UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSRS CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-21357 --------- FRANKLIN TEMPLETON LIMITED DURATION INCOME TRUST ------------------------------------------------ (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: 3/31 ---- Date of reporting period: 9/30/06 ------- ITEM 1. REPORTS TO STOCKHOLDERS. [GRAPHIC OMITTED] -------------------------------------------------------------------------------- SEPTEMBER 30, 2006 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- SEMIANNUAL REPORT INCOME -------------------------------------------------------------------------------- FRANKLIN TEMPLETON LIMITED DURATION INCOME TRUST -------------------------------------------------------------------------------- [LOGO](R) FRANKLIN TEMPLETON INVESTMENTS FRANKLIN o Templeton o Mutual Series Franklin Templeton Investments GAIN FROM OUR PERSPECTIVE(R) Franklin Templeton's distinct multi-manager structure combines the specialized expertise of three world-class investment management groups-- Franklin, Templeton and Mutual Series. SPECIALIZED EXPERTISE Each of our portfolio management groups operates autonomously, relying on its own research and staying true to the unique investment disciplines that underlie its success. FRANKLIN. Founded in 1947, Franklin is a recognized leader in fixed income investing and also brings expertise in growth- and value-style U.S. equity investing. TEMPLETON. Founded in 1940, Templeton pioneered international investing and, in 1954, launched what has become the industry's oldest global fund. Today, with offices in over 25 countries, Templeton offers investors a truly global perspective. MUTUAL SERIES. Founded in 1949, Mutual Series is dedicated to a unique style of value investing, searching aggressively for opportunity among what it believes are undervalued stocks, as well as arbitrage situations and distressed securities. TRUE DIVERSIFICATION Because our management groups work independently and adhere to different investment approaches, Franklin, Templeton and Mutual Series funds typically have distinct portfolios. That's why our funds can be used to build truly diversified allocation plans covering every major asset class. RELIABILITY YOU CAN TRUST At Franklin Templeton Investments, we seek to consistently provide investors with exceptional risk-adjusted returns over the long term, as well as the reliable, accurate and personal service that has helped us become one of the most trusted names in financial services. MUTUAL FUNDS | RETIREMENT PLANS | 529 COLLEGE SAVINGS PLANS | SEPARATE ACCOUNTS [PHOTO OMITTED] Not part of the semiannual report Contents SEMIANNUAL REPORT Franklin Templeton Limited Duration Income Trust .......................... 1 Performance Summary ....................................................... 5 Annual Shareholders' Meeting .............................................. 6 Dividend Reinvestment Plan ................................................ 7 Financial Highlights and Statement of Investments ......................... 10 Financial Statements ...................................................... 22 Notes to Financial Statements ............................................. 25 Shareholder Information ................................................... 34 -------------------------------------------------------------------------------- Semiannual Report Franklin Templeton Limited Duration Income Trust YOUR FUND'S GOALS AND MAIN INVESTMENTS: Franklin Templeton Limited Duration Income Trust seeks to provide high, current income, with a secondary objective of capital appreciation to the extent possible, through a portfolio consisting primarily of high yield corporate bonds, floating rate bank loans and mortgage- and other asset-backed securities. Dear Shareholder: This semiannual report for Franklin Templeton Limited Duration Income Trust covers the period ended September 30, 2006. PERFORMANCE OVERVIEW For the six months under review, Franklin Templeton Limited Duration Income Trust posted cumulative total returns of +3.14% based on net asset value and +6.97% based on market price. Net asset value decreased from $14.14 per share on March 31, 2006, to $14.05 at period-end, while the market price increased from $12.87 to $13.22 over the same period. You can find the Fund's performance data in the Performance Summary on page 5. ECONOMIC AND MARKET OVERVIEW The U.S. economy continued to grow during the six months under review, although the pace in the second and third quarters of 2006 slowed from the first quarter's 5.6% annualized rate. Overall, several factors contributed to 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 11. Semiannual Report | 1 PORTFOLIO BREAKDOWN Based on Total Investments as of 9/30/06* [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.] Floating Rate Loans 33.1% High Yield Corporate Bonds 32.9% Mortgage-Backed Securities 23.2% Other Asset-Backed Securities 5.6% Foreign Government & Agency Securities 3.4% Investment Grade Corporate Bonds 0.7% Short-Term Investments & Other Net Assets 1.1% * Total investments include long-term and short-term investments and other net assets excluding preferred stock issued by the Fund. real growth. During most of the reporting period, labor markets improved, indicated by nonfarm payroll data and the unemployment rate. Rising personal income also helped support consumer spending increases. However, the economy experienced rising inflation pressures, largely due to high energy prices and increasing labor costs. In addition, productivity growth and the pace of business spending slowed. Oil prices reached a historical high during the reporting period, which contributed to the rise in headline, or overall, inflation. Core inflation, which excludes food and energy costs, remained contained but nonetheless began to experience some upward pressure. For example, while September's headline Consumer Price Index (CPI) reported a 12-month rise of 2.1%, core CPI increased 2.9%. 1 Oil prices fell in the latter part of the reporting period, partly due to ample supply and easing demand. This price drop, in conjunction with relatively stable inflation, contributed to declining interest rates. Several times during the period the Federal Reserve Board (Fed) acknowledged the economy's strength as well as the potential inflationary pressure from high energy prices. The Fed raised the federal funds target rate from 4.75% to 5.25%, and then suspended its rate hikes in August and September. The Fed indicated its future decisions would be highly dependent on forthcoming economic data. The 10-year Treasury note yield rose from 4.86% at the beginning of the period to a high of 5.25% on June 28, 2006 and then fell to 4.64% on September 30, 2006. The decline reflected some concerns about the slowing housing market and its potential effect on the economy. INVESTMENT STRATEGY We invest in a diversified mix of fixed income securities, primarily high yield corporate bonds, senior secured floating rate bank loans, and mortgage- and other asset-backed securities. Our top-down analysis of macroeconomic trends combined with a bottom-up fundamental analysis of market sectors, industries and issuers drives our investment process. We seek to maintain a limited duration, or interest rate sensitivity, to moderate the impact that fluctuating interest rates might have on the Fund's fixed income portfolio. Within the corporate bond and bank loan sectors, we seek securities trading at reasonable valuations from issuers with characteristics such as strong market positions, stable cash flows, reasonable capital structures, supportive asset values, strong sponsorship and improving credit fundamentals. In the mortgage- and other asset-backed securities sector, we look to capture an attractive income stream and total return 1. Source: Bureau of Labor Statistics. 2 | Semiannual Report through our analysis of security prepayment assumptions, pricing inefficiencies and underlying collateral characteristics. MANAGER'S DISCUSSION During the six months under review, economic growth moderated as third quarter gross domestic product advanced at an estimated annualized 1.6% rate. A weak housing market was largely credited for the slowdown. During the period, interest rate volatility increased and investors were uncertain as to whether the Fed's decision to hold rates steady was temporary. All three of the Fund's primary asset classes generated broadly similar returns during the review period. High yield bonds benefited from positive fundamentals, despite historically rich valuations. Likewise, bank loans also benefited from healthy credit fundamentals, in addition to the flat-to-slightly inverted yield curve. Our exposure to both sectors remained largely unchanged throughout the reporting period. We modestly increased our allocation to mortgage-backed securities (MBS), although our exposure remained somewhat underweighted, relative to the Fund's high yield bond and bank loan weightings at period-end. Robust corporate earnings, low default rates and healthy balance sheet liquidity led to a positive credit environment for high yield corporate bonds. These bonds' yield spread over Treasuries, as measured by the CS High Yield Index, widened from 3.3 percentage points at the beginning of the reporting period to 3.7 percentage points at period-end. 2 The wider spread reflected some investor concerns about future economic growth and whether corporate earnings would remain strong. At period-end, we continued to view the sector's fundamental trends favorably, but given the historically tight valuations, we maintained the weighting at a neutral level, which is roughly equivalent to one-third of the portfolio. Strong inflows during the period supported the bank loan market and institutional bank loan spreads (yields above short-term interest rates) remained near historical lows. Fueled by increasing mergers and acquisitions activity, institutional new loan issuances were the highest in five years. Investors anticipating an increase in short-term rates drove much of the demand. Bank loans represented our largest sector weighting at period-end, considering our positive fundamental outlook and the flat-to-inverted yield curve. A larger than expected drop in housing activity in addition to falling Treasury yields added to the appeal of MBS during the review period as many investors DIVIDEND DISTRIBUTIONS* 4/1/06-9/30/06 -------------------------------------------------------------------------------- MONTH DIVIDEND PER COMMON SHARE -------------------------------------------------------------------------------- April 9.10 cents -------------------------------------------------------------------------------- May 9.10 cents -------------------------------------------------------------------------------- June 9.10 cents -------------------------------------------------------------------------------- July 8.40 cents -------------------------------------------------------------------------------- August 8.40 cents -------------------------------------------------------------------------------- September 8.40 cents -------------------------------------------------------------------------------- TOTAL 52.50 CENTS -------------------------------------------------------------------------------- * All Fund distributions will vary depending upon current market conditions, and past distributions are not indicative of future trends. 2. Source: Credit Suisse (CS). The CS High Yield Index is designed to mirror the investable universe of the U.S. dollar-denominated high yield debt market. Semiannual Report | 3 turned to MBS as an alternative to Treasuries for their higher yields. As interest rates rose, the U.S. housing market began to cool. Higher interest rates earlier in the period coupled with slowing home price appreciation caused prepayments on MBS to moderate. In this environment, we found opportunities in higher coupon MBS attractive. Thank you for your continued participation in Franklin Templeton Limited Duration Income Trust. We look forward to serving your future investment needs. Sincerely, [PHOTO OMITTED] /s/ Christopher J. Molumphy [PHOTO OMITTED] /s/ Richard S. Hsu Christopher J. Molumphy, CFA Richard S. Hsu, CFA [PHOTO OMITTED] /s/ Eric G. Takaha [PHOTO OMITTED] /s/ Roger A. Bayston Eric G. Takaha, CFA Roger A. Bayston, CFA [PHOTO OMITTED] /s/ Glenn I. Voyles Glenn I. Voyles, CFA Portfolio Management Team Franklin Templeton Limited Duration Income Trust THE FOREGOING INFORMATION REFLECTS OUR ANALYSIS, OPINIONS AND PORTFOLIO HOLDINGS AS OF SEPTEMBER 30, 2006, 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. 4 | Semiannual Report Performance Summary as of 9/30/06 Your dividend income will vary depending on dividends or interest paid by securities in the Fund's portfolio, adjusted for operating expenses. Capital gain distributions are net profits realized from the sale of portfolio securities. Total return reflects reinvestment of the Fund's dividends and capital gain distributions, if any, and any unrealized gains or losses. Total returns do not reflect any sales charges paid at inception or brokerage commissions paid on secondary market purchases. The performance table does not reflect any taxes that a shareholder would pay on Fund dividends, capital gain distributions, if any, or any realized gains on the sale of Fund shares. PRICE AND DISTRIBUTION INFORMATION ------------------------------------------------------------------------------------------------------------------- SYMBOL: FTF CHANGE 9/30/06 3/31/06 ------------------------------------------------------------------------------------------------------------------- Net Asset Value (NAV) -$0.09 $14.05 $14.14 ------------------------------------------------------------------------------------------------------------------- Market Price (AMEX) +$0.35 $13.22 $12.87 ------------------------------------------------------------------------------------------------------------------- DISTRIBUTIONS (4/1/06-9/30/06) ------------------------------------------------------------------------------------------------------------------- Dividend Income $0.5250 ------------------------------------------------------------------------------------------------------------------- PERFORMANCE 1 ------------------------------------------------------------------------------------------------------------------- COMMENCEMENT OF 6-MONTH 1-YEAR 3-YEAR OPERATIONS (8/27/03) ------------------------------------------------------------------------------------------------------------------- Cumulative Total Return 2 ------------------------------------------------------------------------------------------------------------------- Based on change in NAV 3 +3.14% +6.35% +22.35% +23.97% ------------------------------------------------------------------------------------------------------------------- Based on change in market price 4 +6.97% +8.81% +12.84% +12.54% ------------------------------------------------------------------------------------------------------------------- Average Annual Total Return 2 ------------------------------------------------------------------------------------------------------------------- Based on change in NAV 3 +3.14% +6.35% +6.96% +7.19% ------------------------------------------------------------------------------------------------------------------- Based on change in market price 4 +6.97% +8.81% +4.11% +3.89% ------------------------------------------------------------------------------------------------------------------- Distribution Rate 5 7.62% ------------------------------------------------------------------------------------------------------------------- PERFORMANCE DATA REPRESENT PAST PERFORMANCE, WHICH DOES NOT GUARANTEE FUTURE RESULTS. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE, AND YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. CURRENT PERFORMANCE MAY DIFFER FROM FIGURES SHOWN. ENDNOTES INTEREST RATE MOVEMENTS AND MORTGAGE PREPAYMENTS WILL AFFECT THE FUND'S SHARE PRICE AND YIELD. THE RISKS ASSOCIATED WITH HIGHER-YIELDING, LOWER-RATED SECURITIES INCLUDE HIGHER RISK OF DEFAULT AND LOSS OF PRINCIPAL. 1. Figures are for common shares. As of September 30, 2006, the Trust had leverage in the amount of approximately 33.59% of the Trust's total assets. The Trust employs leverage through the issuance of Auction Preferred Shares. The use of financial leverage creates an opportunity for increased income but, at the same time, creates special risks (including the likelihood of greater volatility of net asset value and market price of common shares). The cost of leverage rises and falls with changes in short-term interest rates. Such increases/decreases in the cost of the Trust's leverage may be offset by increased/decreased income from the Trust's floating rate investments. 2. Total return calculations represent the cumulative and average annual changes in value of an investment over the periods indicated. Six-month return has not been annualized. 3. Assumes reinvestment of distributions on net asset value. 4. Assumes reinvestment of distributions based on the dividend reinvestment plan. 5. Distribution rate is based on an annualization of the Fund's 8.40 cent per share September dividend and the AMEX closing price of $13.22 on 9/30/06. Semiannual Report | 5 Annual Shareholders' Meeting SEPTEMBER 21, 2006 At an annual Meeting of Shareholders of Franklin Templeton Limited Duration Income Trust (the "Fund") held on September 21, 2006, shareholders approved the following: Regarding the proposal to elect Trustees: -------------------------------------------------------------------------------------------------------------------- COMMON % OF % OF SHARES OUTSTANDING % OF WITHHELD OR OUTSTANDING % OF TRUSTEES FOR SHARES VOTED ABSTAIN SHARES VOTED -------------------------------------------------------------------------------------------------------------------- Frank W.T. LaHaye 22,368,751.280 83.654% 98.848% 260,798.000 0.975% 1.152% -------------------------------------------------------------------------------------------------------------------- Gordon S. Macklin 22,344,318.280 83.563% 98.740% 285,231.000 1.067% 1.260% -------------------------------------------------------------------------------------------------------------------- Frank A. Olson 22,362,739.280 83.632% 98.821% 266,810.000 0.998% 1.179% -------------------------------------------------------------------------------------------------------------------- PREFERRED % OF % OF SHARES OUTSTANDING % OF WITHHELD OR OUTSTANDING % OF TRUSTEES FOR SHARES VOTED ABSTAIN SHARES VOTED -------------------------------------------------------------------------------------------------------------------- Frank W.T. LaHaye 6,832.000 89.895% 99.91% 6.000 0.079% 0.09% -------------------------------------------------------------------------------------------------------------------- Gordon S. Macklin 6,832.000 89.895% 99.91% 6.000 0.079% 0.09% -------------------------------------------------------------------------------------------------------------------- Frank A. Olson 6,832.000 89.895% 99.91% 6.000 0.079% 0.09% -------------------------------------------------------------------------------------------------------------------- Charles B. Johnson 6,832.000 89.895% 99.91% 6.000 0.079% 0.09% -------------------------------------------------------------------------------------------------------------------- 6 | Semiannual Report Dividend Reinvestment Plan The Fund's Dividend Reinvestment Plan (the "Plan") offers you a prompt and simple way to reinvest dividends and capital gain distributions ("Distributions") in shares of the Fund. PFPC, Inc. (the "Agent"), P.O. Box 43027, Providence, RI 02940-3027, will act as your Agent in administering the Plan. The Agent will open an account for you under the Plan in the same name as your outstanding shares are registered. The complete Terms and Conditions of the Dividend Reinvestment Plan are contained in the Fund's Dividend Reinvestment Plan Brochure. A copy of that Brochure may be obtained from the Fund at the address on the back cover of this report. You are automatically enrolled in the Plan unless you elect to receive Distributions in cash. If you own shares in your own name, you should notify the Agent, in writing, if you wish to receive Distributions in cash. If the Fund declares a Distribution, you, as a participant in the Plan, will automatically receive an equivalent amount of shares of the Fund purchased on your behalf by the Agent. If on the payment date for a Distribution, the net asset value per share is equal to or less than the market price per share plus estimated brokerage commissions, the Agent shall receive newly issued shares, including fractions, from the Fund for your account. The number of additional shares to be credited shall be determined by dividing the dollar amount of the Distribution by the greater of the net asset value per share on the payment date, or 95% of the then current market price per share. If the net asset value per share exceeds the market price plus estimated brokerage commissions on the payment date for a Distribution, the Agent (or a broker-dealer selected by the Agent) shall try, for a purchase period of 30 days, to apply the amount of such Distribution on your shares (less your pro rata share of brokerage commissions incurred) to purchase shares on the open market. The weighted average price (including brokerage commissions) of all shares it purchases shall be your allocated price per share. If, before the Agent has completed its purchases, the market price plus estimated brokerage commissions exceeds the net asset value of the shares as of the payment date, the purchase price the Agent paid may exceed the net asset value of the shares, resulting in the acquisition of fewer shares than if such Distribution had been paid in shares issued by the Fund. Participants should note that they will not be able to instruct the Agent to purchase shares at a specific time or at a specific price. The Agent may make open-market purchases on any securities exchange where shares are traded, in the over-the-counter market or in negotiated transactions, and may be on such terms as to price, delivery and otherwise as the Agent shall determine. Semiannual Report | 7 The market price of shares on a particular date shall be the last sales price on the American Stock Exchange, or, if there is no sale on the exchange on that date, then the mean between the closing bid and asked quotations on the exchange on such date. The net asset value per share on a particular date shall be the amount most recently calculated by or on behalf of the Fund as required by law. The Agent shall at all times act in good faith and agree to use its best efforts within reasonable limits to ensure the accuracy of all services performed under this agreement and to comply with applicable law, but assumes no responsibility and shall not be liable for loss or damage due to errors unless such error is caused by the Agent's negligence, bad faith, or willful misconduct or that of its employees. Your uninvested funds held by the Agent will not bear interest. The Agent shall have no responsibility for the value of shares acquired. For the purpose of cash investments, the Agent may commingle your funds with those of other participants in the same Fund. There is no direct charge to participants for reinvesting Distributions, since the Agent's fees are paid by the Fund. However, when shares are purchased in the open market, each participant will pay a pro rata portion of any brokerage commissions incurred. If you elect by notice to the Agent to have it sell part or all of your shares and remit the proceeds, the Agent will deduct brokerage commissions from the proceeds. The automatic reinvestment of Distributions does not relieve you of any taxes that may be payable on Distributions. In connection with the reinvestment of Distributions, shareholders generally will be treated as having received a Distribution equal to the cash Distribution that would have been paid. The Agent will forward to you any proxy solicitation material and will vote any shares so held for you first in accordance with the instructions set forth on proxies you return to the Fund, and then with respect to any proxies you do not return to the Fund in the same portion as the Agent votes proxies the participants return to the Fund. 8 | Semiannual Report As long as you participate in the Plan, the Agent will hold the shares it has acquired for you in safekeeping, in its name or in the name of its nominee. This convenience provides added protection against loss, theft or inadvertent destruction of certificates. However, you may request that a certificate representing your Plan shares be issued to you. Upon your written request, the Agent will deliver to you, without charge, a certificate or certificates for the full shares. The Agent will send you a confirmation of each acquisition made for your account as soon as practicable, but not later than 60 days after the acquisition date. Although from time to time you may have an undivided fractional interest in a share of the Fund, no certificates for a fractional share will be issued. Distributions on fractional shares will be credited to your account. If you terminate your account under the Plan, the Agent will adjust for any such undivided fractional interest in cash at the market value of shares at the time of termination. You may withdraw from the Plan at any time, without penalty, by notifying the Agent in writing at the address above or by telephone at 1-800/331-1710. Such termination will be effective with respect to a Distribution if the Agent receives your notice prior to the Distribution record date. The Agent or the Fund may terminate the Plan upon notice to you in writing mailed at least 30 days prior to any record date for the payment of any Distribution. Upon any termination, the Agent will issue, without charge, stock certificates for all full shares you own and will convert any fractional shares you hold at the time of termination to cash at current market price and send you a check for the proceeds. The Fund or the Agent may amend the Plan. You will receive written notice at least 30 days before the effective date of any amendment. Semiannual Report | 9 Franklin Templeton Limited Duration Income Trust FINANCIAL HIGHLIGHTS ------------------------------------------------------- SIX MONTHS ENDED SEPTEMBER 30, 2006 YEAR ENDED MARCH 31, (UNAUDITED) 2006 2005 2004 g ------------------------------------------------------- PER COMMON SHARE OPERATING PERFORMANCE (for a common share outstanding throughout the period) Net asset value, beginning of period .................................... $ 14.14 $ 14.41 $ 14.75 $ 14.33 ------------------------------------------------- Income from investment operations a: Net investment income b ................................................ 0.65 1.18 1.10 0.53 Net realized and unrealized gains (losses) ............................. (0.04) (0.10) (0.12) 0.63 Dividends to preferred shareholders from net investment income ......... (0.17) (0.26) (0.13) (0.03) ------------------------------------------------- Total from investment operations ........................................ 0.44 0.82 0.85 1.13 ------------------------------------------------- Less distributions to common shareholders from net investment income .... (0.53) (1.09) (1.19) (0.59) ------------------------------------------------- Offering costs charged to capital: Common shares .......................................................... -- -- -- (0.03) Preferred shares ....................................................... -- -- -- (0.09) ------------------------------------------------- Total offering costs .................................................... -- -- -- (0.12) ------------------------------------------------- Net asset value, end of period .......................................... $ 14.05 $ 14.14 $ 14.41 $ 14.75 ================================================= Market value, end of period c ........................................... $ 13.22 $ 12.87 $ 13.89 $ 14.87 ================================================= Total return (based on market value per share) .......................... 6.97%e 0.60% 1.38% 3.16% e RATIOS/SUPPLEMENTAL DATA Net assets applicable to common shares, end of period (000's) ........... $375,595 $378,080 $385,344 $393,125 Ratios to average net assets applicable to common shares: Expenses d ............................................................. 1.28% f 1.26% 1.21% 1.11% f Net investment income .................................................. 9.28% f 8.24% 7.50% 6.12% f Portfolio turnover rate ................................................. 24.23% 46.55% 55.02% 45.08% Asset coverage per preferred share ...................................... $ 74,420 $ 74,747 $ 75,703 $ 76,727 Liquidation preference per preferred share .............................. $ 25,000 $ 25,000 $ 25,000 $ 25,000 a The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchase of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. b Based on average daily common shares outstanding. c Based on the last sale on the American Stock Exchange. d Benefit of expense reduction rounds to less than 0.01%. e Total return is not annualized for periods less than one year. f Annualized. g For the period August 27, 2003 (commencement of operations) to March 31, 2004. 10 | The accompanying notes are an integral part of these financial statements. | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS 148.0% CORPORATE BONDS 50.6% COMMERCIAL SERVICES 2.9% Dex Media West LLC, senior sub. note, 9.875%, 8/15/13 .................... United States $ 4,000,000 $ 4,340,000 JohnsonDiversey Holdings Inc., senior disc. note, zero cpn. To 5/17/07, 10.67% thereafter, 5/15/13 .............................................. United States 4,300,000 3,741,000 United Rentals North America Inc., senior sub. note, 7.75%, 11/15/13 ................................................................ United States 3,000,000 2,970,000 ------------- 11,051,000 ------------- COMMUNICATIONS 6.1% Dobson Cellular Systems Inc., senior secured note, 9.875%, 11/01/12 ................................................................ United States 3,000,000 3,232,500 a Intelsat Bermuda Ltd., senior note, FRN, 10.484%, 1/15/12 ................ Bermuda 4,000,000 4,075,000 Millicom International Cellular SA, senior note, 10.00%, 12/01/13 ................................................................ Luxembourg 3,000,000 3,236,250 Qwest Communications International Inc., senior note, B, 7.50%, 2/15/14 ................................................................. United States 3,000,000 3,022,500 a Rogers Wireless Communications Inc., senior secured note, FRN, 8.515%, 12/15/10 ........................................................ Canada 3,000,000 3,060,000 b Wind Acquisition Finance SA, senior note, 144A, 10.75%, 12/01/15 ................................................................ Italy 3,000,000 3,326,250 b Windstream Corp., senior note, 144A, 8.625%, 8/01/16 ..................... United States 2,800,000 3,010,000 ------------- 22,962,500 ------------- CONSUMER DURABLES 4.6% Beazer Homes USA Inc., senior note, 8.375%, 4/15/12 ...................... United States 2,000,000 2,000,000 Ford Motor Credit Co., 5.625%, 10/01/08 ...................................................... United States 4,000,000 3,839,076 a FRN, 9.957%, 4/15/12 .................................................. United States 1,000,000 1,047,744 General Motors Acceptance Corp., 6.875%, 8/28/12 ....................................................... United States 3,500,000 3,468,447 7.25%, 3/02/11 ........................................................ United States 2,000,000 2,013,308 Jostens IH Corp., senior sub. note, 7.625%, 10/01/12 ..................... United States 1,100,000 1,111,000 KB Home, 6.375%, 8/15/11 ................................................. United States 4,000,000 3,884,708 ------------- 17,364,283 ------------- CONSUMER NON-DURABLES 3.8% Dole Food Co. Inc., senior note, 8.625%, 5/01/09 ......................... United States 2,000,000 1,965,000 b Reynolds American Inc., 144A, 7.25%, 6/01/13 ............................. United States 2,000,000 2,068,056 Smithfield Foods Inc., senior note, 8.00%, 10/15/09 ...................... United States 4,000,000 4,200,000 Spectrum Brands Inc., senior sub. note, 8.50%, 10/01/13 .................. United States 3,000,000 2,610,000 Tyson Foods Inc., senior note, 8.25%, 10/01/11 ........................... United States 3,000,000 3,228,024 ------------- 14,071,080 ------------- CONSUMER SERVICES 10.8% a AMC Entertainment Inc., senior note, FRN, 9.655%, 8/15/10 ................ United States 3,000,000 3,112,500 Boyd Gaming Corp., senior sub. note, 8.75%, 4/15/12 ...................... United States 2,000,000 2,110,000 CanWest Media Inc., senior sub. note, 8.00%, 9/15/12 ..................... Canada 3,000,000 2,977,500 CCH II LLC, senior note, 10.25%, 9/15/10 ................................. United States 4,000,000 4,100,000 Semiannual Report | 11 Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) CORPORATE BONDS (CONTINUED) CONSUMER SERVICES (CONTINUED) Clear Channel Communications Inc., senior note, 7.65%, 9/15/10 ................................................................. United States $ 4,000,000 $ 4,220,980 CSC Holdings Inc., senior note, 8.125%, 7/15/09 .......................... United States 3,000,000 3,120,000 DIRECTV Holdings LLC, senior note, 8.375%, 3/15/13 ....................... United States 2,000,000 2,082,500 Liberty Media Corp., senior note, 7.875%, 7/15/09 ........................ United States 3,000,000 3,155,739 LIN Television Corp., senior sub. note, 6.50%, 5/15/13 ................... United States 4,000,000 3,750,000 MGM MIRAGE Inc., senior note, 6.75%, 4/01/13 ............................. United States 4,000,000 3,950,000 Pinnacle Entertainment Inc., senior sub. note, 8.75%, 10/01/13 ........... United States 3,000,000 3,198,750 Quebecor Media Inc., senior note, 7.75%, 3/15/16 ......................... Canada 1,600,000 1,610,000 Royal Caribbean Cruises Ltd., senior note, 8.00%, 5/15/10 ................ United States 3,000,000 3,194,190 ------------- 40,582,159 ------------- ELECTRONIC TECHNOLOGY 1.6% Sanmina-SCI Corp., senior sub. note, 6.75%, 3/01/13 ...................... United States 3,000,000 2,842,500 Solectron Global Finance Ltd., senior sub. note, 8.00%, 3/15/16 .......... United States 3,000,000 2,985,000 ------------- 5,827,500 ------------- ENERGY MINERALS 2.4% Chesapeake Energy Corp., senior note, 7.50%, 6/15/14 ..................... United States 4,000,000 4,065,000 b Mariner Energy Inc., senior note, 144A, 7.50%, 4/15/13 ................... United States 2,000,000 1,920,000 Massey Energy Co., senior note, 6.875%, 12/15/13 ......................... United States 2,000,000 1,820,000 b Pogo Producing Co., senior sub. note, 144A, 7.875%, 5/01/13 .............. United States 1,200,000 1,228,500 ------------- 9,033,500 ------------- HEALTH SERVICES 4.5% DaVita Inc., senior note, 6.625%, 3/15/13 ........................................... United States 1,900,000 1,864,375 senior sub. note, 7.25%, 3/15/15 ....................................... United States 1,000,000 987,500 Fresenius Medical Care Capital Trust II, 7.875%, 2/01/08 ................. Germany 4,000,000 4,070,000 HCA Inc., senior note, 8.75%, 9/01/10 .................................... United States 3,000,000 3,037,500 Tenet Healthcare Corp., senior note, 6.375%, 12/01/11 .................... United States 3,500,000 3,093,125 Vanguard Health Holding Co. II LLC, senior sub. note, 9.00%, 10/01/14 ................................................................ United States 4,000,000 3,900,000 ------------- 16,952,500 ------------- INDUSTRIAL SERVICES 1.4% Allied Waste North America Inc., senior note, B, 8.50%, 12/01/08 ................................................................ United States 2,000,000 2,105,000 El Paso Natural Gas Co., senior note, A, 7.625%, 8/01/10 ................. United States 3,000,000 3,105,000 ------------- 5,210,000 ------------- PROCESS INDUSTRIES 5.5% Buckeye Technologies Inc., senior sub. note, 8.00%, 10/15/10 ............. United States 1,400,000 1,351,000 Crown Americas Inc., senior note, 7.625%, 11/15/13 ....................... United States 3,000,000 3,052,500 Graphic Packaging International Corp., senior note, 8.50%, 8/15/11 ................................................................. United States 3,000,000 3,082,500 JSG Funding PLC, senior sub. note, 7.75%, 4/01/15 ........................ Ireland 3,000,000 2,850,000 12 | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) CORPORATE BONDS (CONTINUED) PROCESS INDUSTRIES (CONTINUED) Lyondell Chemical Co., senior note, 8.00%, 9/15/14 ..................... United States $ 900,000 $ 915,750 Nalco Co., senior note, 7.75%, 11/15/11 ......................................... United States 2,000,000 2,050,000 senior sub. note, 8.875%, 11/15/13 ................................... United States 2,000,000 2,095,000 Rhodia SA, senior note, 10.25%, 6/01/10 ................................ France 3,000,000 3,375,000 a,b Verso Paper Holdings LLC, senior note, 144A, FRN, 9.25%, 8/01/14 ............................................................... United States 2,000,000 2,030,000 ------------- 20,801,750 ------------- PRODUCER MANUFACTURING 1.9% Case New Holland Inc., senior note, 9.25%, 8/01/11 ..................... United States 4,000,000 4,260,000 b Invensys PLC, senior note, 144A, 9.875%, 3/15/11 ....................... United Kingdom 1,987,000 2,155,895 Milacron Escrow Corp., senior secured note, 11.50%, 5/15/11 ............ United States 600,000 573,000 ------------- 6,988,895 ------------- REAL ESTATE INVESTMENT TRUST 1.1% Host Marriott LP, senior note, 9.25%, 10/01/07 ......................... United States 4,000,000 4,145,000 ------------- RETAIL TRADE 0.8% a GSC Holdings Corp., senior note, FRN, 9.383%, 10/01/11 ................. United States 3,000,000 3,135,000 ------------- TECHNOLOGY SERVICES 1.1% SunGard Data Systems Inc., senior note, 9.125%, 8/15/13 ..................................................... United States 1,000,000 1,040,000 a FRN, 9.973%, 8/15/13 ................................................ United States 3,000,000 3,127,500 ------------- 4,167,500 ------------- UTILITIES 2.1% Aquila Inc., senior note, 9.95%, 2/01/11 ............................... United States 2,000,000 2,203,714 NRG Energy Inc., senior note, 7.25%, 2/01/14 ........................... United States 2,800,000 2,786,000 TXU Corp., 4.80%, 11/15/09 ............................................. United States 3,000,000 2,939,022 ------------- 7,928,736 ------------- TOTAL CORPORATE BONDS (COST $188,882,020) .............................. 190,221,403 ------------- MORTGAGE-BACKED SECURITIES 34.8% a FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC) ADJUSTABLE RATE 0.7% FHLMC, 3.314%, 5/01/34 ................................................. United States 2,514,559 2,509,765 ------------- FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC) FIXED RATE 9.8% FHLMC Gold 15 Year, 4.50%, 6/01/18 - 9/01/18 ........................... United States 3,256,329 3,147,814 FHLMC Gold 15 Year, 5.00%, 9/01/18 ..................................... United States 4,405,947 4,342,071 FHLMC Gold 15 Year, 5.00%, 11/01/18 .................................... United States 2,574,858 2,537,529 FHLMC Gold 15 Year, 5.50%, 7/01/19 ..................................... United States 334,670 335,008 Semiannual Report | 13 Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) MORTGAGE-BACKED SECURITIES (CONTINUED) FEDERAL HOME LOAN MORTGAGE CORP. (FHLMC) FIXED RATE (CONTINUED) FHLMC Gold 30 Year, 5.50%, 8/01/33 ....................................... United States $ 5,527,509 $ 5,468,530 FHLMC Gold 30 Year, 5.50%, 12/01/34 - 2/01/35 ............................ United States 3,170,120 3,132,436 FHLMC Gold 30 Year, 6.00%, 7/01/28 - 4/01/35 ............................. United States 9,228,608 9,298,637 FHLMC Gold 30 Year, 6.50%, 1/01/35 ....................................... United States 3,938,907 4,017,594 FHLMC Gold 30 Year, 7.00%, 9/01/27 ....................................... United States 1,138,150 1,175,049 FHLMC Gold 30 Year, 8.00%, 1/01/31 ....................................... United States 271,265 285,284 FHLMC Gold 30 Year, 8.50%, 7/01/31 ....................................... United States 2,805,046 3,015,781 ------------- 36,755,733 ------------- a FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA) ADJUSTABLE RATE 0.7% FNMA, 4.637%, 7/01/34 .................................................... United States 2,725,527 2,693,867 FNMA, 5.989%, 6/01/32 .................................................... United States 108,691 107,532 ------------- 2,801,399 ------------- FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA) FIXED RATE 19.2% FNMA 15 Year, 5.00%, 10/01/17 ............................................ United States 1,865,362 1,839,853 FNMA 15 Year, 5.50%, 10/01/17 - 1/01/21 .................................. United States 6,398,855 6,407,427 FNMA 15 Year, 5.50%, 1/01/21 ............................................. United States 4,292,372 4,291,770 FNMA 15 Year, 6.00%, 9/01/21 ............................................. United States 5,945,842 6,038,938 FNMA 15 Year, 6.50%, 7/01/20 ............................................. United States 1,500,000 1,513,096 FNMA 15 Year, 7.00%, 9/01/18 ............................................. United States 441,838 457,830 FNMA 30 Year, 5.50%, 8/01/33 - 7/01/35 ................................... United States 6,764,460 6,678,361 FNMA 30 Year, 5.50%, 9/01/33 ............................................. United States 4,708,459 4,653,330 FNMA 30 Year, 5.50%, 7/01/35 - 1/01/36 ................................... United States 3,954,421 3,899,065 FNMA 30 Year, 6.00%, 4/01/33 - 1/01/36 ................................... United States 13,015,428 13,095,520 d FNMA 30 Year, 6.50%, 8/01/32 - 6/01/36 ................................... United States 10,951,654 11,163,030 d FNMA 30 Year, 6.50%, 6/01/36 ............................................. United States 10,903,503 11,107,121 FNMA 30 Year, 8.00%, 10/01/29 ............................................ United States 379,920 401,583 FNMA 30 Year, 8.50%, 8/01/26 ............................................. United States 614,202 658,878 ------------- 72,205,802 ------------- GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA) FIXED RATE 4.4% GNMA I SF 30 Year, 5.50%, 4/15/33 - 12/15/34 ............................. United States 3,063,291 3,046,557 GNMA I SF 30 Year, 5.50%, 12/15/34 ....................................... United States 4,345,748 4,321,669 GNMA I SF 30 Year, 6.50%, 6/15/31 - 12/15/33 ............................. United States 2,827,340 2,905,281 GNMA II SF 30 Year, 5.00%, 10/20/33 ...................................... United States 3,879,677 3,760,979 GNMA II SF 30 Year, 7.00%, 1/20/24 - 12/20/30 ............................ United States 1,736,513 1,787,938 GNMA II SF 30 Year, 8.00%, 1/20/28 - 2/20/32 ............................. United States 643,614 678,997 ------------- 16,501,421 ------------- TOTAL MORTGAGE-BACKED SECURITIES (COST $132,329,204) 130,774,120 ------------- 14 | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) ASSET-BACKED SECURITIES AND COMMERCIAL MORTGAGE-BACKED SECURITIES 8.5% FINANCE 8.5% a Argent Securities Inc., 2003-W5, M4, FRN, 9.135%, 10/25/33 ............... United States $ 4,000,000 $ 4,137,855 a GSR Mortgage Trust, 2003-AHL, B1, FRN, 9.33%, 10/25/33 ................... United States 5,000,000 5,052,532 a Merrill Lynch Mortgage Investors Inc., 2003-OPT1, B2, FRN, 8.08%, 7/25/34 ................................................................. United States 1,000,000 1,012,187 a Morgan Stanley ABS Capital, 2003-HE3, B1, FRN, 8.63%, 10/25/33 ..................................... United States 3,500,000 3,531,114 2003-NC10, B1, FRN, 8.63%, 10/25/33 .................................... United States 2,140,602 2,164,495 a Morgan Stanley Dean Witter Capital I, 2003-NC3, B1, FRN, 8.33%, 3/25/33 ................................................................. United States 973,100 977,104 a New Century Home Equity Loan Trust, 2003-2, M3, FRN, 9.03%, 1/25/33 ................................................................. United States 4,870,465 4,889,917 a Option One Mortgage Loan Trust, 2003-6, M5, FRN, 8.63%, 11/25/33 ................................................................ United States 3,500,000 3,556,951 a Residential Asset Securities Corp., 2003-KS10, MII3, FRN, 7.88%, 12/25/33 ................................................................ United States 1,500,000 1,510,237 a Specialty Underwriting & Residential Finance, 2003-BC4, B2, FRN, 7.83%, 11/25/34 ......................................................... United States 1,500,000 1,518,414 a Structured Asset Investment Loan Trust, 2003-BC2, M3, FRN, 8.58%, 4/25/33 ...................................... United States 22,774 23,056 2003-BC13, M4, FRN, 8.08%, 11/25/33 .................................... United States 3,340,000 3,374,072 ------------- TOTAL ASSET-BACKED SECURITIES AND COMMERCIAL MORTGAGE-BACKED SECURITIES (COST $31,122,481) 31,747,934 ------------- SENIOR FLOATING RATE INTERESTS 49.8% a,e COMMERCIAL SERVICES 3.4% d Acxiom Corp., Term Loan B, 9.00%, 9/15/12 ................................ United States 1,200,000 1,201,213 Affiliated Computer Services Inc., Additional Term Loan, 7.39% - 7.40%, 3/20/13 ........................... United States 1,795,500 1,797,439 Term Loan B, 7.389%, 3/20/13 ........................................... United States 496,250 496,786 d Buhrmann U.S. Inc., Term Loan D-1, 9.00%, 12/23/10 ....................... United States 2,500,000 2,496,175 Dex Media West LLC, Term Loan B2, 6.83% - 6.90%, 3/09/10 ................. United States 2,634,655 2,620,401 Nielsen Finance LLC (VNU Inc.), Term Loan B, 8.19%, 8/09/13 .............. United States 3,000,000 2,996,400 Workflow Management Inc., Term Loan B, 9.485%, 11/30/11 .................. United States 1,106,104 1,111,469 ------------- 12,719,883 ------------- COMMUNICATIONS 4.9% Alaska Communications Systems Holdings Inc., Incremental Term Loan, 7.117%, 2/01/12 ................................. United States 100,000 99,725 Term Loan, 7.117%, 2/01/12 ............................................. United States 4,000,000 3,989,000 Fairpoint Communications Inc., Term Loan B, 7.125%, 2/08/12 .............. United States 2,089,041 2,077,050 Intelsat Corp., Term Loan B2, 8.008%, 12/03/13 ........................... United States 3,940,000 3,971,678 Intelsat Subsidiary Holding Co. Ltd., Term Loan B, 7.758%, 6/30/13 ................................................................. United States 2,400,689 2,415,333 Semiannual Report | 15 Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) SENIOR FLOATING RATE INTERESTS (CONTINUED) COMMUNICATIONS (CONTINUED) Iowa Telecommunications Services Inc., Term Loan B, 7.12% - 7.15%, 11/23/11 ................................................. United States $ 3,000,000 $ 2,999,550 Windstream Corp., Term Loan B, 7.26%, 7/17/13 ............................ United States 2,700,000 2,709,693 ------------- 18,262,029 ------------- CONSUMER DURABLES 3.4% Eastman Kodak Co., Term Loan B1, 7.639% - 7.75%, 10/18/12 ................................. United States 2,311,985 2,307,708 Term Loan B2 (Delayed Draw), 7.655% - 7.757%, 10/18/12 ................. United States 968,162 966,332 Jarden Corp., Term Loan B2, 7.117%, 1/24/12 .............................. United States 3,632,093 3,612,007 Solo Cup Co., Term Loan B, 9.75%, 2/27/11 ................................ United States 593,982 592,390 Stile Acquisition Corp. (Masonite), Canadian Term Loan, 7.367% - 7.49%, 4/05/13 ................................................. Canada 1,823,172 1,794,694 Stile U.S. Acquisition Corp. (Masonite), U.S. Term Loan, 7.367% - 7.49%, 4/05/13 ................................................. United States 1,826,278 1,797,751 Tupperware Corp., Term Loan B, 6.89%, 12/05/12 ........................... United States 1,903,506 1,893,037 ------------- 12,963,919 ------------- CONSUMER NON-DURABLES 2.9% Acco Brands Corp., Term Loan B, 7.14% - 7.24%, 8/17/12 ................... United States 910,745 911,137 Bumble Bee Foods LLC, Term Loan B, 7.039% - 7.25%, 5/02/12 ................................................................. United States 500,000 499,340 CBRL Group (Cracker Barrel), Term Loan B1, 6.93% - 6.97%, 4/27/13 ................................................................. United States 963,060 952,004 Central Garden & Pet Co., Term Loan B, 6.83%, 9/30/12 .................... United States 271,973 271,997 Constellation Brands Inc., Term Loan B, 6.938% - 7.00%, 6/05/13 ................................................................. United States 1,333,333 1,337,533 Del Monte Foods Co., Term Loan B, 7.00% - 7.072%, 2/08/12 ................ United States 830,300 829,536 Dole Food Co. Inc., Term Loan B, 7.438% - 9.00%, 4/12/13 ................. United States 213,492 209,256 Herbalife International Inc., Term Loan B, 6.83% - 6.87%, 12/21/10 ................................................................ United States 720,000 719,950 Michael Foods Inc., Term Loan B1, 7.387% - 7.553%, 11/21/10 .............. United States 637,329 636,615 Reynolds American Inc., Term Loan B, 7.25% - 7.313%, 5/31/12 .................................................................. United States 1,795,500 1,800,761 Solvest Ltd. (Dole), L/C, 5.37%, 4/12/13 .................................................... Bermuda 95,362 93,470 Term Loan C, 7.313% - 9.25%, 4/12/13 ................................... Bermuda 711,641 697,522 d Sonic Corp., Term Loan B, 9.25%, 9/08/13 ................................. United States 800,000 802,208 Southern Wine & Spirits of America Inc., Term Loan B, 6.867%, 5/31/12 ................................................................. United States 1,148,728 1,148,154 ------------- 10,909,483 ------------- CONSUMER SERVICES 11.0% Arby's Restaurant Holdings LLC, Term Loan B, 7.617% - 7.735%, 7/25/12 ................................................................. United States 1,584,173 1,581,116 Century Theaters Inc., Term Loan B, 7.275%, 3/01/13 ...................... United States 500,000 500,385 16 | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) SENIOR FLOATING RATE INTERESTS (CONTINUED) CONSUMER SERVICES (CONTINUED) Charter Communications Operating LLC, Term Loan B, 8.125%, 4/28/13 ................................................................... United States $ 1,462,560 $ 1,470,326 Cinram International, Term Loan B, 7.222%, 5/05/11 ......................... Canada 2,579,510 2,534,007 CSC Holdings Inc. (Cablevision), Incremental Term Loan, 7.11% - 7.258%, 3/29/13 ................................................... United States 796,000 790,699 DIRECTV Holdings LLC, Term Loan B, 6.826%, 4/13/13 ......................... United States 1,127,624 1,126,992 Education Management LLC, Term Loan B, 9.75%, 6/01/13 ...................... United States 1,695,750 1,705,925 Entravision Communications Corp., Term Loan B, 7.01%, 3/29/12 ................................................................... United States 1,091,750 1,084,970 Hertz Corp., Credit Link, 5.39%, 12/21/12 ............................................. United States 155,556 156,383 Term Loan B, 7.58% - 7.73%, 12/21/12 ..................................... United States 1,239,008 1,245,600 Insight Midwest Holdings LLC, Term Loan A, 6.688%, 6/30/09 ............................................. United States 872,025 871,083 Term Loan C, 7.438%, 12/31/09 ............................................ United States 1,974,175 1,974,984 MCC Iowa, Term Loan D-1, 7.002% - 7.37%, 1/31/15 ........................... United States 1,980,000 1,977,505 MediaNews Group Inc., Term Loan B, 6.574%, 12/30/10 ........................ United States 2,266,312 2,237,213 Metro-Goldwyn-Mayer Inc., Term Loan B, 8.749%, 4/08/12 ..................... United States 1,460,543 1,450,158 Mission Broadcasting Inc., Term Loan B, 7.117%, 10/01/12 ................... United States 1,685,649 1,681,570 Nexstar Broadcasting Inc., Term Loan B, 7.117%, 10/01/12 ................... United States 1,597,597 1,593,731 Penn National Gaming Inc., Term Loan B, 7.02% - 7.25%, 10/03/12 .................................................................. United States 1,782,000 1,788,522 R.H. Donnelley Inc., Term Loan D-2, 6.83% - 6.90%, 6/30/11 ................. United States 1,445,190 1,434,091 Regal Cinemas Corp., Term Loan B, 7.117%, 11/10/10 ......................... United States 3,856,407 3,844,067 UPC Financing Partnership, Term Loan J2, 7.64%, 3/31/13 ............................................. Netherlands 2,000,000 2,000,780 Term Loan K2, 7.64%, 12/31/13 ............................................ Netherlands 2,000,000 2,000,780 VML US Finance LLC (Venetian Macau), Term Loan B, 8.12%, 5/26/13 ................................................................... United States 2,333,333 2,345,187 WMG Acquisition Corp. (Warner Music), Term Loan B, 7.205% - 7.511%, 3/01/11 .................................................. United States 3,866,803 3,876,818 ------------- 41,272,892 ------------- ELECTRONIC TECHNOLOGY 0.2% Onex Wind Finance LP (Mid-Western Aircraft), Term Loan B, 7.748%, 12/31/11 .......................................................... United States 840,616 846,601 ------------- ENERGY MINERALS 0.4% Citgo Petroleum Corp., Term Loan B, 6.703%, 11/15/12 ....................... United States 1,687,250 1,691,687 ------------- FINANCE 2.7% Ameritrade Holding Corp., Term Loan B, 6.83%, 12/31/12 ..................... United States 1,865,659 1,866,517 Avis Budget Car Rental LLC, Term Loan, 6.75%, 4/19/12 ...................... United States 978,571 970,557 Conseco Inc., Term Loan, 7.08%, 6/22/10 .................................... United States 361,623 361,934 Fidelity National Information Services Inc., Term Loan B, 7.08%, 3/09/13 ................................................................... United States 4,355,299 4,359,916 Semiannual Report | 17 Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) SENIOR FLOATING RATE INTERESTS (CONTINUED) FINANCE (CONTINUED) Nasdaq Stock Market Inc., Term Loan B, 6.971% - 7.117%, 4/18/12 .................................. United States $ 1,545,589 $ 1,544,120 Term Loan C (Delayed Draw), 7.03% - 7.249%, 4/18/12 .................... United States 909,537 908,674 ------------- 10,011,718 ------------- HEALTH SERVICES 2.4% DaVita Inc., Term Loan B, 7.37% - 7.69%, 10/05/12 ........................ United States 3,474,102 3,478,480 Fresenius Medical Care Holdings Inc., Term Loan B, 6.742% - 6.775%, 3/31/13 ................................................ United States 2,487,500 2,473,943 LifePoint Hospitals Inc., Term Loan B, 6.949%, 4/15/12 ................... United States 2,893,383 2,882,359 ------------- 8,834,782 ------------- INDUSTRIAL SERVICES 0.8% Allied Waste North America Inc., Credit Link, 5.348%, 1/15/12 ........................................... United States 764,558 763,840 Term Loan B, 7.17% - 7.27%, 1/15/12 .................................... United States 1,926,945 1,925,134 Petroleum Geo-Services ASA and PGS Finance Inc., Term Loan, 7.58% - 7.62%, 12/17/12 ................................................. Norway 276,353 277,646 ------------- 2,966,620 ------------- NON-ENERGY MINERALS 1.2% Novelis Corp., U.S. Term Loan, 7.718%, 1/09/12 ........................... United States 1,041,257 1,045,738 Novelis Inc., Canadian Term Loan, 7.718%, 1/09/12 ........................ Canada 599,512 602,092 St. Marys Cement Inc., Term Loan B, 7.367%, 12/04/09 ..................... Canada 2,929,736 2,956,601 ------------- 4,604,431 ------------- PROCESS INDUSTRIES 6.0% Boise Cascade LLC, Term Loan D, 7.094% - 7.125%, 10/28/11 ................ United States 527,299 527,911 BPC Holding Corp. (Berry Plastics), Term Loan B, 7.08%, 9/20/13 ................................................................. United States 1,010,000 1,008,950 Georgia-Pacific Corp., Second Lien Term Loan, 8.39%, 12/23/13 ................................. United States 1,000,000 1,009,700 Term Loan B, 7.367% - 7.485%, 12/20/12 ................................. United States 2,481,250 2,488,197 Graham Packaging Co., First Lien Term Loan, 7.625% - 7.875%, 10/07/11 ........................ United States 1,674,037 1,678,891 Incremental Term Loan B, 7.813%, 10/07/11 .............................. United States 369,548 370,479 Hexion Specialty Chemicals BV, Term Loan C-2, 7.37%, 5/05/13 ............. Netherlands 624,110 618,018 Hexion Specialty Chemicals Inc., Term Loan C-1, 7.563%, 5/05/13 ................................................................. United States 2,880,257 2,852,145 Huntsman International LLC, Term Loan B, 7.08%, 8/16/12 .................. United States 3,725,242 3,719,841 Ineos U.S. Finance LLC, Term Loan B2, 7.611% - 7.615%, 12/16/13 ................................ United States 400,000 403,140 Term Loan C2, 8.111% - 8.115%, 12/23/14 ................................ United States 400,000 403,136 d Lyondell Chemical Co., Term Loan, 9.00%, 8/16/13 ......................... United States 1,700,000 1,706,222 Nalco Co., Term Loan B, 7.08% - 9.00%, 11/04/09 .......................... United States 3,578,875 3,590,721 NewPage Corp., Term Loan, 8.499%, 5/02/11 ................................ United States 2,322,346 2,323,833 ------------- 22,701,184 ------------- 18 | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) SENIOR FLOATING RATE INTERESTS (CONTINUED) PRODUCER MANUFACTURING 3.5% Cooper Standard Automotive Inc., Term Loan D, 7.875%, 12/23/11 .................................................................. Canada $ 893,250 $ 887,489 Day International Group Inc., Term Loan B, 8.12%, 12/05/12 ................. United States 706,894 710,944 Euramax International Inc., Domestic Term Loan, 8.188%, 6/29/12 ................................................................... United States 1,040,916 1,042,238 Headwaters Inc., Term Loan B, 7.33% - 7.50%, 4/30/11 ....................... United States 823,404 822,992 Nortek Inc., Term Loan, 7.36%, 8/27/11 ..................................... United States 1,964,912 1,964,067 Sensus Metering Systems Inc., Term Loan B1, 7.399% - 7.583%, 12/17/10 .................................. United States 2,341,615 2,338,852 Term Loan B2, 7.399% - 7.583%, 12/17/10 .................................. Luxembourg 311,036 310,890 TriMas Co. LLC, Term Loan B, 8.25%, 8/02/13 .............................................. United States 1,616,924 1,622,681 Tranche B-1 L/C, 8.08%, 8/02/11 .......................................... United States 373,136 374,427 TRW Automotive Inc., Term Loan B, 7.188%, 6/30/12 .......................... United States 2,955,000 2,933,842 ------------- 13,008,422 ------------- REAL ESTATE DEVELOPMENT 0.9% LandSource Communities Development LLC, Term Loan B, 7.875%, 3/31/10 ................................................................... United States 1,000,000 999,750 London Arena and Waterfront Finance LLC, Term Loan A, 8.89%, 3/08/12 ................................................................... United States 447,000 452,963 Mattamy Group, Term Loan B, 7.688%, 4/11/13 ................................ United States 498,750 498,017 Yellowstone Club, Term Loan, 7.699%, 9/30/10 ............................... United States 1,348,243 1,334,936 ------------- 3,285,666 ------------- REAL ESTATE INVESTMENT TRUSTS 2.2% Capital Automotive REIT, Term Loan B, 7.08%, 12/10/10 ...................... United States 2,842,447 2,843,243 General Growth Properties Inc., Term Loan A-1, 6.58%, 2/24/10 .............. United States 3,500,000 3,455,025 Lion Gables Realty LP, Term Loan B, 7.08%, 9/30/07 ......................... United States 46,737 46,737 Maguire Properties Inc., Term Loan B, 7.08%, 3/15/10 ....................... United States 554,431 552,430 Newkirk Master LP, Term Loan B, 7.08%, 8/11/08 ............................. United States 639,226 639,156 Trizec Partners Real Estate LP, Term Loan B, 6.775%, 5/02/07 ............... United States 820,000 819,114 ------------- 8,355,705 ------------- RETAIL TRADE 1.3% Neiman Marcus Group Inc., Term Loan, 7.891%, 4/06/13 ....................... United States 1,139,241 1,143,923 Pantry Inc., Term Loan, 7.08%, 1/02/12 ..................................... United States 633,214 636,196 The William Carter Co., Term Loan B, 6.758% - 6.985%, 7/14/12 ................................................................... United States 785,798 783,920 TravelCenters of America Inc., Term Loan, 7.11% - 7.12%, 12/01/11 .................................................................. United States 2,481,250 2,492,788 ------------- 5,056,827 ------------- Semiannual Report | 19 Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY PRINCIPAL AMOUNT c VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG TERM INVESTMENTS (CONTINUED) SENIOR FLOATING RATE INTERESTS (CONTINUED) TECHNOLOGY SERVICES 0.8% SunGard Data Systems Inc., Term Loan, 7.999%, 2/11/13 .................. United States $ 2,847,950 $ 2,867,601 ------------- TRANSPORTATION 0.3% Laidlaw International Inc., Term Loan B, 7.117%, 6/28/12 ............... United States 598,500 599,805 Laidlaw Transit Inc., Term Loan B, 7.117%, 6/28/12 ..................... Canada 199,500 199,935 United Air Lines Inc., Delay Draw, 9.125%, 2/01/12 ......................................... United States 60,844 61,519 Term Loan B, 9.25%, 2/01/12 ......................................... United States 425,909 430,632 ------------- 1,291,891 ------------- UTILITIES 1.5% Astoria Generating Co. Acquisitions LLC, L/C Term Loan, 7.33%, 2/23/11 ....................................... United States 106,599 106,706 Term Loan B, 7.39%, 2/23/13 ......................................... United States 450,773 451,409 LSP General Finance Co. LLC, f Delay Draw, 7.117%, 5/04/13 ......................................... United States 27,824 27,751 Term Loan, 7.117%, 5/04/13 .......................................... United States 654,217 652,510 NRG Energy Inc., Credit Link, 7.367%, 2/01/13 ........................................ United States 798,351 799,509 Term Loan B, 7.367%, 2/01/13 ........................................ United States 3,484,141 3,489,158 ------------- 5,527,043 ------------- TOTAL SENIOR FLOATING RATE INTERESTS (COST $187,557,668) ............... 187,178,384 ------------- FOREIGN GOVERNMENT AND AGENCY SECURITIES 4.3% a,g Government of Argentina, FRN, 5.59%, 8/03/12 ........................... Argentina 3,950,000 2,754,558 Government of Canada, 7.25%, 6/1/07 .................................... Canada 1,500,000 CAD 1,369,957 Government of Malaysia, 8.60%, 12/01/07 ................................ Malaysia 4,700,000 MYR 1,344,751 Government of Norway, 6.75%, 1/15/07 ................................... Norway 8,300,000 NOK 1,282,766 Government of Poland, 8.50%, 11/12/06 .................................. Poland 8,750,000 PLN 2,809,846 Government of Singapore, 5.625%, 7/01/08 ............................... Singapore 2,150,000 SGD 1,415,168 Government of Sweden, 8.00%, 8/15/07 ................................... Sweden 8,300,000 SEK 1,179,202 Korea Treasury Note, 4.75%, 3/12/08 .................................... South Korea 3,600,000,000 KRW 3,811,655 ------------- TOTAL FOREIGN GOVERNMENT AND AGENCY SECURITIES (COST $15,526,581) .................................................... 15,967,903 ------------- TOTAL LONG TERM INVESTMENTS (COST $555,417,954) ........................ 555,889,744 ------------- SHORT TERM INVESTMENTS 4.5% GOVERNMENT BONDS 0.9% h Thailand Treasury Bill, 7/19/07 - 9/06/07 .............................. Thailand 132,200,000 THB 3,363,861 ------------- 20 | Semiannual Report Franklin Templeton Limited Duration Income Trust STATEMENT OF INVESTMENTS, SEPTEMBER 30, 2006 (CONTINUED) ------------------------------------------------------------------------------------------------------------------------------------ COUNTRY SHARES VALUE ------------------------------------------------------------------------------------------------------------------------------------ SHORT TERM INVESTMENTS (CONTINUED) MONEY MARKET FUND 3.6% i Franklin Institutional Fiduciary Trust Money Market Portfolio, 4.95% ................................................................... United States 13,560,707 $ 13,560,707 ------------- TOTAL SHORT TERM INVESTMENTS (COST $16,930,752) .......................... 16,924,568 ------------- TOTAL INVESTMENTS (COST $572,348,706) 152.5% ............................. 572,814,312 PREFERRED SHARES (50.6)% ................................................. (190,000,000) OTHER ASSETS, LESS LIABILITIES (1.9)% .................................... (7,219,453) ------------- NET ASSETS APPLICABLE TO COMMON SHARES 100.0% ............................ $ 375,594,859 ============= CURRENCY ABBREVIATIONS CAD - Canadian Dollar KRW - South Korean Won MYR - Malaysian Ringgit NOK - Norwegian Krone PLN - Polish Zloty SEK - Swedish Krona SGD - Singapore Dollar THB - Thai Baht SELECTED PORTFOLIO ABBREVIATIONS FHLMC - Federal Home Loan Mortgage Corp. FNMA - Federal National Mortgage Association FRN - Floating Rate Note GNMA - Government National Mortgage Association L/C - Letter of Credit SF - Single Family a The coupon rate shown represents the rate at period end. b Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may be sold in transactions exempt from registration only to qualified institutional buyers or in a public offering registered under the Securities Act of 1933. These securities have been deemed liquid under guidelines approved by the Fund's Board of Trustees. At September 30, 2006, the aggregate value of these securities was $15,738,701, representing 4.19% of net assets. c The principal amount is stated in U.S. dollars unless otherwise indicated. d See Note 1(c) regarding securities purchased on a when-issued or delayed delivery basis. e See Note 1(e) regarding senior floating rate interests. f See Note 10 regarding unfunded loan commitments. g The principal amount is stated in original face, and scheduled paydowns are reflected in the market price on ex-date. h The security is traded on a discount basis with no stated coupon rate. i See Note 8 regarding investments in the Franklin Institutional Fiduciary Trust Money Market Portfolio. The rate shown is the annualized seven-day yield at period end. Semiannual Report | The accompanying notes are an integral part of these financial statements. | 21 Franklin Templeton Limited Duration Income Trust FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES September 30, 2006 (unaudited) Assets: Investments in securities: Cost - Unaffiliated issuers .................................................................................. $558,787,999 Cost - Sweep Money Fund (Note 8) ............................................................................. 13,560,707 ------------ Total cost of investments .................................................................................... $572,348,706 ============ Value - Unaffiliated issuers ................................................................................. $559,253,605 Value - Sweep Money Fund (Note 8) ............................................................................ 13,560,707 ------------ Total value of investments ................................................................................... 572,814,312 Cash .......................................................................................................... 2,061,896 Foreign currency, at value (cost $47,531) ..................................................................... 47,631 Receivables: Investment securities sold ................................................................................... 15,602,853 Interest ..................................................................................................... 5,877,070 ------------ Total assets ........................................................................................... 596,403,762 ------------ Liabilities: Payables: Investment securities purchased .............................................................................. 28,090,991 Affiliates ................................................................................................... 322,573 Distributions to shareholders ................................................................................ 2,246,119 Unrealized loss on unfunded loan commitments (Note 10) ....................................................... 5,557 Accrued expenses and other liabilities ........................................................................ 143,663 ------------ Total liabilities ...................................................................................... 30,808,903 ------------ Preferred shares at redemption value [$25,000 liquidation preference per share (7,600 shares outstanding)] ..... 190,000,000 ------------ Net assets applicable to common shares ............................................................... $375,594,859 ============ Net assets applicable to common shares consist of: Paid-in capital ............................................................................................... $380,014,364 Distributions in excess of net investment income .............................................................. (5,299,401) Net unrealized appreciation (depreciation) .................................................................... 460,150 Accumulated net realized gain (loss) .......................................................................... 419,746 ------------ Net assets applicable to common shares ............................................................... $375,594,859 ============ Common shares outstanding ...................................................................................... 26,739,511 ============ Net asset value per common share ............................................................................... $ 14.05 ============ 22 | The accompanying notes are an integral part of these financial statements. | Semiannual Report Franklin Templeton Limited Duration Income Trust FINANCIAL STATEMENTS (CONTINUED) STATEMENT OF OPERATIONS for the six months ended September 30, 2006 (unaudited) Investment income: Dividends - Sweep Money Fund (Note 8) ........................................................... $ 219,290 Interest ........................................................................................ 19,622,950 ----------- Total investment income .................................................................. 19,842,240 ----------- Expenses: Management fees (Note 4a) ....................................................................... 1,400,869 Administrative fees (Note 4b) ................................................................... 566,781 Transfer agent fees ............................................................................. 36,099 Custodian fees (Note 5) ......................................................................... 19,965 Reports to shareholders ......................................................................... 27,946 Professional fees ............................................................................... 26,728 Trustees' fees and expenses ..................................................................... 29,232 Auction agent fees and expenses (Note 3) ........................................................ 240,996 Other ........................................................................................... 53,219 ----------- Total expenses ........................................................................... 2,401,835 Expense reductions (Note 5) .............................................................. (12,327) ----------- Net expenses ........................................................................... 2,389,508 ----------- Net investment income ................................................................. 17,452,732 ----------- Realized and unrealized losses: Net realized gain (loss) from: Investments .................................................................................... 1,701,280 Foreign currency transactions .................................................................. 12,584 ----------- Net realized gain (loss) .............................................................. 1,713,864 ----------- Net change in unrealized appreciation (depreciation) on: Investments .................................................................................... (2,957,844) Translation of assets and liabilities denominated in foreign currencies ........................ 284 ----------- Net change in unrealized appreciation (depreciation) .................................. (2,957,560) ----------- Net realized and unrealized gain (loss) .......................................................... (1,243,696) ----------- Net increase (decrease) in net assets resulting from operations .................................. 16,209,036 Distributions to preferred shareholders from net investment income ............................... (4,655,833) ----------- Net increase (decrease) in net assets applicable to common shares resulting from operations ...... $11,553,203 =========== Semiannual Report | The accompanying notes are an integral part of these financial statements. | 23 Franklin Templeton Limited Duration Income Trust FINANCIAL STATEMENTS (CONTINUED) STATEMENTS OF CHANGES IN NET ASSETS ----------------------------------- SIX MONTHS ENDED SEPTEMBER 30, 2006 YEAR ENDED (UNAUDITED) MARCH 31, 2006 ----------------------------------- Increase (decrease) in net assets: Operations: Net investment income ..................................................................... $ 17,452,732 $ 31,497,261 Net realized gain (loss) from investments and foreign currency transactions ............... 1,713,864 1,841,824 Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies ................................ (2,957,560) (4,448,879) Distribution to preferred shareholders from net investment income ......................... (4,655,833) (6,954,398) ------------------------------- Net increase (decrease) in net assets applicable to common shares resulting from operations ................................................................... 11,553,203 21,935,808 Distribution to common shareholders from net investment income ............................. (14,038,243) (29,199,546) ------------------------------- Net increase (decrease) in net assets ............................................... (2,485,040) (7,263,738) Net assets applicable to common shares: Beginning of period ........................................................................ 378,079,899 385,343,637 ------------------------------- End of period .............................................................................. $375,594,859 $378,079,899 =============================== Distributions in excess of net investment income included in net assets: End of period .............................................................................. $ (5,299,401) $ (4,058,057) =============================== 24 | The accompanying notes are an integral part of these financial statements. | Semiannual Report Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Franklin Templeton Limited Duration Income Trust (the Fund) is registered under the Investment Company Act of 1940 (1940 Act) as a diversified, closed-end investment company. The following summarizes the Fund's significant accounting policies. A. SECURITY VALUATION Securities listed on a securities exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Over-the-counter securities and listed securities for which there is no reported sale are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market. Investments in open-end mutual funds are valued at the closing net asset value. Short term investments are valued at cost. Corporate debt securities, government securities, mortgage pass-through securities, other mortgage-backed securities, and asset-backed securities generally trade in the over-the-counter market rather than on a securities exchange. The Fund may utilize independent pricing services, quotations from bond dealers, and information with respect to bond and note transactions, to assist in determining a current market value for each security. The Fund's pricing services may use valuation models or matrix pricing which considers information with respect to comparable bond and note transactions, quotations from bond dealers, or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, option adjusted spread models, prepayment projections, interest rate spreads and yield curves, to determine current value. Senior secured corporate loans with floating or variable interest rates generally trade in the over-the-counter market rather than on a securities exchange. The Fund may utilize independent pricing services, quotations from loan dealers and other financial institutions, and information with respect to bond and note transactions, to assist in determining a current market value for each security. The Fund's pricing services use independent market quotations from loan dealers or financial institutions and may incorporate valuation methodologies that consider multiple bond characteristics such as dealer quotes, issuer type, coupon, maturity, weighted average maturity, interest rate spreads and yield curves, cash flow and credit risk/quality analysis to determine current value. Foreign securities are valued as of the close of trading on the foreign stock exchange on which the security is primarily traded, or the NYSE, whichever is earlier. If no sale is reported at that time, the foreign security will be valued within the range of the most recent quoted bid and ask prices. The value is then converted into its U.S. dollar equivalent at the foreign exchange rate in effect at the close of the NYSE on the day that the value of the foreign security is determined. Semiannual Report | 25 Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) A. SECURITY VALUATION (CONTINUED) The Fund has procedures to determine the fair value of individual securities and other assets for which market prices are not readily available or which may not be reliably priced. Methods for valuing these securities may include: fundamental analysis, matrix pricing, discounts from market prices of similar securities, or discounts applied due to the nature and duration of restrictions on the disposition of the securities. Due to the inherent uncertainty of valuations of such securities, the fair values may differ significantly from the values that would have been used had a ready market for such investments existed. Occasionally, events occur between the time at which trading in a security is completed and the close of the NYSE that might call into question the availability (including the reliability) of the value of a portfolio security held by the Fund. If such an event occurs, the securities may be valued using fair value procedures, which may include the use of independent pricing services. All security valuation procedures are approved by the Fund's Board of Trustees. B. FOREIGN CURRENCY TRANSLATION Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Fund's Board of Trustees. The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments on the Statement of Operations. Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period. 26 | Semiannual Report Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) C. SECURITIES PURCHASED ON A WHEN-ISSUED OR DELAYED DELIVERY BASIS The Fund may purchase securities on a when-issued or delayed delivery basis, with payment and delivery scheduled for a future date. These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than the trade date purchase price. Although the Fund will generally purchase these securities with the intention of holding the securities, it may sell the securities before the settlement date. Sufficient assets have been segregated for these securities. D. FOREIGN CURRENCY CONTRACTS When the Fund purchases or sells foreign securities it may enter into foreign exchange contracts to minimize foreign exchange risk from the trade date to the settlement date of the transactions. A foreign exchange contract is an agreement between two parties to exchange different currencies at an agreed upon exchange rate on a specified date. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The risks of these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the possible inability of the counterparties to fulfill their obligations under the contracts, which may be in excess of the amount reflected in the Statement of Assets and Liabilities. E. SENIOR FLOATING RATE INTERESTS Senior secured corporate loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or the London InterBank Offered Rate (LIBOR). Senior secured corporate loans often require prepayment of principal from excess cash flows or at the discretion of the borrower. As a result, actual maturity may be substantially less than the stated maturity. Senior secured corporate loans in which the Fund invests are generally readily marketable, but may be subject to some restrictions on resale. F. INCOME TAXES No provision has been made for U.S. income taxes because the Fund intends 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. Semiannual Report | 27 Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) G. 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. Facility fees are recognized as income over the expected term of the loan. Dividend income is recorded on the ex-dividend date. Distributions to shareholders are recorded on the ex-dividend date and 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. 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. H. 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. I. GUARANTEES AND INDEMNIFICATIONS Under the Fund's organizational documents, its officers and trustees are indemnified by the Fund against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote. 2. SHARES OF BENEFICIAL INTEREST At September 30, 2006, there were 28,290,900 shares authorized (no par value). During the period ended September 30, 2006, there were no share transactions; all reinvested distributions were satisfied with previously issued shares purchased in the open market. 28 | Semiannual Report Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 3. AUCTION RATE PREFERRED SHARES On November 7, 2003 the Fund issued 2,534 Preferred Shares Series M, 2,533 Preferred Shares Series W and 2,533 Preferred Shares Series F, each with a $25,000 liquidation preference per share totaling $190,000,000. Dividends to preferred shareholders are cumulative and are declared weekly, at rates established through an auction process. In connection with the weekly auctions, the Fund pays an annual fee as well as commissions to the auction agent for its services. During the period ended September 30, 2006, the dividends on Preferred Shares ranged from 4.35% to 5.30%. The Fund is required to maintain, on a weekly basis, a specified discounted value of its portfolio in compliance with guidelines established by Fitch Ratings and Moody's Investor Services Inc., and is required to maintain asset coverage for the Preferred Shares of at least 200%. The Preferred Shares are redeemable by the Fund at any time and are subject to mandatory redemption if the asset coverage or discounted value requirements are not met. Additionally, the Fund may be precluded from declaring dividends to common shareholders if the asset coverage or discounted value requirements are not met. During the period ended September 30, 2006, all requirements were met. 4. 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 of the following subsidiaries: -------------------------------------------------------------------------------- SUBSIDIARY AFFILIATION -------------------------------------------------------------------------------- Franklin Advisers Inc. (Advisers) Investment manager Franklin Templeton Services LLC (FT Services) Administrative manager A. MANAGEMENT FEES The Fund pays an investment management fee to Advisers of 0.50% per year of the average daily net assets of the Fund plus the liquidation value of the Preferred Shares. B. ADMINISTRATIVE FEES The Fund pays an administrative fee to FT Services of 0.20% per year of the average daily net assets of the Fund plus the liquidation value of the Preferred Shares. Semiannual Report | 29 Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 5. EXPENSE OFFSET ARRANGEMENT The Fund 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 Fund's custodian expenses. During the period ended September 30, 2006, the custodian fees were reduced as noted in the Statement of Operations. 6. INCOME TAXES For tax purposes, realized capital losses and realized currency losses occurring subsequent to October 31, may be deferred and treated as occurring on the first day of the following fiscal year. At March 31, 2006, the Fund deferred realized capital losses and realized currency losses of $666,686 and $23,148, respectively. At September 30, 2006, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows: Cost of investments ............................... $574,441,088 ============ Unrealized appreciation ........................... $ 5,449,240 Unrealized depreciation ........................... (7,076,016) ------------ Net unrealized appreciation (depreciation) ........ $ (1,626,776) ============ Net investment income differs for financial statement and tax purposes primarily due to differing treatments of foreign currency transactions, mortgage dollar rolls, paydown losses, and bond discounts and premiums. Net realized gains (losses) differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions, mortgage dollar rolls, paydown losses, and bond discounts and premiums. 7. INVESTMENT TRANSACTIONS Purchases and sales of investments (excluding short term securities) for the period ended September 30, 2006, aggregated $135,873,711 and $134,329,803, respectively. 8. INVESTMENTS IN FRANKLIN INSTITUTIONAL FIDUCIARY TRUST MONEY MARKET PORTFOLIO The Fund may invest in the Franklin Institutional Fiduciary Trust Money Market Portfolio (the Sweep Money Fund), an open-end investment company managed by Advisers. Management fees paid by the Fund are reduced on assets invested in the Sweep Money Fund, in an amount not to exceed the management and administrative fees paid by the Sweep Money Fund. 30 | Semiannual Report Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 9. CREDIT RISK The Fund has 65.33% of its portfolio invested in below investment grade and comparable quality unrated high yield securities, which tend to be more sensitive to economic conditions than higher rated securities. The risk of loss due to default by the issuer may be significantly greater for the holders of high yielding securities because such securities are generally unsecured and are often subordinated to other creditors of the issuer. 10. UNFUNDED LOAN COMMITMENTS The Fund may enter into certain credit agreements, all or a portion of which may be unfunded. The Fund is obligated to fund these loan commitments at the borrowers' discretion. Funded portions of credit agreements are presented on the Statement of Investments. At September 30, 2006, unfunded commitments were as follows: --------------------------------------------------------------------------- UNFUNDED BORROWER COMMITMENT --------------------------------------------------------------------------- CBRL Group (Cracker Barrel), Term Loan B2 (Delayed Draw) ..... $ 134,276 LSP General Finance Co. LLC, Delay Draw ...................... 389 VML US Finance LLC (Venetian Macau), Delay Draw .............. 1,166,666 ---------- $1,301,331 ========== Unfunded loan commitments and funded portions of credit agreements are marked to market daily and any unrealized gain or loss is included in the Statement of Assets and Liabilities and Statement of Operations. 11. REGULATORY MATTERS As part of various investigations by a number of federal, state, and foreign regulators and governmental entities, relating to certain practices in the mutual fund industry, including late trading, market timing and marketing support payments to securities dealers who sell fund shares, Franklin Resources, Inc. and certain of its subsidiaries (collectively, the "Company"), entered into settlements with certain of those regulators. Specifically, the Company entered into settlements with the Securities and Exchange Commission ("SEC") concerning market timing (the "August 2, 2004 SEC Order") and marketing support payments to securities dealers who sell fund shares (the "December 13, 2004 SEC Order") and with the California Attorney General's Office ("CAGO") concerning marketing support payments to securities dealers who sell fund shares (the "CAGO Settlement"). Under the terms of Semiannual Report | 31 Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 11. REGULATORY MATTERS (CONTINUED) the settlements with the SEC and the CAGO, the Company retained an Independent Distribution Consultant ("IDC") to develop separate plans for the distribution of the respective settlement monies. The CAGO approved the distribution plan pertaining to the distribution of the monies owed under the CAGO settlement agreement, and in March 2005, the disbursement of monies to the relevant funds in accordance with the terms and conditions of that settlement was completed. The Fund did not participate in the CAGO Settlement. On June 23, 2006, the SEC approved the IDC's proposed plan of distribution arising from the December 13, 2004 SEC Order and disbursement of the settlement monies to the designated funds in accordance with the terms and conditions of the SEC's order and the plan was completed in September 2006. The Fund did not participate in the December 13, 2004 SEC Order. The IDC has also completed a proposed Plan of Distribution under the August 2, 2004 SEC Order resolving the SEC's market timing investigation and has submitted that plan to the SEC staff, where it is under review. The SEC has announced the following expected schedule with respect to the market timing Plan of Distribution. The SEC anticipates that Notice of the Plan will be published on or after November 15, 2006. After publication and comment, the proposed Distribution Plan will be submitted to the SEC for approval. When the SEC approves the proposed Distribution Plan, with modifications as appropriate, distributions will begin pursuant to that Plan. In addition, the Company, as well as most of the mutual funds within Franklin Templeton Investments and certain current or former officers, directors, and/or employees, have been named in private lawsuits (styled as shareholder class actions, or as derivative actions on behalf of either the named funds or Franklin Resources, Inc.) relating to the industry practices referenced above, as well as to allegedly excessive advisory fees, commissions, and/or 12b-1 fees. The lawsuits were filed in different courts throughout the country. Many of those suits are now pending in a multi-district litigation in the United States District Court for the District of Maryland. The Company and fund management strongly believe that the claims made in each of the private lawsuits referenced above are without merit and intend to defend against them vigorously. The Company cannot predict with certainty the eventual outcome of these lawsuits, nor whether they will have a material negative impact on the Company. If it is determined that the Company bears responsibility for any unlawful or inappropriate conduct that caused losses to the Fund, it is committed to making the Trust or its shareholders whole, as appropriate. 32 | Semiannual Report Franklin Templeton Limited Duration Income Trust NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED) 12. NEW ACCOUNTING PRONOUNCEMENTS In July 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109" ("FIN 48"), which clarifies the accounting for uncertainty in tax positions taken or expected to be taken in a tax return. FIN 48 provides guidance on the measurement, recognition, classification and disclosure of tax positions, along with accounting for the related interest and penalties. FIN 48 is effective for fiscal years beginning after December 15, 2006, and is to be applied to all open tax years as of the date of effectiveness. The Fund is currently evaluating the impact, if any, of applying the various provisions of FIN 48. In September 2006, 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. Semiannual Report | 33 Franklin Templeton Limited Duration Income Trust SHAREHOLDER INFORMATION 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. 34 | Semiannual Report This page intentionally left blank. This page intentionally left blank. Literature Request LITERATURE REQUEST. TO RECEIVE A BROCHURE AND PROSPECTUS, PLEASE CALL US AT 1-800/DIAL BEN(R) (1-800/342-5236) OR VISIT FRANKLINTEMPLETON.COM. INVESTORS SHOULD CAREFULLY CONSIDER A FUND'S INVESTMENT GOALS, RISKS, CHARGES AND EXPENSES BEFORE INVESTING. THE PROSPECTUS CONTAINS THIS AND OTHER INFORMATION. PLEASE CAREFULLY READ THE PROSPECTUS BEFORE INVESTING. To ensure the highest quality of service, we may monitor, record and access telephone calls to or from our service departments. These calls can be identified by the presence of a regular beeping tone. FRANKLIN TEMPLETON INVESTMENTS INTERNATIONAL Mutual European Fund Templeton BRIC Fund Templeton China World Fund Templeton Developing Markets Trust Templeton Foreign Fund Templeton Foreign Smaller Companies Fund Templeton International (Ex EM) Fund GLOBAL Mutual Discovery Fund Templeton Global Long-Short Fund Templeton Global Opportunities Trust Templeton Global Smaller Companies Fund Templeton Growth Fund Templeton World Fund GROWTH Franklin Aggressive Growth Fund Franklin Capital Growth Fund Franklin Flex Cap Growth Fund Franklin Small-Mid Cap Growth Fund Franklin Small Cap Growth Fund II 1 VALUE Franklin Balance Sheet Investment Fund 2 Franklin Equity Income Fund Franklin Large Cap Value Fund Franklin MicroCap Value Fund 2 Franklin MidCap Value Fund Franklin Small Cap Value Fund Mutual Beacon Fund Mutual Qualified Fund Mutual Recovery Fund 3 Mutual Shares Fund BLEND Franklin Balanced Fund Franklin Blue Chip Fund Franklin Convertible Securities Fund Franklin Growth Fund Franklin Rising Dividends Fund Franklin U.S. Long-Short Fund SECTOR Franklin Biotechnology Discovery Fund Franklin DynaTech Fund Franklin Global Communications Fund Franklin Global Health Care Fund Franklin Global Real Estate Fund Franklin Gold and Precious Metals Fund Franklin Natural Resources Fund Franklin Real Estate Securities Fund Franklin Technology Fund Franklin Utilities Fund Mutual Financial Services Fund ASSET ALLOCATION Franklin Templeton Corefolio Allocation Fund Franklin Templeton Founding Funds Allocation Fund Franklin Templeton Perspectives Allocation Fund TARGET FUNDS Franklin Templeton Conservative Target Fund Franklin Templeton Growth Target Fund Franklin Templeton Moderate Target Fund RETIREMENT TARGET FUNDS Franklin Templeton 2015 Retirement Target Fund Franklin Templeton 2025 Retirement Target Fund Franklin Templeton 2035 Retirement Target Fund Franklin Templeton 2045 Retirement Target Fund INCOME Franklin Adjustable U.S. Government Securities Fund 4 Franklin's AGE High Income Fund Franklin Floating Rate Daily Access Fund Franklin Income Fund Franklin Limited Maturity U.S. Government Securities Fund 4 Franklin Low Duration Total Return Fund Franklin Real Return Fund Franklin Strategic Income Fund Franklin Strategic Mortgage Portfolio Franklin Templeton Hard Currency Fund Franklin Total Return Fund Franklin U.S. Government Securities Fund 4 Templeton Global Bond Fund Templeton Income Fund TAX-FREE INCOME 5 NATIONAL FUNDS Double Tax-Free Income Fund Federal Tax-Free Income Fund High Yield Tax-Free Income Fund Insured Tax-Free Income Fund 6 LIMITED-TERM FUNDS California Limited-Term Tax-Free Income Fund Federal Limited-Term Tax-Free Income Fund New York Limited-Term Tax-Free Income Fund INTERMEDIATE-TERM FUNDS California Intermediate-Term Tax-Free Income Fund Federal Intermediate-Term Tax-Free Income Fund New York Intermediate-Term Tax-Free Income Fund STATE-SPECIFIC Alabama Michigan 6 Arizona Minnesota 6 California 7 Missouri Colorado New Jersey Connecticut New York 7 Florida 7 North Carolina Georgia Ohio 6 Kentucky Oregon Louisiana Pennsylvania Maryland Tennessee Massachusetts 6 Virginia INSURANCE FUNDS Franklin Templeton Variable Insurance Products Trust 8 1. The fund is closed to new investors. Existing shareholders can continue adding to their accounts. 2. The fund is only open to existing shareholders and select retirement plans. 3. The fund is a continuously offered, closed-end fund. Shares may be purchased daily; there is no daily redemption. However, each quarter, pending board approval, the fund will authorize the repurchase of 5%-25% of the outstanding number of shares. Investors may tender all or a portion of their shares during the tender period. 4. An investment in the fund is neither insured nor guaranteed by the U.S. government or by any other entity or institution. 5. For investors subject to the alternative minimum tax, a small portion of fund dividends may be taxable. Distributions of capital gains are generally taxable. 6. Portfolio of insured municipal securities. 7. These funds are available in two or more variations, including long-term portfolios, portfolios of insured securities, a high-yield portfolio (CA) and limited-term, intermediate-term and money market portfolios (CA and NY). 8. The funds of the Franklin Templeton Variable Insurance Products Trust are generally available only through insurance company variable contracts. 07/06 Not part of the semiannual report [LOGO](R) FRANKLIN TEMPLETON One Franklin Parkway INVESTMENTS San Mateo, CA 94403-1906 SEMIANNUAL REPORT FRANKLIN TEMPLETON LIMITED DURATION INCOME TRUST INVESTMENT MANAGER Franklin Advisers, Inc. 1-800/DIAL BEN(R) TRANSFER AGENT PFPC Inc. P.O. Box 43027 Providence, RI 02940-3027 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. FTF S2006 11/06 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. (c) N/A (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 Frank W. T. LaHaye and he is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. N/A ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Members of the Audit Committee are: Robert F. Carlson, Frank W.T. LaHaye, Frank A. Olson and John B. Wilson. ITEM 6. SCHEDULE OF INVESTMENTS. N/A ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. The board of trustees of the Trust has delegated the authority to vote proxies related to the portfolio securities held by the Fund to the Fund's manager Franklin Advisers, Inc. in accordance with the Proxy Voting Policies and Procedures (Policies) adopted by the manager. The manager has delegated its administrative duties with respect to the voting of proxies to the Proxy Group within Franklin Templeton Companies, LLC (Proxy Group), an affiliate and wholly owned subsidiary of Franklin Resources, Inc. All proxies received by the Proxy Group will be voted based upon the manager's instructions and/or policies. To assist it in analyzing proxies, the manager subscribes to Institutional Shareholder Services (ISS), an unaffiliated third party corporate governance research service that provides in-depth analyses of shareholder meeting agendas, vote recommendations, recordkeeping and vote disclosure services. In addition, the manager subscribes to Glass, Lewis & Co., LLC (Glass Lewis), an unaffiliated third party analytical research firm, to receive analyses and vote recommendations on the shareholder meetings of publicly held U.S. companies. Although ISS' and/or Glass Lewis' analyses are thoroughly reviewed and considered in making a final voting decision, the manager does not consider recommendations from ISS, Glass Lewis or any other third party to be determinative of the manager's ultimate decision. The manager votes proxies solely in the interests of the Fund and its shareholders. As a matter of policy, the officers, directors/trustees and employees of the Fund, the manager and the Proxy Group will not be influenced by outside sources whose interests conflict with the interests of the Fund and its shareholders. All conflicts are resolved in the interests of the manager's clients. In situations where the manager perceives a material conflict of interest, the manager may: disclose the conflict to the Fund's board of trustees; defer to the voting recommendation of the Fund's board of trustees, ISS, Glass Lewis or those of another independent third party provider of proxy services; or take such other action in good faith (in consultation with counsel) which would protect the interests of the Fund and its shareholders. The recommendation of management on any issue is a factor which the manager considers in determining how proxies should be voted, but is not determinative of the manager's ultimate decision. As a matter of practice, the votes with respect to most issues are cast in accordance with the position of the company's management. Each issue, however, is considered on its own merits, and the manager will not support the position of the company's management in any situation where it deems that the ratification of management's position would adversely affect the investment merits of owning that company's shares. MANAGER'S PROXY VOTING POLICIES AND PRINCIPLES The manager has adopted general proxy voting guidelines, which are summarized below. These guidelines are not an exhaustive list of all the issues that may arise and the manager cannot anticipate all future situations. In all cases, each proxy will be considered based on the relevant facts and circumstances. BOARD OF DIRECTORS. The manager supports an independent board of directors, and prefers that key committees such as audit, nominating, and compensation committees be comprised of independent directors. The manager will generally vote against management efforts to classify a board and will generally support proposals to declassify the board of directors. The manager may withhold votes from directors who have attended less than 75% of meetings without a valid reason. While generally in favor of separating Chairman and CEO positions, the manager will review this issue as well as proposals to restore or provide for cumulative voting on a case-by-case basis, taking into consideration factors such as the company's corporate governance guidelines or provisions and performance. RATIFICATION OF AUDITORS OF PORTFOLIO COMPANIES. In light of several high profile accounting scandals, the manager will closely scrutinize the role and performance of auditors. On a case-by-case basis, the manager will examine proposals relating to non-audit relationships and non-audit fees. The manager will also consider, on a case-by-case basis, proposals to rotate auditors, and will vote against the ratification of auditors when there is clear and compelling evidence of accounting irregularities or negligence. MANAGEMENT AND DIRECTOR COMPENSATION. A company's equity-based compensation plan should be in alignment with its shareholders' long-term interests. The manager evaluates plans on a case-by-case basis by considering several factors to determine whether the plan is fair and reasonable, including the ISS quantitative model utilized to assess such plans and/or the Glass Lewis evaluation of the plans. The manager will generally oppose plans that have the potential to be excessively dilutive, and will almost always oppose plans that are structured to allow the repricing of underwater options, or plans that have an automatic share replenishment "evergreen" feature. The manager will generally support employee stock option plans in which the purchase price is at least 85% of fair market value, and when potential dilution is 10% or less. Severance compensation arrangements will be reviewed on a case-by-case basis, although the manager will generally oppose "golden parachutes" that are considered to be excessive. The manager will normally support proposals that require a percentage of directors' compensation to be in the form of common stock, as it aligns their interests with those of shareholders. The manager will review on a case-by-case basis any shareholder proposals to adopt policies on expensing stock option plans. ANTI-TAKEOVER MECHANISMS AND RELATED ISSUES. The manager generally opposes anti-takeover measures since they tend to reduce shareholder rights. On occasion, the manager may vote with management when the research analyst has concluded that the proposal is not onerous and would not harm the Fund or its shareholders' interests. The manager generally supports proposals that require shareholder rights' plans ("poison pills") to be subject to a shareholder vote and will closely evaluate such plans on a case-by-case basis to determine whether or not they warrant support. The manager will generally vote against any proposal to issue stock that has unequal or subordinate voting rights. The manager generally opposes any supermajority voting requirements as well as the payment of "greenmail." The manager generally supports "fair price" provisions and confidential voting. CHANGES TO CAPITAL STRUCTURE. The manager will review, on a case-by-case basis, proposals by companies to increase authorized shares and the purpose for the increase and proposals seeking preemptive rights. The manager will generally not vote in favor of dual-class capital structures to increase the number of authorized shares where that class of stock would have superior voting rights. The manager will generally vote in favor of the issuance of preferred stock in cases where the company specifies the voting, dividend, conversion and other rights of such stock and the terms of the preferred stock issuance are deemed reasonable. MERGERS AND CORPORATE RESTRUCTURING. Mergers and acquisitions will be subject to careful review by the research analyst to determine whether each will be beneficial to shareholders. The manager will analyze various economic and strategic factors in making the final decision on a merger or acquisition. Corporate restructuring and reincorporation proposals are also subject to a thorough examination on a case-by-case basis. SOCIAL AND CORPORATE POLICY ISSUES. The manager will generally give management discretion with regard to social, environmental and ethical issues, although the manager may vote in favor of those that are believed to have significant economic benefits or implications for the Fund and its shareholders. GLOBAL CORPORATE GOVERNANCE. Many of the tenets discussed above are applied to proxy voting decisions for international companies. However, the manager must be more flexible in these instances and must be mindful of the varied market practices of each region. The manager will attempt to process every proxy it receives for all domestic and foreign proxies. However, there may be situations in which the manager cannot process proxies, for example, where a meeting notice was received too late, or sell orders preclude the ability to vote. If a security is on loan, the manager may determine that it is not in the best interests of the Fund to recall the security for voting purposes. Also, the manager may abstain from voting under certain circumstances or vote against items such as "Other Business" when the manager is not given adequate information from the company. Shareholders may view the 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 available online at franklintempleton.com and posted on the SEC website at www.sec.gov and reflect the twelve-month period beginning July 1, 2005, and ending June 30, 2006.. 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 Jimmy D. Gambill, Chief Executive Officer - Finance and Administration, and Galen G. Vetter, Chief Financial Officer (b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Jimmy D. Gambill, Chief Executive Officer - Finance and Administration, and Galen G. Vetter, Chief Financial 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 TEMPLETON LIMITED DURATION INCOME TRUST By /S/JIMMY D. GAMBILL ------------------- Jimmy D. Gambill Chief Executive Officer - Finance and Administration Date November 27, 2006 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/JIMMY D. GAMBILL ------------------- Jimmy D. Gambill Chief Executive Officer - Finance and Administration Date November 27, 2006 By /S/GALEN G. VETTER ------------------ Galen G. Vetter Chief Financial Officer Date November 27, 2006