O 158 P-1
SUPPLEMENT DATED OCTOBER 26, 1999
TO THE PROSPECTUS OF
FRANKLIN RISING DIVIDENDS FUND
DATED FEBRUARY 1, 1999
On October 26, 1999, shareholders approved a revision to the criteria for the
selection of portfolio companies related to the issuer's treatment of debt on
its balance sheet.
The fourth category on page 2 of the prospectus describing companies that
have consistently paid rising dividends is amended to read
as follows:
o strong balance sheets, with long-term debt that is no more than 50% of
total capitalization or senior debt that has been rated investment grade by
at least one of the major bond rating agencies (except for utility
companies)
Please keep this supplement for
future reference.
o 158 SAI-1
SUPPLEMENT DATED OCTOBER 26, 1999
TO THE STATEMENT OF ADDITIONAL INFORMATION OF
FRANKLIN MANAGED TRUST
dated February 1, 1999
I. On July 26, 1999, shareholders of the Franklin Investment Grade Income
Fund approved a proposal to merge the Franklin Investment Grade Income Fund
into the Franklin Strategic Income Fund. The merger of the Franklin
Investment Grade Income Fund was completed on August 12, 1999. All references
to the Franklin Investment Grade Income Fund in the SAI are deleted.
II. On October 26, 1999, shareholders of the Franklin Rising Dividends Fund
approved a revision to investment restriction number 1.
Investment restriction number 1 on page 7 of the SAI is amended to read as
follows:
1. Purchase the securities of any one issuer (other than the U.S. government
or any of its agencies or instrumentalities or securities of other
investment companies) if immediately after such investment (a) more than 5%
of the value of the fund's total assets would be invested in such issuer or
(b) more than 10% of the outstanding voting securities of such issuer would
be owned by the fund, except that up to 25% of the value of the fund's total
assets may be invested without regard to such 5% and 10% limitations.
III. The following category is added to the section "CDSC waivers" found
under "Buying and Selling Shares - Contingent deferred sales charge (CDSC)":
o Redemptions of Class A shares by investors who purchased $1 million or more
without an initial sales charge if the securities dealer of record waived
its commission in connection with the purchase
Please keep this supplement for future reference.