UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number
811-02605
Franklin U.S. Government Money Fund
(Exact name of registrant as specified in charter)
One Franklin Parkway, San Mateo, CA 94403-1906
(Address of principal executive offices)(Zip code)
Alison Baur, One Franklin Parkway, San Mateo, CA 94403-1906
(Name and address of agent for service)
Registrant’s telephone number, including area code:
(650)312-2000
Date of fiscal year end: 6/30
Date of reporting period: 06/30/24
| Item 1. | Reports to Stockholders. |
a.) The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30e-1).
b.) Include a copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.
Not Applicable.
| | |
Franklin U.S. Government Money Fund | |
| Class A [FMFXX] |
| Annual Shareholder Report | June 30, 2024 |
|
This annual shareholder report contains important information about Franklin U.S. Government Money Fund for the period July 1, 2023, to June 30, 2024.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at (800) DIAL BEN/342-5236.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR? (based on a hypothetical $10,000 investment)
| | |
Class Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
Class A1 | $52 | 0.51% |
| 1 | The expense table reflects the expenses of both the feeder Fund and the master Fund. |
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
As of June 30, 2024, the seven-day current yield for Class A shares of the Franklin U.S. Government Money Fund was 4.68% and the seven-day effective yield was 4.79%. The seven-day current yield represents net interest income generated by the Fund’s investments for the past seven days and assumes income is generated each week over a 365-day period. The seven-day effective yield assumes reinvestment of the coupon (interest payments) and will typically be slightly higher than the current yield because of the compounding effect on investment returns.
The Fund’s performance was mainly driven by the high levels of income provided by short-term interest rates. There were no significant credit events that would have impacted the Fund’s returns.
The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future.
For current month-end performance, please call Franklin Templeton at (800) DIAL BEN/342-5236 or visit https://www.franklintempleton.com/investments/options/mutual-funds.
KEY FUND STATISTICS (as of June 30, 2024)
| |
Total Net Assets | $5,029,041,874 |
Total Number of Portfolio Holdings* | 88 |
Total Administrative Fee Paid | $14,396,608 |
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| Franklin U.S. Government Money Fund | PAGE 1 | 111-ATSR-0824 |
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Portfolio Composition* (% of Total Investments)
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| |
| WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND? |
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its: |
| • prospectus • proxy voting information • financial information • holdings • tax information |
HOUSEHOLDING
You will receive the Fund’s shareholder reports every six months. In addition, you will receive an annual updated summary prospectus (detail prospectus available upon request). To reduce Fund expenses, we try to identify related shareholders in a household and send only one copy of the shareholder reports and summary prospectus. This process, called “householding,” will continue indefinitely unless you instruct us otherwise. If you prefer not to have these documents householded, please call us at (800) DIAL BEN/342-5236. At any time, you may view current prospectuses/summary prospectuses and shareholder reports on our website. If you choose, you may receive these documents through electronic delivery.
| Franklin U.S. Government Money Fund | PAGE 2 | 111-ATSR-0824 |
73.826.2
| | |
Franklin U.S. Government Money Fund | |
| Class C [FTQXX] |
| Annual Shareholder Report | June 30, 2024 |
|
This annual shareholder report contains important information about Franklin U.S. Government Money Fund for the period July 1, 2023, to June 30, 2024.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at (800) DIAL BEN/342-5236.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR? (based on a hypothetical $10,000 investment)
| | |
Class Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
Class C1 | $118 | 1.16% |
| 1 | The expense table reflects the expenses of both the feeder Fund and the master Fund. |
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
As of June 30, 2024, the seven-day current yield for Class C shares of the Franklin U.S. Government Money Fund was 3.98% and the seven-day effective yield was 4.06%. The seven-day current yield represents net interest income generated by the Fund’s investments for the past seven days and assumes income is generated each week over a 365-day period. The seven-day effective yield assumes reinvestment of the coupon (interest payments) and will typically be slightly higher than the current yield because of the compounding effect on investment returns.
The Fund’s performance was mainly driven by the high levels of income provided by short-term interest rates. There were no significant credit events that would have impacted the Fund’s returns.
The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future.
For current month-end performance, please call Franklin Templeton at (800) DIAL BEN/342-5236 or visit https://www.franklintempleton.com/investments/options/mutual-funds.
KEY FUND STATISTICS (as of June 30, 2024)
| |
Total Net Assets | $5,029,041,874 |
Total Number of Portfolio Holdings* | 88 |
Total Administrative Fee Paid | $14,396,608 |
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| Franklin U.S. Government Money Fund | PAGE 1 | 2111-ATSR-0824 |
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Portfolio Composition* (% of Total Investments)
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| |
| WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND? |
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its: |
| • prospectus • proxy voting information • financial information • holdings • tax information |
HOUSEHOLDING
You will receive the Fund’s shareholder reports every six months. In addition, you will receive an annual updated summary prospectus (detail prospectus available upon request). To reduce Fund expenses, we try to identify related shareholders in a household and send only one copy of the shareholder reports and summary prospectus. This process, called “householding,” will continue indefinitely unless you instruct us otherwise. If you prefer not to have these documents householded, please call us at (800) DIAL BEN/342-5236. At any time, you may view current prospectuses/summary prospectuses and shareholder reports on our website. If you choose, you may receive these documents through electronic delivery.
| Franklin U.S. Government Money Fund | PAGE 2 | 2111-ATSR-0824 |
73.826.2
| | |
Franklin U.S. Government Money Fund | |
| Class R [FRQXX] |
| Annual Shareholder Report | June 30, 2024 |
|
This annual shareholder report contains important information about Franklin U.S. Government Money Fund for the period July 1, 2023, to June 30, 2024.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at (800) DIAL BEN/342-5236.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR? (based on a hypothetical $10,000 investment)
| | |
Class Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
Class R1 | $103 | 1.01% |
| 1 | The expense table reflects the expenses of both the feeder Fund and the master Fund. |
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
As of June 30, 2024, the seven-day current yield for Class R shares of the Franklin U.S. Government Money Fund was 4.17% and the seven-day effective yield was 4.26%. The seven-day current yield represents net interest income generated by the Fund’s investments for the past seven days and assumes income is generated each week over a 365-day period. The seven-day effective yield assumes reinvestment of the coupon (interest payments) and will typically be slightly higher than the current yield because of the compounding effect on investment returns.
The Fund’s performance was mainly driven by the high levels of income provided by short-term interest rates. There were no significant credit events that would have impacted the Fund’s returns.
The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future.
For current month-end performance, please call Franklin Templeton at (800) DIAL BEN/342-5236 or visit https://www.franklintempleton.com/investments/options/mutual-funds.
KEY FUND STATISTICS (as of June 30, 2024)
| |
Total Net Assets | $5,029,041,874 |
Total Number of Portfolio Holdings* | 88 |
Total Administrative Fee Paid | $14,396,608 |
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| Franklin U.S. Government Money Fund | PAGE 1 | 8111-ATSR-0824 |
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Portfolio Composition* (% of Total Investments)
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| |
| WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND? |
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its: |
| • prospectus • proxy voting information • financial information • holdings • tax information |
HOUSEHOLDING
You will receive the Fund’s shareholder reports every six months. In addition, you will receive an annual updated summary prospectus (detail prospectus available upon request). To reduce Fund expenses, we try to identify related shareholders in a household and send only one copy of the shareholder reports and summary prospectus. This process, called “householding,” will continue indefinitely unless you instruct us otherwise. If you prefer not to have these documents householded, please call us at (800) DIAL BEN/342-5236. At any time, you may view current prospectuses/summary prospectuses and shareholder reports on our website. If you choose, you may receive these documents through electronic delivery.
| Franklin U.S. Government Money Fund | PAGE 2 | 8111-ATSR-0824 |
73.826.2
| | |
Franklin U.S. Government Money Fund | |
| Class R6 [FRRXX] |
| Annual Shareholder Report | June 30, 2024 |
|
This annual shareholder report contains important information about Franklin U.S. Government Money Fund for the period July 1, 2023, to June 30, 2024.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at (800) DIAL BEN/342-5236.
WHAT WERE THE FUND COSTS FOR THE LAST YEAR? (based on a hypothetical $10,000 investment)
| | |
Class Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment* |
Class R61 | $47 | 0.46% |
| * | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
| 1 | The expense table reflects the expenses of both the feeder Fund and the master Fund. |
HOW DID THE FUND PERFORM LAST YEAR AND WHAT AFFECTED ITS PERFORMANCE?
As of June 30, 2024, the seven-day current yield for Class R6 shares of the Franklin U.S. Government Money Fund was 4.74% and the seven-day effective yield was 4.85%. The seven-day current yield represents net interest income generated by the Fund’s investments for the past seven days and assumes income is generated each week over a 365-day period. The seven-day effective yield assumes reinvestment of the coupon (interest payments) and will typically be slightly higher than the current yield because of the compounding effect on investment returns.
The Fund’s performance was mainly driven by the high levels of income provided by short-term interest rates. There were no significant credit events that would have impacted the Fund’s returns.
The Fund’s past performance is not necessarily an indication of how the Fund will perform in the future.
For current month-end performance, please call Franklin Templeton at (800) DIAL BEN/342-5236 or visit https://www.franklintempleton.com/investments/options/mutual-funds.
KEY FUND STATISTICS (as of June 30, 2024)
| |
Total Net Assets | $5,029,041,874 |
Total Number of Portfolio Holdings* | 88 |
Total Administrative Fee Paid | $14,396,608 |
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| Franklin U.S. Government Money Fund | PAGE 1 | 333-ATSR-0824 |
WHAT DID THE FUND INVEST IN? (as of June 30, 2024)
Portfolio Composition* (% of Total Investments)
| * | Reflects holdings of The U.S. Government Money Market Portfolio. |
| |
| WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND? |
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its: |
| • prospectus • proxy voting information • financial information • holdings • tax information |
HOUSEHOLDING
You will receive the Fund’s shareholder reports every six months. In addition, you will receive an annual updated summary prospectus (detail prospectus available upon request). To reduce Fund expenses, we try to identify related shareholders in a household and send only one copy of the shareholder reports and summary prospectus. This process, called “householding,” will continue indefinitely unless you instruct us otherwise. If you prefer not to have these documents householded, please call us at (800) DIAL BEN/342-5236. At any time, you may view current prospectuses/summary prospectuses and shareholder reports on our website. If you choose, you may receive these documents through electronic delivery.
| Franklin U.S. Government Money Fund | PAGE 2 | 333-ATSR-0824 |
73.826.2
(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.
(c) N/A
(d) N/A
(f) Pursuant to Item 19(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.
| Item 3. | Audit Committee Financial Expert. |
(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.
(2) The audit committee financial expert is Mary C. Choksi and she is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Audit Fees
The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements were $30,087 for the fiscal year ended June 30, 2024, and $27,938 for the fiscal year ended June 30, 2023.
(b) Audit-Related Fees
There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of Item 4.
There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that are reasonably related to the performance of the audit of their financial statements.
(c) Tax Fees
The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning were $0 for the fiscal year ended June 30, 2024, and $4,875 for the fiscal year ended June 30, 2023. The services for which these fees were paid included fees for tax compliance matters
The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant for tax compliance, tax advice and tax planning were $140,000for the fiscal year ended June 30, 2024, and $70,000 for the fiscal year ended June 30, 2023. The services for which these fees were paid included global access to tax platform International Tax View.
(d) All Other Fees
The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant not reported in paragraphs (a)-(c) of Item 4 were $0 for the fiscal year ended June 30, 2024, and $2,493 for the fiscal year ended June 30, 2023. The services for which these fees were paid included review of materials provided to the fund Board in connection with the investment management contract renewal process.
The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant’s
investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant not reported in paragraphs (a)-(c) of Item 4 were $43,126 for the fiscal year ended June 30, 2024, and $25,711 for the fiscal year ended June 30, 2023. The services for which these fees were paid included fees in connection with license for employee development tool ProEdge, professional fees in connection with SOC 1 Reports, and fees in connection with a license for accounting and business knowledge platform Viewpoint.
(e) (1) The registrant’s audit committee is directly responsible for approving the services to be provided by the auditors, including:
(i) pre-approval of all audit and audit related services;
(ii) pre-approval of all non-audit related services to be provided to the Fund by the auditors;
(iii) pre-approval of all non-audit related services to be provided to the registrant by the auditors to the registrant’s investment adviser or to any entity that controls, is controlled by or is under common control with the registrant’s investment adviser and that provides ongoing services to the registrant where the non-audit services relate directly to the operations or financial reporting of the registrant; and
(iv) establishment by the audit committee, if deemed necessary or appropriate, as an alternative to committee pre-approval of services to be provided by the auditors, as required by paragraphs (ii) and (iii) above, of policies and procedures to permit such services to be pre-approved by other means, such as through establishment of guidelines or by action of a designated member or members of the committee; provided the policies and procedures are detailed as to the particular service and the committee is informed of each service and such policies and procedures do not include delegation of audit committee responsibilities, as contemplated under the Securities Exchange Act of 1934, to management; subject, in the case of (ii) through (iv), to any waivers, exceptions or exemptions that may be available under applicable law or rules.
(e) (2) None of the services provided to the registrant described in paragraphs (b)-(d) of Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of regulation S-X.
(f) No disclosures are required by this Item 4(f).
(g) The aggregate non-audit fees paid to the principal accountant for services rendered by the principal accountant to the registrant and the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant were $183,126 for the fiscal year ended June 30, 2024, and $103,079 for the fiscal year ended June 30, 2023.
(h) The registrant’s audit committee of the board has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose
role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) N/A
(j) N/A
| Item 5. | Audit Committee of Listed Registrants. | N/A |
| Item 6. | Schedule of Investments. |
(a) Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSR.
(b) N/A
| Item 7. | Financial Statements and Financial Highlights for Open-End Management Investment Companies. |
Franklin
U.S.
Government
Money
Fund
Financial
Statements
and
Other
Important
Information
Annual
|
June
30,
2024
Financial
Statements
and
Other
Important
Information—Annual
Financial
Highlights
and
Schedule
of
Investments
2
Financial
Statements
7
Notes
to
Financial
Statements
10
Report
of
Independent
Registered
Public
Accounting
Firm
15
Tax
Information
16
The
Money
Market
Portfolios
17
Changes
In
and
Disagreements
with
Accountants
29
Results
of
Meeting(s)
of
Shareholders
29
Remuneration
Paid
to
Directors,
Officers
and
Others
29
Board
Approval
of
Management
and
Subadvisory
Agreements
29
Changes
In
and
Disagreements
with
Accountants
33
Results
of
Meeting(s)
of
Shareholders
33
Remuneration
Paid
to
Directors,
Officers
and
Others
33
Board
Approval
of
Management
and
Subadvisory
Agreements
33
Franklin
U.S.
Government
Money
Fund
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
a
Year
Ended
June
30,
2024
2023
2022
2021
2020
Class
A
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.048
0.032
0.001
—
a
0.010
Less
distributions
from:
Net
investment
income
..........................
(0.048)
(0.032)
(0.001)
(—)
a
(0.010)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
b
...................................
4.93%
3.30%
0.06%
—%
c
0.96%
Ratios
to
average
net
assets
d
Expenses
before
waiver
and
payments
by
affiliates
......
0.51%
0.51%
0.53%
0.52%
0.55%
Expenses
net
of
waiver
and
payments
by
affiliates
.......
0.51%
0.51%
0.19%
0.09%
0.47%
Net
investment
income
...........................
4.84%
3.24%
0.08%
—%
c
0.87%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$4,868,571
$4,613,527
$4,379,075
$3,271,640
$3,548,308
a
Amount
rounds
to
less
than
$0.001
per
share.
b
Total
return
does
not
reflect
sales
commissions
or
contingent
deferred
sales
charges,
if
applicable.
c
Rounds
to
less
than
0.01%.
d
Ratios
include
the
Fund’s
share
of
the
Portfolio’s
allocated
net
expenses.
Franklin
U.S.
Government
Money
Fund
Financial
Highlights
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
a
Year
Ended
June
30,
Year
Ended
June
30,
2020
a
2024
2023
2022
2021
Class
C
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.042
0.026
—
b
—
b
0.002
Less
distributions
from:
Net
investment
income
..........................
(0.042)
(0.026)
(—)
b
(—)
b
(0.002)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
c
...................................
4.26%
2.62%
—%
d
—%
d
0.19%
Ratios
to
average
net
assets
e,f
Expenses
before
waiver
and
payments
by
affiliates
......
1.16%
1.16%
0.59%
0.52%
1.15%
Expenses
net
of
waiver
and
payments
by
affiliates
.......
1.16%
1.16%
0.24%
0.09%
0.76%
Net
investment
income
...........................
4.17%
2.50%
0.01%
—%
d
0.21%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$47,787
$138,352
$173,327
$174,336
$211,455
a
For
the
period
October
15,
2019
(effective
date)
to
June
30,
2020.
b
Amount
rounds
to
less
than
$0.001
per
share.
c
Total
return
does
not
reflect
sales
commissions
or
contingent
deferred
sales
charges,
if
applicable,
and
is
not
annualized
for
periods
less
than
one
year.
d
Rounds
to
less
than
0.01%.
e
Ratios
are
annualized
for
periods
less
than
one
year.
f
Ratios
include
the
Fund’s
share
of
the
Portfolio’s
allocated
net
expenses.
Franklin
U.S.
Government
Money
Fund
Financial
Highlights
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
a
Year
Ended
June
30,
Year
Ended
June
30,
2020
a
2024
2023
2022
2021
Class
R
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.043
0.027
—
b
—
b
0.002
Less
distributions
from:
Net
investment
income
..........................
(0.043)
(0.027)
(—)
b
(—)
b
(0.002)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
c
...................................
4.41%
2.78%
0.01%
—%
d
0.25%
Ratios
to
average
net
assets
e,f
Expenses
before
waiver
and
payments
by
affiliates
......
1.01%
1.01%
0.58%
0.52%
1.06%
Expenses
net
of
waiver
and
payments
by
affiliates
.......
1.01%
1.01%
0.23%
0.09%
0.75%
Net
investment
income
...........................
4.32%
2.63%
0.02%
—%
d
0.33%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$6,417
$10,733
$8,345
$6,006
$5,983
a
For
the
period
October
15,
2019
(effective
date)
to
June
30,
2020.
b
Amount
rounds
to
less
than
$0.001
per
share.
c
Total
return
is
not
annualized
for
periods
less
than
one
year.
d
Rounds
to
less
than
0.01%.
e
Ratios
are
annualized
for
periods
less
than
one
year.
f
Ratios
include
the
Fund’s
share
of
the
Portfolio’s
allocated
net
expenses.
Franklin
U.S.
Government
Money
Fund
Financial
Highlights
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
a
Year
Ended
June
30,
2024
2023
2022
2021
2020
Class
R6
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.049
0.033
0.001
—
a
0.010
Less
distributions
from:
Net
investment
income
..........................
(0.049)
(0.033)
(0.001)
(—)
a
(0.010)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
....................................
4.98%
3.35%
0.06%
—%
b
1.02%
Ratios
to
average
net
assets
c
Expenses
before
waiver
and
payments
by
affiliates
......
0.49%
0.49%
0.50%
0.51%
0.54%
Expenses
net
of
waiver
and
payments
by
affiliates
.......
0.46%
0.46%
0.17%
0.09%
0.42%
Net
investment
income
...........................
4.88%
3.26%
0.07%
—%
b
0.89%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$106,267
$101,180
$105,446
$84,445
$40,838
a
Amount
rounds
to
less
than
$0.001
per
share.
b
Rounds
to
less
than
0.01%.
c
Ratios
include
the
Fund’s
share
of
the
Portfolio’s
allocated
net
expenses.
Franklin
U.S.
Government
Money
Fund
Schedule
of
Investments,
June
30,
2024
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
a
a
Shares
a
Value
a
Money
Market
Funds
100.0%
a
U.S.
Government
Money
Market
Portfolio
(The)
,
5.2
%
........................
5,027,266,458
$
5,027,266,458
Total
Money
Market
Funds
(Cost
$
5,027,266,458
)
................................
5,027,266,458
Other
Assets,
less
Liabilities
0.0
%
†
............................................
1,775,416
Net
Assets
100.0%
...........................................................
$5,029,041,874
†
Rounds
to
less
than
0.1%
of
net
assets.
a
The
rate
shown
is
the
annualized
seven-day
effective
yield
at
period
end.
Franklin
U.S.
Government
Money
Fund
Financial
Statements
Statement
of
Assets
and
Liabilities
June
30,
2024
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
Franklin
U.S.
Government
Money
Fund
Assets:
Investment
in
affiliated
Portfolio,
at
value
and
cost
..................................................
$5,027,266,458
Cash
....................................................................................
684,695
Receivables:
Capital
shares
sold
........................................................................
11,064,594
Dividends
...............................................................................
9,271
Total
assets
5,039,025,018
Liabilities:
Payables:
Capital
shares
redeemed
...................................................................
7,838,930
Administrative
fees
........................................................................
1,189,666
Trustees'
fees
and
expenses
.................................................................
5,523
Distributions
to
shareholders
.................................................................
306,027
Accrued
expenses
and
other
liabilities
...........................................................
642,998
Total
liabilities
.........................................................................
9,983,144
Net
assets,
at
value
$5,029,041,874
Net
assets
consist
of:
Paid-in
capital
.............................................................................
$5,029,032,747
Total
distributable
earnings
(losses)
.............................................................
9,127
Net
assets,
at
value
.................................................................
$5,029,041,874
Franklin
U.S.
Government
Money
Fund
Class
A:
Net
assets,
at
value
.......................................................................
$4,868,571,237
Shares
outstanding
........................................................................
4,868,647,250
Net
asset
value
per
share
a
,b
..................................................................
$1.00
Class
C:
Net
assets,
at
value
.......................................................................
$47,787,172
Shares
outstanding
........................................................................
47,792,561
Net
asset
value
per
share
a
,b
..................................................................
$1.00
Class
R:
Net
assets,
at
value
.......................................................................
$6,416,870
Shares
outstanding
........................................................................
6,417,020
Net
asset
value
per
share
b
..................................................................
$1.00
Class
R6:
Net
assets,
at
value
.......................................................................
$106,266,595
Shares
outstanding
........................................................................
106,266,405
Net
asset
value
per
share
b
..................................................................
$1.00
a
Redemption
price
is
equal
to
net
asset
value
less
contingent
deferred
sales
charges,
if
applicable.
b
Net
asset
value
per
share
may
not
recalculate
due
to
rounding.
Franklin
U.S.
Government
Money
Fund
Financial
Statements
Statement
of
Operations
for
the
year
ended
June
30,
2024
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Franklin
U.S.
Government
Money
Fund
Investment
income:
Dividends
from
affiliated
Portfolio
...............................................................
$262,403,248
Expenses:
Administrative
fees
(Note
3
a
)
..................................................................
14,396,608
Distribution
fees:
(Note
3b
)
Class
C
................................................................................
472,627
Class
R
................................................................................
32,937
Transfer
agent
fees:
(Note
3d)
Class
A
................................................................................
2,598,503
Class
C
................................................................................
40,450
Class
R
................................................................................
3,574
Class
R6
...............................................................................
39,228
Reports
to
shareholders
fees
..................................................................
263,936
Registration
and
filing
fees
....................................................................
213,132
Professional
fees
...........................................................................
59,631
Trustees'
fees
and
expenses
..................................................................
63,546
Other
....................................................................................
84,466
Total
expenses
.........................................................................
18,268,638
Expenses
waived/paid
by
affiliates
(Note
3e)
...................................................
(32,680)
Net
expenses
.........................................................................
18,235,958
Net
investment
income
................................................................
244,167,290
Net
increase
(decrease)
in
net
assets
resulting
from
operations
..........................................
$244,167,290
Franklin
U.S.
Government
Money
Fund
Financial
Statements
Statements
of
Changes
in
Net
Assets
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
Franklin
U.S.
Government
Money
Fund
Year
Ended
June
30,
2024
Year
Ended
June
30,
2023
Increase
(decrease)
in
net
assets:
Operations:
Net
investment
income
.................................................
$244,167,290
$153,413,209
Distributions
to
shareholders:
Class
A
.............................................................
(235,861,527)
(146,039,328)
Class
C
.............................................................
(3,030,401)
(3,971,133)
Class
R
.............................................................
(284,816)
(197,625)
Class
R6
............................................................
(4,983,874)
(3,202,668)
Total
distributions
to
shareholders
..........................................
(244,160,618)
(153,410,754)
Capital
share
transactions:
(Note
2
)
Class
A
.............................................................
255,037,263
234,450,258
Class
C
.............................................................
(90,564,628)
(34,975,588)
Class
R
.............................................................
(4,315,902)
2,387,947
Class
R6
............................................................
5,086,936
(4,266,758)
Total
capital
share
transactions
............................................
165,243,669
197,595,859
Net
increase
(decrease)
in
net
assets
...................................
165,250,341
197,598,314
Net
assets:
Beginning
of
year
.......................................................
4,863,791,533
4,666,193,219
End
of
year
...........................................................
$5,029,041,874
$4,863,791,533
Franklin
U.S.
Government
Money
Fund
Notes
to
Financial
Statements
1.
Organization
and
Significant
Accounting
Policies
Franklin
U.S.
Government
Money
Fund (Fund)
is
registered
under
the
Investment
Company
Act
of
1940
(1940
Act)
as
an
open-end
management
investment
company.
The Fund
follows
the
accounting
and
reporting
guidance
in
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946,
Financial
Services
–
Investment
Companies
(ASC
946)
and
applies
the
specialized
accounting
and
reporting
guidance
in
U.S.
Generally
Accepted
Accounting
Principles
(U.S.
GAAP),
including,
but
not
limited
to,
ASC
946.
The
Fund
offers four
classes
of
shares:
Class
A,
Class
C,
Class
R
and
Class
R6.
Each
class
of
shares
may
differ
by
its
initial
sales
load,
contingent
deferred
sales
charges,
voting
rights
on
matters
affecting
a
single
class,
its
exchange
privilege
and
fees
due
to
differing
arrangements
for
distribution
and
transfer
agent
fees.
The
Fund
invests
substantially
all
of
its
assets
in
The
U.S.
Government
Money
Market
Portfolio
(Portfolio),
which
is
registered
under
the
1940
Act
as
an
open-end
management
investment
company and
applies
the
specialized
accounting
and
reporting
guidance
in
U.S.
GAAP.
The
accounting
policies
of
the
Portfolio,
including
the
Portfolio's
security
valuation
policies,
will
directly
affect
the
recorded
value
of
the
Fund's
investment
in
the
Portfolio.
The
financial
statements
of
the
Portfolio,
including
the
Schedule
of
Investments,
are
included
elsewhere
in
this
report
and
should
be
read
in
conjunction
with
the
Fund's
financial
statements.
The
following
summarizes
the Fund's
significant
accounting
policies.
a.
Financial
Instrument
Valuation
The
Fund
holds
Portfolio
shares
that
are
valued
at
the
closing
net
asset
value
of
the
Portfolio.
Under
compliance
policies
and
procedures
approved
by
the
Fund's Board
of
Trustees
(the
Board),
the
Board
has
designated
the
Fund’s
investment
manager
as
the
valuation
designee
and
has
responsibility
for
oversight
of
valuation.
The
investment
manager
is
assisted
by
the
Fund’s
administrator
in
performing
this
responsibility,
including
leading
the
cross-
functional
Valuation
Committee
(VC).
At
June
30,
2024,
the
Fund
owned
43.72%
of
the
Portfolio.
b.
Income
Taxes
It
is the Fund's
policy
to
qualify
as
a
regulated
investment
company
under
the
Internal
Revenue
Code. The Fund
intends
to
distribute
to
shareholders
substantially
all
of
its
taxable
income
and
net
realized
gains
to
relieve
it
from
federal
income
and
excise
taxes.
As
a
result,
no
provision
for
U.S.
federal
income
taxes
is
required.
The Fund
may
recognize
an
income
tax
liability
related
to
its
uncertain
tax
positions
under
U.S.
GAAP
when
the
uncertain
tax
position
has
a
less
than
50%
probability
that
it
will
be
sustained
upon
examination
by
the
tax
authorities
based
on
its
technical
merits.
As
of
June
30,
2024, the Fund
has
determined
that
no
tax
liability
is
required
in
its
financial
statements
related
to
uncertain
tax
positions
for
any
open
tax
years
(or
expected
to
be
taken
in
future
tax
years).
Open
tax
years
are
those
that
remain
subject
to
examination
and
are
based
on
the
statute
of
limitations
in
each
jurisdiction
in
which
the Fund
invests.
c.
Security
Transactions,
Investment
Income,
Expenses
and
Distributions
Security
transactions
are
accounted
for
on
trade
date.
Realized
gains
and
losses
on
security
transactions
are
determined
on
a
specific
identification
basis.
Income
received
from
the
Portfolio
and
estimated
expenses
are
accrued
daily.
Dividends
from
net
investment
income
are
normally
declared
and
distributed
daily;
these
dividends
may
be
reinvested
or
paid
monthly
to
shareholders.
Distributions
from
net
realized
capital
gains
and
other
distributions,
if
any,
are
recorded
on
the
ex-dividend
date.
Distributable
earnings
are
determined
according
to
income
tax
regulations
(tax
basis)
and
may
differ
from
earnings
recorded
in
accordance
with
U.S.
GAAP.
These
differences
may
be
permanent
or
temporary.
Permanent
differences
are
reclassified
among
capital
accounts
to
reflect
their
tax
character.
These
reclassifications
have
no
impact
on
net
assets
or
the
results
of
operations.
Temporary
differences
are
not
reclassified,
as
they
may
reverse
in
subsequent
periods.
Net
investment
income,
excluding
class
specific
expenses,
is
allocated
daily
to
each
class
of
shares
based
upon
the
relative
value
of
the
settled
shares
of
each
class.
Realized
and
unrealized
gains
and
losses
are
allocated
daily
to
each
class
of
shares
based
upon
the
relative
proportion
of
net
assets
of
each
class.
Differences
in
per
share
distributions
by
class
are
generally
due
to
differences
in
class
specific
expenses.
Franklin
U.S.
Government
Money
Fund
Notes
to
Financial
Statements
d.
Accounting
Estimates
The
preparation
of
financial
statements
in
accordance
with
U.S.
GAAP
requires
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities
at
the
date
of
the
financial
statements
and
the
amounts
of
income
and
expenses
during
the
reporting
period.
Actual
results
could
differ
from
those
estimates.
e.
Guarantees
and
Indemnifications
Under
the Fund's
organizational
documents,
its
officers
and trustees
are
indemnified
by
the
Fund against
certain
liabilities
arising
out
of
the
performance
of
their
duties
to
the
Fund.
Additionally,
in
the
normal
course
of
business,
the
Fund
enters
into
contracts
with
service
providers
that
contain
general
indemnification
clauses.
The Fund's
maximum
exposure
under
these
arrangements
is
unknown
as
this
would
involve
future
claims
that
may
be
made
against
the Fund
that
have
not
yet
occurred.
Currently,
the Fund
expects
the
risk
of
loss
to
be
remote.
2.
Shares
of
Beneficial
Interest
At
June
30,
2024,
there
were
an
unlimited
number
of
shares
authorized
(without
par
value).
Transactions
in
the
Fund's
shares
at
$1.00
per
share
were
as
follows:
Year
Ended
June
30,
2024
Year
Ended
June
30,
2023
Class
A
Shares:
Shares
sold
a
...................................
$2,887,704,203
$3,267,266,361
Shares
issued
in
reinvestment
of
distributions
..........
232,640,510
143,756,488
Shares
redeemed
...............................
(2,865,307,450)
(3,176,572,591)
Net
increase
(decrease)
..........................
$255,037,263
$234,450,258
Class
C
Shares:
Shares
sold
...................................
$39,301,701
$152,015,225
Shares
issued
in
reinvestment
of
distributions
..........
2,992,635
3,948,237
Shares
redeemed
a
..............................
(132,858,964)
(190,939,050)
Net
increase
(decrease)
..........................
$(90,564,628)
$(34,975,588)
Class
R
Shares:
Shares
sold
...................................
$4,224,629
$7,784,633
Shares
issued
in
reinvestment
of
distributions
..........
284,015
196,033
Shares
redeemed
...............................
(8,824,546)
(5,592,719)
Net
increase
(decrease)
..........................
$(4,315,902)
$2,387,947
Class
R6
Shares:
Shares
sold
...................................
$75,331,611
$68,478,069
Shares
issued
in
reinvestment
of
distributions
..........
4,051,802
2,596,421
Shares
redeemed
...............................
(74,296,477)
(75,341,248)
Net
increase
(decrease)
..........................
$5,086,936
$(4,266,758)
a
May
include
a
portion
of
Class
C
shares
that
were
automatically
converted
to
Class
A.
1.
Organization
and
Significant
Accounting
Policies
(continued)
Franklin
U.S.
Government
Money
Fund
Notes
to
Financial
Statements
3.
Transactions
with
Affiliates
Franklin
Resources,
Inc.
is
the
holding
company
for
various
subsidiaries
that
together
are
referred
to
as
Franklin
Templeton.
Certain
officers
and
trustees
of
the Fund are
also
officers,
directors, and/or trustees
of
the
Portfolio
and
of
the
following
subsidiaries:
a.
Administrative
Fees
The
Fund
pays an
administrative
fee
to
FT
Services based
on the Fund's
average
daily
net
assets
as
follows:
For
the
year
ended
June
30,
2024,
the
gross
effective administrative
fee rate
was
0.285%
of
the
Fund’s
average
daily
net
assets.
b.
Distribution
Fees
The
Board
has
adopted
distribution
plans
for
each
share
class,
with
the
exception
of
Class
A
and
Class
R6
shares,
pursuant
to
Rule
12b-1
under
the
1940
Act.
Under
the
Fund’s
Class
C
and
R
compensation
distribution
plans,
the
Fund
pays
Distributors
for
costs
incurred
in
connection
with
the
servicing,
sale
and
distribution
of
the
Fund's
shares
up
to
the
maximum
annual
plan
rate
for
each
class.
The
plan
year,
for
purposes
of
monitoring
compliance
with
the
maximum
annual
plan
rates,
is
February
1
through
January
31.
The
maximum
annual
plan
rates,
based
on
the
average
daily
net
assets,
for
each
class,
are
as
follows:
c.
Sales
Charges/Underwriting
Agreements
Front-end
sales
charges
and
contingent
deferred
sales
charges
(CDSC)
do
not
represent
expenses
of
the
Fund.
These
charges
are
deducted
from
the
proceeds
of
sales
of
fund
shares
prior
to
investment
or
from
redemption
proceeds
prior
to
remittance,
as
applicable.
Distributors
has
advised
the
Fund
of
the
following
commission
transactions
related
to
the
sales
and
redemptions
of
the
Fund's
shares
for
the
year:
d.
Transfer
Agent
Fees
Each
class
of
shares pays
transfer
agent
fees,
calculated
monthly
and
paid
monthly, to
Investor
Services
for
its
performance
of
shareholder
servicing
obligations. Effective
October
1,
2023,
the
fees
are based
on
a
fixed
margin
earned
by
Investor
Services
and
are allocated
to
the Fund
based
upon
relative
assets
and
relative
transactions.
Prior
to
October
1,
2023,
the
fees
were
based
on
an
annualized
asset
based
fee
of
0.016%
plus
a
transaction
based
fee. In
addition,
each
class reimburses
Investor
Services
for
out
of
pocket
expenses
incurred
and,
except
for
Class
R6, reimburses
shareholder
servicing
fees
paid
to
third
Subsidiary
Affiliation
Franklin
Templeton
Services,
LLC
(FT
Services)
Administrative
manager
Franklin
Distributors,
LLC
(Distributors)
Principal
underwriter
Franklin
Templeton
Investor
Services,
LLC
(Investor
Services)
Transfer
agent
Annualized
Fee
Rate
Net
Assets
0.455%
Up
to
and
including
$100
million
0.330%
Over
$100
million,
up
to
and
including
$250
million
0.280%
In
excess
of
$250
million
Class
C
....................................................................................
0.65%
Class
R
....................................................................................
0.50%
CDSC
retained
..............................................................................
$90,578
Franklin
U.S.
Government
Money
Fund
Notes
to
Financial
Statements
parties.
These
fees
paid
to
third
parties
are
accrued
and
allocated
daily
based
upon
their
relative
proportion
of
such
classes'
aggregate
net
assets.
Class
R6
pays
Investor
Services
transfer
agent
fees
allocated
specifically
to
that
class
based
upon
its
relative
assets
and
relative
transactions.
For
the
year
ended
June
30,
2024,
the Fund
paid
transfer
agent
fees
as
noted
in
the
Statement of
Operations,
of
which
$2,031,425
was
retained
by
Investor
Services.
e.
Waiver
and
Expense
Reimbursements
In efforts
to
maintain
a
minimum
1
basis
point
annualized
yield, FT
Services,
Distributors
and
Investor
Services
have
voluntarily
agreed
to
waive
or
limit
their
respective
fees,
assume
as
their
own
expense
certain
expenses
otherwise
payable
by
the
Fund
and
if
necessary,
make
a
capital
infusion
into
the
Fund.
These
waivers,
expense
reimbursements
and
capital
infusions
are
voluntary
and
may
be
modified
or
discontinued
by FT
Services,
Distributors
or
Investor
Services
at
any
time,
and
without
further
notice.
Total
expenses
waived
or
paid
are
not
subject
to
reimbursement
by
the
Fund
subsequent
to
the
Fund's
fiscal
year
end.
There
is
no
guarantee
that
the
Fund
will
be
able
to
maintain
a
1
basis
point
yield.
Transfer
agent
fees
on
Class
R6
shares
of
the
Fund have
been
capped
so
that
transfer
agent
fees
for
that
class
do
not
exceed
0.02%
based
on
the
average
net
assets
of
the
class
until
October
31,
2024.
f.
Other
Affiliated
Transactions
At
June
30,
2024,
an
interested
board
member
owned 25.25% of
the
Fund's outstanding
shares.
4.
Income
Taxes
The
tax
character
of
distributions
paid
during
the
years
ended
June
30,
2024
and
2023,
was
as
follows:
At
June
30,
2024,
the
cost
of
investments
and
undistributed
ordinary
income
for
income
tax
purposes
were
as
follows:
5.
Fair
Value
Measurements
The
Fund
follows
a
fair
value
hierarchy
that
distinguishes
between
market
data
obtained
from
independent
sources
(observable
inputs)
and
the Fund's
own
market
assumptions
(unobservable
inputs).
These
inputs
are
used
in
determining
the
value
of
the
Fund's financial
instruments
and
are
summarized
in
the
following
fair
value
hierarchy:
Level
1
–
quoted
prices
in
active
markets
for
identical
financial
instruments
Level
2
–
other
significant
observable
inputs
(including
quoted
prices
for
similar
financial
instruments,
interest
rates,
prepayment
speed,
credit
risk,
etc.)
2024
2023
Distributions
paid
from:
Ordinary
income
..........................................................
$244,160,618
$153,410,754
Cost
of
investments
..........................................................................
$5,027,266,458
Distributable
earnings:
Undistributed
ordinary
income
...................................................................
$315,154
3.
Transactions
with
Affiliates
(continued)
d.
Transfer
Agent
Fees
(continued)
Franklin
U.S.
Government
Money
Fund
Notes
to
Financial
Statements
Level
3
–
significant
unobservable
inputs
(including
the
Fund's
own
assumptions
in
determining
the
fair
value
of
financial
instruments)
The
input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level.
At
June
30,
2024,
all
of
the Fund's
investments
in
financial
instruments
carried
at
fair
value
were
valued
using
Level 1
inputs.
6.
Subsequent
Events
The
Fund
has
evaluated
subsequent
events
through
the
issuance
of
the
financial
statements
and
determined
that
no
events
have
occurred
that
require
disclosure,
except
the
following:
On
May
22,
2024,
the
Board
approved
a
new
class
of
shares,
Class
P1. The
change
will
become
effective
on
or
about
September
4,
2024.
5.
Fair
Value
Measurements
(continued)
Franklin
U.S.
Government
Money
Fund
Report
of
Independent
Registered
Public
Accounting
Firm
To
the
Board
of
Trustees
and
Shareholders
of
Franklin
U.S.
Government
Money
Fund
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
schedule
of
investments,
of
Franklin
U.S.
Government
Money
Fund
(the
"Fund")
as
of
June
30,
2024,
the
related
statement
of
operations
for
the
year
ended
June
30,
2024,
the
statements
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2024,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
periods
indicated
therein
(collectively
referred
to
as
the
“financial
statements”).
In
our
opinion,
the
financial
statements
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
June
30,
2024,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2024
and
the
financial
highlights
for
each
of
the
periods
indicated
therein
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Fund’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Fund’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements.
Our
procedures
included
confirmation
of
securities
owned
as
of
June
30,
2024,
by
correspondence
with
the
transfer
agent.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
/s/PricewaterhouseCoopers
LLP
San
Francisco,
California
August
20,
2024
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
Franklin
Templeton
Group
of
Funds
since
1948.
Franklin
U.S.
Government
Money
Fund
Tax
Information
(unaudited)
Franklin
U.S.
Government
Money
Fund
By
mid-February,
tax
information
related
to
a
shareholder's
proportionate
share
of
distributions
paid
during
the
preceding
calendar
year
will
be
received,
if
applicable.
Please
also
refer
to
www.franklintempleton.com
for
per
share
tax
information
related
to
any
distributions
paid
during
the
preceding
calendar
year.
Shareholders
are
advised
to
consult
with
their
tax
advisors
for
further
information
on
the
treatment
of
these
amounts
on
their
tax
returns.
The
following
tax
information
for
the
Fund
is
required
to
be
furnished
to
shareholders
with
respect
to
income
earned
and
distributions
paid
during
its
fiscal
year.
The
Fund
hereby
reports
the
following
amounts,
or
if
subsequently
determined
to
be
different,
the
maximum
allowable
amounts,
for
the
fiscal
year
ended
June
30,
2024:
Note
(1)
-
The
Law
varies
in
each
state
as
to
whether
and
what
percentage
of
dividend
income
attributable
to
Federal
obligations
is
exempt
from
state
income
tax.
Shareholders
are
advised
to
consult
with
their
tax
advisors
to
determine
if
any
portion
of
the
dividends
received
is
exempt
from
state
income
taxes.
Pursuant
to:
Amount
Qualified
Net
Interest
Income
(QII)
§871(k)(1)(C)
$243,996,373
Section
163(j)
Interest
Earned
§163(j)
$243,996,373
Interest
Earned
from
Federal
Obligations
Note
(1)
$207,037,379
Financial
Highlights
The
U.S.
Government
Money
Market
Portfolio
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
a
Year
Ended
June
30,
2024
2023
2022
2021
2020
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.052
0.036
0.001
—
a
0.013
Net
realized
and
unrealized
gains
(losses)
a
...........
—
—
—
(—)
—
Total
from
investment
operations
....................
0.052
0.036
0.001
—
a
0.013
Less
distributions
from:
Net
investment
income
..........................
(0.052)
(0.036)
(0.001)
(—)
a
(0.013)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
....................................
5.30%
3.67%
0.14%
0.01%
1.29%
Ratios
to
average
net
assets
Expenses
before
waiver
and
payments
by
affiliates
......
0.15%
0.15%
0.15%
0.15%
0.15%
Expenses
net
of
waiver
and
payments
by
affiliates
.......
0.15%
0.15%
b
0.10%
b
0.09%
b
0.15%
b
Net
investment
income
...........................
5.20%
3.58%
0.13%
—%
c
1.33%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$11,497,745
$10,718,122
$11,102,314
$11,811,420
$18,381,976
a
Amount
rounds
to
less
than
$0.001
per
share.
b
Benefit
of
expense
reduction
rounds
to
less
than
0.01%.
c
Rounds
to
less
than
0.01%.
Schedule
of
Investments,
June
30,
2024
The
U.S.
Government
Money
Market
Portfolio
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
a
a
Principal
Amount
a
Value
U.S.
Government
and
Agency
Securities
71.7%
a
FFCB
,
FRN,
5.435%,
(SOFR
+
0.095%),
7/18/24
...............................
$
20,000,000
$
20,000,000
FRN,
5.53%,
(SOFR
+
0.19%),
11/25/24
.................................
30,000,000
30,000,000
FRN,
5.54%,
(SOFR
+
0.2%),
12/05/24
.................................
10,000,000
10,000,000
FRN,
5.385%,
(SOFR
+
0.045%),
2/12/25
...............................
41,000,000
41,000,000
FRN,
5.465%,
(SOFR
+
0.125%),
3/07/25
...............................
15,000,000
15,000,000
116,000,000
FHLB
,
b
7/01/24
.........................................................
80,774,000
80,774,000
b
7/03/24
.........................................................
88,200,000
88,174,206
b
7/05/24
.........................................................
18,000,000
17,989,460
b
7/09/24
.........................................................
43,800,000
43,748,705
b
7/10/24
.........................................................
22,000,000
21,971,054
b
7/12/24
.........................................................
177,200,000
176,915,038
b
7/17/24
.........................................................
287,175,000
286,504,165
b
7/19/24
.........................................................
283,275,000
282,532,701
b
7/23/24
.........................................................
97,500,000
97,187,188
b
7/25/24
.........................................................
69,000,000
68,758,500
b
7/26/24
.........................................................
32,500,000
32,381,510
b
7/31/24
.........................................................
16,500,000
16,427,813
b
8/02/24
.........................................................
294,100,000
292,725,200
b
8/07/24
.........................................................
175,000,000
174,056,140
b
8/09/24
.........................................................
230,343,000
229,031,466
b
8/14/24
.........................................................
305,420,000
303,461,329
b
8/16/24
.........................................................
276,455,000
274,602,169
b
8/19/24
.........................................................
99,475,000
98,765,522
b
8/21/24
.........................................................
230,000,000
228,286,443
b
8/23/24
.........................................................
35,000,000
34,729,119
b
9/06/24
.........................................................
87,500,000
86,645,052
b
9/18/24
.........................................................
90,000,000
88,963,520
b
9/20/24
.........................................................
50,000,000
49,410,500
b
9/25/24
.........................................................
85,700,000
84,627,226
a
FRN,
5.34%,
(SOFR),
7/24/24
........................................
89,800,000
89,800,000
a
FRN,
5.34%,
(SOFR),
7/29/24
........................................
91,300,000
91,300,000
a
FRN,
5.345%,
(SOFR
+
0.005%),
8/13/24
...............................
45,000,000
45,000,000
a
FRN,
5.34%,
(SOFR),
9/04/24
........................................
44,650,000
44,650,000
a
FRN,
5.345%,
(SOFR
+
0.005%),
9/04/24
...............................
91,300,000
91,300,000
a
FRN,
5.35%,
(SOFR
+
0.01%),
9/12/24
.................................
45,000,000
45,000,000
a
FRN,
5.355%,
(SOFR
+
0.015%),
9/20/24
...............................
90,100,000
90,100,000
a
FRN,
5.345%,
(SOFR
+
0.005%),
10/17/24
..............................
44,700,000
44,700,000
a
FRN,
5.35%,
(SOFR
+
0.01%),
10/25/24
................................
44,000,000
44,000,000
a
FRN,
5.35%,
(
SOFR
+
0.01%),
11/04/24
.................................
89,100,000
89,100,000
a
FRN,
5.35%,
(SOFR
+
0.01%),
11/18/24
.................................
89,000,000
89,000,000
a
FRN,
5.365%,
(SOFR
+
0.025%),
11/26/24
...............................
89,900,000
89,900,000
a
FRN,
5.35%,
(SOFR
+
0.01%),
11/29/24
.................................
89,000,000
89,000,000
a
FRN,
5.355%,
(SOFR
+
0.015%),
12/09/24
..............................
89,300,000
89,300,000
a
FRN,
5.355%,
(SOFR
+
0.015%),
12/17/24
..............................
44,300,000
44,300,000
a
FRN,
5.36%,
(SOFR
+
0.02%),
1/23/25
.................................
44,300,000
44,300,000
4,279,418,026
b
U.S.
Treasury
Bills
,
7/02/24
.........................................................
173,940,000
173,914,537
7/05/24
.........................................................
178,500,000
178,396,272
7/09/24
.........................................................
338,790,000
338,395,728
7/11/24
.........................................................
133,000,000
132,806,965
7/16/24
.........................................................
188,790,000
188,375,801
7/18/24
.........................................................
89,000,000
88,779,564
The
Money
Market
Portfolios
Schedule
of
Investments
The
U.S.
Government
Money
Market
Portfolio
(continued)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
See
abbreviations
on
page
26
.
a
a
Principal
Amount
a
Value
U.S.
Government
and
Agency
Securities
(continued)
b
U.S.
Treasury
Bills,
(continued)
7/23/24
.........................................................
$
186,200,000
$
185,599,764
7/25/24
.........................................................
207,000,000
206,274,060
8/06/24
.........................................................
221,800,000
220,643,793
8/08/24
.........................................................
355,600,000
353,629,383
8/13/24
.........................................................
194,000,000
192,779,983
8/20/24
.........................................................
180,000,000
178,685,000
8/22/24
.........................................................
144,500,000
143,405,252
8/29/24
.........................................................
177,000,000
175,475,612
9/03/24
.........................................................
88,740,000
87,912,549
9/12/24
.........................................................
75,000,000
74,201,562
9/17/24
.........................................................
177,000,000
174,992,378
9/19/24
.........................................................
183,000,000
180,865,000
9/24/24
.........................................................
64,400,000
63,603,989
9/26/24
.........................................................
176,000,000
173,773,380
10/03/24
........................................................
73,920,000
72,930,807
10/08/24
........................................................
173,900,000
171,401,274
10/22/24
........................................................
90,000,000
88,525,350
3,845,368,003
Total
U.S.
Government
and
Agency
Securities
(Cost
$8,240,786,029)
..............
8,240,786,029
c
Repurchase
Agreements
25.5%
Bank
of
New
York
Mellon
Corp.
(The),
5.3%,
7/01/24
(Maturity
Value
$400,176,667)
Collateralized
by
U.S.
Treasury
Note,
4.5%,
5/31/29
(valued
at
$408,000,041)
....
400,000,000
400,000,000
BNP
Paribas
Securities
Corp.,
5.16%,
7/01/24
(Maturity
Value
$675,290,250)
Collateralized
by
U.S.
Treasury
Note,
3.875%,
1/15/26
(valued
at
$689,429,
368)
..
675,000,001
675,000,000
Deutsche
Bank
Securities,
Inc.,
5.33%,
7/01/24
(Maturity
Value
$8,003,553)
Collateralized
by
U.S.
Treasury
Notes,
0.375%
-
5%,
4/30/25
-
4/30/26
(valued
at
$8,160,043)
......................................................
8,000,000
8,000,000
Federal
Reserve
Bank,
5.3%,
7/01/24
(Maturity
Value
$1,700,750,833)
Collateralized
by
U.S.
Treasury
Notes,
1.625%
-
2.75%,
5/15/25
-
5/15/31
(valued
at
$1,700,750,878)
...................................................
1,700,000,000
1,700,000,000
Goldman
Sachs
&
Co.
LLC,
5.15%,
7/01/24
(Maturity
Valu
e
$75,032,188)
Collateralized
by
U.S.
Treasury
Note,
4.375%,
8/31/28
(valued
at
$76,535,763)
...
75,000,000
75,000,000
HSBC
Securities
USA,
Inc.,
5.26%,
7/01/24
(Maturity
Value
$75,032,875)
Collateralized
by
U.S.
Government
Agency
Securities,
0%
-
7%,
7/15/24
-
10/20/53;
and
U.S.
Treasury
Note,
0%,
8/15/53
(valued
at
$76,500,000)
................
75,000,000
75,000,000
Total
Repurchase
Agreements
(Cost
$2,933,000,000)
............................
2,933,000,000
Total
Short
Term
Investments
(Cost
$11,173,786,029
)
............................
11,173,786,029
a
Total
Investments
(Cost
$11,173,786,029)
97.2%
.................................
$11,173,786,029
Other
Assets,
less
Liabilities
2.8%
.............................................
323,958,688
Net
Assets
100.0%
...........................................................
$11,497,744,717
a
The
coupon
rate
shown
represents
the
rate
at
period
end.
b
The
security
was
issued
on
a
discount
basis
with
no
stated
coupon
rate.
c
See
Note
1(b)
regarding
repurchase
agreement.
The
Money
Market
Portfolios
Financial
Statements
Statement
of
Assets
and
Liabilities
June
30,
2024
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
The
U.S.
Government
Money
Market
Portfolio
Assets:
Investments
in
unaffiliated
securities,
at
amortized
cost
...............................................
$8,240,786,029
Unaffiliated
repurchase
agreements,
at
value
and
cost
...............................................
2,933,000,000
Cash
....................................................................................
315,926,323
Receivables:
Interest
.................................................................................
9,462,322
Total
assets
..........................................................................
11,499,174,674
Liabilities:
Payables:
Management
fees
.........................................................................
1,270,860
Professional
fees
.........................................................................
83,800
Trustees'
fees
and
expenses
.................................................................
15,301
Distributions
to
shareholders
.................................................................
1,372
Accrued
expenses
and
other
liabilities
...........................................................
58,624
Total
liabilities
.........................................................................
1,429,957
Net
assets,
at
value
.................................................................
$11,497,744,717
Net
assets
consist
of:
Paid-in
capital
.............................................................................
$11,497,744,784
Total
distributable
earnings
(losses)
.............................................................
(67)
Net
assets,
at
value
.................................................................
$11,497,744,717
Shares
outstanding
.........................................................................
11,497,746,382
Net
asset
value
per
share
a
....................................................................
$1.00
The
Money
Market
Portfolios
Financial
Statements
Statement
of
Operations
for
the
year
ended
June
30,
2024
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
The
U.S.
Government
Money
Market
Portfolio
Investment
income:
Interest:
Unaffiliated
issuers
........................................................................
$566,046,580
Expenses:
Management
fees
(Note
3
a
)
...................................................................
15,854,804
Custodian
fees
.............................................................................
57,424
Reports
to
shareholders
fees
..................................................................
1,922
Professional
fees
...........................................................................
96,901
Trustees'
fees
and
expenses
..................................................................
137,702
Other
....................................................................................
109,430
Total
expenses
.........................................................................
16,258,183
Net
investment
income
................................................................
549,788,397
Net
increase
(decrease)
in
net
assets
resulting
from
operations
..........................................
$549,788,397
The
Money
Market
Portfolios
Financial
Statements
Statements
of
Changes
in
Net
Assets
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
The
U.S.
Government
Money
Market
Portfolio
Year
Ended
June
30,
2024
Year
Ended
June
30,
2023
Increase
(decrease)
in
net
assets:
Operations:
Net
investment
income
.................................................
$549,788,397
$411,574,726
Net
realized
gain
(loss)
.................................................
—
9,147
Net
increase
(decrease)
in
net
assets
resulting
from
operations
................
549,788,397
411,583,873
Distributions
to
shareholders
..............................................
(549,797,249)
(411,574,653)
Capital
share
transactions
(Note
2
)
..........................................
779,631,968
(384,201,315)
Net
increase
(decrease)
in
net
assets
...................................
779,623,116
(384,192,095)
Net
assets:
Beginning
of
year
.......................................................
10,718,121,601
11,102,313,696
End
of
year
...........................................................
$11,497,744,717
$10,718,121,601
Notes
to
Financial
Statements
The
U.S.
Government
Money
Market
Portfolio
1.
Organization
and
Significant
Accounting
Policies
The
Money
Market
Portfolios
(Trust)
is
registered
under
the
Investment
Company
Act
of
1940
(1940
Act)
as
an
open-
end
management
investment
company,
consisting
of
one
portfolio The
U.S.
Government
Money
Market
Portfolio
(Portfolio).
The
Trust follows
the
accounting
and
reporting
guidance
in
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946,
Financial
Services
–
Investment
Companies
(ASC
946)
and
applies
the
specialized
accounting
and
reporting
guidance
in
U.S.
Generally
Accepted
Accounting
Principles
(U.S.
GAAP),
including,
but
not
limited
to,
ASC
946.
The
shares
of
the
Portfolio
are
issued
in
private
placements
and
are
exempt
from
registration
under
the
Securities
Act
of
1933.
The
following
summarizes
the Portfolio's
significant
accounting
policies.
a.
Financial
Instrument
Valuation
Securities
are
valued
at
amortized
cost,
which
approximates
fair
value.
Amortized
cost
is
an
income-based
approach
which
involves
valuing
an
instrument
at
its
cost
and
thereafter
assuming
a
constant
amortization
to
maturity
of
any
discount
or
premium.
Under
compliance
policies
and
procedures
approved
by
the
Portfolio's Board
of
Trustees
(the
Board),
the
Board
has
designated
the
Portfolio's
investment
manager
as
the
valuation
designee
and
has
responsibility
for
oversight
of
valuation.
The
investment
manager
is
assisted
by
the
Fund's administrator
in
performing
this
responsibility,
including
leading
the
cross-
functional
Valuation
Committee
(VC).
b.
Repurchase
Agreements
The
Portfolio enters
into
repurchase
agreements,
which
are
accounted
for
as
a
loan
by
the Portfolio
to
the
seller,
collateralized
by
securities
which
are
delivered
to
the Portfolio's
custodian.
The
fair
value,
including
accrued
interest,
of
the
initial
collateralization
is
required
to
be
at
least
102%
(if
the
counterparty
is
a
bank
or
broker-dealer)
or
100%
(if
the
counterparty
is
the
Federal
Reserve
Bank
of
New
York)
of
the
dollar
amount
invested
by
the
Portfolio,
with
the
value
of
the
underlying
securities
marked
to
market
daily
to
maintain
coverage
of
at
least
100%.
Repurchase
agreements
are
subject
to
the
terms
of
Master
Repurchase
Agreements
(MRAs)
with
approved
counterparties
(sellers).
The
MRAs
contain
various
provisions,
including
but
not
limited
to
events
of
default
and
maintenance
of
collateral
for
repurchase
agreements.
In
the
event
of
default
by
either
the
seller
or
the
Portfolio,
certain
MRAs
may
permit
the
non-defaulting
party
to
net
and
close-out
all
transactions,
if
any,
traded
under
such
agreements.
The Portfolio
may
sell
securities
it
holds
as
collateral
and
apply
the
proceeds
towards
the
repurchase
price
and
any
other
amounts
owed
by
the
seller
to
the Portfolio
in
the
event
of
default
by
the
seller.
This
could
involve
costs
or
delays
in
addition
to
a
loss
on
the
securities
if
their
value
falls
below
the
repurchase
price
owed
by
the
seller.
All
repurchase
agreements
held
by
the Portfolio
at year
end,
as
indicated
in
the Schedule
of
Investments,
had
been
entered
into
on
June
28,
2024.
c.
Income
Taxes
It
is the Portfolio's
policy
to
qualify
as
a
regulated
investment
company
under
the
Internal
Revenue
Code. The Portfolio
intends
to
distribute
to
shareholders
substantially
all
of
its
taxable
income
and
net
realized
gains
to
relieve
it
from
federal
income
and
excise
taxes.
As
a
result,
no
provision
for
U.S.
federal
income
taxes
is
required.
The Portfolio
may
recognize
an
income
tax
liability
related
to
its
uncertain
tax
positions
under
U.S.
GAAP
when
the
uncertain
tax
position
has
a
less
than
50%
probability
that
it
will
be
sustained
upon
examination
by
the
tax
authorities
based
on
its
technical
merits.
As
of
June
30,
2024, the Portfolio
has
determined
that
no
tax
liability
is
required
in
its
financial
statements
related
to
uncertain
tax
positions
for
any
open
tax
years
(or
expected
to
be
taken
in
future
tax
years).
Open
tax
years
are
those
that
remain
subject
to
examination
and
are
based
on
the
statute
of
limitations
in
each
jurisdiction
in
which
the Portfolio
invests.
d.
Security
Transactions,
Investment
Income,
Expenses
and
Distributions
Security
transactions
are
accounted
for
on
trade
date.
Realized
gains
and
losses
on
security
transactions
are
determined
on
a
specific
identification
basis.
Interest
income
(including
interest
income
from
payment-in-kind
securities,
if
any)
and
estimated
expenses
are
accrued
daily.
Amortization
of
premium
and
accretion
of
discount
on
debt
securities
are
included
in
interest
income.
Dividends
from
net
investment
income
are
normally
declared
daily;
these
dividends
may
be
reinvested
or
paid
monthly
to
shareholders.
Distributions
from
realized
capital
gains
and
other
distributions,
if
any,
are
recorded
on
the
ex-dividend
date.
Distributable
earnings
are
determined
according
to
income
tax
regulations
(tax
basis)
and
may
differ
from
earnings
recorded
in
accordance
with
U.S.
GAAP.
These
differences
may
be
permanent
or
The
Money
Market
Portfolios
Notes
to
Financial
Statements
The
U.S.
Government
Money
Market
Portfolio
(continued)
temporary.
Permanent
differences
are
reclassified
among
capital
accounts
to
reflect
their
tax
character.
These
reclassifications
have
no
impact
on
net
assets
or
the
results
of
operations.
Temporary
differences
are
not
reclassified,
as
they
may
reverse
in
subsequent
periods.
e.
Accounting
Estimates
The
preparation
of
financial
statements
in
accordance
with
U.S.
GAAP
requires
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities
at
the
date
of
the
financial
statements
and
the
amounts
of
income
and
expenses
during
the
reporting
period.
Actual
results
could
differ
from
those
estimates.
f.
Guarantees
and
Indemnifications
Under
the Trust's
organizational
documents,
its
officers
and trustees
are
indemnified
by
the Trust against
certain
liabilities
arising
out
of
the
performance
of
their
duties
to
the
Trust.
Additionally,
in
the
normal
course
of
business,
the Trust,
on
behalf
of
the
Portfolio, enters
into
contracts
with
service
providers
that
contain
general
indemnification
clauses.
The Trust's
maximum
exposure
under
these
arrangements
is
unknown
as
this
would
involve
future
claims
that
may
be
made
against
the Trust
that
have
not
yet
occurred.
Currently,
the Trust
expects
the
risk
of
loss
to
be
remote.
2.
Shares
of
Beneficial
Interest
At
June
30,
2024,
there
were
an
unlimited
number
of
shares
authorized
(without
par
value).
Transactions
in
the
Portfolio's
shares
at
$1.00
per
share
were
as
follows:
3.
Transactions
with
Affiliates
Franklin
Resources,
Inc.
is
the
holding
company
for
various
subsidiaries
that
together
are
referred
to
as
Franklin
Templeton.
Certain
officers
and
trustees
of
the Trust are
also
officers,
directors, and/or trustees
of
Franklin
U.S.
Government
Money
Fund,
Institutional
Fiduciary
Trust,
and
of
the
following
subsidiaries:
a.
Management
Fees
The
Portfolio
pays
an
investment
management fee
to
Advisers
of
0.15% per year
of
the average
daily net
assets
of
the
Portfolio.
b.
Transfer
Agent
Fees
Investor
Services,
under
terms
of
an
agreement,
performs
shareholder
servicing
for
the
Portfolio and
is
not
paid
by
the Portfolio
for
the
services.
Year
Ended
June
30,
2024
Year
Ended
June
30,
2023
Shares
sold
...................................
$24,020,028,954
$24,315,066,961
Shares
issued
in
reinvestment
of
distributions
..........
549,798,848
411,593,019
Shares
redeemed
...............................
(23,790,195,834)
(25,110,861,295)
Net
increase
(decrease)
..........................
$779,631,968
$(384,201,315)
Subsidiary
Affiliation
Franklin
Advisers,
Inc.
(Advisers)
Investment
manager
Franklin
Templeton
Investor
Services,
LLC
(Investor
Services)
Transfer
agent
1.
Organization
and
Significant
Accounting
Policies
(continued)
d.
Security
Transactions,
Investment
Income,
Expenses
and
Distributions
(continued)
The
Money
Market
Portfolios
Notes
to
Financial
Statements
The
U.S.
Government
Money
Market
Portfolio
(continued)
c.
Waiver
and
Expense
Reimbursements
In efforts
to
maintain
a
minimum
1
basis
point
annualized
yield, Advisers
and
Investor
Services
have
voluntarily
agreed
to
waive
or
limit
their
respective
fees,
assume
as
their
own
expense
certain
expenses
otherwise
payable
by
the
Fund
and
if
necessary,
make
a
capital
infusion
into
the
Fund.
These
waivers,
expense
reimbursements
and
capital
infusions
are
voluntary
and
may
be
modified
or
discontinued
by Advisers
or
Investor
Services
at
any
time,
and
without
further
notice.
Total
expenses
waived
or
paid
are
not
subject
to
reimbursement
by
the
Fund
subsequent
to
the
Fund's
fiscal
year
end.
There
is
no
guarantee
that
the
Fund
will
be
able
to
maintain
a
1
basis
point
yield.
There
were
no
expenses
waived
during
the
year
ended
June
30,
2024.
d.
Other
Affiliated
Transactions
At
June
30,
2024,
the
shares
of
the
Portfolio
were
owned
by
the
following
investment
companies:
4.
Income
Taxes
The
tax
character
of
distributions
paid
during
the
years
ended
June
30,
2024
and
2023,
was
as
follows:
At
June
30,
2024,
the
cost
of
investments
and
undistributed
ordinary
income
for
income
tax
purposes
were
as
follows:
5.
Fair
Value
Measurements
The
Portfolio follows
a
fair
value
hierarchy
that
distinguishes
between
market
data
obtained
from
independent
sources
(observable
inputs)
and
the Portfolio's
own
market
assumptions
(unobservable
inputs).
These
inputs
are
used
in
determining
the
value
of
the
Portfolio's financial
instruments
and
are
summarized
in
the
following
fair
value
hierarchy:
Level
1
–
quoted
prices
in
active
markets
for
identical
financial
instruments
Level
2
–
other
significant
observable
inputs
(including
quoted
prices
for
similar
financial
instruments,
interest
rates,
prepayment
speed,
credit
risk,
etc.)
Level
3
–
significant
unobservable
inputs
(including
the Portfolio's
own
assumptions
in
determining
the
fair
value
of
financial
instruments)
Shares
Percentage
of
Outstanding
Shares
Institutional
Fiduciary
Trust—Money
Market
Portfolio
............................
6,470,479,924
56.28%
Franklin
U.S.
Government
Money
Fund
......................................
5,027,266,458
43.72%
11,497,746,382
100.00%
2024
2023
Distributions
paid
from:
Ordinary
income
..........................................................
$549,797,249
$411,574,653
Cost
of
investments
..........................................................................
$11,173,786,029
Distributable
earnings:
Undistributed
ordinary
income
...................................................................
$1,305
3.
Transactions
with
Affiliates
(continued)
The
Money
Market
Portfolios
Notes
to
Financial
Statements
The
U.S.
Government
Money
Market
Portfolio
(continued)
The
input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level.
Money
market
securities
may
be
valued
using
amortized
cost,
in
accordance
with
the
1940
Act.
Generally,
amortized
cost
reflects
the
current
fair
value
of
a
security,
but
since
the
value
is
not
obtained
from
a
quoted
price
in
an
active
market,
such
financial
instruments
were
valued
using
Level
2
inputs.
At
June
30,
2024,
all
of
the
Portfolio's investments
in
financial
instruments
carried
at
fair
value
were
valued
using
Level 2
inputs.
6.
Subsequent
Events
The
Portfolio
has
evaluated
subsequent
events
through
the
issuance
of
the
financial
statements
and
determined
that
no
events
have
occurred
that
require
disclosure.
Abbreviations
Selected
Portfolio
FFCB
Federal
Farm
Credit
Banks
Funding
Corp.
FHLB
Federal
Home
Loan
Banks
FRN
Floating
Rate
Note
SOFR
Secured
Overnight
Financing
Rate
5.
Fair
Value
Measurements
(continued)
Report
of
Independent
Registered
Public
Accounting
Firm
To
the
Board
of
Trustees
of
The
Money
Market
Portfolios
and
Shareholders
of
The
U.S.
Government
Money
Market
Portfolio
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
schedule
of
investments,
of
The
U.S.
Government
Money
Market
Portfolio
(the
"Portfolio")
as
of
June
30,
2024,
the
related
statement
of
operations
for
the
year
ended
June
30,
2024,
the
statements
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2024,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
June
30,
2024
(collectively
referred
to
as
the
“financial
statements”).
In
our
opinion,
the
financial
statements
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Portfolio
as
of
June
30,
2024,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2024
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
June
30,
2024
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Portfolio’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Portfolio’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Portfolio
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements.
Our
procedures
included
confirmation
of
securities
owned
as
of
June
30,
2024,
by
correspondence
with
the
custodians
and
brokers;
when
replies
were
not
received
from
brokers,
we
performed
other
alternative
procedures.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
/s/PricewaterhouseCoopers
LLP
San
Francisco,
California
August
20,
2024
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
Franklin
Templeton
Group
of
Funds
since
1948.
Tax
Information
(unaudited)
The
U.S.
Government
Money
Market
Portfolio
By
mid-February,
tax
information
related
to
a
shareholder's
proportionate
share
of
distributions
paid
during
the
preceding
calendar
year
will
be
received,
if
applicable.
Please
also
refer
to
www.franklintempleton.com
for
per
share
tax
information
related
to
any
distributions
paid
during
the
preceding
calendar
year.
Shareholders
are
advised
to
consult
with
their
tax
advisors
for
further
information
on
the
treatment
of
these
amounts
on
their
tax
returns.
The
following
tax
information
for
the
Fund
is
required
to
be
furnished
to
shareholders
with
respect
to
income
earned
and
distributions
paid
during
its
fiscal
year.
The
Fund
hereby
reports
the
following
amounts,
or
if
subsequently
determined
to
be
different,
the
maximum
allowable
amounts,
for
the
fiscal
year
ended
June
30,
2024:
Note
(1)
-
The
Law
varies
in
each
state
as
to
whether
and
what
percentage
of
dividend
income
attributable
to
Federal
obligations
is
exempt
from
state
income
tax.
Shareholders
are
advised
to
consult
with
their
tax
advisors
to
determine
if
any
portion
of
the
dividends
received
is
exempt
from
state
income
taxes.
Pursuant
to:
Amount
Qualified
Net
Interest
Income
(QII)
§871(k)(1)(C)
$549,414,099
Short-Term
Capital
Gain
Dividends
Distributed
§871(k)(2)(C)
$8,714
Section
163(j)
Interest
Earned
§163(j)
$549,414,099
Interest
Earned
from
Federal
Obligations
Note
(1)
$446,661,131
Franklin
U.S.
Government
Money
Fund
FRANKLIN
U.S.
GOVERNMENT
MONEY
FUND
Franklin
U.S.
Government
Money
Fund
(Feeder
Fund)
is
a
feeder
fund
that
invests
all
of
its
assets
in
The
U.S.
Government
Money
Market
Portfolio
(Master
Portfolio).
The
Feeder
Fund
does
not
have
an
investment
manager
or
an
investment
management
agreement,
unlike
the
Master
Portfolio.
The
Board
of
Trustees
(collectively
or
individually,
the
Board)
of
each
of
the
Feeder
Fund
and
the
Master
Portfolio
is
comprised
of
the
same
individuals.
References
herein
to
“the
Fund”
refer
to
the
Feeder
Fund
and/or
Master
Portfolio
as
the
context
requires.
At
an
in-person
meeting
held
on
May
22,
2024
(Meeting),
the
Board,
including
a
majority
of
the
trustees
who
are
not
“interested
persons”
(Independent
Trustees)
as
defined
in
the
Investment
Company
Act
of
1940
(1940
Act),
reviewed
and
approved
the
continuance
of
the
investment
management
agreement
between
Franklin
Advisers,
Inc.
(Manager)
and
the
Master
Portfolio
(Management
Agreement)
for
an
additional
one-year
period.
The
Independent
Trustees
received
advice
from
and
met
separately
with
Independent
Trustee
counsel
in
considering
whether
to
approve
the
continuation
of
the
Management
Agreement.
In
considering
the
continuation
of
the
Management
Agreement,
the
Board
reviewed
and
considered
information
provided
by
the
Manager
at
the
Meeting
and
throughout
the
year
at
meetings
of
the
Board
and
its
committees.
The
Board
also
reviewed
and
considered
information
provided
in
response
to
a
detailed
set
of
requests
for
information
submitted
to
the
Manager
by
Independent
Trustee
counsel
on
behalf
of
the
Independent
Trustees
in
connection
with
the
annual
contract
renewal
process.
In
addition,
prior
to
the
Meeting,
the
Independent
Trustees
held
a
virtual
contract
renewal
meeting
at
which
the
Independent
Trustees
first
conferred
amongst
themselves
and
Independent
Trustee
counsel
about
contract
renewal
matters,
and
then
met
with
management
to
request
additional
information
that
the
Independent
Trustees
reviewed
and
considered
prior
to
and
at
the
Meeting.
The
Board
reviewed
and
considered
all
of
the
factors
it
deemed
relevant
in
approving
the
continuance
of
the
Management
Agreement,
including,
but
not
limited
to:
(i)
the
nature,
extent
and
quality
of
the
services
provided
by
the
Manager;
(ii)
the
investment
performance
of
the
Fund;
(iii)
the
costs
of
the
services
provided
and
profits
realized
by
the
Manager
and
its
affiliates
from
the
relationship
with
the
Fund;
(iv)
the
extent
to
which
economies
of
scale
are
realized
as
the
Fund
grows;
and
(v)
whether
fee
levels
reflect
these
economies
of
scale
for
the
benefit
of
Fund
investors.
Changes
In
and
Disagreements
with
Accountants
For
the
period
covered
by
this
report
Not
applicable.
Results
of
Meeting(s)
of
Shareholders
For
the
period
covered
by
this
report
Not
applicable.
Remuneration
Paid
to
Directors,
Officers
and
Others
For
the
period
covered
by
this
report
Refer
to
the
financial
statements
included
herein.
Board
Approval
of
Management
and
Subadvisory
Agreements
For
the
period
covered
by
this
report
Franklin
U.S.
Government
Money
Fund
In
approving
the
continuance
of
the
Management
Agreement,
the
Board,
including
a
majority
of
the
Independent
Trustees,
determined,
through
the
exercise
of
its
business
judgment,
that
the
terms
of
the
Management
Agreement
are
fair
and
reasonable
and
that
the
continuance
of
the
Management
Agreement
is
in
the
best
interests
of
the
Fund
and
its
shareholders.
While
attention
was
given
to
all
information
furnished,
the
following
discusses
some
primary
factors
relevant
to
the
Board’s
determination.
Nature,
Extent
and
Quality
of
Services
The
Board
reviewed
and
considered
information
regarding
the
nature,
extent
and
quality
of
investment
management
services
provided
by
the
Manager
and
its
affiliates
to
the
Fund
and
its
shareholders.
This
information
included,
among
other
things,
the
qualifications,
background
and
experience
of
the
senior
management
and
investment
personnel
of
the
Manager,
as
well
as
information
on
succession
planning
where
appropriate;
the
structure
of
investment
personnel
compensation;
oversight
of
third-
party
service
providers;
investment
performance
reports
and
related
financial
information
for
the
Fund;
reports
on
expenses
and
shareholder
services;
legal
and
compliance
matters;
risk
controls;
pricing
and
other
services
provided
by
the
Manager
and
its
affiliates;
and
management
fees
charged
by
the
Manager
and
its
affiliates
to
US
funds
and
other
accounts,
including
management’s
explanation
of
differences
among
accounts
where
relevant.
The
Board
also
reviewed
and
considered
an
annual
report
on
payments
made
by
Franklin
Templeton
(FT)
or
the
Fund
to
financial
intermediaries,
as
well
as
a
memorandum
relating
to
third-party
servicing
arrangements.
The
Board
acknowledged
the
ongoing
integration
of
the
Putnam
family
of
funds
into
the
FT
family
of
funds
and
management’s
continued
development
of
strategies
to
address
areas
of
heightened
concern
in
the
mutual
fund
industry,
including
various
regulatory
initiatives
and
continuing
geopolitical
concerns.
The
Board
also
reviewed
and
considered
the
benefits
provided
to
Fund
shareholders
of
investing
in
a
fund
that
is
part
of
the
FT
family
of
funds.
The
Board
noted
the
financial
position
of
Franklin
Resources,
Inc.
(FRI),
the
Manager’s
parent,
and
its
commitment
to
the
mutual
fund
business
as
evidenced
by
its
continued
reassessment
of
the
fund
offerings
in
response
to
FT
acquisitions
and
the
market
environment,
as
well
as
project
initiatives
and
capital
investments
relating
to
the
services
provided
to
the
Fund
by
the
FT
organization.
The
Board
specifically
noted
FT’s
commitment
to
technological
innovation
and
advancement,
including
its
initiative
to
create
a
new
enterprise-wide
artificial
intelligence
platform.
Following
consideration
of
such
information,
the
Board
was
satisfied
with
the
nature,
extent
and
quality
of
services
provided
by
the
Manager
and
its
affiliates
to
the
Fund
and
its
shareholders.
Fund
Performance
The
Board
reviewed
and
considered
the
performance
results
of
the
Fund
over
various
time
periods
ended
December
31,
2023.
The
Board
considered
the
performance
returns
for
the
Fund
in
comparison
to
the
performance
returns
of
mutual
funds
deemed
comparable
to
the
Fund
included
in
a
universe
(Performance
Universe)
selected
by
Broadridge
Financial
Solutions,
Inc.
(Broadridge),
an
independent
provider
of
investment
company
data.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
a
Performance
Universe.
The
Board
also
reviewed
and
considered
Fund
performance
reports
provided
and
discussions
that
occurred
with
portfolio
managers
at
Board
meetings
throughout
the
year.
A
summary
of
the
Fund’s
performance
results
is
below.
The
Performance
Universe
for
the
Fund
included
the
Fund
and
all
retail
US
government
money
market
funds.
The
Board
noted
that
the
Fund’s
annualized
income
return
for
the
one-,
three-,
five-
and
10-year
periods
was
below
the
median
of
its
Performance
Universe.
The
Board
discussed
the
Fund’s
performance
with
management
and
management
explained
that
the
Fund
is
a
“government
money
market
fund”
as
defined
in
Rule
2a-7
under
the
1940
Act
and
is
therefore
managed
in
a
conservative
manner
with
at
least
99.5%
of
its
total
assets
invested
in
Government
securities,
cash
and
repurchase
agreements
collateralized
fully
by
Government
securities
and/or
cash,
which
minimizes
liquidity
risk.
Management
further
explained
that
the
Fund
had
a
shorter
weighted
maturity
as
compared
to
the
Performance
Universe,
noting
that
funds
with
shorter
weighted
maturities
tend
to
underperform
funds
with
longer
weighted
maturities
but
ensures
abundant
liquidity,
which
impacted
the
Fund’s
longer-term
performance.
The
Board
noted
management’s
commitment
to
continue
to
invest
in
what
it
Franklin
U.S.
Government
Money
Fund
believes
are
high-quality,
liquid
securities.
The
Board
noted
management’s
view
regarding
the
income-related
attributes
of
the
Fund
(e.g.,
a
fund’s
investment
objective)
as
set
forth
in
the
Fund’s
registration
statement
and
that
the
evaluation
of
the
Fund’s
performance
relative
to
its
peers
on
an
income
return
basis
was
appropriate
given
these
attributes.
The
Board
concluded
that
the
Fund’s
performance
was
acceptable.
Comparative
Fees
and
Expenses
The
Board
reviewed
and
considered
information
regarding
the
Fund’s
actual
total
expense
ratio
and
its
various
components,
including,
as
applicable,
management
fees;
transfer
agent
expenses;
underlying
fund
expenses;
Rule
12b-1
and
non-Rule
12b-1
service
fees;
and
other
non-management
fees.
The
Board
also
noted
the
quarterly
and
annual
reports
it
receives
on
all
marketing
support
payments
made
by
FT
to
financial
intermediaries.
The
Board
considered
the
actual
total
expense
ratio
and,
separately,
the
contractual
management
fee
rate,
without
the
effect
of
fee
waivers,
if
any
(Management
Rate)
of
the
Fund
in
comparison
to
the
median
expense
ratio
and
median
Management
Rate,
respectively,
of
other
mutual
funds
deemed
comparable
to
and
with
a
similar
expense
structure
to
the
Fund
selected
by
Broadridge
(Expense
Group).
Broadridge
fee
and
expense
data
is
based
upon
information
taken
from
each
fund’s
most
recent
annual
or
semi-annual
report,
which
reflects
historical
asset
levels
that
may
be
quite
different
from
those
currently
existing,
particularly
in
a
period
of
market
volatility.
While
recognizing
such
inherent
limitation
and
the
fact
that
expense
ratios
and
Management
Rates
generally
increase
as
assets
decline
and
decrease
as
assets
grow,
the
Board
believed
the
independent
analysis
conducted
by
Broadridge
to
be
an
appropriate
measure
of
comparative
fees
and
expenses.
The
Broadridge
Management
Rate
includes
administrative
charges,
and
the
actual
total
expense
ratio,
for
comparative
consistency,
was
shown
for
Class
A
shares
for
the
Fund
and
for
Class
A,
Retail
Class,
Class
P
and
Government
Cash
Managed
shares
for
other
funds
in
the
Expense
Group
with
multiple
classes
of
shares.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
an
Expense
Group.
The
Expense
Group
for
Fund
included
the
Fund
and
eight
other
US
government
money
market
funds.
The
Board
noted
that
the
Management
Rate
and
actual
total
expense
ratio
for
the
Fund
were
above
the
medians
and
in
the
fifth
quintile
(most
expensive)
of
its
Expense
Group.
The
Board
discussed
with
management
the
Fund’s
above
median
Management
Rate
and
actual
total
expense
ratio
relative
to
its
peers
in
the
Expense
Group,
including
the
impact
of
the
peers’
voluntary
waivers
that
had
been
implemented
to
support
minimum
yield
requirements
but
that
were
gradually
being
decreased
by
fund
sponsors
in
light
of
the
increases
in
the
federal
funds
rate.
The
Board
also
noted
that
the
Fund
is
maintained
as
an
accommodation
product
for
investors
in
need
of
a
short-term
investment
vehicle,
and
the
Fund’s
Management
Rate
is
paid
by
the
Master
Portfolio.
After
consideration
of
the
above,
the
Board
concluded
that
the
Management
Rate
charged
to
the
Fund
is
reasonable.
Profitability
The
Board
reviewed
and
considered
information
regarding
the
profits
realized
by
the
Manager
and
its
affiliates
in
connection
with
the
operation
of
the
Fund.
In
this
respect,
the
Board
considered
the
Fund
profitability
analysis
provided
by
the
Manager
that
addresses
the
overall
profitability
of
FT’s
US
fund
business,
as
well
as
its
profits
in
providing
investment
management
and
other
services
to
each
of
the
individual
funds
during
the
12-month
period
ended
September
30,
2023,
being
the
most
recent
fiscal
year-end
for
FRI.
The
Board
noted
that
although
management
continually
makes
refinements
to
its
methodologies
used
in
calculating
profitability
in
response
to
organizational
and
product-related
changes,
the
overall
methodology
has
remained
consistent
with
that
used
in
the
Fund’s
profitability
report
presentations
from
prior
years.
The
Board
also
noted
that
an
independent
registered
public
accounting
firm
has
been
engaged
by
the
Manager
to
periodically
review
and
assess
the
allocation
methodologies
to
be
used
solely
by
the
Fund’s
Board
with
respect
to
the
profitability
analysis.
The
Board
noted
management’s
belief
that
costs
incurred
in
establishing
the
infrastructure
necessary
for
the
type
of
mutual
fund
operations
conducted
by
the
Manager
and
its
affiliates
may
not
be
fully
reflected
in
the
expenses
allocated
to
the
Fund
in
determining
its
profitability,
as
well
as
the
fact
that
the
level
of
profits,
to
a
certain
extent,
reflected
operational
cost
savings
and
efficiencies
initiated
by
management.
As
part
of
this
evaluation,
the
Board
considered
management’s
outsourcing
of
certain
Franklin
U.S.
Government
Money
Fund
operations,
which
effort
has
required
considerable
up-front
expenditures
by
the
Manager
but,
over
the
long
run
is
expected
to
result
in
greater
efficiencies.
The
Board
also
noted
management’s
expenditures
in
improving
shareholder
services
provided
to
the
Fund,
as
well
as
the
need
to
implement
systems
and
meet
additional
regulatory
and
compliance
requirements
resulting
from
recent
US
Securities
and
Exchange
Commission
and
other
regulatory
requirements.
The
Board
also
considered
the
extent
to
which
the
Manager
and
its
affiliates
might
derive
ancillary
benefits
from
fund
operations,
including
revenues
generated
from
transfer
agent
services,
potential
benefits
resulting
from
personnel
and
systems
enhancements
necessitated
by
fund
growth,
as
well
as
increased
leverage
with
service
providers
and
counterparties.
Based
upon
its
consideration
of
all
these
factors,
the
Board
concluded
that
the
level
of
profits
realized
by
the
Manager
and
its
affiliates
from
providing
services
to
the
Fund
was
not
excessive
in
view
of
the
nature,
extent
and
quality
of
services
provided
to
the
Fund.
Economies
of
Scale
The
Board
reviewed
and
considered
the
extent
to
which
the
Manager
may
realize
economies
of
scale,
if
any,
as
the
Fund
grows
larger
and
whether
the
Fund’s
management
fee
structure
reflects
any
economies
of
scale
for
the
benefit
of
shareholders.
The
Board
considered
the
Manager’s
view
that
any
analyses
of
potential
economies
of
scale
in
managing
a
particular
fund
are
inherently
limited
in
light
of
the
joint
and
common
costs
and
investments
the
Manager
incurs
across
the
FT
family
of
funds
as
a
whole.
The
Board
concluded
that
it
was
unlikely
that
the
Manager
and
its
affiliates
realized
economies
of
scale
in
furnishing
advisory
services
to
the
Fund
in
view
of
the
transitory
nature
of
its
investment
role
within
the
FT
family
of
funds,
the
services
provided
to
the
Fund’s
shareholders
and
management’s
subsidization
of
expenses
(when
needed).
Conclusion
Based
on
its
review,
consideration
and
evaluation
of
all
factors
it
believed
relevant,
including
the
above-described
factors
and
conclusions,
the
Board
unanimously
approved
the
continuation
of
the
Management
Agreement
for
an
additional
one-year
period.
Franklin
U.S.
Government
Money
Fund
THE
U.S.
GOVERNMENT
MONEY
MARKET
PORTFOLIO
(Master
Portfolio)
The
Master
Portfolio
is
only
registered
under
the
Investment
Company
Act
of
1940
(1940
Act).
Accordingly,
the
Master
Portfolio
does
not
offer
its
shares
to
the
public.
Shares
of
the
Master
Portfolio
are
sold
only
to
other
investment
companies,
which
include
the
Franklin
U.S.
Government
Money
Fund
and
Money
Market
Portfolio
(each
a
Feeder
Fund).
Each
Feeder
Fund
invests
all
of
its
assets
in
the
Master
Portfolio.
None
of
the
Feeder
Funds
have
an
investment
manager
or
an
investment
management
agreement,
unlike
the
Master
Portfolio.
The
Board
of
Trustees
(collectively
or
individually,
the
Board)
of
each
Feeder
Fund
and
Master
Portfolio
is
comprised
of
the
same
individuals.
At
an
in-person
meeting
held
on
May
22,
2024
(Meeting),
the
Board
of
the
Master
Portfolio,
including
a
majority
of
the
trustees
who
are
not
“interested
persons”
as
defined
in
the
1940
Act
(Independent
Trustees),
reviewed
and
approved
the
continuance
of
the
investment
management
agreement
between
Franklin
Advisers,
Inc.
(Manager)
and
the
Master
Portfolio
(Management
Agreement)
for
an
additional
one-year
period.
The
Independent
Trustees
received
advice
from
and
met
separately
with
Independent
Trustee
counsel
in
considering
whether
to
approve
the
continuation
of
the
Management
Agreement.
In
considering
the
continuation
of
the
Management
Agreement,
the
Board
reviewed
and
considered
information
provided
by
the
Manager
at
the
Meeting
and
throughout
the
year
at
meetings
of
the
Board
and
its
committees.
The
Board
also
reviewed
and
considered
information
provided
in
response
to
a
detailed
set
of
requests
for
information
submitted
to
the
Manager
by
Independent
Trustee
counsel
on
behalf
of
the
Independent
Trustees
in
connection
with
the
annual
contract
renewal
process.
In
addition,
prior
to
the
Meeting,
the
Independent
Trustees
held
a
virtual
contract
renewal
meeting
at
which
the
Independent
Trustees
first
conferred
amongst
themselves
and
Independent
Trustee
counsel
about
contract
renewal
matters,
and
then
met
with
management
to
request
additional
information
that
the
Independent
Trustees
reviewed
and
considered
prior
to
and
at
the
Meeting.
The
Board
reviewed
and
considered
all
of
the
factors
it
deemed
relevant
in
approving
the
continuance
of
the
Management
Agreement,
including,
but
not
limited
to:
(i)
the
nature,
extent
and
quality
of
the
services
provided
by
the
Manager;
(ii)
the
investment
performance
of
the
Master
Portfolio;
(iii)
the
costs
of
the
services
provided
and
profits
realized
by
the
Manager
and
its
affiliates
from
the
relationship
with
the
Master
Portfolio;
(iv)
the
extent
to
which
economies
of
scale
are
realized
as
the
Master
Portfolio
grows;
and
(v)
whether
fee
levels
reflect
these
economies
of
scale
for
the
benefit
of
Master
Portfolio
shareholders.
Changes
In
and
Disagreements
with
Accountants
For
the
period
covered
by
this
report
Not
applicable.
Results
of
Meeting(s)
of
Shareholders
For
the
period
covered
by
this
report
Not
applicable.
Remuneration
Paid
to
Directors,
Officers
and
Others
For
the
period
covered
by
this
report
Refer
to
the
financial
statements
included
herein.
Board
Approval
of
Management
and
Subadvisory
Agreements
For
the
period
covered
by
this
report
Franklin
U.S.
Government
Money
Fund
In
approving
the
continuance
of
the
Management
Agreement,
the
Board,
including
a
majority
of
the
Independent
Trustees,
determined,
through
the
exercise
of
its
business
judgment,
that
the
terms
of
the
Management
Agreement
are
fair
and
reasonable
and
that
the
continuance
of
the
Management
Agreement
is
in
the
best
interests
of
the
Master
Portfolio
and
its
shareholders.
While
attention
was
given
to
all
information
furnished,
the
following
discusses
some
primary
factors
relevant
to
the
Board’s
determination.
Nature,
Extent
and
Quality
of
Services
The
Board
reviewed
and
considered
information
regarding
the
nature,
extent
and
quality
of
investment
management
services
provided
by
the
Manager
and
its
affiliates
to
the
Master
Portfolio
and
its
shareholders.
This
information
included,
among
other
things,
the
qualifications,
background
and
experience
of
the
senior
management
and
investment
personnel
of
the
Manager;
as
well
as
information
on
succession
planning
where
appropriate;
the
structure
of
investment
personnel
compensation;
oversight
of
third-party
service
providers;
investment
performance
reports
and
related
financial
information
for
the
Master
Portfolio;
reports
on
expenses;
legal
and
compliance
matters;
risk
controls;
pricing
and
other
services
provided
by
the
Manager
and
its
affiliates;
and
management
fees
charged
by
the
Manager
and
its
affiliates
to
US
funds
and
other
accounts,
including
management’s
explanation
of
differences
among
accounts
where
relevant.
The
Board
acknowledged
the
ongoing
integration
of
the
Putnam
family
of
funds
into
the
Franklin
Templeton
(FT)
family
of
funds
and
management’s
continued
development
of
strategies
to
address
areas
of
heightened
concern
in
the
mutual
fund
industry,
including
various
regulatory
initiatives
and
continuing
geopolitical
concerns.
The
Board
noted
the
financial
position
of
Franklin
Resources,
Inc.
(FRI),
the
Manager’s
parent,
and
its
commitment
to
the
mutual
fund
business
as
evidenced
by
its
continued
reassessment
of
the
fund
offerings
in
response
to
FT
acquisitions
and
the
market
environment,
as
well
as
project
initiatives
and
capital
investments
relating
to
the
services
provided
to
the
Master
Portfolio
by
the
FT
organization.
The
Board
specifically
noted
FT’s
commitment
to
technological
innovation
and
advancement,
including
its
initiative
to
create
a
new
enterprise-wide
artificial
intelligence
platform.
Following
consideration
of
such
information,
the
Board
was
satisfied
with
the
nature,
extent
and
quality
of
services
provided
by
the
Manager
and
its
affiliates
to
the
Master
Portfolio
and
its
shareholders.
Fund
Performance
The
Board
reviewed
and
considered
the
performance
results
of
the
Master
Portfolio
over
various
time
periods
ended
December
31,
2023.
The
Board
considered
the
performance
returns
for
the
Master
Portfolio
in
comparison
to
the
performance
returns
of
mutual
funds
deemed
comparable
to
the
Fund
included
in
a
universe
(Performance
Universe)
selected
by
Broadridge
Financial
Solutions,
Inc.
(Broadridge),
an
independent
provider
of
investment
company
data.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
a
Performance
Universe.
The
Board
also
reviewed
and
considered
Master
Portfolio
performance
reports
provided
and
discussions
that
occurred
with
portfolio
managers
at
Board
meetings
throughout
the
year.
A
summary
of
the
Master
Portfolio’s
performance
results
is
below.
The
Performance
Universe
for
the
Master
Portfolio
included
the
Master
Portfolio
and
all
retail
US
government
money
market
funds.
The
Board
noted
that
the
Master
Portfolio’s
annualized
income
return
for
the
one-,
three-,
five-
and
10-year
periods
was
above
the
median
and
in
the
first
quintile
(best)
of
its
Performance
Universe.
The
Board
further
noted
management’s
view
regarding
the
income-related
attributes
of
the
Master
Portfolio
(e.g.,
a
fund’s
investment
objective)
as
set
forth
in
the
Master
Portfolio’s
registration
statement
and
that
the
evaluation
of
the
Master
Portfolio’s
performance
relative
to
its
peers
on
an
income
return
basis
was
appropriate
given
these
attributes.
The
Board
concluded
that
the
Master
Portfolio’s
performance
was
satisfactory.
Comparative
Fees
and
Expenses
The
Board
reviewed
and
considered
information
regarding
the
Master
Portfolio’s
actual
total
expense
ratio
and
its
various
components,
including,
as
applicable,
management
fees;
transfer
agent
expenses;
and
other
non-management
fees.
The
Board
considered
the
actual
total
expense
ratio
and,
separately,
the
contractual
management
fee
rate,
without
the
effect
of
fee
waivers,
if
any
(Management
Rate)
of
the
Master
Portfolio
in
comparison
to
the
median
expense
ratio
and
median
Franklin
U.S.
Government
Money
Fund
Management
Rate,
respectively,
of
other
mutual
funds
deemed
comparable
to
and
with
a
similar
expense
structure
to
the
Master
Portfolio
selected
by
Broadridge
(Expense
Group).
Broadridge
fee
and
expense
data
is
based
upon
information
taken
from
each
fund’s
most
recent
annual
or
semi-annual
report,
which
reflects
historical
asset
levels
that
may
be
quite
different
from
those
currently
existing,
particularly
in
a
period
of
market
volatility.
While
recognizing
such
inherent
limitation
and
the
fact
that
expense
ratios
and
Management
Rates
generally
increase
as
assets
decline
and
decrease
as
assets
grow,
the
Board
believed
the
independent
analysis
conducted
by
Broadridge
to
be
an
appropriate
measure
of
comparative
fees
and
expenses.
The
Broadridge
Management
Rate
includes
administrative
charges,
and
the
actual
total
expense
ratio,
for
comparative
consistency,
was
shown
for
Class
A,
Class
AB,
Class
AF2,
Class
P,
Investor
Class,
Penserra
Class
and
Ultra
Class
shares
for
other
funds
in
the
Expense
Group
with
multiple
classes
of
shares.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
an
Expense
Group.
The
Expense
Group
for
the
Master
Portfolio
included
the
Master
Portfolio
and
12
other
US
government
money
market
funds.
The
Board
noted
that
the
Management
Rate
and
actual
total
expense
ratio
for
the
Master
Portfolio
were
below
the
medians
of
its
Expense
Group.
The
Board
also
noted
that
the
other
funds
in
the
Expense
Group
were
not
master
portfolios
in
a
master-feeder
structure
like
the
Master
Portfolio
and,
accordingly,
considered
the
Management
Rate
and
actual
total
expense
ratio
information
provided
for
each
of
the
Feeder
Funds
to
be
a
more
relevant
comparison.
The
Board
concluded
that
the
Management
Rate
charged
to
the
Master
Portfolio
is
reasonable.
Profitability
The
Board
reviewed
and
considered
information
regarding
the
profits
realized
by
the
Manager
and
its
affiliates
in
connection
with
the
operation
of
the
Master
Portfolio.
In
this
respect,
the
Board
considered
the
Master
Portfolio
profitability
analysis
provided
by
the
Manager
that
addresses
the
overall
profitability
of
FT’s
US
fund
business,
as
well
as
its
profits
in
providing
investment
management
and
other
services
to
each
of
the
individual
funds
during
the
12-month
period
ended
September
30,
2023,
being
the
most
recent
fiscal
year-end
for
FRI.
The
Board
noted
that
although
management
continually
makes
refinements
to
its
methodologies
used
in
calculating
profitability
in
response
to
organizational
and
product-related
changes,
the
overall
methodology
has
remained
consistent
with
that
used
in
the
Master
Portfolio’s
profitability
report
presentations
from
prior
years.
The
Board
also
noted
that
an
independent
registered
public
accounting
firm
has
been
engaged
by
the
Manager
to
periodically
review
and
assess
the
allocation
methodologies
to
be
used
solely
by
the
Master
Portfolio’s
Board
with
respect
to
the
profitability
analysis.
The
Board
noted
management’s
belief
that
costs
incurred
in
establishing
the
infrastructure
necessary
for
the
type
of
mutual
fund
operations
conducted
by
the
Manager
and
its
affiliates
may
not
be
fully
reflected
in
the
expenses
allocated
to
the
Master
Portfolio
in
determining
its
profitability,
as
well
as
the
fact
that
the
level
of
profits,
to
a
certain
extent,
reflected
operational
cost
savings
and
efficiencies
initiated
by
management.
As
part
of
this
evaluation,
the
Board
considered
management’s
outsourcing
of
certain
operations,
which
effort
has
required
considerable
upfront
expenditures
by
the
Manager
but,
over
the
long
run
is
expected
to
result
in
greater
efficiencies.
The
Board
also
noted
the
need
to
implement
systems
and
meet
additional
regulatory
and
compliance
requirements
resulting
from
recent
US
Securities
and
Exchange
Commission
and
other
regulatory
requirements.
The
Board
also
considered
the
extent
to
which
the
Manager
and
its
affiliates
might
derive
ancillary
benefits
from
fund
operations,
including
revenues
generated
from
transfer
agent
services,
potential
benefits
resulting
from
personnel
and
systems
enhancements
necessitated
by
fund
growth,
as
well
as
increased
leverage
with
service
providers
and
counterparties.
Based
upon
its
consideration
of
all
these
factors,
the
Board
concluded
that
the
level
of
profits
realized
by
the
Manager
and
its
affiliates
from
providing
services
to
the
Master
Portfolio
was
not
excessive
in
view
of
the
nature,
extent
and
quality
of
services
provided
to
the
Master
Portfolio.
Franklin
U.S.
Government
Money
Fund
Economies
of
Scale
The
Board
reviewed
and
considered
the
extent
to
which
the
Manager
may
realize
economies
of
scale,
if
any,
as
the
Master
Portfolio
grows
larger
and
whether
the
Master
Portfolio’s
management
fee
structure
reflects
any
economies
of
scale
for
the
benefit
of
shareholders.
The
Board
considered
the
Manager’s
view
that
any
analyses
of
potential
economies
of
scale
in
managing
a
particular
fund
are
inherently
limited
in
light
of
the
joint
and
common
costs
and
investments
the
Manager
incurs
across
the
FT
family
of
funds
as
a
whole.
The
Board
noted
that
the
Fund
had
experienced
a
significant
decrease
in
assets
and
would
not
be
expected
to
demonstrate
additional
economies
of
scale
in
the
near
term,
and
concluded
that
it
was
unlikely
that
the
Manager
and
its
affiliates
realized
economies
of
scale
in
furnishing
advisory
services
to
the
Master
Portfolio
in
view
of
the
transitory
nature
of
its
investment
role
within
the
FT
family
of
funds
and
the
services
provided
to
the
Master
Portfolio’s
shareholders.
Conclusion
Based
on
its
review,
consideration
and
evaluation
of
all
factors
it
believed
relevant,
including
the
above-described
factors
and
conclusions,
the
Board
unanimously
approved
the
continuation
of
the
Management
Agreement
for
an
additional
one-year
period.
©
2024
Franklin
Templeton
Investments.
All
rights
reserved.
| Item 8. | | Changes in and Disagreements with Accountants for Open-End Management Investment Companies. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| Item 9. | Proxy Disclosures for Open-End Management Investment Companies. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| Item 10. | Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| Item 11. | Statement Regarding Basis for Approval of Investment Advisory Contract. |
The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSR.
| Item 12. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. | N/A |
| Item 13. | Portfolio Managers of Closed-End Management Investment Companies. | N/A |
| Item 14. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. | N/A |
| Item 15. | Submission of Matters to a Vote of Security Holders. |
There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.
| Item 16. | Controls and Procedures. |
(a) Evaluation of Disclosure Controls and Procedures. The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.
(b)Changes in Internal Controls. There have been no changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.
| Item 17. | Disclosure of Securities Lending Activities for Closed-End Management Investment Company. | N/A |
| Item 18. | Recovery of Erroneously Awarded Compensation. |
(a) N/A
(b) N/A
(a)(1) Code of Ethics
(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Christopher Kings, Chief Executive Officer - Finance and Administration, and Jeffrey White, Chief Financial Officer, Chief Accounting Officer and Treasurer
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Christopher Kings, Chief Executive Officer - Finance and Administration, and Jeffrey White, Chief Financial Officer, Chief Accounting Officer and Treasurer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| FRANKLIN U.S. GOVERNMENT MONEY FUND | |
| | | |
| | | |
| By | \S\ CHRISTOPHER KINGS | |
| | Christopher Kings | |
| | Chief Executive Officer - Finance and Administration | |
| Date | August 29, 2024 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By | \S\ CHRISTOPHER KINGS | |
| | Christopher Kings | |
| | Chief Executive Officer - Finance and Administration | |
| Date | August 29, 2024 | |
| By | \S\ JEFFREY WHITE | |
| | Jeffrey White | |
| | Chief Financial Officer, Chief Accounting Officer and Treasurer | |
| Date | August 29, 2024 | |
