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Citigroup Closed-End Funds Issue Statement.


NEW YORK -- The following Citigroup closed-end funds - Citigroup Investments Corporate Loan Fund Inc., High Income Opportunity Fund Inc., Intermediate Muni Fund, Inc., Managed High Income Portfolio Inc., Managed Municipals Portfolio Inc., Municipal High Income Fund Inc., Real Estate Income Fund Inc. and Zenix Income Fund Inc., - today issued the following statement:

On May 31, 2005, the U.S. Securities and Exchange Commission ("SEC") issued an order in connection with the settlement of an administrative proceeding against Smith Barney Fund Management LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 ("SBFM SBFM Small Business Financial Manager (Microsoft)
SBFM Service de Biophysique des Fonctions Membranaires
SBFM School of Biblical Foundations and Mission
") and Citigroup Global Markets Inc. ("CGMI CGMI Ceramic Glazed Masonry Institute ") relating to the appointment of an affiliated transfer agent for the Smith Barney family of mutual funds (the "Affected Funds").

The SEC order finds that SBFM and CGMI willfully violated Section 206(1) of the Investment Advisers Act of 1940 ("Advisers Act"). Specifically, the order finds that SBFM and CGMI knowingly or recklessly failed to disclose to the boards of the Affected Funds in 1999 when proposing a new transfer agent arrangement with an affiliated transfer agent that: First Data Investors Services Group ("First Data"), the Affected Funds' then-existing transfer agent, had offered to continue as transfer agent and do the same work for substantially less money than before; and that Citigroup Asset Management ("CAM"), the Citigroup business unit that includes the Fund's investment manager and other investment advisory companies, had entered into a side letter with First Data under which CAM agreed to recommend the appointment of First Data as sub-transfer agent to the affiliated transfer agent in exchange, among other things, for a guarantee by First Data of specified amounts of asset management and investment banking fees to CAM and CGMI. The order also finds that SBFM and CGMI willfully violated Section 206(2) of the Advisers Act by virtue of the omissions discussed above and other misrepresentations and omissions in the materials provided to the Affected Funds' boards, including the failure to make clear that the affiliated transfer agent would earn a high profit for performing limited functions while First Data continued to perform almost all of the transfer agent functions, and the suggestion that the proposed arrangement was in the Affected Funds' best interests and that no viable alternatives existed. SBFM and CGMI do not admit or deny any wrongdoing wrong·do·er  
n.
One who does wrong, especially morally or ethically.



wrongdo
 or liability. The settlement does not establish wrongdoing or liability for purposes of any other proceeding.

The SEC censured SBFM and CGMI and ordered them to cease and desist Cease and desist (also called C & D) is a legal term used primarily in the United States which essentially means "to halt" or "to end" an action ("cease") and to refrain from doing it again in the future ("desist").  from violations of Sections 206(1) and 206(2) of the Advisers Act. The order requires Citigroup to pay $208.1 million, including $109 million in disgorgement Disgorgement

A repayment of ill-gotten gains that is imposed on wrongdoers by the courts. Funds that were received through illegal or unethical business transactions are disgorged, or paid back, with interest to those affected by the action.
 of profits, $19.1 million in interest, and a civil money penalty of $80 million. Approximately $24.4 million has already been paid to the Affected Funds, primarily through fee waivers. The remaining $183.7 million, including the penalty, will be paid to the U.S. Treasury and then distributed pursuant to a plan to be prepared by Citigroup and submitted within 90 days of the entry of the order for approval by the SEC. The order also requires that transfer agency fees received from the Affected Funds since December 1, 2004 less certain expenses be placed in escrow and provides that a portion of such fees may be subsequently distributed in accordance with the terms of the order.

The order requires SBFM to recommend a new transfer agent contract to the Affected Fund boards within 180 days of the entry of the order; if a Citigroup affiliate submits a proposal to serve as transfer agent or sub-transfer agent, an independent monitor must be engaged at the expense of SBFM and CGMI to oversee a competitive bidding process. Under the order, Citigroup must comply with an amended version of a vendor policy that Citigroup instituted in August 2004. That policy, as amended, among other things, requires that when requested by a Fund board, CAM will retain at its own expense an independent consulting expert to advise and assist the board on the selection of certain service providers affiliated with Citigroup.

At this time, there is no certainty as to how the proceeds of the settlement will be distributed, to whom such distributions will be made, the methodology by which such distribution will be allocated, and when such distribution will be made. Although there can be no assurance, Citigroup does not believe that this matter will have a material adverse effect on the Funds.

The Funds did not implement the transfer agent arrangement described above and therefore will not receive any portion of the distributions.

Symbols: HIO HIO Hole-In-One (chiropractic)
HIO Health Insuring Organization
HIO Harvard International Office
HIO Health Information Organization
HIO Horse Industry Organization
HIO Hogere Informatica-Opleiding
HIO High Income Opportunities
, MHF MHF Mental Health Foundation (London, UK)
MHF Malaysian Hockey Federation
MHF Method Hiding Factor
MHF Medium High Frequency
MHF Major Hazards Facility
MHF Mixed Hydrazine Fuel
MHF Magnolia House of Furniture, Inc
, MHY MHY My Hotel Year (band) , MMU (Memory Management Unit) The part of the computer that governs memory access. Either part of the CPU chip or housed on separate chips, the MMU controls memory partitions and virtual memory. See memory and virtual memory.

MMU - Memory Management Unit
, RIT RIT,
n See therapy, regenerative injection.
, SBI, TLI (Transport Level Interface) A common interface for transport services (layer 4 of the OSI model). It provides a common language to a transport protocol and allows client/server applications to be used in different networking environments. , ZIF
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Jun 2, 2005
Words:761
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