi- 
plied by the number of shares you own. 

TOTAL RETURN Total return measures a fund's performance, taking into ac- 
count the combination of dividends paid and the gain or loss in the value 
of the securities held in the portfolio. It may be expressed on an average 
annual basis or cumulative basis (total change over a given period). In 
addition, total return may be expressed with or without the effects of 
sales charges or the reinvestment of dividends and capital gains. 

Whenever a fund reports any type of performance, it must also report the 
average annual total return according to the standardized calculation de- 
veloped by the SEC. The SEC average annual total return calculation in- 
cludes the effects of all fees and sales charges and assumes the reinvest- 
ment of all dividends and capital gains. 







SHORT-TERM 
WORLD 
INCOME 
FUND 

TRUSTEES 

Paul R. Ades 
Herbert Barg 
Allan R. Johnson 
Heath B. McLendon 
Ken Miller 
John F. White 

OFFICERS 

Heath B. McLendon 
Chairman of the Board 
Stephen J. Treadway 
President 
Richard P. Roelofs 
Executive Vice President 
Alan J. Brown 
Vice President and 
Investment Officer 
Paul F. Duncombe 
Vice President and 
Investment Officer 
Lewis E. Daidone 
Treasurer 
Christina T. Sydor 
Secretary 

This report is submitted for the 
general information of the shareholders of Smith Barney Shearson Short- 
Term World Income Fund. It is not authorized for distribution to prospec- 
tive investors unless accompanied or preceded by an effective Prospectus 
for the Fund, which contains information concerning the Fund's investment 
policies, fees, and expenses as well as other pertinent information. 



SMITH BARNEY SHEARSON 
MUTUAL FUNDS 
Two World Trade Center 
New York, New York 10048 
Fund 135, 191 
FD2218 F4 





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