FRANKLIN STRATEGIC MORTGAGE PORTFOLIO
497, 1998-12-31
Previous: MICRO WAREHOUSE INC, 8-K, 1998-12-31
Next: PENN OCTANE CORP, SC 13G/A, 1998-12-31





                            SHARE CLASS REDESIGNATION
                            EFFECTIVE JANUARY 1, 1999

                      Class A - Formerly Considered Class I



                       SUPPLEMENT DATED JANUARY 1, 1999
                             TO THE PROSPECTUS OF
                    FRANKLIN STRATEGIC MORTGAGE PORTFOLIO
                            DATED FEBRUARY 1, 1998

The prospectus is amended as follows:

I. As of January 1, 1999, the Fund's shares are considered Class A shares for
redemption, exchange and other purposes. Before January 1, 1999, the Fund's
shares were considered Class I shares.

All references in the prospectus to Class I shares are replaced with Class A,
and all references to Class II shares are replaced with Class C.

II. The following is added under "What are the Fund's Potential Risks?":

YEAR 2000.  When evaluating current and potential portfolio positions, Year
2000 is one of the factors Advisers considers.

Advisers will rely upon public filings and other statements made by issuers
about their Year 2000 readiness. Advisers, of course, cannot audit each
issuer and its major suppliers to verify their Year 2000 readiness.

If an issuer in which the Fund is invested is adversely affected by Year 2000
problems, it is likely that the price of its security will also be adversely
affected. A decrease in the value of one or more of the Fund's portfolio
holdings will have a similar impact on the price of the Fund's shares. Please
see "Year 2000 Problem" under "Who Manages the Fund?" for more information.

III. Under "Who Manages the Fund?",

(a) the section "Investment Manager" is replaced with the following:

 INVESTMENT  MANAGER.  As of  February  26,  1998,  Franklin  Advisers,  Inc.
 ("Advisers"),  with offices located at 777 Mariners  Island Blvd.,  P.O. Box
 7777, San Mateo, California 94403-7777,  manages the Fund's assets and makes
 its investment decisions.  Advisers also performs similar services for other
 funds. It is wholly owned by Resources,  a publicly owned company engaged in
 the  financial  services  industry  through  its  subsidiaries.  Charles  B.
 Johnson  and  Rupert H.  Johnson,  Jr.  are the  principal  shareholders  of
 Resources.  Together,  Advisers and its affiliates  manage over $236 billion
 in  assets.  Advisers  employs  the same  individuals  to manage  the Fund's
 portfolio  as  the  previous  manager.  The  terms  and  conditions  of  the
 management  services  provided  to the Fund are also the  same.  Please  see
 "Investment  Management and Other Services" and "Miscellaneous  Information"
 in the SAI for information on securities  transactions  and a summary of the
 Fund's Code of Ethics.

 References   throughout   the   prospectus  to  "FISCO"  are  replaced  with
 "Advisers" where applicable.

(b) and the following is added after the "Administrative Services" section:

YEAR 2000 PROBLEM. The Fund's business operations depend on a worldwide
network of computer systems that contain date fields, including securities
trading systems, securities transfer agent operations and stock market links.
Many of the systems currently use a two digit date field to represent the
date, and unless these systems are changed or modified, they may not be able
to distinguish the Year 1900 from the Year 2000 (commonly referred to as the
Year 2000 problem). In addition, the fact that the Year 2000 is a
non-standard leap year may create difficulties for some systems.

When the Year 2000 arrives, the Fund's operations could be adversely affected
if the computer systems used by Advisers, its service providers and other
third parties it does business with are not Year 2000 ready. For example, the
Fund's portfolio and operational areas could be impacted, including
securities trade processing, interest and dividend payments, securities
pricing, shareholder account services, reporting, custody functions and
others.

Advisers and its affiliated service providers are making a concerted effort
to take steps they believe are reasonably designed to address their Year 2000
problems. Of course, the Fund's ability to reduce the effects of the Year
2000 problem is also very much dependent upon the efforts of third parties
over which the Fund and Advisers may have no control.

IV.  The second  step in the  section  "How Do I Buy  Shares?  - Opening  Your
Account" is replaced with the following:

 2.  Determine  how  much  you  would  like to  invest.  The  Fund's  minimum
 investments are:

 o To open a regular, non-retirement account ....................      $1,000
 o To open an IRA, IRA Rollover, Roth IRA, or Education IRA .....      $  250*
 o To open a custodial account for a minor (an UGMA/UTMA account)      $  100
 o To open an account with an automatic investment plan .........      $   50**
 o To add to an account .........................................      $   50***

 *For  all  other  retirement  accounts,   there  is  no  minimum  investment
 requirement.
 **$25 for an Education IRA.
 ***For all retirement  accounts  except IRAs,  IRA  Rollovers,  Roth IRAs or
 Education IRAs, there is no minimum to add to an account.

 For  purchases  by  broker-dealers,   registered   investment   advisors  or
 certified  financial  planners  who  have  entered  into an  agreement  with
 Distributors for clients  participating in comprehensive  fee programs,  the
 minimum initial  investment is $250. The minimum initial  investment is $100
 for officers,  trustees,  directors and full-time  employees of the Franklin
 Templeton Funds or the Franklin  Templeton  Group, and their family members,
 consistent with our then-current policies.

 We reserve  the right to change the  amount of these  minimums  from time to
 time or to waive or lower  these  minimums  for certain  purchases.  We also
 reserve the right to refuse any order to buy shares.

V. The section "Quantity Discounts," found under "How Do I Buy Shares? -
Sales Charge Reductions and Waivers," is replaced with the following:

QUANTITY DISCOUNTS. The sales charge you pay depends on the dollar amount you
invest, as shown in the table below.

                                  TOTAL SALES CHARGE         AMOUNT PAID TO
                                  AS A PERCENTAGE OF         DEALER AS A
AMOUNT OF PURCHASE               OFFERING       NET AMOUNT   PERCENTAGE OF
AT OFFERING PRICE                PRICE          INVESTED     OFFERING PRICE
- --------------------------------------------------------------------------------
Under $100,000               4.25%              4.44%        4.00%
$100,000 but less than       3.50%              3.63%        3.25%
$250,000
$250,000 but less than       2.50%              2.56%        2.25%
$500,000
$500,000 but less than       2.00%              2.04%        1.85%
$1,000,000
$1,000,000 or more*          None               None         None

*Please see "Other Payments to Securities Dealers" below for a discussion of
payments Distributors may make out of its own resources to Securities
Dealers for certain purchases.

VI. In the section "Sales Charge  Waivers,"  found under "How Do I Buy Shares?
- - Sales Charge Reductions and Waivers,"

(a) the second waiver category is replaced with the following:

2.    Redemption proceeds from the sale of shares of any Franklin Templeton
     Fund. The proceeds must be reinvested in the same class of shares,
     except proceeds from the sale of Class B shares will be reinvested in
     Class A shares.

     Proceeds immediately placed in a Franklin Bank CD also may be reinvested
     without a front-end sales charge if you reinvest them within 365 days
     from the date the CD matures, including any rollover.

     This waiver does not apply to shares you buy and sell under our exchange
     program. Shares purchased with the proceeds from a money fund may be
     subject to a sales charge.

(b) the  following  new  categories  6 and 7 are added to the end of the first
list of sales charge waiver categories :

6.   Redemption  proceeds  from a  repurchase  of shares of  Franklin  Floating
     Rate Trust, if the shares were continuously held for at least 12 months.

     If you immediately  placed your redemption  proceeds in a Franklin Bank CD
     or a Franklin  Templeton  money fund,  you may reinvest them as described
     above.  The  proceeds  must be  reinvested  within 365 days from the date
     the CD  matures,  including  any  rollover,  or the date you redeem  your
     money fund shares.

7.   Redemption  proceeds  from  the  sale  of  Class  A  shares  of any of the
     Templeton Global Strategy Funds if you are a qualified investor.

     If  you  immediately  placed  your  redemption   proceeds  in  a  Franklin
     Templeton  money fund,  you may  reinvest  them as described  above.  The
     proceeds  must be  reinvested  within  365 days  from  the date  they are
     redeemed from the money fund.

(c) and the  following  new category 12 is added to the end of the second list
of sales charge waiver categories:

12.  Qualified  registered  investment advisors who buy through a broker-dealer
     or service agent who has entered into an agreement with Distributors

VII. The section "How Do I Buy Shares in Connection with Retirement Plans?",
found under "How Do I Buy Shares?", is replaced with the following:

HOW DO I BUY SHARES IN CONNECTION WITH RETIREMENT PLANS?

Your individual or employer-sponsored retirement plan may invest in the Fund.
Plan documents are required for all retirement plans. Trust Company can
provide the plan documents for you and serve as custodian or trustee.

Trust Company can provide you with brochures containing important information
about its plans. These plans require separate applications and their policies
and procedures may be different than those described in this prospectus. For
more information, including a free retirement plan brochure or application,
please call Retirement Plan Services.

Please consult your legal, tax or retirement plan specialist before choosing
a retirement plan. Your investment representative or advisor can help you
make investment decisions within your plan.

VIII.  The  following  paragraph  is added at the end of the section "How Do I
Buy Shares?":

FOR INVESTORS OUTSIDE THE U.S.

The  distribution  of this  prospectus and the offering of Fund shares may be
limited in many  jurisdictions.  An investor  who wishes to buy shares of the
Fund should  determine,  or have a  broker-dealer  determine,  the applicable
laws and regulations of the relevant jurisdiction.  Investors are responsible
for compliance with tax, currency  exchange or other  regulations  applicable
to redemption and purchase  transactions  in any  jurisdiction  to which they
may be subject.  Investors should consult  appropriate tax and legal advisors
to obtain information on the rules applicable to these transactions.

IX. The section "Will Sales Charges Apply to My  Exchange?",  found under "May
I  Exchange  Shares  for  Shares  of  Another  Fund?",  is  replaced  with the
following:

WILL SALES CHARGES APPLY TO MY EXCHANGE?

You  generally  will not pay a front-end  sales charge on  exchanges.  If you
have  held  your  shares  less  than six  months,  however,  you will pay the
percentage  difference  between the sales charge you previously  paid and the
applicable  sales  charge of the new  fund,  if the  difference  is more than
0.25%.  If you have never paid a sales  charge on your  shares  because,  for
example,  they have always been held in a money fund, you will pay the Fund's
applicable  sales charge no matter how long you have held your shares.  These
charges may not apply if you qualify to buy shares without a sales charge.

X.  Under  "May I Exchange  Shares  for  Shares of  Another  Fund?  - Exchange
Restrictions:"

(a) the second item is replaced with the following:

 o Generally exchanges may only be made between identically registered
   accounts, unless you send written instructions with a signature guarantee.
   You may, however, exchange shares from a Fund account requiring two or
   more signatures into an identically registered money fund account
   requiring only one signature for all transactions. PLEASE NOTIFY US IN
   WRITING IF YOU DO NOT WANT THIS OPTION TO BE AVAILABLE ON YOUR ACCOUNT.
   Additional procedures may apply. Please see "Transaction Procedures and
   Special Requirements."

(b) and the following new item is added:

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

XI. In the "By Phone" section of the chart under "How Do I Sell Shares?",

(a) the first bulleted item is replaced with the following:

 o If the request is $100,000 or less. Institutional accounts may exceed
   $100,000 by completing a separate agreement. Call Institutional Services
   to receive a copy.

(b) and the third bulleted item is deleted.

XII.  Distribution option 3 in the section "What Distributions Might I Receive
from the Fund? - Distribution Options" is replaced with the following:

3.  RECEIVE  DISTRIBUTIONS  IN  CASH - You  may  receive  dividends,  or both
dividend and capital gain  distributions  in cash. If you have the money sent
to  another  person  or to a  checking  or  savings  account,  you may need a
signature guarantee.  If you send the money to a checking or savings account,
please see  "Electronic  Fund  Transfers"  under "Services to Help You Manage
Your Account."

XIII. Under "Transaction Procedures and Special Requirements,"

(a) the section "Joint Accounts" is replaced with the following:

JOINT ACCOUNTS. For accounts with more than one registered owner, the Fund
accepts 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.

Please keep in mind that if you have previously told us that you do not want
telephone exchange or redemption privileges on your account, then we can only
accept written instructions to exchange or redeem shares if they are signed
by all registered owners on the account.

(b) the reference to $50,000 in the section "Signature Guarantees" is
replaced with $100,000.

(c) the section "Trust Company Retirement Plan Accounts," found under
"Telephone Transactions," is deleted.

(d) and  the  section  "Keeping  Your  Account  Open"  is  replaced  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  and  custodial  accounts for minors.  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  and  custodial
accounts  for  minors.  These  minimums  do  not  apply  to  IRAs  and  other
retirement  plan  accounts or to accounts  managed by the Franklin  Templeton
Group.

XIV. Under "Services to Help You Manage Your Account,"

(a)  the  second  sentence  in the  section  "Automatic  Investment  Plan"  is
replaced with the following:

Under  the  plan,  you can have  money  transferred  automatically  from your
checking or savings account to the Fund each month to buy additional shares.

(b) the second paragraph under  "Systematic  Withdrawal Plan" is replaced with
the following:

If you would like to establish a systematic  withdrawal plan, please complete
the  systematic  withdrawal  plan  section  of  the  shareholder  application
included  with this  prospectus  and  indicate  how you would like to receive
your  payments.  You may choose to direct your payments to buy the same class
of shares of another Franklin  Templeton Fund or have the money sent directly
to you,  to another  person,  or to a checking  or  savings  account.  If you
choose to have the money sent to a checking  or savings  account,  please see
"Electronic  Fund  Transfers"  below.  Once  your  plan is  established,  any
distributions  paid by the  Fund  will be  automatically  reinvested  in your
account.

(c)  and  the  section  "Electronic  Fund  Transfers"  is  replaced  with  the
following:

ELECTRONIC FUND TRANSFERS

You may choose to have  dividend and capital gain  distributions  or payments
under a  systematic  withdrawal  plan sent  directly to a checking or savings
account.  If the  account  is with a bank that is a member  of the  Automated
Clearing House,  the payments may be made  automatically  by electronic funds
transfer.  If you choose this option,  please allow at least fifteen days for
initial  processing.  We will send any payments  made during that time to the
address of record on your account.

XV. In the "Useful Terms and Definitions" section,

(a) the definition of "Class I and Class II" is replaced with the following:

CLASS A, CLASS B AND CLASS C - Certain funds in the Franklin Templeton Funds
offer multiple classes of shares. The different classes have proportionate
interests in the same portfolio of investment securities. They differ,
however, primarily in their sales charge structures and Rule 12b-1 plans.
Because the Fund's sales charge structure is similar to that of Class A
shares, shares of the Fund are considered Class A shares for redemption,
exchange and other purposes.

(b) and the following definition is revised:

CONTINGENCY  PERIOD - The 12 month period during which a Contingent  Deferred
Sales  Charge may apply.  The holding  period  begins on the day you buy your
shares.  For example,  if you buy shares on the 18th of the month,  they will
age one month on the 18th day of the next month and each following month.

              Please keep this supplement for future reference.



                            SHARE CLASS REDESIGNATION
                            EFFECTIVE JANUARY 1, 1999

                      Class A - Formerly Considered Class I



                       SUPPLEMENT DATED JANUARY 1, 1999
                TO THE STATEMENT OF ADDITIONAL INFORMATION OF
                    FRANKLIN STRATEGIC MORTGAGE PORTFOLIO
                            DATED FEBRUARY 1, 1998

The Statement of Additional Information is amended as follows:

 I.  As of January 1, 1999, the Fund's shares are considered Class A shares
     for redemption, exchange and other purposes. Before January 1, 1999, the
     Fund's shares were considered Class I shares.

     All references in the Statement of Additional Information to Class I
     shares are replaced with Class A.

 II. As of February 26, 1998, Franklin Advisers, Inc. ("Advisers"), with
     offices located at 777 Mariners Island Blvd., P.O. Box 7777, San Mateo,
     California 94403-7777, manages the Fund's assets and makes its
     investment decisions. Advisers employs the same individuals to manage
     the Fund's portfolio as the previous manager. The terms and conditions
     of the management services provided to the Fund are also the same.

     References throughout the Statement of Additional Information to "FISCO"
     are replaced with "Advisers" where applicable.

 III.The following paragraph is added under "Miscellaneous
     Information":

     The Information Services & Technology division of Resources established
     a Year 2000 Project Team in 1996. This team has already begun making
     necessary software changes to help the computer systems that service the
     Fund and its shareholders to be Year 2000 compliant. After completing
     these modifications, comprehensive tests are conducted in one of
     Resources' U.S. test labs to verify their effectiveness. Resources
     continues to seek reasonable assurances from all major hardware,
     software or data-services suppliers that they will be Year 2000
     compliant on a timely basis. Resources is also beginning to develop a
     contingency plan, including identification of those mission critical
     systems for which it is practical to develop a contingency plan.
     However, in an operation as complex and geographically distributed as
     Resources' business, the alternatives to use of normal systems,
     especially mission critical systems, or supplies of electricity or long
     distance voice and data lines are limited.


              Please keep this supplement for future reference.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission