TEMPLETON GLOBAL INVESTMENT TRUST
497, 1998-08-03
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                            PROSPECTUS & APPLICATION


TEMPLETON AMERICAS GOVERNMENT SECURITIES FUND
INVESTMENT STRATEGY   GLOBAL INCOME


AUGUST 1, 1998


LOGO FRANKLIN TEMPLETON


Please read this prospectus before investing,  and keep it for future reference.
It  contains  important  information,  including  how the fund  invests  and the
services available to shareholders.

The fund is a  non-diversified  series of Templeton Global Investment Trust (the
"Trust"). To learn more about the fund and its policies,  you may request a copy
of the Trust's  Statement of  Additional  Information  ("SAI"),  dated August 1,
1998,  which we may amend from time to time.  We have filed the SAI with the SEC
and have incorporated it by reference into this prospectus.

For a free copy of the SAI or a larger print version of this prospectus, contact
your investment representative or call 1-800/DIAL BEN.

MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, ANY BANK,  AND ARE NOT FEDERALLY  INSURED BY THE FEDERAL  DEPOSIT  INSURANCE
CORPORATION,  THE  FEDERAL  RESERVE  BOARD,  OR ANY  OTHER  AGENCY  OF THE  U.S.
GOVERNMENT.  MUTUAL FUND SHARES INVOLVE INVESTMENT RISKS, INCLUDING THE POSSIBLE
LOSS OF PRINCIPAL.

THE FUND MAY INVEST UP TO 100% OF ITS NET ASSETS IN NON-INVESTMENT  GRADE BONDS.
THESE ARE  COMMONLY  KNOWN AS "JUNK  BONDS."  THEIR  DEFAULT AND OTHER RISKS ARE
GREATER THAN THOSE OF HIGHER RATED  SECURITIES.  YOU SHOULD  CAREFULLY  CONSIDER
THESE  RISKS  BEFORE  INVESTING  IN THE FUND.  PLEASE SEE "WHAT ARE THE RISKS OF
INVESTING IN THE FUND?"

LIKE ALL MUTUAL  FUND  SHARES,  THE SEC HAS NOT  APPROVED OR  DISAPPROVED  THESE
SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.


PAGE



THIS  PROSPECTUS IS NOT AN OFFERING OF THE  SECURITIES  HEREIN  DESCRIBED IN ANY
STATE, JURISDICTION OR COUNTRY IN WHICH THE OFFERING IS NOT AUTHORIZED. NO SALES
REPRESENTATIVE, DEALER, OR OTHER PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR
MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS.  FURTHER
INFORMATION MAY BE OBTAINED FROM DISTRIBUTORS.


PAGE


TEMPLETON AMERICAS GOVERNMENT SECURITIES FUND
August 1, 1998

When reading this prospectus,  you will see certain terms beginning with capital
letters. This means the term is explained in our glossary section.

TABLE OF CONTENTS

ABOUT THE FUND

Expense Summary..........................................    2
Financial Highlights.....................................    3
How Does the Fund Invest Its Assets?.....................    4
What Are the Risks of Investing in the Fund?.............    9
Who Manages the Fund?....................................   13
How Taxation Affects the Fund and Its Shareholders.......   15
How Is the Trust Organized?..............................   19

ABOUT YOUR ACCOUNT

How Do I Buy Shares?.....................................   20
May I Exchange Shares for Shares of Another Fund?........   28
How Do I Sell Shares?....................................   30
What Distributions Might I Receive From the Fund?........   33
Transaction Procedures and Special Requirements..........   34
Services to Help You Manage Your Account.................   39
What If I Have Questions About My Account?...............   41

GLOSSARY

Useful Terms and Definitions.............................   41

APPENDIX

Description of Ratings...................................   44

100 Fountain Parkway
P.O. Box 33030
St. Petersburg, FL 33733-8030

1-800/DIAL BEN(R)

                             Templeton Americas Government Securities Fund    1
PAGE


ABOUT THE FUND

EXPENSE SUMMARY

This table is  designed to help you  understand  the costs of  investing  in the
fund.  It is based on the fund's  historical  expenses for the fiscal year ended
March 31, 1998. The fund's actual expenses may vary.

A. SHAREHOLDER TRANSACTION EXPENSES+

      Maximum Sales Charge Imposed on Purchases
      (as a percentage of Offering Price)                      4.25%++
      Deferred Sales Charge                                    None+++
      Exchange Fee (per transaction)                           $5.00*

B. ANNUAL FUND OPERATING EXPENSES
      (as a percentage of average net assets)

      Management Fees (after fee waiver)                       0.00%**
      Rule 12b-1 Fees                                          0.33%***
      Other Expenses (after fee waiver)                        0.92%**
                                                               -----
      Total Fund Operating Expenses (after fee waivers)        1.25%**

C. EXAMPLE

      Assume the fund's annual return is 5%, operating expenses are as described
      above, and you sell your shares after the number of years shown. These are
      the projected expenses for each $1,000 that you invest in the fund.

<TABLE>
<CAPTION>

      1 YEAR             3 YEARS            5 YEARS          10 YEARS
      <S>               <C>                  <C>             <C>
      $55****              $80                $108             $187

</TABLE>

      THIS IS JUST AN EXAMPLE.  IT DOES NOT REPRESENT PAST OR FUTURE EXPENSES OR
      RETURNS. ACTUAL EXPENSES AND RETURNS MAY BE MORE OR LESS THAN THOSE SHOWN.
      The fund pays its operating  expenses.  The effects of these  expenses are
      reflected in its Net Asset Value or dividends and are not directly charged
      to your account.

+If your  transaction is processed  through your Securities  Dealer,  you may be
charged a fee by your Securities Dealer for this service.

++There is no front-end sales charge if you invest $1 million or more.

+++A Contingent Deferred Sales Charge of 1% may apply to purchases of $1 million
or more if you sell the shares  within one year.  A  Contingent  Deferred  Sales
Charge may also apply to purchases by certain  retirement  plans that qualify to
buy shares  without a  front-end  sales  charge.  See "How Do I Sell  Shares?  -
Contingent  Deferred  Sales  Charge" for details. 

*$5.00 fee is only for Market Timers. We process all other exchanges  without a
fee.

**For the period  shown, Investment  Counsel had agreed in advance to waive its
management  fees and FT Services  had agreed to limit its  administration  fees.
Without these reductions,  management fees would have been 0.60%, other expenses
would have been 0.96% and total fund  operating  expenses would have been 1.89%.
After July 31,  1999,  this  arrangement  may end at any time upon notice to the
Board.


2   Templeton Americas Government Securities Fund

PAGE


***These fees may not exceed 0.35%.  The  combination of front-end sales charges
and Rule 12b-1  fees could  cause  long-term  shareholders  to pay more than the
economic  equivalent of the maximum  front-end sales charge  permitted under the
NASD's rules

****Assumes a Contingent Deferred Sales Charge will not apply.


FINANCIAL HIGHLIGHTS

This table  summarizes the fund's  financial  history.  The information has been
audited by McGladrey & Pullen, LLP, the fund's independent auditors. Their audit
report  covering the periods  shown below appears in the fund's Annual Report to
Shareholders  for the fiscal year ended  March 31,  1998.  The Annual  Report to
Shareholders also includes more information about the fund's performance.  For a
free copy, please call Fund Information.


<TABLE>
<CAPTION>
                                                                                YEAR ENDED MARCH 31,
                                                            --------------------------------------------------------
                                                                1998            1997            1996           1995+
                                                                ----            ----            ----           ----
<S>                                                        <C>              <C>            <C>             <C>
PER SHARE OPERATING PERFORMANCE
(For a share outstanding throughout the year)
Net Asset Value, beginning of year...................       $   10.64      $  10.20        $    9.59         $ 10.00
                                                            ---------      --------        ---------         -------
Income from investment operations: 
  Net investment income..............................             .73           .74              .75             .30
  Net realized and unrealized gains
    (losses).........................................             .68           .85              .71            (.43)
                                                            ---------      --------           ------          ------
Total from investment operations.....................            1.41          1.59             1.46            (.13)
                                                            ---------      --------           ------          ------
Less distributions from:
  Net investment income..............................            (.72)         (.77)            (.69)           (.28)
  Net realized gains.................................            (.65)         (.38)            (.16)             --
                                                            ---------      --------           ------         -------
Total distributions..................................           (1.37)        (1.15)            (.85)           (.28)
                                                            ---------      --------           ------          ------
Net Asset Value, end of year.........................       $   10.68      $  10.64        $   10.20       $    9.59
                                                            =========      ========        =========       =========
TOTAL RETURN*........................................           14.21%        16.23%           15.49%         (1.33)%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000's)......................       $ 14,973       $5,627             $3,540          $2,826
Ratios to average net assets:
  Expenses...........................................            1.25%         1.25%            1.25%          1.25%**
  Expenses, excluding waiver and payments
    by affiliate.....................................            1.89%         2.79%            4.98%          6.49%**
  Net investment income..............................            7.11%         7.16%            7.47%          5.07%**
Portfolio turnover rate..............................           70.79%       275.02%          163.57%            --
</TABLE>

*Total return does not reflect sales commissions and is not annualized.
**Annualized.
+For the period June 27, 1994 (commencement of operations) to March 31, 1995.

                              Templeton Americas Government Securities Fund   3
<PAGE>


HOW DOES THE FUND INVEST ITS ASSETS?

WHAT IS THE FUND'S GOAL?

The  investment  goal of the fund is to provide a high level of current  income,
with total return as a secondary  goal.  This goal is  fundamental,  which means
that it may not be changed without shareholder approval.

WHAT IS THE FUND'S INVESTMENT STRATEGY?

The fund tries to achieve its investment goal by investing, under normal market
conditions,  at least  65% of its  total  assets  in debt securities  issued or
guaranteed by Government  Entities of Western  Hemisphere  countries (located in
North, South and Central America and the surrounding  waters).  Up to 35% of the
fund's total assets may be invested in  securities  issued by  corporations  and
financial institutions located in the Western Hemisphere.

The fund will  allocate  assets based upon  Investment  Counsel's  assessment of
changing  market,  political and economic  conditions.  Investment  Counsel will
consider  various  factors,  including  its  evaluation of interest and currency
exchange rate changes and credit risks.

WHAT KINDS OF SECURITIES DOES THE FUND BUY?

DEBT  SECURITIES  represent an obligation of the issuer to repay a loan of money
to it, and generally,  provide for the payment of interest. These include bonds,
notes and debentures;  commercial paper;  bankers'  acceptances;  and structured
investments which are described more fully in the SAI.

The fund may buy both rated and  unrated  debt  securities.  Independent  rating
organizations  rate debt securities based upon their assessment of the financial
soundness  of the issuer.  Generally,  a lower  rating  indicates  higher  risk.
Non-investment  grade securities are those rated lower than BBB by S&P or Baa by
Moody's  or, if unrated,  determined  by the fund to be of  comparable  quality.
Commonly  referred  to as "junk  bonds",  the fund may  invest up to 100% of its
total assets in these non-investment grade securities.

INDEXED OR CURRENCY-LINKED  SECURITIES.  In selecting debt securities,  the fund
may include  obligations  which have been indexed to foreign  currency  exchange
rates.  Indexed  obligations  generally  provide that at maturity the  principal
amount is adjusted up or down (but not below  zero) to reflect  fluctuations  in
the exchange rate between two

4  Templeton Americas Government Securities Fund

PAGE

currencies  during the period the obligation was  outstanding.  In selecting the
two  currencies,  Investment  Counsel will consider the correlation and relative
yields of various currencies.

Investments  in indexed  securities are subject to the risk of loss in the event
that exchange rate movements are not accurately predicted.

BRADY  BONDS.  The Fund may  invest a  portion  of its  assets in  certain  debt
securities  referred  to as  "Brady  Bonds."  These  are  public-issue  bonds of
developing countries that are created through an exchange of existing commercial
bank loans to sovereign  entities for new  obligations in connection with a debt
restructuring  plan introduced by former U.S.  Treasury  Secretary,  Nicholas F.
Brady (the "Brady Plan").  Brady Plan debt  restructurings have been implemented
in a number of countries to date including Argentina,  Brazil,  Bulgaria,  Costa
Rica, Croatia, the Dominican Republic,  Ecuador, Ivory Coast, Jordan, the former
Yugoslav Republic of Macedonia,  Mexico, Nigeria, Panama, Peru, the Philippines,
Poland, Russia, Slovenia,  Uruguay,  Venezuela,  and Vietnam (collectively,  the
"Brady Countries").

Brady Bonds, if  collateralized,  are done so by U.S. Treasury zero coupon bonds
to ensure  principal.  Since many of the Brady Bonds have been issued relatively
recently, they do not have a long payment history.

In light of the  residual  risk of Brady  Bonds and,  among other  factors,  the
history of defaults with respect to commercial  bank loans by public and private
entities  of  countries  issuing  Brady  Bonds,  investments  in Brady Bonds are
generally considered  speculative.  In addition,  many Brady Bonds currently are
rated  below  investment  grade.  Investments  in Brady Bonds are subject to the
fund's  operating  policy of not  investing  more than 5% of its total assets in
non-investment grade debt securities.

OTHER  DEBT  SECURITIES  OF  GOVERNMENT   ENTITIES.   The  fund  may  invest  in
restructured  external debt that has not undergone a Brady-style  debt exchange,
and  internal   government  debt  such  as  Mexican   Treasury  Bills  known  as
Certificados  de Tesoreria  ("CETES"),  Argentine  Bonos del Tesors ("BOTE") and
Bonos de Inversion y  Crecimiento-Quinta  Serie ("BIC V"), and  Venezuelan  zero
coupon notes.

MORTGAGE-BACKED AND ASSET-BACKED  SECURITIES.  The fund may invest without limit
in mortgage-backed  securities issued or guaranteed by Government  Entities.  It
may invest up to 35% of its total assets in privately issued mortgage-backed and
asset-backed securities.

Mortgage-backed  securities  represent an ownership  interest in mortgage  loans
made by banks and other financial  institutions  to finance  purchases of homes,
commercial  

                            Templeton Americas Government Securities Fund    5


PAGE

buildings or other real estate.  These  mortgage  loans may have either fixed or
adjustable  interest  rates.  The  individual  mortgage  loans are  packaged  or
"pooled"  together for sale to investors.  As the underlying  mortgage loans are
paid off, investors receive principal and interest payments.

The fund will focus on  mortgage-backed  securities  issued or guaranteed by the
U.S. government, its agencies or instrumentalities.  The payment of interest and
principal  on  securities  issued  by  U.S.  government  agencies  generally  is
guaranteed either by the full faith and credit of the U.S.  government or by the
credit of the agency.  The  guarantee  applies  only to the timely  repayment of
principal and interest and not to the market prices and yields of the securities
or to the Net  Asset  Value or  performance  of the fund,  which  will vary with
changes in interest rates and other market conditions.  The fund may also invest
in collateralized mortgage obligations, which are described in the SAI.

ASSET-BACKED  SECURITIES  are  securities  backed  by credit  card  receivables,
automobile,  mobile home and  recreational  vehicle loans and leases,  and other
receivables.

DERIVATIVE  MORTGAGE-BACKED  SECURITIES.  The fund may  invest  up to 25% of its
total assets in these securities  consisting  primarily (but not exclusively) of
stripped  mortgage-backed  securities.  A stripped  mortgage-backed  security is
usually structured with two classes, each receiving different proportions of the
interest and principal  payments on a pool of mortgage  assets.  Typically,  one
class will  receive  some of the  interest  and most of the  principal  from the
mortgage assets, while the other class will receive most of the interest and the
remainder of the principal. In the most extreme case, one class will receive all
of the interest (the  interest-only  or "IO" class),  while the other class will
receive all of the principal (the  principal-only  or "PO" class).  The fund may
combine IOs with LIBOR-based  inverse floaters (LIBOR being the London interbank
offered  rate).  These are floating rate  instruments  with floating or variable
interest  rates that move in the opposite  direction,  usually at an accelerated
speed, to changes in LIBOR.

GENERAL.  The fund may invest in any industry  although it will not  concentrate
(invest  more than 25% of its total  assets) in any one  industry.  The fund may
invest up to 15% of its total assets in illiquid securities, including up to 10%
of its total assets in restricted securities.  Illiquid securities are generally
securities  that  cannot  be sold  within  seven  days in the  normal  course of
business  at  approximately  the  amount  at which  the fund  has  valued  them.
Restricted  securities are generally securities that are subject to restrictions
on their transfer.

Please see the SAI for more details on the types of securities in which the fund
invests.

6   Templeton Americas Government Securities Fund


PAGE

WHAT ARE SOME OF THE FUND'S OTHER INVESTMENT STRATEGIES AND PRACTICES?

TEMPORARY  INVESTMENTS.  When  Investment  Counsel  believes that the securities
trading  markets or the  economy  are  experiencing  excessive  volatility  or a
prolonged general decline,  or other adverse  conditions exist, for example,  it
may invest the fund's portfolio in a temporary defensive manner.

Under such circumstances,  the fund may invest up to 100% of its total assets in
money market  securities  denominated  in the currency of any nation.  These may
include:

/bullet/  short-term (maturities of less than 12 months) and medium-term
          (maturities up to 5 years) securities issued or guaranteed by the U.S.
          or a foreign government, their agencies or instrumentalities;

/bullet/  finance company and corporate commercial paper, and other short-term 
          corporate  obligations,  rated A by S&P or Prime-1  by Moody's  or, if
          unrated, determined by the fund to be of comparable quality;

/bullet/  bank obligations (including CDs, time deposits and bankers' 
          acceptances); and

/bullet/  repurchase agreements with banks and broker-dealers.

REPURCHASE  AGREEMENTS.  The fund will generally have a portion of its assets in
cash or cash  equivalents  for a variety  of  reasons  including  waiting  for a
special investment opportunity or taking a defensive position. To earn income on
this portion of its assets,  the fund may enter into repurchase  agreements with
certain banks and broker-dealers.  Under a repurchase agreement, the fund agrees
to buy a U.S. government security from one of these issuers and then to sell the
security back to the issuer after a short period of time  (generally,  less than
seven days) at a higher price.  The bank or  broker-dealer  must transfer to the
fund's custodian securities with an initial value of at least 102% of the dollar
amount invested by the fund in each repurchase agreement.

OPTIONS ON SECURITIES AND SECURITIES INDICES.  The fund may buy and sell options
on securities and securities  indices to earn  additional  income and/or to help
protect its portfolio against market and/or exchange rate movements, although it
presently  has no  intention  of doing so. An option on a security is a contract
that allows the buyer of the option the right to buy or sell a specific security
at a stated price during the option's term. An option on a securities index is a
contract  that  allows the buyer of the  option  the right to  receive  from the
seller cash, in an amount equal to the  difference  between the index's  closing
price and the option's  exercise price.  The fund will limit the sale of options
on its  securities  to 15% or less of its  total  assets.  The fund may only buy
options  if the total  premiums  it paid for such  options  is 5% or less of its
total assets.

                            Templeton Americas Government Securities Fund    7

PAGE


FOREIGN  CURRENCY  EXCHANGE  TRANSACTIONS.  Because the fund may buy  securities
which are valued in currencies other than the U.S. dollar,  it may take steps to
help protect its portfolio  against adverse changes in foreign currency exchange
rates.  To do  this,  the  fund may (1) buy and  sell  foreign  currency  at the
prevailing rate in the foreign currency exchange market;  (2) enter into forward
foreign  currency  contracts  which  are  agreements  to buy or sell a  specific
currency at a set price on a future date  (generally  within one year);  and (3)
buy and sell put and call options on foreign currencies.

FUTURES  CONTRACTS.  Changes in  interest  rates,  securities  prices or foreign
currency  valuations may affect the value of the fund's  investments.  To reduce
its  exposure  to these  factors,  the fund may buy and sell  financial  futures
contracts,  stock and bond index futures  contracts,  foreign  currency  futures
contracts and options on any of these contracts. A financial futures contract is
an  agreement  to buy or sell a specific  security or  commodity  at a specified
future date and price. An index futures contract is an agreement to take or make
delivery of an amount of cash based on the  difference  between the value of the
index at the  beginning  and end of the  contract  period.  A  foreign  currency
futures  contract is an agreement to buy or sell a specific amount of a currency
for a set price on a future  date.  The fund may not commit  more than 5% of its
total  assets to initial  margin  deposits  on  futures  contracts  and  related
options.

SECURITIES  LENDING.  To  generate  additional  income,  the  fund  may lend its
portfolio  securities  to qualified  securities  dealers or other  institutional
investors.  Such loans may not  exceed 33 1/3% of the value of the fund's  total
assets measured at the time of the most recent loan. For each loan the fund must
receive in return  collateral with a value at least equal to 100% of the current
market value of the loaned securities.

SHORT-TERM TRADING AND PORTFOLIO TURNOVER.  The fund anticipates that its annual
portfolio  turnover rate generally will not exceed 300%,  although this rate may
be higher or lower,  in  relation  to market  conditions.  The fund's  portfolio
turnover  rate was 70.79% for the fiscal  year ended  March 31, 1998 and 275.02%
for the fiscal year ended March 31, 1997. The higher portfolio turnover rate for
the fiscal year ended March 31, 1997 was due to the emerging  market debt of the
Latin  American  countries  in which  the fund was  invested  experiencing  rate
volatility,  as a result of its  sensitivity to U.S.  Treasury  price  movements
during  this  period.  In  response,  Investment  Counsel  adjusted  the overall
duration of the fund's  portfolio  which resulted in a high turnover rate.  High
portfolio  turnover  increases  transaction costs and may increase the amount of
the fund's  short-term  capital  gain,  which is taxed as  ordinary  income when
distributed to shareholders.


8   Templeton Americas Government Securities Fund

PAGE

DIVERSIFICATION.  Diversification involves limiting the amount of money invested
in  any  one  issuer  to  help  spread  and  reduce  the  risks  of  investment.
Non-diversified  funds  may  invest a  greater  portion  of their  assets in the
securities of one issuer than diversified funds. Economic,  business,  political
or other changes can affect all securities of a similar type. A  non-diversified
fund may be more sensitive to these changes.  The fund is a non-diversified fund
although  it  intends  to  meet  certain  diversification  requirements  for tax
purposes.

OTHER POLICIES AND RESTRICTIONS.  The fund has a number of additional investment
policies and restrictions that govern its activities.  Those that are identified
as "fundamental" may only be changed with shareholder  approval.  The others may
be  changed  by the  Board  alone.  For a list of  these  restrictions  and more
information  about the fund's  investment  policies,  including  those described
above,  please  see "How Do the Funds  Invest  Their  Assets?"  and  "Investment
Restrictions" in the SAI.

Generally, the policies and restrictions discussed in this prospectus and in the
SAI apply  when the fund makes an  investment.  In most  cases,  the fund is not
required to sell a security  because  circumstances  change and the  security no
longer meets one or more of the fund's policies or restrictions.

WHAT ARE THE RISKS OF INVESTING IN THE FUND?

GENERAL RISK. There is no assurance that the fund's investment goal will be met.
The fund will seek to spread investment risk by diversifying its investments but
the possibility of losses  remains.  Generally,  if the securities  owned by the
fund  increase in value,  the value of the shares of the fund which you own will
increase.  Similarly, if the securities owned by the fund decrease in value, the
value of your shares will also  decline.  In this way,  you  participate  in any
change in the value of the securities owned by the fund.

SOVEREIGN DEBT RISK. The debt securities  issued or guaranteed by Latin American
Governmental  Entities involve great risk and are considered to be of comparable
quality to high risk,  low rated  securities and are subject to many of the same
risks as those securities.

Developing  market  countries,  including those in Latin America,  are among the
world's largest debtors to commercial banks,  other  governments,  international
financial  organizations  and other  financial  institutions.  In the past, they
experienced  major  difficulties in servicing  their external debt  obligations,
which led to defaults on certain  obligations and the  restructuring  of certain
debt.  Many of the same factors  that led to the defaults 
                              
                              Templeton Americas Government Securities Fund    9

PAGE

of the past  currently  exist.  If a default  occurs,  the fund may have limited
legal recourse against the issuer and guarantor.

FOREIGN  SECURITIES RISK. The value of foreign (and U.S.) securities is affected
by general  economic  conditions  and individual  company and industry  earnings
prospects.  While foreign  securities may offer  significant  opportunities  for
gain,  they also involve  additional  risks that can increase the  potential for
losses in the fund. These risks can be significantly  greater for investments in
emerging markets. Investments in Depositary Receipts also involve some or all of
the risks described below.

The  political,  economic and social  structures of some  countries in which the
fund  invests may be less stable and more  volatile  than those in the U.S.  The
risks of investing in these countries  include the possibility of the imposition
of  exchange  controls,  expropriation,  restrictions  on removal of currency or
other assets, nationalization of assets, and punitive taxes.

There may be less  publicly  available  information  about a foreign  company or
government  than  about a U.S.  company  or public  entity.  Certain  countries'
financial  markets and  services  are less  developed  than those in the U.S. or
other  major  economies.  As a  result,  they may not have  uniform  accounting,
auditing  and  financial  reporting  standards  and  may  have  less  government
supervision  of  financial   markets.   Foreign   securities  markets  may  have
substantially  lower  trading  volumes  than  U.S.  markets,  resulting  in less
liquidity and more volatility than experienced in the U.S.  Transaction costs on
foreign  securities markets are generally higher than in the U.S. The settlement
practices  may be  cumbersome  and result in delays  that may  affect  portfolio
liquidity.  The fund may have  greater  difficulty  voting  proxies,  exercising
shareholder rights, pursuing legal remedies and obtaining judgments with respect
to foreign  investments in foreign courts than with respect to domestic  issuers
in U.S. courts.

Investments in developing or emerging markets are subject to all of the risks of
foreign investing  generally,  and have additional and heightened risks due to a
lack of legal, business and social frameworks to support securities markets.

Emerging markets involve additional  significant risks,  including political and
social uncertainty (for example,  regional conflicts and risk of war),  currency
exchange  rate  volatility,  pervasiveness  of corruption  and crime,  delays in
settling  portfolio  transactions  and risk of loss arising out of the system of
share  registration  and  custody.  The fund may  invest up to 100% of its total
assets in emerging  markets.  For more  information on the risks associated with
emerging markets securities, please see the SAI.

INTEREST RATE RISK is the risk that  changes in  interest  rates can reduce the
value of a security.  When interest  rates rise,  fixed-income  security  prices
fall.  The  opposite  is also 

10   Templeton Americas Government Securities Fund

PAGE


true:  fixed-income  security  prices go up when interest rates fall. To explain
why this is so,  assume you hold a security  offering a 5% yield.  A year later,
interest rates are on the rise and  comparable  securities are offered with a 6%
yield. With higher-yielding securities available, you would have trouble selling
your 5%  security  for the  price you paid - causing  you to lower  your  asking
price.  On the other hand, if interest rates were falling and 4% securities were
being  offered,  you  would be able to sell your 5%  security  for more than you
paid. Generally, interest rates will rise during times of inflation or a growing
economy, and will fall during an economic slowdown or recession. Securities with
longer  maturities  usually are more  sensitive  to interest  rate  changes than
securities with shorter maturities.

INCOME  RISK is the risk  that a fund's  income  will  decrease  due to  falling
interest  rates.  Since a fund  can  only  distribute  what it  earns,  a fund's
distributions to its shareholders may decline when interest rates fall.

CREDIT  RISK IS the  possibility  that  the  issuer  of a debt  security  or the
borrower on the underlying  mortgage or debt  obligation  will be unable to make
principal and interest payments in a timely manner and the security will go into
default.

Fixed-income securities rated below investment grade, junk bonds, generally have
more  credit  risk than  higher-rated  securities.  The risk of default or price
changes due to changes in the  issuer's  credit  quality is greater.  Issuers of
lower-rated  securities are typically in weaker financial health than issuers of
higher-rated  securities,  and their ability to make interest  payments or repay
principal  is less  certain.  These  issuers are also more  likely to  encounter
financial  difficulties and to be materially affected by these difficulties when
they do encounter them. The market price of lower-rated securities may fluctuate
more than  higher-rated  securities and may decline  significantly in periods of
general or regional economic difficulty. Lower-rated securities may also be less
liquid than higher-rated securities.

Based upon the monthly  weighted  average ratings of debt securities held during
the fund's  fiscal  year ended March 31,  1998,  the fund had 96.5% of its total
assets  invested in debt  securities  that received a rating from Moody's and/or
S&P, and 3.5% of its total assets  invested in debt  securities that were not so
rated.  The fund had the following  percentages of its total assets  invested in
rated  securities:  AAA and/or Aaa:  44.1%,  BBB and/or Baa: 0.4%, BB+: 0.4%, BB
and/or Ba: 24.9%, and BB-: 10.1%,  B+: 19.6%,  and B: 0.5%.  Included within the
3.5% unrated  category are  securities  that have been  determined by Investment
Counsel to be comparable to securities rated BB and/or Ba or below.

                            Templeton Americas Government Securities Fund    11

PAGE


MARKET AND CURRENCY RISK.  Market risk is the risk that a security's  value will
be reduced by market  activity or the  results of supply and  demand.  This is a
basic risk associated with all securities, both domestic and foreign. When there
are more sellers than buyers, prices tend to increase.  In addition,  the fund's
investments may be denominated in foreign  currencies so that changes in foreign
currency exchange rates will affect the value of what the fund owns and thus the
price of its shares.  Individual and worldwide  securities  markets and currency
valuations have both increased and decreased,  sometimes very  dramatically,  in
the past. These changes are likely to occur again in the future at unpredictable
times.

MORTGAGE-BACKED  AND  ASSET-BACKED  SECURITIES  RISK.  The fund's  investment in
mortgage-backed  securities  differs from conventional  debt securities  because
principal  is paid back over the life of the  security  rather than at maturity.
The fund may receive  unscheduled  prepayments  of  principal  due to  voluntary
prepayments, refinancing or foreclosure on the underlying mortgage loans. During
periods  of  declining  interest  rates,  the  volume of  principal  prepayments
generally  increases as borrowers  refinance their mortgages at lower rates. The
fund may be forced to  reinvest  returned  principal  at lower  interest  rates,
reducing the fund's income. For this reason,  mortgage-backed  securities may be
less  effective  than  other  types of  securities  as a means of  "locking  in"
long-term  interest rates and may have less  potential for capital  appreciation
during  periods of falling  interest rates than other  investments  with similar
maturities.  A  reduction  in the  anticipated  rate of  principal  prepayments,
especially  during periods of rising interest rates,  may increase the effective
maturity of mortgage-backed securities,  making them more susceptible than other
debt  securities  to a decline in market value when  interest  rates rise.  This
could increase the volatility of the fund's returns and share price.

Issuers of  asset-backed  securities  may have  limited  ability to enforce  the
security interest in the underlying assets and credit  enhancements  provided to
support these securities,  if any, may be inadequate to protect investors in the
event of a default. Like mortgage-backed securities, asset-backed securities are
subject to prepayment risk.

DERIVATIVE  SECURITIES RISK.  Derivative  investments are those whose values are
dependent upon the performance of one or more other securities or investments or
indices; in contrast to common stock, for example, whose value is dependent upon
the operations of the issuer.  Option  transactions,  foreign currency  exchange
transactions and futures contracts are considered derivative investments. To the
extent a fund enters into these  transactions,  their  success  will depend upon
Investment  Counsel's  ability  to predict  pertinent  market  movements.  These
securities are subject to the risk that the other party to the  transaction  may
fail to perform, resulting in losses to the fund.

12   Templeton Americas Government Securities Fund

PAGE

WHO MANAGES THE FUND?

THE  BOARD.  The  Board  oversees  the  management  of the fund and  elects  its
officers. The officers are responsible for the fund's day-to-day operations.

INVESTMENT  MANAGER.  Investment Counsel manages the fund's assets and makes its
investment  decisions.  Investment  Counsel 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,  Investment  Counsel and its  affiliates  manage over $239  billion in
assets.  The Templeton  organization  has been  investing  globally  since 1940.
Investment  Counsel and its  affiliates  have offices in  Argentina,  Australia,
Bahamas,  Bermuda,  Brazil, the British Virgin Islands,  Canada,  China, Cyprus,
France, Germany, Hong Kong, India, Italy, Japan, Korea,  Luxembourg,  Mauritius,
the Netherlands,  Poland, Russia, Singapore, South Africa, Switzerland,  Taiwan,
United Kingdom,  U.S. and Vietnam.  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.

MANAGEMENT  TEAM.  The team  responsible  for the  day-to-day  management of the
fund's  portfolio is: Alexander C. Calvo since 1996, and Thomas J. Dickson since
1996.

Mr. Calvo is currently a portfolio manager for Templeton Global Bond Managers, a
division  of  Investment  Counsel.  He  holds  a BA in  political  science  from
Binghamton  University  and  an MA in  international  affairs  (MALD)  from  The
Fletcher  School of Law and Diplomacy at Tufts  University.  He also spent three
years in the Ph.D. program in economics at Boston University. Mr. Calvo holds an
Investment  Management  Certificate  from the Investment  Management  Regulatory
Authority in the United Kingdom.  Prior to joining the Templeton organization in
1995, he was an account executive with  Fleishman-Hillard,  where he served as a
consultant to firms  investing in Latin  America;  and previously was a research
analyst with Zeta Investments.

Mr. Dickson is currently a portfolio manager for several Franklin  Templeton
mutual funds.  He holds a BS in  managerial  economics from the  University of
California at Davis.  Prior to joining the Templeton organization  in 1994, Mr.
Dickson  worked as a fixed-income  analyst and trader for Advisers.  Mr. Dickson
currently   manages fixed income and currency trading  for  the  Templeton
organization and has country  responsibilities for Australia,  Canada, Japan and
New Zealand.

MANAGEMENT FEES.  During the fiscal year ended March 31, 1998,  management fees,
before any advance  waiver,  totaled  0.60% and operating  expenses,  before any
advance waiver, totaled 1.89% of the average daily net assets of the fund. Under
an agreement 

                             Templeton Americas Government Securities Fund   13


PAGE

by  Investment  Counsel to waive its fees,  the fund paid no (0.00%)  management
fees and paid operating expenses totaling 1.25%. After July 31, 1999, Investment
Counsel may end this  arrangement  at any time upon notice to the Board. During
the fiscal  year ended  March 31,  1998, Advisers was the fund's  sub-advisor.
During this period,  sub-advisory fees, before any advance waiver, totaled 0.25%
of the average daily net assets of the fund. Investment Counsel paid Advisers no
(0.00%) sub-advisory fees. The sub-advisory fee is not a separate expense of the
fund  but  would  have  been  paid  by  Investment  Counsel  if it had  received
management fees from the fund.

PORTFOLIO TRANSACTIONS. Investment Counsel tries to obtain the best execution on
all transactions.  If Investment Counsel believes more than one broker or dealer
can provide the best execution,  it may consider  research and related  services
and the sale of fund  shares,  as well as shares of other funds in the  Franklin
Templeton Group of Funds, when selecting a broker or dealer.  Please see "How Do
the Funds Buy Securities for Their Portfolios?" in the SAI for more information.

ADMINISTRATIVE  SERVICES. FT Services provides certain  administrative  services
and  facilities  for the Trust.  During the fiscal  year ended  March 31,  1998,
administration  fees,  before any advance  waiver,  totaled 0.15% of the average
daily net assets of the fund.  Under an  agreement  by FT  Services to limit its
fees, the fund paid  administration fees totaling 0.11%. These fees are included
in the amount of total expenses shown above.  Please see "Investment  Management
and Other Services" in the SAI for more information.

THE RULE 12B-1 PLAN

The fund  has a  distribution  plan or  "Rule  12b-1  Plan"  under  which it may
reimburse  Distributors  or  others  for the  expenses  of  activities  that are
primarily intended to sell shares of the fund. These expenses may include, among
others,  distribution  or service fees paid to Securities  Dealers or others who
have  executed  a  servicing  agreement  with  the  fund,  Distributors  or  its
affiliates;  a prorated  portion of  Distributors'  overhead  expenses;  and the
expenses  of printing  prospectuses  and reports  used for sales  purposes,  and
preparing and distributing sales literature and advertisements.

Payments by the fund under the plan may not exceed  0.35% per year of the fund's
average  daily  net  assets.  Expenses  not  reimbursed  in any  quarter  may be
reimbursed in future  quarters or years.  This includes  expenses not reimbursed
because they exceeded the applicable limit under the plan. As of March 31, 1998,
expenses  under the plan that may be  reimbursable  in future  quarters or years
totaled $26,480, or 0.18% of the fund's net assets.  During the first year after
certain  purchases  made without a sales charge,  Securities  Dealers may not be


14   Templeton Americas Government Securities Fund


PAGE

eligible to receive the Rule 12b-1 fees associated  with the purchase.  For more
information, please see "The Fund's Underwriter" in the SAI.

HOW TAXATION AFFECTS THE FUND AND ITS SHAREHOLDERS

<TABLE>
<CAPTION>
<S>                                                      <C>  
                                                    
TAXATION OF THE FUND'S INVESTMENTS. The fund           HOW DOES THE FUND EARN INCOME AND GAINS?
invests your money in the stocks, bonds and other      THE FUND EARNS DIVIDENDS AND INTEREST (THE FUND'S "INCOME") ON
securities that are described in the section "How      ITS INVESTMENTS. WHEN THE FUND SELLS A SECURITY FOR A PRICE
Does the Fund Invest Its Assets?"  Special tax         THAT IS HIGHER THAN IT PAID, IT HAS A GAIN. WHEN THE FUND
rules may apply in determining the income and          SELLS A SECURITY FOR A PRICE THAT IS LOWER THAN IT PAID, IT
gains that the fund earns on its investments.          HAS A LOSS. IF THE FUND HAS HELD THE SECURITY FOR MORE THAN
These rules may, in turn, affect the amount of         ONE YEAR, THE GAIN OR LOSS WILL BE A LONG-TERM CAPITAL GAIN OR
distributions that the fund pays to you. These         LOSS. IF THE FUND HAS HELD THE SECURITY FOR ONE YEAR OR LESS,
special tax rules are discussed in the SAI.            THE GAIN OR LOSS WILL BE A SHORT-TERM CAPITAL GAIN OR LOSS.
                                                       THE FUND'S GAINS AND LOSSES ARE NETTED TOGETHER, AND, IF THE
TAXATION OF THE FUNDS. As a series of a  regulated     FUND HAS A NET GAIN (THE FUND'S "GAINS"),  THAT GAIN WILL
 investment company,  the fund generally pays no       GENERALLY BE DISTRIBUTED TO YOU.
federal income tax on the income and gains that
it distributes to you.
</TABLE>

FOREIGN TAXES. Foreign governments may impose taxes on the income and gains from
the fund's  investments in foreign stocks and bonds. These taxes will reduce the
amount of the fund's distributions to you, but, depending upon the amount of the
fund's  assets that are invested in foreign  securities  and foreign taxes paid,
may be passed  through to you as a foreign tax credit on your income tax return.
The fund  may also  invest  in the  securities  of  foreign  companies  that are
"passive foreign investment companies" ("PFICs"). These investments in PFICs may
cause the fund to pay income taxes and interest charges.  If possible,  the fund
will adopt strategies to avoid PFIC taxes and interest charges.



                           Templeton Americas Government Securities Fund    15


TAXATION OF SHAREHOLDERS.
<TABLE>
<CAPTION>
<S>                                                              <C>    
DISTRIBUTIONS. Distributions from the fund, whether you          WHAT IS A DISTRIBUTION?
receive them in cash or in additional shares, are generally      AS A SHAREHOLDER, YOU WILL RECEIVE YOUR SHARE
subject to income tax. The fund will send you a statement in     OF THE FUND'S INCOME AND GAINS ON ITS
January that reflects the amount of ordinary dividends,          INVESTMENTS IN STOCKS, BONDS AND OTHER
capital gain distributions and non-taxable distributions you     SECURITIES. THE FUND'S INCOME AND SHORT-TERM
received from the fund in the prior year. This statement         CAPITAL GAINS ARE PAID TO YOU AS ORDINARY
will include distributions declared in December and paid to      DIVIDENDS. THE FUND'S LONG-TERM CAPITAL GAINS
you in January of the current year, but which are taxable as     ARE PAID TO YOU AS CAPITAL GAIN DISTRIBUTIONS.
if paid on December 31 of the prior year. The IRS requires       IF THE FUND PAYS YOU AN AMOUNT IN EXCESS OF ITS
you to report these amounts on your income tax return for        INCOME AND GAINS, THIS EXCESS WILL GENERALLY BE
the prior year. The fund's statement for the prior year will     TREATED AS A NON-TAXABLE DISTRIBUTION. THESE
tell you how much of your capital gain distribution              AMOUNTS, TAKEN TOGETHER, ARE WHAT WE CALL THE
represents 28% rate gain. The remainder of the capital gain      FUND'S DISTRIBUTIONS TO YOU.
distribution represents 20% rate gain.
</TABLE>

 
DISTRIBUTIONS TO RETIREMENT PLANS. Fund distributions received by your qualified
retirement   plan,  such  as  a  section  401(k)  plan  or  IRA,  are  generally
tax-deferred;  this means that you are not required to report fund distributions
on your income tax return when paid to your plan,  but,  rather,  when your plan
makes  payments to you.  Special  rules apply to payouts from Roth and Education
IRAs. 

DIVIDENDS-RECEIVED  DEDUCTION.  It is anticipated  that no portion of the
fund's   distributions   will  qualify  for  the  corporate   dividends-received
deduction.


16   Templeton Americas Government Securities Fund

PAGE
                                                            
<TABLE>
<CAPTION>
<S>                                                              <C>   
REDEMPTIONS AND EXCHANGES. If you redeem your shares or if        WHAT IS A REDEMPTION?
you exchange your shares in the fund for shares in another        A REDEMPTION IS A SALE BY YOU TO THE FUND OF SOME OR ALL
Franklin Templeton Fund, you will generally have a gain or       OF YOUR SHARES IN THE FUND. THE PRICE PER SHARE YOU
loss that the IRS requires you to report on your income          RECEIVE WHEN YOU REDEEM FUND SHARES MAY BE MORE OR LESS
tax return. If you exchange fund shares held for 90 days         THAN THE PRICE AT WHICH YOU PURCHASED THOSE SHARES. AN
or less and pay no sales charge, or a reduced sales              EXCHANGE OF SHARES IN THE FUND FOR SHARES OF ANOTHER
charge, for the new shares, all or a portion of the sales        FRANKLIN TEMPLETON FUND IS TREATED AS A REDEMPTION OF
charge you paid on the purchase of the shares you                FUND SHARES AND THEN A PURCHASE OF SHARES OF THE OTHER
exchanged is not included in their cost for purposes of          FUND. WHEN YOU REDEEM OR EXCHANGE YOUR SHARES, YOU WILL
computing gain or loss on the exchange. If you hold your         GENERALLY HAVE A GAIN OR LOSS, DEPENDING UPON WHETHER
shares for six months or less, any loss you have will be         THE AMOUNT YOU RECEIVE FOR YOUR SHARES IS MORE OR LESS
treated as a long-term capital loss to the extent of any         THAN YOUR COST OR OTHER BASIS IN THE SHARES. CALL FUND
capital gain distributions received by you from the fund.        INFORMATION FOR A FREE FRANKLIN TEMPLETON TAX
All or a portion of any loss on the redemption or exchange       INFORMATION HANDBOOK IF YOU NEED MORE INFORMATION ON
of your shares will be disallowed by the IRS if you              CALCULATING THE GAIN OR LOSS ON THE REDEMPTION OR
purchase other shares in the fund within 30 days before or       EXCHANGE OF YOUR SHARES.
after your redemption or exchange.
</TABLE>

U.S.  GOVERNMENT  OBLIGATION  INTEREST.  Many states  grant  tax-free  status to
dividends  paid  from  interest  earned  on  direct   obligations  of  the  U.S.
government,  subject to certain  restrictions.  The fund will  provide  you with
information  at the end of each  calendar  year on the amount of such  dividends
that may qualify for  exemption  from  reporting on your  individual  income tax
return.

<TABLE>
<CAPTION>
<S>                                                                 <C>    
FOREIGN TAXES. If more than 50% of the value of the fund's assets    WHAT IS A FOREIGN TAX CREDIT?
consists of foreign securities, the fund may elect to pass-through   A FOREIGN TAX CREDIT IS A TAX CREDIT FOR THE
to you the amount of foreign taxes it paid. If the fund makes this   AMOUNT OF TAXES IMPOSED BY A FOREIGN COUNTRY ON
election, your year-end statement will show more taxable income      EARNINGS OF THE FUND. WHEN A FOREIGN COMPANY IN
than was actually distributed to you. However, you will be           WHICH THE FUND INVESTS PAYS A DIVIDEND TO THE
entitled to either deduct your share of such taxes in computing      FUND, THE DIVIDEND WILL GENERALLY BE SUBJECT TO
your taxable income or claim a foreign tax credit for such taxes     A WITHHOLDING TAX. THE TAXES WITHHELD IN FOREIGN
against your U.S. federal income tax. Your year-end statement,       COUNTRIES CREATE CREDITS THAT YOU MAY USE TO
showing the amount of deduction or credit available to you, will     OFFSET YOUR U.S. FEDERAL INCOME TAX.
be  distributed  to you in  January  along with  other shareholder
information records including your fund's IRS Form 1099-DIV.
</TABLE>

                              Templeton Americas Government Securities Fund  17

PAGE



The Taxpayer  Relief Act of 1997  includes a provision  that allows you to claim
these credits  directly on your income tax return (IRS Form 1040) and eliminates
the  previous  requirement  that you  complete a detailed  supporting  form.  To
qualify,  you must have $600 or less in joint return foreign taxes ($300 or less
on a single  return),  all of which are reported to you on IRS Form  1099-DIV or
qualifies as passive investment-type income if received from other sources.

THIS SIMPLIFIED PROCEDURE IS AVAILABLE BEGINNING WITH CALENDAR YEAR 1998.

NON-U.S. INVESTORS.  Ordinary dividends generally will be subject to U.S. income
tax withholding. Your home country may also tax ordinary dividends, capital gain
distributions  and gains  arising  from  redemptions  or  exchanges of your fund
shares. Fund shares held by the estate of a non-U.S.  investor may be subject to
U.S.  estate tax. You may wish to contact your tax advisor to determine the U.S.
and non-U.S.  tax  consequences  of your  investment  in the fund.  STATE TAXES.
Ordinary  dividends  and capital  gain  distributions  that you receive from the
fund, and gains arising from redemptions or exchanges of your fund shares,  will
generally  be subject to state and local  income tax. The holding of fund shares
may also be  subject  to state  and  local  intangibles  taxes.  You may wish to
contact your tax advisor to determine  the state and local tax  consequences  of
your investment in the fund.

<TABLE>
<CAPTION>
<S>                                                           <C>  
BACKUP WITHHOLDING. When you open an account, IRS              WHAT IS A BACKUP WITHHOLDING?
regulations require that you provide your taxpayer             BACKUP WITHHOLDING OCCURS WHEN THE FUND IS REQUIRED
identification number ("TIN"), certify that it is correct,     TO WITHHOLD AND PAY OVER TO THE IRS 31% OF YOUR
and certify that you are not subject to backup withholding     DISTRIBUTIONS AND REDEMPTION PROCEEDS. YOU CAN
under IRS rules. If you fail to provide a correct TIN or the   AVOID BACKUP WITHHOLDING BY PROVIDING THE FUND WITH
proper tax certifications, the fund is required to withhold    YOUR TIN, AND BY COMPLETING THE TAX CERTIFICATIONS
31% of all the distributions (including ordinary dividends     ON YOUR SHAREHOLDER APPLICATION THAT YOU WERE ASKED
and capital gain distributions), and redemption proceeds       TO SIGN WHEN YOU OPENED YOUR ACCOUNT. HOWEVER, IF
paid to you. The fund is also required to begin backup         THE IRS INSTRUCTS THE FUND TO BEGIN BACKUP
withholding on your account if the IRS instructs the fund to   WITHHOLDING, IT IS REQUIRED TO DO SO EVEN IF YOU
do so. The fund reserves the right not to open your account,   PROVIDED THE FUND WITH YOUR TIN AND THESE TAX
or, alternatively, to redeem your shares at the current net    CERTIFICATIONS, AND BACKUP WITHHOLDING WILL REMAIN
asset value, less any taxes withheld, if you fail to provide   IN PLACE UNTIL THE FUND IS INSTRUCTED BY THE IRS
a correct TIN, fail to provide the proper tax                  THAT IT IS NO LONGER REQUIRED.
certifications, or the IRS instructs the fund to begin
backup withholding on your account.
</TABLE>

18   Templeton Americas Government Securities Fund

PAGE

THIS TAX  DISCUSSION  IS FOR GENERAL  INFORMATION  ONLY.  PROSPECTIVE  INVESTORS
SHOULD CONSULT THEIR OWN TAX ADVISORS  CONCERNING THE FEDERAL,  STATE,  LOCAL OR
FOREIGN  TAX  CONSEQUENCES  OF AN  INVESTMENT  IN  THE  FUND.  A  MORE  COMPLETE
DISCUSSION  OF THESE  RULES AND  RELATED  MATTERS IS  CONTAINED  IN THE  SECTION
ENTITLED "ADDITIONAL INFORMATION ON DISTRIBUTIONS AND TAXES" IN THE SAI. THE TAX
TREATMENT TO YOU OF DIVIDENDS,  CAPITAL GAIN  DISTRIBUTIONS,  FOREIGN TAXES PAID
AND INCOME TAXES  WITHHELD IS ALSO  DISCUSSED IN A FREE  FRANKLIN  TEMPLETON TAX
INFORMATION HANDBOOK, WHICH YOU MAY REQUEST BY CONTACTING FUND INFORMATION.

HOW IS THE TRUST ORGANIZED?

The fund is a  non-diversified  series  of the  Trust,  an  open-end  management
investment company,  commonly called a mutual fund. The Trust was organized as a
Delaware  business trust on December 21, 1993,  and is registered  with the SEC.
Shares of each series of the Trust have equal and exclusive  rights to dividends
and  distributions  declared  by that series and the net assets of the series in
the event of liquidation or dissolution. Shares of the fund are considered Class
I shares for  redemption,  exchange and other  purposes.  Additional  series and
classes of shares may be offered in the future.

Shares of each  class of a series  have the same  voting  and other  rights  and
preferences as the other classes and series of the Trust for matters that affect
the Trust as a whole.

The Trust has noncumulative  voting rights.  This gives holders of more than 50%
of the shares  voting the ability to elect all of the  members of the Board.  If
this happens,  holders of the remaining  shares voting will not be able to elect
anyone to the Board.

The Trust does not intend to hold annual  shareholder  meetings.  The Trust or a
series of the Trust may hold special  meetings,  however,  for matters requiring
shareholder  approval.  A  meeting  may  also  be  called  by the  Board  in its
discretion  or for the purpose of  considering  the removal of a Board member if
requested  in  writing  to do so by  shareholders  holding  at least  10% of the
outstanding  shares.  In  certain  circumstances,  we are  required  to help you
communicate with other shareholders about the removal of a Board member.

                              Templeton Americas Government Securities Fund  19
PAGE


ABOUT YOUR ACCOUNT

HOW DO I BUY SHARES?

OPENING YOUR ACCOUNT

To open your account,  please  follow the steps below.  This will help avoid any
delays in processing your request.

1. Read this prospectus carefully.

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

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

   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.

3. Carefully  complete  and sign  the  enclosed  shareholder  application,
   including the optional shareholder  privileges section. By applying for
   privileges now, you can avoid the delay and  inconvenience of having to
   send an additional application to add privileges later. It is important
   that we  receive  a  signed  application  since  we will not be able to
   process any redemptions  from your account until we receive your signed
   application.


20   Templeton Americas Government Securities Fund

PAGE


4. Make your investment using the table below.

- -------------------------------------- ----------------------------------------
METHOD                                 STEPS TO FOLLOW
- -------------------------------------- ---------------------------------------
BY MAIL                                For an initial investment:

                                             Return the  application to the fund
                                             with your check made payable to the
                                             fund.

                                       For additional investments:

                                             Send a check  made  payable  to the
                                             fund.  Please  include your account
                                             number on the check.
- -------------------------------------- ----------------------------------------
BY WIRE                                1. Call Shareholder Services or, if that 
                                          number is busy, call 1-650/312-2000 
                                          collect, to receive a wire control 
                                          number and wire instructions. You  
                                          need a new wire control number every 
                                          time you wire   money into your  
                                          account.If you do not have a currently
                                          effective wire control number, we will
                                          return the money to the bank, and we 
                                          will not credit the purchase to your  
                                          account.

                                       2. For an initial  investment you must
                                          also return your signed shareholder
                                          application to the fund.

                                       IMPORTANT DEADLINES: If we receive your
                                       call before 4:00 p.m. Eastern time and
                                       the bank receives the wired funds and 
                                       reports the receipt of wired funds to 
                                       the fund by 6:00 p.m. Eastern time, we
                                       will credit the purchase to your account
                                       that day. If we receive your call after 
                                       4:00 p.m. or the bank receives the wire
                                       after 6:00 p.m., we will credit the
                                       purchase to your account the following 
                                       business day.
- -------------------------------------- ----------------------------------------
THROUGH YOUR DEALER                    Call your investment representative
- -------------------------------------- ----------------------------------------

SALES CHARGE REDUCTIONS AND WAIVERS

      IF YOU QUALIFY TO BUY SHARES  UNDER ONE OF THE SALES  CHARGE  REDUCTION OR
     WAIVER CATEGORIES  DESCRIBED BELOW, PLEASE INCLUDE A WRITTEN STATEMENT WITH
     EACH  PURCHASE  ORDER  EXPLAINING  WHICH  PRIVILEGE  APPLIES.  If you don't
     include this statement, we cannot guarantee that you will receive the sales
     charge reduction or waiver.

                              Templeton Americas Government Securities Fund  21


PAGE


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

<TABLE>
<CAPTION>

                                             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
- ----------------------------------------------------------------------------------------
<S>                                     <C>             <C>          <C>
Under $100,000                             4.25%           4.44%         4.00%
$100,000 but less than $250,000            3.50%           3.63%         3.25%
$250,000 but less than $500,000            2.75%           2.83%         2.50%
$500,000 but less than $1,000,000          2.15%           2.20%         2.00%
$1,000,000 or more*                        None            None          None
</TABLE>

*If you invest $1 million or more,  a  Contingent  Deferred  Sales Charge may be
imposed on an early  redemption.  Please see "How Do I Sell Shares? - Contingent
Deferred Sales Charge." Please also 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.

CUMULATIVE  QUANTITY  DISCOUNTS.  To  determine  if you may pay a reduced  sales
charge,  the  amount of your  current  purchase  is added to the cost or current
value,  whichever is higher,  of your existing shares in the Franklin  Templeton
Funds,  as well  as  those  of your  spouse,  children  under  the age of 21 and
grandchildren  under the age of 21. If you are the sole owner of a company,  you
may also add any company accounts, including retirement plan accounts. Companies
with one or more  retirement  plans  may add  together  the  total  plan  assets
invested in the  Franklin  Templeton  Funds to  determine  the sales charge that
applies.

LETTER OF INTENT. You may buy shares at a reduced sales charge by completing the
Letter of Intent section of the shareholder application. A Letter of Intent is a
commitment by you to invest a specified  dollar amount during a 13 month period.
The amount you agree to invest determines the sales charge you pay.

BY COMPLETING THE LETTER OF INTENT SECTION OF THE SHAREHOLDER  APPLICATION,  YOU
ACKNOWLEDGE AND AGREE TO THE FOLLOWING:

/bullet/  You authorize  Distributors to reserve 5% of your total intended 
          purchase in fund shares registered in your name until you fulfill your
          Letter.

/bullet/  You give Distributors a security interest in the reserved shares and
          appoint Distributors as attorney-in-fact.

/bullet/  Distributors may sell any or all of the reserved shares t cover any
          additional sales charge if you do not fulfill the terms of the Letter.

/bullet/  Although you may exchange your shares, you may not sell reserved
          shares until you complete the Letter or pay the higher sales charge.

22  Templeton Americas Government Securities Fund

PAGE


Your periodic  statements  will include the reserved  shares in the total shares
you own. We will pay or reinvest dividend and capital gain  distributions on the
reserved shares as you direct.  Our policy of reserving shares does not apply to
certain retirement plans.

If you would like more information about the Letter of Intent privilege,  please
see "How Do I Buy, Sell and Exchange  Shares?  - Letter of Intent" in the SAI or
call Shareholder Services.

GROUP  PURCHASES.  If you are a member of a  qualified  group,  you may buy fund
shares at a reduced sales charge that applies to the group as a whole. The sales
charge is based on the  combined  dollar  value of the group  members'  existing
investments, plus the amount of the current purchase.

A qualified group is one that:

/bullet/  Was formed at least six months ago,

/bullet/  Has a purpose other than buying fund shares at a discount,

/bullet/  Has more than 10 members,

/bullet/  Can arrange for meetings between our representatives and group 
          members,

/bullet/  Agrees to include Franklin Templeton Fund sales and other materials in
          publications  and  mailings  to its  members  at reduced or no cost to
          Distributors,

/bullet/  Agrees to arrange for payroll deduction or other bulk transmission of 
          investments to the fund, and

/bullet/  Meets other uniform criteria that allow Distributors to achieve cost
          savings in distributing shares.

A  qualified  group  does not  include a 403(b)  plan that  only  allows  salary
deferral   contributions.   403(b)  plans  that  only  allow   salary   deferral
contributions  and that  purchased  shares of the fund at a reduced sales charge
under the group  purchase  privilege  before  February  1,  1998,  however,  may
continue to do so.

SALES CHARGE  WAIVERS.  If one of the following  sales charge waivers applies to
you or your  purchase of fund  shares,  you may buy shares of the fund without a
front-end sales charge or a Contingent Deferred Sales Charge.

Certain  distributions,  payments or redemption proceeds that you receive may be
used to buy  shares of the fund  without a sales  charge  if you  reinvest  them
within 365 days of their payment or redemption date. They include:

1.       Dividend and capital  gain  distributions  from any Franklin  Templeton


                              Templeton Americas Government Securities Fund  23
PAGE


         Fund. The distributions  generally must be reinvested in the SAME CLASS
         of shares.  Certain exceptions apply, however, to Class II shareholders
         of  another  Franklin  Templeton  Fund  who  chose  to  reinvest  their
         distributions  in the fund before  November  17,  1997,  and to Advisor
         Class or Class Z  shareholders  of a  Franklin  Templeton  Fund who may
         reinvest their distributions in the fund.

2.       Redemption  proceeds from the sale of shares of any Franklin  Templeton
         Fund  if you  originally  paid a sales  charge  on the  shares  and you
         reinvest  the money in the SAME CLASS of shares.  This  waiver does not
         apply to exchanges.

         If you paid a Contingent  Deferred  Sales Charge when you redeemed your
         shares from a Franklin  Templeton  Fund,  a Contingent  Deferred  Sales
         Charge will apply to your purchase of fund shares and a new Contingency
         Period will begin.  We will,  however,  credit your fund  account  with
         additional  shares based on the  Contingent  Deferred  Sales Charge you
         paid and the amount of redemption proceeds that you reinvest.

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

3.       Dividend or capital gain  distributions  from a real estate  investment
         trust (REIT) sponsored or advised by Franklin Properties, Inc.

4.       Annuity payments  received under either an annuity option or from death
         benefit proceeds,  only if the annuity contract offers as an investment
         option the Franklin  Valuemark Funds or the Templeton Variable Products
         Series Fund. You should contact your tax advisor for information on any
         tax consequences that may apply.

5.       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.

6.       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 paid a contingent  deferred  sales charge when you redeemed your
         Class A shares from a Templeton  Global  Strategy  Fund,  a  Contingent

24 Templeton Americas Government Securities Fund

PAGE

         Deferred  Sales Charge will apply to your purchase of fund shares and a
         new Contingency Period will begin. We will,  however,  credit your fund
         account with additional  shares based on the contingent  deferred sales
         charge  you paid and the  amount of the  redemption  proceeds  that you
         reinvest.

         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.

7.       Distributions from an existing retirement plan invested in the
         Franklin Templeton Funds

Various  individuals and institutions  also may buy shares of the fund without a
front-end sales charge or Contingent Deferred Sales Charge, including:

1.       Trust  companies  and bank  trust  departments  agreeing  to  invest in
         Franklin  Templeton Funds over a 13 month period at least $1 million of
         assets held in a  fiduciary,  agency,  advisory,  custodial  or similar
         capacity and over which the trust companies and bank trust  departments
         or other  plan  fiduciaries  or  participants,  in the case of  certain
         retirement plans, have full or shared  investment  discretion.  We will
         accept orders for these  accounts by mail  accompanied by a check or by
         telephone or other means of electronic data transfer  directly from the
         bank or trust  company,  with payment by federal funds  received by the
         close of business on the next business day following the order.

2.       An  Eligible  Governmental  Authority.  Please  consult  your legal and
         investment  advisors  to  determine  if an  investment  in the  fund is
         permissible and suitable for you and the effect, if any, of payments by
         the fund on arbitrage rebate calculations.

3.       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.

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

5.       Registered  Securities  Dealers  and  their  affiliates,  for their
         investment accounts only

6.       Current employees of Securities  Dealers and their affiliates and their
         family members, as allowed by the internal policies of their employer

7.       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. The minimum initial
         investment is $100.


                            Templeton Americas Government Securities Fund    25

PAGE  


8.       Investment  companies exchanging shares or selling assets pursuant to a
         merger, acquisition or exchange offer

9.       Accounts managed by the Franklin Templeton Group

10.      Certain  unit  investment  trusts  and  their  holders  reinvesting
         distributions from the trusts

11.      Group annuity separate accounts offered to retirement plans

12.      Chilean  retirement plans that meet the requirements  described under
         "Retirement Plans" below

RETIREMENT PLANS. Retirement plans that (i) are sponsored by an employer with at
least 100  employees,  or (ii) have plan assets of $1 million or more,  or (iii)
agree to invest at least  $500,000  in the  Franklin  Templeton  Funds over a 13
month period may buy shares without a front-end sales charge.  Retirement  plans
that are not  Qualified  Retirement  Plans,  SIMPLEs  or SEPs must also meet the
requirements  described under "Group  Purchases"  above to be able to buy shares
without a front-end sales charge. We may enter into a special arrangement with a
Securities  Dealer,  based on criteria  established by the fund, to add together
certain  small  Qualified  Retirement  Plan  accounts for the purpose of meeting
these requirements.

For  retirement  plan  accounts  opened on or after May 1,  1997,  a  Contingent
Deferred Sales Charge may apply if the retirement plan is transferred out of the
Franklin  Templeton  Funds or terminated  within 365 days of the retirement plan
account's initial purchase in the Franklin Templeton Funds. Please see "How Do I
Sell Shares? Contingent Deferred Sales Charge" for details.

Any retirement plan that does not meet the  requirements to buy shares without a
front-end  sales  charge  and that was a  shareholder  of the fund on or  before
February 1, 1995,  may buy shares of the fund subject to a maximum  sales charge
of 4% of the  Offering  Price,  3.2% of which  will be  retained  by  Securities
Dealers.

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. To establish a Trust Company  retirement plan, you will need an
application  other than the one  included in this  prospectus.  For a retirement
plan brochure or application, call Retirement Plan Services.


26  Templeton Americas Government Securities Fund


PAGE


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.

OTHER PAYMENTS TO SECURITIES DEALERS

The payments  described below may be made to Securities Dealers who initiate and
are responsible for certain purchases made without a sales charge.  The payments
are subject to the sole discretion of Distributors, and are paid by Distributors
or one of its affiliates and not by the fund or its shareholders.

1.       Purchases of $1 million or more - up to 0.75% of the amount invested.

2.       Purchases made without a front-end  sales charge by certain  retirement
         plans described under "Sales Charge Reductions and Waivers - Retirement
         Plans" above - up to 1% of the amount invested.

3.       Purchases  by trust  companies  and bank  trust  departments,  Eligible
         Governmental  Authorities,  and  broker-dealers  or others on behalf of
         clients  participating in  comprehensive  fee programs - up to 0.25% of
         the amount invested.

4.       Purchases by Chilean retirement plans-up to 1% of the amount invested.

A Securities  Dealer may receive only one of these payments for each  qualifying
purchase. Securities Dealers who receive payments in connection with investments
described in  paragraphs  1 or 4 above or a payment of up to 1% for  investments
described  in  paragraph  2 will be  eligible  to  receive  the Rule  12b-1  fee
associated with the purchase starting in the thirteenth calendar month after the
purchase.

FOR  BREAKPOINTS  THAT MAY  APPLY AND  INFORMATION  ON  ADDITIONAL  COMPENSATION
PAYABLE TO SECURITIES DEALERS IN CONNECTION WITH THE SALE OF FUND SHARES, PLEASE
SEE "HOW DO I BUY,  SELL AND EXCHANGE  SHARES?  - OTHER  PAYMENTS TO  SECURITIES
DEALERS" IN THE SAI.

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.

                              Templeton Americas Government Securities Fund  27

PAGE


MAY I EXCHANGE SHARES FOR SHARES OF ANOTHER FUND?

We  offer a wide  variety  of  funds.  If you  would  like,  you can  move  your
investment  from your fund  account  to an  existing  or new  account in another
Franklin Templeton Fund (an "exchange").  Because it is technically a sale and a
purchase of shares, an exchange is a taxable transaction.

Before  making  an  exchange,  please  read the  prospectus  of the fund you are
interested in. This will help you learn about the fund, its investment  goal and
policies,  and its rules and  requirements  for  exchanges.  For  example,  some
Franklin  Templeton Funds do not accept  exchanges and others may have different
investment minimums.

METHOD                                 STEPS TO FOLLOW
- -------------------------------------- ---------------------------------------
BY MAIL                                1. Send us signed written instructions

                                       2. Include any outstanding share
                                          certificates for the shares you want 
                                          to exchange
- -------------------------------------- ---------------------------------------
BY PHONE                               Call Shareholder Services or TeleFACTS(R)

                                        If you do not want the ability to
                                        exchange by phone to apply to your
                                        account, please let us know.
- -------------------------------------- ---------------------------------------
THROUGH YOUR DEALER                    Call your investment representative
- -------------------------------------- ---------------------------------------

Please refer to  "Transaction  Procedures  and Special  Requirements"  for other
important information on how to exchange shares.

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.

CONTINGENT DEFERRED SALES CHARGE. We will not impose a Contingent Deferred Sales
Charge when you exchange  shares.  Any shares  subject to a Contingent  Deferred
Sales Charge at the time of exchange,  however,  will remain so in the new fund.
For accounts with shares subject to a Contingent  Deferred Sales Charge, we will
first exchange any shares in your account that are not subject to the charge. If
there are not enough of these to meet your  exchange  request,  we will exchange
shares subject to the charge in the order they were  purchased.  If you exchange
shares into one of our money  funds,

28  Templeton Americas Government Securities Fund

PAGE

the time your shares are held in that fund will not count towards the completion
of any Contingency  Period.  For more information about the Contingent  Deferred
Sales Charge, please see "How Do I Sell Shares?"

EXCHANGE RESTRICTIONS

Please be aware that the following restrictions apply to exchanges:

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

/bullet/  You may only exchange shares within the SAME CLASS, except as noted 
          below.

/bullet/  The accounts must be identically registered. 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."

/bullet/  Trust Company IRA or 403(b) retirement plan accounts may exchange 
          shares as described  above.  Restrictions  may apply to other types of
          retirement  plans.   Please  contact   Retirement  Plan  Services  for
          information on exchanges within these plans.

/bullet/  The fund you are exchanging into must be eligible for sale in your 
          state.

/bullet/  We may modify or discontinue our exchange policy if we give you 60
          days' written notice.

/bullet/  Your exchange may be restricted or refused if you have: (i) requested
          an exchange  out of the fund  within two weeks of an earlier  exchange
          request,  (ii)  exchanged  shares out of the fund more than twice in a
          calendar  quarter,  or  (iii)  exchanged  shares  equal to at least $5
          million, or more than 1% of the fund's net assets. Shares under common
          ownership  or  control  are  combined  for these  limits.  If you have
          exchanged  shares  as  described  in  this  paragraph,   you  will  be
          considered  a  Market  Timer.  Each  exchange  by a Market  Timer,  if
          accepted,  will be  charged  $5.00.  Some of our  funds  do not  allow
          investments by Market Timers.

Because   excessive   trading  can  hurt  fund   performance,   operations   and
shareholders,  we may refuse any  exchange  purchase  if (i) we believe the fund
would be harmed or unable to invest  effectively,  or (ii) the fund  receives or
anticipates simultaneous orders that may significantly affect the fund.

                              Templeton Americas Government Securities Fund  29

PAGE

LIMITED EXCHANGES BETWEEN DIFFERENT CLASSES OF SHARES

Certain  funds in the  Franklin  Templeton  Funds  offer  classes  of shares not
offered by the fund,  such as "Advisor  Class" or "Class Z" shares.  Because the
fund does not currently offer an Advisor Class,  you may exchange  Advisor Class
shares of any Franklin Templeton Fund for shares of the fund at Net Asset Value.
If you do so and you later  decide you would like to  exchange  into a fund that
offers an Advisor  Class,  you may exchange  your fund shares for Advisor  Class
shares of that fund.  Certain  shareholders of Class Z shares of Franklin Mutual
Series Fund Inc. may also  exchange  their Class Z shares for shares of the fund
at Net Asset Value.

HOW DO I SELL SHARES?

You may sell (redeem) your shares at any time.

METHOD                                 STEPS TO FOLLOW
- -------------------------------------- ---------------------------------------
BY MAIL                                1. Send us signed written instructions. 
                                          If you would like your redemption
                                          proceeds wired to a bank account,
                                          your instructions should include:

                                          /bullet/ The name, address and
                                                   telephone number of the bank 
                                                   where you want the proceeds 
                                                   sent

                                          /bullet/ Your bank account number

                                          /bullet/ The Federal Reserve ABA 
                                                   routing number

                                          /bullet/ If you are using a savings 
                                                   and loan or credit union, 
                                                   the name of the corresponding
                                                   bank and the account number

                                       2. Include any outstanding share 
                                          certificates for the shares you are 
                                          selling

                                       3. Provide a signature guarantee if 
                                          required

                                       4. Corporate, partnership and trust
                                          accounts may need to send additional
                                          documents.  Accounts under court
                                          jurisdiction may have other
                                          requirements.

30  Templeton Americas Government Securities Fund

PAGE

- -------------------------------------- ---------------------------------------
BY PHONE                               Call Shareholder Services. If you would
                                       like your redemption  proceeds wired to a
                                       bank account, other than  an  escrow
                                       account, you must first sign up for the
                                       wire feature. To sign up, send us written
                                       instructions, with a signature guarantee.
                                       To avoid  any  delay in  processing,  the
                                       instructions  should  include  the  items
                                       listed in "By Mail" above.

                                       Telephone requests will be accepted:

                                       /bullet/ If the request is $50,000 or
                                                less. Institutional accounts may
                                                exceed $50,000 by completing a 
                                                separate agreement. Call 
                                                Institutional Services to 
                                                receive a copy.

                                       /bullet/ If there are no share
                                                certificates issued for the
                                                shares you want to sell or you
                                                have already returned them to
                                                the fund

                                       /bullet/ Unless you are selling shares 
                                                in a Trust Company retirement 
                                                plan account

                                       /bullet/ Unless the address on your 
                                                account was changed by phone 
                                                within the last 15 days

                                       /bullet/ If you do not want the ability 
                                                to redeem by phone to apply to
                                                your account, please let us 
                                                know.
- -------------------------------------- ----------------------------------------
THROUGH YOUR DEALER                    Call your investment representative
- -------------------------------------- ---------------------------------------

We will send your  redemption  check  within  seven days  after we receive  your
request in proper  form.  If you would  like the check sent to an address  other
than the address of record or made payable to someone other than the  registered
owners on the  account,  send us  written  instructions  signed  by all  account
owners, with a signature  guarantee.  We are not able to receive or pay out cash
in the form of currency.

The wiring of redemption  proceeds is a special  service that we make  available
whenever possible for redemption  requests of $1,000 or more. If we receive your
request in proper form before 4:00 p.m.  Eastern time, your wire payment will be
sent the next business day. For requests received in proper form after 4:00 p.m.
Eastern time, the payment will be sent the second business day. By offering this
service  to you,  the fund is not bound to meet any  redemption  request in less
than the seven day period  prescribed  by law.  Neither  the fund nor its agents
shall be liable to you or any other  person if,  for any  reason,  a  redemption
request by wire is not processed as described in this section.

If you sell shares you recently  purchased  with a check or draft,  we may delay
sending you the proceeds  until your check or draft has cleared,  which may take
seven  business  days or more. A certified or cashier's  check may clear in less
time.

                             Templeton Americas Government Securities Fund   31

PAGE

Under unusual circumstances,  we may suspend redemptions or postpone payment for
more than seven days as permitted by federal securities law.

Please refer to  "Transaction  Procedures  and Special  Requirements"  for other
important information on how to sell shares.

TRUST COMPANY RETIREMENT PLAN ACCOUNTS

To comply with IRS  regulations,  you need to complete  additional  forms before
selling  shares  in a Trust  Company  retirement  plan  account.  Tax  penalties
generally apply to any distribution  from these plans to a participant under age
59 1/2, unless the distribution meets an exception stated in the Code. To obtain
the necessary forms, please call Retirement Plan Services.

CONTINGENT DEFERRED SALES CHARGE

If you did not pay a front-end  sales charge  because you invested $1 million or
more or agreed  to  invest  $1  million  or more  under a Letter  of  Intent,  a
Contingent  Deferred  Sales  Charge  may apply if you sell all or a part of your
investment within the Contingency  Period.  Once you have invested $1 million or
more,  any  additional  investments  you make without a sales charge may also be
subject  to a  Contingent  Deferred  Sales  Charge if they are sold  within  the
Contingency  Period. The charge is 1% of the value of the shares sold or the Net
Asset Value at the time of purchase, whichever is less.

Certain  retirement  plan  accounts  opened  on or after May 1,  1997,  and that
qualify to buy shares without a front-end  sales charge may also be subject to a
Contingent  Deferred Sales Charge if the retirement  plan is transferred  out of
the Franklin  Templeton  Funds or  terminated  within 365 days of the  account's
initial purchase in the Franklin Templeton Funds.

We will  first  redeem any shares in your  account  that are not  subject to the
charge.  If there are not enough of these to meet your  request,  we will redeem
shares subject to the charge in the order they were purchased.

Unless otherwise specified,  when you request to sell a stated DOLLAR AMOUNT, we
will redeem additional shares to cover any Contingent Deferred Sales Charge. For
requests  to sell a stated  NUMBER OF SHARES,  we will  deduct the amount of the
Contingent Deferred Sales Charge, if any, from the sale proceeds.

WAIVERS. We waive the Contingent Deferred Sales Charge for:

/bullet/  Account fees

/bullet/  Sales of shares purchased without a front-end sales charge by certain

31  Templeton Americas Government Securities Fund

PAGE

          retirement  plan  accounts if (i) the account was opened before May 1,
          1997, or (ii) the Securities  Dealer of record received a payment from
          Distributors of 0.25% or less, or (iii)  Distributors did not make any
          payment in connection with the purchase, or (iv) the Securities Dealer
          of record has entered into a supplemental agreement with Distributors

/bullet/  Redemptions by the fund when an account falls below the minimum 
          required account size

/bullet/  Redemptions following the death of the shareholder or beneficial owner

/bullet/  Redemptions through a systematic withdrawal plan set up before
          February 1, 1995

/bullet/  Redemptions through a systematic withdrawal plan set up on or after
          February 1, 1995,  at a rate of up to 1% a month of an  account's  Net
          Asset  Value.  For example,  if you  maintain an annual  balance of $1
          million,  you can redeem up to $120,000  annually through a systematic
          withdrawal plan free of charge.

/bullet/  Distributions from IRAs due to death or disability or upon periodic 
          distributions based on life expectancy

/bullet/  Returns of excess contributions from employee benefit plans

/bullet/  Redemptions by Trust Company employee benefit plans or employee 
          benefit plans serviced by ValuSelect(R)

/bullet/  Participant initiated distributions from employee benefit plans or
          participant  initiated  exchanges among investment choices in employee
          benefit plans

WHAT DISTRIBUTIONS MIGHT I RECEIVE FROM THE FUND?

The fund intends to pay a monthly dividend representing substantially all of its
net  investment  income and to  distribute  at least  annually  any net realized
capital gains.

Dividend payments are not guaranteed,  are subject to the Board's discretion and
may vary with each  payment.  THE FUND DOES NOT PAY  "INTEREST" OR GUARANTEE ANY
FIXED RATE OF RETURN ON AN INVESTMENT IN ITS SHARES.

If you buy shares shortly  before the record date,  please keep in mind that any
distribution  will  lower the value of the  fund's  shares by the  amount of the
distribution  and you will then  receive a portion of the price you paid back in
the form of a taxable distribution.

                              Templeton Americas Government Securities Fund  33

PAGE


DISTRIBUTION OPTIONS

You may receive your distributions from the fund in any of these ways:

1. BUY ADDITIONAL SHARES OF THE FUND - You may buy additional shares of the fund
(without a sales charge or imposition of a Contingent  Deferred Sales Charge) by
reinvesting capital gain distributions, dividend distributions, or both. This is
a convenient way to accumulate  additional  shares and maintain or increase your
earnings base.

2.  BUY  SHARES  OF  OTHER  FRANKLIN  TEMPLETON  FUNDS  - You  may  direct  your
distributions to buy the same class of shares of another Franklin Templeton Fund
(without a sales charge or imposition of a Contingent  Deferred  Sales  Charge).
Many shareholders find this a convenient way to diversify their investments.

3. RECEIVE  DISTRIBUTIONS IN CASH - You may receive capital gain  distributions,
dividend  distributions,  or both in cash. If you have the money sent to another
person or to a checking account, you may need a signature guarantee.

TO  SELECT  ONE  OF  THESE  OPTIONS,  PLEASE  COMPLETE  SECTIONS  6 AND 7 OF THE
SHAREHOLDER  APPLICATION  INCLUDED WITH THIS  PROSPECTUS OR TELL YOUR INVESTMENT
REPRESENTATIVE  WHICH OPTION YOU PREFER. IF YOU DO NOT SELECT AN OPTION, WE WILL
AUTOMATICALLY  REINVEST DIVIDEND AND CAPITAL GAIN DISTRIBUTIONS IN THE FUND. You
may  change  your  distribution  option at any time by  notifying  us by mail or
phone. Please allow at least seven days before the record date for us to process
the new option. For Trust Company  retirement plans,  special forms are required
to receive distributions in cash.

TRANSACTION PROCEDURES AND SPECIAL REQUIREMENTS

SHARE PRICE

When you buy shares, you pay the Offering Price. This is the Net Asset Value per
share, plus any applicable sales charges.  When you sell shares, you receive the
Net Asset Value per share.

The  Net  Asset  Value  we use  when  you  buy or sell  shares  is the one  next
calculated after we receive your transaction  request in proper form. If you buy
or sell shares  through your  Securities  Dealer,  however,  we will use the Net
Asset Value next calculated after your Securities  Dealer receives your request,
which is promptly  transmitted to the fund.  Your  redemption  proceeds will not
earn  interest  between  the time we receive  the order from your dealer and the
time we receive any required documents.


34  Templeton Americas Government Securities Fund

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HOW AND WHEN SHARES ARE PRICED

The fund is open for business  each day the NYSE is open.  We determine  the Net
Asset Value per share as of the close of the NYSE,  normally  4:00 p.m.  Eastern
time. You can find the prior day's closing Net Asset Value and Offering Price of
the fund in many newspapers.

To  calculate  Net Asset  Value per  share,  the  fund's  assets  are valued and
totaled,  liabilities are  subtracted,  and the balance,  called net assets,  is
divided by the  number of shares  outstanding.  The fund's  assets are valued as
described under "How Are Fund Shares Valued?" in the SAI.

WRITTEN INSTRUCTIONS

Written instructions must be signed by all registered owners. To avoid any delay
in processing your transaction, they should include:

/bullet/  Your name,

/bullet/  The fund's name,

/bullet/  A description of the request,

/bullet/  For exchanges, the name of the fund you are exchanging into,

/bullet/  Your account number,

/bullet/  The dollar amount or number of shares, and

/bullet/  A telephone number where we may reach you during the day, or in the
          evening if preferred.

JOINT  ACCOUNTS.  For accounts with more than one  registered  owner,  we accept
written  instructions signed by only one owner for certain types of transactions
or account changes. These include transactions or account changes that you could
also make by phone,  such as certain  redemptions of $50,000 or less,  exchanges
between identically  registered accounts,  and changes to the address of record.
For most other types of transactions or changes,  written  instructions  must be
signed by all registered owners.

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.


                             Templeton Americas Government Securities Fund   35

PAGE


SIGNATURE GUARANTEES

For our mutual  protection,  we require a signature  guarantee in the  following
situations:

1)   You wish to sell over $50,000 worth of shares,

2)   You want the  proceeds to be paid to someone  other than the  registered
     owners,

3)   The  proceeds  are not being sent to the  address of record,  preauthorized
     bank account, or preauthorized brokerage firm account,

4)   We receive instructions from an agent, not the registered owners,

5)   We believe a signature  guarantee would protect us against potential claims
     based on the instructions received.

A signature guarantee verifies the authenticity of your signature. You should be
able to obtain a signature guarantee from a bank, broker,  credit union, savings
association, clearing agency, or securities exchange or association. A NOTARIZED
SIGNATURE IS NOT SUFFICIENT.

SHARE CERTIFICATES

We will  credit  your  shares  to  your  fund  account.  We do not  issue  share
certificates  unless you  specifically  request them. This eliminates the costly
problem of replacing lost, stolen or destroyed certificates. If a certificate is
lost, stolen or destroyed,  you may have to pay an insurance premium of up to 2%
of the value of the certificate to replace it.

Any outstanding  share  certificates must be returned to the fund if you want to
sell or  exchange  those  shares  or if you  would  like to  start a  systematic
withdrawal plan. The certificates  should be properly endorsed.  You can do this
either  by  signing  the  back  of the  certificate  or by  completing  a  share
assignment  form.  For your  protection,  you may  prefer  to  complete  a share
assignment  form and to send the  certificate  and  assignment  form in separate
envelopes.

TELEPHONE TRANSACTIONS

You may initiate many transactions and changes to your account by phone.  Please
refer to the sections of this  prospectus that discuss the transaction you would
like to make or call Shareholder Services.

When you call,  we will request  personal or other  identifying  information  to
confirm that  instructions  are genuine.  We may also record calls. If our lines
are busy or you 


36  Templeton Americas Government Securities Fund

PAGE

are otherwise  unable to reach us by phone,  you may wish to ask your investment
representative  for  assistance  or send us written  instructions,  as described
elsewhere in this prospectus.

For your  protection,  we may delay a transaction or not implement one if we are
not reasonably  satisfied that the instructions are genuine.  If this occurs, we
will not be liable  for any loss.  We also will not be liable for any loss if we
follow  instructions  by phone that we reasonably  believe are genuine or if you
are unable to execute a transaction by phone.

TRUST COMPANY  RETIREMENT PLAN ACCOUNTS.  We cannot accept  instructions to sell
shares or change  distribution  options  on Trust  Company  retirement  plans by
phone.  While you may exchange shares of Trust Company IRA and 403(b) retirement
accounts  by phone,  certain  restrictions  may be imposed  on other  retirement
plans.

To obtain any required forms or more information about  distribution or transfer
procedures, please call Retirement Plan Services.

ACCOUNT REGISTRATIONS AND REQUIRED DOCUMENTS

When  you open an  account,  we need  you to tell us how you  want  your  shares
registered.  How you register your account will affect your ownership rights and
ability  to make  certain  transactions.  If you  have  questions  about  how to
register your account,  you should  consult your  investment  representative  or
legal advisor.  Please keep the following  information in mind when  registering
your account.

JOINT OWNERSHIP. If you open an account with two or more owners, we register the
account  as "joint  tenants  with  rights of  survivorship"  unless  you tell us
otherwise.  An account registered as "joint tenants with rights of survivorship"
is shown as "Jt Ten" on your account statement. For any account with two or more
owners, we cannot accept instructions to change owners on the account unless ALL
owners agree in writing,  even if the law in your state says  otherwise.  If you
would like  another  person or owner to sign for you,  please  send us a current
power of attorney.

GIFTS AND  TRANSFERS TO MINORS.  You may set up a custodial  account for a minor
under your state's Uniform  Gifts/Transfers  to Minors Act. Other than this form
of registration, a minor may not be named as an account owner.

TRUSTS.  You should  register  your  account as a trust only if you have a valid
written trust  document.  This avoids future  disputes or possible  court action
over who owns the account.


                             Templeton Americas Government Securities Fund   37

PAGE


REQUIRED DOCUMENTS. For corporate,  partnership and trust accounts,  please send
us the  following  documents  when you open your  account.  This will help avoid
delays in  processing  your  transactions  while we  verify  who may sign on the
account.


TYPE OF ACCOUNT                 DOCUMENTS REQUIRED
- ------------------------------- -----------------------------------------------
CORPORATION                     Corporate Resolution
- ------------------------------- -----------------------------------------------
PARTNERSHIP                     1. The pages from the partnership agreement that
                                   identify the general partners, or
                                2. A certification for a partnership agreement
- ------------------------------- -----------------------------------------------
TRUST                           1. The pages from the trust document that 
                                   identify the trustees, or
                                2. A certification for trust
- ------------------------------- -----------------------------------------------

STREET OR  NOMINEE  ACCOUNTS.  If you have fund  shares  held in a  "street"  or
"nominee" name account with your Securities  Dealer, you may transfer the shares
to the street or nominee name account of another Securities Dealer. Both dealers
must have an agreement  with  Distributors  or we cannot  process the  transfer.
Contact your  Securities  Dealer to initiate the  transfer.  We will process the
transfer  after we receive  authorization  in proper  form from your  delivering
Securities Dealer. Accounts may be transferred  electronically through the NSCC.
For accounts  registered  in street or nominee  name,  we may take  instructions
directly from the Securities Dealer or your nominee.

IMPORTANT INFORMATION IF YOU HAVE AN INVESTMENT REPRESENTATIVE

If there is a  Securities  Dealer  or other  representative  of  record  on your
account, we are authorized: (1) to provide confirmations, account statements and
other   information   about  your  account   directly  to  your  dealer   and/or
representative; and (2) to accept telephone and electronic instructions directly
from your dealer or representative, including instructions to exchange or redeem
your  shares.  Electronic  instructions  may be  processed  through  established
electronic trading systems and programs used by the fund. Telephone instructions
directly from your  representative will be accepted unless you have told us that
you do not want telephone privileges to apply to your account.

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 

38  Templeton Americas Government Securities Fund

PAGE


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.

SERVICES TO HELP YOU MANAGE YOUR ACCOUNT

AUTOMATIC INVESTMENT PLAN

Our  automatic  investment  plan offers a convenient  way to invest in the fund.
Under the plan, you can have money transferred  automatically from your checking
account to the fund each month to buy additional  shares.  If you are interested
in this program,  please refer to the shareholder application included with this
prospectus or contact your  investment  representative.  The market value of the
fund's shares may fluctuate and a systematic  investment  plan such as this will
not assure a profit or protect  against a loss. You may  discontinue the program
at any time by notifying Investor Services by mail or phone.

SYSTEMATIC WITHDRAWAL PLAN

Our  systematic  withdrawal  plan  allows you to sell your  shares  and  receive
regular payments from your account on a monthly, quarterly, semiannual or annual
basis. The value of your account must be at least $5,000 and the minimum payment
amount for each withdrawal must be at least $50. For retirement plans subject to
mandatory distribution requirements, the $50 minimum will not apply.

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  account.  Once  your  plan  is  established,   any
distributions paid by the fund will be automatically reinvested in your account.

You will  generally  receive  your  payment  by the end of the  month in which a
payment is  scheduled.  When you sell your shares under a systematic  withdrawal
plan, it is a taxable transaction.

To avoid  paying  sales  charges  on money you plan to  withdraw  within a short
period of time, you may not want to set up a systematic  withdrawal  plan if you
plan to buy shares on a regular  basis.  Shares  sold under the plan may also be
subject to a Contingent Deferred Sales Charge.  Please see "Contingent  Deferred
Sales Charge" under "How Do I Sell Shares?"

                              Templeton Americas Government Securities Fund 39

PAGE


You may discontinue a systematic withdrawal plan, change the amount and schedule
of  withdrawal  payments,  or suspend one payment by  notifying us by mail or by
phone at least  seven  business  days  before the end of the month  preceding  a
scheduled  payment.  Please  see "How Do I Buy,  Sell  and  Exchange  Shares?  -
Systematic Withdrawal Plan" in the SAI for more information.

TELEFACTS(R)

From a touch-tone phone, you may call our TeleFACTS(R)  system (day or night) at
1-800/247-1753 to:

/bullet/  obtain information about your account;

/bullet/  obtain price and performance information about any Franklin Templeton
          Fund;

/bullet/  exchange shares (within the same class) between identically registered
          Franklin Templeton Class I and Class II accounts; and

/bullet/  request duplicate statements and deposit slips for Franklin Templeton
          accounts.

You will need the fund's code number to use TeleFACTS(R). The fund's code number
is 416.

STATEMENTS AND REPORTS TO SHAREHOLDERS

We will send you the following statements and reports on a regular basis:

/bullet/  Confirmation and account statements reflecting transactions in  your
          account,  including additional  purchases and dividend  reinvestments.
          PLEASE VERIFY THE ACCURACY OF YOUR STATEMENTS WHEN YOU RECEIVE THEM.

/bullet/  Financial reports of the fund will be sent every six months. To reduce
          fund expenses,  we attempt to identify related  shareholders  within a
          household and send only one copy of a report. Call Fund Information if
          you  would  like  an  additional  free  copy of the  fund's  financial
          reports.

INSTITUTIONAL ACCOUNTS

Additional  methods of buying,  selling or exchanging  shares of the fund may be
available  to  institutional  accounts.  Institutional  investors  may  also  be
required to complete an institutional account application. For more information,
call Institutional Services.

AVAILABILITY OF THESE SERVICES

The services above are available to most shareholders.  If, however, your shares
are held by a financial  institution,  in a street name  account,  or  networked
through the NSCC, 

40  Templeton Americas Government Securities Fund

PAGE


the fund may not be able to offer these services directly to you. Please contact
your investment representative.

WHAT IF I HAVE QUESTIONS ABOUT MY ACCOUNT?

If you have any questions about your account, you may write to Investor Services
at 100 Fountain Parkway, P.O. Box 33030, St. Petersburg, Florida 33733-8030. The
fund and  Distributors are also located at this address.  Investment  Counsel is
located at 500 East  Broward  Boulevard,  Ft.  Lauderdale,  Florida  33394-3091.
Advisers is located at 777  Mariners  Island  Boulevard,  San Mateo,  California
94403-7777. You may also contact us by phone at one of the numbers listed below.

<TABLE>
<CAPTION>

                                                                          HOURS OF OPERATION
                                                                          (EASTERN TIME)
DEPARTMENT NAME                              TELEPHONE NO.                (MONDAY THROUGH FRIDAY)
- ---------------                              -------------                -----------------------
<S>                                       <C>                             <C>
Shareholder Services                         1-800/632-2301               8:30 a.m. to 8:00 p.m.
Dealer Services                              1-800/524-4040               8:30 a.m. to 8:00 p.m.
Fund Information                             1-800/DIAL BEN               8:30 a.m. to 11:00 p.m.
                                             (1-800/342-5236)             9:30 a.m. to 5:30 p.m.
                                                                          (Saturday)
Retirement Plan Services                     1-800/527-2020               8:30 a.m. to 8:00 p.m.
Institutional Services                       1-800/321-8563               9:00 a.m. to 8:00 p.m.
TDD (hearing impaired)                       1-800/851-0637               8:30 a.m. to 8:00 p.m.
</TABLE>

Your phone call may be  monitored or recorded to ensure we provide you with high
quality  service.  You will  hear a regular  beeping  tone if your call is being
recorded.


GLOSSARY

USEFUL TERMS AND DEFINITIONS

ADVISERS - Franklin Advisers, Inc., formerly the fund's sub-advisor

BOARD - The Board of Trustees of the Trust

CD - Certificate of deposit

CLASS I AND CLASS II -  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  and Rule 12b-1  plan are  similar to those of Class I shares,
shares of the fund are considered  Class I shares for  redemption,  exchange and
other purposes.

                              Templeton Americas Government Securities Fund 41

PAGE


CODE - Internal Revenue Code of 1986, as amended

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.

CONTINGENT DEFERRED SALES CHARGE (CDSC) - A sales charge of 1% that may apply if
you sell your shares within the Contingency Period.

DEPOSITARY  RECEIPTS - Certificates that give their holders the right to receive
securities  (a) of a foreign  issuer  deposited in a U.S.  bank or trust company
(American  Depositary  Receipts,  "ADRs");  or (b) of a foreign  or U.S.  issuer
deposited in a foreign bank or trust company (Global Depositary Receipts, "GDRs"
or European Depositary Receipts, "EDRs").

DISTRIBUTORS  -  Franklin/Templeton  Distributors,  Inc.,  the fund's  principal
underwriter.  The SAI lists the  officers and Board  members who are  affiliated
with Distributors. See "Officers and Trustees."

ELIGIBLE  GOVERNMENTAL  AUTHORITY  -  Any  state  or  local  government  or  any
instrumentality, department, authority or agency thereof that has determined the
fund is a legally  permissible  investment  and that can only buy  shares of the
fund without paying sales charges.

FRANKLIN  TEMPLETON  FUNDS - The U.S.  registered  mutual  funds in the Franklin
Group of Funds(R) and the  Templeton  Group of Funds except  Franklin  Valuemark
Funds, Templeton Capital Accumulator Fund, Inc., and Templeton Variable Products
Series Fund

FRANKLIN  TEMPLETON GROUP - Franklin  Resources,  Inc., a publicly owned holding
company, and its various subsidiaries

FRANKLIN TEMPLETON GROUP OF FUNDS - All U.S. registered  investment companies in
the Franklin Group of Funds(R) and the Templeton Group of Funds

FT SERVICES - Franklin Templeton Services, Inc., the fund's administrator

GOVERNMENT  ENTITIES  -  Governments,   their  agencies  and  instrumentalities;
government-owned,  controlled  or sponsored  entities  (including  central banks
located in the Western  Hemisphere);  entities  organized  and  operated for the
purpose of restructuring the investment  characteristics of securities issued by
any of the entities described.

INVESTMENT  COUNSEL - The  fund's  investment  manager is  Templeton  Investment
Counsel, Inc., through its Templeton Global Bond Managers division.

42  Templeton Americas Government Securities Fund

PAGE


INVESTOR  SERVICES -  Franklin/Templeton  Investor  Services,  Inc.,  the fund's
shareholder servicing and transfer agent

IRA - Individual  retirement  account or annuity  qualified under section 408 of
the Code

IRS - Internal Revenue Service

LETTER - Letter of Intent

MARKET  TIMERS  -  Market  Timers  generally  include  market  timing  or  asset
allocation services, accounts administered so as to buy, sell or exchange shares
based  on  predetermined  market  indicators,  or  any  person  or  group  whose
transactions  seem to  follow a timing  pattern  or whose  transactions  include
frequent or large exchanges.

MOODY'S - Moody's Investors Service, Inc.

NASD - National Association of Securities Dealers, Inc.

NET ASSET VALUE (NAV) - The value of a mutual fund is  determined  by  deducting
the fund's  liabilities  from the total assets of the  portfolio.  The net asset
value per share is determined by dividing the net asset value of the fund by the
number of shares outstanding.

NSCC - National Securities Clearing Corporation

NYSE - New York Stock Exchange

OFFERING  PRICE - The public  offering price is based on the Net Asset Value per
share and includes the  front-end  sales  charge.  The maximum  front-end  sales
charge is 4.25%.  We calculate  the offering  price to two decimal  places using
standard rounding criteria.

QUALIFIED  RETIREMENT PLANS - An employer  sponsored  pension or  profit-sharing
plan that  qualifies  under section 401 of the Code.  Examples  include  401(k),
money purchase pension, profit sharing and defined benefit plans.

RESOURCES - Franklin Resources, Inc.

SAI - Statement of Additional Information

S&P - Standard & Poor's Corporation

SEC - U.S. Securities and Exchange Commission

SECURITIES  DEALER - A financial  institution  that,  either directly or through
affiliates,  has an agreement with  Distributors  to handle  customer orders and
accounts  with the fund.  This  reference is for  convenience  only and does not
indicate a legal conclusion of capacity.


                             Templeton Americas Government Securities Fund   43

PAGE

SEP - An employer sponsored  simplified  employee pension plan established under
section 408(k) of the Code

SIMPLE  (SAVINGS  INCENTIVE  MATCH PLAN FOR  EMPLOYEES) - An employer  sponsored
salary deferral plan established under section 408(p) of the Code

TELEFACTS(R) - Franklin Templeton's automated customer servicing system

TRUST COMPANY - Franklin Templeton Trust Company.  Trust Company is an affiliate
of Distributors and both are wholly owned subsidiaries of Resources.

WE/OUR/US - Unless the context indicates a different meaning,  these terms refer
to the fund  and/or  Investor  Services,  Distributors,  or other  wholly  owned
subsidiaries of Resources.


APPENDIX

DESCRIPTION OF RATINGS

CORPORATE BOND RATINGS

MOODY'S
Aaa - Bonds  rated Aaa are  judged  to be of the best  quality.  They  carry the
smallest   degree  of  investment   risk  and  are  generally   referred  to  as
"gilt-edged." Interest payments are protected by a large or exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change,  such changes as can be  visualized  are most  unlikely to impair the
fundamentally strong position of such issues.

Aa - Bonds  rated Aa are judged to be high  quality by all  standards.  Together
with the Aaa group,  they comprise what are generally known as high-grade bonds.
They are rated lower than the best bonds because  margins of protection  may not
be as large,  fluctuation of protective elements may be of greater amplitude, or
there  may be other  elements  present  that  make the  long-term  risks  appear
somewhat larger.

A -  Bonds  rated  A  possess  many  favorable  investment  attributes  and  are
considered upper medium-grade obligations.  Factors giving security to principal
and interest are considered adequate, but elements may be present that suggest a
susceptibility to impairment sometime in the future.

Baa - Bonds rated Baa are considered medium-grade obligations.  They are neither
highly protected nor poorly secured.  Interest  payments and principal  security
appear adequate for the present but certain  protective  elements may be lacking
or may be  characteristically  unreliable  over any great length of time.  These
bonds lack outstanding investment characteristics and, in fact, have speculative
characteristics as well.


44  Templeton Americas Government Securities Fund

PAGE


Ba - Bonds rated Ba are judged to have  predominantly  speculative  elements and
their future cannot be considered well assured. Often the protection of interest
and  principal  payments is very  moderate and,  thereby,  not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

B - Bonds rated B generally lack  characteristics  of the desirable  investment.
Assurance of interest and principal payments or of maintenance of other terms of
the contract over any long period of time may be small.

Caa - Bonds rated Caa are of poor  standing.  These  issues may be in default or
there may be present elements of danger with respect to principal or interest.

Ca - Bonds rated Ca represent obligations that are speculative to a high degree.
These issues are often in default or have other marked shortcomings.

C - Bonds  rated C are the lowest  rated  class of bonds and can be  regarded as
having extremely poor prospects of ever attaining any real investment standing.

Note:  Moody's  applies  numerical  modifiers 1, 2 and 3 in each generic  rating
classification  from Aa through B in its corporate bond ratings.  The modifier 1
indicates  that the  security  ranks in the  higher  end of its  generic  rating
category;  modifier 2 indicates a mid-range  ranking;  and  modifier 3 indicates
that the issue ranks in the lower end of its generic rating category.

S&P
AAA - This  is the  highest  rating  assigned  by S&P to a debt  obligation  and
indicates an extremely strong capacity to pay principal and interest.

AA - Bonds rated AA also qualify as high-quality debt  obligations.  Capacity to
pay  principal  and interest is very strong and, in the  majority of  instances,
differ from AAA issues only in a small degree.

A - Bonds rated A have a strong capacity to pay principal and interest, although
they are  somewhat  more  susceptible  to the  adverse  effects  of  changes  in
circumstances and economic conditions.

BBB - Bonds  rated  BBB are  regarded  as  having an  adequate  capacity  to pay
principal and interest.  Whereas they normally  exhibit  protection  parameters,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened  capacity to pay  principal  and interest for bonds in this  category
than for bonds in the A category.

BB, B, CCC, CC - Bonds  rated BB, B, CCC and CC are  regarded,  on  balance,  as
predominantly  speculative with respect to the issuer's capacity to pay interest
and  repay  principal  in  accordance  with  the  terms of the  obligations.  BB
indicates  the  lowest  degree  of  speculation  and CC the  highest  degree  of
speculation.  While these bonds will 

                              Templeton Americas Government Securities Fund  45

PAGE

likely have some quality and protective characteristics,  they are outweighed by
large uncertainties or major risk exposures to adverse conditions.

C - Bonds  rated  C are  typically  subordinated  debt to  senior  debt  that is
assigned an actual or implied  CCC-  rating.  The C rating may also  reflect the
filing of a bankruptcy  petition under circumstances where debt service payments
are continuing.  The C1 rating is reserved for income bonds on which no interest
is being paid.

D - Debt rated D is in default  and  payment of  interest  and/or  repayment  of
principal is in arrears.

PLUS (+) OR MINUS (-):  The  ratings  from "AA" to "CCC" may be  modified by the
addition  of a plus or minus  sign to show  relative  standing  within the major
rating categories.

COMMERCIAL PAPER RATINGS

MOODY'S
Moody's commercial paper ratings are opinions of the ability of issuers to repay
punctually  their  promissory  obligations  not having an  original  maturity in
excess of nine months. Moody's employs the following designations, all judged to
be  investment  grade,  to indicate  the  relative  repayment  capacity of rated
issuers:

P-1 (PRIME-1): Superior capacity for repayment.

P-2 (PRIME-2): Strong capacity for repayment.

S&P
S&P's ratings are a current  assessment of the  likelihood of timely  payment of
debt  having an original  maturity of no more than 365 days.  Ratings are graded
into four  categories,  ranging from "A" for the highest quality  obligations to
"D" for the lowest.  Issues  within the "A"  category  are  delineated  with the
numbers 1, 2 and 3 to indicate the relative degree of safety, as follows:

A-1: This designation indicates the degree of safety regarding timely payment is
very strong. A "plus" (+) designation  indicates an even stronger  likelihood of
timely payment.

A-2: Capacity for timely payment on issues with this designation is strong.  The
relative  degree  of  safety,  however,  is not as  overwhelming  as for  issues
designated A-1.

A-3: Issues carrying this  designation  have a satisfactory  capacity for timely
payment.  They are, however,  somewhat more vulnerable to the adverse effects of
changes in circumstances than obligations carrying the higher designations.


46  Templeton Americas Government Securities Fund


PAGE

INSTRUCTIONS AND  IMPORTANT  NOTICE

SUBSTITUTE W-9 INSTRUCTIONS INFORMATION

GENERAL.  Backup withholding is not an additional tax. Rather, the tax liability
of persons  subject to backup  withholding  will be reduced by the amount of tax
withheld.  If  withholding  results in an  overpayment of taxes, a refund may be
obtained from the IRS.

OBTAINING  A  NUMBER.  If you do not  have  a  Social  Security  Number/Taxpayer
Identification Number or you do not know your SSN/TIN, you must obtain Form SS-5
or Form SS-4 from your local Social Security or IRS office and apply for one. If
you  have  checked  the  "Awaiting  TIN"  box  and  signed  the   certification,
withholding will apply to payments relating to your account unless you provide a
certified TIN within 60 days.

WHAT SSN/TIN TO GIVE. Please refer to the following guidelines:

<TABLE>
<CAPTION>

                     ACCOUNT TYPE                GIVE SSN OF    ACCOUNT TYPE          GIVE EMPLOYER ID # OF
                    --------------------------- -------------- --------------------- --------------------------
                    <S>                         <C>            <C>                   <C>    
                      o   Individual              Individual     o   Trust, Estate,    Trust, Estate, or
                                                                     or Pension Plan   Pension Plan Trust
                                                                     Trust
                      --------------------------- -------------- --------------------- --------------------------
                      o   Joint Individual        Owner who      o   Corporation,      Corporation,
                                                  will be            Partnership, or   Partnership, or
                                                  paying tax         other             other organization
                                                  or                 organization
                                                  first-named
                                                  individual
                      --------------------------- -------------- --------------------- --------------------------
                      o   Unif. Gift/             Minor          o   Broker nominee    Broker nominee
                          Transfer to Minor
                      --------------------------- -------------- --------------------- --------------------------
                      o   Sole Proprietor         Owner of
                                                  business
                      --------------------------- -------------- --------------------- --------------------------
                      o   Legal Guardian          Ward,
                                                  Minor, or
                                                  Incompetent
                      --------------------------- -------------- --------------------- --------------------------
</TABLE>

EXEMPT RECIPIENTS.  Please provide your TIN and check the "Exempt Recipient" box
if you are an exempt recipient. Exempt recipients
include:

   A corporation                             An organization exempt from
                                             tax under  section  501(a), or an
   A financial institution                   individual retirement plan

   A registered dealer in securities         An exempt charitable remainder
   or commodities registered in              trust or a non-exempt trust
   the U.S. or a U.S.possession              described in section 4947(a)(1)

   A real estate investment trust            An entity registered at all times
                                             under the Investment Company
   A common trust fund operated              Act of 1940
   by a bank under section 584(a)

IRS PENALTIES. If you do not supply us with your SSN/TIN, you will be subject to
an IRS $50  penalty  unless  your  failure  is due to  reasonable  cause and not
willful neglect. If you fail to report certain income on your federal income tax
return,  you will be treated as  negligent  and subject to an IRS 20% penalty on
any  underpayment  of tax  attributable  to such  negligence,  unless  there was
reasonable cause for the resulting  underpayment and you acted in good faith. If
you falsify information on this form or make any other false statement resulting
in no  backup  withholding  on an  account  which  should be  subject  to backup
withholding,  you may be subject to an IRS $500  penalty  and  certain  criminal
penalties including fines and imprisonment.

20.21/150 (37/97)

PAGE

SUBSTITUTE W-8 INSTRUCTIONS INFORMATION

EXEMPT FOREIGN PERSON. Check the "Exempt Foreign Person" box if you qualify as a
non-resident  alien or  foreign  entity  that is not  subject  to  certain  U.S.
information return reporting or to backup  withholding rules.  Dividends paid to
your  account  may be subject to  withholding  of up to 30%.  You are an "Exempt
Foreign  Person" if you are not (1) a citizen or resident of the U.S.,  or (2) a
U.S. corporation,  partnership,  estate, or trust. In the case of an individual,
an "Exempt Foreign  Person" is one who has been  physically  present in the U.S.
for less than 31 days during the current  calendar  year. An  individual  who is
physically  present in the U.S. for at least 31 days during the current calendar
year will  still be treated as an "Exempt  Foreign  Person,"  provided  that the
total number of days physically present in the current calendar year and the two
preceding  calendar  years does not exceed 183 days (counting all of the days in
the current  calendar year,  only  one-third of the days in the first  preceding
calendar year and only  one-sixth of the days in the second  preceding  calendar
year). In addition,  lawful permanent residents or green card holders may not be
treated as "Exempt Foreign Persons." If you are an individual or an entity,  you
must not now be,  or at this  time  expect  to be,  engaged  in a U.S.  trade or
business  with respect to which any gain derived from  transactions  effected by
the Fund/Payer during the calendar year is effectively connected to the U.S. (or
your transactions are exempt from U.S. taxes under a tax treaty).

PERMANENT  ADDRESS.  The  Shareholder  Application  must contain your  permanent
address if you are an "Exempt Foreign Person." If you are an individual, provide
your permanent  address.  If you are a partnership or  corporation,  provide the
address of your  principal  office.  If you are an estate or trust,  provide the
address of your permanent residence or the principal office of any fiduciary.

NOTICE OF CHANGE IN STATUS.  If you become a U.S.  citizen or resident after you
have provided  certification  of your foreign  status,  or if you cease to be an
"Exempt Foreign  Person," you must notify the Fund/Payer  within 30 days of your
change in status. Reporting will then begin on the account(s) listed, and backup
withholding  may also begin  unless you certify to the  Fund/Payer  that (1) the
taxpayer  identification  number you have given is correct, and (2) the Internal
Revenue Service has not notified you that you are subject to backup  withholding
because you failed to report certain  interest or dividend  income.  You may use
Form  W-9,   "Payer's   Request   for   Taxpayer   Identification   Number   and
Certification," to make these certifications. If an account is no longer active,
you do not have to notify a Fund/Payer or broker of your change in status unless
you also have another account with the same Fund/Payer that is still active.  If
you receive  interest  from more than one  Fund/Payer or have dealings with more
than one broker or barter  exchange,  file a certificate  with each. If you have
more than one account with the same  Fund/Payer,  the Fund/Payer may require you
to file a separate certificate for each account.

WHEN TO FILE. File these  certifications  with the Fund before a payment is made
to you,  unless  you have  already  done  this in  either  of the two  preceding
calendar years.

HOW OFTEN YOU MUST FILE. This certificate  generally remains in effect for three
calendar  years.  A  Fund/Payer  or  broker,  however,  may  require  that a new
certificate  be filed each time a payment is made.  On joint  accounts for which
each joint  owner is a foreign  person,  each must  provide a  certification  of
foreign status.

                                                             20.21/150 (07/97)

PAGE


LOGO                                         RESOLUTION SUPPORTING AUTHORITY OF
Franklin Templeton                           CORPORATE /ASSOCIATION SHAREHOLDER
- ------------------------------------------------------------------------------

INSTRUCTION:

It will  be  necessary  for  corporate/association  shareholders  to  provide  a
certified copy of a resolution or other certificate of authority  supporting the
authority of designated  officers of the  corporation/association  to issue oral
and  written  instruction  on  behalf  of the  corporation/association  for  the
purchase, sale (redemption), transfer and/or exchange of Franklin Templeton Fund
shares.  You may use the  following  form of resolution or you may prefer to use
your own.

CERTIFIED COPY OF RESOLUTION (Corporation or Association)

The  undersigned  hereby  certifies  and affirms that he/she is the duly elected
_______________________ of _______________________ a _______________________
 Title                    Corporate Name               Type of Organization
organized under the laws of the State of _________________ and that the
                                                State

following  is a true and correct  copy of a  resolution  adopted by the Board of
Directors  by  unanimous  written  consent (a copy of which is attached) or at a
meeting duly called and held on ______________________________, 19__.

   "RESOLVED, that _____________________________________________
                          Name of Corporation/Association

     (the "Company") is authorized to invest the Company's assets in one or more
     investment  companies  (mutual  funds)  whose  shares  are  distributed  by
     Franklin/Templeton   Distributors,   Inc.   ("Distributors").   Each   such
     investment  company,  or series  thereof,  is  referred  to as a  "Franklin
     Templeton Fund" or "Fund."

    FURTHER RESOLVED, that any (enter number) _________________ of the following
    officers of this Company (acting alone, if one, or acting together,  if more
    than one) is/are authorized to issue oral or written instructions (including
    the signing of drafts in the case of draft  accessed money fund accounts) on
    behalf of the Company for the purchase,  sale (redemption),  transfer and/or
    exchange  of  Fund  shares  and  to  execute  any  Fund  application(s)  and
    agreements  pertaining to Fund shares  registered or to be registered to the
    Company (referred to as a "Company  Instruction");  and, that this authority
    shall continue until  Franklin/Templeton  Investor Services, Inc. ("Investor
    Services")  receives written notice of revocation or amendment  delivered by
    registered mail. The Company's  officers  authorized to act on behalf of the
    Company under this resolution are (enter officer titles
    only):___________________________________________________________________
    (referred to as the "Authorized Officers").



20.32/106 (07/97.1)


PAGE

    FURTHER  RESOLVED,  that  Investor  Services  may rely on the most  recently
    provided  incumbency  certificate  delivered  by  the  Company  to  Investor
    Services to identify  those  individuals  who are the  incumbent  Authorized
    Officers  and that  Investor  Services  shall  have no  independent  duty to
    determine  if there  has been  any  change  in the  individuals  serving  as
    incumbent Authorized Officers.

    FURTHER RESOLVED,  that the Company ("Indemnitor")  undertakes and agrees to
    indemnify and hold harmless  Distributors,  each affiliate of  Distributors,
    each  Franklin  Templeton  Fund and their  officers,  employees  and  agents
    (referred to hereafter  collectively as the "Indemnitees")  from and against
    any and all liability,  loss, suits, claims,  costs, damages and expenses of
    whatever amount and whatever nature (including without limitation reasonable
    attorneys' fees,  whether for consultation and advice or  representation  in
    litigation at both the trial and appellate level) any indemnitee may sustain
    or incur by reason of, in  consequence  of, or arising from or in connection
    with any action taken or not taken by an Indemnitee  in good faith  reliance
    on a Company Instruction given as authorized under this resolution."

The undersigned further certifies that the below named persons, whose signatures
appear opposite their names, are the incumbent Authorized Officers (as that term
is defined  in the above  resolution)  who have been duly  elected to the office
identified beside their name(s) (attach additional list if necessary).

                                                  X
 Name/title (please print or type)                Signature

                                                  X
 Name/title (please print or type)                Signature

                                                  X
 Name/title (please print or type)                Signature

                                                  X
Name/title (please print or type)                 Signature

Certified from minutes

X
Signature
- --------------------------------------------------------------------------------
Name/title (please print or type)
CORPORATE SEAL (if appropriate)


                                                           20.32/106 (07/97.1)


PAGE


FRANKLIN  TEMPLETON  GROUP OF  FUNDS

LITERATURE  REQUEST CALL  1-800/DIAL BEN (R) (1-800/342-5236)  today for a free
descriptive  brochure  and  prospectus  on any of the funds  listed  below.  The
prospectus  contains  more complete  information,  including  fees,  charges and
expenses, and should be read carefully before investing or sending money.

GLOBAL GROWTH

Franklin Global Health Care Fund
Mutual Discovery Fund
Templeton Developing Markets Trust
Templeton Foreign Fund
Templeton Foreign Smaller Companies Fund
Templeton Global Infrastructure Fund
Templeton Global Opportunities Trust
Templeton Global Real Estate Fund
Templeton Global Smaller  Companies Fund
Templeton Greater European Fund
Templeton Growth Fund
Templeton Latin America Fund
Templeton Pacific Growth Fund
Templeton World Fund

GLOBAL GROWTH AND INCOME

Franklin Global Utilities Fund
Mutual European Fund
Templeton Global Bond Fund
Templeton Growth and Income Fund

GLOBAL INCOME

Franklin Global Government Income Fund
Franklin Templeton Gobal Currency Fund
Franklin Templeton Hard Currency Fund
Templeton Americas Government Securities Fund

GROWTH

Franklin Biotechnology Discovery Fund
Franklin Blue Chip Fund
Franklin California Growth Fund
Franklin DynaTech Fund
Franklin Equity Fund
Franklin Gold Fund 
Franklin Growth Fund
Franklin MidCap Growth Fund
Franklin Small Cap Growth Fund


GROWTH AND INCOME

Franklin Asset Allocation Fund
Franklin Balance Sheet Investment Fund*
Franklin Convertible Securities Fund
Franklin Equity Income Fund 
Franklin Income Fund 
Franklin MicroCap Value Fund*  
Franklin Natural Resources Fund
Franklin Real Estate Securities Fund
Franklin Rising  Dividends Fund
Franklin Strategic Income Fund 
Franklin Utilities Fund 
Franklin Value Fund
Mutual Beacon Fund
Mutual Financial  Services Fund 
Mutual Qualified Fund
Mutual Shares Fund 
Templeton American Trust, Inc.

FUND ALLOCATOR SERIES
Franklin Templeton Conservative Target Fund
Franklin Templeton Moderate Target Fund
Franklin Templeton Growth Target Fund

INCOME

Franklin Adjustable Rate Securities Fund
Franklin Adjustable U.S. Government Securities Fund
Franklin's AGE High Income Fund
Franklin Bond Fund
Franklin Floating Rate Trust
Franklin Investment Grade Income Fund
Franklin Short-Intermediate U.S. Government Securities Fund
Franklin U.S. Government Securities Fund
Franklin Money Fund
Franklin Federal Money Fund


FRANKLIN FUNDS SEEKING
TAX-FREE INCOME

Federal Intermediate-Term Tax-Free Income Fund
Federal Tax-Free Income Fund
High Yield Tax-Free Income Fund
Insured Tax-Free Income Fund
Puerto Rico Tax-Free Income Fund
Tax-Exempt Money Fund

FRANKLIN STATE-SPECIFIC FUNDS
SEEKING TAX-FREE INCOME

Alabama
Arizona**
Arkansas***
California**
Colorado
Connecticut
Florida**
Georgia
Hawaii***
Indiana
Kentucky
Louisiana
Maryland
Massachusetts+
Michigan**
Minnesota+
Missouri
New Jersey
New York**
North Carolina
Ohio+
Oregon
Pennsylvania
Tennessee***
Texas
Virginia
Washington***

VARIABLE ANNUITIES++

Franklin Valuemark(R)
Franklin Templeton
 Valuemark Income Plus
(an immediate annuity)


*These funds are now closed to new accounts, with the exception of retirement
plan accounts.

**Two or more fund options available: long-term  portfolio, intermediate-term
portfolio,  a portfolio  of insured  municipal  securities,  and/or a high yield
portfolio (CA) and a money market portfolio (CA and NY).

***The fund may invest up to 100% of its assets in bonds that pay interest
subject to the federal alternative minimum tax.

+Portfolio of insured municipal securities.

++Franklin Valuemark and Franklin Templeton Valuemark Income Plus are issued by
Allianz  Life  Insurance  Company  of  North  America  or by  its  wholly  owned
subsidiary,  Preferred  Life Insurance  Company of New York, and  distributed by
NALAC Financial Plans, LLC.



FGF07/98              [LOGO]  Printed on recycled paper           416 P 08/98


PAGE





                                                             ----------------
TEMPLETON AMERICAS GOVERNMENT SECURITIES FUND                   BULK RATE
                                                              U.S. Postage
100 Fountain Parkway                                             PAID
P.O. Box 33030                                               Sacramento, CA
St. Petersburg, FL 33733-8030                                Permit No. 333
                                                            ----------------



416 P 08/98                  [LOGO]  Printed on recycled paper





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