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THE SALOMON BROTHERS FUND INC.
- ------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)

Elliott Associates, L.P. and Elliott International, L.P.
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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                      [ELLIOTT ASSOCIATES, L.P. LETTERHEAD]

For More Information Contact:
Scott Tagliarino
(212) 506-2999
(917) 922-2364 (cell)

 ELLIOTT RAISES CONCERN ABOUT AGGRESSIVE TACTICS USED BY CITIGROUP AND SALOMON
   BROTHERS FUND TO OBTAIN STOCKHOLDER APPROVAL OF NEW MANAGEMENT AGREEMENT;
 DEMANDS ELIMINATION OF DISCOUNT TO NET ASSET VALUE TO CREATE STOCKHOLDER VALUE

NEW  YORK   (October   19,  2005)  -  Elliott   Associates,   L.P.  and  Elliott
International,  L.P. (collectively  "Elliott"),  who together are reportedly the
largest stockholder of The Salomon Brothers Fund Inc. (NYSE: SBF), today sent an
open letter to the SBF Board of Directors  raising  concern about the aggressive
tactics  being  used  to  obtain  stockholder  approval  of the  new  management
agreement and demanding that SBF eliminate the discount to net asset value.

Elliott is campaigning  AGAINST the new  management  agreement that is scheduled
for a vote at a Special  Stockholders' Meeting at 4:00 p.m. on October 21, 2005,
at the American Conference Centers, 780 Third Avenue, in New York. The requested
vote is  necessary as part of the pending  transaction  between  Citigroup  Inc.
(NYSE: C) and Legg Mason, Inc. (NYSE:LM).

In an open  letter to SBF  directors,  Elliott,  a  long-term  investor  and the
beneficial owner of 5.88 million shares, or approximately 6%, of SBF, said:

October 19, 2005

Mr. Andrew L. Breech
Ms. Carol L. Colman
Mr. William R. Dill
Mr. R. Jay Gerken, Chairman
Mr. William R. Hutchinson
Mr. Thomas F. Schlafly

Dear Directors of The Salomon Brothers Fund Inc (SBF):

In your October 13 letter to stockholders, you wrote:

          "If the new management  agreement is not approved by  shareholders  of
          the Fund, the Fund will face considerable  uncertainty and its ability
          to pursue its investment objectives may be disrupted for an indefinite
          period following consummation of the Transaction."



On behalf of all stockholders,  we are concerned about the level of rhetoric you
have now resorted to. Your October 13 letter also says that the Board's approval
of the new management  agreement came "after  consideration of all factors which
it determined  to be relevant to its  deliberations";  but your proxy  materials
dated  September  2, 2005 - which  contained a detailed  description  of fifteen
issues  considered  by the Board as well as fourteen  questions-and-answers  for
stockholders  - are silent on this  "uncertainty"  issue to which you now attach
such importance.  Why are you now trying to put pressure on stockholders over an
issue that you yourselves apparently did not consider relevant before?

The  stockholders,   however,  will  understand  that  there  will  be  no  real
uncertainty  for SBF unless the Board and Citigroup  create it by trying to push
ahead with the Legg Mason deal without  eliminating  the persistent  discount to
net asset value. Don't be surprised if stockholders hold you responsible for any
uncertainty.

Stop trying to scare the  stockholders  you have a  fiduciary  duty to protect -
even if their vote interferes with  Citigroup's  $3.7 billion  transaction  with
Legg Mason.

These scare  tactics are just the latest  example of SBF's  studied  campaign to
avoid talking to stockholders about the real issue -- stockholder value, or what
you recently dismissed as a "side show".


Unless and until you  consider  the  interests  of the  stockholders  to be your
paramount  interest as Directors and take adequate  steps to eliminate or nearly
eliminate  the  discount,  we will  continue  to urge SBF  stockholders  to vote
against the new management agreement at the October 21, 2005 Special Meeting, or
at any postponements or adjournments.

Sincerely yours,

/s/ Mark Levine

Mark Levine
Portfolio Manager


About Elliott Associates, L.P.
Elliott Associates, L.P. and its sister fund, Elliott International,  L.P., have
more than $5.4 billion of capital  under  management.  Founded in 1977,  Elliott
Associates is one of the oldest funds of its kind under continuous management.

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