INSTITUTIONAL FIDUCIARY TRUST
497, 2000-08-17
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o IFT1 P-2

                      SUPPLEMENT DATED SEPTEMBER 1, 2000
                             TO THE PROSPECTUS OF

                         INSTITUTIONAL FIDUCIARY TRUST
 (MONEY MARKET PORTFOLIO AND FRANKLIN U.S. GOVERNMENT SECURITIES MONEY MARKET
                                  PORTFOLIO)
                            DATED NOVEMBER 1, 1999

The prospectus is amended as follows:

I. All references to the $5.00 exchange fee applicable to market timers are
no longer applicable.

II. The following is added after the "Commercial paper" paragraph on page 2
in the "Principal Investments" section:

Commercial paper may also be asset backed (that is, backed by a pool of
assets representing the obligations of a number of different parties). At any
time, the fund may have a significant portion of its investments in asset
backed commercial paper.

III. The section "Telephone Privileges" on page 21 is replaced with the
following:

TELEPHONE PRIVILEGES You will automatically receive telephone privileges when
you open your account, allowing you and your investment representative to
sell or exchange your shares and make certain other changes to your account
by phone.

For accounts with more than one registered owner, telephone privileges also
allow the fund to accept written instructions signed by only one owner for
transactions and account changes that could otherwise be made by phone. For
all other transactions and changes, all registered owners must sign the
instructions. In addition, our telephone exchange privilege allows you to
exchange shares by phone from a fund account requiring two or more signatures
into an identically registered money fund account requiring only one
signature for all transactions. This type of telephone exchange is available
as long as you have telephone exchange privileges on your account.

As long as we take certain measures to verify telephone requests, we will not
be responsible for any losses that may occur from unauthorized requests. Of
course, you can decline telephone exchange or redemption privileges on your
account application.

IV. The last paragraph of the "Exchange Privilege" section on page 22 is
replaced with the following:

Because excessive trading can hurt fund performance, operations and
shareholders, each fund, effective November 1, 2000, reserves the right to
revise or terminate the exchange privilege, limit the amount or number of
exchanges, reject any exchange, or restrict or refuse purchases if (i) the
fund or its manager believes the fund would be harmed or unable to invest
effectively, or (ii) the fund receives or anticipates simultaneous orders
that may significantly affect the fund (please see "Market Timers" on page
26).

V. The section "Market Timers" on page 26 is replaced with the following:

MARKET TIMERS Each fund may restrict or refuse purchases or exchanges by
Market Timers. You may be considered a Market Timer if you have (i) requested
an exchange out of any of the Franklin Templeton funds within two weeks of an
earlier exchange request out of any fund, or (ii) exchanged shares out of any
of the Franklin Templeton funds more than twice within a rolling 90 day
period, or (iii) otherwise seem to follow a market timing pattern that may
adversely affect the fund. Accounts under common ownership or control with an
account that is covered by (i), (ii), or (iii) are also subject to these
limits.

Anyone, including the shareholder or the shareholder's agent, who is
considered to be a Market Timer by the fund, its manager or shareholder
services agent, will be issued a written notice of their status and the
fund's policies. Identified Market Timers will be required to register with
the market timing desk of Franklin Templeton Investor Services, Inc., and to
place all purchase and exchange trade requests through the desk. Some funds
do not allow investments by Market Timers.

VI. The first category in the section "Additional Policies" on page 27 is
revised to read:

o The funds may restrict or refuse any order to buy shares, including any
purchase under the exchange privilege.

               Please keep this supplement for future reference.



o 149 P-2

                      SUPPLEMENT DATED SEPTEMBER 1, 2000
                             TO THE PROSPECTUS OF

                          FRANKLIN CASH RESERVES FUND
                            DATED NOVEMBER 1, 1999

The prospectus is amended as follows:

I. All references to the $5.00 exchange fee applicable to market timers are
no longer applicable.

II. The following is added after the "Commercial paper" paragraph in the
"Principal Investments" section:

Commercial paper may also be asset backed (that is, backed by a pool of
assets representing the obligations of a number of different parties). At any
time, the fund may have a significant portion of its investments in asset
backed commercial paper.

III. The section "Telephone Privileges" on page 13 is replaced with the
following:

TELEPHONE PRIVILEGES You will automatically receive telephone privileges when
you open your account, allowing you and your investment representative to
sell or exchange your shares and make certain other changes to your account
by phone.

For accounts with more than one registered owner, telephone privileges also
allow the fund to accept written instructions signed by only one owner for
transactions and account changes that could otherwise be made by phone. For
all other transactions and changes, all registered owners must sign the
instructions. In addition, our telephone exchange privilege allows you to
exchange shares by phone from a fund account requiring two or more signatures
into an identically registered money fund account requiring only one
signature for all transactions. This type of telephone exchange is available
as long as you have telephone exchange privileges on your account.

As long as we take certain measures to verify telephone requests, we will not
be responsible for any losses that may occur from unauthorized requests. Of
course, you can decline telephone exchange or redemption privileges on your
account application.

IV. The last paragraph of the "Exchange Privilege" section on page 13 is
replaced with the following:

Because excessive trading can hurt fund performance, operations and
shareholders, the fund, effective November 1, 2000, reserves the right to
revise or terminate the exchange privilege, limit the amount or number of
exchanges, reject any exchange, or restrict or refuse purchases if (i) the
fund or its manager believes the fund would be harmed or unable to invest
effectively, or (ii) the fund receives or anticipates simultaneous orders
that may significantly affect the fund (please see "Market Timers" on page
19).

V. The section "Market Timers" on page 19 is replaced with the following:

MARKET TIMERS The fund may restrict or refuse purchases or exchanges by
Market Timers. You may be considered a Market Timer if you have (i) requested
an exchange out of any of the Franklin Templeton funds within two weeks of an
earlier exchange request out of any fund, or (ii) exchanged shares out of any
of the Franklin Templeton funds more than twice within a rolling 90 day
period, or (iii) otherwise seem to follow a market timing pattern that may
adversely affect the fund. Accounts under common ownership or control with an
account that is covered by (i), (ii), or (iii) are also subject to these
limits.

Anyone, including the shareholder or the shareholder's agent, who is
considered to be a Market Timer by the fund,
its manager or shareholder services agent, will be issued a written notice of
their status and the fund's policies. Identified Market Timers will be
required to register with the market timing desk of Franklin Templeton
Investor Services, Inc., and to place all purchase and exchange trade
requests through the desk. Some funds do not allow investments by Market
Timers.

VI. The first category in the section "Additional Policies" on page 19 is
revised to read:

o   The fund may restrict or refuse any order to buy shares, including any
    purchase under the exchange privilege.

               Please keep this supplement for future reference.




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