TEMPLETON AMERICAN TRUST INC
485APOS, 1995-03-31
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                                                  Registration No. 33-37511

          As filed with the Securities and Exchange Commission on March 31,
          1995

                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549     

                                      FORM N-1A

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933  | X |

                            Pre-Effective Amendment No. __         |   |

                            Post-Effective Amendment No. 6         | X |

                                        and/or

                           REGISTRATION STATEMENT UNDER THE
                            INVESTMENT COMPANY ACT OF 1940         | X |

                                  Amendment No. 8                  | X |
                           (Check appropriate box or boxes)

                            TEMPLETON AMERICAN TRUST, INC.         
                  (Exact Name of Registrant as Specified in Charter)

       700 Central Avenue, P.O. Box 33030, St. Petersburg, Florida  33733-8030
                       (Address of Principal Executive Offices)

                    Registrant's Telephone Number:  (813) 823-8712

                               Thomas M. Mistele, Esq.
                           Templeton Global Investors, Inc.
                                500 East Broward Blvd.
                            Fort Lauderdale, Florida 33394     
                       (Name and Address of Agent for Service)

                                      Copies to:
                               Jeffrey L. Steele, Esq.
                                Dechert Price & Rhoads
                                 1500 K Street, N.W.
                               Washington, D.C.  20005

               It is proposed that this filing will become effective (check
          appropriate box)

                    Immediately upon filing pursuant to paragraph (b)
                    on (date) pursuant to paragraph (b)
            X       60 days after filing pursuant to paragraph (a)
                    on (date) pursuant to paragraph (a) of Rule 485

               If appropriate, check the following box:












           ___ 
          | X |     This post-effective amendment designates a new
                    effective date for a previously filed post-effective
                    amendment.

           CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933

             Registrant elects to register an indefinite number of shares
          of common stock pursuant to Rule 24f-2 under the Investment
          Company Act of 1940.  A Rule 24f-2 Notice for the Registrant's
          fiscal period ended December 31, 1993 was filed with the
          Commission on February 25, 1994.

                            TEMPLETON AMERICAN TRUST, INC.
                                CROSS-REFERENCE SHEET

             This amendment, Post-Effective Amendment No. 6, which relates
          to the Registrant's previously filed Post-Effective Amendment No.
          5, filed January 27, 1995, and which incorporates by reference
          the Prospectus and Statement of Additional Information contained
          therein, is being filed to prevent Post-Effective Amendment No. 5
          from becoming effective April 1, 1995, and to delay the date on
          which the amendment will become effective either automatically or
          as and when declared effective by the Commission, as explained
          more fully in the accompanying letter.  Post-Effective Amendment
          No. 5 was filed in connection with the offering of a second class
          of shares pursuant to a new multi-class distribution arrangement. 
          After resolving any outstanding staff comments, the Registrant
          expects to request that this amendment be accelerated to become
          effective on or about May 1, 1995. 

                    Part A
          Item No.                           Caption

             1                               Cover Page

             2                               Expense Table 

             3                               Selected Financial Information

             4                               General Description 

             5                               Management of the Fund

             5A                              See Annual Report to Shareholders

             6                               General Information

             7                               How to Buy Shares of the Fund

             8                               How to Sell Shares of the Fund

             9                               Not Applicable












                    Part B

            10                               Cover Page

            11                               Table of Contents

            12                               General Information and
                                             History

            13                               Investment Objective and
                                             Policies

            14                               Management of the Fund

            15                               Principal Shareholder

            16                               Investment Management and
                                             Other Services

            17                               Brokerage Allocation

            18                               Description of Shares; Part A

            19                               Purchase, Redemption and
                                             Pricing of Shares

            20                               Tax Status

            21                               Principal Underwriter

            22                               Performance Information

            23                               Financial Statements


                                        PART C

                                  OTHER INFORMATION

          Item 24.  Financial Statements and Exhibits

               (a)  Financial Statements:  To be included in a subsequent
                    Post-Effective Amendment to be filed pursuant to Rule
                    485(b):

                    Annual Report to Shareholders dated December 31, 1994

                         Independent Auditor's Report

                         Investment Portfolio as of December 31, 1994

                         Statement of Assets and Liabilities as of December
                         31, 1994













                         Statement of Operations for the fiscal period
                         ended December 31, 1994

                         Statement of Changes in Net Assets

                         Notes to Financial Statements

               (b)  Exhibits

                    (1)  (a) Articles of Incorporation1
                         (b) Articles of Amendment2
                         (c) Articles Supplementary3

                    (2)  By-Laws4

                    (3)  Not Applicable

                    (4)  Specimen Security4

                    (5)  Investment Management Agreement5

                    (6)  Distribution Agreement6

                    (7)  Not Applicable

                    (8)  Custody Agreement2

                    (9)  (a)  Transfer Agent Agreement5
                         (b)  Business Management Agreement6
                         (c)  Shareholder Sub-Accounting Services
                              Agreement5
                         (d)  Sub-Transfer Agent Services Agreement5

                    (10) Opinion and consent of Counsel filed with Rule
                         24f-2 Notice on February 25, 1995.

                    (11) Consent of independent public
                         accountants3

                    (12) Not Applicable

                    (13) Letter concerning initial capital4

                    (14) Not Applicable

                    (15) (a) Distribution Plan -- Class I Shares3
                         (b) Distribution Plan -- Class II Shares6

                    (16) Schedule showing computation of performance
                         quotations provided in response to Item 22
                         (unaudited)3

                                  













          1  Filed with Registration Statement No. 33-37511 on October 31,
             1990.
          2  Filed with Pre-Effective Amendment No. 1 on December 18, 1990.
          3  To be included in a subsequent post-effective amendment to be
             filed pursuant to Rule 485(b) under the Securities Act of
             1933.
          4  Filed with Pre-Effective Amendment No. 2 on February 26, 1991.
          5  Filed with Post-Effective Amendment No. 3 on March 2, 1993.
          6  Filed with Post-Effective Amendment No. 4 on March 2, 1994.

          Item 25.  Persons Controlled by or Under Common Control with
                    Registrant

               Not applicable.

          Item 26.  Number of Record Holders

               Shares of Common Stock, par value $0.01 per share:  2,929
               Shareholders as of February 28, 1995.

          Item 27.  Indemnification.

               Reference is made to Articles Eight and Eleven of the
               Registrant's Articles of Incorporation, which is
               incorporated herein by reference.

               Insofar as indemnification for liabilities arising under the
               Securities Act of 1933 may be permitted to directors,
               officers and controlling persons of the Registrant by the
               Registrant pursuant to the Articles of Incorporation or
               otherwise, the Registrant is aware that in the opinion of
               the Securities and Exchange Commission, such indemnification
               is against public policy as expressed in the Act and,
               therefore, is unenforceable.  In the event that a claim for
               indemnification against such liabilities (other than the
               payment by the Registrant of expenses incurred or paid by
               directors, officers or controlling persons of the Registrant
               in connection with the successful defense of any act, suit
               or proceeding) is asserted by such directors, officers or
               controlling persons in connection with the shares being
               registered, the Registrant will, unless in the opinion of
               its counsel the matter has been settled by controlling
               precedent, submit to a court of appropriate jurisdiction the
               question whether such indemnification by it is against
               public policy as expressed in the Act and will be governed
               by the final adjudication of such issues.

          Item 28.  Business and Other Connections of Investment Adviser
                    and its Officers and Directors

               The business and other connections of Registrant's
               Investment Manager are described in Part B of this
               Registration Statement.













               For information relating to the directors and officers of
               the Investment Manager, reference is made to the Form ADV
               filed with the Commission under the Investment Advisers Act
               of 1940 by Templeton Investment Counsel, Inc., which is
               incorporated herein by reference.

          Item 29.  Principal Underwriters

             (a)    Franklin Templeton Distributors, Inc. also acts as
                    principal underwriter of shares of Templeton Growth
                    Fund, Inc., Templeton Funds, Inc., Templeton Smaller
                    Companies Growth Fund, Inc., Templeton Income Trust,
                    Templeton Real Estate Securities Fund, Templeton
                    Capital Accumulator Fund, Inc., Templeton Developing
                    Markets Trust, Templeton Institutional Funds, Inc.,
                    Templeton Global Opportunities Trust, Templeton
                    Variable Products Series Fund, Templeton Global
                    Investment Trust, AGE High Income Fund, Inc., Franklin
                    Balance Sheet Investment Fund, Franklin California Tax
                    Free Income Fund, Inc., Franklin California Tax Free
                    Trust, Franklin Custodian Funds, Inc., Franklin Equity
                    Fund, Franklin Federal Tax-Free Income Fund, Franklin
                    Gold Fund, Franklin Investors Securities Trust,
                    Franklin International Trust, Franklin Managed Trust,
                    Franklin Municipal Securities Trust, Franklin New York
                    Tax-Free Income Fund, Franklin New York Tax-Free Trust,
                    Franklin Premier Return Fund, Franklin Strategic
                    Series, Franklin Tax-Advantaged High Yield Securities
                    Fund, Franklin Tax-Advantaged International Bond Fund,
                    Franklin Tax-Advantaged U.S. Government Securities
                    Fund, Franklin Tax-Free Trust, Institutional Fiduciary
                    Trust, Franklin Money Fund, Franklin Federal Money
                    Fund, Franklin Tax Exempt Money Fund, Franklin Real
                    Estate Securities Fund, and Franklin Templeton Japan
                    Fund.

             (b)    The directors and officers of FTD, located at 700
                    Central Avenue, P.O. Box 33030, St. Petersburg, Florida
                    33733, are as follows:

                                   Position with             Position with
          Name                     Underwriter               the Registrant

          Charles B. Johnson       Chairman of the Board and   Vice President
                                   Director

          Gregory E. Johnson       President                   None


          Rupert H. Johnson, Jr.   Executive Vice President    None
                                   and Director

          Harmon E. Burns          Executive Vice President    None
                                   and Director












          Edward V. McVey          Senior Vice President       None

          Kenneth V. Domingues     Senior Vice President       None

          Martin L. Flanagan       Senior Vice President and   Vice President
                                   Treasurer

          William J. Lippman       Senior Vice President       None

          Deborah R. Gatzek        Senior Vice President and   None
                                   Assistant Secretary

          Richard C. Stoker        Senior Vice President       None

          Charles E. Johnson       Senior Vice President       None

          Peter Black              Vice President              None

          James K. Blinn           Vice President              None

          Bernie Buckley           Vice President              None

          Joel Burns               Vice President              None

          Debra Carter             Vice President              None

          Richard O. Conboy        Vice President              None

          Joe Cronin               Vice President              None

          James F. Duryea          Vice President              None
                                   
          James A. Escobedo        Vice President              None

          Loretta Fry              Vice President              None

          Richard N. Geppner       Vice President              None
                                   
          John Gould               Vice President              None

          Sheppard G. Griswold     Vice President              None

          Mike Hackett             Vice President              None

          Brad N. Hansen           Vice President              None

          Carolyn L. Hennion       Vice President              None

          Andrew Jennings          Vice President              None

          Peter Jones              Vice President              None
                                   
          Philip J. Kearns         Vice President              None













          John Leach               Vice President              None

          Ken Leder                Vice President              None

          Jack Lemein              Vice President              None

          John R. McGee            Vice President              None

          Thomas M. Mistele        Vice President              Secretary

          Harry G. Mumford         Vice President              None

          Mike Nardone             Vice President              None

          Thomas H. O'Connor       Vice President              None
                                   
          Vivian J. Palmieri       Vice President              None

          Roger Pearson            Vice President              None

          Richard S. Petrell       Vice President              None

          John Phillips            Vice President              None

          Darrell Plocher          Vice President              None

          Dennis Shannon           Vice President              None

          Robert E. Silvani        Vice President              None

          Kent P. Strazza          Vice President              None

          Susan Tallarico          Vice President              None

          Leslie M. Kratter        Secretary                   None

                    (c)  Not Applicable (Information on unaffiliated
                         underwriters).

          Item 30.  Location of Accounts and Records

                    The accounts, books, and other documents required to be
                    maintained by Registrant pursuant to Section 31(a) of
                    the Investment Company Act of 1940 and rules
                    promulgated thereunder are in the possession of
                    Templeton Global Investors, Inc., 500 East Broward
                    Blvd., Fort Lauderdale, Florida  33394.

          Item 31.  Management Services

                    Not Applicable.

          Item 32.  Undertakings.













                    (a)  Not Applicable.

                    (b)  Not Applicable.

                    (c)  Registrant undertakes to call a meeting of
                         Shareholders for the purpose of voting upon the
                         question of removal of a Director or Directors
                         when requested to do so by the holders of at least
                         10% of the Registrant's outstanding shares of
                         common stock and in connection with such meeting
                         to comply with the shareholders communications
                         provisions of Section 16(c) of the Investment
                         Company Act of 1940.

                    (d)  Registrant undertakes to furnish to each person to
                         whom a Prospectus for the Registrant is provided a
                         copy of Registrant's latest Annual Report, upon
                         request and without charge.


                                      SIGNATURES

               Pursuant to the requirements of the Securities Act of 1933
          and the Investment Company Act of 1940, the Registrant certifies
          that it has duly caused this Amendment to its Registration
          Statement to be signed on its behalf by the undersigned,
          thereunto duly authorized, in the City of St. Petersburg, Florida
          on the 30th day of March, 1995.

                            TEMPLETON AMERICAN TRUST, INC.
                                     (REGISTRANT)


                               By: Gary P. Motyl, President*


                              *By: William J. Kotapish, Attorney-in-fact**


               Pursuant to the requirements of the Securities Act of 1933,
          this Amendment to the Registration Statement has been signed
          below by the following persons in the capacities and on the date
          indicated:

          Signature           Title               Date

          Gary P. Motyl*      President (Chief    March 30, 1995
                              Executive Officer)

          John M. Templeton*       Director       March 30, 1995


          Harmon E. Burns*         Director       March 30, 1995













          William Young Boyd II*   Director       March 30, 1995


          Constantine Dean         Director       March 30, 1995
           Tseretopoulos*

          Frank Crothers*          Director       March 30, 1995


          Fred R. Millsaps*        Director       March 30, 1995


          Harris J. Ashton*        Director       March 30, 1995


          S. Joseph Fortunato*     Director       March 30, 1995


          Andrew H. Hines, Jr.*    Director       March 30, 1995


          John G. Bennett, Jr.*    Director       March 30, 1995


          Gordon S. Macklin*       Director       March 30, 1995


          Nicholas F. Brady*       Director       March 30, 1995


          James R. Baio*           Treasurer      March 30, 1995
                                   (Chief Financial
                                   and Accounting
                                   Officer)



          *By: William J. Kotapish, Attorney-in-fact**




          ____________________

          **   Powers of Attorney previously filed with Post-Effective
          Amendment No. 3, filed March 3, 1993, Post-Effective Amendment
          No. 4, filed March 2, 1994 and Post-Effective Amendment No. 5,
          filed January 27, 1995.













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