FRANKLIN MUTUAL SERIES FUND INC
497, 1997-05-06
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MSSTKPZ
                                  SUPPLEMENT
                             to the Prospectus of
              Franklin Mutual Series Fund Inc. - Class Z Shares
                              Dated May 1, 1997

Some of the features  described in the  Prospectus  under "About Your Account"
will become  available  beginning May 27, 1997.  Between May 1, 1997,  and May
27, 1997,  the following  procedures  apply,  which are  different  from those
described in the  Prospectus.  Please follow the  procedures  described  below
until May 27, 1997. After May 27, 1997, you may disregard this supplement.

1. Redemptions
Telephone redemptions will not be available until May 27, 1997.
2. Exchanges
Telephone  exchanges  among the Funds  and  between a Fund and other  Franklin
Templeton Funds will not be available until May 27, 1997.
3. Electronic Instructions
Electronic  instructions  processed  through the services of the NSCC will not
be available until May 27, 1997.
4. Transfer Agent and Fund Addresses
Please  mail new  account  applications,  redemption  requests  and all  other
correspondence to:
  Franklin Mutual Series Fund Inc.
  c/o PFPC Inc.
  P.O. Box 8901
  Wilmington, DE 19899-8901
Please mail additional investments for existing accounts to:
  Franklin Mutual Series Fund Inc.
  c/o PFPC Inc.
  P.O. Box 8906
  Wilmington, DE 19899-8906
All mail sent by any  overnight  carrier or priority  mail should be addressed
to:
  Franklin Mutual Series Fund Inc.
  c/o PFPC Inc.
  400 Bellevue Parkway - Suite 108
  Wilmington, DE 19809-3710




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