INSTITUTIONAL FIDUCIARY TRUST
497, 1998-03-04
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149 STKP

                         SUPPLEMENT DATED MARCH 1, 1998
                              TO THE PROSPECTUS OF
                           Franklin Cash Reserves Fund
                             dated November 1, 1997
                           as amended February 1, 1998

The third paragraph under the chart under "How Do I Sell Shares?" is replaced in
its entirety with the following:

 The wiring of redemption  proceeds is a special  service that we make available
 whenever possible.  Generally, if we receive your request in proper form before
 3:00 p.m.  Pacific time,  your wire payment will be sent the next business day.
 For requests  received in proper form after 3:00 p.m. Pacific time, the payment
 will be sent the second business day.

 For non retirement  plan  participants,  payment may be transmitted by wire the
 same business day, if the phone request is received  before 11:15 a.m.  Pacific
 time that day. For later requests, payment will be transmitted by wire the next
 business day. If you anticipate  requesting a same-day wire  redemption over $5
 million,  please notify the Fund about this on the prior business day. In order
 to maximize  efficient  fund  management,  please  request your  same-day  wire
 redemption  of any size as early in the day as  possible.  Prior  business  day
 notification of the trade may be required.

 By offering  this service to you, the Fund is not bound to meet any  redemption
 request in less than the seven-day  period  prescribed by law. Neither the Fund
 nor its agents shall be liable to you or any other person if, for any reason, a
 redemption request by wire is not processed as described in this section.

The first paragraph under "What Distributions Might I Receive from the Fund?" is
revised to read as follows:  The Fund declares  dividends  each day that its Net
Asset Value is  calculated  and pays them monthly.  The daily  allocation of net
investment  income begins on the day after you make an investment  and continues
through the day you redeem your shares or the settlement of a wire order trade.


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