MONEY MARKET PORTFOLIOS
N-30D, 1996-09-10
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                                                           CHAIRMAN'S MESSAGE

Your Fund's Objective:

The  Franklin  Templeton  Money Fund II seeks to provide a high level of current
income,  consistent with liquidity and preservation of capital. The fund invests
all of its assets in the shares of The Money Market  Portfolio (the  Portfolio),
which has the same  investment  objective.  The Portfolio,  in turn,  invests in
various money market  instruments such as U.S.  government  securities and other
U.S.  dollar-denominated  securities. The fund attempts to maintain a stable net
asset value of $1.00 per share.1

                                                                 August 15, 1996
Dear Shareholder:

We are pleased to bring you the Franklin  Templeton  Money Fund  Trust's  annual
report for the period ended June 30, 1996.

Slow economic growth and mild inflation  characterized  most of the period under
review.  Nearing the end of a two-year economic slowdown, the first seven months
of this fiscal year were distinctly  different from the last five months.  In an
attempt to stimulate economic activity,  the Federal Reserve Board (Fed) cut its
federal  funds rate (the  interest  rate banks  charge each other for  overnight
loans)  from 6.00% to 5.75% in July  1995,  then to 5.50% in  December.  Despite
these cuts,  gross domestic  product  (GDP), a measure of the nation's  economic
output,  grew at an annual rate of only 0.3% in the fourth quarter of 1995.2 The
Fed once again lowered its federal funds rate in late January 1996 to 5.25%.

1. Please remember,  an investment in the fund is neither insured nor guaranteed
by the U.S. government, and there can be no assurance that the fund will be able
to maintain a stable net asset value of $1.00 per share.

GDP  expanded  at an  annual  rate of 2.0%  during  the first  quarter  of 1996,
however,  following the release of surprisingly  impressive  employment reports.
Consumer confidence,  industrial  production,  and employment figures, which are
three key indicators of future economic strength,  surged through the end of the
reporting  period.  GDP increased at an estimated annual rate of 4.2% during the
second quarter of 1996.

Short-term market rates reflected this growth pattern.  The 90-day Treasury bill
yield  dropped  from 5.57% on June 30, 1995,  to 5.14% on March 30, 1996.  Three
months later, this yield rose to 5.16%.3

Since we  maintained a relatively  short-weighted  average  maturity  during the
reporting  period  (54  days on June  30,  1996),  the  fund's  seven-day  yield
generally  followed the movements in Treasury bill rates.  The fund's  seven-day
yield began the period at 4.42% and ended it at 4.06%.

We continue  to invest in the  highest  quality  securities  available  to money
market portfolios.  Since the fund's objective is to provide shareholders with a
high-quality, conservative investment, we do not invest in leveraged derivatives
or other potentially volatile securities that we believe involve undue risk.

This  discussion  reflects the strategies we employed for the fund during the 12
months  under  review and  includes  our opinions as of the close of the period.
Since economic and market  conditions are constantly  changing,  our strategies,
evaluations,  conclusions and decisions regarding portfolio holdings, may change
as new circumstances  arise.  Although past performance of a specific investment
or sector cannot guarantee future performance, such information can be useful in
analyzing securities we purchase or sell for the fund.

2. Source for all GDP figures: U.S. Commerce Dept.
3. Source: Bloomberg.

Looking forward,  lower unemployment rates and stronger business activity should
work to  strengthen  the economy.  If economic  growth  continues at its current
pace,  however,  the Fed may  raise  short-term  interest  rates  as it seeks to
prevent inflation from getting out of control.

Thank you for your continued support of the Franklin Templeton Money Fund Trust,
and we look forward to serving you in the years to come.

Sincerely,

Charles B. Johnson
Chairman
Franklin Templeton Money Fund Trust


PERFORMANCE SUMMARY


Franklin Templeton Money Fund Trust
June 30, 1996

Seven-day annualized yield                   3.98%
Seven-day effective yield*                   4.06%


*The seven-day  effective yield assumes the compounding of daily dividends,  and
reflects  fluctuations  in interest rates on portfolio  investments,  as well as
fund  expenses.  Yields  should be viewed in terms of the  current,  low rate of
inflation--just  as  high  inflation  usually  results  in  higher  yields,  low
inflation often results in lower yields.  Past  performance is not predictive of
future results.

Franklin Advisers,  Inc., the fund's administrator and the manager of the fund's
underlying  portfolio,  has  agreed in  advance  to waive a portion of its fees,
which  reduces  expenses and  increases  yield to  shareholders.  Without  these
reductions,  the  fund's  yield  would  have been  lower.  The fee waiver may be
discontinued at any time upon notice to the fund's Board of Directors.

FRANKLIN TEMPLETON MONEY FUND TRUST

Statement of Investments in Securities and Net Assets, June 30, 1996
<TABLE>
<CAPTION>



                                                                                                         Value
   Shares    Franklin Templeton Money Fund II                                                          (Note 1)
- -------------------------------------------------------------------------------------------------------------------
             Mutual Funds  101.8%
<S>          <C>                                                                                      <C>       
 4,593,844   The Money Market Portfolio (Note 1) ..................................................   $4,593,844
                                                                                                   -------------
                   Total Investments (Cost $4,593,844)  101.8% ....................................    4,593,844
                   Liabilities in Excess of Other Assets  (1.8)% ..................................      (83,390)
                                                                                                   -------------
                   Net Assets  100.0% .............................................................   $4,510,454
                                                                                                   =============
</TABLE>

At June 30, 1996, there was no unrealized appreciation or depreciation for
financial statement or income tax purposes.


The accompanying notes are an integral part of these financial statements.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Financial Statements


Statement of Assets and Liabilities
June 30, 1996

Assets:
 Investments in securities, at value and cost          $4,593,844
 Receivable from affiliates                                14,883
 Unamortized organization costs (Note 2)                    5,942
                                                       ----------
      Total assets                                      4,614,669
                                                       ----------
Liabilities:
 Payables:
  Capital shares repurchased                              102,858
  Distributions to shareholders                               158
  Accrued expenses and other liabilities                    1,199
                                                       -----------
       Total liabilities                                  104,215
                                                       -----------
Net assets (equivalent to $1.00 per share
 based on 4,510,454 shares of capital
 stock outstanding)                                    $4,510,454
                                                       ===========


Statement of Operations
for the year ended June 30, 1996

Investment Income:
Dividends                                                         $104,696

Expenses:
 Administration fees (Note 5)                            $  9,098
 Distribution fees (Note 5)                                 3,048
 Shareholder servicing costs (Note 5)                       3,934
 Registration and filing fees                              19,723
 Professional fees                                         10,032
 Reports to shareholders                                    1,880
 Amortization of organization costs
  (Note 2)                                                  1,584
 Other                                                        690
 Administration fees waived
  by manager (Note 5)                                      (9,098)
 Other expenses assumed
  by manager (Note 5)                                     (16,039)
                                                          --------
      Total expenses                                                24,852
                                                                   --------
       Net investment income                                      $ 79,844
                                                                   ========


The accompanying notes are an integral part of these financial statements.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Financial Statements (cont.)
<TABLE>
<CAPTION>


Statements of Changes in Net Assets
for the years ended June 30, 1996 and 1995
                                                                                            1996          1995*
                                                                                          ---------     --------
Increase (decrease) in net assets:
 Operations:
<S>                                                                                       <C>             <C>   
  Net investment income ..............................................................    $  79,844       $  835
 Distributions to shareholders from net investment income.............................      (79,844)        (835)
 Increase in net assets from capital share transactions (Note 3)......................    4,358,698      151,756
                                                                                          ---------     --------
      Net increase in net assets .....................................................    4,358,698      151,756
Net assets (there is no undistributed net investment
 income at beginning or end of the period):
  Beginning of period.................................................................      151,756           --
                                                                                          ---------     --------
  End of period.......................................................................   $4,510,454     $151,756
                                                                                          =========     ========

</TABLE>
*April 13, 1995 (effective date) to June 30, 1995.


The accompanying notes are an integral part of these financial statements.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Notes to Financial Statements 

1. SIGNIFICANT ACCOUNTING POLICIES

Franklin Templeton Money Fund II (the Fund) is a no-load, open-end,  diversified
series of the  Franklin  Templeton  Money Fund Trust (the  Trust),  a management
investment company (mutual fund), registered under the Investment Company Act of
1940,  as amended.  The Fund is the Trust's only series.  The Fund's  investment
objectives  are high current income  consistent  with capital  preservation  and
liquidity.

The Fund invests  substantially  all of its assets in The Money Market Portfolio
(the Portfolio), which is a no-load, open-end, diversified management investment
company  having  the same  investment  objectives  as the  Fund.  The  financial
statements  of  the  Portfolio,   including  the  Statement  of  Investments  in
Securities and Net Assets,  are included  elsewhere in this report and should be
read in conjunction with the Fund's financial statements.

The  following  is a summary of  significant  accounting  policies  consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
policies are in conformity  with generally  accepted  accounting  principles for
investment companies.

a. Security Valuation:

The Fund holds Portfolio shares that are valued at its proportionate interest in
the net asset value of the  Portfolio.  As of June 30, 1996, the Fund owns 0.30%
of the Portfolio.

b. Income Taxes:

The Fund  intends to  continue to qualify for the tax  treatment  applicable  to
regulated  investment  companies under the Internal Revenue Code and to make the
requisite  distributions to its shareholders which will be sufficient to relieve
it from income and excise taxes.

c. Security Transactions:

Security transactions are accounted for on the date the securities are purchased
or sold (trade date).  Realized  gains and losses on security  transactions  are
determined on the basis of specific identification.

d. Investment Income, Expenses and Distributions:

Net investment  income  includes  income,  calculated on an accrual  basis,  and
estimated expenses which are accrued daily. The total available for distribution
is computed  daily and includes  the net  investment  income,  plus or minus any
gains or losses on security transactions and any changes in unrealized portfolio
appreciation or depreciation.

Distributions are normally declared each day the New York Stock Exchange is open
for business,  equal to the total available for distribution (as defined above),
and are  payable  to  shareholders  of record as of the  close of  business  the
preceding  day.  Such  distributions  are  automatically   reinvested  daily  in
additional shares of the Fund at net asset value.

e. Accounting Estimates:

The preparation of financial  statements in accordance  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities  at the date of the
financial  statements and the amounts of income and expense during the reporting
period. Actual results could differ from those estimates.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Notes to Financial Statements (cont.) 

2. ORGANIZATION COSTS

The organization costs of the Fund are amortized on a straight-line basis over a
period  of five  years  from  the  effective  date  of  registration  under  the
Securities Act of 1933. In the event Franklin Resources, Inc. (Resources) (which
was the sole shareholder prior to the effective date) redeems its initial shares
within the five-year period, the pro-rata share of the then-unamortized deferred
organization costs will be deducted from the redemption price paid to Resources.
New investors  exchanging  into the Fund subsequent to that date bear such costs
during the  amortization  period only as such charges are accrued  daily against
investment income.

3. TRUST SHARES

At June 30,  1996,  there was an  unlimited  number of $.01 par value  shares of
beneficial  interest  authorized.  Transactions  in the  Fund's  shares  were as
follows:
<TABLE>
<CAPTION>


                                                              Year Ended       Period Ended
                                                             June 30, 1996   June 30, 1995*
                                                             -------------   --------------
<S>                                                           <C>                <C>     
Shares sold .............................................     $ 19,289,858       $150,921
Shares issued in reinvestment of distributions ..........           68,559            835
Shares redeemed..........................................      (14,999,719)            --
                                                             -------------   --------------
Net increase ............................................       $4,358,698       $151,756
                                                             =============   ==============
</TABLE>

*April 13, 1995 (effective date) to June 30,1995.


4. PURCHASES AND SALES OF SECURITIES

Purchases  and sales of securities  for the year ended June 30, 1996  aggregated
$17,605,623 and $13,163,016, respectively.

5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

a. Administration Agreement:

Under  the  terms  of  an  administration  agreement,  Franklin  Advisers,  Inc.
(Advisers) provides various administrative,  statistical and other services, and
receives fees computed monthly based on the average daily net assets of the Fund
as follows:


Annualized Fee Rate   Average Daily Net Assets
- ------------------    ---------------------------------------------------
      0.455%          First $100 million
      0.330%          Over $100 million, up to and including $250 million
      0.280%          In excess of $250 million


The terms of the agreement provide that aggregate annual expenses of the Fund be
limited to the extent  necessary to comply with the limitations set forth in the
laws, regulations, and administrative interpretations of the states in which the
Fund's  shares are  registered.  For the year ended  June 30,  1996,  the Fund's
expenses did not exceed these limitations.  However,  Advisers agreed in advance
to waive  administration fees and assume payment of other expenses,  as noted in
the Statement of Operations.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Notes to Financial Statements (cont.) 

5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (cont.)

b. Shareholder Services Agreement:

Under the terms of a  shareholder  services  agreement  with  Franklin/Templeton
Investor  Services,  Inc.  (Investor  Services),  the Fund  pays  costs on a per
shareholder account basis.  Shareholder servicing costs incurred by the Fund for
the year  ended  June 30,  1996,  aggregated  $3,934,  all of which  was paid to
Investor Services.

c. Distribution Plans and Underwriting Agreement:

Under the terms of a distribution  plan pursuant to Rule 12b-1 of the Investment
Company  Act  of  1940  (the  Plan),  the  Fund  reimburses   Franklin/Templeton
Distributors,  Inc.  (Distributors),  in an  amount up to 0.65% per annum of the
Fund's average daily net assets for costs  incurred in the  promotion,  offering
and  marketing  of the  Fund's  shares.  The Plan does not  permit  nor  require
payments of excess costs after termination.

In its capacity as  underwriter  for the shares of the Fund,  Distributors  also
received  contingent deferred sales charges relating to transactions in the Fund
of $1,484.

d. Other Affiliates and Related Party Transactions:

Certain officers and trustees of the Trust are also officers and/or directors of
Distributors,  Advisers,  Investor  Services (all  wholly-owned  subsidiaries of
Resources), and of the Portfolio.

6. FINANCIAL HIGHLIGHTS

Selected  data for a share of beneficial  interest  outstanding  throughout  the
<TABLE>
<CAPTION>
period are as follows:


                                                                Year Ended      Period Ended
                                                               June 30, 1996   June 30, 1995+
                                                               -------------   -------------
<S>                                                                <C>             <C>  
Per Share Operating Performance
Net asset value at beginning of period ...................         $1.00           $1.00
Net investment income ....................................           .039            .007
Distributions from net investment income .................          (.039)          (.007)
                                                               -------------   -------------
Net asset value at end of period .........................         $1.00           $1.00
                                                               =============   =============
Total Return** ...........................................          3.96%            .73%

Ratios/Supplemental Data
Net assets at end of period (in 000's) ...................         $4,510            $152
Ratio of expenses to average net assets1,2 ...............          1.40%           1.83%*
Ratio of expenses to average net assets (before fee
 waiver)1,2...............................................          2.67%           1.84%*
Ratio of net investment income to average net assets .....          4.00%           4.42%*
</TABLE>

+April 13, 1995 (effective date) to June 30, 1995.
*Annualized
**Total  Return  measures the change in value of an investment  over the periods
indicated.  It is not  annualized.  It does not include the contingent  deferred
sales charge,  and assumes  reinvestment  of dividends and capital gains, at net
asset value.
1Includes the Fund's share of the Portfolio's allocated expenses.
2Advisers  agreed in advance to waive a portion of its management  fees incurred
by  the  Portfolio  during  the  periods   indicated,   and  a  portion  of  its
administration fees incurred by the Fund for the year ended June 30, 1996.

FRANKLIN TEMPLETON MONEY FUND TRUST

Franklin Templeton Money Fund II
Report of Independent Auditors

To the Shareholders and Board of Trustees
of Franklin Templeton Money Fund Trust:

We have  audited the  accompanying  statement of assets and  liabilities  of the
Franklin  Templeton  Money Fund II of the Franklin  Templeton  Money Fund Trust,
including the statement of investments in securities and net assets,  as of June
30, 1996, and the related  statement of operations for the year then ended,  the
statements of changes in net assets and the financial highlights for each of the
periods presented.  These financial  statements and financial highlights are the
responsibility of the Trust's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our procedures included confirmation of securities owned as of June
30, 1996. An audit also includes  assessing the accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Franklin  Templeton Money Fund II of the Franklin  Templeton Money Fund Trust as
of June 30, 1996,  the results of its  operations  for the year then ended,  the
changes in net  assets  and the  financial  highlights  for each of the  periods
presented, in conformity with generally accepted accounting principles.

COOPERS & LYBRAND L.L.P.

San Francisco, California
August 6, 1996

THE MONEY MARKET PORTFOLIOS

Statement of Investments in Securities and Net Assets, June 30, 1996
<TABLE>
<CAPTION>



    Face                                                                                               Value
   Amount       THE MONEY MARKET PORTFOLIO                                                           (Note 1)
- ----------------------------------------------------------------------------------------------------------------
               aShort Term Investments  90.5%
                Bank Notes  .6%
<C>             <C>                                                                                  <C>        
$ 10,000,000    Bank of America NT & SA, 5.45%, 09/18/96 (Cost $9,999,766) ....................      $ 9,999,766
                                                                                                     -----------
                Certificates of Deposit  22.3%
  65,000,000    Bank of Nova Scotia, Portland Branch, 5.035% - 5.58%, 07/05/96 - 01/24/97 .....       64,999,984
  35,000,000    Bayerische Landesbank, New York Branch, 5.06% - 5.36%, 07/08/96 - 07/10/96 ....       35,000,141
  25,000,000    Commerzbank, AG, New York Branch, 5.37%, 09/06/96 .............................       25,000,459
  25,000,000    Credit Suisse, New York Branch, 5.35%, 09/13/96 ...............................       25,000,506
  15,000,000    Dresdner Bank, AG, New York Branch, 4.94%, 01/06/97 ...........................       14,948,167
  20,000,000    Lloyds Bank, Plc., New York Branch, 5.70%, 09/11/96 ...........................       20,000,378
  25,000,000    National Westminster Bank, New York Branch, 5.50%, 09/12/96 ...................       25,000,000
  20,000,000    Rabobank Nederland, NV, New York Branch, 5.37%, 09/09/96 ......................       20,000,380
  20,000,000    Royal Bank of Canada, New York Branch, 5.02%, 08/01/96 ........................       20,000,313
  75,000,000    Societe Generale, New York Branch, 5.36% - 5.51%, 08/15/96 - 10/09/96 .........       75,000,381
  20,000,000    Westpac Banking Corp., New York Branch, 5.36%, 09/05/96 .......................       20,000,000
                                                                                                     -----------
                      Total Certificates of Deposit (Cost $344,950,709)........................      344,950,709
                                                                                                     -----------
                Commercial Paper  67.6%
  20,000,000    ABN AMRO North America Finance, Inc., 4.975%, 08/26/96 ........................       19,845,222
  20,000,000    AIG Funding, Inc., 5.39%, 09/23/96 ............................................       19,748,465
  60,000,000    American Express Credit Corp., 4.88% - 5.28%, 07/22/96 - 08/20/96 .............       59,694,249
  20,000,000    ANZ (DE), Inc., 5.27%, 08/29/96 ...............................................       19,827,261
  65,000,000    Associates Corp. of North America, 5.27% - 5.28%, 07/01/96 - 09/03/96 .........       64,621,600
  65,000,000    AT&T Corp., 4.91% - 5.30%, 07/19/96 - 09/20/96 ................................       64,555,765
  30,000,000    BBV Finance, Inc., 5.32% - 5.39%, 08/07/96 - 09/16/96 .........................       29,775,358
  60,000,000    Canadian Imperial Holdings, Inc., 5.27% - 5.44%, 07/02/96 - 09/16/96 ..........       59,570,954
  35,000,000    Cheltnham & Gloucester Building Society, 5.33% - 5.38%, 09/09/96 - 09/25/96 ...       34,599,939
  65,000,000    CIESCO, L.P., 5.27% - 5.29%, 07/25/96 - 08/28/96 ..............................       64,623,425
  35,000,000    Den Danske Corp., Inc., 5.27% - 5.275%, 07/22/96 - 08/30/96 ...................       34,749,467
  65,000,000    General Electric Capital Corp., 5.27% - 5.31%, 07/31/96 - 08/12/96 ............       64,651,476
  65,000,000    Generale Bank, Inc., 5.07% - 5.31%, 07/11/96 - 08/14/96 .......................       64,683,717
  40,000,000    Halifax Building Society, 4.88% - 5.26%, 08/08/96 - 09/26/96 ..................       39,642,745
  40,000,000    Metlife Funding, Inc., 5.28% - 5.40%, 08/26/96 - 10/01/96 .....................       39,555,755
  40,000,000    National Rural Utilities Cooperative Finance Corp., 5.28% - 5.39%,
                 08/16/96 - 09/18/96 ..........................................................       39,628,506
  15,245,000    PepsiCo, Inc., 5.38%, 09/25/96 ................................................       15,049,068
  75,000,000    Prudential Funding Corp., 5.27% - 5.32%, 07/30/96 - 09/10/96 ..................       74,463,990
  55,350,000    Schering Corp., 5.31% - 5.38%, 08/27/96 - 10/03/96 ............................       54,664,248
  65,000,000    Svenska Handelsbanken, Inc., 5.29% - 5.40%, 07/15/96 - 09/17/96 ...............       64,522,195
  20,000,000    Toronto Dominion Holdings USA, Inc., 5.28%, 08/21/96 ..........................       19,850,400
  40,000,000    Toyota Motor Credit Corp., 5.38% - 5.39%, 09/19/96 - 10/01/96 .................       39,485,466

                       The accompanying notes are an integral part of these financial statements.

THE MONEY MARKET PORTFOLIOS

Statement of Investments in Securities and Net Assets, June 30, 1996 (cont.)


    Face                                                                                               Value
   Amount       THE MONEY MARKET PORTFOLIO                                                           (Note 1)
- ----------------------------------------------------------------------------------------------------------------
               aShort Term Investments (cont.) 
                Commercial Paper (cont.)
<C>             <C>                                                                                 <C>         
$ 20,000,000    Westpac Capital Corp., 5.27%, 07/29/96 ........................................     $ 19,918,021
  40,119,000    Wool International, 4.90% - 5.30%, 07/12/96 - 08/23/96 ........................       39,932,821
                                                                                                   -------------
                       Total Commercial Paper (Cost $1,047,660,113)............................    1,047,660,113
                                                                                                   -------------
                       Total Investments before Repurchase Agreements
                        (Cost $1,402,610,588)..................................................    1,402,610,588
                                                                                                   -------------
              bReceivables from Repurchase Agreements  9.3%
  79,993,000    J.P. Morgan Securities, Inc., 5.42%, 07/01/96 (Maturity Value $74,133,469)
                 Collateral: U.S. Treasury Bills, 06/26/97 ....................................       74,100,000
  69,620,000    Morgan Stanley & Co., Inc., 5.35%, 07/01/96 (Maturity Value $70,031,208)
                 Collateral: U.S. Treasury Notes, 6.875%, 02/28/97 ............................       70,000,000
                                                                                                   -------------
                      Total Receivables from Repurchase Agreements (Cost $144,100,000).........      144,100,000
                                                                                                   -------------
                          Total Investments (Cost $1,546,710,588)  99.8%.......................    1,546,710,588
                          Other Assets and Liabilities, Net  .2%...............................        3,374,659
                                                                                                   -------------
                          Net Assets  100.0% ..................................................   $1,550,085,247
                                                                                                  ==============

</TABLE>
At June 30, 1996,  there was no  unrealized  appreciation  or  depreciation  for
financial statement or income tax purposes.

PORTFOLIO ABBREVIATIONS:
L.P. -  Limited Partnership

aCertain  short-term  securities are traded on a discount basis; the rates shown
are the  discount  rates at the time of purchase by the Fund.  Other  securities
bear interest at the rates shown, payable at fixed dates or upon maturity.
bFace amount for repurchase agreements is for the underlying collateral.

The accompanying notes are an integral part of these financial statements.

THE MONEY MARKET PORTFOLIOS

Statement of Investments in Securities and Net Assets, June 30, 1996
<TABLE>
<CAPTION>


    Face                                                                                               Value
   Amount       The U.S. Government Securities Money Market Portfolio                                (Note 1)
- -----------------------------------------------------------------------------------------------------------------
               aShort Term Government Securities100.1%
                Government Securities  17.3%
<C>             <C>                                                                                 <C>         
$ 50,000,000    U.S. Treasury Bills, 4.75% - 5.14%, 08/08/96 - 12/12/96 (Cost $49,361,211) .....    $ 49,361,211
                                                                                                    -------------
               bReceivables from Repurchase Agreements  82.8%
  11,690,000    B.A. Securities, Inc., 5.40%, 07/01/96 (Maturity Value $12,005,400)
                 Collateral: U.S. Treasury Notes, 8.00%, 01/15/97 ..............................      12,000,000
  12,530,000    B.T. Securities Corp., 5.42%, 07/01/96 (Maturity Value $12,005,420)
                 Collateral: U.S. Treasury Notes, 5.25%, 01/31/01 ..............................      12,000,000
  11,509,000    Barclays de Zoete Wedd Securities, Inc., New York, 5.35%, 07/01/96
                 (Maturity Value $12,005,350)
                 Collateral: U.S. Treasury Notes, 7.875%, 01/15/98 .............................      12,000,000
  12,185,000    Chase Securities, Inc., 5.40%, 07/01/96 (Maturity Value $12,005,400)
                 Collateral: U.S. Treasury Notes, 6.125%, 05/31/97 .............................      12,000,000
  12,120,000    Citicorp Securities, Inc., 5.50%, 07/01/96 (Maturity Value $12,005,500)
                 Collateral: U.S. Treasury Notes, 5.75%, 09/30/97 ..............................      12,000,000
  12,195,000    Merrill Lynch Government Securities, Inc., 5.20%, 07/01/96
                 (Maturity Value $12,005,200)
                 Collateral: U.S. Treasury Notes, 5.875%, 04/30/98 .............................      12,000,000
  18,201,000    J.P. Morgan Securities, Inc., 5.32%, 07/01/96 (Maturity Value $17,507,758)
                 Collateral: U.S. Treasury Bills, 11/07/96 .....................................      17,500,000
  57,501,000    J.P. Morgan Securities, Inc., 5.42%, 07/01/96 (Maturity Value $55,024,842)
                 Collateral: U.S. Treasury Bills, 12/12/96 .....................................      55,000,000
  68,530,000    Morgan Stanley & Co., Inc., 5.35%, 07/01/96 (Maturity Value $68,015,310)
                 Collateral: U.S. Treasury Bills, 09/12/96
                             U.S. Treasury Notes, 5.75% - 11.75%, 09/30/96 - 02/15/01...........      67,985,000
  12,506,000    SBC Capital Markets, Inc., 5.47%, 07/01/96 (Maturity Value $12,005,470)
                 Collateral: U.S. Treasury Notes, 5.125%, 11/30/98 .............................      12,000,000
  11,507,000    UBS Securities, Inc., 5.43%, 07/01/96 (Maturity Value $12,005,430)
                 Collateral: U.S. Treasury Notes, 8.125%, 02/15/98 .............................      12,000,000
                                                                                                    -------------
                      Total Receivables from Repurchase Agreements (Cost $236,485,000)..........     236,485,000
                                                                                                    -------------
                          Total Investments (Cost $285,846,211)  100.1% ........................    $285,846,211
                          Liabilities in Excess of Other Assets  (.1)% .........................        (145,107)
                                                                                                    -------------
                          Net Assets  100.0%....................................................    $285,701,104
                                                                                                    =============
At June 30, 1996,  there was no  unrealized  appreciation  or  depreciation  for
financial statement or income tax purposes.

aCertain  short-term  securities are traded on a discount basis; the rates shown
are the  discount  rates at the time of purchase by the Fund.  Other  securities
bear interest at the rates shown, payable at fixed dates or upon maturity.
bFace amount for repurchase agreements is for the underlying collateral.
</TABLE>

The accompanying notes are an integral part of these financial statements.

THE MONEY MARKET PORTFOLIOS

Financial Statements

Statements of Assets and Liabilities
June 30, 1996

                                                   The U.S.
                                                  Government
                               The Money        Securities Money
                            Market Portfolio    Market Portfolio
                           ------------------  ------------------
Assets:
 Investment in securities,
 at value and cost           $1,402,610,588       $ 49,361,211
 Receivables from
  repurchase agree-
  ments, at value
  and cost                      144,100,000        236,485,000
 Cash                                 3,626                 --
 Receivables:
  Interest                        4,328,950            106,080
  From affiliates                     6,003             19,602
                           ------------------  ------------------
      Total assets            1,551,049,167        285,971,893
                           ------------------  ------------------
Liabilities:
 Payables:
  Capital shares
   repurchased                      767,784            233,906
  Management fees                   170,313             29,565
 Accrued expenses and
  other liabilities                  25,823              7,318
                           -----------------  -------------------
        Total liabilities           963,920            270,789
                           -----------------  -------------------
Net assets, at value         $1,550,085,247       $285,701,104
                           =================  ===================
Shares outstanding            1,550,085,247        285,701,104
                           =================  ===================
Net asset value per share             $1.00              $1.00
                           =================  ===================

Statements of Operations
for the year ended June 30, 1996
                                                   The U.S.
                                                  Government
                               The Money        Securities Money
                            Market Portfolio    Market Portfolio
                           ------------------  ------------------
Investment income:
 Interest                       $81,172,665        $18,038,015
                           ------------------  ------------------
Expenses:
 Management fees
  (Note 5a)                          44,663              8,889
 Custodian fees                      26,784             22,841
 Reports to shareholders             27,241              5,685
 Trustees' fees and
  expenses                            7,447             10,769
 Other                               21,476             10,049
 Management fees
  waived by manager                (128,505)           (59,534)
                           ------------------  ------------------
      Total expenses              2,161,625            483,081
                           ------------------  ------------------
       Net investment
        income                   79,011,040         17,554,934
                           ------------------  ------------------
Net realized gain on
 investments                             --                683
                           ------------------  ------------------
Net increase in net
 assets resulting from
 operations                    $79,011,040         $17,555,617
                           ==================  ==================

The accompanying notes are an integral part of these financial statements.

THE MONEY MARKET PORTFOLIOS

Financial Statements (cont.)

Statements of Changes in Net Assets
for the years ended June 30, 1996 and 1995
<TABLE>
<CAPTION>


                                                                                      The U.S. Government Securities
                                                      The Money Market Portfolio         Money Market Portfolio
                                                    ------------------------------    --------------------------------
                                                         1996            1995              1996              1995
                                                    -------------    -------------    --------------    --------------
Operations:
<S>                                                  <C>              <C>               <C>               <C>         
 Net investment income...........................    $ 79,011,040     $ 65,941,077      $ 17,554,934      $ 22,234,614
 Net realized gain from security transactions....              --            1,356               683               392
                                                    -------------    -------------    --------------    --------------
 Net increase in net assets resulting from
 operations......................................      79,011,040       65,942,433        17,555,617        22,235,006
Distributions to shareholders from undistributed
 net investment income...........................     (79,011,040)     (65,942,433)a     (17,555,617)b     (22,235,006)c
Increase (decrease) in net assets from capital
 share transactions (Note 2).....................     244,510,834    1,086,385,190      (188,953,282)      256,106,321
                                                    -------------    -------------    --------------    --------------
Net increase (decrease) in net assets............     244,510,834    1,086,385,190      (188,953,282)      256,106,321
Net assets (there is no undistributed net
 investment income at beginning or end
 of the year):
  Beginning of year..............................   1,305,574,413      219,189,223       474,654,386       218,548,065
                                                    -------------    -------------    --------------    --------------
  End of year....................................  $1,550,085,247   $1,305,574,413      $285,701,104      $474,654,386
                                                    =============    =============    ==============    ==============

</TABLE>
aDistributions were increased by a net realized gain from security  transactions
of $1,356.
bDistributions were increased by a net realized gain from security  transactions
of $683.
cDistributions were increased by a net realized gain from security  transactions
of $392.

The accompanying notes are an integral part of these financial statements.

THE MONEY MARKET PORTFOLIOS

Notes to Financial Statements

1. SIGNIFICANT ACCOUNTING POLICIES

The  Money  Market  Portfolios  (the  Money  Market)  is  a no  load,  open-end,
diversified  management  investment company (mutual fund),  registered under the
Investment Company Act of 1940, as amended.  The Money Market has two portfolios
(the  Portfolios)  consisting  of  The  Money  Market  Portfolio  and  The  U.S.
Government  Securities  Money  Market  Portfolio.   The  portfolio's  investment
objectives  are high current income  consistent  with capital  preservation  and
liquidity.  Each of the  Portfolios  issues a  separate  series  of  shares  and
maintains a totally separate and distinct  investment  portfolio.  The shares of
the Money  Market are  issued in private  placements  and are thus  exempt  from
registration under the Securities Act of 1933.

The  following  is a summary of  significant  accounting  policies  consistently
followed by the Portfolios in the preparation of their financial statements. The
policies are in conformity  with generally  accepted  accounting  principles for
investment companies.

a. Security Valuations:

Securities in the Portfolios are valued at amortized  cost,  which  approximates
value.  Each of the Portfolios must maintain a dollar weighted  average maturity
of 90 days or less and only purchase  instruments having remaining maturities of
397 days or less. If a Portfolio has a remaining  weighted  average  maturity of
greater than 90 days,  the  Portfolio  will be stated at value based on recorded
closing sales on a national securities exchange or, in the absence of a recorded
sale,  within  the range of the most  recent  quoted bid and asked  prices.  The
trustees  have  established  procedures  designed  to  stabilize,  to the extent
reasonably  possible,  each  Portfolio's  price  per share as  computed  for the
purpose of sales and redemptions at $1.00.

b. Income Taxes:

Each Portfolio  intends to continue to qualify for the tax treatment  applicable
to regulated  investment  companies under the Internal  Revenue Code and to make
the requisite  distributions to their  shareholders  which will be sufficient to
relieve it from income and excise taxes. Each Portfolio is treated as a separate
entity in the determination of compliance with the Internal Revenue Code.

c. Security Transactions:

Security transactions are accounted for on the date the securities are purchased
or sold (trade date).  Realized  gains and losses on security  transactions  are
determined on the basis of specific identification.

d. Investment Income, Expenses and Distributions:

Net  investment  income  includes  income,   calculated  on  an  accrual  basis,
amortization  of original  issue and market  discount or  premium,  if any,  and
estimated expenses which are accrued daily. The total available for distribution
is computed  daily and includes  the net  investment  income,  plus or minus any
gains or losses on security  transactions  and changes in  unrealized  portfolio
appreciation or depreciation, if any.

Distributions are normally declared each day the New York Stock Exchange is open
for business, equal to the total available for distributions (as defined above),
and are payable to  shareholders of record as of the close of business that day.
Such  distributions are  automatically  reinvested daily in additional shares of
the Portfolio at net asset value.

e. Expense Allocation:

Common expenses  incurred by the Money Market are allocated among the Portfolios
based on the ratio of net assets of each  Portfolio  to the combined net assets.
In all other  respects,  expenses are charged to each Portfolio as incurred on a
specific identification basis.

THE MONEY MARKET PORTFOLIOS

Notes to Financial Statements (cont.)

1. SIGNIFICANT ACCOUNTING POLICIES (cont.)

f. Accounting Estimates:

The preparation of financial  statements in accordance  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities  at the date of the
financial  statements and the amounts of income and expense during the reporting
period. Actual results could differ from those estimates.

g. Repurchase Agreements:

The  Portfolios  may  enter  into a joint  repurchase  agreement  whereby  their
uninvested  cash balances are deposited  into a joint cash account to be used to
invest in one or more repurchase  agreements with government  securities dealers
recognized  by the Federal  Reserve  Board  and/or  member  banks of the Federal
Reserve System. The value and face amount of the joint repurchase  agreement are
allocated to the Portfolios based on their pro rata interest.

A  repurchase  agreement  is accounted  for as a loan by the  Portfolios  to the
seller,  collateralized  by underlying  U.S.  government  securities,  which are
delivered to the  Portfolios'  custodian.  The market value,  including  accrued
interest,  of the initial  collateralization  is required to be at least 102% of
the dollar amount invested by the  Portfolios,  with the value of the underlying
securities marked to market daily to maintain coverage of at least 100%. At June
30, 1996, all outstanding  repurchase agreements held by the Portfolios had been
entered into on June 28, 1996.

2. TRUST SHARES

Transactions  in each of the  Portfolio's  shares  at $1.00  per  share  were as
follows:

<TABLE>
<CAPTION>

                                                                                                       The U.S. Government
                                                                                    The Money           Securities Money
                                                                                 Market Portfolio       Market Portfolio
                                                                                ------------------     -------------------
1996
<S>                                                                                 <C>                <C>                
Shares sold.................................................................        $2,507,821,633     $       824,267,024
Shares issued in reinvestment of distributions..............................            79,019,113              17,555,181
Shares redeemed.............................................................        (2,342,329,912)         (1,030,775,487)
                                                                                ------------------     -------------------
Net increase (decrease).....................................................    $      244,510,834     $      (188,953,282)
                                                                                ==================     ===================
1995
Shares sold.................................................................    $    2,811,245,134     $     2,270,754,653
Shares issued in reinvestment of distributions..............................            65,932,187              22,235,271
Shares redeemed.............................................................        (2,923,489,920)          (2,175,508,395)
Shares issued in connection with assets transfer (Note 6)...................         1,132,697,789              138,624,792
                                                                                ------------------     -------------------
Net increase................................................................    $    1,086,385,190             256,106,321
                                                                                ==================     ===================

</TABLE>
3. CAPITAL LOSS CARRYOVERS

At  June  30,  1996,  for  tax  purposes,  The  Money  Market  Portfolio  had an
accumulated net realized capital loss carryover expiring in year 2002 of $3,790.
For tax purposes,  the aggregate  cost of securities  are the same for financial
statement purposes at June 30, 1996.

THE MONEY MARKET PORTFOLIOS

Notes to Financial Statements (cont.)

4. PURCHASES AND SALES OF SECURITIES

Purchases and sales/maturities of securities,  including repurchase  agreements,
for the year ended June 30, 1996, were as follows:

<TABLE>
<CAPTION>

                                                                                                       The U.S. Government
                                                                                    The Money           Securities Money
                                                                                 Market Portfolio       Market Portfolio
                                                                                ------------------     -------------------
<S>                                                                             <C>                    <C>                
Purchases...................................................................    $   60,355,427,309     $    62,680,289,047
Sales.......................................................................    $   60,113,260,920     $    62,869,560,372
</TABLE>

5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

a. Management Agreement:

Under the terms of a management  agreement,  Franklin Advisers,  Inc. (Advisers)
provides investment advice, administrative services, office space and facilities
to the Portfolios, and receives fees computed monthly based on the average daily
net assets of the Portfolios  during the month. The Portfolios pay fees equal to
an annualized rate of 15/100 of 1% of their daily net assets. For the year ended
June 30,  1996,  the  Portfolios  expenses  did not  exceed  these  limitations.
However,  Advisers agreed in advance to waive management fees and assume payment
of other expenses, as noted in the Statements of Operations.

b. Other Affiliates and Related Party Transactions:

Certain  officers  and  trustees  of the  Portfolios  are also  officers  and/or
directors of Advisers and Investor  Services (all  wholly-owned  subsidiaries of
Franklin Resources, Inc.).

6. ASSET TRANSFER

On August 1, 1994, the Franklin  Money Fund and the Franklin  Federal Money Fund
transferred  substantially  all of their  assets,  respectively,  into The Money
Market Portfolio and The U.S. Government Securities Money Market Portfolio.  The
transfers  were  accompanied  by a tax-free  exchange of  1,132,697,789  capital
shares of The Money Market Portfolio for net assets valued at  $1,132,697,789 of
the Franklin Money Fund and  138,624,792  capital shares of The U.S.  Government
Securities  Money Market  Portfolio for net assets valued at $138,624,792 of the
Franklin Federal Money Fund.

As of June 30,1996,  the shares of The Money Market  Portfolio were owned by the
following funds:
<TABLE>
<CAPTION>


                                                                                                                   Percentage of
                                                                                                     Shares      Outstanding Shares
                                                                                                --------------   ------------------
<S>                                                                                              <C>                   <C>   
Franklin Money Fund..........................................................................    1,173,771,347         75.72%
Institutional Fiduciary Trust - Money Market Portfolio.......................................      341,314,800         22.02%
Institutional Fiduciary Trust - Franklin Cash Reserves Fund..................................       30,405,256          1.96%
Franklin Templeton Money Fund Trust - Franklin Templeton Money Fund II.......................        4,593,844          0.30%

As of June 30,1996,  the shares of The U.S.  Government  Securities Money Market
Portfolio were owned by the following funds:

                                                                                                                   Percentage of
                                                                                                     Shares      Outstanding Shares
                                                                                                --------------   ------------------
<S>                                                                                                <C>                 <C>   
Institutional Fiduciary Trust - Franklin U.S. Government Securities Money Market Portfolio...      152,155,022         53.26%
Franklin Federal Money Fund..................................................................      133,546,082         46.74%

</TABLE>
THE MONEY MARKET PORTFOLIOS

Notes to Financial Statements (cont.)

7. FINANCIAL HIGHLIGHTS

Selected data for each share of beneficial interest outstanding  throughout each
period are as follows:
<TABLE>
<CAPTION>


                      Per Share Operating Performance                             Ratios/Supplemental Data
             --------------------------------------------------              --------------------------------------
             Net Asset                Distributions                          Net Assets     Ratio of   Ratio of Net
   Year      Values at       Net       From Net     Net Asset                 at End       Expenses      Income
   Ended     Beginning   Investment   Investment    Values at      Total     of Period    to Average   to Average
  June 30    of Period     Income       Income    End of Period   Return+   (in 000's)   Net Assets++  Net Assets
- -------------------------------------------------------------------------------------------------------------------
The Money Market Portfolio
<C>            <C>         <C>         <C>            <C>        <C>         <C>           <C>          <C>    
1993*          $1.00       $0.027      $(0.027)       $1.00      2.92%**     $ 222,358     0.15%**      3.18%**
1994            1.00        0.033       (0.033)        1.00      3.33          219,189     0.15         3.25
1995            1.00        0.053       (0.053)        1.00      5.46        1,305,574     0.15         5.42
1996            1.00        0.055       (0.055)        1.00      5.66        1,550,085     0.15         5.50

The U.S. Government Securities Money Market Portfolio
1993*           1.00        0.021       (0.021)        1.00       2.27**       310,319     0.15**       3.05**
1994            1.00        0.032       (0.032)        1.00       3.25         218,548     0.15         3.20
1995            1.00        0.052       (0.052)        1.00       5.32         474,654     0.15         5.25
1996            1.00        0.054       (0.054)        1.00       5.55         285,701     0.15         5.45

</TABLE>
*July 28, 1992 (Effective date of registration) to June 30, 1993.
**Annualized
+Total  return  measures the change in value of an  investment  over the periods
indicated.  It is not annualized  (except as noted). It assumes  reinvestment of
dividends and capital gains at net asset value.
++Advisers  agreed in advance to waive a portion of its  management  fees of the
Portfolios  during the periods  indicated.  Had such action not been taken,  the
ratios of expenses to average net assets would have been as follows:

                                          Ratio of Expenses to
                                           Average Net Assets
                                          --------------------
The Money Market Portfolio
1993*......................................      .17%**
1994.......................................      .17
1995.......................................      .16
1996.......................................      .16

The U.S. Government Securities
Money Market Portfolio
1993*......................................      .18**
1994.......................................      .17
1995.......................................      .16
1996.......................................      .17


THE MONEY MARKET PORTFOLIOS

Report of Independent Auditors

To the Shareholders and Board of Trustees
The Money Market Portfolios

We have audited the accompanying statements of assets and liabilities of the two
portfolios  comprising The Money Market  Portfolios,  including each Portfolio's
statement of investments in securities and net assets,  as of June 30, 1996, and
the related  statements of operations for the year them ended, the statements of
changes in net  assets  and the  financial  highlights  for each of the  periods
presented thereon.  These financial statements and financial highlights for each
of the  two  years  in the  period  then  ended  are the  responsibility  of the
Portfolios'  management.  Our  responsibility  is to express an opinion on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our procedures included confirmation of securities owned as of June
30, 1996, by correspondence with the custodian. An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
two Portfolios  comprising The Money Market  Portfolios as of June 30, 1996, the
results of their  operations  for the year then ended,  the changes in their net
assets for each of the two years in the period then ended,  and their  financial
highlights  for each of the periods  presented,  in  conformity  with  generally
accepted accounting principles.

COOPERS & LYBRAND L.L.P.

San Francisco, California
August 6, 1996

                                                           
LITERATURE REQUEST


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