SUPPLEMENT DATED APRIL 21, 1997
TO THE PROSPECTUS OF
INSTITUTIONAL FIDUCIARY TRUST
FRANKLIN U.S. GOVERNMENT AGENCY
MONEY MARKET FUND
DATED NOVEMBER 1, 1996
The second paragraph under WHO MANAGES THE FUND? - THE FUND'S 12B-1 Plan, is
replaced with the following:
Payments by the Fund under the plan may not exceed 0.30% per year of the Fund's
average daily net assets. All distribution expenses over this amount will be
borne by those who have incurred them. For more information, please see "The
Fund's Underwriter" in the SAI.
