-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MaWlCmg+qbsMpSeg5rslHYCVduDExueAy6aMJIiHs7vpfd7MFE9QTlSXJImIyf3V kH8kYCPXtIqoH9w/nth1zw== 0000038777-96-000060.txt : 19960410 0000038777-96-000060.hdr.sgml : 19960410 ACCESSION NUMBER: 0000038777-96-000060 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960209 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENGLAND ELECTRIC SYSTEM CENTRAL INDEX KEY: 0000071297 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 041663060 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45001 FILM NUMBER: 96513540 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5083669011 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN RESOURCES INC CENTRAL INDEX KEY: 0000038777 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 132670991 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 777 MARINERS ISLAND BLVD CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: 4155703000 SC 13G 1 CUSIP NO. 644001 10 9 13G Page 1 of 10 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Initial Filing)* New England Electric System (Name of Issuer) Common (Title of Class of Securities) 644001 10 9 (CUSIP Number) Check the following box if a fee is being paid with this statement (X). (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO. 644001 10 9 13G Page 2 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Franklin Resources, Inc. 13-2670991 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 4,669,700 6. SHARED VOTING POWER 7. SOLE DISPOSITIVE POWER 22,310 8. SHARED DISPOSITIVE POWER 4,679,700 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,702,010 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.2% 12 TYPE OF REPORTING PERSON IA, HC*** CUSIP NO. 644001 10 9 13G Page 3 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Charles B. Johnson ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 4,669,700 *** 6. SHARED VOTING POWER 7. SOLE DISPOSITIVE POWER 22,310 *** 8. SHARED DISPOSITIVE POWER 4,679,700 *** 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,702,010 *** 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.2% 12 TYPE OF REPORTING PERSON IA, HC, IN *** CUSIP NO. 644001 10 9 13G Page 4 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Rupert H. Johnson, Jr. ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 4,669,700 *** 6. SHARED VOTING POWER 7. SOLE DISPOSITIVE POWER 22,310 *** 8. SHARED DISPOSITIVE POWER 4,679,700 *** 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,702,010 *** 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.2% 12 TYPE OF REPORTING PERSON IA, HC, IN *** CUSIP NO. 644001 10 9 13G Page 5 of 10 Pages Item 1. (a) Name of Issuer New England Electric System (b) Address of Issuer's Principal Executive Offices 25 Research Drive Westborough, MA 01582-0001 Item 2. (a) Name of Person Filing Franklin Resources, Inc. (b) Address of Principal Business Office 777 Mariners Island Blvd. San Mateo, California 94404 (c) Place of Organization Delaware (d) Title of Class of Securities Common (e) CUSIP 644001 10 9 Item 3. (d) Investment Company (e) Investment Adviser (g) Parent Holding Company (Note: See Item 7) CUSIP NO. 644001 10 9 13G Page 6 of 10 Pages Item 4. Ownership (a) Amount Beneficially Owned 4,702,010 (b) Percent of Class 7.2% (c) Number of Shares as to which such person has: (i) Sole power to vote or to direct the vote 4,669,700 (ii) Shared power to vote or to direct the vote (iii) Sole power to dispose or to direct the disposition of 22,310 (iv) Shared power to dispose or to direct the disposition of 4,679,700 Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ( ). Not Applicable Item 6. Ownership of More than Five Percent on Behalf of Another Person One or more mutual funds registered with the S.E.C. have the right to receive dividends from and the proceeds from the sale of such securities. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company See Attached Exhibit Item 8. Identification and Classification of Members of the Group Not Applicable Item 9. Notice of Dissolution of Group Not Applicable CUSIP NO. 644001 10 9 13G Page 7 of 10 Pages Item 10. Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. This report shall not be construed as an admission by the person upon whose behalf this report is being filed (Franklin Resources, Inc.) that it is the beneficial owner of any securities covered by this report. *** SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 12, 1996 Date S\DEBORAH R. GATZEK Signature Deborah R. Gatzek Senior Vice President-Legal & Assistant Secretary Name/Title ***Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and Charles B. Johnson and Rupert H. Johnson, Jr. (principal shareholders of Franklin Resources, Inc.) are of the view that they are not active as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 ("1934 Act") and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities under Rule 13 d-3 promulgated under the 1934 Act. Therefore, they are of the view that the shares held by Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and those of Charles B. Johnson and Rupert H. Johnson need not be aggregated for purposes of Section 13(d). However, Franklin Resources, Inc. is making this filing on a voluntary basis for all such persons as if all the shares were beneficially owned by Charles B. Johnson, Rupert H. Johnson, Jr. and Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries. CUSIP NO. 644001 10 9 13G Page 8 of 10 Pages Item 10. Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. This report shall not be construed as an admission by the person upon whose behalf this report is being filed (Charles B. Johnson) that he is the beneficial owner of any securities covered by this report. *** SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 12, 1996 Date S\CHARLES B. JOHNSON Signature S\DEBORAH R. GATZEK Signature By: Deborah R. Gatzek Attorney in Fact pursuant to Power of Attorney for Charles B. Johnson as attached to this Schedule 13G Name/Title ***Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and Charles B. Johnson and Rupert H. Johnson, Jr. (principal shareholders of Franklin Resources, Inc.) are of the view that they are not active as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 ("1934 Act") and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities under Rule 13 d-3 promulgated under the 1934 Act. Therefore, they are of the view that the shares held by Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and those of Charles B. Johnson and Rupert H. Johnson need not be aggregated for purposes of Section 13(d). However, Franklin Resources, Inc. is making this filing on a voluntary basis for all such persons as if all the shares were beneficially owned by Charles B. Johnson, Rupert H. Johnson, Jr. and Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries. CUSIP NO. 644001 10 9 13G Page 9 of 10 Pages Item 10. Certification By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. This report shall not be construed as an admission by the person upon whose behalf this report is being filed (Rupert H. Johnson, Jr.) that he is the beneficial owner of any securities covered by this report. *** SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 12, 1996 Date S\RUPERT H. JOHNSON, JR. Signature S\DEBORAH R. GATZEK Signature By: Deborah R. Gatzek Attorney in Fact pursuant to Power of Attorney for Rupert H. Johnson, Jr. as attached to this Schedule 13G Name/Title ***Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and Charles B. Johnson and Rupert H. Johnson, Jr. (principal shareholders of Franklin Resources, Inc.) are of the view that they are not active as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 ("1934 Act") and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities under Rule 13 d-3 promulgated under the 1934 Act. Therefore, they are of the view that the shares held by Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries and those of Charles B. Johnson and Rupert H. Johnson need not be aggregated for purposes of Section 13(d). However, Franklin Resources, Inc. is making this filing on a voluntary basis for all such persons as if all the shares were beneficially owned by Charles B. Johnson, Rupert H. Johnson, Jr. and Franklin Resources, Inc., its subsidiaries, and investment companies advised by such subsidiaries. CUSIP NO. 644001 10 9 13G Page 10 of 10 Pages POWER OF ATTORNEY CHARLES B. JOHNSON hereby appoints DEBORAH R. GATZEK his true and lawful attorney-in-fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13G, any amendments thereto or any related documentation which may be required to be filed in his individual capacity as a result of his position as an officer, director or shareholder of Franklin Resources, Inc. and, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, may lawfully do or cause to be done by virtue hereof. S\CHARLES B. JOHNSON POWER OF ATTORNEY RUPERT H. JOHNSON, JR. hereby appoints DEBORAH R. GATZEK his true and lawful attorney-in-fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13G, any amendments thereto or any related documentation which may be required to be filed in his individual capacity as a result of his position as an officer, director or shareholder of Franklin Resources, Inc. and, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, may lawfully do or cause to be done by virtue hereof. S\RUPERT H. JOHNSON, JR. EX-99 2 FRANKLIN RESOURCES, INC. EXHIBIT TO SCHEDULE 13G
ITEM 7 (In response to Item 3 and Item 7) IDENTIFICATION AND CLASSIFICATION OF SUBSIDIARIES CLASSIFICATION CHARLES B. JOHNSON 3(g) RUPERT H. JOHNSON, JR. 3(g) PROPERTY RESOURCES, INC. CONTINENTAL PROPERTY MANAGEMENT COMPANY FS CAPITAL GROUP FS PROPERTIES, INC. FRANKLIN PROPERTIES, INC. FRANKLIN REAL ESTATE MANAGEMENT, INC. 3(e) FRANKLIN/TEMPLETON INVESTOR SERVICES, INC. FRANKLIN ADVISERS, INC. 3(e) FRANKLIN/TEMPLETON DISTRIBUTORS, INC. 3(e), 3(a) FRANKLIN CAPITAL CORPORATION FRANKLIN/TEMPLETON TRAVEL, INC. FRANKLIN TEMPLETON TRUST COMPANY FRANKLIN TEMPLETON HOLDING LIMITED FCC RECEIVABLES CORP. FRANKLIN BANK 3(b) ILA FINANCIAL SERVICES, INC. FRANKLIN MANAGEMENT, INC. 3(e) FRANKLIN INSTITUTIONAL SERVICES CORP. 3(e) FRANKLIN AGENCY, INC. FRANKLIN PARTNERS, INC. PROPERTY RESOURCES EQUITY TRUST 3(d) FRANKLIN UNIVERSAL TRUST 3(d) FRANKLIN PRINCIPAL MATURITY TRUST 3(d) FRANKLIN MULTI-INCOME TRUST 3(d) FRANKLIN GOLD FUND 3(d) FRANKLIN PREMIER RETURN FUND 3(d) FRANKLIN EQUITY FUND 3(d) AGE HIGH INCOME FUND, INC. 3(d) FRANKLIN CUSTODIAN FUNDS, INC. 3(d) GROWTH SERIES 3(d) UTILITIES SERIES 3(d) DYNATECH SERIES 3(d) INCOME SERIES 3(d) U.S. GOVERNMENT SECURITIES SERIES 3(d) FRANKLIN MONEY FUND 3(d) FRANKLIN CALIFORNIA TAX-FREE INCOME FUND, INC. 3(d) FRANKLIN FEDERAL MONEY FUND 3(d) FRANKLIN TAX-EXEMPT MONEY FUND 3(d) FRANKLIN NEW YORK TAX-FREE INCOME FUND, INC. 3(d) FRANKLIN FEDERAL TAX-FREE INCOME FUND 3(d) Page 1 of 7 FRANKLIN TAX-FREE TRUST 3(d) FRANKLIN MASSACHUSETTS INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN MICHIGAN INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN MINNESOTA INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN OHIO INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN PUERTO RICO TAX-FREE INCOME FUND 3(d) FRANKLIN ARIZONA TAX-FREE INCOME FUND 3(d) FRANKLIN COLORADO TAX-FREE INCOME FUND 3(d) FRANKLIN GEORGIA TAX-FREE INCOME FUND 3(d) FRANKLIN PENNSYLVANIA TAX-FREE INCOME FUND 3(d) FRANKLIN HIGH YIELD TAX-FREE INCOME FUND 3(d) FRANKLIN MISSOURI TAX-FREE INCOME FUND 3(d) FRANKLIN OREGON TAX-FREE INCOME FUND 3(d) FRANKLIN TEXAS TAX-FREE INCOME FUND 3(d) FRANKLIN VIRGINIA TAX-FREE INCOME FUND 3(d) FRANKLIN ALABAMA TAX-FREE INCOME FUND 3(d) FRANKLIN FLORIDA TAX-FREE INCOME FUND 3(d) FRANKLIN CONNECTICUT TAX-FREE INCOME FUND 3(d) FRANKLIN INDIANA TAX-FREE INCOME FUND 3(d) FRANKLIN LOUISIANA TAX-FREE INCOME FUND 3(d) FRANKLIN MARYLAND TAX-FREE INCOME FUND 3(d) FRANKLIN NORTH CAROLINA TAX-FREE INCOME FUND 3(d) FRANKLIN NEW JERSEY TAX-FREE INCOME FUND 3(d) FRANKLIN KENTUCKY TAX-FREE INCOME FUND 3(d) FRANKLIN FEDERAL INTERMEDIATE-TERM TAX-FREE INCOME FUND 3(d) FRANKLIN ARIZONA INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN FLORIDA INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN CALIFORNIA TAX-FREE TRUST 3(d) FRANKLIN CALIFORNIA INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN CALIFORNIA TAX-EXEMPT MONEY FUND 3(d) FRANKLIN CALIFORNIA INTERMEDIATE-TERM TAX-FREE INCOME FUND 3(d) FRANKLIN NEW YORK TAX-FREE TRUST 3(d) FRANKLIN NEW YORK TAX-EXEMPT MONEY FUND 3(d) FRANKLIN NEW YORK INTERMEDIATE-TERM TAX-FREE INCOME FUND 3(d) FRANKLIN NEW YORK INSURED TAX-FREE INCOME FUND 3(d) FRANKLIN INVESTORS SECURITIES TRUST 3(d) FRANKLIN GLOBAL GOVERNMENT INCOME FUND 3(d) FRANKLIN SHORT-INTERMEDIATE U.S. GOVERNMENT SECURITIES FUND 3(d) FRANKLIN CONVERTIBLE SECURITIES FUND 3(d) FRANKLIN ADJUSTABLE U.S. GOVERNMENT SECURITIES FUND 3(d) FRANKLIN EQUITY INCOME FUND 3(d) FRANKLIN ADJUSTABLE RATE SECURITIES FUND 3(d) INSTITUTIONAL FIDUCIARY TRUST 3(d) MONEY MARKET PORTFOLIO 3(d) FRANKLIN LATE DAY MONEY MARKET PORTFOLIO 3(d) FRANKLIN U.S. GOVERNMENT SECURITIES MONEY MARKET PORTFOLIO 3(d) Page 2 of 7 FRANKLIN U.S. TREASURY MONEY MARKET PORTFOLIO 3(d) FRANKLIN INSTITUTIONAL ADJUSTABLE U.S. GOVERNMENT SECURITIES FUND 3(d) FRANKLIN INSTITUTIONAL ADJUSTABLE RATE SECURITIES FUND 3(d) FRANKLIN U.S. GOVERNMENT AGENCY MONEY MARKET FUND 3(d) FRANKLIN CASH RESERVES FUND 3(d) FRANKLIN VALUE INVESTORS TRUST 3(d) FRANKLIN BALANCE SHEET INVESTMENT FUND 3(d) FRANKLIN MICROCAP VALUE FUND 3(d) FRANKLIN TAX-ADVANTAGED INTERNATIONAL BOND FUND 3(d) FRANKLIN TAX-ADVANTAGED U.S. GOVERNMENT SECURITIES FUND 3(d) FRANKLIN TAX-ADVANTAGED HIGH YIELD SECURITIES FUND 3(d) FRANKLIN MANAGED TRUST 3(d) FRANKLIN CORPORATE QUALIFIED DIVIDEND FUND 3(d) FRANKLIN RISING DIVIDENDS FUND 3(d) FRANKLIN INVESTMENT GRADE INCOME FUND 3(d) FRANKLIN STRATEGIC MORTGAGE PORTFOLIO 3(d) FRANKLIN MUNICIPAL SECURITIES TRUST 3(d) FRANKLIN HAWAII MUNICIPAL BOND FUND 3(d) FRANKLIN CALIFORNIA HIGH YIELD MUNICIPAL FUND 3(d) FRANKLIN WASHINGTON MUNICIPAL BOND FUND 3(d) FRANKLIN TENNESSEE MUNICIPAL BOND FUND 3(d) FRANKLIN ARKANSAS MUNICIPAL BOND FUND 3(d) FRANKLIN STRATEGIC SERIES 3(d) FRANKLIN CALIFORNIA GROWTH FUND 3(d) FRANKLIN MIDCAP GROWTH FUND 3(d) FRANKLIN INSTITUTIONAL MIDCAP GROWTH FUND 3(d) FRANKLIN GLOBAL UTILITIES FUND 3(d) FRANKLIN SMALL CAP GROWTH FUND 3(d) FRANKLIN GLOBAL HEALTH CARE FUND 3(d) FRANKLIN STRATEGIC INCOME FUND 3(d) FRANKLIN NATURAL RESOURCES FUND 3(d) ADJUSTABLE RATE SECURITIES PORTFOLIOS 3(d) U.S. GOVERNMENT ADJUSTABLE RATE MORTGAGE PORTFOLIO 3(d) ADJUSTABLE RATE SECURITIES PORTFOLIO 3(d) THE MONEY MARKET PORTFOLIOS 3(d) THE MONEY MARKET PORTFOLIO 3(d) THE U.S. GOVERNMENT SECURITIES MONEY MARKET PORTFOLIO 3(d) MIDCAP GROWTH PORTFOLIO 3(d) THE RISING DIVIDENDS PORTFOLIO 3(d) FRANKLIN INTERNATIONAL TRUST 3(d) FRANKLIN PACIFIC GROWTH FUND 3(d) FRANKLIN INTERNATIONAL EQUITY FUND 3(d) FRANKLIN REAL ESTATE SECURITIES TRUST 3(d) FRANKLIN REAL ESTATE SECURITIES FUND 3(d) FRANKLIN TEMPLETON GLOBAL TRUST 3(d) FRANKLIN TEMPLETON GERMAN GOVERNMENT BOND FUND 3(d) FRANKLIN TEMPLETON GLOBAL CURRENCY FUND 3(d) FRANKLIN TEMPLETON HARD CURRENCY FUND 3(d) FRANKLIN TEMPLETON HIGH INCOME CURRENCY FUND 3(d) Page 3 of 7 FRANKLIN TEMPLETON MONEY FUND TRUST 3(d) FRANKLIN TEMPLETON MONEY FUND II 3(d) FRANKLIN VALUEMARK FUNDS 3(d) MONEY MARKET FUND 3(d) GROWTH AND INCOME FUND 3(d) PRECIOUS METALS FUND 3(d) REAL ESTATE SECURITIES FUND 3(d) UTILITY EQUITY FUND 3(d) HIGH INCOME FUND 3(d) GLOBAL INCOME FUND 3(d) INVESTMENT GRADE INTERMEDIATE BOND FUND 3(d) INCOME SECURITIES FUND 3(d) U.S. GOVERNMENT SECURITIES FUND 3(d) ZERO COUPON FUND - 1995 3(d) ZERO COUPON FUND - 2000 3(d) ZERO COUPON FUND - 2005 3(d) ZERO COUPON FUND - 2010 3(d) ADJUSTABLE U.S. GOVERNMENT FUND 3(d) RISING DIVIDENDS FUND 3(d) TEMPLETON PACIFIC GROWTH FUND 3(d) TEMPLETON INTERNATIONAL EQUITY FUND 3(d) TEMPLETON DEVELOPING MARKETS EQUITY FUND 3(d) TEMPLETON GLOBAL GROWTH FUND 3(d) TEMPLETON GLOBAL ASSET ALLOCATION FUND 3(d) SMALL CAP FUND 3(d) FRANKLIN GOVERNMENT SECURITIES TRUST 3(d) TEMPLETON WORLDWIDE, INC. TEMPLETON GLOBAL INVESTORS, INC. TEMPLETON QUANTITATIVE ADVISORS, INC. 3(e) TEMPLETON/FRANKLIN INVESTMENT SERVICES, INC. 3(e),3(a) TEMPLETON FUNDS TRUST COMPANY TEMPLETON FUNDS ANNUITY COMPANY TEMPLETON INVESTMENT COUNSEL, INC. 3(e) TEMPLETON MANAGEMENT LIMITED TEMPLETON HERITAGE LIMITED TEMPLETON INTERNATIONAL, INC. TEMPLETON INVESTMENT MANAGEMENT (Hong Kong) LIMITED 3(e) TEMPLETON/FRANKLIN INVESTMENT SERVICES (Asia) LIMITED TEMPLETON ASSET MANAGEMENT LTD. TEMPLETON INVESTMENT MANAGEMENT (Australia) LIMITED TEMPLETON GLOBAL INVESTORS LIMITED TEMPLETON INVESTMENT MANAGEMENT LIMITED TEMPLETON UNIT TRUST MANAGERS LIMITED TEMPLETON HOLDINGS LIMITED TEMPLETON GLOBAL STRATEGIC SERVICES S.A. TEMPLETON GLOBAL STRATEGIC SERVICES (Deutschland) GMBH TEMPLETON/NATIONAL BANK OF GREECE MANAGEMENT (Luxembourg) S.A. TEMPLETON MANAGEMENT (Lux.) S.A. T.G.H. HOLDINGS LTD. TEMPLETON GLOBAL ADVISORS LIMITED 3(e) FRANKLIN/TEMPLETON EXERCISE FACILITIES, INC. TEMPLETON ASSET MANAGEMENT INDIA PVT. LTD. Page 4 of 7 TEMPLETON ITALIA SRL. TEMPLETON S.A. TEMPLETON SMALLER COMPANIES GROWTH FUND, INC. 3(d) TEMPLETON FUNDS, INC. 3(d) TEMPLETON WORLD FUND 3(d) TEMPLETON FOREIGN FUND 3(d) TEMPLETON INCOME TRUST 3(d) TEMPLETON INCOME FUND 3(d) TEMPLETON MONEY FUND 3(d) TEMPLETON GROWTH FUND, INC. 3(d) TEMPLETON EMERGING MARKETS FUND, INC. 3(d) TEMPLETON GLOBAL INCOME FUND, INC. 3(d) TEMPLETON VARIABLE ANNUITY FUND 3(d) TEMPLETON VARIABLE PRODUCTS SERIES FUND 3(d) TEMPLETON MONEY MARKET FUND 3(d) TEMPLETON BOND FUND 3(d) TEMPLETON STOCK FUND 3(d) TEMPLETON ASSET ALLOCATION FUND 3(d) TEMPLETON INTERNATIONAL FUND 3(d) TEMPLETON GLOBAL GOVERNMENTS INCOME TRUST 3(d) TEMPLETON REAL ESTATE SECURITIES FUND 3(d) TEMPLETON GLOBAL OPPORTUNITIES TRUST 3(d) TEMPLETON GLOBAL UTILITIES, INC. 3(d) INDONESIA DEVELOPMENT FUND LIMITED TEMPLETON GLOBAL GROWTH FUND LTD. TEMPLETON GLOBAL INCOME PORTFOLIO LTD. TEMPLETON INTERNATIONAL EMERGING MARKETS FUND TEMPLETON INTERNATIONAL GROWTH FUND TEMPLETON INTERNATIONAL FOREIGN FUND TEMPLETON INTERNATIONAL GLOBAL INCOME FUND TEMPLETON INSTITUTIONAL FUNDS, INC. 3(d) TEMPLETON GROWTH SERIES 3(d) TEMPLETON FOREIGN EQUITY SERIES 3(d) TEMPLETON EMERGING MARKETS SERIES 3(d) TEMPLETON GLOBAL FIXED INCOME SERIES 3(d) TEMPLETON FOREIGN EQUITY (South Africa Free) SERIES 3(d) TEMPLETON AMERICAN TRUST, INC. 3(d) TEMPLETON CAPITAL ACCUMULATOR FUND, INC. 3(d) TEMPLETON DEVELOPING MARKETS TRUST 3(d) TEMPLETON GROWTH FUND, LTD. TEMPLETON GLOBAL GROWTH FUND, LTD. (Australia) ASIAN DEVELOPMENT EQUITY FUND TEMPLETON GLOBAL BOND FUND TEMPLETON TREASURY BILL FUND TEMPLETON GLOBAL GROWTH TRUST TEMPLETON GLOBAL BALANCED TRUST TEMPLETON GLOBAL INCOME FUND (III) TEMPLETON GLOBAL SMALLER COMPANIES FUND TEMPLETON CANADIAN STOCK FUND TEMPLETON INTERNATIONAL STOCK FUND TEMPLETON EMERGING MARKETS INVESTMENT TRUST PLC TEMPLETON VALUE TRUST Page 5 of 7 TEMPLETON EMERGING GROWTH STOCK PORTFOLIO N.V. TEMPLETON ASIA FUND TEMPLETON CANADIAN BOND FUND TEMPLETON POOLED INVESTMENT TRUST TEMPLETON INTERNATIONAL EQUITY TRUST TEMPLETON INTERNATIONAL STOCK TRUST TEMPLETON GLOBAL EQUITY TRUST TEMPLETON GLOBAL STRATEGY SICAV TEMPLETON ASIAN GROWTH FUND TEMPLETON ASIAN SMALLER COMPANIES FUND TEMPLETON CHINA FUND TEMPLETON KOREAN FUND TEMPLETON GLOBAL INCOME FUND TEMPLETON EMERGING MARKETS FUND TEMPLETON GLOBAL GROWTH FUND TEMPLETON DEUTSCHEMARK GLOBAL GROWTH FUND TEMPLETON SMALLER COMPANIES FUND TEMPLETON EUROPEAN FUND TEMPLETON DEUTSCHEMARK GLOBAL BOND FUND TEMPLETON U.S. GOVERNMENT FUND TEMPLETON EMERGING MARKETS FIXED INCOME FUND TEMPLETON HAVEN FUND TEMPLETON GLOBAL INFRASTRUCTURE AND COMMUNICATIONS FUND TEMPLETON PAN-AMERICAN FUND TEMPLETON GLOBAL UTILITIES FUND TEMPLETON GLOBAL CONVERTIBLE FUND TEMPLETON GLOBAL BALANCED FUND TEMPLETON U.S. DOLLAR LIQUID RESERVE FUND TEMPLETON DEUTSCHEMARK LIQUID RESERVE FUND TEMPLETON BALANCED FUND TEMPLETON/NATIONAL BANK OF GREECE TRANS-EUROPEAN FUND GROWTH INCOME TEMPLETON EMERGING MARKETS FUND (Canada) TEMPLETON EMERGING ASIA STRUCTURED EQUITY FUND "ALPHA" LTD. TEMPLETON INTERNATIONAL EQUITY TRUST TEMPLETON CANADIAN EQUITY TRUST TEMPLETON EMERGING MARKETS TRUST TEMPLETON EMERGING MARKET APPRECIATION FUND, LTD. TEMPLETON GLOBAL VALUE LTD. TEMPLETON ALTERNATIVE STRATEGIES LTD. TEMPLETON GLOBAL HEDGED CONVERTIBLE LTD. TEMPLETON EMERGING MARKETS NEW OPPORTUNITIES FUND TEMPLETON COPERNICAN FUND LTD. TEMPLETON RELATIVE VALUE FUND LTD. TEMPLETON GLOBAL INFRASTRUCTURE FUND TEMPLETON ETHNOFUND - GROWTH PORTFOLIO TEMPLETON ETHNOFUND - INCOME PORTFOLIO TEMPLETON LIFE FUND - STERLING HAVEN TEMPLETON LIFE FUND - GLOBAL FIXED INTEREST TEMPLETON LIFE FUND - GLOBAL MANAGED TEMPLETON LIFE FUND - GLOBAL GROWTH Page 6 of 7 TEMPLETON LIFE FUND - GLOBAL ENTERPRISE TEMPLETON PENSIONS FUND - STERLING HAVEN - EXEMPT TEMPLETON PENSIONS FUND - GLOBAL FIXED INTEREST - EXEMPT TEMPLETON PENSIONS FUND - GLOBAL MANAGED - EXEMPT TEMPLETON PENSIONS FUND - GLOBAL GROWTH - EXEMPT TEMPLETON PENSIONS FUND - GLOBAL ENTERPRISE - EXEMPT TEMPLETON EMERGING MARKETS INVESTMENT TRUST "C" TEMPLETON LATIN AMERICA INVESTMENT TRUST PLC TEMPLETON EXEMPT TRUST TEMPLETON CHINA WORLD FUND, INC. 3(d) ALPHA FUND OFFSHORE DOMESTIC 31 WEST FUND L. P. STRUCTURED ASSET MANAGEMENT FUND L.P. GLOBAL DERIVATIVES FUND TEMPLETON EMERGING MARKETS INCOME FUND, INC. 3(d) TEMPLETON GLOBAL INVESTMENT TRUST 3(d) TEMPLETON GLOBAL INFRASTRUCTURE FUND 3(d) TEMPLETON GROWTH AND INCOME FUND 3(d) TEMPLETON AMERICAS GOVERNMENT SECURITIES FUND 3(d) TEMPLETON GREATER EUROPEAN FUND 3(d) TEMPLETON LATIN AMERICA FUND 3(d) TEMPLETON EMERGING MARKETS APPRECIATION FUND, INC. 3(d) TEMPLETON EMERGING MARKETS APPRECIATION FUND (CANADA) FRANKLIN/TEMPLETON JAPAN FUND 3(d) TEMPLETON DRAGON FUND, INC. 3(d) TEMPLETON VIETNAM OPPORTUNITIES FUND, INC. 3(d) TEMPLETON CANADIAN ASSET ALLOCATION FUND TEMPLETON GLOBAL BALANCED FUND TEMPLETON INTERNATIONAL BALANCED FUND TEMPLETON RUSSIA FUND, INC. 3(d)
Page 7 of 7 -----END PRIVACY-ENHANCED MESSAGE-----