SMITH BARNEY/TRAVELERS SERIES FUND INC.
Supplement dated November 21, 1995 to
Prospectus dated September 13, 1995
At a Special Meeting of the Shareholders of the G. T.
Global Strategic Income Portfolio (the "Portfolio") of Smith
Barney/Travelers Series Fund Inc. (the "Fund") held on
November 10, 1995, the shareholders approved changing the
Portfolio's subclassification from a diversified to a non-
diversified company under the Investment Company Act of
1940, as amended (the "1940 Act").
As a "non-diversified" company under the 1940 Act, the
Portfolio will have the ability to invest more than 5% of
its assets in the securities of any issuer. However, the
Portfolio intends to comply with Subchapter M of the
Internal Revenue Code that limits the aggregate value of all
holdings (except U.S. Government and cash items, as defined
in the Code) that exceed 5% of the Portfolio's total assets
to an aggregate amount of 50% of such assets. Also,
holdings of a single issuer (with the same exceptions) may
not exceed 25% of the Portfolio's total assets. These
limits are measured at the end of each quarter. Under the
Subchapter M limits, "non-diversification" allows up to 50%
of a Portfolio's total assets to be invested in as few as
two single issuers. In the event of decline of
creditworthiness or default upon the obligations of one or
more such issuers exceeding 5%, an investment in the
Portfolio will entail greater risk than in a portfolio
having a policy of "diversification" because a high
percentage of the Portfolio's assets may be invested in
securities of one or two issuers. Furthermore, a high
percentage of investments among few issuers may result in a
greater degree of fluctuation in the market value of the
assets of the Portfolio, and consequently a greater degree
of fluctuation of the Portfolio's net asset value, because
the Portfolio will be more susceptible to economic,
political or regulatory developments affecting these
securities than would be the case with a portfolio composed
of varied obligations of more issuers.
IN0793
