TEMPLETON DEVELOPING MARKETS TRUST
497, 1998-07-31
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 711 STKPA

                         SUPPLEMENT DATED AUGUST 3, 1998

                              TO THE PROSPECTUS OF
               TEMPLETON DEVELOPING MARKETS TRUST - ADVISOR CLASS
                                dated May 1, 1998

The prospectus is amended as follows:

I. The  second  category  under  "How Do I Buy  Shares - Opening  Your  Account"
discussing the fund's availability to qualified registered  investment advisors,
is replaced with the following:

  2. Qualified  registered  investment  advisors or certified financial planners
  who have clients  invested in the Franklin  Mutual Series Fund Inc. on October
  31, 1996, or who buy through a broker-dealer  or service agent who has entered
  into an agreement with  Distributors,  subject to a $1,000 minimum initial and
  $50 minimum subsequent investment requirement

II. The following new item is added under "May I Exchanges  Shares for Shares of
  Another Fund? - Exchange Restrictions":

      /bullet/ You must meet the applicable minimum investment amount of the 
               fund you are  exchanging  into,  or  exchange  100% of your  Fund
               shares

III.  The  section  "Keeping  Your  Account  Open,"  found  under   "Transaction
Procedures  and Special  Requirements,"  is replaced  in its  entirety  with the
following:

  Keeping Your Account Open

  Due to the relatively  high cost of maintaining a small account,  we may close
  your  account if the value of your shares is less than $250,  or less than $50
  for employee accounts.  We will only do this if the value of your account fell
  below this amount  because you  voluntarily  sold your shares and your account
  has been inactive (except for the reinvestment of distributions)  for at least
  six months.  Before we close your account,  we will notify you and give you 30
  days to increase  the value of your  account to $1,000,  or $100 for  employee
  accounts.  These  minimums  do not  apply to  IRAs,  accounts  managed  by the
  Franklin  Templeton Group, the Franklin  Templeton Profit Sharing 401(k) Plan,
  or the series of Franklin Templeton Fund Allocator Series .


                Please keep this supplement for future reference.





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