FRANKLIN HOLDING CORP
40-17F2, 1998-03-23
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 FORM N-17f-2

       Certificate of Accounting of Securities and Similar Investments
              in the Custody of Management Investment Companies

                  Pursuant to Rule 17f-2 [17 CFR 270.17f-2]

                                            Date examination completed: 11/06/97

1. Investment Company Act File Number: 811-5103

2. State Identification Number:

3. Exact name of investment company as specified in registration statement:
   The Franklin Holding Corporation (Delaware)

4. Address of principal executive office (number, street, city, state, zip
   code): 450 Park Avenue 10th Floor  New York, NY 10022

<PAGE>

To the Board of Directors and Stockholders of
The Franklin Holding Corporation (Delaware):

We have examined the investment accounts shown by the books and records of The
Franklin Holding Corporation (Delaware) for the period from the date of our
last similar examination on July 30, 1997, to November 6, 1997. Our examination
was made without prior notice to the Company. It is understood that this report
is solely for the use of management and the Securities and Exchange Commission
and should not be used for any other purpose.

Securities owned as of the close of business on November 6, 1997, shown by the
books and records audited by us, which we counted and inspected, were located
in the vault of The Bank of New York, 575 Madison Avenue, New York, New York
10022, except for securities purchased but not received, pledged, or out for
transfer on that date, as to which we obtained confirmation from the brokers,
pledgees, and transfer agents, respectively.

Because the above procedures do not constitute an audit in accordance with
generally accepted auditing standards, we do not express an opinion on the
investment accounts referred to above. In connection with the procedures
referred to above, no matters came to our attention that caused us to believe
that the specified accounts should be adjusted. Had we performed additional
procedures or had we audited the financial statements in accordance with
generally accepted auditing standards, matters might have come to our attention
that would have been reported to you. This report relates only to the
investments specified above and does not extend to any financial statements of
The Franklin Holding Corporation (Delaware), taken as a whole.

Arthur Andersen LLP

New York, New York
November 17, 1997



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