TEMPLETON CAPITAL ACCUMULATION PLANS
497, 1996-02-01
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                              FOR USE IN WISCONSIN
                        SUPPLEMENT DATED JANUARY 1, 1996
                     TO THE PROSPECTUS DATED JANUARY 1, 1996

                      TEMPLETON CAPITAL ACCUMULATION PLANS


CANCELLATION AND REFUND RIGHTS

         The 18-month refund schedule discussed under the section  "Cancellation
and Refund  Rights"  beginning on Page 8 has been  extended to 28 months for all
Plans  established  within the State of Wisconsin.  Planholders who redeem their
Plan  within  the  initial 28 month  period  will not incur  sales and  creation
charges that exceed 15% of the amount  invested.  A cancellation  notice will be
furnished to  Planholders  in this state not less than 30 days and not more than
60 days prior to the expiration of the 28 month cancellation right.

         Sales and creation  charges  vary with the Plan  selected and the total
investment made. For example,  Planholders who cancel a $93.75 per month 15-year
Plan after 28 months,  but prior to the end of the 59th month,  will incur sales
charges  ranging  from  24.90% down to 15%.  Therefore,  if you cancel your Plan
after the 28th month but prior to the end of the 59th month,  your  charges will
exceed 15%.  SINCE A MAJOR  PORTION OF THE ENTIRE SALES AND  CREATION  CHARGE IS
DEDUCTED  FROM THE FIRST YEAR'S  INVESTMENT,  WITHDRAWAL  OR  TERMINATION  OF AN
INVESTMENT  IN THE EARLY  YEARS OF A PLAN WILL  PROBABLY  RESULT IN A LOSS.  See
"Allocation  of  Investments  and  Deductions"  on pages 3 and 4 of the attached
prospectus.

SUBSTITUTION OF THE UNDERLYING FUND

         Any  substitution of the underlying Fund as described on Page 14 of the
attached  prospectus  will be  registered  for sale in  Wisconsin.  In addition,
Planholders will be notified if Fund shares are not available for purchase for a
period of 120 days and they may wish to terminate their Plan.


PLEASE NOTE: This supplement  should be physically  attached to the front of the
above referenced Plan prospectus.


                                                      TLCAP STWIS 01/96





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