UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-02605
---------

FRANKLIN 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)

CRAIG S. TYLE, 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: 6/30/08
-------

ITEM 1. REPORTS TO STOCKHOLDERS.

(GRAPHIC)

JUNE 30, 2008

ANNUAL REPORT AND SHAREHOLDER LETTER

INCOME

FRANKLIN MONEY FUND

WANT TO RECEIVE THIS DOCUMENT FASTER VIA EMAIL?

Eligible shareholders can sign up for eDelivery at franklintempleton.com. See
inside for details.

(FRANKLIN TEMPLETON INVESTMENTS(R) LOGO)

Franklin - Templeton - Mutual Series

Annual Report

Franklin Money Fund

YOUR FUND'S GOAL AND MAIN INVESTMENTS: Franklin Money Fund seeks to provide as
high a level of current income as is consistent with preservation of
shareholders' capital and liquidity. The Fund invests all of its assets in the
shares of The Money Market Portfolio (the Portfolio), which has the same
investment goal and policies. The Portfolio, in turn, mainly invests in
high-quality, short-term U.S. dollar denominated money market securities of
domestic and foreign issuers. The Fund attempts to maintain a stable $1.00 share
price.

PERFORMANCE DATA REPRESENT PAST PERFORMANCE, WHICH DOES NOT GUARANTEE FUTURE
RESULTS. INVESTMENT RETURN WILL FLUCTUATE. CURRENT PERFORMANCE MAY DIFFER FROM
FIGURES SHOWN. PLEASE VISIT FRANKLINTEMPLETON.COM OR CALL 1-800/342-5236 FOR
MOST RECENT MONTH-END PERFORMANCE.

AN INVESTMENT IN THE FUND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY OR INSTITUTION. ALTHOUGH
THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT
IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND.

This annual report for Franklin Money Fund covers the fiscal year ended June 30,
2008.

PERFORMANCE OVERVIEW

Declining short-term interest rates during the year under review resulted in a
decrease in the Fund's yield. In this environment, the Fund's seven-day
effective yield fell from 4.73% on June 30, 2007, to 2.02% on June 30, 2008.

ECONOMIC AND MARKET OVERVIEW

During the 12 months ended June 30, 2008, the U.S. economy continued to expand,
albeit at a sluggish pace. Gross domestic product growth decelerated sharply and
registered a -0.2% annualized growth rate in the fourth quarter of 2007 from a
fairly robust growth rate of 4.8% in the preceding quarter as ongoing weakness
in the financial, labor and housing markets and waning investor and consumer
confidence led to a pullback in consumer spending. These factors as well as
upward inflationary pressures from a weakening U.S. dollar and increasing food,
energy and commodity prices weighed on the overall economy. The retrenchment
continued in the first quarter of 2008 as the economy grew at a 0.9% annualized
rate. Economic growth, however, modestly improved in the second quarter and
expanded at an estimated 1.9% annualized rate, largely supported by strong
exports, some improvements in the housing market and a slight uptick in consumer
spending.

THE DOLLAR VALUE, NUMBER OF SHARES OR PRINCIPAL AMOUNT, AND NAMES OF ALL
PORTFOLIO HOLDINGS ARE LISTED IN THE FUND'S STATEMENT OF INVESTMENTS (SOI). THE
SOI BEGINS ON PAGE 9.

Annual Report | 3

PORTFOLIO BREAKDOWN
6/30/08

% OF TOTAL
INVESTMENTS
-----------

Certificates of Deposit 47.6%
Commercial Paper 42.4%
Bank Notes 7.6%
Repurchase Agreements 2.0%
U.S. Government Agency Securities 0.4%

Volatile oil prices reached a historical high in June, topping $143 per barrel,
before retreating to $140 by period-end. Despite inflation risks from higher
food and energy costs, core inflation, which excludes such costs, remained
relatively subdued at an annual 2.4% rate in June 2008.(1) This level was above
the Federal Reserve Board's (Fed's) informal target range of 1.5%-2%. The core
personal consumption expenditures price index reported a 12-month increase of
2.3%.(2)

The Fed acted aggressively to restore liquidity and confidence to unsettled
financial markets and cut interest rates seven times over the 12-month period,
bringing the federal funds target rate to 2.00%. The Fed also implemented a
series of unconventional measures aimed at easing strained credit conditions.
However, since April 30, the Fed has held rates steady and indicated growing
concerns about inflation as it must balance the risks of a slowing economy and
mounting inflationary pressures.

Despite the Fed's actions, U.S. Treasuries rallied and financial stocks
continued to sell off for most of the reporting period. Fixed income spreads
generally widened relative to Treasury yields over the period due to heightened
market turbulence. Investors continued to seek the relative safety of short- and
intermediate-term U.S. Treasury securities as Treasury yields declined and the
yield curve steepened. Short-term, two- and five-year yields declined
significantly, with the two-year bill yielding 2.63% at the end of June, down
from 4.87% a year earlier. Over the same period, the 10-year U.S. Treasury note
yield declined from 5.03% to 3.99%.

INVESTMENT STRATEGY

Consistent with our strategy, we invest, through the Portfolio, mainly in
high-quality, short-term U.S. dollar denominated money market securities of
domestic and foreign issuers, including bank obligations, commercial paper,
repurchase agreements and U.S. government securities. We maintain a
dollar-weighted average portfolio maturity of 90 days or less. We seek to
provide shareholders with a high-quality, conservative investment vehicle; thus,
we do not invest the Fund's cash in derivatives or other relatively volatile
securities that we believe involve undue risk.

(1.) Source: Bureau of Labor Statistics.

(2.) Source: Bureau of Economic Analysis.

4 | Annual Report

MANAGER'S DISCUSSION

We continued to invest the Portfolio's assets in high-quality money market
securities. For example, on June 30, 2008, 100% of the securities purchased for
the Portfolio carried short-term credit ratings of A-1 or P-1, or higher, by
independent credit rating agency Standard & Poor's or Moody's Investors
Service.(3)

We appreciate your support, welcome new shareholders and look forward to serving
your investment needs in the years ahead.

3. These do not indicate ratings of the Fund.

THE FOREGOING INFORMATION REFLECTS OUR ANALYSIS, OPINIONS AND PORTFOLIO HOLDINGS
AS OF JUNE 30, 2008, THE END OF THE REPORTING PERIOD. THE WAY WE IMPLEMENT OUR
MAIN INVESTMENT STRATEGIES AND THE RESULTING PORTFOLIO HOLDINGS MAY CHANGE
DEPENDING ON FACTORS SUCH AS MARKET AND ECONOMIC CONDITIONS. THESE OPINIONS MAY
NOT BE RELIED UPON AS INVESTMENT ADVICE OR AN OFFER FOR A PARTICULAR SECURITY.
THE INFORMATION IS NOT A COMPLETE ANALYSIS OF EVERY ASPECT OF ANY MARKET,
COUNTRY, INDUSTRY, SECURITY OR THE FUND. STATEMENTS OF FACT ARE FROM SOURCES
CONSIDERED RELIABLE, BUT THE INVESTMENT MANAGER MAKES NO REPRESENTATION OR
WARRANTY AS TO THEIR COMPLETENESS OR ACCURACY. ALTHOUGH HISTORICAL PERFORMANCE
IS NO GUARANTEE OF FUTURE RESULTS, THESE INSIGHTS MAY HELP YOU UNDERSTAND OUR
INVESTMENT MANAGEMENT PHILOSOPHY.

PERFORMANCE SUMMARY
SYMBOL: FMFXX
6/30/08

Seven-day effective yield* 2.02%
Seven-day annualized yield 2.00%
Total annual operating expenses** 0.68%

* The seven-day effective yield assumes compounding of daily dividends.

** Figures are as stated in the Fund's prospectus current as of the date of
this report.

Annualized and effective yields are for the seven-day period ended 6/30/08. The
Fund's average weighted maturity was 53 days. Yield reflects Fund expenses and
fluctuations in interest rates on Portfolio investments.

Annual Report | 5

Your Fund's Expenses

As a Fund shareholder, you can incur two types of costs:

- - Transaction costs, including sales charges (loads) on Fund purchases and
redemption fees; and

- - Ongoing Fund costs, including management fees, distribution and service
(12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs,
sometimes referred to as operating expenses.

The following table shows ongoing costs of investing in the Fund and can help
you understand these costs and compare them with those of other mutual funds.
The table assumes a $1,000 investment held for the six months indicated.

ACTUAL FUND EXPENSES

The first line (Actual) of the table provides actual account values and
expenses. The "Ending Account Value" is derived from the Fund's actual return,
which includes the effect of Fund expenses.

You can estimate the expenses you paid during the period by following these
steps. OF COURSE, YOUR ACCOUNT VALUE AND EXPENSES WILL DIFFER FROM THOSE IN THIS
ILLUSTRATION:

1. Divide your account value by $1,000.

IF AN ACCOUNT HAD AN $8,600 VALUE, THEN $8,600 / $1,000 = 8.6.

2. Multiply the result by the number under the heading "Expenses Paid During
Period."

IF EXPENSES PAID DURING PERIOD WERE $7.50, THEN 8.6 X $7.50 = $64.50.

In this illustration, the estimated expenses paid this period are $64.50.

HYPOTHETICAL EXAMPLE FOR COMPARISON WITH OTHER FUNDS

Information in the second line (Hypothetical) of the table can help you compare
ongoing costs of investing in the Fund with those of other mutual funds. This
information may not be used to estimate the Fund's actual ending account balance
or expenses you paid during the period. The hypothetical "Ending Account Value"
is based on the Fund's actual expense ratio and an assumed 5% annual rate of
return before expenses, which does not represent the Fund's actual return. The
figure under the heading "Expenses Paid During Period" shows the hypothetical
expenses your account would have incurred under this scenario. You can compare
this figure with the 5% hypothetical examples that appear in shareholder reports
of other funds.

6 | Annual Report

Your Fund's Expenses (CONTINUED)

PLEASE NOTE THAT EXPENSES SHOWN IN THE TABLE ARE MEANT TO HIGHLIGHT ONGOING
COSTS AND DO NOT REFLECT ANY TRANSACTION COSTS, SUCH AS SALES CHARGES OR
REDEMPTION FEES. Therefore, the second line of the table is useful in comparing
ongoing costs only, and will not help you compare total costs of owning
different funds. In addition, if transaction costs were included, your total
costs would have been higher. Please refer to the Fund prospectus for additional
information on operating expenses.

BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
CLASS A VALUE 1/1/08 VALUE 6/30/08 PERIOD* 1/1/08-6/30/08
- ---------------------------------------- ----------------- -------------- ----------------------

Actual $1,000 $1,013.10 $2.95
Hypothetical (5% return before expenses) $1,000 $1,021.93 $2.97

* Expenses are calculated using the most recent six-month annualized expense
ratio of 0.59%, which includes the expenses incurred by the Portfolio,
multiplied by the average account value over the period, multiplied by
182/366 to reflect the one-half year period.

Annual Report | 7

Franklin Money Fund

FINANCIAL HIGHLIGHTS

YEAR ENDED JUNE 30,
--------------------------------------------------------------
2008 2007 2006 2005 2004
---------- ---------- ---------- ---------- ----------

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 .............................................. 0.036 0.046 0.036 0.015 0.004
Less distributions from net investment income .......... (0.036) (0.046) (0.036) (0.015) (0.004)
---------- ---------- ---------- ---------- ----------
Net asset value, end of year ........................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
========== ========== ========== ========== ==========
Total return(a) ........................................ 3.70% 4.72% 3.62% 1.55% 0.44%
RATIOS TO AVERAGE NET ASSETS
Expenses before waiver and payments by affiliates(b) ... 0.60% 0.68% 0.67% 0.66% 0.66%
Expenses net of waiver and payments by affiliates(b) ... 0.60% 0.68% 0.67% 0.66% 0.65%
Net investment income .................................. 3.53% 4.64% 3.59% 1.53% 0.44%
SUPPLEMENTAL DATA
Net assets, end of year (000's) ........................ $2,499,432 $1,959,218 $1,688,245 $1,446,027 $1,615,830

(a) Total return does not reflect sales commissions or contingent deferred
sales charges, if applicable.

(b) The expense ratio includes the Fund's share of the Portfolio's allocated
expenses.

The accompanying notes are an integral part of these financial statements.

8 | Annual Report

Franklin Money Fund

STATEMENT OF INVESTMENTS, JUNE 30, 2008

SHARES VALUE
------------- --------------

MUTUAL FUND (COST $2,495,690,642) 99.9%
(a) The Money Market Portfolio, 2.43% ......... 2,495,690,642 $2,495,690,642
OTHER ASSETS, LESS LIABILITIES 0.1% ....... 3,741,580
--------------
NET ASSETS 100.0% ......................... $2,499,432,222
==============

(a) The rate shown is the annualized seven-day yield at period end.

The accompanying notes are an integral part of these financial statements.

Annual Report | 9

Franklin Money Fund

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
June 30, 2008

Assets:
Investment in Portfolio, at value and cost ................. $2,495,690,642
Receivables from capital shares sold ....................... 22,593,019
--------------
Total assets ......................................... 2,518,283,661
--------------
Liabilities:
Payables:
Capital shares redeemed ................................. 17,516,606
Affiliates .............................................. 759,608
Distributions to shareholders ........................... 193,879
Accrued expenses and other liabilities ..................... 381,346
--------------
Total liabilities .................................... 18,851,439
--------------
Net assets, at value .............................. $2,499,432,222
--------------
Net assets consist of paid-in capital ......................... $2,499,432,222
==============
Shares outstanding ............................................ 2,499,513,587
==============
Net asset value per share(a) .................................. $ 1.00
==============

(a) Redemption price is equal to net asset value less contingent deferred sales
charges, if applicable.

The accompanying notes are an integral part of these financial statements.

10 | Annual Report

Franklin Money Fund

FINANCIAL STATEMENTS (CONTINUED)

STATEMENT OF OPERATIONS
for the year ended June 30, 2008

Investment income:
Dividends from Portfolio ...................................... $92,846,957
-----------
Expenses:
Administrative fees (Note 3a) ................................. 6,806,801
Transfer agent fees (Note 3c) ................................. 2,871,873
Reports to shareholders ....................................... 162,722
Registration and filing fees .................................. 194,015
Professional fees ............................................. 105,689
Trustees' fees and expenses ................................... 57,302
Other ......................................................... 42,438
-----------
Total expenses ............................................. 10,240,840
-----------
Net investment income ...................................... 82,606,117
-----------
Net increase (decrease) in net assets resulting from operations .. $82,606,117
===========

The accompanying notes are an integral part of these financial statements.

Annual Report | 11

Franklin Money Fund

FINANCIAL STATEMENTS (CONTINUED)

STATEMENTS OF CHANGES IN NET ASSETS

YEAR ENDED JUNE 30,
-------------------------------
2008 2007
-------------- --------------

Increase (decrease) in net assets:
Net investment income from operations ........................ $ 82,606,117 $ 85,427,732
Distributions to shareholders from net investment income ..... (82,606,117) (85,453,313)
Capital share transactions (Note 2) .......................... 540,214,370 270,998,749
-------------- --------------
Net increase (decrease) in net assets ..................... 540,214,370 270,973,168
Net assets (there is no undistributed net investment income at
beginning or end of year):
Beginning of year ............................................ 1,959,217,852 1,688,244,684
============== ==============
End of year .................................................. $2,499,432,222 $1,959,217,852
============== ==============

The accompanying notes are an integral part of these financial statements.

12 | Annual Report

Franklin Money Fund

NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Franklin Money Fund (Fund) is registered under the Investment Company Act of
1940, as amended, (1940 Act) as a diversified, open-end investment company.

The Fund invests substantially all of its assets in The Money Market Portfolio
(Portfolio), which is registered under the 1940 Act as a diversified, open-end
investment company. 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 Statement 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. SECURITY VALUATION

The Fund holds Portfolio shares that are valued at its proportionate interest in
the closing net asset value of the Portfolio. As of June 30, 2008, the Fund owns
35.51% of the Portfolio.

B. INCOME TAXES

No provision has been made for U.S. income taxes because it is the Fund's policy
to qualify as a regulated investment company under the Internal Revenue Code and
to distribute to shareholders substantially all of its taxable income and net
realized gains.

The Fund has reviewed the tax positions, taken on federal income tax returns,
for each of the three open tax years and as of June 30, 2008, and has determined
that no provision for income tax is required in the Fund's financial statements.

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 and estimated expenses are accrued daily. Dividends from net investment
income received from the Portfolio are normally declared daily. Distributions to
shareholders are determined according to income tax regulations (tax basis).
Distributable earnings determined on a tax basis may differ from earnings
recorded in accordance with accounting principles generally accepted in the
United States of America. 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.

Annual Report | 13

Franklin Money Fund

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

D. ACCOUNTING ESTIMATES

The preparation of financial statements in accordance with accounting principles
generally accepted in the United States of America 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 directors 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, 2008, 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,
---------------------------------
2008 2007
--------------- ---------------

Shares sold ...................................... $ 2,997,825,651 $ 1,989,869,927
Shares issued in reinvestment of distributions ... 83,305,207 84,894,434
Shares issued on merger (Note 5) ................. -- 83,564,029
Shares redeemed .................................. (2,540,916,488) (1,887,329,641)
--------------- ---------------
Net increase (decrease) .......................... $ 540,214,370 $ 270,998,749
=============== ===============

3. TRANSACTIONS WITH AFFILIATES

Franklin Resources, Inc. is the holding company for various subsidiaries that
together are referred to as Franklin Templeton Investments. Certain officers and
trustees of the Fund are also officers and/or directors/trustees of the
Portfolio and of the following subsidiaries:

SUBSIDIARY AFFILIATION
- ------------------------------------------------------------- ----------------------

Franklin Advisers, Inc. (Advisers) Administrative manager
Franklin Templeton Distributors, Inc. (Distributors) Principal underwriter
Franklin Templeton Investor Services, LLC (Investor Services) Transfer agent

14 | Annual Report

Franklin Money Fund

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

3. TRANSACTIONS WITH AFFILIATES (CONTINUED)

A. ADMINISTRATIVE FEES

The Fund pays an administrative fee to Advisers based on the average daily net
assets of the Fund as follows:

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

B. SALES CHARGES/UNDERWRITING AGREEMENTS

Distributors has advised the Fund of the following commission transactions
related to the sales and redemptions of the Fund's shares for the year:

Contingent deferred sales charges retained .............. $508,130

C. TRANSFER AGENT FEES

For the year ended June 30, 2008, the Fund paid transfer agent fees of
$2,871,873, of which $1,989,452 was retained by Investor Services.

4. INCOME TAXES

The tax character of distributions paid during the years ended June 30, 2008 and
2007, was as follows:

2008 2007
----------- -----------

Distributions paid from ordinary income ... $82,606,117 $85,453,313
=========== ===========

At June 30, 2008, the cost of investments and undistributed ordinary income for
income tax purposes were as follows:

Cost of investments ..................................... $2,495,690,642
==============
Undistributed ordinary income ........................... $ 193,879
==============

5. MERGER

On August 31, 2006, the Fund acquired the net assets of the Franklin Federal
Money Fund pursuant to an agreement of merger. The merger was accomplished by a
taxable exchange, and accounted for as a purchase.

Annual Report | 15

Franklin Money Fund

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

5. MERGER (CONTINUED)

The selected financial information and shares outstanding immediately before and
after the acquisition were as follows:

FUND NAME SHARES AT $1.00 PER SHARE
- --------- -------------------------

Franklin Federal Money Fund ........ 83,564,029
Franklin Money Fund ................ 1,720,884,199
Franklin Money Fund - post merger .. 1,804,448,228

6. NEW ACCOUNTING PRONOUNCEMENT

In September 2006, the Financial Accounting Standards Board (FASB) issued FASB
Statement No. 157, "Fair Value Measurement" (SFAS 157), which defines fair
value, establishes a framework for measuring fair value, and expands disclosures
about fair value measurements. SFAS 157 is effective for fiscal years beginning
after November 15, 2007, and interim periods within those fiscal years. The Fund
believes the adoption of SFAS 157 will have no material impact on its financial
statements.

16 | Annual Report

Franklin Money Fund

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF THE FRANKLIN MONEY FUND

In our opinion, the accompanying statement of assets and liabilities, including
the statement of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of the Franklin Money Fund (the
"Fund") at June 30, 2008, 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 then ended
and the financial highlights for each of the five years in the period then
ended, in conformity with accounting principles generally accepted in the United
States of America. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of investments with the
Portfolio's transfer agent at June 30, 2008, provide a reasonable basis for our
opinion.

PricewaterhouseCoopers LLP

San Francisco, California
August 19, 2008

Annual Report | 17

Franklin Money Fund

TAX DESIGNATION (UNAUDITED)

Under Section 871(k)(1)(C) of the Internal Revenue Code (Code), the Fund
designates the maximum amount allowable but no less than $82,606,117 as interest
related dividends for purposes of the tax imposed under Section 871(a)(1)(A) of
the Code for the fiscal year ended June 30, 2008.

18 | Annual Report

Franklin Money Fund

BOARD MEMBERS AND OFFICERS

The name, year of birth and address of the officers and board members, as well
as their affiliations, positions held with the Trust, principal occupations
during the past five years and number of portfolios overseen in the Franklin
Templeton Investments fund complex are shown below. Generally, each board member
serves until that person's successor is elected and qualified.

INDEPENDENT BOARD MEMBERS

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ---------------- ----------------------- -------------------------------------

HARRIS J. ASHTON (1932) Trustee Since 1982 143 Bar-S Foods (meat packing company).
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director of various companies; and FORMERLY, Director, RBC Holdings, Inc. (bank holding company) (until 2002); and President,
Chief Executive Officer and Chairman of the Board, General Host Corporation (nursery and craft centers) (until 1998).

ROBERT F. CARLSON (1928) Trustee Since 1998 122 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Retired; and FORMERLY, Vice President, senior member and past President, Board of Administration, California Public Employees
Retirement Systems (CALPERS) (1971-January 2008); member and Chairman of the Board, Sutter Community Hospitals; member, Corporate
Board, Blue Shield of California; and Chief Counsel, California Department of Transportation.

SAM GINN (1937) Trustee Since 2007 122 Chevron Corporation (global energy
One Franklin Parkway company) and ICO Global
San Mateo, CA 94403-1906 Communications (Holdings) Limited
(satellite company).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Private investor; and FORMERLY, Chairman of the Board, Vodafone AirTouch, PLC (wireless company); Chairman of the Board and Chief
Executive Officer, AirTouch Communications (cellular communications) (1993-1998) and Pacific Telesis Groups (telephone holding
company) (1988-1994).

EDITH E. HOLIDAY (1952) Trustee Since 2005 143 Hess Corporation (exploration and
One Franklin Parkway refining of oil and gas), H.J. Heinz
San Mateo, CA 94403-1906 Company (processed foods and allied
products), RTI International Metals,
Inc. (manufacture and distribution
of titanium), Canadian National
Railway (railroad) and White
Mountains Insurance Group, Ltd.
(holding company).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director or Trustee of various companies and trusts; and FORMERLY, Assistant to the President of the United States and Secretary
of the Cabinet (1990-1993); General Counsel to the United States Treasury Department (1989-1990); and Counselor to the Secretary
and Assistant Secretary for Public Affairs and Public Liaison-United States Treasury Department (1988-1989).

Annual Report | 19

FRANK W.T. LAHAYE (1929) Trustee Since 1975 122 Center for Creative Land Recycling
One Franklin Parkway (brownfield redevelopment).
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

General Partner, Las Olas L.P. (Asset Management); and FORMERLY, Chairman, Peregrine Venture Management Company (venture
capital).

FRANK A. OLSON (1932) Trustee Since 2007 143 Hess Corporation (exploration and
One Franklin Parkway San refining of oil and gas) and Sentient
Mateo, CA 94403-1906 Jet (private jet service).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Chairman Emeritus, The Hertz Corporation (car rental) (since 2000) (Chairman of the Board (1980-2000) and Chief Executive Officer
(1977-1999); and FORMERLY, Chairman of the Board, President and Chief Executive Officer, UAL Corporation (airlines).

LARRY D. THOMPSON (1945) Trustee Since 2007 143 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Vice President - Government Affairs, General Counsel and Secretary, PepsiCo, Inc. (consumer products); and FORMERLY,
Director, Delta Airlines (aviation) (2003-2005) and Providian Financial Corp. (credit card provider) (1997-2001); Senior Fellow
of The Brookings Institution (2003-2004); Visiting Professor, University of Georgia School of Law (2004); and Deputy Attorney
General, U.S. Department of Justice (2001-2003).

JOHN B. WILSON (1959) Lead Trustee since 122 None
One Franklin Parkway Independent 2007 and Lead
San Mateo, CA 94403-1906 Trustee Independent
Trustee since
January 2008

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

President and Founder, Hyannis Port Capital, Inc. (real estate and private equity investing); serves on private and non-profit
boards; and FORMERLY, Chief Operating Officer and Executive Vice President, Gap, Inc. (retail) (1996-2000); Chief Financial
Officer and Executive Vice President - Finance and Strategy, Staples, Inc. (office supplies) (1992-1996); Executive Vice
President - Corporate Planning, Northwest Airlines, Inc. (airlines) (1990-1992); and Vice President and Partner, Bain & Company
(consulting firm) (1986-1990).

INTERESTED BOARD MEMBERS AND OFFICERS

**CHARLES B. JOHNSON (1933) Trustee and Trustee since 143 None
One Franklin Parkway Chairman of 1975 and
San Mateo, CA 94403-1906 the Board Chairman of the
Board since 1993

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Chairman of the Board, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Templeton Worldwide,
Inc.; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc.
and of 42 of the investment companies in Franklin Templeton Investments.

20 | Annual Report

**GREGORY E. JOHNSON (1961) Trustee Since 2007 94 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director, President and Chief Executive Officer, Franklin Resources, Inc.; President, Templeton Worldwide, Inc.; Director,
Templeton Asset Management Ltd.; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of
Franklin Resources, Inc. and of 33 of the investment companies in Franklin Templeton Investments.

JAMES M. DAVIS (1952) Chief Chief Compliance Not Applicable Not Applicable
One Franklin Parkway Compliance Officer since
San Mateo, CA 94403-1906 Officer and 2004 and Vice
Vice President - AML
President Compliance since
- AML 2006
Compliance

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director, Global Compliance, Franklin Resources, Inc.; officer of some of the other subsidiaries of Franklin Resources, Inc. and
of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Director of Compliance, Franklin Resources,
Inc. (1994-2001).

LAURA F. FERGERSON (1962) Treasurer, Treasurer since Not Applicable Not Applicable
One Franklin Parkway Chief 2004, Chief
San Mateo, CA 94403-1906 Financial Financial
Officer and Officer and
Chief Chief Accounting
Accounting Officer since
Officer February 2008

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Vice President, Franklin Templeton Services, LLC; officer of 46 of the investment companies in Franklin Templeton Investments;
and FORMERLY, Director and member of Audit and Valuation Committees, Runkel Funds, Inc. (2003-2004); Assistant Treasurer of most
of the investment companies in Franklin Templeton Investments (1997-2003); and Vice President, Franklin Templeton Services, LLC
(1997-2003).

JIMMY D. GAMBILL (1947) Vice Since February Not Applicable Not Applicable
500 East Broward Blvd. President 2008
Suite 2100
Fort Lauderdale, FL 33394-3091

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

President, Franklin Templeton Services, LLC; Senior Vice President, Templeton Worldwide, Inc.; and officer of some of the other
subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments.

Annual Report | 21

DAVID P. GOSS (1947) Vice Since 2000 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Associate General Counsel, Franklin Templeton Investments; officer and director of one of the subsidiaries of Franklin
Resources, Inc.; and officer of 46 of the investment companies in Franklin Templeton Investments.

RUPERT H. JOHNSON, JR. (1940) President President since Not Applicable Not Applicable
One Franklin Parkway and Chief 1993 and Chief
San Mateo, CA 94403-1906 Executive Executive
Officer Officer
-Investment -Investment
Management Management since
2002

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Vice Chairman, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Franklin Advisers, Inc. and
Templeton Worldwide, Inc.; Senior Vice President, Franklin Advisory Services, LLC; and officer and/or director or trustee, as the
case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 44 of the investment companies in Franklin
Templeton Investments.

KAREN L. SKIDMORE (1952) Vice Since 2006 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906 and
Secretary

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Associate General Counsel, Franklin Templeton Investments; and officer of 30 of the investment companies in Franklin
Templeton Investments.

CRAIG S. TYLE (1960) Vice Since 2005 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

General Counsel and Executive Vice President, Franklin Resources, Inc.; officer of some of the other subsidiaries of Franklin
Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Partner, Shearman &
Sterling, LLP (2004-2005); and General Counsel, Investment Company Institute (ICI) (1997-2004).

22 | Annual Report

GALEN G. VETTER (1951) Senior Vice Since February Not Applicable Not Applicable
500 East Broward Blvd. President 2008
Suite 2100 and Chief
Fort Lauderdale, FL 33394-3091 Executive
Officer -
Finance and
Administration

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Vice President, Franklin Templeton Services, LLC; officer of some of the other subsidiaries of Franklin Resources, Inc.
and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Managing Director, RSM McGladrey, Inc.
(1999-2004); and Partner, McGladrey & Pullen, LLP (1979-1987 and 1991-2004).

* We base the number of portfolios on each separate series of the U.S.
registered investment companies within the Franklin Templeton Investments
fund complex. These portfolios have a common investment manager or
affiliated investment managers.

** Charles B. Johnson is considered to be an interested person of the Fund
under the federal securities laws due to his position as officer and
director and major shareholder of Franklin Resources, Inc. (Resources),
which is the parent company of the Fund's investment manager and
distributor. Gregory E. Johnson is considered to be an interested person of
the Fund under the federal securities laws due to his position as an
officer and director of Resources.

Note 1: Charles B. Johnson and Rupert H. Johnson, Jr. are brothers and the
father and uncle, respectively, of Gregory E. Johnson.

Note 2: Officer information is current as of the date of this report. It is
possible that after this date, information about officers may change.

THE SARBANES-OXLEY ACT OF 2002 AND RULES ADOPTED BY THE SECURITIES AND EXCHANGE
COMMISSION REQUIRE THE FUND TO DISCLOSE WHETHER THE FUND'S AUDIT COMMITTEE
INCLUDES AT LEAST ONE MEMBER WHO IS AN AUDIT COMMITTEE FINANCIAL EXPERT WITHIN
THE MEANING OF SUCH ACT AND RULES. THE FUND'S BOARD HAS DETERMINED THAT THERE IS
AT LEAST ONE SUCH FINANCIAL EXPERT ON THE AUDIT COMMITTEE AND HAS DESIGNATED
JOHN B. WILSON AS ITS AUDIT COMMITTEE FINANCIAL EXPERT. THE BOARD BELIEVES THAT
MR. WILSON QUALIFIES AS SUCH AN EXPERT IN VIEW OF HIS EXTENSIVE BUSINESS
BACKGROUND AND EXPERIENCE, INCLUDING SERVICE AS CHIEF FINANCIAL OFFICER OF
STAPLES, INC. FROM 1992 TO 1996. MR. WILSON HAS BEEN A MEMBER AND CHAIRMAN OF
THE FUND'S AUDIT COMMITTEE SINCE 2007. AS A RESULT OF SUCH BACKGROUND AND
EXPERIENCE, THE BOARD BELIEVES THAT MR. WILSON HAS ACQUIRED AN UNDERSTANDING OF
GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND FINANCIAL STATEMENTS, THE GENERAL
APPLICATION OF SUCH PRINCIPLES IN CONNECTION WITH THE ACCOUNTING ESTIMATES,
ACCRUALS AND RESERVES, AND ANALYZING AND EVALUATING FINANCIAL STATEMENTS THAT
PRESENT A BREADTH AND LEVEL OF COMPLEXITY OF ACCOUNTING ISSUES GENERALLY
COMPARABLE TO THOSE OF THE FUND, AS WELL AS AN UNDERSTANDING OF INTERNAL
CONTROLS AND PROCEDURES FOR FINANCIAL REPORTING AND AN UNDERSTANDING OF AUDIT
COMMITTEE FUNCTIONS. MR. WILSON IS AN INDEPENDENT BOARD MEMBER AS THAT TERM IS
DEFINED UNDER THE RELEVANT SECURITIES AND EXCHANGE COMMISSION RULES AND
RELEASES.

THE STATEMENT OF ADDITIONAL INFORMATION (SAI) INCLUDES ADDITIONAL INFORMATION
ABOUT THE BOARD MEMBERS AND IS AVAILABLE, WITHOUT CHARGE, UPON REQUEST.
SHAREHOLDERS MAY CALL 1-800/DIAL BEN (1-800/342-5236) TO REQUEST THE SAI.

Annual Report | 23

The Money Market Portfolios

FINANCIAL HIGHLIGHTS

THE MONEY MARKET PORTFOLIO

YEAR ENDED JUNE 30,
---------------------------------------------------------------
2008 2007 2006 2005 2004
---------- ---------- ---------- ---------- ----------

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.............................. 0.040 0.052 0.041 0.020 0.009
Net realized gains (losses)........................ -- --(a) -- -- --
---------- ---------- ---------- ---------- ----------
Less distributions from net investment income......... (0.040) (0.052) (0.041) (0.020) (0.009)
---------- ---------- ---------- ---------- ----------
Net asset value, end of year.......................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
========== ========== ========== ========== ==========
Total return.......................................... 4.10% 5.28% 4.15% 2.06% 0.94%
RATIOS TO AVERAGE NET ASSETS
Expenses before waiver and payments by affiliates and
expense reduction.................................. 0.16% 0.15% 0.16% 0.16% 0.16%
Expenses net of waiver and payments by affiliates and
expense reduction (b).............................. 0.16% 0.15% 0.16% 0.16% 0.15%
Net investment income................................. 4.02% 5.17% 4.09% 2.04% 0.93%
SUPPLEMENTAL DATA
Net assets, end of year (000's)....................... $7,028,194 $6,580,101 $4,993,739 $5,676,479 $5,505,394

(a) Amount rounds to less than $0.001 per share.

(b) Benefit of expense reduction rounds to less than 0.01%.

The accompanying notes are an integral part of these financial statements.

24 | Annual Report

The Money Market Portfolios

STATEMENT OF INVESTMENTS, JUNE 30, 2008

PRINCIPAL
THE MONEY MARKET PORTFOLIO AMOUNT(a) VALUE
- ------------------------------------------------------------------------------------- ------------ --------------

INVESTMENTS 102.4%
BANK NOTES 7.8%
Bank of America NA, 2.85%, 10/14/08.............................................. $275,000,000 $ 275,007,946
Wells Fargo Bank NA, 2.50%, 7/14/08.............................................. 275,000,000 275,000,000
--------------
TOTAL BANK NOTES (COST $550,007,946)............................................. 550,007,946
--------------
CERTIFICATES OF DEPOSIT 48.8%
ABN Amro Bank NV, Chicago Branch, 2.43%, 7/08/08................................. 275,000,000 275,000,534
Australia and New Zealand Banking Group Ltd., New York Branch, 2.92%, 10/15/08... 125,000,000 125,003,645
Bank of Ireland, Connecticut Branch, 2.625%, 7/07/08............................. 275,000,000 275,000,228
Banque Nationale De Paris, New York Branch, 2.88%, 7/23/08....................... 100,000,000 100,000,000
Banque Nationale De Paris, New York Branch, 2.45%, 8/15/08....................... 175,000,000 175,002,133
Barclays Bank PLC, New York Branch, 2.87%, 7/29/08............................... 275,000,000 275,000,000
Calyon NY, New York Branch, 2.90%, 10/01/08...................................... 275,000,000 275,000,000
Dexia Credit Local NY, New York Branch, 2.66%, 8/08/08........................... 275,000,000 275,000,000
Lloyds Bank PLC, New York Branch, 2.395%, 7/10/08................................ 275,000,000 275,000,686
Rabobank Nederland, New York Branch, 2.67%, 9/12/08.............................. 275,000,000 275,000,000
Royal Bank of Canada, New York Branch, 2.72%, 9/15/08 ........................... 275,000,000 275,000,000
Svenska Handelsbanken, New York Branch, 2.59%, 9/03/08........................... 275,000,000 275,000,000
Toronto-Dominion Bank, New York Branch, 2.60%, 8/21/08........................... 275,000,000 275,000,000
Westpac Banking Corp., New York Branch, 2.85%, 8/22/08........................... 275,000,000 275,003,935
--------------
TOTAL CERTIFICATES OF DEPOSIT (COST $3,425,011,161).............................. 3,425,011,161
--------------
(b) COMMERCIAL PAPER 43.4%
Abbott Laboratories, 7/08/08..................................................... 77,000,000 76,967,061
Australia and New Zealand Banking Group Ltd., 7/09/08 ........................... 100,000,000 99,944,444
Australia and New Zealand Banking Group Ltd., 8/04/08 ........................... 50,000,000 49,882,417
BP Capital Markets PLC, 7/01/08 ................................................. 106,878,000 106,878,000
Commonwealth Bank of Australia, 7/07/08 ......................................... 100,000,000 99,956,083
Commonwealth Bank of Australia, 9/22/08 ......................................... 175,000,000 173,910,625
Danske Corp., 7/01/08 ........................................................... 50,000,000 50,000,000
Danske Corp., 7/28/08 ........................................................... 275,000,000 274,480,250
General Electric Capital Corp., 3/06/09 ......................................... 275,000,000 269,316,666
Internationale Nederlanden U.S., 7/01/08 ....................................... 50,000,000 50,000,000
Internationale Nederlanden U.S., 9/08/08 ........................................ 275,000,000 273,632,219
Johnson & Johnson, 7/21/08 ..................................................... 75,000,000 74,883,000
Johnson & Johnson, 7/28/08 ...................................................... 200,000,000 199,772,222
Lloyds Bank PLC (CP), 7/01/08 ................................................... 100,000 100,000
Nestle Capital Corp., 7/01/08 .................................................. 155,700,000 155,700,000
Nestle Capital Corp., 7/21/08 ................................................... 100,000,000 99,881,667
Novartis Finance Corp., 7/18/08 ................................................. 250,000,000 249,728,472
PepsiCo Inc., 7/02/08 ........................................................... 125,000,000 124,992,535
PepsiCo Inc., 7/07/08 ........................................................... 50,000,000 49,982,250
Pfizer Inc., 7/15/08 ............................................................ 125,306,000 125,212,438
Procter & Gamble International Funding, 7/01/08 ................................. 100,000,000 100,000,000
Procter & Gamble International Funding, 7/22/08 ................................. 50,000,000 49,936,708
Toyota Motor Credit Corp., 2/09/09 .............................................. 250,000,000 245,896,181
United Parcel Service Inc., 7/09/08 ............................................. 50,000,000 49,977,778
--------------
TOTAL COMMERCIAL PAPER (COST $3,051,031,016) .................................... 3,051,031,016
--------------

Annual Report | 25

The Money Market Portfolios

STATEMENT OF INVESTMENTS, JUNE 30, 2008 (CONTINUED)

PRINCIPAL
THE MONEY MARKET PORTFOLIO AMOUNT(a) VALUE
- ------------------------------------------------------------------------------------- ------------ --------------

INVESTMENTS (CONTINUED)
U.S. GOVERNMENT AND AGENCY SECURITIES (COST $30,325,000) 0.4%
(b) FHLB, 7/01/08.................................................................... $30,325,000 $ 30,325,000
--------------
TOTAL INVESTMENTS BEFORE REPURCHASE AGREEMENTS(COST $7,056,375,123).............. 7,056,375,123
--------------
(c) REPURCHASE AGREEMENTS 2.0%
ABN Amro Bank NV, 2.15%, 7/01/08 (Maturity Value $55,003,285)
Collateralized by U.S. Government Agency Securities, 3.125% - 4.75%,
4/24/09 - 11/12/10............................................................ 55,000,000 55,000,000
Deutsche Morgan Grenfell, 1.75%, 7/01/08 (Maturity Value $84,159,091)
Collateralized by (a) U.S. Treasury Bill, 9/25/08; and U.S. Treasury Note,
3.00%, 7/15/12................................................................ 84,155,000 84,155,000
--------------
TOTAL REPURCHASE AGREEMENTS (COST $139,155,000).................................. 139,155,000
--------------
TOTAL INVESTMENTS (COST $7,195,530,123) 102.4%................................... 7,195,530,123
OTHER ASSETS, LESS LIABILITIES (2.4)%............................................ (167,335,933)
--------------
NET ASSETS 100.0%................................................................ $7,028,194,190
==============

SELECTED PORTFOLIO ABBREVIATIONS

FHLB - Federal Home Loan Bank

(a) The principal amount is stated in U.S. dollars unless otherwise indicated.

(b) The security is traded on a discount basis with no stated coupon rate.

The accompanying notes are an integral part of these financial statements.

26 | Annual Report

The Money Market Portfolios

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
June 30, 2008

THE
MONEY MARKET
PORTFOLIO
--------------

Assets:
Investments in securities, at amortized
cost .................................... $7,056,375,123
Repurchase agreements, at value and cost ... 139,155,000
--------------
Total investments .................... $7,195,530,123
Cash ....................................... 5,646
Interest receivable ........................ 8,650,806
--------------
Total assets ......................... 7,204,186,575
--------------
Liabilities:
Payables:
Investment securities purchased ......... 175,002,133
Affiliates .............................. 864,562
Distributions to shareholders ........... 8,342
Accrued expenses and other liabilities ..... 117,348
--------------
Total liabilities .................... 175,992,385
--------------
Net assets, at value .............. $7,028,194,190
--------------
Net assets consist of:
Paid-in capital ............................ $7,028,213,659
Accumulated net realized gain (loss) ....... (19,469)
--------------
Net assets, at value .............. $7,028,194,190
==============
Shares outstanding ............................ 7,028,213,659
==============
Net asset value per share ..................... $ 1.00
==============

The accompanying notes are an integral part of these financial statements.

Annual Report | 27

The Money Market Portfolios

FINANCIAL STATEMENTS (CONTINUED)

STATEMENT OF OPERATIONS
for the year ended June 30, 2008

THE
MONEY MARKET
PORTFOLIO
-------------

Investment income:
Interest ................................................... $282,174,972
------------
Expenses:
Management fees (Note 3a) .................................. 10,149,545
Custodian fees (Note 4) .................................... 115,572
Reports to shareholders .................................... 9,144
Professional fees .......................................... 105,934
Other ...................................................... 110,380
------------
Total expenses .......................................... 10,490,575
Expense reductions (Note 4) ............................. (1,906)
------------
Net expenses ......................................... 10,488,669
------------
Net investment income ............................. 271,686,303
------------
Net increase (decrease) in net assets resulting from
operations ................................................. $271,686,303
============

The accompanying notes are an integral part of these financial statements.

28 | Annual Report

The Money Market Portfolios

FINANCIAL STATEMENTS (CONTINUED)

STATEMENTS OF CHANGES IN NET ASSETS

THE MONEY MARKET PORTFOLIO
YEAR ENDED JUNE 30,
-------------------------------
2008 2007
-------------- --------------

Increase (decrease) in net assets:
Operations:
Net investment income ................................... $ 271,686,303 $ 318,082,571
Net realized gain (loss) from investments ............... -- (19,469)
-------------- --------------
Net increase (decrease) in net assets resulting from
operations ........................................ 271,686,303 318,063,102
-------------- --------------
Distributions to shareholders from net investment income ... (271,686,303) (318,082,571)
Capital share transactions (Note 2) ........................ 448,092,878 1,586,381,761
-------------- --------------
Net increase (decrease) in net assets ................ 448,092,878 1,586,362,292
Net assets (there is no undistributed net investment income at
beginning or end of year):
Beginning of year .......................................... 6,580,101,312 4,993,739,020
-------------- --------------
End of year ................................................ $7,028,194,190 $6,580,101,312
============== ==============

The accompanying notes are an integral part of these financial statements.

Annual Report | 29

The Money Market Portfolios

NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Money Market Portfolios(Trust) is registered under the Investment Company
Act of 1940, as amended, (1940 Act) as a diversified, open-end investment
company, consisting of one portfolio, The Money Market Portfolio (Portfolio).
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. SECURITY VALUATION

Securities are valued at amortized cost which approximates market value. This
method involves valuing an instrument at its cost and thereafter assuming a
constant amortization to maturity of any discount or premium. All security
valuation procedures are approved by the Trust's Board of Trustees.

B. REPURCHASE AGREEMENTS

The Portfolio may enter 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 market value, including accrued
interest, of the initial collateralization is required to be at least 102% 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%. All
repurchase agreements held by the Portfolio at year end had been entered into on
June 30, 2008. Repurchase agreements are valued at cost.

C. INCOME TAXES

No provision has been made for U.S. income taxes because it is the Portfolio's
policy to qualify as a regulated investment company under the Internal Revenue
Code and to distribute to shareholders substantially all of its taxable income
and net realized gains.

The Portfolio has reviewed the tax positions, taken on federal income tax
returns, for each of the three open tax years and as of June 30, 2008, and has
determined that no provision for income tax is required in the Portfolio's
financial statements.

30 | Annual Report

The Money Market Portfolios

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 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 and
distributed monthly. Distributions to shareholders are determined according to
income tax regulations (tax basis). Distributable earnings determined on a tax
basis may differ from earnings recorded in accordance with accounting principles
generally accepted in the United States of America. 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.

E. ACCOUNTING 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 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, 2008, 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:

YEAR ENDED JUNE 30,
---------------------------------
2008 2007
--------------- ---------------

Shares sold ........................................ $ 8,390,404,437 $ 9,565,818,487
Shares issued on merger (Note 6) ................... -- 84,125,474
Shares issued in reinvestment of distributions ..... 271,685,448 318,075,338
Shares redeemed .................................... (8,213,997,007) (8,381,637,538)
--------------- ---------------
Net increase (decrease) ............................ $ 448,092,878 $ 1,586,381,761
=============== ===============

Annual Report | 31

The Money Market Portfolios

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

3. TRANSACTIONS WITH AFFILIATES

Franklin Resources, Inc. is the holding company for various subsidiaries that
together are referred to as Franklin Templeton Investments. Certain officers and
trustees of the Trust are also officers and/or directors or trustees of the
Franklin Money Fund, the Institutional Fiduciary Trust, and the Franklin
Templeton Money Fund Trust, and of the following subsidiaries:

SUBSIDIARY AFFILIATION
- ------------------------------------------------------------- ------------------

Franklin Advisers, Inc. (Advisers) Investment manager
Franklin Templeton Investor Services, LLC (Investor Services) Transfer agent

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.

C. OTHER AFFILIATED TRANSACTIONS

At June 30, 2008, the shares of the Portfolio were owned by the following funds:

PERCENTAGE OF
SHARES OUTSTANDING SHARES
------------- ------------------

Institutional Fiduciary Trust - Money Market Portfolio .......... 4,086,199,858 58.14%
Franklin Money Fund ............................................ 2,495,690,642 35.51%
Franklin Templeton Money Fund Trust -
Franklin Templeton Money Fund ................................ 295,809,448 4.21%
Institutional Fiduciary Trust - Franklin Cash Reserves Fund ..... 150,513,711 2.14%

4. EXPENSE OFFSET ARRANGEMENT

The Portfolio has entered into an arrangement with its custodian whereby credits
realized as a result of uninvested cash balances are used to reduce a portion of
the Portfolio's custodian expenses. During the year ended June 30, 2008, the
custodian fees were reduced as noted in the Statement of Operations.

5. INCOME TAXES

For tax purposes, capital losses may be carried over to offset future capital
gains, if any. At June 30, 2008, the Portfolio had tax basis capital losses of
$19,469 expiring in 2016.

32 | Annual Report

The Money Market Portfolios

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

5. INCOME TAXES (CONTINUED)

The tax character of distributions paid during the years ended June 30, 2008 and
2007, was as follows:

2008 2007
------------ ------------

Distributions paid from ordinary income .... $271,686,303 $318,082,571
============ ============

At June 30, 2008, the cost of investments and undistributed ordinary income for
income tax purposes were as follows:

Cost of investments ................. $7,195,530,123
==============
Undistributed ordinary income ....... $ 8,342
==============

6. MERGER

On August 31, 2006, the Franklin Money Fund acquired all of the assets, subject
to liabilities of the Franklin Federal Money Fund pursuant to an agreement of
merger. The merger was accomplished by a taxable exchange and accounted for as a
purchase, and resulted in the Franklin Money Fund owning shares of the U.S.
Government Securities Money Market Portfolio. The Franklin Money Fund then used
the shares of the U.S. Government Securities Money Market Portfolio to purchase
in-kind additional shares of the Portfolio. The U.S. Government Securities Money
Market Portfolio then liquidated and transferred its portfolio securities to the
Portfolio.

The selected financial information and shares outstanding immediately before and
after the acquisition were as follows:

SHARES AT
FUND NAME $1.00 PER SHARE
- --------------------------------------------------------- ---------------

The U.S. Government Securities Money Market Portfolio ... 84,125,474
The Money Market Portfolio .............................. 5,604,232,120
The Money Market Portfolio - post merger ................ 5,688,357,594

7. NEW ACCOUNTING PRONOUNCEMENT

In September 2006, the Financial Accounting Standards Board (FASB) issued FASB
Statement No. 157, "Fair Value Measurement" (SFAS 157), which defines fair
value, establishes a framework for measuring fair value, and expands disclosures
about fair value measurements. SFAS 157 is effective for fiscal years beginning
after November 15, 2007, and interim periods within those fiscal years. The
Trust believes the adoption of SFAS 157 will have no material impact on its
financial statements.

Annual Report | 33

The Money Market Portfolios

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF THE MONEY MARKET PORTFOLIO

In our opinion, the accompanying statement of assets and liabilities, including
the statement of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of The Money Market Portfolio (the
"Fund") at June 30, 2008, 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 then ended
and the financial highlights for each of the five years in the period then
ended, in conformity with accounting principles generally accepted in the United
States of America. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of securities at June
30, 2008 by correspondence with the custodian and brokers, provide a reasonable
basis for our opinion.

PricewaterhouseCoopers LLP

San Francisco, California
August 19, 2008

34 | Annual Report

The Money Market Portfolios

TAX DESIGNATION (UNAUDITED)

Under Section 871(k)(1)(C) of the Internal Revenue Code (Code), the Portfolio
designates the maximum amount allowable but no less than $271,686,303 as
interest related dividends for purposes of the tax imposed under Section
871(a)(1)(A) of the Code for the fiscal year ended June 30, 2008.

Annual Report | 35

The Money Market Portfolios

BOARD MEMBERS AND OFFICERS

INDEPENDENT BOARD MEMBERS

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ------------- ----------------------- -----------------------------------

HARRIS J. ASHTON (1932) Trustee Since 1992 143 Bar-S Foods (meat packing company).
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director of various companies; and FORMERLY,Director, RBC Holdings, Inc. (bank holding company) (until 2002); and President,
Chief Executive Officer and Chairman of the Board, General Host Corporation (nursery and craft centers) (until 1998).

ROBERT F. CARLSON (1928) Trustee Since 1998 122 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Retired; and FORMERLY, Vice President, senior member and past President, Board of Administration, California Public
Employees Retirement Systems (CALPERS) (1971-January 2008); member and Chairman of the Board, Sutter Community Hospitals;
member, Corporate Board, Blue Shield of California; and Chief Counsel, California Department of Transportation.

SAM GINN (1937) Trustee Since 2007 122 Chevron Corporation (global energy
One Franklin Parkway company) and ICO Global
San Mateo, CA 94403-1906 Communications (Holdings) Limited
(satellite company).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Private investor; and FORMERLY, Chairman of the Board, Vodafone AirTouch, PLC (wireless company); Chairman of the Board and
Chief Executive Officer, AirTouch Communications (cellular communications) (1993-1998) and Pacific Telesis Groups (telephone
holding company) (1988-1994).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director or Trustee of various companies and trusts; and FORMERLY, Assistant to the President of the United States and
Secretary of the Cabinet (1990-1993); General Counsel to the United States Treasury Department (1989-1990); and Counselor to
the Secretary and Assistant Secretary for Public Affairs and Public Liaison-United States Treasury Department (1988-1989).

36 | Annual Report

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ------------- ----------------------- -----------------------------------

FRANK W.T. LAHAYE (1929) Trustee Since 1992 122 Center for Creative Land Recycling
One Franklin Parkway (brownfield redevelopment).
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

General Partner, Las Olas L.P. (Asset Management); and FORMERLY, Chairman, Peregrine Venture Management Company (venture
capital).

FRANK A. OLSON (1932) Trustee Since 2007 143 Hess Corporation (exploration and
One Franklin Parkway refining of oil and gas) and
San Mateo, CA 94403-1906 Sentient Jet (private jet service).

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Chairman Emeritus, The Hertz Corporation (car rental) (since 2000) (Chairman of the Board (1980-2000) and Chief Executive
Officer (1977-1999); and FORMERLY, Chairman of the Board, President and Chief Executive Officer, UAL Corporation (airlines).

LARRY D. THOMPSON (1945) Trustee Since 2007 143 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Vice President - Government Affairs, General Counsel and Secretary, PepsiCo, Inc. (consumer products); and FORMERLY,
Director, Delta Airlines (aviation) (2003-2005) and Providian Financial Corp. (credit card provider) (1997-2001); Senior
Fellow of The Brookings Institution (2003-2004); Visiting Professor, University of Georgia School of Law (2004); and Deputy
Attorney General, U.S. Department of Justice (2001-2003).

JOHN B. WILSON (1959) Lead Trustee since 122 None
One Franklin Parkway Independent 2007 and Lead
San Mateo, CA 94403-1906 Trustee Independent
Trustee since
January 2008

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

President and Founder, Hyannis Port Capital, Inc. (real estate and private equity investing); serves on private and
non-profit boards; and FORMERLY, Chief Operating Officer and Executive Vice President, Gap, Inc. (retail) (1996-2000); Chief
Financial Officer and Executive Vice President - Finance and Strategy, Staples, Inc. (office supplies) (1992-1996);
Executive Vice President - Corporate Planning, Northwest Airlines, Inc. (airlines) (1990-1992); and Vice President and
Partner, Bain & Company (consulting firm) (1986-1990).

Annual Report | 37

INTERESTED BOARD MEMBERS AND OFFICERS

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ------------- ----------------------- -----------------------------------

**CHARLES B. JOHNSON (1933) Trustee and Trustee since 143 None
One Franklin Parkway Chairman of 1992 and
San Mateo, CA 94403-1906 the Board Chairman of
the Board
since 1993

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Chairman of the Board, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Templeton
Worldwide, Inc.; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin
Resources, Inc. and of 42 of the investment companies in Franklin Templeton Investments.

**GREGORY E. JOHNSON (1961) Trustee Since 2007 94 None
One Franklin Parkway
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director, President and Chief Executive Officer, Franklin Resources, Inc.; President, Templeton Worldwide, Inc.; Director,
Templeton Asset Management Ltd.; and officer and/or director or trustee, as the case may be, of some of the other
subsidiaries of Franklin Resources, Inc. and of 33 of the investment companies in Franklin Templeton Investments.

JAMES M. DAVIS (1952) Chief Chief Not Applicable Not Applicable
One Franklin Parkway Compliance Compliance
San Mateo, CA 94403-1906 Officer and Officer since
Vice 2004 and Vice
President - President -
AML AML
Compliance Compliance
since 2006

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Director, Global Compliance, Franklin Resources, Inc.; officer of some of the other subsidiaries of Franklin Resources, Inc.
and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Director of Compliance, Franklin
Resources, Inc. (1994-2001).

LAURA F. FERGERSON (1962) Treasurer, Treasurer Not Applicable Not Applicable
One Franklin Parkway Chief since 2004,
San Mateo, CA 94403-1906 Financial Chief
Officer and Financial
Chief Officer and
Accounting Chief
Officer Accounting
Officer since
February 2008

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Vice President, Franklin Templeton Services, LLC; officer of 46 of the investment companies in Franklin Templeton
Investments; and FORMERLY, Director and member of Audit and Valuation Committees, Runkel Funds, Inc. (2003-2004); Assistant
Treasurer of most of the investment companies in Franklin Templeton Investments (1997-2003); and Vice President, Franklin
Templeton Services, LLC (1997-2003).

38 | Annual Report

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ------------- ----------------------- -----------------------------------

JIMMY D. GAMBILL (1947) Vice Since Not Applicable Not Applicable
500 East Broward Blvd. President February 2008
Suite 2100
Fort Lauderdale, FL 33394-3091

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

President, Franklin Templeton Services, LLC; Senior Vice President, Templeton Worldwide, Inc.; and officer of some of the
other subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments.

DAVID P. GOSS (1947) Vice Since 2000 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Associate General Counsel, Franklin Templeton Investments; officer and director of one of the subsidiaries of
Franklin Resources, Inc.; and officer of 46 of the investment companies in Franklin Templeton Investments.

RUPERT H. JOHNSON, JR. (1940) President Since 2002 Not Applicable Not Applicable
One Franklin Parkway and Chief
San Mateo, CA 94403-1906 Executive
Officer -
Investment
Management

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Vice Chairman, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Franklin Advisers, Inc. and
Templeton Worldwide, Inc.; Senior Vice President, Franklin Advisory Services, LLC; and officer and/or director or trustee,
as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 44 of the investment companies in
Franklin Templeton Investments.

KAREN L. SKIDMORE (1952) Vice Since 2006 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906 and Secretary

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Associate General Counsel, Franklin Templeton Investments; and officer of 30 of the investment companies in Franklin
Templeton Investments.

Annual Report | 39

NUMBER OF PORTFOLIOS IN
NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN
AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD
- ------------------------------ ----------- ------------- ----------------------- -----------------------------------

CRAIG S. TYLE (1960) Vice Since 2005 Not Applicable Not Applicable
One Franklin Parkway President
San Mateo, CA 94403-1906

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

General Counsel and Executive Vice President, Franklin Resources, Inc.; officer of some of the other subsidiaries of
Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Partner,
Shearman & Sterling, LLP (2004-2005); and General Counsel, Investment Company Institute (ICI) (1997-2004).

GALEN G. VETTER (1951) Senior Vice Since Not Applicable Not Applicable
500 East Broward Blvd. President February 2008
Suite 2100 and Chief
Fort Lauderdale, FL 33394-3091 Executive
Officer -
Finance and
Administra-
tion

PRINCIPAL OCCUPATION DURING PAST 5 YEARS:

Senior Vice President, Franklin Templeton Services, LLC; officer of some of the other subsidiaries of Franklin Resources,
Inc. and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Managing Director, RSM
McGladrey, Inc. (1999-2004); and Partner, McGladrey & Pullen, LLP (1979-1987 and 1991-2004).

** Charles B. Johnson is considered to be an interested person of the Trust
under the federal securities laws due to his position as officer and
director and major shareholder of Franklin Resources, Inc. (Resources),
which is the parent company of the Fund's administrator and distributor.
Gregory E. Johnson is considered to be an interested person of the Trust
under the federal securities laws due to his position as an officer and
director of Resources.

Note 1: Charles B. Johnson and Rupert H. Johnson, Jr. are brothers and the
father and uncle, respectively, of Gregory E. Johnson.

Note 2: Officer information is current as of the date of this report. It is
possible that after this date, information about officers may change.

THE SARBANES-OXLEY ACT OF 2002 AND RULES ADOPTED BY THE SECURITIES AND EXCHANGE
COMMISSION REQUIRE THE FUND TO DISCLOSE WHETHER THE FUND'S AUDIT COMMITTEE
INCLUDES AT LEAST ONE MEMBER WHO IS AN AUDIT COMMITTEE FINANCIAL EXPERT WITHIN
THE MEANING OF SUCH ACT AND RULES. THE FUND'S BOARD OF TRUSTEES HAS DETERMINED
THAT THERE IS AT LEAST ONE SUCH FINANCIAL EXPERT ON THE AUDIT COMMITTEE AND HAS
DESIGNATED JOHN B. WILSON AS ITS AUDIT COMMITTEE FINANCIAL EXPERT. THE BOARD
BELIEVES THAT MR. WILSON QUALIFIES AS SUCH AN EXPERT IN VIEW OF HIS EXTENSIVE
BUSINESS BACKGROUND AND EXPERIENCE, INCLUDING SERVICE AS CHIEF FINANCIAL OFFICER
OF STAPLES, INC. FROM 1992 TO 1996. MR. WILSON HAS BEEN A MEMBER AND CHAIRMAN OF
THE FUND'S AUDIT COMMITTEE SINCE 2006. AS A RESULT OF SUCH BACKGROUND AND
EXPERIENCE, THE BOARD OF TRUSTEES BELIEVES THAT MR. WILSON HAS ACQUIRED AN
UNDERSTANDING OF GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND FINANCIAL
STATEMENTS, THE GENERAL APPLICATION OF SUCH PRINCIPLES IN CONNECTION WITH THE
ACCOUNTING ESTIMATES, ACCRUALS AND RESERVES, AND ANALYZING AND EVALUATING
FINANCIAL STATEMENTS THAT PRESENT A BREADTH AND LEVEL OF COMPLEXITY OF
ACCOUNTING ISSUES GENERALLY COMPARABLE TO THOSE OF THE FUND, AS WELL AS AN
UNDERSTANDING OF INTERNAL CONTROLS AND PROCEDURES FOR FINANCIAL REPORTING AND AN
UNDERSTANDING OF AUDIT COMMITTEE FUNCTIONS. MR. WILSON IS AN INDEPENDENT TRUSTEE
AS THAT TERM IS DEFINED UNDER THE RELEVANT SECURITIES AND EXCHANGE COMMISSION
RULES AND RELEASES.

40 | Annual Report

Franklin Money Fund

SHAREHOLDER INFORMATION

BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT

At a meeting held February 25, 2008, the Board of Directors (Board), including a
majority of non-interested or independent Directors, approved renewal of the
investment management agreement for the Fund. In reaching this decision, the
Board took into account information furnished throughout the year at regular
Board meetings, as well as information prepared specifically in connection with
the annual renewal review process. Information furnished and discussed
throughout the year included investment performance reports and related
financial information for the Fund, as well as periodic reports on shareholder
services, legal, compliance, pricing, and other services provided by the
Investment Manager (Manager) and its affiliates. Information furnished
specifically in connection with the renewal process included a report for the
Fund prepared by Lipper, Inc. (Lipper), an independent organization, as well as
a Fund profitability analysis report prepared by management. The Lipper report
compared the Fund's investment performance and expenses with those of other
mutual funds deemed comparable to the Fund as selected by Lipper. The Fund
profitability analysis report discussed the profitability to Franklin Templeton
Investments from its overall U.S. fund operations, as well as on an individual
fund-by-fund basis. Included with such profitability analysis report was
information on a fund-by-fund basis listing portfolio managers and other
accounts they manage, as well as information on management fees charged by the
Manager and its affiliates including management's explanation of differences
where relevant and a three-year expense analysis with an explanation for any
increase in expense ratios. Additional material accompanying such report was a
memorandum prepared by management describing project initiatives and capital
investments relating to the services provided to the Fund by the Franklin
Templeton Investments organization, as well as a memorandum relating to
economies of scale and a comparative analysis concerning transfer agent fees
charged the Fund.

In considering such materials, the independent Directors received assistance and
advice from and met separately with independent counsel. In approving
continuance of the investment management agreement for the Fund, the Board,
including a majority of independent Directors, determined that the existing
management fee structure was fair and reasonable and that continuance of the
investment management agreement was 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 decision.

NATURE, EXTENT AND QUALITY OF SERVICES. The Board was satisfied with the nature
and quality of the overall services provided by the Manager and its affiliates
to the Fund and its shareholders. In addition to investment performance and
expenses discussed later, the Board's opinion was based, in part, upon periodic
reports furnished them showing that the investment policies and restrictions for
the Fund were consistently complied with as well as other reports periodically
furnished the Board covering matters such as the compliance of portfolio
managers and other management personnel with the code of ethics adopted
throughout the Franklin Templeton fund complex, the adherence to fair value
pricing procedures established by the Board, and the accuracy of net asset value
calculations. The Board also noted the extent of benefits provided Fund
shareholders from being part of the Franklin Templeton family of funds,
including the right to exchange investments between the same class of funds
without a sales charge, the ability to reinvest Fund

Annual Report | 41

Franklin Money Fund

SHAREHOLDER INFORMATION (CONTINUED)

BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED)

dividends into other funds and the right to combine holdings in other funds to
obtain a reduced sales charge. Favorable consideration was given to management's
continuous efforts and expenditures in establishing back-up systems and recovery
procedures to function in the event of a natural disaster, it being noted that
such systems and procedures had functioned smoothly during the Florida
hurricanes and blackouts experienced in recent years. Consideration was also
given to the experience of the Fund's portfolio management team, the number of
accounts managed and general method of compensation. In this latter respect, the
Board noted that a primary factor in management's determination of a portfolio
manager's bonus compensation was the relative investment performance of the
funds he or she managed and that a portion of such bonus was required to be
invested in a predesignated list of funds within such person's fund management
area so as to be aligned with the interests of Fund shareholders. The Board also
took into account the quality of transfer agent and shareholder services
provided Fund shareholders by an affiliate of the Manager, noting continuing
expenditures by management to increase and improve the scope of such services,
periodic favorable reports on such service conducted by third parties, the high
industry ranking given to the Franklin Templeton website, and the firsthand
experience of individual Board members who deal with the shareholder services
department in their capacities as shareholders in one or more of the various
Franklin Templeton funds.

INVESTMENT PERFORMANCE. The Board placed significant emphasis on the investment
performance of the Fund in view of its importance to shareholders. While
consideration was given to performance reports and discussions with portfolio
managers at Board meetings during the year, particular attention in assessing
such performance was given to the Lipper report furnished for the agreement
renewal. The Lipper report prepared for the Fund showed its investment
performance for the year ended December 31, 2007, as well as the previous 10
years ended that date in comparison to a performance universe consisting of the
Fund and all retail money market funds as selected by Lipper. The Lipper report
showed that the Fund's total return for the one-year period, as well as for the
previous three-, five- and 10-year periods on an annualized basis was in the
second-highest quintile of such universe. The Board was satisfied with such
performance.

COMPARATIVE EXPENSES. Consideration was given to a comparative analysis of the
management fees and total expense ratios of the Fund compared with those of a
group of other funds selected by Lipper as its appropriate Lipper expense group
under the Lipper report. Prior to making such comparison, the Board relied upon
a survey showing that the scope of management advisory services covered under
the Fund's investment management agreement was similar to those provided by fund
managers to other mutual fund groups that would be used as a basis of comparison
in the Lipper report. In reviewing comparative costs, emphasis was given to the
Fund's contractual investment management fee in comparison with the contractual
investment management fee that would have been charged by other funds within its
Lipper expense group assuming they were similar in size to the master money
market fund through which the Fund invests, as well as the actual total expenses
of the Fund in comparison with those of its Lipper expense group. The Lipper
contractual investment management fee analysis includes administrative charges
as being part of a management fee. The results of such comparisons showed the
Fund's contractual investment management fee rate

42 | Annual Report

Franklin Money Fund

SHAREHOLDER INFORMATION (CONTINUED)

BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED)

as well as its total expenses to be in the second most expensive quintile of its
Lipper expense group. In discussing the expense comparisons, management pointed
out that this Fund is not actively marketed and largely serves as an alternative
and often temporary investment vehicle for shareholders of the various
Franklin/Templeton/Mutual Series Fund families and provides a number of courtesy
services to shareholders, including check writing and wiring privileges. The
Board also noted that the Lipper report stated that its methodology of selecting
expense groups based on the much larger size of the master fund through which
the Fund invests might result in an overstatement of Fund administrative fees
and non-management expenses relative to such group and that such report showed
the Fund's contractual investment management fee rate to be within 10 basis
points of its Lipper expense group median. The Board found such comparative
expenses to be acceptable.

MANAGEMENT PROFITABILITY. The Board also considered the level of profits
realized by the Manager and its affiliates in connection with the operation of
the Fund. In this respect, the Board reviewed the Fund profitability analysis
that addresses the overall profitability of Franklin Templeton's U.S. fund
business, as well as its profits in providing management and other services to
the Fund. Specific attention was given to the methodology followed in allocating
costs to the Fund, it being recognized that allocation methodologies are
inherently subjective and various allocation methodologies may each be
reasonable while producing different results. In this respect, the Board noted
that, while being continuously refined and reflecting changes in the Manager's
own cost accounting, the allocation methodology was consistent with that
followed in profitability report presentations for the Fund made in prior years
and that the Fund's independent registered public accounting firm had been
engaged by the Manager to perform certain procedures on a biennial basis,
specified and approved by the Manager and the Fund's Board solely for their
purposes and use in reference to the profitability analysis. In reviewing and
discussing such analysis, management discussed with the Board its 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. The Board also took into account management's expenditures in
improving shareholder services provided the Fund, as well as the need to meet
additional regulatory and compliance requirements resulting from the
Sarbanes-Oxley Act and recent SEC and other regulatory requirements. In
addition, the Board considered a third-party study comparing the profitability
of the Manager's parent on an overall basis as compared to other publicly held
managers broken down to show profitability from management operations exclusive
of distribution expenses, as well as profitability including distribution
expenses. Based upon its consideration of all these factors, the Board
determined 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,
quality and extent of services provided.

ECONOMIES OF SCALE. The Board also considered whether economies of scale are
realized by the Manager as the Fund grows larger and the extent to which this is
reflected in the level of management fees charged. While recognizing that any
precise determination is inherently subjective, the

Annual Report | 43

Franklin Money Fund

SHAREHOLDER INFORMATION (CONTINUED)

BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED)

Board noted that based upon the Fund profitability analysis, it appears that as
some funds get larger, at some point economies of scale do result in the Manager
realizing a larger profit margin on management services provided such a fund.
The Board also noted that economies of scale are shared with a fund and its
shareholders through management fee breakpoints so that as a fund grows in size,
its effective management fee rate declines. Fees under the Fund's investment
management agreement consist of a flat 0.15% advisory fee component paid at the
master fund level and a separate administrative fee of 0.455% on the first $100
million of Fund net assets; 0.330% on the next $150 million of Fund net assets;
and 0.280% on the Fund's net assets in excess of $250 million. The Fund's net
assets were approximately $2.3 billion at year-end. In discussing this with the
Board, management expressed its view that the 0.15% advisory fee component was
low and anticipated economies of scale. Management further pointed out and the
Board acknowledged that the fact this Fund's asset size exceeded the last
administrative fee breakpoint does not mean there are no benefits from economies
of scale because the growth of assets being charged at the lowest 0.280% level
results in a lower overall administrative fee rate. While intending to
continuously review this issue, the Board believed it problematic in view of the
nature of this Fund including the transitory nature of its investment role
within the Franklin Templeton fund complex as well as the services provided that
the Manager and its affiliates realized any meaningful economies of scale in
furnishing advisory and administrative services to this Fund. The Board further
noted the points raised by management as indicating to the extent economies of
scale may exist, that the fee structure reflected some sharing of benefits with
the Fund and its shareholders.

PROXY VOTING POLICIES AND PROCEDURES

The Fund has established Proxy Voting Policies and Procedures (Policies) that
the Fund uses to determine how to vote proxies relating to portfolio securities.
Shareholders may view the Fund's complete Policies online at
franklintempleton.com. Alternatively, shareholders may request copies of the
Policies free of charge by calling the Proxy Group collect at 1-954/527-7678 or
by sending a written request to: Franklin Templeton Companies, LLC, 500 East
Broward Boulevard, Suite 1500, Fort Lauderdale, FL 33394, Attention: Proxy
Group. Copies of the Fund's proxy voting records are also made available online
at franklintempleton.com and posted on the U.S. Securities and Exchange
Commission's website at sec.gov and reflect the most recent 12-month period
ended June 30.

QUARTERLY STATEMENT OF INVESTMENTS

The Fund files a complete statement of investments with the U.S. Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
website at sec.gov. The filed form may also be viewed and copied at the
Commission's Public Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by calling
1-800/SEC-0330.

44 | Annual Report

(FRANKLIN TEMPLETON INVESTMENTS(R) LOGO) One Franklin Parkway
San Mateo, CA 94403-1906

WANT TO RECEIVE THIS DOCUMENT FASTER VIA EMAIL?

Eligible shareholders can sign up for eDelivery at franklintempleton.com. See
inside for details.

ANNUAL REPORT AND SHAREHOLDER LETTER
Franklin Money Fund

INVESTMENT MANAGER

Franklin Advisers, Inc.

DISTRIBUTOR

Franklin Templeton Distributors, Inc.
1-800/DIAL BEN(R)
franklintempleton.com

SHAREHOLDER SERVICES

1-800/632-2301

Authorized for distribution only when accompanied or preceded by a prospectus.
Investors should carefully consider a fund's investment goals, risks, charges
and expenses before investing. The prospectus contains this and other
information; please read it carefully before investing.

To ensure the highest quality of service, telephone calls to or from our service
departments may be monitored, recorded and accessed. These calls can be
identified by the presence of a regular beeping tone.

111 A2008 08/08

ITEM 2. CODE OF ETHICS.

(a) The Registrant has adopted a code of ethics that applies to its principal
executive officers and principal financial and accounting officer.

(d) N/A

(f) Pursuant to Item 12(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 John B. Wilson and he 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 $36,798 for the fiscal year ended June 30, 2008 and $24,068 for the fiscal
year ended June 30, 2007.

(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
There were no 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.

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 $0 for the fiscal year ended June
30, 2008 and $46,000 for the fiscal year ended June 30, 2007. The services for
which these fees were paid included tax compliance and advice.

(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 $1,893 for the fiscal year ended June 30, 2008
and $0 for the fiscal year ended June 30, 2007. The services for which these
fees were paid include 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 other than
services reported in paragraphs (a)-(c) of Item 4 were $282,184 for the fiscal
year ended June 30, 2008 and $0 for the fiscal year ended June 30, 2007. The
services for which these fees were paid include review of materials provided to
the fund Board in connection with the investment management contract renewal
process.

(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 $284,077 for the fiscal year ended June 30, 2008 and $46,000 for
the fiscal year ended June 30, 2007.

(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.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. N/A

ITEM 6. SCHEDULE OF INVESTMENTS. N/A

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES. N/A

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT
COMPANIES. N/A

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
INVESTMENT COMPANY AND AFFILIATED PURCHASERS. N/A

ITEM 10. 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 11. CONTROLS AND PROCEDURES.
(A) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. The Registrant maintains
disclosure controls and procedures that are designed to ensure that information
required to be disclosed in the Registrant's filings under the Securities
Exchange Act of 1934 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 significant changes in the
Registrant's internal controls or in other factors that could significantly
affect the internal controls subsequent to the date of their evaluation in
connection with the preparation of this Shareholder Report on Form N-CSR.

ITEM 12. EXHIBITS.

(a)(1) Code of Ethics

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
of Galen G. Vetter, Chief Executive Officer - Finance and Administration, and
Laura F. Fergerson, Chief Financial Officer and Chief Accounting Officer

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of
Galen G. Vetter, Chief Executive Officer - Finance and Administration, and Laura
F. Fergerson, Chief Financial Officer and Chief Accounting Officer

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 MONEY FUND

By /S/GALEN G. VETTER
------------------
Galen G. Vetter
Chief Executive Officer - Finance and Administration
Date August 27, 2008

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/GALEN G. VETTER
------------------
Galen G. Vetter
Chief Executive Officer - Finance and Administration
Date August 27, 2008

By /S/LAURA F. FERGERSON
---------------------
Laura F. Fergerson
Chief Financial Officer and Chief Accounting Officer
Date August 27, 2008