SMITH BARNEY FLORIDA MUNICIPALS FUND
Supplement to Prospectus dated December 30, 1994
On July 19, 1995, the Board of Trustees of Smith Barney
Florida Municipals Fund (the "Fund") approved a proposed
reorganization pursuant to which the assets of the Fund
would be acquired by the Florida Portfolio (the "Acquiring
Fund"), a series of Smith Barney Muni Funds, through an
exchange of shares of the Acquiring Fund for substantially
all of the Fund's assets. These shares would then be
distributed to shareholders of the Fund in liquidation of
the Fund. The Fund and the Acquiring Fund have
substantially similar investment objectives.
Upon the reorganization, each shareholder of the Fund
would become a shareholder of the Acquiring Fund and receive
shares of the Acquiring Fund with a value equal to the value
of the shareholder's investment in the Fund. No sales charge
would be imposed in the transaction, and it is anticipated
that no gain or loss for Federal income tax purposes would
be recognized by shareholders of the Fund as a result of
this reorganization.
The proposed reorganization is subject to the
fulfillment of certain conditions, including the approval of
shareholders of the Fund. Proxy materials describing the
proposed reorganization will be mailed to shareholders of
the Fund in anticipation of a meeting of shareholders
expected to be held in November 1995. If approved by
shareholders at that time, the transaction will occur as
soon after the meeting as practicable.
Also on July 19, 1995, the Board approved a reduction
in the investment advisory fee paid by the Fund to Smith
Barney Mutual Funds Management Inc. Accordingly, effective
November 17, 1995, the Fund's investment advisory fee will
be decreased from 0.35% to 0.30% of the average daily net
assets of the Fund.
As of July 31, 1995, shares of the Fund will no
longer be offered for purchase or offered in exchange for
shares of other Smith Barney Mutual Funds.
Supplement dated July 20, 1995
