TEMPLETON DEVELOPING MARKETS TRUST
497, 2000-05-24
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o 711 P-3

                          SUPPLEMENT DATED JUNE 1, 2000
                              TO THE PROSPECTUS OF
                       TEMPLETON DEVELOPING MARKETS TRUST
                                DATED MAY 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. The section "Account Application" on page 22 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 23). 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.

III.  The  section "Minimum investments" on page 21 is replaced with the
following:


<TABLE>
<CAPTION>

MINIMUM INVESTMENTS
- -----------------------------------------------------------------------------------------------------------
                                                                      INITIAL             ADDITIONAL
- -----------------------------------------------------------------------------------------------------------
<S>                                                                    <C>                <C>

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
- -----------------------------------------------------------------------------------------------------------
</TABLE>

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


IV.  Effective  July 3, 2000,  the  following  is added to the  section  "Buying
shares" on page 13:

<TABLE>
<CAPTION>
<S>                                     <C>                                          <C>

[INSERT GRAPHIC OF PHONE]               If you have another franklin templeton       Before requesting a telephone purchase,
                                        account with your bank account               please make sure we have your bank account
 BY PHONE                               information on file, you may open a new      information on file. If we do not have this
(UP TO $100,000 PER DAY)                account by phone. The accounts must be       information, you will need to send written
1-800/632-2301                          identically registered.                      instructions with your bank's name and
                                                                                     address, a voided check or savings account
                                        To make a same day investment, please        deposit slip, and a signature guarantee if
                                        call us by 1:00 p.m. Pacific time or the     the ownership of the bank and fund accounts
                                        close of the New York Stock Exchange,        is different.
                                        whichever is earlier.
                                                                                     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.

</TABLE>



V. 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.

               Please keep this supplement for future reference.






o 711 PA-1

                          SUPPLEMENT DATED JUNE 1, 2000
                              TO THE PROSPECTUS OF
                TEMPLETON DEVELOPING MARKETS TRUST- ADVISOR CLASS
                                dated may 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. The section "Account Application" on page 13 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 14). 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.

III. Effective July 3, 2000, the following is added to the section "Buying
shares" on page 13:

<TABLE>
<CAPTION>
<S>                                     <C>                                          <C>

[INSERT GRAPHIC OF PHONE]               If you have another franklin templeton       Before requesting a telephone purchase,
                                        account with your bank account               please make sure we have your bank account
 BY PHONE                               information on file, you may open a new      information on file. If we do not have this
(UP TO $100,000 PER DAY)                account by phone. The accounts must be       information, you will need to send written
1-800/632-2301                          identically registered.                      instructions with your bank's name and
                                                                                     address, a voided check or savings account
                                        To make a same day investment, please        deposit slip, and a signature guarantee if
                                        call us by 1:00 p.m. Pacific time or the     the ownership of the bank and fund accounts
                                        close of the New York Stock Exchange,        is different.
                                        whichever is earlier.
                                                                                     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.
</TABLE>


IV.  The  section  "Telephone  Privileges"  on  page  14 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.

               Please keep this supplement for future reference.




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