SMITH BARNEY SERIES FUND
(the "Fund")
Supplement to Prospectus
Dated April 29, 1994
The following information modifies the disclosure found in the Fund's
Prospectus under "Buying Shares:"
You cannot buy shares of the Fund directly. You can invest by buying
an Annuity from IDS Life, IDS Life of New York, The Guardian or an
affiliate of The Travelers, Inc. (the "Travelers"). You can direct the
allocation of part or all of your net purchase payment to one or more of
the subaccounts of the Annuity offered by IDS Life, IDS Life of New York,
The Guardian or an affiliate of Travelers (the "Variable Account"). All
references in this Prospectus to IDS Life or IDS Life of New York include
The Guardian and any affiliate of Travelers then offering investment in the
Fund through an Annuity.
The following information modifies the disclosure found in the Fund's
Prospectus under "How to Use the Fund:"
Investing in the Fund Shares of the Fund are currently offered to
Variable Accounts to fund annuity products issued by IDS Life, IDS Life of
New York, The Guardian and/or an affiliate of Travelers.
The following information updates the disclosure found in the
Fund's Prospectus under "Management" with respect to the Emerging Growth
Portfolio only:
On October 19, 1994, the Board of Trustees were apprised that The Van
Kampen Merritt Companies, Inc. ("Van Kampen") had entered into an agreement
with The Travelers, Inc. ("Travelers") to acquire American Capital
Management & Research, Inc., the parent company of American Capital Asset
Management, Inc., the investment adviser (the "Adviser") of the Emerging
Growth Portfolio of the Fund (the "Portfolio"). Subject to certain
conditions, the closing of the acquisition is expected to occur in December
of 1994.
Under its terms, the Portfolio's current investment advisory
agreement will automatically terminate upon the transfer of control of the
Adviser from Travelers to Van Kampen. On October 19th, the Board of
Trustees considered and approved the Adviser's continued role as investment
adviser to the Portfolio upon the sale of American Capital Management &
Research, Inc. to Van Kampen. A new investment advisory agreement will not
become effective, however, until the shareholders of the Portfolio vote to
approve its terms. A shareholder meeting to approve a new investment
advisory agreement with substantially the same terms and conditions as the
Portfolio's current investment advisory agreement is scheduled for December
20, 1994.
November 10, 1994
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