As filed with the Securities and Exchange Commission on December 14, 2001
Securities Act Registration No. 333-73934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. 2 [X]
Post-Effective Amendment No. _____ [ ]
(Check appropriate box or boxes)
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST
(Exact Name of Registrant as Specified in Charter)
1 (800) 321-8563
(Registrant's Area Code and Telephone Number)
One Franklin Parkway, San Mateo, CA 94403-1906
(Address of Principal Executive Offices: Number, Street, City, State, Zip
Code)
Karen L. Skidmore, Assistant Secretary
(650) 312-5651
One Franklin Parkway, San Mateo, CA 94403-1906
(Name and Address of Agent for Service, Number, Street, City, State, Zip Code)
Approximate date of proposed public offering:
As soon as practicable after this registration statement becomes effective under
the Securities Act of 1933, as amended.
Calculation of Registration Fee under the Securities Act of 1933:
TITLE OF SECURITIES BEING REGISTERED
Shares of Beneficial Interest, Par Value $0.01 Per Share
Templeton International Securities Fund - Class 1
Templeton International Securities Fund - Class 2
No filing fee is due because of reliance on Section 24(f) of the Investment
Company Act of 1940.
Registrant hereby amends this Registration Statement on such date or dates as
may be necessary to delay its effective date until the Registrant shall file a
further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933, as amended, or until the Registration Statement shall
become effective on such date as the Commission acting pursuant to said Section
8(a) may determine.
The Cross Reference sheet, the Prospectus and Proxy Statement, the Statement of
Additional Information along with its required attachments, and Part C and its
Exhibits, with the exception of the Signature Page, are herein incorporated by
reference to the Registrant's Registration Statement on Form N-14 (File No.
333-73934) as filed with the Securities and Exchange Commission via EDGAR
(Accession No. 0001021408-01-510669) on November 23, 2001.
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST
on behalf of
TEMPLETON INTERNATIONAL SMALLER COMPANIES FUND
One Franklin Parkway
San Mateo, California 94403-1906
NOTICE OF
SPECIAL MEETING OF SHAREHOLDERS
To be held on February 26, 2002
To the Shareholders:
NOTICE IS HEREBY GIVEN that a special meeting of shareholders (the
Meeting) of Templeton International Smaller Companies Fund (International
Smaller Companies) will be held at 10:00 a.m. Pacific time, on February 26,
2002, at the offices of Franklin Templeton Variable Insurance Products Trust
(the Trust), One Franklin Parkway, San Mateo, California 94403-1906. The Meeting
is being held to consider and vote on the following matter, as well as any other
business that may properly come before the Meeting or an adjournment:
To approve or disapprove a Plan of Reorganization (the Plan), that
provides for: (a) the acquisition of the assets of International Smaller
Companies by Templeton International Securities Fund (International
Securities) in exchange for shares of International Securities; (b) the
distribution of such shares to the shareholders of International Smaller
Companies; and (c) the dissolution of International Smaller Companies.
Pursuant to the Plan, Class 1 shareholders of International Smaller
Companies will receive Class 1 shares of International Securities and
Class 2 shareholders of International Smaller Companies will receive Class
2 shares of International Securities. A copy of the Plan is Exhibit A of
the attached Prospectus and Proxy Statement.
The Board of Trustees of the Trust has fixed the close of business on December
28, 2001, as the record date for the determination of shareholders entitled to
notice of, and to vote at, the Meeting or any adjournment thereof. Each
shareholder who does not expect to attend the Meeting in person is requested to
date, fill in, sign and return promptly the enclosed proxy card in the enclosed
envelope, which needs no postage if mailed in the United States.
Please review the enclosed Prospectus and Proxy Statement for additional
information regarding the Plan.
By Order of the Board of Trustees,
Murray L. Simpson
Secretary
San Mateo, California
January 16, 2002
As required by the Securities Act of 1933, this amendment to the
registration statement of registrant has been signed on behalf of the
registrant, in the City of San Mateo and State of California, on the 14th day of
December, 2001.
FRANKLIN TEMPLETON VARIABLE
INSURANCE PRODUCTS TRUST
By /s/ Charles E. Johnson*
Charles E. Johnson, Principal
Executive Officer and Trustee
Pursuant to the requirements of the Securities Act of 1933, this Amendment
has been signed below by the following persons in the capacity on the dates
indicated.
CHARLES E. JOHNSON* Principal Executive Officer and
Charles E. Johnson Trustee
Dated: December 14, 2001
MARTIN L. FLANAGAN* Principal Financial Officer
Martin L. Flanagan Dated: December 14, 2001
KIMBERLY H. MONASTERIO* Principal Accounting Officer
Kimberley H. Monasterio Dated: December 14, 2001
FRANK H. ABBOTT III* Trustee
Frank H. Abbott III Dated: December 14, 2001
HARRIS J. ASHTON* Trustee
Harris J. Ashton Dated: December 14, 2001
S. JOSEPH FORTUNATO* Trustee
S. Joseph Fortunato Dated: December 14, 2001
ROBERT F. CARLSON* Trustee
Robert F. Carlson Dated: December 14, 2001
CHARLES B. JOHNSON* Trustee
Charles B. Johnson Dated: December 14, 2001
RUPERT H. JOHNSON, JR.* Trustee
Rupert H. Johnson, Jr. Dated: December 14, 2001
FRANK W. T. LAHAYE* Trustee
Frank W. T. LaHaye Dated: December 14, 2001
GORDON S. MACKLIN* Trustee
Gordon S. Macklin Dated: December 14, 2001
CHRISTOPHER H. PINKERTON* Trustee
Christopher H. Pinkerton Dated: December 14, 2001
/s/ Karen L. Skidmore
* By KAREN L. SKIDMORE, ATTORNEY-IN-FACT
(Pursuant to Power of Attorney previously filed)