8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2010

FRANKLIN RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-09318	13-2670991
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Franklin Parkway, San Mateo, California 94403

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (650) 312-2000

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On July 29, 2010, Franklin Resources, Inc. (the “Company”) issued a press release announcing the preliminary financial results for the Company’s third fiscal quarter ended June 30, 2010. The Company also posted a third quarter financial results presentation on its internet website, as stated in the press release. A copy of the press release is attached hereto as Exhibit 99.1 and a copy of the presentation is attached hereto as Exhibit 99.2, and each is incorporated herein by reference.

The information in this report, including the exhibits hereto, (x) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and (y) shall not be incorporated by reference into any filing of the Company with the Securities and Exchange Commission, whether made before or after the date hereof, regardless of any general incorporation language in such filings (unless the Company specifically states that the information or exhibits in this particular report are incorporated by reference).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated July 29, 2010 issued by Franklin Resources, Inc.
99.2	Franklin Resources, Inc. Third Quarter Results presentation, dated July 29, 2010.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FRANKLIN RESOURCES, INC.
Date: July 29, 2010	/s/ Kenneth A. Lewis
	Name:	Kenneth A. Lewis
	Title:	Executive Vice President and Chief Financial Officer

3

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated July 29, 2010 issued by Franklin Resources, Inc.
99.2	Franklin Resources, Inc. Third Quarter Results presentation, dated July 29, 2010.

4

EX-99.1

EXHIBIT 99.1

One Franklin Parkway San Mateo, CA 94403-1906 tel    (650) 312-2000 franklinresources.com

Contact:	Franklin Resources, Inc.
	Investor Relations: Brian Sevilla (650) 312-4091
	Corporate Communications: Stacey Johnston (650) 525-7458
	franklinresources.com

FOR IMMEDIATE RELEASE

Franklin Resources, Inc. Announces Third Quarter Results

San Mateo, CA, July 29, 2010 - Franklin Resources, Inc. (Franklin Templeton Investments) (NYSE: BEN) today announced net income¹ of $360.5 million, or $1.58 per share diluted, on revenues of $1,534.1 million for the quarter ended June 30, 2010. For the quarter ended March 31, 2010, net income¹ was $356.7 million, or $1.55 per share diluted, on revenues of $1,413.1 million. For the quarter ended June 30, 2009, net income¹ was $297.7 million, or $1.28 per share diluted, on revenues of $1,073.6 million.

Operating income for the quarter ended June 30, 2010 was $521.6 million, as compared to $461.1 million for the prior quarter and $326.2 million for the quarter ended June 30, 2009. The company’s non-operating income (expenses) for the quarter ended June 30, 2010 included $(7.3) million of investment and other (losses) income, net, as compared to $42.5 million for the prior quarter and $52.6 million for the quarter ended June 30, 2009.

Total assets under management by the company’s subsidiaries were $570.5 billion at June 30, 2010, as compared to $586.8 billion at March 31, 2010 and $451.2 billion at June 30, 2009. Simple monthly average assets under management during the quarter ended June 30, 2010 were $583.1 billion, as compared to $561.2 billion in the prior quarter and $428.0 billion in the same quarter a year ago. Equity assets comprised 41% of total assets under management at June 30, 2010, as compared to 45% at March 31, 2010 and 46% at June 30, 2009. Fixed-income assets comprised 40% of total assets under management at June 30, 2010, as compared to 36% at March 31, 2010 and 33% at June 30, 2009. Hybrid and other assets accounted for 19% of total assets under management at June 30, 2010 and March 31, 2010, as compared to 21% at June 30, 2009. Net new flows for the quarter ended June 30, 2010 were $18.8 billion, as compared to $17.4 billion for the prior quarter and $6.0 billion for the same quarter a year ago.

Cash and cash equivalents and investments were $6.6 billion at June 30, 2010, as compared to $5.8 billion at September 30, 2009. Total stockholders’ equity was $7.4 billion at June 30, 2010, as compared to $7.6 billion at September 30, 2009. The company had 225.4 million shares of common stock outstanding at June 30, 2010, as compared to 229.3 million shares outstanding at September 30, 2009. During the quarter ended June 30, 2010, the company repurchased 2.1 million shares of its common stock for a total cost of $212.3 million and had a net increase in debt outstanding of $828.7 million.

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Lipper Performance Rankings of Franklin Templeton’s U.S.-Registered Long-Term Mutual Funds^2,3,4:

	Period Ended June 30, 2010
	Percent of Assets in Top Two Quartiles
	1-Year	3-Year	5-Year	10-Year
Franklin Templeton5	65%	83%	87%	91%
Franklin Templeton Equity6	77%	82%	89%	91%
Franklin Templeton Fixed-Income7	51%	84%	86%	91%
Franklin Equity8	89%	85%	86%	88%
Templeton Equity9	74%	65%	88%	92%
Mutual Series Equity10	38%	100%	100%	100%
Franklin Templeton Taxable Fixed-Income11	55%	69%	72%	74%
Franklin Templeton Tax-Free Fixed-Income12	49%	92%	94%	100%

Performance quoted above represents past performance, which cannot predict or guarantee future results.

Investors should carefully consider a fund’s investment goals, risks, charges and expenses before investing. To obtain a prospectus, which contains this and other information, for any U.S.-registered Franklin Templeton fund, investors should talk to their financial advisors or call Franklin/Templeton Distributors, Inc. at 1-800/DIAL BEN^® (1-800/342-5236). Please read the prospectus carefully before investing.

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Franklin Resources, Inc.

Preliminary Condensed Consolidated Income Statements¹³

Unaudited

(in thousands, except per share data and assets under management)	Three months ended June 30,								Nine months ended June 30,
	2010			2009			% Change		2010			2009			% Change
Operating Revenues
Investment management fees	$	915,866		$	625,025		47%		$	2,558,607		$	1,778,235		44%
Underwriting and distribution fees		529,313			365,217		45%			1,514,147			974,801		55%
Shareholder servicing fees		72,976			67,113		9%			213,895			199,969		7%
Consolidated sponsored investment products income, net		1,457			2,908		(50%	)		2,445			6,555		(63%	)
Other, net		14,459			13,295		9%			35,501			(4,400	)	NM
Total operating revenues		1,534,071			1,073,558		43%			4,324,595			2,955,160		46%
Operating Expenses
Underwriting and distribution		519,607			350,675		48%			1,473,657			933,738		58%
Compensation and benefits		280,333			230,943		21%			805,686			711,738		13%
Information systems, technology and occupancy		76,018			68,203		11%			214,236			202,199		6%
Advertising and promotion		37,976			27,888		36%			110,945			78,815		41%
Amortization of deferred sales commissions		50,121			32,865		53%			142,949			103,231		38%
Other		48,452			36,798		32%			127,446			107,567		18%
Total operating expenses		1,012,507			747,372		35%			2,874,919			2,137,288		35%
Operating Income		521,564			326,186		60%			1,449,676			817,872		77%
Other Income (Expenses)
Consolidated sponsored investment products (losses) gains, net		(14,670	)		44,503		NM			6,071			(14,045	)	NM
Investment and other (losses) income, net		(7,262	)		52,574		NM			68,204			(26,341	)	NM
Interest expense		(4,836	)		(211	)	NM			(6,514	)		(3,503	)	86%
Other (expenses) income, net		(26,768	)		96,866		NM			67,761			(43,889	)	NM
Income before taxes		494,796			423,052		17%			1,517,437			773,983		96%
Taxes on income		135,113			116,204		16%			441,795			248,134		78%
Net Income		359,683			306,848		17%			1,075,642			525,849		105%
Less: Net (loss) income attributable to noncontrolling interests		(812	)		9,132		NM			2,859			(3,573	)	NM
Net Income attributable to Franklin Resources, Inc.	$	360,495		$	297,716		21%		$	1,072,783		$	529,422		103%
Earnings per Share14
Basic	$	1.59		$	1.28		24%		$	4.70		$	2.28		106%
Diluted		1.58			1.28		23%			4.68			2.27		106%
Dividends per Share	$	0.22		$	0.21		5%		$	3.66		$	0.63		481%
Average Shares Outstanding14 (in thousands)
Basic		225,626			229,804		(2%	)		226,858			230,871		(2%	)
Diluted		226,806			230,819		(2%	)		228,140			231,831		(2%	)
Operating Margin15		34%			30%					34%			28%
Assets Under Management16 (in billions)
Beginning of period	$	586.8		$	391.1		50%		$	523.4		$	507.3		3%
Long-term sales		51.0			27.9		83%			139.6			75.5		85%
Long-term redemptions		(33.6	)		(22.4	)	50%			(91.1	)		(92.3	)	(1%	)
Net cash management		1.4			0.5		180%			2.0			(0.9	)	NM
Net new flows		18.8			6.0		213%			50.5			(17.7	)	NM
Reinvested distributions		3.1			2.7		15%			8.9			11.7		(24%	)
Net flows		21.9			8.7		152%			59.4			(6.0	)	NM
Distributions		(3.7	)		(3.3	)	12%			(10.9	)		(14.8	)	(26%	)
(Depreciation) appreciation and other		(34.5	)		54.7		NM			(1.4	)		(35.3	)	(96%	)
End of period	$	570.5		$	451.2		26%		$	570.5		$	451.2		26%
Simple Monthly Average for Period	$	583.1		$	428.0		36%		$	557.6		$	424.6		31%

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Franklin Resources, Inc.

Preliminary Condensed Consolidated Income Statements¹³

Unaudited

(in thousands, except per share data, employees and billable shareholder accounts)	Three months ended
	30-Jun-10			31-Mar-10			% Change		31-Dec-09			30-Sep-09			30-Jun-09
Operating Revenues
Investment management fees	$	915,866		$	836,077		10%		$	806,664		$	724,953		$	625,025
Underwriting and distribution fees		529,313			496,781		7%			488,053			433,361			365,217
Shareholder servicing fees		72,976			71,376		2%			69,543			67,381			67,113
Consolidated sponsored investment products income, net		1,457			540		170%			448			1,640			2,908
Other, net		14,459			8,339		73%			12,703			11,592			13,295
Total operating revenues		1,534,071			1,413,113		9%			1,377,411			1,238,927			1,073,558
Operating Expenses
Underwriting and distribution		519,607			487,023		7%			467,027			418,284			350,675
Compensation and benefits		280,333			271,041		3%			254,312			246,773			230,943
Information systems, technology and occupancy		76,018			69,608		9%			68,610			71,999			68,203
Advertising and promotion		37,976			38,121		0%			34,848			37,314			27,888
Amortization of deferred sales commissions		50,121			46,282		8%			46,546			39,747			32,865
Other		48,452			39,903		21%			39,091			40,088			36,798
Total operating expenses		1,012,507			951,978		6%			910,434			854,205			747,372
Operating Income		521,564			461,135		13%			466,977			384,722			326,186
Other Income (Expenses)
Consolidated sponsored investment products (losses) gains, net		(14,670	)		5,669		NM			15,072			42,830			44,503
Investment and other (losses) income, net		(7,262	)		42,488		NM			32,978			87,338			52,574
Interest expense		(4,836	)		(936	)	417%			(742	)		(268	)		(211	)
Other (expenses) income, net		(26,768	)		47,221		NM			47,308			129,900			96,866
Income before taxes		494,796			508,356		(3%	)		514,285			514,622			423,052
Taxes on income		135,113			149,946		(10%	)		156,736			136,180			116,204
Net Income		359,683			358,410		0%			357,549			378,442			306,848
Less: Net (loss) income attributable to noncontrolling interests		(812	)		1,725		NM			1,946			11,086			9,132
Net Income attributable to Franklin Resources, Inc.	$	360,495		$	356,685		1%		$	355,603		$	367,356		$	297,716
Earnings per Share14
Basic	$	1.59		$	1.56		2%		$	1.55		$	1.60		$	1.28
Diluted		1.58			1.55		2%			1.54			1.59			1.28
Dividends per Share	$	0.22		$	0.22		0%		$	3.22		$	0.21		$	0.21
Average Shares Outstanding14 (in thousands)
Basic		225,626			227,046		(1%	)		227,892			228,741			229,804
Diluted		226,806			228,300		(1%	)		229,251			230,061			230,819
Operating Margin15		34%			33%					34%			31%			30%
Employees		7,869			7,758		1%			7,752			7,745			7,847
Billable Shareholder Accounts (in millions)		23.3			22.7		3%			22.2			21.4			22.4

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ASSETS UNDER MANAGEMENT BY INVESTMENT OBJECTIVE

(in billions)	Three months ended
	30-Jun-10		31-Mar-10		% Change		31-Dec-09		30-Sep-09		30-Jun-09
Equity
Global/international	$	172.9	$	193.2	(11%	)	$	189.5	$	183.1	$	153.1
Domestic (U.S.)		63.2		69.8	(9%	)		66.3		63.9		56.7
Total equity		236.1		263.0	(10%	)		255.8		247.0		209.8
Hybrid		101.6		107.3	(5%	)		104.0		98.2		85.8
Fixed-Income
Tax-free		73.8		71.8	3%			69.7		69.6		62.4
Taxable:
Global/international		109.4		97.0	13%			77.5		63.3		50.2
Domestic (U.S.)		43.3		41.9	3%			40.4		38.4		35.5
Total fixed-income		226.5		210.7	7%			187.6		171.3		148.1
Cash Management17		6.3		5.8	9%			6.1		6.9		7.5
Total Ending Assets Under Management	$	570.5	$	586.8	(3%	)	$	553.5	$	523.4	$	451.2
Simple Monthly Average Assets Under Management	$	583.1	$	561.2	4%		$	534.9	$	488.3	$	428.0

ASSETS UNDER MANAGEMENT AND FLOWS – UNITED STATES AND INTERNATIONAL

(in billions)		As of and for the three months ended
		30-Jun-10			% of Total	31-Mar-10			% of Total	30-Jun-09			% of Total
Long-Term Sales
	United States	$	25.0		49%	$	24.4		53%	$	18.1		65%
	International		26.0		51%		22.0		47%		9.8		35%
	Total Long-Term Sales	$	51.0		100%	$	46.4		100%	$	27.9		100%
Long-Term Redemptions
	United States	$	(18.3	)	54%	$	(16.1	)	55%	$	(12.7	)	57%
	International		(15.3	)	46%		(13.2	)	45%		(9.7	)	43%
	Total Long-Term Redemptions	$	(33.6	)	100%	$	(29.3	)	100%	$	(22.4	)	100%
Assets Under Management
	United States	$	409.9		72%	$	425.2		72%	$	339.2		75%
	International		160.6		28%		161.6		28%		112.0		25%
	Total Assets Under Management	$	570.5		100%	$	586.8		100%	$	451.2		100%

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ASSETS UNDER MANAGEMENT AND FLOWS BY INVESTMENT OBJECTIVE

(in billions)		Three months ended
		30-Jun-10			31-Mar-10			30-Jun-09
Global/international equity
	Beginning assets	$	193.2		$	189.5		$	124.7
	Long-term sales		11.7			11.7			8.5
	Long-term redemptions		(11.6	)		(11.9	)		(8.5	)
	Net exchanges		(0.3	)		(0.1	)		0.3
	Net new flows		(0.2	)		(0.3	)		0.3
	Reinvested distributions		0.1			0.2			0.1
	Net flows		(0.1	)		(0.1	)		0.4
	Distributions		(0.1	)		(0.1	)		(0.2	)
	(Depreciation) appreciation and other		(20.1	)		3.9			28.2
	Ending assets		172.9			193.2			153.1
Domestic (U.S.) equity
	Beginning assets		69.8			66.3			48.5
	Long-term sales		4.3			3.0			2.6
	Long-term redemptions		(4.0	)		(3.2	)		(2.3	)
	Net exchanges		—			—			—
	Net new flows		0.3			(0.2	)		0.3
	Reinvested distributions		0.1			—			0.1
	Net flows		0.4			(0.2	)		0.4
	Distributions		(0.1	)		—			(0.1	)
	(Depreciation) appreciation and other		(6.9	)		3.7			7.9
	Ending assets		63.2			69.8			56.7
Hybrid
	Beginning assets		107.3			104.0			75.0
	Long-term sales		4.2			4.1			2.9
	Long-term redemptions		(4.0	)		(3.1	)		(2.7	)
	Net exchanges		(0.1	)		—			0.1
	Net new flows		0.1			1.0			0.3
	Reinvested distributions		1.4			0.7			1.2
	Net flows		1.5			1.7			1.5
	Distributions		(1.6	)		(1.0	)		(1.4	)
	(Depreciation) appreciation and other		(5.6	)		2.6			10.7
	Ending assets		101.6			107.3			85.8
Tax-free fixed-income
	Beginning assets		71.8			69.7			59.3
	Long-term sales		3.3			3.6			3.3
	Long-term redemptions		(2.4	)		(2.3	)		(1.9	)
	Net exchanges		—			—			—
	Net new flows		0.9			1.3			1.4
	Reinvested distributions		0.5			0.5			0.5
	Net flows		1.4			1.8			1.9
	Distributions		(0.8	)		(0.8	)		(0.7	)
	Appreciation and other		1.4			1.1			1.9
	Ending assets	$	73.8		$	71.8		$	62.4

[Table continued on next page]

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ASSETS UNDER MANAGEMENT AND FLOWS BY INVESTMENT OBJECTIVE

[Table continued from previous page]

(in billions)		Three months ended
		30-Jun-10			31-Mar-10			30-Jun-09
Global/international taxable fixed-income
	Beginning assets	$	97.0		$	77.5		$	43.0
	Long-term sales		24.0			20.3			6.8
	Long-term redemptions		(8.9	)		(5.9	)		(4.7	)
	Net exchanges		1.0			0.8			0.8
	Net new flows		16.1			15.2			2.9
	Reinvested distributions		0.6			0.5			0.4
	Net flows		16.7			15.7			3.3
	Distributions		(0.6	)		(0.5	)		(0.5	)
	(Depreciation) appreciation and other		(3.7	)		4.3			4.4
	Ending assets		109.4			97.0			50.2
Domestic (U.S.) taxable fixed-income
	Beginning assets		41.9			40.4			32.5
	Long-term sales		3.5			3.7			3.8
	Long-term redemptions		(2.7	)		(2.9	)		(2.3	)
	Net exchanges		0.2			—			(0.1	)
	Net new flows		1.0			0.8			1.4
	Reinvested distributions		0.4			0.2			0.4
	Net flows		1.4			1.0			1.8
	Distributions		(0.5	)		(0.3	)		(0.4	)
	Appreciation and other		0.5			0.8			1.6
	Ending assets		43.3			41.9			35.5
Cash management
	Beginning assets		5.8			6.1			8.1
	Net cash management		1.4			0.3			0.5
	Net exchanges		(0.8	)		(0.7	)		(1.1	)
	Net new flows		0.6			(0.4	)		(0.6	)
	Reinvested distributions		—			—			—
	Net flows		0.6			(0.4	)		(0.6	)
	Distributions		—			—			—
	(Depreciation) appreciation and other		(0.1	)		0.1			—
	Ending assets		6.3			5.8			7.5
Total
	Beginning assets		586.8			553.5			391.1
	Long-term sales		51.0			46.4			27.9
	Long-term redemptions		(33.6	)		(29.3	)		(22.4	)
	Long-term net exchanges		0.8			0.7			1.1
	Net cash management		1.4			0.3			0.5
	Cash management net exchanges		(0.8	)		(0.7	)		(1.1	)
	Net new flows		18.8			17.4			6.0
	Reinvested distributions		3.1			2.1			2.7
	Net flows		21.9			19.5			8.7
	Distributions		(3.7	)		(2.7	)		(3.3	)
	(Depreciation) appreciation and other		(34.5	)		16.5			54.7
Ending Assets Under Management		$	570.5		$	586.8		$	451.2

- 7 -

Conference Call Information

Pre-recorded audio commentary on the third quarter results from Franklin Resources, Inc.’s President and Chief Executive Officer, Greg Johnson, and Executive Vice President and Chief Financial Officer, Ken Lewis, will be available today at approximately 9:15 a.m. Eastern Time. They will also lead a live teleconference today at 4:30 p.m. Eastern Time to answer questions.

Access to the pre-recorded audio commentary and accompanying slides will be available at franklinresources.com. The pre-recorded audio commentary will also be available by dialing (800) 642-1687 in the U.S. and Canada or (706) 645-9291 internationally, using access code 83772434, anytime through 11:59 p.m. Eastern Time on August 12, 2010.

Access to the live teleconference will be available at franklinresources.com 10 minutes before the start of the call or by dialing (877) 480-6346 in the U.S. and Canada or (706) 902-1906 internationally. A replay of the call can also be accessed by calling (800) 642-1687 in the U.S. and Canada or (706) 645-9291 internationally, using access code 83772101, after 5:30 p.m. Eastern Time today through 11:59 p.m. Eastern Time on August 12, 2010.

Questions regarding the pre-recorded audio commentary or live teleconference should be directed to Franklin Resources, Inc., Investor Relations at (650) 312-4091 or Corporate Communications at (650) 525-7458.

Franklin Resources, Inc. [NYSE:BEN] is a global investment management organization operating as Franklin Templeton Investments. Franklin Templeton Investments provides global and domestic investment management solutions managed by its Franklin, Templeton, Mutual Series, Fiduciary Trust, Darby and Bissett investment teams. The San Mateo, CA-based company has more than 60 years of investment experience and over $570 billion in assets under management as of June 30, 2010. For more information, please visit franklinresources.com.

Notes

1. Net income represents net income attributable to Franklin Resources, Inc.

2. Nothing in this section shall be considered a solicitation to buy or an offer to sell a security to any person in any jurisdiction where such offer, solicitation, purchase or sale would be unlawful under the securities laws of such jurisdiction. Franklin/Templeton Distributors, Inc., One Franklin Parkway, San Mateo, CA, is the funds’ principal distributor and a wholly-owned subsidiary of Franklin Resources, Inc.

3. Lipper rankings for Franklin Templeton U.S.-registered mutual funds are based on Class A shares. Franklin Templeton funds are compared against a universe of all share classes. Performance rankings for other share classes may differ.

4. Lipper calculates averages by taking all the funds and share classes in a peer group and averaging their total returns for the periods indicated. Lipper tracks 147 peer groups of U.S. retail mutual funds, and the groups vary in size from 8 to 1,027 funds. Lipper total return calculations include reinvested dividends and capital gains, but do not include sales charges or expense subsidization by the manager. Results may have been different if these or other factors had been considered.

5. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin Templeton long-term mutual funds tracked by Lipper, 33, 37, 35 and 46 funds ranked in the top quartile and 31, 35, 33 and 18 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

6. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin Templeton equity mutual funds tracked by Lipper, 21, 20, 13 and 17 funds ranked in the top quartile and 17, 17, 17 and 10 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

7. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin Templeton non-money market fixed-income mutual funds tracked by Lipper, 12, 17, 22 and 29 funds ranked in the top quartile and 14, 18, 16 and 8 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

8. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin equity mutual funds tracked by Lipper, 15, 14, 10 and 10 funds ranked in the top quartile and 12, 11, 9 and 5 funds

- 8 -

ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

9. Source: Lipper^® Inc., 6/30/10. Of the eligible Templeton equity mutual funds tracked by Lipper, 4, 3, 0 and 4 funds ranked in the top quartile and 3, 3, 5 and 2 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

10. Source: Lipper^® Inc., 6/30/10. Of the eligible Mutual Series equity mutual funds tracked by Lipper, 2, 3, 3 and 3 funds ranked in the top quartile and 2, 3, 3 and 3 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

11. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin Templeton non-money market taxable fixed-income mutual funds tracked by Lipper, 2, 5, 4 and 4 funds ranked in the top quartile and 4, 2, 4 and 1 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

12. Source: Lipper^® Inc., 6/30/10. Of the eligible Franklin Templeton non-money market tax-free fixed-income mutual funds tracked by Lipper, 10, 12, 18 and 25 funds ranked in the top quartile and 10, 16, 12 and 7 funds ranked in the second quartile, for the one-, three-, five- and 10-year periods, respectively, for their respective Lipper peer groups.

13. Effective October 1, 2009, the company adopted a new accounting standard that modifies the presentation of consolidated net income to include the amount attributable to noncontrolling interests for all periods presented.

14. Effective October 1, 2009, the company retrospectively adopted a new accounting standard that modifies the earnings per share calculations to recognize its nonvested stock awards and nonvested stock unit awards that contain nonforfeitable rights to dividends or dividend equivalents as if they were a separate class of stock.

15. Defined as operating income divided by operating revenues.

16. Assets under management include assets for which the company provides various investment management services as described in Item I “Business” in Part I of its Form 10-K for the fiscal year ended September 30, 2009.

17. Cash management includes both U.S.-registered money market funds and non-U.S. registered funds with similar investment objectives.

Forward-Looking Statements

The financial results in this press release are preliminary. Statements in this press release regarding Franklin Resources, Inc. (“Franklin”) and its subsidiaries, which are not historical facts, are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. When used in this press release, words or phrases generally written in the future tense and/or preceded by words such as “will”, “may”, “could”, “expect”, “believe”, “anticipate”, “intend”, “plan”, “seek”, “estimate” or other similar words are forward-looking statements.

Forward-looking statements involve a number of known and unknown risks, uncertainties and other important factors, some of which are listed below, that could cause actual results and outcomes to differ materially from any future results or outcomes expressed or implied by such forward-looking statements. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. We caution you therefore against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance.

These and other risks, uncertainties and other important factors are described in more detail in Franklin’s recent filings with the U.S. Securities and Exchange Commission, including, without limitation, in Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations in Franklin’s Annual Report on Form 10-K for the fiscal year ended September 30, 2009 and Franklin’s subsequent Quarterly Reports on Form 10-Q:

• Volatility and disruption of the capital and credit markets, and adverse changes in the global economy, may significantly affect our results of operations and may put pressure on our financial results.

• The amount and mix of our assets under management are subject to significant fluctuations.

- 9 -

• We are subject to extensive and complex, overlapping and frequently changing rules, regulations and legal interpretations.

• Regulatory and legislative actions and reforms have made the regulatory environment in which we operate more costly and future actions and reforms could adversely impact our assets under management, increase costs and negatively impact our profitability and future financial results.

• Changes in tax laws or exposure to additional income tax liabilities could have a material impact on our financial condition, results of operations and liquidity.

• Any significant limitation or failure of our software applications, technology or other systems that are critical to our operations could constrain our operations.

• Our investment management business operations are complex and a failure to properly perform operational tasks or the misrepresentation of our products and services could have an adverse effect on our revenues and income.

• We face risks, and corresponding potential costs and expenses, associated with conducting operations and growing our business in numerous countries.

• We depend on key personnel and our financial performance could be negatively affected by the loss of their services.

• Strong competition from numerous and sometimes larger companies with competing offerings and products could limit or reduce sales of our products, potentially resulting in a decline in our market share, revenues and net income.

• Changes in the third-party distribution and sales channels on which we depend could reduce our revenues and hinder our growth.

• Our increasing focus on international markets as a source of investments and sales of investment products subjects us to increased exchange rate and other risks in connection with earnings and income generated overseas.

• Poor investment performance of our products could affect our sales or reduce the level of assets under management, potentially negatively impacting our revenues and income.

• We could suffer losses in earnings or revenue if our reputation is harmed.

• Our future results are dependent upon maintaining an appropriate level of expenses, which is subject to fluctuation.

• Our ability to successfully integrate widely varied business lines can be impeded by systems and other technological limitations.

• Our inability to successfully recover should we experience a disaster or other business continuity problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability.

• Certain of the portfolios we manage, including our emerging market portfolios, are vulnerable to significant market-specific political, economic or other risks, any of which may negatively impact our revenues and income.

• Our revenues, earnings and income could be adversely affected if the terms of our management agreements are significantly altered or these agreements are terminated by the funds and other sponsored investment products we advise.

• Regulatory and governmental examinations and/or investigations, civil litigation relating to previously-settled regulatory and governmental investigations, and the legal risks associated with our business, could adversely impact our assets under management, increase costs and negatively impact our profitability and/or our future financial results.

• Our ability to meet cash needs depends upon certain factors, including the market value of our assets, operating cash flows and our perceived credit worthiness.

• Diverse and strong competition limits the interest rates that we can charge on consumer loans.

• Our business could be negatively affected if we or our banking subsidiaries fail to remain well capitalized, and liquidity needs could affect our banking business.

• We are dependent on the earnings of our subsidiaries.

Any forward-looking statement made by us in this press release speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

# # #

- 10 -

EX-99.2

Internal Use Only / Not for Distribution to the Public

Franklin Resources, Inc. Third Quarter Results

July 29, 2010

EXHIBIT 99.2

2

Forward-Looking

Statements

The financial results in this presentation are preliminary. Statements in this presentation regarding Franklin Resources, Inc. (“Franklin”) and its subsidiaries, which

are not historical facts, are "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995.  When used in this

presentation, words or phrases generally written in the future tense and/or preceded by words such as “will”, “may”, “could”, “expect”, “believe”, “anticipate”,

“intend”, “plan”, “seek”, “estimate” or other similar words are forward-looking statements.  Forward-looking statements involve a number of known and unknown

risks, uncertainties and other important factors, some of which are listed below, that could cause actual results and outcomes to differ materially from any future

results or outcomes expressed or implied by such forward-looking statements.   Forward-looking statements are based on our current expectations and

assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to

inherent uncertainties, risks and changes in circumstances that are difficult to predict. We caution you therefore against relying on any of these forward-looking

statements. They are neither statements of historical fact nor guarantees or assurances of future performance.

These and other risks, uncertainties and other important factors are described in more detail in Franklin’s recent filings with the U.S. Securities and Exchange

Commission, including, without limitation, in Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations in

Franklin’s Annual Report on Form 10-K for the fiscal year ended September 30, 2009 and subsequently filed Form 10-Q’s:  (1) volatility and disruption of the

capital and credit markets, and adverse changes in the global economy, may significantly affect our results of operations and may put pressure on our financial

results; (2) the amount and mix of our assets under management are subject to significant fluctuations; (3) we are subject to extensive and complex, overlapping

and frequently changing rules, regulations and legal interpretations; (4) regulatory and legislative actions and reforms have made the regulatory environment in

which we operate more costly and future actions and reforms could adversely impact our assets under management, increase costs and negatively impact our

profitability and future financial results; (5) changes in tax laws or exposure to additional income tax liabilities could have a material impact on our financial

condition, results of operations and liquidity; (6) any significant limitation or failure of our software applications, technology or other systems that are critical to our

operations could constrain our operations; (7) our investment management business operations are complex and a failure to properly perform operational tasks or

the misrepresentation of our products and services could have an adverse effect on our revenues and income; (8) we face risks, and corresponding potential costs

and expenses, associated with conducting operations and growing our business in numerous countries; (9) we depend on key personnel and our financial

performance could be negatively affected by the loss of their services; (10) strong competition from numerous and sometimes larger companies with competing

offerings and products could limit or reduce sales of our products, potentially resulting in a decline in our market share, revenues and net income; (11) changes in

the third-party distribution and sales channels on which we depend could reduce our revenues and hinder our growth; (12) our increasing focus on international

markets as a source of investments and sales of investment products subjects us to increased exchange rate and other risks in connection with earnings and

income generated overseas; (13) poor investment performance of our products could affect our sales or reduce the level of assets under management, potentially

negatively impacting our revenues and income; (14) we could suffer losses in earnings or revenue if our reputation is harmed; (15) our future results are

dependent upon maintaining an appropriate level of expenses, which is subject to fluctuation; (16) our ability to successfully integrate widely varied business lines

can be impeded by systems and other technological limitations; (17) our inability to successfully recover should we experience a disaster or other business

continuity problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability; (18) certain of the portfolios we

manage, including our emerging market portfolios, are vulnerable to significant market-specific political, economic or other risks, any of which may negatively

impact our revenues and income; (19) our revenues, earnings and income could be adversely affected if the terms of our management agreements are

significantly altered or these agreements are terminated by the funds and other sponsored investment products we advise; (20) regulatory and governmental

examinations and/or investigations, civil litigation relating to previously-settled regulatory and governmental investigations, and the legal risks associated with our

business, could adversely impact our assets under management, increase costs and negatively impact our profitability and/or our future financial results; (21) our

ability to meet cash needs depends upon certain factors, including the market value of our assets, operating cash flows and our perceived credit worthiness; (22)

diverse and strong competition limits the interest rates that we can charge on consumer loans; (23) our business could be negatively affected if we or our banking

subsidiaries fail to remain well capitalized, and liquidity needs could affect our banking business; and (24) we are dependent on the earnings of our subsidiaries.

Any forward-looking statement made by us in this presentation speaks only as of the date on which it is made.  Factors or events that could cause our actual

results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking

statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

3

Audio Commentary and Conference Call Details

Pre-recorded audio commentary on the third quarter results from Franklin Resources, Inc.’s President and Chief

Executive Officer, Greg Johnson, and Executive Vice President and Chief Financial Officer, Ken Lewis, will be available

today at approximately 9:15 a.m. Eastern Time.  They will also lead a live teleconference today at 4:30 p.m. Eastern

Time to answer questions.

Access to the pre-recorded audio commentary and this presentation will be available at franklinresources.com.  The

pre-recorded audio commentary will also be available by dialing (800) 642-1687 in the U.S. and Canada or (706) 645-

9291 internationally, using access code 83772434, anytime through 11:59 p.m. Eastern Time on August 12, 2010.

Access to the live teleconference will be available at franklinresources.com 10 minutes before the start of the call or by

dialing (877) 480-6346 in the U.S. and Canada or (706) 902-1906 internationally. A replay of the call can also be

accessed by calling (800) 642-1687 in the U.S. and Canada or (706) 645-9291 internationally, using access code

83772101, after 5:30 p.m. Eastern Time today through 11:59 p.m. Eastern Time on August 12, 2010.

Questions regarding the pre-recorded audio commentary or live teleconference should be directed to Franklin

Resources, Inc., Investor Relations at (650) 312-4091 or Corporate Communications at (650) 525-7458.

4

Highlights of the Fiscal Third Quarter 2010

Relative investment performance remains strong

$18.2

billion

in

long-term

net

new

flows

1

in

F3Q10

–

a

new

record

Franklin Templeton sells its cross-border funds in more

countries

than

any

other

asset

manager

2

and

became

the

#1

cross-border

fund

manager

3

Fiscal year-to-date assets under management increased $47.1

billion despite $1.4 billion of net market depreciation

1

Long-term net new flows are defined as long-term sales less long-term redemptions plus long-term net exchanges. ² PriceWaterhouseCoopers Global Fund Distribution 2010 report.  

3

As of 5/31/10 Lipper FMI - Thomson Reuters. Based on cross border retail funds (excluding ETF and Tracker Funds).  A cross-border fund is one that sources less than 80% of its assets from

investors in any single country.

ASSETS UNDER MANAGEMENT

6

Assets Under Management

End of Period

Simple Monthly Average

$570.5

$553.5

$523.4

$451.2

$586.8

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

$583.1

$561.2

$428.0

$488.3

$534.9

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

(in billions, for the three months ended)

7

Assets Under Management

by Investment Objective

by Sales Region

1

Europe sales region includes Middle East and Africa.  ²Asia-Pacific sales region includes Latin America.

(in billions)

30-Jun-10

31-Mar-10

% Change

Equity

236.1

$      

263.0

$      

(10%)

Hybrid

101.6

107.3

(5%)

Fixed-Income

226.5

210.7

7%

Cash Management

6.3

5.8

9%

Total

570.5

$      

586.8

$      

(3%)

(chart is as of June 30, 2010)

(chart is as of June 30, 2010)

(in billions)

30-Jun-10

31-Mar-10

% Change

United States

409.9

$     

425.2

$     

(4%)

Europe

1

72.0

69.5

4%

Asia-Pacific

2

59.6

58.9

1%

Canada

29.0

33.2

(13%)

Total

570.5

$     

586.8

$     

(3%)

United States

72%

Canada

5%

Asia-Pacific

10%

Europe

13%

Hybrid

18%

Equity

41%

Cash

Management

1%

Fixed-Income

40%

2

1

FLOW SUMMARY

9

1

Long-term net new flows are defined as long-term sales less long-term redemptions plus long-term net exchanges. 

Flow Summary

Market Appreciation (Depreciation)

Long-Term Flows

1

($34.5)

$16.5

$54.7

$60.7

$16.6

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

(in billions, for the three months ended)

$51.0

($33.6)

$42.2

$34.9

$27.9

$46.4

($28.2)

($23.3)

($29.3)

($22.4)

$18.2

$12.9

$17.8

$6.6

$15.1

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

Long-term sales

27.9

$       

34.9

$       

42.2

$       

46.4

$       

51.0

$       

Long-term redemptions

(22.4)

(23.3)

(28.2)

(29.3)

(33.6)

Net cash management

0.5

0.6

0.3

0.3

1.4

Total net new flows

6.0

$         

12.2

$       

14.3

$       

17.4

$       

18.8

$       

10

United States and International Flows

United States

(in billions, for the three months ended)

International

$25.0

($18.3)

$24.4

$18.1

$21.5

$23.8

($12.7)

($16.1)

($13.4)

($15.1)

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

($15.3)

$26.0

$18.4

$13.4

$9.8

$22.0

($13.1)

($9.9)

($13.2)

($9.7)

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

11

Net New Flows by Investment Objective

(for the three months ended)

($ in billions)

30-Jun-10

31-Mar-10

Jun-10 vs.

Mar-10

30-Jun-09

Jun-10 vs.

Jun-09

Equity sales

16.0

$        

14.7

$        

9%

11.1

$        

44%

Equity redemptions

(15.6)

(15.1)

3%

(10.8)

44%

Equity net exchanges

(0.3)

(0.1)

200%

0.3

NM

Equity Net New Flows

0.1

(0.5)

NM

0.6

(83%)

Hybrid sales

4.2

4.1

2%

2.9

45%

Hybrid redemptions

(4.0)

(3.1)

29%

(2.7)

48%

Hybrid net exchanges

(0.1)

-

NM

0.1

NM

Hybrid Net New Flows

0.1

1.0

(90%)

0.3

(67%)

Fixed-income sales

30.8

27.6

12%

13.9

122%

Fixed-income redemptions

(14.0)

(11.1)

26%

(8.9)

57%

Fixed-income net exchanges

1.2

0.8

50%

0.7

71%

Fixed-Income Net New Flows

18.0

17.3

4%

5.7

216%

Cash Management Net New Flows

0.6

(0.4)

NM

(0.6)

NM

Total Net New Flows

18.8

$        

17.4

$        

8%

6.0

$           

213%

NM = not meaningful

INVESTMENT PERFORMANCE

13

%

of

U.S.

Long-Term

Assets

in

Top

Two

Lipper

Quartiles

Investment Performance

91%

65%

83%

87%

62%

91%

85%

86%

1 - Year

3 - Year

5 - Year

10 - Year

89%

82%

77%

91%

88%

85%

91%

64%

1 - Year

3 - Year

5 - Year

10 - Year

6/30/10

3/31/10

Franklin Templeton

Franklin Templeton Fixed-Income

Franklin Templeton Equity

1

Lipper rankings for Franklin Templeton U.S.-registered long-term mutual funds are based on Class A shares. Franklin Templeton funds are compared against a universe of all share classes. 

Performance of other share classes may differ.

91%

51%

84%

86%

60%

90%

84%

84%

1 - Year

3 - Year

5 - Year

10 - Year

1

14

100%

100%

38%

100%100%

99%

90%

0%

1 - Year

3 - Year

5 - Year

10 - Year

88%

89%

85%

86%

75%

88%

83%

85%

1 - Year

3 - Year

5 - Year

10 - Year

Investment Performance

%

of

U.S.

Long-Term

Assets

in

Top

Two

Lipper

Quartiles

1

88%

65%

74%

92%

87%

86%

92%

76%

1 - Year

3 - Year

5 - Year

10 - Year

72%

69%

55%

74%

65%

69%

71%

52%

1 - Year

3 - Year

5 - Year

10 - Year

FTI Tax-Free Fixed-Income

FTI Taxable Fixed-Income

Franklin Equity

Templeton Equity

Mutual Series Equity

100%100%

49%

92%

94%

64%

93%

94%

1 - Year

3 - Year

5 - Year

10 - Year

1

Lipper rankings for Franklin Templeton U.S.-registered long-term mutual funds are based on Class A shares. Franklin Templeton funds are compared against a universe of all share classes. 

Performance of other share classes may differ.

6/30/10

3/31/10

OPERATING RESULTS

16

Quarterly Financial Highlights

Operating and

Net

Income

1

Diluted Earnings Per Share

$521.6

$461.1

$326.2

$384.7

$467.0

360.5

297.7

356.7

367.4

355.6

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

$1.58

$1.55

$1.28

$1.59

$1.54

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

(in millions, for the three months ended)

Unaudited

1

Net income attributable to Franklin Resources, Inc.

17

Operating Revenues

(in millions, for the three months ended)

Unaudited

30-Jun-10

31-Mar-10

Jun-10 vs.

Mar-10

31-Dec-09

30-Sep-09

30-Jun-09

Jun-10 vs.

Jun-09

Investment management fees

915.9

$    

836.1

$    

10%

806.7

$    

725.0

$    

625.0

$    

47%

Underwriting and distribution fees

529.3

496.8

7%

488.1

433.4

365.2

45%

Shareholder servicing fees

73.0

71.4

2%

69.5

67.4

67.1

9%

Consolidated sponsored

investment products income, net

1.5

0.5

200%

0.4

1.6

2.9

(48%)

Other, net

14.4

8.3

73%

12.7

11.5

13.4

7%

Total Operating Revenues

1,534.1

$ 

1,413.1

$ 

9%

1,377.4

$ 

1,238.9

$ 

1,073.6

$ 

43%

18

Operating Expenses

30-Jun-10

31-Mar-10

Jun-10 vs.

Mar-10

31-Dec-09

30-Sep-09

30-Jun-09

Jun-10 vs.

Jun-09

Underwriting and distribution

519.6

$     

487.0

$     

7%

467.0

$     

418.3

$     

350.7

$     

48%

Compensation and benefits

280.3

271.1

3%

254.3

246.8

230.9

21%

Information systems, technology

and occupancy

76.0

69.6

9%

68.6

72.0

68.2

11%

Advertising and promotion

38.0

38.1

0%

34.8

37.3

27.9

36%

Amortization of deferred sales

commissions

50.1

46.3

8%

46.5

39.7

32.9

52%

Other

48.5

39.9

22%

39.2

40.1

36.8

32%

Total Operating Expenses

1,012.5

$  

952.0

$     

6%

910.4

$     

854.2

$     

747.4

$     

35%

(in millions, for the three months ended)

Unaudited

19

Operating Results

(in millions, except per share data, for the three months ended)

Unaudited

30-Jun-10

31-Mar-10

Jun-10 vs.

Mar-10

31-Dec-09

30-Sep-09

30-Jun-09

Jun-10 vs.

Jun-09

Operating Income

521.6

$     

461.1

$     

13%

467.0

$     

384.7

$     

326.2

$     

60%

Consolidated sponsored

investment products (losses)

gains, net

(14.7)

5.6

NM

15.1

42.8

44.5

NM

Investment and other (losses)

income, net

(7.3)

42.5

NM

33.0

87.3

52.6

NM

Interest expense

(4.8)

(0.9)

433%

(0.8)

(0.2)

(0.2)

NM

Other (expenses) income, net

(26.8)

47.2

NM

47.3

129.9

96.9

NM

Income Before Taxes

494.8

508.3

(3%)

514.3

514.6

423.1

17%

Taxes on income

135.1

149.9

(10%)

156.8

136.2

116.3

16%

Net Income

359.7

358.4

0%

357.5

378.4

306.8

17%

Less: Net (loss) income

attributable to noncontrolling

interests

(0.8)

1.7

NM

1.9

11.0

9.1

NM

Net Income Attributable to

Franklin Resources, Inc.

360.5

$     

356.7

$     

1%

355.6

$     

367.4

$     

297.7

$     

21%

Basic earnings per share

1.59

$       

1.56

$       

2%

1.55

$       

1.60

$       

1.28

$       

24%

Diluted Earnings per Share

1.58

$       

1.55

$       

2%

1.54

$       

1.59

$       

1.28

$       

23%

Average shares outstanding (in thousands)

Basic

225,626

227,046

(1%)

227,892

228,741

229,804

(2%)

Diluted

226,806

228,300

(1%)

229,251

230,061

230,819

(2%)

20

23%

22%

78%

64%

61%

54%

42%

45%

40%

46%

64%

123%

104%

107%

77%

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

Operating Margin

Operating Margin and Capital Management

30.4%

31.1%

33.9%

32.6%

34.0%

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

Stock Repurchase Activity

1

Dividend and repurchase payout are calculated as amount of dividend declared divided by net income attributable to Franklin Resources, Inc. and amount of stock repurchase divided by net

income attributable to Franklin Resources, Inc, respectively, for the trailing 12 months period.

1.7

1.6

2.1

1.1

1.7

227.4

225.4

229.3

230.4

228.2

30-Jun-09

30-Sep-09

31-Dec-09

31-Mar-10

30-Jun-10

Trailing 12 Months Payout Ratio

(in millions, except payout ratio data, for the three months ended)

Unaudited