SMITH BARNEY FUNDS, INC.- INCOME AND GROWTH PORTFOLIO
Supplement dated December 11, 1995
to Prospectus dated April 28, 1995
The Board of Directors of Smith Barney Funds, Inc. - Income
and Growth Portfolio has voted to change the name of the
Portfolio to the "Equity Income Portfolio", effective December
11, 1995. Management believes that although the Portfolio's
investment style has not changed, the growth and income category
of mutual funds has become very broad in terms of the investment
objectives and policies of funds covered under the category, and
that the new name better represents the Portfolio's management
style.
Management has also determined to add the following sentence
to the information set forth under "Investment Objectives and
Management Policies" in the Portfolio's Prospectus dated April
28, 1995.
At least 65% of the Portfolio's assets will at all
times be
invested in equity securities.
This sentence is meant only to clarify a management policy that
has been in existence for many years. It does not represent a
change in the Portfolio's policies.
_______________________________
Dated: December 11, 1995
FD 1056 12/95
U:\legal\sbf\sticker.D95
