<SEC-DOCUMENT>0001193125-05-165232-index.html : 20150721
<SEC-HEADER>0001193125-05-165232.hdr.sgml : 20150721

<ACCEPTANCE-DATETIME>20050811162852

<PRIVATE-TO-PUBLIC>

ACCESSION NUMBER:		0001193125-05-165232

CONFORMED SUBMISSION TYPE:	PRE 14A

PUBLIC DOCUMENT COUNT:		2

CONFORMED PERIOD OF REPORT:	20051011

FILED AS OF DATE:		20050811

DATE AS OF CHANGE:		20050927


FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MONEY FUNDS INC

		CENTRAL INDEX KEY:			0000275811

		IRS NUMBER:				132788602

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-02490

		FILM NUMBER:		051017484



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR - MF2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR - MF2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	NATIONAL LIQUID RESERVES INC

		DATE OF NAME CHANGE:	19910711




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MUNICIPAL MONEY MARKET FUND INC

		CENTRAL INDEX KEY:			0000320282

		IRS NUMBER:				133043472

		STATE OF INCORPORATION:			NY

		FISCAL YEAR END:			0331



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03112

		FILM NUMBER:		051017489



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY TAX FREE MONEY FUNDS INC

		DATE OF NAME CHANGE:	19940701



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON DAILY TAX FREE DIVIDEND INC

		DATE OF NAME CHANGE:	19931213



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY TAX FREE MONEY FUND INC

		DATE OF NAME CHANGE:	19920703




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SHEARSON AGGRESSIVE GROWTH FUND INC

		CENTRAL INDEX KEY:			0000720506

		IRS NUMBER:				061088990

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			0831



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03762

		FILM NUMBER:		051017494



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY AGGRESSIVE GROWTH FUND INC

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON AGGRESSIVE GROWTH FUND INC

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS AGGRESSIVE GROWTH FUND INC

		DATE OF NAME CHANGE:	19930326




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			CITIFUNDS TRUST I

		CENTRAL INDEX KEY:			0000744388

		IRS NUMBER:				000000000

		STATE OF INCORPORATION:			MA

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04006

		FILM NUMBER:		051017464



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD ST 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		2122292554



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK FUNDS I

		DATE OF NAME CHANGE:	19920703



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK GROWTH & INCOME FUND

		DATE OF NAME CHANGE:	19900429



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARKFUNDS MANAGED MUNICIPAL BOND TRUST

		DATE OF NAME CHANGE:	19860819




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY CORE PLUS BOND FUND INC.

		CENTRAL INDEX KEY:			0000748826

		IRS NUMBER:				133227583

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			0731



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04061

		FILM NUMBER:		051017475



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10 FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY CORE PLUS BOND FUND INC.

		DATE OF NAME CHANGE:	20050324



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON MANAGED GOVERNMENTS FUND INC

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS MANAGED GOVERNMENTS FUND INC

		DATE OF NAME CHANGE:	19930331




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MUNI FUNDS

		CENTRAL INDEX KEY:			0000775370

		IRS NUMBER:				136861405

		STATE OF INCORPORATION:			MA

		FISCAL YEAR END:			0331



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04395

		FILM NUMBER:		051017491



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MUNI FUNDS

		DATE OF NAME CHANGE:	19940225



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MUNI BOND FUNDS

		DATE OF NAME CHANGE:	19920703



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MUNI BOND FUNDS

		DATE OF NAME CHANGE:	19910804




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY INVESTMENT SERIES

		CENTRAL INDEX KEY:			0000810271

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05018

		FILM NUMBER:		051017469



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INVESTMENT SERIES

		DATE OF NAME CHANGE:	20010306



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CONCERT INVESTMENT SERIES

		DATE OF NAME CHANGE:	19980224



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	COMMON SENSE TRUST

		DATE OF NAME CHANGE:	19920703




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SHEARSON NEW JERSEY MUNICIPALS FUND INC

		CENTRAL INDEX KEY:			0000825629

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0331



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05406

		FILM NUMBER:		051017479



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY NEW JERSEY MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON NEW JERSEY MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS NEW JERSEY MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19930331




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY INVESTMENT TRUST

		CENTRAL INDEX KEY:			0000880366

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1130



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06444

		FILM NUMBER:		051017490



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LEGG MASON PARTNERS INVESTMENT TRUST

		DATE OF NAME CHANGE:	20060407



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INVESTMENT TRUST

		DATE OF NAME CHANGE:	19950831



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON INCOME TRUST

		DATE OF NAME CHANGE:	19931213




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			INTERMEDIATE MUNI FUND INC

		CENTRAL INDEX KEY:			0000882300

		IRS NUMBER:				133643581

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06506

		FILM NUMBER:		051017497



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		888-777-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	INTERMEDIATE MUNI FUND INC

		DATE OF NAME CHANGE:	20020219



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INTERMEDIATE MUNICIPAL FUND INC

		DATE OF NAME CHANGE:	19920909



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INTERMEDIATE QUALITY MUNICIPAL FUND INC

		DATE OF NAME CHANGE:	19600201




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY ADJUSTABLE RATE GOVERNMENT INCOME FUND

		CENTRAL INDEX KEY:			0000887428

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0531



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06663

		FILM NUMBER:		051017457



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SB ADJUSTABLE RATE RATE INCOME FUND

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY ADJUSTABLE RATE GOVERNMENT INCOME FUND

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON ADJUSTABLE RATE GOVERNMENT INCOME FD

		DATE OF NAME CHANGE:	19931015




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			MANAGED HIGH INCOME PORTFOLIO INC

		CENTRAL INDEX KEY:			0000895523

		IRS NUMBER:				133702270

		STATE OF INCORPORATION:			NY

		FISCAL YEAR END:			0228



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-07396

		FILM NUMBER:		051017470



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		888-77-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MANAGED HIGH INCOME PORTFOLIO INC

		DATE OF NAME CHANGE:	19930328



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MANAGED HIGH YIELD PORTFOLIO INC

		DATE OF NAME CHANGE:	19600201




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			TRAVELERS SERIES FUND INC

		CENTRAL INDEX KEY:			0000919557

		IRS NUMBER:				133767311

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-08372

		FILM NUMBER:		051017458



	BUSINESS ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		212-291-2556



	MAIL ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	TRAVELERS SERIES FUND INC

		DATE OF NAME CHANGE:	19980122



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY TRAVELERS SERIES FUND INC

		DATE OF NAME CHANGE:	19940613



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SBA VARIABLE PRODUCTS SERIES FUND INC

		DATE OF NAME CHANGE:	19940228




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY INSTITUTIONAL CASH MANAGEMENT FUND INC

		CENTRAL INDEX KEY:			0000943309

		IRS NUMBER:				000000000



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-09012

		FILM NUMBER:		051017495



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		388 GREENWICH ST

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10013




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			VARIABLE ANNUITY PORTFOLIOS

		CENTRAL INDEX KEY:			0001026107

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-07893

		FILM NUMBER:		051017467



	BUSINESS ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-625-4554



	MAIL ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	Legg Mason Partners Variable Annuity Portfolios V

		DATE OF NAME CHANGE:	20060711



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	VARIABLE ANNUITY PORTFOLIOS

		DATE OF NAME CHANGE:	20040802



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	VARIABLE ANNUITY PORTFOLIOS /

		DATE OF NAME CHANGE:	19981030




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			REAL ESTATE INCOME FUND INC

		CENTRAL INDEX KEY:			0001173557

		IRS NUMBER:				000000000



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-21098

		FILM NUMBER:		051017472



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		8887770102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	REAL ESTATE INCOME FUND INC

		DATE OF NAME CHANGE:	20020617



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SALOMON BROTHERS REAL ESTATE INCOME FUND INC

		DATE OF NAME CHANGE:	20020516




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MANAGED MUNICIPALS FUND INC

		CENTRAL INDEX KEY:			0000319460

		IRS NUMBER:				133059345

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			0228



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03097

		FILM NUMBER:		051017481



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR - MF2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR - MF2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MANAGED MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON MANAGED MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19931203



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS MANAGED MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19930326




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SHEARSON FUNDAMENTAL VALUE FUND INC

		CENTRAL INDEX KEY:			0000351934

		IRS NUMBER:				911146641

		STATE OF INCORPORATION:			WA

		FISCAL YEAR END:			0930



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03158

		FILM NUMBER:		051017483



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY FUNDAMENTAL VALUE FUND INC

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON FUNDAMENTAL VALUE FUND INC

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS FUNDAMENTAL VALUE FUND INC

		DATE OF NAME CHANGE:	19930326




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			CITIFUNDS TRUST III

		CENTRAL INDEX KEY:			0000747576

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0831



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04052

		FILM NUMBER:		051017463



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS TRUST III

		DATE OF NAME CHANGE:	19981030



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK CASH RESERVES

		DATE OF NAME CHANGE:	19910320



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK FUNDS CASH RESERVES INC

		DATE OF NAME CHANGE:	19861030




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY EQUITY FUNDS

		CENTRAL INDEX KEY:			0000787514

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0131



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04551

		FILM NUMBER:		051017492



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY EQUITY FUNDS

		DATE OF NAME CHANGE:	19950308



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON EQUITY FUNDS

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS EQUITY FUNDS

		DATE OF NAME CHANGE:	19930331




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SALOMON FUNDS TRUST

		CENTRAL INDEX KEY:			0000794047

		IRS NUMBER:				046554307

		STATE OF INCORPORATION:			MA

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05034

		FILM NUMBER:		051017462



	BUSINESS ADDRESS:	

		STREET 1:		21 MILK STREET

		STREET 2:		5TH FLOOR

		CITY:			BOSTON

		STATE:			MA

		ZIP:			02109

		BUSINESS PHONE:		212 291-2554



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		125 BROAD STREET

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LEGG MASON PARNTERS FUNDS TRUST

		DATE OF NAME CHANGE:	20061120



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SALOMON FUNDS TRUST

		DATE OF NAME CHANGE:	20010716



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS TAX FREE INCOME TRUST

		DATE OF NAME CHANGE:	19981030




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY ARIZONA MUNICIPALS FUNDS INC

		CENTRAL INDEX KEY:			0000811706

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0531



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05066

		FILM NUMBER:		051017476



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY ARIZONA MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	20051219



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY ARIZONA MUNICIPALS FUNDS INC

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON ARIZONA MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19931015




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			MUNICIPAL HIGH INCOME FUND INC

		CENTRAL INDEX KEY:			0000830487

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05497

		FILM NUMBER:		051017455



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		888-777-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MUNICIPAL HIGH INCOME FUND INC

		DATE OF NAME CHANGE:	19920703



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SPECIAL OPPORTUNITIES MUNICIPAL FUND INC

		DATE OF NAME CHANGE:	19881025




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			GREENWICH STREET SERIES FUND

		CENTRAL INDEX KEY:			0000874835

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06310

		FILM NUMBER:		051017482



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LEGG MASON PARTNERS VARIABLE PORTFOLIOS II

		DATE OF NAME CHANGE:	20060501



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	GREENWICH STREET SERIES FUND

		DATE OF NAME CHANGE:	19970902



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON SERIES FUND

		DATE OF NAME CHANGE:	19920929




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			CITIFUNDS INSTITUTIONAL TRUST

		CENTRAL INDEX KEY:			0000889512

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0831



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06740

		FILM NUMBER:		051017465



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS INSTITUTIONAL TRUST

		DATE OF NAME CHANGE:	19981030




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MULTIPLE DISCIPLINE TRUST

		CENTRAL INDEX KEY:			0001176343

		IRS NUMBER:				000000000

		STATE OF INCORPORATION:			MA



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-21128

		FILM NUMBER:		051017496



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	Legg Mason Partners Variable Portfolios IV

		DATE OF NAME CHANGE:	20060501



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MULTIPLE DISCIPLINE TRUST

		DATE OF NAME CHANGE:	20021004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MULTIPLE DISCIPLINE ACCOUNT TRUST

		DATE OF NAME CHANGE:	20020626




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY APPRECIATION FUND INC

		CENTRAL INDEX KEY:			0000089558

		IRS NUMBER:				132653031

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-01940

		FILM NUMBER:		051017460



	BUSINESS ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY APPRECIATION FUND INC

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON APPRECIATION FUND INC

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS APPRECIATION FUND INC

		DATE OF NAME CHANGE:	19930326




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY TRUST II

		CENTRAL INDEX KEY:			0000744389

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04007

		FILM NUMBER:		051017468



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-625-4554



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY TRUST II

		DATE OF NAME CHANGE:	20010619



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS TRUST II

		DATE OF NAME CHANGE:	19981030



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK CAPITAL GROWTH FUND

		DATE OF NAME CHANGE:	19900426




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SECTOR SERIES FUNDS

		CENTRAL INDEX KEY:			0000797480

		IRS NUMBER:				133444708

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04757

		FILM NUMBER:		051017474



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SECTOR SERIES INC.

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SECTOR SERIES FUNDS

		DATE OF NAME CHANGE:	20010627



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY NATURAL RESOURCES FUND INC

		DATE OF NAME CHANGE:	19960116




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			HIGH INCOME OPPORTUNITY FUND INC

		CENTRAL INDEX KEY:			0000910068

		IRS NUMBER:				133735236

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1031



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-07920

		FILM NUMBER:		051017488



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			100018

		BUSINESS PHONE:		888-777-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			100018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	HIGH INCOME OPPORTUNITY FUND INC

		DATE OF NAME CHANGE:	19941230



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY HIGH INCOME OPPORTUNITY FUND INC

		DATE OF NAME CHANGE:	19930913



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY HIGH INCOME FUND INC

		DATE OF NAME CHANGE:	19930802




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY CONCERT SERIES INC

		CENTRAL INDEX KEY:			0001000077

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-07435

		FILM NUMBER:		051017461



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY ALLOCATION SERIES INC

		DATE OF NAME CHANGE:	20060105



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY CONCERT SERIES INC

		DATE OF NAME CHANGE:	19960124



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY CARDINAL INVESTMENT FUND INC

		DATE OF NAME CHANGE:	19950830




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY FUNDS INC

		CENTRAL INDEX KEY:			0000091157

		IRS NUMBER:				132583041

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-01464

		FILM NUMBER:		051017487



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY FUNDS INC

		DATE OF NAME CHANGE:	19920703



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INCOME & GROWTH FUND INC

		DATE OF NAME CHANGE:	19840815



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MOODYS FUND INC

		DATE OF NAME CHANGE:	19720512




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY INCOME FUNDS

		CENTRAL INDEX KEY:			0000764624

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0731



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04254

		FILM NUMBER:		051017486



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LEGG MASON PARTNERS INCOME FUNDS

		DATE OF NAME CHANGE:	20060407



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INCOME FUNDS

		DATE OF NAME CHANGE:	19941228



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON INCOME FUNDS

		DATE OF NAME CHANGE:	19931015




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY INVESTMENT FUNDS INC /MD/

		CENTRAL INDEX KEY:			0000355747

		IRS NUMBER:				133089608

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03275

		FILM NUMBER:		051017493



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INVESTMENT FUNDS INC

		DATE OF NAME CHANGE:	20060105



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY INVESTMENT FUNDS INC /MD/

		DATE OF NAME CHANGE:	20010308



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON INVESTMENT FUNDS INC

		DATE OF NAME CHANGE:	19931015




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			ZENIX INCOME FUND INC

		CENTRAL INDEX KEY:			0000830142

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0930



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05484

		FILM NUMBER:		051017471



	BUSINESS ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		212-291-2556



	MAIL ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	ZENIX INCOME FUND INC

		DATE OF NAME CHANGE:	19920703



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	ZENITH INCOME FUND INC

		DATE OF NAME CHANGE:	19891203




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SHEARSON OREGON MUNICIPAL FUND

		CENTRAL INDEX KEY:			0000920058

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0430



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-07149

		FILM NUMBER:		051017477



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		212-291-2556



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY OREGON MUNICIPALS FUND

		DATE OF NAME CHANGE:	20051215



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON OREGON MUNICIPAL FUND

		DATE OF NAME CHANGE:	19940310




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY CALIFORNIA MUNICIPALS FUNDS INC

		CENTRAL INDEX KEY:			0000740871

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0228



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-03970

		FILM NUMBER:		051017480



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY CALIFORNIA MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	20051219



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY CALIFORNIA MUNICIPALS FUNDS INC

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON CALIFORNIA MUNICIPALS FUND INC

		DATE OF NAME CHANGE:	19931015




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY SMALL CAP CORE FUND INC

		CENTRAL INDEX KEY:			0000856343

		IRS NUMBER:				133540130

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05928

		FILM NUMBER:		051017485



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SMALL CAP CORE FUND INC

		DATE OF NAME CHANGE:	20010430



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY DISCIPLINED SMALL CAP FUND INC

		DATE OF NAME CHANGE:	19970731



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	INEFFICIENT MARKET FUND INC

		DATE OF NAME CHANGE:	19920703




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY WORLD FUNDS INC

		CENTRAL INDEX KEY:			0000873637

		IRS NUMBER:				133610321

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06290

		FILM NUMBER:		051017459



	BUSINESS ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		212-291-2556



	MAIL ADDRESS:	

		STREET 1:		CITIGROUP ASSET MANAGEMENT

		STREET 2:		125 BROAD STREET, 10TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY WORLD FUNDS INC

		DATE OF NAME CHANGE:	19920717



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY WORLDWIDE FUNDS INC

		DATE OF NAME CHANGE:	19600201




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			CITIFUNDS PREMIUM TRST

		CENTRAL INDEX KEY:			0000850628

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0831



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-05812

		FILM NUMBER:		051017466



	BUSINESS ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		1-877-721-1926



	MAIL ADDRESS:	

		STREET 1:		LEGG MASON & CO., LLC

		STREET 2:		620 EIGHTH AVENUE, 49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS PREMIUM TRUST

		DATE OF NAME CHANGE:	20051108



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIFUNDS PREMIUM TRST

		DATE OF NAME CHANGE:	19981030



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	LANDMARK INSTITUTIONAL CASH RESERVES

		DATE OF NAME CHANGE:	19900102




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			CITIGROUP INVESTMENTS CORPORATE LOAN FUND INC.

		CENTRAL INDEX KEY:			0001068963

		IRS NUMBER:				521568099

		STATE OF INCORPORATION:			MD

		FISCAL YEAR END:			1231



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-08985

		FILM NUMBER:		051017454



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		888-777-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	CITIGROUP INVESTMENTS CORPORATE LOAN FUND INC.

		DATE OF NAME CHANGE:	20050421



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	TRAVELERS CORP LOAN FUND INC

		DATE OF NAME CHANGE:	19980826




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			SMITH BARNEY MASSACHUSETTS MUNICIPALS FUND

		CENTRAL INDEX KEY:			0000809846

		IRS NUMBER:				000000000

		FISCAL YEAR END:			1130



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-04994

		FILM NUMBER:		051017473



	BUSINESS ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004

		BUSINESS PHONE:		800-451-2010



	MAIL ADDRESS:	

		STREET 1:		125 BROAD STREET

		STREET 2:		10TH FLOOR, MF-2

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10004



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY MASSACHUSETTS MUNICIPALS FUND

		DATE OF NAME CHANGE:	19950125



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SMITH BARNEY SHEARSON MASSACHUSETTS MUNICIPAL FUND

		DATE OF NAME CHANGE:	19931015



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	SHEARSON LEHMAN BROTHERS MASSACHUSETTS MUNICIPALS FUND

		DATE OF NAME CHANGE:	19920703




FILER:


	COMPANY DATA:	

		COMPANY CONFORMED NAME:			MANAGED MUNICIPALS PORTFOLIO INC

		CENTRAL INDEX KEY:			0000886043

		IRS NUMBER:				000000000

		FISCAL YEAR END:			0531



	FILING VALUES:

		FORM TYPE:		PRE 14A

		SEC ACT:		1934 Act

		SEC FILE NUMBER:	811-06629

		FILM NUMBER:		051017456



	BUSINESS ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018

		BUSINESS PHONE:		888-777-0102



	MAIL ADDRESS:	

		STREET 1:		620 EIGHTH AVENUE

		STREET 2:		49TH FLOOR

		CITY:			NEW YORK

		STATE:			NY

		ZIP:			10018



	FORMER COMPANY:	

		FORMER CONFORMED NAME:	MANAGED MUNICIPALS PORTFOLIO INC

		DATE OF NAME CHANGE:	19920929



</SEC-HEADER>

<DOCUMENT>
<TYPE>PRE 14A
<SEQUENCE>1
<FILENAME>dpre14a.htm
<DESCRIPTION>MUTUAL FUND PROXY
<TEXT>
Document 1 - file: dpre14a.htm
</DOCUMENT> <DOCUMENT> <TYPE>COVER <SEQUENCE>2 <FILENAME>filename2.htm <TEXT> Document 2 - file: filename2.htm
</DOCUMENT> </SEC-DOCUMENT>