SUBADVISORY AGREEMENT



                          Smith Barney Investment Trust



                        Smith Barney Classic Values Fund



Olstein & Associates, L.P.

4 Manhattanville Road

Purchase, NY  10577



Dear Ladies/Gentlemen:



     THIS AGREEMENT is made this 10th day of February 2003, by and between Smith

Barney Fund Management LLC, a limited liability company (the "Manager") and

Olstein & Associates, L.P., a limited partnership (the "Subadviser").



     WHEREAS, the Manager has been retained by Smith Barney Investment Trust

(the "Trust"), a business trust organized under the laws of the Commonwealth of

Massachusetts, to act as manager to the Trust with respect to the series of the

Trust designated as Smith Barney Classic Values Fund (the "Fund");



     WHEREAS, the Trust engages in business as an open-end, diversified

management investment company, consisting of multiple series of investment

portfolios, and is registered as such under the Investment Company Act of 1940,

as amended (the "1940 Act");



     WHEREAS, the Manager represents that it is registered under the Investment

Advisers Act of 1940, as amended (the "Advisers Act"), as an investment adviser

and engages in the business of acting as an investment adviser;



     WHEREAS, the Subadviser represents that it is registered under the Advisers

Act as an investment adviser and engages in the business of acting as an

investment adviser; and



     WHEREAS, the Manager wishes to engage the Subadviser to provide certain

investment advisory services for the Fund, and the Subadviser is willing to

provide such investment advisory services for the Fund on the terms and

conditions hereinafter set forth;



     NOW, THEREFORE, in consideration of the mutual covenants herein contained

and other good and valuable consideration, the receipt of which is hereby

acknowledged, the parties hereto agree as follows:



     1. Investment Description; Appointment



     The Trust desires to employ its capital relating to the Fund by investing

and reinvesting in investments of the kind and in accordance with the investment

objective(s), policies and limitations specified in the prospectus (the

"Prospectus") and the statement of additional information (the "Statement")

describing the Fund filed with the Securities and Exchange Commission as part of

the Trust's Registration Statement on Form N-1A, as amended or supplemented from

time to time, and in the manner and to the extent as may from time to time be

approved by the Board of Trustees of the Trust (the "Board"). Copies of the

Prospectus and the Statement have been or will be submitted to the Subadviser.

The Manager agrees promptly to



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provide copies of all amendments and supplements to the current Prospectus and

the Statement to the Subadviser on an on-going basis. Until the Manager delivers

any such amendment or supplement to the Subadviser, the Subadviser shall be

fully protected in relying on the Prospectus and Statement of Additional

Information as previously furnished to the Subadviser. The Trust employs the

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