UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number_811-02605

__Franklin U.S. Government Money Fund
(Exact name of registrant as specified in charter)

One Franklin Parkway

, San Mateo, CA  94403-1906

(Address of principal executive offices)           (Zip code)

Craig S. Tyle, One Franklin Parkway, San Mateo, CA  94403-1906

(Name and address of agent for service)

Registrant's telephone number, including area code:__650 312-2000

Date of fiscal year end: 6/30

Date of reporting period: _6/30/20

Item 1. Reports to Stockholders.

Annual

Report

And

Shareholder

Letter

Franklin

U.S.

Government

Money

Fund

June

30,

2020

Sign

up

for

electronic

delivery

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Internet

Delivery

of

Fund

Reports

Unless

You

Request

Paper

Copies

:

Effective

January

1,

2021,

as

permitted

by

the

SEC,

paper

copies

of

the

Fund’s

shareholder

reports

will

no

longer

be

sent

by

mail,

unless

you

specifically

request

them

from

the

Fund

or

your

financial

intermediary.

Instead,

the

reports

will

be

made

available

on

a

website,

and

you

will

be

notified

by

mail

each

time

a

report

is

posted

and

provided

with

a

website

link

to

access

the

report.

If

you

already

elected

to

receive

shareholder

reports

electronically,

you

will

not

be

affected

by

this

change

and

you

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not

take

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would

encourage

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shareholders

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communications

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or

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intermediary.

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reports

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of

charge

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contacting

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financial

intermediary

or,

if

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invest

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Fund,

calling

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your

account.

Not

FDIC

Insured

May

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Bank

Guarantee

franklintempleton.com

Not

part

of

the

annual

report

1

Shareholder

Letter

Dear

Shareholder:

During

the

12

months

ended

June

30,

2020,

the

U.S.

economy

showed

mixed

results,

growing

moderately

through

the

end

of

2019

amid

concerns

about

trade,

but

contracting

in

2020’s

first

and

second

quarters

in

response

to

the

novel

coronavirus

(COVID-19)

pandemic.

The

U.S.

Federal

Reserve

(Fed),

having

lowered

the

target

range

for

the

federal

funds

rate

in

October

for

the

third

time

during

2019,

held

the

rate

unchanged

through

February

2020.

However,

given

larger

economic

risks

posed

by

the

pandemic,

the

Fed

lowered

its

key

rate

again

by

0.50%

on

March

3

and

further

by

1.00%

on

March

15,

decreasing

the

rate

during

the

period

from

2.50%

to

0.25%.

In

its

efforts

to

support

U.S.

economic

activity,

the

Fed

also

announced

broad

quantitative

easing

measures

to

support

credit

markets.

In

this

environment,

the

one-month

Treasury

yield,

which

moves

inversely

to

price,

began

the

period

at

2.18%

and

decreased

to

0.13%

by

June

30,

2020.

Franklin

U.S.

Government

Money

Fund’s

annual

report

includes

more

detail

about

prevailing

conditions

during

the

period.

In

addition,

you

will

find

performance

data,

financial

information

and

a

discussion

from

the

portfolio

manager.

As

always,

we

recommend

investors

consult

their

financial

advisors

and

review

their

financial

plan

to

design

a

long-term

strategy

and

portfolio

allocation

that

meet

their

individual

needs,

goals

and

risk

tolerance.

We

firmly

believe

most

people

benefit

from

professional

advice

and

that

advice

is

invaluable

as

investors

navigate

current

market

conditions.

We

thank

you

for

investing

with

Franklin,

welcome

your

questions

and

comments,

and

look

forward

to

assisting

your

future

investment

plans.

Sincerely,

Rupert

H.

Johnson,

Jr.

Chairman

Franklin

U.S.

Government

Money

Fund

This

letter

reflects

our

analysis

and

opinions

as

of

June

30,

2020,

unless

otherwise

indicated.

The

information

is

not

a

complete

analysis

of

every

aspect

of

any

market,

country,

industry,

security

or

fund.

Statements

of

fact

are

from

sources

considered

reliable.

Contents

Annual

Report

Franklin

U.S.

Government

Money

Fund

..............

2

Performance

Summary

...........................

4

Your

Fund’s

Expenses

............................

5

Financial

Highlights

and

Statement

of

Investments

....

6

Financial

Statements

.............................

11

Notes

to

Financial

Statements

.....................

14

Report

of

Independent

Registered

Public

Accounting

Firm

............................

19

Tax

Information

..................................

20

Board

Members

and

Officers

.......................

21

The

Money

Market

Portfolios

.......................

25

Shareholder

Information

..........................

42

Visit

franklintempleton.com

for

fund

updates,

to

access

your

account,

or

to

find

helpful

financial

planning

tools.

2

franklintempleton.com

Annual

Report

ANNUAL

REPORT

Franklin

U.S.

Government

Money

Fund

This

annual

report

for

Franklin

U.S.

Government

Money

Fund

covers

the

fiscal

year

ended

June

30,

2020

Your

Fund’s

Goal

and

Main

Investments

The

Fund’s

investment

goal

is

to

provide

investors

with

as

high

a

level

of

current

income

as

is

consistent

with

the

preservation

of

shareholders’

capital

and

liquidity

by

investing

through

The

U.S.

Government

Money

Market

Portfolio

(Master

Portfolio)

at

least

99.5%

of

its

total

assets

in

government

securities,

cash

and

repurchase

agreements

collateralized

fully

by

government

securities

or

cash.

1

The

Fund

also

tries

to

maintain

a

stable

$1.00

share

price.

An

investment

in

the

Fund

is

not

insured

or

guaranteed

by

the

Federal

Deposit

Insurance

Corporation

or

any

other

government

agency

or

institution.

Although

the

Fund

seeks

to

preserve

the

value

of

your

investment

at

$1.00

per

share,

it

is

possible

to

lose

money

by

investing

in

the

Fund.

The

Fund’s

sponsor

has

no

legal

obligation

to

provide

financial

support

to

the

Fund,

and

you

should

not

expect

that

the

sponsor

will

provide

financial

support

to

the

Fund

at

any

time.

Performance

Overview

The

U.S.

Federal

Reserve

(Fed),

having

lowered

the

federal

funds

rate

by

0.25%

at

each

of

its

July,

September

and

October

2019

meetings,

held

the

rate

unchanged

through

February

2020.

However,

given

larger

economic

risks

posed

by

the

novel

coronavirus

(COVID-19)

pandemic,

the

Fed

lowered

its

key

rate

again

by

0.50%

on

March

3

and

further

by

1.00%

on

March

15,

decreasing

the

rate

during

the

period

from

2.50%

to

0.25%.

Consequently,

the

Fund’s

Class

A

share’s

seven-day

effective

yield

decreased

from

1.67%

on

June

30,

2019,

to

0.00%

on

June

30,

2020,

as

shown

in

the

Performance

Summary

on

page

4

.

Performance

data

represent

past

performance,

which

does

not

guarantee

future

results.

Investment

return

will

fluctuate.

Current

performance

may

differ

from

figures

shown.

For

most

recent

month-end

performance,

go

to

franklintempleton.com

or

call

(800)

342-5236

.

Economic

and

Market

Overview

The

U.S.

bond

market,

as

measured

by

the

Bloomberg

Barclays

U.S.

Aggregate

Bond

Index,

advanced

during

the

12-month

period.

Before

the

acceleration

of

the

COVID-19

outbreak

in

February

2020,

prices

for

most

U.S.

bonds

rose,

and

their

yields

declined,

driven

by

low

inflation,

interest-rate

cuts

and

strong

demand

for

yield.

In

late

February,

as

more

countries

adopted

social

distancing

and

lockdown

measures,

the

U.S.

bond

market

began

pricing

in

the

adverse

impact

on

economic

activity.

Higher-quality,

longer-term

bonds

rallied,

while

riskier,

lower-rated

corporate

bonds

declined

sharply,

reflecting

a

reversal

in

the

market’s

appetite

for

risk.

During

the

last

quarter

of

the

reporting

period,

however,

as

generally

slowing

infection

rates

and

phased

business

reopenings

by

states

drove

hopes

for

an

economic

rebound,

corporate

bonds

advanced

significantly.

Nevertheless,

an

increase

in

infection

rates

toward

period-end

prompted

concern

among

investors,

restricting

further

price

increases

for

lower-rated

bonds.

After

reducing

the

federal

funds

target

rate

three

times

in

2019

to

a

range

of

1.50%–1.75%,

the

Fed

enacted

two

emergency

rate

cuts

in

response

to

the

COVID-19

pandemic

in

March

2020,

further

lowering

the

federal

funds

target

rate

to

a

range

of

0.00%–0.25%.

In

addition,

the

Fed

announced

unlimited,

open-ended

purchasing

of

government-backed

and

corporate

bonds

to

help

keep

markets

functioning,

significantly

expanding

its

balance

sheet.

U.S.

Treasury

bonds,

as

measured

by

the

Bloomberg

Barclays

U.S.

Treasury

Index,

rose

significantly

during

the

reporting

period.

Bond

purchasing

by

the

Fed

and

robust

demand

for

investments

perceived

as

safe

drove

the

U.S.

Treasury

market

higher

despite

the

widening

U.S.

federal

budget

deficit

and

the

massive

increase

in

issuance.

Mortgage-backed

securities

(MBS),

as

measured

by

the

Portfolio

Composition

6/30/20

%

of

Total

Net

Assets

U.S.

Government

and

Agency

Securities

90.4%

Repurchase

Agreements

10.2%

Other

Net

Assets

-0.6%

1.

Although

U.S.

government-sponsored

entities

may

be

chartered

by

acts

of

Congress,

their

securities

are

neither

issued

nor

guaranteed

by

the

U.S.

government.

Please

see

the

Fund’s

prospectus

for

a

detailed

discussion

regarding

various

levels

of

credit

support

for

government

agency

or

instrumentality

securities.

The

Fund’s

yield

and

share

price

are

not

guaranteed

and

will

vary

with

market

conditions.

The

dollar

value,

number

of

shares

or

principal

amount,

and

names

of

all

portfolio

holdings

are

listed

in

the

Fund’s

Statement

of

Investments

(SOI).

The

SOI

begins

on

page

10

.

Franklin

U.S.

Government

Money

Fund

3

franklintempleton.com

Annual

Report

Bloomberg

Barclays

MBS

Index,

also

posted

positive

returns,

aided

by

declining

Treasury

rates

and

the

Fed’s

decision

to

purchase

agency

MBS.

U.S.

corporate

bond

performance

varied

significantly

based

on

credit

rating,

as

investors

became

concerned

about

the

pandemic-related

economic

disruption

and

the

potential

credit

downgrades

of

many

companies.

Investment-grade

corporate

bonds,

as

represented

by

the

Bloomberg

Barclays

U.S.

Corporate

Bond

Index,

rebounded

significantly

after

mid-March

2020

to

post

strong

returns

for

the

reporting

period.

In

contrast,

high-yield

corporate

bonds,

as

represented

by

the

Bloomberg

Barclays

U.S.

Corporate

High

Yield

Bond

Index,

ended

the

period

generally

flat

due

to

investor

concerns

about

a

potential

increase

in

credit

defaults.

Investment

Strategy

Consistent

with

our

strategy,

we

seek

to

invest,

through

the

Portfolio,

mainly

in

U.S.

government

securities,

cash

and

repurchase

agreements

collateralized

fully

by

government

securities

or

cash.

We

only

buy

securities

that

we

determine

present

minimal

credit

risks.

We

maintain

a

dollar-weighted

average

portfolio

maturity

of

60

days

or

less

and

a

dollar-

weighted

average

life

of

120

days

or

less,

and

we

only

buy

securities

that

mature

in

397

calendar

days

or

less.

Manager’s

Discussion

With

the

Fed

lowering

interest

rates

in

July,

September

and

October

2019

and

twice

in

March

2020,

short-term

interest

rates

have

decreased

after

gradually

increasing

over

the

past

several

years.

Money

market

yields

remained

pressured

and

retreated

over

the

12-month

period.

We

continued

to

invest

the

Portfolio’s

assets

in

high

quality,

short-term

securities.

We

appreciate

your

support,

welcome

new

shareholders

and

look

forward

to

serving

your

investment

needs

in

the

years

ahead.

The

foregoing

information

reflects

our

analysis,

opinions

and

portfolio

holdings

as

of

June

30,

2020,

the

end

of

the

reporting

period.

The

way

we

implement

our

main

investment

strategies

and

the

resulting

portfolio

holdings

may

change

depending

on

factors

such

as

market

and

economic

conditions.

These

opinions

may

not

be

relied

upon

as

investment

advice

or

an

offer

for

a

particular

security.

The

information

is

not

a

complete

analysis

of

every

aspect

of

any

market,

country,

industry,

security

or

the

Fund.

Statements

of

fact

are

from

sources

considered

reliable,

but

the

investment

manager

makes

no

representation

or

warranty

as

to

their

completeness

or

accuracy.

Although

historical

performance

is

no

guarantee

of

future

results,

these

insights

may

help

you

understand

our

investment

management

philosophy.

Performance

Summary

as

of

June

30,

2020

Franklin

U.S.

Government

Money

Fund

4

franklintempleton.com

Annual

Report

Performance

data

represent

past

performance,

which

does

not

guarantee

future

results.

Investment

return

will

fluctuate.

Current

performance

may

differ

from

figures

shown.

For

most

recent

month-end

performance,

go

to

franklintempleton.com

or

call

(800)

342-5236

.

1.

The

Fund

has

a

voluntary

fee

waiver

that

may

be

modified

or

discontinued

at

any

time,

and

without

further

notice.

Fund

investment

results

reflect

the

fee

waiver;

without

this

reduction,

the

results

would

have

been

lower.

There

is

no

guarantee

the

Fund

will

be

able

to

avoid

a

negative

yield.

2.

The

seven-day

effective

yield

assumes

compounding

of

daily

dividends,

if

any.

3.

The

figure

is

as

stated

in

the

Fund’s

current

prospectus,

does

not

include

the

voluntary

fee

waiver,

and

may

differ

from

the

expense

ratios

disclosed

in

the

Your

Fund’s

Expenses

and

Financial

Highlights

sections

in

this

report.

In

periods

of

market

volatility,

assets

may

decline

significantly,

causing

total

annual

Fund

operating

expenses

to

become

higher

than

the

figures

shown.

Annualized

and

effective

yields

are

for

the

seven-day

period

ended

6/30/20.

The

Fund’s

average

weighted

life

was

60

days

and

the

Fund’s

average

weighted

maturity

was

20

days.

Yield

reflects

Fund

expenses

and

fluctuations

in

interest

rates

on

Portfolio

investments.

Seven-Day

Annualized

Yield

1

Share

Class

(Symbol)

Seven-Day

Effective

Yield

1,2

(with

fee

waiver)

(without

fee

waiver)

A

(FMFXX)

0.00%

0.00%

-0.33%

Total

Annual

Operating

Expenses

3

Share

Class

A

0.55%

Your

Fund’s

Expenses

Franklin

U.S.

Government

Money

Fund

5

franklintempleton.com

Annual

Report

As

a

Fund

shareholder,

you

can

incur

two

types

of

costs:

(1)

transaction

costs,

including

sales

charges

(loads)

on

Fund

purchases

and

redemptions;

and

(2)

ongoing

Fund

costs,

including

management

fees,

distribution

and

service

(12b-1)

fees,

and

other

Fund

expenses.

All

mutual

funds

have

ongoing

costs,

sometimes

referred

to

as

operating

expenses.

The

table

below

shows

ongoing

costs

of

investing

in

the

Fund

and

can

help

you

understand

these

costs

and

compare

them

with

those

of

other

mutual

funds.

The

table

assumes

a

$1,000

investment

held

for

the

six

months

indicated.

Actual

Fund

Expenses

The

table

below

provides

information

about

actual

account

values

and

actual

expenses

in

the

columns

under

the

heading

“Actual.”

In

these

columns

the

Fund’s

actual

return,

which

includes

the

effect

of

Fund

expenses,

is

used

to

calculate

the

“Ending

Account

Value”

for

each

class

of

shares.

You

can

estimate

the

expenses

you

paid

during

the

period

by

following

these

steps

(

of

course,

your

account

value

and

expenses

will

differ

from

those

in

this

illustration

):

Divide

your

account

value

by

$1,000

(

if

your

account

had

an

$8,600

value,

then

$8,600

÷

$1,000

=

8.6

).

Then

multiply

the

result

by

the

number

in

the

row

for

your

class

of

shares

under

the

headings

“Actual”

and

“Expenses

Paid

During

Period”

(

if

Actual

Expenses

Paid

During

Period

were

$7.50,

then

8.6

x

$7.50

=

$64.50

).

In

this

illustration,

the

actual

expenses

paid

this

period

are

$64.50.

Hypothetical

Example

for

Comparison

with

Other

Funds

Under

the

heading

“Hypothetical”

in

the

table,

information

is

provided

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

This

information

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period,

but

it

can

help

you

compare

ongoing

costs

of

investing

in

the

Fund

with

those

of

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

for

the

class

of

shares

you

hold

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

expenses

shown

in

the

table

are

meant

to

highlight

ongoing

costs

and

do

not

reflect

any

transactional

costs.

Therefore,

information

under

the

heading

“Hypothetical”

is

useful

in

comparing

ongoing

costs

only,

and

will

not

help

you

compare

total

costs

of

owning

different

funds.

In

addition,

if

transactional

costs

were

included,

your

total

costs

would

have

been

higher.

1.

Expenses

are

equal

to

the

annualized

expense

ratio,

which

includes

the

net

expenses

incurred

by

the

Portfolio,

for

the

six-month

period

as

indicated

above—in

the

far

right

column—multiplied

by

the

simple

average

account

value

over

the

period

indicated,

and

then

multiplied

by

182/366

to

reflect

the

one-half

year

period.

2.

Reflects

expenses

after

fee

waivers

and

expense

reimbursements.

Actual

(actual

return

after

expenses)

Hypothetical

(5%

annual

return

before

expenses)

Share

Class

Beginning

Account

Value

1/1/20

Ending

Account

Value

6/30/20

Expenses

Paid

During

Period

1/1/20–6/30/20

1,2

Ending

Account

Value

6/30/20

Expenses

Paid

During

Period

1/1/20–6/30/20

1,2

a

Net

Annualized

Expense

Ratio

2

A

$1,000

$1,002.10

$1.99

$1,022.87

$2.01

0.40%

C

$1,000

$1,000.70

$3.08

$1,021.78

$3.12

0.62%

R

$1,000

$1,001.00

$3.08

$1,021.78

$3.12

0.62%

R6

$1,000

$1,002.30

$1.89

$1,022.97

$1.91

0.38%

Franklin

U.S.

Government

Money

Fund

Financial

Highlights

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

6

a

Year

Ended

June

30,

2020

2019

2018

2017

2016

Class

A

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$1.00

$1.00

$1.00

$1.00

$1.00

Income

from

investment

operations:

Net

investment

income

..........................

0.010

0.017

0.007

0.001

—

Less

distributions

from:

Net

investment

income

..........................

(0.010)

(0.017)

(0.007)

(0.001)

—

Net

asset

value,

end

of

year

.......................

$1.00

$1.00

$1.00

$1.00

$1.00

Total

return

a

...................................

0.96%

1.70%

0.74%

0.07%

—%

Ratios

to

average

net

assets

Expenses

before

waiver

and

payments

by

affiliates

b

.....

0.55%

0.55%

0.57%

0.53%

0.56%

Expenses

net

of

waiver

and

payments

by

affiliates

b

......

0.47%

0.54%

0.55%

0.43%

0.21%

Net

investment

income

...........................

0.87%

1.71%

0.77%

0.07%

—%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$3,548,308

$2,711,322

$2,724,519

$2,272,504

$2,344,329

a

Total

return

does

not

reflect

sales

commissions

or

contingent

deferred

sales

charges,

if

applicable.

b

The

expense

ratio

includes

the

Fund's

share

of

the

Portfolio's

allocated

expenses.

Franklin

U.S.

Government

Money

Fund

Financial

Highlights

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

7

a

Year

Ended

June

30,

2020

a

Class

C

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

.....................................................................

$1.00

Income

from

investment

operations:

Net

investment

income

............................................................................

0.002

Less

distributions

from:

Net

investment

income

............................................................................

(0.002)

Net

asset

value,

end

of

year

.........................................................................

$1.00

Total

return

b

.....................................................................................

0.19%

Ratios

to

average

net

assets

c

Expenses

before

waiver

and

payments

by

affiliates

d

.......................................................

1.15%

Expenses

net

of

waiver

and

payments

by

affiliates

d

........................................................

0.76%

Net

investment

income

.............................................................................

0.21%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.......................................................................

$211,455

a

For

the

period

October

15,

2019

(effective

date)

to

June

30,

2020.

b

Total

return

does

not

reflect

sales

commissions

or

contingent

deferred

sales

charges,

if

applicable,

and

is

not

annualized

for

periods

less

than

one

year.

c

Ratios

are

annualized

for

periods

less

than

one

year.

d

The

expense

ratio

includes

the

Fund's

share

of

the

Portfolio's

allocated

expenses.

Franklin

U.S.

Government

Money

Fund

Financial

Highlights

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

8

a

Year

Ended

June

30,

2020

a

Class

R

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

.....................................................................

$1.00

Income

from

investment

operations:

Net

investment

income

............................................................................

0.002

Less

distributions

from:

Net

investment

income

............................................................................

(0.002)

Net

asset

value,

end

of

year

.........................................................................

$1.00

Total

return

b

.....................................................................................

0.25%

Ratios

to

average

net

assets

c

Expenses

before

waiver

and

payments

by

affiliates

d

.......................................................

1.06%

Expenses

net

of

waiver

and

payments

by

affiliates

d

........................................................

0.75%

Net

investment

income

.............................................................................

0.33%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.......................................................................

$5,983

a

For

the

period

October

15,

2019

(effective

date)

to

June

30,

2020.

b

Total

return

is

not

annualized

for

periods

less

than

one

year.

c

Ratios

are

annualized

for

periods

less

than

one

year.

d

The

expense

ratio

includes

the

Fund's

share

of

the

Portfolio's

allocated

expenses.

Franklin

U.S.

Government

Money

Fund

Financial

Highlights

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

9

a

Year

Ended

June

30,

2020

2019

2018

2017

2016

Class

R6

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$1.00

$1.00

$1.00

$1.00

$1.00

Income

from

investment

operations:

Net

investment

income

..........................

0.010

0.018

0.008

0.001

—

Less

distributions

from:

Net

investment

income

..........................

(0.010)

(0.018)

(0.008)

(0.001)

—

Net

asset

value,

end

of

year

.......................

$1.00

$1.00

$1.00

$1.00

$1.00

Total

return

....................................

1.02%

1.77%

0.81%

0.10%

—%

Ratios

to

average

net

assets

Expenses

before

waiver

and

payments

by

affiliates

a

.....

0.54%

0.60%

0.48%

0.46%

0.47%

Expenses

net

of

waiver

and

payments

by

affiliates

a

......

0.42%

0.48%

0.48%

b

0.40%

0.21%

Net

investment

income

...........................

0.89%

1.77%

0.84%

0.10%

—%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$40,838

$22,805

$6,904

$68,704

$61,056

a

The

expense

ratio

includes

the

Fund's

share

of

the

Portfolio's

allocated

expenses.

b

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

Franklin

U.S.

Government

Money

Fund

Statement

of

Investments,

June

30,

2020

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

10

a

a

Shares

a

Value

a

Money

Market

Funds

100.1%

a

U.S.

Government

Money

Market

Portfolio

(The)

,

0.03

%

.......................

3,809,512,597

$

3,809,512,597

Total

Money

Market

Funds

(Cost

$

3,809,512,597

)

................................

3,809,512,597

Other

Assets,

less

Liabilities

(

0

.1

)

%

...........................................

(2,928,455)

Net

Assets

100.0%

...........................................................

$3,806,584,142

a

The

rate

shown

is

the

annualized

seven-day

effective

yield

at

period

end.

Franklin

U.S.

Government

Money

Fund

Financial

Statements

Statement

of

Assets

and

Liabilities

June

30,

2020

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

11

Franklin

U.S.

Government

Money

Fund

Assets:

Investment

in

affiliated

Portfolio,

at

value

and

cost

..................................................

$3,809,512,597

Receivables:

Capital

shares

sold

........................................................................

7,006,645

Affiliates

................................................................................

518,200

Total

assets

..........................................................................

3,817,037,442

Liabilities:

Payables:

Capital

shares

redeemed

...................................................................

10,221,258

Administrative

fees

........................................................................

70,407

Trustees'

fees

and

expenses

.................................................................

2,272

Accrued

expenses

and

other

liabilities

...........................................................

159,363

Total

liabilities

.........................................................................

10,453,300

Net

assets,

at

value

.................................................................

$3,806,584,142

Net

assets

consist

of:

Paid-in

capital

.............................................................................

$3,806,564,896

Total

distributable

earnings

(losses)

.............................................................

19,246

Net

assets,

at

value

.................................................................

$3,806,584,142

Franklin

U.S.

Government

Money

Fund

Class

A:

Net

assets,

at

value

.......................................................................

$3,548,307,547

Shares

outstanding

........................................................................

3,548,374,443

Net

asset

value

per

share

a

..................................................................

$1.00

Class

C:

Net

assets,

at

value

.......................................................................

$211,454,942

Shares

outstanding

........................................................................

211,459,407

Net

asset

value

per

share

a

..................................................................

$1.00

Class

R:

Net

assets,

at

value

.......................................................................

$5,983,378

Shares

outstanding

........................................................................

5,983,500

Net

asset

value

per

share

...................................................................

$1.00

Class

R6:

Net

assets,

at

value

.......................................................................

$40,838,275

Shares

outstanding

........................................................................

40,838,090

Net

asset

value

per

share

...................................................................

$1.00

a

Redemption

price

is

equal

to

net

asset

value

less

contingent

deferred

sales

charges,

if

applicable.

Franklin

U.S.

Government

Money

Fund

Financial

Statements

Statement

of

Operations

for

the

year

ended

June

30,

2020

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

12

Franklin

U.S.

Government

Money

Fund

Investment

income:

Dividends

from

affiliated

Portfolio

...............................................................

$38,003,494

Expenses:

Administrative

fees

(Note

3

a

)

..................................................................

9,289,284

Distribution

fees:

(Note

3b

)

Class

C

................................................................................

732,086

Class

R

................................................................................

24,157

Transfer

agent

fees:

(Note

3d)

Class

A

..................................................................................

2,781,331

Class

C

..................................................................................

111,047

Class

R

..................................................................................

4,366

Class

R6

.................................................................................

27,230

Reports

to

shareholders

......................................................................

176,018

Registration

and

filing

fees

....................................................................

205,675

Professional

fees

...........................................................................

110,156

Trustees'

fees

and

expenses

..................................................................

57,829

Other

....................................................................................

64,091

Total

expenses

.........................................................................

13,583,270

Expenses

waived/paid

by

affiliates

(Note

3e)

...................................................

(2,897,960)

Net

expenses

.........................................................................

10,685,310

Net

investment

income

................................................................

27,318,184

Net

increase

(decrease)

in

net

assets

resulting

from

operations

..........................................

$27,318,184

Franklin

U.S.

Government

Money

Fund

Financial

Statements

Statements

of

Changes

in

Net

Assets

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

13

Franklin

U.S.

Government

Money

Fund

Year

Ended

June

30,

2020

Year

Ended

June

30,

2019

Increase

(decrease)

in

net

assets:

Operations:

Net

investment

income

.................................................

$27,318,184

$48,805,696

Distributions

to

shareholders:

Class

A

.............................................................

(26,743,255)

(48,544,523)

Class

C

.............................................................

(257,768)

—

Class

R

.............................................................

(15,888)

—

Class

R6

............................................................

(281,721)

(261,479)

Total

distributions

to

shareholders

..........................................

(27,298,632)

(48,806,002)

Capital

share

transactions:

(Note

2

)

Class

A

.............................................................

836,966,944

(13,196,041)

Class

C

.............................................................

211,453,938

—

Class

R

.............................................................

5,983,340

—

Class

R6

............................................................

18,033,531

15,900,261

Total

capital

share

transactions

............................................

1,072,437,753

2,704,220

Net

increase

(decrease)

in

net

assets

...................................

1,072,457,305

2,703,914

Net

assets:

Beginning

of

year

.......................................................

2,734,126,837

2,731,422,923

End

of

year

...........................................................

$3,806,584,142

$2,734,126,837

Franklin

U.S.

Government

Money

Fund

Notes

to

Financial

Statements

14

franklintempleton.com

Annual

Report

1.

Organization

and

Significant

Accounting

Policies

Franklin

U.S.

Government

Money

Fund (Fund)

is

registered

under

the

Investment

Company

Act

of

1940

(1940

Act)

as

an

open-end

management

investment

company

and

applies

the

specialized

accounting

and

reporting

guidance

in

U.S.

Generally

Accepted

Accounting

Principles

(U.S.

GAAP).

The

Fund

offers

four

classes

of

shares:

Class

A,

Class

C,

Class

R

and

Class

R6.

Class

C

shares

automatically

convert

to

Class

A

shares

after

they

have

been

held

for

10

years.

Each

class

of

shares

may

differ

by

its

initial

sales

load,

contingent

deferred

sales

charges,

voting

rights

on

matters

affecting

a

single

class,

its

exchange

privilege

and

fees

due

to

differing

arrangements

for

distribution

and

transfer

agent

fees. 

Effective

October

15,

2019,

the

Fund

began

offering

two

new

classes

of

shares:

Class

C

and

Class

R.

The

Fund

invests

substantially

all

of

its

assets

in The

U.S.

Government

Money

Market

Portfolio (Portfolio),

which

is

registered

under

the

1940

Act

as

an

open-end

management

investment

company

and

applies

the

specialized

accounting

and

reporting

guidance

in

U.S.

GAAP.

The

accounting

policies

of

the

Portfolio,

including

the

Portfolio's

security

valuation

policies,

will

directly

affect

the

recorded

value

of

the

Fund's

investment

in

the

Portfolio.

The

financial

statements

of

the

Portfolio,

including

the

Statement

of

Investments,

are

included

elsewhere

in

this

report

and

should

be

read

in

conjunction

with

the

Fund's

financial

statements. 

The

following

summarizes

the Fund's

significant

accounting

policies. 

a.

Financial

Instrument

Valuation 

The

Fund

holds

Portfolio

shares

that

are

valued

at

the

closing

net

asset

value

of

the

Portfolio.

Under

compliance

policies

and

procedures

approved

by

the

Fund's

Board

of

Trustees

(the

Board),

the

Fund's

administrator

has

responsibility

for

oversight

of

valuation,

including

leading

the

cross-functional

Valuation

Committee

(VC).

At

June

30,

2020,

the

Fund

owned

20.7%

of

the

Portfolio.

b.

Income

Taxes

It

is the

Fund's

policy

to

qualify

as

a

regulated

investment

company

under

the

Internal

Revenue

Code. The

Fund

intends

to

distribute

to

shareholders

substantially

all

of

its

taxable

income

and

net

realized

gains

to

relieve

it

from

federal

income

and excise

taxes.

As

a

result,

no

provision

for

U.S.

federal

income

taxes

is

required.

The

Fund

may

recognize

an

income

tax

liability

related

to

its

uncertain

tax

positions

under

U.S.

GAAP

when

the

uncertain

tax

position

has

a

less

than

50%

probability

that

it

will

be

sustained

upon

examination

by

the

tax

authorities

based

on

its

technical

merits.

As

of

June

30,

2020,

the

Fund

has

determined

that

no

tax

liability

is

required

in

its

financial

statements

related

to

uncertain

tax

positions

for

any

open

tax

years

(or

expected

to

be

taken

in

future

tax

years).

Open

tax

years

are

those

that

remain

subject

to

examination

and

are

based

on

the

statute

of

limitations

in

each

jurisdiction

in

which

the

Fund

invests. 

c.

Security

Transactions,

Investment

Income,

Expenses

and

Distributions

Security

transactions

are

accounted

for

on

trade

date.

Realized

gains

and

losses

on

security

transactions

are

determined

on

a

specific

identification

basis.

Income

received

from

the

Portfolio

and

estimated

expenses

are

accrued

daily.

Dividends

from

net

investment

income

are

normally

declared

and

distributed

daily;

these

dividends

may

be

reinvested

or

paid

monthly

to

shareholders.

Distributions

from

net

realized

capital

gains

and

other

distributions,

if

any,

are

recorded

on

the

ex-dividend

date.

Distributable

earnings

are

determined

according

to

income

tax

regulations

(tax

basis)

and

may

differ

from

earnings

recorded

in

accordance

with

U.S.

GAAP.

These

differences

may

be

permanent

or

temporary.

Permanent

differences

are

reclassified

among

capital

accounts

to

reflect

their

tax

character.

These

reclassifications

have

no

impact

on

net

assets

or

the

results

of

operations.

Temporary

differences

are

not

reclassified,

as

they

may

reverse

in

subsequent

periods.

Net

investment

income,

excluding

class

specific

expenses,

is

allocated

daily

to

each

class

of

shares

based

upon

the

relative

value

of

the

settled

shares

of

each

class.

Realized

and

unrealized

gains

and

losses

are

allocated

daily

to

each

class

of

shares

based

upon

the

relative

proportion

of

net

assets

of

each

class.

Differences

in

per

share

distributions

by

class

are

generally

due

to

differences

in

class

specific

expenses.

d.

Accounting

Estimates

The

preparation

of

financial

statements

in

accordance

with

U.S.

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

amounts

of

income

and

expenses

during

the

reporting

period.

Actual

results

could

differ

from

those

estimates.

Franklin

U.S.

Government

Money

Fund

Notes

to

Financial

Statements

15

franklintempleton.com

Annual

Report

e.

Guarantees

and

Indemnifications

Under

the

Fund's

organizational

documents,

its

officers

and

trustees

are

indemnified

by

the

Fund

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

Additionally,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

service

providers

that

contain

general

indemnification

clauses.

The

Fund's

maximum

exposure

under

these

arrangements

is

unknown

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund

that

have

not

yet

occurred.

Currently,

the

Fund

expects

the

risk

of

loss

to

be

remote.

2.

Shares

of

Beneficial

Interest

At

June

30,

2020,

there

were

an

unlimited

number

of

shares

authorized

(without

par

value).

Transactions

in

the

Fund’s

shares

at

$1.00

per

share

were

as

follows:

b

For

the

period

October

15,

2019

(effective

date)

to

June

30,

2020.

Year

Ended

June

30,

2020

2019

Class

A

Shares:

Shares

sold

a

...................................

$3,172,289,144

$1,972,436,747

Shares

issued

in

reinvestment

of

distributions

..........

26,683,426

47,736,276

Shares

issued

on

reorganization

(Note

6

)

.............

38,463,872

—

Shares

redeemed

...............................

(2,400,469,498)

(2,033,369,064)

Net

increase

(decrease)

..........................

$836,966,944

$(13,196,041)

Class

C

Shares

b

:

Shares

sold

...................................

$192,608,272

$—

Shares

issued

in

reinvestment

of

distributions

..........

251,891

—

Shares

issued

on

reorganization

(Note

6

)

.............

147,248,909

—

Shares

redeemed

a

..............................

(128,655,134)

—

Net

increase

(decrease)

..........................

$211,453,938

$—

Class

R

Shares

b

:

Shares

sold

...................................

$6,295,873

$—

Shares

issued

in

reinvestment

of

distributions

..........

15,687

—

Shares

issued

on

reorganization

(Note

6

)

.............

8,240,797

—

Shares

redeemed

...............................

(8,569,017)

—

Net

increase

(decrease)

..........................

$5,983,340

$—

Class

R6

Shares:

Shares

sold

...................................

$49,394,010

$32,516,983

Shares

issued

in

reinvestment

of

distributions

..........

284,152

259,187

Shares

redeemed

...............................

(31,644,631)

(16,875,909)

Net

increase

(decrease)

..........................

$18,033,531

$15,900,261

a

May

include

a

portion

of

Class

C

shares

that

were

automatically

converted

to

Class

A.

1.

Organization

and

Significant

Accounting

Policies

(continued)

Franklin

U.S.

Government

Money

Fund

Notes

to

Financial

Statements

16

franklintempleton.com

Annual

Report

3.

Transactions

with

Affiliates

Franklin

Resources,

Inc.

is

the

holding

company

for

various

subsidiaries

that

together

are

referred

to

as

Franklin

Templeton.

Certain

officers

and

trustees

of

the

Fund

are

also

officers,

directors

and/or

trustees

of

the

Portfolio

and

of

the

following

subsidiaries:

a.

Administrative

Fees

The

Fund

pays

an

administrative

fee

to

FT

Services

based

on

the

Fund’s

average

daily

net

assets

as

follows:

For

the

year

ended

June

30,

2020,

the

gross

effective

administrative

fee

rate

was

0.288%

of

the

Fund’s

average

daily

net

assets.

b.

Distribution

Fees

The

Board

has

adopted

distribution

plans

for

each

share

class,

with

the

exception

of

Class

A

and

Class

R6

shares,

pursuant

to

Rule

12b-1

under

the

1940

Act.

Under

the

Fund’s

Class

C

and

R

compensation

distribution

plans,

the

Fund

pays

Distributors

for

costs

incurred

in

connection

with

the

servicing,

sale

and

distribution

of

the

Fund's

shares

up

to

the

maximum

annual

plan

rate

for

each

class.

The

plan

year,

for

purposes

of

monitoring

compliance

with

the

maximum

annual

plan

rates,

is

February

1

through

January

31.

The

maximum

annual

plan

rates,

based

on

the

average

daily

net

assets,

for

each

class,

are

as

follows:

c.

Sales

Charges/Underwriting

Agreements

Front-end

sales

charges

and

contingent

deferred

sales

charges

(CDSC)

do

not

represent

expenses

of

the

Fund.

These

charges

are

deducted

from

the

proceeds

of

sales

of

Fund

shares

prior

to

investment

or

from

redemption

proceeds

prior

to

remittance,

as

applicable.

Distributors

has

advised

the

Fund

of

the

following

commission

transactions

related

to

the

sales

and

redemptions

of

the

Fund's

shares

for

the

year:

d.

Transfer

Agent

Fees

Each

class

of

shares

pays

transfer

agent

fees

to

Investor

Services

for

its

performance

of

shareholder

servicing

obligations.

The

fees

are

based

on

an

annualized

asset

based

fee

of

0.02%

plus

a

transaction

based

fee.

In

addition,

each

class

reimburses

Investor

Services

for

out

of

pocket

expenses

incurred

and,

except

for

Class

R6,

reimburses

shareholder

servicing

fees

paid

to

third

parties.

These

fees

are

allocated

daily

based

upon

their

relative

proportion

of

such

classes'

aggregate

net

assets.

Class

R6

pays

Investor

Services

transfer

agent

fees

specific

to

that

class.

Subsidiary

Affiliation

Franklin

Templeton

Services,

LLC

(FT

Services)

Administrative

manager

Franklin

Templeton

Distributors,

Inc.

(Distributors)

Principal

underwriter

Franklin

Templeton

Investor

Services,

LLC

(Investor

Services)

Transfer

agent

Annualized

Fee

Rate

Net

Assets

0.455%

Up

to

and

including

$100

million

0.330%

Over

$100

million,

up

to

and

including

$250

million

0.280%

In

excess

of

$250

million

Class

C

....................................................................................

0.65%

Class

R

....................................................................................

0.50%

CDSC

retained

..............................................................................

$51,478

Franklin

U.S.

Government

Money

Fund

Notes

to

Financial

Statements

17

franklintempleton.com

Annual

Report

For

the

year

ended

June

30,

2020,

the

Fund

paid

transfer

agent

fees

of

$2,923,974,

of

which $2,448,295

was

retained

by

Investor

Services.

e.

Waiver

and

Expense

Reimbursements

Investor

Services

has

contractually

agreed

in

advance

to

waive

or

limit

its

fees

so

that

the

Class

R6

transfer

agent

fees

do

not

exceed

0.02%

based

on

the

average

net

assets

of

the

class

until

October

31,

2020.

Prior

to

November

1,

2019,

Investor

Services

had

voluntarily

agreed

in

advance

to

waive

or

limit

its

fees

so

that

the

Class

R6

transfer

agent

fees

did

not

exceed

0.02%.

In

addition,

in

efforts

to

prevent

a

negative

yield,

FT

Services,

Distributors,

and

Investor

Services

have

voluntarily

agreed

to

waive

or

limit

their

respective

fees,

assume

as

their

own

expense

certain

expenses

otherwise

payable

by

the

Fund

and

if

necessary,

make

a

capital

infusion

into

the

Fund.

These

waivers,

expense

reimbursements

and

capital

infusions

are

voluntary

and

may

be

modified

or

discontinued

by

FT

Services,

Distributors,

or

Investor

Services

at

any

time,

and

without

further

notice.

Total

expenses

waived

or

paid

are

not

subject

to

reimbursement

by

the

Fund

subsequent

to

the

Fund's

fiscal

year

end.

There

is

no

guarantee

that

the

Fund

will

be

able

to

avoid

a

negative

yield.

f.

Other

Affiliated

Transactions

At

June

30,

2020,

an

interested

board

member

owned

26.1%

of

the

Fund's

outstanding

shares.

4.

Income

Taxes

The

tax

character

of

distributions

paid

during

the

years

ended

June

30,

2020

and

2019,

was

as

follows:

At

June

30,

2020,

the

cost

of

investments

and

undistributed

ordinary

income

for

book

and

income

tax

purposes

were

the

same.

5. Novel

Coronavirus

Pandemic 

The

global

outbreak

of

the

novel

coronavirus

disease,

known

as

COVID-19, has

caused

adverse

effects

on

many

companies,

sectors,

nations,

regions

and

the

markets

in

general, and

may

continue for

an unpredictable duration.

The

effects

of

this

pandemic

may

materially

impact

the

value

and

performance

of

the Fund, its ability

to

buy

and

sell

fund

investments

at

appropriate

valuations

and its ability

to

achieve its investment

objectives.

6.

Reorganization

On

October

18,

2019,

the

Fund,

pursuant

to

a

plan

of

reorganization

approved

on

May

21,

2019,

by

the

Board

of

Trustees

of

Franklin

Templeton

U.S.

Government

Money

Fund

(Acquired

Fund),

a

series

of

Franklin

Templeton

Money

Fund

Trust

(the

“Trust”),

acquired

100%

of

the

Acquired

Fund’s

net

assets,

primarily

made

up

of

the

shares

of

the

Portfolio,

through

a

tax-free

exchange

of

193,960,534

shares

of

the

Fund

(valued

at

$193,953,578).

Immediately

after

the

completion

of

the

reorganization,

the

combined

net

assets

of

the

Fund

were

$3,056,802,472.

2020

2019

Distributions

paid

from:

Ordinary

income

..........................................................

$27,298,632

$48,806,002

3.

Transactions

with

Affiliates

(continued)

d.

Transfer

Agent

Fees

(continued)

Franklin

U.S.

Government

Money

Fund

Notes

to

Financial

Statements

18

franklintempleton.com

Annual

Report

The

primary

purpose

for

the

reorganization

was

to

combine

the

Acquired

Fund

with

a

larger

fund

that

had

same

investment

goal,

management

team

(through

the

Portfolio),

principal

investment

strategies

and

principal

investment

risks,

lower

annual

fund

operating

expenses

and

therefore

slightly

better

investment

performance,

significantly

more

assets,

and

more

favorable

sales

prospects.

Franklin

Advisers,

Inc.,

the

Portfolio’s

Adviser,

paid

100%

of

the

total

cost

of

the

reorganization.

Assuming

the

reorganization

had

been

completed

on

July

1,

2019,

the

Fund’s

pro

forma

results

of

operations,

would

have

been

as

follows:

Subsequent

to

the

reorganization,

the

Fund

has

been

managed

as

a

single

entity.

Accordingly,

it

is

impracticable

to

identify

the

amounts

of

investment

income

and

net

investment

income

attributable

to

the

Acquired

Fund’s

assets

after

the

completion

of

the

reorganization.

7.

Fair

Value

Measurements

The

Fund

follows

a

fair

value

hierarchy

that

distinguishes

between

market

data

obtained

from

independent

sources

(observable

inputs)

and

the Fund's

own

market

assumptions

(unobservable

inputs).

These

inputs

are

used

in

determining

the

value

of

the

Fund’s

financial

instruments

and

are

summarized

in

the

following

fair

value

hierarchy:

Level

1

–

quoted

prices

in

active

markets

for

identical

financial

instruments

Level

2

–

other

significant

observable

inputs

(including

quoted

prices

for

similar

financial

instruments,

interest

rates,

prepayment

speed,

credit

risk,

etc.)

Level

3

–

significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

financial

instruments)

The

input

levels

are

not

necessarily

an

indication

of

the

risk

or

liquidity

associated

with

financial

instruments

at

that

level.

At

June

30,

2020,

all

of

the

Fund’s

investments

in

financial

instruments

carried

at

fair

value

were

valued

using

Level

1

inputs.

8.

Subsequent

Events

The

Fund

has

evaluated

subsequent

events

through

the

issuance

of

the

financial

statements

and

determined

that

no

events

have

occurred

that

require

disclosure.

Period

Net

Investment

Income

For

the

period

July

1,

2019,

through

June

30,

2020

................

$27,933,722

6.

Reorganization

(continued)

Franklin

U.S.

Government

Money

Fund

Report

of

Independent

Registered

Public

Accounting

Firm

19

franklintempleton.com

Annual

Report

To

the

Board

of

Trustees

and

Shareholders

of

Franklin

U.S.

Government

Money

Fund

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

statement

of

investments,

of

Franklin

U.S.

Government

Money

Fund

(the

"Fund")

as

of

June

30,

2020,

the

related

statement

of

operations

for

the

year

ended

June

30,

2020,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

June

30,

2020,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

periods

indicated

therein

(collectively

referred

to

as

the

“financial

statements”).

In

our

opinion,

the

financial

statements

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

June

30,

2020,

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

for

each

of

the

two

years

in

the

period

ended

June

30,

2020

and

the

financial

highlights

for

each

of

the

periods

indicated

therein

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

of

these

financial

statements

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

June

30,

2020

by

correspondence

with

the

transfer

agent.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

PricewaterhouseCoopers

LLP

San

Francisco,

California

August

17,

2020

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

Franklin

Templeton

Group

of

Funds

since

1948.

Franklin

U.S.

Government

Money

Fund

Tax

Information

(unaudited)

20

franklintempleton.com

Annual

Report

Under

Section

871(k)(1)(C)

of

the

Internal

Revenue

Code,

the

Fund

hereby

reports

the

maximum

amount

allowable

but

no

less

than

$27,298,938

as

interest

related

dividends

for

purposes

of

the

tax

imposed

under

Section

871(a)(1)(A)

of

the

Internal

Revenue

Code

for

the

fiscal

year

ended

June

30,

2020.

Franklin

U.S.

Government

Money

Fund

Board

Members

and

Officers

21

franklintempleton.com

Annual

Report

The

name,

year

of

birth

and

address

of

the

officers

and

board

members,

as

well

as

their

affiliations,

positions

held

with

the

Trust,

principal

occupations

during

at

least

the

past

five

years

and

number

of

U.S.

registered

portfolios

overseen

in

the

Franklin

Templeton

fund

complex,

are

shown

below.

Generally,

each

board

member

serves

until

that

person’s

successor

is

elected

and

qualified.

Independent

Board

Members

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Harris

J.

Ashton

(1932)

Trustee

Since

1982

129

Bar-S

Foods

(meat

packing

company)

(1981-2010).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Director,

RBC

Holdings,

Inc.

(bank

holding

company)

(until

2002);

and

President,

Chief

Executive

Officer

and

Chairman

of

the

Board,

General

Host

Corporation

(nursery

and

craft

centers)

(until

1998).

Terrence

J.

Checki

(1945)

Trustee

Since

2017

110

Hess

Corporation

(exploration

of

oil

and

gas)

(2014-present).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Member

of

the

Council

on

Foreign

Relations

(1996-present);

Member

of

the

National

Committee

on

U.S.-China

Relations

(1999-present);

member

of

the

Board

of

Trustees

of

the

Economic

Club

of

New

York

(2013-present);

member

of

the

Board

of

Trustees

of

the

Foreign

Policy

Association

(2005-present)

and

member

of

various

other

boards

of

trustees

and

advisory

boards;

and

formerly

,

Executive

Vice

President

of

the

Federal

Reserve

Bank

of

New

York

and

Head

of

its

Emerging

Markets

and

Internal

Affairs

Group

and

Member

of

Management

Committee

(1995-2014);

and

Visiting

Fellow

at

the

Council

on

Foreign

Relations

(2014).

Mary

C.

Choksi

(1950)

Trustee

Since

2014

129

Avis

Budget

Group

Inc.

(car

rental)

(2007-present),

Omnicom

Group

Inc.

(advertising

and

marketing

communications

services)

(2011-present)

and

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2017-present).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Founder

and

Senior

Advisor,

Strategic

Investment

Group

(investment

management

group)

(2015-2017);

Founding

Partner

and

Senior

Managing

Director,

Strategic

Investment

Group

(1987-2015);

Founding

Partner

and

Managing

Director,

Emerging

Markets

Management

LLC

(investment

management

firm)

(1987-2011);

and

Loan

Officer/Senior

Loan

Officer/Senior

Pension

Investment

Officer,

World

Bank

Group

(international

financial

institution)

(1977-1987).

Edith

E.

Holiday

(1952)

Lead

Independent

Trustee

Trustee

since

2005

and

Lead

Independent

Trustee

since

2019

129

Hess

Corporation

(exploration

of

oil

and

gas)

(1993-present),

Canadian

National

Railway

(railroad)

(2001-present),

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2004-present),

Santander

Consumer

USA

Holdings,

Inc.

(consumer

finance)

(2016-present);

formerly

,

RTI

International

Metals,

Inc.

(manufacture

and

distribution

of

titanium)

(1999-2015)

and

H.J.

Heinz

Company

(processed

foods

and

allied

products)

(1994-2013).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

or

Trustee

of

various

companies

and

trusts;

and

formerly

,

Assistant

to

the

President

of

the

United

States

and

Secretary

of

the

Cabinet

(1990-1993);

General

Counsel

to

the

United

States

Treasury

Department

(1989-1990);

and

Counselor

to

the

Secretary

and

Assistant

Secretary

for

Public

Affairs

and

Public

Liaison–United

States

Treasury

Department

(1988-1989).

Franklin

U.S.

Government

Money

Fund

22

franklintempleton.com

Annual

Report

Interested

Board

Members

and

Officers

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

J.

Michael

Luttig

(1954)

Trustee

Since

2009

129

Boeing

Capital

Corporation

(aircraft

financing)

(2006-2010).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Private

investor;

and

formerly

,

Counselor

and

Senior

Advisor

to

the

Chairman,

CEO,

and

Board

of

Directors,

of

The

Boeing

Company

(aerospace

company),

and

member

of

the

Executive

Council

(May

2019-January

1,

2020);

Executive

Vice

President,

General

Counsel

and

member

of

the

Executive

Council,

The

Boeing

Company

(2006-2019);

and

Federal

Appeals

Court

Judge,

United

States

Court

of

Appeals

for

the

Fourth

Circuit

(1991-2006).

Larry

D.

Thompson

(1945)

Trustee

Since

2007

129

The

Southern

Company

(energy

company)

(2014-present;

previously

2010-2012),

Graham

Holdings

Company

(education

and

media

organization)

(2011-present)

and

Cbeyond,

Inc.

(business

communications

provider)

(2010-

2012).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

Counsel,

Finch

McCranie,

LLP

(law

firm)

(2015-present);

Independent

Compliance

Monitor

and

Auditor,

Volkswagen

AG

(manufacturer

of

automobiles

and

commercial

vehicles)

(2017-present);

John

A.

Sibley

Professor

of

Corporate

and

Business

Law,

University

of

Georgia

School

of

Law

(2015-present;

previously

2011-2012);

and

formerly

,

Executive

Vice

President

-

Government

Affairs,

General

Counsel

and

Corporate

Secretary,

PepsiCo,

Inc.

(consumer

products)

(2012-2014);

Senior

Vice

President

-

Government

Affairs,

General

Counsel

and

Secretary,

PepsiCo,

Inc.

(2004-2011);

Senior

Fellow

of

The

Brookings

Institution

(2003-2004);

Visiting

Professor,

University

of

Georgia

School

of

Law

(2004);

and

Deputy

Attorney

General,

U.S.

Department

of

Justice

(2001-2003).

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

**Gregory

E.

Johnson

(1961)

Trustee

Since

2007

140

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Executive

Chairman,

Chairman

of

the

Board

and

Director,

Franklin

Resources,

Inc.;

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

39

of

the

investment

companies

in

Franklin

Templeton;

Vice

Chairman,

Investment

Company

Institute;

and

formerly

,

Chief

Executive

Officer

(2013-2020)

and

President

(1994-2015),

Franklin

Resources,

Inc.

**Rupert

H.

Johnson,

Jr.

(1940)

Chairman

of

the

Board

and

Trustee

Since

2013

129

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

(Vice

Chairman),

Franklin

Resources,

Inc.;

Director,

Franklin

Advisers,

Inc.;

and

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

37

of

the

investment

companies

in

Franklin

Templeton.

Alison

E.

Baur

(1964)

Vice

President

Since

2012

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Deputy

General

Counsel,

Franklin

Templeton;

and

officer

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

41

of

the

investment

companies

in

Franklin

Templeton.

Independent

Board

Members

(continued)

Franklin

U.S.

Government

Money

Fund

23

franklintempleton.com

Annual

Report

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Breda

M.

Beckerle

(1958)

Interim

Chief

Compliance

Officer

Since

January

2020

Not

Applicable

Not

Applicable

280

Park

Avenue

New

York,

NY

10017

Principal

Occupation

During

at

Least

the

Past

5

Years:

Chief

Compliance

Officer,

Fiduciary

Investment

Management

International,

Inc.,

Franklin

Advisers,

Inc.,

Franklin

Advisory

Services,

LLC,

Franklin

Mutual

Advisers,

LLC,

Franklin

Templeton

Institutional,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Sonal

Desai,

Ph.D.

(1963)

President

and

Chief

Executive

Officer

–

Investment

Management

Since

2018

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

and

Executive

Vice

President,

Franklin

Advisers,

Inc.;

Executive

Vice

President,

Franklin

Templeton

Institutional,

LLC;

and

officer

of

17

of

the

investment

companies

in

Franklin

Templeton.

Gaston

Gardey

(1967)

Treasurer,

Chief

Financial

Officer

and

Chief

Accounting

Officer

Since

2009

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Treasurer,

U.S.

Fund

Administration

&

Reporting

and

officer

of

24

of

the

investment

companies

in

Franklin

Templeton.

Steven

J.

Gray

(1955)

Vice

President

and

Co-Secretary

Vice

President

since

2009

and

Co-Secretary

since

2019

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Associate

General

Counsel,

Franklin

Templeton;

Vice

President,

Franklin

Templeton

Distributors,

Inc.

and

FASA,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Matthew

T.

Hinkle

(1971)

Chief

Executive

Officer

–

Finance

and

Administration

Since

2017

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Vice

President,

Franklin

Templeton

Services,

LLC;

officer

of

41

of

the

investment

companies

in

Franklin

Templeton;

and

formerly

,

Vice

President,

Global

Tax

(2012-April

2017)

and

Treasurer/Assistant

Treasurer,

Franklin

Templeton

(2009-2017).

Robert

Lim

(1948)

Vice

President

–

AML

Compliance

Since

2016

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Vice

President,

Franklin

Templeton

Companies,

LLC;

Chief

Compliance

Officer,

Franklin

Templeton

Distributors,

Inc.

and

Franklin

Templeton

Investor

Services,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Interested

Board

Members

and

Officers

(continued)

Franklin

U.S.

Government

Money

Fund

24

franklintempleton.com

Annual

Report

*We

base

the

number

of

portfolios

on

each

separate

series

of

the

U.S.

registered

investment

companies

within

the

Franklin

Templeton

fund

complex.

These

portfolios

have

a

common

investment

manager

or

affiliated

investment

managers.

**Gregory

E.

Johnson

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

of

Franklin

Resources,

Inc.

(Resources),

which

is

the

parent

company

of

the

Fund’s

investment

manager

and

distributor.

Rupert

H.

Johnson,

Jr.

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

and

major

shareholder

of

Resources.

Note

1:

Rupert

H.

Johnson,

Jr.

is

the

uncle

of

Gregory

E.

Johnson.

Note

2:

Officer

information

is

current

as

of

the

date

of

this

report.

It

is

possible

that

after

this

date,

information

about

officers

may

change.

The

Sarbanes-Oxley

Act

of

2002

and

Rules

adopted

by

the

Securities

and

Exchange

Commission

require

the

Fund

to

disclose

whether

the

Fund’s

Audit

Committee

includes

at

least

one

member

who

is

an

audit

committee

financial

expert

within

the

meaning

of

such

Act

and

Rules.

The

Fund’s

Board

has

determined

that

there

is

at

least

one

such

financial

expert

on

the

Audit

Committee

and

has

designated

Mary

C.

Choksi

as

its

audit

committee

financial

expert.

The

Board

believes

that

Ms.

Choksi

qualifies

as

such

an

expert

in

view

of

her

extensive

business

background

and

experience.

She

currently

serves

as

a

director

of

Avis

Budget

Group,

Inc.

(2007-present)

and

formerly,

Founder

and

Senior

Advisor,

Strategic

Investment

Group

(1987

to

2017).

Ms.

Choksi

has

been

a

Member

of

the

Fund’s

Audit

Committee

since

2014.

As

a

result

of

such

background

and

experience,

the

Board

believes

that

Ms.

Choksi

has

acquired

an

understanding

of

generally

accepted

accounting

principles

and

financial

statements,

the

general

application

of

such

principles

in

connection

with

the

accounting

estimates,

accruals

and

reserves,

and

analyzing

and

evaluating

financial

statements

that

present

a

breadth

and

level

of

complexity

of

accounting

issues

generally

comparable

to

those

of

the

Fund,

as

well

as

an

understanding

of

internal

controls

and

procedures

for

financial

reporting

and

an

understanding

of

audit

committee

functions.

Ms.

Choksi

is

an

independent

Board

member

as

that

term

is

defined

under

the

relevant

Securities

and

Exchange

Commission

Rules

and

Releases.

The

Statement

of

Additional

Information

(SAI)

includes

additional

information

about

the

board

members

and

is

available,

without

charge,

upon

request.

Shareholders

may

call

(800)

DIAL

BEN/342-5236

to

request

the

SAI.

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Robert

C.

Rosselot

(1960)

Chief

Compliance

Officer

Since

2013

Not

Applicable

Not

Applicable

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director,

Global

Compliance,

Franklin

Templeton;

Vice

President,

Franklin

Templeton

Companies,

LLC;

officer

of

41

of

the

investment

companies

in

Franklin

Templeton;

and

formerly

,

Senior

Associate

General

Counsel,

Franklin

Templeton

(2007-2013);

and

Secretary

and

Vice

President,

Templeton

Group

of

Funds

(2004-2013).

Navid

J.

Tofigh

(1972)

Vice

President

Since

2015

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Associate

General

Counsel

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Craig

S.

Tyle

(1960)

Vice

President

Since

2005

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

General

Counsel

and

Executive

Vice

President,

Franklin

Resources,

Inc.;

and

officer

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

41

of

the

investment

companies

in

Franklin

Templeton.

Lori

A.

Weber

(1964)

Vice

President

and

Co-Secretary

Vice

President

since

2011

and

Co-Secretary

since

2019

Not

Applicable

Not

Applicable

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Associate

General

Counsel,

Franklin

Templeton;

Assistant

Secretary,

Franklin

Resources,

Inc.;

Vice

President

and

Secretary,

Templeton

Investment

Counsel,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Interested

Board

Members

and

Officers

(continued)

The

Money

Market

Portfolios

Financial

Highlights

The

U.S.

Government

Money

Market

Portfolio

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

25

a

Year

Ended

June

30,

2020

2019

2018

2017

2016

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$1.00

$1.00

$1.00

$1.00

$1.00

Income

from

investment

operations:

Net

investment

income

..........................

0.013

0.021

0.011

0.003

0.001

Net

realized

and

unrealized

gains

(losses)

a

...........

—

—

(—)

—

—

Total

from

investment

operations

....................

0.013

0.021

0.011

0.003

0.001

Less

distributions

from:

Net

investment

income

..........................

(0.013)

(0.021)

(0.011)

(0.003)

(0.001)

Net

asset

value,

end

of

year

.......................

$1.00

$1.00

$1.00

$1.00

$1.00

Total

return

....................................

1.29%

2.10%

1.15%

0.35%

0.07%

Ratios

to

average

net

assets

Expenses

before

waiver

and

payments

by

affiliates

......

0.15%

0.15%

0.15%

0.15%

0.15%

Expenses

net

of

waiver

and

payments

by

affiliates

b

......

0.15%

0.15%

0.15%

0.15%

0.13%

Net

investment

income

...........................

1.33%

2.09%

1.15%

0.35%

0.06%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$18,381,976

$23,218,541

$23,700,037

$21,564,546

$22,324,993

a

Amount

rounds

to

less

than

$0.001

per

share.

b

Benefit

of

expense

reduction

rounds

to

less

than

0.01%.

The

Money

Market

Portfolios

Statement

of

Investments,

June

30,

2020

The

U.S.

Government

Money

Market

Portfolio

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

26

a

a

Principal

Amount

a

Value

a

a

a

a

a

U.S.

Government

and

Agency

Securities

90.4%

FFCB

,

a

7/01/20

.........................................................

$

44,300,000

$

44,300,000

a

7/02/20

.........................................................

60,000,000

59,999,816

a

7/15/20

.........................................................

160,000,000

159,993,167

a

7/17/20

.........................................................

100,000,000

99,994,667

a

7/21/20

.........................................................

60,000,000

59,995,667

a

7/23/20

.........................................................

100,000,000

99,993,583

b

FRN,

0.18%,

(SOFR

+

0.1%),

1/05/21

..................................

90,000,000

90,000,000

b

FRN,

0.16%,

(SOFR

+

0.08%),

1/14/21

.................................

17,000,000

17,000,000

b

FRN,

0.28%,

(SOFR

+

0.2%),

6/23/22

..................................

100,000,000

100,000,000

731,276,900

FHLB

,

a

7/01/20

.........................................................

207,000,000

207,000,000

a

7/02/20

.........................................................

200,000,000

199,999,833

a

7/06/20

.........................................................

382,100,000

382,094,585

a

7/07/20

.........................................................

200,000,000

199,993,333

a

7/15/20

.........................................................

250,000,000

249,977,795

a

7/29/20

.........................................................

616,000,000

615,942,075

a

7/31/20

.........................................................

331,000,000

330,965,000

a

8/04/20

.........................................................

100,000,000

99,977,333

a

9/02/20

.........................................................

190,000,000

189,951,123

a

9/03/20

.........................................................

100,000,000

99,948,444

a

12/18/20

........................................................

100,000,000

99,834,722

a

3/08/21

.........................................................

10,000,000

9,977,083

a

3/19/21

.........................................................

50,000,000

49,855,000

b

FRN,

0.12%,

(SOFR

+

0.04%),

7/02/20

.................................

240,000,000

239,999,799

b

FRN,

0.11%,

(SOFR

+

0.03%),

7/17/20

.................................

79,000,000

79,000,000

b

FRN,

0.18%,

(SOFR

+

0.1%),

7/17/20

..................................

200,000,000

200,000,000

b

FRN,

0.18%,

(SOFR

+

0.1%),

7/29/20

..................................

24,000,000

24,000,000

b

FRN,

0.11%,

(SOFR

+

0.03%),

8/05/20

.................................

290,000,000

289,994,168

b

FRN,

0.1%,

(SOFR

+

0.02%),

8/19/20

..................................

117,000,000

117,000,000

b

FRN,

0.1%,

(SOFR

+

0.02%),

8/28/20

..................................

20,000,000

20,000,000

b

FRN,

0.11%,

(SOFR

+

0.03%),

9/04/20

.................................

90,000,000

90,000,000

b

FRN,

0.165%,

(SOFR

+

0.085%),

9/11/20

................................

65,000,000

65,000,000

b

FRN,

0.17%,

(SOFR

+

0.09%),

12/04/20

................................

100,000,000

100,000,000

b

FRN,

0.18%,

(SOFR

+

0.1%),

12/23/20

.................................

100,000,000

99,999,998

b

FRN,

0.32%,

(SOFR

+

0.24%),

12/24/20

................................

100,000,000

100,000,000

b

FRN,

0.24%,

(SOFR

+

0.16%),

1/07/21

.................................

100,000,000

100,000,000

b

FRN,

0.22%,

(SOFR

+

0.14%),

1/08/21

.................................

95,000,000

95,000,000

b

FRN,

0.18%,

(SOFR

+

0.1%),

2/22/21

..................................

230,000,000

229,985,043

b

FRN,

0.115%,

(SOFR

+

0.035%),

2/25/21

................................

27,500,000

27,500,000

b

FRN,

0.16%,

(SOFR

+

0.08%),

3/04/21

.................................

190,000,000

190,000,000

b

FRN,

0.215%,

(SOFR

+

0.135%),

3/10/21

...............................

60,000,000

60,000,000

b

FRN,

0.31%,

(SOFR

+

0.23%

),

4/13/21

.................................

100,000,000

100,000,000

b

FRN,

0.23%,

(SOFR

+

0.15%),

11/15/21

.................................

40,000,000

40,000,000

5,002,995,334

FHLMC

,

a

7/28/20

.........................................................

300,000,000

299,978,625

b

FRN,

0.09%,

(SOFR

+

0.01%),

7/22/20

.................................

200,000,000

200,000,000

b

FRN,

0.085%,

(SOFR

+

0.005%),

8/07/20

...............................

250,000,000

250,000,000

b

FRN,

0.095%,

(SOFR

+

0.015%),

11/05/20

...............................

125,000,000

124,993,036

b

FRN,

0.48%,

(SOFR

+

0.4%),

10/21/21

.................................

50,000,000

50,000,000

b

FRN,

0.38%,

(SOFR

+

0.3%),

10/25/21

.................................

50,000,000

50,000,000

b

FRN,

0.27%,

(SOFR

+

0.19%),

5/11/22

.................................

100,000,000

100,000,000

1,074,971,661

The

Money

Market

Portfolios

Statement

of

Investments

The

U.S.

Government

Money

Market

Portfolio

(continued)

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

27

a

a

Principal

Amount

a

Value

a

a

a

a

a

U.S.

Government

and

Agency

Securities

(continued)

b

FNMA

,

FRN,

0.14%,

(SOFR

+

0.06%),

7/30/20

.................................

$

190,000,000

$

189,999,996

FRN,

0.105%,

(SOFR

+

0.025%),

9/04/20

...............................

190,000,000

190,000,000

FRN,

0.15%,

(SOFR

+

0.07%),

12/11/20

.................................

90,000,000

90,000,000

FRN,

0.41%,

(SOFR

+

0.33%),

10/15/21

................................

50,000,000

50,000,000

FRN,

0.4%,

(SOFR

+

0.32%),

10/22/21

.................................

50,000,000

50,000,000

FRN,

0.44%,

(SOFR

+

0.36%),

1/20/22

.................................

50,000,000

50,000,000

FRN,

0.38%,

(SOFR

+

0.3%),

1/27/22

..................................

50,000,000

50,000,000

FRN,

0.4%,

(SOFR

+

0.32%),

4/27/22

..................................

50,000,000

50,000,000

FRN,

0.31%,

(SOFR

+

0.23%),

5/06/22

.................................

50,000,000

50,000,000

769,999,996

a

U.S.

Treasury

Bills

,

7/02/20

.........................................................

1,905,000,000

1,904,995,590

7/07/20

.........................................................

688,290,000

688,277,648

7/09/20

.........................................................

685,000,000

684,888,072

7/14/20

.........................................................

195,000,000

194,991,198

7/16/20

.........................................................

435,000,000

434,806,969

7/21/20

.........................................................

343,260,000

343,226,206

7/28/20

.........................................................

781,280,000

781,204,482

7/30/20

.........................................................

1,000,000,000

999,917,028

8/04/20

.........................................................

145,000,000

144,980,143

8/06/20

.........................................................

585,000,000

584,915,000

8/13/20

.........................................................

470,960,000

470,869,149

8/25/20

.........................................................

200,000,000

199,957,222

9/03/20

.........................................................

580,000,000

579,850,311

9/08/20

.........................................................

245,000,000

244,929,563

9/10/20

.........................................................

290,000,000

289,816,583

9/17/20

.........................................................

290,000,000

289,912,033

10/01/20

........................................................

200,000,000

199,948,889

9,037,486,086

Total

U.S.

Government

and

Agency

Securities

(Cost

$

16,616,729,977)

.............

16,616,729,977

a

a

a

c

Repurchase

Agreements

10.2%

BNP

Paribas

Securities

Corp.,

0.07%,

7/01/20

(Maturity

Value

$600,001,167)

Collateralized

by

U.S.

Treasury

Note,

2.25%,

4/15/22

(valued

at

$612,970,956)

...

600,000,000

600,000,000

Deutsche

Bank

Securities,

Inc.,

0.05%,

7/01/20

(Maturity

Value

$59,000,082)

Collateralized

by

U.S.

Treasury

Note,

0.25%

-

1.75%,

12/31/21

-

7/31/24

(valued

at

$60,180,104)

.....................................................

59,000,000

59,000,000

Federal

Reserve

Bank

of

New

York,

0%,

7/01

/20

(Maturity

Value

$950,000,000)

Collateralized

by

U.S.

Treasury

Bond,

2.75%,

11/15/42

(valued

at

$950,000,005)

..

950,000,000

950,000,000

Goldman

Sachs

&

Co.

LLC,

0.03%,

7/01/20

(Maturity

Value

$125,000,104)

Collateralized

by

U.S.

Treasury

Note,

2.125%,

5/15/25

(valued

at

$127,517,012)

..

125,000,000

125,000,000

HSBC

Securities,

Inc.,

0.06%,

7/01/20

(Maturity

Value

$150,000,250)

Collateralized

by

U.S.

Treasury

Bond,

7.5%,

11/15/24;

and

U.S.

Government

Agency

Securities,

3%

-

3.5%,

8/20/49

-

11/20/49

(valued

at

$153,000,001)

............

150,000,000

150,000,000

Total

Repurchase

Agreements

(Cost

$1,884,000,000)

............................

1,884,000,000

a

Total

Investments

(Cost

$18,500,729,977)

100.6%

...............................

$18,500,729,977

Other

Assets,

less

Liabilities

(0.6)%

...........................................

(118,754,168)

Net

Assets

100.0%

...........................................................

$18,381,975,809

The

Money

Market

Portfolios

Statement

of

Investments

The

U.S.

Government

Money

Market

Portfolio

(continued)

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

28

See

abbreviations

on

page

35

.

a

The

security

was

issued

on

a

discount

basis

with

no

stated

coupon

rate.

b

The

coupon

rate

shown

represents

the

rate

at

period

end.

c

See

Note

1(b)

regarding

repurchase

agreement.

The

Money

Market

Portfolios

Financial

Statements

Statement

of

Assets

and

Liabilities

June

30,

2020

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

29

The

U.S.

Government

Money

Market

Portfolio

Assets:

Investments

in

unaffiliated

securities,

at

amortized

cost

..............................................

$16,616,729,977

Unaffiliated

repurchase

agreements,

at

value

and

cost

...............................................

1,884,000,000

Cash

....................................................................................

42,753,831

Receivables:

Interest

.................................................................................

942,372

Total

assets

..........................................................................

18,544,426,180

Liabilities:

Payables:

Investment

securities

purchased

..............................................................

159,991,416

Management

fees

.........................................................................

2,218,700

Distributions

to

shareholders

.................................................................

11,199

Accrued

expenses

and

other

liabilities

...........................................................

229,056

Total

liabilities

.........................................................................

162,450,371

Net

assets,

at

value

.................................................................

$18,381,975,809

Net

assets

consist

of:

Paid-in

capital

.............................................................................

$18,381,879,278

Total

distributable

earnings

(losses)

.............................................................

96,531

Net

assets,

at

value

.................................................................

$18,381,975,809

Shares

outstanding

.........................................................................

18,381,880,877

Net

asset

value

per

share

....................................................................

$1.00

The

Money

Market

Portfolios

Financial

Statements

Statement

of

Operations

for

the

year

ended

June

30,

2020

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

30

The

U.S.

Government

Money

Market

Portfolio

Investment

income:

Interest:

Unaffiliated

issuers

........................................................................

$284,397,094

Expenses:

Management

fees

(Note

3

a

)

...................................................................

28,902,560

Custodian

fees

(Note

4

)

......................................................................

146,900

Reports

to

shareholders

......................................................................

7,778

Registration

and

filing

fees

....................................................................

778

Professional

fees

...........................................................................

142,585

Other

....................................................................................

167,143

Total

expenses

.........................................................................

29,367,744

Expense

reductions

(Note

4

)

...............................................................

(167,079)

Net

expenses

.........................................................................

29,200,665

Net

investment

income

................................................................

255,196,429

Net

realized

gain

(loss)

from:

Investments:

Unaffiliated

issuers

......................................................................

101,900

Net

increase

(decrease)

in

net

assets

resulting

from

operations

..........................................

$255,298,329

The

Money

Market

Portfolios

Financial

Statements

Statements

of

Changes

in

Net

Assets

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

31

The

U.S.

Government

Money

Market

Portfolio

Year

Ended

June

30,

2020

Year

Ended

June

30,

2019

Increase

(decrease)

in

net

assets:

Operations:

Net

investment

income

.................................................

$255,196,429

$478,383,410

Net

realized

gain

(loss)

.................................................

101,900

11,348

Net

increase

(decrease)

in

net

assets

resulting

from

operations

................

255,298,329

478,394,758

Distributions

to

shareholders

..............................................

(255,196,429)

(478,383,410)

Capital

share

transactions

(Note

2

)

..........................................

(4,836,667,251)

(481,506,776)

Net

increase

(decrease)

in

net

assets

...................................

(4,836,565,351)

(481,495,428)

Net

assets:

Beginning

of

year

.......................................................

23,218,541,160

23,700,036,588

End

of

year

...........................................................

$18,381,975,809

$23,218,541,160

The

Money

Market

Portfolios

Notes

to

Financial

Statements

The

U.S.

Government

Money

Market

Portfolio

32

franklintempleton.com

Annual

Report

1.

Organization

and

Significant

Accounting

Policies

The

Money

Market

Portfolios

(Trust)

is

registered

under

the

Investment

Company

Act

of

1940

(1940

Act)

as

an

open-

end

management

investment

company,

consisting

of

one

portfolio The

U.S.

Government

Money

Market

Portfolio

(Portfolio)

and

applies

the

specialized

accounting

and

reporting

guidance

in

U.S.

Generally

Accepted

Accounting

Principles

(U.S.

GAAP).

The

shares

of

the

Portfolio

are

issued

in

private

placements

and

are

exempt

from

registration

under

the

Securities

Act

of

1933.

The

following

summarizes

the

Portfolio's

significant

accounting

policies.

a.

Financial

Instrument

Valuation 

Securities

are

valued

at

amortized

cost,

which

approximates

fair

value.

Amortized

cost

is

an

income-based

approach

which

involves

valuing

an

instrument

at

its

cost

and

thereafter

assuming

a

constant

amortization

to

maturity

of

any

discount

or

premium.

Under

compliance

policies

and

procedures

approved

by

the

Portfolio's

Board

of

Trustees

(the

Board),

Franklin

Templeton

Services,

LLC,

an

affiliate

of

the

investment

manager,

has

responsibility

for

oversight

of

valuation,

including

leading

the

cross-functional

Valuation

Committee

(VC).

b.

Repurchase

Agreements 

The

Portfolio

enters

into

repurchase

agreements,

which

are

accounted

for

as

a

loan

by

the

Portfolio

to

the

seller,

collateralized

by

securities

which

are

delivered

to

the

Portfolio's

custodian.

The

fair

value,

including

accrued

interest,

of

the

initial

collateralization

is

required

to

be

at

least

102%

(if

the

counterparty

is

a

bank

or

broker-dealer)

or

100%

(if

the

counterparty

is

the

Federal

Reserve

Bank

of

New

York)

of

the

dollar

amount

invested

by

the

Portfolio,

with

the

value

of

the

underlying

securities

marked

to

market

daily

to

maintain

coverage

of

at

least

100%.

Repurchase

agreements

are

subject

to

the

terms

of

Master

Repurchase

Agreements

(MRAs)

with

approved

counterparties

(sellers).

The

MRAs

contain

various

provisions,

including

but

not

limited

to

events

of

default

and

maintenance

of

collateral

for

repurchase

agreements.

In

the

event

of

default

by

either

the

seller

or

the

Portfolio,

certain

MRAs

may

permit

the

non-defaulting

party

to

net

and

close-out

all

transactions,

if

any,

traded

under

such

agreements.

The

Portfolio

may

sell

securities

it

holds

as

collateral

and

apply

the

proceeds

towards

the

repurchase

price

and

any

other

amounts

owed

by

the

seller

to

the

Portfolio

in

the

event

of

default

by

the

seller.

This

could

involve

costs

or

delays

in

addition

to

a

loss

on

the

securities

if

their

value

falls

below

the

repurchase

price

owed

by

the

seller.

All

repurchase

agreements

held

by

the

Portfolio

at

year

end,

as

indicated

in

the

Statement

of

Investments,

had

been

entered

into

on

June

30,

2020.

c.

Income

Taxes

It

is the

Portfolio's

policy

to

qualify

as

a

regulated

investment

company

under

the

Internal

Revenue

Code. The

Portfolio

intends

to

distribute

to

shareholders

substantially

all

of

its

taxable

income

and

net

realized

gains

to

relieve

it

from

federal

income

and excise

taxes.

As

a

result,

no

provision

for

U.S.

federal

income

taxes

is

required.

The

Portfolio

may

recognize

an

income

tax

liability

related

to

its

uncertain

tax

positions

under

U.S.

GAAP

when

the

uncertain

tax

position

has

a

less

than

50%

probability

that

it

will

be

sustained

upon

examination

by

the

tax

authorities

based

on

its

technical

merits.

As

of

June

30,

2020,

the

Portfolio

has

determined

that

no

tax

liability

is

required

in

its

financial

statements

related

to

uncertain

tax

positions

for

any

open

tax

years

(or

expected

to

be

taken

in

future

tax

years).

Open

tax

years

are

those

that

remain

subject

to

examination

and

are

based

on

the

statute

of

limitations

in

each

jurisdiction

in

which

the

Portfolio

invests. 

d.

Security

Transactions,

Investment

Income,

Expenses

and

Distributions

Security

transactions

are

accounted

for

on

trade

date.

Realized

gains

and

losses

on

security

transactions

are

determined

on

a

specific

identification

basis.

Interest

income

and

estimated

expenses

are

accrued

daily.

Amortization

of

premium

and

accretion

of

discount

on

debt

securities

are

included

in

interest

income.

Dividends

from

net

investment

income

are

normally

declared

daily;

these

dividends

may

be

reinvested

or

paid

monthly

to

shareholders.

Distributions

from

net

realized

capital

gains

and

other

distributions,

if

any,

are

recorded

on

the

ex-dividend

date.

Distributable

earnings

are

determined

according

to

income

tax

regulations

(tax

basis)

and

may

differ

from

earnings

recorded

in

accordance

with

U.S.

GAAP.

These

differences

may

be

permanent

or

temporary.

Permanent

differences

are

reclassified

among

capital

accounts

to

reflect

their

tax

character.

These

reclassifications

have

no

impact

on

net

assets

or

the

results

of

operations.

Temporary

differences

are

not

reclassified,

as

they

may

reverse

in

subsequent

periods.

The

Money

Market

Portfolios

Notes

to

Financial

Statements

33

franklintempleton.com

Annual

Report

The

U.S.

Government

Money

Market

Portfolio

(continued)

e.

Accounting

Estimates

The

preparation

of

financial

statements

in

accordance

with

U.S.

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

amounts

of

income

and

expenses

during

the

reporting

period.

Actual

results

could

differ

from

those

estimates.

f.

Guarantees

and

Indemnifications

Under

the

Trust's

organizational

documents,

its

officers

and

trustees

are

indemnified

by

the

Trust

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Trust.

Additionally,

in

the

normal

course

of

business,

the

Trust,

on

behalf

of

the

Portfolio,

enters

into

contracts

with

service

providers

that

contain

general

indemnification

clauses.

The

Trust's

maximum

exposure

under

these

arrangements

is

unknown

as

this

would

involve

future

claims

that

may

be

made

against

the

Trust

that

have

not

yet

occurred.

Currently,

the

Trust

expects

the

risk

of

loss

to

be

remote.

2.

Shares

of

Beneficial

Interest

At

June

30,

2020,

there

were

an

unlimited

number

of

shares

authorized

(without

par

value).

Transactions

in

the

Portfolio’s

shares

at

$1.00

per

share

were

as

follows:

3.

Transactions

with

Affiliates

Franklin

Resources,

Inc.

is

the

holding

company

for

various

subsidiaries

that

together

are

referred

to

as

Franklin

Templeton.

Certain

officers

and

trustees

of

the

Trust

are

also

officers,

directors,

and/or

trustees

of

Franklin

U.S.

Government

Money

Fund,

Institutional

Fiduciary

Trust,

and

of

the

following

subsidiaries:

a.

Management

Fees

The

Portfolio

pays

an

investment

management

fee

to

Advisers

of

0.15%

per

year

of

the

average

daily

net

assets

of

the

Portfolio.

b.

Transfer

Agent

Fees

Investor

Services,

under

terms

of

an

agreement,

performs

shareholder

servicing

for

the

Portfolio

and

is

not

paid

by

the Portfolio

for

the

services.

Year

Ended

June

30,

2020

2019

Shares

sold

...................................

$37,539,422,141

$28,749,969,710

Shares

issued

in

reinvestment

of

distributions

..........

255,164,095

478,384,571

Shares

redeemed

...............................

(42,631,253,487)

(29,709,861,057)

Net

increase

(decrease)

..........................

$(4,836,667,251)

$(481,506,776)

Subsidiary

Affiliation

Franklin

Advisers,

Inc.

(Advisers)

Investment

manager

Franklin

Templeton

Investor

Services,

LLC

(Investor

Services)

Transfer

agent

1.

Organization

and

Significant

Accounting

Policies

(continued)

The

Money

Market

Portfolios

Notes

to

Financial

Statements

34

franklintempleton.com

Annual

Report

The

U.S.

Government

Money

Market

Portfolio

(continued)

c.

Other

Affiliated

Transactions

At

June

30,

2020,

the

shares

of

the

Portfolio

were

owned

by

the

following

investment

companies:

4.

Expense

Offset

Arrangement

The

Portfolio has

entered

into

an

arrangement

with

its

custodian

whereby

credits

realized

as

a

result

of

uninvested

cash

balances

are

used

to

reduce

a

portion

of

the

Portfolio’s

custodian

expenses.

During

the

year

ended

June

30,

2020,

the

custodian

fees

were

reduced

as

noted

in

the

Statement

of

Operations.

5.

Income

Taxes

During

the

year

ended June

30,

2020

the

Fund

utilized

$5,369

of

capital

loss

carryforwards.

The

tax

character

of

distributions

paid

during

the

years

ended

June

30,

2020

and

2019,

was

as

follows:

At

June

30,

2020,

the

cost

of

investments

and

undistributed

ordinary

income

for

income

tax

purposes

were

as

follows:

6. Novel

Coronavirus

Pandemic 

The

global

outbreak

of

the

novel

coronavirus

disease,

known

as

COVID-19, has

caused

adverse

effects

on

many

companies,

sectors,

nations,

regions

and

the

markets

in

general, and

may

continue for

an unpredictable duration.

The

effects

of

this

pandemic

may

materially

impact

the

value

and

performance

of

the Fund, its ability

to

buy

and

sell

fund

investments

at

appropriate

valuations

and its ability

to

achieve its investment

objectives.

7.

Fair

Value

Measurements

The

Portfolio

follows

a

fair

value

hierarchy

that

distinguishes

between

market

data

obtained

from

independent

sources

(observable

inputs)

and

the

Portfolio’s

own

market

assumptions

(unobservable

inputs).

These

inputs

are

used

in

determining

the

value

of

the

Portfolio's

financial

instruments

and

are

summarized

in

the

following

fair

value

hierarchy:

Level

1

–

quoted

prices

in

active

markets

for

identical

financial

instruments

Shares

Percentage

of

Outstanding

Shares

Institutional

Fiduciary

Trust

—

Money

Market

Portfolio

............................

14,572,368,280

79.3%

Franklin

U.S.

Government

Money

Fund

......................................

3,809,512,597

20.7%

18,381,880,877

100.0%

2020

2019

Distributions

paid

from:

Ordinary

income

..........................................................

$255,196,429

$478,383,410

Cost

of

investments

..........................................................................

$18,500,729,977

Distributable

earnings:

Undistributed

ordinary

income

...................................................................

$107,728

3.

Transactions

with

Affiliates

(continued)

The

Money

Market

Portfolios

Notes

to

Financial

Statements

35

franklintempleton.com

Annual

Report

The

U.S.

Government

Money

Market

Portfolio

(continued)

Level

2

–

other

significant

observable

inputs

(including

quoted

prices

for

similar

financial

instruments,

interest

rates,

prepayment

speed,

credit

risk,

etc.)

Level

3

–

significant

unobservable

inputs

(including

the

Portfolio's

own

assumptions

in

determining

the

fair

value

of

financial

instruments)

The

input

levels

are

not

necessarily

an

indication

of

the

risk

or

liquidity

associated

with

financial

instruments

at

that

level.

Money

market

securities

may

be

valued

using

amortized

cost,

in

accordance

with

the

1940

Act.

Generally,

amortized

cost

reflects

the

current

fair

value

of

a

security,

but

since

the

value

is

not

obtained

from

a

quoted

price

in

an

active

market,

such

financial

instruments

were

valued

using

Level

2

inputs.

At June

30,

2020,

all

of

the

Portfolio's investments

in

financial

instruments

carried

at

fair

value

were

valued

using

Level

2

inputs.

8.

Subsequent

Events

The

Portfolio

has

evaluated

subsequent

events

through

the

issuance

of

the

financial

statements

and

determined

that

no

events

have

occurred

that

require

disclosure.

Abbreviations

Selected

Portfolio

FFCB

Federal

Farm

Credit

Banks

Funding

Corp.

FHLB

Federal

Home

Loan

Banks

FHLMC

Federal

Home

Loan

Mortgage

Corp.

FNMA

Federal

National

Mortgage

Association

FRN

Floating

Rate

Note

SOFR

Secured

Overnight

Financing

Rate

7.

Fair

Value

Measurements

(continued)

The

Money

Market

Portfolios

Report

of

Independent

Registered

Public

Accounting

Firm

36

franklintempleton.com

Annual

Report

To

the

Board

of

Trustees

of

The

Money

Market

Portfolios

and

Shareholders

of

The

U.S.

Government

Money

Market

Portfolio.

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

statement

of

investments,

of

The

U.S.

Government

Money

Market

Portfolio

(the

"Fund")

as

of

June

30,

2020,

the

related

statement

of

operations

for

the

year

ended

June

30,

2020,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

June

30,

2020,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

June

30,

2020

(collectively

referred

to

as

the

“financial

statements”).

In

our

opinion,

the

financial

statements

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

June

30,

2020,

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

for

each

of

the

two

years

in

the

period

ended

June

30,

2020

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

June

30,

2020

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

of

these

financial

statements

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

June

30,

2020

by

correspondence

with

the

custodian

and

brokers;

when

replies

were

not

received

from

brokers,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

PricewaterhouseCoopers

LLP

San

Francisco,

California

August

17,

2020

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

Franklin

Templeton

Group

of

Funds

since

1948.

The

Money

Market

Portfolios

Tax

Information

(unaudited)

37

franklintempleton.com

Annual

Report

The

U.S.

Government

Money

Market

Portfolio

Under

Section

871(k)(1)(C)

of

the

Internal

Revenue

Code,

the

Portfolio

hereby

reports

the

maximum

amount

allowable

but

no

less

than

$254,270,122

as

interest

related

dividends

for

purposes

of

the

tax

imposed

under

Section

871(a)(1)(A)

of

the

Internal

Revenue

Code

for

the

fiscal

year

ended

June

30,

2020.

The

Money

Market

Portfolios

Board

Members

and

Officers

38

franklintempleton.com

Annual

Report

The

name,

year

of

birth

and

address

of

the

officers

and

board

members,

as

well

as

their

affiliations,

positions

held

with

the

Trust,

principal

occupations

during

at

least

the

past

five

years

and

number

of

U.S.

registered

portfolios

overseen

in

the

Franklin

Templeton

fund

complex,

are

shown

below.

Generally,

each

board

member

serves

until

that

person’s

successor

is

elected

and

qualified.

Independent

Board

Members

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Harris

J.

Ashton

(1932)

Trustee

Since

1992

129

Bar-S

Foods

(meat

packing

company)

(1981-2010).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Director,

RBC

Holdings,

Inc.

(bank

holding

company)

(until

2002);

and

President,

Chief

Executive

Officer

and

Chairman

of

the

Board,

General

Host

Corporation

(nursery

and

craft

centers)

(until

1998).

Terrence

J.

Checki

(1945)

Trustee

Since

2017

110

Hess

Corporation

(exploration

of

oil

and

gas)

(2014-present).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Member

of

the

Council

on

Foreign

Relations

(1996-present);

Member

of

the

National

Committee

on

U.S.-China

Relations

(1999-present);

member

of

the

Board

of

Trustees

of

the

Economic

Club

of

New

York

(2013-present);

member

of

the

Board

of

Trustees

of

the

Foreign

Policy

Association

(2005-present)

and

member

of

various

other

boards

of

trustees

and

advisory

boards;

and

formerly

,

Executive

Vice

President

of

the

Federal

Reserve

Bank

of

New

York

and

Head

of

its

Emerging

Markets

and

Internal

Affairs

Group

and

Member

of

Management

Committee

(1995-2014);

and

Visiting

Fellow

at

the

Council

on

Foreign

Relations

(2014).

Mary

C.

Choksi

(1950)

Trustee

Since

2014

129

Avis

Budget

Group

Inc.

(car

rental)

(2007-present),

Omnicom

Group

Inc.

(advertising

and

marketing

communications

services)

(2011-present)

and

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2017-present).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Founder

and

Senior

Advisor,

Strategic

Investment

Group

(investment

management

group)

(2015-2017);

Founding

Partner

and

Senior

Managing

Director,

Strategic

Investment

Group

(1987-2015);

Founding

Partner

and

Managing

Director,

Emerging

Markets

Management

LLC

(investment

management

firm)

(1987-2011);

and

Loan

Officer/Senior

Loan

Officer/Senior

Pension

Investment

Officer,

World

Bank

Group

(international

financial

institution)

(1977-1987).

Edith

E.

Holiday

(1952)

Lead

Independent

Trustee

Trustee

since

2005

and

Lead

Independent

Trustee

since

2019

129

Hess

Corporation

(exploration

of

oil

and

gas)

(1993-present),

Canadian

National

Railway

(railroad)

(2001-present),

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2004-present),

Santander

Consumer

USA

Holdings,

Inc.

(consumer

finance)

(2016-present);

formerly

,

RTI

International

Metals,

Inc.

(manufacture

and

distribution

of

titanium)

(1999-2015)

and

H.J.

Heinz

Company

(processed

foods

and

allied

products)

(1994-2013).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

or

Trustee

of

various

companies

and

trusts;

and

formerly

,

Assistant

to

the

President

of

the

United

States

and

Secretary

of

the

Cabinet

(1990-1993);

General

Counsel

to

the

United

States

Treasury

Department

(1989-1990);

and

Counselor

to

the

Secretary

and

Assistant

Secretary

for

Public

Affairs

and

Public

Liaison–United

States

Treasury

Department

(1988-1989).

The

Money

Market

Portfolios

39

franklintempleton.com

Annual

Report

Interested

Board

Members

and

Officers

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

J.

Michael

Luttig

(1954)

Trustee

Since

2009

129

Boeing

Capital

Corporation

(aircraft

financing)

(2006-2010).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Private

investor;

and

formerly

,

Counselor

and

Senior

Advisor

to

the

Chairman,

CEO,

and

Board

of

Directors,

of

The

Boeing

Company

(aerospace

company),

and

member

of

the

Executive

Council

(May

2019-January

1,

2020);

Executive

Vice

President,

General

Counsel

and

member

of

the

Executive

Council,

The

Boeing

Company

(2006-2019);

and

Federal

Appeals

Court

Judge,

United

States

Court

of

Appeals

for

the

Fourth

Circuit

(1991-2006).

Larry

D.

Thompson

(1945)

Trustee

Since

2007

129

The

Southern

Company

(energy

company)

(2014-present;

previously

2010-2012),

Graham

Holdings

Company

(education

and

media

organization)

(2011-present)

and

Cbeyond,

Inc.

(business

communications

provider)

(2010-

2012).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

Counsel,

Finch

McCranie,

LLP

(law

firm)

(2015-present);

Independent

Compliance

Monitor

and

Auditor,

Volkswagen

AG

(manufacturer

of

automobiles

and

commercial

vehicles)

(2017-present);

John

A.

Sibley

Professor

of

Corporate

and

Business

Law,

University

of

Georgia

School

of

Law

(2015-present;

previously

2011-2012);

and

formerly

,

Executive

Vice

President

-

Government

Affairs,

General

Counsel

and

Corporate

Secretary,

PepsiCo,

Inc.

(consumer

products)

(2012-2014);

Senior

Vice

President

-

Government

Affairs,

General

Counsel

and

Secretary,

PepsiCo,

Inc.

(2004-2011);

Senior

Fellow

of

The

Brookings

Institution

(2003-2004);

Visiting

Professor,

University

of

Georgia

School

of

Law

(2004);

and

Deputy

Attorney

General,

U.S.

Department

of

Justice

(2001-2003).

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

**Gregory

E.

Johnson

(1961)

Trustee

Since

2007

140

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Executive

Chairman,

Chairman

of

the

Board

and

Director,

Franklin

Resources,

Inc.;

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

39

of

the

investment

companies

in

Franklin

Templeton;

Vice

Chairman,

Investment

Company

Institute;

and

formerly

,

Chief

Executive

Officer

(2013-2020)

and

President

(1994-2015),

Franklin

Resources,

Inc.

**Rupert

H.

Johnson,

Jr.

(1940)

Chairman

of

the

Board

and

Trustee

Since

2013

129

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

(Vice

Chairman),

Franklin

Resources,

Inc.;

Director,

Franklin

Advisers,

Inc.;

and

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

37

of

the

investment

companies

in

Franklin

Templeton.

Alison

E.

Baur

(1964)

Vice

President

Since

2012

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Deputy

General

Counsel,

Franklin

Templeton;

and

officer

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

41

of

the

investment

companies

in

Franklin

Templeton.

Independent

Board

Members

(continued)

The

Money

Market

Portfolios

40

franklintempleton.com

Annual

Report

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Breda

M.

Beckerle

(1958)

Interim

Chief

Compliance

Officer

Since

January

2020

Not

Applicable

Not

Applicable

280

Park

Avenue

New

York,

NY

10017

Principal

Occupation

During

at

Least

the

Past

5

Years:

Chief

Compliance

Officer,

Fiduciary

Investment

Management

International,

Inc.,

Franklin

Advisers,

Inc.,

Franklin

Advisory

Services,

LLC,

Franklin

Mutual

Advisers,

LLC,

Franklin

Templeton

Institutional,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Sonal

Desai,

Ph.D.

(1963)

President

and

Chief

Executive

Officer

–

Investment

Management

Since

2018

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

and

Executive

Vice

President,

Franklin

Advisers,

Inc.;

Executive

Vice

President,

Franklin

Templeton

Institutional,

LLC;

and

officer

of

17

of

the

investment

companies

in

Franklin

Templeton.

Gaston

Gardey

(1967)

Treasurer,

Chief

Financial

Officer

and

Chief

Accounting

Officer

Since

2009

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Treasurer,

U.S.

Fund

Administration

&

Reporting

and

officer

of

24

of

the

investment

companies

in

Franklin

Templeton.

Steven

J.

Gray

(1955)

Vice

President

and

Co-Secretary

Vice

President

since

2009

and

Co-Secretary

since

2019

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Associate

General

Counsel,

Franklin

Templeton;

Vice

President,

Franklin

Templeton

Distributors,

Inc.

and

FASA,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Matthew

T.

Hinkle

(1971)

Chief

Executive

Officer

–

Finance

and

Administration

Since

2017

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Vice

President,

Franklin

Templeton

Services,

LLC;

officer

of

41

of

the

investment

companies

in

Franklin

Templeton;

and

formerly

,

Vice

President,

Global

Tax

(2012-April

2017)

and

Treasurer/Assistant

Treasurer,

Franklin

Templeton

(2009-2017).

Robert

Lim

(1948)

Vice

President

–

AML

Compliance

Since

2016

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Vice

President,

Franklin

Templeton

Companies,

LLC;

Chief

Compliance

Officer,

Franklin

Templeton

Distributors,

Inc.

and

Franklin

Templeton

Investor

Services,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Interested

Board

Members

and

Officers

(continued)

The

Money

Market

Portfolios

41

franklintempleton.com

Annual

Report

*We

base

the

number

of

portfolios

on

each

separate

series

of

the

U.S.

registered

investment

companies

within

the

Franklin

Templeton

fund

complex.

These

portfolios

have

a

common

investment

manager

or

affiliated

investment

managers.

**Gregory

E.

Johnson

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

of

Franklin

Resources,

Inc.

(Resources),

which

is

the

parent

company

of

the

Fund’s

investment

manager

and

distributor.

Rupert

H.

Johnson,

Jr.

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

and

major

shareholder

of

Resources.

Note

1:

Rupert

H.

Johnson,

Jr.

is

the

uncle

of

Gregory

E.

Johnson.

Note

2:

Officer

information

is

current

as

of

the

date

of

this

report.

It

is

possible

that

after

this

date,

information

about

officers

may

change.

The

Sarbanes-Oxley

Act

of

2002

and

Rules

adopted

by

the

Securities

and

Exchange

Commission

require

the

Fund

to

disclose

whether

the

Fund’s

Audit

Committee

includes

at

least

one

member

who

is

an

audit

committee

financial

expert

within

the

meaning

of

such

Act

and

Rules.

The

Fund’s

Board

has

determined

that

there

is

at

least

one

such

financial

expert

on

the

Audit

Committee

and

has

designated

Mary

C.

Choksi

as

its

audit

committee

financial

expert.

The

Board

believes

that

Ms.

Choksi

qualifies

as

such

an

expert

in

view

of

her

extensive

business

background

and

experience.

She

currently

serves

as

a

director

of

Avis

Budget

Group,

Inc.

(2007-present)

and

formerly,

Founder

and

Senior

Advisor,

Strategic

Investment

Group

(1987

to

2017).

Ms.

Choksi

has

been

a

Member

of

the

Fund’s

Audit

Committee

since

2014.

As

a

result

of

such

background

and

experience,

the

Board

believes

that

Ms.

Choksi

has

acquired

an

understanding

of

generally

accepted

accounting

principles

and

financial

statements,

the

general

application

of

such

principles

in

connection

with

the

accounting

estimates,

accruals

and

reserves,

and

analyzing

and

evaluating

financial

statements

that

present

a

breadth

and

level

of

complexity

of

accounting

issues

generally

comparable

to

those

of

the

Fund,

as

well

as

an

understanding

of

internal

controls

and

procedures

for

financial

reporting

and

an

understanding

of

audit

committee

functions.

Ms.

Choksi

is

an

independent

Board

member

as

that

term

is

defined

under

the

relevant

Securities

and

Exchange

Commission

Rules

and

Releases.

The

Statement

of

Additional

Information

(SAI)

includes

additional

information

about

the

board

members

and

is

available,

without

charge,

upon

request.

Shareholders

may

call

(800)

DIAL

BEN/342-5236

to

request

the

SAI.

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member*

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Robert

C.

Rosselot

(1960)

Chief

Compliance

Officer

Since

2013

Not

Applicable

Not

Applicable

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director,

Global

Compliance,

Franklin

Templeton;

Vice

President,

Franklin

Templeton

Companies,

LLC;

officer

of

41

of

the

investment

companies

in

Franklin

Templeton;

and

formerly

,

Senior

Associate

General

Counsel,

Franklin

Templeton

(2007-2013);

and

Secretary

and

Vice

President,

Templeton

Group

of

Funds

(2004-2013).

Navid

J.

Tofigh

(1972)

Vice

President

Since

2015

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Associate

General

Counsel

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Craig

S.

Tyle

(1960)

Vice

President

Since

2005

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

General

Counsel

and

Executive

Vice

President,

Franklin

Resources,

Inc.;

and

officer

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

41

of

the

investment

companies

in

Franklin

Templeton.

Lori

A.

Weber

(1964)

Vice

President

and

Co-Secretary

Vice

President

since

2011

and

Co-Secretary

since

2019

Not

Applicable

Not

Applicable

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Associate

General

Counsel,

Franklin

Templeton;

Assistant

Secretary,

Franklin

Resources,

Inc.;

Vice

President

and

Secretary,

Templeton

Investment

Counsel,

LLC;

and

officer

of

41

of

the

investment

companies

in

Franklin

Templeton.

Interested

Board

Members

and

Officers

(continued)

Franklin

U.S.

Government

Money

Fund

Shareholder

Information

42

franklintempleton.com

Annual

Report

Board

Approval

of

Investment

Management

Agreements

FRANKLIN

U.S.

GOVERNMENT

MONEY

FUND

(Fund)

Franklin

U.S.

Government

Money

Fund

(Feeder

Fund)

is

a

feeder

fund

that

invests

all

of

its

assets

in

The

U.S.

Government

Money

Market

Portfolio

(Master

Portfolio).

The

Feeder

Fund

does

not

have

an

investment

manager

or

an

investment

management

agreement,

unlike

the

Master

Portfolio.

The

Board

of

Trustees

(collectively

or

individually

the

Board)

of

each

of

the

Feeder

Fund

and

the

Master

Portfolio

is

comprised

of

the

same

individuals.

At

an

in-person

meeting

held

on

February

25,

2020

(Meeting),

the

Board,

including

a

majority

of

the

trustees

who

are

not

“interested

persons”

as

defined

in

the

Investment

Company

Act

of

1940

(Independent

Trustees),

reviewed

and

approved

the

continuance

of

the

investment

management

agreement

between

Franklin

Advisers,

Inc.

(Manager)

and

the

Master

Portfolio

(Management

Agreement)

for

an

additional

one-

year

period.

The

Independent

Trustees

received

advice

from

and

met

separately

with

Independent

Trustee

counsel

in

considering

whether

to

approve

the

continuation

of

the

Management

Agreement.

References

herein

to

“the

Fund”

refer

to

the

Feeder

Fund

and/or

Master

Portfolio

as

the

context

requires.

In

considering

the

continuation

of

the

Management

Agreement,

the

Board

reviewed

and

considered

information

provided

by

the

Manager

at

the

Meeting

and

throughout

the

year

at

meetings

of

the

Board

and

its

committees.

The

Board

also

reviewed

and

considered

information

provided

in

response

to

a

detailed

set

of

requests

for

information

submitted

to

the

Manager

by

Independent

Trustee

counsel

on

behalf

of

the

Independent

Trustees

in

connection

with

the

annual

contract

renewal

process.

In

addition,

prior

to

the

Meeting,

the

Independent

Trustees

held

a

telephonic

contract

renewal

meeting

at

which

the

Independent

Trustees

conferred

amongst

themselves

and

Independent

Trustee

counsel

about

contract

renewal

matters

and,

in

some

cases,

requested

additional

information

from

the

Manager

relating

to

the

contract.

The

Board

reviewed

and

considered

all

of

the

factors

it

deemed

relevant

in

approving

the

continuance

of

the

Management

Agreement,

including,

but

not

limited

to:

(i)

the

nature,

extent

and

quality

of

the

services

provided

by

the

Manager;

(ii)

the

investment

performance

of

the

Fund;

(iii)

the

costs

of

the

services

provided

and

profits

realized

by

the

Manager

and

its

affiliates

from

the

relationship

with

the

Fund;

(iv)

the

extent

to

which

economies

of

scale

are

realized

as

the

Fund

grows;

and

(v)

whether

fee

levels

reflect

these

economies

of

scale

for

the

benefit

of

Fund

investors.

In

approving

the

continuance

of

the

Management

Agreement,

the

Board,

including

a

majority

of

the

Independent

Trustees,

determined

that

the

terms

of

the

Management

Agreement

are

fair

and

reasonable

and

that

the

continuance

of

such

Management

Agreement

is

in

the

interests

of

the

Fund

and

its

shareholders.

While

attention

was

given

to

all

information

furnished,

the

following

discusses

some

primary

factors

relevant

to

the

Board’s

determination.

Nature,

Extent

and

Quality

of

Services

The

Board

reviewed

and

considered

information

regarding

the

nature,

extent

and

quality

of

investment

management

services

provided

by

the

Manager

and

its

affiliates

to

the

Fund

and

its

shareholders.

This

information

included,

among

other

things,

the

qualifications,

background

and

experience

of

the

senior

management

and

investment

personnel

of

the

Manager,

as

well

as

information

on

succession

planning

where

appropriate;

the

structure

of

investment

personnel

compensation;

oversight

of

third-

party

service

providers;

investment

performance

reports

and

related

financial

information

for

the

Fund;

reports

on

expenses

and

shareholder

services;

legal

and

compliance

matters;

risk

controls;

pricing

and

other

services

provided

by

the

Manager

and

its

affiliates;

and

management

fees

charged

by

the

Manager

and

its

affiliates

to

US

funds

and

other

accounts,

including

management’s

explanation

of

differences

among

accounts

where

relevant.

The

Board

also

reviewed

and

considered

an

annual

report

on

payments

made

by

Franklin

Templeton

(FT)

or

the

Fund

to

financial

intermediaries,

as

well

as

a

memorandum

relating

to

third-

party

servicing

arrangements,

which

included

discussion

of

the

changing

distribution

landscape

for

the

Fund.

The

Board

noted

management’s

continuing

efforts

and

expenditures

in

establishing

effective

business

continuity

plans

and

developing

strategies

to

address

areas

of

heightened

concern

in

the

mutual

fund

industry,

such

as

cybersecurity

and

liquidity

risk

management.

The

Board

also

reviewed

and

considered

the

benefits

provided

to

Fund

shareholders

of

investing

in

a

fund

that

is

part

of

the

FT

family

of

funds.

The

Board

noted

the

financial

position

of

Franklin

Resources,

Inc.

(FRI),

the

Manager’s

parent,

and

its

commitment

to

the

mutual

fund

business

as

evidenced

by

its

continued

introduction

of

new

Franklin

U.S.

Government

Money

Fund

Shareholder

Information

43

franklintempleton.com

Annual

Report

funds,

reassessment

of

the

fund

offerings

in

response

to

the

market

environment

and

project

initiatives

and

capital

investments

relating

to

the

services

provided

to

the

Fund

by

the

FT

organization.

The

Board

specifically

noted

FT’s

commitment

to

enhancing

services

and

controlling

costs,

as

reflected

in

its

plan

to

outsource

certain

administrative

functions,

and

growth

opportunities,

as

evidenced

by

its

upcoming

acquisition

of

the

Legg

Mason

companies.

The

Board

acknowledged

the

change

in

leadership

at

FRI

and

the

opportunity

to

hear

from

Jennifer

Johnson,

President

and

Chief

Executive

Officer

of

FRI,

about

goals

she

has

for

the

company

that

will

benefit

the

Fund.

Following

consideration

of

such

information,

the

Board

was

satisfied

with

the

nature,

extent

and

quality

of

services

provided

by

the

Manager

and

its

affiliates

to

the

Fund

and

its

shareholders.

Fund

Performance

The

Board

reviewed

and

considered

the

performance

results

of

the

Fund

over

various

time

periods

ended

December

31,

2019.

The

Board

considered

the

performance

returns

for

the

Fund

in

comparison

to

the

performance

returns

of

mutual

funds

deemed

comparable

to

the

Fund

included

in

a

universe

(Performance

Universe)

selected

by

Broadridge

Financial

Solutions,

Inc.

(Broadridge),

an

independent

provider

of

investment

company

data.

The

Board

received

a

description

of

the

methodology

used

by

Broadridge

to

select

the

mutual

funds

included

in

a

Performance

Universe.

The

Board

also

reviewed

and

considered

Fund

performance

reports

provided

and

discussions

that

occurred

with

portfolio

managers

at

Board

meetings

throughout

the

year.

A

summary

of

the

Fund’s

performance

results

is

below.

The

Performance

Universe

for

the

Fund

included

the

Fund

and

all

retail

U.S.

government

money

market

funds.

The

Board

noted

that

the

Fund’s

annualized

total

return

for

the

three-

and

five-year

periods

was

equal

to

the

median

of

its

Performance

Universe,

but

for

the

one-

and

10-year

periods

was

slightly

below

the

median

of

its

Performance

Universe.

The

Board

concluded

that

the

Fund’s

performance

was

satisfactory.

Comparative

Fees

and

Expenses

The

Board

reviewed

and

considered

information

regarding

the

Fund’s

actual

total

expense

ratio

and

its

various

components,

including,

as

applicable,

management

fees;

transfer

agent

expenses;

underlying

fund

expenses;

Rule

12b-1

and

non-Rule

12b-1

service

fees;

and

other

non-

management

fees.

The

Board

also

noted

the

quarterly

and

annual

reports

it

receives

on

all

marketing

support

payments

made

by

FT

to

financial

intermediaries.

The

Board

considered

the

actual

total

expense

ratio

and,

separately,

the

contractual

management

fee

rate,

without

the

effect

of

fee

waivers,

if

any

(Management

Rate)

of

the

Fund

in

comparison

to

the

median

expense

ratio

and

median

Management

Rate,

respectively,

of

other

mutual

funds

deemed

comparable

to

and

with

a

similar

expense

structure

to

the

Fund

selected

by

Broadridge

(Expense

Group).

Broadridge

fee

and

expense

data

is

based

upon

information

taken

from

each

fund’s

most

recent

annual

report,

which

reflects

historical

asset

levels

that

may

be

quite

different

from

those

currently

existing,

particularly

in

a

period

of

market

volatility.

While

recognizing

such

inherent

limitation

and

the

fact

that

expense

ratios

and

Management

Rates

generally

increase

as

assets

decline

and

decrease

as

assets

grow,

the

Board

believed

the

independent

analysis

conducted

by

Broadridge

to

be

an

appropriate

measure

of

comparative

fees

and

expenses.

The

Broadridge

Management

Rate

includes

administrative

charges,

and

the

actual

total

expense

ratio,

for

comparative

consistency,

was

shown

for

Class

A

shares

for

the

Fund

and

for

Administration

Class,

Class

A,

Investor

Class,

Premier

Class,

Regular

Class,

Retail

Class,

Government

Cash

Managed

Class,

Cash

Reserve

Class,

and

Dreyfus

Class

shares

for

other

funds

in

the

Expense

Group.

The

Board

received

a

description

of

the

methodology

used

by

Broadridge

to

select

the

mutual

funds

included

in

an

Expense

Group.

The

Expense

Group

for

Fund

included

the

Fund

and

10

other

US

government

money

market

funds.

The

Board

noted

that

the

Management

Rate

and

actual

total

expense

ratio

for

the

Fund

were

above

the

medians

of

its

Expense

Group.

The

Board

also

noted

that

the

Fund

is

maintained

as

an

accommodation

product

for

investors

in

need

of

a

short-term

vehicle,

and

the

Fund’s

Management

Rate

is

paid

by

the

Master

Portfolio.

The

Board

concluded

that

the

Management

Rate

charged

to

the

Fund

is

reasonable.

Profitability

The

Board

reviewed

and

considered

information

regarding

the

profits

realized

by

the

Manager

and

its

affiliates

in

connection

with

the

operation

of

the

Fund.

In

this

respect,

the

Board

considered

the

Fund

profitability

analysis

provided

by

the

Manager

that

addresses

the

overall

profitability

of

FT’s

US

fund

business,

as

well

as

its

profits

in

providing

investment

management

and

other

services

to

each

of

the

individual

funds

during

the

12-month

period

ended

September

30,

2019,

being

the

most

recent

fiscal

year-

end

for

FRI.

The

Board

noted

that

although

management

continually

makes

refinements

to

its

methodologies

used

in

calculating

profitability

in

response

to

organizational

and

product-related

changes,

the

overall

methodology

has

remained

consistent

with

that

used

in

the

Fund’s

profitability

report

presentations

from

prior

years.

Additionally,

Franklin

U.S.

Government

Money

Fund

Shareholder

Information

44

franklintempleton.com

Annual

Report

PricewaterhouseCoopers

LLP,

auditor

to

FRI

and

certain

FT

funds,

was

engaged

by

the

Manager

to

review

and

assess

the

allocation

methodologies

to

be

used

solely

by

the

Fund’s

Board

with

respect

to

the

profitability

analysis.

The

Board

noted

management’s

belief

that

costs

incurred

in

establishing

the

infrastructure

necessary

for

the

type

of

mutual

fund

operations

conducted

by

the

Manager

and

its

affiliates

may

not

be

fully

reflected

in

the

expenses

allocated

to

the

Fund

in

determining

its

profitability,

as

well

as

the

fact

that

the

level

of

profits,

to

a

certain

extent,

reflected

operational

cost

savings

and

efficiencies

initiated

by

management.

As

part

of

this

evaluation,

the

Board

considered

the

initiative

currently

underway

to

outsource

certain

operations,

which

effort

would

require

considerable

up-front

expenditures

by

the

Manager

but,

over

the

long

run

is

expected

to

result

in

greater

efficiencies.

The

Board

also

noted

management’s

expenditures

in

improving

shareholder

services

provided

to

the

Fund,

as

well

as

the

need

to

implement

systems

and

meet

additional

regulatory

and

compliance

requirements

resulting

from

recent

US

Securities

and

Exchange

Commission

and

other

regulatory

requirements,

notably

in

the

area

of

cybersecurity

protections.

The

Board

also

considered

the

extent

to

which

the

Manager

and

its

affiliates

might

derive

ancillary

benefits

from

fund

operations,

including

revenues

generated

from

transfer

agent

services,

potential

benefits

resulting

from

personnel

and

systems

enhancements

necessitated

by

fund

growth,

as

well

as

increased

leverage

with

service

providers

and

counterparties.

Based

upon

its

consideration

of

all

these

factors,

the

Board

concluded

that

the

level

of

profits

realized

by

the

Manager

and

its

affiliates

from

providing

services

to

the

Fund

was

not

excessive

in

view

of

the

nature,

extent

and

quality

of

services

provided

to

the

Fund.

Economies

of

Scale

The

Board

reviewed

and

considered

the

extent

to

which

the

Manager

may

realize

economies

of

scale,

if

any,

as

the

Fund

grows

larger

and

whether

the

Fund’s

management

fee

structure

reflects

any

economies

of

scale

for

the

benefit

of

shareholders.

The

Board

considered

the

Manager’s

view

that

any

analyses

of

potential

economies

of

scale

in

managing

a

particular

fund

are

inherently

limited

in

light

of

the

joint

and

common

costs

and

investments

the

Manager

incurs

across

the

FT

family

of

funds

as

a

whole.

The

Board

concluded

that

it

was

unlikely

that

the

Manager

and

its

affiliates

realized

economies

of

scale

in

furnishing

advisory

services

to

the

Fund

in

view

of

the

transitory

nature

of

its

investment

role

within

the

FT

family

of

funds,

the

services

provided

to

the

Fund’s

shareholders

and

management’s

subsidization

of

expenses

(when

needed).

Conclusion

Based

on

its

review,

consideration

and

evaluation

of

all

factors

it

believed

relevant,

including

the

above-described

factors

and

conclusions,

the

Board

unanimously

approved

the

continuation

of

the

Management

Agreement

for

an

additional

one-year

period.

Proxy

Voting

Policies

and

Procedures

The

Fund’s

investment

manager

has

established

Proxy

Voting

Policies

and

Procedures

(Policies)

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities.

Shareholders

may

view

the

Fund’s

complete

Policies

online

at

franklintempleton.com.

Alternatively,

shareholders

may

request

copies

of

the

Policies

free

of

charge

by

calling

the

Proxy

Group

collect

at

(954)

527-

7678

or

by

sending

a

written

request

to:

Franklin

Templeton

Companies,

LLC,

300

S.E.

2nd

Street,

Fort

Lauderdale,

FL

33301,

Attention:

Proxy

Group.

Copies

of

the

Fund’s

proxy

voting

records

are

also

made

available

online

at

franklintempleton.com

and

posted

on

the

U.S.

Securities

and

Exchange

Commission’s

website

at

sec.gov

and

reflect

the

most

recent

12-month

period

ended

June

30.

Quarterly

Consolidated

Statement

of

Investments

The

Fund

files

a

complete

consolidated

statement

of

investments

with

the

U.S.

Securities

and

Exchange

Commission

for

the

first

and

third

quarters

for

each

fiscal

year

as

an

exhibit

to

its

report

on

Form

N-PORT.

Shareholders

may

view

the

filed

Form

N-PORT

by

visiting

the

Commission’s

website

at

sec.gov.

The

filed

form

may

also

be

viewed

and

copied

at

the

Commission’s

Public

Reference

Room

in

Washington,

DC.

Information

regarding

the

operations

of

the

Public

Reference

Room

may

be

obtained

by

calling

(800)

SEC-0330.

Householding

of

Reports

and

Prospectuses

You

will

receive

the

Fund’s

financial

reports

every

six

months

as

well

as

an

annual

updated

summary

prospectus

(prospectus

available

upon

request).

To

reduce

Fund

expenses,

we

try

to

identify

related

shareholders

in

a

household

and

send

only

one

copy

of

the

financial

reports

and

summary

prospectus.

This

process,

called

“householding,”

will

continue

indefinitely

unless

you

instruct

us

otherwise.

If

you

prefer

not

to

have

these

documents

Franklin

U.S.

Government

Money

Fund

Shareholder

Information

45

franklintempleton.com

Annual

Report

householded,

please

call

us

at

(800)

632-2301.

At

any

time

you

may

view

current

prospectuses/summary

prospectuses

and

financial

reports

on

our

website.

If

you

choose,

you

may

receive

these

documents

through

electronic

delivery.

The

Money

Market

Portfolios

Shareholder

Information

46

franklintempleton.com

Annual

Report

Board

Approval

of

Investment

Management

Agreements

THE

U.S.

GOVERNMENT

MONEY

MARKET

PORTFOLIO

(Master

Portfolio)

The

Master

Portfolio

is

only

registered

under

the

Investment

Company

Act

of

1940

(1940

Act).

Accordingly,

the

Master

Portfolio

does

not

offer

its

shares

to

the

public.

Shares

of

the

Master

Portfolio

are

sold

only

to

other

investment

companies,

which

include

the

Franklin

U.S.

Government

Money

Fund

and

Money

Market

Portfolio

(each

a

Feeder

Fund).

Each

Feeder

Fund

invests

all

of

its

assets

in

the

Master

Portfolio.

None

of

the

Feeder

Funds

have

an

investment

manager

or

an

investment

management

agreement,

unlike

the

Master

Portfolio.

The

Board

of

Trustees

(collectively

or

individually

the

Board)

of

each

Feeder

Fund

and

Master

Portfolio

is

comprised

of

the

same

individuals.

At

an

in-person

meeting

held

on

February

25,

2020

(Meeting),

the

Board,

including

a

majority

of

the

trustees

who

are

not

“interested

persons”

as

defined

in

the

1940

Act

(Independent

Trustees),

reviewed

and

approved

the

continuance

of

the

investment

management

agreement

between

Franklin

Advisers,

Inc.

(Manager)

and

the

Master

Portfolio

(Management

Agreement)

for

an

additional

one-

year

period.

The

Independent

Trustees

received

advice

from

and

met

separately

with

Independent

Trustee

counsel

in

considering

whether

to

approve

the

continuation

of

the

Management

Agreement.

In

considering

the

continuation

of

the

Management

Agreement,

the

Board

reviewed

and

considered

information

provided

by

the

Manager

at

the

Meeting

and

throughout

the

year

at

meetings

of

the

Board

and

its

committees.

The

Board

also

reviewed

and

considered

information

provided

in

response

to

a

detailed

set

of

requests

for

information

submitted

to

the

Manager

by

Independent

Trustee

counsel

on

behalf

of

the

Independent

Trustees

in

connection

with

the

annual

contract

renewal

process.

In

addition,

prior

to

the

Meeting,

the

Independent

Trustees

held

a

telephonic

contract

renewal

meeting

at

which

the

Independent

Trustees

conferred

amongst

themselves

and

Independent

Trustee

counsel

about

contract

renewal

matters

and,

in

some

cases,

requested

additional

information

from

the

Manager

relating

to

the

contract.

The

Board

reviewed

and

considered

all

of

the

factors

it

deemed

relevant

in

approving

the

continuance

of

the

Management

Agreement,

including,

but

not

limited

to:

(i)

the

nature,

extent

and

quality

of

the

services

provided

by

the

Manager;

(ii)

the

investment

performance

of

each

Feeder

Fund;

(iii)

the

costs

of

the

services

provided

and

profits

realized

by

the

Manager

and

its

affiliates

from

the

relationship

with

the

Master

Portfolio;

(iv)

the

extent

to

which

economies

of

scale

are

realized

as

the

Master

Portfolio

grows;

and

(v)

whether

fee

levels

reflect

these

economies

of

scale

for

the

benefit

of

Master

Portfolio

shareholders.

In

approving

the

continuance

of

the

Management

Agreement,

the

Board,

including

a

majority

of

the

Independent

Trustees,

determined

that

the

terms

of

the

Management

Agreement

are

fair

and

reasonable

and

that

the

continuance

of

such

Management

Agreement

is

in

the

interests

of

the

Master

Portfolio

and

its

shareholders.

While

attention

was

given

to

all

information

furnished,

the

following

discusses

some

primary

factors

relevant

to

the

Board’s

determination.

Nature,

Extent

and

Quality

of

Services

The

Board

reviewed

and

considered

information

regarding

the

nature,

extent

and

quality

of

investment

management

services

provided

by

the

Manager

and

its

affiliates

to

the

Master

Portfolio

and

its

shareholders.

This

information

included,

among

other

things,

the

qualifications,

background

and

experience

of

the

senior

management

and

investment

personnel

of

the

Manager;

as

well

as

information

on

succession

planning

where

appropriate;

the

structure

of

investment

personnel

compensation;

oversight

of

third-party

service

providers;

investment

performance

reports

and

related

financial

information

for

the

Master

Portfolio;

reports

on

expenses;

legal

and

compliance

matters;

risk

controls;

pricing

and

other

services

provided

by

the

Manager

and

its

affiliates;

and

management

fees

charged

by

the

Manager

and

its

affiliates

to

US

funds

and

other

accounts,

including

management’s

explanation

of

differences

among

accounts

where

relevant.

The

Board

noted

management’s

continuing

efforts

and

expenditures

in

establishing

effective

business

continuity

plans

and

developing

strategies

to

address

areas

of

heightened

concern

in

the

mutual

fund

industry,

such

as

cybersecurity

and

liquidity

risk

management.

The

Board

also

reviewed

and

considered

the

benefits

provided

to

Master

Portfolio

shareholders

of

investing

in

a

fund

that

is

part

of

the

Franklin

Templeton

(FT)

family

of

funds.

The

Board

noted

the

financial

position

of

Franklin

Resources,

Inc.

(FRI),

the

Manager’s

parent,

and

its

commitment

to

the

mutual

fund

business

as

evidenced

by

its

continued

introduction

of

new

funds,

reassessment

of

the

fund

offerings

in

response

to

the

market

environment

and

project

initiatives

and

capital

investments

relating

to

the

services

provided

to

the

Master

Portfolio

by

the

FT

organization.

The

Board

specifically

noted

FT’s

commitment

The

Money

Market

Portfolios

Shareholder

Information

47

franklintempleton.com

Annual

Report

to

enhancing

services

and

controlling

costs,

as

reflected

in

its

plan

to

outsource

certain

administrative

functions,

and

growth

opportunities,

as

evidenced

by

its

upcoming

acquisition

of

the

Legg

Mason

companies.

The

Board

acknowledged

the

change

in

leadership

at

FRI

and

the

opportunity

to

hear

from

Jennifer

Johnson,

President

and

Chief

Executive

Officer

of

FRI,

about

goals

she

has

for

the

company

that

will

benefit

the

Master

Portfolio.

Following

consideration

of

such

information,

the

Board

was

satisfied

with

the

nature,

extent

and

quality

of

services

provided

by

the

Manager

and

its

affiliates

to

the

Master

Portfolio

and

its

shareholders.

Fund

Performance

Broadridge

Financial

Solutions,

Inc.

(Broadridge),

an

independent

provider

of

investment

company

data,

does

not

collect

performance

data

for

the

Master

Portfolio.

However,

the

Board

did

review

and

consider

the

performance

results

of

each

Feeder

Fund

over

various

time

periods

ended

December

31,

2019,

which

are

summarized

in

the

separate

disclosure

prepared

for

each

Feeder

Fund.

Comparative

Fees

and

Expenses

The

Board

reviewed

and

considered

information

regarding

the

Master

Portfolio’s

actual

total

expense

ratio

and

its

various

components,

including,

as

applicable,

management

fees;

transfer

agent

expenses;

and

other

non-management

fees.

The

Board

considered

the

actual

total

expense

ratio

and,

separately,

the

contractual

management

fee

rate,

without

the

effect

of

fee

waivers,

if

any

(Management

Rate)

of

the

Master

Portfolio

in

comparison

to

the

median

expense

ratio

and

median

Management

Rate,

respectively,

of

other

mutual

funds

deemed

comparable

to

and

with

a

similar

expense

structure

to

the

Master

Portfolio

selected

by

Broadridge

(Expense

Group).

Broadridge

fee

and

expense

data

is

based

upon

information

taken

from

each

fund’s

most

recent

annual

report,

which

reflects

historical

asset

levels

that

may

be

quite

different

from

those

currently

existing,

particularly

in

a

period

of

market

volatility.

While

recognizing

such

inherent

limitation

and

the

fact

that

expense

ratios

and

Management

Rates

generally

increase

as

assets

decline

and

decrease

as

assets

grow,

the

Board

believed

the

independent

analysis

conducted

by

Broadridge

to

be

an

appropriate

measure

of

comparative

fees

and

expenses.

The

Broadridge

Management

Rate

includes

administrative

charges,

and

the

actual

total

expense

ratio,

for

comparative

consistency,

was

shown

for

Class

A,

Class

AB,

Class

G,

Investor

Class,

Dreyfus

Class,

DWS

Government

&

Agency

Money

Fund

Class

and

Premium

Class

shares

for

other

funds

in

the

Expense

Group

with

multiple

classes

of

shares.

The

Board

received

a

description

of

the

methodology

used

by

Broadridge

to

select

the

mutual

funds

included

in

an

Expense

Group.

The

Expense

Group

for

the

Master

Portfolio

included

the

Master

Portfolio

and

10

other

U.S.

government

money

market

funds.

The

Board

noted

that

the

Management

Rate

and

actual

total

expense

ratio

for

the

Master

Portfolio

were

below

the

medians

of

its

Expense

Group.

The

Board

also

noted

that

the

other

funds

in

the

Expense

Group

were

not

master

portfolios

in

a

master-feeder

structure

like

the

Master

Portfolio

and,

accordingly,

considered

the

Management

Rate

and

actual

total

expense

ratio

information

provided

for

each

of

the

Feeder

Funds

to

be

a

more

relevant

comparison.

The

Board

concluded

that

the

Management

Rate

charged

to

the

Master

Portfolio

is

reasonable.

Profitability

The

Board

reviewed

and

considered

information

regarding

the

profits

realized

by

the

Manager

and

its

affiliates

in

connection

with

the

operation

of

the

Master

Portfolio.

In

this

respect,

the

Board

considered

the

Master

Portfolio

profitability

analysis

provided

by

the

Manager

that

addresses

the

overall

profitability

of

FT’s

US

fund

business,

as

well

as

its

profits

in

providing

investment

management

and

other

services

to

each

of

the

individual

funds

during

the

12-month

period

ended

September

30,

2019,

being

the

most

recent

fiscal

year-end

for

FRI.

The

Board

noted

that

although

management

continually

makes

refinements

to

its

methodologies

used

in

calculating

profitability

in

response

to

organizational

and

product-related

changes,

the

overall

methodology

has

remained

consistent

with

that

used

in

the

Master

Portfolio’s

profitability

report

presentations

from

prior

years.

Additionally,

PricewaterhouseCoopers

LLP,

auditor

to

FRI

and

certain

FT

funds,

was

engaged

by

the

Manager

to

review

and

assess

the

allocation

methodologies

to

be

used

solely

by

the

Master

Portfolio’s

Board

with

respect

to

the

profitability

analysis.

The

Board

noted

management’s

belief

that

costs

incurred

in

establishing

the

infrastructure

necessary

for

the

type

of

mutual

fund

operations

conducted

by

the

Manager

and

its

affiliates

may

not

be

fully

reflected

in

the

expenses

allocated

to

the

Master

Portfolio

in

determining

its

profitability,

as

well

as

the

fact

that

the

level

of

profits,

to

a

certain

extent,

reflected

operational

cost

savings

and

efficiencies

initiated

by

management.

As

part

of

this

evaluation,

the

Board

considered

the

initiative

currently

underway

to

outsource

certain

operations,

which

effort

would

require

considerable

upfront

expenditures

by

the

Manager

but,

over

the

long

run

is

expected

to

result

in

greater

efficiencies.

The

Board

also

noted

management’s

expenditures

in

improving

The

Money

Market

Portfolios

Shareholder

Information

48

franklintempleton.com

Annual

Report

shareholder

services

provided

to

the

Master

Portfolio,

as

well

as

the

need

to

implement

systems

and

meet

additional

regulatory

and

compliance

requirements

resulting

from

recent

US

Securities

and

Exchange

Commission

and

other

regulatory

requirements,

notably

in

the

area

of

cybersecurity

protections.

The

Board

also

considered

the

extent

to

which

the

Manager

and

its

affiliates

might

derive

ancillary

benefits

from

fund

operations,

including

revenues

generated

from

transfer

agent

services,

potential

benefits

resulting

from

personnel

and

systems

enhancements

necessitated

by

fund

growth,

as

well

as

increased

leverage

with

service

providers

and

counterparties.

Based

upon

its

consideration

of

all

these

factors,

the

Board

concluded

that

the

level

of

profits

realized

by

the

Manager

and

its

affiliates

from

providing

services

to

the

Master

Portfolio

was

not

excessive

in

view

of

the

nature,

extent

and

quality

of

services

provided

to

the

Master

Portfolio.

Economies

of

Scale

The

Board

reviewed

and

considered

the

extent

to

which

the

Manager

may

realize

economies

of

scale,

if

any,

as

the

Master

Portfolio

grows

larger

and

whether

the

Master

Portfolio’s

management

fee

structure

reflects

any

economies

of

scale

for

the

benefit

of

shareholders.

The

Board

considered

the

Manager’s

view

that

any

analyses

of

potential

economies

of

scale

in

managing

a

particular

fund

are

inherently

limited

in

light

of

the

joint

and

common

costs

and

investments

the

Manager

incurs

across

the

FT

family

of

funds

as

a

whole.

The

Board

concluded

that

it

was

unlikely

that

the

Manager

and

its

affiliates

realized

economies

of

scale

in

furnishing

advisory

services

to

the

Master

Portfolio

in

view

of

the

transitory

nature

of

its

investment

role

within

the

FT

family

of

funds,

the

services

provided

to

the

Master

Portfolio’s

shareholders

and

management’s

subsidization

of

expenses.

Conclusion

Based

on

its

review,

consideration

and

evaluation

of

all

factors

it

believed

relevant,

including

the

above-described

factors

and

conclusions,

the

Board

unanimously

approved

the

continuation

of

the

Management

Agreement

for

an

additional

one-year

period.

111

A

08/20

©

2020

Franklin

Templeton

Investments.

All

rights

reserved.

Authorized

for

distribution

only

when

accompanied

or

preceded

by

a

summary

prospectus

and/or

prospectus.

Investors

should

carefully

consider

a

fund’s

investment

goals,

risks,

charges

and

expenses

before

investing.

A

prospectus

contains

this

and

other

information;

please

read

it

carefully

before

investing.

To

help

ensure

we

provide

you

with

quality

service,

all

calls

to

and

from

our

service

areas

are

monitored

and/or

recorded.

Annual

Report

and

Shareholder

Letter

Franklin

U.S.

Government

Money

Fund

Investment

Manager

Distributor

Shareholder

Services

Franklin

Advisers,

Inc.

Franklin

Templeton

Distributors,

Inc

(800)

DIAL

BEN

®

/

342-5236

franklintempleton.com

(800)

632-2301

Item 2. Code of Ethics.

(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer. 

(c) N/A

(d) N/A

(f) Pursuant to Item 13(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.

Item 3. Audit Committee Financial Expert.

(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.

(2) The audit committee financial expert is Mary C. Choksi and she is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.

Item 4. Principal Accountant Fees and Services.

(a)      Audit Fees

The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements were $35,347 for the fiscal year ended June 30, 2020 and $31,540 for the fiscal year ended June 30, 2019.

(b)      Audit-Related Fees

There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of Item 4.

There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that are reasonably related to the performance of the audit of their financial statements.  

(c)      Tax Fees

There were no fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning. 

The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant for tax compliance, tax advice and tax planning were $0 for the fiscal year ended June 30, 2020 and $20,000 for the fiscal year ended June 30, 2019. The services for which these fees were paid included professional fees in connection with tax treatment of equipment lease transactions and professional fees in connection with an Indonesia withholding tax refund claim.

(d)      All Other Fees

The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant not reported in paragraphs (a)-(c) of Item 4 were $1,287 for the fiscal year ended June 30, 2020 and $0 for the fiscal year ended June 30, 2019. The services for which these fees were paid included review of materials provided to the fund Board in connection with the investment management contract renewal process.

The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant not reported in paragraphs (a)-(c) of Item 4 were $137,944 for the fiscal year ended June 30, 2020 and $14,500 for the fiscal year ended June 30, 2019. The services for which these fees were paid included valuation services related to a fair value engagement and benchmarking services in connection with the ICI TA survey.

(e) (1) The registrant’s audit committee is directly responsible for approving the services to be provided by the auditors, including:

      (i)   pre-approval of all audit and audit related services;

      (ii)  pre-approval of all non-audit related services to be provided to the Fund by the auditors;

      (iii) pre-approval of all non-audit related services to be provided to the registrant by the auditors to the registrant’s investment adviser or to any entity that controls, is controlled by or is under common control with the registrant’s investment adviser and that provides ongoing services to the registrant where the non-audit services relate directly to the operations or financial reporting of the registrant; and

      (iv)  establishment by the audit committee, if deemed necessary or appropriate, as an alternative to committee pre-approval of services to be provided by the auditors, as required by paragraphs (ii) and (iii) above, of policies and procedures to permit such services to be pre-approved by other means, such as through establishment of guidelines or by action of a designated member or members of the committee; provided the policies and procedures are detailed as to the particular service and the committee is informed of each service and such policies and procedures do not include delegation of audit committee responsibilities, as contemplated under the Securities Exchange Act of 1934, to management; subject, in the case of (ii) through (iv), to any waivers, exceptions or exemptions that may be available under applicable law or rules.

(e) (2) None of the services provided to the registrant described in paragraphs (b)-(d) of Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of regulation S-X.

(f) No disclosures are required by this Item 4(f).

(g) The aggregate non-audit fees paid to the principal accountant for services rendered by the principal accountant to the registrant and the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant were $139,231 for the fiscal year ended June 30, 2020 and $34,500 for the fiscal year ended June 30, 2019.

(h) The registrant’s audit committee of the board has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.        N/A

Item 6. Schedule of Investments.                      N/A

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.        N/A

Item 8. Portfolio Managers of Closed-End Management Investment Companies.                                  N/A

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and

Affiliated Purchasers. N/A

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.

Item 11. Controls and Procedures.

(a)

  Evaluation of Disclosure Controls and Procedures.  The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.

(b)   Changes in Internal Controls

.  During the period covered by this report, a third-party service provider commenced performing certain accounting and administrative services for the Registrant that are subject to Franklin Templeton’s oversight.

Item 12.

Disclosure of Securities Lending Activities for Closed-End Management Investment Company.                      N/A

Item 13. Exhibits.

(a)(1) Code of Ethics

Code of Ethics

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer

Section 302

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer

Section 906

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FRANKLIN U.S. GOVERNMENT MONEY FUND

By ___S\MATTHEW T. HINKLE______________________

Matthew T. Hinkle

      Chief Executive Officer – Finance and Administration

Date August 25, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By ___S\MATTHEW T. HINKLE______________________

Matthew T. Hinkle

      Chief Executive Officer – Finance and Administration

Date August 25, 2020

By ___S\GASTON GARDEY______________________

Gaston Gardey

      Chief Financial Officer and Chief Accounting Officer

Date August 25, 2020