TEMPLETON INCOME TRUST
497, 1998-12-31
Previous: GLOBAL TOTAL RETURN FUND INC /MD, 485APOS, 1998-12-31
Next: TEMPLETON INCOME TRUST, 497, 1998-12-31





                                        PROSPECTUS



                                        TEMPLETON
                                        GLOBAL BOND
                                        FUND
                                        ADVISOR CLASS

                INVESTMENT STRATEGY
                      GLOBAL GROWTH
                         AND INCOME




                    January 1, 1999




                                                       [FRANKLIN TEMPLETON LOGO]
                                                        FRANKLIN(R) TEMPLETON(R)

         LIKE ALL MUTUAL FUND SHARES, THE SEC HAS NOT APPROVED OR DISAPPROVED
         THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY
         REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

PAGE
                                    Contents




                                    THE FUND
- ------------------------------------------------------------------------------
INFORMATION ABOUT THE        2      Goal and Strategies
FUND YOU SHOULD KNOW
BEFORE INVESTING             3      Main Risks

                             6      Performance

                             7      Fees and Expenses

                             8      Management

                            10      Distributions and Taxes

                            11      Financial Highlights



                                    YOUR ACCOUNT
- ------------------------------------------------------------------------------
INFORMATION ABOUT           12      Qualified Investors
QUALIFIED INVESTORS,
ACCOUNT TRANSACTIONS        14      Buying Shares
AND SERVICES
                            15      Investor Services

                            17      Selling Shares

                            19      Account Policies

                            21      Questions



                                    FOR MORE INFORMATION
- ------------------------------------------------------------------------------
WHERE TO LEARN MORE                 Back Cover
ABOUT THE FUND



PAGE
                  2

                  The Fund

            GOAL AND STRATEGIES
- ------------------------------------------------------------------------------
[GRAPHIC OF ARROW IN BULLSEYE] 

GOAL The fund's investment goal is current income with capital  appreciation and
growth of income.

- -----------------------------------------------------------------------------
The fund invests  primarily in debt  securities  of  companies  and  governments
located around the world.
- ------------------------------------------------------------------------------

PRINCIPAL  INVESTMENTS  Under  normal  market  conditions,  the fund will invest
primarily  in the debt  securities  of  companies,  governments  and  government
agencies located anywhere in the world. At least 65% of its total assets will be
invested in issuers located in at least three countries (including the U.S.).

Debt  securities  represent an obligation of the issuer to repay a loan of money
to it, and generally  provide for the payment of interest.  These include bonds,
notes and debentures.  While the fund may buy securities  rated in any category,
it focuses on "investment grade" debt securities.  These are issues rated in the
top four rating  categories by  independent  rating  agencies such as Standard &
Poor's  Corporation (S&P) or Moody's Investors  Services,  Inc. (Moody's) or, if
unrated, determined by the fund's manager to be comparable.

The fund may also invest in equity securities and American,  European and Global
Depositary   Receipts.   Equity  securities  generally  entitle  the  holder  to
participate  in a company's  general  operating  results.  These include  common
stocks and preferred  stocks.  Depositary  receipts are  certificates  typically
issued by a bank or trust  company that give their  holders the right to receive
securities issued by a foreign or domestic company.

The fund's  manager  allocates its assets based upon its  assessment of changing
market,  political and economic  conditions.  It will consider  various factors,
including  evaluation of interest and currency  exchange rate changes and credit
risks.

TEMPORARY  INVESTMENTS The manager may take a temporary  defensive position when
it believes the markets or the economy are experiencing  excessive volatility or
a prolonged  general decline,  or other adverse  conditions  exist.  Under these
circumstances,  the fund may be unable to pursue its investment goal, because it
may not invest or may invest less in global debt securities.


PAGE
                  Templeton Global Bond Fund 3




 MAIN RISKS
- ------------------------------------------------------------------------------
[GRAPHIC OF LINE GRAPH]   

INTEREST RATE When interest rates rise,  fixed-income  security prices fall. The
opposite is also true:  fixed-income  security  prices rise when interest  rates
fall.  Generally,  interest  rates rise during  times of  inflation or a growing
economy, and will fall during an economic slowdown or recession. Securities with
longer  maturities  usually are more  sensitive  to interest  rate  changes than
securities with shorter maturities.

CREDIT This is the  possibility  that an issuer will be unable to make  interest
payments or repay principal.  Changes in an issuer's  financial strength or in a
security's  credit  rating may affect its value and,  thus,  impact the value of
fund shares.

- -------------------------------------------------------------------------------
Changes  in  global  interest  rates  affect  the  prices  of  the  fund's  debt
securities. If rates rise, the value of the fund's debt securities will fall and
so too will the fund's share price. This means you could lose money.
- -------------------------------------------------------------------------------

FOREIGN SECURITIES  Securities of companies and governments  located outside the
U.S. may involve  risks that can increase the  potential for losses in the fund.
Investments  in  Depositary  Receipts  also involve some or all of the following
risks.

COUNTRY.  General  securities market movements in any country where the fund has
investments  are likely to affect the value of the securities the fund owns that
trade in that country.  These  movements  will affect the fund's share price and
fund performance.

The political, economic and social structures of some countries the fund invests
in may be less  stable and more  volatile  than  those in the U.S.  The risks of
investing  in these  countries  include the  possibility  of the  imposition  of
exchange  controls,   currency  devaluations,   foreign  ownership  limitations,
expropriation,   restrictions   on  removal  of   currency   or  other   assets,
nationalization  of assets,  punitive  taxes and certain  custody and settlement
risks.

The fund's  investments in developing or emerging  markets are subject to all of
the risks of foreign investing generally,  and have additional  heightened risks
due to a lack of established  legal,  business and social  frameworks to support
securities markets. Foreign securities markets,  including emerging markets, may
have  substantially  lower trading volumes than U.S. markets,  resulting in less
liquidity and more  volatility  than  experienced in the U.S.  While  short-term
volatility in these markets can be disconcerting,  declines in excess of 50% are
not unusual.


PAGE
                  4




COMPANY.  Foreign companies are not subject to the same disclosure,  accounting,
auditing and financial  reporting  standards and practices as U.S. companies and
their  securities may not be as liquid as securities of similar U.S.  companies.
Foreign stock exchanges,  trading systems,  brokers and companies generally have
less  government  supervision  and regulation than in the U.S. The fund may have
greater difficulty voting proxies, exercising shareholder rights, pursuing legal
remedies and obtaining  judgments with respect to foreign investments in foreign
courts than with respect to U.S. companies in U.S. courts.

CURRENCY Many of the fund's  investments are denominated in foreign  currencies.
Changes in foreign  currency  exchange  rates will  affect the value of what the
fund owns and the fund's share price.  Generally,  when the U.S. dollar rises in
value  against a foreign  currency,  an  investment  in that country loses value
because that currency is worth fewer U.S. dollars.  Devaluation of currency by a
country's  government or banking authority also has a significant  impact on the
value of any securities denominated in that currency.

- -------------------------------------------------------------------------------
Mutual fund shares are not deposits or obligations of, or guaranteed or endorsed
by, any bank,  and are not federally  insured by the Federal  Deposit  Insurance
Corporation,  the  Federal  Reserve  Board,  or any  other  agency  of the  U.S.
government.  Mutual fund shares involve investment risks, including the possible
loss of principal.
- -------------------------------------------------------------------------------

EURO. On January 1, 1999, the European Monetary Union (EMU) plans to introduce a
new single currency,  the euro, which will replace the national currency for the
eleven  participating  member  countries.  If  the  fund  holds  investments  in
countries  with  currencies  replaced  by  the  euro,  the  investment  process,
including  trading,  foreign  exchange,  payments,  settlements,  cash accounts,
custody and accounting will be impacted.

Because this change to a single currency is new and untested,  the establishment
of the euro may  result in market  volatility.  For the same  reason,  it is not
possible  to  predict  the  impact  of the  euro on the  business  or  financial
condition  of European  issuers  which the fund may hold in its  portfolio,  and
their impact on the value of fund shares and fund performance. To the extent the
fund holds non-U.S. dollar (euro or other) denominated securities, it will still
be exposed to currency risk due to fluctuations in those  currencies  versus the
U.S. dollar.



PAGE
                  Templeton Global Bond Fund 5




ILLIQUID  SECURITIES  The fund  may  invest  up to 10% of its  total  assets  in
restricted and other securities that are not readily marketable.

DIVERSIFICATION  The fund is  non-diversified  under federal securities laws. It
may invest a greater portion of its assets in the securities of one issuer,  and
therefore in a smaller number of individual  issuers,  than  diversified  funds.
Therefore,  it may be more sensitive to economic,  business,  political or other
changes affecting similar issuers or securities.  The fund intends,  however, to
meet certain tax diversification requirements.

YEAR 2000 When evaluating current and potential portfolio  positions,  Year 2000
is one of the factors the fund's manager considers.

The manager will rely upon public filings and other statements made by companies
about  their  Year  2000  readiness.  Issuers  in  countries  outside  the U.S.,
particularly in emerging markets,  may not be required to make the same level of
disclosure about Year 2000 readiness as is required in the U.S. The manager,  of
course,  cannot  audit any company and its major  suppliers to verify their Year
2000 readiness.

If a company in which the fund is  invested is  adversely  affected by Year 2000
problems,  it is likely that the price of its  security  will also be  adversely
affected.  A  decrease  in the  value  of one or  more of the  fund's  portfolio
holdings will have a similar  impact on the price of the fund's  shares.  Please
see page 10 for more information.

PORTFOLIO  TURNOVER The manager's  attempt to keep the fund's  portfolio of debt
securities  at an optimum  level of  interest  rate  sensitivity,  may cause the
fund's  portfolio  turnover  rate to be high.  High  turnover  will increase the
fund's transaction costs and may increase your tax liability.

More detailed information about the fund, its policies and risks can be found in
the fund's Statement of Additional Information (SAI).

PAGE
                  6

PERFORMANCE
- ------------------------------------------------------------------------------
[GRAPHIC OF BEAR AND BULL]   

This bar chart and table show the volatility of the fund's returns, which is one
indicator of the risks of investing in the fund.  The bar chart shows changes in
the fund's returns from year to year over the past 10 calendar years.  The table
shows  how the  fund's  average  annual  total  returns  compare  to  those of a
broad-based  securities market index. Of course, past performance cannot predict
or guarantee future results.

 ADVISOR CLASS ANNUAL TOTAL RETURNS(1,2)

YEAR      TOTAL RETURN
                         ----------------
88        7.07%          BEST
89        8.54%          QUARTER:
90        9.89%          Q2  '92
91       14.91%          7.23%
92        3.12%          
93       10.35%          WORST
94       -3.58%          QUARTER
95       18.21%          Q1 '94
96       11.20%          -3.51%
97        2.09%          ------------------



AVERAGE ANNUAL TOTAL RETURNS

For the periods ended December 31, 1997

                                                 1 YEAR   5 YEARS   10 YEARS
- -----------------------------------------------------------------------------
Templeton Global Bond Fund - Advisor Class(2)     2.09%     7.38%     8.01%
SB WGBI Index(3)                                  0.23%     7.47%     7.88%


1. As of September 30, 1998, the fund's year-to-date return was 4.40%.

2.  Performance  figures  reflect a "blended"  figure  combining  the  following
methods of  calculation:  (a) For  periods  before  January 1, 1997,  a restated
figure is used based on the fund's Class A performance,  excluding the effect of
Class A's maximum  initial  sales charge and including the effect of the Class A
distribution  and service  (12b-1)  fees;  and (b) for periods  after January 1,
1997,  an actual  Advisor  Class  figure is used  reflecting  a deduction of all
applicable  charges  and  fees for  that  class.  This  blended  figure  assumes
reinvestment of dividends and capital gains.

3. Source:  Standard & Poor's(R) Micropal.  The unmanaged Salomon Brothers World
Government  Bond  Index (SB WGBI)  tracks the  performance  of  government  bond
markets in 18  countries.  It includes  fixed-rate  U.S. and foreign  government
bonds with remaining  maturities of one year or more. One cannot invest directly
in an index, nor is an index representative of the fund's portfolio.

PAGE
                  Templeton Global Bond Fund 7




FEES AND EXPENSES
- ------------------------------------------------------------------------------
[GRAPHIC OF PERCENT SYMBOL]   

This table  describes the fees and expenses that you may pay if you buy and hold
shares of the fund. It is based on the fund's expenses for the fiscal year ended
August 31, 1998.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)


                                                        ADVISOR CLASS
 --------------------------------------------------------------------
 Maximum sales charge (Load) imposed on purchases           None
 Exchange fee(1)                                            None


ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)

                                                       ADVISOR CLASS
- --------------------------------------------------------------------
 Management fees                                         0.49%
 Distribution and service (12b-1) fees                   None
 Other expenses                                          0.42%
                                                         ----
 Total annual fund operating expenses                    0.91%
                                                         ====



1. There is a $5 fee for each exchange by a market timer (see page 20).

EXAMPLE

This  example can help you compare  the cost of  investing  in the fund with the
cost of investing in other mutual funds.

The example  assumes you invest  $10,000 for the periods shown and then sell all
of your  shares at the end of those  periods.  The  example  also  assumes  your
investment has a 5% return each year and the fund's  operating  expenses  remain
the same.  Although  your  actual  costs may be higher or lower,  based on these
assumptions your costs would be:

<TABLE>
<CAPTION>
            1 YEAR    3 YEARS    5 YEARS    10 YEARS
            ----------------------------------------
<S>         <C>       <C>        <C>        <C>
             $93         $290       $504      $1,120
</TABLE>

PAGE
                  8

MANAGEMENT
- -------------------------------------------------------------------------------
[GRAPHIC OF BRIEFCASE]   

Templeton  Investment  Counsel,  Inc. through its Global Bond Managers  division
(Global  Bond  Managers),   Broward  Financial  Centre,   Fort  Lauderdale,   FL
33394-3091,  is the fund's investment manager.  Together,  Templeton  Investment
Counsel, Inc. and its affiliates manage over $216 billion in assets.

The fund's lead portfolio manager is:

NEIL S. DEVLIN, EXECUTIVE VICE PRESIDENT OF GLOBAL BOND MANAGERS
Mr. Devlin has been a manager of the fund since 1994. He joined the Franklin 
Templeton Group in 1987.

The following individuals have secondary portfolio management
responsibilities:

THOMAS J. DICKSON, PORTFOLIO MANAGER OF GLOBAL BOND MANAGERS
Mr. Dickson has been a manager of the fund since 1996. He joined the Franklin 
Templeton Group in 1994.

DR. UMRAN DEMIRORS, VICE PRESIDENT OF GLOBAL BOND MANAGERS
Dr. Demirors has been a manager of the fund since 1998. He joined the Franklin 
Templeton Group in 1996.

The fund pays the manager a fee for  managing  the fund's  assets and making its
investment  decisions.  For the fiscal year ended August 31, 1998, the fund paid
0.49% of its average daily net assets to the manager.

PAGE
                  Templeton Global Bond Fund 9




YEAR 2000 PROBLEM The fund's business  operations  depend on a worldwide network
of computer  systems  that contain date  fields,  including  securities  trading
systems,  securities  transfer agent operations and stock market links.  Many of
the systems  currently  use a two digit date field to  represent  the date,  and
unless  these  systems  are  changed  or  modified,  they  may  not be  able  to
distinguish  the Year 1900 from the Year 2000 (commonly  referred to as the Year
2000 problem).  In addition,  the fact that the Year 2000 is a non-standard leap
year may create difficulties for some systems.

When the Year 2000 arrives, the fund's operations could be adversely affected if
the computer systems used by the manager,  its service providers and other third
parties it does business with are not Year 2000 ready.  For example,  the fund's
portfolio and operational  areas could be impacted,  including  securities trade
processing,  interest and dividend  payments,  securities  pricing,  shareholder
account  services,  reporting,  custody  functions  and  others.  The fund could
experience  difficulties  in  effecting  transactions  if  any  of  its  foreign
subcustodians, or if foreign broker-dealers or foreign markets are not ready for
Year 2000.

The fund's manager and its affiliated  service  providers are making a concerted
effort to take steps they believe are reasonably  designed to address their Year
2000 problems.  Of course,  the fund's ability to reduce the effects of the Year
2000 problem is also very much  dependent upon the efforts of third parties over
which the fund and its manager may have no control.

PAGE
                  10

DISTRIBUTIONS AND TAXES
- -------------------------------------------------------------------------------
[GRAPHIC OF COINS]   

INCOME  AND  CAPITAL  GAINS  DISTRIBUTIONS  The fund  intends  to pay a  monthly
dividend  representing its net investment income.  Capital gains, if any, may be
distributed  annually.  The amount of these distributions will vary and there is
no guarantee the fund will pay dividends.

To receive a  distribution,  you must be a shareholder  on the record date.  The
record dates for the fund's distributions will vary. Please keep in mind that if
you invest in the fund  shortly  before the record date of a  distribution,  any
distribution  will  lower the value of the  fund's  shares by the  amount of the
distribution  and you will receive some of your investment back in the form of a
taxable distribution. If you would like information on upcoming record dates for
the fund's distributions, please call 1-800/DIAL BEN.

TAX  CONSIDERATIONS In general,  fund distributions are taxable to you as either
ordinary  income or  capital  gains.  This is true  whether  you  reinvest  your
distributions  in  additional  shares of the fund or receive  them in cash.  Any
capital gains the fund distributes are taxable to you as long-term capital gains
no matter how long you have owned your shares.

BACKUP WITHHOLDING
- -------------------------------------------------------------------------------
By law, the fund must withhold 31% of your taxable distributions and proceeds if
you do not provide your correct taxpayer  identification number (TIN) or certify
that your TIN is correct, or if the IRS instructs the fund to do so.
- -------------------------------------------------------------------------------

Every  January,  you will  receive a  statement  that  shows  the tax  status of
distributions  you  received for the previous  year.  Distributions  declared in
December but paid in January are taxable as if they were paid in December.

When  you  sell  your  shares,  you may have a  capital  gain or  loss.  For tax
purposes,  an exchange  of your fund  shares for shares of a different  Franklin
Templeton  Fund is the same as a sale.  The individual tax rate on any gain from
the sale or  exchange  of your  shares  depends  on how long you have  held your
shares.

Fund  distributions  and gains from the sale or  exchange  of your  shares  will
generally be subject to state and local  income tax. Any foreign  taxes the fund
pays on its  investments  may be passed  through to you as a foreign tax credit.
Non-U.S. investors may be subject to U.S. withholding and estate tax. You should
consult your tax advisor about federal, state, local or foreign tax consequences
of your investment in the fund.




PAGE
                  Templeton Global Bond Fund 11

            FINANCIAL HIGHLIGHTS
- -------------------------------------------------------------------------------
[GRAPHIC OF PAPER CURRENCY]   

This table  presents  the  financial  performance  for  Advisor  Class since its
inception. This information has been audited by McGladrey & Pullen, LLP.

<TABLE>
<CAPTION>
            ADVISOR CLASS                                     YEAR ENDED AUGUST 31,
- --------------------------------------------------------------------------------------
                                                            1998              1997(1)
- --------------------------------------------------------------------------------------
<S>                                                        <C>               <C>
            PER SHARE DATA ($)
            Net asset value, beginning of year               9.82             10.16
                                                           ------            ------
              Net investment income                           .62               .42
              Net realized and unrealized losses             (.32)             (.34)
                                                           ------            ------
            Total from investment operations                  .30               .08
                                                           ------            ------
              Dividends from net investment income           (.57)             (.42)
              Distributions from net realized gains          (.06)               --
                                                           ------            ------
            Total distributions                              (.63)             (.42)
                                                           ------            ------
            Net asset value, end of year                     9.49              9.82
                                                           ======            ======
            Total return (%)(2)                              3.08               .80

            RATIOS/SUPPLEMENTAL DATA
            Net assets, end of year ($ x 1,000)            11,330            12,742
            Ratios to average net assets: (%)
              Expenses                                        .91               .88(3)
              Net investment income                          6.38              6.76(3)
            Portfolio turnover rate (%)                     75.95            166.69
</TABLE>

1. For the period January 2, 1997 (effective date) through August 31, 1997.
2. Total return is not annualized.
3. Annualized.

PAGE
                  12




                  YOUR ACCOUNT

QUALIFIED INVESTORS
- -------------------------------------------------------------------------------
[GRAPHIC OF PENCIL MAKING MARK]   

The following investors may qualify to buy Advisor Class shares of the fund.

            -  Qualified registered investment advisors or certified financial
               planners with clients invested in any series of Franklin Mutual
               Series Fund Inc. on October 31, 1996, or who buy through a
               broker-dealer or service agent who has an agreement with Franklin
               Templeton Distributors, Inc. (Distributors). Minimum investments:
               $1,000 initial and $50 additional.

            -  Broker-dealers, registered investment advisors or certified
               financial planners who have an agreement with Distributors for
               clients participating in comprehensive fee programs. Minimum
               investments: $250,000 initial ($100,000 initial for an individual
               client) and $50 additional.

            -  Officers, trustees, directors and full-time employees of Franklin
               Templeton and their immediate family members. Minimum
               investments: $100 initial ($50 for accounts with an automatic
               investment plan) and $50 additional.

            -  Each series of the Franklin Templeton Fund Allocator Series.
               Minimum investments: $1,000 initial and $1,000 additional.

               The FRANKLIN TEMPLETON FUNDS include all of the Franklin
               Templeton U.S. registered mutual funds, except Franklin Valuemark
               Funds, Templeton Capital Accumulator Fund, Inc., and Templeton
               Variable Products Series Fund.

            -  Governments, municipalities, and tax-exempt entities that meet
               the requirements for qualification under section 501 of the
               Internal Revenue Code. Minimum investments: $1 million initial
               investment in Advisor Class or Class Z shares of any of the
               Franklin Templeton Funds and $50 additional.

            -  Accounts managed by the Franklin Templeton Group. Minimum
               investments: No initial minimum and $50 additional.

            -  The Franklin Templeton Profit Sharing 401(k) Plan. Minimum
               investments: No initial minimum and $50 additional.





PAGE
                  Templeton Global Bond Fund 13




            -  Defined contribution plans such as employer stock, bonus, pension
               or profit sharing plans that meet the requirements for
               qualification under section 401 of the Internal Revenue Code,
               including salary reduction plans qualified under section 401(k)
               of the Internal Revenue Code, and that are sponsored by an
               employer (i) with at least 10,000 employees, or (ii) with
               retirement plan assets of $100 million or more. Minimum
               investments: No initial minimum and $50 additional.

            -  Trust companies and bank trust departments initially investing in
               the Franklin Templeton Funds at least $1 million of assets held
               in a fiduciary, agency, advisory, custodial or similar capacity
               and over which the trust companies and bank trust departments or
               other plan fiduciaries or participants, in the case of certain
               retirement plans, have full or shared investment discretion.
               Minimum investments: No initial minimum and $50 additional.

            -  Individual investors. Minimum investments: $5 million initial and
               $50 additional. You may combine all of your shares in the
               Franklin Templeton Funds for purposes of determining whether you
               meet the $5 million minimum, as long as $1 million is in Advisor
               Class or Class Z shares of any of the Franklin Templeton Funds.

            -  Any other investor, including a private investment vehicle such
               as a family trust or foundation, who is a member of an
               established group of 11 or more investors. Minimum investments:
               $5 million initial and $50 additional. For minimum investment
               purposes, the group's investments are added together. The group
               may combine all of its shares in the Franklin Templeton Funds for
               purposes of determining whether it meets the $5 million minimum,
               as long as $1 million is in Advisor Class or Class Z shares of
               any of the Franklin Templeton Funds. There are certain other
               requirements and the group must have a purpose other than buying
               fund shares without a sales charge.

Please note that  Advisor  Class  shares of the fund are no longer  available to
retirement plans through Franklin Templeton's ValuSelect(R) program.  Retirement
plans in the ValuSelect program before January 1, 1998, however, may continue to
invest in the fund's Advisor Class shares.

PAGE

                  14


BUYING SHARES
- -------------------------------------------------------------------------------
[GRAPHIC OF PENCIL AND PAPER]   

ACCOUNT  APPLICATION If you are opening a new account,  please complete and sign
the enclosed account application. To save time, you can sign up now for services
you may want on your  account by  completing  the  appropriate  sections  of the
application (see the next page).

<TABLE>
<CAPTION>
BUYING SHARES
- ---------------------------------------------------------------------------------------------------
                                   OPENING AN ACCOUNT                      ADDING TO AN ACCOUNT
- ----------------------------------------------------------------------------------------------------------------
<S>         <C>                    <C>                                     <C>
[HANDSHAKE  Through your           Contact your investment                 Contact your investment
GRAPHIC]    investment             representative                          representative
            representative
- ----------------------------------------------------------------------------------------------------------------
[ENVELOPE   By Mail                Make your check payable to              Make your check payable to
GRAPHIC]                           Templeton Global Bond Fund.             Templeton Global Bond Fund. Include
                                                                           your account number on the check.
                                   Mail the check and your signed
                                   application to Investor Services.       Fill out the deposit slip from your
                                                                           account statement. If you do not
                                                                           have a slip, include a note with your
                                                                           name, the fund name, and your
                                                                           account number.

                                                                           Mail the check and deposit slip or
                                                                           note to Investor Services.
- ----------------------------------------------------------------------------------------------------------------
[WIRE       By Wire                Call to receive a wire control          Call to receive a wire control number
GRAPHIC]                           number and wire instructions.           and wire instructions.
            1-800/632-2301
            (or 1-650/312-2000     Mail your signed application to         To make a same day wire
            collect)               Investor Services. Please include the   investment, please call us by
                                   wire control number or your new         1:00 p.m. pacific time and make
                                   account number on the application.      sure your wire arrives by 3:00 p.m.

                                   To make a same day wire
                                   investment, please call us by
                                   1:00 p.m. pacific time and make
                                   sure your wire arrives by 3:00 p.m.
- ----------------------------------------------------------------------------------------------------------------
[ARROW      By Exchange            Call Shareholder Services at the        Call Shareholder Services at the
GRAPHIC]                           number below, or send signed            number below, or send signed
                                   written instructions. (Please see       written instructions. (Please see
                                   page 16 for information on              page 16 for information on
                                   exchanges.)                             exchanges.)
- -----------------------------------------------------------------------------------------------------------------
</TABLE>



   FRANKLIN TEMPLETON INVESTOR SERVICES 100 FOUNTAIN PARKWAY, P.O. BOX 33030,
                          ST. PETERSBURG, FL 33733-8030

                         CALL TOLL-FREE: 1-800/632-2301
          (MONDAY THROUGH FRIDAY 5:30 A.M. TO 5:00 P.M., PACIFIC TIME)

PAGE
                  Templeton Global Bond Fund 15




INVESTOR SERVICES
- -------------------------------------------------------------------------------
[GRAPHIC OF PERSON]   

AUTOMATIC INVESTMENT PLAN This plan offers a convenient way for you to invest in
the fund by  automatically  transferring  money  from your  checking  or savings
account each month to buy shares.  To sign up, complete the appropriate  section
of your account application.

DISTRIBUTION OPTIONS You may reinvest distributions you receive from the fund in
an existing  account in the same share class of the fund or in Advisor  Class or
Class  A  shares  of  another   Franklin   Templeton   Fund.  To  reinvest  your
distributions  in Advisor Class shares of another  Franklin  Templeton Fund, you
must  qualify  to buy  that  fund's  Advisor  Class  shares.  For  distributions
reinvested in Class A shares of another Franklin  Templeton Fund,  initial sales
charges and  contingent  deferred  sales  charges  (CDSCs) will not apply if you
reinvest  your   distributions   within  365  days.   You  can  also  have  your
distributions  deposited in a bank  account,  or mailed by check.  Deposits to a
bank account may be made by electronic funds transfer.

- -------------------------------------------------------------------------------
For Franklin  Templeton  Trust Company  retirement  plans,  special forms may be
needed  to  receive  distributions  in  cash.  Please  call  1-800/527-2020  for
information.
- -------------------------------------------------------------------------------

Please  indicate on your  application the  distribution  option you have chosen,
otherwise we will  reinvest  your  distributions  in the same share class of the
fund.

RETIREMENT  PLANS Franklin  Templeton  offers a variety of retirement  plans for
individuals and businesses.  These plans require separate applications and their
policies  and  procedures  may  be  different  than  those   described  in  this
prospectus.  For more information,  including a free retirement plan brochure or
application, please call Retirement Plan Services at 1-800/527-2020.

TeleFACTS(R) Our TeleFACTS system offers  around-the-clock access to information
about your account or any  Franklin  Templeton  Fund.  This service is available
from touch-tone phones at 1-800/247-1753.  For a free TeleFACTS  brochure,  call
1-800/DIAL BEN.

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.





PAGE
                  16

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.

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.

- -------------------------------------------------------------------------------
An EXCHANGE is really two  transactions:  a sale of one fund and the purchase of
another.  In general,  the same policies that apply to purchases and sales apply
to exchanges.  Exchanges also have the same tax  consequences  as ordinary sales
and purchases.
- -------------------------------------------------------------------------------

EXCHANGE PRIVILEGE You can exchange shares between most Franklin Templeton Funds
within the same class. You also may exchange your Advisor Class shares for Class
A shares of a fund that does not currently  offer an Advisor Class  (without any
sales charge)* or for Class Z shares of Franklin Mutual Series Fund Inc.

If you do not  qualify  to buy  Advisor  Class  shares of  Templeton  Developing
Markets  Trust,  Templeton  Foreign Fund or Templeton  Growth Fund, you also may
exchange  your  shares  for Class A shares  of those  funds  (without  any sales
charge)* or for shares of Templeton Institutional Funds, Inc.

Generally  exchanges may only be made between identically  registered  accounts,
unless you send written instructions with a signature guarantee.

Frequent exchanges can interfere with fund management or operations and drive up
costs for all  shareholders.  To protect  shareholders,  there are limits on the
number and amount of exchanges you may make (please see "Market  Timers" on page
20).

* If you  exchange  into Class A shares  and you later  decide you would like to
exchange into a fund that offers an Advisor Class, you may exchange your Class A
shares  for  Advisor  Class  shares if you  otherwise  qualify to buy the fund's
Advisor Class shares.

SYSTEMATIC  WITHDRAWAL  PLAN This plan  allows  you to  automatically  sell your
shares  and  receive  regular  payments  from your  account.  Certain  terms and
minimums  apply.   To  sign  up,  complete  the  appropriate   section  of  your
application.





PAGE
                  Templeton Global Bond Fund 17




 SELLING SHARES
- -------------------------------------------------------------------------------
[CERTIFICATE GRAPHIC]   

You can sell your shares at any time.

SELLING  SHARES IN WRITING  Requests to sell  $100,000 or less can  generally be
made over the phone or with a simple letter. Sometimes,  however, to protect you
and the fund we will need written  instructions signed by all registered owners,
with a signature guarantee for each owner, if:

  -  you are selling more than $100,000 worth of shares

  -  you want your proceeds paid to someone who is not a registered owner

  -  you want to send your proceeds somewhere other than the address
     of record, or preauthorized bank or brokerage firm account

  -  you have changed the address on your account by phone within the
     last 15 days

We may also  require a signature  guarantee on  instructions  we receive from an
agent, not the registered  owners,  or when we believe it would protect the fund
against potential claims based on the instructions received.

- -------------------------------------------------------------------------------
A SIGNATURE GUARANTEE helps protect your account against fraud. You can obtain a
signature guarantee at most banks and securities dealers.

A notary public CANNOT provide a signature guarantee.
- -------------------------------------------------------------------------------

SELLING RECENTLY  PURCHASED SHARES If you sell shares recently  purchased with a
check or draft,  we may delay sending you the proceeds until your check or draft
has  cleared,  which  may take  seven  business  days or more.  A  certified  or
cashier's check may clear in less time.

REDEMPTION  PROCEEDS Your redemption  check will be sent within seven days after
we receive your  request in proper  form.  We are not able to receive or pay out
cash in the form of currency.  Redemption proceeds may be delayed if we have not
yet received your signed account application.

RETIREMENT  PLANS  Before  you can sell  shares in a  Franklin  Templeton  Trust
Company  retirement  plan,  you  may  need to  complete  additional  forms.  For
participants  under age 59-1/2,  tax penalties may apply.  Call  Retirement Plan
Services at 1-800/527-2020 for details.


PAGE
                  18

<TABLE>
<CAPTION>
SELLING SHARES
- --------------------------------------------------------------------
                              To sell some or all of your shares
- --------------------------------------------------------------------------------
<S>         <C>               <C>
[HANDSHAKE  Through your      Contact your investment representative
GRAPHIC]    investment
            representative
- --------------------------------------------------------------------------------
[ENVELOPE   By Mail           Send written instructions and endorsed share
GRAPHIC]                      certificates (if you hold share certificates) to
                              Investor Services. Corporate, partnership or trust
                              accounts may need to send additional documents.

                              Specify the fund, the account number and the
                              dollar value or number of shares you wish to sell.
                              Be sure to include all necessary signatures and
                              any additional documents, as well as signature
                              guarantees if required.

                              A check will be mailed to the name(s) and address
                              on the account, or otherwise according to your
                              written instructions.
- --------------------------------------------------------------------------------
[PHONE      By Phone          As long as your transaction is for $100,000 or
GRAPHIC]                      less, you do not hold share certificates and you
            1-800/632-2301    have not changed your address by phone within the
                              last 15 days, you can sell your shares by phone.

                              A check will be mailed to the name(s) and address
                              on the account. Written instructions, with a
                              signature guarantee, are required to send the
                              check to another address or to make it payable to
                              another person.
- --------------------------------------------------------------------------------
[WIRE       By Wire           You can call or write to have redemption proceeds
GRAPHIC]                      of $1,000 or more wired to a bank or escrow
                              account. See the policies above for selling shares
                              by mail or phone.

                              Before requesting a wire, please make sure we have
                              your bank account information on file. If we do
                              not have this information, you will need to send
                              written instructions with your bank's name and
                              address, your bank account number, the ABA routing
                              number, and a signature guarantee.

                              Requests received in proper form by 1:00 p.m.
                              pacific time will be wired the next business day.
- --------------------------------------------------------------------------------
[ARROW      By Exchange       Obtain a current prospectus for the fund you are
GRAPHIC]                      considering.

                              Call Shareholder Services at the number below, or
                              send signed written instructions. See the policies
                              above for selling shares by mail or phone.

                              If you hold share certificates, you will need to
                              return them to the fund before your exchange can
                              be processed.
- --------------------------------------------------------------------------------
</TABLE>

   FRANKLIN TEMPLETON INVESTOR SERVICES 100 FOUNTAIN PARKWAY, P.O. BOX 33030,
                         ST. PETERSBURG, FL 33733-8030

                         CALL TOLL-FREE: 1-800/632-2301
          (MONDAY THROUGH FRIDAY 5:30 A.M. TO 5:00 P.M., PACIFIC TIME)

PAGE
                  Templeton Global Bond Fund 19





ACCOUNT POLICIES
- --------------------------------------------------------------------------------
[PEN AND PAPER GRAPHIC]   

CALCULATING  SHARE PRICE The fund calculates the net asset value per share (NAV)
each  business  day at the  close  of  trading  on the New York  Stock  Exchange
(normally 1:00 p.m.  pacific  time).  The NAV for Advisor Class is calculated by
dividing its net assets by the number of its shares outstanding.

The fund's assets are generally  valued at their market value.  If market prices
are  unavailable,  or if an event occurs  after the close of the trading  market
that materially affects the values, assets may be valued at their fair value. If
the fund holds securities  listed primarily on a foreign exchange that trades on
days when the fund is not open for business, the value of your shares may change
on days that you cannot buy or sell shares.

Requests to buy and sell shares are processed at the NAV next  calculated  after
we receive your request in proper form.

ACCOUNTS  WITH LOW BALANCES If the value of your  account  falls below $250 ($50
for employee  accounts)  because you sell some of your shares, we may mail you a
notice  asking  you to  bring  the  account  back up to its  applicable  minimum
investment  amount. If you choose not to do so within 30 days, we may close your
account and mail the proceeds to the address of record.

STATEMENTS  AND REPORTS You will receive  confirmations  and account  statements
that show your account transactions.  You will also receive the fund's financial
reports every six months.  To reduce fund expenses,  we try to identify  related
shareholders in a household and send only one copy of the financial reports.  If
you need additional copies, please call 1-800/DIAL BEN.

PAGE
                  20

If there is a  dealer  or other  investment  representative  of  record  on your
account, he or she will also receive confirmations, account statements and other
information about your account directly from the fund.

STREET OR NOMINEE  ACCOUNTS  You may  transfer  your  shares  from the street or
nominee name  account of one dealer to another,  as long as both dealers have an
agreement  with  Franklin  Templeton  Distributors,  Inc.  We will  process  the
transfer  after we receive  authorization  in proper  form from your  delivering
securities dealer.

JOINT ACCOUNTS Unless you specify a different registration, accounts with two or
more owners are registered as "joint tenants with rights of survivorship" (shown
as "Jt Ten" on your account statement). To make any ownership changes to a joint
account, all owners must agree in writing, regardless of the law in your state.

MARKET  TIMERS The fund may restrict or refuse  exchanges by market  timers.  If
accepted,  each  exchange  by a market  timer  will be  charged  $5. You will be
considered a market timer if you have (i)  requested an exchange out of the fund
within two weeks of an earlier exchange request, or (ii) exchanged shares out of
the fund more than twice in a calendar quarter,  or (iii) exchanged shares equal
to at least $5  million,  or more  than 1% of the  fund's  net  assets,  or (iv)
otherwise  made large or frequent  exchanges.  Shares under common  ownership or
control are combined for these limits.

ADDITIONAL POLICIES Please note that the fund maintains  additional policies and
reserves certain rights, including:

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

     - At any time,  the fund may change  its  investment  minimums  or waive or
       lower its minimums for certain purchases.

     - The fund may modify or  discontinue  the  exchange  privilege on 60 days'
       notice.

     - You may only buy  shares  of a fund  eligible  for sale in your  state or
       jurisdiction.

     - In unusual circumstances, we may temporarily  suspend  redemptions, or
       postpone the payment of proceeds, as allowed by federal securities laws.

PAGE
                  Templeton Global Bond Fund 21




     - For redemptions over a certain amount  the fund reserves the right to
       make payments in securities or other assets of the fund, in the case of 
       an mergency or if the payment by check  would  be  harmful  to  existing
       shareholders.

     - To permit investors to obtain the current price,  dealers are responsible
       for transmitting all orders to the fund promptly.

DEALER COMPENSATION Qualifying dealers who sell Advisor Class shares may receive
up to 0.25% of the amount  invested.  This amount is paid by Franklin  Templeton
Distributors, Inc. from its own resources.

QUESTIONS
- --------------------------------------------------------------------------------
[QUESTION MARK GRAPHIC]   

If you have any questions about the fund or your account, you can write to us at
100 Fountain Parkway,  P.O. Box 33030, St.  Petersburg,  FL 33733-8030.  You can
also call us at one of the following  numbers.  For your  protection and to help
ensure we  provide  you with  quality  service,  all calls may be  monitored  or
recorded.

<TABLE>
<CAPTION>
                                                           HOURS (PACIFIC TIME,
            DEPARTMENT NAME            TELEPHONE NUMBER    MONDAY THROUGH FRIDAY)
            --------------------------------------------------------------------------------
<S>                                    <C>                 <C>
            Shareholder Services        1-800/ 632-2301    5:30 a.m. to 5:00 p.m.
            Fund Information            1-800/ DIAL BEN    5:30 a.m. to 8:00 p.m.
                                       (1-800/ 342-5236)   6:30 a.m. to 2:30 p.m. (Saturday)
            Retirement Plan Services    1-800/ 527-2020    5:30 a.m. to 5:00 p.m.
            Dealer Services             1-800/ 524-4040    5:30 a.m. to 5:00 p.m.
            Institutional Services      1-800/ 321-8563    6:00 a.m. to 5:00 p.m.
            TDD (hearing impaired)      1-800/ 851-0637    5:30 a.m. to 5:00 p.m.
</TABLE>

PAGE
                  22

                      This page intentionally left blank.

PAGE
                  Templeton Global Bond Fund 23

                      This page intentionally left blank.

PAGE
                  24

                      This page intentionally left blank.

PAGE
                  Templeton Global Bond Fund 25

                      This page intentionally left blank.

PAGE
                  26

                      This page intentionally left blank.

PAGE
                  Templeton Global Bond Fund 27


                      This page intentionally left blank.

PAGE
                  28

                      This page intentionally left blank.

PAGE


FRANKLIN TEMPLETON LITERATURE REQUEST

Call 1-800/DIAL BEN(R) (1-800/342-5236) today for a free descriptive brochure
and prospectus on any of the funds listed below. The prospectus contains more
complete information, including fees, sales charges and expenses, and should be
read carefully before investing or sending money.


GLOBAL GROWTH
Franklin Global Health Care Fund
Mutual Discovery Fund
Templeton Developing Markets Trust
Templeton Foreign Fund
Templeton Foreign Smaller Companies Fund
Templeton Global Infrastructure Fund
Templeton Global Opportunities Trust
Templeton Global Real Estate Fund
Templeton Global Smaller Companies Fund
Templeton Greater European Fund
Templeton Growth Fund
Templeton Latin America Fund
Templeton Pacific Growth Fund
Templeton World Fund

GLOBAL GROWTH AND INCOME
Franklin Global Utilities Fund
Mutual European Fund
Templeton Global Bond Fund
Templeton Growth and Income Fund

GLOBAL INCOME
Franklin Global Government Income Fund
Franklin Templeton Global Currency Fund
Franklin Templeton Hard Currency Fund
Templeton Americas Government Securities Fund

GROWTH
Franklin Biotechnology Discovery Fund
Franklin Blue Chip Fund
Franklin California Growth Fund
Franklin DynaTech Fund
Franklin Equity Fund
Franklin Gold Fund
Franklin Growth Fund
Franklin MidCap Growth Fund
Franklin Small Cap Growth Fund

GROWTH AND INCOME
Franklin Asset Allocation Fund
Franklin Balance Sheet Investment Fund*
Franklin Convertible Securities Fund
Franklin Equity Income Fund
Franklin Income Fund
Franklin MicroCap Value Fund*
Franklin Natural Resources Fund
Franklin Real Estate Securities Fund
Franklin Rising Dividends Fund
Franklin Utilities Fund
Franklin Value Fund
Mutual Beacon Fund
Mutual Financial Services Fund
Mutual Qualified Fund
Mutual Shares Fund

FUND ALLOCATOR SERIES
Franklin Templeton Conservative Target Fund
Franklin Templeton Moderate Target Fund
Franklin Templeton Growth Target Fund

INCOME
Franklin Adjustable Rate Securities Fund
Franklin Adjustable U.S. Government Securities Fund
Franklin's AGE High Income Fund
Franklin Bond Fund
Franklin Floating Rate Trust
Franklin Investment Grade Income Fund
Franklin Short-Intermediate U.S. Government Securities Fund
Franklin Strategic Income Fund
Franklin U.S. Government Securities Fund
Franklin Money Fund

TAX-FREE INCOME
Federal Intermediate-Term Tax-Free Income Fund
Federal Tax-Free Income Fund
High Yield Tax-Free Income Fund
Insured Tax-Free Income Fund
Puerto Rico Tax-Free Income Fund
Tax-Exempt Money Fund

STATE-SPECIFIC TAX-FREE INCOME
Alabama
Arizona**
Arkansas***
California**
Colorado
Connecticut
Florida**
Georgia
Hawaii***
Indiana
Kentucky
Louisiana
Maryland
Massachusetts+
Michigan**
Minnesota+
Missouri
New Jersey
New York**
North Carolina
Ohio+
Oregon
Pennsylvania
Tennessee***
Texas
Virginia
Washington***

VARIABLE ANNUITIES++
Franklin Valuemark(R)
Franklin Templeton Valuemark Income Plus (an immediate annuity)

*These funds are now closed to new accounts, with the exception of retirement
plan accounts.

**Two or more fund options available: long-term portfolio, intermediate-term
portfolio, a portfolio of insured municipal securities, and/or a high yield
portfolio (CA) and a money market portfolio (CA and NY).

***The fund may invest up to 100% of its assets in bonds that pay interest
subject to the federal alternative minimum tax.

+Portfolio of insured municipal securities.

++Franklin Valuemark and Franklin Templeton Valuemark Income Plus are issued by
Allianz Life Insurance Company of North America or by its wholly owned
subsidiary, Preferred Life Insurance Company of New York, and distributed by
NALAC Financial Plans, LLC. The Franklin Valuemark Funds are managed by Franklin
Advisers, Inc. and its Templeton and Franklin affiliates.


12/98

PAGE

For More Information

You can learn more about the fund in the following documents:

ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS

Includes a discussion of recent market conditions and fund strategies, financial
statements,  detailed  performance  information,  portfolio  holdings,  and  the
auditor's report.

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Contains more  information  about the fund, its investments and policies.  It is
incorporated by reference (is legally a part of this prospectus).

For a free  copy of the  current  annual/semiannual  report  or the SAI,  please
contact your investment representative or call us at the number below.

FRANKLIN(R)TEMPLETON(R)
1-800/DIAL BEN(R) (1-800/342-5236)
TDD (Hearing Impaired) 1-800/851-0637
www.franklin-templeton.com

You can also obtain information about the fund by visiting the SEC's
Public Reference Room in Washington D.C. (phone 1-800/SEC-0330) or
by sending your request and a duplicating fee to the SEC's Public
Reference Section, Washington, DC 20549-6009. You can also visit the
SEC's Internet site at http://www.sec.gov.



Investment Company Act file #811-4706                            406 PA 01/99



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