SMITH BARNEY CONCERT ALLOCATION SERIES  INC.

Supplement dated March 7,  1997
 to Class Z Shares Prospectus dated November 19, 1996

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	The Board of Directors of the Smith Barney Concert Series (the 
"Series") has voted to change the name of the Series to the Smith Barney 
Concert Allocation Series Inc., effective February 24, 1997.  Management 
believed that the insertion of the word "allocation " is necessary to 
differentiate the current Series portfolios with other funds that will 
carry the Concert name.

	This change in name does not represent a change in the investment 
policies or objectives of the Series.  Rather, by adding the word 
allocation, the name will better define the Series investment strategy-
to allocate the investments of the individual portfolios in a number of 
other Smith Barney Mutual Funds, based on the investment objective of 
each portfolio.
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	Effective October 14, 1996, the Board of Directors of Smith Barney 
World Funds, Inc. has approved permitting the Global Government Bond 
Portfolio to invest in the government securities of less developed 
countries that are rated below investment grade. (The Global Government 
Bond Portfolio is one of the fixed income funds available for investment 
by certain of the Portfolios of Smith Barney Concert Series.)

	Thus, the following information supplements, and to the extent 
inconsistent therewith, supersedes, the information in the Prospectus 
under:  Description of Underlying Smith Barney Funds - Fixed Income 
Funds - Global Government Bond Portfolio:


	Investments may be made from time to time in government 
securities, including loan assignments and loan participations, of 
less developed countries.  Such countries currently include 
Argentina, Brazil, Bulgaria, Czech Republic, Ecuador, Hungary, 
Indonesia, Lithuania, Malaysia, Mexico, Peru, Philippines, Poland, 
Russia, Slovakia, South Africa, Thailand, Turkey, Uruguay and 
Venezuela.  Countries may be added to or deleted from this list as 
economic and political conditions warrant.  Historical experience 
indicates that the markets of less developed countries have been 
more volatile than the markets of the more mature economies of 
developed countries; however, such markets often provide rates of 
return to investors commensurate with the credit and market risks.  
The investment adviser does not intend to invest more than 10% of 
the Fund's assets in the government securities of less developed 
countries and will not invest more than 5% of the Fund's assets in 
the government securities of any one such country.  Such 
investments may be unrated or rated below investment grade or may 
be in default.  Securities rated below investment grade (and 
comparable unrated securities) are the equivalent of high yield, 
high risk bonds.  Such securities are regarded as predominantly 
speculative with respect to the issuer's capacity to pay interest 
and repay principal in accordance with the terms of the 
obligations and involve major risk exposure to adverse business, 
financial, economic, and political conditions, whether or not 
occurring within the issuers' borders. 




FD 01281 3/97