TEMPLETON GLOBAL INVESTMENT TRUST, 485BPOS, 2000-07-27

TEMPLETON GLOBAL INVESTMENT TRUST
485BPOS, 2000-07-27

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Registration No. 33-73244 and 811-8226

As filed with the Securities and Exchange Commission on July 27, 2000

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X

Pre-Effective Amendment No.

Post-Effective Amendment No. 16 X

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X

Amendment No. 18 X

TEMPLETON GLOBAL INVESTMENT TRUST
--------------------------------------------------
(Exact Name of Registrant as Specified in Charter)

500 E BROWARD BOULEVARD, FORT LAUDERDALE, FLORIDA 33394
-------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

(954) 527-7500
-----------------------------------------------------
(Registrant's Telephone Number, Including Area Code)

Murray L. Simpson, 777 Mariners Island Blvd., San Mateo, CA 94404
------------------------------------------------------------------
(Name and Address of Agent for Service of Process)

It is proposed that this filing will become effective (check appropriate box):

immediately upon filing pursuant to paragraph (b) of Rule 485

X on August 1, 2000 pursuant to paragraph (b) of Rule 485

60 days after filing pursuant to paragraph (a)(1) of Rule 485

on (DATE) pursuant to paragraph (a)(1) of Rule 485

75 days after filing pursuant to paragraph (a)(2) of Rule 485

on (date) pursuant to paragraph (a)(2) of Rule 485

If appropriate, check the following box:

this post-effective amendment designates a new effective
date for a previously filed post-effective amendment

PAGE

PART A
TEMPLETON LATIN AMERICA FUND
CLASS A & C PROSPECTUS

PAGE

PROSPECTUS

Templeton Latin America Fund
Templeton Global Investment Trust

CLASS A & C

INVESTMENT STRATEGY GLOBAL GROWTH

AUGUST 1, 2000

[Insert Franklin Templeton "Butterball" logo]

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.

CONTENTS

THE FUND

[Begin callout]
INFORMATION ABOUT THE FUND YOU SHOULD KNOW BEFORE INVESTING
[End callout]

2 Goal and Strategies

4 Main Risks

9 Performance

10 Fees and Expenses

12 Management

13 Distributions and Taxes

14 Financial Highlights

YOUR ACCOUNT

[Begin callout]
INFORMATION ABOUT SALES CHARGES, ACCOUNT TRANSACTIONS AND SERVICES
[End callout]

16 Choosing a Share Class

20 Buying Shares

22 Investor Services

25 Selling Shares

27 Account Policies

30 Questions

FOR MORE INFORMATION

[Begin callout]
WHERE TO LEARN MORE ABOUT THE FUND
[End callout]

Back Cover

THE FUND

[Insert graphic of bullseye and arrows] GOAL AND STRATEGIES

GOAL The Fund's investment goal is long-term capital appreciation.

PRINCIPAL INVESTMENTS Under normal market conditions, the Fund will invest at
least 65% of its total assets in the equity securities of Latin American
companies.

For purposes of the Fund's investments, "Latin American" countries include
Argentina, Belize, Bolivia, Brazil, Chile, Colombia, Costa Rica, Cuba,
Ecuador, El Salvador, French Guyana, Guatemala, Guyana, Honduras, Mexico,
Nicaragua, Panama, Paraguay, Peru, Surinam, Trinidad/Tobago, Uruguay and
Venezuela. The Fund may have significant investments in one or more countries
such as Brazil or Mexico, and, from time to time, in particular sectors such
as telecommunications. The Fund also may invest a significant portion of its
assets in smaller companies.

[Begin callout]
The Fund invests primarily in equity securities of Latin America companies.
[End callout]

An equity security, or stock, represents a proportionate share of the
ownership of a company; its value is based on the success of the company's
business, any income paid to stockholders, the value of its assets, and
general market conditions. Common stocks and preferred stocks are examples
of equity securities. The Fund also invests in American, European, and
Global Depositary Receipts, which are certificates typically issued by a bank
or trust company that give their holders the right to receive securities
issued by a foreign or domestic company.

When choosing equity investments for this Fund, the manager applies a "bottom
up," value-oriented, long-term approach, focusing on the market price of a
company's securities relative to the manager's evaluation of the company's
long-term earnings, asset value and cash flow potential. The manager also
considers a company's price/earning ratio, profit margins and liquidation
value.

TEMPORARY INVESTMENTS When the manager believes market or economic conditions
are unfavorable for investors, the manager may invest up to 100% of the
Fund's assets in a temporary defensive manner or hold a substantial portion of
its assets in cash, cash equivalents or other high quality short-term
investments. Temporary defensive investments generally may include
short-term U.S. or foreign government securities, commercial paper, bank
obligations, repurchase agreements and other money market instruments. The
manager also may invest in these types of securities or hold cash while
looking for suitable investment opportunities or to maintain liquidity. In
these circumstances, the Fund may be unable to achieve its investment goal.

[Insert graphic of chart with line going up and down] MAIN RISKS

[Begin callout]
Because the securities the Fund holds fluctuate in price, the value of your
investment in the Fund will go up and down. This means you could lose money
over short or even extended periods.
[End callout]

STOCKS In many foreign markets, stocks have historically outperformed other
asset classes over the long term (over the shorter term they tend to go up
and down more dramatically). These price movements may result from factors
affecting individual companies, industries or the securities market as a
whole. Value stocks are considered "cheap" relative to the company's
perceived value. They may not increase in value, as anticipated by the
manager, if other investors fail to recognize the company's value and bid up
the price or in markets favoring faster-growing companies.

FOREIGN SECURITIES Investing in foreign securities, including depositary
receipts, typically involves more risks than investing in U.S. securities.
These risks can increase the potential for losses in the Fund and affect its
share price.

[The following is a customization]

GEOGRAPHIC CONCENTRATION. Since the Fund invests a significant portion of its
assets in Latin America, it may be more sensitive to economic, business,
political or other changes affecting issuers or securities in that region,
which may result in greater fluctuation in the value of the Fund's shares.
In addition, a significant portion of the assets of many Latin American
companies may consist of U.S. Government securities, which may decline in
value if there is a rise in U.S. interest rates. The U.S. economy will also
have an impact on Latin America, as the U.S. is one of the primary trading
partners for most countries in the region.

Latin American countries may be subject to a greater degree of economic,
political, and social instability than in the case in the U.S., Japan, or
Western European countries. Such instability may result from, among other
things, the following: (i) authoritarian governments or military involvement
in political and economic decision-making, including changes in governmental
control through extra-constitutional means; (ii) popular unrest associated
with demands for improved political, economic, and social conditions; (iii)
internal insurgencies and terrorist activities; (iv) hostile relations with
neighboring countries; (v) ethnic, religious and racial disaffection; and
(vi) drug trafficking.

EMERGING MARKETS. The Fund's investment in emerging markets, including those
in Latin America, are subject to all of the risks of foreign investing
generally, and have additional heightened risks due to a lack of established
legal, political, business and social frameworks to support securities
markets. Some of the additional significant risks, include:

o Political and social uncertainty (for example, regional conflicts and risk
of war)

o Currency exchange rate volatility

o Pervasiveness of corruption and crime

o Delays in settling portfolio transactions

o Risk of loss arising out of systems of share registration and custody

o Markets that are comparatively smaller and less liquid than developed
markets. Short-term volatility in these markets and declines of more than
50% are not unusual. Markets which are generally considered to be liquid
may become illiquid for short or extended periods.

o Less government supervision and regulation of business and industry
practices, stock exchanges, brokers and listed companies than in the U.S.

o Currency and capital controls

o Greater sensitivity to interest rate changes

ALL OF THESE FACTORS MAKE EMERGING MARKET EQUITY SECURITIES' PRICES GENERALLY
MORE VOLATILE THAN EQUITY SECURITIES OF COMPANIES IN DEVELOPED MARKETS, AND
INCREASE THE RISK OF LOSS TO THE FUND.

CURRENCY EXCHANGE RATES. Foreign securities may be issued and traded in
foreign currencies. As a result, their values may be affected by changes in
exchange rates between foreign currencies and the U.S. dollar, as well as
between currencies of countries other than the U.S. For example, if the
value of the U.S. dollar goes up compared to a foreign currency, an
investment traded in that foreign currency will go down in value because it
will be worth less U.S. dollars.

POLITICAL AND ECONOMIC DEVELOPMENTS. The growing interconnectivity of global
economies and financial markets has increased the possibilities that
conditions in one country or region might adversely impact the issuers of
securities in a different country or region. In particular, the adoption of
protectionist trade policies by one or more countries, or a slow down in the
U.S. economy could lead to a decrease in demand for Latin American products
and reduced flows of private capital to Latin American countries.

The political, economic and social structures of some foreign countries,
particularly Latin American countries, may be less stable and more volatile
than those in the U.S. Investments in these countries may be subject to the
risks of internal and external conflicts, currency devaluations, foreign
ownership limitations and tax increases. It is possible that a government
may take over the assets or operations of a company or impose restrictions on
the exchange or export of currency or other assets. Some countries also may
have different legal systems that may make it difficult for the Fund to vote
proxies, exercise shareholder rights, and pursue legal remedies with respect
to its foreign investments.

TRADING PRACTICES. Brokerage commissions and other fees generally are higher
for foreign securities. Government supervision and regulation of foreign
stock exchanges, currency markets, trading systems and brokers may be less
than in the U.S. The procedures and rules governing foreign transactions and
custody (holding of the Fund's assets) also may involve delays in payment,
delivery or recovery of money or investments.

AVAILABILITY OF INFORMATION. Foreign companies may not be subject to the same
disclosure, accounting, auditing and financial reporting standards and
practices as U.S. companies. Thus, there may be less information publicly
available about foreign companies than about most U.S. companies.

LIMITED MARKETS. Certain foreign securities may be less liquid (harder to
sell) and more volatile than many U.S. securities. This means the Fund may at
times be unable to sell foreign securities at favorable prices. In developing
markets, a previously established liquid securities market may become
illiquid (temporarily or for longer periods of time) due to economic or
political conditions.

DIVERSIFICATION The Fund is a non-diversified fund. It may invest a greater
portion of its assets in the securities of one issuer than a diversified
fund. The Fund may be more sensitive to economic, business, political or
other changes affecting similar issuers or securities, which may result in
greater fluctuation in the value of the Fund's shares. The Fund, however,
intends to meet certain tax diversification requirements.

SECTOR OR INDUSTRY FOCUS To the extent that the Fund has a significant
portion of its assets in the equity securities of one or more sectors or
industries at any time, the Fund will face a greater risk of loss due to
factors affecting a single sector or industry than if the Fund always
maintained wide diversity among the sectors and industries in which it
invests. For example, investments in telecommunication companies, which
currently present a significant portion of the companies available for
investment in Latin America, involves risks due to factors such as the rapid
pace of product change, technological developments and new competition.
Latin American telecommunication stocks have historically been volatile in
price and are particularly influenced by changes in the NASDAQ Composite
Index.

SMALLER COMPANIES Historically, smaller company securities have been more
volatile in price than larger company securities, especially over the short
term. Among the reasons for the greater price volatility are the less certain
growth prospects of smaller companies, the lower degree of liquidity in the
markets for such securities and the greater sensitivity of smaller companies
to changing economic conditions.

Smaller companies may lack depth of management, they may be unable to
generate funds necessary for growth or development or they may be developing
or marketing new products or services which quickly become obsolete or for
which markets are not yet established and may never become established.

Therefore, while smaller companies may offer greater opportunities for
capital growth than larger, more established companies, they also involve
greater risks and should be considered speculative. In many Latin American
markets, companies that are considered small by U.S. standards may
nevertheless be among the largest capitalized companies within such markets.

LIQUIDITY The Fund may invest up to 15% of its total assets in securities
with a limited trading market. Reduced liquidity may have an adverse impact
on market price and the Fund's ability to sell particular securities when
necessary to meet the Fund's liquidity needs or in response to a specific
economic event.

More detailed information about the Fund, its policies and risks can be found
in the Fund's Statement of Additional Information (SAI).

[Begin callout]
Mutual fund shares are not deposits or obligations of, or guaranteed or
endorsed by, any bank, and are not 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.
[End callout]

[Insert graphic of a bull and a bear] PERFORMANCE

This bar chart and table show the volatility of the Fund's returns, which is
one indicator of the risks of investing in the Fund. The bar chart shows
changes in the Fund's returns from year to year over the past 4 calendar
years. The table shows how the Fund's average annual total returns compare to
those of a broad-based securities market index. Of course, past performance
cannot predict or guarantee future results.

CLASS A ANNUAL TOTAL RETURNS1

[Insert bar graph]

11.65% 18.48% -42.70% 60.60%
96 97 98 99

YEAR

[Begin callout]
BEST QUARTER:
Q4'99 33.57%

WORST QUARTER:
Q3'98 -27.25%
[End callout]

AVERAGE ANNUAL TOTAL RETURNS
For the periods ended December 31, 1999

1 YEAR SINCE
INCEPTION
(5/8/95)
-----------------------------------------------------
Templeton Latin America Fund 51.45% 3.09%
- Class A2
IFCI Latin America Index3 61.82% 11.03%

SINCE
INCEPTION
1 YEAR (5/8/95)
Templeton Latin America Fund 57.13% 3.52%
- Class C2
IFCI Latin America Index3 61.82% 11.03%

1. Figures do not reflect sales charges. If they did, returns would be lower.
As of June 30, 2000, the Fund's year-to-date return was 1.93% for Class A.
2. Figures reflect sales charges.
All Fund performance assumes reinvestment of dividends and capital gains.
3. Source: Standard & Poor's Micropal (International Finance Corp.). The
unmanaged International Finance Corporation Investables (IFCI) Latin American
Index measures the type of returns foreign portfolio investors might receive
from investing in Latin America. It includes reinvested dividends. All IFC
indices are market capitalization weighted. One cannot invest directly in an
index, nor is an index representative of the Fund's portfolio.

[Insert graphic of percentage sign] FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)

CLASS A CLASS C
-----------------------------------------------------------
Maximum sales charge (load) as a
percentage of offering price 5.75% 1.99%
Load imposed on purchases 5.75% 1.00%
Maximum deferred sales charge None 1 0.99% 2
(load)

Please see "Choosing a Share Class" on page 16 for an explanation of how and
when these sales charges apply.

ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)

CLASS A CLASS C
-----------------------------------------------------------
Management fees3 1.25% 1.25%
Distribution and service
(12b-1) fees 0.34% 0.89%
Other expenses 1.27% 1.27%
----------------------
Total annual Fund operating 2.86% 3.41%
expenses3
----------------------

1. Except for investments of $1 million or more (see page 16) and purchases
by certain retirement plans without an initial sales charge.
2. This is equivalent to a charge of 1% based on net asset value.
3. For the fiscal year ended March 31, 2000, the manager and administrator
had agreed in advance to limit their respective fees so that total annual
Fund operating expenses do not exceed 2.35% for Class A and 3.00% for Class C
for the current fiscal year. With this reduction, management fees were 0.87%
and total annual Fund operating expenses were 2.33% for Class A and 1.99% for
Class C. After March 31, 2001, the manager and administrator may end this
arrangement at any time upon notice to the Fund's Board of Trustees.

EXAMPLE

This example can help you compare the cost of investing in the Fund with the
cost of investing in other mutual funds. It assumes:

o You invest $10,000 for the periods shown;
o Your investment has a 5% return each year; and
o The Fund's operating expenses remain the same.

Although your actual costs may be higher or lower, based on these assumptions
your costs would be:

1 YEAR 3 YEARS 5 YEARS 10 YEARS
----------------------------------------------------------------------
If you sell your shares at
the end of the period:
CLASS A $847 1 $1,410 $1,997 $3,577
CLASS C $539 $1,137 $1,856 $3,757
If you do not sell your
shares:
CLASS C $440 $1,137 $1,856 $3,757

1. Assumes a contingent deferred sales charge (CDSC) will not apply.

[Insert graphic of briefcase] MANAGEMENT

Templeton Investment Counsel, Inc. (Investment Counsel), 500 East Broward
Boulevard, Fort Lauderdale, Florida 33394-3091, is the Fund's investment
manager. Together, Investment Counsel and its affiliates manage over $222
billion in assets.

The Fund's lead portfolio manager is:

HEIDI S. ANDERSEN CFA, VICE PRESIDENT OF INVESTMENT COUNSEL
Ms. Andersen has been a manager of the Fund since March 1999. She joined
Franklin Templeton Investments in 1995.

The following individuals have secondary portfolio management
responsibilities:

MARK R. BEVERIDGE CFA, SENIOR VICE PRESIDENT OF INVESTMENT COUNSEL
Mr. Beveridge has been a manager of the Fund since 1997. He joined Franklin
Templeton Investments in 1985.

CINDY L. SWEETING, CFA, SENIOR Vice President of Investment Counsel
Ms. Sweeting has been a manager of the Fund since July 2000. She joined
Franklin Templeton Investments in 1997. Previously, she was the Vice
President of Investments with McDermott International Investments Co., Inc.
in Nassau, Bahamas.

The Fund pays Investment Counsel a fee for managing the Fund's assets. For
the fiscal year ended March 31, 2000, management fees, before any advance
waiver, were 1.25% of the Fund's average daily net assets. Under an agreement
by the manager to limit its fees, the Fund paid 0.87% of its average daily
net assets to the manager for its services. After March 31, 2001, the manager
may end this arrangement at any time upon notice to the Fund's Board of
Trustees.

[Insert graphic of dollar
signs and stacks of coins] DISTRIBUTIONS AND TAXES

INCOME AND CAPITAL GAIN DISTRIBUTIONS The Fund intends to pay a dividend at
least annually representing substantially all of its net investment income
and any net realized capital gains. The amount of this distribution will
vary and there is no guarantee the Fund will pay dividends.

To receive a distribution, you must be a shareholder on the record date. The
record dates for the Fund's distributions will vary. Please keep in mind
that if you invest in the Fund shortly before the record date of a
distribution, any distribution will lower the value of the Fund's shares by
the amount of the distribution, and you will receive some of your investment
back in the form of a taxable distribution. If you would like information on
upcoming record dates for the Fund's distributions, please call 1-800/DIAL
BEN(R).

TAX CONSIDERATIONS In general, the Fund's distributions are taxable to you
as either ordinary income or capital gains. This is true whether you reinvest
your distributions in additional Fund shares or receive them in cash. Any
capital gains the Fund distributes are taxable to you as long-term capital
gains no matter how long you have owned your shares.
[Begin callout]

Backup Withholding

By law, the Fund must withhold 31% of your taxable distributions and
redemption proceeds if you do not provide your correct social security or
taxpayer identification number and certify that you are not subject to backup
withholding, or if the IRS instructs the Fund to do so.
[End callout]

Every January, you will receive a statement that shows the tax status of
distributions you received for the previous year. Distributions declared in
December but paid in January are taxable as if they were paid in December.

When you sell your shares of the Fund, you may have a capital gain or loss.
For tax purposes, an exchange of your Fund shares for shares of a different
Franklin Templeton fund is the same as a sale.

Fund distributions and gains from the sale or exchange of your shares
generally will be subject to state and local taxes. Any foreign taxes the
Fund pays on its investments may be passed through to you as a foreign tax
credit. Non-U.S. investors may be subject to U.S. withholding and estate
tax. You should consult your tax advisor about the federal, state, local or
foreign tax consequences of your investment in the Fund.

[Insert graphic of a dollar bill] FINANCIAL HIGHLIGHTS

This table presents the Fund's financial performance since its inception.
This information has been audited by PricewaterhouseCoopers LLP for the
fiscal year ended March 31, 2000 and by other auditors for the fiscal years
before 2000.

CLASS A YEAR ENDED MARCH 31,
---------------------------------------------------------------------
2000 1 1999 1998 1997 1996 2
---------------------------------------------------------------------
PER SHARE DATA ($)
Net asset value, 8.11 12.72 12.34 10.53 10.00
beginning of year
-----------------------------------------
Net investment income .01 .20 .07 .06 .12
Net realized and 4.25 (4.57) .53 1.86 .51
unrealized
gains (losses)
-----------------------------------------
Total from investment 4.26 (4.37) .60 1.92 .63
operations
-----------------------------------------
Distributions from net (.01) (.18) (.07) (.08) (.10)
investment income
Distributions from net - (.06) (.15) (.03) -
realized gains
-----------------------------------------
Total distributions (.01) (.24) (.22) (.11) (.10)
-----------------------------------------
Net asset value, end of 12.36 8.11 12.72 12.34 10.53
year
-----------------------------------------

Total return (%)3 52.60 (34.37) 4.94 18.34 6.37

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year 23,816 13,228 28,714 18,923 5,150
($ x 1,000)
Ratios to average net
assets: (%)
Expenses 2.33 2.35 2.35 2.35 2.35 3
Expenses excluding 2.86 3.03 2.57 3.10 4.02 3
waiver and payments by
affiliate
Net investment income .14 2.07 .59 .50 1.71 3
Portfolio turnover rate (%) 81.10 48.34 45.82 3.72 -

CLASS C
---------------------------------------------------------------------

PER SHARE DATA ($)
Net asset value, 8.06 12.63 12.28 10.49 10.00
beginning of year
-----------------------------------------
Net investment income (.04) .12 - (.01) .08
(loss)
Net realized and 4.21 (4.51) .51 1.85 .48
unrealized
gains (losses)
-----------------------------------------
Total from investment 4.17 (4.39) .51 1.84 .56
operations
Dividends from net - (.12) (.01) (.02) (.07)
investment income
Distributions from net - (.06) (.15) (.03) -
realized gains
-----------------------------------------
Total distributions - (.18) (.16) (.05) (.07)
-----------------------------------------
Net asset value, end of 12.23 8.06 12.63 12.28 10.49
year
-----------------------------------------

Total return (%)3 51.76 (34.81) 4.23 17.62 5.67

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year 5,004 3,312 7,170 3,524 1,351
($ x 1,000)
Ratios to average net
assets: (%)
Expenses 2.88 3.00 3.00 3.00 3.00 4
Expenses excluding 3.41 3.68 3.22 3.84 4.67 4
waiver and payments by
affiliate
Net investment income (.44) 1.45 (.01) (.15) 1.14 4
(loss)
Portfolio turnover rate (%) 81.10 48.34 45.82 3.72 -

1. Based on average weighted shares outstanding.
2. For the period May 8, 1995 (commencement of operations) to March 31, 1996.
3. Total return does not include sales charges, and is not annualized.
4. Annualized .

YOUR ACCOUNT

[Insert graphic of pencil marking an "X"] CHOOSING A SHARE CLASS

Each class has its own sales charge and expense structure, allowing you to
choose the class that best meets your situation. Your investment
representative can help you decide.

CLASS A CLASS C
-------------------------------------------
o Initial sales o Initial sales
charge of 5.75% charge of 1%
or less

o Deferred sales o Deferred
charge of 1% on sales charge of
purchases of $1 1% on shares you
million or more sell within 18
sold within 12 months
months

o Lower annual o Higher annual
expenses than expenses than
Class C due to Class A due to
lower higher
distribution fees distribution
fees.

SALES CHARGES - CLASS A

THE SALES CHARGE
MAKES UP THIS % WHICH EQUALS THIS
WHEN YOU INVEST THIS AMOUNT OF THE OFFERING % OF YOUR NET
PRICE INVESTMENT
--------------------------------------------------------------------
Under $50,000 5.75 6.10
$50,000 but under $100,000 4.50 4.71
$100,000 but under $250,000 3.50 3.63
$250,000 but under $500,000 2.50 2.56
$500,000 but under $1 million 2.00 2.04

INVESTMENTS OF $1 MILLION OR MORE If you invest $1 million or more, either
as a lump sum or through our cumulative quantity discount or letter of intent
programs (see page 18), you can buy Class A shares without an initial sales
charge. However, there is a 1% contingent deferred sales charge (CDSC) on any
shares you sell within 12 months of purchase. The way we calculate the CDSC
is the same for each class (please see page 17).

DISTRIBUTION AND SERVICE (12B-1) FEES Class A has a distribution plan,
sometimes known as a Rule 12b-1 plan, that allows the Fund to pay
distribution fees of up to 0.35% per year to those who sell and distribute
Class A shares and provide other services to shareholders. Because these fees
are paid out of Class A's assets on an on-going basis, over time these fees
will increase the cost of your investment and may cost you more than paying
other types of sales charges.

SALES CHARGES - CLASS C

WE PLACE ANY INVESTMENT OF $1 MILLION OR MORE IN CLASS A SHARES, SINCE THERE
IS NO INITIAL SALES CHARGE AND CLASS A'S ANNUAL EXPENSES ARE LOWER.

CDSC There is a 1% contingent deferred sales charge (CDSC) on any Class C
shares you sell within 18 months of purchase. The way we calculate the CDSC
is the same for each class (please see below).

DISTRIBUTION AND SERVICE (12B-1) FEES Class C has a distribution plan,
sometimes known as a Rule 12b-1 plan, that allows the Fund to pay
distribution and other fees of up to 1% per year for the sale of Class C
shares and for services provided to shareholders. Because these fees are paid
out of Class C's assets on an on-going basis, over time these fees will
increase the cost of your investment and may cost you more than paying other
types of sales charges.

CONTINGENT DEFERRED SALES CHARGE (CDSC) - CLASS A & C

The CDSC for each class is based on the current value of the shares being
sold or their net asset value when purchased, whichever is less. There is no
CDSC on shares you acquire by reinvesting your dividends or capital gains
distributions.

[Begin callout]
The HOLDING PERIOD FOR THE CDSC begins on the day you buy your shares. Your
shares will age one month on that same date the next month and each following
month.

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.
[End callout]

To keep your CDSC as low as possible, each time you place a request to sell
shares we will first sell any shares in your account that are not subject to
a CDSC. If there are not enough of these to meet your request, we will sell
the shares in the order they were purchased. We will use this same method if
you exchange your shares into another Franklin Templeton fund (please see
page 23 for exchange information).

SALES CHARGE REDUCTIONS AND WAIVERS

If you qualify for any of the sales charge reductions or waivers below,
please let us know at the time you make your investment to help ensure you
receive the lower sales charge.

QUANTITY DISCOUNTS We offer several ways for you to combine your purchases
in Franklin Templeton funds to take advantage of the lower sales charges for
large purchases of Class A shares.

[Begin callout]
FRANKLIN TEMPLETON FUNDS include all of the U.S.
registered mutual funds of Franklin Templeton Investments, except Franklin
Templeton Variable Insurance Products Trust and Templeton Capital Accumulator
Fund, Inc.
[End callout]

o CUMULATIVE QUANTITY DISCOUNT - lets you combine all of your shares in the
Franklin Templeton funds for purposes of calculating the sales charge. You
also may combine the shares of your spouse, and your children or
grandchildren, if they are under the age of 21. Certain company and
retirement plan accounts also may be included.

o LETTER OF INTENT (LOI) - expresses your intent to buy a stated dollar
amount of shares over a 13-month period and lets you receive the same sales
charge as if all shares had been purchased at one time. We will reserve a
portion of your shares to cover any additional sales charge that may apply
if you do not buy the amount stated in your LOI.

TO SIGN UP FOR THESE PROGRAMS, COMPLETE THE APPROPRIATE SECTION OF YOUR
ACCOUNT APPLICATION.

REINSTATEMENT PRIVILEGE If you sell shares of a Franklin Templeton fund, you
may reinvest some or all of the proceeds within 365 days without an initial
sales charge. The proceeds must be reinvested within the same share class,
except proceeds from the sale of Class B shares will be reinvested in Class A
shares.

If you paid a CDSC when you sold your Class A or C shares, we will credit
your account with the amount of the CDSC paid but a new CDSC will apply. For
Class B shares reinvested in Class A, a new CDSC will not apply, although
your account will not be credited with the amount of any CDSC paid when you
sold your Class B shares.

Proceeds immediately placed in a Franklin Bank Certificate of Deposit (CD)
also may be reinvested without an initial sales charge if you reinvest them
within 365 days from the date the CD matures, including any rollover.

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

SALES CHARGE WAIVERS Class A shares may be purchased without an initial
sales charge or CDSC by various individuals, institutions and retirement
plans or by investors who reinvest certain distributions and proceeds within
365 days. Certain investors also may buy Class C shares without an initial
sales charge. The CDSC for each class may be waived for certain redemptions
and distributions. If you would like information about available sales charge
waivers, call your investment representative or call Shareholder Services at
1-800/632-2301. For information about retirement plans, you may call
Retirement Services at 1-800/527-2020. A list of available sales charge
waivers also may be found in the Statement of Additional Information (SAI).

GROUP INVESTMENT PROGRAM Allows established groups of 11 or more investors
to invest as a group. For sales charge purposes, the group's investments are
added together. There are certain other requirements and the group must have
a purpose other than buying Fund shares at a discount.

[Insert graphic of a paper with lines
and someone writing] BUYING SHARES

MINIMUM INVESTMENTS
------------------------------------------------------------------
INITIAL ADDITIONAL
------------------------------------------------------------------
Regular accounts $1,000 $50
------------------------------------------------------------------
Automatic investment plans $50 ($25 $50 ($25
for an for an
Education Education
IRA) IRA)
------------------------------------------------------------------
UGMA/UTMA accounts $100 $50
------------------------------------------------------------------
Retirement accounts no minimum no minimum
(other than IRAs, IRA rollovers,
Education IRAs or Roth IRAs)
------------------------------------------------------------------
IRAs, IRA rollovers, Education IRAs or
Roth IRAs $250 $50
------------------------------------------------------------------
Broker-dealer sponsored wrap account
programs $250 $50
------------------------------------------------------------------
Full-time employees, officers,
trustees and directors of Franklin
Templeton entities, and their
immediate family members $100 $50
------------------------------------------------------------------

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

ACCOUNT APPLICATION If you are opening a new account, please complete and
sign the enclosed account application. Make sure you indicate the share class
you have chosen. If you do not indicate a class, we will place your purchase
in Class A shares. To save time, you can sign up now for services you may
want on your account by completing the appropriate sections of the
application (see "Investor Services" on page 22). For example, if you would
like to link one of your bank accounts to your Fund account so that you may
use electronic fund transfers to and from your bank account to buy and sell
shares, please complete the bank information section of the application. We
will keep your bank information on file for future purchases and redemptions.

BUYING SHARES
----------------------------------------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
----------------------------------------------------------------------
[Insert graphic
of hands shaking]
Contact your investment Contact your investment
THROUGH YOUR representative representative
INVESTMENT
REPRESENTATIVE
----------------------------------------------------------------------
[Insert graphic If you have another Before requesting a
of phone] Franklin Templeton fund telephone purchase,
account with your bank please make sure we
BY PHONE account information on have your bank account
file, you may open a new information on file. If
(Up to $100,000 account by phone. we do not have this
per day) information, you will
To make a same day need to send written
1-800/632-2301 investment, please call instructions with your
us by 1:00 p.m. Pacific bank's name and
time or the close of the address, a voided check
New York Stock Exchange, or savings account
whichever is earlier. deposit slip, and a
signature guarantee if
the bank and Fund
accounts do not have at
least one common owner.

To make a same day
investment, please call
us by 1:00 p.m. Pacific
time or the close of
the New York Stock
Exchange, whichever is
earlier.
----------------------------------------------------------------------
Make your check payable Make your check payable
[Insert graphic to Templeton Latin to Templeton Latin
of envelope] America Fund. America Fund. Include
your account number on
BY MAIL Mail the check and your the check.
signed application to
Investor Services. Fill out the deposit
slip from your account
statement. If you do
not have a slip,
include a note with
your name, the Fund
name, and your account
number.

Mail the check and
deposit slip or note to
Investor Services.
----------------------------------------------------------------------
[Insert graphic Call to receive a wire Call to receive a wire
of three control number and wire control number and wire
lightning bolts] instructions. instructions.

Wire the funds and mail To make a same day wire
your signed application investment, please call
BY WIRE to Investor Services. us by 1:00 p.m. Pacific
Please include the wire time and make sure your
1-800/632-2301 control number or your wire arrives by 3:00
(or new account number on p.m.
1-650/312-2000 the application.
collect)
To make a same day wire
investment, please call
us by 1:00 p.m. Pacific
time and make sure your
wire arrives by 3:00
p.m.
----------------------------------------------------------------------
[Insert graphic Call Shareholder Call Shareholder
of two arrows Services at the number Services at the number
pointing in below, or send signed below or our automated
opposite written instructions. TeleFACTS system, or
directions] The TeleFACTS system send signed written
cannot be used to open a instructions.
BY EXCHANGE new account.

(Please see page 23 for (Please see page 23 for
TeleFACTS(R) information on information on
1-800/247-1753 exchanges.) exchanges.)
(around-the-clock
access)
----------------------------------------------------------------------

FRANKLIN TEMPLETON INVESTOR SERVICES P.O. BOX 33030,
ST. PETERSBURG, FL 33733-8030
CALL TOLL-FREE: 1-800/632-2301
(MONDAY THROUGH FRIDAY 5:30 A.M. TO 5:00 P.M., PACIFIC TIME
SATURDAY 6:30 A.M. TO 2:30 P.M., PACIFIC TIME)

[Insert graphic of person with a headset] INVESTOR SERVICES

AUTOMATIC INVESTMENT PLAN This plan offers a convenient way for you to
invest in the Fund by automatically transferring money from your checking or
savings account each month to buy shares. To sign up, complete the
appropriate section of your account application and mail it to Investor
Services. If you are opening a new account, please include the minimum
initial investment of $50 ($25 for an Education IRA) with your application.

AUTOMATIC PAYROLL DEDUCTION You may invest in the Fund automatically by
transferring money from your paycheck to the Fund by electronic funds
transfer. If you are interested, indicate on your application that you would
like to receive an Automatic Payroll Deduction Program kit.

DISTRIBUTION OPTIONS You may reinvest distributions you receive from the
Fund in an existing account in the same share class* of the Fund or another
Franklin Templeton fund. Initial sales charges and CDSCs will not apply if
you reinvest your distributions within 365 days. You can also have your
distributions deposited in a bank account, or mailed by check. Deposits to a
bank account may be made by electronic funds transfer.

[Begin callout]
For Franklin Templeton Bank & Trust retirement plans, special forms may be
needed to receive distributions in cash. Please call 1-800/527-2020 for
information.
[End callout]

Please indicate on your application the distribution option you have chosen,
otherwise we will reinvest your distributions in the same share class of the
Fund.

*Class C shareholders may reinvest their distributions in Class A shares of
any Franklin Templeton money fund.

RETIREMENT PLANS Franklin Templeton Investments offers a variety of
retirement plans for individuals and businesses. These plans require separate
applications and their policies and procedures may be different than those
described in this prospectus. For more information, including a free
retirement plan brochure or application, please call Retirement Services at
1-800/527-2020.

TELEFACTS(R) Our TeleFACTS system offers around-the-clock access to
information about your account or any Franklin Templeton fund. This service
is available from touch-tone phones at 1-800/247-1753. For a free TeleFACTS
brochure, call 1-800/DIAL BEN.

TELEPHONE PRIVILEGES You will automatically receive telephone privileges
when you open your account, allowing you and your investment representative
to buy, sell or exchange your shares and make certain other changes to your
account by phone.

For accounts with more than one registered owner, telephone privileges also
allow the Fund to accept written instructions signed by only one owner for
transactions and account changes that could otherwise be made by phone. For
all other transactions and changes, all registered owners must sign the
instructions. In addition, our telephone exchange privilege allows you to
exchange shares by phone from a fund account requiring two or more signatures
into an identically registered money fund account requiring only one
signature for all transactions. This type of telephone exchange is available
as long as you have telephone exchange privileges on your account.

As long as we take certain measures to verify telephone requests, we will not
be responsible for any losses that may occur from unauthorized requests. Of
course, you can decline telephone purchase, exchange or redemption privileges
on your account application.

EXCHANGE PRIVILEGE You can exchange shares between most Franklin Templeton
funds within the same class*, generally without paying any additional sales
charges. If you exchange shares held for less than six months, however, you
may be charged the difference between the initial sales charge of the two
funds if the difference is more than 0.25%. If you exchange shares from a
money fund, a sales charge may apply no matter how long you have held the
shares.

[Begin callout]
An EXCHANGE is really two transactions: a sale of one fund and the purchase
of another. In general, the same policies that apply to purchases and sales
apply to exchanges, including minimum investment amounts. Exchanges also have
the same tax consequences as ordinary sales and purchases.
[End callout]

Generally exchanges may only be made between identically registered accounts,
unless you send written instructions with a signature guarantee. Any CDSC
will continue to be calculated from the date of your initial investment and
will not be charged at the time of the exchange. The purchase price for
determining a CDSC on exchanged shares will be the price you paid for the
original shares. If you exchange shares subject to a CDSC into a Class A
money fund, the time your shares are held in the money fund will not count
towards the CDSC holding period.

Because excessive trading can hurt Fund performance, operations and
shareholders, the Fund, effective October 1, 2000, reserves the right to
revise or terminate the exchange privilege, limit the amount or number of
exchanges, reject any exchange, or restrict or refuse purchases if (i) the
Fund or its manager believes 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 (please see "Market Timers" on page
28).

*Class Z shareholders of Franklin Mutual Series Fund Inc. may exchange into
Class A without any sales charge.

SYSTEMATIC WITHDRAWAL PLAN This plan allows you to automatically sell your
shares and receive regular payments from your account. A CDSC may apply to
withdrawals that exceed certain amounts. Certain terms and minimums apply. To
sign up, complete the appropriate section of your application.

[Insert graphic of a certificate] SELLING SHARES

You can sell your shares at any time. Please keep in mind that a contingent
deferred sales charge (CDSC) may apply.

SELLING SHARES IN WRITING Generally, requests to sell $100,000 or less can be
made over the phone or with a simple letter. Sometimes, however, to protect
you and the Fund we will need written instructions signed by all registered
owners, with a signature guarantee for each owner, if:

[Begin callout]
A SIGNATURE GUARANTEE helps protect your account against fraud.
You can obtain a signature guarantee at most banks and securities dealers.

A notary public CANNOT provide a signature guarantee.
[End callout]

o you are selling more than $100,000 worth of shares
o you want your proceeds paid to someone who is not a registered owner
o you want to send your proceeds somewhere other than the address of
record, or preauthorized bank or brokerage firm account

We also may require a signature guarantee on instructions we receive from an
agent, not the registered owners, or when we believe it would protect the
Fund against potential claims based on the instructions received.

SELLING RECENTLY PURCHASED SHARES If you sell shares 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.

REDEMPTION PROCEEDS Your redemption check will be sent within seven days
after we receive your request in proper form. We are not able to receive or
pay out cash in the form of currency. Redemption proceeds may be delayed if
we have not yet received your signed account application.

RETIREMENT PLANS You may need to complete additional forms to sell shares in
a Franklin Templeton Bank & Trust retirement plan. For participants under age
591/2, tax penalties may apply. Call Retirement Services at 1-800/527-2020
for details.

SELLING SHARES
---------------------------------------------------------------
TO SELL SOME OR ALL OF YOUR SHARES
---------------------------------------------------------------
[Insert graphic of
hands shaking]
Contact your investment representative
THROUGH YOUR
INVESTMENT
REPRESENTATIVE
---------------------------------------------------------------
[Insert graphic of Send written instructions and endorsed
envelope] share certificates (if you hold share
certificates) to Investor Services.
BY MAIL Corporate, partnership or trust
accounts may need to send additional
documents.

Specify the fund, the account number
and the dollar value or number of
shares you wish to sell. Be sure to
include all necessary signatures and
any additional documents, as well as
signature guarantees if required.

A check will be mailed to the name(s)
and address on the account, or
otherwise according to your written
instructions.
---------------------------------------------------------------
[Insert graphic of As long as your transaction is for
phone] $100,000 or less, you do not hold share
certificates and you have not changed
BY PHONE your address by phone within the last
15 days, you can sell your shares by
1-800/632-2301 phone.

A check will be mailed to the name(s)
and address on the account. Written
instructions, with a signature
guarantee, are required to send the
check to another address or to make it
payable to another person.
---------------------------------------------------------------
[Insert graphic of You can call or write to have
three lightning redemption proceeds sent to a bank
bolts] account. See the policies above for
selling shares by mail or phone.

Before requesting to have redemption
proceeds sent to a bank account, please
BY ELECTRONIC FUNDS make sure we have your bank account
TRANSFER (ACH) information on file. If we do not have
this information, you will need to send
written instructions with your bank's
name and address, a voided check or
savings account deposit slip, and a
signature guarantee if the bank and
fund accounts do not have at least one
common owner.

If we receive your request in proper
form by 1:00 p.m. Pacific time,
proceeds sent by ACH generally will be
available within two to three business
days.
---------------------------------------------------------------
[Insert graphic of Obtain a current prospectus for the
two arrows pointing fund you are considering.
in opposite
directions] Call Shareholder Services at the number
below or our automated TeleFACTS
BY EXCHANGE system, or send signed written
instructions. See the policies above
TeleFACTS(R) for selling shares by mail or phone.
1-800/247-1753
(around-the-clock If you hold share certificates, you
access) will need to return them to the fund
before your exchange can be processed.
---------------------------------------------------------------

[Insert graphic of paper and pen] ACCOUNT POLICIES

CALCULATING SHARE PRICE The Fund calculates the net asset value per share
(NAV) each business day at the close of trading on the New York Stock
Exchange (normally 1:00 p.m. Pacific time). Each class's NAV is calculated by
dividing its net assets by the number of its shares outstanding.

[Begin callout]
When you buy shares, you pay the offering price. The offering price is the
NAV plus any applicable sales charge.

When you sell shares, you receive the NAV minus any applicable contingent
deferred sales charge (CDSC).
[End callout]

The Fund's assets are generally valued at their market value. If market
prices are unavailable, or if an event occurs after the close of the trading
market that materially affects the values, assets may be valued at their fair
value. If the Fund holds securities listed primarily on a foreign exchange
that trades on days when the Fund is not open for business, the value of your
shares may change on days that you cannot buy or sell shares.

Requests to buy and sell shares are processed at the NAV next calculated
after we receive your request in proper form.

ACCOUNTS WITH LOW BALANCES If the value of your account falls below $250
($50 for employee and UGMA/UTMA accounts) because you sell some of your
shares, we may mail you a notice asking you to bring the account back up to
its applicable minimum investment amount. If you choose not to do so within
30 days, we may close your account and mail the proceeds to the address of
record. You will not be charged a CDSC if your account is closed for this
reason.

STATEMENTS AND REPORTS You will receive quarterly account statements that
show all your account transactions during the quarter. You also will receive
written notification after each transaction affecting your account (except
for distributions and transactions made through automatic investment or
withdrawal programs, which will be reported on your quarterly statement). You
also will receive the Fund's financial reports every six months. To reduce
Fund expenses, we try to identify related shareholders in a household and
send only one copy of the financial reports. If you need additional copies,
please call 1-800/DIAL BEN.

If there is a dealer or other investment representative of record on your
account, he or she also will receive copies of all notifications and
statements and other information about your account directly from the Fund.

STREET OR NOMINEE ACCOUNTS You may transfer your shares from the street or
nominee name account of one dealer to another, as long as both dealers have
an agreement with Franklin Templeton Distributors, Inc. We will process the
transfer after we receive authorization in proper form from your delivering
securities dealer.

JOINT ACCOUNTS Unless you specify a different registration, accounts with
two or more owners are registered as "joint tenants with rights of
survivorship" (shown as "Jt Ten" on your account statement). To make any
ownership changes to a joint account, all owners must agree in writing,
regardless of the law in your state.

MARKET TIMERS The Fund may restrict or refuse exchanges by market timers.
You may be considered a Market Timer if you have (i) requested an exchange
out of any of the Franklin Templeton funds within two weeks of an earlier
exchange request out of any Fund, or (ii) exchanged shares out of any of the
Franklin Templeton funds more than twice within a rolling 90 day period, or
(iii) otherwise seem to follow a market timing pattern that may adversely
affect the Fund. Accounts under common ownership or control with an account
that is covered by (i), (ii), or (iii) are also subject to these limits.

Anyone, including the shareholder or the shareholder's agent, who is
considered to be a Market Timer by the Fund, its manager or shareholder
services agent, will be issued a written notice of their status and the
Fund's policies. Identified Market Timers will be required to register with
the market timing desk of Franklin Templeton Investor Services, Inc., and to
place all purchase and exchange trade requests through the desk.

ADDITIONAL POLICIES Please note that the Fund maintains additional policies
and reserves certain rights, including:

o The Fund may restrict or refuse any order to buy shares, including any
purchase under the exchange privilege.
o At any time, the Fund may change its investment minimums or waive or
lower its minimums for certain purchases.
o The Fund may modify or discontinue the exchange privilege on 60 days'
notice.
o In unusual circumstances, we may temporarily suspend redemptions, or
postpone the payment of proceeds, as allowed by federal securities laws.
o For redemptions over a certain amount, the Fund reserves the right, in
the case of an emergency, to make payments in securities or other assets of
the Fund, if the payment of cash proceeds by check, wire or electronic
funds transfer would be harmful to existing shareholders.
o To permit investors to obtain the current price, dealers are responsible
for transmitting all orders to the Fund promptly.

DEALER COMPENSATION Qualifying dealers who sell Fund shares may receive
sales commissions and other payments. These are paid by Franklin Templeton
Distributors, Inc. (Distributors) from sales charges, distribution and
service (12b-1) fees and its other resources.

CLASS A CLASS C
-------------------------------------------------------
COMMISSION (%) --- 2.00
Investment under $50,000 5.00 ---
$50,000 but under $100,000 3.75 ---
$100,000 but under $250,000 2.80 ---
$250,000 but under $500,000 2.00 ---
$500,000 but under $1 1.60 ---
million
$1 million or more up to 1.00 1 ---
12B-1 FEE TO DEALER 0.35 1.00 2

A dealer commission of up to 1% may be paid on Class A NAV purchases by
certain retirement plans1 and on Class C NAV purchases. A dealer commission
of up to 0.25% may be paid on Class A NAV purchases by certain trust
companies and bank trust departments, eligible governmental authorities, and
broker-dealers or others on behalf of clients participating in comprehensive
fee programs.

MARKET TIMERS. Please note that for Class A NAV purchases by market timers,
including purchases of $1 million or more, dealers are not eligible to
receive the dealer commission. Dealers, however, may be eligible to receive
the 12b-1 fee from the date of purchase.

1. During the first year after purchase, dealers may not be eligible to
receive the 12b-1 fee.
2. Dealers may be eligible to receive up to 0.25% during the first year after
purchase and may be eligible to receive the full 12b-1 fee starting in the
13th month.

[Insert graphic of question mark] QUESTIONS

If you have any questions about the Fund or your account, you can write to us
at P.O. Box 33030, St. Petersburg, FL 33733-8030. You also can call us at one
of the following numbers. For your protection and to help ensure we provide
you with quality service, all calls may be monitored or recorded.

HOURS (PACIFIC TIME,
DEPARTMENT NAME TELEPHONE NUMBER MONDAY THROUGH FRIDAY)
-----------------------------------------------------------------
Shareholder Services 1-800/632-2301 5:30 a.m. to 5:00 p.m.
6:30 a.m. to 2:30 p.m. (Saturday)
Fund Information 1-800/DIAL BEN 5:30 a.m. to 8:00 p.m.
(1-800/342-5236) 6:30 a.m. to 2:30 p.m. (Saturday)
Retirement Services 1-800/527-2020 5:30 a.m. to 5:00 p.m.
Advisor Services 1-800/524-4040 5:30 a.m. to 5:00 p.m.
Institutional 1-800/321-8563 6:00 a.m. to 5:00 p.m.
Services
TDD (hearing 1-800/851-0637 5:30 a.m. to 5:00 p.m.
impaired)

FOR MORE INFORMATION

You can learn more about the Fund in the following documents:

ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS

Includes a discussion of recent market conditions and Fund strategies,
financial statements, detailed performance information, portfolio holdings
and the auditor's report.

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Contains more information about the Fund, its investments and policies. It is
incorporated by reference (is legally a part of this prospectus).

For a free copy of the current annual/semiannual report or the SAI, please
contact your investment representative or call us at the number below.

FRANKLIN(R)TEMPLETON(R)
1-800/DIAL BEN(R) (1-800/342-5236)
TDD (Hearing Impaired) 1-800/851-0637
www.franklintempleton.com

You also can obtain information about the Fund by visiting the SEC's Public
Reference Room in Washington, D.C. (phone 1-202/942-8090) or the EDGAR
Database on the SEC's Internet site at http://www.sec.gov. You can obtain
copies of this information, after paying a duplicating fee, by writing to the
SEC's Public Reference Section, Washington, D.C. 20549-0102 or by electronic
request at the following E-mail address: [email protected].

Investment Company Act file #811-8226 418 P 08/00

PAGE

PART A
TEMPLETON LATIN AMERICA FUND
ADVISOR CLASS PROSPECTUS

PAGE

PROSPECTUS

Templeton Latin America Fund
Templeton Global Investment Trust

ADVISOR CLASS

INVESTMENT STRATEGY GLOBAL GROWTH

AUGUST 1, 2000

[Insert Franklin Templeton "Butterball" logo]

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.

CONTENTS

THE FUND

[Begin callout]
INFORMATION ABOUT THE FUND YOU SHOULD KNOW BEFORE INVESTING
[End callout]

2 Goal and Strategies

4 Main Risks

9 Performance

10 Fees and Expenses

11 Management

12 Distributions and Taxes

13 Financial Highlights

YOUR ACCOUNT

[Begin callout]
INFORMATION ABOUT QUALIFIED INVESTORS, ACCOUNT TRANSACTIONS AND SERVICES
[End callout]

14 Qualified Investors

16 Buying Shares

18 Investor Services

21 Selling Shares

23 Account Policies

25 Questions

FOR MORE INFORMATION

[Begin callout]
WHERE TO LEARN MORE ABOUT THE FUND
[End callout]

Back Cover

THE FUND

[Insert graphic of bullseye and arrows] GOAL AND STRATEGIES

GOAL The Fund's investment goal is long-term capital appreciation.

PRINCIPAL INVESTMENTS Under normal market conditions, the Fund will invest at
least 65% of its total assets in the equity securities of Latin American
companies.

[Begin callout]
The Fund invests primarily in equity securities of Latin America companies.
[End callout]

TEMPORARY INVESTMENTS When the manager believes market or economic conditions
are unfavorable for investors, the manager may invest up to 100% of the
Fund's assets in a temporary defensive manner or hold a substantial portion of
its assets in cash, cash equivalents or other high quality short-term
investments. Temporary defensive investments generally may include short-term
U.S. or foreign government securities, commercial paper, bank obligations,
repurchase agreements and other money market instruments. The manager also
may invest in these types of securities or hold cash while looking for
suitable investment opportunities or to maintain liquidity. In these
circumstances, the Fund may be unable to achieve its investment goal.

[Insert graphic of chart with line going up and down] MAIN RISKS

o Political and social uncertainty (for example, regional conflicts and risk
of war)

o Currency exchange rate volatility

o Pervasiveness of corruption and crime

o Delays in settling portfolio transactions

o Risk of loss arising out of systems of share registration and custody

o Less government supervision and regulation of business and industry
practices, stock exchanges, brokers and listed companies than in the U.S.

o Currency and capital controls

o Greater sensitivity to interest rate changes

ALL OF THESE FACTORS MAKE EMERGING MARKET EQUITY SECURITIES' PRICES GENERALLY
MORE VOLATILE THAN EQUITY SECURITIES OF COMPANIES IN DEVELOPED MARKETS, AND
INCREASE THE RISK OF LOSS TO THE FUND.

More detailed information about the Fund, its policies and risks can be found
in the fund's Statement of Additional Information (SAI).

[Insert graphic of a bull and a bear] PERFORMANCE

ADVISOR CLASS ANNUAL TOTAL RETURNS1

[Insert bar graph]

11.65% 19.03% -42.59 60.91%
96 97 98 99

YEAR

[Begin callout]
BEST QUARTER:
Q4 '99 33.72%

WORST QUARTER:
Q3 '98 -27.36%
[End callout]

AVERAGE ANNUAL TOTAL RETURNS
For the periods ended December 31, 1999
SINCE
1 YEAR INCEPTION
(5/8/95)
----------------------------------------------------------
Templeton Latin America Fund 60.91% 4.75%
-Advisor Class2
IFCI Latin America Index 3 61.82% 11.03%

1. As of June 30, 2000, the Fund's year-to-date return was 1.84%.
2. Performance figures reflect a "blended" figure combining the following
methods of calculation: (a) For periods before January 1, 1997, a restated
figure is used based on the Fund's Class A performance, excluding the effect
of Class A's maximum initial sales charge and including the effect of the
Class A distribution and service (12b-1) fees; and (b) for periods after
January 1, 1997, an actual Advisor Class figure is used reflecting a
deduction of all applicable charges and fees for that class. This blended
figure assumes reinvestment of dividends and capital gains.
3. Source: Standard & Poor's Micropal (International Finance Corp.). The
unmanaged International Finance Corporation Investables (IFCI) Latin American
Index measures the type of returns foreign portfolio investors might receive
from investing in Latin America. It includes reinvested dividends. All IFC
indices are market capitalization weighted. One cannot invest directly in an
index, nor is an index representative of the Fund's portfolio.

[Insert graphic of percentage sign] FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)

ADVISOR CLASS
--------------------------------------------------------------------
Maximum sales charge (load) imposed on None
purchases
Exchange fee 1 $5.00

ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)

ADVISOR CLASS
--------------------------------------------------------------------
Management fees 2 1.25%
Distribution and service (12b-1) fees None
Other expenses 1.27%
----------------------
Total annual Fund operating expenses 2 2.52%
----------------------

1. This fee is only for market timers (see page 24).
2. For the fiscal year ended March 31, 2000, the manager and administrator
had agreed in advance to limit their respective fees so that total annual
Fund operating expenses do not exceed 2.00% for the current fiscal year. With
this reduction, management fees were 0.87% and total annual Fund operating
expenses were 1.99%. After March 31, 2001, the manager and administrator may
end this arrangement at any time upon notice to the Fund's Board of Trustees.

EXAMPLE

This example can help you compare the cost of investing in the Fund with the
cost of investing in other mutual funds. It assumes:

o You invest $10,000 for the periods shown;
o Your investment has a 5% return each year;
o The Fund's operating expenses remain the same; and
o You sell your shares at the end of the periods shown.

Although your actual costs may be higher or lower, based on these assumptions
your costs would be:

1 YEAR 3 YEARS 5 YEARS 10 YEARS
---------------------------------------
$255 $785 $1,340 $2,856

[Insert graphic of briefcase] MANAGEMENT

The Fund's lead portfolio manager is:

HEIDI S. ANDERSEN CFA, VICE PRESIDENT OF INVESTMENT COUNSEL
Ms. Andersen has been a manager of the Fund since March 1999. She joined
Franklin Templeton Investments in 1995.

The following individuals have secondary portfolio management
responsibilities:

MARK R. BEVERIDGE CFA, SENIOR VICE PRESIDENT OF INVESTMENT COUNSEL
Mr. Beveridge has been a manager of the Fund since 1997. He joined the
Franklin Templeton Investments in 1985.

The Fund pays Investment Counsel a fee for managing the Fund's assets. For
the fiscal year ended March 31, 1999, management fees, before any advance
waiver, were 1.25% of the Fund's average daily net assets. Under an agreement
by the manager to limit its fees, the Fund paid 0.87% of its average daily
net assets to the manager for its services. After March 31, 2001, the manager
may end this arrangement at any time upon notice to the Fund's Board of
Trustees.

[Insert graphic of dollar
signs and stacks of coins] DISTRIBUTIONS AND TAXES

INCOME AND CAPITAL GAINS DISTRIBUTIONS The Fund intends to pay a dividend at
least annually representing substantially all of its net investment income
and any net realized capital gains. The amount of this distribution will vary
and there is no guarantee the Fund will pay dividends.

To receive a distribution, you must be a shareholder on the record date. The
record date for the Fund's distributions will vary. Please keep in mind that
if you invest in the Fund shortly before the record date of a distribution,
any distribution will lower the value of the Fund's shares by the amount of
the distribution and you will receive some of your investment back in the
form of a taxable distribution. If you would like information on upcoming
record dates for the Fund's distributions, please call 1-800/DIAL BEN(R).

[Begin callout]
BACKUP WITHHOLDING
By law, the Fund must withhold 31% of your taxable distributions and
redemption proceeds if you do not provide your correct social security or
taxpayer identification number and certify that you are not subject to backup
withholding, or if the IRS instructs the Fund to do so.
[End callout]

When you sell your shares of the Fund, you may have a capital gain or loss.
For tax purposes, an exchange of your Fund shares for shares of a different
Franklin Templeton fund is the same as a sale.

[Insert graphic of a dollar bill] FINANCIAL HIGHLIGHTS

This table presents the financial performance for Advisor Class for the past
four years. This information has been audited by PricewaterhouseCoopers LLP
for the fiscal year ended March 31, 2000 and by other auditors for the fiscal
years before 2000.

ADVISOR CLASS YEAR ENDED MARCH 31,
2000 1 1999 1998 1997 2
-------------------------------------------------------------
PER SHARE DATA ($)
Net asset value, 8.09 12.75 12.35 10.92
beginning of year
---------------------------------
Net investment income .12 .31 .07 .02
Net realized and 4.18 (4.69) .59 1.41
unrealized gains
(losses)
---------------------------------
Total from investment 4.30 (4.38) .66 1.43
operations
---------------------------------
Less distributions from:
Net investment income (.02) (.22) (.11) -
Net realized gains - (.06) (.15) -
Total distributions (.02) (.28) (.26) -
---------------------------------
Net asset value, end of 12.37 8.09 12.75 12.35
year
Total return (%)3 53.19 (34.37) 5.43 13.09
---------------------------------

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year ($ 19,645 116 139 71
x 1,000)
Ratios to average net
assets: (%)
Expenses 2.00 2.00 2.00 2.00 4
Expenses excluding 2.52 2.68 2.22 2.08 4
waiver and payments by
affiliate
Net investment income 1.01 2.46 .45 .82 4
Portfolio turnover rate (%) 81.10 48.34 45.82 3.72

1. Based on average weighted shares outstanding.
2. For the period January 2, 1997 (effective date) to March 31, 1997.
3. Total return is not annualized.
4. Annualized.

YOUR ACCOUNT

[Insert graphic of pencil marking an "X"] QUALIFIED INVESTORS

The following investors may qualify to buy Advisor Class shares of the Fund.

o Qualified registered investment advisors with clients invested in any
series of Franklin Mutual Series Fund Inc. on October 31, 1996, or who buy
through a broker-dealer or service agent who has an agreement with Franklin
Templeton Distributors, Inc. (Distributors). Minimum investments: $1,000
initial and $50 additional.

o Broker-dealers, registered investment advisors or certified financial
planners who have an agreement with Distributors for clients participating
in comprehensive fee programs. Minimum investments: $250,000 initial
($100,000 initial for an individual client) and $50 additional.

o Officers, trustees, directors and full-time employees of Franklin Templeton
Investments and their immediate family members. Minimum investments: $100
initial ($50 for accounts with an automatic investment plan) and $50
additional.

o Each series of the Franklin Templeton Fund Allocator Series. Minimum
investments: $1,000 initial and $1,000 additional.

[Begin callout]
FRANKLIN TEMPLETON FUNDS include all Franklin Templeton Investments U.S.
registered mutual funds, except Franklin Templeton Variable Insurance
Products Trust and Templeton Capital Accumulator Fund, Inc.
[End callout]

o Governments, municipalities, and tax-exempt entities that meet the
requirements for qualification under section 501 of the Internal Revenue
Code. Minimum investments: $1 million initial investment in Advisor Class
or Class Z shares of any Franklin Templeton fund and $50 additional.

o Accounts managed by Franklin Templeton Investments. Minimum investments: No
initial minimum and $50 additional.

o The Franklin Templeton Profit Sharing 401(k) Plan. Minimum investments: No
initial or additional minimums.

o Defined contribution plans such as employer stock, bonus, pension or profit
sharing plans that meet the requirements for qualification under section
401 of the Internal Revenue Code, including salary reduction plans
qualified under section 401(k) of the Internal Revenue Code, and that are
sponsored by an employer (i) with at least 10,000 employees, or (ii) with
retirement plan assets of $100 million or more. Minimum investments: No
initial or additional minimums.

o Trust companies and bank trust departments initially investing in Franklin
Templeton funds 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. Minimum investments: No initial or additional minimums.

o Individual investors. Minimum investments: $5 million initial and $50
additional. You may combine all of your shares in Franklin Templeton funds
for purposes of determining whether you meet the $5 million minimum, as
long as $1 million is in Advisor Class or Class Z shares of any Franklin
Templeton fund.

o Any other investor, including a private investment vehicle such as a family
trust or foundation, who is a member of an established group of 11 or more
investors. Minimum investments: $5 million initial and $50 additional. For
minimum investment purposes, the group's investments are added together.
The group may combine all of its shares in Franklin Templeton funds for
purposes of determining whether it meets the $5 million minimum, as long as
$1 million is in Advisor Class or Class Z shares of any Franklin Templeton
fund. There are certain other requirements and the group must have a
purpose other than buying Fund shares without a sales charge.

Please note that Advisor Class shares of the Fund generally are not available
to retirement plans through Franklin Templeton's ValuSelect(R) program.
Retirement plans in the ValuSelect program before January 1, 1998, however,
may invest in the Fund's Advisor Class shares.

[Insert graphic of a paper with lines and someone writing] BUYING SHARES

ACCOUNT APPLICATION If you are opening a new account, please complete and
sign the enclosed account application. To save time, you can sign up now for
services you may want on your account by completing the appropriate sections
of the application (see "Investor Services" on page 18). For example, if you
would like to link one of your bank accounts to your Fund account so that you
may use electronic fund transfers to and from your bank account to buy and
sell shares, please complete the bank information section of the application.
We will keep your bank information on file for future purchases and
redemptions.

BUYING SHARES
---------------------------------------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
---------------------------------------------------------------------
[Insert graphic
of hands
shaking] Contact your investment Contact your investment
representative representative
THROUGH YOUR
INVESTMENT
REPRESENTATIVE
---------------------------------------------------------------------
[Insert If you have another Before requesting a
graphic of Franklin Templeton fund telephone purchase,
phone] account with your bank please make sure we have
account information on your bank account
BY PHONE file, you may open a new information on file. If
account by phone. we do not have this
(Up to $100,000 information, you will
per day) To make a same day need to send written
1-800/632-2301 investment, please call instructions with your
us by 1:00 p.m. Pacific bank's name and address,
time or the close of the a voided check or
New York Stock Exchange, savings account deposit
whichever is earlier. slip, and a signature
guarantee if the bank
and Fund accounts do not
have at least one common
owner.

To make a same day
investment, please call
us by 1:00 p.m. Pacific
time or the close of the
New York Stock Exchange,
whichever is earlier.

---------------------------------------------------------------------
Make your check payable Make your check payable
[Insert graphic to Templeton Latin to Templeton Latin
of envelope] America Fund. America Fund. Include
your account number on
BY MAIL Mail the check and your the check.
signed application to
Investor Services. Fill out the deposit
slip from your account
statement. If you do not
have a slip, include a
note with your name, the
Fund name, and your
account number.

Mail the check and
deposit slip or note to
Investor Services.
---------------------------------------------------------------------
Insert graphic Call to receive a wire Call to receive a wire
of three control number and wire control number and wire
lightning bolts instructions. instructions.

Wire the funds and mail To make a same day wire
your signed application investment, please call
BY WIRE to Investor Services. us by 1:00 p.m. Pacific
Please include the wire time and make sure your
1-800/632-2301 control number or your wire arrives by 3:00
(or new account number on p.m.
1-650/312-2000 the application.
collect)
To make a same day wire
investment, please call
us by 1:00 p.m. Pacific
time and make sure your
wire arrives by 3:00
p.m.
---------------------------------------------------------------------
[Insert graphic Call Shareholder Call Shareholder
of two arrows Services at the number Services at the number
pointing in below, or send signed below, or send signed
opposite written instructions. written instructions.
directions] (Please see page 19 for (Please see page 19 for
information on information on
BY EXCHANGE exchanges.) exchanges.)

---------------------------------------------------------------------

[Insert graphic of person with a headset] INVESTOR SERVICES

AUTOMATIC INVESTMENT PLAN This plan offers a convenient way for you to
invest in the Fund by automatically transferring money from your checking or
savings account each month to buy shares. To sign up, complete the
appropriate section of your account application and mail it to Investor
Services. If you are opening a new account, please include your minimum
initial investment with your application.

DISTRIBUTION OPTIONS You may reinvest distributions you receive from the
Fund in an existing account in the same share class of the Fund or in Advisor
Class or Class A shares of another Franklin Templeton fund. To reinvest your
distributions in Advisor Class shares of another Franklin Templeton fund, you
must qualify to buy that fund's Advisor Class shares. For distributions
reinvested in Class A shares of another Franklin Templeton fund, initial
sales charges and contingent deferred sales charges (CDSCs) will not apply if
you reinvest your distributions within 365 days. You can also have your
distributions deposited in a bank account, or mailed by check. Deposits to a
bank account may be made by electronic funds transfer.

[Begin callout]
For Franklin Templeton Bank & Trust retirement plans, special forms may be
needed to receive distributions in cash. Please call 1-800/527-2020 for
information.
[End callout]

Please indicate on your application the distribution option you have chosen,
otherwise we will reinvest your distributions in the same share class of the
Fund.

EXCHANGE PRIVILEGE You can exchange shares between most Franklin Templeton
funds within the same class. You also may exchange your Advisor Class shares
for Class A shares of a fund that does not currently offer an Advisor Class
(without any sales charge)* or for Class Z shares of Franklin Mutual Series
Fund Inc.

If you do not qualify to buy Advisor Class shares of Templeton Developing
Markets Trust or Templeton Foreign Fund, you also may exchange your shares
for Class A shares of those funds (without any sales charge)* or for shares
of Templeton Institutional Funds, Inc.

Generally exchanges may only be made between identically registered accounts,
unless you send written instructions with a signature guarantee.

*If you exchange into Class A shares and you later decide you would like to
exchange into a fund that offers an Advisor Class, you may exchange your
Class A shares for Advisor Class shares if you otherwise qualify to buy the
fund's Advisor Class shares.

SYSTEMATIC WITHDRAWAL PLAN This plan allows you to automatically sell your
shares and receive regular payments from your account. Certain terms and
minimums apply. To sign up, complete the appropriate section of your
application.

[Insert graphic of a certificate] SELLING SHARES

You can sell your shares at any time.

[Begin callout]
A SIGNATURE GUARANTEE helps protect your account against fraud.
You can obtain a signature guarantee at most banks and securities dealers.

A notary public CANNOT provide a signature guarantee.
[End callout]

SELLING SHARES
----------------------------------------------------------
TO SELL SOME OR ALL OF YOUR SHARES
----------------------------------------------------------
[Insert graphic
of hands
shaking] Contact your investment representative

THROUGH YOUR
INVESTMENT
REPRESENTATIVE
----------------------------------------------------------
[Insert Send written instructions and endorsed
graphic of share certificates (if you hold share
envelope] certificates) to Investor Services.
Corporate, partnership or trust
BY MAIL accounts may need to send additional
documents.

A check will be mailed to the name(s)
and address on the account, or
otherwise according to your written
instructions.
----------------------------------------------------------
[Insert graphic As long as your transaction is for
of phone] $100,000 or less, you do not hold share
certificates and you have not changed
BY PHONE your address by phone within the last
15 days, you can sell your shares by
1-800/632-2301 phone.

A check will be mailed to the name(s)
and address on the account. Written
instructions, with a signature
guarantee, are required to send the
check to another address or to make it
payable to another person.
----------------------------------------------------------
[Insert You can call or write to have
graphic of redemption proceeds sent to a bank
three lightning account. See the policies above for
bolts] selling shares by mail or phone.

Before requesting to have redemption
proceeds sent to a bank account, please
make sure we have your bank account
BY ELECTRONIC information on file. If we do not have
FUNDS TRANSFER this information, you will need to send
(ACH) written instructions with your bank's
name and address, a voided check or
savings account deposit slip, and a
signature guarantee if the ownership of
the bank and fund accounts do not have
at least one common owner.

[Insert graphic Obtain a current prospectus for the
of two arrows fund you are considering.
pointing in
opposite Call Shareholder Services at the number
directions] below, or send signed written
instructions. See the policies above
BY EXCHANGE for selling shares by mail or phone.

If you hold share certificates, you
will need to return them to the fund
before your exchange can be processed.
----------------------------------------------------------

FRANKLIN TEMPLETON INVESTOR SERVICES
P.O. BOX 33030,
ST. PETERSBURG, FL 33733-8030
CALL TOLL-FREE: 1-800/632-2301
(MONDAY THROUGH FRIDAY 5:30 A.M. TO 5:00 P.M., PACIFIC TIME
SATURDAY 6:30 A.M. TO 2:30 P.M., PACIFIC TIME)

[Insert graphic of paper and pen] ACCOUNT POLICIES

CALCULATING SHARE PRICE The Fund calculates the net asset value per share
(NAV) each business day at the close of trading on the New York Stock
Exchange (normally 1:00 p.m. Pacific time). The NAV for Advisor Class is
calculated by dividing its net assets by the number of its shares
outstanding.

The Fund's assets are generally valued at their market value. If market
prices are unavailable, or if an event occurs after the close of the trading
market that materially affects the values, assets may be valued at their fair
value.If the Fund holds securities listed primarily on a foreign exchange
that trades on days when the Fund is not open for business, the value of your
shares may change on days that you cannot buy or sell shares.

Requests to buy and sell shares are processed at the NAV next calculated
after we receive your request in proper form.

ACCOUNTS WITH LOW BALANCES If the value of your account falls below $250
($50 for employee accounts) because you sell some of your shares, we may mail
you a notice asking you to bring the account back up to its applicable
minimum investment amount. If you choose not to do so within 30 days, we may
close your account and mail the proceeds to the address of record.

ADDITIONAL POLICIES Please note that the Fund maintains additional policies
and reserves certain rights, including:

o The Fund may restrict or refuse any order to buy shares, including any
purchase under the exchange privilege.
o At any time, the Fund may change its investment minimums or waive or
lower its minimums for certain purchases.
o The Fund may modify or discontinue the exchange privilege on 60 days'
notice.
o You may only buy shares of a fund eligible for sale in your state or
jurisdiction.
o In unusual circumstances, we may temporarily suspend redemptions, or
postpone the payment of proceeds, as allowed by federal securities laws.
o For redemptions over a certain amount, the Fund reserves the right, in
the case of an emergency, to make payments in securities or other assets of
the Fund, if the payment of cash proceeds by check, wire or electronic
funds transfer would be harmful to existing shareholders.
o To permit investors to obtain the current price, dealers are responsible
for transmitting all orders to the Fund promptly.

DEALER COMPENSATION Qualifying dealers who sell Advisor Class shares may
receive up to 0.25% of the amount invested. This amount is paid by Franklin
Templeton Distributors, Inc. from its own resources.

[Insert graphic of question mark] QUESTIONS

HOURS (PACIFIC TIME, MONDAY
DEPARTMENT NAME TELEPHONE NUMBER THROUGH FRIDAY)
----------------------------------------------------------------------
Shareholder Services 1-800/632-2301 5:30 a.m. to 5:00 p.m.
6:30 a.m. to 2:30 p.m. (Saturday)
Fund Information 1-800/DIAL BEN 5:30 a.m. to 8:00 p.m.
(1-800/342-5236) 6:30 a.m. to 2:30 p.m. (Saturday)
Retirement Services 1-800/527-2020 5:30 a.m. to 5:00 p.m.
Advisor Services 1-800/524-4040 5:30 a.m. to 5:00 p.m.
Institutional 1-800/321-8563 6:00 a.m. to 5:00 p.m.
Services
TDD (hearing 1-800/851-0637 5:30 a.m. to 5:00 p.m.
impaired)

FOR MORE INFORMATION

You can learn more about the Fund in the following documents:

ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS

Includes a discussion of recent market conditions and Fund strategies,
financial statements, detailed performance information, portfolio holdings
and the auditor's report.

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Contains more information about the Fund, its investments and policies. It is
incorporated by reference (is legally a part of this prospectus).

For a free copy of the current annual/semiannual report or the SAI, please
contact your investment representative or call us at the number below.

FRANKLIN(R)TEMPLETON(R)
1-800/DIAL BEN(R) (1-800/342-5236)
TDD (Hearing Impaired) 1-800/851-0637
www.franklintempleton.com

Investment Company Act file # 811-8226 418 PA 08/00

PAGE

PART A
TEMPLETON INTERNATIONAL FUND
CLASS A & C PROSPECTUS

PAGE

Prospectus

Templeton International Fund
Templeton Global Investment Trust

CLASS A & C

INVESTMENT STRATEGY

GLOBAL GROWTH

AUGUST 1, 2000

[Insert Franklin Templeton Ben Head]

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.

CONTENTS

THE FUND

[Begin callout]
INFORMATION ABOUT THE FUND YOU SHOULD KNOW BEFORE INVESTING
[End callout]

2 Goal and Strategies

3 Main Risks

6 Performance

8 Fees and Expenses

9 Management

10 Distributions and Taxes

11 Financial Highlights

YOUR ACCOUNT

[Begin callout]
INFORMATION ABOUT SALES CHARGES, ACCOUNT TRANSACTIONS AND SERVICES
[End callout]

12 Choosing a Share Class

15 Buying Shares

18 Investor Services

21 Selling Shares

23 Account Policies

26 Questions

FOR MORE INFORMATION

[Begin callout]
WHERE TO LEARN MORE ABOUT THE FUND
[End callout]

Back Cover

THE FUND

[Insert graphic of bullseye and arrows] GOAL AND STRATEGIES
-------------------------------------------------------------------------------

GOAL The Fund's investment goal is long-term capital appreciation.

MAIN INVESTMENT STRATEGIES Under normal market conditions, the Fund invests at
least 75% of its total assets in the equity securities of companies located in
any developed country outside the U.S. The manager will consider for investment
companies located in the following areas: Western Europe, Australia, Canada, New
Zealand, Hong Kong, Japan and Singapore. At least 65% of the Fund's total assets
will be invested in issuers located in at least three countries.

[Begin callout]
The Fund invests primarily in a portfolio of equity securities of companies
located in any foreign developed country.
[End callout]

An equity security, or stock, represents a proportionate share of the ownership
of a company; its value is based on the success of the company's business, any
income paid to stockholders, the value of its assets, and general market
conditions. Common stocks and preferred stocks are examples of equity
securities. The Fund also invests in American, European, and Global Depositary
Receipts, which are certificates typically issued by a bank or trust company
that give their holders the right to receive securities issued by a foreign or
domestic company. The Fund may invest a portion of its assets in smaller
companies.

When choosing equity investments for this Fund, the manager applies a "bottom
up", value-oriented, long-term approach, focusing on the market price of a
company's securities relative to the manager's evaluation of the company's
long-term earnings, asset value and cash flow potential. The manager also
considers a company's price/earning ratio, profit margins and liquidation value.

TEMPORARY INVESTMENTS When the manager believes market or economic conditions
are unfavorable for investors, the manager may invest up to 100% of the Fund's
assets in a temporary defensive manner or hold a substantial portion of its
assets in cash, cash equivalents or other high quality short-term investments.
Temporary defensive investments generally may include short-term U.S. or foreign
government securities, commercial paper, bank obligations, repurchase agreements
and other money market instruments. The manager also may invest in these types
of securities or hold cash while looking for suitable investment opportunities
or to maintain liquidity. In these circumstances, the Fund may be unable to
achieve its investment goal.

[Insert graphic of chart with line going up and down] MAIN RISKS
-------------------------------------------------------------------------------
[Begin callout]
Because the securities the Fund holds fluctuate in price, the value of your
investment in the Fund will go up and down. This means you could lose money over
short or even extended periods.
[End callout]

STOCKS In many foreign markets, stocks have historically outperformed other
asset classes over the long term (over the shorter term they tend to go up and
down more dramatically). These price movements may result from factors affecting
individual companies, industries or the securities market as a whole. Value
stocks are considered "cheap" relative to the company's perceived value. They
may not increase in value, as anticipated by the manager, if other investors
fail to recognize the company's value and bid up the price or in markets
favoring faster-growing companies.

FOREIGN SECURITIES Investing in foreign securities, including depositary
receipts, typically involves more risks than investing in U.S. securities. These
risks can increase the potential for losses in the Fund and affect it share
price.

CURRENCY EXCHANGE RATES. Foreign securities may be issued and traded in foreign
currencies. As a result, their values may be affected by changes in exchange
rates between foreign currencies and the U.S. dollar, as well as between
currencies of countries other than the U.S. For example, if the value of the
U.S. dollar goes up compared to a foreign currency, an investment traded in that
foreign currency will go down in value because it will be worth less U.S.
dollars. The impact of the euro, a relatively new currency adopted by certain
European countries to replace their national currencies, is unclear at this
time.

POLITICAL AND ECONOMIC DEVELOPMENTS. The growing inter-connectivity of global
economies and financial markets has increased the possibility that conditions in
one country or region might adversely impact the issuers of securities in a
different country or region. In particular, a slow down in the U.S. economy
could lead to a decrease in the demand for products or services of foreign
companies held by the Fund.

The political, economic and social structures of some foreign countries may be
less stable and more volatile than those in the U.S. Investments in these
countries may be subject to the risks of internal and external conflicts,
currency devaluations, foreign ownership limitations and tax increases. It is
possible that a government may take over the assets or operations of a company
or impose restrictions on the exchange or export of currency or other assets.
Some countries also may have different legal systems that may make it difficult
for the Fund to vote proxies, exercise shareholder rights, and pursue legal
remedies with respect to its foreign investments.

TRADING PRACTICES. Brokerage commissions and other fees generally are higher for
foreign securities. Government supervision and regulation of foreign stock
exchanges, currency markets, trading systems and brokers may be less than in the
U.S. The procedures and rules governing foreign transactions and custody
(holding of the Fund's assets) also may involve delays in payment, delivery or
recovery of money or investments.

AVAILABILITY OF INFORMATION. Foreign companies may not be subject to the same
disclosure, accounting, auditing and financial reporting standards and practices
as U.S. companies. Thus, there may be less information publicly available about
foreign companies than about most U.S. companies.

GEOGRAPHIC CONCENTRATION. Since the Fund may invest a significant portion of its
assets in particular regions of the world, including Western Europe, it may be
more sensitive to economic, business, political or other changes affecting
issuers or securities in the region, which may result in greater fluctuation in
the value of the Fund's shares. European countries that are members of the
European Union will be affected by the transition from a system of multiple
currencies to a unified monetary system, including the absence of exchange rate
flexibility and the acceptance of restrictions on economic sovereignty.

SMALLER COMPANIES Smaller companies may offer substantial opportunities for
capital growth, but they also involve substantial risks and should be considered
speculative. Historically, smaller company securities have been more volatile in
price than larger company securities, especially over the short term. Among the
reasons for the greater price volatility are the less certain growth prospects
of smaller companies, the lower degree of liquidity in the markets for such
securities, and the greater sensitivity of smaller companies to changing
economic conditions.

Smaller companies also may lack depth of management, be unable to generate funds
necessary for growth or development, or be developing or marketing new products
or services which markets are not yet established and may never become
established. Increases in interest rates also may have a negative effect on
smaller companies because these companies may find it more difficult to obtain
credit to expand, or may have more difficulty meeting interest payments.

LIQUIDITY The Fund may invest up to 15% of its total assets in securities with a
limited trading market. Some securities which are liquid when purchased, may
subsequently become illiquid due to market conditions affecting a company or
industry. Reduced liquidity may have an adverse impact on market price and the
Fund's ability to sell particular securities when necessary to meet the Fund's
liquidity needs or in response to a specific economic event.

More detailed information about the Fund, its policies and risks can be found in
the Fund's Statement of Additional Information (SAI).

[Begin callout]
Mutual fund shares are not deposits or obligations of, or guaranteed or endorsed
by, any bank, and are not 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.
[End callout]

[Insert graphic of bull and bear] PERFORMANCE
-------------------------------------------------------------------------------

This bar chart and table show the volatility of the Fund's returns, which is one
indicator of the risks of investing in the Fund. The bar chart shows changes in
the Fund's returns from year to year over the past 4 calendar years. The table
shows how the Fund's average annual total returns compare to those of a
broad-based securities market index. Of course, past performance cannot predict
or guarantee future results.

CLASS A ANNUAL TOTAL RETURNS/1/

[Insert bar graph]

21.41% 15.64% 5.55% 23.18%
-------------------------------------------------
96 97 98 99
YEAR

[Begin callout]
BEST
QUARTER:
Q1 '98
17.27%

WORST
QUARTER:
Q3 '98
-18.03%
[End callout]

AVERAGE ANNUAL TOTAL RETURNS

For the periods ended December 31, 1999

SINCE
INCEPTION
1 YEAR (5/8/95)
--------------------------------------------------------------------------
Templeton International Fund - Class A/2/ 16.06% 12.01%
MSCI Europe Index/3/ 16.23% 21.83%
MSCI EAFE Index/4/ 27.30% 12.90%

SINCE
INCEPTION
1 YEAR (5/8/95)
--------------------------------------------------------------------------
Templeton International Fund - Class C/2/ 20.33% 12.46%
MSCI Europe Index/3/ 16.23% 21.83%
MSCI EAFE Index/4/ 27.30% 12.90%

1. Figures do not reflect sales charges. If they did, returns would be lower. As
of June 30, 2000, the Fund's year-to-date return was -5.64% for Class A.

2. Figures reflect sales charges.
All Fund performance assumes reinvestment of dividends and capital gains.

3. Source: Standard & Poor's Micropal (MSCI(R)). The unmanaged Morgan Stanley
Capital International (MSCI) Europe Index measures the performance of securities
of approximately 600 companies with market capitalization of approximately $2
billion located in 15 European countries. It includes reinvested dividends. One
cannot invest directly in an index, nor is an index representative of the Fund's
portfolio.

4. Source: Standard & Poor's Micropal. The unmanaged Morgan Stanley Capital
International (MSCI) Europe Australasia Far East (EAFE(R)) Index tracks the
performance of approximately 1000 securities in 20 countries. It includes
reinvested dividends. One cannot invest directly in an index, nor is an index
representative of the Fund's portfolio.

[Insert graphic of percentage sign] FEES AND EXPENSES
-------------------------------------------------------------------------------

This table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)

CLASS A CLASS C
-------------------------------------------------------------------------------
Maximum sales charge (load) as a percentage of
offering price 5.75% 1.99%
Load imposed on purchases 5.75% 1.00%
Maximum deferred sales charge (load) None/1/ 0.99%/2/

Please see "Choosing a Share Class" on page 12 for an explanation of how and
when these sales charges apply.

ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)

CLASS A CLASS C
------------------------------------------------------------------------------
Management fees 0.75% 0.75%
Distribution and service (12b-1) fees 0.35% 0.98%
Other expenses 0.76% 0.76%
----------------------
Total annual Fund operating expenses 1.86% 2.49%
=======================

1. Except for investments of $1 million or more (see page 12) and purchases by
certain retirement plans without an initial sales charge.

2. This is equivalent to a charge of 1% based on net asset value.

EXAMPLE

This example can help you compare the cost of investing in the Fund with the
cost of investing in other mutual funds. It assumes:

o You invest $10,000 for the periods shown;

o Your investment has a 5% return each year; and

o The Fund's operating expenses remain the same.

Although your actual costs may be higher or lower, based on these assumptions
your costs would be:

1 YEAR 3 YEARS 5 YEARS 10 YEARS
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
If you sell your shares at the end of the period:
CLASS A $753/1/ $1,126 $1,523 $2,629
CLASS C $449 $868 $1,412 $2,898

If you do not sell your shares:
CLASS C $350 $868 $1,412 $2,898
</TABLE>

1. Assumes a contingent deferred sales charge (CDSC) will not apply.

[Insert graphic of briefcase] MANAGEMENT
-------------------------------------------------------------------------------

Templeton Global Advisors Limited (Global Advisors), P.O. Box N-7759, Lyford
Cay, Nassau, Bahamas, is the Fund's investment manager. Together, Global
Advisors and its affiliates manage over $222 billion in assets.

The Fund's lead portfolio manager is:

MARK G. HOLOWESKO CFA, PRESIDENT OF GLOBAL ADVISORS

Mr. Holowesko has been a manager of the Fund since 1996. He joined Franklin
Templeton Investments in 1985.

The following individuals have secondary portfolio management responsibilities:

JEFFREY A. EVERETT CFA, EXECUTIVE VICE PRESIDENT OF GLOBAL ADVISORS

Mr. Everett has been a manager of the Fund since 1996. He joined Franklin
Templeton Investments in 1989.

RICHARD SEAN FARRINGTON CFA, SENIOR VICE PRESIDENT OF GLOBAL ADVISORS

Mr. Farrington has been a manager of the Fund since 1996. He joined Franklin
Templeton Investments in 1991.

The Fund pays Global Advisors a fee for managing the Fund's assets. For the
fiscal year ended March 31, 2000, the Fund paid 0.75% of its average daily net
assets to the manager for its services.

[Insert graphic of dollar signs and stacks of coins] DISTRIBUTIONS AND TAXES
-------------------------------------------------------------------------------

INCOME AND CAPITAL GAIN DISTRIBUTIONS The Fund intends to pay a dividend at
least annually representing substantially all of its net investment income and
any net realized capital gains. The amount of this distribution will vary and
there is no guarantee the Fund will pay dividends.

To receive a distribution, you must be a shareholder on the record date. The
record dates for the Fund's distributions will vary. Please keep in mind that if
you invest in the Fund shortly before the record date of a distribution, any
distribution will lower the value of the Fund's shares by the amount of the
distribution, and you will receive some of your investment back in the form of a
taxable distribution. If you would like information on upcoming record dates for
the Fund's distributions, please call 1-800/DIAL BEN(R).

TAX CONSIDERATIONS In general, the Fund's distributions are taxable to you as
either ordinary income or capital gains. This is true whether you reinvest your
distributions in additional Fund shares or receive them in cash. Any capital
gains the Fund distributes are taxable to you as long-term capital gains no
matter how long you have owned your shares.

[Begin callout]
BACKUP WITHHOLDING
By law, the Fund must withhold 31% of your taxable distributions and redemption
proceeds if you do not provide your correct social security or taxpayer
identification number and certify that you are not subject to backup
withholding, or if the IRS instructs the Fund to do so.
[End callout]

When you sell your shares of the Fund, you may have a capital gain or loss. For
tax purposes, an exchange of your Fund shares for shares of a different Franklin
Templeton fund is the same as a sale.

Fund distributions and gains from the sale or exchange of your shares generally
will be subject to state and local taxes. Any foreign taxes the Fund pays on its
investments may be passed through to you as a foreign tax credit. Non-U.S.
investors may be subject to U.S. withholding and estate tax. You should consult
your tax advisor about the federal, state, local or foreign tax consequences of
your investment in the Fund.

[Insert graphic of dollar bill] FINANCIAL HIGHLIGHTS
-------------------------------------------------------------------------------

This table presents the Fund's financial performance for the past five years.
This information has been audited by PricewaterhouseCoopers LLP for the fiscal
year ended March 31, 2000, and by other auditors for the fiscal years before
2000.

CLASS A YEAR ENDED MARCH 31,
-----------------------------------------------------------------------------------------------
2000/1/ 1999 1998 1997 1996/2/
<S> <C> <C> <C> <C> <C>
-----------------------------------------------------------------------------------------------
Per share data ($)
Net asset value, beginning of year 12.61 14.26 12.35 10.39 10.00
----------------------------------------- -----------
Net investment income .27 .21 .23 .14 2.08
Net realized and unrealized gains .94 (1.24) 2.99 2.09 .31
(losses)
Total from investment operations 1.21 (1.03) 3.22 2.23 .39
----------------------------------------- -----------
Distributions from net investment (.29) (.22) (.23) (.13) -
income
Distributions from net realized gains (.62) (.40) (1.08) (.14) -
----------------------------------------- ------------
Total distributions (.91) (.62) (1.31) (.27) -
----------------------------------------- -----------
Net asset value, end of year 12.91 12.61 14.26 12.35 10.39
=====================================================
Total return (%)/3/ 9.61 (7.12) 28.25 21.70 3.90
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year ($ x 1,000) 40,201 39,509 19,455 9,268 4,308
Ratios to average net assets: (%)
Expenses 1.86 1.73 1.85 1.85 1.85/4/
Expenses excluding waiver and payments 1.86 1.73 2.41 2.63 3.56/4/
by affiliate
Net investment income 2.03 1.91 2.04 1.72 1.39/4/
Portfolio turnover rate (%) 61.73 38.57 27.59 30.58 9.86

CLASS C
PER SHARE DATA ($)
Net asset value, beginning of year 12.49 14.16 12.27 10.32 10.00
----------------------------------------- ------------
Net investment income .18 .11 .12 .11 .07
Net realized and unrealized gains .95 (1.22) 3.01 2.02 .25
(losses) ------------------------------------------------------
Total from investment operations 1.13 (1.11) 3.13 2.13 .32
----------------------------------------- ------------
Distributions from net investment (.22) (.16) (.16) (.04) -
income
Distributions from net realized gains (.62) (.40) (1.08) (.14) -
---------------------------------------- -------------
Total distributions (.84) (.56) (1.24) (.18) -
----------------------------------------- ------------
Net asset value, end of year 12.78 12.49 14.16 12.27 10.32
======================================================
Total return (%)/3/ 8.99 (7.73) 27.55 20.83 3.20
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year ($ x 1,000) 14,051 14,222 5,929 2,424 1,431
Ratios to average net assets: (%)
Expenses 2.49 2.37 2.50 2.50 2.50/4/
Expenses excluding waiver and payments 2.49 2.37 3.05 3.29 4.21/4/
by affiliate
Net investment income 1.34 1.26 1.31 11.45 1.06/4/
Portfolio turnover rate (%) 61.73 38.57 27.59 30.58 9.86
</TABLE>

1. Based on average weighted shares outstanding.

2. For the period May 8, 1995 (commencement of operations) to March 31, 1996.

3. Total return does not include sales charges, and is not annualized.

4. Annualized.

YOUR ACCOUNT

[Insert graphic of pencil marking an X] CHOOSING A SHARE CLASS
-------------------------------------------------------------------------------
Each class has its own sales charge and expense structure, allowing you to
choose the class that best meets your situation. Your investment representative
can help you decide.

CLASS A CLASS C
--------------------------------------------------------------------------------

o Initial sales charge of 5.75% or less o Initial sales charge of 1%

o Deferred sales charge of 1% on o Deferred sales charge of 1%
purchases of $1 million or more sold within on shares you sell within
12 months 18 months

o Lower annual expenses than Class C due o Higher annual expenses than
to lower distribution fees Class A due to higher
distribution fees.

SALES CHARGES - CLASS A

THE SALES CHARGE
MAKES UP THIS % WHICH EQUALS THIS %
WHEN YOU INVEST THIS AMOUNT OF THE OFFERING PRICE OF YOUR NET INVESTMENT
-------------------------------------------------------------------------------------
<S> <C> <C>
Under $50,000 5.75 6.10
$50,000 but under $100,000 4.50 4.71
$100,000 but under $250,000 3.50 3.63
$250,000 but under $500,000 2.50 2.56
$500,000 but under $1 million 2.00 2.04
</TABLE>

INVESTMENTS OF $1 MILLION OR MORE If you invest $1 million or more, either as a
lump sum or through our cumulative quantity discount or letter of intent
programs (see page 14), you can buy Class A shares without an initial sales
charge. However, there is a 1% contingent deferred sales charge (CDSC) on any
shares you sell within 12 months of purchase. The way we calculate the CDSC is
the same for each class (please see page 13).

DISTRIBUTION AND SERVICE (12B-1) FEES Class A has a distribution plan, sometimes
known as a Rule 12b-1 plan, that allows the Fund to pay distribution fees of up
to 0.35% per year to those who sell and distribute Class A shares and provide
other services to shareholders. Because these fees are paid out of Class A's
assets on an on-going basis, over time these fees will increase the cost of your
investment and may cost you more than paying other types of sales charges.

SALES CHARGES - CLASS C

We place any investment of $1 million or more in Class A shares, since there is
no initial sales charge and Class A's annual expenses are lower.

CDSC There is a 1% contingent deferred sales charge (CDSC) on any Class C shares
you sell within 18 months of purchase. The way we calculate the CDSC is the same
for each class (please see below).

DISTRIBUTION AND SERVICE (12B-1) FEES Class C has a distribution plan, sometimes
known as a Rule 12b-1 plan, that allows the Fund to pay distribution and other
fees of up to 1% per year for the sale of Class C shares and for services
provided to shareholders. Because these fees are paid out of Class C's assets on
an on-going basis, over time these fees will increase the cost of your
investment and may cost you more than paying other types of sales charges.

CONTINGENT DEFERRED SALES CHARGE (CDSC) - CLASS A & C

The CDSC for each class is based on the current value of the shares being sold
or their net asset value when purchased, whichever is less. There is no CDSC on
shares you acquire by reinvesting your dividends or capital gains distributions.

[Begin callout]
The HOLDING PERIOD FOR THE CDSC begins on the day you buy your shares. Your
shares will age one month on that same date the next month and each following
month.

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.
[End callout]

To keep your CDSC as low as possible, each time you place a request to sell
shares we will first sell any shares in your account that are not subject to a
CDSC. If there are not enough of these to meet your request, we will sell the
shares in the order they were purchased. We will use this same method if you
exchange your shares into another Franklin Templeton fund (please see page 19
for exchange information).

SALES CHARGE REDUCTIONS AND WAIVERS

If you qualify for any of the sales charge reductions or waivers below, please
let us know at the time you make your investment to help ensure you receive the
lower sales charge.

QUANTITY DISCOUNTS We offer several ways for you to combine your purchases in
Franklin Templeton funds to take advantage of the lower sales charges for large
purchases of Class A shares.

[Begin callout]
FRANKLIN TEMPLETON FUNDS include all of the U.S. registered mutual funds of
Franklin Templeton Investments, except Franklin Templeton Variable Insurance
Products Trust and Templeton Capital Accumulator Fund, Inc.
[End callout]

o CUMULATIVE QUANTITY DISCOUNT lets you combine all of your shares in Franklin
Templeton funds for purposes of calculating the sales charge. You also may
combine the shares of your spouse, and your children or grandchildren, if they
are under the age of 21. Certain company and retirement plan accounts also may
be included.

o LETTER OF INTENT (LOI) expresses your intent to buy a stated dollar amount of
shares over a 13-month period and lets you receive the same sales charge as if
all shares had been purchased at one time. We will reserve a portion of your
shares to cover any additional sales charge that may apply if you do not buy the
amount stated in your LOI.

TO SIGN UP FOR THESE PROGRAMS, COMPLETE THE APPROPRIATE SECTION OF YOUR ACCOUNT
APPLICATION.

REINSTATEMENT PRIVILEGE If you sell shares of a Franklin Templeton fund, you may
reinvest some or all of the proceeds within 365 days without an initial sales
charge. The proceeds must be reinvested within the same share class, except
proceeds from the sale of Class B shares will be reinvested in Class A shares.

If you paid a CDSC when you sold your Class A or C shares, we will credit your
account with the amount of the CDSC paid but a new CDSC will apply. For Class B
shares reinvested in Class A, a new CDSC will not apply, although your account
will not be credited with the amount of any CDSC paid when you sold your Class B
shares.

Proceeds immediately placed in a Franklin Bank Certificate of Deposit (CD) also
may be reinvested without an initial sales charge if you reinvest them within
365 days from the date the CD matures, including any rollover.

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

SALES CHARGE WAIVERS Class A shares may be purchased without an initial sales
charge or CDSC by various individuals institutions and retirement plans or by
investors who reinvest certain distributions and proceeds within 365 days.
Certain investors also may buy Class C shares without an initial sales charge.
The CDSC for each class may be waived for certain redemptions and distributions.
If you would like information about available sales charge waivers, call your
investment representative or call Shareholder Services at 1-800/632-2301. For
information about retirement plans, you may call Retirement Services at
1-800/527-2020. A list of available sales charge waivers also may be found in
the Statement of Additional Information (SAI).

GROUP INVESTMENT PROGRAM Allows established groups of 11 or more investors to
invest as a group. For sales charge purposes, the group's investments are added
together. There are certain other requirements and the group must have a purpose
other than buying Fund shares at a discount.

[Insert graphic of paper with lines and someone writing] BUYING SHARES
-------------------------------------------------------------------------------

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

Regular accounts $1,000 $50

Automatic investment plans $50 ($25 for an $50 ($25 for an
Education IRA) Education IRA)
UGMA/UTMA accounts $100 $50

Retirement accounts no minimum no minimum

(other than IRAs, IRA rollovers, Education
IRAs or Roth IRAs)
IRAs, IRA rollovers, Education IRAs or Roth IRAs $250 $50

Broker-dealer sponsored wrap account programs $250 $50

Full-time employees, officers, trustees and $100 $50
directors of Franklin Templeton entities, and
their immediate family members
</TABLE>

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

ACCOUNT APPLICATION If you are opening a new account, please complete and sign
the enclosed account application. Make sure you indicate the share class you
have chosen. If you do not indicate a class, we will place your purchase in
Class A shares. To save time, you can sign up now for services you may want on
your account by completing the appropriate sections of the application (see
"Investor Services" on page 18). For example, if you would like to link one of
your bank accounts to your Fund account so that you may use electronic fund
transfers to and from your bank account to buy and sell shares, please complete
the bank information section of the application. We will keep your bank
information on file for future purchases and redemptions.

BUYING SHARES
---------------------------------- ----------------------------------------------- --------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
---------------------------------- ----------------------------------------------- --------------------------------------
<S> <C> <C>
[Insert graphic of hands shaking] Contact your investment representative Contact your investment
THROUGH YOUR INVESTMENT representative
REPRESENTATIVE
---------------------------------- ----------------------------------------------- --------------------------------------
[Insert graphic of phone] If you have another Franklin Templeton fund Before requesting a telephone
BY PHONE account with your bank account information on purchase, please make sure we have
(Up to $100,000 file, you may open a new account by phone. your bank account information on
per day) file. If we do not have this
1-800/632-2301 To make a same day investment, please call us information, you will need to send
by 1:00 p.m. Pacific time or the close of the written instructions with your
New York Stock Exchange, whichever is earlier. bank's name and address, a voided
check or savings account deposit slip,
and a signature guarantee if the bank
and Fund accounts do not have at least
one common owner.

Mail the check and your signed application to
Investor Services. Fill out the deposit slip from your
account statement. If you do not
have a slip, include a note with
your name, the Fund name, and your
account number.

Mail the check and deposti slip or note
to Investor Services.
---------------------------------- ----------------------------------------------- --------------------------------------
[Insert graphic of three Call to receive a wire control number and Call to receive a wire control
lightning bolts] wire instructions. number and wire instructions.

BY WIRE
1-800/632-2301 Wire the funds and mail your signed To make a same day wire investment,
(or 1-650/312-2000 collect) application to Investor Services. Please please call us by 1:00 p.m. Pacific
include the wire control number or your new time and make sure your wire arrives
account number on the application. by 3:00 p.m.

To make a same day wire investment, please
call us by 1:00 p.m. Pacific time and make
sure your wire arrives by 3:00 p.m.
---------------------------------- ----------------------------------------------- --------------------------------------
[Insert graphic of two arrows Call Shareholder Services at the number Call Shareholder Services at the
pointing in opposite directions] below, or send signed written instructions. number below or our automated
BY EXCHANGE The TeleFACTS system cannot be used to open a TeleFACTS system, or send signed
TeleFACTS(R) new account. written instructions.

1-800/247-1753
(around-the-clock access) (Please see page 19 for information on (Please see page 19 for information
exchanges.) on exchanges.)
---------------------------------- ----------------------------------------------- --------------------------------------
</TABLE>

Franklin Templeton Investor Services P.O. Box 33030,
St. Petersburg, FL 33733-8030
Call toll-free: 1-800/632-2301
(Monday through Friday 5:30 a.m. to 5:00 p.m., Pacific time
Saturday 6:30 a.m. to 2:30 p.m., Pacific time)

[Insert graphic of person with handset] INVESTOR SERVICES
-------------------------------------------------------------------------------

AUTOMATIC INVESTMENT PLAN This plan offers a convenient way for you to invest in
the Fund by automatically transferring money from your checking or savings
account each month to buy shares. To sign up, complete the appropriate section
of your account application and mail it to Investor Services. If you are opening
a new account, please include the minimum initial investment of $50 ($25 for an
Education IRA) with your application.

AUTOMATIC PAYROLL DEDUCTION You may invest in the Fund automatically by
transferring money from your paycheck to the Fund by electronic funds transfer.
If you are interested, indicate on your application that you would like to
receive an Automatic Payroll Deduction Program kit.

DISTRIBUTION OPTIONS You may reinvest distributions you receive from the Fund in
an existing account in the same share class* of the Fund or another Franklin
Templeton fund. Initial sales charges and CDSCs will not apply if you reinvest
your distributions within 365 days. You can also have your distributions
deposited in a bank account, or mailed by check. Deposits to a bank account may
be made by electronic funds transfer.

[Begin callout]
For Franklin Templeton Bank & Trust retirement plans, special forms may be
needed to receive distributions in cash. Please call 1-800/527-2020 for
information.
[End callout]

Please indicate on your application the distribution option you have chosen,
otherwise we will reinvest your distributions in the same share class of the
Fund.

*Class C shareholders may reinvest their distributions in Class A shares of any
Franklin Templeton money fund.

RETIREMENT PLANS Franklin Templeton Investments offers a variety of retirement
plans for individuals and businesses. These plans require separate applications
and their policies and procedures may be different than those described in this
prospectus. For more information, including a free retirement plan brochure or
application, please call Retirement Services at 1-800/527-2020.

TELEFACTS(R) Our TeleFACTS system offers around-the-clock access to information
about your account or any Franklin Templeton fund. This service is available
from touch-tone phones at 1-800/247-1753. For a free TeleFACTS brochure, call
1-800/DIAL BEN.

TELEPHONE PRIVILEGES You will automatically receive telephone privileges when
you open your account, allowing you and your investment representative to buy,
sell or exchange your shares and make certain other changes to your account by
phone.

For accounts with more than one registered owner, telephone privileges also
allow the Fund to accept written instructions signed by only one owner for
transactions and account changes that could otherwise be made by phone. For all
other transactions and changes, all registered owners must sign the
instructions. In addition, our telephone exchange privilege allows you to
exchange shares by phone from a fund account requiring two or more signatures
into an identically registered money fund account requiring only one signature
for all transactions. This type of telephone exchange is available as long as
you have telephone exchange privileges on your account.

As long as we take certain measures to verify telephone requests, we will not be
responsible for any losses that may occur from unauthorized requests. Of course,
you can decline telephone purchase, exchange or redemption privileges on your
account application.

EXCHANGE PRIVILEGE You can exchange shares between most Franklin Templeton funds
within the same class*, generally without paying any additional sales charges.
If you exchange shares held for less than six months, however, you may be
charged the difference between the initial sales charge of the two funds if the
difference is more than 0.25%. If you exchange shares from a money fund, a sales
charge may apply no matter how long you have held the shares.

*Class Z shareholders of Franklin Mutual Series Fund Inc. may exchange into
Class A without any sales charge.

[Begin callout]
An EXCHANGE is really two transactions: a sale of one fund and the purchase of
another. In general, the same policies that apply to purchases and sales apply
to exchanges, including minimum investment amounts. Exchanges also have the same
tax consequences as ordinary sales and purchases.
[End callout]

Generally exchanges may only be made between identically registered accounts,
unless you send written instructions with a signature guarantee. Any CDSC will
continue to be calculated from the date of your initial investment and will not
be charged at the time of the exchange. The purchase price for determining a
CDSC on exchanged shares will be the price you paid for the original shares. If
you exchange shares subject to a CDSC into a Class A money fund, the time your
shares are held in the money fund will not count towards the CDSC holding
period.

Because excessive trading can hurt Fund performance, operations and
shareholders, the Fund, effective October 1, 2000, reserves the right to revise
or terminate the exchange privilege, limit the amount or number of exchanges,
reject any exchange, or restrict or refuse purchases if (i) the Fund or its
manager believes 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 (please see "Market Timers" on page 24).

[Insert graphic of certificate] SELLING SHARES
------------------------------------------------------------------------------

You can sell your shares at any time. Please keep in mind that a contingent
deferred sales charge (CDSC) may apply.

SELLING SHARES IN WRITING Generally, requests to sell $100,000 or less can be
made over the phone or with a simple letter. Sometimes, however, to protect you
and the Fund we will need written instructions signed by all registered owners,
with a signature guarantee for each owner, if:

[Begin callout]
A SIGNATURE GUARANTEE helps protect your account against fraud. You can obtain a
signature guarantee at most banks and securities dealers.

A notary public CANNOT provide a signature guarantee.
[End callout]

o you are selling more than $100,000 worth of shares

o you want your proceeds paid to someone who is not a registered owner

o you want to send your proceeds somewhere other than the address of record, or
preauthorized bank or brokerage firm account

We also may require a signature guarantee on instructions we receive from an
agent, not the registered owners, or when we believe it would protect the Fund
against potential claims based on the instructions received.

SELLING RECENTLY PURCHASED SHARES If you sell shares 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.

REDEMPTION PROCEEDS Your redemption check will be sent within seven days after
we receive your request in proper form. We are not able to receive or pay out
cash in the form of currency. Redemption proceeds may be delayed if we have not
yet received your signed account application.

RETIREMENT PLANS You may need to complete additional forms to sell shares in a
Franklin Templeton Bank & Trust retirement plan. For participants under age
59 1/2, tax penalties may apply. Call Retirement Services at 1-800/527-2020 for
details.

SELLING SHARES
------------------------------------ ------------------------------------------
TO SELL SOME OR ALL OF YOUR SHARES
------------------------------------ ------------------------------------------
[Insert graphic of hands shaking] Contact your investment representative
THROUGH YOUR INVESTMENT
REPRESENTATIVE
------------------------------------ ------------------------------------------
[Insert graphic of envelope] Send written instructions and endorsed
BY MAIL share certificates (if you hold share
certificates) to Investor Services.
Corporate, partnership or trust accounts
may need to send additional documents.

Specify the fund, the account number and
the dollar value or number of shares you
wish to sell. Be sure to include all
necessary signatures and any additional
documents, as well as signature guarantees
if required.

A check will be mailed to the name(s) and
address on the account, or otherwise
according to your written instructions.
------------------------------------ ------------------------------------------
[Insert graphic of phone] As long as your transaction is for $100,000
BY PHONE or less, you do not hold share certificates
1-800/632-2301 and you have not changed your address by
phone within the last 15 days, you can sell
your shares by phone.

A check will be mailed to the name(s) and
address on the account. Written
instructions, with a signature guarantee,
are required to send the check to another
address or to make it payable to another
person.
------------------------------------ ------------------------------------------
[Insert graphic of three You can call or write to have redemption
lightning bolts] proceeds sent to a bank account. See the
BY ELECTRONIC FUNDS policies above for selling shares by mail
TRANSFER (ACH) or phone.

Before requesting to have redemption
proceeds sent to a bank account, please
make sure we have your bank account
information on file. If we do not have this
information, you will need to send written
instructions with your bank's name and
address, a voided check or savings account
deposit slip, and a signature guarantee if
the bank and Fund accounts do not have at
least one common owner.

BY EXCHANGE Call Shareholder Services at the number
below or our automated TeleFACTS system, or
TeleFACTS(R) send signed written instructions. See the
1-800/247-1753 policies above for selling shares by mail
(around-the-clock access) or phone.

If you hold share certificates, you will
need to return them to the fund before
your exchange can be processed.
------------------------------------ ------------------------------------------

[Insert graphic of paper and pen] ACCOUNT POLICIES
-------------------------------------------------------------------------------

CALCULATING SHARE PRICE The Fund calculates the net asset value per share (NAV)
each business day at the close of trading on the New York Stock Exchange
(normally 1:00 p.m. Pacific time). Each class's NAV is calculated by dividing
its net assets by the number of its shares outstanding.

[Begin callout]
When you buy shares, you pay the offering price. The offering price is the NAV
plus any applicable sales charge.

When you sell shares, you receive the NAV minus any applicable contingent
deferred sales charge (CDSC).
[End callout]

The Fund's assets are generally valued at their market value. If market prices
are unavailable, or if an event occurs after the close of the trading market
that materially affects the values, assets may be valued at their fair value. If
the Fund holds securities listed primarily on a foreign exchange that trades on
days when the Fund is not open for business, the value of your shares may change
on days that you cannot buy or sell shares.

Requests to buy and sell shares are processed at the NAV next calculated after
we receive your request in proper form.

ACCOUNTS WITH LOW BALANCES If the value of your account falls below $250 ($50
for employee and UGMA/UTMA accounts) because you sell some of your shares, we
may mail you a notice asking you to bring the account back up to its applicable
minimum investment amount. If you choose not to do so within 30 days, we may
close your account and mail the proceeds to the address of record. You will not
be charged a CDSC if your account is closed for this reason.

STATEMENTS AND REPORTS You will receive quarterly account statements that show
all your account transactions during the quarter. You also will receive written
notification after each transaction affecting your account (except for
distributions and transactions made through automatic investment or withdrawal
programs, which will be reported on your quarterly statement). You also will
receive the Fund's financial reports every six months. To reduce Fund expenses,
we try to identify related shareholders in a household and send only one copy of
the financial reports. If you need additional copies, please call 1-800/DIAL
BEN.

If there is a dealer or other investment representative of record on your
account, he or she also will receive copies of all notifications and statements
and other information about your account directly from the Fund.

STREET OR NOMINEE ACCOUNTS You may transfer your shares from the street or
nominee name account of one dealer to another, as long as both dealers have an
agreement with Franklin Templeton Distributors, Inc. We will process the
transfer after we receive authorization in proper form from your delivering
securities dealer.

JOINT ACCOUNTS Unless you specify a different registration, accounts with two or
more owners are registered as "joint tenants with rights of survivorship" (shown
as "Jt Ten" on your account statement). To make any ownership changes to a joint
account, all owners must agree in writing, regardless of the law in your state.

MARKET TIMERS The Fund may restrict or refuse purchases or exchanges by Market
Timers. You may be considered a Market Timer if you have (i) requested an
exchange out of any of the Franklin Templeton funds within two weeks of an
earlier exchange request out of any fund, or (ii) exchanged shares out of any of
the Franklin Templeton funds more than twice within a rolling 90 day period, or
(iii) otherwise seem to follow a market timing pattern that may adversely affect
the Fund. Accounts under common ownership or control with an account that is
covered by (i), (ii), or (iii) are also subject to these limits.

Anyone, including the shareholder or the shareholder's agent, who is considered
to be a Market Timer by the Fund, its manager or shareholder services agent,
will be issued a written notice of their status and the Fund's policies.
Identified Market Timers will be required to register with the market timing
desk of Franklin Templeton Investor Services, Inc., and to place all purchase
and exchange trade requests through the desk. Some funds do not allow
investments by Market Timers.

ADDITIONAL POLICIES Please note that the Fund maintains additional policies and
reserves certain rights, including:

o The Fund may restrict or refuse any order to buy shares, including any
purchase under the exchange privilege.

o At any time, the Fund may change its investment minimums or waive or lower its
minimums for certain purchases.

o The Fund may modify or discontinue the exchange privilege on 60 days' notice.

o In unusual circumstances, we may temporarily suspend redemptions, or postpone
the payment of proceeds, as allowed by federal securities laws.

o For redemptions over a certain amount, the Fund reserves the right, in the
case of an emergency, to make payments in securities or other assets of the
Fund, if the payment of cash proceeds by check, wire or electronic funds
transfer would be harmful to existing shareholders.

o To permit investors to obtain the current price, dealers are responsible for
transmitting all orders to the Fund promptly.

DEALER COMPENSATION Qualifying dealers who sell Fund shares may receive sales
commissions and other payments. These are paid by Franklin Templeton
Distributors, Inc. (Distributors) from sales charges, distribution and service
(12b-1) fees and its other resources.

CLASS A CLASS C
----------------------------------------------------------------------------
COMMISSION (%) - 2.00
Investment under $50,000 5.00 -
$50,000 but under $100,000 3.75 -
$100,000 but under $250,000 2.80 -
$250,000 but under $500,000 2.00 -
$500,000 but under $1 million 1.60 -
$1 million or more up to 1.00/1/ -
12B-1 FEE TO DEALER 0.35 1.00/2/

A dealer commission of up to 1% may be paid on Class A NAV purchases by certain
retirement plans/1/ and on Class C NAV purchases. A dealer commission of up to
0.25% may be paid on Class A NAV purchases by certain trust companies and bank
trust departments, eligible governmental authorities, and broker-dealers or
others on behalf of clients participating in comprehensive fee programs.

MARKET TIMERS. Please note that for Class A NAV purchases by market timers,
including purchases of $1 million or more, dealers are not eligible to receive
the dealer commission. Dealers, however, may be eligible to receive the 12b-1
fee from the date of purchase.

1. During the first year after purchase, dealers may not be eligible to receive
the 12b-1 fee.

2. Dealers may be eligible to receive up to 0.25% during the first year after
purchase and may be eligible to receive the full 12b-1 fee starting in the 13th
month.

[Insert graphic of question mark] QUESTIONS
-------------------------------------------------------------------------------

If you have any questions about the Fund or your account, you can write to us at
P.O. Box 33030, St. Petersburg, FL 33733-8030. You also can call us at one of
the following numbers. For your protection and to help ensure we provide you
with quality service, all calls may be monitored or recorded.

HOURS (PACIFIC TIME,
DEPARTMENT NAME TELEPHONE NUMBER MONDAY THROUGH FRIDAY)
-------------------------------------------------------------------------------
Shareholder Services 1-800/632-2301 5:30 a.m. to 5:00 p.m.
6:30 a.m. to 2:30 p.m. (Saturday)

Fund Information 1-800/DIAL BEN 5:30 a.m. to 8:00 p.m.
(1-800/342-5236) 6:30 a.m. to 2:30 p.m. (Saturday)

Retirement Services 1-800/527-2020 5:30 a.m. to 5:00 p.m.

Advisor Services 1-800/524-4040 5:30 a.m. to 5:00 p.m.

Institutional Services 1-800/321-8563 6:00 a.m. to 5:00 p.m.

TDD (hearing impaired) 1-800/851-0637 5:30 a.m. to 5:00 p.m.

FOR MORE INFORMATION

You can learn more about the Fund in the following documents:

ANNUAL/SEMIANNUAL REPORT TO SHAREHOLDERS

Includes a discussion of recent market conditions and Fund strategies, financial
statements, detailed performance information, portfolio holdings and the
auditor's report.

STATEMENT OF ADDITIONAL INFORMATION (SAI)

Contains more information about the Fund, its investments and policies. It is
incorporated by reference (is legally a part of this prospectus).

For a free copy of the current annual/semiannual report or the SAI, please
contact your investment representative or call us at the number below.

FRANKLIN(R)TEMPLETON(R)
1-800/DIAL BEN(R) (1-800/342-5236)
TDD (Hearing Impaired) 1-800/851-0637
franklintempleton.com

You also can obtain information about the Fund by visiting the SEC's Public
Reference Room in Washington, D.C. (phone 1-202/942-8090) or the EDGAR Database
on the SEC's Internet site at http://www.sec.gov. You can obtain copies of this
information, after paying a duplicating fee, by writing to the SEC's Public
Reference Section, Washington, D.C. 20549-0102 or by electronic request at the
following E-mail address: [email protected].

Investment Company Act file #811-8226 419 P 08/00

PAGE

PART A
TEMPLETON INTERNATIONAL FUND
ADVISOR CLASS PROSPECTUS

PAGE

Prospectus

Templeton International Fund

Templeton Global Investment Trust

ADVISOR CLASS

INVESTMENT STRATEGY
GLOBAL GROWTH

AUGUST 1, 2000

[Insert Franklin Templeton Ben Head]

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.

CONTENTS

THE FUND

[Begin callout]
INFORMATION ABOUT THE FUND YOU SHOULD KNOW BEFORE INVESTING
[End callout]

2 Goal and Strategies

4 Main Risks

7 Performance

8 Fees and Expenses

9 Management

10 Distributions and Taxes

11 Financial Highlights

YOUR ACCOUNT

[Begin callout]
INFORMATION ABOUT QUALIFIED INVESTORS, ACCOUNT TRANSACTIONS AND SERVICES
[End callout]

12 Qualified Investors

14 Buying Shares

16 Investor Services

19 Selling Shares

21 Account Policies

23 Questions

FOR MORE INFORMATION

[Begin callout]
WHERE TO LEARN MORE ABOUT THE FUND
[End callout]

Back Cover

THE FUND

[Insert graphic of bullseye and arrows] GOAL AND STRATEGIES
-------------------------------------------------------------------------------

GOAL The Fund's investment goal is long-term capital appreciation.

[Begin callout]
The Fund invests primarily in a portfolio of equity securities of companies
located in any foreign developed country.
[End callout]

An equity security, or stock, represents a proportionate share of the ownership
of a company; its value is based on the success of the company's business, any
income paid to stockholders, the value of its assets, and general market
conditions. Common stocks and preferred stocks are examples of equity
securities. The Fund also invests in American, European, and Global Depositary
Receipts, which are certificates typically issued by a bank or trust company
that give their holders the right to receive securities issued by a foreign or
domestic company. The Fund may invest a portion of its assets in smaller
companies.

TEMPORARY INVESTMENTS When the manager believes market or economic conditions
are unfavorable for investors, the manager may invest up to 100% of the Fund's
assets in a temporary defensive manner or hold a substantial portion of its
assets in cash, cash equivalents or other high quality short-term investments.
Temporary defensive investments generally may include short-term U.S. or foreign
government securities, commercial paper, bank obligations, repurchase agreements
and other money market instruments. The manager also may invest in these types
of securities or hold cash while looking for suitable investment opportunities
or to maintain liquidity. In these circumstances, the Fund may be unable to
achieve its investment goal.

[Insert graphic of chart with line going up and down] MAIN RISKS
-------------------------------------------------------------------------------

[Begin callout]
Because the securities the Fund holds fluctuate in price, the value of your
investment in the Fund will go up and down. This means you could lose money over
short or even extended periods.
[End callout]

STOCKS In many foreign markets, stocks have historically outperformed other
asset classes over the long term (over the shorter term they tend to go up and
down more dramatically). These price movements may result from factors affecting
individual companies, industries or the securities market as a whole. Value
stocks are considered "cheap" relative to the company's perceived value. They
may not increase in value, as anticipated by the manager, if other investors
fail to recognize the company's value and bid up the price or in markets
favoring faster-growing companies.

FOREIGN SECURITIES Investing in foreign securities, including depositary
receipts, typically involves more risks that investing in U.S. securities. These
risks can increase the potential for losses in the Fund and affect it share
price.

CURRENCY EXCHANGE RATES. Foreign securities may be issued and traded in foreign
currencies. As a result, their values may be affected by changes in exchange
rates between foreign currencies and the U.S. dollar, as well as between
currencies of countries other than the U.S. For example, if the value of the
U.S. dollar goes up compared to a foreign currency, an investment traded in that
foreign currency will go down in value because it will be worth less U.S.
dollars. The impact of the euro, a relatively new currency adopted by certain
European countries to replace their national currencies, is unclear at this
time.

POLITICAL AND ECONOMIC DEVELOPMENTS. The growing interconnectivity of global
economies and financial markets has increased the possibility that conditions in
one country or region might adversely impact the issuers of securities in a
different country or region. In particular, a slow down in the U.S. economy
could lead to a decrease in the demand for products or services of foreign
companies held by the Fund.

TRADING PRACTICES. Brokerage commissions and other fees generally are higher for
foreign securities. Government supervision and regulation of foreign stock
exchanges, currency markets, trading systems and brokers may be less than in the
U.S. The procedures and rules governing foreign transactions and custody
(holding of the Fund's assets) also may involve delays in payment, delivery or
recovery of money or investments.

AVAILABILITY OF INFORMATION. Foreign companies may not be subject to the same
disclosure, accounting, auditing and financial reporting standards and practices
as U.S. companies. Thus, there may be less information publicly available about
foreign companies than about most U.S. companies.

More detailed information about the Fund, its policies and risks can be found in
the Fund's Statement of Additional Information (SAI).

[Begin callout]
Mutual fund shares are not deposits or obligations of, or guaranteed or endorsed
by, any bank, and are not 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.
[End callout]

{INSERT GRAPHIC OF BULL AND BEAR] PERFORMANCE
-------------------------------------------------------------------------------

This bar chart and table show the volatility of the Fund's returns, which is one
indicator of the risks of investing in the Fund. The bar chart shows changes in
the Fund's returns from year to year over the past 4 calendar years. The table
shows how the Fund's average annual total returns compare to those of a
broad-based securities market index. Of course, past performance cannot predict
or guarantee future results.

ADVISOR CLASS ANNUAL TOTAL RETURNS/1/,/2/

[Insert bar graph]

21.41% 16.36% 5.75% 23.57%
----------------------------------------------
96 97 98 99
YEAR

[Begin callout]
BEST
QUARTER:
Q1 '98
17.21%

WORST
QUARTER:
Q3 '98
-17.97%
[End callout]

AVERAGE ANNUAL TOTAL RETURNS
For the periods ended December 31, 1999

SINCE
INCEPTION
1 YEAR (5/8/95)
-----------------------------------------------------------------------------
Templeton International Fund - Advisor Class/2/ 23.57% 13.98%
MSCI Europe Index/3/ 16.23% 21.83%
MSCI EAFE Index/4/ 27.30% 12.90%

1. As of June 30, 2000, the Fund's year-to-date return was -5.45%.

2. Performance figures reflect a "blended" figure combining the following
methods of calculation: (a) For periods before January 1, 1997, a restated
figure is used based on the Fund's Class A performance, excluding the effect of
Class A's maximum initial sales charge and including the effect of the Class A
distribution and service (12b-1) fees; and (b) for periods after January 1,
1997, an actual Advisor Class figure is used reflecting a deduction of all
applicable charges and fees for that class. This blended figure assumes
reinvestment of dividends and capital gains.

[Insert graphic of percentage sign] FEES AND EXPENSES
-------------------------------------------------------------------------------

This table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)

ADVISOR CLASS
-----------------------------------------------------------------------------
Maximum sales charge (load) imposed on purchases None

ANNUAL FUND OPERATING EXPENSES (EXPENSES DEDUCTED FROM FUND ASSETS)

ADVISOR CLASS
----------------------------------------------------------------------------
Management fees 0.75%
Distribution and service (12b-1) fees None
Other expenses 0.76%
--------------
Total annual Fund operating expenses 1.51%
==============

EXAMPLE

This example can help you compare the cost of investing in the Fund with the
cost of investing in other mutual funds. It assumes:

o You invest $10,000 for the periods shown;

o Your investment has a 5% return each year;

o The Fund's operating expenses remain the same; and

o You sell your shares at the end of the periods shown.

Although your actual costs may be higher or lower, based on these assumptions
your costs would be:

1 YEAR 3 YEARS 5 YEARS 10 YEARS
-----------------------------------------------------------------------------
$154 $477 $824 $1,802