CONSULTING GROUP CAPITAL MARKETS FUNDS (the "Trust")
Supplement dated January 9, 1998, to the Prospectus dated December 29,
1997
In a proxy statement dated October 27, 1997, shareholders of Small
Capitalization Value Equity Investments ("Small Cap Value Portfolio")
and International Equity Investments ("International Equity Portfolio")
were asked to approve an amendment to the management agreement between
the Trust, on behalf of the Small Cap Value and International Equity
Portfolios and Smith Barney Mutual Funds Management Inc. ("SBMFM"), the
Trust's Investment Manager, increasing the management fees as follows:
The Management fee which the Small Cap Value Portfolio
pays to SBMFM would be increased from 0.60% to 0.80% of
the average net assets of the Small Cap Value Portfolio
so that SBMFM could in turn increase the fee payable to
NFJ Investment Group and/or certain prospective Advisers;
and
The Management fee which the International Equity
Portfolio pays to SBMFM would be increased from 0.70% to
0.80% of the average net assets of the International
Equity Portfolio so that SBMFM could in turn increase the
fee payable to Oechsle International Advisors, L.P and/or
certain prospective Advisers.
It is expected that by February 1, 1998 shareholders of the Small Cap
Value and International Equity Portfolios will approve the fee increase
described above. If approved by shareholders, the increase in
management fees will be applied fully to increase the compensation of
each Portfolio's current and prospective Advisors and therefore will not
result in increased compensation or profitability to the Investment
Manager, SBMFM.
FD 01381 1/98
