Irving P. David,

SECURITIES EXCHANGE ACT OF 1934
Release No. 50111 / July 28, 2004/h2>

INVESTMENT ADVISERS ACT OF 1940
Release No. 2269 / July 28, 2004

Admin. Proc. File No. 3-11566

In the Matter of Irving P. David, Respondent.

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ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 15(b) OF THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 203(f) OF THE INVESTMENT ADVISERS ACT OF 1940, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS

I.

The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that public administrative proceedings be, and hereby are, instituted pursuant to Section 15(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Section 203(f) of the Investment Advisers Act ("Advisers Act") against Irving P. David ("Respondent").

II.

In anticipation of the institution of these proceedings, Respondent has submitted an Offer of Settlement (the "Offer") which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission's jurisdiction over him and the subject matter of these proceedings, and the findings contained in Sections III.B. and III.D. below, which are admitted, Respondent consents to the entry of this Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions ("Order"), as set forth below.

III.

On the basis of this Order and Respondent's Offer, the Commission finds that

A. Irving Paul David, age 43, was at all relevant times an employee of and associated with Citigroup Global Markets (f/k/a Salomon Smith Barney, Inc.), a broker-dealer and investment adviser that was registered with the Commission in both capacities. While he was an employee of and associated with Citigroup Global Markets, David served as treasurer of the Consulting Group Capital Markets Funds ("Consulting Group Fund") and controller of Smith Barney World Funds Inc. ("Smith Barney International Fund"), two open-end investment companies that were registered with the Commission. At all relevant times, David resided in Staten Island, New York, and worked in New York City.

B. On October 9, 2003 David was permanently enjoined by consent from future violations of Sections 34(b) and 37 of the Investment Company Act of 1940 ("Investment Company Act"), and from serving as an officer, director, member of any advisory board, investment adviser, or depositor of any registered investment company, or as principal underwriter of any open-end registered investment company pursuant to Section 36(a) of the Investment Company Act, and from aiding and abetting violations of Section 15(d) of the Exchange Act, in the civil action entitled Securities and Exchange Commission v. Irving Paul David, 03 Civ. No. 6305 (KMW), in the United States District Court for the Southern District of New York.

C. The Commission's complaint alleged that while serving as treasurer of the Consulting Group Fund and controller of the Smith Barney International Fund, David stole a total of approximately $47,529 from these two registered investment companies, thereby violating Section 37 of the Investment Company Act and breaching his fiduciary duty to the shareholders of these two investment companies within the meaning of Section 36(a) of the Investment Company Act. The Commission's complaint further alleged that in his capacity as the certifying officer for the Consulting Group Fund and several other investment companies managed by Citigroup Global Markets and its affiliates, pursuant to Rule 30a-2 promulgated under the Investment Company Act pursuant to the Sarbanes-Oxley Act of 2002, on October 28, 2002 David falsely certified on the Consulting Group Fund's Form N-SAR, a document that was subsequently filed with the Commission, that he had disclosed to the investment company's auditors and audit committee any fraud, whether material or not, involving management, at the very time that he was stealing money from these investment companies, a fraud he knew he had not disclosed, thereby violating Section 34(b) of the Investment Company Act, and aiding and abetting the Consulting Group Fund's violations of Section 15(d) of the Exchange Act.

D. On April 7, 2004, David pleaded guilty to one count of embezzlement from a registered investment company in violation of 15 U.S.C. §§ 80a-36 and 80a-48, and one count of mail fraud in violation of 18 U.S.C. § 1341, before the United States District Court for the Southern District of New York, in United States v. Irving David, 03 Crim. 1016.

E. The indictment to which David pleaded guilty alleged, inter alia, that David unlawfully, willfully and knowingly, stole, abstracted and converted to his own use and to the use of another, embezzled moneys, funds, securities, credits, property and assets of a registered investment company, and used the United States mails for the purpose of executing a scheme and artifice to defraud and for obtaining money and property by means of false and fraudulent pretenses, representations and promises.

IV.

In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Respondent David's Offer.

Accordingly, it is hereby ORDERED:

Pursuant to Section 15(b)(6) of the Exchange Act and Section 203(f) of the Advisers Act, that Respondent David be, and hereby is barred from association with any broker, dealer, or investment adviser.

Any reapplication for association by the Respondent will be subject to the applicable laws and regulations governing the reentry process, and reentry may be conditioned upon a number of factors, including, but not limited to, the satisfaction of any or all of the following: (a) any disgorgement ordered against the Respondent, whether or not the Commission has fully or partially waived payment of such disgorgement; (b) any arbitration award related to the conduct that served as the basis for the Commission order; (c) any self-regulatory organization arbitration award to a customer, whether or not related to the conduct that served as the basis for the Commission order; and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct that served as the basis for the Commission order.

By the Commission, by its Secretary, pursuant to delegated authority.