INSTITUTIONAL FIDUCIARY TRUST
497, 1996-06-03
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40-42NAV

                          SUPPLEMENT DATED MAY 31, 1996
                              TO THE PROSPECTUS OF
                             MONEY MARKET PORTFOLIO
           FRANKLIN U.S. GOVERNMENT SECURITIES MONEY MARKET PORTFOLIO
                          Institutional Fiduciary Trust
                             Dated November 1, 1995



Effective June 3, 1996, the computation of net asset value for shares of the
Franklin U.S. Government Securities Portfolio (the "U.S. Securities Fund") for
purposes of determining the offering and redemption prices will be at 3:00 p.m.
Pacific time. The Money Market Portfolio (the "Money Fund") will continue to
compute its net asset value at 1:00 p.m. Pacific time. The following amends the
sections of the prospectus discussing the timing of transactions to reflect the
new policy:

I. "How to Buy Shares of The Fund - 1. By Wire"

 "Requests to begin a wire order process for the U.S. Securities Fund must be
 made not later than 1:30 p.m. Pacific time and by 11:15 a.m. Pacific time for
 the Money Fund. Trades placed by the above deadlines will receive same day
 credit so long as funds are received in accordance with paragraph (b). In order
 to maximize efficient fund management, investors requesting a same day purchase
 of any size are urged to place orders as early in the day as possible. Prior
 business day notification of such trade may be required. Requests to begin a
 wire order after the cut off time for each Fund will not be in proper form for
 that day's purchase and will receive credit on the next business day.

II. "Valuation of Shares of the Fund"

"The net asset value of the shares is computed each day that the New York Stock
Exchange is open for trading. The computation is done at 3:00 p.m. Pacific time
for the U.S. Securities Fund and 12:30 p.m. Pacific time for the Money Fund."

III. "How to Sell Shares of the Funds - 1. By Telephone with Payment to a
Preauthorized Account"

 "A payment may be transmitted by wire the same business day where a request is
 received as to the U.S. Securities Fund prior to 1:30 p.m. Pacific time and as
 to the Money Fund prior to 11:15 a.m. Pacific time that day. A shareholder who
 anticipates requesting a same day wire redemption in excess of $5 million
 should notify the Fund on the prior business day of the intention to request
 such a redemption. In order to maximize efficient fund management, investors
 requesting a same day wire redemption of any size are urged to place orders as
 early in the day as possible. Prior business day notification of such trade may
 be required. Otherwise, payments will be transmitted by wire on the business
 day following receipt of a request received after the above deadlines."

IV. "Exchange Privilege"

 "(a) From a Fund into any other series of the Trust. The exchange will be
 effected at net asset value next computed after the exchange request is
 received prior to 1:30 p.m. Pacific time with respect to the U.S. Securities
 Fund and 11:15 a.m. Pacific time with respect to the Money Fund, with payment
 for the purchased shares processed on the following business day when the funds
 are made available from the Fund."




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