SUPPLEMENT TO THE PROSPECTUS
Templeton International Fund
Prospectus dated May 1, 1996
(as supplemented September 15, 1996)
Templeton Asset Allocation Fund
Templeton Stock Fund
Prospectus dated May 1, 1996
At a special meeting held on February 10, 1997, the shareholders of the
Templeton International Fund, Templeton Stock Fund and Templeton Asset
Allocation Fund (the "Funds") respectively, approved new investment management
agreements (the "New Agreement") between each Fund and its investment manager,
Templeton Investment Counsel, Inc. ("TICI The New Agreements provide for an
increase in the rate of the investment management fee payable by each Fund to
TICI as follows: Templeton International Fund and Templeton Stock Fund, 0.75% up
to $200 million, 0.675% up to $1.3 billion, and 0.60% over $1.3 billion; and
Templeton Asset Allocation Fund, .65% up to $200 million, .585% up to $1.3
billion, and .52% over $1.3 billion (based on average daily net assets of each
Fund).
The New Agreements would be effective on May 1, 1997.
ANY INVESTMENTS IN THE FUNDS PRIOR TO MAY 1, 1997 WILL BE AFFECTED AFTER MAY 1,
1997 BY THE INCREASED INVESTMENT ADVISORY.
February 11, 1997 TIP STKR 2/97
