SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Rule 24f-2 NOTICE
FOR
SMITH BARNEY SHEARSON INCOME TRUST
(Name of Registrant)
Two World Trade Center, New York, New York 10048
(Address of principal executive offices)
Beneficial Interest $.001 par value
(Title of securities with respect to which Notice is filed)
File No. 33-43446
811-6444
The following information is required pursuant to Rule 24f-2(b) (1):
(i). Period for which Notice is filed:
December 1, 1992 to November 30, 1993
(ii) Number or amount of securities of the same class or series which
had been registered under the Securities Act of 1933, as amended, other than
pursuant to Rule 24f-2 but which remained unsold at the beginning of such
fiscal year:
Limited Maturity Municipals Fund -None-
Intermediate Maturity New York Municipals Fund -None-
Intermediate Maturity California Municipals Fund -None-
Limited Maturity Treasury Fund -None-
(iii) Number and amount of securities, if any, registered during such
fiscal year other than pursuant to Rule 24f-2:
Limited Maturity Municipals Fund -None-
Intermediate Maturity New York Municipals Fund -None-
Intermediate Maturity California Municipals Fund -None-
Limited Maturity Treasury Fund -None-
(iv) Number and amount of securities sold during such fiscal year*:
Limited Maturity Municipals Fund
8,687,874 shares
$72,071,725
Intermediate Maturity New York Municipals Fund
5,539,351 shares
$47,511,167
Intermediate Maturity California Municipals Fund
2,773,792 shares
$23,652,987
Limited Maturity Treasury Fund
2,881,661
$23,760,744
(v). Number and amount of securities sold during such fiscal year in
reliance upon registration pursuant to Rule 24f-2*:
(1) Limited Maturity Municipals Fund
8,687,874 shares
$72,071,725
(2) Intermediate Maturity New York Municipals Fund
5,539,351 shares
$47,511,167
(3) Intermediate Maturity California Municipals Fund
2,773,792 shares
$23,652,987
(4) Limited Maturity Treasury Fund
2,881,661
$23,760,744
An opinion of counsel with respect to the legality of the above shares
accompanies this Notice.
DATED: January 28, 1994
SMITH BARNEY SHEARSON
INCOME TRUST
By_/s/ Vincent
Nave
Vincent Nave, Treasurer
__________________________________________________________________
* Excludes shares issued upon reinvestment of dividends.
(1) The actual aggregate sales price for which such securities were
sold was $72,071,725. During the fiscal year ended November 30, 1993 the
actual aggregate redemption price of securities of the same class redeemed by
the Registrant was $14,554,942. No portion of such redemption price has been
applied by the Registrant pursuant to Rule 24e-2(a) in a filing made pursuant
to Section 24(e) (1) of the Investment Company Act of 1940, as amended.
Pursuant to Rule 24f-2(c), the registration fee with respect to the securities
sold is calculated as follows: $72,071,725 - $14,554,942 = $57,516,783 x
$.00034483 = $19,833.51.
(2) The actual aggregate sales price for which such securities were
sold was $47,511,167. During the fiscal year ended November 30, 1993 the
actual aggregate redemption price of securities of the same class redeemed by
the Registrant was $7,244,232. No portion of such redemption price has been
applied by the Registrant pursuant to Rule 24e-2(a) in a filing made pursuant
to Section 24(e) (1) of the Investment Company Act of 1940, as amended.
Pursuant to Rule 24f-2(c), the registration fee with respect to the securities
sold is calculated as follows: $47,511,167 - $7,244,232 = $40,266,935 x
$.00034483 = $13,885.24.
(3) The actual aggregate sales price for which such securities were
sold was $23,652,987. During the fiscal year ended November 30, 1993 the
actual aggregate redemption price of securities of the same class redeemed by
the Registrant was $3,013,156. No portion of such redemption price has been
applied by the Registrant pursuant to Rule 24e-2(a) in a filing made pursuant
to Section 24(e) (1) of the Investment Company Act of 1940, as amended.
Pursuant to Rule 24f-2(c), the registration fee with respect to the securities
sold is calculated as follows: $23,652,987 - $3,013,156 = $20,639,831 x
$.00034483 = $7,117.23.
(4) The actual aggregate sales price for which such securities were
sold was $23,760,744. During the fiscal year ended November 30, 1993 the
actual aggregate redemption price of securities of the same class redeemed by
the Registrant was $20,372,125. No portion of such redemption price has been
applied by the Registrant pursuant to Rule 24e-2(a) in a filing made pursuant
to Section 24(e) (1) of the Investment Company Act of 1940, as amended.
Pursuant to Rule 24f-2(c), the registration fee with respect to the securities
sold is calculated as follows: $23,760,744 - $20,372,125 = 3,388,619 x
$.00034483 = $1,168.49.
funds/slit/24f-293.doc
January 26, 1994
Smith Barney Shearson Income Trust
Two World Trade Center
New York, New York 10048
RE: Rule 24f-2 Notice
Gentlemen:
In connection with the filing by Smith Barney Shearson Income Trust,
a Massachusetts business trust (the "Trust"), of a Notice (the "Notice")
pursuant to Rule 24f-2 under the Investment Company Act of 1940, as amended
(the "1940 Act"), for the Fund's fiscal year ended November 30, 1993 of
various fund series of the Trust (collectively, the "Funds"), you have
requested that the undersigned provide the legal opinion required by that
Rule.
In accordance with Rule 24f-2, the Trust has registered an indefinite
number of shares of beneficial interest, $.001 par value, under the
Securities Act of 1933, as amended (the "1933 Act"). The purpose of the
Notice is to make definite the registration of the following shares of the
Funds (set forth below) of the Trust (collectively, the "Shares") sold in
reliance upon the Rule during the fiscal year ended November 30, 1993.
Funds
Limited Maturity Municipals Fund 8,687,874 shares
Intermediate Maturity New York 5,539,351 shares
Municipals Fund
Intermediate Maturity California 2,773,792 shares
Municipals Fund
Limited Maturity Treasury Fund 2,881,661 shares
Smith Barney Shearson Income Trust
January 26, 1994
Page Two
The undersigned is Assistant Vice President and Counsel of The Boston
Company Advisors, Inc., the Trust's administrator, and in such capacity,
from time to time and for certain purposes, acts as counsel to the Trust.
I have examined copies of the Trust's Master Trust Agreement, its By-Laws,
votes adopted by its Board of Trustees, and such other records and
documents as I have deemed necessary for purposes of this opinion.
Furthermore, I have examined a Certificate of the Treasurer of the Trust to
the effect that the Trust received the cash consideration for each of the
Shares in accordance with the aforementioned charter documents and votes.
On the basis of the foregoing, and assuming all of the Shares were
sold in accordance with the terms of the Trust's Prospectus in effect at
the time of sale, I am of the opinion that the Shares have been duly
authorized and validly issued and are fully paid and non-assessable. This
opinion is for the limited purposes expressed above and should not be
deemed to be an expression of opinion as to compliance with the 1933 Act,
the 1940 Act or applicable State "blue sky" laws in connection with the
sales of the Shares.
The Trust is an entity of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders could, under
certain circumstances, be held personally liable for the obligations of the
Trust. However, the Trust's Master Trust Agreement provides that if a
shareholder of any series of the Trust is charged or held personally liable
solely by reason of being or having been a shareholder, the shareholder
shall be entitled out of the assets of said series to be held harmless from
and indemnified against all loss and expense arising from such liability.
Thus, the risk of shareholder liability is limited to circumstances in
which that series itself would be unable to meet its obligations.
Very truly yours,
/s/ Christine A. Pastelis
Christine A. Pastelis
Assistant Vice President
and Counsel
funds/slit/24f-293o.doc
