NAME OF REGISTRANT:
Franklin Strategic Series
File No. 811-6243
EXHIBIT ITEM No. 77D(g): Policies with
respect to security investments
Resolutions from the Franklin Strategic
Series minutes of the special meeting
of the board of trustees, dated March 21,
2000:
RESOLVED, that the Franklin U.S. Long-Short
Fund's (the "Fund") fundamental
investment goal be amended to read as
follows:
"The fund's principal investment goal is
to provide long-term capital appreciation
in both up and down (bull and bear) markets
with less volatility
than the overall stock market;" and
FURTHER RESOLVED, that the Fund's
fundamental restriction regarding selling
securities of any single issuer short is
amended to provide that the Fund may not:
"Sell short the securities of any one
issuer, if immediately after such
investment the market value of such
issuer's securities sold short would
exceed more than 5% of the value of the
fund's total assets."; and
FURTHER RESOLVED, that the Fund's
fundamental restriction pertaining to
borrowing be amended to provide the Fund
may not: "Borrow money, except that
the fund may borrow money from banks, or
other persons in privately arranged
transactions that are not intended to be
publicly distributed, or affiliated
investment companies, to the extent
permitted by the Investment Company Act
of 1940, as amended (1940 Act), or
any exemptions therefrom which may be
granted by the U.S. Securities and
Exchange Commission (SEC), or for
temporary or emergency purposes and
then in an amount not exceeding 33 1/3%
of the value of the fund's total assets
( including the amount borrowed).";
and
FURTHER RESOLVED, the Fund's
non-fundamental policy regarding investment
in foreign equity securities be revised to
permit the Fund to invest up to 35%
of its assets in the equity securities of
issuers anywhere in the world,
including those in emerging markets; and
FURTHER RESOLVED, that the Fund's
non-fundamental policy with respect to the
capitalization of the companies in which
the Fund will invest be revised to provide
that the Fund may invest in securities of
issuers with any size
market capitalization; and
FURTHER RESOLVED, that the Fund's
non-fundamental policy with respect to
maintaining its assets in cash and cash
equivalents be revised to provide
that for temporary defensive purposes, the
Fund may maintain substantially
all of its assets in cash or cash
equivalents, and without regard to
temporary defensive purposes, may maintain
up to 20% of its assets in cash
and cash equivalents; and
FURTHER RESOLVED, that the foregoing
amendments to the Fund's fundamental
investment goal and restrictions, and
non-fundamental policies, shall be
effective as of May 1, 2000, subject to
shareholder approval of the changes
to the fundamental policies; and
RESOLVED FURTHER, that the amendments to
the Fund's fundamental policies
which have been approved by this Board
today, shall be presented to the
Fund's sole shareholder for approval; and
FURTHER RESOLVED, that the officers of the
Trust, in consultation with
counsel, be and each of them hereby is,
authorized and directed to take any
and all actions appropriate to carry out
the intent and accomplish the
purposes of the foregoing resolutions,
including the filing of an amendment
to the Trust's registration statement with
the U.S. Securities and Exchange Commission.
Resolutions from the Franklin Strategic
Series minutes of the regular
Meeting of the board of trustees, dated
April 18, 2000:
WHEREAS, the Board of Trustees has reviewed
the relevant information
concerning each foreign country listed below
and each eligible foreign
custodian that is a compulsory depository in
The Bank of New York's
(the "Bank") foreign subcustodial network; and
WHEREAS, the Board of Trustees has previously
approved investment by the Franklin
Long-Short Fund (the "Fund") in Canada; and
WHEREAS, the Board of Trustees has
determined that it is also in the best
interest of the Franklin Long-Short Fund
to have the ability to invest in the
countries of Argentina, Australia, Austria,
Bangladesh, Belgium, Botswana, Brazil,
Bulgaria, Chile, China, Colombia, Croatia,
Cyprus, Czech Republic, Denmark, Ecuador,
Egypt, Estonia, Finland, France, Germany,
Ghana, Greece, Hong Kong, Hungary, India,
Indonesia, Ireland, Israel, Italy, Ivory
Coast, Japan, Jordan, Kenya, Latvia,
Lebanon, Lithuania, Luxembourg (Euromarket),
Malaysia, Mauritius, Mexico, Morocco,
Namibia, the Netherlands, New Zealand,
Nigeria, Norway, Pakistan,
Peru, the Philippines, Poland, Portugal,
Singapore, Slovak Republic,
Slovenia, South Africa, South Korea, Spain,
Sri Lanka, Swaziland, Sweden, Switzerland,
Taiwan, Thailand, Tunisia, Turkey, Ukraine,
United Kingdom, Uruguay, Venezuela, Zambia
and Zimbabwe; and
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