N-CSR 1 dncsr.htm TEMPLETON IMMEDIATE VARIABLE ANNUITY Templeton Immediate Variable Annuity

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number 811-05583

 

Franklin Templeton Variable Insurance Products Trust

                                                                                                                                                                                                                                                                       

(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) 312-2100

 

Date of fiscal year end: 12/31

 

Date of reporting period: 12/31/05


Item 1. Reports to Stockholders.


Annual Report

December 31, 2005

Templeton Immediate Variable Annuity

 

  Franklin Templeton Variable Insurance Products Trust Templeton Growth Securities Fund – Class 1

 

  TIVA Separate Account

LOGO


TEMPLETON IMMEDIATE VARIABLE ANNUITY

ANNUAL REPORT

TABLE OF CONTENTS

 

Important Notes to Performance Information

   i

Fund Summary

    

Performance

   TG-1

Manager’s Discussion

   TG-3

Financial Highlights

   TG-7

Statement of Investments

   TG-9

Financial Statements

   TG-13

Notes to Financial Statements

   TG-16

Templeton Immediate Variable Annuity

    Separate Account Financials

   SA-1

Index Descriptions

   I-1

Board Members and Officers

   BOD-1

Shareholder Information

   SI-1

NOT FDIC INSURED | MAY LOSE VALUE | NO BANK GUARANTEE

TIVA A05 02-06


IMPORTANT NOTES TO PERFORMANCE INFORMATION

 

Performance data is historical and cannot predict or guarantee future results. Principal value and investment return will fluctuate with market conditions, and you may have a gain or loss when you withdraw your money. Inception dates of the funds may have preceded the effective dates of the subaccounts, contracts, or their availability in all states.

 

When reviewing the index comparisons, please keep in mind that indexes have a number of inherent performance differentials over the funds. First, unlike the funds, which must hold a minimum amount of cash to maintain liquidity, indexes do not have a cash component. Second, the funds are actively managed and, thus, are subject to management fees to cover salaries of securities analysts or portfolio managers in addition to other expenses. Indexes are unmanaged and do not include any commissions or other expenses typically associated with investing in securities. Third, indexes often contain a different mix of securities than the fund to which they are compared. Additionally, please remember that indexes are simply a measure of performance and cannot be invested in directly.

 

i


TEMPLETON GROWTH SECURITIES FUND

 

This annual report for Templeton Growth Securities Fund covers the fiscal year ended December 31, 2005.

 

Performance Summary as of 12/31/05

 

Average annual total return of Class 1 shares represents the average annual change in value, assuming reinvestment of dividends and capital gains. Average returns smooth out variations in returns, which can be significant; they are not the same as year-by-year results.

 

Periods ended 12/31/05

 

     1-Year    5-Year    10-Year

Average Annual Total Return

   +9.06%    +6.34%    +9.65%

 

Total Return Index Comparison

for Hypothetical $10,000 Investment (1/1/96–12/31/05)

 

The graph below shows the change in value of a hypothetical $10,000 investment in the Fund over the indicated period and includes reinvestment of any income or distributions. The Fund’s performance is compared to the performance of the Morgan Stanley Capital International (MSCI) World Index and MSCI All Country (AC) World Index. The MSCI World Index is replacing the MSCI AC World Index as the Fund’s benchmark because the Fund’s manager believes the MSCI World Index better reflects the Fund’s investments. One cannot invest directly in an index, nor is an index representative of the Fund’s portfolio. Please see Important Notes to Performance Information preceding the Fund Summaries.

 

LOGO

 

*Source: Standard & Poor’s Micropal. Please see Index Descriptions following the Fund Summaries.

 

Templeton Growth Securities Fund – Class 1

 

 

Performance reflects the Fund’s Class 1 operating expenses, but does not include any contract fees, expenses or sales charges. If they had been included, performance would be lower. These charges and deductions, particularly for variable life policies, can have a significant effect on contract values and insurance benefits. See the contract prospectus for a complete description of these expenses, including sales charges.

 

Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares.

Current performance may differ from figures shown.

 

TG-1



Fund Goal and Main Investments: Templeton Growth Securities Fund seeks long-term capital growth. The Fund normally invests mainly in equity securities of companies located anywhere in the world, including those in the U.S. and in emerging markets.

 


 

Performance Overview

 

You can find the Fund’s one-year total return in the Performance Summary. The Fund underperformed its benchmarks, the MSCI World Index, which returned +10.02% and the MSCI AC World Index, which returned +11.37% for the period under review.1 We are replacing the MSCI World AC Index with the MSCI World Index as the Fund’s benchmark, because we believe the MSCI World Index better reflects the Fund’s Investments.

 

Economic and Market Overview

 

The global economy overcame fears of derailment generated by higher energy costs and advanced at a solid clip during 2005, with signs of firming recoveries in Europe and Japan. Excluding the volatile energy and food sectors, inflation remained relatively subdued worldwide, and monetary policy remained fairly accommodative. The U.S. Federal Reserve Board raised the short-term federal funds target rate with eight quarter-point increases, bringing it to 4.25%. The European Central Bank (ECB) made one quarter-point rise in short-term rates, its first increase after keeping rates at historically low levels for more than two and a half years. Even after the increases, both rates remained at levels considered accommodative for economic growth.

 

Strong demand for oil sustained high prices during most of the year, while prices for other commodities such as industrial metals were also high, led by copper, whose contract price rose 45.4% during 2005.2 This contributed to economic growth in countries such as Australia and Canada, and emerging markets in Asia and Latin America that are tied to mining and industrial commodities.

 

In this environment, global equity markets performed strongly, particularly outside the U.S. One-year total return for the MSCI AC World ex US Index was +17.11% in U.S. dollar terms.3 By comparison the total

 

1. Source: Standard & Poor’s Micropal. One cannot invest directly in an index, nor is an index representative of the Fund’s portfolio. Please see Index Descriptions following the Fund Summaries.

2. Source: New York Mercantile Exchange

3. Source: Standard & Poor’s Micropal. Please see Index descriptions following the Fund Summaries.

 

Fund Risks: The Fund’s investments in stocks offer the potential for long-term gains but can be subject to short-term up-and-down price movements. Foreign investing, especially in emerging markets, involves additional risks including currency fluctuations, economic instability, and social and political developments. Because the Fund invests in bonds and other debt obligations, the Fund’s share price and yield will be affected by interest rate movements. Bond prices generally move in the opposite direction from interest rates. Thus, as the prices of bonds in the Fund adjust to a rise in interest rates, the Fund’s share price may decline. High yield, lower-rated (junk) bonds generally have greater price swings and higher default risks. The Fund’s prospectus also includes a description of the main investment risks.

 

TG-2


return for the MSCI USA Index was +5.72%.4 In terms of sectors, energy and materials led equity market performance, and telecommunication services and consumer-related sectors lagged.

 

Among developed countries, the Japanese equity market performed well, returning +44.70% in local currency terms for the year under review.4 However, this market benefited primarily from investors outside Japan, and the return was significantly less (+25.62%) after conversion into U.S. dollars.4 In contrast, the conversion into dollars enhanced equity market returns in Brazil (+57.04%), Mexico (+49.11%) and South Korea (+58.00%).4 At the beginning of the year, the consensus of many analysts appeared to be that the U.S. dollar would decline in value relative to major currencies. In fact, for the year the dollar appreciated versus the yen, the euro, the pound and most other currencies.

 

Investment Strategy

 

Our investment philosophy is bottom-up, value-oriented and long-term. In choosing investments, we will focus on the market price of a company’s securities relative to our evaluation of the company’s potential long-term earnings, asset value and cash flow. Among factors we may consider are a company’s historical value measures, including price/earnings ratio, profit margins and liquidation value. We do in-depth research to construct a bargain list from which we buy.

 

Manager’s Discussion

 

During the year under review, Fund performance benefited from overweighted allocations in South Korea and Germany and a significant underweighted allocation to the U.S. relative to the MSCI World Index. The returns from many of our South Korean investments were further enhanced by currency effects. Some of the top contributors from South Korea included Kookmin Bank, Samsung Electronics and Hana Financial Holdings. German investments that contributed to performance included Volkswagen, Siemens and Muenchener Rueckversicherungs-Gesellschaft (Munich Re Group). In terms of sectors, our stock selection in the financials and information technology sectors contributed to performance. Examples of financial and information technology holdings, in addition to some of the aforementioned stocks, included ACE, Olympus, American International Group, Mitsubishi UFJ Financial Group and Nomura Holdings. Several of our industrials sector holdings

 

4. Source: Standard & Poor’s Micropal. Individual country market returns are measured by MSCI country-specific indexes.

 

LOGO

 

TG-3


such as our investments in BAE Systems and Rolls-Royce also contributed to Fund performance.

 

The Fund had several detractors from performance. Although the energy sector had a net positive impact on returns, our underweighted sector allocation relative to the benchmark detracted most from relative performance.

 

The largest detractors from a country standpoint were Japan and Canada, mostly due to stock selection. Examples of Japanese and Canadian stocks that dragged on performance included Fuji Photo Film, Hitachi and Celestica. Currency also had a negative effect on many of our British investments. The materials and consumer discretionary sectors also hurt the Fund’s relative performance. In particular, several of our media stocks had negative returns such as British Sky Broadcasting Group, DIRECTV and News Corp. Several health care and utilities holdings also had negative effects on the Fund’s relative performance.

 

It is important to recognize the effect of currency movements on the Fund’s performance. In general, if the value of the U.S. dollar increases compared with a foreign currency, an investment traded in that foreign currency will decrease in value because it will be worth fewer U.S. dollars. This can have a negative effect on Fund performance. Conversely, when the U.S. dollar weakens in relation to a foreign currency, an investment traded in that foreign currency will increase in value, which can contribute to Fund performance. For the 12 months ended December 31, 2005, the U.S. dollar increased in value relative to most non-U.S. currencies. As a result, the Fund’s overall performance was negatively affected by the portfolio’s investment primarily in securities with non-U.S. currency exposure.

 

Thank you for your participation in Templeton Growth Securities Fund. We look forward to serving your future investment needs.

 

The foregoing information reflects our analysis, opinions and portfolio holdings as of December 31, 2005, 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 adviser 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.

 

Top 10 Holdings

Templeton Growth Securities Fund

12/31/05

 

Company

Sector/Industry,
Country

   % of Total
Net Assets
Royal Bank of Scotland Group PLC    2.0%
Commercial Banks, U.K.     
Tyco International Ltd.    1.9%
Industrial Conglomerates, U.S.     
Siemens AG    1.8%
Industrial Conglomerates, Germany     
News Corp., A    1.8%
Media, U.S.     
Merck & Co. Inc.    1.8%
Pharmaceuticals, U.S.     
GlaxoSmithKline PLC    1.7%
Pharmaceuticals, U.K.     
Nestle SA    1.6%
Food Products, Switzerland     
Pfizer Inc.    1.5%
Pharmaceuticals, U.S.     
Royal Dutch Shell PLC, B    1.4%
Oil, Gas & Consumable Fuels, U.K.     
BP PLC    1.3%
Oil, Gas & Consumable Fuels, U.K.     

 

The dollar value, number of shares or principal amount, and names of all portfolio holdings are listed in the Fund’s Statement of Investments.

 

TG-4


Fund Expenses

 

As an investor in a variable insurance contract (“Contract”) that indirectly provides for investment in an underlying mutual fund, you can incur transaction and/or ongoing expenses at both the Fund level and the Contract level.

 

  Transaction expenses can include sales charges (loads) on purchases, redemption fees, surrender fees, transfer fees and premium taxes.

 

  Ongoing expenses can include management fees, distribution and service (12b-1) fees, contract fees, annual maintenance fees, mortality and expense risk fees and other fees and expenses. All mutual funds and Contracts have some types of ongoing expenses.

 

The expenses shown in the table below are meant to highlight ongoing expenses at the Fund level only and do not include ongoing expenses at the Contract level, or transaction expenses at either the Fund or Contract level. While the Fund does not have transaction expenses, if the transaction and ongoing expenses at the Contract level were included, the expenses shown below would be higher. You should consult your Contract prospectus or disclosure document for more information.

 

The table shows Fund-level ongoing expenses and can help you understand these expenses and compare them with those of other mutual funds offered through the Contract. The table assumes a $1,000 investment held for the six months indicated. Please refer to the Fund prospectus for additional information on operating expenses.

 

Actual Fund Expenses

 

The first line (Actual) of the table below provides actual account values and expenses. The “Ending Account Value” is derived from the Fund’s actual return, which includes the effect of ongoing Fund expenses, but does not include the effect of ongoing Contract expenses.

 

You can estimate the Fund-level expenses you incurred during the period by following these steps. Of course, your account value and expenses will differ from those in this illustration:

 

1. Divide your account value by $1,000.

If an account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6.

 

2. Multiply the result by the number under the heading “Fund-Level Expenses Incurred During Period.”

If Fund-Level Expenses Incurred During Period were $7.50, then 8.6 × $7.50 = $64.50.

 

Templeton Growth Securities Fund – Class 1

 

TG-5


In this illustration, the estimated expenses incurred this period at the Fund level are $64.50.

 

Hypothetical Example for Comparison with Other Mutual Funds

 

Information in the second line (Hypothetical) of the table can help you compare ongoing expenses of the Fund with those of other mutual funds offered through the Contract. This information may not be used to estimate the actual ending account balance or expenses you incurred during the period. The hypothetical “Ending Account Value” is based on the Fund’s actual expense ratio and an assumed 5% annual rate of return before expenses, which does not represent the Fund’s actual return. The figure under the heading “Fund-Level Expenses Incurred During Period” shows the hypothetical expenses your account would have incurred under this scenario. You can compare this figure with the 5% hypothetical examples that appear in shareholder reports of other funds offered through a Contract.

 

Class 1    Beginning
Account
Value 7/1/05
   Ending
Account
Value 12/31/05
   Fund-Level
Expenses Incurred
During Period*
7/1/05-12/31/05

Actual

   $ 1,000    $ 1,086.20    $ 4.26

Hypothetical (5% return before expenses)

   $ 1,000    $ 1,021.12    $ 4.13

 

*Expenses are equal to the annualized expense ratio for the Fund’s Class 1 shares (0.81%), which does not include any ongoing expenses of the Contract for which the Fund is an investment option, multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period.

 

TG-6


Franklin Templeton Variable Insurance Products Trust

 

Financial Highlights

 

Templeton Growth Securities Fund

 

     Year Ended December 31,

 
Class 1    2005

    2004

    2003

    2002

    2001

 

Per share operating performance

                                        

(for a share outstanding throughout the year)

                                        

Net asset value, beginning of year

   $ 12.98     $ 11.31     $ 8.67     $ 11.09     $ 13.76  
    


Income from investment operations:

                                        

Net investment incomea

     0.24       0.21       0.17       0.17       0.26  

Net realized and unrealized gains (losses)

     0.92       1.61       2.63       (2.13 )     (0.36 )
    


Total from investment operations

     1.16       1.82       2.80       (1.96 )     (0.10 )
    


Less distributions from:

                                        

Net investment income

     (0.16 )     (0.15 )     (0.16 )     (0.24 )     (0.28 )

Net realized gains

                       (0.22 )     (2.29 )
    


Total distributions

     (0.16 )     (0.15 )     (0.16 )     (0.46 )     (2.57 )
    


Net asset value, end of year

   $ 13.98     $ 12.98     $ 11.31     $ 8.67     $ 11.09  
    


Total returnb

     9.06%       16.25%       32.62%       (18.32)%       (0.98%)  

Ratios/supplemental data

                                        

Net assets, end of year (000’s)

   $ 779,347     $ 800,118     $ 769,339     $ 665,537     $ 966,725  

Ratios to average net assets:

                                        

Expenses

     0.82%       0.86%       0.88%       0.87%       0.85%  

Net investment income

     1.81%       1.75%       1.74%       1.69%       2.13%  

Portfolio turnover rate

     22.16%       19.13%       37.43%       30.67%       31.05%  

 

 

a Based on average daily shares outstanding.
b Total return does not include any fees, charges or expenses imposed by the variable annuity and life insurance contracts for which the Franklin Templeton Variable Insurance Products Trust serves as an underlying investment vehicle.

 

See notes to financial statements.

 

TG-7


Franklin Templeton Variable Insurance Products Trust

 

Financial Highlights (continued)

 

Templeton Growth Securities Fund (continued)

 

     Year Ended December 31,

 
Class 2    2005

    2004

    2003

    2002

    2001

 

Per share operating performance

                                        

(for a share outstanding throughout the year)

                                        

Net asset value, beginning of year

   $ 12.83     $ 11.19     $ 8.59     $ 11.01     $ 13.69  
    


Income from investment operations:

                                        

Net investment incomea

     0.20       0.17       0.13       0.13       0.21  

Net realized and unrealized gains (losses)

     0.93       1.61       2.62       (2.10 )     (0.34 )
    


Total from investment operations

     1.13       1.78       2.75       (1.97 )     (0.13 )
    


Less distributions from:

                                        

Net investment income

     (0.15 )     (0.14 )     (0.15 )     (0.23 )     (0.26 )

Net realized gains

                       (0.22 )     (2.29 )
    


Total distributions

     (0.15 )     (0.14 )     (0.15 )     (0.45 )     (2.55 )
    


Net asset value, end of year

   $ 13.81     $ 12.83     $ 11.19     $ 8.59     $ 11.01  
    


Total returnb

     8.86%       16.03%       32.13%       (18.49)%       (1.31)%  

Ratios/supplemental data

                                        

Net assets, end of year (000’s)

   $ 1,912,825     $ 1,189,112     $ 511,659     $ 190,054     $ 113,925  

Ratios to average net assets:

                                        

Expenses

     1.07%       1.11%       1.13%       1.12%       1.10%  

Net investment income

     1.56%       1.50%       1.49%       1.44%       1.80%  

Portfolio turnover rate

     22.16%       19.13%       37.43%       30.67%       31.05%  

 

 

a Based on average daily shares outstanding.
b Total return does not include any fees, charges or expenses imposed by the variable annuity and life insurance contracts for which the Franklin Templeton Variable Insurance Products Trust serves as an underlying investment vehicle.

 

See notes to financial statements.

 

TG-8


Franklin Templeton Variable Insurance Products Trust

 

Statement of Investments, December 31, 2005

 

Templeton Growth Securities Fund    Country      Shares      Value
                      

Common Stocks 89.0%

                    

Aerospace & Defense 2.4%

                    

BAE Systems PLC

   United Kingdom      2,925,299      $ 19,212,830

aBAE Systems PLC, 144A

   United Kingdom      422        2,772

Raytheon Co.

   United States      723,090        29,032,064

bRolls-Royce Group PLC

   United Kingdom      2,227,450        16,382,724

Rolls-Royce Group PLC, B

   United Kingdom      109,954,804        193,901
                  

                     64,824,291
                  

Air Freight & Logistics 0.6%

                    

Deutsche Post AG

   Germany      632,190        15,357,540
                  

Airlines 0.1%

                    

Singapore Airlines Ltd.

   Singapore      430,100        3,207,096
                  

Auto Components 0.6%

                    

Lear Corp.

   United States      281,750        8,018,605

Valeo SA

   France      237,933        8,847,474
                  

                     16,866,079
                  

Automobiles 1.2%

                    

Bayerische Motoren Werke AG

   Germany      726,340        31,815,472
                  

Capital Markets 2.7%

                    

The Bank of New York Co. Inc.

   United States      976,292        31,094,900

Nomura Holdings Inc.

   Japan      1,162,373        22,256,740

UBS AG

   Switzerland      213,966        20,374,612
                  

                     73,726,252
                  

Chemicals 1.4%

                    

Akzo Nobel NV

   Netherlands      493,365        22,866,347

bSyngenta AG

   Switzerland      111,665        13,897,033
                  

                     36,763,380
                  

Commercial Banks 6.2%

                    

Banco Santander Central Hispano SA

   Spain      1,320,501        17,430,518

Hana Financial Group Inc.

   South Korea      161,640        7,412,195

bKookmin Bank

   South Korea      399,100        30,303,871

Lloyds TSB Group PLC

   United Kingdom      1,032,660        8,678,885

Mitsubishi UFJ Financial Group Inc.

   Japan      2,600        35,245,277

Royal Bank of Scotland Group PLC

   United Kingdom      1,752,972        52,929,055

Standard Chartered PLC

   United Kingdom      532,653        11,867,416

UniCredito Italiano SpA

   Italy      492,834        3,395,630
                  

                     167,262,847
                  

Commercial Services & Supplies 0.6%

                    

Rentokil Initial PLC

   United Kingdom      5,968,960        16,790,300
                  

Computers & Peripherals 1.2%

                    

bMaxtor Corp.

   United States      819,781        5,689,280

bSeagate Technology

   United States      1,339,475        26,776,105
                  

                     32,465,385
                  

Diversified Consumer Services 1.2%

                    

H&R Block Inc.

   United States      1,267,870        31,126,209
                  

Diversified Financial Services 0.2%

                    

Morgan Stanley

   United States      100,000        5,674,000
                  

 

TG-9


Franklin Templeton Variable Insurance Products Trust

 

Statement of Investments, December 31, 2005 (continued)

 

Templeton Growth Securities Fund    Country      Shares      Value
                      

Common Stocks (cont.)

                    

Diversified Telecommunication Services 6.2%

                    

AT&T Inc.

   United States      441,280      $ 10,806,947

BCE Inc.

   Canada      1,048,406        25,139,013

aBelgacom SA, 144A

   Belgium      273,600        8,923,483

France Telecom SA

   France      1,058,060        26,291,745

KT Corp., ADR

   South Korea      1,011,735        21,802,889

Portugal Telecom SGPS SA

   Portugal      1,232,340        12,473,644

TDC AS

   Denmark      430,274        25,772,882

Telefonos de Mexico SA de CV (Telmex), L, ADR

   Mexico      900,930        22,234,953

Telenor ASA

   Norway      1,402,050        13,761,677
                  

                     167,207,233
                  

Electric Utilities 2.1%

                    

E.ON AG

   Germany      215,295        22,291,541

Hong Kong Electric Holdings Ltd.

   Hong Kong      2,867,498        14,201,302

National Grid PLC

   United Kingdom      2,048,535        20,053,847
                  

                     56,546,690
                  

Electronic Equipment & Instruments 1.1%

                    

bCelestica Inc.

   Canada      403,440        4,260,327

Hitachi Ltd.

   Japan      3,895,500        26,238,435
                  

                     30,498,762
                  

Energy Equipment & Services 0.5%

                    

Noble Corp.

   United States      172,070        12,137,818
                  

Food & Staples Retailing 0.5%

                    

William Morrison Supermarkets PLC

   United Kingdom      4,349,757        14,480,648
                  

Food Products 3.2%

                    

Cadbury Schweppes PLC

   United Kingdom      566,095        5,351,790

H.J. Heinz Co.

   United States      450,805        15,201,145

Nestle SA

   Switzerland      140,369        41,990,498

Unilever NV

   Netherlands      334,120        22,882,450
                  

                     85,425,883
                  

Gas Utilities 1.2%

                    

El Paso Corp.

   United States      2,709,909        32,952,493
                  

Health Care Equipment & Supplies 1.1%

                    

Olympus Corp.

   Japan      1,082,820        28,439,736
                  

Health Care Providers & Services 1.9%

                    

HCA Inc.

   United States      511,330        25,822,165

bTenet Healthcare Corp.

   United States      3,381,565        25,902,788
                  

                     51,724,953
                  

Hotels Restaurants & Leisure 2.0%

                    

Accor SA

   France      518,800        28,534,867

Compass Group PLC

   United Kingdom      6,546,412        24,834,417
                  

                     53,369,284
                  

Household Durables 2.1%

                    

Koninklijke Philips Electronics NV

   Netherlands      921,385        28,633,018

Sony Corp.

   Japan      691,350        28,232,712
                  

                     56,865,730
                  

 

TG-10


Franklin Templeton Variable Insurance Products Trust

 

Statement of Investments, December 31, 2005 (continued)

 

Templeton Growth Securities Fund    Country      Shares      Value
                      

Common Stocks (cont.)

                    

Industrial Conglomerates 4.4%

                    

Siemens AG

   Germany      580,080      $ 49,698,485

Smiths Group PLC

   United Kingdom      1,080,061        19,436,676

Tyco International Ltd.

   United States      1,748,815        50,470,801
                  

                     119,605,962
                  

Insurance 5.8%

                    

ACE Ltd.

   Bermuda      297,200        15,882,368

American International Group Inc.

   United States      482,528        32,922,886

Muenchener Rueckversicherungs-Gesellschaft AG

   Germany      148,610        20,121,337

Swiss Reinsurance Co.

   Switzerland      386,500        28,301,656

Torchmark Corp.

   United States      198,400        11,031,040

Willis Group Holdings Ltd.

   United States      798,226        29,486,468

XL Capital Ltd., A

   Bermuda      255,782        17,234,591
                  

                     154,980,346
                  

IT Services 1.5%

                    

Accenture Ltd., A

   Bermuda      437,780        12,638,708

Electronic Data Systems Corp.

   United States      1,159,669        27,878,443
                  

                     40,517,151
                  

Leisure Equipment & Products 0.9%

                    

Fuji Photo Film Co. Ltd.

   Japan      755,500        24,963,569

Mattel Inc.

   United States      8,600        136,052
                  

                     25,099,621
                  

Media 8.8%

                    

British Sky Broadcasting Group PLC

   United Kingdom      3,245,088        27,719,652

bComcast Corp., A

   United States      504,000        12,947,760

bThe DIRECTV Group Inc.

   United States      1,931,289        27,269,800

bInterpublic Group of Cos. Inc.

   United States      2,885,615        27,846,185

News Corp., A

   United States      3,184,151        49,513,548

Pearson PLC

   United Kingdom      2,112,355        24,985,132

Reed Elsevier NV

   Netherlands      2,308,490        32,248,290

VNU NV

   Netherlands      849,842        28,180,454

Wolters Kluwer NV

   Netherlands      339,939        6,873,620
                  

                     237,584,441
                  

Metals & Mining 0.4%

                    

Barrick Gold Corp.

   Canada      143,980        4,012,723

POSCO

   South Korea      30,272        6,069,423
                  

                     10,082,146
                  

Multi-Utilities & Unregulated Power 0.9%

                    

DTE Energy Co.

   United States      562,475        24,293,295
                  

Office Electronics 0.8%

                    

Konica Minolta Holdings Ltd.

   Japan      2,034,500        20,701,809
                  

Oil, Gas & Consumable Fuels 4.7%

                    

BP PLC

   United Kingdom      3,379,289        35,988,026

Eni SpA

   Italy      760,135        21,084,325

Repsol YPF SA

   Spain      919,148        26,844,250

Royal Dutch Shell PLC, B

   United Kingdom      1,212,783        38,767,773

TransCanada Corp.

   Canada      89,875        2,833,966
                  

                     125,518,340
                  

 

TG-11


Franklin Templeton Variable Insurance Products Trust

 

Statement of Investments, December 31, 2005 (continued)

 

Templeton Growth Securities Fund    Country      Shares      Value
                        

Common Stocks (cont.)

                      

Paper & Forest Products 4.0%

                      

International Paper Co.

   United States        760,500      $ 25,560,405

Sappi Ltd.

   South Africa        1,300,540        14,903,541

Stora Enso OYJ, R

   Finland        1,673,123        22,659,513

Svenska Cellulosa AB, B

   Sweden        530,851        19,843,024

UPM-Kymmene OYJ

   Finland        1,221,710        23,951,083
                    

                       106,917,566
                    

Pharmaceuticals 9.5%

                      

Abbott Laboratories

   United States        313,207        12,349,752

Bristol-Myers Squibb Co.

   United States        1,156,520        26,576,830

GlaxoSmithKline PLC

   United Kingdom        1,853,632        46,847,601

Merck & Co. Inc.

   United States        1,496,505        47,603,824

Novartis AG

   Switzerland        412,490        21,680,255

Pfizer Inc.

   United States        1,719,435        40,097,224

Sanofi-Aventis

   France        327,290        28,672,208

Shire PLC

   United Kingdom        930,490        11,910,409

Takeda Pharmaceutical Co. Ltd.

   Japan        357,000        19,297,297
                    

                       255,035,400
                    

Real Estate 1.8%

                      

Cheung Kong Holdings Ltd.

   Hong Kong        3,266,499        33,513,248

Swire Pacific Ltd., A

   Hong Kong        1,652,800        14,836,223
                    

                       48,349,471
                    

Semiconductors & Semiconductor Equipment 0.8%

                      

Samsung Electronics Co. Ltd.

   South Korea        33,440        21,872,913
                    

Software 1.3%

                      

bCadence Design Systems Inc.

   United States        820,990        13,891,151

Nintendo Co. Ltd.

   Japan        182,700        22,057,739
                    

                       35,948,890
                    

Wireless Telecommunication Services 3.1%

                      

KDDI Corp.

   Japan        5,000        28,806,236

SK Telecom Co. Ltd.

   South Korea        80,853        14,525,452

SK Telecom Co. Ltd., ADR

   South Korea        303,380        6,155,580

Vodafone Group PLC

   United Kingdom        15,462,271        33,385,589
                    

                       82,872,857
                    

Total Common Stocks (Cost $2,032,847,613)

                     2,394,908,289
                    

            Principal
Amount


      

Short Term Investments (Cost $290,741,959) 10.8%

                      

U.S. Government and Agency Securities 10.8%

                      

cFederal Home Loan Bank, 1/03/06

          $ 289,861,000        289,751,675

cU.S. Treasury Bill, 3/30/06

            1,000,000        990,622
                    

                       290,742,297
                    

Total Investments (Cost $2,323,589,572) 99.8%

                     2,685,650,586

Other Assets, less Liabilities 0.2%

                     6,521,336
                    

Net Assets 100.0%

                   $ 2,692,171,922
                    

 

Selected Portfolio Abbreviations

ADR - American Depository Receipt

 

a Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may be sold in transactions exempt from registration only to qualified institutional buyers or in a public offering registered under the Securities Act of 1933. These securities have been deemed liquid under guidelines approved by the Trust’s Board of Trustees. At December 31, 2005, the value of these securities was $8,926,255 representing 0.33% of net assets.
b Non-income producing.
c A portion or all of the security is traded on a discount basis with no stated coupon rate.

 

See notes to financial statements.

 

TG-12


Franklin Templeton Variable Insurance Products Trust

 

Financial Statements

 

Statement of Assets and Liabilities

December 31, 2005

 

     Templeton
Growth
Securities Fund


Assets:

      

Investments in securities:

      

Cost

   $ 2,323,589,572
    

Value

     2,685,650,586

Cash

     203,663

Receivables:

      

Investment securities sold

     7,083,929

Capital shares sold

     2,897,967

Dividends

     5,335,021
    

Total assets

     2,701,171,166
    

Liabilities:

      

Payables:

      

Investment securities purchased

     3,928,923

Capital shares redeemed

     2,207,192

Affiliates

     2,438,607

Accrued expenses and other liabilities

     424,522
    

Total liabilities

     8,999,244
    

Net assets, at value

   $ 2,692,171,922
    

Net assets consist of:

      

Paid-in capital

   $ 2,199,508,512

Undistributed net investment income

     35,116,077

Net unrealized appreciation (depreciation)

     361,987,998

Accumulated net realized gain (loss)

     95,559,335
    

Net assets, at value

   $ 2,692,171,922
    

Class 1:

      

Net assets, at value

   $ 779,347,305
    

Shares outstanding

     55,731,759
    

Net asset value and offering price per share

   $ 13.98
    

Class 2:

      

Net assets, at value

   $ 1,912,824,617
    

Shares outstanding

     138,541,911
    

Net asset value and offering price per share

   $ 13.81
    

 

See notes to financial statements.

 

TG-13


Franklin Templeton Variable Insurance Products Trust

 

Financial Statements (continued)

 

Statement of Operations

for the year ended December 31, 2005

 

     Templeton
Growth
Securities Fund


 

Investment income:

        

Dividends (net of foreign taxes of $3,565,075)

   $ 53,228,570  

Interest

     6,853,053  

Other income (Note 8)

     135,407  
    


Total investment income

     60,217,030  
    


Expenses:

        

Management fees (Note 3a)

     17,306,542  

Distributions fees - Class 2 (Note 3c)

     3,785,615  

Unaffiliated transfer agent fees

     13,073  

Custodian fees (Note 4)

     535,370  

Reports to shareholders

     788,179  

Professional fees

     78,457  

Trustees’ fees and expenses

     11,799  

Other

     61,828  
    


Total expenses

     22,580,863  

Expense reductions (Note 4)

     (4,817 )
    


Net expenses

     22,576,046  
    


Net investment income

     37,640,984  
    


Realized and unrealized gains (losses):

        

Net realized gain (loss) from:

        

Investments (net of foreign taxes of $74,106)

     106,799,734  

Foreign currency transactions

     (75,282 )
    


Net realized gain (loss)

     106,724,452  
    


Net change in unrealized appreciation (depreciation) on:

        

Investments

     64,613,914  

Translation of assets and liabilities denominated in foreign currencies

     (181,786 )
    


Net change in unrealized appreciation (depreciation)

     64,432,128  
    


Net realized and unrealized gain (loss)

     171,156,580  
    


Net increase (decrease) in net assets resulting from operations

   $ 208,797,564  
    


 

See notes to financial statements.

 

TG-14


Franklin Templeton Variable Insurance Products Trust

 

Financial Statements (continued)

 

Statements of Changes in Net Assets

 

     Templeton Growth
Securities Fund


 
     Year Ended December 31,

 
     2005     2004  
    
 

Increase (decrease) in net assets:

                

Operations:

                

Net investment income

   $ 37,640,984     $ 24,981,340  

Net realized gain (loss) from investments and foreign currency transactions

     106,724,452       67,841,923  

Net change in unrealized appreciation (depreciation) on investments and translation of assets and liabilities denominated in foreign currencies

     64,432,128       160,661,227  
    
 

Net increase (decrease) in net assets resulting from operations

     208,797,564       253,484,490  
    
 

Distributions to shareholders from:

                

Net investment income:

                

Class 1

     (9,572,633 )     (9,645,451 )

Class 2

     (16,496,404 )     (8,547,806 )
    
 

Total distributions to shareholders

     (26,069,037 )     (18,193,257 )
    
 

Capital share transactions: (Note 2)

                

Class 1

     (78,704,685 )     (75,091,706 )

Class 2

     598,918,011       548,032,814  
    
 

Total capital share transactions

     520,213,326       472,941,108  
    
 

Net increase (decrease) in net assets

     702,941,853       708,232,341  

Net assets:

                

Beginning of year

     1,989,230,069       1,280,997,728  
    
 

End of year

   $ 2,692,171,922     $ 1,989,230,069  
    
 

Undistributed net investment income included in net assets:

                

End of year

   $ 35,116,077     $ 23,647,817  
    
 

 

See notes to financial statements.

 

TG-15


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements

 

Templeton Growth Securities Fund

 

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

 

Franklin Templeton Variable Insurance Products Trust (the Trust) is registered under the Investment Company Act of 1940 as an open-end investment company, consisting of twenty-two separate series. The Templeton Growth Securities Fund (the Fund) included in this report is diversified. The financial statements of the remaining funds in the series are presented separately. Shares of the Fund are sold only to insurance company separate accounts to fund the benefits of variable life insurance policies or variable annuity contracts.

 

The following summarizes the Fund’s significant accounting policies.

 

a. Security Valuation

 

Securities listed on a securities exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Over-the-counter securities and listed securities for which there is no reported sale are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market.

 

Corporate debt securities and government securities generally trade in the over-the-counter market rather than on a securities exchange. The Trust may utilize independent pricing services, quotations from bond dealers, and information with respect to bond and note transactions, to assist in determining a current market value for each security. The Trust’s pricing services may use valuation models or matrix pricing which considers information with respect to comparable bond and note transactions, quotations from bond dealers, or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, option adjusted spread models, prepayment projections, interest rate spreads and yield curves, to determine current value.

 

Foreign securities are valued as of the close of trading on the foreign stock exchange on which the security is primarily traded, or the NYSE, whichever is earlier. If no sale is reported at that time, the foreign security will be valued within the range of the most recent quoted bid and ask prices. The value is then converted into its U.S. dollar equivalent at the foreign exchange rate in effect at the close of the NYSE on the day that the value of the foreign security is determined.

 

The Trust has procedures to determine the fair value of individual securities and other assets for which market prices are not readily available or which may not be reliably priced. Methods for valuing these securities may include: fundamental analysis, matrix pricing, discounts from market prices of similar securities, or discounts applied due to the nature and duration of restrictions on the disposition of the securities. Due to the inherent uncertainty of valuations of such securities, the fair values may differ significantly from the values that would have been used had a ready market for such investments existed. Occasionally, events occur between the time at which trading in a security is completed and the close of the NYSE that might call into question the availability (including the reliability) of the value of a portfolio security held by the Fund. If such an event occurs, the securities may be valued using fair value procedures, which may include the use of independent pricing services. All security valuation procedures are approved by the Trust’s Board of Trustees.

 

b. Foreign Currency Translation

 

Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Trust’s Board of Trustees.

 

The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments on the Statement of Operations.

 

TG-16


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements (continued)

 

Templeton Growth Securities Fund

 

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)

 

b. Foreign Currency Translation (continued)

 

Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period.

 

c. Foreign Currency Contracts

 

When the Fund purchases or sells foreign securities it may enter into foreign exchange contracts to minimize foreign exchange risk from the trade date to the settlement date of the transactions. A foreign exchange contract is an agreement between two parties to exchange different currencies at an agreed upon exchange rate on a specified date. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations.

 

The risks of these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the possible inability of the counterparties to fulfill their obligations under the contracts, which may be in excess of the amount reflected in the Statement of Assets and Liabilities.

 

d. Income and Deferred Taxes

 

No provision has been made for U.S. income taxes because the Fund’s policy is to continue to qualify as a regulated investment company under the Internal Revenue Code and to distribute to shareholders substantially all of its taxable income and net realized gains.

 

The Fund is subject to a tax imposed on net realized gains on securities of certain foreign countries. The Fund records an estimated deferred tax liability for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of on the valuation date.

 

Foreign securities held by the Fund may be subject to foreign taxation. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests.

 

e. 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. Dividend income is recorded on the ex-dividend date, except that certain dividends from foreign securities are recognized as soon as the Fund is notified of the ex-dividend date. Distributions to shareholders are recorded on the ex-dividend date and are determined according to income tax regulations (tax basis). Such distributions are reinvested in additional shares of the Fund. Distributable earnings determined on a tax basis may differ from earnings recorded in accordance with generally accepted accounting principles. 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.

 

Common expenses incurred by the Trust are allocated among the funds based on the ratio of net assets of each Fund to the combined net assets of the Trust. Fund specific expenses are charged directly to the fund that incurred the expense.

 

TG-17


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements (continued)

 

Templeton Growth Securities Fund

 

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)

 

e. Security Transactions, Investment Income, Expenses and Distributions (continued)

 

Realized and unrealized gains and losses and net investment income, other than class specific expenses, are allocated daily to each class of shares based upon the relative proportion of net assets of each class.

 

f. Accounting Estimates

 

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America 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.

 

g. 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 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. However, based on experience, the Trust expects the risk of loss to be remote.

 

2. SHARES OF BENEFICIAL INTEREST

 

The Fund offers two classes of shares: Class 1 and Class 2. Each class of shares differs by its distribution fees, voting rights on matters affecting a single class and its exchange privilege.

 

At December 31, 2005, there were an unlimited number of shares authorized ($0.01 par value). Transactions in the Fund’s shares were as follows:

 

     Year Ended December 31,

 
     2005

    2004

 
Class 1 Shares:    Shares

    Amount

    Shares

    Amount

 

Shares sold

   1,516,368     $ 19,918,799     1,256,557     $ 14,860,796  

Shares issued in reinvestment of distributions

   740,916       9,572,633     835,104       9,645,451  

Shares redeemed

   (8,179,119 )     (108,196,117 )   (8,487,240 )     (99,597,953 )
    
 

Net increase (decrease)

   (5,921,835 )   $ (78,704,685 )   (6,395,579 )   $ (75,091,706 )
    
 
Class 2 Shares:                         

Shares sold

   53,621,660     $ 698,169,420     50,615,234     $ 589,822,365  

Shares issued in reinvestment of distributions

   1,291,809       16,496,404     747,186       8,547,806  

Shares redeemed

   (9,052,089 )     (115,747,813 )   (4,387,645 )     (50,337,357 )
    
 

Net increase (decrease)

   45,861,380     $ 598,918,011     46,974,775     $ 548,032,814  
    
 

 

TG-18


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements (continued)

 

Templeton Growth Securities Fund

 

3. TRANSACTIONS WITH AFFILIATES

 

Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton Investments. Certain officers and trustees of the Trust are also officers and/or directors of the following subsidiaries:

 

Subsidiary    Affiliation

Templeton Asset Management, Ltd. (TAML)

   Investment manager

Templeton Global Advisors, Ltd. (TGAL)

   Investment manager

Franklin Templeton Services, LLC (FT Services)

   Administrative manager

Franklin Templeton Distributors, Inc. (Distributors)

   Principal underwriter

Franklin Templeton Investor Services, LLC (Investor Services)

   Transfer agent

 

a. Management Fees

 

Effective May 1, 2005, the Fund pays an investment management fee to TGAL based on the average daily net assets of the Fund as follows:

 

Annualized Fee Rate    Net Assets
1.000%   

Up to and including $100 million

0.900%   

Over $100 million, up to and including $250 million

0.800%   

Over $250 million, up to and including $500 million

0.750%   

Over $500 million, up to and including $1 billion

0.700%   

Over $1 billion, up to and including $5 billion

0.675%   

Over $5 billion, up to and including $10 billion

0.655%   

Over $10 billion, up to and including $15 billion

0.635%   

Over $15 billion, up to and including $20 billion

0.615%   

In excess of $20 billion

 

Prior to May 1, 2005, the Fund paid an investment management fee to TGAL based on the average daily net assets of the Fund as follows:

 

Annualized Fee Rate    Net Assets
1.000%   

Up to and including $100 million

0.900%   

Over $100 million, up to and including $250 million

0.800%   

Over $250 million, up to and including $500 million

0.750%   

In excess of $500 million

 

Under a subadvisory agreement, TAML, an affiliate of TGAL, provides subadvisory services to the Fund and receives from TGAL fees based on the average daily net assets of the Fund.

 

b. Administrative Fees

 

Under an agreement with TGAL, FT Services provides administrative services to the Fund. The fee is paid by TGAL based on average daily net assets, and is not an additional expense of the Fund.

 

c. Distribution Fees

 

The Fund’s Board of Trustees has adopted distribution plans for Class 2 shares pursuant to Rule 12b-1 under the 1940 Act. Under the Fund’s compensation distribution plans, the Fund pays Distributors for costs incurred in connection with the sale and distribution of the Fund’s shares up to 0.35% per year of its average daily net assets. The Board of Trustees has set the current rate at 0.25% per year.

 

 

TG-19


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements (continued)

 

Templeton Growth Securities Fund

 

d. Transfer Agent Fees

 

Investor Services, under terms of an agreement, performs shareholder servicing for the Fund and is not paid by the Fund for the services.

 

4. EXPENSE OFFSET ARRANGEMENT

 

The Fund 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 Fund’s custodian expenses. During the year ended December 31, 2005, the custodian fees were reduced as noted in the Statement of Operations.

 

5. INCOME TAXES

 

During the year ended December 31, 2005, the Fund utilized $11,265,016 of capital loss carryforwards.

 

For tax purposes, realized currency losses occurring subsequent to October 31, may be deferred and treated as occurring on the first day of the following fiscal year. At December 31, 2005, the Fund deferred realized currency losses of $49,489.

 

The tax character of distributions paid during the years ended December 31, 2005 and 2004, was as follows:

 

     2005

   2004

Distributions paid from ordinary income

   $ 26,069,037    $ 18,193,257
    

 

At December 31, 2005, the cost of investments, net unrealized appreciation (depreciation), undistributed ordinary income and undistributed long term capital gains for income tax purposes were as follows:

 

Cost of investments

   $ 2,324,453,800  
    


Unrealized appreciation

   $ 422,527,957  

Unrealized depreciation

     (61,331,171 )
    


Net unrealized appreciation (depreciation)

   $ 361,196,786  
    


Undistributed ordinary income

   $ 35,116,076  

Undistributed long term capital gains

     96,473,052  
    


Distributable earnings

   $ 131,589,128  
    


 

Net investment income differs for financial statements and tax purposes primarily due to differing treatment of foreign currency transactions.

 

Net realized gains (losses) differ for financial statements and tax purposes primarily due to differing treatments of wash sales and foreign currency transactions.

 

6. INVESTMENT TRANSACTIONS

 

Purchases and sales of investments (excluding short term securities) for the year ended December 31, 2005, aggregated $969,846,085 and $457,394,049, respectively.

 

TG-20


Franklin Templeton Variable Insurance Products Trust

 

Notes to Financial Statements (continued)

 

Templeton Growth Securities Fund

 

7. CONCENTRATION OF RISK

 

Investing in foreign securities may include certain risks and considerations not typically associated with investing in U.S. securities, such as fluctuating currency values and changing local and regional economic, political and social conditions, which may result in greater market volatility. In addition, certain foreign securities may not be as liquid as U.S. securities.

 

8. REGULATORY MATTERS

 

As part of various investigations by a number of federal, state, and foreign regulators and governmental entities, relating to certain practices in the mutual fund industry, including late trading, market timing and marketing support payments to

securities dealers who sell fund shares, Franklin Resources, Inc. and certain of its subsidiaries (collectively, the “Company”), entered into settlements with certain of those regulators.

 

Specifically, the Company entered into settlements with the Securities and Exchange Commission (“SEC”) concerning market timing (the “August 2, 2004 SEC Order”) and marketing support payments to securities dealers who sell fund shares (the “December 13, 2004 SEC Order”) and with the California Attorney General’s Office (“CAGO”) concerning marketing support payments to securities dealers who sell fund shares (the “CAGO Settlement”). Under the terms of the settlements with the SEC and the CAGO, the Company retained an Independent Distribution Consultant (“IDC”) to develop a plan for distribution of the respective settlement monies. The CAGO approved the distribution plan under the CAGO Settlement and, in accordance with the terms and conditions of that settlement, the monies were disbursed to the relevant funds and are recorded as other income in the current period. The SEC has not yet approved the distribution plan pertaining to the December 13, 2004 SEC Order. When approved, disbursements of settlement monies will be made promptly to the relevant funds, in accordance with the terms and conditions of that order. The IDC continues to develop the plan of distribution under the August 2, 2004 SEC Order that resolved the SEC’s market timing investigation.

 

In addition, the Company, as well as most of the mutual funds within Franklin Templeton Investments and certain current or former officers, directors, and/or employees, have been named in private lawsuits (styled as shareholder class actions, or as derivative actions on behalf of either the named funds or Franklin Resources, Inc.) relating to the industry practices referenced above, as well as to allegedly excessive advisory fees, commissions, and/or 12b-1 fees. The lawsuits were filed in different courts throughout the country. Many of those suits are now pending in a multi-district litigation in the United States District Court for the District of Maryland.

 

The Company and fund management strongly believe that the claims made in each of the private lawsuits referenced above are without merit and intend to defend against them vigorously. The Company cannot predict with certainty the eventual outcome of these lawsuits, nor whether they will have a material negative impact on the Company. If it is determined that the Company bears responsibility for any unlawful or inappropriate conduct that caused losses to the Trust, it is committed to making the Trust or their shareholders whole, as appropriate.

 

TG-21


Franklin Templeton Variable Insurance Products Trust

 

Templeton Growth Securities Fund

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of

Franklin Templeton Variable Insurance Products Trust

 

In our opinion, the accompanying statement of assets and liabilities, including the statement of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Templeton Growth Securities Fund (one of the funds constituting Franklin Templeton Variable Insurance Products Trust, hereafter referred to as the “Fund”) at December 31, 2005, 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 then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2005, by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

 

PricewaterhouseCoopers LLP

 

San Francisco, California

February 10, 2006

 

TG-22


Franklin Templeton Variable Insurance Products Trust

 

Tax Designation (unaudited)

 

Templeton Growth Securities Fund

 

Under Section 852(b)(3)(c) of the Internal Revenue Code (Code), the Fund designates the maximum amount allowable but no less than $96,473,052 as a capital gain dividend for the fiscal year ended December 31, 2005.

 

Under Section 854(b)(2) of the Code, the Fund designates 39.27% of the ordinary income dividends as income qualifying for the dividends received deduction for the fiscal year ended December 31, 2005.

 

At December 31, 2005, more than 50% of the Fund’s total assets were invested in securities of foreign issuers. In most instances, foreign taxes were withheld from dividends paid to the Fund on these investments. The Fund elects to treat foreign taxes paid as allowed under Section 853 of the Code. This election will allow shareholders of record in June 2006, to treat their proportionate share of foreign taxes paid by the Fund as having been paid directly by them. The shareholder shall consider these amounts as foreign taxes paid in the tax year in which they receive the Fund distribution.

 

The foreign tax information will be disclosed in the June 30, 2006, semi-annual report of the Fund.

 

TG-23


TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT

 

Financial Statements

 

Statement of Assets and Liabilities

December 31, 2005

 

Assets

        

Investment in Franklin Templeton Variable Insurance Products Trust (FTVIPT) -
Templeton Growth Securities Fund - Class 1, at fair value - (cost $2,208,289)

   $ 2,421,293  

Liabilities

        

Payable to Templeton Funds Annuity Company

     (11,086 )
    


Net assets

   $ 2,410,207  
    


Accumulation Units

        

Units outstanding

     173,197  
    


Unit value (accumulation)

   $ 13.98  
    


 

The accompanying notes are an integral part of these financial statements.

 

SA-1


TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT

 

Financial Statements (continued)

 

Statement of Operations

Year ended December 31, 2005

 

Investment Income:

        

Income:

        

Dividend distributions

   $ 29,681  

Expenses:

        

Periodic charge (Note 2)

     28,805  
    


Net investment income

     876  
    


Realized and unrealized gain on investments:

        

Net realized loss on investments

     (60,019 )

Unrealized appreciation of investments for the year

     238,328  
    


Net gain on investments

     178,309  
    


Net increase in net assets from operations

   $ 179,185  
    


 

The accompanying notes are an integral part of these financial statements.

 

SA-2


TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT

 

Financial Statements (continued)

 

Statements of Changes in Net Assets

Years Ended December 31, 2005 and 2004

 

     Year ended     Year ended  
     December 31, 2005

    December 31, 2004

 

Increase (decrease) in net assets from operations:

                

Net investment income

   $ 876     $ 2,116  

Net realized (loss) on investments

     (60,019 )     (112,770 )

Unrealized appreciation (depreciation) of investments for the year

     238,328       442,816  
    
 

Net increase (decrease) in net assets from operations

     179,185       332,162  
    
 

Annuity unit transactions:

                

Annuity payments

     (286,285 )     (263,987 )

Increase (decrease) in annuity reserves for mortality experience (Note 1)

     17,937       32,740  
    
 

Net decrease in net assets derived from annuity unit transactions

     (268,348 )     (231,247 )
    
 

Total increase (decrease) in net assets

     (89,163 )     100,915  

Net Assets:

                

Beginning of period

     2,499,370       2,398,455  
    
 

End of period

   $ 2,410,207     $ 2,499,370  
    
 

 

The accompanying notes are an integral part of these financial statements.

 

SA-3


TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT

 

Notes to Financial Statements

 

December 31, 2005

 

1. ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES

 

The Templeton Immediate Variable Annuity Separate Account (the “Separate Account”) was established on November 6, 1990 by resolution of the Board of Directors of Templeton Funds Annuity Company (the “Company”) and is registered under the Investment Company Act of 1940 as a unit investment trust. The Separate Account is sold exclusively for use with the Templeton Immediate Variable Annuity, which is designed for distributing the benefits of tax deferred retirement plans and to provide annuity income from non-tax qualified accumulation. As of December 31, 2005, all assets of the Separate Account are invested in the Franklin Templeton Variable Insurance Products Trust (“FTVIPT”) – Templeton Growth Securities Fund Class 1. The following is a summary of significant accounting policies followed by the Separate Account in the preparation of its financial statements.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future. Actual results may ultimately differ from estimates and such differences could be material.

 

Valuation of Securities

 

Investments in shares of the FTVIPT are carried in the Statement of Assets and Liabilities at net asset value (market value).

 

Dividends

 

Dividend income is recorded as income on the ex-dividend date and is reinvested in additional shares of the Fund.

 

Income Taxes

 

Operations of the Separate Account form a part of the Company, which is taxed as a life insurance company under the Internal Revenue Code (the “Code”). Under current law, no federal income taxes are payable with respect to the Separate Account. Under the principles set forth in Internal Revenue Service Ruling 81-225 and Section 817(h) of the Code and regulations thereunder, the Company understands that it will be treated as owner of the assets invested in the Separate Account for federal income tax purposes, with the result that earnings and gains, if any, derived from those assets will not be included in an Annuitant’s gross income until amounts are received pursuant to an Annuity.

 

Annuity Reserves

 

Annuity reserves carried by the Company are computed according to the 1983a Blended Unisex Mortality Table, with a 50% male/female content. The assumed interest rate is 5%. Charges to annuity reserves for mortality experience are reimbursed to the Company if the reserves required are less than originally estimated. If additional reserves are required, the Company reimburses the Separate Account.

 

2. PERIODIC CHARGE

 

The Company assesses a Periodic Charge against the Separate Account, equal on an annual basis to 1.2% of Separate Account assets. The periodic charge, in the following amounts, compensates the Company for expenses of administering the Separate Account and for assuming the risks that mortality experience will be lower than the rate assumed and that expenses will be

 

SA-4


TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT

 

Notes to Financial Statements (continued)

 

December 31, 2005

 

greater than what is assumed: 0.6% of average annual net assets to cover expense risk and 0.6% to cover the mortality risk. The periodic charge is guaranteed as to annuities issued prior to the effective date of any change in the periodic charge.

 

3. INVESTMENT

 

During the period ended December 31, 2005, purchases and sales of Templeton Growth Securities Fund Class 1 shares aggregated $37,397 and $286,285 respectively. Realized gains and losses are reported on an identified cost basis.

 

4. UNIT VALUES

 

A summary of unit values and units outstanding for variable contracts, net investment income ratios and the expense ratios, excluding expenses of the underlying funds, for each of the five years in the period ended December 31, 2005, follows:

 

     Net Assets

   Net investment
income as a
% of average
net assets


   Expenses as
a % of average
net assets


   Total
Return


 
     Units

   Unit Value

   (000)

        

December 31, 2005

   173,197    $ 13.98    $ 2,421    1.2%    1.2%    7.3 %

December 31, 2004

   191,978      12.98      2,499    1.3%    1.2%    13.5 %

December 31, 2003

   215,635      11.31      2,398    1.6%    1.1%    26.6 %

December 31, 2002

   235,566      8.67      2,047    2.4%    1.2%    (21.2 )%

December 31, 2001

   251,668      11.09      2,777    2.1%    1.2%    (2.2 )%

December 31, 2000

   229,408      13.76      3,107    1.1%    1.2%    5.8 %

 

5. CONCENTRATIONS OF CREDIT RISKS

 

Financial instruments which potentially subject the Separate Account to concentrations of credit risk consist of investments in the FTVIPT – Templeton Growth Securities Fund Class 1. As of December 31, 2005, FTVIPT’s investment securities are managed by professional investment managers within established guidelines which, in management’s opinion, mitigates the Separate Account’s concentration of credit risk.

 

SA-5


INDEX DESCRIPTIONS

 

The indexes are unmanaged and include reinvested distributions.


Consumer Price Index (CPI), calculated by the U.S. Bureau of Labor Statistics, is a commonly used measure of the inflation rate.


CSFB High Yield Index is designed to mirror the investible universe of the U.S. dollar-denominated high yield debt market.


Dow Jones Industrial Average (the Dow) is price weighted based on the average market price of 30 blue chip stocks of companies that are generally industry leaders.


Dow Jones Wilshire Real Estate Securities Index is a broad measure of the performance of publicly traded real estate securities, such as real estate investment trusts and real estate operating companies. The index is capitalization weighted and rebalanced monthly, and returns are calculated on a buy-and-hold basis.


J.P. Morgan (JPM) Emerging Markets Bond Index (EMBI) Global tracks total returns for U.S. dollar-denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities: Brady bonds, loans and Eurobonds.


J.P. Morgan (JPM) Euro Emerging Markets Bond Index (EMBI) Global tracks total returns for euro-denominated, straight fixed coupon instruments issued by emerging market sovereign and quasi-sovereign entities.


J.P. Morgan (JPM) Global Government Bond Index (GGBI) tracks total returns for liquid, fixed-rate, domestic government bonds with maturities greater than one year issued by developed countries globally.


Lehman Brothers (LB) U.S. Aggregate Index represents securities that are SEC-registered, taxable and dollar denominated. The index covers the U.S. investment grade fixed-rate bond market, with index components for government and corporate securities, mortgage pass-through securities and asset-backed securities. All issues included must have at least one year to final maturity and must be rated investment grade (Baa3 or better) by Moody’s Investors Service. They must also be dollar denominated and nonconvertible. Total return includes price appreciation/depreciation and income as a percentage of the original investment. The index is rebalanced monthly by market capitalization.


Lehman Brothers (LB) U.S. Government: Intermediate Index is the intermediate component of the LB U.S. Government Index. The index includes securities issued by the U.S. government or its agencies. These include public obligations of the U.S. Treasury with remaining maturity of one year or more and publicly issued debt of U.S. government agencies, quasi-federal corporations, and corporate or foreign debt guaranteed by the U.S. government.


Lehman Brothers (LB) U.S. High Yield Index covers the universe of fixed rate, non-investment-grade debt. The index includes both corporate and non-corporate sectors.


 

I-1



Lipper Multi-Sector Income Funds Classification Average is calculated by averaging the total returns of all funds within the Lipper Multi-Sector Income Funds classification in the Lipper Open-End underlying funds universe. Lipper Multi-Sector Income Funds are defined as funds that seek current income by allocating assets among different fixed income securities sectors (not primarily in one sector except for defensive purposes), including U.S. and foreign governments, with a significant portion rated below investment grade. For the 12-month period ended 12/31/05, there were 113 funds in this category. Lipper calculations do not include sales charges, but include reinvestment of any income or distributions. Fund performance relative to the average may have differed if these and other factors had been considered.


Lipper VIP Equity Income Funds Classification Average is an equally weighted average calculation of performance figures for all funds within the Lipper Equity Income Funds classification in the Lipper VIP underlying funds universe. Lipper Equity Income Funds seek relatively high current income and growth of income through investing 60% or more of their portfolios in equities. For the 12-month period ended 12/31/05, there were 62 funds in this category. Lipper calculations do not include contract fees, expenses or sales charges, and may have been different if such charges had been considered.


Lipper VIP General U.S. Government Funds Classification Average is an equally weighted average calculation of performance figures for all funds within the Lipper U.S. Government Funds classification in the Lipper VIP underlying funds universe. Lipper U.S. Government Funds invest primarily in U.S. government and agency issues. For the 12-month period ended 12/31/05, there were 59 funds in this category. Lipper calculations do not include contract fees, expenses or sales charges, and may have been different if such charges had been considered.


Lipper VIP High Current Yield Funds Classification Average is an equally weighted average calculation of performance figures for all funds within the Lipper U.S. High Current Yield Funds classification in the Lipper VIP underlying funds universe. Lipper U.S. High Current Yield Funds aim at high (relative) current yield from fixed income securities, have no quality or maturity restrictions, and tend to invest in lower grade debt issues. For the 12-month period ended 12/31/05, there were 94 funds in this category. Lipper calculations do not include contract fees, expenses or sales charges, and may have been different if such charges had been considered.


Lipper VIP Income Funds Classification Average is an equally weighted average calculation of performance figures for all funds within the Lipper Income Funds classification in the Lipper VIP underlying funds universe. Lipper Income Funds seek a high level of current income through investing in income-producing stocks, bonds and money market instruments. For the 12-month period ended 12/31/05, there were 22 funds in this category. Lipper calculations do not include contract fees, expenses or sales charges, and may have been different if such charges had been considered.


Merrill Lynch 2- and 5-Year Zero Coupon Bond Indexes include zero coupon bonds that pay no interest and are issued at a discount from redemption price.


Morgan Stanley Capital International (MSCI) All Country (AC) World Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in global developed and emerging markets.


 

I-2



Morgan Stanley Capital International (MSCI) All Country (AC) World ex US Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in global developed and emerging markets excluding the U.S.


Morgan Stanley Capital International (MSCI) Emerging Markets (EM) Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in global emerging markets.


Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in global developed markets excluding the U.S. and Canada.


Morgan Stanley Capital International (MSCI) Russia Index is a free float-adjusted, market capitalization-weighted index designed to measure equity performance in Russia.


Morgan Stanley Capital International (MSCI) USA Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in the U.S.


Morgan Stanley Capital International (MSCI) World Index is a free float-adjusted, market capitalization-weighted index designed to measure equity market performance in global developed markets.


NASDAQ Composite Index measures all NASDAQ domestic and international based common type stocks listed on The NASDAQ Stock Market. The index is market value weighted and includes more than 3,000 companies.


Russell 1000 Growth Index is market capitalization weighted and measures performance of those Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values.


Russell 1000 Index is market capitalization weighted and measures performance of the 1,000 largest companies in the Russell 3000 Index, which represent approximately 92% of total market capitalization of the Russell 3000 Index.


Russell 1000 Value Index is market capitalization weighted and measures performance of those Russell 1000 Index companies with lower price-to-book ratios and lower forecasted growth values.


Russell 2000 Value Index is market capitalization weighted and measures performance of those Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values.


Russell 2500 Growth Index is market capitalization weighted and measures performance of those Russell 2500 Index companies with higher price-to-book ratios and higher forecasted growth values.


Russell 2500 Value Index is market capitalization weighted and measures performance of those Russell 2500 Index companies with lower price-to-book ratios and lower forecasted growth values.


Russell 3000 Growth Index is market capitalization weighted and measures performance of those Russell 3000 Index companies with higher price-to-book ratios and higher forecasted growth values.


 

I-3



Russell Midcap Growth Index is market capitalization weighted and measures performance of those Russell Midcap Index companies with higher price-to-book ratios and higher forecasted growth values.


Russell Midcap Value Index is market capitalization weighted and measures performance of those Russell Midcap Index companies with lower price-to-book ratios and lower forecasted growth values.


Standard & Poor’s 500 Index (S&P 500) consists of 500 stocks chosen for market size, liquidity and industry group representation. Each stock’s weight in the index is proportionate to its market value. The S&P 500 is one of the most widely used benchmarks of U.S. equity performance.


Standard & Poor’s/International Finance Corporation Investable (S&P/IFCI) Composite Index is a free float-adjusted, market capitalization-weighted index designed to measure equity performance in global emerging markets.


 

I-4


Board Members and Officers

 

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 the past five years and number of portfolios overseen in the Franklin Templeton Investments fund complex are shown below. Each board member will serve 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

HARRIS J. ASHTON (1932)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since 1988    140    Director, Bar-S Foods (meat packing company).

Principal Occupation During 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).

ROBERT F. CARLSON (1928)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since 1998    56    None

Principal Occupation During Past 5 Years:

Vice President, senior member and past President, Board of Administration, California Public Employees Retirement Systems (CALPERS); and formerly, member and Chairman of the Board, Sutter Community Hospitals; member, Corporate Board, Blue Shield of California; and Chief Counsel, California Department of Transportation.

S. JOSEPH FORTUNATO (1932)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since 1989    141    None

Principal Occupation During Past 5 Years:

Attorney; and formerly, member of the law firm of Pitney, Hardin, Kipp & Szuch (until 2002) (Consultant (2003)).

EDITH E. HOLIDAY (1952)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since June 2005    136    Director, Amerada Hess Corporation (exploration and refining of oil and gas), H.J. Heinz Company (processed foods and allied products), RTI International Metals, Inc. (manufacture and distribution of titanium), Canadian National Railway (railroad), and White Mountains Insurance Group, Ltd. (holding company).

Principal Occupation During 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).

FRANK W.T. LAHAYE (1929)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since 1988    114    Director, Center for Creative Land Recycling (redevelopment).

Principal Occupation During Past 5 Years:

General Partner, Las Olas L.P. (Asset Management); and formerly, Chairman, Peregrine Venture Management Company (venture capital).

 

BOD-1


Name, Year of Birth and Address    Position    Length of
Time Served
   Number of
Portfolios in Fund
Complex Overseen
by Board Member*
   Other Directorships Held

GORDON S. MACKLIN (1928)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee    Since 1993    140    Director, Martek Biosciences Corporation, MedImmune, Inc. (biotechnology), and Overstock.com (Internet services); and formerly, Director, MCI Communication Corporation (subsequently known as MCI WorldCom, Inc. and WorldCom, Inc.) (communications services) (1988-2002), White Mountains Insurance Group, Ltd. (holding company) (1987-2004) and Spacehab, Inc. (aerospace services) (1994-2003).

Principal Occupation During Past 5 Years:

Director of various companies; and formerly, Deputy Chairman, White Mountains Insurance Group, Ltd. (holding company) (2001-2004); Chairman, White River Corporation (financial services) (1993-1998) and Hambrecht & Quist Group (investment banking) (1987-1992); and President, National Association of Securities Dealers, Inc. (1970-1987).

FRANK A. OLSON (1932)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee   

Since

June 2005

   101    Director, White Mountains Insurance Group, Ltd. (holding company), Amerada Hess Corporation (exploration and refining of oil and gas) and Sentient Jet (private jet service); and formerly, Director, Becton Dickinson and Company (medical technology), Cooper Industries, Inc. (electrical products and tools and hardware), Health Net, Inc. (formerly, Foundation Health) (integrated managed care), The Hertz Corporation, Pacific Southwest Airlines, The RCA Corporation, Unicom (formerly, Commonwealth Edison) and UAL Corporation (airlines).

Principal Occupation During Past 5 Years:

Chairman Emeritus, The Hertz Corporation (car rental) (since 2000) (Chairman of the Board (1980-2000) and Chief Executive Officer (1977-1999)); and formerly, Chairman of the Board, President and Chief Executive Officer, UAL Corporation (airlines).

 

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

**CHARLES B. JOHNSON (1933)

One Franklin Parkway

San Mateo, CA 94403-1906

  

Trustee and

Chairman of the Board

   Since 1988    140    None

Principal Occupation During Past 5 Years:

Chairman of the Board, Member—Office of the Chairman and Director, Franklin Resources, Inc.; Vice President, Franklin Templeton Distributors, Inc.; Director, Fiduciary Trust Company International; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 42 of the investment companies in Franklin Templeton Investments.

**RUPERT H. JOHNSON, JR. (1940)

One Franklin Parkway

San Mateo, CA 94403-1906

   Trustee, President and Chief Executive Officer— Investment Management   

Trustee since 1988 and President and

Chief Executive Officer—Investment Management

since 2002

   124    None

Principal Occupation During Past 5 Years:

Vice Chairman, Member—Office of the Chairman and Director, Franklin Resources, Inc.; Vice President and Director, Franklin Templeton Distributors, Inc.; Director, Franklin Advisers, Inc.; Senior Vice President, Franklin Advisory Services, LLC; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 45 of the investment companies in Franklin Templeton Investments.

 

BOD-2


Name, Year of Birth and Address    Position    Length of
Time Served
   Number of
Portfolios in Fund
Complex Overseen
by Board Member*
   Other Directorships Held

HARMON E. BURNS (1945)

One Franklin Parkway

San Mateo, CA 94403-1906

   Vice President    Since 1988    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Vice Chairman, Member—Office of the Chairman and Director, Franklin Resources, Inc.; Vice President and Director, Franklin Templeton Distributors, Inc.; Executive Vice President, 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 45 of the investment companies in Franklin Templeton Investments.

JAMES M. DAVIS

(1952)

One Franklin Parkway

San Mateo, CA 94403-1906

   Chief Compliance Officer    Since 2004    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Director, Global Compliance, Franklin Resources, Inc.; officer of 47 of the investment companies in Franklin Templeton Investments; and formerly, Director of Compliance, Franklin Resources, Inc. (1994-2001).

LAURA FERGERSON (1962)

One Franklin Parkway

San Mateo,

CA 94403-1906

   Treasurer    Since 2004    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Vice President, Franklin Templeton Services, LLC; officer of 31 of the investment companies in Franklin Templeton Investments; and formerly, Director and member of Audit and Valuation Committees, Runkel Funds, Inc. (2003-2004); Assistant Treasurer of most of the investment companies in Franklin Templeton Investments (1997-2003); and Vice President, Franklin Templeton Services, LLC (1997-2003).

JIMMY D. GAMBILL (1947)

500 East Broward Blvd.

Suite 2100 Fort Lauderdale, FL 33394-3091

  

Senior Vice President and Chief Executive Officer— Finance and

Administration

   Since 2002    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

President, Franklin Templeton Services, LLC; Senior Vice President, Templeton Worldwide, Inc.; and officer of 47 of the investment companies in Franklin Templeton Investments.

DAVID P. GOSS (1947)

One Franklin Parkway

San Mateo, CA 94403-1906

   Vice President    Since 2000    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Senior Associate General Counsel, Franklin Resources, Inc.; officer and director of one of the subsidiaries of Franklin Resources, Inc.; officer of 47 of the investment companies in Franklin Templeton Investments; and formerly, President, Chief Executive Officer and Director, Property Resources Equity Trust (until 1999) and Franklin Select Realty Trust (until 2000).

STEVEN J. GRAY (1955)

One Franklin Parkway

San Mateo, CA 94403-1906

   Secretary    Since October 2005    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Senior Associate General Counsel, Franklin Resources, Inc.; officer of 33 of the investment companies in Franklin Templeton Investments; and formerly, Chief Legal Counsel, Atlas Advisers, Inc. (until 2000).

 

BOD-3


Name, Year of Birth and Address    Position    Length of
Time Served
   Number of
Portfolios in Fund
Complex Overseen
by Board Member*
   Other Directorships Held

BARBARA J. GREEN (1947)

One Franklin Parkway

San Mateo, CA 94403-1906

   Vice President    Since 2000    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Vice President, Deputy General Counsel and Secretary, Franklin Resources, Inc.; Secretary and Senior Vice President, Templeton Worldwide, Inc.; Secretary, Franklin Advisers, Inc., Franklin Advisory Services, LLC, Franklin Investment Advisory Services, LLC, Franklin Mutual Advisers, LLC, Franklin Templeton Alternative Strategies, Inc., Franklin Templeton Investor Services, LLC, Franklin Templeton Services, LLC, Franklin Templeton Distributors, Inc., Templeton Investment Counsel, LLC, and Templeton/Franklin Investment Services, Inc.; and officer of some of the other subsidiaries of Franklin Resources, Inc. and of 47 of the investment companies in Franklin Templeton Investments; and formerly, Deputy Director, Division of Investment Management, Executive Assistant and Senior Advisor to the Chairman, Counselor to the Chairman, Special Counsel and Attorney Fellow, U.S. Securities and Exchange Commission (1986-1995); Attorney, Rogers & Wells (until 1986); and Judicial Clerk, U.S. District Court (District of Massachusetts) (until 1979).

MICHAEL O. MAGDOL (1937)

600 Fifth Avenue

Rockefeller Center

New York, NY 10020-2302

  

Vice President—

AML Compliance

   Since 2002    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Vice Chairman, Chief Banking Officer and Director, Fiduciary Trust Company International; Director, Franklin Templeton Institutional Suisse S.A., Arch Chemicals, Inc. and Lingnan Foundation; and officer and/or director, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 45 of the investment companies in Franklin Templeton Investments.

CRAIG S. TYLE (1960)

One Franklin Parkway

San Mateo, CA 94403-1906

   Vice President    Since October 2005    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

General Counsel and Executive Vice President, Franklin Resources, Inc.; officer of 47 of the investment companies in Franklin Templeton Investments; and formerly, Partner, Shearman & Sterling, LLP (2004-2005); and General Counsel, Investment Company Institute (ICI) (1997-2004).

GALEN G. VETTER (1951)

500 East Broward Blvd.

Suite 2100 Fort Lauderdale, FL 33394-3091

   Chief Financial Officer and Chief Accounting Officer    Since 2004    Not
Applicable
   Not Applicable

Principal Occupation During Past 5 Years:

Senior Vice President, Franklin Templeton Services, LLC; officer of 47 of the investment companies in Franklin Templeton Investments; and formerly, Managing Director, RSM McGladrey, Inc. (1999-2004); and Partner, McGladrey & Pullen, LLP (1979-1987 and 1991-2004).

  *We base the number of portfolios on each separate series of the U.S. registered investment companies within the Franklin Templeton Investments fund complex. These portfolios have a common investment adviser or affiliated investment advisers.
**Charles B. Johnson and Rupert H. Johnson, Jr. are considered to be interested persons of the Trust under the federal securities laws due to their positions as officers and directors and major shareholders of Franklin Resources, Inc., which is the parent company of the Trust’s advisers and distributor.

 

Note: Charles B. Johnson and Rupert H. Johnson, Jr. are brothers.

 

BOD-4


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 of Trustees has determined that there is at least one such financial expert on the Audit Committee and has designated Frank W.T. LaHaye as its audit committee financial expert. The Board believes that Mr. LaHaye qualifies as such an expert in view of his extensive business background and experience, including service as President and Director of McCormick Selph Associates from 1954 through 1965; Director and Chairman of Teledyne Canada Ltd. from 1966 through 1971; Director and Chairman of Quarterdeck Corporation from 1982 through 1998; and services as a Director of various other public companies including U.S. Telephone Inc. (1981-1984), Fisher Imaging Inc. (1991-1998) and Digital Transmissions Systems (1995-1999). In addition, Mr. LaHaye served from 1981 to 2000 as a Director and Chairman of Peregrine Venture Management Co., a venture capital firm, and has been a Member and Chairman of the Fund’s Audit Committee since its inception. As a result of such background and experience, the Board of Trustees believes that Mr. LaHaye 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. Mr. LaHaye is an independent Trustee 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. Contract owners may call 1-800/321-8563 or their insurance companies to request the SAI.

 

BOD-5


Franklin Templeton Variable Insurance Products Trust

 

Shareholder Information

 

Board Review of Advisory Contracts

 

Franklin Mutual Advisers, LLC (Franklin Mutual) entered into an agreement with Franklin Templeton Investment Management Limited (Investment Management) on behalf of Mutual Discovery Securities Fund, effective May 19, 2005. Investment Management provides the services of Anne E. Gudefin to Franklin Mutual while she remains employed by Investment Management. Ms. Gudefin was previously employed by Franklin Mutual. Investment Management is indirectly wholly owned by Franklin Resources Inc., (Resources), a publicly-owned company engaged in the financial services industry through its subsidiaries. Charles B. Johnson and Rupert H. Johnson, Jr. are the principal shareholders of Resources. The Board of Trustees (“Board”), in approving the agreement between Franklin Mutual and Investment Management, noted that its determinations and considerations had not changed from those enumerated with respect to the Board’s approval of the annual renewal of the agreement with Franklin Mutual with respect to Mutual Discovery Securities Fund. In this regard it was noted that the agreement with Investment Management was intended solely to reflect Ms. Gudefin’s relocation to the London offices of Franklin Templeton Investments and in no way impacted the services provided by Franklin Mutual or the fees paid by the Fund for such services.

 

Templeton Investment Counsel, LLC (Investment Counsel) entered into an agreement with Investment Management, effective October 17, 2005, on behalf of each of Templeton Global Asset Allocation Fund and Templeton Foreign Securities Fund. Investment Management provides the services of Tucker Scott, one of the members of each Fund’s portfolio management team who resides in Geneva, Switzerland, while he remains employed by Investment Management. The Board, in approving the agreements between Investment Counsel and Investment Management, noted that its determinations and considerations had not changed from those enumerated with respect to the Board’s approval of the annual renewal of the agreements with Investment Counsel with respect to Templeton Global Asset Allocation Fund and Templeton Foreign Securities Fund. In this regard it was noted that the agreements with Investment Management were intended solely to reflect Tucker Scott’s relocation to the Switzerland offices of Franklin Templeton Investments and in no way impacted the services provided by Investment Counsel or the fees paid by the Funds for such services.

 

Proxy Voting Policies and Procedures

 

The Trust has established Proxy Voting Policies and Procedures (“Policies”) that the Trust uses to determine how to vote proxies relating to portfolio securities. Shareholders may view the Trust’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 1-954/847-2268 or by sending a written request to: Franklin Templeton Companies, LLC, 500 East Broward Boulevard, Suite 1500, Fort Lauderdale, FL 33394, Attention: Proxy Group. Copies of the Trust’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 Statement of Investments

 

The Trust files a complete statement of investments with the U.S. Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q 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 1-800/SEC-0330.

 

SI-1


LOGO   

One Franklin Parkway        

San Mateo, CA 94403-1906

Semiannual Report

Franklin Templeton Variable Insurance Products Trust

Insurance Issuer

Templeton Funds Annuity Company

100 Fountain Parkway

St. Petersburg, FL 33716-1205

1-800-774-5001

Investment Manager

Templeton Global Advisors Limited

Lyford Cay

Nassau, N.P., Bahamas

Principal Underwriter

Franklin Templeton Distributors, Inc.

One Franklin Parkway

San Mateo, CA 94403

This report was prepared for contract owners who have previously received a prospectus for their annuity contract and for Templeton Growth Securities Fund, a series of Franklin Templeton Variable Insurance Products Trust.

To ensure the highest quality of service, telephone calls to or from our service departments may be monitored, recorded and accessed. These calls may be identified by the presence of a regular beeping tone.

 

TIVA AO5 02/06

   LOGO


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 12(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 Frank W.T. LaHaye and he 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 $645,310 for the fiscal year ended December 31, 2005 and $580,753 for the fiscal year ended December 31, 2004.

(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.

The aggregate 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 were $0 for the fiscal year ended December 31, 2005 and $48,579 for the fiscal year ended December 31, 2004. The services for which these fees were paid included attestation services.

(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 $23,161 for the fiscal year ended December 31, 2005 and $0 for the fiscal year ended December 31, 2004. The services for which these fees were paid included tax compliance and advice.

(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 $0 for the fiscal year ended December 31, 2005 and $7,563 for the fiscal year ended December 31, 2004. 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 $4,789 for the fiscal year ended December 31, 2005 and $152,437 for the fiscal year ended December 31, 2004. 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 and the review of the ICI transfer agent 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 $27,950 for the fiscal year ended December 31, 2005 and $208,579 for the fiscal year ended December 31, 2004.


(h) The registrant’s audit committee of the board of trustees 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 Companies and Affiliated Purchases.    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 ensure that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934 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. There have been no significant changes in the Registrant’s internal controls or in other factors that could significantly affect the internal controls subsequent to the date of their evaluation in connection with the preparation of this Shareholder Report on Form N-CSR.


Item 12. Exhibits.

(a) (1) Code of Ethics

(a) (2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Jimmy D. Gambill, Chief Executive Officer - Finance and Administration, and Galen G. Vetter, Chief Financial Officer

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Jimmy D. Gambill, Chief Executive Officer - Finance and Administration, and Galen G. Vetter, Chief Financial Officer

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 TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST

 

By  

/s/ Jimmy D. Gambill

Jimmy D. Gambill
Chief Executive Officer - Finance and Administration
Date:   February 21, 2006

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/ Jimmy D. Gambill

Jimmy D. Gambill
Chief Executive Officer - Finance and Administration
Date:   February 21, 2006

 

By  

/s/ Galen G. Vetter

Galen G. Vetter
Chief Financial Officer
Date:   February 21, 2006