UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934

[X] 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-7(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-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):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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 provide 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.
125 BROAD STREET, NEW YORK, NEW YORK 10004

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

March 13, 2003

To the Stockholders:

The Annual Meeting of Stockholders (the "Meeting") of Municipal Partners
Fund Inc. (the "Fund") will be held at Citigroup Center, 153 East 53rd Street,
New York, New York, 14th Floor Conference Center, on Thursday, April 10, 2003,
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. Any other business that may properly come before the Meeting.

The close of business on February 26, 2003 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,

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. (by John Doe, Treasurer)
(2) ABC Corp. ................................................... John Doe, Treasurer
(3) ABC Corp., c/o John Doe, Treasurer .......................... John Doe
(4) ABC Corp. Profit Sharing Plan ............................... John Doe, Trustee

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

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

MUNICIPAL PARTNERS FUND INC.

125 BROAD STREET, NEW YORK, NEW YORK 10004

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

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 (the "Meeting") to be
held at Citigroup Center, 153 East 53rd Street, New York, New York, 14th Floor
Conference Center, on Thursday, April 10, 2003, 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 13, 2003. 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. The close of
business on February 26, 2003 has been fixed as the record date for the
determination of stockholders entitled to notice of and to vote at the Meeting.
For purposes of the Meeting, each holder of the Fund's preferred stock is
entitled to one vote for each full share and an appropriate fraction of a vote
for each fractional share held. On February 26, 2003, there were 5,757,094
shares of the Fund's common stock outstanding and 800 shares of the Fund's
preferred stock outstanding.

In accordance with the Fund's By-Laws, a quorum is normally 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.

Salomon Brothers Asset Management Inc ("SBAM"), whose principal business
address is 399 Park Avenue, New York, New York 10022, 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
- -------- -------------------------------

Election of Class I Directors
Carol L. Colman Holders of Common and of Preferred Stock
Leslie H. Gelb Holders of Common and of Preferred Stock
Election of Class II Directors
Daniel Cronin Holders of Common and of Preferred Stock
R. Jay Gerken Holders of Preferred Stock

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,
the holders of the Fund's common stock and preferred stock voting together as a
single class will be asked to elect two Class I Directors and one Class II
Director; and the holders of the Fund's preferred stock will be asked to elect
one Class II Director. The terms of office of the Class I Directors and of the
Class II Directors expire at the Annual Meetings of Stockholders in the year
2006 and 2005, 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. One
Director previously serving in Class II, Heath B. McLendon, resigned as
Chairman and Director of the Fund in order to serve as Chairman of the Equity
Research Policy Committee of Salomon Smith Barney Inc. Mr. R. Jay Gerken is
currently serving as a Director, having been nominated and elected by the Board
of Directors at a meeting held September 11, 2002, in order to fill the vacancy
resulting from Mr. McLendon's resignation. Mr. Gerken has been nominated by the
Board of Directors to be elected at the Meeting to serve as a Class II
Director. Ms. Colman and Mr. Cronin have been nominated by the Board of
Directors to be elected at the meeting to serve as a Class I Director and a
Class II Director, respectively. Mr. Gelb is currently a member of the 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 of the Fund:

NAME, ADDRESS POSITION HELD LENGTH OF
AND AGE WITH FUND TERM SERVED
- ------------------------------------------------------------------------ --------------- -------------

CLASS I DIRECTORS SERVING UNTIL THE 2006 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Carol L. Colman Director Since 2003
Colman Consulting
Co., Inc.
278 Hawley Road
North Salem, NY 10560
Age 57

Leslie H. Gelb Director Since 2000
The Council on
Foreign Relations
58 68th Street
New York, NY 10021
Age: 65

CLASS II DIRECTORS SERVING UNTIL THE 2005 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominee

Daniel Cronin Director Since 2003
Pfizer Inc.
235 East 42nd Street
New York, NY 10017
Age 57

Interested Director Nominee

R. Jay Gerken* Chairman, Since 2002
399 Park Avenue President
New York, NY 10022 and Chief
Age 51 Executive
Officer

NUMBER OF
PORTFOLIOS ADVISED
BY SBAM AND
OVERSEEN
BY NOMINEE
NAME, ADDRESS PRINCIPAL OCCUPATION (INCLUDING
AND AGE DURING PAST 5 YEARS THE FUND)
- ------------------------------------------------------------------------ ------------------------------------- -------------------

CLASS I DIRECTORS SERVING UNTIL THE 2006 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Carol L. Colman President, Colman Consulting Co., 32
Colman Consulting Inc.
Co., Inc.
278 Hawley Road
North Salem, NY 10560
Age 57

Leslie H. Gelb President, The Council 32
The Council on of Foreign Relations; formerly,
Foreign Relations Columnist, Deputy Editorial
58 68th Street Page Editor and Editor,
New York, NY 10021 Op-Ed Page, The New York Times.
Age: 65

CLASS II DIRECTORS SERVING UNTIL THE 2005 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominee
Associate General Counsel, 32
Daniel Cronin
Pfizer Inc.
235 East 42nd Street
New York, NY 10017
Age 57

Interested Director Nominee

R. Jay Gerken* Managing Director of Salomon Smith 226
399 Park Avenue Barney ("SSB"); formerly portfolio
New York, NY 10022 manager, Smith Barney Growth and
Age 51 Income Fund (1994-2000) and Smith
Barney Allocation Series Inc.
(1996-2001); Chairman or
Co-Chairman of seventy-three
investment companies affiliated with
Citigroup.

OTHER
DIRECTORSHIPS
NAME, ADDRESS HELD BY
AND AGE NOMINEE
- ------------------------------------------------------------------------ ----------------------

CLASS I DIRECTORS SERVING UNTIL THE 2006 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Carol L. Colman None
Colman Consulting
Co., Inc.
278 Hawley Road
North Salem, NY 10560
Age 57

Leslie H. Gelb Britannica.com;
The Council on Director of two
Foreign Relations registered investment
58 68th Street companies advised by
New York, NY 10021 Advantage Advisers,
Age: 65 Inc. ("Advantage")

CLASS II DIRECTORS SERVING UNTIL THE 2005 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominee
None
Daniel Cronin
Pfizer Inc.
235 East 42nd Street
New York, NY 10017
Age 57

Interested Director Nominee
R. Jay Gerken* None
399 Park Avenue
New York, NY 10022
Age 51

- ----------

* Mr. Gerken is an "interested person," as defined in the Investment
Company Act of 1940, as amended (the "1940 Act"), because he is a
Managing Director of SBAM and a director and/or officer of affiliates of
SBAM.

The following table provides information concerning the remaining
Directors of the Fund.

NAME, ADDRESS POSITION HELD LENGTH OF
AND AGE WITH FUND TERM SERVED
- ------------------------------------------------------------------------- --------------- -------------

CLASS III DIRECTORS SERVING UNTIL THE 2004 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Dr. Riordan Roett Director Since 1997
The Johns Hopkins
University
1710 Massachusetts
Ave., NW
Washington, D.C.
20036
Age: 64

Jeswald W. Salacuse Director Since 2000
Tufts University
The Fletcher School
of Law & Diplomacy
Packard Avenue
Medford, MA 02155
Age: 65

NUMBER OF
PORTFOLIOS ADVISED
BY SBAM AND
OVERSEEN
BY DIRECTOR
NAME, ADDRESS PRINCIPAL OCCUPATION (INCLUDING
AND AGE DURING PAST 5 YEARS THE FUND)
- ------------------------------------------------------------------------- --------------------------------- -------------------

CLASS III DIRECTORS SERVING UNTIL THE 2004 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Dr. Riordan Roett Professor and Director, 32
The Johns Hopkins Latin American Studies Program,
University Paul H. Nitze School of
1710 Massachusetts Advanced International Studies,
Ave., NW The Johns Hopkins University.
Washington, D.C.
20036
Age: 64

Jeswald W. Salacuse Henry J. Braker Professor 32
Tufts University of Commercial Law
The Fletcher School and formerly Dean, The Fletcher
of Law & Diplomacy School of Law & Diplomacy,
Packard Avenue Tuffs University.
Medford, MA 02155
Age: 65

OTHER
DIRECTORSHIPS
NAME, ADDRESS HELD BY
AND AGE DIRECTOR
- ------------------------------------------------------------------------- ----------------------

CLASS III DIRECTORS SERVING UNTIL THE 2004 ANNUAL MEETING OF STOCKHOLDERS

Non-Interested Director Nominees

Dr. Riordan Roett None
The Johns Hopkins
University
1710 Massachusetts
Ave., NW
Washington, D.C.
20036
Age: 64

Jeswald W. Salacuse Director, Municipal
Tufts University Advantage Fund;
The Fletcher School Director of two
of Law & Diplomacy registered investment
Packard Avenue companies advised by
Medford, MA 02155 Advantage.
Age: 65

The following table provides information concerning the dollar range of
equity securities owned beneficially by each Director and nominee for election
as Director as of December 31, 2002:

DOLLAR RANGE OF EQUITY AGGREGATE DOLLAR RANGE OF EQUITY SECURITIES IN ALL FUNDS OVERSEEN
NAME OF DIRECTOR/NOMINEE SECURITIES IN THE FUND BY DIRECTOR/NOMINEE AND ADVISED BY SBAM
- -------------------------- ------------------------ ------------------------------------------------------------------

Non-Interested Director Nominees

Carol L. Colman None Over $100,000
Daniel Cronin None $10,000 - $50,000
Leslie H. Gelb None $1 - $10,000
Dr. Riordan Roett None $1 - $10,000
Jeswald W. Salacuse $1 - $10,000 $10,001 - $50,000

Interested Director Nominee

*R. Jay Gerken $1 - $10,001 Over $100,000

None of the Directors who are not "interested persons" of the Fund as
defined in the 1940 Act nor their immediate family members had any interest in
SBAM, the Fund's investment adviser, or person or entity (other than the Fund)
directly or indirectly controlling, controlled by, or under common control with
SBAM as of March 1, 2003.

RESPONSIBILITIES OF THE BOARD OF DIRECTORS

The Board of Directors is responsible for ensuring that the Fund is
managed in the best interests of its stockholders. The Directors oversee the
Fund's business by, among other things, meeting with the Fund's management and
evaluating the performance of the Fund's service providers including SBAM, the
custodian, the transfer agent and the administrator. As part of this process,
the Directors consult with the Fund's independent auditors and with their own
separate independent counsel.

The Board of Directors has four regularly scheduled meetings each year and
additional meetings are scheduled as needed. In addition, the Board has an
audit committee which meets periodically during the year and whose
responsibilities are described below.

The Directors regularly review the Fund's financial statements,
performance and market price as well as the quality of the services being
provided to the Fund. As part of this process, the Directors review the Fund's
fees and expenses to determine if they are reasonable and competitive in light
of the services being received while also ensuring that the Fund continues to
have access to high quality services in the future. Based on these reviews, the
Directors periodically make suggestions to the Fund's management and monitor to
ensure that responsive action is taken. The Directors also monitor potential
conflicts of interest among the Fund, SBAM and its affiliates and other funds
and clients managed by SBAM to ensure that the Fund is managed in a manner
which is in the best interests of the Fund's stockholders.

At December 31, 2002, Directors and officers of the Fund as a group owned
beneficially approximately 2.4% 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 5,312,980 shares, equal to approximately 92.27%
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 respective successors are duly elected and
qualified. In addition to Mr. Gerken, the Fund's Chairman, the executive
officers of the Fund currently are:

POSITION(S)
NAME, ADDRESS, AND HELD WITH LENGTH OF PRINCIPAL OCCUPATION(S) DURING
AGE FUND TIME SERVED PAST 5 YEARS
- ----------------------- ---------------- --------------- ------------------------------------

Peter J. Wilby President Since 2002 Managing Director of SSB and SBAM
Salomon Smith Barney since January 1996
399 Park Avenue
New York, NY 10022
Age: 43

Robert Amodeo Executive Vice Since 1999 Managing Director of SBAM and SSB
388 Greenwich Street President since December 2001; Director of
New York, NY 10013 SBAM and SSB since December 1998;
Age: 38 Vice President of SBAM and SSB from
January 1996 to December 1998.

POSITION(S)
NAME, ADDRESS, AND HELD WITH LENGTH OF PRINCIPAL OCCUPATION(S) DURING
AGE FUND TIME SERVED PAST 5 YEARS
- --------------------------- ---------------- --------------- --------------------------------------

Lewis E. Daidone Chief Since 2002 Managing Director of SSB; Chief
Salomon Smith Barney Administrative Financial Officer of the Smith Barney
125 Broad Street Officer; Mutual Funds; Director and Senior
New York, NY 10004 Vice-President of Smith Barney Fund
Age: 45 Executive Vice Since 1998 Management LLC ("SBFM") and
President Travelers Investment Adviser, Inc.
("TIA").

Frances M. Guggino Controller Since 2002 Vice President of Citigroup Asset
Salomon Smith Barney Management.
125 Broad Street
New York, NY 10004
Age: 45

Christina T. Sydor Secretary Since 1995 Managing Director of SSB; General
Salomon Smith Barney Counsel and Secretary of SBFM and
300 First Stamford Place TIA.
Stamford, CT 06902
Age: 52

The Fund's Audit Committee is composed entirely of Directors who are not
"interested persons" of the Fund, SBAM or its affiliates within the meaning of
the 1940 Act, and who are "independent" as defined in the New York Stock
Exchange listing standards. The Fund's Audit Committee is composed of Messrs.
Gelb, Salacuse and Dr. Roett. The principal functions of the Audit Committee
are: (i) to recommend to the Board the appointment of the Fund's independent
auditors; (ii) to review with the independent auditors the scope and
anticipated cost of their audit; and (iii) to receive and consider a report
from the independent auditors concerning their conduct of the audit, including
any comments or recommendations they might want to make in that connection.
This Committee met three times during the fiscal year ended December 31, 2002.
The Fund has no nominating or compensation committees. The Fund adopted an
Audit Committee Charter at a meeting held on May 23, 2000.

REPORT OF THE AUDIT COMMITTEE

Pursuant to a meeting of the Audit Committee on February 21, 2003, the
Audit Committee reports that it has: (i) reviewed and discussed the Fund's
audited financial statements with management; (ii) discussed with
PricewaterhouseCoopers ("PwC"), the independent auditors to the Fund, the
matters (such as the quality of the Fund's accounting principals and internal
controls) required to be discussed by Statement on Auditing Standards No. 61;
and (iii) received reaffirmation of written confirmation from PwC that it is
independent and written disclosures regarding such independence as required by
Independence Standards Board Standard No. 1, and discussed with PwC the
auditors' independence. Based on the review and discussions referred to in
items (i) through (iii) above, the Audit Committee recommended to the Board of
Directors (and the board has approved) that the audited financial statements be
included in the Fund's annual report for the Fund's fiscal year ended December
31, 2002.

During the fiscal year ended December 31, 2002, the Fund's Board of
Directors met five times. Each Director attended at least 75% of the aggregate
number of meetings of the Board and the committee for which he was eligible.

A representative of PwC will be available by telephone at the Meeting to
answer appropriate questions and will have an opportunity to make a statement
if he or she chooses to do so.

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 SBAM. The following table provides information concerning
the compensation paid during the fiscal year ended December 31, 2002. Certain
of the Directors listed below are members of the Audit Committee of the Fund
and audit and other committees of certain other investment companies advised by
SBAM and its affiliates, 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, 2002 by the Fund to Mr.
Gerken, who is an "interested person," 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 12/31/02 CALENDAR YEAR ENDED 12/31/02
- ----------------------------- ------------------------------------------ ---------------------------------------------
DIRECTORSHIPS(A)

Leslie H. Gelb .............. $9,200 $ 81,700(32)
Dr. Riordan Roett ........... $9,200 $ 93,400(32)
Jeswald W. Salacuse ......... $9,200 $ 90,300(32)

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

During the Fund's last fiscal year, total compensation paid by the Fund to
a Director emeritus totaled $3,900.

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 10 percent of the Fund's Capital Stock, 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, 2002
except that timely Form 3 filings may not have been made by Anthony Pace, Ross
Margolies, Virgil Cumming, Wendy Murdock, Mark Kleinman and William Arnold.
However, during the Fund's fiscal year ended December 31, 2002, no purchases or
sales were made by any of the foregoing people and, with the exception of
Anthony Pace, who is no longer employed by SBAM, they have each subsequently
filed Forms 3.

REQUIRED VOTE

The election of Mr. Gerken as a Director requires a plurality of the votes
cast by the holders of shares of Preferred Stock of the Fund present or
represented by proxy at the meeting with a quorum present. The election of Ms.
Colman and Messrs. Cronin and Gelb as Directors requires a plurality of votes
cast by the holders of shares of Common Stock and 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.

FEES PAID TO INDEPENDENT ACCOUNTANTS

AUDIT FEES. The fees for the annual audit of the Fund's financial
statements by PricewaterhouseCoopers LLP ("PwC") for the fiscal year ended
December 31, 2002 were $40,000.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES. There were
no fees billed for financial information systems design and implementation
services rendered by PwC to the Fund, SBAM and entities controlled by or
affiliated with SBAM that provide services to the Fund for the fiscal year
ended December 31, 2002.

ALL OTHER FEES. The aggregate fees billed for all other non-audit
services, including fees for tax-related services, rendered by PwC to the Fund,
SBAM and entities controlled by or affiliated with SBAM that provide services
to the Fund for the fiscal year ended December 31, 2002 were $33,500. The
Fund's Audit Committee has determined that provision of these non-audit
services is compatible with maintaining the independence of PwC.

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 2004
must be received by the Fund for inclusion in the Fund's proxy statement and
proxy relating to that meeting no later than November 18, 2003. Any stockholder
who desires to bring a proposal at the Fund's 2004 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., 125 Broad Street, New York, New York 10004)
during the period from January 10, 2004 to February 10, 2004.

OTHER INFORMATION

The Fund's Annual Report containing financial statements for the fiscal
year ended December 31, 2002 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
or its 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 13, 2003

MPFCM-PS-03

COMMON STOCK COMMON STOCK

MUNICIPAL PARTNERS FUND INC.

PROXY SOLICITED ON BEHALF OF THE DIRECTORS

ANNUAL MEETING OF STOCKHOLDERS--APRIL 10, 2003

The undersigned hereby appoints R. Jay Gerken, Christina T. Sydor, Robert A.
Vegliante and Robert M. Nelson, and each of them, attorneys and proxies for the
undersigned, with full power of substitution and revocation to represent the
undersigned and to vote on behalf of the undersigned all shares of Common Stock
of Municipal Partners Fund Inc. (the "Fund") which the undersigned is entitled
to vote at the Annual Meeting of Stockholders of the Fund to be held at
Citigroup Center, 153 East 53rd Street, 14th Floor Conference Center, New York,
New York on Thursday, April 10, 2003, at 3:30 p.m., and at any adjournments
thereof. The undersigned hereby acknowledges receipt of the Notice of Annual
Meeting of Stockholders and accompanying Proxy Statement and hereby instructs
said attorneys and proxies to vote said shares as indicated hereon. In their
discretion, the proxies are authorized to vote upon such other business as may
properly come before the Meeting. A majority of the proxies present and acting
at the 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.

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 THE NOMINEES
FOR DIRECTORS.

Please refer to the Proxy Statement for a discussion of the Proposal.

- ------------- -------------
SEE REVERSE CONTINUED ON REVERSE SIDE SEE REVERSE
SIDE SIDE
- ------------- -------------

[X] PLEASE MARK
VOTES AS IN
THIS EXAMPLE.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" THE FOLLOWING PROPOSAL:

1. Election of Directors: 2. Any other business that may properly come before the Meeting.
NOMINEES: (02) Leslie H. Gelb,
(03) Carol L. Colman and
(04) Daniel Cronin 3. I will be attending the Meeting. [ ]

FOR WITHHELD
ALL [ ] [ ] FOR ALL
NOMINEES NOMINEES PLEASE COMPLETE, SIGN AND DATE HEREON AND MAIL IN ACCOMPANYING POSTPAID
ENVELOPE.

[ ]______________________________________ NOTE: Please sign this proxy exactly as your name appears on this
For all nominees except as noted above 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.

If Jointly Held
Signature: ____________________________________ Date: ____________ Signature: ___________________________ Date: _____________

PREFERRED STOCK PREFERRED STOCK

MUNICIPAL PARTNERS FUND INC.

PROXY SOLICITED ON BEHALF OF THE DIRECTORS

ANNUAL MEETING OF STOCKHOLDERS--APRIL 10, 2003

The undersigned hereby appoints R. Jay Gerken, Christina T. Sydor, Robert A.
Vegliante and Robert M. Nelson, and each of them, attorneys and proxies for the
undersigned, with full power of substitution and revocation to represent the
undersigned and to vote on behalf of the undersigned all shares of Preferred
Stock of Municipal Partners Fund Inc. (the "Fund") which the undersigned is
entitled to vote at the Annual Meeting of Stockholders of the Fund to be held at
Citigroup Center, 153 East 53rd Street, 14th Floor Conference Center, New York,
New York on Thursday, April 10, 2003, at 3:30 p.m., and at any adjournments
thereof. The undersigned hereby acknowledges receipt of the Notice of Annual
Meeting of Stockholders and accompanying Proxy Statement and hereby instructs
said attorneys and proxies to vote said shares as indicated hereon. In their
discretion, the proxies are authorized to vote upon such other business as may
properly come before the Meeting. A majority of the proxies present and acting
at the 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.

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 THE NOMINEES
FOR DIRECTORS.

Please refer to the Proxy Statement for a discussion of the Proposal.

- ------------- -------------
SEE REVERSE CONTINUED ON REVERSE SIDE SEE REVERSE
SIDE SIDE
- ------------- -------------

[X] PLEASE MARK
VOTES AS IN
THIS EXAMPLE.

The Board of Directors recommends a vote "FOR" the following proposal:

1. Election of Directors: 2. Any other business that may properly come before the Meeting.
NOMINEES: (01) R. Jay Gerken
(02) Leslie H. Gelb
(03) Carol L. Colman and 3. I will be attending the Meeting. [ ]
(04) Daniel Cronin

FOR WITHHELD
ALL [ ] [ ] FOR ALL PLEASE COMPLETE, SIGN AND DATE HEREON AND MAIL IN ACCOMPANYING POSTPAID
NOMINEES NOMINEES ENVELOPE.

Note: Please sign this proxy exactly as your name appears on this
[ ]______________________________________ proxy. If joint owners, EITHER may sign this proxy. When signing as
For all nominees except as noted above attorney, executor, administrator, trustee, guardian or corporate
officer, please give your full title.

If Jointly Held
Signature: ____________________________________ Date: ____________ Signature: ___________________________ Date: _____________