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SMITH BARNEY DIVERSIFIED FUTURES FUND L.P. II
SUPPLEMENT DATED OCTOBER 7, 1996
TO THE PROSPECTUS DATED MAY 31, 1996
This Supplement is part of the Prospectus dated May 31, 1996, for Smith
Barney Diversified Futures Fund L.P. II (the "Fund") and should be read in
conjunction therewith.
The following information was provided to the General Partner by John W.
Henry & Company, Inc. ("JWH"), one of the Advisors to the Fund, for inclusion in
its section of the prospectus:
In September, 1996, JWH was named as a co-defendant in class action
lawsuits brought in the California Superior Court, Los Angeles County and in the
New York Supreme Court, New York County. The actions, which seek unspecified
damages, purport to be brought on behalf of investors in certain Dean Witter,
Discover & Co. commodity pools, some of which are advised by JWH, and are
primarily directed at Dean Witter's alleged fraudulent selling practices in
connection with the marketing of those pools. JWH is essentially alleged to have
aided and abetted or directly participated with Dean Witter in those practices.
JWH believes the allegations against it are without merit; it intends to contest
these allegations vigorously and is convinced that it will be shown to have
acted properly and in the best interest of investors.
