FRANKLIN TEMPLETON INTERNATIONAL TRUST
497, 2000-12-15
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o FTIT P-3

                        SUPPLEMENT DATED DECEMBER 1, 2000
                              TO THE PROSPECTUS OF

                     FRANKLIN TEMPLETON INTERNATIONAL TRUST
  (TEMPLETON FOREIGN SMALLER COMPANIES FUND AND TEMPLETON PACIFIC GROWTH FUND)
                               DATED MARCH 1, 2000

The prospectus is amended as follows:

I. All references to Franklin  Templeton  Trust Company in this  prospectus are
replaced with Franklin Templeton Bank & Trust.

II. All  references to the $5.00  exchange fee  applicable to market timers are
no longer applicable.

III. The "Management" section on page 10 is replaced with the following:

       [Insert graphic of briefcase] MANAGEMENT
       ------------------------------------------------------------------------

       Franklin  Advisers,  Inc.  (Advisers),  777 Mariners Island Blvd.,  San
       Mateo, CA 94404,  is the fund's  investment  manager.  Advisers and its
       affiliates manage over $229 billion in assets.

       Under an agreement with Advisers,  Templeton  Investment Counsel,  Inc.
       (Investment Counsel),  500 East Broward Boulevard,  Ft. Lauderdale,  FL
       33394, is the fund's sub-advisor.  Investment Counsel provides Advisers
       with investment management advice and assistance.

       The team responsible for the fund's management is:

       SIMON RUDOLPH, SENIOR VICE PRESIDENT OF INVESTMENT COUNCIL
       Mr.  Rudolph has been a manager of the fund since  1997.  He joined the
       Franklin  Templeton  Group in  1997.  Previously,  he was an  executive
       director with Morgan Stanley.

       TUCKER SCOTT CFA, VICE PRESIDENT OF INVESTMENT COUNCIL
       Mr.  Scott has been a manager of the fund  since  September,  2000.  He
       joined the Franklin Templeton Group in 1996. Previously,  he worked for
       Aeltus Investment Management.

       The fund pays the manager a fee for  managing  the fund's  assets.  For
       the fiscal  year ended  October  31,  1999,  the fund paid 0.98% of its
       average daily net assets.

IV. The "Management" section on page 20 is replaced with the following:

       [Insert graphic of briefcase] MANAGEMENT
       ------------------------------------------------------------------------

       Franklin  Advisers,  Inc.  (Advisers),  777 Mariners Island Blvd.,  San
       Mateo, CA 94404, is the fund's investment manager.  Together,  Advisers
       and its affiliates manage over $229 billion in assets.

       Beginning November 1, 2000 under an agreement with Advisers,  Templeton
       Asset Management Ltd. - Hong Kong branch (Asset  Management Hong Kong),
       Two  Exchange  Square,  Hong  Kong,  is the fund's  sub-advisor.  Asset
       Management  Hong Kong  provides  Advisers  with  investment  management
       advice and assistance.

       The team responsible for the fund's management is:

       SIMON RUDOLPH, SENIOR VICE PRESIDENT OF ASSET MANAGEMENT HONG KONG
       Mr. Rudoph has been a manager of the fund since  November,  2000,  when
       he joined the Franklin Templeton Group in 1997.  Previously,  he was an
       executive director with Morgan Stanley.

       NICOLA DANIEL, PORTFOLIO MANAGER
       Ms.  Daniel has been a manager of the fund since  November,  2000.  She
       joined the  Franklin  Templeton  Group in 1997.  Previously,  she was a
       consultant  and  research  associate  for  International  Management  &
       Development Group LTD.

       Peter Wilmshurst, portfolio manager

       Mr. Wilmshurst has been a manager of the fund since November,  2000. He
       joined  the  Franklin  Templeton  Group in 1998.  Previously,  he was a
       research   analyst  and  portfolio   manager  for  Norwich   Investment
       Management, Ltd.

       The fund pays the manager a fee for  managing  the fund's  assets.  For
       the fiscal  year ended  October  31,  1999,  the fund paid 1.00% of its
       average daily net assets to the manager.

V.  The  section  "Minimum  investments"  on  page  29  is  replaced  with  the
following:

 MINIMUM INVESTMENTS
------------------------------------------------------------------------------
                                               INITIAL           ADDITIONAL
------------------------------------------------------------------------------
 Regular accounts                              $1,000            $50
------------------------------------------------------------------------------
 Automatic investment plans                    $50 ($25 for an   $50 ($25 for an
                                               Education IRA)    Education IRA)
------------------------------------------------------------------------------
 UGMA/UTMA accounts                            $100              $50
------------------------------------------------------------------------------
 Retirement accounts
 (other than IRAs, IRA rollovers,
 Education IRAs or Roth IRAs)                  no minimum        no minimum
------------------------------------------------------------------------------
 IRAs, IRA rollovers, Education IRAs or
 Roth IRAs                                     $250              $50
------------------------------------------------------------------------------
 Broker-dealer sponsored wrap
 account programs                              $250              $50
------------------------------------------------------------------------------
 Full-time employees, officers, trustees
 and directors of Franklin Templeton entities,
 and their immediate family members            $100              $50
------------------------------------------------------------------------------

  PLEASE NOTE THAT YOU MAY ONLY BUY SHARES OF A FUND ELIGIBLE FOR SALE IN YOUR
                             STATE OR JURISDICTION.

VI.  The  section  "Account  Application"  on  page  30 is  replaced  with  the
following:

 ACCOUNT  APPLICATION  If you are opening a new account,  please  complete and
 sign the  enclosed  account  application.  Make sure you  indicate  the share
 class you have  chosen.  If you do not  indicate a class,  we will place your
 purchase in Class A shares.  To save time,  you can sign up now for  services
 you may want on your account by completing  the  appropriate  sections of the
 application (see "Investor  Services" on page 31). For example,  if you would
 like to link one of your bank  accounts to your fund  account so that you may
 use  electronic  fund transfers to and from your bank account to buy and sell
 shares,  please complete the bank information section of the application.  We
 will keep your bank information on file for future purchases and redemptions.

VII. The following is added to the section "Buying shares" on page 30:

--------------------------------------------------------------------------------
[Insert graphic of       If you have another         Before requesting a
phone]                   Franklin Templeton fund     telephone purchase,
                         account with your bank      please make sure we have
BY PHONE                 account information on      your bank account
                         file, you may open a new    information on file. If
(Up to $100,000 per      account by phone.           we do not have this
day)                                                 information, you will
                         To make a same day          need to send written
1-800/632-2301           investment, please call     instructions with your
                         us by 1:00 p.m. Pacific     bank's name and address,
                         time or the close of the    a voided check or
                         New York Stock Exchange,    savings account deposit
                         whichever is earlier.       slip, and a signature
                                                     guarantee if the bank
                                                     and fund accounts do not
                                                     have at least one common
                                                     owner.

                                                     To make a same day
                                                     investment, please call
                                                     us by 1:00 p.m. Pacific
                                                     time or the close of the
                                                     New York Stock Exchange,
                                                     whichever is earlier.
--------------------------------------------------------------------------------

 VIII. The section "Automatic Investment Plan" on page 31 is replaced with the
 following:

 AUTOMATIC  INVESTMENT  PLAN  This  plan  offers a  convenient  way for you to
 invest in a fund by  automatically  transferring  money from your checking or
 savings  account  each  month  to  buy  shares.  To  sign  up,  complete  the
 appropriate  section  of your  account  application  and mail it to  Investor
 Services.  If you are  opening a new  account,  please  include  the  minimum
 initial investment of $50 ($25 for an Education IRA) with your application.

IX.  The  section  "Telephone  Privileges"  on page  32 is  replaced  with  the
following:

 TELEPHONE  PRIVILEGES You will  automatically  receive  telephone  privileges
 when you open your account,  allowing you and your investment  representative
 to buy,  sell or exchange  your shares and make certain other changes to your
 account by phone.

 For accounts with more than one registered owner,  telephone  privileges also
 allow the fund to accept  written  instructions  signed by only one owner for
 transactions  and account changes that could otherwise be made by phone.  For
 all other  transactions  and  changes,  all  registered  owners must sign the
 instructions.  In addition,  our telephone  exchange  privilege allows you to
 exchange  shares  by  phone  from  a  fund  account  requiring  two  or  more
 signatures into an identically  registered money fund account  requiring only
 one  signature  for all  transactions.  This type of  telephone  exchange  is
 available as long as you have telephone exchange privileges on your account.

 As long as we take certain  measures to verify  telephone  requests,  we will
 not be responsible for any losses that may occur from unauthorized  requests.
 Of  course,  you can  decline  telephone  purchase,  exchange  or  redemption
 privileges on your account application.

X.  The  last  paragraph  of the  "Exchange  Privilege"  section  on page 32 is
replaced with the following:

 Because  excessive   trading  can  hurt  fund  performance,   operations  and
 shareholders,  each fund,  effective November 1, 2000,  reserves the right to
 revise or  terminate  the exchange  privilege,  limit the amount or number of
 exchanges,  reject any exchange,  or restrict or refuse  purchases if (i) the
 fund or its  manager  believes  the fund  would be harmed or unable to invest
 effectively,  or (ii) the fund receives or  anticipates  simultaneous  orders
 that may  significantly  affect the fund (please see "Market  Timers" on page
 37).

XI. In the Selling  Shares  table on page 35 the section "By  Electronic  Funds
Transfer (ACH)" is replaced with the following:

--------------------------------------------------------------------------------
[Insert graphic of      You can call or write to have redemption proceeds sent
three                   to a bank account. See the policies above for selling
lightning bolts]        shares by mail or phone.

BY ELECTRONIC FUNDS     Before requesting to have redemption proceeds sent to
TRANSFER (ACH)          a bank account, please make sure we have your bank
                        account information on file. If we do not have this
                        information, you will need to send written
                        instructions with your bank's name and address, a
                        voided check or savings account deposit slip, and a
                        signature guarantee if the bank and fund accounts do
                        not have at least one common owner.

                        If we receive your request in proper form by 1:00 p.m.
                        Pacific time, proceeds sent by ACH generally will be
                        available within two to three business days.
--------------------------------------------------------------------------------

XII. The section "Market Timers" on page 37 is replaced with the following:

 MARKET TIMERS The Templeton  Foreign  Smaller  Companies Fund may restrict or
 refuse purchases or exchanges by Market Timers.  The Templeton Pacific Growth
 Fund does not allow  investments  by Market  Timers.  You may be considered a
 Market  Timer  if  you  have  (i)  requested  an  exchange  out of any of the
 Franklin  Templeton funds within two weeks of an earlier exchange request out
 of any fund, or (ii)  exchanged  shares out of any of the Franklin  Templeton
 funds more than  twice  within a rolling 90 day  period,  or (iii)  otherwise
 seem to follow a market timing  pattern that may  adversely  affect the fund.
 Accounts  under  common  ownership or control with an account that is covered
 by (i), (ii), or (iii) are also subject to these limits.

 Anyone,  including  the  shareholder  or  the  shareholder's  agent,  who  is
 considered  to be a Market  Timer by the fund,  its  manager  or  shareholder
 services  agent,  will be issued a written  notice  of their  status  and the
 fund's policies.  Identified  Market Timers will be required to register with
 the market timing desk of Franklin Templeton Investor Services,  Inc., and to
 place all purchase and exchange trade requests  through the desk.  Some funds
 do not allow investments by Market Timers.

XIII.  The first  category in the section  "Additional  Policies" on page 37 is
revised to read:

o    The funds may restrict or refuse any order to buy shares, including any
     purchase under the exchange privilege.

XIV. The following  paragraph is added to the section "Dealer  Compensation" on
page 38:

 MARKET  TIMERS.  Please note that for Class A NAV purchases by market timers,
 including  purchases  of $1  million or more,  dealers  are not  eligible  to
 receive the dealer commission.  Dealers,  however, may be eligible to receive
 the 12b-1 fee from the date of purchase.



               Please keep this supplement for future reference.








o FTIT PA-3

                        SUPPLEMENT DATED DECEMBER 1, 2000
                              TO THE PROSPECTUS OF

                     FRANKLIN TEMPLETON INTERNATIONAL TRUST
  (TEMPLETON FOREIGN SMALLER COMPANIES FUND AND TEMPLETON PACIFIC GROWTH FUND -
                                 ADVISOR CLASS)
                               DATED MARCH 1, 2000

The prospectus is amended as follows:

I. All references to Franklin  Templeton  Trust Company in this  prospectus are
replaced with Franklin Templeton Bank & Trust.

II. All  references to the $5.00  exchange fee  applicable to market timers are
no longer applicable.

III. The "Management" section on page 9 is replaced with the following:

       [Insert graphic of briefcase] MANAGEMENT
       ------------------------------------------------------------------------

       Franklin  Advisers,  Inc.  (Advisers),  777 Mariners Island Blvd.,  San
       Mateo, CA 94404,  is the fund's  investment  manager.  Advisers and its
       affiliates manage over $229 billion in assets.

       Under an agreement with Advisers,  Templeton  Investment Counsel,  Inc.
       (Investment Counsel),  500 East Broward Boulevard,  Ft. Lauderdale,  FL
       33394, is the fund's sub-advisor.  Investment Counsel provides Advisers
       with investment management advice and assistance.

       The team responsible for the fund's management is:

       SIMON RUDOLPH, SENIOR VICE PRESIDENT OF INVESTMENT COUNSEL
       Mr.  Rudolph has been a manager of the fund since  1997.  He joined the
       Franklin  Templeton  Group in  1997.  Previously,  he was an  executive
       director with Morgan Stanley.

       TUCKER SCOTT CFA, VICE PRESIDENT OF INVESTMENT COUNSEL
       Mr.  Scott has been a manager of the fund  since  September,  2000.  He
       joined the Franklin Templeton Group in 1996. Previously,  he worked for
       Aeltus Investment Management.

       The fund pays  Advisers a fee for managing the fund's  assets.  For the
       fiscal year ended October 31, 1999,  the fund paid 0.98% of its average
       daily net assets to the manager for its services.

IV. The "Management" section on page 18 is replaced with the following:

       [Insert graphic of briefcase] MANAGEMENT
       ------------------------------------------------------------------------

       Franklin  Advisers,  Inc.  (Advisers),  777 Mariners Island Blvd.,  San
       Mateo, CA 94404, is the fund's investment manager.  Together,  Advisers
       and its affiliates manage over $229 billion in assets.

       Beginning November 1, 2000 under an agreement with Advisers,  Templeton
       Asset Management Ltd. - Hong Kong branch (Asset  Management Hong Kong),
       Two  Exchange  Square,  Hong  Kong,  is the fund's  sub-advisor.  Asset
       Management  Hong Kong  provides  Advisers  with  investment  management
       advice and assistance.

       The team responsible for the fund's management is:

       SIMON RUDOLPH, SENIOR VICE PRESIDENT OF ASSET MANAGEMENT HONG KONG
       Mr. Rudoph has been a manager of the fund since  November,  2000,  when
       he joined the Franklin Templeton Group in 1997.  Previously,  he was an
       executive director with Morgan Stanley.

       NICOLA DANIEL, PORTFOLIO MANAGER
       Ms.  Daniel has been a manager of the fund since  November,  2000.  She
       joined the  Franklin  Templeton  Group in 1997.  Previously,  she was a
       consultant  and  research  associate  for  International  Management  &
       Development Group LTD.

       PETER WILMSHURST, PORTFOLIO MANAGER
       Mr. Wilmshurst has been a manager of the fund since November,  2000. He
       joined  the  Franklin  Templeton  Group in 1998.  Previously,  he was a
       research   analyst  and  portfolio   manager  for  Norwich   Investment
       Management, Ltd.

       The fund pays the manager a fee for  managing  the fund's  assets.  For
       the fiscal  year ended  October  31,  1999,  the fund paid 1.00% of its
       average daily net assets to the manager.

V.  The  section  "Account  Application"  on  page  23  is  replaced  with  the
following:

 ACCOUNT  APPLICATION  If you are opening a new account,  please  complete and
 sign the enclosed account application.  To save time, you can sign up now for
 services you may want on your account by completing the appropriate  sections
 of the application (see "Investor  Services" on page 24). For example, if you
 would  like to link one of your bank  accounts  to your fund  account so that
 you may use  electronic  fund  transfers to and from your bank account to buy
 and  sell  shares,  please  complete  the  bank  information  section  of the
 application.  We will keep your bank information on file for future purchases
 and redemptions.

VI. The following is added to the section "Buying shares" on page 23:

------------------------------------------------------------------------------
[Insert graphic of    If you have another    Before requesting a
phone]                Franklin Templeton     telephone purchase,
                      account with your      please make sure we
By Phone              bank account           have your bank account
                      information on file,   information on file.
(Up to $100,000 per   you may open a new     If we do not have this
day)                  account by phone.      information, you will
                                             need to send written
1-800/632-2301        To make a same day     instructions with your
                      investment, please     bank's name and
                      call us by 1:00 p.m.   address, a voided
                      Pacific time or the    check or savings
                      close of the New       account deposit slip,
                      York Stock Exchange,   and a signature
                      whichever is earlier.  guarantee if the
                                             ownership of the bank
                                             and fund accounts do
                                             not have at least one
                                             common owner.

                                             To make a same day
                                             investment, please call
                                             us by 1:00 p.m. Pacific
                                             time or the close of
                                             the New York Stock
                                             Exchange, whichever is
                                             earlier.
------------------------------------------------------------------------------

VII. The section  "Automatic  Investment  Plan" on page 24 is replaced with the
following:

 AUTOMATIC  INVESTMENT  PLAN  This  plan  offers a  convenient  way for you to
 invest in the fund by automatically  transferring money from your checking or
 savings  account  each  month  to  buy  shares.  To  sign  up,  complete  the
 appropriate  section  of your  account  application  and mail it to  Investor
 Services.  If you are opening a new  account,  please  include  your  minimum
 initial investment with your application.

VIII. The following section is added to "Investor Services" on page 24:

 AUTOMATIC  PAYROLL  DEDUCTION  You may  invest in the fund  automatically  by
 transferring  money  from  your  paycheck  to the  fund by  electronic  funds
 transfer. If you are interested,  indicate on your application that you would
 like to receive an Automatic Payroll Deduction Program kit.

IX.  The  section  "Telephone  Privileges"  on page  24 is  replaced  with  the
following:

 TELEPHONE  PRIVILEGES You will  automatically  receive  telephone  privileges
 when you open your account,  allowing you and your investment  representative
 to buy,  sell or exchange  your shares and make certain other changes to your
 account by phone.

 For accounts with more than one registered owner,  telephone  privileges also
 allow the fund to accept  written  instructions  signed by only one owner for
 transactions  and account changes that could otherwise be made by phone.  For
 all other  transactions  and  changes,  all  registered  owners must sign the
 instructions.  In addition,  our telephone  exchange  privilege allows you to
 exchange  shares  by  phone  from  a  fund  account  requiring  two  or  more
 signatures into an identically  registered money fund account  requiring only
 one  signature  for all  transactions.  This type of  telephone  exchange  is
 available as long as you have telephone exchange privileges on your account.

 As long as we take certain  measures to verify  telephone  requests,  we will
 not be responsible for any losses that may occur from unauthorized  requests.
 Of  course,  you can  decline  telephone  purchase,  exchange  or  redemption
 privileges on your account application.

X.  The  last  paragraph  of the  "Exchange  Privilege"  section  on page 25 is
replaced with the following:

    Because  excessive  trading can hurt fund  performance,  operations and
    shareholders,  each fund,  effective  November  1, 2000,  reserves  the
    right to revise or terminate the exchange  privilege,  limit the amount
    or number of  exchanges,  reject any  exchange,  or  restrict or refuse
    purchases  if (i) the fund or its  manager  believes  the fund would be
    harmed or unable to invest  effectively,  or (ii) the fund  receives or
    anticipates  simultaneous orders that may significantly affect the fund
    (please see "Market Timers" on page 29).

XI. In the Selling  Shares  table on page 27 the section "By  Electronic  Funds
Transfer (ACH)" is replaced with the following:

------------------------------------------------------------------------------
[Insert graphic of three   You can call or write to have redemption
lightning bolts]           proceeds sent to a bank account. See the
                           policies above for selling shares by
By Electronic Funds        mail or phone.
Transfer (ACH)
                           Before requesting to have redemption
                           proceeds sent to a bank account, please
                           make sure we have your bank account
                           information on file. If we do not have
                           this information, you will need to send
                           written instructions with your bank's
                           name and address, a voided check or
                           savings account deposit slip, and a
                           signature guarantee if the bank and Fund
                           accounts do not have at least one common
                           owner.

                           If we receive your request in proper
                           form by 1:00 p.m. Pacific time, proceeds
                           sent by ACH generally will be available
                           within two to three business days.
------------------------------------------------------------------------------

XII. The section "Market Timers" on page 29 is replaced with the following:

 MARKET TIMERS The Templeton  Foreign  Smaller  Companies Fund may restrict or
 refuse purchases or exchanges by Market Timers.  The Templeton Pacific Growth
 Fund does not allow  investments  by Market  Timers.  You may be considered a
 Market  Timer  if  you  have  (i)  requested  an  exchange  out of any of the
 Franklin  Templeton funds within two weeks of an earlier exchange request out
 of any fund, or
 (ii) exchanged  shares out of any of the Franklin  Templeton  funds more than
 twice  within a rolling 90 day period,  or (iii)  otherwise  seem to follow a
 market timing  pattern that may  adversely  affect the fund.  Accounts  under
 common  ownership or control with an account that is covered by (i), (ii), or
 (iii) are also subject to these limits.

 Anyone,  including  the  shareholder  or  the  shareholder's  agent,  who  is
 considered  to be a Market  Timer by the fund,  its  manager  or  shareholder
 services  agent,  will be issued a written  notice  of their  status  and the
 fund's policies.  Identified  Market Timers will be required to register with
 the market timing desk of Franklin Templeton Investor Services,  Inc., and to
 place all purchase and exchange trade requests  through the desk.  Some funds
 do not allow investments by Market Timers.

XIII.  The first  category in the section  "Additional  Policies" on page 29 is
revised to read:

o    The funds may restrict or refuse any order to buy shares, including any
     purchase under the exchange privilege.



                Please keep this supplement for future reference.





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