TEMPLETON INCOME TRUST
485B24E, 1996-08-28
Previous: APPLIED RESEARCH CORP, NT 10-K, 1996-08-28
Next: FIDELITY ADVISOR SERIES II, 485BPOS, 1996-08-28



                                                      Registration No. 33-6510
        As filed with the Securities and Exchange Commission on August 27, 1996

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-1A

         REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933     X
 
                  Pre-Effective Amendment No.

                  Post-Effective Amendment No.  17                   X

                                     and/or

  REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940    X

                  Amendment No.  18                                  X

                        (Check appropriate box or boxes)

                             TEMPLETON INCOME TRUST.
               (Exact Name of Registrant as Specified in Charter)

     700 CENTRAL AVENUE, P.O. BOX 33030, ST. PETERSBURG, FLORIDA 33733-8030
               (Address of Principal Executive Offices) (Zip Code)

                  Registrant's Telephone Number: (813) 823-8712

                               Ellen F. Stoutamire
                               700 Central Avenue
                                 P.O. Box 33030
                       ST. PETERSBURG, FLORIDA 33733-8030
                     (Name and Address of Agent for Service)

It is proposed that this filing will become effective (check appropriate box):

   X    immediately upon filing pursuant to paragraph (b) of Rule 485

        on (DATE) pursuant to paragraph (b) of Rule 485

        60 days after filing pursuant to paragraph (a)(1) of Rule 485

        on (date) pursuant to paragraph (a)(1) of Rule 485

        75 days after filing pursuant to paragraph (a)(2) of Rule 485

        on (DATE) pursuant to paragraph (a)(2) of Rule 485

        this post-effective amendment designates a new effective
        date for a previously filed post-effective amendment











                              CONTENTS OF AMENDMENT

         This Post-Effective Amendment No. 17 to the Registration Statement of
Templeton Income Trust is comprised of the following papers and documents:

         1.       The facing sheet to register a definite number of Shares of 
                  beneficial interest, par value $0.01 per Share;

         2.       Signature pages; and

         3.       Exhibit 10, the opinion and consent of Dechert Price & 
                  Rhoads, counsel to the Registrant, as to the legality of 
                  the Shares being registered.

         With the exception of the items listed above, this Post-Effective
Amendment No. 17 under the Securities Act of 1933 incorporates by reference all
materials filed as part of Post-Effective Amendment No. 16 to Form N-1A for
Templeton Income Trust, File No. 33-6510.

         The sole purpose of this Post-Effective Amendment No. 17 is to register
a definite  number of  additional  Shares of  beneficial  interest of  Templeton
Income Trust,  pursuant to Rule  24e-2(a)  under the  Investment  Company Act of
1940.










                             Templeton Income Trust

                         Calculation of Registration Fee
                        Under the Securities Act of 1933

<TABLE>
<CAPTION>

                                                      Proposed                   Proposed
Title of                                               Maximum                    Maximum           Amount
Securities                  Amount                     Offering                   Aggregate         of
Being                       Being                      Price                      Offering          Registration
REGISTERED                  REGISTERED                 PER SHARE**                PRICE*            FEE
<S>                         <C>                        <C>                      <C>                 <C>     

Shares of Beneficial
Interest (Templeton Money
Fund and Templeton Global
Bond Fund)                  Indefinite                 N/A                        N/A               N/A

- ---------------------------

Templeton Money Fund        16,165,512                 $1.00                      $16,165,512       $100

Templeton Global
Bond Fund                    2,772,433                  $9.82                      $27,225,288      $0.00

Templeton Income Trust
(Total)                     18,937,945                 N/A                        $43,390,800       $100

</TABLE>

*        Registrant  continues its election to register an indefinite  number or
         amount of Shares of  beneficial  interest,  $0.01 par value per  Share,
         under the  Investment  Company Act of 1940.  The Rule 24f-2  Notice for
         Registrant's most recent fiscal year ended August 31, 1995 was filed on
         October 30, 1995.

**       Registrant elects to calculate the maximum aggregate offering price
         pursuant to Rule 24e-2.  531,893,131 Shares ($588,536,505 worth of
         Shares) were redeemed during the fiscal year ended August 31, 1995.
         $545,435,705 worth of Shares were used for reductions pursuant to 
         Paragraph (c) of Rule 24f-2 in the Rule 24f-2 Notice filed with 
         Commission on October 30, 1995.  The balance of $43,100,800 worth of
         Shares (representing $27,225,288 worth of Templeton Global Bond Fund
         and $15,875,542 worth of Templeton Money Fund Shares) is being used as
         credit against the Shares that are being registered pursuant to this
         Amendment.  The proposed maximum offering price per Share of Templeton
         Global Bond Fund and Templeton Money Fund, as calculated pursuant to 
         Rule 457(d) under the Securities Act of 1933 on the basis of the
         offering price of the Registrant's Shares on August 16, 1996, is $9.82
         and $1.00, respectively. At this offering price, the $43,100,800 worth 
         of Shares used for reduction in this Amendment equals 2,772,433 Shares 
         of Templeton Global Bond Fund and 15,875,512 of Templeton Money Fund 
         Shares. In addition to these Shares, the Registrant is also registering
         290,000 Shares of Templeton Money Fund ($290,000 worth of Shares at 
         $1.00 per Share) pursuant to this Amendment, for a total of 18,937,945
         Shares ($43,390,800 worth of Shares).









                                     PART C

                                OTHER INFORMATION

Item 24. Financial Statements and Exhibits

         (b)      Exhibits

                  (10)     Opinion and consent of Dechert Price and Rhoads.











                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, and the Investment Company Act of 1940, the Registrant, as amended, the
Registrant  certifies that it meets all the  requirements  for  effectiveness of
this Registration  Statement pursuant to Rule 485(b) under the Securities Act of
1933 and has duly  caused  this  Post-Effective  Amendment  to its  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Washington, D.C. on the 26th day of August, 1996.

                                    Templeton Income Trust
                                          (REGISTRANT)

                               By:
                                    Samuel J. Forester, Jr.*
                                    President

*By:/s/WILLIAM J. KOTAPISH
    William J. Kotapish
     attorney-in-fact**

           Pursuant to the requirements of the Securities Act of 1933, as
amended,  this amendment to the Registration  Statement has been signed below by
the following persons in the capacities and on the date indicated:


<TABLE>
<CAPTION>

Signature                                       Title                      Date
<S>                                          <C>                         <C>


____________________                        President (Chief           August 26, 1996
Samuel J. Forester, Jr.*                    Executive Officer)



____________________                        Director, Chairman,        August 26, 1996
Charles B. Johnson*                         and Vice President

____________________                Director                  August 26, 1996
Betty P. Krahmer*

____________________                Director                  August 26, 1996
Hasso-G von Diergardt-
         Naglo*

____________________                Director                  August 26, 1996
F. Bruce Clarke*

___________________                 Director                  August 26, 1996
Fred R. Millsaps*

____________________                Director                  August 26, 1996
Harris J. Ashton*

____________________                Director                  August 26, 1996
S. Joseph Fortunato*

____________________                Director                  August 26, 1996
Andrew H. Hines, Jr.*

____________________                Director                  August 26, 1996
John Wm. Galbraith*

____________________                Director                  August 26, 1996
Gordon S. Macklin*

____________________                Director                  August 26, 1996
Nicholas F. Brady*

____________________                Treasurer (Chief          August 26, 1996
James R. Baio*                      Financial and
                                    Accounting Officer)


</TABLE>



*By:/s/WILLIAM J. KOTAPISH
    William J. Kotapish
    Attorney-in-fact**

** Powers of Attorney were previously filed with Registration Statement No.
   33-6510 and are incorporated herein by reference, or are contained herewith.






                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    EXHIBITS
                                      FILED
                                      WITH

                       POST-EFFECTIVE AMENDMENT NO. 17 TO
                             REGISTRATION STATEMENT

                                       ON

                                    FORM N-1A

                             TEMPLETON INCOME TRUST





                                  Exhibit (10)

               Opinion and Consent of Dechert Price & Rhoads






                             DECHERT PRICE & RHOADS
                               1500 K STREET, N.W.
                             WASHINGTON, D.C. 20005

                                 August 26, 1996

Templeton Income Trust
700 Central Avenue
St. Petersburg, FLA  33701

Dear Sirs:

                  As counsel for Templeton  Income Trust (the  "Trust"),  we are
familiar with the registration of the Trust under the Investment  Company Act of
1940 (File No. 811-4706) and the registration  statement  relating to its shares
of beneficial interest (the "Shares") under the Securities Act of 1933 (File No.
33-6510). We also have examined such other Trust records, agreements,  documents
and instruments as we deemed appropriate.

                  Based upon the  foregoing,  it is our opinion  that the Shares
being  registered  pursuant to  Post-Effective  Amendment  No. 17 to the Trust's
Registration  Statement  will,  when  sold in  accordance  with the terms of the
Registration  Statement and the prospectuses  included therein, and delivered by
the Trust against  receipt of the net asset value of the Shares,  have been duly
and validly authorized and issued as fully paid and non-assessable Shares of the
Trust.

                  We consent to the filing of this  opinion in  connection  with
Post-Effective  Amendment  No.  17 which is being  filed on  behalf of the Trust
pursuant to Section 24(e) of the Investment Company Act of 1940.

                                               Very truly yours,

                                                /s/DECHERT PRICE & RHOADS

                                                Dechert Price & Rhoads



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission