SMITH BARNEY WORLD FUNDS, INC.
Supplement dated June 12, 1998
to the Prospectuses dated February 27, 1998
The following information supplements, and to the extent inconsistent
therewith, replaces the information contained in the Prospectuses.
Effective immediately, Class C shares will be renamed Class L shares.
Effective June 15, 1998, Class L shares will be sold at net
asset value per share plus a maximum initial sales charge of 1.00%.
Class L Share Expenses:
The following expense table lists the costs and expenses an investor will
incur either directly or indirectly as a Class L shareholder of the
Portfolios shown below, based on the maximum sales charge and
maximum contingent deferred sales charge ("CDSC") that may be
incurred at the time of purchase or redemption and each
Portfolio's operating expenses for its most recent fiscal year:
Emerging
Markets
European
Global
Government Bond
International
Balanced
International
Equity
Pacific
Shareholder Transaction Expenses
Maximum sales charge imposed
on purchases (as a percentage
of offering price)
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
Maximum CDSC (as a percentage
of original cost or
redemption proceeds, whichever is
lower)
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
Annual Portfolio Operating Expenses
(as a percentage of average net
assets)
Management fees
1.00%
0.85%
0.75%
0.85%
0.85%
0.85%
12b-1 fees+
1.00
1.00
0.70
1.00
1.00
1.00
Other expenses
0.86
0.69
0.24
0.66
0.27
2.59
TOTAL FUND OPERATING EXPENSES
2.86%
2.54%
1.69%
2.51%
2.12%
4.44%
EXAMPLE
The following example is intended to assist an investor in understanding
the various costs that an investor in Class L shares of the
Portfolios shown below will bear directly or indirectly. The example
assumes payment by each Portfolio of operating expenses at the levels
set forth in the preceding table. See "Purchase of Shares,"
"Redemption of Shares" and "Management of the Fund" in the
accompanying Prospectus for more information.
Emerging
Markets
European
Global
Government Bond
International
Balanced
International Equity
Pacific
An investor would pay the following
expenses
on a $1,000 investment, assuming (1)
5.00% annual return and (2) redemption
at the end of
each time period:
1 year
$ 49
$ 45
$ 37
$ 45
$ 41
$ 64
3 years
108
98
73
97
86
153
5 years
169
154
111
152
133
243
10 years
335
305
218
302
263
472
An investor would pay the following
expenses
on the same investment, assuming the
same
annual return and no redemption:
1 year
$ 39
$ 35
$ 27
$ 35
$ 31
$ 54
3 years
98
88
63
87
76
143
5 years
159
144
101
142
123
233
10 years
325
295
208
292
253
462
The example also provides a means for the investor to compare expense
levels of funds with different fee structures over varying
investment periods. To facilitate such comparison, all funds are
required to utilize a 5.00% annual return assumption. However, each
Portfolio's actual return will vary and may be greater or
less than 5.00%. This example should not be considered a representation
of past or future expenses and actual expenses may be greater or
less than those shown.
Purchase of Shares:
Until June 25, 1999 purchases of Class L shares by investors who were
holders of Class C shares of any Smith Barney Mutual Fund
on June 12,1998 will not be subject to the 1% front-end sales charge.
+ Class L shares do not have a conversion feature and, therefore, are
subject to an ongoing distribution fee. As a result, long term
shareholders of Class L shares may pay more than the economic
equivalent of the maximum front-end sales charge permitted by
the National Association of Securities Dealers, Inc.
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