O GOF STKP3
                        SUPPLEMENT DATED DECEMBER 8, 1997
                             TO THE PROSPECTUSES OF
TEMPLETON GLOBAL REAL ESTATE FUND
TEMPLETON GROWTH FUND, INC.
TEMPLETON PACIFIC GROWTH FUND
dated January 1, 1997

TEMPLETON GLOBAL SMALLER COMPANIES FUND, INC.
dated January 1, 1997, as amended March 17, 1997

TEMPLETON WORLD FUND
dated January 1, 1997, as amended March 19, 1997

TEMPLETON FOREIGN FUND
dated January 1, 1997, as amended April 4, 1997

TEMPLETON GLOBAL BOND FUND
dated January 1, 1997, as amended September 2, 1997

FRANKLIN CUSTODIAN FUNDS, INC.
FRANKLIN RISING DIVIDENDS FUND
U.S. GOVERNMENT SECURITIES SERIES
INCOME SERIES
dated February 1, 1997

FRANKLIN CONVERTIBLE SECURITIES FUND
FRANKLIN EQUITY INCOME FUND
FRANKLIN GLOBAL GOVERNMENT INCOME FUND
FRANKLIN VALUE FUND
dated March 1, 1997

FRANKLIN NEW YORK INSURED TAX-FREE INCOME FUND
TEMPLETON AMERICAN TRUST, INC.
TEMPLETON DEVELOPING MARKETS TRUST
TEMPLETON GLOBAL OPPORTUNITIES TRUST
dated May 1, 1997

FRANKLIN MUTUAL SERIES FUND, INC.
dated May 1, 1997, as amended August 19, 1997






FRANKLIN TAX-FREE TRUST
(TF1 - ARIZONA INSURED, FLORIDA INSURED, INSURED, MASSACHUSETTS
 INSURED, MICHIGAN INSURED, MINNESOTA INSURED, AND OHIO
 INSURED TAX-FREE INCOME FUNDS)
(TF2 - ALABAMA, FLORIDA, GEORGIA, KENTUCKY, LOUISIANA,
 MARYLAND, MISSOURI, NORTH CAROLINA, TEXAS, AND VIRGINIA
 TAX-FREE INCOME FUNDS)
(TF3 - ARIZONA, COLORADO, CONNECTICUT, HIGH YIELD, INDIANA,
 MICHIGAN, NEW JERSEY, OREGON, PENNSYLVANIA, AND PUERTO
 RICO TAX-FREE INCOME FUNDS)
dated July 1, 1997

FRANKLIN CALIFORNIA TAX-FREE INCOME FUND, INC.
TEMPLETON GLOBAL INFRASTRUCTURE FUND
TEMPLETON GROWTH AND INCOME FUND
TEMPLETON REGION FUNDS
dated August 1, 1997

FRANKLIN  CALIFORNIA  GROWTH FUND FRANKLIN FEDERAL TAX-FREE INCOME FUND FRANKLIN
GLOBAL  HEALTH CARE FUND  FRANKLIN  GLOBAL  UTILITIES  FUND FRANKLIN REAL ESTATE
SECURITIES FUND FRANKLIN SMALL CAP GROWTH FUND dated September 1, 1997

FRANKLIN MUNICIPAL SECURITIES TRUST
FRANKLIN NEW YORK TAX-FREE INCOME FUND
FRANKLIN'S AGE HIGH INCOME FUND
dated October 1, 1997

FRANKLIN CALIFORNIA TAX-FREE TRUST
FRANKLIN EQUITY FUND
dated November 1, 1997

FRANKLIN GOLD FUND
FRANKLIN TEMPLETON FUND ALLOCATOR SERIES
dated December 1, 1997




The  prospectus is amended to replace the sections  "Contingent  Deferred  Sales
Charge - Class I" and "Contingent Deferred Sales Charge - Class II", found under
"May I Exchange Shares for Shares of Another Fund? - Will Sales Charges Apply to
My Exchange?", with the following:

  CONTINGENT  DEFERRED  SALES  CHARGE.  For  accounts  with shares  subject to a
  Contingent  Deferred  Sales Charge,  we will first exchange any shares in your
  account  that are not subject to the charge.  If there are not enough of these
  to meet your exchange  request,  we will exchange shares subject to the charge
  in the order they were  purchased.  If you exchange Class I shares into one of
  our money  funds,  the time your  shares  are held in that fund will not count
  towards the completion of any Contingency  Period.  If you exchange your Class
  II shares for shares of Money Fund II, however,  the time your shares are held
  in that fund will count towards the completion of any Contingency Period.