AMERICAN EXPRESS FMA TRUST
N-30B-2, 1994-01-31
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                        SMITH BARNEY SHEARSON FMA R TRUST
                       STATEMENT OF ASSETS AND LIABILITIES
                              At November 30, 1993



                                                                    FMA         
FMA
                                 FMA        FMA         FMA      California   
New York
                                Cash     Municipal   Government  Municipal   
Municipal
                                                                             
                                Fund        Fund        Fund        Fund        
Fund
                                              
                                                                             
ASSETS:                                                                      
   Cash                       $ 20,000   $ 20,000   $ 20,000     $ 20,000    $ 
20,000
                                                                             
   Deferred organization         76,900     76,900     76,900       76,900      
76,900
costs (Note 1)
                                                                             
   Total Assets:              96,900     96,900     96,900       96,900      
96,900
                                                                             
LIABILITIES:                                                                 
   Accrued organization          76,900     76,900     76,900       76,900      
76,900
costs (Note 1)
                                                                             
   Total Liabilities:            76,900     76,900     76,900       76,900      
76,900
                                                                             
NET ASSETS:                   $ 20,000   $ 20,000   $ 20,000     $ 20,000    $ 
20,000
                                                                             
Shares outstanding               20,000     20,000     20,000       20,000      
20,000
                                                                             
NET ASSET VALUE, offering                                                    
and                           $          $          $      1.00  $           $
   redemption price per       1.00       1.00                    1.00        
1.00
share

   The accompanying Notes are an integral part of this Statement of Assets and
                                  Liabilities.
                                        
                        SMITH BARNEY SHEARSON FMA R TRUST
                       STATEMENT OF ASSETS AND LIABILITIES
                              At November 30, 1993

(1)  Smith Barney Shearson FMA Trust (the "Trust") was organized as a business
trust under the laws of the Commonwealth of
   Massachusetts on November 12, 1991 and is registered under the Investment
   Company Act of 1940, as amended, as an open-end, management investment
   company.  The Trust consists of the following five money market funds (the
   "Funds"):  FMA Cash Fund, FMA Municipal Fund, FMA Government Fund, FMA
   California Municipal Fund and FMA New York Municipal Fund.  The Trust has 
no
   operations other than organizational matters and the issuance and sales of
   shares ("initial shares") of each Fund on January 14, 1992 to Shearson
   Lehman Brothers Inc. (Shearson Lehman Brothers"), the distributor of the
   Trust's shares.  At November 30, 1993, an unlimited number of shares of
   beneficial interest with a par value of $.001 per share were authorized.
   Costs incurred in connection with the organization of each Fund and the
   initial offering costs of each Fund's shares have been deferred and will be
   amortized over a five-year period on the straight-line method from the date
   upon which each Fund commences investment activities.  In the event that 
the
   initial shares purchased by Shearson Lehman Brothers are redeemed during 
the
   amortization period by Shearson Lehman Brothers, or any other holders, the
   proceeds from the redemption will be reduced by the unamortized portion of
   the organizational expenses.  Of the accrued organization costs, $133,500 
is
   payable to The Boston Company Advisors, Inc., an indirect wholly owned
   subsidiary of Mellon Bank Corporation, for registration and filing fees.
   The Boston Company Advisors, Inc. serves as the administrator to the Trust.
   
(2)  The Trust intends to comply with the requirements of the Internal Revenue
Code of 1986, as amended, necessary to qualify as a
   regulated investment company and to make the requisite distributions of
   income to its shareholders that will be sufficient to relieve it from
   substantially all federal income taxes.
   
(3)  As of the close of business on July 30, 1993, The Travelers Inc. (which 
at
the time was known as Primerica Corporation
   ("Travelers") and Smith Barney, Harris Upham & Co. Incorporated completed
   the acquisition of substantially all of the domestic retail brokerage and
   asset management businesses of Shearson Lehman Brothers Inc. and Smith
   Barney, Harris Upham & Co. Incorporated was renamed Smith Barney Shearson
   Inc. ("Smith Barney Shearson").
   





                REPORT OF INDEPENDENT ACCOUNTANTS



To the Shareholders and Trustees of
Smith Barney Shearson FMA Trust:

     We have audited the accompanying statements of assets and liabilities of 
the Smith
Barney Shearson FMA Trust (the "Trust") (consisting of FMA Cash Fund, FMA 
Municipal
Fund, FMA Government Fund, FMA New York Municipal Fund, and FMA California
Municipal Fund) as of November 30, 1993. These statements of assets and 
liabilities are
the responsibility of the Trust's management.  Our responsibility is to 
express an opinion
on these statements of assets and liabilities based on our audit.

     We conducted our audit in accordance with generally accepted auditing 
standards. 
Those standards require that we plan and perform the audit to obtain 
reasonable
assurance about whether statements of assets and liabilities are free of 
material
misstatement.  An audit includes examining, on a test basis, evidence 
supporting the
amounts and disclosures in the statements of assets and liabilities.  Our 
procedures
included confirmation of cash held as of November 30, 1993 by correspondence 
with the
custodian.  An audit also includes assessing the accounting principles used 
and
significant estimates made by management, as well as evaluating the overall 
presentation
of the statements of assets and liabilities.  We believe that our audit 
provides a reasonable
basis for our opinion.

     In our opinion, the statements of assets and liabilities referred to 
above present
fairly, in all material respects, the financial position of the Smith Barney 
Shearson FMA
Trust as of November 30, 1993, in conformity with generally accepted 
accounting
principles.





Boston, Massachusetts                            Coopers & Lybrand
January 27, 1994



 





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