TEMPLETON GLOBAL OPPORTUNITIES TRUST
497, 1997-11-17
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TL415 STKP3

                              PROSPECTUS SUPPLEMENT

                             DATED NOVEMBER 17, 1997

                      TEMPLETON GLOBAL OPPORTUNITIES TRUST

                                DATED MAY 1, 1997

I.       The first two sentences of the second paragraph under "WHAT ARE THE 
FUND'S POTENTIAL RISKS?" are amended to READ:

         The Fund has an unlimited right to purchase securities in any developed
         foreign  country  and  may  invest  up to 40% of its  total  assets  in
         securities in developing  countries.  You should consider carefully the
         substantial  risks involved in investing in foreign  securities,  which
         are in addition to the usual  risks  inherent in domestic  investments;
         developing markets involve heightened risks.

II.      The following sentences are added to the end of the second paragraph 
under "WHAT ARE THE FUND'S POTENTIAL RISKS?":

         These  considerations  generally  are more of a concern  in  developing
         countries,  where the possibility of political  instability  (including
         revolution)  and  dependence  on  foreign  economic  assistance  may be
         greater than in developed countries. Investments in companies domiciled
         in  developing  countries,  therefore,  may be subject  to  potentially
         higher risks than investments in developed countries. See "What Are the
         Fund's Potential Risks?" in the SAI.


III.     The following paragraph is added under "WHAT ARE THE FUND'S POTENTIAL 
RISKS?":

         On July 1, 1997,  Hong Kong reverted to the  sovereignty  of China.  As
         with any major  political  transfer  of  power,  this  could  result in
         political, social, economic, market or other developments in Hong Kong,
         China  or  other   countries  that  could  affect  the  value  of  Fund
         investments.

IV. As of June 1, 1997,  Dean  Witter  InterCapital,  Inc.  ("InterCapital")  no
longer serves as sub-advisor of the Fund.  Templeton  Investment  Counsel,  Inc.
("TICI")  remains  the  Fund's  investment  manager  responsible  for the Fund's
investment decisions.

V.  Category #5 under "SALES  CHARGE  WAIVERS"  within the section "How Do I Buy
Shares? - Sales Charge Reductions and Waivers" is replaced with the following:

         5.  Redemption  proceeds  from the sale of Class A shares of any of the
         Templeton Global Strategy Funds if you are a qualified investor.

         If you paid a contingent  deferred  sales charge when you redeemed your
         Class A shares from a Templeton  Global  Strategy  Fund,  a  Contingent
         Deferred  Sales Charge will apply to your purchase of Fund shares and a
         new Contingency Period will begin. We will,  however,  credit your Fund
         account with additional  shares based on the contingent  deferred sales
         charge  you paid and the  amount of the  redemption  proceeds  that you
         reinvest.

         If you  immediately  placed  your  redemption  proceeds  in a  Franklin
         Templeton  money fund,  you may reinvest them as described  above.  The
         proceeds  must be  reinvested  within  365 days  from the date they are
         redeemed from the money fund.


<PAGE>



VI.       The following paragraph is added at the end of the section "HOW DO I
BUY SHARES?":

         FOR INVESTORS OUTSIDE THE U.S.

         The distribution of this prospectus and the offering of Fund shares may
         be limited in many jurisdictions.  An investor who wishes to buy shares
         of the Fund should determine,  or have a broker-dealer  determine,  the
         applicable laws and regulations of the relevant jurisdiction. Investors
         are  responsible for compliance  with tax,  currency  exchange or other
         regulations  applicable to redemption and purchase  transactions in any
         jurisdiction  to which they may be subject.  Investors  should  consult
         appropriate  tax and legal advisors to obtain  information on the rules
         applicable to these transactions.

VII.     The discussion under "HOW DO I SELL SHARES?" is amended by replacing 
the chart and first two paragraphs with the following text:

         You may sell (redeem) your shares at any time.

<TABLE>
<CAPTION>

           ------------------ ------------------------------------------------
           METHOD             STEPS TO FOLLOW
          <S>               <C>    

           ------------------ -------------------------------------------------
           BY MAIL            1. Send us signed written instructions. If you 
                                 would like your redemption proceeds wired to a 
                                bank account, your instructions should include:

                                   The name, address and telephone number of the bank 
                                   where you want the proceeds sent

                                   Your bank account number

                                   The Federal Reserve ABA routing number

                                   If you are using a savings and loan or credit
                                   union, the name of thecorresponding bank and 
                                   the account number

                              2. Include any outstanding share  certificates for
                              the shares you are selling 3.  Provide a signature
                              guarantee  if required 4.  Corporate,  partnership
                              and  trust  accounts  may need to send  additional
                              documents.  Accounts under court  jurisdiction may
                              have other requirements.


           ------------------ -------------------------------------------------
           BY                 PHONE Call Shareholder Services. If you would like
                              your redemption  proceeds wired to a bank account,
                              other than an escrow account,  you must first sign
                              up for  the  wire  feature.  To sign  up,  send us
                              written instructions,  with a signature guarantee.
                              To avoid any delay in processing, the instructions
                              should  include  the  items  listed  in "By  Mail"
                              above.

                              Telephone requests will be accepted:

                                   If the request is $50,000 or less. Institutional
                                   accounts may exceed $50,000 by completing a 
                                   separate agreement. Call Institutiona

                                   Services to receive a copy.

                                   If there  are no share  certificates  issued
                                   for the  shares  you want to sell or you have
                                   already returned them to the Fund

                                   Unless you are selling shares in a Trust Company
                                   retirement plan account

                                   Unless the address on your account was changed
                                   by phone within the last 15 days

                               If you do not want the ability to redeem by phone
                              to apply to your account, please let us know.

           ------------------ --------------------------------------------------
           THROUGH YOUR

           DEALER             Call your investment representative

           ------------------ --------------------------------------------------
</TABLE>


We will send your  redemption  check  within  seven days  after we receive  your
request in proper  form.  If you would  like the check sent to an address  other
than the address of record or made payable to someone other than the  registered
owners on the  account,  send us  written  instructions  signed  by all  account
owners, with a signature  guarantee.  We are not able to receive or pay out cash
in the form of currency.

The wiring of redemption  proceeds is a special  service that we make  available
whenever possible for redemption  requests of $1,000 or more. If we receive your
request in proper form before 4:00 p.m.  Eastern time, your wire payment will be
sent the next business day. For requests received in proper form after 4:00 p.m.
Eastern time, the payment will be sent the second business day. By offering this
service  to you,  the Fund is not bound to meet any  redemption  request in less
than the seven day period  prescribed  by law.  Neither  the Fund nor its agents
shall be liable to you or any other  person if,  for any  reason,  a  redemption
request by wire is not processed as described in this section.



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