<PAGE>
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MANAGED MUNICIPALS
PORTFOLIO II INC.
QUARTERLY REPORT
May 31, 1995
[LOGO]
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Front cover showing an emblem on the bottom of page with an eagle and two
cupids at the top of the page is the fund name centered.
<PAGE>
MANAGED MUNICIPALS
PORTFOLIO II INC.
MAY 31, 1995
DEAR SHAREHOLDER:
We are pleased to provide the third quarter report for Managed
Municipals Portfolio II Inc. for the three months ended May 31, 1995. During
the past quarter the Portfolio distributed dividends totaling $0.183 per
share. The Portfolio has declared monthly dividends payable in July and
August of $0.063 per share.
The Portfolio generated a positive total return on net asset value of
5.23% for the past three months and 9.28% for the past 12 months; in
comparison, the average closed-end municipal fund provided returns of 4.71%
and 9.78% as reported by Lipper Analytical Services Inc., an independent
performance tracking organization. Despite this attractive performance the
Portfolio traded at a discount to its net asset value, as did most other
closed-end funds.
ECONOMIC AND MARKET UPDATE
The increases last year in short-term rates by the Federal Reserve Board
are clearly slowing the economy's expansion from its faster pace of last
fall. The question now on the minds of economists and investors is whether
this is merely a pause in economic activity or indicative of longer-term
economic weakness. We don't believe that forthcoming economic data will show
conclusive evidence of a recession, and instead are working under the
assumption that the economy will experience a small pause and then steady
growth with moderate inflation.
The municipal market had a spectacular first five months of 1995, and
Managed Municipals Portfolio II was positioned to take full advantage of it.
A significant percentage of the fund's holdings were high quality, discount
coupons, which allowed the Portfolio to maximize its net asset value during
the rapidly declining interest rate environment. The net asset value
increased by $0.43 per share, to $12.50 on May 31, 1995, from
CONTINUED
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<PAGE>
$12.07 on February 28, 1995. Our goal is to use market strength to gradually
increase coupons, shorten maturities and take a more conservative approach
to the market until theses interest rate levels prove they can hold. This is
consistent with our long-term strategy of providing investors in the
Portfolio with a competitive stream of tax-exempt income with long-term
preservation of capital.
The many flat tax proposals being championed by members of both
political parties are creating uncertainty for the tax-exempt market. Real
legislative action is several years away and must be REVENUE NEUTRAL to make
any economic sense -- a very difficult balancing act to accomplish. These
discussions have caused periodic weakness in the municipal market during the
past months and will no doubt continue to cause periodic weakness over the
next few years, which we'll view as an opportunity to invest at levels that
represent real value to our shareholders. A general rise in interest rates
would be another story, and we clearly would react differently to that
economic circumstance.
PORTFOLIO UPDATE
At the end of this quarter, 78% of the Portfolio was rated investment
grade (BBB/Baa and higher) by either Standard & Poor's Corporation or
Moody's Investors Service, Inc. The remainder, though not rated by either
agency, was deemed to be of comparable investment grade quality. A portion
of the assets were invested in general obligation (19%), transportation
(14%), industrial development revenue (9%), and cogeneration facility (7%)
issues. The average maturity of the Portfolio was approximately 23 years. As
we stated earlier, in light of our belief that the economy will experience a
small pause and then steady growth with moderate inflation, we intend to
gradually increase coupons, shorten the average maturity of the holdings and
assume a more conservative stance.
CHANGE IN DIVIDEND RATE AND POLICY
Managed Municipals Portfolio II declared in June monthly dividends of
$0.063 per share payable in July and August. Previously, the Portfolio
declared and paid dividends of $0.061 on a monthly basis. Although dividends
will be declared on a quarterly basis, the Portfolio will continue paying
them monthly. This change in policy should benefit some of the Portfolio's
more income-oriented shareholders by providing them with a greater degree of
certainty about their income stream and removing some of the uncertainty
associated with declaring and paying dividends on a monthly basis.
CONTINUED
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<PAGE>
We look forward to reporting to you in the Portfolio's annual report to
investors. Should you have any questions about your investment in the
Portfolio, please call The Shareholder Services Group at (800) 331-1710.
Sincerely,
Heath B. McLendon Joseph P. Deane
CHAIRMAN OF THE BOARD VICE PRESIDENT AND
INVESTMENT OFFICER
July 14, 1995
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<PAGE>
UNAUDITED FINANCIAL DATA
PER SHARE OF COMMON STOCK
<TABLE>
<CAPTION>
CAPITAL
NYSE NET GAINS DIVIDEND
CLOSING ASSET DIVIDEND DIVIDEND REINVESTMENT
PRICE VALUE PAID PAID PRICE
-------- ------- -------- -------- ------------
<S> <C> <C> <C> <C> <C>
June 30, 1994.......... $11.250 $11.95 $0.061 -- $11.53
July 31, 1994.......... 11.625 12.17 0.061 -- 12.00
August 31, 1994........ 11.500 12.15 0.061 -- 11.66
September 30, 1994..... 11.125+ 11.84+ 0.061 -- 11.26
October 31, 1994....... 11.125+ 11.61+ 0.061 -- 10.98
November 30, 1994...... 10.250+ 10.81+ 0.061 -- 10.52
December 31, 1994...... 10.250+ 11.21+ -- $0.1244 10.91
January 31, 1995....... 11.000+ 11.44+ 0.061 -- 11.23
February 28, 1995...... 11.375+ 11.94+ 0.061 -- 11.47
March 31, 1995......... 11.250+ 12.11+ 0.061 -- 11.35
April 30, 1995......... 11.125+ 12.25+ 0.061 -- 11.40
May 31, 1995........... 11.250+ 12.36+ 0.061 -- 11.59
</TABLE>
DIVIDEND DATA*
FOR THE PERIOD ENDED MAY 31, 1995
<TABLE>
<CAPTION>
EQUIVALENT TAXABLE DISTRIBUTION RATE
--------------------------------------------------------------------
ASSUMING
PER SHARE ANNUALIZED ASSUMING ASSUMING
ASSUMING 39.6%
DIVIDEND DISTRIBUTION 28% FEDERAL 31% FEDERAL 36%
FEDERAL FEDERAL
DISTRIBUTIONS RATE TAX BRACKET TAX BRACKET TAX
BRACKET TAX BRACKET
------------- ------------ ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
$0.061 5.86% 8.14% 8.49% 9.16% 9.70%
<FN>
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* Based on May 31, 1995 net asset value of $12.50 per share.
+ As of record date, September 23, 1994, October 24, 1994, November 22, 1994,
December 22, 1994, January 24, 1995, February 21, 1995, March 24, 1995, April
21, 1995 and May 23, 1995, respectively.
</TABLE>
Each registered shareholder is considered a participant in the Portfolio's
Dividend Reinvestment Plan, unless the shareholder elects to receive all
dividends and distributions in cash, or unless the shareholder's shares are
registered in the name of a broker, bank or nominee (other than Smith Barney
Inc.) which does not provide the service. Questions and correspondence
concerning the Dividend Reinvestment Plan should be directed to The Shareholder
Services Group, Inc., P.O. Box 1376, Boston, Massachusetts 02104.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED)
<TABLE>
<S> <C> <C> <C>
KEY TO INSURANCE ABBREVIATIONS
AMBAC -- American Municipal Bond Assurance Corporation
FGIC -- Federal Guaranty Insurance Corporation
GNMA -- Government National Mortgage Association
MBIA -- Municipal Bond Investors Assurance
</TABLE>
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
<C> <S> <C> <C> <C>
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MUNICIPAL BONDS AND NOTES--94.6%
ALASKA -- 3.5%
$ 2,895,000 Alaska Industrial Development & Export Authority, Series
A,
6.500% due 4/1/14 A A- $ 2,970,994
2,000,000 Valdez, Alaska, Marine Terminal Revenue,
Series C, (B.P. Pipelines Project),
5.650% due 12/1/28 A1 AA- 1,922,500
CALIFORNIA -- 9.5%
4,240,000 California State, Department of Water Resources, (Central
Valley Project), Series L,
5.750% due 12/1/19 Aa AA 4,197,600
Los Angeles, California:
4,000,000 Convention & Exhibition Center, Authority Lease Revenue,
(MBIA insured),
5.125% due 8/15/21 Aaa AAA 3,665,000
2,000,000 Waste Water System Revenue, Series D, (FGIC insured),
5.200% due 11/1/21 Aaa AAA 1,837,500
2,000,000 Los Angeles County, California, Metropolitan
Transportation Authority, (MBIA insured),
5.625% due 7/1/18 Aaa AAA 1,967,500
835,000 Redding, California, Joint Powers Authority, Solid Waste
and Corporation Yard, Series A,
5.000% due 1/1/05 A BBB+ 771,331
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
CALIFORNIA (CONTINUED)
$ 1,000,000 San Jose, California, Redevelopment Agency,
Tax Revenue Project, (MBIA insured),
5.250% due 8/1/16 Aaa AAA $ 938,750
COLORADO -- 10.6%
4,000,000 Colorado Springs, Colorado, Airport Revenue, Series A,
7.000% due 1/1/22 NR BBB 4,195,000
30,000,000 Dawson Ridge, Colorado, Metropolitan District #1, Series
A, Escrowed to Maturity,
Zero Coupon due 10/1/22 Aaa NR 4,687,500
6,250,000 Denver, Colorado, Airport Revenue, Series C,
6.125% due 11/15/25 Baa BB 6,023,437
CONNECTICUT -- 2.5%
Connecticut State, General Obligation Bonds, Series A:
1,500,000 5.700% due 3/15/10 Aa AA- 1,515,000
1,000,000 5.800% due 3/15/12 Aa AA- 1,013,750
1,000,000 5.800% due 3/15/13 Aa AA- 1,010,000
FLORIDA -- 11.0%
4,000,000 Dade County Florida, Aviation Agency Revenue, Series B,
(MBIA insured)
6.000% due 10/1/24 Aaa AA 4,015,000
6,000,000 Florida State, Board of Education, Capital Outlay, Series
E,
5.250% due 6/1/23 Aa AA 5,550,000
1,500,000 Martin County, Florida, Industrial Development Project,
Indiantown Cogeneration, Series A,
7.875% due 12/15/25 Baa3 BBB- 1,651,875
4,000,000 Tampa, Florida, Revenue Bonds, (Aquarium Project),
7.750% due 5/1/27 NR NR 4,210,000
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
ILLINOIS -- 1.4%
$ 2,000,000 Illinois Educational Facilities Authority Revenue,
(University of Chicago),
5.700% due 12/1/25 Aaa AA $ 1,925,000
INDIANA -- 2.2%
3,000,000 Loudon County, Indiana, Industrial Development Board,
6.200% due 2/1/23 Aa2 AA 3,033,750
IOWA -- 1.1%
1,500,000 Dawson, Iowa, Industrial Development Revenue, (Cargill
Inc., Project),
6.500% due 7/15/12 NR AA- 1,567,500
MARYLAND -- 3.9%
4,000,000 Maryland State Energy Financing Administration, Solid
Waste Disposal Revenue, (Hagerstown Project),
9.000% due 10/15/16 NR NR 4,075,000
1,650,000 Prince George's County, Maryland, Refunding
Revenue, (Dimension Health Corporation),
5.300% due 7/1/24 A NR 1,441,688
MASSACHUSETTS -- 5.8%
2,000,000 Commonwealth of Massachusetts, Health and Education
Revenue, Series G, (MBIA insured),
5.375% due 7/1/24 Aaa AAA 1,892,500
2,000,000 Commonwealth of Massachusetts State Housing Finance
Authority, Series A, (MBIA insured),
6.100% due 7/1/15 Aaa AA 2,015,000
4,000,000 Commonwealth of Massachusetts, Industrial Financing
Agency, (Fitchburg Recycling),
9.000% due 8/1/16 NR NR 4,250,000
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
MICHIGAN -- 6.1%
$ 1,000,000 Michigan State Strategic Funding, Limited Obligation
Revenue, (Blue Water Fiber Project),
8.000% due 1/1/12 NR NR $ 957,500
5,600,000 Midland County, Michigan, Economic Development
Corporation, Pollution Control Revenue, Limited
Obligation, Series B,
9.500% due 7/23/09 NR NR 6,055,000
1,500,000 University of Michigan, Hospital Revenue, Series A,
5.750% due 12/1/12 Aa AA 1,498,125
MONTANA -- 1.4%
2,000,000 Montana State Board Investment Resources Recovery,
(Yellowstone Energy Project),
7.000% due 12/31/19 NR NR 1,925,000
NEBRASKA -- 1.5%
2,000,000 Nebraska Investment Financing Authority, Single Family
Housing Revenue, Series A, (GNMA insured),
6.700% due 9/1/26 NR AAA 2,057,500
NEVADA -- 5.3%
4,650,000 Clark County, Nevada, Industrial Development Revenue,
(Southwest Gas Corporation),
7.500% due 9/1/32 Baa3 BBB- 4,865,063
2,485,000 Clark County, Nevada,
School District, Series A, (MBIA insured),
5.875% due 6/15/14 Aaa AAA 2,503,637
NEW JERSEY -- 1.1%
1,500,000 Union County, New Jersey, Utilities Authority, Solid Waste
Revenue, Series A,
7.200% due 6/15/14 NR A- 1,561,875
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
NEW YORK -- 4.3%
$ 3,000,000 Battery Park City, New York, Authority Revenue, Series A,
5.250% due 11/1/17 A1 AA $ 2,748,750
2,445,000 New York State Housing Corporation, Revenue Refunding,
(Battery Park City),
5.500% due 11/1/20 A1 AA 2,270,794
1,000,000 New York State Housing Finance Authority, Mortgage
Revenue, Multifamily Housing, Series A,
6.250% due 8/15/25 Aa NR 1,015,000
NORTH CAROLINA -- 1.1%
1,500,000 Coastal Regional Solid Waste Management Disposal
Authority, North Carolina, Solid Waste Revenue,
6.500% due 6/1/08 A BBB 1,571,250
OHIO -- 0.7%
1,000,000 Ohio State, Water Development Authority Revenue, Fresh
Water Services, (AMBAC insured),
5.900% due 12/1/21 Aaa AAA 1,017,500
SOUTH CAROLINA -- 1.6%
2,120,000 Myrtle Beach, South Carolina, Certificates of
Participation, (Myrtle Beach Convention Center),
6.875% due 7/1/07 Baa1 BBB+ 2,226,000
TEXAS -- 6.5%
3,000,000 Arlington, Texas, Independent School District,
5.750% due 2/15/21 Aaa NR 3,003,750
1,500,000 Burleson, Texas, Independent School District,
6.750% due 8/1/24 Aaa NR 1,618,125
5,000,000 Sam Rayburn, Texas, Municipal Power Agency, Supply
Systems, Revenue Refunding, Series A,
6.750% due 10/1/14 Ba BB 4,493,750
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
VIRGINIA -- 3.6%
Chesapeake Bay Bridge and Tunnel, Virginia, (FGIC
insured):
$ 2,000,000 5.700% due 7/1/08 Aaa AAA $ 2,042,500
1,000,000 5.875% due 7/1/10 Aaa AAA 1,022,500
2,000,000 Riverside, Virginia, Regional
Jail Facility, Revenue Bonds,
(MBIA insured),
6.000% due 7/1/25 Aaa AAA 2,035,000
WASHINGTON -- 4.9%
2,000,000 Clark County, Washington, School District No. 037,
5.900% due 12/1/12 Aa NR 2,017,500
3,000,000 Washington State, General Obligation Bonds, Series A,
5.750% due 9/1/19 Aa AA 2,977,500
2,000,000 Washington State Public Power, (Nuclear Project No. 3),
Series B, (MBIA insured),
5.600% due 7/1/15 Aaa AAA 1,922,500
WEST VIRGINIA -- 2.6%
4,000,000 Marion County, West Virginia, Community Solid Waste
Disposal Facilities Revenue, (American Paper Recycling
Project),
7.750% due 12/1/11 NR NR 3,660,000
WISCONSIN -- 2.4%
Wisconsin Housing & Economic Development Authority, Home
Ownership, Series A:
2,000,000 Home Ownership Revenue,
6.450% due 3/1/17 Aa AA 2,052,500
1,370,000 Housing Revenue,
5.650% due 11/1/23 A1 A 1,267,250
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TOTAL MUNICIPAL BONDS AND NOTES
(COST $127,511,745) 132,729,044
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</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
Market
Rating Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
SHORT-TERM TAX-EXEMPT INVESTMENTS -- 4.0%
ALASKA -- 1.4%
$ 2,000,000 Valdez, Alaska, Marine Terminal Revenue,
4.000% due 12/1/33+ NR AAA $ 2,000,000
MISSOURI -- 1.4%
1,900,000 Kansas City, Missouri, Industrial Development Authority,
Hospital Revenue, (MBIA insured),
4.100% due 10/15/15+ Aaa AAA 1,900,000
NEW YORK -- 1.1%
1,200,000 New York City, New York, Municipal Water Financing
Authority, Series G, (FGIC insured),
4.000% due 6/15/24+ Aaa AAA 1,200,000
400,000 Triborough Bridge and Tunnel Authority, New York, (FGIC
insured),
3.300% due 1/1/24+ Aaa AAA 400,000
WYOMING -- 0.1%
100,000 Uinta County, Wyoming, Pollution Control Revenue,
4.000% due 8/15/20+ Aa2 NR 100,000
SHORT-TERM
TAX-EXEMPT INVESTMENTS
(COST $5,600,000) 5,600,000
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TOTAL INVESTMENTS
(COST $133,111,745*) 98.6% 138,329,044
OTHER ASSETS AND LIABILITIES (NET) 1.4 1,895,032
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NET ASSETS 100.0% $140,224,076
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<FN>
* Aggregate cost for Federal tax purposes.
+ Variable rate municipal notes are payable upon not more than one business
day's notice.
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
SUMMARY OF MUNICIPAL BONDS BY COMBINED RATINGS
<TABLE>
<CAPTION>
PERCENT
MOODY'S S & P OF VALUE
<S> <C> <C> <C>
Aaa or AAA 33.0%
Aa AA 24.9
A A 6.9
Baa BBB 13.7
Ba BB 3.3
NR NR 18.2
----------
100.0%
----------
----------
</TABLE>
SEE NOTES TO
PORTFOLIO OF INVESTMENTS.
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<PAGE>
NOTES TO PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED)
1. SIGNIFICANT ACCOUNTING POLICY.
Managed Municipals Portfolio II Inc. (the "Portfolio") was organized as a
corporation under the laws of the State of Maryland on July 23, 1992 and is
registered with the Securities and Exchange Commission as a non-diversified,
closed-end management investment company under the Investment Company Act of
1940, as amended. The policy described below is followed consistently by the
Portfolio in the valuation of its portfolio.
PORTFOLIO VALUATION: Investments are valued by The Boston Company Advisors,
Inc. after consultation with an independent pricing service (the "Service")
approved by the Portfolio's Board of Directors. When, in the judgment of the
Service, quoted bid prices for investments are readily available and are
representative of the bid side of the market, these investments are valued at
the mean between the quoted bid prices and asked prices. Investments for which,
in the judgment of the Service, no readily obtainable market quotations are
available, are carried at fair value as determined by the Service, based on
methods that include consideration of: yields or prices of municipal
obligations
of comparable quality, coupon, maturity and type; indications as to values from
dealers; and general market conditions. The Service may use electronic data
processing techniques and/or a matrix system to determine valuations.
Short-term
investments that mature in fewer than 60 days are valued at amortized cost.
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<PAGE>
NOTES TO PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
--------------------------------------------------------------------
QUARTERLY RESULTS OF OPERATIONS
NET REALIZED AND NET INCREASE/
UNREALIZED GAIN/ (DECREASE) IN NET
INVESTMENT NET INVESTMENT (LOSS) ON ASSETS
FROM
INCOME INCOME INVESTMENTS OPERATIONS
<S> <C> <C> <C> <C> <C> <C> <C> <C>
--------------------------------------------------------------------------------------
PER PER PER PER
QUARTER ENDED TOTAL SHARE TOTAL SHARE TOTAL SHARE
TOTAL SHARE
--------------------------------------------------------------------------------------
November 30,
1992* $1,569,794 $.14 $1,322,744 $.12 $ 136,467 $.01 $ 1,459,211 $.13
February 28,
1993 2,224,608 .20 1,853,650 .17 11,113,679 .99 12,967,329 1.16
May 31,
1993 2,293,737 .20 1,954,811 .17 (896,302) (.08) 1,058,509 .09
August 31,
1993 2,259,898 .20 1,762,090 .16 4,727,465 .42 6,489,555 .58
November 30,
1993 2,192,534 .20 1,765,112 .16 2,478,339 .22 4,243,451 .38
February 28,
1994 2,185,398 .19 1,776,196 .16 (3,377,219) (.30) (1,601,023) (.14)
May 31,
1994 2,214,185 .20 1,821,700 .16 11,695,051 1.04 13,516,751 1.20
August 31,
1994 2,209,646 .20 1,844,822 .16 (17,719,998) (1.57) (15,875,176) (1.41)
November 30,
1994 2,285,035 .20 1,903,928 .17 (11,803,746) (1.05) (9,899,818) (.88)
February 28,
1995 2,274,910 .20 1,924,466 .17 11,970,538 1.06 13,895,004 1.23
May 31,
1995 2,370,604 .21 1,965,482 .18 4,883,683 .43 6,849,165 .61
--------------------------------------------------------------------------------------
<FN>
* The Portfolio commenced operations on September 24, 1992.
</TABLE>
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<PAGE>
MANAGED MUNICIPALS
PORTFOLIO II INC.
DIRECTORS
Charles F. Barber
Allan J. Bloostein
Martin Brody
Dwight B. Crane
Robert A. Frankel
Heath B. McLendon
OFFICERS
Heath B. McLendon
CHAIRMAN OF THE BOARD AND
INVESTMENT OFFICER
Jessica Bibliowicz
PRESIDENT
Lewis E. Daidone
SENIOR VICE PRESIDENT
AND TREASURER
Joseph P. Deane
VICE PRESIDENT
AND INVESTMENT OFFICER
Christina T. Sydor
SECRETARY
INVESTMENT ADVISER
Greenwich Street Advisors
388 Greenwich Street
New York, New York 10013
ADMINISTRATOR
Smith Barney Mutual Funds
Management Inc.
388 Greenwich Street
New York, New York 10013
AUDITORS AND COUNSEL
KPMG Peat Marwick L.L.P.
345 Park Avenue
New York, NY 10054
Willkie Farr & Gallagher
153 East 53rd Street
New York, New York 10022
TRANSFER AGENT
The Shareholder Services Group, Inc.
Exchange Place
Boston, Massachusetts 02109
CUSTODIAN
PNC Bank N.A.
17th and Chestnut Streets
Philadelphia, Pennsylvania 19103
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<PAGE>
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THIS REPORT IS SENT TO THE SHAREHOLDERS OF THE
MANAGED MUNICIPALS PORTFOLIO II INC.
FOR THEIR INFORMATION. IT IS NOT A PROSPECTUS,
CIRCULAR OR REPRESENTATION INTENDED FOR USE IN THE
PURCHASE OR SALE OF SHARES OF THE PORTFOLIO OR OF ANY
SECURITIES MENTIONED IN THE REPORT.
FD0836 7/95
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