SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)

Filed by the Registrant / /

Filed by a Party other than the Registrant / /

Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/X/ Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

MUNICIPAL PARTNERS FUND INC.
------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

/ / No fee required

/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

/ / Fee paid previously with preliminary materials.

/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

MUNICIPAL PARTNERS FUND INC.
7 WORLD TRADE CENTER NEW YORK, NEW YORK 10048

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

March 22, 2000

To the Stockholders:

The Annual Meeting of Stockholders (the "Meeting") of Municipal Partners
Fund Inc. (the "Fund") will be held at 7 World Trade Center, New York, New York,
in the Downtown Conference Center, on Tuesday, May 2, 2000, at 3:30 p.m., New
York time, for the purposes of considering and voting upon the following:

1. The election of directors (Proposal 1);

2. The ratification of the selection of PricewaterhouseCoopers LLP as
the independent accountants of the Fund for the fiscal year ending December
31, 2000 (Proposal 2); and

3. Any other business that may properly come before the Meeting.

The close of business on March 6, 2000 has been fixed as the record date
for the determination of stockholders entitled to notice of and to vote at the
Meeting.

By Order of the Board of Directors,

/s/ Christina T. Sydor
Christina T. Sydor
Secretary

TO AVOID UNNECESSARY EXPENSE OF FURTHER SOLICITATION, WE URGE
YOU TO INDICATE VOTING INSTRUCTIONS ON THE ENCLOSED PROXY, DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED, NO MATTER HOW LARGE OR
HOW SMALL YOUR HOLDINGS MAY BE.

INSTRUCTIONS FOR SIGNING PROXY CARDS

The following general rules for signing proxy cards may be of assistance to
you and avoid the time and expense to the Fund involved in validating your vote
if you fail to sign your proxy card properly.

1. Individual Accounts: Sign your name exactly as it appears in the
registration on the proxy card.

2. Joint Accounts: Either party may sign, but the name of the party signing
should conform exactly to a name shown in the registration.

3. All Other Accounts: The capacity of the individual signing the proxy
card should be indicated unless it is reflected in the form of
registration. For example:

REGISTRATION VALID SIGNATURE
---------------------------------------- ----------------------------

CORPORATE ACCOUNTS
----------------------------------------
(1) ABC Corp. .......................... ABC Corp.
(2) ABC Corp. .......................... John Doe, Treasurer
(3) ABC Corp. .......................... John Doe
c/o John Doe, Treasurer
(4) ABC Corp. Profit Sharing Plan ...... John Doe, Trustee

TRUST ACCOUNTS
----------------------------------------
(1) ABC Trust .......................... Jane B. Doe, Trustee
(2) Jane B. Doe, Trustee ............... Jane B. Doe
u/t/d 12/28/78

CUSTODIAL OR ESTATE ACCOUNTS
----------------------------------------
(1) John B. Smith, Cust. ............... John B. Smith
f/b/o John B. Smith, Jr.
UGMA
(2) John B. Smith ...................... John B. Smith, Jr., Executor

MUNICIPAL PARTNERS FUND INC.
7 WORLD TRADE CENTER NEW YORK, NEW YORK 10048

------------------------

PROXY STATEMENT

This proxy statement is furnished in connection with a solicitation by the
Board of Directors of Municipal Partners Fund Inc. (the "Fund") of proxies to be
used at the Annual Meeting of Stockholders of the Fund to be held at 7 World
Trade Center, New York, New York in the Downtown Conference Center, on Tuesday,
May 2, 2000, at 3:30 p.m., New York time (and at any adjournment or adjournments
thereof) for the purposes set forth in the accompanying Notice of Annual Meeting
of Stockholders. This proxy statement and the accompanying form of proxy are
first being mailed to stockholders on or about March 22, 2000. Stockholders who
execute proxies retain the right to revoke them in person at the Meeting or by
written notice received by the Secretary of the Fund at any time before they are
voted. Unrevoked proxies will be voted in accordance with the specifications
thereon and, unless specified to the contrary, will be voted FOR the election of
directors and FOR proposal 2. The close of business on March 6, 2000 has been
fixed as the record date for the determination of stockholders entitled to
notice of and to vote at the Meeting. Each stockholder is entitled to one vote
for each full share and an appropriate fraction of a vote for each fractional
share held. On March 6, 2000, there were 5,757,094 shares of the Fund's Common
Stock outstanding and 900 shares of the Fund's Preferred Stock outstanding.

In accordance with the Fund's By-Laws, a quorum is constituted by the
presence in person or by proxy of the holders of record of a majority of the
outstanding shares of the Fund's Capital Stock entitled to vote at the Meeting.
In the event that a quorum is not present at the Meeting, or in the event that a
quorum is present but sufficient votes to approve any of the proposals are not
received, the persons named as proxies may propose one or more adjournments of
the Meeting to a date not more than 120 days after the original record date to
permit further solicitation of proxies. Any such adjournment will require the
affirmative vote of a majority of those shares represented at the Meeting in
person or by proxy. The persons named as proxies will vote those proxies which
they are entitled to vote FOR or AGAINST any such proposal in their discretion.
A stockholder vote may be taken on one or more of the proposals in this proxy
statement prior to any such adjournment if sufficient votes have been received
for approval.

PIMCO Advisors L.P. ("PIMCO Advisors"), whose principal business address is
the Fund's investment manager. Previously, Value Advisors LLC, a subsidiary of
PIMCO Advisors, served as investment manager to the Fund.

Salomon Brothers Asset Management Inc ("SBAM"), whose principal business
address is 7 World Trade Center, New York, New York 10048, is the Fund's
investment adviser. SBAM is a direct wholly-owned subsidiary of Salomon Smith
Barney Holdings Inc.

SUMMARY OF PROPOSALS

PROPOSAL CLASS OF SHAREHOLDERS SOLICITED
- --------------------------- -------------------------------------------

1. Election of Directors
William D. Cvengros Holders of Common Stock
Leslie H. Gelb Holders of Common Stock
Jeswald W. Salacuse Holders of Common Stock

2. Ratification of Selection of Holders of Preferred Stock and Common Stock
Independent Accountants

PROPOSAL 1: ELECTION OF DIRECTORS

In accordance with the Fund's Charter, the Fund's Board of Directors is
divided into three classes: Class I, Class II and Class III. At the Meeting,
stockholders will be asked to elect one Class III Director, to hold office until
the year 2001 Annual Meeting of Stockholders and two Class I Directors to hold
office until the year 2003 Annual Meeting of Stockholers, or thereafter when
their respective successors are duly elected and qualified. The terms of office
of the Class II Directors and the remaining Class III Director expire at the
Annual Meeting of Stockholders in the years 2002 and 2001, respectively, or
thereafter in each case when their respective successors are duly elected and
qualified. The effect of these staggered terms is to limit the ability of other
entities or persons to acquire control of the Fund by delaying the replacement
of a majority of the Board of Directors.

The persons named in the proxy intend to vote at the Meeting (unless
directed not to vote) FOR the election of the nominees named below. Each of the
nominees for election currently is a member of the Fund's Board of Directors and
has previously been elected as a director by the Fund's stockholders. The
nominees have indicated that they will serve if elected, but if they should be
unable to serve, the proxy will be voted for any other person determined by the
persons named in the proxy in accordance with their judgment.

The following table provides information concerning the nominees for election as
directors:

COMMON STOCK PREFERRED STOCK
BENEFICIALLY OWNED, BENEFICIALLY OWNED,
DIRECTLY OR DIRECTLY OR
INDIRECTLY, ON INDIRECTLY, ON
DECEMBER 31, 1999 DECEMBER 31, 1999
NOMINEES AND PRINCIPAL OCCUPATIONS DIRECTOR ------------------- -------------------
DURING THE PAST FIVE YEARS SINCE AGE SHARES(A) SHARES(A)
- ------------------------------------------ -------- ---- ------------------- -------------------

NOMINEES TO SERVE UNTIL 2003 ANNUAL MEETING
OF STOCKHOLDERS

CLASS I DIRECTORS

William D. Cvengros*, Co-Chairman; Chief 1997 50 0 0
Executive Officer, President and
Member of the Board of Value Advisors
and Chief Executive Officer and
President of PIMCO Advisors.

Leslie H. Gelb, Member of Audit Committee; 2000 62 0 0
President, the Council of Foreign
Relations; formerly, Columnist,
Deputy Editorial Page Editor and
Editor, Op-Ed Page, The New York
Times.

NOMINEE TO SERVE UNTIL 2001 ANNUAL MEETING
OF STOCKHOLDERS

CLASS III DIRECTORS

Jeswald W. Salacuse, Member of Audit 2000 61 0 0
Committee; Henry J. Braker Professor
of Commercial Law and formerly Dean,
The Fletcher School of Law &
Diplomacy, Tuffs University.

(footnotes on following page)

The following table provides information concerning the remaining directors
of the Fund:

COMMON STOCK PREFERRED STOCK
BENEFICIALLY OWNED, BENEFICIALLY OWNED,
DIRECTLY OR DIRECTLY OR
INDIRECTLY, ON INDIRECTLY, ON
DECEMBER 31, 1999 DECEMBER 31, 1999
DIRECTORS AND PRINCIPAL OCCUPATIONS DIRECTOR ------------------- -------------------
DURING THE PAST FIVE YEARS SINCE AGE SHARES(A) SHARES(A)
- ------------------------------------------ -------- ---- ------------------- -------------------

DIRECTORS SERVING UNTIL THE YEAR 2002 ANNUAL MEETING
OF STOCKHOLDERS

CLASS II DIRECTORS

Charles F. Barber, Member of Audit 1993 83 1,000 0
Committee; Consultant; formerly
Chairman of the Board, ASARCO
Incorporated.

Heath B. McLendon*, Co-Chairman; Managing 1998 66 107 0
Director, Salomon Smith Barney Inc.
("SSB"), President and Director, SSBC
Fund Management Inc. and Travelers
Investment Adviser, Inc. Prior to
July 1993, Senior Executive Vice
President of Shearson Lehman Brothers
Inc., and Vice Chairman of Shearson
Asset Management.

DIRECTORS SERVING UNTIL THE YEAR 2001 ANNUAL MEETING
OF STOCKHOLDERS

CLASS III DIRECTORS

Dr. Riordan Roett, Member of Audit 1997 60 0 0
Committee; Professor and Director,
Latin American Studies Program, Paul
H. Nitze School of Advanced
International Studies, The Johns
Hopkins University.

- ------------------
* "Interested person" as defined in the Investment Company Act of 1940, as
amended (the "1940 Act").

(A) The holdings of no director represented more than 1% of the outstanding
shares of the Fund's Common and Preferred Stock as of December 31, 1999. Each
director has sole voting and investment power with respect to the listed shares.

In addition to serving as Directors of the Fund, the nominees and each of
the directors also serve as directors of certain other U.S.-registered
investment companies, as described below. Mr. McLendon also serves as a director
for five other investment companies co-advised by Value Advisors and SBAM,
eleven other investment companies solely advised by SBAM, forty-two investment
companies managed and/or administered by SSBC Fund Management Inc. ("SSBC"), six
investment companies advised by Travelers Investment Management Company, seven
investment companies managed by Travelers Asset Management International
Corporation and six investment companies managed by Citibank. Mr. Barber also
serves as a director of fifteen other investment companies advised by SBAM, two
other investment companies advised by Advantage Advisers, Inc. and two other
investment companies advised by CIBC Oppenheimer Advisors, L.L.C. ("CIBC").

Mr. Cvengros also serves as a director for five other investment companies
co-advised by PIMCO Advisors and SBAM. Dr. Roett and Mr. Salacuse also serve as
directors for five investment companies co-advised by PIMCO Advisors and SBAM
and four other investment companies solely advised by SBAM.

At December 31, 1999, directors and officers of the Fund as a group owned
beneficially less than 1% of the outstanding shares of the Fund's Capital Stock.
To the knowledge of management, no person owned of record, or owned
beneficially, more than 5% of the Fund's shares of Capital Stock outstanding at
that date, except that Cede & Co., a nominee for participants in Depository
Trust Company, held of record 5,253,038 shares, equal to approximately 91% of
the outstanding shares of the Fund's Capital Stock.

The Fund's executive officers are chosen each year at the first meeting of
the Fund's Board of Directors following the Annual Meeting of Stockholders, to
hold office until the meeting of the Board following the next Annual Meeting of
Stockholders and until their successors are duly elected and qualified. In
addition to Messrs. Cvengros and McLendon, the present executive officers of the
Fund are:

OFFICER
NAME OFFICE AGE SINCE
- ------------------ ------------------------ --- -------

Stephen J. President 52 1997
Treadway

Robert E. Amodeo Executive Vice President 35 1999

Newton B. Schott, Executive Vice President 57 1997
Jr.

Lewis E. Daidone Executive Vice President 42 1998
and Treasurer

Christina T. Sydor Secretary 47 1998

Mr. Treadway has also served as an Executive Vice President of PIMCO
Advisors and as Chairman and President of PIMCO Funds Distributors LLC ("PFD")
and its predecessor since May 1996 and as an Executive Vice President of Value
Advisors since November 1997. Prior to May 1996, Mr. Treadway was employed by
SSB for more than 18 years, serving in various senior officer positions.
Mr. Schott has also served as Senior Vice President of PIMCO Advisors since
January, 1997. He also currently serves as the Executive Vice President, Chief
Administrative Officer, Secretary and General Counsel to PFD and has held such
positions or other senior officer positions in PFD since May, 1990. From
November 1994 to December 1996, Mr. Schott served as Senior Vice President-Legal
and Secretary to PIMCO Advisors, PFD's parent company. In addition, since
November 1994, Mr. Schott has served as Secretary and General Counsel for
Columbus Circle Investors. Mr. Amodeo has been a Director of SBAM and SSB since
December 1998. From January 1996 to December 1998 he was a Vice President of
SBAM and SSB. Mr. Amodeo joined SSB in October 1988. Mr. Daidone also serves as
a Managing Director of SSB since 1990. He is Director and Senior Vice President
of SSBC and Travelers Investment Adviser, Inc., and is the Senior Vice
President, Treasurer and Chief Financial Officer of its mutual fund complex.
Ms. Sydor joined SSB in 1986 and is currently a Managing Director of SSB. She is
General Counsel of SSBC and Travelers Investment Advisers, Inc., and also is
Secretary of the investment companies sponsored by SSB.

The Fund's Audit Committee is composed of Messrs. Barber, Roett, Gelb and
Salacuse. The principal functions of the Audit Committee are: (i) to recommend
to the Board the appointment of the Fund's independent accountants; (ii) to
review with the independent accountants the scope and anticipated cost of their
audit; and (iii) to receive and consider a report from the independent
accountants concerning their conduct of the audit, including any comments or
recommendations they might want to make in that connection. This Committee met
once during the fiscal year ended December 31, 1999. The Fund has no nominating
or compensation committees.

During the fiscal year ended December 31, 1999, the Fund's Board of
Directors met seven times. Each director attended at least 75% of the aggregate
number of meetings of the Board and the committee for which he was eligible.

Under the federal securities laws, the Fund is required to provide to
stockholders in connection with the Meeting information regarding compensation
paid to directors by the Fund, as well as by the various other investment
companies advised by Value Advisors and/or SBAM. The following table provides
information concerning the compensation paid during the fiscal year ended
December 31, 1999. Each of the directors listed below is a member of the Audit
Committee of the Fund and audit and other committees of certain other investment
companies advised by Value Advisors and/or SBAM, and accordingly, the amounts
provided in the table include compensation for service on such committees. The
Fund does not provide any pension or retirement benefits to directors. In
addition, no remuneration was paid during the fiscal year ended December 31,
1999 by the Fund to Messrs. Cvengros and McLendon, who are "interested persons,"
as defined in the 1940 Act.

TOTAL COMPENSATION FROM FUND AND OTHER FUNDS
AGGREGATE COMPENSATION FROM THE FUND FOR ADVISED BY SBAM AND ITS AFFILIATES FOR
NAME OF DIRECTORS FISCAL YEAR ENDED 12/31/99 CALENDAR YEAR ENDED 12/31/99
- ----------------------------------- ---------------------------------------- --------------------------------------------
DIRECTORSHIPS(A)

Charles F. Barber.................. $8,500 $135,100(16)
Dr. Riordan Roett.................. 8,500 80,300(10)
Leslie H. Gelb..................... 0 26,400(6)
Jeswald W. Salacuse................ 0 64,600(10)

- ------------------
(A) The numbers in parentheses indicate the applicable number of investment
company directorships held by that director.

** In addition, Mr. Barber received $18,375 in deferred compensation from six
investment companies advised by an affiliate of SBAM.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 and Section 30(h) of
the 1940 Act in combination require the Fund's directors and officers, persons
who own more than ten percent of the Fund's Capital Stock, Value Advisors and
SBAM, and their respective directors and officers, to file reports of ownership
and changes in ownership with the Securities and Exchange Commission and the New
York Stock Exchange, Inc. The Fund believes that all relevant persons have
complied with applicable filing requirements during the fiscal year ended
December 31, 1999.

REQUIRED VOTE

The nominees for Director are elected by a plurality of the votes cast by
the holders of shares of Preferred Stock voting as a single class, present in
person or represented by proxy at a meeting at which a quorum is present. For
purposes of the election of directors, abstentions and broker non-votes will not
be considered votes cast, and do not affect the plurality vote required for
directors.

THE DIRECTORS, INCLUDING THE "NON-INTERESTED" DIRECTORS UNANIMOUSLY
RECOMMEND THAT THE STOCKHOLDERS VOTE "FOR" EACH OF THE NOMINEES FOR DIRECTOR.

PROPOSAL 2: RATIFICATION OF SELECTION OF INDEPENDENT ACCOUNTANTS

The Board of Directors of the Fund has selected PricewaterhouseCoopers LLP
as the Fund's independent accountants for the fiscal year ending December 31,
2000. The appointment of independent accountants is approved annually by the
Board of Directors and is subsequently submitted to the stockholders for
ratification.

The Fund has been advised by PricewaterhouseCoopers LLP that at December 31,
2000, neither that firm nor any of its partners had any direct or material
indirect financial interest in the Fund. A representative of
PricewaterhouseCoopers LLP will be available at the Meeting to answer questions
concerning the audit of the Fund's financial statements and will have an
opportunity to make a statement if he chooses to do so.

REQUIRED VOTE

Ratification of the selection of PricewaterhouseCoopers LLP as the Fund's
independent accountants requires the affirmative vote of the holders of a
majority of the votes cast by holders of shares of the Fund's Common Stock and
Preferred Stock, voting together as a single class, present in person or
represented by proxy at a meeting at which a quorum is present. For purposes of
this proposal, abstentions and broker non-votes will not be considered to be
votes cast for the foregoing purpose.

THE DIRECTORS, INCLUDING THE "NON-INTERESTED" DIRECTORS UNANIMOUSLY
RECOMMEND THAT THE STOCKHOLDERS VOTE "FOR" RATIFICATION OF THE SELECTION OF
INDEPENDENT ACCOUNTANTS.

PROPOSALS TO BE SUBMITTED BY STOCKHOLDERS

All proposals by stockholders of the Fund which are intended to be
presented at the Fund's next Annual Meeting of Stockholders to be held in 2001
must be received by the Fund for inclusion in the Fund's proxy statement and
proxy relating to that meeting no later than November 22, 2000. Any stockholder
who desires to bring a proposal at the Fund's 2001 Annual Meeting of
Stockholders without including such proposal in the Fund's proxy statement must
deliver written notice thereof to the Secretary of the Fund (addressed to
Municipal Partners Fund Inc., 7 World Trade Center, New York, New York 10048)
during the period from February 1, 2001 to March 2, 2001.

OTHER INFORMATION

The Fund's Annual Report containing financial statements for the fiscal
year ended December 31, 1999 is available, free of charge, by writing to the
Fund c/o Salomon Brothers Asset Management Inc at the address listed on the
front cover, or by calling toll-free 1-888-777-0102.

EXPENSES OF PROXY SOLICITATION

The costs of preparing, assembling and mailing material in connection with
this solicitation of proxies will be borne by the Fund. Proxies may also be
solicited personally by officers of the Fund and by regular employees of SBAM,
Value Advisers or their affiliates, or other representatives of the Fund or by
telephone or telegraph, in addition to the use of mails. Brokerage houses, banks
and other fiduciaries may be requested to forward proxy solicitation material to
their principals to obtain authorization for the execution of proxies, and will
be reimbursed by the Fund for out-of-pocket expenses incurred in this
connection.

OTHER BUSINESS

The Board of Directors of the Fund does not know of any other matter which
may come before the Meeting. If any other matter properly comes before the
Meeting, it is the intention of the persons named in the proxy to vote the
proxies in accordance with their judgment on that matter.

March 22, 2000

[This page intentionally left blank]

PREFERRED STOCK MUNICIPAL PARTNERS FUND INC. PREFERRED STOCK

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
ANNUAL MEETING OF STOCKHOLDERS -- MAY 2, 2000

The undersigned hereby appoints Heath B. McLendon, Lewis E. Daidone and Robert
A. Vagliente, and each of them, the proxies for the undersigned, with full power
of substitution and revocation to each of them, to represent and to vote all
shares of Preferred Stock of Municipal Partners Fund Inc. (the "Fund"), which
the undersigned is entitled to receive, and to vote proxies at the Annual
Meeting of Stockholders of the Fund to be held at 7 World Trade Center, New
York, New York, in the Downtown Conference Center, on Tuesday, May 2, 2000, at
3:00 p.m., Eastern time and at any adjournments thereof.

This proxy, if properly executed, will be voted in the manner directed by the
stockholder. If no direction is made, this proxy will be voted FOR Item 1
listed on the reverse side.

- --------------------------------------------------------------------------------
PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY PROMPTLY IN THE ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Please sign exactly as your name(s) appear(s) on the books of the Fund. Joint
owners should each sign personally. Trustees and other fiduciaries should
indicate the capacity in which they sign, and where more than one name appears,
a majority must sign. If a corporation, this signature should be that of an
authorized officer who should state his or her title.
- --------------------------------------------------------------------------------

HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?

- ------------------------------ ------------------------------

/X/ PLEASE MARK VOTES
AS IN THIS EXAMPLE

- --------------------------------------------------------------------------------
MUNICIPAL PARTNERS FUND INC.
- --------------------------------------------------------------------------------
PREFERRED STOCK

CONTROL NUMBER:

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEM 1.

1. The ratification of the selection of PricewaterhouseCoopers LLP as the
Fund's independent accountants for the fiscal year ending December 31,
2000.

FOR AGAINST ABSTAIN
/ / / / / /

The proxies are authorized to vote in their discretion on any other
business as may properly come before the meeting or any adjournments
thereof.

Mark box at right if you plan to attend the meeting. / /

Mark box at right if an address change or comment has been
noted on the reverse side of this card. / /

RECORD DATE SHARES:
-------------------------------
Please be sure to sign and date this Proxy. | Date
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Stockholder sign here Co-owner sign here

COMMON STOCK MUNICIPAL PARTNERS FUND INC. COMMON STOCK

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
ANNUAL MEETING OF STOCKHOLDERS -- MAY 2, 2000

The undersigned hereby appoints Heath B. McLendon, Lewis E. Daidone and Robert
A. Vagliente, and each of them, the proxies for the undersigned, with full power
of substitution and revocation to each of them, to represent and to vote all
shares of Common Stock of Municipal Partners Fund Inc. (the "Fund"), which
the undersigned is entitled to receive, and to vote proxies at the Annual
Meeting of Stockholders of the Fund to be held at 7 World Trade Center, New
York, New York, in the Downtown Conference Center, on Tuesday, May 2, 2000, at
3:00 p.m., Eastern time and at any adjournments thereof.

This proxy, if properly executed, will be voted in the manner directed by the
stockholder. If no direction is made, this proxy will be voted FOR items 1 and 2
listed on the reverse side.

HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?

- ------------------------------ ------------------------------

/X/ PLEASE MARK VOTES
AS IN THIS EXAMPLE

CONTROL NUMBER:

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ITEMS 1 AND 2.

1. Election of a Director.

William D. Cvongros
Leslie H. Gelb
Jeswald W. Salacuse

NOTE: If you do not wish your shares voted for a particular nominee,
mark the "For All Except" box and strike a line through the name of the
nominee in the list above.

FOR THE FOR ALL
NOMINEES WITHHOLD EXCEPT
/ / / / / /

2. The ratification of the selection of PricewaterhouseCoopers LLP as the
independent accountants of the fund for the fiscal year ending December
31, 2000.

FOR AGAINST ABSTAIN
/ / / / / /

The proxies are authorized to vote in their discretion on any other
business as may properly come before the meeting or any adjournments
thereof.

Mark box at right if you plan to attend the meeting. / /

Mark box at right if an address change or comment has been
noted on the reverse side of this card. / /

RECORD DATE SHARES:

-------------------------------
Please be sure to sign and date this Proxy. | Date
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Stockholder sign here Co-owner sign here