TEMPLETON FUNDS INC
497, 1997-01-16
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                              TEMPLETON WORLD FUND

                SUPPLEMENT TO THE CLASS I AND CLASS II PROSPECTUS
                        Prospectus dated January 1, 1997


I.       The discussion under "EXPENSE SUMMARY" is amended by replacing the 
first paragraph with the following text:

         This table is designed to help you understand the costs of investing in
         the Fund. It is based on the historical  expenses of each class for the
         fiscal year ended August 31, 1996. Your actual expenses may vary.

II.      The discussion under "HOW DO I BUY SHARES? - CUMULATIVE QUANTITY 
DISCOUNTS - CLASS I ONLY" is amended by replacing it with the following text:

         To determine if you may pay a reduced sales charge,  the amount of your
         current  Class I  purchase  is  added  to the  cost or  current  value,
         whichever is higher, of your shares in other Franklin  Templeton Funds,
         as well as  those  of your  spouse,  children  under  the age of 21 and
         grandchildren  under  the age of 21.  If you are the  sole  owner  of a
         company,  you may also add any company accounts,  including  retirement
         plan  accounts.  Companies  with one or more  retirement  plans may add
         together the total plan assets invested in the Franklin Templeton Funds
         to determine the sales charge that applies.


III.     The discussion under "HOW DO I BUY SHARES? - SALES CHARGE WAIVERS" is
amended by adding the following new item as the last item under (4.) in the 
list of waiver categories:

              Exchange Advisor Class shares from any of the Franklin  Templeton
              Funds, or, beginning on or about May 1, 1997, Class Z shares of
              Franklin Mutual Series Fund Inc.

IV.   The discussion under "MAY I EXCHANGE SHARES FOR SHARES OF ANOTHER FUND? - 
EXCHANGE RESTRICTIONS" is amended by replacing the first restriction with the 
following text:

         You may only exchange shares within the SAME CLASS.*

         *Because the Fund does not offer Advisor  Class  shares,  Advisor Class
         shares of any Franklin  Templeton Fund, and Class Z shares with respect
         to Franklin  Mutual  Series Fund Inc.,  may be  exchanged  into Class I
         shares of the Fund at Net Asset Value.

V.       The description of the Fund's investment manager under "USEFUL TERMS 
AND DEFINITIONS" is amended by replacing it with the following text:

         TGAL  -  Templeton Global Advisors Limited, the Fund's investment
         manager, is located in Lyford Cay, Nassau, Bahamas.

January 16, 1997                                       TL102 STKR5 01/97





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