FORM OF PROXY CARD


VOTE THIS VOTING INSTRUCTION CARD TODAY!
YOUR PROMPT RESPONSE WILL SAVE
THE EXPENSE OF ADDITIONAL MAILINGS

(Please Detach at Perforation Before Mailing) 
.............................................
.............
.............................................
.............
.............................................
.............
.............................................
.............
......................

COMMON SENSE TRUST - GROWTH OPPORTUNITY
FUND
PROXY SOLICITED BY THE BOARD OF TRUSTEES

   
The undersigned holder of shares of Common
Sense Trust - Growth Opportunity Fund (the
"Acquired Fund") , hereby appoints Don G.
Powell, Nori L. Gabert and D. Richard
Williams, attorneys and proxies for 
the undersigned with full powers of
substitution and revocation, to represent the
undersigned and to vote on behalf of the
undersigned all shares of the Acquired Fund 
that the undersigned is entitled to vote at
the Special Meeting of Shareholders of the
Acquired Fund to be held at the offices of the
Acquired Fund, Transco Towers, Level 2, 2800
Post Oak Boulevard, Houston, Texas 77056 on
June 23, 1995 at 2:00 p.m. and any adjournment
or adjournments thereof. The undersigned
hereby acknowledges receipt of the Notice of
Special Meeting and Prospectus/Proxy Statement
dated May --, 1995 and hereby instructs said
attorneys and proxies to vote said shares 
as indicated herein. In their discretion, the
proxies are authorized to vote upon such other
business as may properly come before the
Special Meeting. A majority of the proxies
present and acting at the Special Meeting in 
person or by substitute (or, if only one shall
be so present, then that one) shall have and
may exercise all of the power and authority of
said proxies hereunder. The undersigned hereby
revokes any proxy previously given.
    

PLEASE SIGN, DATE AND RETURN
PROMPTLY IN THE ENCLOSED ENVELOPE

Note: Please sign exactly as your name appears
on this Proxy. If joint owners, EITHER may
sign this Proxy. When signing as attorney,
executor, administrator, trustee, guardian or
corporate officer, please give your full 
title.

Date:                                         
                                    
                                              
                                              
                                             
Signature(s)(Title(s), if applicable)


VOTE THIS VOTING INSTRUCTION CARD TODAY!
YOUR PROMPT RESPONSE WILL SAVE
THE EXPENSE OF ADDITIONAL MAILINGS

(Please Detach at Perforation Before Mailing)
.............................................
.............
.............................................
.............
.............................................
.............
.............................................
.............
......................

Please indicate your vote by an "X" in the
appropriate box below. This proxy, if properly
executed, will be voted in the manner directed
by the undersigned shareholder. IF NO 
DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE PROPOSAL.

   
1.   To approve the Agreement and Plan of
Reorganization       
FOR    AGAINST    ABSTAIN 

dated as of [         ], 1995 providing for:
(i) the acquisition of all or substantially
all of the assets of Growth Opportunity Fund
(the "Acquired Fund"), a separate series of
Common Sense Trust by Smith Barney Growth 
Opportunity Fund (the "Acquiring Fund"),
 a separate series of Smith Barney Investment
Funds, Inc. in exchange for Class A and Class
B shares of Acquiring Fund and the assumption
by the Acquiring Fund of certain liabilities
of the Acquired Fund; (ii) the distribution of
such shares of the Acquiring Fund to
shareholders of the Acquired Fund in 
liquidation of the Acquired Fund; and (iii)
the subsequent termination of the Acquired
Fund.