RULE 24F-2 NOTICE FOR TEMPLETON INCOME TRUST
FILE NO. 33-6510
i. This Notice is filed on behalf of Templeton Income
Trust (the "Trust") for the fiscal year ended
August 31, 1995.
ii. $42,071,070 of securities (42,071,070 shares) were
registered pursuant to Rule 24e-2 but remained unsold
at the beginning of the fiscal year. All of these
shares were registered on August 19, 1992 in Post-
Effective Amendment No. 10 to the Trust's Registration
Statement.* $22,540,408 of securities (22,540,408
shares) were registered pursuant to Rule 24e-2 on
August 22, 1994 in Post-Effective Amendment No. 14 to
the Fund's Registration Statement.
iii. None.
iv. The Trust sold 508,966,058 shares of the Templeton Money Fund
series of shares of beneficial interest and 4,044,071 shares
of the Templeton Income Fund series of shares of beneficial
interest during the fiscal year.
v. The Trust sold an aggregate of 513,010,129 shares
during the fiscal year ended August 31, 1995 in
reliance upon its registration of an indefinite amount
of shares pursuant to Rule 24f-2 for an actual
aggregate sales price of $545,435,705. During that
period, the Trust redeemed an aggregate of 531,893,131
shares for an aggregate redemption price of
$588,536,505. Because this Notice is filed within 60
days of the end of the Trust's fiscal year, the
aggregate redemptions of $588,536,505 during the fiscal
year may be deducted from the sales pursuant to Rule
24f-2, leaving a difference of <$43,100,800>.
Accordingly, no registration fee is due to the
Commission.
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**/ In Post Effective Amendment No. 10, the Trust registered
$86,864,471 of securities (86,864,471 shares). $67,333,809
of securities were used to offset net purchases for the
fiscal year ended August 31, 1994.
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An opinion of counsel stating that the shares sold during
fiscal year ended August 31, 1995 were legally issued, fully paid and
non-assessable accompanies this Notice.
/s/ JAMES R. BAIO
Templeton Income Trust
James R. Baio, Treasurer
October 24, 1995
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Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005
October 25, 1995
Templeton Income Trust
700 Central Avenue
St. Petersburg, Florida 33701
Dear Sirs:
As counsel for Templeton Income Trust (the "Trust")
during the fiscal year ended August 31, 1995, we are familiar with
the registration of the Trust under the Investment Company Act of
1940 (File No. 811-4706) and with the registration statement
relating to its shares of beneficial interest (the "Shares") under
the Securities Act of 1933 (File No. 33-6510). We have also
examined such other records, agreements, documents and instruments
as we deemed appropriate.
Based upon the foregoing, it is our opinion that the
513,010,129 Shares (representing 4,044,071 Shares of Templeton
Income Fund and 508,966,058 Shares of Templeton Money Fund) sold at
the public offering price and delivered by the Trust against
receipt of the net asset value of the Shares during the Trust's
fiscal year ended August 31, 1995 were duly and validly authorized,
legally and validly issued, fully paid, and non-assessable.
We consent to the filing of this opinion in connection
with the Notice pursuant to Rule 24f-2 under the Investment Company
Act of 1940 for the fiscal year ended August 31, 1995 to be filed
on behalf of the Trust with the Securities and Exchange Commission.
Sincerely,
/s/DECHERT PRICE & RHOADS
Dechert Price & Rhoads
