Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Balanced Fund (the "Fund") of Smith Barney Income
Funds as of July 31, 2000 and the related statement of operations
for the year then ended, the statements of changes in net assets
for each of the years in the two-year period then ended and the
financial highlights for each of the years in the five-year period
then ended.  These financial statements and financial highlights
and our report thereon are included in the Annual Report of the
Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.



KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Convertible Fund (the "Fund") of Smith Barney
Income Funds as of July 31, 2000 and the related statement of
operations for the year then ended, the statements of changes in
net assets for each of the years in the two-year period then ended
and the financial highlights for each of the years in the five-
year period then ended.  These financial statements and financial
highlights and our report thereon are included in the Annual
Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.


KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Diversified Strategic Income Fund (the "Fund") of
Smith Barney Income Funds as of July 31, 2000 and the related
statementsof operations for the year then ended, the statements of
changes in net assets for each of the years in the two-year period
then ended and the financial highlights for each of the years in
the five-year period then ended.  These financial statements and
financial highlights and our report thereon are included in the
Annual Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.


KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Exchange Reserve Fund (the "Fund") of Smith
Barney Income Funds as of July 31, 2000 and the related statement
of operations for the year then ended, the statements of changes
in net assets for each of the years in the two-year period then
ended and the financial highlights for each of the years in the
five-year period then ended.  These financial statements and
financial highlights and our report thereon are included in the
Annual Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.



KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney High Income Fund (the "Fund") of Smith Barney
Income Funds as of July 31, 2000 and the related statement of
operations for the year then ended, the statements of changes in
net assets for each of the years in the two-year period then ended
and the financial highlights for each of the years in the five-
year period then ended.  These financial statements and financial
highlights and our report thereon are included in the Annual
Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.


KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Municipal High Income Fund (the "Fund") of the
Smith Barney Income Funds as of July 31, 2000 and the related
statement of operations for the year then ended, the statements of
changes in net assets for each of the years in the two-year period
then ended and the financial highlights for each of the years in
the five-year period then ended.  These financial statements and
financial highlights and our report thereon are included in the
Annual Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.



KPMG LLP
New York, New York
November 27, 2000



Independent Auditors' Consent




To the Shareholders and Board of Trustees of
Smith Barney Income Funds:

We consent to the incorporation by reference, in this Prospectus
and Statement of Additional Information, of our report dated
September 11, 2000, on the statement of assets and liabilities for
the Smith Barney Total Return Bond Fund (the "Fund") of Smith
Barney Income Funds as of July 31, 2000 and the related statement
of operations for the year then ended, the statements of changes
in net assets and financial highlights for the two-year period
then ended and for the period from February 27, 1998 (commencement
of operations) to July 31, 1998.  These financial statements and
financial highlights and our report thereon are included in the
Annual Report of the Fund as filed on Form N-30D.

We also consent to the references to our firm under the headings
"Financial Highlights" in the Prospectus and "Auditors" in the
Statement of Additional Information.



KPMG LLP
New York, New York
November 27, 2000

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