2
ICI MUTUAL INSURANCE COMPANY
P.O. Box 730
Burlington, Vermont 05402-0730
INVESTMENT COMPANY BLANKET BOND
ICI MUTUAL INSURANCE COMPANY
P.O. Box 730
Burlington, Vermont 05402-0730
DECLARATIONS
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ITEM 1. Name of Insured (the "Insured")
Bond Number
FRANKLIN RESOURCES, INC. 87170106B
Principal Address: One Franklin Parkway
San Mateo, CA 94403-1906
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ITEM 2. Bond Period: from 12:01 a.m. on JUNE 30, 2006, to 12:01 a.m. on
JUNE 30, 2007, or the earlier effective date of the termination of
this Bond, standard time at the Principal Address as to each of said
dates.
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ITEM 3. Limit of Liability--
Subject to Sections 9, 10 and 12 hereof:
LIMIT OF DEDUCTIBLE
LIABILITY AMOUNT
Insuring
Agreement A- FIDELITY $210,000,00 $250,000
Insuring
Agreement B- AUDIT EXPENSE $50,000 $10,000
Insuring
Agreement C- ON PREMISES $210,000,00 $250,000
Insuring
Agreement D- IN TRANSIT $210,000,00 $250,000
Insuring
Agreement E- FORGERY OR ALTERATION $210,000,00 $250,000
Insuring
Agreement F- SECURITIES $210,000,00 $250,000
Insuring
Agreement G- COUNTERFEIT CURRENCY $210,000,00 $250,000
Insuring UNCOLLECTIBLE ITEMS OF
Agreement H- DEPOSIT $25,000 $5,000
Insuring PHONE/ELECTRONIC
Agreement I- TRANSACTIONS $210,000,00 $250,000
If "Not Covered" is inserted opposite any Insuring Agreement above, such
Insuring Agreement and any reference thereto shall be deemed to be
deleted from this Bond.
OPTIONAL INSURING AGREEMENTS ADDED BY RIDER:
Insuring
Agreement J- COMPUTER SECURITY $210,000,00$250,000
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ITEM 4. Offices or Premises Covered--All the Insured's offices or other
premises in existence at the time this Bond becomes effective are
covered under this Bond, except the offices or other premises excluded
by Rider. Offices or other premises acquired or established after the
effective date of this Bond are covered subject to the terms of General
Agreement A.
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ITEM 5. The liability of ICI Mutual Insurance Company (the "Underwriter")
is subject to the terms of the following Riders attached hereto:
Riders:
1-2-3-4-5-6-7-8-9-10-11-12-13-14-15-16-17-18-19-20-21-22-23-24-25
and of all Riders applicable to this Bond issued during the Bond Period.
===============================================================================
By: /s/ CATHERINE DALTON
Authorized epresentative
INVESTMENT COMPANY BLANKET BOND
ICI Mutual Insurance Company (the "Underwriter"), in consideration of an
agreed premium, and in reliance upon the Application and all other
information furnished to the Underwriter by the Insured, and subject to and
in accordance with the Declarations, General Agreements, Provisions,
Conditions and Limitations and other terms of this bond (including all riders
hereto) ("Bond"), to the extent of the Limit of Liability and subject to the
Deductible Amount, agrees to indemnify the Insured for the loss, as described
in the Insuring Agreements, sustained by the Insured at any time but
discovered during the Bond Period.
INSURING AGREEMENTS
A. FIDELITY
Loss (including loss of Property) caused by any Dishonest or Fraudulent Act
or Theft committed by an Employee anywhere, alone or in collusion with
other persons (whether or not Employees), during the time such Employee has
the status of an Employee as defined herein, and even if such loss is not
discovered until after he or she ceases to be an Employee, EXCLUDING loss
covered under Insuring Agreement B.
B. AUDIT EXPENSE
Expense incurred by the Insured for that part of audits or examinations
required by any governmental regulatory authority or Self Regulatory
Organization to be conducted by such authority or Organization or by an
independent accountant or other person, by reason of the discovery of loss
sustained by the Insured and covered by this Bond.
C. ON PREMISES
Loss of Property (including damage thereto or destruction thereof) located
or reasonably believed by the Insured to be located within the Insured's
offices or premises, caused by Theft or by any Dishonest or Fraudulent Act
or through Mysterious Disappearance, EXCLUDING loss covered under Insuring
Agreement A.
D. IN TRANSIT
Loss of Property (including damage thereto or destruction thereof) while
the Property is in transit in the custody of any person authorized by an
Insured to act as a messenger, except while in the mail or with a carrier
for hire (other than a Security Company), EXCLUDING loss covered under
Insuring Agreement A. Property is "in transit" beginning immediately upon
receipt of such Property by the transporting person and ending immediately
upon delivery at the specified destination.
E. FORGERY OR ALTERATION
Loss caused by the Forgery or Alteration of or on (1) any bills of
exchange, checks, drafts, or other written orders or directions to pay
certain sums in money, acceptances, certificates of deposit, due bills,
money orders, or letters of credit; or (2) other written instructions,
requests or applications to the Insured, authorizing or acknowledging the
transfer, payment, redemption, delivery or receipt of Property, or giving
notice of any bank account, which instructions or requests or applications
purport to have been signed or endorsed by (a) any customer of the Insured,
or (b) any shareholder of or subscriber to shares issued by any Investment
Company, or (c) any financial or banking institution or stockbroker; or (3)
withdrawal orders or receipts for the withdrawal of Property, or receipts
or certificates of deposit for Property and bearing the name of the Insured
as issuer or of another Investment Company for which the Insured acts as
agent.
This Insuring Agreement E does not cover loss caused by Forgery or
Alteration of Securities or loss covered under Insuring Agreement A.
F. SECURITIES
Loss resulting from the Insured, in good faith, in the ordinary course of
business, and in any capacity whatsoever, whether for its own account or
for the account of others, having acquired, accepted or received, or sold
or delivered, or given any value, extended any credit or assumed any
liability on the faith of any Securities, where such loss results from the
fact that such Securities (1) were Counterfeit, or (2) were lost or stolen,
or (3) contain a Forgery or Alteration, and notwithstanding whether or not
the act of the Insured causing such loss violated the constitution,
by-laws, rules or regulations of any Self Regulatory Organization, whether
or not the Insured was a member thereof, EXCLUDING loss covered under
Insuring Agreement A.
G. COUNTERFEIT CURRENCY
Loss caused by the Insured in good faith having received or accepted (1)
any money orders which prove to be Counterfeit or to contain an Alteration
or (2) paper currencies or coin of the United States of America or Canada
which prove to be Counterfeit.
This Insuring Agreement G does not cover loss covered under Insuring
Agreement A.
H. UNCOLLECTIBLE ITEMS OF DEPOSIT
Loss resulting from the payment of dividends, issuance of Fund shares or
redemptions or exchanges permitted from an account with the Fund as a
consequence of
(1) uncollectible Items of Deposit of a Fund's customer, shareholder or
subscriber credited by the Insured or its agent to such person's Fund
account, or
(2) any Item of Deposit processed through an automated clearing house
which is reversed by a Fund's customer, shareholder or subscriber and is
deemed uncollectible by the Insured;
PROVIDED, that (a) Items of Deposit shall not be deemed uncollectible until
the Insured's collection procedures have failed, (b) exchanges of shares
between Funds with exchange privileges shall be covered hereunder only if
all such Funds are insured by the Underwriter for uncollectible Items of
Deposit, and (c) the Insured Fund shall have implemented and maintained a
policy to hold Items of Deposit for the minimum number of days stated in
its Application (as amended from time to time) before paying any dividend
or permitting any withdrawal with respect to such Items of Deposit (other
than exchanges between Funds). Regardless of the number of transactions
between Funds in an exchange program, the minimum number of days an Item of
Deposit must be held shall begin from the date the Item of Deposit was
first credited to any Insured Fund.
This Insuring Agreement H does not cover loss covered under Insuring
Agreement A.
I. PHONE/ELECTRONIC TRANSACTIONS
Loss caused by a Phone/Electronic Transaction, where the request for such
Phone/Electronic Transaction:
(1) is transmitted to the Insured or its agents by voice over the telephone
or by Electronic Transmission; and
(2) is made by an individual purporting to be a Fund shareholder or
subscriber or an authorized agent of a Fund shareholder or subscriber;
and
(3) is unauthorized or fraudulent and is made with the manifest intent to
deceive;
PROVIDED, that the entity receiving such request generally maintains and
follows during the Bond Period all Phone/Electronic Transaction Security
Procedures with respect to all Phone/Electronic Transactions; and
EXCLUDING loss resulting from:
(1) the failure to pay for shares attempted to be purchased; or
(2) any redemption of Investment Company shares which had been
improperly credited to a shareholder's account where such shareholder
(a) did not cause, directly or indirectly, such shares to be credited to
such account, and (b) directly or indirectly received any proceeds or
other benefit from such redemption; or
(3) any redemption of shares issued by an Investment Company where the
proceeds of such redemption were requested to be paid or made payable to
other than (a) the Shareholder of Record, or (b) any other person or
bank account designated to receive redemption proceeds (i) in the
initial account application, or (ii) in writing (not to include
Electronic Transmission) accompanied by a signature guarantee; or
(4) any redemption of shares issued by an Investment Company where the
proceeds of such redemption were requested to be sent to other than any
address for such account which was designated (a) in the initial account
application, or (b) in writing (not to include Electronic Transmission),
where such writing is received at least one (1) day prior to such
redemption request, or (c) by voice over the telephone or by Electronic
Transmission at least fifteen (15) days prior to such redemption; or
(5) the intentional failure to adhere to one or more Phone/Electronic
Transaction Security Procedures; or
(6) a Phone/Electronic Transaction request transmitted by electronic mail or
transmitted by any method not subject to the Phone/Electronic
Transaction Security Procedures; or
(7) the failure or circumvention of any physical or electronic protection
device, including any firewall, that imposes restrictions on the flow of
electronic traffic in or out of any Computer System.
This Insuring Agreement I does not cover loss covered under Insuring
Agreement A, "Fidelity" or Insuring Agreement J, "Computer Security".
GENERAL AGREEMENTS
A. ADDITIONAL OFFICES OR EMPLOYEES--CONSOLIDATION OR MERGER--NOTICE
1. Except as provided in paragraph 2 below, this Bond shall apply to any
additional office(s) established by the Insured during the Bond Period
and to all Employees during the Bond Period, without the need to give
notice thereof or pay additional premiums to the Underwriter for the
Bond Period.
2. If during the Bond Period an Insured Investment Company shall merge or
consolidate with an institution in which such Insured is the surviving
entity, or purchase substantially all the assets or capital stock of
another institution, or acquire or create a separate investment
portfolio, and shall within sixty (60) days notify the Underwriter
thereof, then this Bond shall automatically apply to the Property and
Employees resulting from such merger, consolidation, acquisition or
creation from the date thereof; provided, that the Underwriter may make
such coverage contingent upon the payment of an additional premium.
B. WARRANTY
No statement made by or on behalf of the Insured, whether contained in the
Application or otherwise, shall be deemed to be an absolute warranty, but
only a warranty that such statement is true to the best of the knowledge of
the person responsible for such statement.
C. COURT COSTS AND ATTORNEYS' FEES
The Underwriter will indemnify the Insured against court costs and
reasonable attorneys' fees incurred and paid by the Insured in defense of
any legal proceeding brought against the Insured claiming that the Insured
is liable for any loss, claim or damage which, if established against the
Insured, would constitute a loss sustained by the Insured covered under the
terms of this Bond; provided, however, that with respect to Insuring
Agreement A this indemnity shall apply only in the event that
1. an Employee admits to having committed or is adjudicated to have
committed a Dishonest or Fraudulent Act or Theft which caused the loss;
or
2. in the absence of such an admission or adjudication, an arbitrator or
arbitrators acceptable to the Insured and the Underwriter concludes,
after a review of an agreed statement of facts, that an Employee has
committed a Dishonest or Fraudulent Act or Theft which caused the loss.
The Insured shall promptly give notice to the Underwriter of any such legal
proceeding and upon request shall furnish the Underwriter with copies of
all pleadings and other papers therein. At the Underwriter's election the
Insured shall permit the Underwriter to conduct the defense of such legal
proceeding in the Insured's name, through attorneys of the Underwriter's
selection. In such event, the Insured shall give all reasonable
information and assistance which the Underwriter shall deem necessary to
the proper defense of such legal proceeding.
If the amount of the Insured's liability or alleged liability in any such
legal proceeding is greater than the amount which the Insured would be
entitled to recover under this Bond (other than pursuant to this General
Agreement C), or if a Deductible Amount is applicable, or both, the
indemnity liability of the Underwriter under this General Agreement C is
limited to the proportion of court costs and attorneys' fees incurred and
paid by the Insured or by the Underwriter that the amount which the Insured
would be entitled to recover under this Bond (other than pursuant to this
General Agreement C) bears to the sum of such amount plus the amount which
the Insured is not entitled to recover. Such indemnity shall be in
addition to the Limit of Liability for the applicable Insuring Agreement.
THIS BOND, INCLUDING THE FOREGOING INSURING AGREEMENTS
AND GENERAL AGREEMENTS, IS SUBJECT TO THE FOLLOWING
PROVISIONS, CONDITIONS AND LIMITATIONS:
SECTION 1. DEFINITIONS
The following terms used in this Bond shall have the meanings stated in this
Section:
A. "ALTERATION" means the marking, changing or altering in a material way
of the terms, meaning or legal effect of a document with the intent to
deceive.
B. "APPLICATION" means the Insured's application (and any attachments and
materials submitted in connection therewith) furnished to the
Underwriter for this Bond.
C. "COMPUTER SYSTEM" means (1) computers with related peripheral
components, including storage components, (2) systems and applications
software, (3) terminal devices, (4) related communications networks or
customer communication systems, and (5) related electronic funds
transfer systems; by which data or monies are electronically collected,
transmitted, processed, stored or retrieved.
D. "COUNTERFEIT" means, with respect to any item, one which is false but
is intended to deceive and to be taken for the original authentic item.
E. "DEDUCTIBLE AMOUNT" means, with respect to any Insuring Agreement, the
amount set forth under the heading "Deductible Amount" in Item 3 of the
Declarations or in any Rider for such Insuring Agreement, applicable to
each Single Loss covered by such Insuring Agreement.
F. "DEPOSITORY" means any "securities depository" (other than any foreign
securities depository) in which an Investment Company may deposit its
Securities in accordance with Rule 17f-4 under the Investment Company
Act of 1940.
G. "DISHONEST OR FRAUDULENT ACT" means any dishonest or fraudulent act,
including "larceny and embezzlement" as defined in Section 37 of the
Investment Company Act of 1940, committed with the conscious manifest
intent (1) to cause the Insured to sustain a loss and (2) to obtain
financial benefit for the perpetrator or any other person (other than
salaries, commissions, fees, bonuses, awards, profit sharing, pensions
or other employee benefits). A Dishonest or Fraudulent Act does not mean
or include a reckless act, a negligent act, or a grossly negligent act.
H. "ELECTRONIC TRANSMISSION" means any transmission effected by electronic
means, including but not limited to a transmission effected by telephone
tones, Telefacsimile, wireless device, or over the Internet.
I. "EMPLOYEE" means:
(1) each officer, director, trustee, partner or employee of the Insured,
and
(2) each officer, director, trustee, partner or employee of any
predecessor of the Insured whose principal assets are acquired by
the Insured by consolidation or merger with, or purchase of assets or
capital stock of, such predecessor, and
(3) each attorney performing legal services for the Insured and each
employee of such attorney or of the law firm of such attorney while
performing services for the Insured, and
(4) each student who is an authorized intern of the Insured, while in
any of the Insured's offices, and
(5) each officer, director, trustee, partner or employee of
(a) an investment adviser,
(b) an underwriter (distributor),
(c) a transfer agent or shareholder accounting recordkeeper, or
(d) an administrator authorized by written agreement to keep
financial and/or other required records,
for an Investment Company named as an Insured, but only while (i) such
officer, partner or employee is performing acts coming within the
scope of the usual duties of an officer or employee of an Insured, or
(ii) such officer, director, trustee, partner or employee is acting as
a member of any committee duly elected or appointed to examine or
audit or have custody of or access to the Property of the Insured, or
(iii) such director or trustee (or anyone acting in a similar
capacity) is acting outside the scope of the usual duties of a
director or trustee; provided, that the term "Employee" shall not
include any officer, director, trustee, partner or employee of a
transfer agent, shareholder accounting recordkeeper or administrator
(x) which is not an "affiliated person" (as defined in Section 2(a) of
the Investment Company Act of 1940) of an Investment Company named as
Insured or of the adviser or underwriter of such Investment Company,
or (y) which is a "Bank" (as defined in Section 2(a) of the Investment
Company Act of 1940), and
(6) each individual assigned, by contract or by any agency furnishing
temporary personnel, in either case on a contingent or part-time
basis, to perform the usual duties of an employee in any office of the
Insured, and
(7) each individual assigned to perform the usual duties of an employee or
officer of any entity authorized by written agreement with the Insured
to perform services as electronic data processor of checks or other
accounting records of the Insured, but excluding a processor which
acts as transfer agent or in any other agency capacity for the Insured
in issuing checks, drafts or securities, unless included under
subsection (5) hereof, and
(8) each officer, partner or employee of (a) any Depository or Exchange,
(b) any nominee in whose name is registered any Security included in
the systems for the central handling of securities established and
maintained by any Depository, and (c) any recognized service company
which provides clerks or other personnel to any Depository or Exchange
on a contract basis, while such officer, partner or employee is
performing services for any Depository in the operation of systems for
the central handling of securities, and
(9) in the case of an Insured which is an "employee benefit plan" (as
defined in Section 3 of the Employee Retirement Income Security Act of
1974 ("ERISA")) for officers, directors or employees of another
Insured ("In-House Plan"), any "fiduciary" or other "plan official"
(within the meaning of Section 412 of ERISA) of such In-House Plan,
provided that such fiduciary or other plan official is a director,
partner, officer, trustee or employee of an Insured (other than an
In-House Plan).
Each employer of temporary personnel and each entity referred to in
subsections (6) and (7) and their respective partners, officers and
employees shall collectively be deemed to be one person for all the
purposes of this Bond.
Brokers, agents, independent contractors, or representatives of the
same general character shall not be considered Employees, except as
provided in subsections (3), (6), and (7).
J. "EXCHANGE" means any national securities exchange registered under the
Securities Exchange Act of 1934.
K. "FORGERY" means the physical signing on a document of the name of
another person (whether real or fictitious) with the intent to
deceive. A Forgery may be by means of mechanically reproduced
facsimile signatures as well as handwritten signatures. Forgery does
not include the signing of an individual's own name, regardless of
such individual's authority, capacity or purpose.
L. "ITEMS OF DEPOSIT" means one or more checks or drafts.
M. "INVESTMENT COMPANY" or "FUND" means an investment company registered
under the Investment Company Act of 1940.
N. "LIMIT OF LIABILITY" means, with respect to any Insuring Agreement,
the limit of liability of the Underwriter for any Single Loss covered
by such Insuring Agreement as set forth under the heading "Limit of
Liability" in Item 3 of the Declarations or in any Rider for such
Insuring Agreement.
O. "MYSTERIOUS DISAPPEARANCE" means any disappearance of Property which,
after a reasonable investigation has been conducted, cannot be
explained.
P. "NON-FUND" means any corporation, business trust, partnership, trust
or other entity which is not an Investment Company.
Q. "PHONE/ELECTRONIC TRANSACTION SECURITY PROCEDURES" means security
procedures for Phone/Electronic Transactions as provided in writing to
the Underwriter.
R. "PHONE/ELECTRONIC TRANSACTION" means any (1) redemption of shares
issued by an Investment Company, (2) election concerning dividend
options available to Fund shareholders, (3) exchange of shares in a
registered account of one Fund into shares in an identically
registered account of another Fund in the same complex pursuant to
exchange privileges of the two Funds, or (4) purchase of shares issued
by an Investment Company, which redemption, election, exchange or
purchase is requested by voice over the telephone or through an
Electronic Transmission.
S. "PROPERTY" means the following tangible items: money, postage and
revenue stamps, precious metals, Securities, bills of exchange,
acceptances, checks, drafts, or other written orders or directions to
pay sums certain in money, certificates of deposit, due bills, money
orders, letters of credit, financial futures contracts, conditional
sales contracts, abstracts of title, insurance policies, deeds,
mortgages, and assignments of any of the foregoing, and other valuable
papers, including books of account and other records used by the
Insured in the conduct of its business, and all other instruments
similar to or in the nature of the foregoing (but excluding all data
processing records), in which the Insured has an interest or in which
the Insured acquired or should have acquired an interest by reason of
a predecessor's declared financial condition at the time of the
Insured's consolidation or merger with, or purchase of the principal
assets of, such predecessor or which are held by the Insured for any
purpose or in any capacity.
T. "SECURITIES" means original negotiable or non-negotiable agreements or
instruments which represent an equitable or legal interest, ownership
or debt (including stock certificates, bonds, promissory notes, and
assignments thereof), which are in the ordinary course of business and
transferable by physical delivery with appropriate endorsement or
assignment. "Securities" does not include bills of exchange,
acceptances, certificates of deposit, checks, drafts, or other written
orders or directions to pay sums certain in money, due bills, money
orders, or letters of credit.
U. "SECURITY COMPANY" means an entity which provides or purports to
provide the transport of Property by secure means, including, without
limitation, by use of armored vehicles or guards.
V. "SELF REGULATORY ORGANIZATION" means any association of investment
advisers or securities dealers registered under the federal securities
laws, or any Exchange.
W. "SHAREHOLDER OF RECORD" means the record owner of shares issued by an
Investment Company or, in the case of joint ownership of such shares,
all record owners, as designated (1) in the initial account
application, or (2) in writing accompanied by a signature guarantee,
or (3) pursuant to procedures as set forth in the Application.
X. "SINGLE LOSS" means:
(1) all loss resulting from any one actual or attempted Theft committed
by one person, or
(2) all loss caused by any one act (other than a Theft or a Dishonest
or Fraudulent Act) committed by one person, or
(3) all loss caused by Dishonest or Fraudulent Acts committed by one
person, or
(4) all expenses incurred with respect to any one audit or examination,
or
(5) all loss caused by any one occurrence or event other than those
specified in subsections (1) through (4) above.
All acts or omissions of one or more persons which directly or
indirectly aid or, by failure to report or otherwise, permit the
continuation of an act referred to in subsections (1) through (3)
above of any other person shall be deemed to be the acts of such other
person for purposes of this subsection.
All acts or occurrences or events which have as a common nexus any
fact, circumstance, situation, transaction or series of facts,
circumstances, situations, or transactions shall be deemed to be one
act, one occurrence, or one event.
Y. "TELEFACSIMILE" means a system of transmitting and reproducing fixed
graphic material (as, for example, printing) by means of signals
transmitted over telephone lines or over the Internet.
Z. "THEFT" means robbery, burglary or hold-up, occurring with or without
violence or the threat of violence.
SECTION 2. EXCLUSIONS
THIS BOND DOES NOT COVER:
A. Loss resulting from (1) riot or civil commotion outside the United
States of America and Canada, or (2) war, revolution, insurrection,
action by armed forces, or usurped power, wherever occurring; except if
such loss occurs in transit, is otherwise covered under Insuring
Agreement D, and when such transit was initiated, the Insured or any
person initiating such transit on the Insured's behalf had no knowledge
of such riot, civil commotion, war, revolution, insurrection, action by
armed forces, or usurped power.
B. Loss in time of peace or war resulting from nuclear fission or fusion or
radioactivity, or biological or chemical agents or hazards, or fire,
smoke, or explosion, or the effects of any of the foregoing.
C. Loss resulting from any Dishonest or Fraudulent Act committed by any
person while acting in the capacity of a member of the Board of
Directors or any equivalent body of the Insured or of any other entity.
D. Loss resulting from any nonpayment or other default of any loan or
similar transaction made by the Insured or any of its partners,
directors, officers or employees, whether or not authorized and whether
procured in good faith or through a Dishonest or Fraudulent Act, unless
such loss is otherwise covered under Insuring Agreement A, E or F.
E. Loss resulting from any violation by the Insured or by any Employee of
any law, or any rule or regulation pursuant thereto or adopted by a Self
Regulatory Organization, regulating the issuance, purchase or sale of
securities, securities transactions upon security exchanges or over the
counter markets, Investment Companies, or investment advisers, unless
such loss, in the absence of such law, rule or regulation, would be
covered under Insuring Agreement A, E or F.
F. Loss of Property while in the custody of any Security Company, unless
such loss is covered under this Bond and is in excess of the amount
recovered or received by the Insured under (1) the Insured's contract
with such Security Company, and (2) insurance or indemnity of any kind
carried by such Security Company for the benefit of, or otherwise
available to, users of its service, in which case this Bond shall cover
only such excess, subject to the applicable Limit of Liability and
Deductible Amount.
G. Potential income, including but not limited to interest and dividends,
not realized by the Insured because of a loss covered under this Bond,
except when covered under Insuring Agreement H.
H. Loss in the form of (1) damages of any type for which the Insured is
legally liable, except direct compensatory damages, or (2) taxes, fines,
or penalties, including without limitation two-thirds of treble damage
awards pursuant to judgments under any statute or regulation.
I. Loss resulting from the surrender of Property away from an office of the
Insured as a result of a threat
(1) to do bodily harm to any person, except loss of Property in transit
in the custody of any person acting as messenger as a result of a
threat to do bodily harm to such person, if the Insured had no
knowledge of such threat at the time such transit was initiated, or
(2) to do damage to the premises or Property of the Insured, unless
such loss is otherwise covered under Insuring Agreement A.
J. All costs, fees and other expenses incurred by the Insured in
establishing the existence of or amount of loss covered under this Bond,
except to the extent certain audit expenses are covered under Insuring
Agreement B.
K. Loss resulting from payments made to or withdrawals from any account,
involving funds erroneously credited to such account, unless such loss
is otherwise covered under Insuring Agreement A.
L. Loss resulting from uncollectible Items of Deposit which are drawn upon
a financial institution outside the United States of America, its
territories and possessions, or Canada.
M. Loss resulting from the Dishonest or Fraudulent Acts, Theft, or other
acts or omissions of an Employee primarily engaged in the sale of shares
issued by an Investment Company to persons other than (1) a person
registered as a broker under the Securities Exchange Act of 1934 or (2)
an "accredited investor" as defined in Rule 501(a) of Regulation D under
the Securities Act of 1933, which is not an individual.
N. Loss resulting from the use of credit, debit, charge, access,
convenience, identification, cash management or other cards, whether
such cards were issued or purport to have been issued by the Insured or
by anyone else, unless such loss is otherwise covered under Insuring
Agreement A.
O. Loss resulting from any purchase, redemption or exchange of securities
issued by an Investment Company or other Insured, or any other
instruction, request, acknowledgement, notice or transaction involving
securities issued by an Investment Company or other Insured or the
dividends in respect thereof, when any of the foregoing is requested,
authorized or directed or purported to be requested, authorized or
directed by voice over the telephone or by Electronic Transmission,
unless such loss is otherwise covered under Insuring Agreement A or
Insuring Agreement I.
P. Loss resulting from any Dishonest or Fraudulent Act or Theft committed
by an Employee as defined in Section 1.I(2), unless such loss (1) could
not have been reasonably discovered by the due diligence of the Insured
at or prior to the time of acquisition by the Insured of the assets
acquired from a predecessor, and (2) arose out of a lawsuit or valid
claim brought against the Insured by a person unaffiliated with the
Insured or with any person affiliated with the Insured.
Q. Loss resulting from the unauthorized entry of data into, or the deletion
or destruction of data in, or the change of data elements or programs
within, any Computer System, unless such loss is otherwise covered under
Insuring Agreement A.
SECTION 3. ASSIGNMENT OF RIGHTS
Upon payment to the Insured hereunder for any loss, the Underwriter shall
be subrogated to the extent of such payment to all of the Insured's rights
and claims in connection with such loss; provided, however, that the
Underwriter shall not be subrogated to any such rights or claims one named
Insured under this Bond may have against another named Insured under this
Bond. At the request of the Underwriter, the Insured shall execute all
assignments or other documents and take such action as the Underwriter may
deem necessary or desirable to secure and perfect such rights and claims,
including the execution of documents necessary to enable the Underwriter to
bring suit in the name of the Insured.
Assignment of any rights or claims under this Bond shall not bind the
Underwriter without the Underwriter's written consent.
SECTION 4. LOSS--NOTICE--PROOF--LEGAL PROCEEDINGS
This Bond is for the use and benefit only of the Insured and the
Underwriter shall not be liable hereunder for loss sustained by anyone
other than the Insured, except that if the Insured includes such other loss
in the Insured's proof of loss, the Underwriter shall consider its
liability therefor. As soon as practicable and not more than sixty (60)
days after discovery of any loss covered hereunder, the Insured shall give
the Underwriter written notice thereof and, as soon as practicable and
within one year after such discovery, shall also furnish to the Underwriter
affirmative proof of loss with full particulars. The Underwriter may
extend the sixty day notice period or the one year proof of loss period if
the Insured requests an extension and shows good cause therefor.
See also General Agreement C (Court Costs and Attorneys' Fees).
The Underwriter shall not be liable hereunder for loss of Securities unless
each of the Securities is identified in such proof of loss by a certificate
or bond number or by such identification means as the Underwriter may
require. The Underwriter shall have a reasonable period after receipt of a
proper affirmative proof of loss within which to investigate the claim, but
where the loss is of Securities and is clear and undisputed, settlement
shall be made within forty-eight (48) hours even if the loss involves
Securities of which duplicates may be obtained.
The Insured shall not bring legal proceedings against the Underwriter to
recover any loss hereunder prior to sixty (60) days after filing such proof
of loss or subsequent to twenty-four (24) months after the discovery of
such loss or, in the case of a legal proceeding to recover hereunder on
account of any judgment against the Insured in or settlement of any suit
mentioned in General Agreement C or to recover court costs or attorneys'
fees paid in any such suit, twenty-four (24) months after the date of the
final judgment in or settlement of such suit. If any limitation in this
Bond is prohibited by any applicable law, such limitation shall be deemed
to be amended to be equal to the minimum period of limitation permitted by
such law.
Notice hereunder shall be given to Manager, Professional Liability Claims,
ICI Mutual Insurance Company, P.O. Box 730, Burlington, Vermont 05402-0730.
SECTION 5. DISCOVERY
For all purposes under this Bond, a loss is discovered, and discovery of a
loss occurs, when the Insured
(1) becomes aware of facts, or
(2) receives notice of an actual or potential claim by a third party which
alleges that the Insured is liable under circumstances,
which would cause a reasonable person to assume that loss covered by this
Bond has been or is likely to be incurred even though the exact amount or
details of loss may not be known.
SECTION 6. VALUATION OF PROPERTY
For the purpose of determining the amount of any loss hereunder, the value
of any Property shall be the market value of such Property at the close of
business on the first business day before the discovery of such loss;
except that
(1) the value of any Property replaced by the Insured prior to the payment
of a claim therefor shall be the actual market value of such Property at
the time of replacement, but not in excess of the market value of such
Property on the first business day before the discovery of the loss of
such Property;
(2) the value of Securities which must be produced to exercise
subscription, conversion, redemption or deposit privileges shall be the
market value of such privileges immediately preceding the expiration
thereof if the loss of such Securities is not discovered until after
such expiration, but if there is no quoted or other ascertainable
market price for such Property or privileges referred to in clauses (1)
and (2), their value shall be fixed by agreement between the parties or
by arbitration before an arbitrator or arbitrators acceptable to the
parties; and
(3) the value of books of accounts or other records used by the Insured in
the conduct of its business shall be limited to the actual cost of blank
books, blank pages or other materials if the books or records are
reproduced plus the cost of labor for the transcription or copying of
data furnished by the Insured for reproduction.
SECTION 7. LOST SECURITIES
The maximum liability of the Underwriter hereunder for lost Securities
shall be the payment for, or replacement of, such Securities having an
aggregate value not to exceed the applicable Limit of Liability. If the
Underwriter shall make payment to the Insured for any loss of securities,
the Insured shall assign to the Underwriter all of the Insured's right,
title and interest in and to such Securities. In lieu of such payment, the
Underwriter may, at its option, replace such lost Securities, and in such
case the Insured shall cooperate to effect such replacement. To effect the
replacement of lost Securities, the Underwriter may issue or arrange for
the issuance of a lost instrument bond. If the value of such Securities
does not exceed the applicable Deductible Amount (at the time of the
discovery of the loss), the Insured will pay the usual premium charged for
the lost instrument bond and will indemnify the issuer of such bond against
all loss and expense that it may sustain because of the issuance of such
bond.
If the value of such Securities exceeds the applicable Deductible Amount
(at the time of discovery of the loss), the Insured will pay a proportion
of the usual premium charged for the lost instrument bond, equal to the
percentage that the applicable Deductible Amount bears to the value of such
Securities upon discovery of the loss, and will indemnify the issuer of
such bond against all loss and expense that is not recovered from the
Underwriter under the terms and conditions of this Bond, subject to the
applicable Limit of Liability.
SECTION 8. SALVAGE
If any recovery is made, whether by the Insured or the Underwriter, on
account of any loss within the applicable Limit of Liability hereunder, the
Underwriter shall be entitled to the full amount of such recovery to
reimburse the Underwriter for all amounts paid hereunder with respect to
such loss. If any recovery is made, whether by the Insured or the
Underwriter, on account of any loss in excess of the applicable Limit of
Liability hereunder plus the Deductible Amount applicable to such loss from
any source other than suretyship, insurance, reinsurance, security or
indemnity taken by or for the benefit of the Underwriter, the amount of
such recovery, net of the actual costs and expenses of recovery, shall be
applied to reimburse the Insured in full for the portion of such loss in
excess of such Limit of Liability, and the remainder, if any, shall be paid
first to reimburse the Underwriter for all amounts paid hereunder with
respect to such loss and then to the Insured to the extent of the portion
of such loss within the Deductible Amount. The Insured shall execute all
documents which the Underwriter deems necessary or desirable to secure to
the Underwriter the rights provided for herein.
SECTION 9. NON-REDUCTION AND NON-ACCUMULATION OF LIABILITY AND TOTAL LIABILITY
Prior to its termination, this Bond shall continue in force up to the Limit
of Liability for each Insuring Agreement for each Single Loss,
notwithstanding any previous loss (other than such Single Loss) for which
the Underwriter may have paid or be liable to pay hereunder; PROVIDED,
however, that regardless of the number of years this Bond shall continue in
force and the number of premiums which shall be payable or paid, the
liability of the Underwriter under this Bond with respect to any Single
Loss shall be limited to the applicable Limit of Liability irrespective of
the total amount of such Single Loss and shall not be cumulative in amounts
from year to year or from period to period.
SECTION 10. MAXIMUM LIABILITY OF UNDERWRITER; OTHER BONDS OR POLICIES
The maximum liability of the Underwriter for any Single Loss covered by any
Insuring Agreement under this Bond shall be the Limit of Liability
applicable to such Insuring Agreement, subject to the applicable Deductible
Amount and the other provisions of this Bond. Recovery for any Single Loss
may not be made under more than one Insuring Agreement. If any Single Loss
covered under this Bond is recoverable or recovered in whole or in part
because of an unexpired discovery period under any other bonds or policies
issued by the Underwriter to the Insured or to any predecessor in interest
of the Insured, the maximum liability of the Underwriter shall be the
greater of either (1) the applicable Limit of Liability under this Bond, or
(2) the maximum liability of the Underwriter under such other bonds or
policies.
SECTION 11. OTHER INSURANCE
Notwithstanding anything to the contrary herein, if any loss covered by
this Bond shall also be covered by other insurance or suretyship for the
benefit of the Insured, the Underwriter shall be liable hereunder only for
the portion of such loss in excess of the amount recoverable under such
other insurance or suretyship, but not exceeding the applicable Limit of
Liability of this Bond.
SECTION 12. DEDUCTIBLE AMOUNT
The Underwriter shall not be liable under any Insuring Agreement unless the
amount of the loss covered thereunder, after deducting the net amount of
all reimbursement and/or recovery received by the Insured with respect to
such loss (other than from any other bond, suretyship or insurance policy
or as an advance by the Underwriter hereunder) shall exceed the applicable
Deductible Amount; in such case the Underwriter shall be liable only for
such excess, subject to the applicable Limit of Liability and the other
terms of this Bond.
No Deductible Amount shall apply to any loss covered under Insuring
Agreement A sustained by any Investment Company named as an Insured.
SECTION 13. TERMINATION
The Underwriter may terminate this Bond as to any Insured or all Insureds
only by written notice to such Insured or Insureds and, if this Bond is
terminated as to any Investment Company, to each such Investment Company
terminated thereby and to the Securities and Exchange Commission,
Washington, D.C., in all cases not less than sixty (60) days prior to the
effective date of termination specified in such notice.
The Insured may terminate this Bond only by written notice to the
Underwriter not less than sixty (60) days prior to the effective date of
the termination specified in such notice. Notwithstanding the foregoing,
when the Insured terminates this Bond as to any Investment Company, the
effective date of termination shall be not less than sixty (60) days from
the date the Underwriter provides written notice of the termination to each
such Investment Company terminated thereby and to the Securities and
Exchange Commission, Washington, D.C.
This Bond will terminate as to any Insured that is a Non-Fund immediately
and without notice upon (1) the takeover of such Insured's business by any
State or Federal official or agency, or by any receiver or liquidator, or
(2) the filing of a petition under any State or Federal statute relative to
bankruptcy or reorganization of the Insured, or assignment for the benefit
of creditors of the Insured.
Premiums are earned until the effective date of termination. The
Underwriter shall refund the unearned premium computed at short rates in
accordance with the Underwriter's standard short rate cancellation tables
if this Bond is terminated by the Insured or pro rata if this Bond is
terminated by the Underwriter.
Upon the detection by any Insured that an Employee has committed any
Dishonest or Fraudulent Act(s) or Theft, the Insured shall immediately
remove such Employee from a position that may enable such Employee to cause
the Insured to suffer a loss by any subsequent Dishonest or Fraudulent
Act(s) or Theft. The Insured, within two (2) business days of such
detection, shall notify the Underwriter with full and complete particulars
of the detected Dishonest or Fraudulent Act(s) or Theft.
For purposes of this section, detection occurs when any partner, officer,
or supervisory employee of any Insured, who is not in collusion with such
Employee, becomes aware that the Employee has committed any Dishonest or
Fraudulent Act(s) or Theft.
This Bond shall terminate as to any Employee by written notice from the
Underwriter to each Insured and, if such Employee is an Employee of an
Insured Investment Company, to the Securities and Exchange Commission, in
all cases not less than sixty (60) days prior to the effective date of
termination specified in such notice.
SECTION 14. RIGHTS AFTER TERMINATION
At any time prior to the effective date of termination of this Bond as to
any Insured, such Insured may, by written notice to the Underwriter, elect
to purchase the right under this Bond to an additional period of twelve
(12) months within which to discover loss sustained by such Insured prior
to the effective date of such termination and shall pay an additional
premium therefor as the Underwriter may require.
Such additional discovery period shall terminate immediately and without
notice upon the takeover of such Insured's business by any State or Federal
official or agency, or by any receiver or liquidator. Promptly after such
termination the Underwriter shall refund to the Insured any unearned
premium.
The right to purchase such additional discovery period may not be exercised
by any State or Federal official or agency, or by any receiver or
liquidator, acting or appointed to take over the Insured's business.
SECTION 15. CENTRAL HANDLING OF SECURITIES
The Underwriter shall not be liable for loss in connection with the central
handling of securities within the systems established and maintained by any
Depository ("Systems"), unless the amount of such loss exceeds the amount
recoverable or recovered under any bond or policy or participants' fund
insuring the Depository against such loss (the "Depository's Recovery"); in
such case the Underwriter shall be liable hereunder only for the Insured's
share of such excess loss, subject to the applicable Limit of Liability,
the Deductible Amount and the other terms of this Bond.
For determining the Insured's share of such excess loss, (1) the Insured
shall be deemed to have an interest in any certificate representing any
security included within the Systems equivalent to the interest the Insured
then has in all certificates representing the same security included within
the Systems; (2) the Depository shall have reasonably and fairly
apportioned the Depository's Recovery among all those having an interest as
recorded by appropriate entries in the books and records of the Depository
in Property involved in such loss, so that each such interest shall share
in the Depository's Recovery in the ratio that the value of each such
interest bears to the total value of all such interests; and (3) the
Insured's share of such excess loss shall be the amount of the Insured's
interest in such Property in excess of the amount(s) so apportioned to the
Insured by the Depository.
This Bond does not afford coverage in favor of any Depository or Exchange
or any nominee in whose name is registered any security included within the
Systems.
SECTION 16. ADDITIONAL COMPANIES INCLUDED AS INSURED
If more than one entity is named as the Insured:
A. the total liability of the Underwriter hereunder for each Single Loss
shall not exceed the Limit of Liability which would be applicable if
there were only one named Insured, regardless of the number of Insured
entities which sustain loss as a result of such Single Loss,
B. the Insured first named in Item 1 of the Declarations shall be deemed
authorized to make, adjust, and settle, and receive and enforce payment
of, all claims hereunder as the agent of each other Insured for such
purposes and for the giving or receiving of any notice required or
permitted to be given hereunder; provided, that the Underwriter shall
promptly furnish each named Insured Investment Company with (1) a copy
of this Bond and any amendments thereto, (2) a copy of each formal
filing of a claim hereunder by any other Insured, and (3) notification
of the terms of the settlement of each such claim prior to the execution
of such settlement,
C. the Underwriter shall not be responsible or have any liability for the
proper application by the Insured first named in Item 1 of the
Declarations of any payment made hereunder to the first named Insured,
D. for the purposes of Sections 4 and 13, knowledge possessed or discovery
made by any partner, officer or supervisory Employee of any Insured
shall constitute knowledge or discovery by every named Insured,
E. if the first named Insured ceases for any reason to be covered under
this Bond, then the Insured next named shall thereafter be considered as
the first named Insured for the purposes of this Bond, and
F. each named Insured shall constitute "the Insured" for all purposes of
this Bond.
SECTION 17. NOTICE AND CHANGE OF CONTROL
Within thirty (30) days after learning that there has been a change in
control of an Insured by transfer of its outstanding voting securities the
Insured shall give written notice to the Underwriter of:
A. the names of the transferors and transferees (or the names of the
beneficial owners if the voting securities are registered in another
name), and
B. the total number of voting securities owned by the transferors and the
transferees (or the beneficial owners), both immediately before and
after the transfer, and
C. the total number of outstanding voting securities.
As used in this Section, "control" means the power to exercise a
controlling influence over the management or policies of the Insured.
SECTION 18. CHANGE OR MODIFICATION
This Bond may only be modified by written Rider forming a part hereof over
the signature of the Underwriter's authorized representative. Any Rider
which modifies the coverage provided by Insuring Agreement A, Fidelity, in
a manner which adversely affects the rights of an Insured Investment
Company shall not become effective until at least sixty (60) days after the
Underwriter has given written notice thereof to the Securities and Exchange
Commission, Washington, D.C., and to each Insured Investment Company
affected thereby.
IN WITNESS WHEREOF, the Underwriter has caused this Bond to be executed on
the Declarations Page.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 1
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the following entities shall be deemed to be
Insureds named in Item 1 of the Declarations: (1) any subsidiary wholly
owned (directly or indirectly) by Franklin Resources, Inc., and (2) any
Investment Company advised, distributed, or administered by Franklin
Resources, Inc. or any of its wholly-owned subsidiaries (individually and/or
collectively referred to as "Franklin"), whether such Investment Company is
considered active, inactive, or dissolved, PROVIDED, IN EACH CASE, that
Franklin has responsibility for placing fidelity bond insurance coverage for
such subsidiary or Investment Company.
It is further understood and agreed that the term "Investment Company," as
used in this rider, shall include any investment company, whether or not
registered under the Investment Company Act of 1940, except that
non-registered investment companies shall not be insured under Insuring
Agreement A, "Fidelity," with respect to $175 million part of the Limit of
Liability set forth in Item 3 of this Bond.
It is further understood and agreed that notwithstanding anything to the
contrary above, none of the following shall be deemed to be, or be otherwise
included as, Insureds for purposes of Item 1 of the Declarations or otherwise
under this Bond: any real estate investment trust, property management
subsidiary, or banking subsidiary (including, without limitation, Property
Resources, Inc., Property Resources Equity Trust, Franklin Bank and Franklin
Capital Corporation).
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 2
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that this Bond does not cover loss resulting from or in
connection with any business, activities, or acts or omissions of (including
services rendered by) any Insured which is NOT an Insured Fund ("Non-Fund")
or any Employee of a Non-Fund, EXCEPT loss, otherwise covered by the terms of
this Bond, resulting from or in connection with professional services within
the scope of the Non-Fund's general business activities rendered by the
Non-Fund to any client of the Non-Fund.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 3
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that this Bond (other than Insuring Agreements C and D)
does not cover loss resulting from or in connection with any business,
activities, acts or omissions of any Insured or any Employee of any Insured
where such loss is based upon, arises out of or in any way involves the
provision of services to any Plan, EXCEPT loss, otherwise covered by the
terms of this Bond, resulting from, or in connection with the business of:
(a) the provision of Investment Advisory Services by an Insured to any
In-House Plan; or
(b) the provision of Administrative Services by an Insured to any In-House
Plan;
(c) the provision of Investment Advisory Services by an Insured ("Adviser")
to any Third Party Plan that is a client of the Adviser; or
(d) the provision of Administrative Services by an Insured to any Third
Party Plan that is a client of the Insured.
It is further understood and agreed that Insuring Agreements C and D only
cover loss of Property which an Insured uses or holds, or in which the Insured
has an interest, in each case in connection with (a), (b), (c) or (d) above.
It is further understood and agreed that notwithstanding the foregoing, this
Bond (other than Insuring Agreements C and D) does not cover loss resulting
from or in connection with, and Insuring Agreements C and D do not cover loss
of Property which an Insured uses or holds, or in which it has an interest, in
each case in connection with:
(1) the discretionary voting by or on behalf of any Plan of Designated
Securities owned or held by such Plan, UNLESS, in the case of a vote by
or on behalf of the Plan, such vote was pursuant to the direction of a
majority of trustees of such Plan who were not then Interested Trustees;
(2) custodial services for the safekeeping and custody of securities or
other property;
(3) liability of an Insured arising from its status as the employer of
employees covered by a Plan (including liability arising from the
Insured's failure to collect contributions or to pay benefits); or
(4) in the case of an Insured acting or purporting to act as a trustee or
"directed trustee" for any Third Party Plan, any liability of the
Insured arising from its actual or alleged status as a fiduciary (within
the meaning of the Employee Retirement Security Act of 1974, as amended
("ERISA")) to any such Third Party Plan or its actual or alleged
violation of Section 502(a)(3) of ERISA, except that this subpart (4)
shall not preclude indemnification for associated court costs and
attorneys' fees for which coverage is otherwise available under General
Agreement C of this Bond.
It is further understood and agreed that for purposes of this rider:
(1) "Administrative Services" shall mean administrative services, including,
without limitation, voting securities which are Plan assets, causing
Plan assets to be invested as directed in accordance with the Plan, and
maintaining records and preparing reports with respect to Plan
contributions, participant accounts and investments.
(2) "Affiliated Entity" means any entity controlling, controlled by, or
under common control with an Insured.
(3) "Designated Securities" means securities issued by an Insured, or by any
Affiliated Entity, or by any Fund to which such Insured or any
Affiliated Entity provides any services.
(4) "Interested Trustee" means any trustee of a Plan who is also (a) an
officer, director, trustee, partner or employee of, or who owns,
controls, or holds power to vote 5% or more of the outstanding voting
securities of, (i) any Insured (other than such Plan), or (ii) any
Affiliated Entity, or (iii) any Fund to which such Insured or any
Affiliated Entity provides any services, or (b) an Insured or an
Affiliated Entity.
(5) "Investment Advisory Services" means (a) advice with respect to the
desirability of investing in, purchasing or selling securities or other
property, including the power to determine what securities or other
property shall be purchased or sold, but NOT including furnishing ONLY
statistical and other factual information (such as economic factors and
trends); and (b) the provision of financial, economic or investment
management services, but only if ancillary and related to the advice
referred to in clause (a) above.
(6) "Plan" means any retirement or employee benefit plan, including any
trust relating thereto.
(7) "In-House Plan" means any Plan for employees of an Insured, or for any
Affiliated Entity, but always excluding employee stock ownership plans,
stock bonus plans, and any trusts relating thereto
(8) "Third Party Plan" means any Plan for employees of an entity that is
neither an Insured nor an Affiliated Entity.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 4
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in this
Bond, this Bond shall not cover loss resulting from or in connection with the
discretionary voting by any Insured of securities owned or held by any client
of such Insured, where such securities are issued by (1) such Insured, or (2)
any entity controlling, controlled by, or under common control with such
Insured, ("Affiliated Entity"), or (3) any Fund to which such Insured or any
Affiliated Entity provides any services.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 5
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding Section 2.Q of this Bond, this
Bond is amended by adding an additional Insuring Agreement J as follows:
J. COMPUTER SECURITY
Loss (including loss of Property) resulting directly from Computer Fraud;
PROVIDED, that the Insured has adopted in writing and generally maintains and
follows during the Bond Period all Computer Security Procedures. The
isolated failure of the Insured to maintain and follow a particular Computer
Security Procedure in a particular instance will not preclude coverage under
this Insuring Agreement, subject to the specific exclusions herein and in the
Bond.
1. DEFINITIONS. The following terms used in this Insuring Agreement shall
have the following meanings:
a. "Authorized User" means any person or entity designated by the Insured
(through contract, assignment of User Identification, or otherwise) as
authorized to use a Covered Computer System, or any part thereof. An
individual who invests in an Insured Fund shall not be considered to
be an Authorized User solely by virtue of being an investor.
b. "Computer Fraud" means the unauthorized entry of data into, or the
deletion or destruction of data in, or change of data elements or
programs within, a Covered Computer System which:
(1) is committed by any Unauthorized Third Party anywhere, alone
or in collusion with other Unauthorized Third Parties; AND
(2) is committed with the conscious manifest intent (a) to cause
the Insured to sustain a loss, AND (b) to obtain financial benefit
for the perpetrator or any other person; AND
(3) causes (x) Property to be transferred, paid or delivered; OR
(y) an account of the Insured, or of its customer, to be added,
deleted, debited or credited; OR (z) an unauthorized or fictitious
account to be debited or credited.
c. "Computer Security Procedures" means procedures for prevention of
unauthorized computer access and use and administration of computer
access and use as provided in writing to the Underwriter.
d. "Covered Computer System" means any Computer System as to which the
Insured has possession, custody and control.
e. "Unauthorized Third Party" means any person or entity that, at the
time of the Computer Fraud, is not an Authorized User.
f. "User Identification" means any unique user name (I.E., a series of
characters) that is assigned to a person or entity by the Insured.
2. EXCLUSIONS. It is further understood and agreed that this Insuring
Agreement J shall not cover:
a. Any loss covered under Insuring Agreement A, "Fidelity," of this Bond;
AND
b. Any loss resulting directly or indirectly from Theft or
misappropriation of confidential or proprietary information, material
or data (including but not limited to trade secrets, computer programs
or customer information); AND
c. Any loss resulting from the intentional failure to adhere to one or
more Computer Security Procedures; AND
d. Any loss resulting from a Computer Fraud committed by or in collusion
with:
(1) any Authorized User (whether a natural person or an entity);
OR
(2) in the case of any Authorized User which is an entity, (a)
any director, officer, partner, employee or agent of such
Authorized User, or (b) any entity which controls, is
controlled by, or is under common control with such
Authorized User ("Related Entity"), or (c) any director,
officer, partner, employee or agent of such Related Entity; OR
(3) in the case of any Authorized User who is a natural person,
(a) any entity for which such Authorized User is a director,
officer, partner, employee or agent ("Employer Entity"), or
(b) any director, officer, partner, employee or agent of such
Employer Entity, or (c) any entity which controls, is
controlled by, or is under common control with such Employer
Entity ("Employer-Related Entity"), or (d) any director,
officer, partner, employee or agent of such Employer-Related
Entity;
AND
e. Any loss resulting from physical damage to or destruction of any
Covered Computer System, or any part thereof, or any data, data
elements or media associated therewith; AND
f. Any loss resulting from Computer Fraud committed by means of wireless
access to any Covered Computer System, or any part thereof, or any
data, data elements or media associated therewith; AND
g. Any loss not directly and proximately caused by Computer Fraud
(including, without limitation, disruption of business and extra
xpense); AND
h. Payments made to any person(s) who has threatened to deny or has
denied authorized access to a Covered Computer System or otherwise has
threatened to disrupt the business of the Insured.
For purposes of this Insuring Agreement, "Single Loss," as defined in Section
1.X of this Bond, shall also include all loss caused by Computer Fraud(s)
committed by one person, or in which one person is implicated, whether or not
that person is specifically identified. A series of losses involving
unidentified individuals, but arising from the same method of operation, may
be deemed by the Underwriter to involve the same individual and in that event
shall be treated as a Single Loss.
It is further understood and agreed that nothing in this Rider shall affect
the exclusion set forth in Section 2.0 of this Bond.
Coverage under this Insuring Agreement shall terminate upon termination of
this Bond. Coverage under this Insuring Agreement may also be terminated
without terminating this Bond as an entirety:
(a) by written notice from the Underwriter not less than sixty (60) days
prior to the effective date of termination specified in such notice;
or
(b) immediately by written notice from the Insured to the Underwriter.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 6
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the exclusion set forth at Section 2.M of this
Bond shall not apply with respect to loss resulting from the Dishonest or
Fraudulent Acts, Theft, or other acts or omissions of an Employee in
connection with offers or sales of securities issued by an Insured Fund if
such Employee (a) is an employee of that Fund or of its investment adviser,
principal underwriter, or affiliated transfer agent, and (b) who is
communicating with purchasers of such securities only in person in an office
of an Insured or by telephone or in writing, and (c) does not receive
commissions on such sales; PROVIDED, that such Dishonest or Fraudulent Acts,
Theft, or other acts or omissions do not involve, and such loss does not
arise from, a statement or representation which is NOT (1) contained in a
currently effective prospectus regarding such securities, which has been
filed with the Securities and Exchange Commission, or (2) made as part of a
scripted response to a question regarding that Fund or such securities, if
the script has been filed with, and not objected to by, the National
Association of Securities Dealers, Inc., and if the entire scripted response
has been read to the caller, and if any response concerning the performance
of such securities is not outdated.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 7
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that this Bond does not cover any loss resulting from
or in connection with the acceptance of any Third Party Check, unless
(1) such Third Party Check is used to open or increase an account which
is registered in the name of one or more of the payees on such Third
Party Check, and
(2) reasonable efforts are made by the Insured, or by the entity
receiving Third Party Checks on behalf of the Insured, to verify all
endorsements on all Third Party Checks made payable in amounts
greater than $100,000 (provided, however, that the isolated failure
to make such efforts in a particular instance will not preclude
coverage, subject to the exclusions herein and in the Bond),
and then only to the extent such loss is otherwise covered under this Bond.
For purposes of this Rider, "Third Party Check" means a check made payable to
one or more parties and offered as payment to one or more other parties.
It is further understood and agreed that notwithstanding anything to the
contrary above or elsewhere in the Bond, this Bond does not cover any loss
resulting from or in connection with the acceptance of a Third Party Check
where:
(1) any payee on such Third Party Check reasonably appears to be a
corporation or other entity; or
(2) such Third Party Check is made payable in an amount greater than
$100,000 and does not include the purported endorsements of all
payees on such Third Party Check.
It is further understood and agreed that this Rider shall not apply with
respect to any coverage that may be available under Insuring Agreement A,
"Fidelity."
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 8
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that no termination or cancellation of this Bond as an
entirety, whether by or at the request of the Insured or Underwriter, shall
take effect prior to the expiration of thirty (30) days after written notice
of such termination or cancellation of such Bond as an entirety has been
filed with the Arkansas Securities Commissioner, Arkansas Securities
Division, Heritage West Building, 3rd Floor, 201 East Markham, Little Rock,
Arkansas 72201.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 9
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in this
Bond (including Insuring Agreement I), this Bond does not cover loss caused
by a Phone/Electronic Transaction requested:
o by wireless device transmissions over the Internet (including any
connected or associated intranet or extranet),
except insofar as such loss is covered under Insuring Agreement A "Fidelity"
of this Bond.
It is further understood and agreed that, for the purposes of this Rider, a
transmission of a Phone/Electronic Transaction request over the Internet
shall not be deemed to be a "wireless device transmission" solely by virtue
of an individual retail shareholder's use of a personal wireless device
(e.g., a PDA, Blackberry, cell phone, or wireless access point on such
shareholder's home network) to effect transmission of such request to the
shareholder's Internet service provider.
Except as above stated, nothing herein shall be held to alter, waive, or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 10
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
NASD BOND RIDER
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that with respect to Templeton Franklin Investment
Services, Inc. ONLY, this Bond is amended as follows:
1. For purposes of Insuring Agreement C ("On Premises"), Sections 2
("Exclusions"), and Section 6 ("Valuation of Property"), "Property" shall
be deemed to include furnishings, fixtures, supplies, and equipment located
within the office of and owned by the Insured; and
2. For purposes of Insuring Agreement C ("On Premises"), "Mysterious
Disappearances" shall be deemed to include "misplacement."
3. The last sentence of Section 1.I ("Definitions - `Employee") and Section
2.M are deleted; and
4. The following statement is added to the Bond: "The Underwriter will use
its best efforts to promptly notify the National Association of Securities
Dealers, Inc. in the event the Bond is cancelled, terminated or
substantially modified. Failure to make such notification shall not impair
or delay the effectiveness of any such cancellation, termination or
substantial modification."; and
5. The first sentence of the second paragraph of Section 13 ("Termination") is
amended to read as follows: "The Insured may terminate this Bond only by
written notice to the Underwriter prior to the effective date of the
termination, with such effective date specified in the notice;" and
6. With respect to the following Insuring Agreements, Item 3 of the
Declarations is modified to read as follows:
Deductible
Amount
Insuring Agreement A - Fidelity $5,000
Insuring Agreement B - Audit Expense $5,000
Insuring Agreement C - On Premises $5,000
Insuring Agreement D - In Transit $5,000
Insuring Agreement E - Forgery or $5,000
Alteration
Insuring Agreement F - Securities $5,000
Insuring Agreement G - Counterfeit $5,000
Currency
Insuring Agreement H - Uncollectible $5,000
Items of Deposit
Insuring Agreement I - Phone/Electronic $5,000
Transactions
It is further understood and agreed, the Underwriter will use its best
efforts to notify the National Association of Securities Dealers, Inc. within
30 days in the event the Bond is substantially modified, terminated or
canceled.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 11
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
NASD BOND RIDER
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that with respect to Franklin Templeton Distributors,
Inc. ONLY, this Bond is amended as follows:
2. For purposes of Insuring Agreement C ("On Premises"), Sections 2
("Exclusions"), and Section 6 ("Valuation of Property"), "Property" shall
be deemed to include furnishings, fixtures, supplies, and equipment located
within the office of and owned by the Insured; and
2. For purposes of Insuring Agreement C ("On Premises"), "Mysterious
Disappearances" shall be deemed to include "misplacement."
3. The last sentence of Section 1.I ("Definitions - `Employee") and Section
2.M are deleted; and
4. The following statement is added to the Bond: "The Underwriter will use
its best efforts to promptly notify the National Association of Securities
Dealers, Inc. in the event the Bond is cancelled, terminated or
substantially modified. Failure to make such notification shall not impair
or delay the effectiveness of any such cancellation, termination or
substantial modification."; and
5. The first sentence of the second paragraph of Section 13 ("Termination") is
amended to read as follows: "The Insured may terminate this Bond only by
written notice to the Underwriter prior to the effective date of the
termination, with such effective date specified in the notice;" and
6. With respect to the following Insuring Agreements, Item 3 of the
Declarations is modified to read as follows:
Deductible
Amount
Insuring Agreement A - Fidelity $100,000
Insuring Agreement B - Audit Expense $100,000
Insuring Agreement C - On Premises $100,000
Insuring Agreement D - In Transit $100,000
Insuring Agreement E - Forgery or $100,000
Alteration
Insuring Agreement F - Securities $100,000
Insuring Agreement G - Counterfeit $100,000
Currency
Insuring Agreement H - Uncollectible $100,000
Items of Deposit
Insuring Agreement I - Phone/Electronic $100,000
Transactions
It is further understood and agreed, the Underwriter will use its best
efforts to notify the National Association of Securities Dealers, Inc. within
30 days in the event the Bond is substantially modified, terminated or
canceled.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 12
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the definition of "Employee" in Section 1.I(6) of
this Bond shall be amended to include any individual assigned, on a
contingent or part-time basis, to perform the usual duties of an employee in
any office of the Insured, PROVIDED that in the case of an individual
assigned other than by an agency furnishing temporary personnel, such
individual has passed a Successful Background Check conducted by or on behalf
of the Insured.
It is further understood and agreed that for purposes of this rider, a
"Successful Background Check" shall mean a background check (including contact
with the individual's previous employers and personal references and
utilization of a private investigation agency), which results in a
determination by the Insured that the individual has satisfied the security
criteria established by the Insured for hiring employees on a permanent
basis.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 13
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that:
1. At the written request of the named Insured, any payment in satisfaction of
loss covered by said bond involving money or other Property in which the
Pennsylvania Public School Employees' Retirement System has an interest
shall be paid by an instrument issued to that organization and the named
Insured as joint loss payees, subject to the following conditions and
limitation:
A. The attached bond is for the sole use and benefit of the named Insured
as expressed herein. The organization named above shall not be
considered as an Insured under the bond, nor shall it otherwise have
any rights or benefits under said bond.
B. Notwithstanding any payment made under the terms of this rider or the
execution of more than one of such similar rider, the amount paid for
any one loss occurrence or otherwise in accordance with the terms of
this bond shall not exceed the limits of liability as set forth in the
Declarations Page.
C. Nothing herein is intended to alter the terms, conditions and
limitations of the bond.
2. Should this bond be canceled, reduced, non-renewed or restrictively
modified by the Underwriter, the Underwriter will endeavor to give thirty
(30) days advance notice to the organization named above, but failure to do
so shall not impair or delay the effectiveness of any such cancellation,
reduction, non-renewal, or restrictive modification, nor shall the
Underwriter be held liable in any way.
3. Should this bond be canceled or reduced at the request of the Insured, the
Underwriter will endeavor to notify the organization named above of such
cancellation or reduction, within 10 business days after receipt of such
request, but failure to do so shall not impair or delay the effectiveness
of such cancellation or reduction, nor shall the Underwriter be held liable
in any way.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 14
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the sixth paragraph of Section 13 of this Bond is
amended to read as follows:
"For purposes of this section, detection occurs when any professional
employee of the Legal, Compliance or Risk Management Departments of the
Insured, who is not in collusion with such Employee, becomes aware that the
Employee has committed any Dishonest or Fraudulent Act(s) or Theft."
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 15
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that Section 2.H of this Bond is amended to read as
follows:
"H. Loss in the form of (1) damages of any type for which the Insured is
legally liable, except direct compensatory damages or punitive damages, or
(2) taxes, fines, or penalties, including without limitation two-thirds of
treble damage awards pursuant to judgments under any statute or regulation."
Nothing herein contained shall be held to vary, alter, waive or extend any of
the terms, conditions, provisions, agreements or limitations of this Bond
other than as above stated.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 16
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that:
1. This Bond shall not be subject to cancellation except after notice in
writing shall have been not less than thirty (30) days prior to the
effective date thereof by certified mail, return receipt requested,
addressed to the City Attorney at:
City Attorney
City of Los Angeles
c/o City Employees' Retirement System
360 East Second Street, 8th Floor
Los Angeles, CA 90012-4207
2. This Company agrees to waive all rights of subrogation against the City
of Los Angeles, its departments, officers, agents, and employees.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
RM49.0-01 (4/03)
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 17
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
NASD BOND RIDER
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that with respect to Fiduciary Financial Services
Corporation ONLY, this Bond is amended as follows:
1. For purposes of Insuring Agreement C ("On Premises"), Sections 2
("Exclusions"), and Section 6 ("Valuation of Property"), "Property" shall
be deemed to include furnishings, fixtures, supplies, and equipment
located within the office of and owned by the Insured; and
2. For purposes of Insuring Agreement C ("On Premises"), "Mysterious
Disappearances" shall be deemed to include "misplacement."
3. The last sentence of Section 1.I ("Definitions - `Employee") and Section
2.M are deleted; and
4. The following statement is added to the Bond: "The Underwriter will use
its best efforts to promptly notify the National Association of Securities
Dealers, Inc. in the event the Bond is cancelled, terminated or
substantially modified. Failure to make such notification shall not impair
or delay the effectiveness of any such cancellation, termination or
substantial modification."; and
5. The first sentence of the second paragraph of Section 13 ("Termination") is
amended to read as follows: "The Insured may terminate this Bond only by
written notice to the Underwriter prior to the effective date of the
termination, with such effective date specified in the notice;" and
6. With respect to the following Insuring Agreements, Item 3 of the
Declarations is modified to read as follows:
Limit of Deductible
Liability Amount
Insuring Agreement A - Fidelity $150,000 $5,000
Insuring Agreement B - Audit Expense $25,000 $5,000
Insuring Agreement C - On Premises $150,000 $5,000
Insuring Agreement D - In Transit $150,000 $5,000
Insuring Agreement E - Forgery or $150,000 $5,000
Alteration
Insuring Agreement F - Securities $150,000 $5,000
Insuring Agreement G - Counterfeit $150,000 $5,000
Currency
Insuring Agreement H - Uncollectible $25,000 $5,000
Items of Deposit
Insuring Agreement I - Phone/Electronic $150,000 $5,000
Transactions
Insuring Agreement J - Computer Security $150,000 $5,000
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 18
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in Rider
No. 1 to this Bond, the FTCI Insureds shall be deemed to be Insureds named in
Item 1 of the Declarations.
It is further understood and agreed that with respect to the FTCI Insureds
only, this Bond is modified as follows:
1. INSURING AGREEMENT A, FIDELITY: With regards to any loss to a FTCI
Insured under Insuring Agreement A, Fidelity, arising from Loans and/or
Trading, the Dishonest or Fraudulent Act or Theft required under
Insuring Agreement A must be committed with the intent to obtain, and
must result in, a financial benefit (other than salaries, commissions,
fees, bonuses, awards, profit sharing, pensions or other employee
benefits) for (a) the Employee, or (b) person(s) with whom the Employee
is in collusion if the Employee intended to participate in such
financial benefit.
2. INSURING AGREEMENT D, IN TRANSIT: Employees of Xerox Corporation
authorized by a FTCI Insured to act as a messengers shall be deemed to
be a "Security Company" for purposes of Insuring Agreement D, In
Transit, PROVIDED that such employees have passed the same background
check and security clearance as is customarily required by the FTCI
Insured of its own employees.
3. INSURING AGREEMENT I, PHONE/ELECTRONIC TRANSACTIONS: "Phone/Electronic
Transaction" shall be deemed to include any transfer of funds by a FTCI
Insured from an account of a Client of a FTCI Insured to another
account(s), where such transfer is requested by voice over the telephone
or through a Telefacsimile System by a person purporting to be a Client
of the FTCI Insured or an authorized representative of the Client,
provided that the FTCI Insured receiving such request generally
maintains and follows during the Bond Period those recording and
verification procedures in place as of March 2001 and described to the
Underwriter as of such date.
4. DEFINITIONS, SECTION 1.S: With respect to the FTCI Insureds,
notwithstanding anything to the contrary in the definition of "Property"
set forth in Section 1.S of the Bond, "Property" as defined in Section
1.S shall be deemed to include jewelry, gems, tangible items of personal
property, and electronic data stored on media for use by computer
programs.
5. SECTION 2. EXCLUSIONS: With respect to FTCI Insureds, the following
additional exclusions are added to Section 2, Exclusions:
(1) Loss resulting directly or indirectly from Trading, with or without
the knowledge of the FTCI Insured, whether or not represented by an
indebtedness or balance shown to be due to FTCI Insured on any
customer's account, actual or fictitious, and notwithstanding any act
or omission on the part of any Employee in connection with any account
relating to such Trading, indebtedness, or balance, except when
covered under Insuring Agreements A, E or F;
(2) Loss of Property contained in customers' safe deposit boxes, except
when the FTCI Insured is legally liable therefor or the loss is
covered under Insuring Agreement A;
(3) (a) Loss through cashing or paying Forged or Altered travelers'
checks or travelers' checks bearing forged endorsements, except
when covered under Insuring Agreement A, and (b) loss of unsold
travelers' checks or unsold money orders placed in the custody of
the FTCI Insured with authority to sell, unless the Insured is
legally liable for such loss and such checks or money orders are
later paid or honored by the drawer thereof, except when covered
under Insuring Agreement A;
(4) Loss in the form of a shortage in any teller's cash due to error,
regardless of the amount of such shortage (and any shortage in any
teller's cash which is not in excess of the normal shortage in the
tellers' cash in the office where such shortage shall occur shall be
presumed to be due to error);
(5) Loss involving automated mechanical devices which, on behalf of the
FTCI Insured, disburse money, accept deposits, cash checks, drafts or
similar written instruments or make credit card loans unless (a) such
automated mechanical devices are situated within an office of a FTCI
Insured which is permanently staffed by an Employee whose duties are
those usually assigned to a teller, even though public access to such
devices is from outside the confines of such office, or (b) such
automated mechanical devices are not situated within an office covered
above, but in no event shall the Underwriter be liable under this Bond
for loss (including loss of Property):
(i) as a result of damage to such automated mechanical devices
situated within any office referred to in (a) above resulting
from vandalism or malicious mischief perpetrated from outside
such office; or
(ii) as a result of damage to such automated mechanical devices
situated on any premises referred to in (b) above resulting from
vandalism or malicious mischief, or
(iii) as a result of damage to the interior of that portion of a
building on any premises referred to in (b) above to which the
public has access resulting from vandalism or malicious mischief;
or
(iv) as a result of failure of such automated mechanical devices to
function properly; or
(v) through misplacement or mysterious unexplainable disappearance
while such Property is located within any such automated
mechanical devices, or
(vi) to any customer of a FTCI Insured or to any representative of
such customer while such person is on any premises referred to in
(b) above, or
(vii) as a result of the use of credit, debit, charge, access,
convenience, identification or other cards in gaining access to
such automated mechanical devices whether such cards were issued,
or purport to have been issued, by the FTCI Insured or by anyone
other than the FTCI Insured,
except when such loss is covered under Insuring Agreement A.
(6) Loss resulting directly or indirectly from the failure of a financial
or depository institution, or its receiver or liquidator, to pay or
deliver, on demand of the FTCI Insured, funds or Property of the FTCI
Insured held by it in any capacity, except when covered under Insuring
Agreements A or C;
(7) Loss resulting from or involving, directly or indirectly, any actual
or alleged seepage, pollution or contamination of any kind;
(8) Loss resulting from or involving, directly or indirectly, any actual
or alleged hazardous properties (including, but not limited to,
radiation, toxic or explosive properties) of nuclear material,
including but not limited to, the actual, alleged, threatened or
potential ionizing radiations or contamination by radioactivity from
nuclear fuel, nuclear waste or combustion of nuclear fuel, or the
radioactive, toxic, explosive or hazardous properties of any explosive
nuclear assembly or nuclear or nuclear component thereof.
It is further understood and agreed that as used in this Rider:
1. "Client" means any corporation, partnership, proprietor, trust or
individual having an account with a FTCI Insured and which has a
written agreement with the FTCI Insured for transfers of funds through
requests made by voice over the telephone or by Telefacsimile System.
2. "FTCI Insureds" shall mean Fiduciary Trust Company International
("FTCI"), and each of its direct and indirect wholly-owned
subsidiaries, including pension, profit-sharing or other benefit plans
established for employees of FTCI and such subsidiaries.
3. "Loans" shall mean all extensions of credit by a FTCI Insured(s) and
all transactions creating a creditor or lessor relationship in favor
of the FTCI Insured(s) and all transactions by which the FTCI
Insured(s) assumes an existing creditor or lessor relationship.
4. "Trading" means trading or other dealings in securities, commodities,
futures, options, foreign or federal funds, currencies, foreign
exchange and the like.
Except as above stated, nothing herein shall be held to alter, waiver or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 19
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
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EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the references in Section 13, Termination, to "not
less than sixty (60) days" shall be modified to read "not less than ninety
(90) days."
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 20
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration for the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in this
Bond (including Insuring Agreement I), this Bond does not cover any loss
resulting from any On-Line Redemption(s) or On-Line Purchase(s) involving an
aggregate amount in excess of $250,000 per shareholder account per day.
It is further understood and agreed that, notwithstanding the Limit of
Liability set forth herein or any other provision of this Bond, the Limit of
Liability with respect to any Single Loss caused by an On-Line Transaction
shall be Ten Million Dollars ($10,000,000) and the On-Line Deductible with
respect to Insuring Agreement I is Fifty Thousand Dollars ($50,000).
It is further understood and agreed that notwithstanding Section 8,
Non-Reduction and Non-Accumulation of Liability and Total Liability, or any
other provision of this Bond, the Aggregate Limit of Liability of the
Underwriter under this Bond with respect to any and all loss or losses caused
by On-Line Transactions shall be an aggregate of Ten Million Dollars
($10,000,000) for the Bond Period, irrespective of the total amount of such
loss or losses.
For purposes of this Rider, the following terms shall have the following
meanings:
"On-Line Purchase" means any purchase of shares issued by an Investment
Company, which purchase is requested by computer-to-computer transmissions
over the Internet (including any connected or associated intranet or
extranet) or utilizing modem or similar connections.
"On-Line Redemption" means any redemption of shares issued by an Investment
Company, which redemption is requested by computer-to computer transmissions
over the Internet (including any connected or associated intranet or
extranet) or utilizing modem or similar connections.
"On-Line Transaction" means any Phone/Electronic Transaction requested by
computer-to-computer transmissions over the Internet (including any connected
or associated intranet or extranet) or utilizing modem or similar
connections.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 21
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
Most property and casualty insurers, including ICI Mutual Insurance Company
("ICI Mutual"), are subject to the requirements of the Terrorism Risk
Insurance Act of 2002 (the "Act"). The Act establishes a Federal insurance
backstop under which ICI Mutual and these other insurers will be partially
reimbursed for future "INSURED LOSSES" resulting from certified "ACTS OF
TERRORISM." (Each of these BOLDED TERMS is defined by the Act.) The Act
also places certain disclosure and other obligations on ICI Mutual and these
other insurers.
Pursuant to the Act, any future losses to ICI Mutual caused by certified
"ACTS OF TERRORISM" will be partially reimbursed by the United States
government under a formula established by the Act. Under this formula, the
United States government will reimburse ICI Mutual for 90% of ICI Mutual's
"INSURED LOSSES" in excess of a statutorily established deductible until total
insured losses of all participating insurers reach $100 billion. If total
"insured losses" of all property and casualty insurers reach $100 billion
during any applicable period, the Act provides that the insurers will not be
liable under their policies for their portions of such losses that exceed
such amount. Amounts otherwise payable under this bond may be reduced as a
result.
This bond has no express exclusion for "ACTS OF TERRORISM." However,
coverage under this bond remains subject to all applicable terms, conditions
and limitations of the bond (including exclusions) that are permissible
under the Act. The portion of the premium that is attributable to any
coverage potentially available under the bond for "ACTS OF TERRORISM" is one
percent (1%).
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 22
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond it hereby understood
and agreed that notwithstanding anything to the contrary in Rider No. 1, no
Hedge Fund shall be deemed to be, or otherwise included as, an Insured for
purposes of Item 1 of the Declarations or otherwise under this Bond.
It is further understood and agreed that for purposes of this rider, a Hedge
Fund shall mean an investment company that is not registered under the
Investment Company Act of 1940 ("1940 Act") that may use various high-risk
strategies generally unavailable to investment companies registered under the
1940 Act, such as unlimited short positions, significant leverage, and
concentrated positions in securities of issuers.
For purposes of this rider the following shall not be considered to be Hedge
Funds:
Franklin US Long-Short Fund PLC
Templeton Global Long-Short Fund PLC
Mutual Recovery Fund, LTD
Franklin US Long-Short Fund LTD
Templeton Global Long-Short Fund LTD
At any time during the Bond period the Insured may submit to the Underwriter
underwriting information for any newly created Hedge Fund. Within 30 days
of receipt of all underwriting information, the Underwriter will notify the
Insured whether or not the newly created Hedge Fund will be exempt from the
above exclusion.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 23
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INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in Rider
1, Item 1 of the Declarations, Name of Insured, shall include the following:
Templeton Asset Management (India) Private Limited
Franklin Templeton Trustee Services Private Limited
Franklin Templeton Sealand Fund Management Company
It is further understood and agreed that with respect to any and all Losses
involving Templeton Asset Management (India) Private Limited, Templeton Trust
Services Private Limited and/or Franklin Templeton Sealand Fund Management
Company, the Aggregate Limit of Liability for the Bond Period shall be Twenty
Million Dollars ($20,000,000).
It is further understood and agreed that, in the event a Loss occurs with
respect to Templeton Asset Management (India) Private Limited, Templeton
Trust Services Private Limited or Franklin Templeton Sealand Fund Management
Company, the Insurer shall pay the proportionate amount of the Loss equal to
Franklin Resources, Inc.'s share of ownership in the same.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 24
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that:
1. At the written request of the named Insured, any payment in satisfaction of
loss covered by said bond involving money or other Property in which the
Pennsylvania State Employees' Retirement System has an interest shall be
paid by an instrument issued to that organization and the named Insured as
joint loss payees, subject to the following conditions and limitation:
A. The attached bond is for the sole use and benefit of the named Insured
as expressed herein. The organization named above shall not be
considered as an Insured under the bond, nor shall it otherwise have
any rights or benefits under said bond.
B. Notwithstanding any payment made under the terms of this rider or the
execution of more than one of such similar rider, the amount paid for
any one loss occurrence or otherwise in accordance with the terms of
this bond shall not exceed the limits of liability as set forth in the
Declarations Page.
C. Nothing herein is intended to alter the terms, conditions and
limitations of the bond.
2. Should this bond be canceled, reduced, non-renewed or restrictively
modified by the Underwriter, the Underwriter will endeavor to give thirty
(30) days advance notice to the organization named above, but failure to do
so shall not impair or delay the effectiveness of any such cancellation,
reduction, non-renewal, or restrictive modification, nor shall the
Underwriter be held liable in any way.
3. Should this bond be canceled or reduced at the request of the Insured, the
Underwriter will endeavor to notify the organization named above of such
cancellation or reduction, within 10 business days after receipt of such
request, but failure to do so shall not impair or delay the effectiveness
of such cancellation or reduction, nor shall the Underwriter be held liable
in any way.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 25
-------------------------------------------------------------------------------
INSURED BOND NUMBER
FRANKLIN RESOURCES, INC. 87170106B
-------------------------------------------------------------------------------
EFFECTIVE DATE BOND PERIOD AUTHORIZED
REPRESENTATIVE
JUNE 30, 2006 JUNE 30, 2006 TO JUNE 30, 2007 /s/ CATHERINE DALTON
===============================================================================
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that:
1.In the event that a loss is covered under more than one bond
issued to Franklin Resources, Inc. or any affiliates thereof
issued by ICI Mutual Insurance Company, the total liability of
ICI Mutual Insurance Company under all implicated bonds in
combination shall not exceed the applicable Limit of Liability of
the largest of the implicated bonds. In no event shall the
applicable Limits of Liability of each of the implicated bonds be
added together or otherwise combined to determine the total
liability of ICI Mutual Insurance Company.
Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.
CERTIFICATE OF SECRETARY
Franklin California Tax-Free Income Fund, Inc.
Franklin California Tax-Free Trust
Franklin Capital Growth Fund
Franklin Custodian Funds, Inc.
Franklin Federal Money Fund
Franklin Federal Tax-Free Income Fund
Franklin Floating Master Trust
Franklin Global Trust
Franklin Gold and Precious Metals Fund
Franklin High Income Trust
Franklin Investors Securities Trust
Franklin Managed Trust
Franklin Money Fund
Franklin Municipal Securities Trust
Franklin Mutual Recovery Fund
Franklin Mutual Series Fund, Inc.
Franklin New York Tax-Free Income Fund
Franklin New York Tax-Free Trust
Franklin Real Estate Securities Trust
Franklin Strategic Mortgage Portfolio
Franklin Strategic Series
Franklin Tax-Free Trust
Franklin Tax-Exempt Money Fund
Franklin Templeton Fund Allocator Series
Franklin Templeton Global Trust
Franklin Templeton International Trust
Franklin Templeton Limited Duration Income Trust
Franklin Templeton Money Fund Trust
Franklin Templeton Variable Insurance Products Trust
Franklin Universal Trust
Franklin Value Investors Trust
Institutional Fiduciary Trust
The Money Market Portfolios
I, Karen S. Skidmore,Vice President and Secretary or Assistant Secretary of
the above referenced investment companies (each, together with its respective
series, a "Fund" or "Trust") hereby certify that the following is a true and
correct copy of resolutions duly adopted by the Board of Directors/Trustees
of each Fund or Trust, including a majority of the Directors/Trustees who are
not "interested persons" of the Fund or Trust, as such term is defined in the
Investment Company Act of 1940, at the Regular Meetings of Directors/Trustees
of each Fund or Trust held on May 10, 2006 and May 11, 2006, and further
certify that said resolutions are in full force and effect in all respects,
subject in some cases to final approval by the Board of Directors/Trustees of
the minutes of such meetings:
RESOLVED, that after consideration of the value of the aggregate
assets of the Trust to which any covered person may have access,
the type and terms of the arrangements made for the custody and
safekeeping of such assets, and the nature of the securities in the
Trust's portfolio, among other factors, the existing fidelity bond
joint coverage for the Franklin Templeton Group of Funds and
Franklin Templeton non-Securities and Exchange Commission ("SEC")
registered funds in the amount of $210,000,000 obtained with the
ICI Mutual Insurance Company under arrangements providing for a
specifically allocated priority layer of $175,000,000 coverage for
the Trust and other members of the SEC registered Franklin
Templeton Group of Funds be continued, subject to ongoing review;
and
FURTHER RESOLVED, in accordance with the provisions of subparagraph
(e) of Rule 17g-1 under the Investment Company Act of 1940, and
after consideration of the number of other parties named as
insureds, the nature of the business activities of such other
parties, the amount of the joint insured bond, the amount of the
premium for such bond, the ratable allocation of the premium among
all parties named as insureds, and the extent to which the share of
the premium allocated to the Trust is less than the premium such
Trust would have had to pay if it had provided and maintained a
single insured bond, among other factors, the portion of the
premium for said Bond to be paid by this Trust, be and it hereby is
approved as to amount and shall be the portion of the allocable
premiums paid by all covered investment companies constituting the
Franklin Templeton Group of Funds equal to the percentage that the
Trust's assets represent in respect to assets of all of such
covered investment companies in the aggregate; and
FURTHER RESOLVED, that the existing Amended and Restated Allocation
Agreement between the Trust and the other covered persons under the
bond relating to the sharing of premiums and division of insurance
proceeds in the event of a joint fidelity loss, as required by
subparagraph (f) of Rule 17g-1, and reflecting the provisions of
said Bond, is hereby approved and continued; and
FURTHER RESOLVED, that the Secretary or any Assistant Secretary of
the Trust be, and he or she hereby is, authorized, empowered and
directed to make such filings with the U.S. Securities and Exchange
Commission as may be required from time to time pursuant to Rules
under the Investment Company Act of 1940.
/s/ Karen L. Skidmore
Karen L. Skidmore
Vice President and Secretary or
Assistant Secretary
Dated: August 2, 2006
CERTIFICATE OF SECRETARY OF
TEMPLETON GROWTH FUND, INC. ("TGF")
TEMPLETON FUNDS, INC. ("TFI")
Templeton World Fund ("TWF")
Templeton Foreign Fund ("TFF")
TEMPLETON GLOBAL SMALLER COMPANIES FUND ("TGSCF")
TEMPLETON INCOME TRUST ("TIT")
Templeton Global Bond Fund ("TGBF")
TEMPLETON DEVELOPING MARKETS TRUST ("TDMT")
TEMPLETON GLOBAL OPPORTUNITIES TRUST ("TGOT")
TEMPLETON INSTITUTIONAL FUNDS, INC. ("TIFI")
Foreign Equity Series ("FES")
Emerging Markets Series ("EMS")
Franklin Templeton Non-U.S. Core Equity Series ("NUSCES")
Foreign Smaller Companies Series ("FSCS")
TEMPLETON GLOBAL INVESTMENT TRUST ("TGIT")
Templeton International (Ex EM) Fund ("TIF")
Franklin Templeton Non-U.S. Dynamic Core Equity Fund ("NUSDCEF")
Templeton Income Fund (TINCF)
TEMPLETON CHINA WORLD FUND ("TCWF")
TEMPLETON EMERGING MARKETS FUND ("TEMF")
TEMPLETON GLOBAL INCOME FUND ("TGIF")
TEMPLETON EMERGING MARKETS INCOME FUND ("TEMIF")
TEMPLETON DRAGON FUND, INC. ("TDF")
TEMPLETON DRAGON FUND ("TDF-DST")
TEMPLETON RUSSIA AND EAST EUROPEAN FUND, INC. ("TRF")
I, Robert C. Rosselot, Secretary of the above referenced
investment companies (each, together with its respective series,
a "Fund"), hereby certify that the following is a true and
correct copy of resolutions duly adopted by the Board of
Directors/Trustees of each Fund, including a majority of the
Directors/Trustees who are not "interested persons" of the Fund,
as such term is defined in the Investment Company Act of 1940, at
the regular meetings of Directors/Trustees of each Fund held on
May 11, 2006, and further certify that said resolutions are in
full force and effect in all respects, subject to final approval
by the Board of Directors/Trustees of the minutes of such
meetings:
RESOLVED, that after consideration of the
value of the aggregate assets of each Fund to
which any covered person may have access, the
type and terms of the arrangements made for
the custody and safekeeping of such assets,
and the nature of the securities in each
Fund's portfolio, among other factors, the
existing fidelity bond joint coverage for the
Franklin Templeton Group of Funds and
Franklin Templeton non-Securities and
Exchange Commission ("SEC") registered funds
in the amount of $210,000,000 obtained with
the ICI Mutual Insurance Company under
arrangements providing for a specifically
allocated priority layer of $175,000,000
coverage for the Funds and other members of
the SEC registered Franklin Templeton Group
of Funds be continued, subject to a
deductible of $250,000 and ongoing review;
and it was further
RESOLVED, in accordance with the provisions
of subparagraph (e) of Rule 17g-1 under the
Investment Company Act of 1940, and after
consideration of the number of other parties
named as insureds, the nature of the business
activities of such other parties, the amount
of the joint insured bond, the amount of the
premium for such bond, the ratable allocation
of the premium among all parties named as
insureds, and the extent to which the share
of the premium allocated to each Fund is less
than the premium such Fund would have had to
pay if it had provided and maintained a
single insured bond, among other factors, the
portion of the premium for said Bond to be
paid by each Fund, be and it hereby is
approved as to the amount and shall be the
portion of the allocable premiums paid by all
covered investment companies constituting the
Franklin Templeton Group of Funds equal to
the percentage that each Fund's assets
represented in respect to assets of all of
such covered investment companies in the
aggregate; and it was further
RESOLVED, that the existing Amended and
Restated Allocation Agreement between the
Funds and the other covered persons under the
Bond, relating to the sharing of premiums and
division of insurance proceeds in the event
of a joint fidelity loss, as required by
subparagraph (f) of Rule 17g-1, and
reflecting the provisions of said Bond, is
hereby approved and continued; and it was
further
RESOLVED, that the Secretary or any Assistant
Secretary of the Funds be, and he or she
hereby is, authorized, empowered and directed
to make such filings with the U.S. Securities
and Exchange Commission as may be required
from time to time pursuant to Rules under the
Investment Company Act of 1940.
And it was further
RESOLVED, that the participation by each Fund
in the combined ICI Mutual Directors and
Officers/Errors and Omissions Liability
Insurance Policy in conjunction with other
members of the Franklin Templeton Group of
Funds, Franklin Resources and affiliates and
specified Franklin Templeton non-SEC
registered funds, is in the best interests of
each Fund; and it was further
RESOLVED, that existing combined ICI Mutual
Directors and Officers/Errors and Omissions
Liability Insurance coverage for the Funds
and other members of the Franklin Templeton
Group of Funds, Franklin Resources and
affiliates and Franklin Templeton non-SEC
funds be maintained at the current level of
$100,000,000, subject to an increased
deductible for indemnified losses to
$5,000,000 from $1,000,000; and it was further
RESOLVED, that the current layer of
$50,000,000 coverage available solely for the
benefit of the Independent Directors/Trustees
of the funds within the Franklin Templeton
Group of Funds as well as the additional
$10,000,000 coverage under the "Independent
Directors Safety Net Insurance Program"
provided under the combined ICI Mutual
Directors and Officers/Errors and Omissions
Liability Insurance, in addition to the
current $100,000,000 aggregate coverage be
maintained; and it was further
RESOLVED, that the proposed allocation to
each Fund of the premium for such policy as
presented to the meeting be and hereby is
approved as being fair and reasonable, based
upon each Fund's proportionate share of the
sum of the premiums that would have been paid
if such insurance coverage were purchased
separately by the insured parties, and in
compliance with the provisions of Rule
17d-1(d)(7) under the Investment Company Act
of 1940.
/s/ Robert C. Rosselot
Robert C. Rosselot
Secretary
DATED: July 24, 2006
FRANKLIN TEMPLETON GROUP OF FUNDS IN THE USA
ICI MUTUAL ALLOCATION
POLICY PERIOD OF JUNE 30, 2006 TO JUNE 30, 2007
BOND
TOTAL NET ASSETS AS PREMIUM
FUND NAME OF INSURED OF JUNE 30, 2000 ALLOCATION
-----------------------------------------------------------------------------------------
21 Franklin Floating Rate Master Series............$ 1,129,313,864 $ 3,577
132 Franklin Gold & Precious Metals Fund................1,195,058,138 3,785
134 Franklin Capital Growth Fund........................1,477,979,443 4,682
FRANKLIN HIGH INCOME TRUST (1)
105 AGE High Income Fund ...............................2,688,567,602 8,516
FRANKLIN CUSTODIAN FUNDS, INC. (5)
106 Franklin Growth Fund .............................2,337,634,272 7,405
107 Franklin Utilities Fund ..........................2,440,226,303 7,730
108 Franklin DynaTech Fund .............................682,119,562 2,161
109 Franklin Income Fund ............................42,977,930,069 136,136
110 Franklin US Government Securities Fund ............6,564,654,347 20,794
112 Franklin California Tax-Free Income Fund, Inc.....13,287,381,769 42,089
115 Franklin New York Tax-Free Income Fund.............4,808,672,298 15,232
116 Franklin Federal Tax-Free Income Fund .............7,034,951,992 22,284
FRANKLIN TAX-FREE TRUST (25)
118 Franklin Massachusetts Insured Tax-Free Income Fund 500,438,610 1,585
119 Franklin Michigan Insured Tax-Free Income Fund ...1,389,082,103 4,400
120 Franklin Minnesota Insured Tax-Free Income Fund ....581,866,023 1,843
121 Franklin Insured Tax-Free Income Fund .............1,943,491,642 6,156
122 Franklin Ohio Insured Tax-Free Income Fund ........1,093,172,577 3,463
123 Franklin Double Tax-Free Income Fund ................428,972,797 1,359
126 Franklin Arizona Tax-Free Income Fund ...............950,694,414 3,011
127 Franklin Colorado Tax-Free Income Fund ..............433,711,862 1,374
128 Franklin Georgia Tax-Free Income Fund ...............251,489,978 797
129 Franklin Pennsylvaina Tax-Free Income Fund...........846,601,678 2,682
130 Franklin High Yield Tax-Free Income Fund ..........5,963,187,114 18,889
154 Franklin Federal Limited Term Tax-Free Income..... 21,738,253 69
160 Franklin Missouri Tax-Free Income Fund ..............630,555,522 1,997
161 Franklin Oregon Tax-Free Income Fund.................710,360,277 2,250
163 Franklin Virginia Tax-Free Income Fund ..............529,251,384 1,676
164 Franklin Alabama Tax-Free Income Fund ...............268,162,652 849
165 Franklin Florida Tax-Free Income Fund .............1,710,925,918 5,419
166 Franklin Connecticut Tax-Free Income Fund ..........326,861,776 1,035
168 Franklin Louisiana Tax-Free Income Fund ............216,058,132 684
169 Franklin Maryland Tax-Free Income Fund .............438,950,903 1,390
170 Franklin North Carolina Tax-Free Income Fund .......643,827,484 2,039
171 Franklin New Jersey Tax-Free Income Fund .........1,120,471,301 3,549
172 Franklin Kentucky Tax-Free Income Fund .............132,646,317 420
174 Franklin Federal Intermediate-Term
Tax-Free Income Fund.................................571,140,143 1,809
178 Franklin Florida Insured Tax-Free Income Fund ......166,670,719 528
FRANKLIN CALIFORNIA TAX-FREE TRUST (4)
124 Franklin Calif. Insured Tax-Free Income Fund .....1,954,307,944 6,190
125 Franklin Calif. Tax-Exempt Money Fund ..............612,511,805 1,940
152 Franklin Calif. Intermediate-Term Tax-Free
Income Fund..........................................489,242,042 1,550
155 Franklin Calif. Limited Term Tax-Free Income
Fund..................................................11,120,445 35
FRANKLIN NEW YORK TAX-FREE TRUST (4)
131 Franklin New York Tax -Exempt Money Fund..............62,183,529 197
153 Franklin New York Intermediate-Term Tax-Free
Income Fund..........................................231,162,689 732
156 Franklin New York Limited Tax-Free Income Fund. .......8,707,347 28
181 Franklin New York Insured Tax-Free Income Fund .....362,481,829 1,148
FRANKLIN GLOBAL TRUST (9)
60 Fiduciary European Smaller Companies Fund.............35,846,465 114
64 Fiduciary Large Capitalization Growth and
Income Fund...........................................92,628,681 293
66 Fiduciary Small Capitalization Equity Fund............40,051,725 127
67 Franklin Templeton High Income Fund................... 7,059,954 22
664 Franklin Templeton Core Plus Fixed Income Fund........98,836,871 313
667 Franklin Templeton Core Fixed Income Fund........... 20,037,384 63
681 Franklin Intl Smaller Co. Growth Fund.................47,557,614 151
699 Franklin Templeton Emerging Market Debt
Opportunities Fund.....................................6,470,660 20
495 Franklin Global Real Estate Fund.......................5,250,672 17
FRANKLIN INVESTORS SECURITIES TRUST (8)
136 Franklin Limited Maturity U.S. Govt
Securities Fund .....................................244,563,086 775
137 Franklin Convertible Securities Fund.................927,139,772 2,937
138 Franklin Adjustable U.S. Government Secs Fund ......442,925,911 1,403
139 Franklin Equity Income Fund..........................901,339,086 2,855
401 Franklin Low Duration Total Return Fund...............10,240,547 32
423 Franklin Real Return Fund.......................... .48,714,804 154
460 Franklin Total Return Fund...........................639,839,677 2,027
489 Franklin Floating Rate Daily Access Fund...........2,336,692,843 7,402
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST (22)
714 Franklin Zero-Coupon Fund - 2010.....................121,471,893 385
715 Templeton Global Asset Allocation Fund...............316,328,572 1,002
717 Templeton Developing Markets Securities Fund.......1,438,028,039 4,555
719 Templeton Foreign Securities Fund..................3,070,710,439 9,727
721 Franklin Large Cap Growth Securities Fund............653,290,525 2,069
723 Franklin Small Mid-Cap Growth Fund.................1,308,120,542 4,144
728 Franklin Large Cap Value Securities Fund.............15,484,484 49
729 Franklin Flex Cap Growth Securities Fund.............50,995,416 162
739 Templeton Growth Securities Fund .................2,578,678,974 8,168
741 Templeton Global Income Securities Fund..............187,640,491 594
743 Mutual Shares Securities Fund......................4,228,353,541 13,394
745 Franklin Money Market Fund ..........................42,860,133 136
753 Mutual Discovery Securities Fund...................1,147,184,591 3,634
755 Franklin Global Communications Securities Fund.......187,205,559 593
767 Franklin Growth & Income Securities Fund.............690,114,251 2,186
769 Franklin Income Securities Fund ..................4,032,013,866 12,772
771 Franklin Real Estate Fund ........................1,495,933,237 4,738
773 Franklin Rising Dividends Securities Fund..........1,867,977,646 5,917
-
775 Franklin Small Cap Value Securities Fund.......... 1,174,113,604 3,719
777 Franklin High Income Fund............................211,661,052 670
779 Franklin Strategic Income Securities Fund......... .810,123,607 2,566
-
781 Franklin U.S. Gov't Fund ...........................558,795,047 1,770
FRANKLIN MUNICIPAL SECURITIES TRUST (2)
175 Franklin CA High Yield Municipal Fund ............1,304,360,161 4,132
420 Franklin TN Municipal Bond Fund ....................148,868,888 472
FRANKLIN MANAGED TRUST (1)
158 Franklin Rising Dividends Fund.....................2,473,890,548 7,836
FRANKLIN TEMPLETON LIMITED DURATION INCOME TRUST (1)
472 Franklin Templeton Limited Duration Income Trust.....371,401,819 1,176
FRANKLIN TEMPLETON INTERNATIONAL TRUST (2)
191 Templeton Foreign Smaller Companies Fund.............401,856,035 1,273
467 Templeton Global Long - Short Fund...................158,494,127 502
FRANKLIN STRATEGIC SERIES (12)
180 Franklin Flex Cap Growth Fund ....................2,818,203,456 8,927
194 Franklin Strategic Income Fund ...................1,522,428,124 4,822
197 Franklin Global Communications Fund...................75,058,749 238
198 Franklin Small-Mid Cap Growth Fund ...............7,504,666,897 23,772
199 Franklin Global Healthcare Fund ....................138,316,856 438
402 Franklin Biotechnology Discovery Fund ..............461,703,866 1,462
403 Franklin Natural Resources Fund......................493,244,477 1,562
404 Franklin U.S. Long-Short Fund.........................40,386,873 128
462 Franklin Aggressive Growth Fund......................226,396,871 717
463 Franklin Technology Fund.................. 48,241,957 153
465 Franklin Small Cap Growth Fund II..................1,193,817,063 3,782
483 Franklin Blue Chip Fund ............................208,860,852 662
FRANKLIN VALUE INVESTORS TRUST (5)
150 Franklin Balance Sheet Investment Fund.............5,045,711,219 15,983
189 Franklin MicroCap Value Fund.........................482,767,739 1,529
422 Franklin MidCapValue Fund.............................39,870,806
480 Franklin Large Cap Value Fund........................256,705,336 813
482 Franklin Small Cap Value Fund......................1,074,515,557 3,404
2 Franklin Universal Trust ...........................190,040,106 602
111 Franklin Money Fund ...............................1,692,994,788 5,363
113 Franklin Federal Money Fund...........................93,824,453 297
114 Franklin Tax-Exempt Money Fund ....................181,718,595 576
157 Franklin Strategic Mortgage Portfolio ..............293,871,087 931
192 Franklin Real Estate Securities Trust .............1,051,592,467 3,331
193 Franklin Stable Value Fund...........................226,655,435 718
FRANKLIN TEMPLETON MONEY FUND TRUST (1)
311 Franklin Templeton Money Fund ............... .....144,556,665 458
INSTITUTIONAL FIDUCIARY TRUST (4)
140 Money Market Portfolio ...........................2,994,692,099 9,486
149 Franklin Cash Reserves Fund ........................142,039,302 450
440 Franklin Structured Large Cap Growth Equity Fund .....2,882,875 9
441 Franklin Structured Large Cap Core Equity Fund ........3,203,297 10
FRANKLIN TEMPLETON FUND ALLOCATOR SERIES (6) (FTFAS)
185 Franklin Templeton Perspectives Allocation Fund......208,264,223 660
470 Franklin Templeton Corefolio Allocation Fund.........618,881,959 1,960
481 Franklin Templeton Founding Funds Allocation
Fund...............................................8,629,552,062 27,335
484 Franklin Templeton Conservative Target Fund..........263,389,426 834
485 Franklin Templeton Moderate Target Fund..............525,224,589 1,664
486 Franklin Templeton Growth Target Fund............ ..423,184,632 1,340
THE MONEY MARKET PORFOLIOS (2) (TMMP)
184 Money Market Portfolio ...........................4,970,667,136 15,745
186 US Gov't Secs Money Mkt Portfolio ...................93,640,621 297
FRANKLIN TEMPLETON GLOBAL TRUST (1)
412 F/T - Hard Currency Fund ...........................319,904,118 1,013
TEMPLETON FUNDS, INC. (2)
102 Templeton World Fund ..............................8,877,210,624 28,119
104 Templeton Foreign Fund ...........................18,618,218,903 58,975
471 Franklin Mutual Recovery Fund........................256,173,450 811
TEMPLETON FUNDS, INC. (5)
101 Templeton Growth Fund, Inc. ......................29,991,027,644 94,999
103 Templeton Global Smaller Companies Fund............1,238,649,865 3,924
188 Templeton China World Fund..................... 609,803,516 1,932
415 Templeton Global Opportunities Trust.................439,335,469 1,392
711 Templeton Developing Markets Trust ................5,081,517,720 16,096
TEMPLETON INCOME TRUST (1)
406 Templeton Global Bond Fund............................2,492,775,261 7,896
TEMPLETON GLOBAL INVESTMENT TRUST (4)
419 Templeton International Fund..........................84,789,205 269
425 Templeton Income Fund................................168,875,260 535
652 Franklin Templeton Non U.S. Dynamic Core
Equity Fund............................................3,080,726 10
405 Templeton BRIC Fund.............. ..................20,172,089 64
TEMPLETON INSTITUTIONAL FUNDS, INC. (4)
454 Foreign Equity Series............................ 6,323,102,090 20,029
456 Emerging Markets Series............................2,801,483,246 8,874
458 Foreign Smaller Companies Series.....................142,743,175 452
459 Franklin Templeton Non-U.S. Core Equity Serires........3,155,552 10
911 Templeton Emerging Markets Fund .....................351,098,096 1,112
946 Templeton Global Income Fund..................... .1,149,986,865 3,643
337 Templeton Russia & Eastern European Fund, Inc........279,511,615 885
555 Templeton Emerging Markets Income Fund...............662,014,351 2,097
581 Templeton Dragon Fund, Inc...........................859,024,708 2,721
FRANKLIN MUTUAL SERIES FUND INC. (6)
474 Mutual Shares Fund................................17,694,822,207 56,050
475 Mutual Qualified Fund............................. 5,113,814,387 16,198
476 Mutual Beacon Fund.................................6,227,657,740 19,727
477 Mutual Discovery Fund.............................10,274,325,932 32,545
478 Mutual European Fund ..............................2,005,778,578 6,353
479 Mutual Financial Services Fund.......................871,207,082 2,760
TOTAL $ 316,520,721,696 $ 1,002,604
TOTAL ANNUAL PREMIUM FOR USA $ 1,432,292
PREMIUM ALLOCATED TO FUNDS $ 1,002,604
ICI DOMESTIC
CORPORATE ENTITIES FOR FUNDS BOND
---------------------------- ------------
Franklin Advisors Services, LLC 13,813,475,798 15,176
Franklin Advisers, Inc. 173,583,574,196 190,703
Franklin Investment Advisory Services LLC 2,337,634,272 2,568
Franklin Mutual Advisors LLC 45,485,870,626 49,972
Templeton Asset Management, Ltd. 10,979,327,534 12,062
Templeton Global Advisors Limited 29,174,949,416 32,052
Templeton Investment Counsel, LLC 40,954,440,421 44,994
Franklin Templeton Alternative Strategies, Inc. 6,236,278 7
BOND
FUND NAME OF INSURED TOTAL NET ASSETS PREMIUM
AS OF JUNE 30, 2006 ALLOCATION
-------------------------------------------------------------------------------------------
Fiduciary International Inc. 173,491,823 191
Franklin Templeton Institutional LLC 5,250,672 6
Franklin Templeton Investment Management, Limited 6,470,660 7
316,520,721,696
CORPORATE ENTITIES FOR SEPARATE ACCOUNTS
Fiduciary Trust International of Delaware 43,080,672,171 47,329
Franklin Advisers, Inc. 2,882,473,402 3,167
Franklin Mutual Advisors, LLC. 90,675,326 100
Franklin Templeton Alternative Strategies Inc. 179,204,683 197
Franklin Templeton Institutional LLC 96,608,695 106
Templeton Asset Management, Ltd. 1,900,940,913 2,088
Templeton Global Advisors, Ltd. 3,467,187,994 3,809
Templeton Investment Counsel, LLC 16,846,815,020 18,508
Templeton Portfolio Advisors 6,049,292,796 6,646
74,593,871,001
TOTAL $ 391,114,592,697 $ 429,688
PREMIUM ALLOCATED TO ADVISERS $ 429,688
AMENDED AND RESTATED ALLOCATION AGREEMENT
This Amended and Restated Allocation Agreement ("Agreement") is made as of
the 8th day of September, 2006, by and among the U.S. Funds listed on
Schedule A (hereafter collectively referred to as the "U.S. Funds") and the
Non-U.S. Funds on Schedule B (hereafter collectively referred to as the
"Non-U.S. Funds") and the Non-Funds on Schedule C (hereafter collectively
referred to as the "Non-Funds"). The U.S. Funds and Non-U.S. Funds are
hereafter collectively referred to as the "Funds". The entities listed on
Schedules A, B & C herein collectively referred to as the "Insured."
THIS AGREEMENT is entered into under the following circumstances:
A. Section 17(g) of the Investment Company Act of 1940 (the "Act")
provides that the Securities and Exchange Commission ("SEC") is
authorized to require that the officers and employees of registered
management investment companies be bonded against larceny and
embezzlement, and the SEC has promulgated rules and regulations
dealing with this subject ("Rule 17g-1");
B. The Insureds are named as joint insureds under the terms of certain
bonds or policies of insurance which insure against larceny and
embezzlement of officers and employees;
C. A majority of those members of the Board of Directors/Trustees of
each of the U.S. Funds, who are not "interested persons" are
defined by Section 2(a) (19) of the Act, have given due
consideration to all factors relevant to the form, amount and
apportionment of premiums and recoveries on such joint insured
bonds and each such Board of Directors/Trustees of each Fund has
approved the term and amount of bonds, the portion of the premium
payable by that party, and the manner in which recovery of said
bonds, if any, shall be shared by and among the parties hereto as
hereinafter set forth; and
D. The Insureds now desire to enter into the agreement required by
Rule 17g-1(f) to establish the manner in which payment of premiums
and recovery on said fidelity bonds, if any, shall be shared.
NOW, THEREFORE, IT IS HEREBY AGREED by and among the parties as follows:
1. PAYMENT OF PREMIUMS:
The premium shall be allocated between the Insured in accordance
with the requirements of 17g-1 (e). The portion of the premium
which is allocated to the Funds shall be divided among the Funds as
follows: Each Fund shall pay that percentage of each premium when
due under the bonds which is derived by a fraction, (i) the
denominator of which is the total assets of all of the Funds
combined at the time any premium is due, and (ii) the numerator of
which is the total assets of each of the Funds individually at the
time any premium is due.
2. ALLOCATION OF RECOVERIES:
(a) If more than one of the parties hereto is damaged in a single
loss for which recovery is received under the bonds, each such
party shall receive that portion of the recovery which
represents the loss sustained by that party, unless the
recovery is inadequate fully to indemnify each such party
sustaining a loss.
(b) If the recovery is inadequate fully to indemnify each such
party sustaining a loss, the recovery shall be allocated among
such parties in the following order:
(i) Each Insured sustaining a loss shall be allocated an
amount equal to the lesser of its actual loss or an
amount in the proportion that each such Insured's last
payment of premium bears to the sum of the last such
premium payments of all such Insureds, except that if
this allocation would result in any U.S. Fund, including
those Fund(s) created during the policy term that have
paid no premium as provided for in paragraph 4 of this
Agreement, receiving less than the minimum amount of bond
which would be required to be maintained by such party
under a single insured bond (determined as of the time of
the loss) in accordance with the provision of Rule
17g-1(d)(1), then first from the share allocated to the
non-U.S. Funds and non-Funds, sufficient monies shall be
re-allocated to the U.S. Funds to bring the share of each
U.S. Fund up to the minimum amount of bond which would be
required to be maintained by such party under a single
insured bond (determined as of the time of the loss). To
the extent this reallocation from non-U.S. Funds and
non-Funds to U.S. Funds is still insufficient to bring
the share of each U.S. Fund up to the minimum amount of
bond which would be required, then second from the share
allocated to U.S. Funds sufficient monies will be
reallocated to the U.S. Funds to bring the share of each
U.S. Fund up to minimum amount of bond which would be
required to be maintained by such party under a single
insured bond (determined as of the time of loss). The
basis of each reallocation from non-U.S. Funds and
non-Funds to U.S. Funds shall be the proportion that each
such non-U.S. Fund's and non-Fund's last payment of
premium bears to the sum of the last such premium
payments of all such non-U.S. Funds and non-Funds. The
basis of such reallocation from U.S. Funds to U.S. Funds
shall be the proportion that each such U.S. Fund's last
payment of premium bears to the last such premium
payments of all such U.S. Funds.
(ii) The remaining portion of the proceeds shall be allocated
to each party sustaining a loss not fully covered by the
allocation under subparagraph (i) in the proportion that
each such party's last payment of premium bears to the
sum of the last such premium payment of all such
parties. If such allocation would result in any party
sustaining a loss receiving a portion of the recovery in
excess of the loss actually sustained by such party, the
aggregate of each excess portions shall be allocated
among the other parties whose losses would not be fully
indemnified in the same portion of each such party's last
payment of premium bears to the sum of the last such
premium payments of all parties entitled to receive a
share of the excess. Any allocation in excess of a loss
actually sustained by any such party shall be reallocated
in the same manner.
3. OBLIGATION TO MAINTAIN MINIMUM COVERAGE:
Each of the U.S. Funds represents and warrants to each of the other
parties hereto that the minimum amount of coverage required of it
by Rule 17g-1 as of the date hereof is as reflected in the schedule
attached hereto. Each of the U.S. Funds agrees that it will
determine, no less often than at the end of each calendar quarter,
the minimum amount of coverage which would be required of it by
Rule 17g-1 (d)(1) if a determination with respect to the adequacy
of the coverage were currently being made. In the event that the
total amount of the minimum coverages thus determined exceeds the
total amount of coverage of then effective bonds, the Boards of
each of the U.S. Funds will be notified and will determine whether
it is necessary or appropriate to increase the total amount of
coverage of the bonds to an amount not less than the total amount
of such minimums, or to secure such excess coverage for one or more
of the parties hereto, which, when added to the total coverage of
the bonds, will equal an amount not less than the total amount of
such minimums. Unless a U.S. Fund elects to terminate this
Agreement (pursuant to paragraph 4) and its participation in the
joint-insured bonds, each Fund agrees to pay its fair (taking into
account all of the then existing circumstances) portion of the new
or additional premium.
4. The parties agree that during the policy term any newly created
Fund(s) or non-Fund(s) can be added as joint Insured on said
fidelity bonds. The newly created Insured will not be required to
pay any premium during the current policy term, unless, pursuant to
paragraph 3 of this Agreement, an increase in the total amount of
coverage is required. The newly created Insured agrees to pay its
proportionate share of any new or additional premium, as outlined
in paragraph 3 to this Agreement, and to be bound by all other
terms and conditions of this Agreement.
5. This Agreement shall apply to the present fidelity bond coverage
and any renewal or replacement thereof and shall continue until
terminated by any party hereto upon the giving of not less than
sixty days notice to the other parties hereto in writing.
6. The parties hereby agree that the proper officers of the Insured
are authorized to execute this Agreement, and any amendments
thereto reflect newly created Insured, on behalf of the parties to
this Agreement.
7. This Agreement may be executed simultaneously in two or more
counterparts, all of which taken together shall constitute one and
the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.
Franklin California Tax-Free Income Fund, Inc.
Franklin California Tax-Free Trust
Franklin Capital Growth Fund
Franklin Custodian Funds, Inc.
Franklin Federal Money Fund
Franklin Federal Tax-Free Income Fund
Franklin Floating Rate Master Trust
Franklin Global Trust
Franklin Gold and Precious Metals Fund
Franklin High Income Trust
Franklin Investors Securities Trust
Franklin Managed Trust
Franklin Money Fund
Franklin Municipal Securities Trust
Franklin Mutual Recovery Fund
Franklin Mutual Series Fund, Inc.
Franklin New York Tax-Free Income Fund
Franklin New York Tax-Free Trust
Franklin Real Estate Securities Trust
Franklin Strategic Mortgage Portfolio
Franklin Strategic Series
Franklin Tax-Free Trust
Franklin Tax-Exempt Money Fund
Franklin Templeton Fund Allocator Series
Franklin Templeton Global Trust
Franklin Templeton International Trust
Franklin Templeton Limited Duration Income Trust
Franklin Templeton Money Fund Trust
Franklin Templeton Variable Insurance Products Trust
Franklin Universal Trust
Franklin Value Investors Trust
Institutional Fiduciary Trust
The Money Market Portfolios
Templeton Growth Fund, Inc.
Templeton Funds, Inc.
Templeton Global Smaller Companies Fund
Templeton Income Trust
Templeton Developing Markets Trust
Templeton Global Opportunities Trust
Templeton Institutional Funds, Inc.
Templeton Global Investment Trust
Templeton China World Fund
Templeton Emerging Markets Fund
Templeton Global Income Fund
Templeton Emerging Markets Income Fund
Templeton Dragon Fund, Inc.
Templeton Dragon Fund
Templeton Russia and East European Fund, Inc.
Bank of China (Hong Kong) Guaranteed Fund
Franklin India Smaller Companies Fund (FISCF)
Franklin India Taxshield 96
Franklin India Taxshield 97
Franklin India Taxshield 98
Franklin India Taxshield 99
Franklin Templeton Fixed Tenure - Series II - 60 Months Plan
Franklin Templeton Fixed Tenure Fund - Series 1
Franklin Templeton Fixed Tenure Fund - Series III - 36 Month
Franklin Templeton Fixed Tenure Fund - series V - 13 months
Franklin Templeton Fixed Tenure Fund- Series IV - 60 Months
Franklin Templeton Korea-China Hybrid Fund 2
Franklin Templeton Korea-China Hybrid Fund 3
Franklin Templeton Private Placed Hybrid Fund 5 (5771)
Franklin Templeton Separate Taxation Hybrid Bond 1
Franklin Templeton Shinjong Separate Taxation Hybrid Series
Templeton Asia Fund
Templeton Global Growth Australian
Templeton Growth Long Term 1
Templeton Private Placed Bond Fund B-1 (4814)
Templeton Private Placed Bond Fund B-10 (4823)
Templeton Private Placed Bond Fund B-11 (4824)
Templeton Private Placed Bond Fund B-12 (4825)
Templeton Private Placed Bond Fund B-13 (4826)
Templeton Private Placed Bond Fund B-14 (4827)
Templeton Private Placed Bond Fund B-2 (4815)
Templeton Private Placed Bond Fund B-3 (4816)
Templeton Private Placed Bond Fund B-4 (4817)
Templeton Private Placed Bond Fund B-7 (4820)
Templeton Private Placed Bond Fund B-8 (4821)
Templeton Private Placed Bond Fund B-9 (4822)
Templeton Separate Tax Government Bond A-2
Templeton Separate Tax Government Bond B-1
Templeton Separate Tax Government Bond B-2
Templeton Separate Tax Government Bond B-3
Templeton Separate Tax Government Bond B-4
Templeton Separate Tax Hybrid A-1
Templeton Shinjong Separate Taxation Hybrid Fund A-2 (5966)
Templeton Shinjong Separate Taxation Series B5 (4805)
Templeton Retirement Equity Trust Fund
Franklin Templeton European Real Estate Fund of Funds
Templeton Emerging Markets Investment Trust
Bradesco Templeton Fundo De Valor E Liquidez Fia
Bradesco Templeton Fundo De Valor E Liquidez Fia 2
Columbus Growth Open-End Equity 1
Fiduciary Global Bond Fund
Franklin MPF US Equity Fund
Franklin Automatic Rebalancing Equity Fund (5999)
Franklin Equity Fund 1 (5989)
Franklin Floating Rate Fund PLC
Franklin FMCG Fund
Franklin India Balanced Fund (FIBF)
Franklin India Bluechip Fund
Franklin India Flexi Cap Fund
Franklin India Growth Fund
Franklin India Index Fund (FIIF)
Franklin India Index Tax Fund
Franklin India International Fund
Franklin India Prima Fund
Franklin India Prima Plus
Franklin India Taxshield
Franklin Infotech Fund
Franklin Internet Opportunities Fund
Franklin Pharma Fund
Franklin Private Placement Balanced Fund (6301)
Franklin Templeton Balanced Fund
Franklin Templeton Balanced Fund of Funds (6105)
Franklin Templeton Frontier Emerging Markets Debt Fund
Franklin Templeton Global Equity Fund of Funds (6005)
Franklin Templeton Global Private Placed Fund Of Funds 1 (62
Franklin Templeton Income Hybrid Fund 1 (5968)
Franklin Templeton Japan Equity Growth Fund
Franklin Templeton Japan Master Fund
Franklin Templeton Japan P(Private Placement) Mother Fund
Franklin Templeton MPF Japan Equity Fund
Franklin Templeton Pe Ration Fund
Franklin Templeton Private Placed Bond Fund 8 (4813)
Franklin Templeton Private Placed Bond Fund 9 (4710)
Franklin Templeton Private Placed Bond Fund Series 1 (4805)
Franklin Templeton Private Placed Hybrid Fund 6 (5772)
Franklin Templeton Private Placed Hybrid Fund 7 (5773)
Franklin Templeton Private Placed Hybrid10 (5861)
Franklin Templeton Private Placed Hybrid11 (5862)
Franklin Templeton Private Placed Hybrid8 (5898)
Franklin Templeton Shinjong Separate Taxation Hybrid Series
Franklin Templeton US Government Securities II Ltd
FT India Life Stage 40S Fund
FT India Life Stage 50S Fund
FT India Index Fund BSE Sensex Plan
FT India Life Stage 20S Fund
FT India Life Stage 30S Fund
FT India Life Stage 50S Plus Fund - Floating Rate Plan
FT India Monthly Income Plan A
FTF - Asian Equity Fund
FTF - China Fund
FTF - Emerging Markets Fund
FTF - European Equity Fund
FTF - Franklin High Yield Bond Fund
FTF - Franklin Life Sciences Discovery Fund
FTF - Franklin U.S. Aggressive Growth Fund
FTF - Franklin U.S. Government Fund
FTF - Franklin Income Fund
FTF - Global Balanced Fund
FTF - Global Bond Fund
FTF - Global Equity Fund
FTF - Global Equity Income Fund
FTF - Global Smaller Companies Fund
FTF - Japan Fund
FTF - Korea Fund
FTF - Mutual Beacon Fund
FTF - Thailand Fund
G-1 Santa Claus 98 Short Term Bond Fund 1 (425a)
One Million Job Equity 1 (Korea)
Santa Claus Customized Institutional Bond Fund 1 (4371)
Santa Claus Long Term Bond Fund 4 (4303)
Santa Claus Long Term Bond Fund 5 (4304)
Santa Claus New High Yield D 12-1 (5801)
Santa Claus New High Yield D 6-1 (5811)
Santa Claus New Long Term Bond Fund 1 (4311)
Templeton 98 Short Term Bond Fund 1
Templeton Balanced 20 Bond Hybrid Fund 1 (5987)
Templeton Balanced 30 Bond Hybrid Fund 1
Templeton Balanced 50 Equity Hybrid Fund 2 (5985)
Templeton Balanced Equity 1 (Korea)
Templeton Best Govt Bond A-1
Templeton Best Sinjong MMF A-1
Templeton Diamond Bond Fund 1
Templeton Equity 1 (Korea)
Templeton Floating Rate Income Fund - Long Term (TFIF)
Templeton Floating Rate Income Fund (TFIF)
Templeton Global Bond B-1 A
Templeton Global Smaller Companies Fund (AUS$)
Templeton Global Trust Fund
Templeton Gold Government Bond Fund 1
Templeton Gold Growth Equity 1 (Korea)
Templeton Gold RSP Bond B-1
Templeton Gold RSP Equity Fund 1 (5991)
Templeton Gold RSP Hybrid Fund B-1
Templeton Growth Equity Fund 1 (Korea)
Templeton Growth Equity Fund 2 (Korea)
Templeton Growth Equity Fund 3 (Korea) (5223)
Templeton Growth Equity Fund 6 (Korea) (5224)
Templeton Hybrid Fund 1 (5965)
Templeton India Children's Asset Plan
Templeton India Children's Asset Plan - Gift
Templeton India Equity Fund
Templeton India Government Securities Fund
Templeton India Government Securities Fund Treasury Plan
Templeton India Government Securities Long Term Portfolio
Templeton India Growth Fund
Templeton India Income Builder Account Plan A
Templeton India Income Fund
Templeton India Liquid Plus Fund
Templeton India Money Market Account
Templeton India Pension Plan
Templeton India Short-Term Income Plan
Templeton India Treasury Management Account
Templeton Long Term Housing Plan Hybrid Fund 1 (5992)
Templeton Monthly Income Plan - Half Yearly Dividend and Growth Plan
Templeton Monthly Income Plan - Monthly and Quarterly Dividend Plan
Templeton MPF - Asian Balanced Fund
Templeton MPF - Global Bond Fund
Templeton MPF - Global Equity Fund
Templeton MPF Asian Pacific Equity Fund
Templeton MPF European Equity Fund
Templeton MPF Hong Kong Value Fund
Templeton Private Placed Equity Series Fund 10 (5781)
Templeton Private Placed Equity Series Fund 9 (5899)
Templeton Shinjong Separate Taxation Government Bond Series
Templeton Shinjong Separate Taxation Hybrid A-3 (5993)
Vision 21C Templeton Growth Equity 1 (Korea)
Bissett All Canadian Focus Corporate Class
Bissett All Canadian Focus Fund
Bissett Bond Corporate Class
Bissett Bond Fund
Bissett Canadian Balanced Fund
Bissett Canadian Equity Corporate Class
Bissett Canadian Equity Fund
Bissett Canadian Short Term Bond
Bissett Dividend Income Fund
Bissett Income Fund
Bissett Income Trust Fund
Bissett Income Trust Trust & Dividend Fund
Bissett International Equity Fund
Bissett Large Cap Fund
Bissett Microcap Fund
Bissett Multinational Growth Corporate Class
Bissett Multinational Growth Fund
Bissett Small Cap Corporate Class
Bissett Small Cap Fund
Franklin Flex Cap Growth Corporate Class
Franklin Flex Cap Growth Fund - Canada
Franklin High Income Fund
Franklin Japan Corporate Class
Franklin Strategic Income Fund
Franklin Technology Corporate Class
Franklin Technology Fund - Canada
Franklin Templeton Global Growth Corporate Class Portfolio
Franklin Templeton Balanced Growth Corporate Class Portfolio
Franklin Templeton Balanced Growth Portfolio
Franklin Templeton Balanced Income Corporate Class Portfolio
Franklin Templeton Balanced Income Portfolio
Franklin Templeton Canadian Growth Corporate Class Portfolio
Franklin Templeton Canadian Growth Portfolio
Franklin Templeton Canadian Small Cap Fund
Franklin Templeton Diversified Income Corporate Class Portfolio
Franklin Templeton Diversified Income Portfolio
Franklin Templeton Global Growth Portfolio
Franklin Templeton Growth Corporate Class Portfolio
Franklin Templeton Growth Portfolio
Franklin Templeton Maximum Growth Corporate Class Portfolio
Franklin Templeton Maximum Growth Portfolio
Franklin Templeton Money Market Corporate Class
Franklin Templeton Money Market Fund
Franklin Templeton Treasury Bill Fund
Franklin Templeton US Money Market Corporate Class
Franklin Templeton US Money Market Fund - Canada
Franklin Templeton US Rising Dividend Corporate Class
Franklin Templeton US Rising Dividends Fund
Franklin U.S. Large Cap Growth Corporate Class
Franklin U.S. Small-Mid Cap Growth Corporate Class
Franklin U.S. Small-Mid Cap Growth Fund
Franklin US Large Cap Growth Fund - Canada
Franklin World Growth Corporate Class
Franklin World Growth Fund
Franklin World Health Sciences & Biotech Fund - Canada
Franklin World Health Sciences and Biotech Corporate Class
Franklin World Telecom Corporate Class
Franklin World Telecom Fund - Canada
Mutual Beacon Corporate Class
Mutual Beacon Fund - Canada
Mutual Beacon Guaranteed Investment Fund
Mutual Discovery Corporate Class
Mutual Discovery Fund
Templeton Balanced Fund
Templeton BRIC Corporate Class
Templeton Canada Global Bond Fund
Templeton Canadian Asset Allocation Fund
Templeton Canadian Balanced Guaranteed Inv Fund
Templeton Canadian Stock Corporate Class
Templeton Canadian Stock Fund
Templeton Canadian Stock Guaranteed Inv Fund
Templeton Emerging Markets (Canada) Fund
Templeton Emerging Markets Corporate Class
Templeton European Corporate Class
Templeton Global Balanced Fund
Templeton Global Income Fund
Templeton Global Smaller Companies Corporate Class
Templeton Global Smaller Companies Fund
Templeton Growth Corporate Class
Templeton Growth Fund, Ltd.
Templeton Growth Guaranteed Investment Fund
Templeton International Stock Corporate Class
Templeton International Stock Fund
Templeton Internat'l Stock Guaranteed Inv Fund
Templeton Treasury Bill Guaranteed Investment Fund
Euresa Life - Estesa Dinamico
Euresa Life - Estesa Equilabrato
Franklin Mutual Recovery Fund Ltd (Cayman)
Franklin Templeton Funds - Franklin Biotechnology Fund
Franklin Templeton Funds - Franklin Global REIT Fund
Franklin Templeton Funds - Franklin Mutual Shares Fund
Franklin Templeton Funds - Franklin US Equity Fund
Franklin Templeton Funds - Franklin Sterling Corporate Bond Fund
Franklin Templeton Funds - Templeton Europe Fund
Franklin Templeton Funds - Templeton Global Emerging Markets Fund
Franklin Templeton Funds - Templeton Growth Fund
Franklin Templeton Funds - Templeton UK Equity Fund
Franklin US Long Short Fund - Class B Sub-Fund
Franklin US Long Short Fund (Cayman)
FT Multistyle Conservativa
FT Multistyle Dynamique
FT Multistyle Equilibre
FTIF - Franklin Aggressive Growth Fund
FTIF - Franklin Biotechnology Discovery Fund
FTIF - Franklin European Growth Fund
FTIF - Franklin European Small-Mid Cap Growth Fund
FTIF - Franklin Global Growth Fund
FTIF - Franklin Global Real Estate (Euro) Fund
FTIF - Franklin Global Real Estate (USD) Fund
FTIF - Franklin Global Small-Mid Cap Growth Fund
FTIF - Franklin High Yield (Euro) Fund
FTIF - Franklin High Yield Fund
FTIF - Franklin Income Fund
FTIF - Franklin India Fund
FTIF - Franklin Mutual Beacon Fund
FTIF - Franklin Mutual European Fund
FTIF - Franklin Mutual Global Discovery Fund
FTIF - Franklin Technology Fund
FTIF - Franklin Templeton Global Growth and Value Fund
FTIF - Franklin Templeton Japan Fund
FTIF - Franklin US Equity Fund
FTIF - Franklin US Government Fund
FTIF - Franklin US Growth Fund
FTIF - Franklin US Small-Mid Cap Growth Fund
FTIF - Franklin US Total Return Fund
FTIF - Franklin US Ultra Short Bond Fund
FTIF - Templeton Asian Bond Fund
FTIF - Templeton Asian Growth Fund
FTIF - Templeton BRIC Fund
FTIF - Templeton China Fund
FTIF - Templeton Eastern Europe Fund
FTIF - Templeton Emerging Markets Bond Fund
FTIF - Templeton Emerging Markets Fund
FTIF - Templeton Euro Liquid Reserve Fund
FTIF - Templeton Euroland Bond Fund
FTIF - Templeton Euroland Fund
FTIF - Templeton European Fund
FTIF - Templeton European Total Return Fund
FTIF - Templeton Global (Euro) Fund
FTIF - Templeton Global Balanced Fund
FTIF - Templeton Global Bond (Euro) Fund
FTIF - Templeton Global Bond Fund
FTIF - Templeton Global Equity Income Fund
FTIF - Templeton Global Fund
FTIF - Templeton Global Income Fund
FTIF - Templeton Global Smaller Companies Fund
FTIF - Templeton Global Total Return Fund
FTIF - Templeton Growth (Euro) Fund
FTIF - Templeton Japan Fund
FTIF - Templeton Korea Fund
FTIF - Templeton Latin America Fund
FTIF - Templeton Thailand Fund
FTIF - Templeton U.S. Dollar Liquid Reserve Fund
FTIF - Templeton US Value Fund
FTSAF Franklin Templeton Strategic Balanced Fund
FTSAF Franklin Templeton Strategic Dynamic Fund
FTSAF Franklin Templeton Strategic Income Fund
Templeton Exempt Trust
Templeton Global Long Short Fund - Sub-Fund B
Templeton Global Long Short Fund (Cayman)
Etra Global Sicav - Emerging Income Fund
Franklin Templeton Capital Preservation Fund LP. (FoF)
Franklin U.S. Long-Short Fund
Templeton Global Long Short Fund
Franklin Templeton Capital Preservation Fund LP. (FoF)
Franklin Templeton Strategic Growth Fund, L.P. (FoF)
Templeton Strategic Markets Fund II LP
Mutual Recovery Fund
Franklin U.S. Long-Short Fund, PLC
Templeton Global Long Short Fund, PLC
FTIF - Franklin Templeton Global Growth and Value Fund
FTIF - Franklin Global Real Estate Fund
Franklin Templeton MultiStyle Equilibre Fund (FoF)
Franklin Templeton MultiStyle Dynamique Fund
By: /s/ Craig S. Tyle
Craig S. Tyle
SCHEDULE A
U.S. FUNDS
Franklin California Tax-Free Income Fund, Inc.
Franklin California Tax-Free Trust
Franklin Capital Growth Fund
Franklin Custodian Funds, Inc.
Franklin Federal Money Fund
Franklin Federal Tax-Free Income Fund
Franklin Floating Rate Master Trust
Franklin Global Trust
Franklin Gold and Precious Metals Fund
Franklin High Income Trust
Franklin Investors Securities Trust
Franklin Managed Trust
Franklin Money Fund
Franklin Municipal Securities Trust
Franklin Mutual Recovery Fund
Franklin Mutual Series Fund, Inc.
Franklin New York Tax-Free Income Fund
Franklin New York Tax-Free Trust
Franklin Real Estate Securities Trust
Franklin Strategic Mortgage Portfolio
Franklin Strategic Series
Franklin Tax-Free Trust
Franklin Tax-Exempt Money Fund
Franklin Templeton Fund Allocator Series
Franklin Templeton Global Trust
Franklin Templeton International Trust
Franklin Templeton Limited Duration Income Trust
Franklin Templeton Money Fund Trust
Franklin Templeton Variable Insurance Products Trust
Franklin Universal Trust
Franklin Value Investors Trust
Institutional Fiduciary Trust
The Money Market Portfolios
Templeton Growth Fund, Inc.
Templeton Funds, Inc.
Templeton Global Smaller Companies Fund
Templeton Income Trust
Templeton Developing Markets Trust
Templeton Global Opportunities Trust
Templeton Institutional Funds, Inc.
Templeton Global Investment Trust
Templeton China World Fund
Templeton Emerging Markets Fund
Templeton Global Income Fund
Templeton Emerging Markets Income Fund
Templeton Dragon Fund, Inc.
Templeton Dragon Fund
Templeton Russia and East European Fund, Inc.
SCHEDULE B
NON-U.S. FUNDS
Bank of China (Hong Kong) Guaranteed Fund
Franklin India Smaller Companies Fund (FISCF)
Franklin India Taxshield 96
Franklin India Taxshield 97
Franklin India Taxshield 98
Franklin India Taxshield 99
Franklin Templeton Fixed Tenure - Series II - 60 Months Plan
Franklin Templeton Fixed Tenure Fund - Series 1
Franklin Templeton Fixed Tenure Fund - Series III - 36 Month
Franklin Templeton Fixed Tenure Fund - series V - 13 months
Franklin Templeton Fixed Tenure Fund- Series IV - 60 Months
Franklin Templeton Korea-China Hybrid Fund 2
Franklin Templeton Korea-China Hybrid Fund 3
Franklin Templeton Private Placed Hybrid Fund 5 (5771)
Franklin Templeton Separate Taxation Hybrid Bond 1
Franklin Templeton Shinjong Separate Taxation Hybrid Series
Templeton Asia Fund
Templeton Global Growth Australian
Templeton Growth Long Term 1
Templeton Private Placed Bond Fund B-1 (4814)
Templeton Private Placed Bond Fund B-10 (4823)
Templeton Private Placed Bond Fund B-11 (4824)
Templeton Private Placed Bond Fund B-12 (4825)
Templeton Private Placed Bond Fund B-13 (4826)
Templeton Private Placed Bond Fund B-14 (4827)
Templeton Private Placed Bond Fund B-2 (4815)
Templeton Private Placed Bond Fund B-3 (4816)
Templeton Private Placed Bond Fund B-4 (4817)
Templeton Private Placed Bond Fund B-7 (4820)
Templeton Private Placed Bond Fund B-8 (4821)
Templeton Private Placed Bond Fund B-9 (4822)
Templeton Separate Tax Government Bond A-2
Templeton Separate Tax Government Bond B-1
Templeton Separate Tax Government Bond B-2
Templeton Separate Tax Government Bond B-3
Templeton Separate Tax Government Bond B-4
Templeton Separate Tax Hybrid A-1
Templeton Shinjong Separate Taxation Hybrid Fund A-2 (5966)
Templeton Shinjong Separate Taxation Series B5 (4805)
Templeton Retirement Equity Trust Fund
Franklin Templeton European Real Estate Fund of Funds
Templeton Emerging Markets Investment Trust
Bradesco Templeton Fundo De Valor E Liquidez Fia
Bradesco Templeton Fundo De Valor E Liquidez Fia 2
Columbus Growth Open-End Equity 1
Fiduciary Global Bond Fund
Franklin MPF US Equity Fund
Franklin Automatic Rebalancing Equity Fund (5999)
Franklin Equity Fund 1 (5989)
Franklin Floating Rate Fund PLC
Franklin FMCG Fund
Franklin India Balanced Fund (FIBF)
Franklin India Bluechip Fund
Franklin India Flexi Cap Fund
Franklin India Growth Fund
Franklin India Index Fund (FIIF)
Franklin India Index Tax Fund
Franklin India International Fund
Franklin India Prima Fund
Franklin India Prima Plus
Franklin India Taxshield
Franklin Infotech Fund
Franklin Internet Opportunities Fund
Franklin Pharma Fund
Franklin Private Placement Balanced Fund (6301)
Franklin Templeton Balanced Fund
Franklin Templeton Balanced Fund of Funds (6105)
Franklin Templeton Frontier Emerging Markets Debt Fund
Franklin Templeton Global Equity Fund of Funds (6005)
Franklin Templeton Global Private Placed Fund Of Funds 1 (62
Franklin Templeton Income Hybrid Fund 1 (5968)
Franklin Templeton Japan Equity Growth Fund
Franklin Templeton Japan Master Fund
Franklin Templeton Japan P(Private Placement) Mother Fund
Franklin Templeton MPF Japan Equity Fund
Franklin Templeton Pe Ration Fund
Franklin Templeton Private Placed Bond Fund 8 (4813)
Franklin Templeton Private Placed Bond Fund 9 (4710)
Franklin Templeton Private Placed Bond Fund Series 1 (4805)
Franklin Templeton Private Placed Hybrid Fund 6 (5772)
Franklin Templeton Private Placed Hybrid Fund 7 (5773)
Franklin Templeton Private Placed Hybrid10 (5861)
Franklin Templeton Private Placed Hybrid11 (5862)
Franklin Templeton Private Placed Hybrid8 (5898)
Franklin Templeton Shinjong Separate Taxation Hybrid Series
Franklin Templeton US Government Securities II Ltd
FT India Life Stage 40S Fund
FT India Life Stage 50S Fund
FT India Index Fund BSE Sensex Plan
FT India Life Stage 20S Fund
FT India Life Stage 30S Fund
FT India Life Stage 50S Plus Fund - Floating Rate Plan
FT India Monthly Income Plan A
FTF - Asian Equity Fund
FTF - China Fund
FTF - Emerging Markets Fund
FTF - European Equity Fund
FTF - Franklin High Yield Bond Fund
FTF - Franklin Life Sciences Discovery Fund
FTF - Franklin U.S. Aggressive Growth Fund
FTF - Franklin U.S. Government Fund
FTF - Franklin Income Fund
FTF - Global Balanced Fund
FTF - Global Bond Fund
FTF - Global Equity Fund
FTF - Global Equity Income Fund
FTF - Global Smaller Companies Fund
FTF - Japan Fund
FTF - Korea Fund
FTF - Mutual Beacon Fund
FTF - Thailand Fund
G-1 Santa Claus 98 Short Term Bond Fund 1 (425a)
One Million Job Equity 1 (Korea)
Santa Claus Customized Institutional Bond Fund 1 (4371)
Santa Claus Long Term Bond Fund 4 (4303)
Santa Claus Long Term Bond Fund 5 (4304)
Santa Claus New High Yield D 12-1 (5801)
Santa Claus New High Yield D 6-1 (5811)
Santa Claus New Long Term Bond Fund 1 (4311)
Templeton 98 Short Term Bond Fund 1
Templeton Balanced 20 Bond Hybrid Fund 1 (5987)
Templeton Balanced 30 Bond Hybrid Fund 1
Templeton Balanced 50 Equity Hybrid Fund 2 (5985)
Templeton Balanced Equity 1 (Korea)
Templeton Best Govt Bond A-1
Templeton Best Sinjong MMF A-1
Templeton Diamond Bond Fund 1
Templeton Equity 1 (Korea)
Templeton Floating Rate Income Fund - Long Term (TFIF)
Templeton Floating Rate Income Fund (TFIF)
Templeton Global Bond B-1 A
Templeton Global Smaller Companies Fund (AUS$)
Templeton Global Trust Fund
Templeton Gold Government Bond Fund 1
Templeton Gold Growth Equity 1 (Korea)
Templeton Gold RSP Bond B-1
Templeton Gold RSP Equity Fund 1 (5991)
Templeton Gold RSP Hybrid Fund B-1
Templeton Growth Equity Fund 1 (Korea)
Templeton Growth Equity Fund 2 (Korea)
Templeton Growth Equity Fund 3 (Korea) (5223)
Templeton Growth Equity Fund 6 (Korea) (5224)
Templeton Hybrid Fund 1 (5965)
Templeton India Children's Asset Plan
Templeton India Children's Asset Plan - Gift
Templeton India Equity Fund
Templeton India Government Securities Fund
Templeton India Government Securities Fund Treasury Plan
Templeton India Government Securities Long Term Portfolio
Templeton India Growth Fund
Templeton India Income Builder Account Plan A
Templeton India Income Fund
Templeton India Liquid Plus Fund
Templeton India Money Market Account
Templeton India Pension Plan
Templeton India Short-Term Income Plan
Templeton India Treasury Management Account
Templeton Long Term Housing Plan Hybrid Fund 1 (5992)
Templeton Monthly Income Plan - Half Yearly Dividend and Growth Plan
Templeton Monthly Income Plan - Monthly and Quarterly Dividend Plan
Templeton MPF - Asian Balanced Fund
Templeton MPF - Global Bond Fund
Templeton MPF - Global Equity Fund
Templeton MPF Asian Pacific Equity Fund
Templeton MPF European Equity Fund
Templeton MPF Hong Kong Value Fund
Templeton Private Placed Equity Series Fund 10 (5781)
Templeton Private Placed Equity Series Fund 9 (5899)
Templeton Shinjong Separate Taxation Government Bond Series
Templeton Shinjong Separate Taxation Hybrid A-3 (5993)
Vision 21C Templeton Growth Equity 1 (Korea)
Bissett All Canadian Focus Corporate Class
Bissett All Canadian Focus Fund
Bissett Bond Corporate Class
Bissett Bond Fund
Bissett Canadian Balanced Fund
Bissett Canadian Equity Corporate Class
Bissett Canadian Equity Fund
Bissett Canadian Short Term Bond
Bissett Dividend Income Fund
Bissett Income Fund
Bissett Income Trust Fund
Bissett Income Trust Trust & Dividend Fund
Bissett International Equity Fund
Bissett Large Cap Fund
Bissett Microcap Fund
Bissett Multinational Growth Corporate Class
Bissett Multinational Growth Fund
Bissett Small Cap Corporate Class
Bissett Small Cap Fund
Franklin Flex Cap Growth Corporate Class
Franklin Flex Cap Growth Fund - Canada
Franklin High Income Fund
Franklin Japan Corporate Class
Franklin Strategic Income Fund
Franklin Technology Corporate Class
Franklin Technology Fund - Canada
Franklin Templeton Global Growth Corporate Class Portfolio
Franklin Templeton Balanced Growth Corporate Class Portfolio
Franklin Templeton Balanced Growth Portfolio
Franklin Templeton Balanced Income Corporate Class Portfolio
Franklin Templeton Balanced Income Portfolio
Franklin Templeton Canadian Growth Corporate Class Portfolio
Franklin Templeton Canadian Growth Portfolio
Franklin Templeton Canadian Small Cap Fund
Franklin Templeton Diversified Income Corporate Class Portfolio
Franklin Templeton Diversified Income Portfolio
Franklin Templeton Global Growth Portfolio
Franklin Templeton Growth Corporate Class Portfolio
Franklin Templeton Growth Portfolio
Franklin Templeton Maximum Growth Corporate Class Portfolio
Franklin Templeton Maximum Growth Portfolio
Franklin Templeton Money Market Corporate Class
Franklin Templeton Money Market Fund
Franklin Templeton Treasury Bill Fund
Franklin Templeton US Money Market Corporate Class
Franklin Templeton US Money Market Fund - Canada
Franklin Templeton US Rising Dividend Corporate Class
Franklin Templeton US Rising Dividends Fund
Franklin U.S. Large Cap Growth Corporate Class
Franklin U.S. Small-Mid Cap Growth Corporate Class
Franklin U.S. Small-Mid Cap Growth Fund
Franklin US Large Cap Growth Fund - Canada
Franklin World Growth Corporate Class
Franklin World Growth Fund
Franklin World Health Sciences & Biotech Fund - Canada
Franklin World Health Sciences and Biotech Corporate Class
Franklin World Telecom Corporate Class
Franklin World Telecom Fund - Canada
Mutual Beacon Corporate Class
Mutual Beacon Fund - Canada
Mutual Beacon Guaranteed Investment Fund
Mutual Discovery Corporate Class
Mutual Discovery Fund
Templeton Balanced Fund
Templeton BRIC Corporate Class
Templeton Canada Global Bond Fund
Templeton Canadian Asset Allocation Fund
Templeton Canadian Balanced Guaranteed Inv Fund
Templeton Canadian Stock Corporate Class
Templeton Canadian Stock Fund
Templeton Canadian Stock Guaranteed Inv Fund
Templeton Emerging Markets (Canada) Fund
Templeton Emerging Markets Corporate Class
Templeton European Corporate Class
Templeton Global Balanced Fund
Templeton Global Income Fund
Templeton Global Smaller Companies Corporate Class
Templeton Global Smaller Companies Fund
Templeton Growth Corporate Class
Templeton Growth Fund, Ltd.
Templeton Growth Guaranteed Investment Fund
Templeton International Stock Corporate Class
Templeton International Stock Fund
Templeton Internat'l Stock Guaranteed Inv Fund
Templeton Treasury Bill Guaranteed Investment Fund
Euresa Life - Estesa Dinamico
Euresa Life - Estesa Equilabrato
Franklin Mutual Recovery Fund Ltd (Cayman)
Franklin Templeton Funds - Franklin Biotechnology Fund
Franklin Templeton Funds - Franklin Global REIT Fund
Franklin Templeton Funds - Franklin Mutual Shares Fund
Franklin Templeton Funds - Franklin US Equity Fund
Franklin Templeton Funds - Franklin Sterling Corporate Bond Fund
Franklin Templeton Funds - Templeton Europe Fund
Franklin Templeton Funds - Templeton Global Emerging Markets Fund
Franklin Templeton Funds - Templeton Growth Fund
Franklin Templeton Funds - Templeton UK Equity Fund
Franklin US Long Short Fund - Class B Sub-Fund
Franklin US Long Short Fund (Cayman)
FT Multistyle Conservativa
FT Multistyle Dynamique
FT Multistyle Equilibre
FTIF - Franklin Aggressive Growth Fund
FTIF - Franklin Biotechnology Discovery Fund
FTIF - Franklin European Growth Fund
FTIF - Franklin European Small-Mid Cap Growth Fund
FTIF - Franklin Global Growth Fund
FTIF - Franklin Global Real Estate (Euro) Fund
FTIF - Franklin Global Real Estate (USD) Fund
FTIF - Franklin Global Small-Mid Cap Growth Fund
FTIF - Franklin High Yield (Euro) Fund
FTIF - Franklin High Yield Fund
FTIF - Franklin Income Fund
FTIF - Franklin India Fund
FTIF - Franklin Mutual Beacon Fund
FTIF - Franklin Mutual European Fund
FTIF - Franklin Mutual Global Discovery Fund
FTIF - Franklin Technology Fund
FTIF - Franklin Templeton Global Growth and Value Fund
FTIF - Franklin Templeton Japan Fund
FTIF - Franklin US Equity Fund
FTIF - Franklin US Government Fund
FTIF - Franklin US Growth Fund
FTIF - Franklin US Small-Mid Cap Growth Fund
FTIF - Franklin US Total Return Fund
FTIF - Franklin US Ultra Short Bond Fund
FTIF - Templeton Asian Bond Fund
FTIF - Templeton Asian Growth Fund
FTIF - Templeton BRIC Fund
FTIF - Templeton China Fund
FTIF - Templeton Eastern Europe Fund
FTIF - Templeton Emerging Markets Bond Fund
FTIF - Templeton Emerging Markets Fund
FTIF - Templeton Euro Liquid Reserve Fund
FTIF - Templeton Euroland Bond Fund
FTIF - Templeton Euroland Fund
FTIF - Templeton European Fund
FTIF - Templeton European Total Return Fund
FTIF - Templeton Global (Euro) Fund
FTIF - Templeton Global Balanced Fund
FTIF - Templeton Global Bond (Euro) Fund
FTIF - Templeton Global Bond Fund
FTIF - Templeton Global Equity Income Fund
FTIF - Templeton Global Fund
FTIF - Templeton Global Income Fund
FTIF - Templeton Global Smaller Companies Fund
FTIF - Templeton Global Total Return Fund
FTIF - Templeton Growth (Euro) Fund
FTIF - Templeton Japan Fund
FTIF - Templeton Korea Fund
FTIF - Templeton Latin America Fund
FTIF - Templeton Thailand Fund
FTIF - Templeton U.S. Dollar Liquid Reserve Fund
FTIF - Templeton US Value Fund
FTSAF Franklin Templeton Strategic Balanced Fund
FTSAF Franklin Templeton Strategic Dynamic Fund
FTSAF Franklin Templeton Strategic Income Fund
Templeton Exempt Trust
Templeton Global Long Short Fund - Sub-Fund B
Templeton Global Long Short Fund (Cayman)
Etra Global Sicav - Emerging Income Fund
Franklin Templeton Capital Preservation Fund LP. (FoF)
Franklin U.S. Long-Short Fund
Templeton Global Long Short Fund
Franklin Templeton Capital Preservation Fund LP. (FoF)
Franklin Templeton Strategic Growth Fund, L.P. (FoF)
Templeton Strategic Markets Fund II LP
Mutual Recovery Fund
Franklin U.S. Long-Short Fund, PLC
Templeton Global Long Short Fund, PLC
FTIF - Franklin Templeton Global Growth and Value Fund
FTIF - Franklin Global Real Estate Fund
Franklin Templeton MultiStyle Equilibre Fund (FoF)
Franklin Templeton MultiStyle Dynamique Fund
SCHEDULE C
NON-FUNDS
FRANKLIN RESOURCES, INC. AND ITS SUBSIDIARIES
FRANKLIN TEMPLETON GROUP OF FUNDS
Fidelity Bond Schedule
June 30, 2006
MINIMUM
BOND AMOUNT
REQ'D BY RULE 17G-1
# FUND NAME OF INSURED TOTAL NET ASSETS (PER SERIES)
- ---- --------------- -----------------------------------------
1 21 Franklin Floating Master Trust............ $ 1,129,313,864 1,250,000
2 132 Franklin Gold & Precious Metals Fund...... $ 1,195,058,138 1,250,000
3 134 Franklin Capital Growth Fund.............. $ 1,477,979,443 1,250,000
FRANKLIN HIGH INCOME TRUST (1)
4 105 AGE High Income Fund ..................... 2,688,567,602 1,900,000
FRANKLIN CUSTODIAN FUNDS, INC. (5)
5 106 Franklin Growth Fund .................... 2,337,634,272 1,700,000
6 107 Franklin Utilities Fund ................. 2,440,226,303 1,700,000
7 108 Franklin DynaTech Fund .................. 682,119,562 900,000
8 109 Franklin Income Fund .................... 42,977,930,069 2,500,000
9 110 Franklin US Government Securities Fund ... 6,564,654,347 2,500,000
10 112 Franklin California Tax-Free Income Fund,
Inc....................................... 13,287,381,769 2,500,000
11 115 Franklin New York Tax-Free Income Fund.... 4,808,672,298 2,500,000
12 116 Franklin Federal Tax-Free Income Fund .... 7,034,951,992 2,500,000
FRANKLIN TAX-FREE TRUST (25)
13 118 Franklin Massachusetts Insured Tax-Free
Income Fund.............................. 500,438,610 900,000
14 119 Franklin Michigan Insured Tax-Free
Income Fund.............................. 1,389,082,103 1,250,000
15 120 Franklin Minnesota Insured Tax-Free
Income Fund.............................. 581,866,023 900,000
16 121 Franklin Insured Tax-Free Income Fund ... 1,943,491,642 1,500,000
17 122 Franklin Ohio Insured Tax-Free Income
Fund..................................... 1,093,172,577 1,250,000
18 123 Franklin Double Tax-Free Income Fund .... 428,972,797 750,000
19 126 Franklin Arizona Tax-Free Income Fund ... 950,694,414 1,000,000
20 127 Franklin Colorado Tax-Free Income Fund .. 433,711,862 750,000
21 128 Franklin Georgia Tax-Free Income Fund ... 251,489,978 750,000
22 129 Franklin Pennsylvaina Tax-Free Income
Fund..................................... 846,601,678 1,000,000
23 130 Franklin High Yield Tax-Free Income
Fund .................................... 5,963,187,114 2,500,000
24 154 Franklin Federal Limited Term Tax-Free
Income................................... 21,738,253 250,000
25 160 Franklin Missouri Tax-Free Income Fund .. 630,555,522 900,000
26 161 Franklin Oregon Tax-Free Income Fund..... 710,360,277 900,000
27 163 Franklin Virginia Tax-Free Income Fund .. 529,251,384 900,000
28 164 Franklin Alabama Tax-Free Income Fund ... 268,162,652 750,000
29 165 Franklin Florida Tax-Free Income Fund ... 1,710,925,918 1,500,000
30 166 Franklin Connecticut Tax-Free Income
Fund ................................... 326,861,776 750,000
31 168 Franklin Louisiana Tax-Free Income Fund.. 216,058,132 600,000
32 169 Franklin Maryland Tax-Free Income Fund... 438,950,903 750,000
33 170 Franklin North Carolina Tax-Free Income
Fund..................................... 643,827,484 900,000
34 171 Franklin New Jersey Tax-Free Income
Fund..................................... 1,120,471,301 1,250,000
35 172 Franklin Kentucky Tax-Free Income Fund... 132,646,317 525,000
36 174 Franklin Federal Intermediate-Term
Tax-Free Income Fund..................... 571,140,143 900,000
37 178 Franklin Florida Insured Tax-Free
Income Fund.............................. 166,670,719 600,000
FRANKLIN CALIFORNIA TAX-FREE TRUST (4)
38 124 Franklin Calif. Insured Tax-Free Income
Fund .................................... 1,954,307,944 1,500,000
39 125 Franklin Calif. Tax-Exempt Money Fund ... 612,511,805 900,000
40 152 Franklin Calif. Intermediate-Term
Tax-Free Income Fund..................... 489,242,042 750,000
41 155 Franklin Calif. Limited Term Tax-Free
Income Fund.............................. 11,120,445 200,000
FRANKLIN NEW YORK TAX-FREE TRUST (4)
42 131 Franklin New York Tax-Exempt Money Fund.. 62,183,529 400,000
43 153 Franklin New York Intermediate-Term
Tax-Free ................................ 231,162,689 600,000
44 156 Franklin New York Limited Tax-Free Income
Fund..................................... 8,707,347 175,000
45 181 Franklin New York Insured Tax-Free Income
Fund .................................... 362,481,829 750,000
FRANKLIN GLOBAL TRUST (9)
6 60 Fiduciary European Smaller Companies Fund. 35,846,465 350,000
7 64 Fiduciary Large Capitalization Growth
and Inc................................... 92,628,681 450,000
8 66 Fiduciary Small Capitalization Equity
Fund...................................... 40,051,725 350,000
9 67 Franklin Templeton High Income Fund....... 7,059,954 150,000
0 664 Franklin Templeton Core Plus Fixed
Income Fund ............................. 98,836,871 450,000
1 667 Franklin Templeton Core Fixed Income
Fund ..................................... 20,037,384 250,000
2 681 Franklin Intl Smaller Co. Growth Fund..... 47,557,614 350,000
3 699 Franklin Templeton Emerging Market
Debt Opportunities Fund................... 6,470,660 150,000
4 495 Franklin Global Real Estate Fund.......... 5,250,672 150,000
FRANKLIN INVESTORS SECURITIES TRUST (8)
55 136 Franklin Limited Maturity U.S. Govt
Securities Fund ......................... 244,563,086 600,000
56 137 Franklin Convertible Securities Fund...... 927,139,772 1,000,000
57 138 Franklin Adjustable U.S. Government
Secs Fund ................................ 442,925,911 750,000
58 139 Franklin Equity Income Fund............... 901,339,086 1,000,000
59 401 Franklin Low Duration Total Return Fund... 10,240,547 200,000
60 423 Franklin Real Return Fund................. 48,714,804 350,000
61 460 Franklin Total Return Fund................ 639,839,677 900,000
62 489 Franklin Floating Rate Daily Access
Fund...................................... 2,336,692,843 1,700,000
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST (22)
63 714 Franklin Zero-Coupon Fund - 2010......... 121,471,893 525,000
64 715 Templeton Global Asset Allocation Fund... 316,328,572 750,000
65 717 Templeton Developing Markets Securities
Fund..................................... 1,438,028,039 1,250,000
66 719 Templeton Foreign Securities Fund........ 3,070,710,439 2,100,000
67 721 Franklin Large Cap Growth Securities
Fund..................................... 653,290,525 900,000
68 723 Franklin Small Mid-Cap Growth Securities
Fund .................................... 1,308,120,542 1,250,000
69 728 Franklin Large Cap Value Securities
Fund..................................... 15,484,484 225,000
70 729 Franklin Flex Cap Growth Securities
Fund..................................... 50,995,416 400,000
71 739 Templeton Growth Securities Fund ....... 2,578,678,974 1,900,000
72 741 Templeton Global Income Securities
Fund .................................... 187,640,491 600,000
73 743 Mutual Shares Securities Fund............ 4,228,353,541 2,500,000
74 745 Franklin Money Market Fund ............. 42,860,133 1,700,000
75 753 Mutual Discovery Securities Fund......... 1,147,184,591 1,250,000
76 755 Franklin Global Communications Securities
Fund .................................... 187,205,559 600,000
77 767 Franklin Growth & Income Securities
Fund..................................... 690,114,251 900,000
78 769 Franklin Income Securities Fund ........ 4,032,013,866 2,500,000
79 771 Franklin Real Estate Fund .............. 1,495,933,237 1,250,000
80 773 Franklin Rising Dividends Securities
Fund .................................... 1,867,977,646 1,500,000
81 775 Franklin Small Cap Value Securities
Fund .................................... 1,174,113,604 1,250,000
82 777 Franklin High Income Fund................ 211,661,052 600,000
83 779 Franklin Strategic Income Securities
Fund .................................... 810,123,607 1,000,000
84 781 Franklin U.S. Gov't Fund ............... 558,795,047 900,000
FRANKLIN MUNICIPAL SECURITIES TRUST (2)
85 175 Franklin CA High Yield Municipal Fund .. 1,304,360,161 1,250,000
86 420 Franklin TN Municipal Bond Fund ........ 148,868,888 525,000
FRANKLIN MANAGED TRUST (1)
87 158 Franklin Rising Dividends Fund........... 2,473,890,548 1,700,000
FRANKLIN TEMPLETON LIMITED DURATION INCOME TRUST (1)
89 472 Franklin Templeton Limited Duration
Income Trust ............................ 371,401,819 750,000
FRANKLIN TEMPLETON INTERNATIONAL TRUST (2)
90 191 Templeton Foreign Smaller Companies
Fund .................................... 401,856,035 750,000
91 467 Templeton Global Long - Short Fund....... 158,494,127 600,000
FRANKLIN STRATEGIC SERIES (12)
92 180 Franklin Flex Cap Growth Fund .......... 2,818,203,456 1,900,000
93 194 Franklin Strategic Income Fund ......... 1,522,428,124 1,500,000
94 197 Franklin Global Communications Fund...... 75,058,749 450,000
95 198 Franklin Small-Mid Cap Growth Fund ..... 7,504,666,897 2,500,000
96 199 Franklin Global Healthcare Fund ........ 138,316,856 525,000
97 402 Franklin Biotechnology Discovery Fund .. 461,703,866 750,000
98 403 Franklin Natural Resources Fund.......... 493,244,477 750,000
99 404 Franklin U.S. Long-Short Fund............ 40,386,873 350,000
100 462 Franklin Aggressive Growth Fund.......... 226,396,871 600,000
101 463 Franklin Technology Fund................. 48,241,957 350,000
102 465 Franklin Small Cap Growth Fund II........ 1,193,817,063 1,250,000
103 483 Franklin Blue Chip Fund ................ 208,860,852 600,000
FRANKLIN VALUE INVESTORS TRUST (5)
104 150 Franklin Balance Sheet Investment Fund... 5,045,711,219 2,500,000
105 189 Franklin MicroCap Value Fund............. 482,767,739 750,000
106 422 Franklin MidCapValue Fund................ 39,870,806 350,000
107 480 Franklin Large Cap Value Fund............ 256,705,336 750,000
108 482 Franklin Small Cap Value Fund............ 1,074,515,557 1,250,000
109 2 Franklin Universal Trust ............... 190,040,106 600,000
111 111 Franklin Money Fund ..................... 1,692,994,788 1,500,000
112 113 Franklin Federal Money Fund.............. 93,824,453 450,000
113 114 Franklin Tax-Exempt Money Fund ........ 181,718,595 600,000
114 157 Franklin Strategic Mortgage Portfolio .. 293,871,087 750,000
115 192 Franklin Real Estate Securities Trust ... 1,051,592,467 1,250,000
116 193 Franklin Stable Value Fund............... 226,655,435 600,000
FRANKLIN TEMPLETON MONEY FUND TRUST (1)
17 311 Franklin Templeton Money Fund ........... 144,556,665 525,000
INSTITUTIONAL FIDUCIARY TRUST (4)
118 140 Money Market Portfolio ................ 2,994,692,099 1,900,000
119 149 Franklin Cash Reserves Fund ........... 142,039,302 525,000
120 440 Franklin Structured Large Cap Growth
Equity Fund ............................ 2,882,875 125,000
121 441 Franklin Structured Large Cap Core
Equity Fund ............................ 3,203,297 125,000
FRANKLIN TEMPLETON FUND ALLOCATOR SERIES (6)
122 185 Franklin Templeton Perspectives
Allocation Fund ......................... 208,264,223 600,000
123 470 Franklin Templeton Corefolio Allocation
Fund .................................... 618,881,959 900,000
124 481 Franklin Templeton Founding Funds
Allocation Fund.......................... 8,629,552,062 2,500,000
125 484 Franklin Templeton Conservative Target
Fund .................................... 263,389,426 750,000
126 485 Franklin Templeton Moderate Target
Fund .................................... 525,224,589 900,000
127 486 Franklin Templeton Growth Target Fund.... 423,184,632 750,000
THE MONEY MARKET PORFOLIOS (2)
128 184 Money Market Portfolio ............ 4,970,667,136 2,500,000
129 186 US Gov't Secs Money Mkt Portfolio .. 93,640,621 450,000
FRANKLIN TEMPLETON GLOBAL TRUST (1)
130 412 F/T - Hard Currency Fund .......... 319,904,118 750,000
TEMPLETON FUNDS, INC. (2)
131 102 Templeton World Fund ............... 8,877,210,624 2,500,000
132 104 Templeton Foreign Fund ............. 18,618,218,903 2,500,000
133 471 Franklin Mutual Recovery Fund....... 256,173,450 750,000
TEMPLETON FUNDS INC.(5)
134 101 Templeton Growth Fund, Inc. ........ 29,991,027,644 2,500,000
135 103 Templeton Global Smaller
Companies Fund ..................... 1,238,649,865 1,250,000
136 188 Templeton China World Fund.......... 609,803,516 900,000
137 415 Templeton Global Opportunities
Trust............................... 439,335,469 750,000
138 711 Templeton Developing Markets
Trust .............................. 5,081,517,720 2,500,000
TEMPLETON INCOME TRUST (1)
139 406 Templeton Global Bond Fund........... 2,492,775,261 1,700,000
TEMPLETON GLOBAL INVESTMENT TRUST (4)
140 419 Templeton International Fund......... 84,789,205 450,000
141 425 Templeton Income Fund................ 168,875,260 600,000
142 652 Franklin Templeton Non U.S. Dynamic
Core Equity ......................... 3,080,726 125,000
143 405 Templeton BRIC Fund ................. 20,172,089 250,000
TEMPLETON INSTITUTIONAL FUNDS, INC. (4)
144 454 Foreign Equity Series............... 6,323,102,090 2,500,000
145 456 Emerging Markets Series............. 2,801,483,246 1,900,000
146 458 Foreign Smaller Companies Series.... 142,743,175 525,000
147 459 Franklin Templeton Non-U.S. Core
Equity Series ...................... 3,155,552 125,000
148 911 Templeton Emerging Markets Fund .... 351,098,096 750,000
149 946 Templeton Global Income Fund........ 1,149,986,865 1,250,000
150 337 Templeton Russia & Eastern European
Fund, Inc........................... 279,511,615 750,000
151 555 Templeton Emerging Markets Income
Fund ............................... 662,014,351 900,000
152 581 Templeton Dragon Fund, Inc.......... 859,024,708 1,000,000
FRANKLIN MUTUAL SERIES FUND INC(6)
153 474 Mutual Shares Fund................. 17,694,822,207 2,500,000
154 475 Mutual Qualified Fund.............. 5,113,814,387 2,500,000
155 476 Mutual Beacon Fund................. 6,227,657,740 2,500,000
156 477 Mutual Discovery Fund.............. 10,274,325,932 2,500,000
157 478 Mutual European Fund............... 2,005,778,578 2,500,000
158 479 Mutual Financial Services Fund..... 871,207,082 1,000,000
TOTAL $ 316,520,721,696 $168,475,000