Independent Accountants
Report


To the Board of Trustees of Smith Barney Adjustable Rate
Government
Income Fund and the Securities and Exchange Commission:

We have examined management's assertion about Smith Barney
Adjustable Rate Government Income Fund's (the "Fund") compliance
with the requirements of subsection (b) and (c) of Rule 17f-2
under the Investment Company Act of 1940 as of February 27, 1998
and for the period from September 30, 1997 (the date of our last
examination) through February 27, 1998, included in the
accompanying Management Statement Regarding Compliance with
Certain Provisions of the Investment Company Act of 1940.
Management is responsible for the Fund's compliance with those
requirements. Our responsibility is to express an opinion on
management's assertion about the Fund's compliance based on our
examination.

Our examination was made in accordance with standards established
by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about
the Fund's compliance with those requirements and performing such
other procedures as we considered necessary in the circumstances.
Included among our procedures were the following tests performed
as of February 27, 1998 and for the period from September 30,
1997 through February 27, 1998, with respect to securities
transactions, without prior notice to management:

    Count and inspection of all securities located in the vault
  of Bankers Trust in New York without prior notice to management,

    Agreement of all securities reported by the Fund's records
  to PNC Bank's (the "Custodian") records as of February 27, 1998,

    Confirmation of all futures and reverse repurchase
  agreements shown on the Fund's accounting records as of February
  27, 1998 with respective counterparties and agreement of
  underlying collateral with Custodian records,

    Confirmation of all trades shown as pending on the Fund's
  accounting records as of  February 27, 1998 with respective
  counterparties and verification of such trades with Custodian
  records,





    Review of  the Custodian's Report on Policies and Procedures
  Placed in Operation and Tests of Operating Effectiveness
  Pertaining to Custody Services ("SAS 70 Report") for the period
  January 1, 1997 to September 30, 1997 noting no exceptions
  reported in the areas of Asset Safekeeping, Security Transaction
  Processing, Asset Maintenance and Computerized Information
  Systems,

     Representation from the Custodian that all control policies
  and  procedures as detailed in the Custodian's  SAS  70  Report
  identified in the prior paragraph, have remained in operation and
  functioned adequately from September 30, 1997 through  February
  27, 1998, and

    Tests of selected security transactions since the date of
  our last report.



We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal
determination on the Fund's compliance with the specified
requirements.

In our opinion, management's assertion that Smith Barney
Adjustable Rate Government Income Fund was in compliance with the
above mentioned provisions of Rule 17f-2 of the Investment
Company Act of 1940 as of February 27, 1998 and for the period
from September 30, 1997 through February 27, 1998 is fairly
stated, in all material respects.

This report is intended solely for the information and use of
management of Smith Barney Adjustable Rate Government Income Fund
and the Securities and Exchange Commission and should not be used
for any other purpose.


                                                                 


March 16, 1998