EXHIBIT D
BOARD AND COMMITTEE FEES
The following table identifies the compensation that the Funds pay their Independent Board Members and the number of standing committee meetings held during the most recent Fund fiscal year ended on or before September 30, 2006.
Fund
| Quarterly
Fee
| Annual Fee
| Meeting Fee
| Number of
Board
Meetings
Held During
Most Recent
Fiscal Year
| Number
of Audit
Committee
Meetings
Held During
Most Recent
Fiscal Year | Number of
Nominating
Committee
Meetings
Held During
Most Recent
Fiscal Year |
|
|
|
|
|
|
Franklin California Tax-Free
Income Fund, Inc. | $4,840* | N/A | $1,645* | 9 | 2 | 9 |
Franklin California Tax-Free
Trust | $2,915* | N/A | $780* | 9 | 3 | 8 |
| Franklin Capital Growth Fund | $2,010* | N/A | $630* | 9 | 3 | 8 |
Franklin Custodian
Funds, Inc. | $5,525* | N/A | $1,830* | | 5 | 8 |
| Franklin Global Trust | $820* | N/A | $400* | 9 | 3 | 8 |
Franklin Gold and Precious
Metals Fund | $535* | N/A | $185* | 9 | 3 | 8 |
| Franklin High Income Trust | $3,030* | N/A | $990* | 9 | 3 | 8 |
Franklin Investors Securities
Trust | $2,885* | N/A | $860* | 9 | 4 | 6 |
| Franklin Managed Trust | $2,000 | N/A | $1,075 | 5 | 5 | 1 |
Franklin Municipal Securities
Trust | $1,050* | N/A | $600* | 6 | 3 | 8 |
| Franklin Mutual Recovery Fund | N/A | $7,500
(except
chairman
receives
$15,000) | $5,000**
($2,000
for Special
Board
Meetings)** | 8 | 7 | 1 |
| Franklin Mutual Series Fund Inc. | N/A | $52,500
(except
chairman
receives
$105,000) | $5,000**
($2,000
for Special
Board
Meetings)** | 8 | 7 | 1 |
Franklin New York Tax-Free
Income Fund | $3,395* | N/A | $1,150* | 9 | 3 | 8 |
Franklin New York Tax-Free
Trust | $765* | N/A | $255* | 9 | 5 | 8 |
Franklin Real Estate Securities
Trust | $680* | N/A | $200* | 7 | 3 | 8 |
Franklin Strategic Mortgage
Portfolio | $820* | N/A | $500* | 5 | 5 | 8 |
D-1
Fund
| Quarterly
Fee
| Annual Fee
| Meeting Fee
| Number of
Board
Meetings
Held During
Most Recent
Fiscal Year | Number
of Audit
Committee
Meetings
Held During
Most Recent
Fiscal Year | Number of
Nominating
Committee
Meetings
Held During
Most Recent
Fiscal Year |
|
|
|
|
|
|
| Franklin Strategic Series | $4,725* | N/A | $1,350* | 8 | 3 | 8 |
| Franklin Tax-Free Trust | $5,145* | N/A | $1,590* | 9 | 3 | 9 |
Franklin Templeton Fund
Allocator Series | $155* | N/A | $110* | 7 | 4 | 7 |
| Franklin Templeton Global Trust | $180* | N/A | $150* | 7 | 4 | 6 |
Franklin Templeton International
Trust | $920* | N/A | $400* | 7 | 4 | 6 |
Franklin Templeton Money Fund
Trust | No Fee | No Fee | No Fee | 9 | 3 | 8 |
| Franklin Value Investors Trust | $8,000 | N/A | $3,925 | 6 | 4 | 1 |
| Institutional Fiduciary Trust | $1,085* | N/A | $275* | 9 | 3 | 8 |
| The Money Market Portfolios | No Fee | No Fee | No Fee | 9 | 3 | 8 |
| Templeton China World Fund | N/A | $2,000 | $200 | 5 | 3 | 3 |
Templeton Developing Markets
Trust | N/A | $10,160 | $1,100 | 7 | 3 | 5 |
| Templeton Funds, Inc. | N/A | $24,000 | $1,800 | 5 | 3 | 3 |
Templeton Global Smaller
Companies Fund | N/A | $9,000 | $400 | 5 | 3 | 3 |
| Templeton Income Trust | N/A | $2,000 | $200 | 5 | 3 | 3 |
Templeton Institutional Funds,
Inc. | N/A | $13,924 | $900 | 7 | 3 | 7 |
* The actual fees paid to the Independent Board Members of these Funds, including fees for attending Board meetings, are based upon a fee schedule applicable to all Franklin Funds (excluding Franklin Managed Trust and Franklin Value Investors Trust) for those Boards on which they serve. Such fees are subject to reduction as a result of fee caps limiting the total amount of fees payable to Independent Board Members serving on Boards of multiple Franklin Funds. For the amount actually paid to each Independent Board Member by a Franklin Fund for the 12-month period ended September 30, 2006, please seeExhibit E to this proxy statement.
** Independent Board Members of Franklin Mutual Series Fund Inc. and Franklin Mutual Recovery Fund receive a total of $5,000 for a joint meeting ($2,000 for a joint special meeting) of such Funds, the payment of which is allocated to each Fund and series thereof based upon average net assets.
D-2
