SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
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| [ ] | Preliminary Proxy Statement |
| [ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| [ ] | Definitive Proxy Statement |
| [X] | Definitive Additional Materials |
| [ ] | Soliciting Material Pursuant to Sec. 240.14a-12 |
TEMPLETON GLOBAL INVESTMENT TRUST
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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| [ ] | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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| 2. | Aggregate number of securities to which transaction applies: |
| 3. | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
| 4. | Proposed maximum aggregate value of transaction: |
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| [ ] | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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| 4) | Date Filed: |
 | MUTUAL FUND PROXY FACT SHEET FOR: FRANKLIN & TEMPLETON FUNDS |
SPECIAL JOINT MEETING IMPORTANT DATES | SPECIAL JOINT MEETING LOCATION | ||||
| Record Date | AUGUST 21, 2017 | OFFICES OF FRANKLIN TEMPLETON INVESTMENTS | |||
| Mail Date | AUGUST 30, 2017 | ONE FRANKLIN PARKAY | |||
| Meeting Date | OCTOBER 30, 2017 @ 10:00 AM PDT | SAN MATEO, CALIFORNIA 94403 | |||
ADDITIONAL INFORMATION | CONTACT INFORMATION | ||||
| CUSIPs | SEE PAGES FT.7 – FT.15 | Inbound Line | 1-800-967-5068 | ||
| Tickers | SEE PAGES FT.7 – FT.15 | Website | www.franklintempleton.com | ||
Note: Capitalized terms used herein and not defined herein are used with the meanings given them in the Franklin Templeton Investment’s Proxy Statement.
What is happening?
A Special Joint Meeting of Shareholders of the Franklin Templeton funds, including their various series, will be held on October 30, 2017, to vote on several important proposals that affect the Funds.
Who will bear the costs associated with the proxy solicitation?
The cost of soliciting proxies, including the fees of a proxy solicitation agent, will be borne by the Funds.
Why is it so important that I vote?
When shareholders return their proxies promptly, the Funds may be able to save money by not having to conduct additional solicitations, including other mailings. If you own shares of more than one Fund, you will receive a proxy card or voting instruction form FOR EACH FUND in which you own shares. PLEASE COMPLETE, SIGN AND RETURN each proxy card or voting instruction form you receive.
Who is AST Fund Solutions?
AST Fund Solutions, LLC (the “Solicitor”) is a company that has been engaged by the Trusts, on behalf of the Funds, to assist in the solicitation of proxies. The Solicitor is not affiliated with the Funds or with Franklin Templeton Investments. In order to hold a shareholder meeting, a certain percentage of a Fund’s shares (often referred to as “quorum”) must be represented at the meeting. If a quorum is not attained, the meeting must adjourn to a future date. The Funds may attempt to reach shareholders through multiple mailings to remind the shareholders to cast their vote. As the meeting approaches, phone calls may be made to shareholders who have not yet voted their shares so that the meeting does not have to be adjourned or postponed. (Mentioned on page Q&A 4 of the proxy statement)
Why did I receive more than one proxy card?
If you own shares of more than one Fund, you will receive a proxy card or voting instruction form FOR EACH FUND in which you own shares. PLEASE COMPLETE, SIGN AND RETURN each proxy card or voting instruction form you receive.
What is a fundamental investment restriction?
The Funds, like all mutual funds, are required by law to adopt fundamental investment restrictions governing certain investment activities. The 1940 Act requires that any modification or elimination of a Fund’s fundamental investment restrictions must be approved by the Fund’s shareholders.
| For Internal Distribution Only | FT.COVER |
| No. | Proposal | Recommendation | Section | Page |
| 1 | To Elect a Board of Trustees for the Trusts (all Funds) | FOR | FT | 2 |
| 2 | For certain Funds, to approve the use of a “manager of managers” structure whereby the Fund’s investment manager would be able to hire and replace subadvisers without shareholder approval. | FOR | FT | 3 |
| 3 | For all Funds, to approve an amended fundamental investment restriction regarding investments in commodities. | FOR | FT | 4 |
| 4 | For Franklin Small-Mid Cap Growth Fund, Templeton Global Balanced Fund and Templeton Emerging Markets Small Cap Fund, to approve an amended fundamental investment restriction regarding lending. | FOR | FT | 4-5 |
| 5 | For Franklin Small-Mid Cap Growth Fund, to approve amendments to certain fundamental investment restrictions of such Fund (includes six (6) Sub-Proposals): | FOR | FT | 5 |
| 5a | To amend the fundamental investment restriction regarding borrowing; | FOR | FT | 5 |
| 5b | To amend the fundamental investment restriction regarding underwriting; | FOR | FT | 5 |
| 5c | To amend the fundamental investment restriction regarding investments in real estate; | FOR | FT | 5 |
| 5d | To amend the fundamental investment restriction regarding issuing senior securities; | FOR | FT | 5 |
| 5e | To amend the fundamental investment restriction regarding industry concentration; | FOR | FT | 5 |
| 5f | To amend the fundamental investment restriction regarding diversification of investments. | FOR | FT | 5 |
| 6 | For Franklin Small-Mid Cap Growth Fund, to approve the elimination of certain fundamental investment restrictions (includes eight (8) Sub-Proposals): | FOR | FT | 6 |
| 6a | To eliminate the fundamental investment restriction regarding engaging in short sales and use of margin | FOR | FT | 6 |
| 6b | To eliminate the fundamental investment restriction regarding investments in oil, gas and other mineral programs | FOR | FT | 6 |
| 6c | To eliminate the fundamental investment restriction regarding use of options | FOR | FT | 6 |
| 6d | To eliminate the fundamental investment restriction regarding investment in restricted securities | FOR | FT | 6 |
| 6e | To eliminate the fundamental investment restriction regarding investment in unseasoned issuers | FOR | FT | 6 |
| 6f | To eliminate the fundamental investment restriction regarding investing for purposes of exercising control | FOR | FT | 6 |
| 6g | To eliminate the fundamental investment restriction regarding investing in other investment companies | FOR | FT | 6 |
| 6h | To eliminate the fundamental investment restriction regarding management ownership of securities and principal transactions with management | FOR | FT | 6 |
| 7a-7c | If properly presented, for Franklin High Yield Tax-Free Income Fund, Templeton Global Bond Fund and Franklin High Income Fund, a shareholder proposal that such Funds’ Boards of Trustees institute procedures to prevent holding investments in companies that, in the judgment of each Board, substantially contribute to genocide or crimes against humanity. | AGAINST | FT | 6 |
| 8a-8d | If properly presented, for Franklin Federal Intermediate-Term Tax-Free Income Fund, Franklin Income Fund, Franklin High Income Fund, and Franklin California Tax-Free Income Fund, a shareholder proposal that such Funds’ Boards of Trustees institute transparent procedures to prevent holding investments in companies that, in the judgment of management, substantially contribute to genocide or crimes against humanity. | AGAINST | FT | 6 |
| For Internal Distribution Only | FT.1 |
PROPOSAL 1: To Elect a Board of Trustees for the Trust (all Funds)
What role does the Board play?
The Board of each Trust has the responsibility for looking after the interests of the shareholders of the Funds comprising that Trust. As such, the Board has an obligation to serve the best interests of shareholders in providing oversight of a Fund, including approving policy changes. In addition, the Board, among other things, reviews a Fund’s performance, oversees a Fund’s activities, and reviews contractual arrangements with a Fund’s service providers.
What is the affiliation of the Board and Franklin Templeton Investments?
Each Board is currently, and is proposed to continue to be, composed of over 75% “independent” trustees and two “interested” trustees. Trustees are determined to be “interested” by virtue of, among other things, their affiliation with the Franklin Templeton funds or with Franklin Templeton Investments as fund management. Independent trustees have no affiliation with Franklin Templeton Investments and are compensated by each individual Trust that they serve.
| Franklin Funds | ||
| NAME OF TRUSTEE | TRUSTEE SINCE | YEAR OF BIRTH |
(1) Harris J. Ashton | 1992 | 1932 |
(2) Terrence J. Checki | NOMINEE | 1945 |
(3) Mary C. Choksi | 2014 | 1950 |
(4) Edith E. Holiday | 1996 | 1952 |
(5) Gregory E. Johnson | 2007 | 1961 |
(6) Rupert H. Johnson, Jr. | 1978 | 1940 |
(7) J. Michael Luttig | 2009 | 1954 |
(8) Larry D. Thompson | 2005 | 1945 |
(9) John B. Wilson | 2007 | 1959 |
| Templeton Funds | ||
| NAME OF TRUSTEE | TRUSTEE SINCE | YEAR OF BIRTH |
(1) Harris J. Ashton | 1992 | 1932 |
(2) Ann Torre Bates | 2008 | 1958 |
(3) Mary C. Choksi | 2014 | 1950 |
(4) Edith E. Holiday | 1996 | 1952 |
(5) Gregory E. Johnson | 2007 | 1961 |
(6) Rupert H. Johnson, Jr. | 1978 | 1940 |
(7) J. Michael Luttig | 2009 | 1954 |
| (8) David W. Niemiec | 2005 | 1949 |
(9) Larry D. Thompson | 2005 | 1945 |
(10) Constantine D. Tseretopoulos | 1991 | 1954 |
| (11) Robert E. Wade | 2006 | 1946 |
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF EACH OF THE NOMINEES TO THE BOARD
| For Internal Distribution Only | FT.2 |
PROPOSAL 2: For certain Funds, to approve the use of a “manager of managers” structure whereby the Fund’s investment manager would be able to hire and replace subadvisers without shareholder approval.
(For purposes of Proposal 2, the term “Fund” shall refer to each Fund except Franklin Corefolio Allocation Fund, Franklin Focused Growth Fund, Franklin Flexible Alpha Bond Fund, Franklin Founding Funds Allocation Fund, Franklin Global Listed Infrastructure Fund, Franklin India Growth Fund, Franklin LifeSmartTM Retirement Income Fund, Franklin NextStep Funds, Franklin Payout Funds, Franklin Templeton Money Fund Trust, Franklin U.S. Government Money Fund, Institutional Fiduciary Trust – Money Market Portfolio, Templeton Foreign Smaller Companies Fund, Templeton Global Currency Fund and Templeton Global Smaller Companies Fund.)
What is the purpose of the Manager of Managers Structure?
Shareholders of each Fund are being asked to approve the use of a “manager of managers” structure that would permit the Fund’s investment manager, subject to Board approval, to appoint and replace subadvisers that are affiliated with Franklin Templeton Investments, and subadvisers that are not affiliated with Franklin Templeton Investments, without obtaining prior shareholder approval (the “Manager of Managers Structure”). The Manager of Managers Structure would enable each Fund to operate with greater efficiency in the future by allowing the Fund to use both affiliated and unaffiliated subadvisers best suited to its needs without incurring the expense and potential delays that could be associated with obtaining shareholder approvals.
How will the Manager of Managers Structure affect my Fund?
If the proposal is approved for a Fund, and the Trust’s Board and the Fund’s investment manager believe that the use of one or more subadvisers would be in the best interests of the Fund, the Fund’s shareholders generally would not be asked to approve hiring a subadviser for the Fund, assuming the conditions of the Manager of Managers Order are met. Rather, a Fund’s investment manager, with the approval of the Fund’s Board, including a majority of the Independent Trustees, would be able to appoint subadvisers and make appropriate changes to the subadvisory agreements without seeking shareholder approval. The Fund would, however, inform shareholders of the hiring of any new subadviser within 90 days after the hiring of the subadviser.
Will the Manager of Managers Structure change the fees paid by the Fund?
The use of the Manager of Managers Structure will not change the fees paid to the investment manager by a Fund or fees paid by the Fund’s shareholders.
Do the Funds currently intend to use the Manager of Managers Structure?
The Funds currently do not intend to use the Manager of Managers Structure. The Board of each Trust determined to seek shareholder approval of the Manager of Managers Structure for each Fund in connection with this joint special shareholder meeting, which was otherwise called for purposes of voting on other matters described in the proxy statement, to avoid additional meeting and proxy solicitation costs in the future.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” PROPOSAL 2
| For Internal Distribution Only | FT.3 |
PROPOSAL 3: For all Funds, to approve an amended fundamental investment restriction regarding investments in commodities.
What is the fundamental investment restriction regarding investments in commodities?
The 1940 Act requires every investment company to adopt a fundamental investment restriction governing investments in commodities. A “fundamental” investment restriction may be modified only by a vote of a majority of the investment company’s outstanding voting securities (as defined in the 1940 Act). The Funds’ current fundamental investment restrictions regarding investments in commodities are substantially similar, though not identical, and they are detailed in Exhibit F to the proxy statement.
What will be the effect of the amended fundamental investment restriction regarding investments in commodities?
Since the initial adoption of this restriction for the Funds, the financial markets and regulatory requirements regarding commodities and commodity interests have evolved. New types of financial instruments have become available as potential investment opportunities, including commodity-linked instruments. The Funds’ investment managers believe that it is in the Funds’ best interests to amend the current fundamental investment restrictions in order to provide the Funds with the flexibility to adapt to continuously changing regulation and to react to changes in the financial markets and the development of new investment opportunities and instruments, in accordance with each Fund’s investment goal and subject to oversight by the Fund’s Board. Under the proposed restriction, if current applicable law were to change, the Funds would be able to conform to any such new law without shareholders taking further action.
Is the proposed amended fundamental investment restriction expected to affect the way the Fund is currently managed?
The Boards and the Funds’ investment managers do not anticipate that the proposed amended fundamental investment restriction regarding investments in commodities would involve additional material risk to any Fund or affect the way any Fund is currently managed or operated. The Board of each Trust determined to seek shareholder approval of the amended fundamental restriction regarding investments in commodities for each Fund in connection with this joint special shareholder meeting, which was otherwise called for purposes of voting on other matters described in the proxy statement, to avoid additional meeting and proxy solicitation costs in the future.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” PROPOSAL 3
PROPOSAL 4: For Franklin Small-Mid Cap Growth Fund, Templeton Global Balanced Fund and Templeton Emerging Markets Small Cap Fund, to approve an amended fundamental investment restriction regarding lending.
What is the fundamental investment restriction regarding lending?
The 1940 Act requires every investment company to adopt a fundamental policy regarding lending. Each of the Small-Mid Cap Fund, Templeton Global Balanced Fund and Templeton Emerging Markets Small Cap Fund is currently subject to an investment restriction that prohibits the Fund from making loans, except for certain activities that are specifically excluded from the restriction.
| For Internal Distribution Only | FT.4 |
What will be the effect of the amendment to my fund’s current fundamental investment restriction?
The purpose of the amendment is to update the fundamental lending investment restriction to place an overall limit on such lending and to provide that the Fund may not make loans if, as a result, more than 33⅓% of its total assets would be lent to other persons (including other investment companies as permitted by the 1940 Act and any exemptions therefrom). Under U.S. Securities and Exchange Commission staff interpretations, lending by an investment company, under certain circumstances, may also give rise to issues relating to the issuance of senior securities. To the extent a Fund enters into lending transactions under these limited circumstances, such Fund will continue to be subject to the limitations imposed under the 1940 Act regarding the issuance of senior securities and the Fund’s fundamental investment restriction regarding issuing senior securities. In addition, such Fund will disclose to shareholders any additional risks associated with such transactions.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” PROPOSAL 4
PROPOSAL 5: For Franklin Small-Mid Cap Growth Fund, to approve amendments to certain fundamental investment restrictions of such Fund (includes six (6) Sub-Proposals):
| 5a. | To amend the fundamental investment restriction regarding borrowing; |
| 5b. | To amend the fundamental investment restriction regarding underwriting; |
| 5c. | To amend the fundamental investment restriction regarding investments in real estate; |
| 5d. | To amend the fundamental investment restriction regarding issuing senior securities; |
| 5e. | To amend the fundamental investment restriction regarding industry concentration; |
| 5f. | To amend the fundamental investment restriction regarding diversification of investments. |
What are these fundamental investment restrictions?
The Small-Mid Cap Fund is subject to certain investment restrictions (for example, relating to borrowing or investing in real estate) that are considered “fundamental” because the restrictions may only be changed with shareholder approval. There generally are eight fundamental investment restrictions that each Fund is required to have under the 1940 Act.
What will be the effect of the amendments to the Small-Mid Cap Fund’s current fundamental investment restrictions?
The purpose of the amendments is to update those restrictions that are more restrictive than is currently required and to standardize, to the extent practicable, all required fundamental investment restrictions across the Franklin Templeton funds. To the extent that the Small-Mid Cap Fund uses this flexibility in the future, the Fund may be subject to some additional costs and risks. However, the Fund does not currently anticipate materially changing its investment strategies if the proposed amendments to its fundamental investment restrictions are approved.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” SUB-PROPOSALS 5a-5f
| For Internal Distribution Only | FT.5 |
PROPOSAL 6: For Franklin Small-Mid Cap Growth Fund, to approve the elimination of certain fundamental investment restrictions (includes eight (8) Sub-Proposals):
| 6a. | To eliminate the fundamental investment restriction regarding engaging in short sales and use of margin |
| 6b. | To eliminate the fundamental investment restriction regarding investments in oil, gas and other mineral programs |
| 6c. | To eliminate the fundamental investment restriction regarding use of options |
| 6d. | To eliminate the fundamental investment restriction regarding investment in restricted securities |
| 6e. | To eliminate the fundamental investment restriction regarding investment in unseasoned issuers |
| 6f. | To eliminate the fundamental investment restriction regarding investing for purposes of exercising control |
| 6g. | To eliminate the fundamental investment restriction regarding investing in other investment companies |
| 6h. | To eliminate the fundamental investment restriction regarding management ownership of securities and principal transactions with management |
What are these fundamental investment restrictions?
The Small-Mid Cap Fund is also subject to fundamental investment restrictions that were once imposed by state securities laws or other regulatory authorities that are now outdated or are no longer effective.
What will be the effect of the elimination of such investment restrictions on the Fund?
If the proposed eliminations are approved, it may be easier for the Small-Mid Cap Fund to adapt to market or industry changes in the future because these restrictions would be eliminated. To the extent that the Fund uses this flexibility in the future, the Fund may be subject to some additional costs and risks. However, the Fund does not currently anticipate materially changing its investment strategies if the proposed eliminations are approved.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “FOR” SUB-PROPOSALS 6a-6h
PROPOSALS 7a-7c: If properly presented, for Franklin High Yield Tax-Free Income Fund, Templeton Global Bond Fund and Franklin High Income Fund, a shareholder proposal that such Funds’ Boards institute procedures to prevent holding investments in companies that, in the judgment of each Board, substantially contribute to genocide or crimes against humanity.
Why are the Boards recommending a vote against proposals 7a-7c?
As discussed more completely in the proxy statement, the Boards believe that Franklin Templeton’s investment approach, which considers these issues on a company-by-company basis, is preferable to that recommended by the shareholder proposals.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “AGAINST” PROPOSALS 7a-7c
PROPOSAL 8a-8d: If properly presented, for Franklin Federal Intermediate-Term Tax-Free Income Fund, Franklin Income Fund, Franklin High Income Fund, and Franklin California Tax-Free Income Fund, a shareholder proposal that such Funds’ Boards institute transparent procedures to prevent holding investments in companies that, in the judgment of management, substantially contribute to genocide or crimes against humanity.
Why are the Boards recommending a vote against proposals 8a-8d?
As discussed more completely in the proxy statement, the Boards believe that Franklin Templeton’s investment approach, which considers these issues on a company-by-company basis, is preferable to that recommended by the shareholder proposals.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE “AGAINST” PROPOSALS 8a-8d
| For Internal Distribution Only | FT.6 |
| VOTING METHODS |
| PHONE: | To cast your vote by telephone with a proxy specialist, call the toll-free number found on your proxy card. Representatives are available to take your voting instructions Monday through Friday 9:00 a.m. to 10:00 p.m. Eastern Time and Saturday from 10:00 a.m. to 4:00 p.m. Eastern Time. |
| MAIL: | To vote your proxy by mail, check the appropriate voting box on the proxy card, sign and date the card and return it in the enclosed postage-paid envelope. |
| TOUCH-TONE: | To cast your vote via a touch-tone voting line, call the toll-free number and enter the control number found on your proxy card. |
| INTERNET: | To vote via the Internet, go to the website on your proxy card and enter the control number found on the proxy card. |
Proxy Materials Are Available Online At: www.proxyonline.com/docs/FTproxy
| CUSIP | TICKER | NAME OF FUND | CLASS |
| 353612302 | FISAX | Franklin Adjustable U.S. Government Securities Fund | A |
| 353612476 | FAUGX | Franklin Adjustable U.S. Government Securities Fund | A1 |
| 353612732 | FCSCX | Franklin Adjustable U.S. Government Securities Fund | C |
| 353612492 | --- | Franklin Adjustable U.S. Government Securities Fund | R6 |
| 353612625 | FAUZX | Franklin Adjustable U.S. Government Securities Fund | ADVISOR |
| 354723884 | FRALZ | Franklin Alabama Tax-Free Income Fund | A |
| 354723454 | FALEX | Franklin Alabama Tax-Free Income Fund | C |
| 354724601 | FALZX | Franklin Alabama Tax-Free Income Fund | ADVISOR |
| 354724551 | FALRX | Franklin Alabama Tax-Free Income Fund | R6 |
| 354723876 | FTAZX | Franklin Arizona Tax-Free Income Fund | A |
| 354723462 | FAZIX | Franklin Arizona Tax-Free Income Fund | C |
| 354723256 | FAZZX | Franklin Arizona Tax-Free Income Fund | ADVISOR |
| 354724452 | FAZRX | Franklin Arizona Tax-Free Income Fund | R6 |
| 353612682 | FBLAX | Franklin Balanced Fund | A |
| 353612674 | FBMCX | Franklin Balanced Fund | C |
| 353612666 | --- | Franklin Balanced Fund | R |
| 353612575 | FBFRX | Franklin Balanced Fund | R6 |
| 353612658 | FBFZX | Franklin Balanced Fund | ADVISOR |
| 354713844 | FBDIX | Franklin Biotechnology Discovery Fund | A |
| 354713240 | FBTDX | Franklin Biotechnology Discovery Fund | C |
| 354713380 | FRBRX | Franklin Biotechnology Discovery Fund | R6 |
| 354713398 | FTDZX | Franklin Biotechnology Discovery Fund | ADVISOR |
| 354025306 | FCAMX | Franklin California High Yield Municipal Fund | A |
| 354025603 | FCAHX | Franklin California High Yield Municipal Fund | C |
| 354025801 | FVCAX | Franklin California High Yield Municipal Fund | ADVISOR |
| 354025850 | FCAQX | Franklin California High Yield Municipal Fund | R6 |
| 352519300 | FKCIX | Franklin California Intermediate-Term Tax-Free Income Fund | A |
| 352519607 | FCCIX | Franklin California Intermediate-Term Tax-Free Income Fund | C |
| 352519888 | FRCZX | Franklin California Intermediate-Term Tax-Free Income Fund | ADVISOR |
| 352519847 | FCCRX | Franklin California Intermediate-Term Tax-Free Income Fund | R6 |
| 352519870 | FCUAX | Franklin California Ultra-Short Tax-Free Income Fund | A1 |
| For Internal Distribution Only | FT.7 |
| 352519862 | FCUZX | Franklin California Ultra-Short Tax-Free Income Fund | ADVISOR |
| 352519839 | FCURX | Franklin California Ultra-Short Tax-Free Income Fund | R6 |
| 354723868 | FRCOX | Franklin Colorado Tax-Free Income Fund | A |
| 354724205 | FCOZX | Franklin Colorado Tax-Free Income Fund | ADVISOR |
| 354723439 | FCOIX | Franklin Colorado Tax-Free Income Fund | C |
| 354724445 | FKTLX | Franklin Colorado Tax-Free Income Fund | R6 |
| 354723744 | FXCTX | Franklin Connecticut Tax-Free Income Fund | A |
| 354723579 | FCTIX | Franklin Connecticut Tax-Free Income Fund | C |
| 354724304 | FCNZX | Franklin Connecticut Tax-Free Income Fund | ADVISOR |
| 354724437 | FCTQX | Franklin Connecticut Tax-Free Income Fund | R6 |
| 35472P109 | FTCIX | Franklin Conservative Allocation Fund | A |
| 35472P208 | FTCCX | Franklin Conservative Allocation Fund | C |
| 35472P703 | FTCRX | Franklin Conservative Allocation Fund | R |
| 35472P430 | --- | Franklin Conservative Allocation Fund | R6 |
| 35472P851 | FTCZX | Franklin Conservative Allocation Fund | ADVISOR |
| 353612104 | FISCX | Franklin Convertible Securities Fund | A |
| 353612880 | FRTOX | Franklin Convertible Securities Fund | C |
| 353612484 | FCSKX | Franklin Convertible Securities Fund | R6 |
| 353612641 | FCSZX | Franklin Convertible Securities Fund | ADVISOR |
| 353496201 | FKDNX | Franklin DynaTech Fund | A |
| 353496870 | FDYNX | Franklin DynaTech Fund | C |
| 353496672 | FDNRX | Franklin DynaTech Fund | R |
| 353496656 | FDTRX | Franklin DynaTech Fund | R6 |
| 353496680 | FDYZX | Franklin DynaTech Fund | ADVISOR |
| 353533813 | FEMDX | Franklin Emerging Market Debt Opportunities Fund | A |
| 353612401 | FISEX | Franklin Equity Income Fund | A |
| 353612807 | FRETX | Franklin Equity Income Fund | C |
| 353612740 | FREIX | Franklin Equity Income Fund | R |
| 353612567 | FEIQX | Franklin Equity Income Fund | R6 |
| 353612633 | FEIFX | Franklin Equity Income Fund | ADVISOR |
| 354723280 | FFTFX | Franklin Federal Limited-Term Tax-Free Income Fund | A |
| 354723132 | FTFZX | Franklin Federal Limited-Term Tax-Free Income Fund | ADVISOR |
| 354724593 | FFTRX | Franklin Federal Limited-Term Tax-Free Income Fund | R6 |
| 353519101 | FKTIX | Franklin Federal Tax-Free Income Fund | A |
| 353519200 | FRFTX | Franklin Federal Tax-Free Income Fund | C |
| 353519408 | FAFTX | Franklin Federal Tax-Free Income Fund | ADVISOR |
| 353519606 | FFTQX | Franklin Federal Tax-Free Income Fund | R6 |
| 353612823 | FAFRX | Franklin Floating Rate Daily Access Fund | A |
| 353612799 | FCFRX | Franklin Floating Rate Daily Access Fund | C |
| 353612559 | FFRDX | Franklin Floating Rate Daily Access Fund | R6 |
| 353612781 | FDAAX | Franklin Floating Rate Daily Access Fund | ADVISOR |
| 354723850 | FRFLX | Franklin Florida Tax-Free Income Fund | A |
| 354723470 | FRFIX | Franklin Florida Tax-Free Income Fund | C |
| 354724700 | FFTZX | Franklin Florida Tax-Free Income Fund | ADVISOR |
| 354724544 | FRFQX | Franklin Florida Tax-Free Income Fund | R6 |
| 354713448 | FCEQX | Franklin Focused Core Equity Fund | A |
| 354713430 | FCEDX | Franklin Focused Core Equity Fund | C |
| 354713422 | FCERX | Franklin Focused Core Equity Fund | R |
| 354713364 | FEFCX | Franklin Focused Core Equity Fund | R6 |
| 354713414 | FCEZX | Franklin Focused Core Equity Fund | ADVISOR |
| 354723843 | FTGAX | Franklin Georgia Tax-Free Income Fund | A |
| For Internal Distribution Only | FT.8 |
| 354723488 | FGAIX | Franklin Georgia Tax-Free Income Fund | C |
| 354724809 | FGFZX | Franklin Georgia Tax-Free Income Fund | ADVISOR |
| 354724536 | FGFQX | Franklin Georgia Tax-Free Income Fund | R6 |
| 353533797 | FGRRX | Franklin Global Real Estate Fund | A |
| 353533789 | FCGRX | Franklin Global Real Estate Fund | C |
| 353533771 | FVGRX | Franklin Global Real Estate Fund | ADVISOR |
| 353533656 | FGGRX | Franklin Global Real Estate Fund | R6 |
| 353535107 | FKRCX | Franklin Gold and Precious Metals Fund | A |
| 353535206 | FRGOX | Franklin Gold and Precious Metals Fund | C |
| 353535503 | FGPMX | Franklin Gold and Precious Metals Fund | R6 |
| 353535305 | FGADX | Franklin Gold and Precious Metals Fund | ADVISOR |
| 35472P505 | FGTIX | Franklin Growth Allocation Fund | A |
| 35472P604 | FTGTX | Franklin Growth Allocation Fund | C |
| 35472P802 | FGTRX | Franklin Growth Allocation Fund | R |
| 35472P414 | --- | Franklin Growth Allocation Fund | R6 |
| 35472P877 | FGTZX | Franklin Growth Allocation Fund | ADVISOR |
| 354713687 | FGRAX | Franklin Growth Opportunities Fund | A |
| 354713711 | FKACX | Franklin Growth Opportunities Fund | C |
| 354713513 | FKARX | Franklin Growth Opportunities Fund | R |
| 354713356 | FOPPX | Franklin Growth Opportunities Fund | R6 |
| 354713729 | FRAAX | Franklin Growth Opportunities Fund | ADVISOR |
| 353533730 | FNGAX | Franklin International Growth Fund | A |
| 353533722 | --- | Franklin International Growth Fund | C |
| 353533714 | --- | Franklin International Growth Fund | R |
| 353533649 | FILRX | Franklin International Growth Fund | R6 |
| 353533698 | FNGZX | Franklin International Growth Fund | ADVISOR |
| 353533763 | FINAX | Franklin International Small Cap Growth Fund | A |
| 353533755 | FCSMX | Franklin International Small Cap Growth Fund | C |
| 353533748 | FISDX | Franklin International Small Cap Growth Fund | R |
| 353533631 | FCAPX | Franklin International Small Cap Growth Fund | R6 |
| 353533888 | FKSCX | Franklin International Small Cap Growth Fund | ADVISOR |
| 354723728 | FRKYX | Franklin Kentucky Tax-Free Income Fund | A |
| 354724882 | FKTZX | Franklin Kentucky Tax-Free Income Fund | ADVISOR |
| 354724528 | FKTRX | Franklin Kentucky Tax-Free Income Fund | R6 |
| 35472P356 | FLRMX | Franklin LifeSmart 2020 Retirement Target Fund | A |
| 35472P349 | FLRQX | Franklin LifeSmart 2020 Retirement Target Fund | C |
| 35472P331 | FLRVX | Franklin LifeSmart 2020 Retirement Target Fund | R |
| 35472P323 | FRTSX | Franklin LifeSmart 2020 Retirement Target Fund | R6 |
| 35472P315 | FLROX | Franklin LifeSmart 2020 Retirement Target Fund | ADVISOR |
| 35472P612 | FTRTX | Franklin LifeSmart 2025 Retirement Target Fund | A |
| 35472P596 | FTTCX | Franklin LifeSmart 2025 Retirement Target Fund | C |
| 35472P588 | FRELX | Franklin LifeSmart 2025 Retirement Target Fund | R |
| 35472P380 | FTLMX | Franklin LifeSmart 2025 Retirement Target Fund | R6 |
| 35472P570 | FLRFX | Franklin LifeSmart 2025 Retirement Target Fund | ADVISOR |
| 35472P299 | FLRSX | Franklin LifeSmart 2030 Retirement Target Fund | A |
| 35472P281 | FLRTX | Franklin LifeSmart 2030 Retirement Target Fund | C |
| 35472P273 | FLRWX | Franklin LifeSmart 2030 Retirement Target Fund | R |
| 35472P265 | FLERX | Franklin LifeSmart 2030 Retirement Target Fund | R6 |
| 35472P257 | FLRZX | Franklin LifeSmart 2030 Retirement Target Fund | ADVISOR |
| 35472P562 | FRTAX | Franklin LifeSmart 2035 Retirement Target Fund | A |
| 35472P554 | FTRCX | Franklin LifeSmart 2035 Retirement Target Fund | C |
| For Internal Distribution Only | FT.9 |
| 35472P547 | FLRGX | Franklin LifeSmart 2035 Retirement Target Fund | R |
| 35472P372 | FMTLX | Franklin LifeSmart 2035 Retirement Target Fund | R6 |
| 35472P539 | FLRHX | Franklin LifeSmart 2035 Retirement Target Fund | ADVISOR |
| 35472P240 | FLADX | Franklin LifeSmart 2040 Retirement Target Fund | A |
| 35472P232 | FLOLX | Franklin LifeSmart 2040 Retirement Target Fund | C |
| 35472P224 | FLSGX | Franklin LifeSmart 2040 Retirement Target Fund | R |
| 35472P216 | FLREX | Franklin LifeSmart 2040 Retirement Target Fund | R6 |
| 35472P190 | FLSHX | Franklin LifeSmart 2040 Retirement Target Fund | ADVISOR |
| 35472P521 | FTTAX | Franklin LifeSmart 2045 Retirement Target Fund | A |
| 35472P513 | FLRIX | Franklin LifeSmart 2045 Retirement Target Fund | C |
| 35472P497 | FLRJX | Franklin LifeSmart 2045 Retirement Target Fund | R |
| 35472P364 | FMLTX | Franklin LifeSmart 2045 Retirement Target Fund | R6 |
| 35472P489 | FLRLX | Franklin LifeSmart 2045 Retirement Target Fund | ADVISOR |
| 35472P182 | FLSJX | Franklin LifeSmart 2050 Retirement Target Fund | A |
| 35472P174 | FLSKX | Franklin LifeSmart 2050 Retirement Target Fund | C |
| 35472P166 | FLSNX | Franklin LifeSmart 2050 Retirement Target Fund | R |
| 35472P158 | FRLEX | Franklin LifeSmart 2050 Retirement Target Fund | R6 |
| 35472P141 | FLSOX | Franklin LifeSmart 2050 Retirement Target Fund | ADVISOR |
| 35473A101 | FLTFX | Franklin LifeSmart 2055 Retirement Target Fund | A |
| 35473A200 | FLTNX | Franklin LifeSmart 2055 Retirement Target Fund | C |
| 35473A309 | FLSBX | Franklin LifeSmart 2055 Retirement Target Fund | R |
| 35473A408 | FLSZX | Franklin LifeSmart 2055 Retirement Target Fund | R6 |
| 35473A507 | FLTKX | Franklin LifeSmart 2055 Retirement Target Fund | ADVISOR |
| 354723827 | FKLAX | Franklin Louisiana Tax-Free Income Fund | A |
| 354723512 | FLAIX | Franklin Louisiana Tax-Free Income Fund | C |
| 354724874 | FLTZX | Franklin Louisiana Tax-Free Income Fund | ADVISOR |
| 354724510 | FLAQX | Franklin Louisiana Tax-Free Income Fund | R6 |
| 353612690 | FLDAX | Franklin Low Duration Total Return Fund | A |
| 353612583 | FLDCX | Franklin Low Duration Total Return Fund | C |
| 353612534 | FLRRX | Franklin Low Duration Total Return Fund | R6 |
| 353612617 | FLDZX | Franklin Low Duration Total Return Fund | ADVISOR |
| 354723736 | FMDTX | Franklin Maryland Tax-Free Income Fund | A |
| 354723421 | FMDIX | Franklin Maryland Tax-Free Income Fund | C |
| 354723140 | FMDZX | Franklin Maryland Tax-Free Income Fund | ADVISOR |
| 354724494 | FMDQX | Franklin Maryland Tax-Free Income Fund | R6 |
| 354723207 | FMISX | Franklin Massachusetts Tax-Free Income Fund | A |
| 354723678 | FMAIX | Franklin Massachusetts Tax-Free Income Fund | C |
| 354723199 | FMAHX | Franklin Massachusetts Tax-Free Income Fund | ADVISOR |
| 354724577 | FKTMX | Franklin Massachusetts Tax-Free Income Fund | R6 |
| 354723306 | FTTMX | Franklin Michigan Tax-Free Income Fund | A |
| 354723645 | FRMTX | Franklin Michigan Tax-Free Income Fund | C |
| 354723249 | FMTFX | Franklin Michigan Tax-Free Income Fund | ADVISOR |
| 354724429 | FKTNX | Franklin Michigan Tax-Free Income Fund | R6 |
| 354723405 | FMINX | Franklin Minnesota Tax-Free Income Fund | A |
| 354723637 | FMNIX | Franklin Minnesota Tax-Free Income Fund | C |
| 354723181 | FMNZX | Franklin Minnesota Tax-Free Income Fund | ADVISOR |
| 354724411 | FKTDX | Franklin Minnesota Tax-Free Income Fund | R6 |
| 354723819 | FRMOX | Franklin Missouri Tax-Free Income Fund | A |
| 354723520 | FMOIX | Franklin Missouri Tax-Free Income Fund | C |
| 354723165 | FRMZX | Franklin Missouri Tax-Free Income Fund | ADVISOR |
| 354724486 | FMOQX | Franklin Missouri Tax-Free Income Fund | R6 |
| For Internal Distribution Only | FT.10 |
| 35472P307 | FMTIX | Franklin Moderate Allocation Fund | A |
| 35472P406 | FTMTX | Franklin Moderate Allocation Fund | C |
| 35472P885 | FTMRX | Franklin Moderate Allocation Fund | R |
| 35472P422 | --- | Franklin Moderate Allocation Fund | R6 |
| 35472P869 | FMTZX | Franklin Moderate Allocation Fund | ADVISOR |
| 354713604 | FRNRX | Franklin Natural Resources Fund | A |
| 354713455 | FNCRX | Franklin Natural Resources Fund | C |
| 354713257 | FNCSX | Franklin Natural Resources Fund | R6 |
| 354713851 | FNRAX | Franklin Natural Resources Fund | ADVISOR |
| 354723751 | FRNJX | Franklin New Jersey Tax-Free Income Fund | A |
| 354723561 | FNIIX | Franklin New Jersey Tax-Free Income Fund | C |
| 354723231 | FNJZX | Franklin New Jersey Tax-Free Income Fund | ADVISOR |
| 354724569 | FNJRX | Franklin New Jersey Tax-Free Income Fund | R6 |
| 354128308 | FKNIX | Franklin New York Intermediate-Term Tax-Free Income Fund | A |
| 354128506 | FKNCX | Franklin New York Intermediate-Term Tax-Free Income Fund | C |
| 354128704 | FNYZX | Franklin New York Intermediate-Term Tax-Free Income Fund | ADVISOR |
| 354128878 | FKNRX | Franklin New York Intermediate-Term Tax-Free Income Fund | R6 |
| 354130106 | FNYTX | Franklin New York Tax-Free Income Fund | A |
| 354130205 | FNYIX | Franklin New York Tax-Free Income Fund | C |
| 354130403 | FNYAX | Franklin New York Tax-Free Income Fund | ADVISOR |
| 354130601 | FKTJX | Franklin New York Tax-Free Income Fund | R6 |
| 354723793 | FXNCX | Franklin North Carolina Tax-Free Income Fund | A |
| 354723538 | FNCIX | Franklin North Carolina Tax-Free Income Fund | C |
| 354723173 | FNCZX | Franklin North Carolina Tax-Free Income Fund | ADVISOR |
| 354724478 | FNCQX | Franklin North Carolina Tax-Free Income Fund | R6 |
| 354723504 | FTOIX | Franklin Ohio Tax-Free Income Fund | A |
| 354723629 | FOITX | Franklin Ohio Tax-Free Income Fund | C |
| 354723223 | FROZX | Franklin Ohio Tax-Free Income Fund | ADVISOR |
| 354724395 | FKTOX | Franklin Ohio Tax-Free Income Fund | R6 |
| 354723785 | FRORX | Franklin Oregon Tax-Free Income Fund | A |
| 354723660 | FORIX | Franklin Oregon Tax-Free Income Fund | C |
| 354724502 | FOFZX | Franklin Oregon Tax-Free Income Fund | ADVISOR |
| 354724387 | FOFRX | Franklin Oregon Tax-Free Income Fund | R6 |
| 354723801 | FRPAX | Franklin Pennsylvania Tax-Free Income Fund | A |
| 354723447 | FRPTX | Franklin Pennsylvania Tax-Free Income Fund | C |
| 354724403 | FPFZX | Franklin Pennsylvania Tax-Free Income Fund | ADVISOR |
| 354724379 | FRPRX | Franklin Pennsylvania Tax-Free Income Fund | R6 |
| 354602104 | FREEX | Franklin Real Estate Securities Fund | A |
| 354602203 | FRRSX | Franklin Real Estate Securities Fund | C |
| 354602500 | FSERX | Franklin Real Estate Securities Fund | R6 |
| 354602302 | FRLAX | Franklin Real Estate Securities Fund | ADVISOR |
| 353612724 | FRRAX | Franklin Real Return Fund | A |
| 353612591 | FRRCX | Franklin Real Return Fund | C |
| 353612526 | FRRRX | Franklin Real Return Fund | R6 |
| 353612716 | FARRX | Franklin Real Return Fund | ADVISOR |
| 354713620 | FSGRX | Franklin Small Cap Growth Fund | A |
| 354713646 | FCSGX | Franklin Small Cap Growth Fund | C |
| 354713539 | FSSRX | Franklin Small Cap Growth Fund | R |
| 354713349 | FSMLX | Franklin Small Cap Growth Fund | R6 |
| 354713653 | FSSAX | Franklin Small Cap Growth Fund | ADVISOR |
| 354713505 | FRSTX | Franklin Strategic Income Fund | A |
| For Internal Distribution Only | FT.11 |
| 354713836 | FSGCX | Franklin Strategic Income Fund | C |
| 354713554 | FKSRX | Franklin Strategic Income Fund | R |
| 354713737 | FKSAX | Franklin Strategic Income Fund | ADVISOR |
| 354713323 | FGKNX | Franklin Strategic Income Fund | R6 |
| 35471H207 | FSMFX | Franklin Strategic Mortgage Portfolio | A |
| 35471H108 | FSMIX | Franklin Strategic Mortgage Portfolio | A1 |
| 35471H306 | --- | Franklin Strategic Mortgage Portfolio | C |
| 35471H405 | FSMZX | Franklin Strategic Mortgage Portfolio | ADVISOR |
| 35471H603 | FSMQX | Franklin Strategic Mortgage Portfolio | R6 |
| 354025405 | FRTIX | Franklin Tennessee Municipal Bond Fund | A |
| 354025884 | FTMZX | Franklin Tennessee Municipal Bond Fund | ADVISOR |
| 354025843 | FTMQX | Franklin Tennessee Municipal Bond Fund | R6 |
| 353612856 | FKBAX | Franklin Total Return Fund | A |
| 353612757 | FCTLX | Franklin Total Return Fund | C |
| 353612773 | FTRRX | Franklin Total Return Fund | R |
| 353612518 | FRERX | Franklin Total Return Fund | R6 |
| 353612849 | FBDAX | Franklin Total Return Fund | ADVISOR |
| 353496607 | FKUSX | Franklin U.S. Government Securities Fund | A |
| 353496862 | FRUGX | Franklin U.S. Government Securities Fund | C |
| 353496714 | FUSRX | Franklin U.S. Government Securities Fund | R |
| 353496623 | FGORX | Franklin U.S. Government Securities Fund | R6 |
| 353496821 | FUSAX | Franklin U.S. Government Securities Fund | ADVISOR |
| 353496409 | FKUTX | Franklin Utilities Fund | A |
| 353496706 | FRUSX | Franklin Utilities Fund | C |
| 353496698 | FRURX | Franklin Utilities Fund | R |
| 353496615 | FUFRX | Franklin Utilities Fund | R6 |
| 353496854 | FRUAX | Franklin Utilities Fund | ADVISOR |
| 354723769 | FRVAX | Franklin Virginia Tax-Free Income Fund | A |
| 354723553 | FVAIX | Franklin Virginia Tax-Free Income Fund | C |
| 354723157 | FRVZX | Franklin Virginia Tax-Free Income Fund | ADVISOR |
| 354724460 | FRVRX | Franklin Virginia Tax-Free Income Fund | R6 |
| 333333333 | --- | The U.S. Government Money Market Portfolio | MASTER |
| 353496508 | FKGRX | Franklin Growth Fund | A |
| 353496888 | FRGSX | Franklin Growth Fund | C |
| 353496730 | FGSRX | Franklin Growth Fund | R |
| 353496649 | FIFRX | Franklin Growth Fund | R6 |
| 353496839 | FCGAX | Franklin Growth Fund | ADVISOR |
| 880208103 | TPINX | Templeton Global Bond Fund | A |
| 880208301 | TEGBX | Templeton Global Bond Fund | C |
| 880208848 | FGBRX | Templeton Global Bond Fund | R |
| 880208772 | FBNRX | Templeton Global Bond Fund | R6 |
| 880208400 | TGBAX | Templeton Global Bond Fund | ADVISOR |
| 353538101 | FHAIX | Franklin High Income Fund | A |
| 353538200 | FCHIX | Franklin High Income Fund | C |
| 353538507 | FHIRX | Franklin High Income Fund | R |
| 353538606 | FHRRX | Franklin High Income Fund | R6 |
| 353538309 | FVHIX | Franklin High Income Fund | ADVISOR |
| 354723710 | FKITX | Franklin Federal Intermediate-Term Tax-Free Income Fund | A |
| 354723298 | FCITX | Franklin Federal Intermediate-Term Tax-Free Income Fund | C |
| 354723215 | FITZX | Franklin Federal Intermediate-Term Tax-Free Income Fund | ADVISOR |
| 354724619 | FITQX | Franklin Federal Intermediate-Term Tax-Free Income Fund | R6 |
| For Internal Distribution Only | FT.12 |
| 353496300 | FKINX | Franklin Income Fund | A |
| 353496805 | FCISX | Franklin Income Fund | C |
| 353496722 | FISRX | Franklin Income Fund | R |
| 353496631 | FNCFX | Franklin Income Fund | R6 |
| 353496847 | FRIAX | Franklin Income Fund | ADVISOR |
| 352518104 | FKTFX | Franklin California Tax-Free Income Fund | A |
| 352518203 | FRCTX | Franklin California Tax-Free Income Fund | C |
| 352518401 | FCAVX | Franklin California Tax-Free Income Fund | ADVISOR |
| 352518609 | FKTQX | Franklin California Tax-Free Income Fund | R6 |
| 35472P786 | FTCOX | Franklin Corefolio Allocation Fund | A |
| 35472P760 | FTCLX | Franklin Corefolio Allocation Fund | C |
| 35472P752 | --- | Franklin Corefolio Allocation Fund | R |
| 35472P745 | FCAZX | Franklin Corefolio Allocation Fund | ADVISOR |
| 35473A630 | FTLQX | Franklin Corefolio Allocation Fund | R6 |
| 354713232 | FABFX | Franklin Flexible Alpha Bond Fund | A |
| 354713224 | FABDX | Franklin Flexible Alpha Bond Fund | C |
| 354713216 | FABMX | Franklin Flexible Alpha Bond Fund | R |
| 354713190 | FABNX | Franklin Flexible Alpha Bond Fund | R6 |
| 354713182 | FZBAX | Franklin Flexible Alpha Bond Fund | ADVISOR |
| 353496599 | --- | Franklin Focused Growth Fund | ADVISOR |
| 35472P844 | FFALX | Franklin Founding Funds Allocation Fund | A |
| 35472P828 | FFACX | Franklin Founding Funds Allocation Fund | C |
| 35472P810 | FFARX | Franklin Founding Funds Allocation Fund | R |
| 35472P794 | FFAAX | Franklin Founding Funds Allocation Fund | ADVISOR |
| 35473A622 | FFAQX | Franklin Founding Funds Allocation Fund | R6 |
| 353533623 | FLGIX | Franklin Global Listed Infrastructure Fund | A |
| 353533615 | --- | Franklin Global Listed Infrastructure Fund | C |
| 353533599 | --- | Franklin Global Listed Infrastructure Fund | R |
| 353533581 | --- | Franklin Global Listed Infrastructure Fund | R6 |
| 353533573 | FLGZX | Franklin Global Listed Infrastructure Fund | ADVISOR |
| 35361F857 | FINGX | Franklin India Growth Fund | A |
| 35361F840 | FINDX | Franklin India Growth Fund | C |
| 35361F733 | FIGEX | Franklin India Growth Fund | R6 |
| 35361F832 | FIGZX | Franklin India Growth Fund | ADVISOR |
| 35472P653 | FTRAX | Franklin LifeSmart Retirement Income Fund | A |
| 35472P646 | FRTCX | Franklin LifeSmart Retirement Income Fund | C |
| 35472P638 | FBRLX | Franklin LifeSmart Retirement Income Fund | R |
| 35472P398 | FLMTX | Franklin LifeSmart Retirement Income Fund | R6 |
| 35472P620 | FLRDX | Franklin LifeSmart Retirement Income Fund | ADVISOR |
| 35473A762 | FNCAX | Franklin NextStep Conservative Fund | A |
| 35473A754 | FNCDX | Franklin NextStep Conservative Fund | C |
| 35473A119 | FNCVX | Franklin NextStep Conservative Fund | ADVISOR |
| 35473A747 | FNGBX | Franklin NextStep Growth Fund | A |
| 35473A739 | FNGCX | Franklin NextStep Growth Fund | C |
| 35473A135 | FNGVX | Franklin NextStep Growth Fund | ADVISOR |
| 35473A721 | FNMDX | Franklin NextStep Moderate Fund | A |
| 35473A713 | FNMFX | Franklin NextStep Moderate Fund | C |
| 35473A127 | FNMZX | Franklin NextStep Moderate Fund | ADVISOR |
| 35473A705 | FPOKX | Franklin Payout 2017 Fund | R6 |
| 35473A606 | FPOBX | Franklin Payout 2017 Fund | ADVISOR |
| 35473A887 | FPOLX | Franklin Payout 2018 Fund | R6 |
| For Internal Distribution Only | FT.13 |
| 35473A804 | FPODX | Franklin Payout 2018 Fund | ADVISOR |
| 35473A861 | FPOEX | Franklin Payout 2019 Fund | R6 |
| 35473A879 | FPOFX | Franklin Payout 2019 Fund | ADVISOR |
| 35473A846 | FPOGX | Franklin Payout 2020 Fund | R6 |
| 35473A853 | FPOHX | Franklin Payout 2020 Fund | ADVISOR |
| 35473A846 | FPOMX | Franklin Payout 2021 Fund | R6 |
| 35473A853 | FPOJX | Franklin Payout 2021 Fund | ADVISOR |
| 354902405 | --- | Franklin Templeton Money Fund | A |
| 354902108 | FRIXX | Franklin Templeton Money Fund | C |
| 354902306 | FMRXX | Franklin Templeton Money Fund | R |
| 354014102 | FMFXX | Franklin U.S. Government Money Fund | A |
| 354014201 | FRRXX | Franklin U.S. Government Money Fund | R6 |
| 457756500 | --- | Money Market Portfolio | A |
| 88019R492 | --- | Templeton Dynamic Equity Fund | ADVISOR |
| 88019R575 | TAEMX | Templeton Emerging Markets Balanced Fund | A |
| 88019R567 | --- | Templeton Emerging Markets Balanced Fund | C |
| 88019R559 | --- | Templeton Emerging Markets Balanced Fund | R |
| 88019R542 | TZEMX | Templeton Emerging Markets Balanced Fund | ADVISOR |
| 88019R393 | FEBQX | Templeton Emerging Markets Balanced Fund | R6 |
| 880210505 | --- | International Equity Series | PRIMARY |
| 880210869 | --- | International Equity Series | SERVICE |
| 880210877 | --- | Foreign Smaller Companies Series | ADVISOR |
| 880210851 | --- | Global Equity Series | ADVISOR |
| 88018X201 | TCWAX | Templeton China World Fund | A |
| 88018X409 | TCWCX | Templeton China World Fund | C |
| 88018X607 | FCWRX | Templeton China World Fund | R6 |
| 88018X102 | TACWX | Templeton China World Fund | ADVISOR |
| 880208780 | FEMZX | Templeton Emerging Markets Bond Fund | ADVISOR |
| 880208830 | FEMGX | Templeton Emerging Markets Bond Fund | A |
| 880208822 | FEMHX | Templeton Emerging Markets Bond Fund | C |
| 880208814 | --- | Templeton Emerging Markets Bond Fund | R |
| 880208798 | --- | Templeton Emerging Markets Bond Fund | R6 |
| 880196209 | TEMFX | Templeton Foreign Fund | A |
| 880196407 | TEFTX | Templeton Foreign Fund | C |
| 880196803 | TEFRX | Templeton Foreign Fund | R |
| 880196506 | TFFAX | Templeton Foreign Fund | ADVISOR |
| 880196878 | FTFGX | Templeton Foreign Fund | R6 |
| 88020E100 | TEGOX | Templeton Global Opportunities Trust | A |
| 88020E209 | TEGPX | Templeton Global Opportunities Trust | C |
| 88020E407 | FGOZX | Templeton Global Opportunities Trust | Advisor |
| 880208889 | TGTRX | Templeton Global Total Return Fund | A |
| 880208871 | TTRCX | Templeton Global Total Return Fund | C |
| 880208863 | FRRGX | Templeton Global Total Return Fund | R |
| 880208764 | FTTRX | Templeton Global Total Return Fund | R6 |
| 880208855 | TTRZX | Templeton Global Total Return Fund | ADVISOR |
| 880208509 | TBOAX | Templeton International Bond Fund | A |
| 880208608 | FCNBX | Templeton International Bond Fund | C |
| 880208806 | FIBZX | Templeton International Bond Fund | ADVISOR |
| 880208707 | --- | Templeton International Bond Fund | R |
| 880208715 | FIBQX | Templeton International Bond Fund | R6 |
| 880196100 | TEMWX | Templeton World Fund | A |
| For Internal Distribution Only | FT.14 |
| 880196308 | TEWTX | Templeton World Fund | C |
| 880196886 | TWDAX | Templeton World Fund | ADVISOR |
| 880196860 | FTWRX | Templeton World Fund | R6 |
| 88019R484 | FINEX | Templeton Foreign Smaller Companies Fund | A |
| 88019R476 | FCFSX | Templeton Foreign Smaller Companies Fund | C |
| 88019R468 | --- | Templeton Foreign Smaller Companies Fund | R6 |
| 88019R450 | FTFAX | Templeton Foreign Smaller Companies Fund | ADVISOR |
| 354728305 | ICPHX | Templeton Global Currency Fund | A |
| 354728701 | ICHHX | Templeton Global Currency Fund | ADVISOR |
| 354728883 | FGCQX | Templeton Global Currency Fund | R6 |
| 88022L102 | TEMGX | Templeton Global Smaller Companies Fund | A |
| 88022L201 | TESGX | Templeton Global Smaller Companies Fund | C |
| 88022L508 | FBOGX | Templeton Global Smaller Companies Fund | R6 |
| 88022L300 | TGSEX | Templeton Global Smaller Companies Fund | ADVISOR |
| 354713109 | FRSGX | Franklin Small-Mid Cap Growth Fund | A |
| 354713802 | FRSIX | Franklin Small-Mid Cap Growth Fund | C |
| 354713547 | FSMRX | Franklin Small-Mid Cap Growth Fund | R |
| 354713331 | FMGGX | Franklin Small-Mid Cap Growth Fund | R6 |
| 354713869 | FSGAX | Franklin Small-Mid Cap Growth Fund | ADVISOR |
| 88019R732 | TEMMX | Templeton Emerging Markets Small Cap Fund | A |
| 88019R724 | TCEMX | Templeton Emerging Markets Small Cap Fund | C |
| 88019R716 | FTESX | Templeton Emerging Markets Small Cap Fund | R |
| 88019R690 | TEMZX | Templeton Emerging Markets Small Cap Fund | ADVISOR |
| 88019R385 | FTEQX | Templeton Emerging Markets Small Cap Fund | R6 |
| 88019R583 | TAGBX | Templeton Global Balanced Fund | A |
| 88019R765 | TZINX | Templeton Global Balanced Fund | ADVISOR |
| 88019R799 | TINCX | Templeton Global Balanced Fund | A1 |
| 88019R591 | FCGBX | Templeton Global Balanced Fund | C |
| 88019R781 | TCINX | Templeton Global Balanced Fund | C1 |
| 88019R773 | --- | Templeton Global Balanced Fund | R |
| 88019R518 | --- | Templeton Global Balanced Fund | R6 |
| 354723702 | FRHIX | Franklin High Yield Tax-Free Income Fund | A |
| 354723595 | FHYIX | Franklin High Yield Tax-Free Income Fund | C |
| 354723272 | FHYVX | Franklin High Yield Tax-Free Income Fund | ADVISOR |
| 354724585 | FHYRX | Franklin High Yield Tax-Free Income Fund | R6 |
| For Internal Distribution Only | FT.15 |
 | Franklin and Templeton Funds Level I Script (CONFIRM RECEIPT OF PROXY MATERIAL) |
Good (morning, afternoon, evening), my name is (AGENT’S FULL NAME).
May I please speak with (SHAREHOLDER’S FULL NAME)?
(Re-Greet If Necessary)
I am calling on a recorded line regarding your current investment with the Franklin and Templeton Funds. I wanted to confirm that you have received the proxy materials for the Special Joint Meeting of Shareholders scheduled to take place on October 30, 2017.
Have you received the information?
(Pause for response)
If “Yes” or positive response: If you're not able to attend the meeting, I can record your voting instructions by phone. |
If “No” or negative response: I would be happy to review the meeting agenda with you and record your vote by phone; however, you do have the option of voting along with the Board’s recommendation. |
Would you like to vote along with the Board’s recommendation?
(Pause For Response)
(Review Voting Options with Shareholder If Necessary)
If we identify any additional accounts you own with the Franklin and Templeton Funds before the meeting takes place, would you like to vote those accounts in the same manner as well?
(Pause For Response)
*Confirmation – I am recording your (Recap Voting Instructions).
For confirmation purposes:
| · | Please state your full name. (Pause) |
| · | According to our records, you reside in (city, state, zip code). (Pause) |
| · | To ensure that we have the correct address for the written confirmation, please state your street address. (Pause) |
Thank you. You will receive written confirmation of your vote within 3 to 5 business days. Upon receipt, please review and retain for your records. If you should have any questions please call the toll free number listed on the confirmation. Mr. /Ms. ___________, your vote is important and your time is greatly appreciated. Thank you and have a good (morning, afternoon, evening.)
| FOR INTERNAL DISTRIBUTION ONLY | Updated 8-28-2017 |