ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                                1401 H St. NW
                             Washington, DC 20005

                       INVESTMENT COMPANY BLANKET BOND


                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP
                                1401 H St. NW
                             Washington, DC 20005

                                 DECLARATIONS

                                    NOTICE
This  policy  is  issued by your risk  retention  group.  Your risk  retention
group may not be subject to all of the insurance laws and  regulations of your
state.  State insurance  insolvency  guaranty funds are not available for your
risk retention group.
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ITEM 1.  Name of Insured (the "Insured")                Bond Number
         FRANKLIN RESOURCES, INC.                          87170109B



         Principal Office: One Franklin Parkway
                           San Mateo, CA 94403-1906

         Mailing Address:  One Franklin Parkway
                           San Mateo, CA 94403-1906

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ITEM 2. Bond  Period:  from 12:01 a.m. on JUNE 30, 2009, to 12:01 a.m.
        on JUNE 30, 2010 or the earlier  effective date of the  termination
        of this Bond,  standard time at the Principal Office as to each of
        said dates.
- -------------------------------------------------------------------------------


ITEM 3. Limit of Liability -
        Subject to Sections 9, 10 and 12 hereof.
                                                                     
                                                                  LIMIT OF    DEDUCTIBLE
                                                                 LIABILITY      AMOUNT
        Insuring Agreement A - FIDELITY                         $90,000,000     $250,000
        Insuring Agreement B - AUDIT EXPENSE                        $50,000      $10,000
        Insuring Agreement C - ON PREMISES                      $90,000.000     $250,000
        Insuring Agreement D - IN TRANSIT                       $90,000.000     $250,000
        Insuring Agreement E - FORGERY OR ALTERATION            $90,000.000     $250,000
        Insuring Agreement F - SECURITIES                       $90,000.000     $250,000
        Insuring Agreement G - COUNTERFEIT CURRENCY             $90,000.000     $250,000
        Insuring Agreement H - UNCOLLECTIBLE ITEMS OF DEPOSIT       $25,000       $5,000
        Insuring Agreement I - PHONE/ELECTRONIC TRANSACTIONS    $90,000,000     $250,000

        If "Not Covered" is inserted opposite any Insuring Agreement above, such Insuring
        Agrement and any reference thereto shall be deemed to be deleted from this Bond.


        OPTIONAL INSURING AGREEMENTS ADDED BY RIDER:

        Insuring Agreement J - COMPUTER SECURITY                $90,000,000     $250,000



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ITEM 4. Offices or Premises  Covered--All  the Insured's  offices or other
        premises  in  existence  at the time this Bond  becomes  effective  are
        covered under this Bond,  except the offices or other premises excluded
        by Rider.  Offices or other premises  acquired or established after the
        effective  date of this  Bond  are  covered  subject  to the  terms  of
        General Agreement A.
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ITEM 5. The liability of ICI Mutual  Insurance  Company,  a Risk Retention
        Group (the  "Underwriter")  is  subject  to the terms of the  following
        Riders attached hereto:

        Riders:
        1-2-3-4-5-6-7-8-9-10-11-12-13-14-15-16-17-18-19-20-21-22-23-24

        and of all  Riders  applicable  to this  Bond  issued  during  the Bond
        Period.

==============================================================================

                                              By: /s/ CATHERINE DALTON
                                              Authorized Representative




                       INVESTMENT COMPANY BLANKET BOND

                                    NOTICE

This  policy  is  issued by your risk  retention  group.  Your risk  retention
group may not be subject to all of the insurance laws and  regulations of your
state.  State insurance  insolvency  guaranty funds are not available for your
risk retention group.

ICI Mutual Insurance Company, a Risk Retention Group (the  "Underwriter"),  in
consideration  of an agreed premium,  and in reliance upon the Application and
all  other  information  furnished  to the  Underwriter  by the  Insured,  and
subject  to and in  accordance  with  the  Declarations,  General  Agreements,
Provisions,   Conditions  and   Limitations  and  other  terms  of  this  bond
(including  all  riders  hereto)  ("Bond"),  to the  extent  of the  Limit  of
Liability  and  subject to the  Deductible  Amount,  agrees to  indemnify  the
Insured for the loss,  as described in the Insuring  Agreements,  sustained by
the Insured at any time but discovered during the Bond Period.

                             INSURING AGREEMENTS

A. FIDELITY

   Loss caused by any  Dishonest or  Fraudulent  Act or Theft  committed by an
   Employee  anywhere,  alone or in collusion  with other persons  (whether or
   not  Employees),  during  the  time  such  Employee  has the  status  of an
   Employee as defined herein,  and even if such loss is not discovered  until
   after he or she ceases to be an  Employee,  EXCLUDING  loss  covered  under
   Insuring Agreement B.

B. AUDIT EXPENSE

   Expense  incurred by the  Insured  for that part of audits or  examinations
   required  by any  governmental  regulatory  authority  or  Self  Regulatory
   Organization  to be conducted by such  authority or  Organization  or by an
   independent  accountant or other person, by reason of the discovery of loss
   sustained by the Insured and covered by this Bond.

C. ON PREMISES

   Loss resulting from Property that is (1) located or reasonably  believed by
   the Insured to be located  within the  Insured's  offices or premises,  and
   (2) the  object  of Theft,  Dishonest  or  Fraudulent  Act,  or  Mysterious
   Disappearance, EXCLUDING loss covered under Insuring Agreement A.

D. IN TRANSIT

   Loss  resulting  from Property that is (1) in transit in the custody of any
   person authorized by an Insured to act as a messenger,  except while in the
   mail or with a carrier for hire (other  than a Security  Company),  and (2)
   the  object  of  Theft,   Dishonest  or   Fraudulent   Act,  or  Mysterious
   Disappearance,   EXCLUDING  loss  covered  under   Insuring   Agreement  A.
   Property  is "in  transit"  beginning  immediately  upon  receipt  of  such
   Property by the  transporting  person and ending  immediately upon delivery
   at the specified destination.

E. FORGERY OR ALTERATION

   Loss caused by the Forgery or Alteration of or on (1) any  bills  of
   exchange,  checks,  drafts,  or  other  written  orders  or directions
   to pay  certain  sums in money,  acceptances,  certificates  of
   deposit,  due bills,  money  orders,  or  letters  of credit;  or (2) other
   written instructions,  requests or applications to the Insured, authorizing
   or acknowledging the transfer, payment, redemption,  delivery or receipt of
   Property,  or giving  notice of any bank  account,  which  instructions  or
   requests  or  applications  purport to have been  signed or endorsed by (a)
   any customer of the Insured,  or (b) any  shareholder  of or  subscriber to
   shares issued by any  Investment  Company,  or (c) any financial or banking
   institution or  stockbroker;  or (3) withdrawal  orders or receipts for the
   withdrawal  of  Property,  or  receipts  or  certificates  of  deposit  for
   Property  and  bearing  the name of the  Insured  as issuer  or of  another
   Investment  Company  for which the  Insured  acts as agent.  This  Insuring
   Agreement  E does not  cover  loss  caused  by  Forgery  or  Alteration  of
   Securities or loss covered under Insuring Agreement A.

F. SECURITIES

   Loss resulting from the Insured,  in good faith,  in the ordinary course of
   business,  and in any capacity  whatsoever,  whether for its own account or
   for the account of others,  having acquired,  accepted or received, or sold
   or  delivered,  or given any value,  extended  any  credit or  assumed  any
   liability on the faith of any Securities,  where such loss results from the
   fact  that  such  Securities  (1) were  Counterfeit,  or (2)  were  lost or
   stolen,  or (3)  contain  a  Forgery  or  Alteration,  and  notwithstanding
   whether  or not the act of the  Insured  causing  such  loss  violated  the
   constitution,   by-laws,  rules  or  regulations  of  any  Self  Regulatory
   Organization,  whether or not the Insured was a member  thereof,  EXCLUDING
   loss covered under Insuring Agreement A.

G. COUNTERFEIT CURRENCY

   Loss caused by the Insured in good faith  having  received or accepted  (1)
   any money orders which prove to be  Counterfeit or to contain an Alteration
   or (2) paper  currencies  or coin of the United States of America or Canada
   which prove to be  Counterfeit.  This  Insuring  Agreement G does not cover
   loss covered under Insuring Agreement A.

H. UNCOLLECTIBLE ITEMS OF DEPOSIT

   Loss  resulting  from the payment of dividends,  issuance of Fund shares or
   redemptions  or  exchanges  permitted  from an  account  with the Fund as a
   consequence of

     (1) uncollectible  Items of Deposit of a Fund's customer,  shareholder
         or  subscriber  credited by the Insured or its agent to such person's
         Fund account, or

     (2) any Item of Deposit processed through an automated  clearing house
         which is reversed by a Fund's  customer,  shareholder  or  subscriber
         and is deemed uncollectible by the Insured;

   PROVIDED,  that (a) Items of  Deposit  shall  not be  deemed  uncollectible
   until the Insured's  collection  procedures  have failed,  (b) exchanges of
   shares between Funds with exchange  privileges  shall be covered  hereunder
   only if all such Funds are  insured by the  Underwriter  for  uncollectible
   Items of  Deposit,  and (c) the  Insured  Fund shall have  implemented  and
   maintained  a policy to hold Items of  Deposit  for the  minimum  number of
   days  stated in its  Application  (as  amended  from  time to time)  before
   paying any  dividend or  permitting  any  withdrawal  with  respect to such
   Items of Deposit (other than exchanges  between  Funds).  Regardless of the
   number of transactions  between Funds in an exchange  program,  the minimum
   number of days an Item of Deposit  must be held  shall  begin from the date
   the Item of Deposit was first credited to any Insured Fund.

   This  Insuring  Agreement  H does not cover  loss  covered  under  Insuring
   Agreement A.

I. PHONE/ELECTRONIC TRANSACTIONS

   Loss caused by a Phone/Electronic  Transaction,  where the request for such
   Phone/Electronic Transaction:

   (1) is  transmitted  to the  Insured  or its  agents by voice over the
       telephone or by Electronic Transmission; and

   (2) is made by an individual  purporting to be a Fund  shareholder  or
       subscriber or an authorized  agent of a Fund  shareholder or subscriber;
       and

   (3) is  unauthorized  or  fraudulent  and is made  with  the  manifest
       intent to deceive;

   PROVIDED,  that the entity receiving such request  generally  maintains and
   follows during the Bond Period all  Phone/Electronic  Transaction  Security
   Procedures with respect to all Phone/Electronic Transactions; and

   EXCLUDING loss resulting from:

  (1) the failure to pay for shares attempted to be purchased; or

  (2) any  redemption  of  Investment  Company  shares  which  had  been
      improperly  credited to a shareholder's  account where such  shareholder
      (a) did not cause,  directly or  indirectly,  such shares to be credited
      to such account,  and (b) directly or  indirectly  received any proceeds
      or other benefit from such redemption; or

  (3) any  redemption of shares  issued by an  Investment  Company where
      the  proceeds  of  such  redemption  were  requested  to be paid or made
      payable to other than (a) the  Shareholder  of Record,  or (b) any other
      person or bank account designated to receive redemption  proceeds (i) in
      the  initial  account  application,  or (ii) in writing  (not to include
      Electronic Transmission) accompanied by a signature guarantee; or

  (4) any  redemption of shares  issued by an  Investment  Company where
      the proceeds of such  redemption were requested to be sent to other than
      any address for such  account  which was  designated  (a) in the initial
      account  application,  or (b) in  writing  (not  to  include  Electronic
      Transmission),  where  such  writing  is  received  at least one (1) day
      prior to such redemption  request, or (c) by voice over the telephone or
      by  Electronic  Transmission  at least  fifteen  (15) days prior to such
      redemption; or

  (5) the intentional failure to adhere to one or more  Phone/Electronic
      Transaction Security Procedures; or

  (6) a Phone/Electronic  Transaction  request transmitted by electronic
      mail or  transmitted  by any method not subject to the  Phone/Electronic
      Transaction Security Procedures; or

  (7) the failure or circumvention  of any physical or electronic  protection
      device,  including any firewall,  that imposes  restrictions on the flow
      of electronic traffic in or out of any Computer System.

   This  Insuring  Agreement  I does not cover  loss  covered  under  Insuring
   Agreement A, "Fidelity" or Insuring Agreement J, "Computer Security".


                              GENERAL AGREEMENTS

A. ADDITIONAL OFFICES OR EMPLOYEES--CONSOLIDATION OR MERGER--NOTICE

   1. Except as  provided in  paragraph 2 below,  this Bond shall apply to any
      additional  office(s)  established by the Insured during the Bond Period
      and to all  Employees  during the Bond Period,  without the need to give
      notice thereof or pay  additional  premiums to the  Underwriter  for the
      Bond Period.

   2. If during the Bond Period an Insured  Investment  Company shall merge or
      consolidate  with an  institution in which such Insured is the surviving
      entity,  or purchase  substantially  all the assets or capital  stock of
      another  institution,   or  acquire  or  create  a  separate  investment
      portfolio,  and shall  within  sixty (60) days  notify  the  Underwriter
      thereof,  then this Bond shall  automatically  apply to the Property and
      Employees  resulting  from such merger,  consolidation,  acquisition  or
      creation from the date thereof;  provided, that the Underwriter may make
      such coverage contingent upon the payment of an additional premium.

B. WARRANTY

   No statement made by or on behalf of the Insured,  whether contained in the
   Application or otherwise,  shall be deemed to be an absolute warranty,  but
   only a warranty  that such  statement is true to the best of the  knowledge
   of the person responsible for such statement.

C. COURT COSTS AND ATTORNEYS' FEES

   The  Underwriter  will  indemnify  the  Insured  against  court  costs  and
   reasonable  attorneys'  fees incurred and paid by the Insured in defense of
   any legal  proceeding  brought against the Insured seeking recovery for any
   loss which,  if established  against the Insured,  would  constitute a loss
   covered under the terms of this Bond; provided,  however, that with respect
   to Insuring Agreement A this indemnity shall apply only in the event that

   1. an  Employee  admits  to  having  committed  or is  adjudicated  to have
      committed a Dishonest or Fraudulent  Act or Theft which caused the loss;
      or

   2. in the absence of such an admission or  adjudication,  an  arbitrator or
      arbitrators  acceptable  to the Insured and the  Underwriter  concludes,
      after a review of an agreed  statement  of facts,  that an Employee  has
      committed a Dishonest or Fraudulent Act or Theft which caused the loss.

   The  Insured  shall  promptly  give notice to the  Underwriter  of any such
   legal  proceeding  and upon  request  shall  furnish the  Underwriter  with
   copies of all  pleadings  and other papers  therein.  At the  Underwriter's
   election the Insured  shall permit the  Underwriter  to conduct the defense
   of such legal  proceeding in the Insured's name,  through  attorneys of the
   Underwriter's  selection.  In  such  event,  the  Insured  shall  give  all
   reasonable  information  and assistance  which the  Underwriter  shall deem
   necessary to the proper defense of such legal proceeding.

   If the amount of the Insured's  liability or alleged  liability in any such
   legal  proceeding  is greater  than the amount  which the Insured  would be
   entitled to recover  under this Bond (other than  pursuant to this  General
   Agreement  C),  or if a  Deductible  Amount  is  applicable,  or both,  the
   indemnity  liability of the Underwriter  under this General  Agreement C is
   limited to the proportion of court costs and  attorneys'  fees incurred and
   paid by the  Insured  or by the  Underwriter  that  the  amount  which  the
   Insured  would be entitled to recover  under this Bond (other than pursuant
   to this  General  Agreement  C)  bears to the sum of such  amount  plus the
   amount which the Insured is not entitled to recover.  Such indemnity  shall
   be in  addition  to the  Limit of  Liability  for the  applicable  Insuring
   Agreement.

D. INTERPRETATION

   This Bond shall be  interpreted  with due regard to the purpose of fidelity
   bonding under Rule 17g-1 of the  Investment  Company Act of 1940 (i.e.,  to
   protect  innocent  third  parties  from harm) and to the  structure  of the
   investment  management industry (in which a loss of Property resulting from
   a cause  described in any  Insuring  Agreement  ordinarily  gives rise to a
   potential legal  liability on the part of the Insured),  such that the term
   "loss" as used  herein  shall  include an  Insured's  legal  liability  for
   direct compensatory damages resulting directly from a misappropriation,  or
   measurable diminution in value, of Property.


            THIS BOND, INCLUDING THE FOREGOING INSURING AGREEMENTS
             AND GENERAL AGREEMENTS, IS SUBJECT TO THE FOLLOWING
                   PROVISIONS, CONDITIONS AND LIMITATIONS:

SECTION 1.  DEFINITIONS

The following  terms used in this Bond shall have the meanings  stated in this
   Section:

A. "ALTERATION"  means the marking,  changing or altering in a material way of
   the  terms,  meaning  or legal  effect  of a  document  with the  intent to
   deceive.

B. "APPLICATION"  means the Insured's  application  (and any  attachments  and
   materials submitted in connection  therewith)  furnished to the Underwriter
   for this Bond.

C. "COMPUTER SYSTEM" means (1) computers with related  peripheral  components,
   including storage components,  (2) systems and applications  software,  (3)
   terminal  devices,   (4)  related   communications   networks  or  customer
   communication  systems,  and (5) related electronic funds transfer systems;
   by  which  data  or  monies  are  electronically  collected,   transmitted,
   processed, stored or retrieved.

D. "COUNTERFEIT"  means,  with respect to any item,  one which is false but is
   intended to deceive and to be taken for the original authentic item.

E. "DEDUCTIBLE  AMOUNT"  means,  with respect to any Insuring  Agreement,  the
   amount set forth  under the  heading  "Deductible  Amount" in Item 3 of the
   Declarations  or in any Rider for such  Insuring  Agreement,  applicable to
   each Single Loss covered by such Insuring Agreement.

F. "DEPOSITORY"  means any  "securities  depository"  (other  than any foreign
   securities  depository)  in which an  Investment  Company  may  deposit its
   Securities in accordance  with Rule 17f-4 under the Investment  Company Act
   of 1940.

G. "DISHONEST  OR  FRAUDULENT  ACT" means any  dishonest  or  fraudulent  act,
   including  "larceny  and  embezzlement"  as  defined  in  Section 37 of the
   Investment  Company  Act of 1940,  committed  with the  conscious  manifest
   intent  (1) to cause  the  Insured  to  sustain  a loss  and (2) to  obtain
   financial  benefit  for the  perpetrator  or any other  person  (other than
   salaries,  commissions,  fees, bonuses, awards, profit sharing, pensions or
   other  employee  benefits).  A Dishonest or Fraudulent Act does not mean or
   include a reckless act, a negligent act, or a grossly negligent act.

H. "ELECTRONIC  TRANSMISSION"  means any  transmission  effected by electronic
   means,  including but not limited to a  transmission  effected by telephone
   tones, Telefacsimile, wireless device, or over the Internet.

I. "EMPLOYEE" means:

     (1)  each officer,  director,  trustee, partner or employee of the Insured,
          and

     (2)  each  officer,   director,   trustee,   partner  or  employee  of  any
          predecessor of the Insured whose principal  assets are acquired by the
          Insured by  consolidation  or merger  with,  or  purchase of assets or
          capital stock of, such predecessor, and

     (3)  each  attorney  performing  legal  services  for the  Insured and each
          employee of such  attorney or of the law firm of such  attorney  while
          performing services for the Insured, and

     (4)  each student who is an authorized intern of the Insured,  while in any
          of the Insured's offices, and

     (5)  each officer, director, trustee, partner or employee of

          (a)  an investment adviser,
          (b)  an underwriter (distributor),
          (c)  a transfer agent or shareholder accounting recordkeeper, or
          (d)  an  administrator  authorized  by written  agreement to keep
               financial and/or other required records,

          for an Investment Company named as an Insured, BUT ONLY while (i) such
          officer,  partner or employee  is  performing  acts coming  within the
          scope of the usual duties of an officer or employee of an Insured,  or
          (ii) such officer, director, trustee, partner or employee is acting as
          a member of any  committee  duly  elected or  appointed  to examine or
          audit or have custody of or access to the Property of the Insured,  or
          (iii)  such  director  or  trustee  (or  anyone  acting  in a  similar
          capacity)  is  acting  outside  the  scope of the  usual  duties  of a
          director  or  trustee;PROVIDED,  that the term  "Employee"  shall  not
          include  any  officer,  director,  trustee,  partner or  employee of a
          transfer agent,  shareholder accounting  recordkeeper or administrator
          (x) which is not an "affiliated person" (as defined in Section 2(a) of
          the Investment  Company Act of 1940) of an Investment Company named as
          Insured or of the adviser or underwriter of such  Investment  Company,
          or (y) which is a "Bank" (as defined in Section 2(a) of the Investment
          Company Act of 1940), and

     (6)  each  individual  assigned,  by contract  or by any agency  furnishing
          temporary  personnel,  in either  case on a  contingent  or  part-time
          basis, to perform the usual duties of an employee in any office of the
          Insured, and

     (7)  each individual assigned to perform the usual duties of an employee or
          officer of any entity authorized by written agreement with the Insured
          to perform  services as electronic  data  processor of checks or other
          accounting  records of the Insured,  but  excluding a processor  which
          acts as transfer agent or in any other agency capacity for the Insured
          in  issuing  checks,  drafts  or  securities,  unless  included  under
          subsection (5) hereof, and

     (8)  each officer, partner or employee of

          (a)  any Depository or Exchange,

          (b)  any nominee in whose name is registered any Security  included in
               the systems for the central  handling of  securities  established
               and maintained by any Depository, and

          (c)  any recognized  service  company which  provides  clerks or other
               personnel to any Depository or Exchange on a contract basis,

          while such officer, partner or employee is performing services for any
          Depository  in the  operation  of systems for the central  handling of
          securities, and

     (9)  in the case of an  Insured  which is an  "employee  benefit  plan" (as
          defined in Section 3 of the Employee Retirement Income Security Act of
          1974  ("ERISA"))  for  officers,  directors  or  employees  of another
          Insured  ("In-House  Plan"),  any "fiduciary" or other "plan official"
          (within the meaning of Section  412 of ERISA) of such  In-House  Plan,
          provided  that such  fiduciary  or other plan  official is a director,
          partner,  officer,  trustee or employee  of an Insured  (other than an
          In-House Plan).

   Each  employer  of  temporary  personnel  and each  entity  referred  to in
   subsections  (6)  and (7)  and  their  respective  partners,  officers  and
   employees  shall  collectively  be  deemed  to be one  person  for  all the
   purposes of this Bond.

   Brokers, agents,  independent  contractors,  or representatives of the same
   general character shall not be considered Employees,  except as provided in
   subsections (3), (6), and (7).

J. "EXCHANGE"  means any national  securities  exchange  registered  under the
   Securities Exchange Act of 1934.

K. "FORGERY"  means the physical  signing on a document of the name of another
   person (whether real or fictitious)  with the intent to deceive.  A Forgery
   may be by means of mechanically  reproduced facsimile signatures as well as
   handwritten  signatures.  Forgery  does  not  include  the  signing  of  an
   individual's own name, regardless of such individual's authority,  capacity
   or purpose.

L. "ITEMS OF DEPOSIT" means one or more checks or drafts.

M. "INVESTMENT  COMPANY"  or "FUND"  means an  investment  company  registered
   under the Investment Company Act of 1940.

N. "LIMIT OF LIABILITY"  means,  with respect to any Insuring  Agreement,  the
   limit of liability of the  Underwriter  for any Single Loss covered by such
   Insuring  Agreement as set forth under the heading  "Limit of Liability" in
   Item 3 of the Declarations or in any Rider for such Insuring Agreement.

O. "MYSTERIOUS  DISAPPEARANCE"  means any  disappearance  of  Property  which,
   after a reasonable investigation has been conducted, cannot be explained.

P. "NON-FUND" means any  corporation,  business trust,  partnership,  trust or
   other entity which is not an Investment Company.

Q. "PHONE/ELECTRONIC   TRANSACTION   SECURITY   PROCEDURES"   means   security
   procedures for Phone/
   Electronic Transactions as provided in writing to the Underwriter.

R. "PHONE/ELECTRONIC  TRANSACTION"  means any (1)  redemption of shares issued
   by  an  Investment  Company,   (2)  election  concerning  dividend  options
   available  to Fund  shareholders,  (3)  exchange of shares in a  registered
   account of one Fund into  shares in an  identically  registered  account of
   another Fund in the same  complex  pursuant to exchange  privileges  of the
   two Funds,  or (4)  purchase  of shares  issued by an  Investment  Company,
   which  redemption,  election,  exchange or purchase is  requested  by voice
   over the telephone or through an Electronic Transmission.

S. "PROPERTY" means the following tangible items:  money,  postage and revenue
   stamps,  precious  metals,  Securities,  bills  of  exchange,  acceptances,
   checks,  drafts,  or other written orders or directions to pay sums certain
   in money,  certificates  of deposit,  due bills,  money orders,  letters of
   credit,   financial   futures   contracts,   conditional  sales  contracts,
   abstracts of title, insurance policies,  deeds, mortgages,  and assignments
   of any of the foregoing,  and other  valuable  papers,  including  books of
   account  and  other  records  used by the  Insured  in the  conduct  of its
   business,  and all other  instruments  similar  to or in the  nature of the
   foregoing (but  excluding all data  processing  records),  (1) in which the
   Insured  has a  legally  cognizable  interest,  (2) in  which  the  Insured
   acquired  or  should  have  acquired  such  an  interest  by  reason  of  a
   predecessor's  declared  financial  condition at the time of the  Insured's
   consolidation  or merger with, or purchase of the principal assets of, such
   predecessor  or (3) which are held by the Insured for any purpose or in any
   capacity.

T. "SECURITIES"  means  original  negotiable or  non-negotiable  agreements or
   instruments  which represent an equitable or legal  interest,  ownership or
   debt  (including  stock   certificates,   bonds,   promissory   notes,  and
   assignments  thereof),  which are in the  ordinary  course of business  and
   transferable  by  physical   delivery  with   appropriate   endorsement  or
   assignment.  "Securities" does not include bills of exchange,  acceptances,
   certificates  of  deposit,  checks,  drafts,  or other  written  orders  or
   directions  to pay sums  certain in money,  due  bills,  money  orders,  or
   letters of credit.

U. "SECURITY  COMPANY"  means an entity which  provides or purports to provide
   the transport of Property by secure means,  including,  without limitation,
   by use of armored vehicles or guards.

V. "SELF  REGULATORY   ORGANIZATION"   means  any  association  of  investment
   advisers or  securities  dealers  registered  under the federal  securities
   laws, or any Exchange.

W. "SHAREHOLDER  OF  RECORD"  means the  record  owner of shares  issued by an
   Investment  Company or, in the case of joint ownership of such shares,  all
   record owners,  as designated (1) in the initial  account  application,  or
   (2) in writing  accompanied  by a signature  guarantee,  or (3) pursuant to
   procedures as set forth in the Application.

X. "SINGLE LOSS" means:

     (1)  all loss resulting from any one actual or attempted Theft committed by
          one person, or

     (2)  all loss caused by any one act (other  than a Theft or a Dishonest  or
          Fraudulent Act) committed by one person, or

     (3)  all loss caused by  Dishonest  or  Fraudulent  Acts  committed  by one
          person, or

     (4)  all expenses incurred with respect to any one audit or examination, or

     (5)  all loss  caused  by any one  occurrence  or event  other  than  those
          specified in subsections (1) through (4) above.

     All acts or omissions of one or more persons  which  directly or indirectly
     aid or, by failure to report or otherwise,  permit the  continuation  of an
     act  referred to in  subsections  (1) through (3) above of any other person
     shall be deemed to be the acts of such other  person for  purposes  of this
     subsection.

     All acts or  occurrences  or events  which have as a common nexus any fact,
     circumstance,  situation,  transaction  or series of facts,  circumstances,
     situations,  or transactions shall be deemed to be one act, one occurrence,
     or one event.

Y. "TELEFACSIMILE"  means a  system  of  transmitting  and  reproducing  fixed
   graphic   material  (as,  for  example,   printing)  by  means  of  signals
   transmitted over telephone lines or over the Internet.

Z. "THEFT"  means  robbery,  burglary  or hold-up,  occurring  with or without
   violence or the threat of  violence.

SECTION 2.  EXCLUSIONS

THIS BOND DOES NOT COVER:

A. Loss resulting from (1) riot or civil  commotion  outside the United States
   of America  and Canada,  or (2) war,  revolution,  insurrection,  action by
   armed forces,  or usurped power,  wherever  occurring;  except if such loss
   occurs  while the  Property  is in  transit,  is  otherwise  covered  under
   Insuring  Agreement D, and when such transit was initiated,  the Insured or
   any  person  initiating  such  transit  on  the  Insured's  behalf  had  no
   knowledge of such riot, civil  commotion,  war,  revolution,  insurrection,
   action by armed forces, or usurped power.

B.    Loss in time of peace or war  resulting  from nuclear  fission or fusion
   or  radioactivity,  or biological or chemical  agents or hazards,  or fire,
   smoke, or explosion, or the effects of any of the foregoing.

C. Loss  resulting  from any  Dishonest  or  Fraudulent  Act  committed by any
   person  while  acting in the capacity of a member of the Board of Directors
   or any equivalent body of the Insured or of any other entity.

D. Loss  resulting from any nonpayment or other default of any loan or similar
   transaction  made  by  the  Insured  or any  of  its  partners,  directors,
   officers or employees,  whether or not authorized  and whether  procured in
   good faith or through a Dishonest or  Fraudulent  Act,  unless such loss is
   otherwise covered under Insuring Agreement A, E or F.

E. Loss  resulting from any violation by the Insured or by any Employee of any
   law,  or any rule or  regulation  pursuant  thereto  or  adopted  by a Self
   Regulatory  Organization,  regulating  the  issuance,  purchase  or sale of
   securities,  securities  transactions  upon security  exchanges or over the
   counter markets,  Investment Companies, or investment advisers, unless such
   loss,  in the  absence of such law,  rule or  regulation,  would be covered
   under Insuring Agreement A, E or F.

F. Loss  resulting  from  Property  that is the object of Theft,  Dishonest or
   Fraudulent  Act, or  Mysterious  Disappearance  while in the custody of any
   Security  Company,  unless  such loss is covered  under this Bond and is in
   excess of the amount  recovered  or received  by the Insured  under (1) the
   Insured's  contract  with  such  Security  Company,  and (2)  insurance  or
   indemnity of any kind carried by such Security  Company for the benefit of,
   or otherwise  available  to, users of its service,  in which case this Bond
   shall cover only such excess,  subject to the applicable Limit of Liability
   and Deductible Amount.

G. Potential income,  including but not limited to interest and dividends, not
   realized by the Insured  because of a loss covered under this Bond,  except
   when covered under Insuring Agreement H.

H. Loss in the form of (1)  damages  of any  type for  which  the  Insured  is
   legally liable,  except direct  compensatory  damages, or (2) taxes, fines,
   or  penalties,  including  without  limitation  two-thirds of treble damage
   awards pursuant to judgments under any statute or regulation.

I. Loss  resulting  from the  surrender of Property away from an office of the
   Insured as a result of a threat

     (1)  to do bodily  harm to any  person,  except  where the  Property  is in
          transit in the custody of any person  acting as  messenger as a result
          of a threat to do bodily  harm to such  person,  if the Insured had no
          knowledge of such threat at the time such transit was initiated, or

     (2)  to do damage to the premises or Property of the Insured,

     unless such loss is otherwise covered under Insuring Agreement A.

J. All costs,  fees and other expenses incurred by the Insured in establishing
   the existence of or amount of loss covered  under this Bond,  except to the
   extent certain audit expenses are covered under Insuring Agreement B.

K. Loss  resulting  from  payments  made to or  withdrawals  from any account,
   involving funds erroneously  credited to such account,  unless such loss is
   otherwise covered under Insuring Agreement A.

L. Loss resulting from  uncollectible  Items of Deposit which are drawn upon a
   financial   institution   outside  the  United   States  of  America,   its
   territories and possessions, or Canada.

M. Loss resulting from the Dishonest or Fraudulent Acts,  Theft, or other acts
   or omissions of an Employee  primarily engaged in the sale of shares issued
   by an Investment  Company to persons other than (1) a person  registered as
   a broker under the  Securities  Exchange Act of 1934 or (2) an  "accredited
   investor" as defined in Rule 501(a) of  Regulation  D under the  Securities
   Act of 1933, which is not an individual.

N. Loss resulting from the use of credit, debit, charge, access,  convenience,
   identification,  cash  management  or other cards,  whether such cards were
   issued or purport  to have been  issued by the  Insured or by anyone  else,
   unless such loss is otherwise covered under Insuring Agreement A.

O. Loss  resulting  from any  purchase,  redemption  or exchange of securities
   issued  by  an  Investment   Company  or  other   Insured,   or  any  other
   instruction,  request,  acknowledgement,  notice or  transaction  involving
   securities  issued  by an  Investment  Company  or  other  Insured  or  the
   dividends  in respect  thereof,  when any of the  foregoing  is  requested,
   authorized  or  directed  or  purported  to  be  requested,  authorized  or
   directed by voice over the telephone or by Electronic Transmission,  unless
   such loss is  otherwise  covered  under  Insuring  Agreement  A or Insuring
   Agreement I.

P. Loss resulting  from any Dishonest or Fraudulent Act or Theft  committed by
   an  Employee as defined in Section  1.I(2),  unless such loss (1) could not
   have been  reasonably  discovered by the due diligence of the Insured at or
   prior to the time of  acquisition  by the  Insured of the  assets  acquired
   from a  predecessor,  and (2) arose out of a lawsuit or valid claim brought
   against the Insured by a person  unaffiliated  with the Insured or with any
   person affiliated with the Insured.

Q. Loss  resulting from the  unauthorized  entry of data into, or the deletion
   or  destruction  of data in, or the  change of data  elements  or  programs
   within,  any Computer System,  unless such loss is otherwise  covered under
   Insuring Agreement A.

SECTION 3.  ASSIGNMENT OF RIGHTS

   Upon payment to the Insured  hereunder for any loss, the Underwriter  shall
   be subrogated to the extent of such payment to all of the Insured's  rights
   and  claims in  connection  with such  loss;  provided,  however,  that the
   Underwriter  shall not be subrogated to any such rights or claims one named
   Insured  under this Bond may have against  another named Insured under this
   Bond.  At the request of the  Underwriter,  the Insured  shall  execute all
   assignments or other  documents and take such action as the Underwriter may
   deem  necessary  or desirable to secure and perfect such rights and claims,
   including  the execution of documents  necessary to enable the  Underwriter
   to bring suit in the name of the Insured.

   Assignment  of any  rights or  claims  under  this Bond  shall not bind the
   Underwriter without the Underwriter's written consent.

SECTION 4.  LOSS--NOTICE--PROOF--LEGAL PROCEEDINGS

   This  Bond  is for  the  use  and  benefit  only  of the  Insured  and  the
   Underwriter  shall  not be  liable  hereunder  to  anyone  other  than  the
   Insured.  As soon as  practicable  and not more than  sixty (60) days after
   discovery,  the Insured shall give the  Underwriter  written notice thereof
   and,  as soon as  practicable  and within  one year  after such  discovery,
   shall also furnish to the Underwriter  affirmative  proof of loss with full
   particulars.  The  Underwriter  may extend  the sixty day notice  period or
   the one year proof of loss period if the Insured  requests an extension and
   shows good cause therefor.

   See also General Agreement C (Court Costs and Attorneys' Fees).

   The  Underwriter  shall  not be  liable  hereunder  for loss of  Securities
   unless  each of the  Securities  is  identified  in such proof of loss by a
   certificate  or  bond  number  or  by  such  identification  means  as  the
   Underwriter  may require.  The Underwriter  shall have a reasonable  period
   after  receipt  of a  proper  affirmative  proof  of loss  within  which to
   investigate  the claim,  but where the Property is Securities  and the loss
   is clear and undisputed,  settlement shall be made within  forty-eight (48)
   hours  even if the loss  involves  Securities  of which  duplicates  may be
   obtained.

   The Insured shall not bring legal  proceedings  against the  Underwriter to
   recover  any loss  hereunder  prior to sixty  (60) days after  filing  such
   proof of loss or subsequent to twenty-four  (24) months after the discovery
   of such loss or, in the case of a legal proceeding to recover  hereunder on
   account of any judgment  against the Insured in or  settlement  of any suit
   mentioned in General  Agreement C or to recover  court costs or  attorneys'
   fees paid in any such suit,  twenty-four  (24) months after the date of the
   final  judgment in or settlement  of such suit.  If any  limitation in this
   Bond is prohibited by any applicable law, such  limitation  shall be deemed
   to be amended to be equal to the minimum period of limitation  permitted by
   such law.

   Notice hereunder shall be given to Manager,  Professional Liability Claims,
   ICI Mutual Insurance Company, 1401 H St. NW, Washington, DC 20005.

SECTION 5.  DISCOVERY

   For all purposes under this Bond, a loss is discovered,  and discovery of a
   loss occurs, when the Insured

   (1)  becomes aware of facts, or

   (2)  receives  notice of an actual or potential  claim by a third party
        which alleges that the Insured is liable under circumstances,

   which would cause a  reasonable  person to assume that loss covered by this
   Bond has been or is likely to be incurred  even though the exact  amount or
   details of loss may not be known.

SECTION 6.  VALUATION OF PROPERTY

   For the purpose of determining the amount of any loss hereunder,  the value
   of any Property  shall be the market value of such Property at the close of
   business  on the first  business  day  before the  discovery  of such loss;
   except that

     (1)  the value of any Property replaced by the Insured prior to the payment
          of a claim  therefor shall be the actual market value of such Property
          at the time of  replacement,  but not in excess of the market value of
          such  Property on the first  business day before the  discovery of the
          loss of such Property;

     (2)  the  value  of   Securities   which  must  be   produced  to  exercise
          subscription,  conversion,  redemption or deposit  privileges shall be
          the  market  value  of  such  privileges   immediately  preceding  the
          expiration  thereof if the loss of such  Securities is not  discovered
          until  after  such  expiration,  but if  there is no  quoted  or other
          ascertainable market price for such Property or privileges referred to
          in  clauses  (1) and (2),  their  value  shall  be fixed by  agreement
          between  the  parties  or  by  arbitration  before  an  arbitrator  or
          arbitrators acceptable to the parties; and

     (3)  the value of books of accounts or other records used by the Insured in
          the  conduct of its  business  shall be limited to the actual  cost of
          blank  books,  blank pages or other  materials if the books or records
          are reproduced plus the cost of labor for the transcription or copying
          of data furnished by the Insured for reproduction.

SECTION 7.  LOST SECURITIES

   The maximum  liability of the  Underwriter  hereunder  for lost  Securities
   shall be the payment  for, or  replacement  of, such  Securities  having an
   aggregate  value not to exceed the  applicable  Limit of Liability.  If the
   Underwriter  shall make payment to the Insured for any loss of  Securities,
   the Insured shall assign to the  Underwriter  all of the  Insured's  right,
   title and  interest  in and to such  Securities.  In lieu of such  payment,
   the Underwriter may, at its option,  replace such lost  Securities,  and in
   such case the  Insured  shall  cooperate  to effect  such  replacement.  To
   effect the  replacement of lost  Securities,  the  Underwriter may issue or
   arrange for the issuance of a lost  instrument  bond.  If the value of such
   Securities  does not exceed the applicable  Deductible  Amount (at the time
   of the  discovery  of the loss),  the  Insured  will pay the usual  premium
   charged for the lost  instrument bond and will indemnify the issuer of such
   bond  against  all loss and  expense  that it may  sustain  because  of the
   issuance of such bond.

   If the value of such Securities  exceeds the applicable  Deductible  Amount
   (at the time of discovery  of the loss),  the Insured will pay a proportion
   of the usual premium  charged for the lost  instrument  bond,  equal to the
   percentage  that the  applicable  Deductible  Amount  bears to the value of
   such  Securities  upon discovery of the loss, and will indemnify the issuer
   of such bond  against all loss and expense that is not  recovered  from the
   Underwriter  under the terms and  conditions  of this Bond,  subject to the
   applicable Limit of Liability.

SECTION 8.  SALVAGE

   If any  recovery  is made,  whether by the Insured or the  Underwriter,  on
   account of any loss within the  applicable  Limit of  Liability  hereunder,
   the  Underwriter  shall be entitled to the full amount of such  recovery to
   reimburse the  Underwriter  for all amounts paid  hereunder with respect to
   such  loss.  If  any  recovery  is  made,  whether  by the  Insured  or the
   Underwriter,  on account of any loss in excess of the  applicable  Limit of
   Liability  hereunder  plus the  Deductible  Amount  applicable to such loss
   from any source other than suretyship,  insurance, reinsurance, security or
   indemnity  taken by or for the  benefit of the  Underwriter,  the amount of
   such recovery,  net of the actual costs and expenses of recovery,  shall be
   applied to  reimburse  the  Insured in full for the portion of such loss in
   excess of such Limit of  Liability,  and the  remainder,  if any,  shall be
   paid first to reimburse  the  Underwriter  for all amounts  paid  hereunder
   with  respect  to such loss and then to the  Insured  to the  extent of the
   portion of such loss  within  the  Deductible  Amount.  The  Insured  shall
   execute all documents  which the  Underwriter  deems necessary or desirable
   to secure to the Underwriter the rights provided for herein.

SECTION  9.  NON-REDUCTION  AND   NON-ACCUMULATION   OF  LIABILITY  AND  TOTAL
             LIABILITY

   Prior to its  termination,  this  Bond  shall  continue  in force up to the
   Limit of  Liability  for each  Insuring  Agreement  for each  Single  Loss,
   notwithstanding  any previous  loss (other than such Single Loss) for which
   the  Underwriter  may have paid or be liable  to pay  hereunder;  PROVIDED,
   however,  that  regardless of the number of years this Bond shall  continue
   in force and the number of  premiums  which  shall be payable or paid,  the
   liability  of the  Underwriter  under this Bond with  respect to any Single
   Loss shall be limited to the applicable Limit of Liability  irrespective of
   the  total  amount of such  Single  Loss and  shall  not be  cumulative  in
   amounts from year to year or from period to period.

SECTION 10. MAXIMUM LIABILITY OF UNDERWRITER; OTHER BONDS OR POLICIES

   The maximum  liability  of the  Underwriter  for any Single Loss covered by
   any  Insuring  Agreement  under this Bond  shall be the Limit of  Liability
   applicable  to  such  Insuring   Agreement,   subject  to  the   applicable
   Deductible  Amount and the other provisions of this Bond.  Recovery for any
   Single  Loss may not be made under  more than one  Insuring  Agreement.  If
   any Single Loss  covered  under this Bond is  recoverable  or  recovered in
   whole or in part because of an unexpired  discovery  period under any other
   bonds or  policies  issued  by the  Underwriter  to the  Insured  or to any
   predecessor  in  interest of the  Insured,  the  maximum  liability  of the
   Underwriter  shall be the  greater  of either (1) the  applicable  Limit of
   Liability under this Bond, or (2) the maximum  liability of the Underwriter
   under such other bonds or policies.

SECTION 11.  OTHER INSURANCE

   Notwithstanding  anything to the  contrary  herein,  if any loss covered by
   this Bond shall also be covered by other  insurance or  suretyship  for the
   benefit of the Insured,  the Underwriter shall be liable hereunder only for
   the  portion  of such loss in excess of the amount  recoverable  under such
   other  insurance or suretyship,  but not exceeding the applicable  Limit of
   Liability of this Bond.

SECTION 12.  DEDUCTIBLE AMOUNT

   The  Underwriter  shall not be liable under any Insuring  Agreement  unless
   the amount of the loss covered  thereunder,  after deducting the net amount
   of all  reimbursement  and/or recovery received by the Insured with respect
   to such loss  (other  than from any other  bond,  suretyship  or  insurance
   policy or as an  advance by the  Underwriter  hereunder)  shall  exceed the
   applicable  Deductible Amount; in such case the Underwriter shall be liable
   only for such excess,  subject to the applicable Limit of Liability and the
   other terms of this Bond.

   No  Deductible  Amount  shall  apply to any  loss  covered  under  Insuring
   Agreement A sustained by any Investment Company named as an Insured.

SECTION 13.  TERMINATION

   The  Underwriter  may terminate this Bond as to any Insured or all Insureds
   only by written  notice to such  Insured or  Insureds  and, if this Bond is
   terminated as to any Investment  Company,  to each such Investment  Company
   terminated   thereby  and  to  the  Securities  and  Exchange   Commission,
   Washington,  D.C.,  in all cases not less than sixty (60) days prior to the
   effective date of termination specified in such notice.

   The  Insured  may  terminate  this  Bond  only  by  written  notice  to the
   Underwriter  not less than sixty (60) days prior to the  effective  date of
   the termination  specified in such notice.  Notwithstanding  the foregoing,
   when the Insured  terminates  this Bond as to any Investment  Company,  the
   effective date of  termination  shall be not less than sixty (60) days from
   the date the  Underwriter  provides  written  notice of the  termination to
   each such Investment  Company  terminated thereby and to the Securities and
   Exchange Commission, Washington, D.C.

   This Bond will  terminate as to any Insured that is a Non-Fund  immediately
   and without notice upon (1) the takeover of such Insured's  business by any
   State or Federal official or agency,  or by any receiver or liquidator,  or
   (2) the filing of a petition  under any State or Federal  statute  relative
   to  bankruptcy or  reorganization  of the Insured,  or  assignment  for the
   benefit of creditors of the Insured.

   Premiums  are  earned  until  the  effective  date  of   termination.   The
   Underwriter  shall refund the unearned  premium  computed at short rates in
   accordance with the Underwriter's  standard short rate cancellation  tables
   if this  Bond is  terminated  by the  Insured  or pro rata if this  Bond is
   terminated by the Underwriter.

   Upon the  detection  by any Insured  that an  Employee  has  committed  any
   Dishonest or  Fraudulent  Act(s) or Theft,  the Insured  shall  immediately
   remove  such  Employee  from a position  that may enable  such  Employee to
   cause  the  Insured  to  suffer  a loss  by  any  subsequent  Dishonest  or
   Fraudulent  Act(s) or Theft.  The Insured,  within two (2) business days of
   such  detection,  shall  notify  the  Underwriter  with  full and  complete
   particulars of the detected Dishonest or Fraudulent Act(s) or Theft.

   For purposes of this section,  detection occurs when any partner,  officer,
   or supervisory  employee of any Insured,  who is not in collusion with such
   Employee,  becomes  aware that the Employee has  committed any Dishonest or
   Fraudulent Act(s) or Theft.

   This Bond shall  terminate  as to any  Employee by written  notice from the
   Underwriter  to each  Insured  and,  if such  Employee is an Employee of an
   Insured Investment Company, to the Securities and Exchange  Commission,  in
   all cases not less than  sixty  (60) days  prior to the  effective  date of
   termination specified in such notice.

SECTION 14.  RIGHTS AFTER TERMINATION

   At any time prior to the effective  date of  termination of this Bond as to
   any Insured, such Insured may, by written notice to the Underwriter,  elect
   to  purchase  the right under this Bond to an  additional  period of twelve
   (12) months within which to discover  loss  sustained by such Insured prior
   to the  effective  date of such  termination  and shall  pay an  additional
   premium therefor as the Underwriter may require.

   Such additional  discovery  period shall terminate  immediately and without
   notice  upon  the  takeover  of such  Insured's  business  by any  State or
   Federal  official or agency,  or by any  receiver or  liquidator.  Promptly
   after such  termination  the  Underwriter  shall  refund to the Insured any
   unearned premium.

   The  right  to  purchase  such  additional  discovery  period  may  not  be
   exercised  by any State or Federal  official or agency,  or by any receiver
   or liquidator, acting or appointed to take over the Insured's business.

SECTION 15.  CENTRAL HANDLING OF SECURITIES

   The  Underwriter  shall  not be  liable  for  loss in  connection  with the
   central  handling  of  securities   within  the  systems   established  and
   maintained by any  Depository  ("Systems"),  unless the amount of such loss
   exceeds the amount  recoverable  or  recovered  under any bond or policy or
   participants'   fund  insuring  the  Depository   against  such  loss  (the
   "Depository's  Recovery");  in such  case the  Underwriter  shall be liable
   hereunder only for the Insured's share of such excess loss,  subject to the
   applicable  Limit of Liability,  the Deductible  Amount and the other terms
   of this Bond.

   For  determining  the Insured's  share of such excess loss, (1) the Insured
   shall be deemed to have an interest  in any  certificate  representing  any
   security  included  within  the  Systems  equivalent  to the  interest  the
   Insured  then  has in  all  certificates  representing  the  same  security
   included within the Systems;  (2) the Depository  shall have reasonably and
   fairly  apportioned  the  Depository's  Recovery  among all those having an
   interest  as recorded  by  appropriate  entries in the books and records of
   the  Depository  in  Property  involved  in such  loss,  so that  each such
   interest  shall  share in the  Depository's  Recovery in the ratio that the
   value  of  each  such  interest  bears  to the  total  value  of  all  such
   interests;  and (3) the  Insured's  share of such  excess loss shall be the
   amount  of the  Insured's  interest  in  such  Property  in  excess  of the
   amount(s) so apportioned to the Insured by the Depository.

   This Bond does not afford  coverage in favor of any  Depository or Exchange
   or any nominee in whose name is  registered  any security  included  within
   the Systems.

SECTION 16.  ADDITIONAL COMPANIES INCLUDED AS INSURED

   If more than one entity is named as the Insured:

   A. the total  liability of the  Underwriter  hereunder for each Single Loss
      shall not exceed the Limit of  Liability  which would be  applicable  if
      there were only one named  Insured,  regardless of the number of Insured
      entities which sustain loss as a result of such Single Loss,

   B. the Insured  first named in Item 1 of the  Declarations  shall be deemed
      authorized to make,  adjust, and settle, and receive and enforce payment
      of, all claims  hereunder  as the agent of each other  Insured  for such
      purposes  and for the  giving or  receiving  of any notice  required  or
      permitted to be given hereunder;  provided,  that the Underwriter  shall
      promptly furnish each named Insured  Investment  Company with (1) a copy
      of this  Bond  and any  amendments  thereto,  (2) a copy of each  formal
      filing of a claim hereunder by any other Insured,  and (3)  notification
      of the  terms  of  the  settlement  of  each  such  claim  prior  to the
      execution of such settlement,

   C. the  Underwriter  shall not be responsible or have any liability for the
      proper  application  by  the  Insured  first  named  in  Item  1 of  the
      Declarations of any payment made hereunder to the first named Insured,

   D. for the purposes of Sections 4 and 13, knowledge  possessed or discovery
      made by any  partner,  officer or  supervisory  Employee  of any Insured
      shall constitute knowledge or discovery by every named Insured,

   E. if the first  named  Insured  ceases for any reason to be covered  under
      this Bond,  then the Insured next named shall  thereafter  be considered
      as the first named Insured for the purposes of this Bond, and

   F. each named  Insured shall  constitute  "the Insured" for all purposes of
      this Bond.

SECTION 17.  NOTICE AND CHANGE OF CONTROL

   Within  thirty  (30) days  after  learning  that there has been a change in
   control of an Insured by transfer of its outstanding  voting securities the
   Insured shall give written notice to the Underwriter of:

   A. the  names  of the  transferors  and  transferees  (or the  names of the
      beneficial  owners if the voting  securities  are  registered in another
      name), and

   B. the total number of voting  securities  owned by the transferors and the
      transferees  (or the beneficial  owners),  both  immediately  before and
      after the transfer, and

   C. the total number of outstanding voting securities.

   As  used  in  this  Section,  "control"  means  the  power  to  exercise  a
   controlling influence over the management or policies of the Insured.

SECTION 18.  CHANGE OR MODIFICATION

   This Bond may only be modified by written  Rider forming a part hereof over
   the signature of the  Underwriter's  authorized  representative.  Any Rider
   which modifies the coverage provided by Insuring Agreement A, Fidelity,  in
   a manner  which  adversely  affects  the  rights of an  Insured  Investment
   Company  shall not become  effective  until at least  sixty (60) days after
   the  Underwriter  has given written  notice  thereof to the  Securities and
   Exchange  Commission,  Washington,  D.C.,  and to each  Insured  Investment
   Company affected thereby.


IN WITNESS  WHEREOF,  the  Underwriter  has caused this Bond to be executed on
the Declarations Page.


                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 1


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER

FRANKLIN RESOURCES, INC.                                            87170109B
- ------------------------------------------------------------------------------
EFFECTIVE DATE              BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009      JUNE 30, 2009 TO JUNE 30, 2010      /s/CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and  agreed  that the  following  entities  shall be  deemed to be
Insureds named in Item 1 of the  Declarations:  (1) any  subsidiary  more than
50% owned  (directly or indirectly) by Franklin  Resources,  Inc., and (2) any
Investment   Company  advised,   distributed,   or  administered  by  Franklin
Resources, Inc. or any of its wholly-owned  subsidiaries  (individually and/or
collectively  referred to as "Franklin"),  whether such Investment  Company is
considered  active,  inactive,  or  dissolved,  PROVIDED,  IN EACH CASE,  that
Franklin has  responsibility  for placing fidelity bond insurance coverage for
such subsidiary or Investment Company.

It is further  understood  and agreed that the term  "Investment  Company," as
used in this rider,  shall  include  any  investment  company,  whether or not
registered   under  the   Investment   Company   Act  of  1940,   except  that
non-registered  investment  companies  shall  not be  insured  under  Insuring
Agreement  A,  "Fidelity,"  with  respect to $65 million  part of the Limit of
Liability set forth in Item 3 of this Bond.

It is further  understood  and agreed  that  notwithstanding  anything  to the
contrary  above,  none of the following shall be deemed to be, or be otherwise
included as, Insureds for purposes of Item 1 of the  Declarations or otherwise
under this Bond:  Franklin  Templeton Bank & Trust,  F.S.B.,  Franklin Capital
Corporation,  RIVA Financial  Systems  Limited and Darby Overseas  Investments
Ltd.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 2


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE                    BOND PERIOD        AUTHORIZED REPRESENTATIVE

JUNE 30, 2009         JUNE 30, 2009 TO JUNE 30, 2010      /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that this Bond does not cover loss resulting from or in
connection with any business,  activities,  or acts or omissions of (including
services  rendered by) any Insured  which is NOT an Insured Fund  ("Non-Fund")
or any Employee of a Non-Fund,  EXCEPT loss, otherwise covered by the terms of
this Bond,  resulting from or in connection with professional  services within
the  scope of the  Non-Fund's  general  business  activities  rendered  by the
Non-Fund to any client of the Non-Fund.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                           ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 3


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE                  BOND PERIOD          AUTHORIZED REPRESENTATIVE

JUNE 30, 2009           JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that this Bond (other than Insuring  Agreements C and D)
does not  cover  loss  resulting  from or in  connection  with  any  business,
activities,  acts or  omissions  of any Insured or any Employee of any Insured
where  such  loss is based  upon,  arises  out of or in any way  involves  the
provision  of  services to any Plan,  EXCEPT  loss,  otherwise  covered by the
terms of this Bond, resulting from, or in connection with the business of:

     (a)  the  provision of  Investment  Advisory  Services by an Insured to any
          In-House Plan; or

     (b)  the provision of Administrative Services by an Insured to any In-House
          Plan;

     (c)  the   provision  of  Investment   Advisory   Services  by  an  Insured
          ("Adviser")  to any Third Party Plan that is a client of the  Adviser;
          or

     (d)  the  provision of  Administrative  Services by an Insured to any Third
          Party Plan that is a client of the Insured.

It is further  understood  and agreed  that  Insuring  Agreements  C and D only
cover  loss of  Property  which an  Insured  uses or  holds,  or in  which  the
Insured has an interest,  in each case in connection  with (a), (b), (c) or (d)
above.

It is further understood and agreed that  notwithstanding  the foregoing,  this
Bond (other than  Insuring  Agreements  C and D) does not cover loss  resulting
from or in connection  with, and Insuring  Agreements C and D do not cover loss
of Property  which an Insured  uses or holds,  or in which it has an  interest,
in each case in connection with:

(1)   the  discretionary  voting  by or on  behalf  of any Plan of  Designated
      Securities owned or held by such Plan,  UNLESS, in the case of a vote by
      or on behalf of the Plan,  such vote was pursuant to the  direction of a
      majority  of  trustees  of  such  Plan  who  were  not  then  Interested
      Trustees;

(2)   custodial  services for the  safekeeping  and custody of  securities  or
      other property;

(3)   liability  of an  Insured  arising  from its status as the  employer  of
      employees  covered  by a Plan  (including  liability  arising  from  the
      Insured's failure to collect contributions or to pay benefits); or

(4)   in the case of an Insured  acting or  purporting  to act as a trustee or
      "directed  trustee"  for any Third  Party  Plan,  any  liability  of the
      Insured  arising  from its  actual  or  alleged  status  as a  fiduciary
      (within the meaning of the Employee  Retirement Security Act of 1974, as
      amended  ("ERISA"))  to any  such  Third  Party  Plan or its  actual  or
      alleged  violation  of  Section  502(a)(3)  of ERISA,  except  that this
      subpart (4) shall not  preclude  indemnification  for  associated  court
      costs and  attorneys'  fees for which  coverage is  otherwise  available
      under General Agreement C of this Bond.

It is further understood and agreed that for purposes of this rider:

(1)   "Administrative    Services"   shall   mean   administrative   services,
      including, without limitation,  voting securities which are Plan assets,
      causing  Plan assets to be invested as directed in  accordance  with the
      Plan,  and  maintaining  records and  preparing  reports with respect to
      Plan contributions, participant accounts and investments.

(2)   "Affiliated  Entity"  means any entity  controlling,  controlled  by, or
      under common control with an Insured.

(3)   "Designated  Securities"  means securities  issued by an Insured,  or by
      any  Affiliated  Entity,  or by any Fund to which  such  Insured  or any
      Affiliated Entity provides any services.

(4)   "Interested  Trustee"  means  any  trustee  of a Plan who is also (a) an
      officer,  director,  trustee,  partner  or  employee  of,  or who  owns,
      controls,  or holds power to vote 5% or more of the  outstanding  voting
      securities  of, (i) any  Insured  (other  than such  Plan),  or (ii) any
      Affiliated  Entity,  or  (iii)  any Fund to which  such  Insured  or any
      Affiliated  Entity  provides  any  services,  or  (b) an  Insured  or an
      Affiliated Entity.

(5)   "Investment  Advisory  Services"  means (a) advice  with  respect to the
      desirability of investing in, purchasing or selling  securities or other
      property,  including  the power to determine  what  securities  or other
      property shall be purchased or sold, but NOT including  furnishing  ONLY
      statistical and other factual  information (such as economic factors and
      trends);  and (b) the  provision of  financial,  economic or  investment
      management  services,  but only if  ancillary  and related to the advice
      referred to in clause (a) above.

(6)   "Plan" means any  retirement  or employee  benefit  plan,  including any
      trust relating thereto.

(7)   "In-House  Plan" means any Plan for employees of an Insured,  or for any
      Affiliated  Entity, but always excluding employee stock ownership plans,
      stock bonus plans, and any trusts relating thereto

(8)   "Third  Party  Plan" means any Plan for  employees  of an entity that is
      neither an Insured nor an Affiliated Entity.

Except  as  above  stated,  nothing  herein  shall be held to alter, waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 4


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE              BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010     /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that  notwithstanding  anything to the contrary in this
Bond,  this Bond shall not cover loss resulting from or in connection with the
discretionary  voting by any Insured of securities owned or held by any client
of such Insured,  where such securities are issued by (1) such Insured, or (2)
any entity  controlling,  controlled  by, or under  common  control  with such
Insured,  ("Affiliated  Entity"), or (3) any Fund to which such Insured or any
Affiliated Entity provides any services.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 5


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009         JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that  notwithstanding  Section  2.Q of this Bond,  this
Bond is amended by adding an additional Insuring Agreement J as follows:

   J. COMPUTER SECURITY

Loss  (including  loss of Property)  resulting  directly from Computer  Fraud;
PROVIDED,  that the Insured has adopted in writing and generally maintains and
follows  during  the  Bond  Period  all  Computer  Security  Procedures.   The
isolated  failure of the Insured to maintain and follow a particular  Computer
Security  Procedure in a particular  instance will not preclude coverage under
this Insuring Agreement,  subject to the specific exclusions herein and in the
Bond.

   1. DEFINITIONS.  The following terms used in this Insuring  Agreement shall
      have the following meanings:

      a. "Authorized  User"  means  any  person or  entity  designated  by the
         Insured  (through  contract,  assignment of User  Identification,  or
         otherwise)  as authorized to use a Covered  Computer  System,  or any
         part  thereof.  An  individual  who invests in an Insured  Fund shall
         not be considered to be an Authorized  User solely by virtue of being
         an investor.

      b. "Computer  Fraud" means the  unauthorized  entry of data into, or the
         deletion  or  destruction  of data in, or change of data  elements or
         programs within, a Covered Computer System which:

          (1)  is committed by any Unauthorized  Third Party anywhere,  alone or
               in collusion with other Unauthorized Third Parties; AND

          (2)  is committed with the conscious  manifest intent (a) to cause the
               Insured to sustain a loss,  AND (b) to obtain  financial  benefit
               for the perpetrator or any other person; AND

          (3)  causes (x) Property to be transferred,  paid or delivered; or (y)
               an  account  of the  Insured,  or of its  customer,  to be added,
               deleted,   debited  or  credited;   OR  (z)  an  unauthorized  or
               fictitious account to be debited or credited.

      c. "Computer  Security  Procedures"  means  procedures for prevention of
         unauthorized  computer access and use and  administration of computer
         access and use as provided in writing to the Underwriter.

      d. "Covered  Computer  System" means any Computer System as to which the
         Insured has possession, custody and control.

      e. "Unauthorized  Third Party"  means any person or entity that,  at the
         time of the Computer Fraud, is not an Authorized User.

      f. "User  Identification"  means any unique user name (I.E., a series of
         characters) that is assigned to a person or entity by the Insured.

   2. EXCLUSIONS.  It is  further  understood  and agreed  that this  Insuring
      Agreement J shall not cover:

      a. Any loss covered  under  Insuring  Agreement A,  "Fidelity,"  of this
         Bond; AND

      b. Any  loss   resulting   directly   or   indirectly   from   Theft  or
         misappropriation   of   confidential   or  proprietary   information,
         material  or  data  (including  but not  limited  to  trade  secrets,
         computer programs or customer information); AND

      c. Any loss resulting from the  intentional  failure to adhere to one or
         more Computer Security Procedures; AND

      d. Any  loss  resulting  from  a  Computer  Fraud  committed  by  or  in
         collusion with:

         (1)  any  Authorized  User  (whether  a  natural  person  or an
              entity); OR

         (2)  in the case of any  Authorized  User  which is an  entity,
              (a) any director,  officer,  partner, employee or agent of
              such  Authorized  User, or (b) any entity which  controls,
              is  controlled  by, or is under  common  control with such
              Authorized User ("Related  Entity"),  or (c) any director,
              officer,  partner,  employee  or  agent  of  such  Related
              Entity; OR

         (3)  in  the  case  of any  Authorized  User  who is a  natural
              person,  (a) any entity for which such  Authorized User is
              a   director,   officer,   partner,   employee   or  agent
              ("Employer  Entity"),   or  (b)  any  director,   officer,
              partner,  employee or agent of such  Employer  Entity,  or
              (c) any entity which  controls,  is  controlled  by, or is
              under   common   control   with   such   Employer   Entity
              ("Employer-Related   Entity"),   or  (d)   any   director,
              officer,    partner,    employee    or   agent   of   such
              Employer-Related Entity;

         AND

      e. Any loss  resulting  from physical  damage to or  destruction  of any
         Covered  Computer  System,  or any part  thereof,  or any data,  data
         elements or media associated therewith; AND

      f. Any  loss  resulting  from  Computer  Fraud  committed  by  means  of
         wireless access to any Covered Computer System,  or any part thereof,
         or any data, data elements or media associated therewith; AND

      g. Any loss not  directly  and  proximately  caused  by  Computer  Fraud
         (including,  without  limitation,  disruption  of business  and extra
         expense); AND

      h. Payments  made to any  person(s)  who has  threatened  to deny or has
         denied  authorized  access to a Covered  Computer System or otherwise
         has threatened to disrupt the business of the Insured.

For purposes of this Insuring Agreement,  "Single Loss," as defined in Section
1.X of this Bond,  shall also  include all loss  caused by  Computer  Fraud(s)
committed by one person, or in which one person is implicated,  whether or not
that  person  is  specifically   identified.  A  series  of  losses  involving
unidentified  individuals,  but arising from the same method of operation, may
be deemed by the  Underwriter to involve the same individual and in that event
shall be treated as a Single Loss.

It is further  understood  and agreed that  nothing in this Rider shall affect
the exclusion set forth in Section 2.0 of this Bond.

Coverage under this Insuring  Agreement  shall  terminate upon  termination of
this Bond.  Coverage  under this  Insuring  Agreement  may also be  terminated
without terminating this Bond as an entirety:

      (a)  by written  notice  from the  Underwriter  not less than sixty (60)
           days prior to the effective date of  termination  specified in such
           notice; or

      (b)  immediately by written notice from the Insured to the Underwriter.

Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 6


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE               BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed  that the  exclusion  set forth at Section  2.M of this
Bond shall not apply with  respect to loss  resulting  from the  Dishonest  or
Fraudulent  Acts,  Theft,  or  other  acts  or  omissions  of an  Employee  in
connection  with offers or sales of  securities  issued by an Insured  Fund if
such  Employee (a) is an employee of that Fund or of its  investment  adviser,
principal   underwriter,   or  affiliated  transfer  agent,  and  (b)  who  is
communicating  with  purchasers of such securities only in person in an office
of an  Insured  or by  telephone  or in  writing,  and (c)  does  not  receive
commissions on such sales;  PROVIDED,  that such Dishonest or Fraudulent Acts,
Theft,  or other  acts or  omissions  do not  involve,  and such loss does not
arise from,  a statement  or  representation  which is NOT (1)  contained in a
currently  effective  prospectus  regarding  such  securities,  which has been
filed with the  Securities and Exchange  Commission,  or (2) made as part of a
scripted  response to a question  regarding that Fund or such  securities,  if
the  script  has been  filed  with,  and not  objected  to by,  the  Financial
Industry  Regulatory  Authority,  and if the entire scripted response has been
read to the caller,  and if any response  concerning  the  performance of such
securities is not outdated.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]

                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 7


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE               BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009       JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that this Bond does not cover any loss  resulting  from
or in connection with the acceptance of any Third Party Check, unless

   (1)  such  Third  Party  Check is used to open or  increase  an  account
        which is  registered  in the name of one or more of the  payees  on
        such Third Party Check, and

   (2)  reasonable  efforts  are  made  by the  Insured,  or by the  entity
        receiving  Third Party Checks on behalf of the  Insured,  to verify
        all  endorsements on all Third Party Checks made payable in amounts
        greater  than  $100,000  (provided,   however,  that  the  isolated
        failure to make such  efforts  in a  particular  instance  will not
        preclude  coverage,  subject  to the  exclusions  herein and in the
        Bond),

and then only to the extent such loss is otherwise covered under this Bond.

For purposes of this Rider,  "Third Party Check" means a check made payable to
one or more parties and offered as payment to one or more other parties.

It is further  understood  and agreed  that  notwithstanding  anything  to the
contrary  above or  elsewhere  in the Bond,  this Bond does not cover any loss
resulting  from or in  connection  with the  acceptance of a Third Party Check
where:

   (1)  any payee on such  Third  Party  Check  reasonably  appears to be a
        corporation or other entity; or

   (2)  such Third Party Check is made  payable in an amount  greater  than
        $100,000  and does not include the  purported  endorsements  of all
        payees on such Third Party Check.

It is  further  understood  and agreed  that this  Rider  shall not apply with
respect to any coverage  that may be  available  under  Insuring  Agreement A,
"Fidelity."

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 8


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that no termination or  cancellation  of this Bond as an
entirety,  whether by or at the request of the Insured or  Underwriter,  shall
take effect prior to the  expiration of thirty (30) days after written  notice
of such  termination  or  cancellation  of such Bond as an  entirety  has been
filed  with  the  Arkansas   Securities   Commissioner,   Arkansas  Securities
Division,  Heritage West Building,  3rd Floor, 201 East Markham,  Little Rock,
Arkansas 72201.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]

                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 9


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE            BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that  notwithstanding  anything to the contrary in this
Bond  (including  Insuring  Agreement I), this Bond does not cover loss caused
by a Phone/Electronic Transaction requested:

      o  by wireless  device  transmissions  over the Internet  (including  any
         connected or associated intranet or extranet),

except insofar as such loss is covered under  Insuring  Agreement A "Fidelity"
of this Bond.

It is further  understood  and agreed that,  for the purposes of this Rider, a
transmission  of a  Phone/Electronic  Transaction  request  over the  Internet
shall not be deemed to be a "wireless  device  transmission"  solely by virtue
of an  individual  retail  shareholder's  use of a  personal  wireless  device
(e.g.,  a PDA,  Blackberry,  cell  phone,  or  wireless  access  point on such
shareholder's  home  network) to effect  transmission  of such  request to the
shareholder's Internet service provider.

Except as above  stated,  nothing  herein  shall be held to alter,  waive,  or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 10


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009          JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

                               FINRA BOND RIDER

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed  that with  respect to  Templeton  Franklin  Investment
Services, Inc.  ONLY, this Bond is amended as follows:

1. For  purposes  of  Insuring  Agreement  C ("On  Premises"),  Sections  2
   ("Exclusions"),  and Section 6 ("Valuation of Property"),  "Property" shall
   be  deemed  to  include  furnishings,  fixtures,  supplies,  and  equipment
   located within the office of and owned by the Insured; and

2. For  purposes  of  Insuring   Agreement  C  ("On  Premises"),   "Mysterious
   Disappearances" shall be deemed to include "misplacement."

3. The last sentence of Section 1.I  ("Definitions  - `Employee")  and Section
   2.M are deleted; and

4. The following  statement is added to the Bond:  "The  Underwriter  will use
   its best  efforts to  promptly  notify the  Financial  Industry  Regulatory
   Authority,  Inc.  in  the  event  the  Bond  is  cancelled,  terminated  or
   substantially  modified.  Failure  to  make  such  notification  shall  not
   impair or delay the effectiveness of any such cancellation,  termination or
   substantial modification."; and

5. The first  sentence of the second  paragraph of Section 13  ("Termination")
   is amended to read as follows:  "The Insured may  terminate  this Bond only
   by written  notice to the  Underwriter  prior to the effective  date of the
   termination, with such effective date specified in the notice;" and

6. With  respect  to  the  following  Insuring  Agreements,   Item  3  of  the
   Declarations is modified to read as follows:

                                                    Deductible
                                                      Amount
   Insuring Agreement A - Fidelity                 $5,000
   Insuring Agreement B - Audit Expense            $5,000
   Insuring Agreement C - On Premises              $5,000
   Insuring Agreement D - In Transit               $5,000
   Insuring Agreement E - Forgery or Alteration    $5,000
   Insuring Agreement F - Securities               $5,000
   Insuring Agreement G - Counterfeit Currency     $5,000

It is  further  understood  and  agreed,  the  Underwriter  will  use its best
efforts to notify the Financial Industry Regulatory Authority,  Inc. within 30
days  in  the  event  the  Bond  is  substantially  modified,   terminated  or
canceled.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 11


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                  87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE               BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009         JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

                               FINRA BOND RIDER

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that with respect to Franklin  Templeton  Distributors,
Inc. ONLY, this Bond is amended as follows:

1.  For  purposes  of  Insuring  Agreement  C ("On  Premises"),  Sections  2
    ("Exclusions"),  and Section 6 ("Valuation of Property"), "Property" shall
    be  deemed to  include  furnishings,  fixtures,  supplies,  and  equipment
    located within the office of and owned by the Insured; and

2. For  purposes  of  Insuring   Agreement  C  ("On  Premises"),   "Mysterious
   Disappearances" shall be deemed to include "misplacement."

3. The last sentence of Section 1.I  ("Definitions  - `Employee")  and Section
   2.M are deleted; and

4. The following  statement is added to the Bond:  "The  Underwriter  will use
   its best  efforts to  promptly  notify the  Financial  Industry  Regulatory
   Authority,  Inc.  in  the  event  the  Bond  is  cancelled,  terminated  or
   substantially  modified.  Failure  to  make  such  notification  shall  not
   impair or delay the effectiveness of any such cancellation,  termination or
   substantial modification."; and

5. The first  sentence of the second  paragraph of Section 13  ("Termination")
   is amended to read as follows:  "The Insured may  terminate  this Bond only
   by written  notice to the  Underwriter  prior to the effective  date of the
   termination, with such effective date specified in the notice;" and

6. With  respect  to  the  following  Insuring  Agreements,   Item  3  of  the
   Declarations is modified to read as follows:

                                                    Deductible
                                                      Amount
   Insuring Agreement A - Fidelity                 $100,000
   Insuring Agreement B - Audit Expense            $100,000
   Insuring Agreement C - On Premises              $100,000
   Insuring Agreement D - In Transit               $100,000
   Insuring Agreement E - Forgery or Alteration    $100,000
   Insuring Agreement F - Securities               $100,000
   Insuring Agreement G - Counterfeit Currency     $100,000

It is  further  understood  and  agreed,  the  Underwriter  will  use its best
efforts to notify the Financial Industry Regulatory Authority,  Inc. within 30
days  in  the  event  the  Bond  is  substantially  modified,   terminated  or
canceled.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 12


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE          BOND PERIOD               AUTHORIZED REPRESENTATIVE

JUNE 30, 2009     JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that the  definition of "Employee" in Section 1.I(6) of
this  Bond  shall  be  amended  to  include  any  individual  assigned,  on  a
contingent or part-time  basis,  to perform the usual duties of an employee in
any  office  of the  Insured,  PROVIDED  that  in the  case  of an  individual
assigned  other  than  by  an  agency  furnishing  temporary  personnel,  such
individual has passed a Successful  Background Check conducted by or on behalf
of the Insured.

It is further  understood  and  agreed  that for  purposes  of this  rider,  a
"Successful  Background  Check"  shall  mean  a  background  check  (including
contact with the individual's  previous employers and personal  references and
utilization  of  a  private   investigation   agency),   which  results  in  a
determination  by the Insured that the  individual  has satisfied the security
criteria  established  by the  Insured  for hiring  employees  on a  permanent
basis.

Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 13


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE            BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009       JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that:

1. At the written  request of the named Insured,  any payment in  satisfaction
   of loss  covered by said bond  involving  money or other  Property in which
   the  Pennsylvania  Public  School  Employees'   Retirement  System  has  an
   interest  shall be paid by an instrument  issued to that  organization  and
   the  named  Insured  as  joint  loss  payees,   subject  to  the  following
   conditions and limitation:

   A. The  attached  bond is for the  sole  use and  benefit  of the  named
      Insured as expressed herein.  The organization  named above shall not
      be considered  as an Insured  under the bond,  nor shall it otherwise
      have any rights or benefits under said bond.

   B. Notwithstanding  any  payment  made  under the terms of this rider or
      the  execution  of more than one of such  similar  rider,  the amount
      paid for any one loss  occurrence or otherwise in accordance with the
      terms of this bond shall not exceed  the limits of  liability  as set
      forth in the Declarations Page.

   C. Nothing  herein  is  intended  to alter  the  terms,  conditions  and
      limitations of the bond.

2. Should  this  bond  be  canceled,  reduced,  non-renewed  or  restrictively
   modified by the  Underwriter,  the Underwriter will endeavor to give thirty
   (30) days advance notice to the  organization  named above,  but failure to
   do  so  shall  not   impair  or  delay  the   effectiveness   of  any  such
   cancellation,  reduction,  non-renewal,  or restrictive  modification,  nor
   shall the Underwriter be held liable in any way.

3. Should this bond be canceled or reduced at the request of the Insured,  the
   Underwriter  will endeavor to notify the  organization  named above of such
   cancellation  or  reduction,  within 10 business days after receipt of such
   request,  but failure to do so shall not impair or delay the  effectiveness
   of such  cancellation  or  reduction,  nor  shall the  Underwriter  be held
   liable in any way.

Except  as  above  stated,  nothing  herein  shall be held to alter, waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP


                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 14


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE          BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed that the sixth  paragraph of Section 13 of this Bond is
amended to read as follows:

   "For purposes of this section,  detection  occurs when any  professional
   employee of the Legal,  Compliance or Risk  Management  Departments  of the
   Insured,  who is not in collusion  with such  Employee,  becomes aware that
   the Employee has committed any Dishonest or Fraudulent Act(s) or Theft."

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP


                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 15


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                  87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE            BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009       JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and  agreed  that  Section  2.H of this Bond is amended to read as
follows:

"H. Loss in the form of (1)  damages  of any type for which the  Insured  is
    legally liable,  except direct compensatory damages or punitive damages, or
    (2) taxes, fines, or penalties,  including without limitation two-thirds of
    treble   damage  awards   pursuant  to  judgments   under  any  statute  or
    regulation."

Nothing herein contained shall be held to vary, alter,  waive or extend any of
the terms,  conditions,  provisions,  agreements or  limitations  of this Bond
other than as above stated.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP


                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 16


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE         BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009      JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In consideration of the premium charged for this Bond, it is hereby
understood and agreed that:

1. This Bond shall not be subject to  cancellation  except  after notice in
   writing  shall  have been not less than  thirty  (30) days  prior to the
   effective  date thereof by certified  mail,  return  receipt  requested,
   addressed to the City Attorney at:

                                City Attorney
                             City of Los Angeles
                    c/o City Employees' Retirement System
                      360 East Second Street, 8th Floor
                          Los Angeles, CA 90012-4207

2. This Company agrees to waive all rights of subrogation  against the City
   of Los Angeles, its departments, officers, agents, and employees.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 17


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE           BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

                               FINRA BOND RIDER

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood  and agreed  that with  respect  to  Franklin  Templeton  Financial
Services Corp. ONLY, this Bond is amended as follows:

1. For  purposes  of  Insuring  Agreement  C ("On  Premises"),  Sections  2
   ("Exclusions"),  and Section 6 ("Valuation of Property"), "Property" shall
   be  deemed to  include  furnishings,  fixtures,  supplies,  and  equipment
   located within the office of and owned by the Insured; and

2. For  purposes  of  Insuring   Agreement  C  ("On  Premises"),   "Mysterious
   Disappearances" shall be deemed to include "misplacement."

3. The last sentence of Section 1.I  ("Definitions  - `Employee")  and Section
   2.M are deleted; and

4. The following  statement is added to the Bond:  "The  Underwriter  will use
   its best  efforts to  promptly  notify the  Financial  Industry  Regulatory
   Authority,  Inc.  in  the  event  the  Bond  is  cancelled,  terminated  or
   substantially  modified.  Failure  to  make  such  notification  shall  not
   impair or delay the effectiveness of any such cancellation,  termination or
   substantial modification."; and

5. The first  sentence of the second  paragraph of Section 13  ("Termination")
   is amended to read as follows:  "The Insured may  terminate  this Bond only
   by written  notice to the  Underwriter  prior to the effective  date of the
   termination, with such effective date specified in the notice;" and

6. With  respect  to  the  following  Insuring  Agreements,   Item  3  of  the
   Declarations is modified to read as follows:

                                                    Deductible
                                                      Amount
   Insuring Agreement A - Fidelity                 $5,000
   Insuring Agreement B - Audit Expense            $5,000
   Insuring Agreement C - On Premises              $5,000
   Insuring Agreement D - In Transit               $5,000
   Insuring Agreement E - Forgery or Alteration    $5,000
   Insuring Agreement F - Securities               $5,000
   Insuring Agreement G - Counterfeit Currency     $5,000

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED][OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 18


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE              BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that  notwithstanding  anything to the contrary in Rider
No. 1 to this Bond,  the FTCI Insureds shall be deemed to be Insureds named in
Item 1 of the Declarations.

It is further  understood  and agreed that with  respect to the FTCI  Insureds
only, this Bond is modified as follows:

1.    INSURING  AGREEMENT  A,  FIDELITY:  With  regards  to any loss to a FTCI
      Insured under Insuring Agreement A, Fidelity,  arising from Loans and/or
      Trading,  the  Dishonest  or  Fraudulent  Act or  Theft  required  under
      Insuring  Agreement A must be committed  with the intent to obtain,  and
      must result in, a financial  benefit (other than salaries,  commissions,
      fees,  bonuses,  awards,  profit  sharing,  pensions  or other  employee
      benefits) for (a) the Employee,  or (b) person(s) with whom the Employee
      is in  collusion  if  the  Employee  intended  to  participate  in  such
      financial benefit.

2.    INSURING  AGREEMENT  D,  IN  TRANSIT:  Employees  of  Xerox  Corporation
      authorized  by a FTCI Insured to act as a messengers  shall be deemed to
      be a  "Security  Company"  for  purposes  of  Insuring  Agreement  D, In
      Transit,  PROVIDED that such employees  have passed the same  background
      check and  security  clearance  as is  customarily  required by the FTCI
      Insured of its own employees.

3.    INSURING AGREEMENT I, PHONE/ELECTRONIC  TRANSACTIONS:  "Phone/Electronic
      Transaction"  shall be deemed to include any transfer of funds by a FTCI
      Insured  from an  account  of a  Client  of a FTCI  Insured  to  another
      account(s),   where  such  transfer  is  requested  by  voice  over  the
      telephone or through a  Telefacsimile  System by a person  purporting to
      be a Client of the FTCI Insured or an authorized  representative  of the
      Client,  provided that the FTCI Insured receiving such request generally
      maintains  and  follows  during  the Bond  Period  those  recording  and
      verification  procedures  in place as of March 2001 and described to the
      Underwriter as of such date.

4.    DEFINITIONS,   SECTION  1.S:   With   respect  to  the  FTCI   Insureds,
      notwithstanding   anything  to  the  contrary  in  the   definition   of
      "Property"  set forth in Section 1.S of the Bond,  "Property" as defined
      in Section 1.S shall be deemed to include jewelry,  gems, tangible items
      of personal  property,  and  electronic  data stored on media for use by
      computer programs.

5.    SECTION 2.  EXCLUSIONS:  With respect to FTCI  Insureds,  the  following
      additional exclusions are added to Section 2, Exclusions:

(1)  Loss  resulting  directly or indirectly  from Trading,  with or without the
     knowledge  of  the  FTCI  Insured,   whether  or  not   represented  by  an
     indebtedness  or balance shown to be due to FTCI Insured on any  customer's
     account,  actual or fictitious,  and notwithstanding any act or omission on
     the part of any Employee in  connection  with any account  relating to such
     Trading,  indebtedness,  or balance,  except when  covered  under  Insuring
     Agreements A, E or F;

(2)  Loss of Property  contained in customers'  safe deposit boxes,  except when
     the FTCI Insured is legally  liable  therefor or the loss is covered  under
     Insuring Agreement A;

(3)  (a) Loss through cashing or paying Forged or Altered  travelers'  checks or
     travelers'  checks bearing forged  endorsements,  except when covered under
     Insuring  Agreement A, and (b) loss of unsold  travelers'  checks or unsold
     money orders  placed in the custody of the FTCI  Insured with  authority to
     sell, unless the Insured is legally liable for such loss and such checks or
     money orders are later paid or honored by the drawer  thereof,  except when
     covered under Insuring Agreement A;

(4)  Loss  in  the  form  of a  shortage  in any  teller's  cash  due to  error,
     regardless of the amount of such shortage (and any shortage in any teller's
     cash which is not in excess of the normal  shortage in the tellers' cash in
     the office where such  shortage  shall occur shall be presumed to be due to
     error);

(5)  Loss involving  automated  mechanical  devices which, on behalf of the FTCI
     Insured,  disburse money, accept deposits,  cash checks,  drafts or similar
     written  instruments  or make credit card loans  unless (a) such  automated
     mechanical devices are situated within an office of a FTCI Insured which is
     permanently  staffed by an Employee whose duties are those usually assigned
     to a teller,  even though public access to such devices is from outside the
     confines of such office, or (b) such automated  mechanical  devices are not
     situated  within  an  office  covered  above,  but in no  event  shall  the
     Underwriter  be  liable  under  this  Bond  for  loss  (including  loss  of
     Property):

     (i)  as a result of damage to such automated  mechanical  devices  situated
          within any office referred to in (a) above resulting from vandalism or
          malicious mischief perpetrated from outside such office; or

     (ii) as a result of damage to such automated mechanical devices situated on
          any  premises  referred to in (b) above  resulting  from  vandalism or
          malicious mischief, or

    (iii) as a result of damage to the  interior of that  portion of a building
          on any  premises  referred  to in (b)  above to which the  public  has
          access resulting from vandalism or malicious mischief; or

     (iv) as a  result  of  failure  of such  automated  mechanical  devices  to
          function
                  properly; or

     (v)  through misplacement or mysterious  unexplainable  disappearance while
          such Property is located within any such automated mechanical devices,
          or

     (vi) to any  customer of a FTCI  Insured or to any  representative  of such
          customer  while  such  person is on any  premises  referred  to in (b)
          above, or

    (vii) as a result of the use of credit, debit, charge, access, convenience,
          identification  or other  cards in  gaining  access to such  automated
          mechanical  devices whether such cards were issued, or purport to have
          been  issued,  by the FTCI  Insured  or by anyone  other than the FTCI
          Insured,

     except when such loss is covered under Insuring Agreement A.

      (6)   Loss  resulting  directly  or  indirectly  from the  failure  of a
            financial   or   depository   institution,   or  its  receiver  or
            liquidator,  to pay or  deliver,  on demand  of the FTCI  Insured,
            funds or Property of the FTCI Insured held by it in any  capacity,
            except when covered under Insuring Agreements A or C;

      (7)   Loss  resulting  from or involving,  directly or  indirectly,  any
            actual or  alleged  seepage,  pollution  or  contamination  of any
            kind;

      (8)   Loss  resulting  from or involving,  directly or  indirectly,  any
            actual  or  alleged  hazardous  properties  (including,   but  not
            limited to, radiation,  toxic or explosive  properties) of nuclear
            material,  including  but not  limited  to, the  actual,  alleged,
            threatened or potential  ionizing  radiations or  contamination by
            radioactivity  from nuclear  fuel,  nuclear waste or combustion of
            nuclear fuel, or the  radioactive,  toxic,  explosive or hazardous
            properties  of  any  explosive  nuclear  assembly  or  nuclear  or
            nuclear component thereof.

It is further understood and agreed that as used in this Rider:

1.    "Client"  means  any  corporation,  partnership,  proprietor,  trust  or
      individual  having an  account  with a FTCI  Insured  and which has a
      written  agreement  with  the FTCI  Insured  for  transfers  of funds
      through   requests   made  by  voice   over  the   telephone   or  by
      Telefacsimile System.

2.    "FTCI  Insureds"  shall mean  Fiduciary  Trust Company  International
      ("FTCI"),   and  each  of  its  direct  and   indirect   wholly-owned
      subsidiaries,  including  pension,  profit-sharing  or other  benefit
      plans established for employees of FTCI and such subsidiaries.

3.    "Loans"  shall  mean all  extensions  of  credit  by a FTCI  Insured(s)
      and all  transactions  creating a creditor or lessor  relationship in
      favor of the FTCI  Insured(s) and all  transactions by which the FTCI
      Insured(s) assumes an existing creditor or lessor relationship.

4.    "Trading"  means trading or other dealings in  securities,  commodities,
      futures,  options,  foreign or  federal  funds,  currencies,  foreign
      exchange and the like.

Except as above  stated,  nothing  herein  shall be held to  alter,  waiver or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 19


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE           BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the references in Section 13, Termination, to "not
less than sixty (60) days" shall be modified to read "not less than ninety
(90) days."

Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 20


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE            BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009         JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  for  the  premium  charged  for  this  Bond,  it is  hereby
understood  and agreed that  notwithstanding  anything to the contrary in this
Bond  (including  Insuring  Agreement  I),  this  Bond does not cover any loss
resulting from any On-Line  Redemption(s) or On-Line Purchase(s)  involving an
aggregate amount in excess of $250,000 per shareholder account per day.

It is  further  understood  and  agreed  that,  notwithstanding  the  Limit of
Liability set forth herein or any other  provision of this Bond,  the Limit of
Liability  with  respect to any Single Loss  caused by an On-Line  Transaction
shall be Ten Million  Dollars  ($10,000,000)  and the On-Line  Deductible with
respect to Insuring Agreement I is Fifty Thousand Dollars ($50,000).

It  is  further  understood  and  agreed  that   notwithstanding   Section  8,
Non-Reduction and  Non-Accumulation  of Liability and Total Liability,  or any
other  provision  of this  Bond,  the  Aggregate  Limit  of  Liability  of the
Underwriter  under this Bond with respect to any and all loss or losses caused
by  On-Line  Transactions  shall  be  an  aggregate  of  Ten  Million  Dollars
($10,000,000)  for the Bond Period,  irrespective  of the total amount of such
loss or losses.

For  purposes  of this Rider,  the  following  terms shall have the  following
meanings:

"On-Line  Purchase"  means  any  purchase  of shares  issued by an  Investment
Company,  which  purchase is requested by  computer-to-computer  transmissions
over  the  Internet   (including  any  connected  or  associated  intranet  or
extranet) or utilizing modem or similar connections.

"On-Line  Redemption"  means any  redemption of shares issued by an Investment
Company,  which redemption is requested by computer-to computer  transmissions
over  the  Internet   (including  any  connected  or  associated  intranet  or
extranet) or utilizing modem or similar connections.

"On-Line  Transaction"  means any  Phone/Electronic  Transaction  requested by
computer-to-computer  transmissions over the Internet (including any connected
or   associated   intranet  or  extranet)   or  utilizing   modem  or  similar
connections.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP


                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 21


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009     JUNE 30, 2009 TO JUNE 30, 2010     /s/ CATHERINE DALTON
==============================================================================

Most property and casualty  insurers,  including ICI Mutual Insurance Company,
a Risk Retention Group ("ICI Mutual"),  are subject to the requirements of the
Terrorism  Risk  Insurance  Act of  2002,  as  amended  (the  "Act").  The Act
establishes  a Federal  insurance  backstop  under  which ICI Mutual and these
other  insurers  will be  partially  reimbursed  for future  "INSURED  LOSSES"
resulting from certified  "ACTS OF TERRORISM."  (Each of these BOLDED TERMS is
defined  by the  Act.)  The Act  also  places  certain  disclosure  and  other
obligations on ICI Mutual and these other insurers.

Pursuant  to the Act,  any  future  losses to ICI Mutual  caused by  certified
"ACTS  OF  TERRORISM"  will  be  partially  reimbursed  by the  United  States
government  under a formula  established by the Act.  Under this formula,  the
United  States  government  will  reimburse ICI Mutual for 90% of ICI Mutual's
"INSURED  LOSSES"  in excess of a  statutorily  established  deductible  until
total insured  losses of all  participating  insurers  reach $100 billion.  If
total  "insured  losses" of all  property  and  casualty  insurers  reach $100
billion during any applicable  period, the Act provides that the insurers will
not be liable  under  their  policies  for their  portions of such losses that
exceed such amount.  Amounts  otherwise payable under this bond may be reduced
as a result.

This  bond  has  no  express  exclusion  for  "ACTS  OF  TERRORISM."  However,
coverage under this bond remains subject to all applicable  terms,  conditions
and  limitations  of the bond  (including  exclusions)  that  are  permissible
under  the  Act.  The  portion  of the  premium  that is  attributable  to any
coverage  potentially  available under the bond for "ACTS OF TERRORISM" is one
percent (1%).



                         ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 22


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.
- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009       JUNE 30, 2009 TO JUNE 30, 2010   /s/ CATHERINE DALTON
==============================================================================

In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding anything to the contrary in Rider
1, Item 1 of the Declarations, Name of Insured, shall include the following
(each, herein referred to as a "Joint Venture"):

      Algebra Capital
      Templeton Capital Advisors, Ltd.
      Franklin Templeton Sealand Fund Management Company
      Franklin/Templeton Securities Investment (Sino Am) Inc.
      Franklin Templeton First Taiwan Securities Investment Trust Enterprise
      Lightning Asset Finance Ltd.
      Lightning Finance Company Limited
      China Life Franklin Asset Management Co., Limited
      JJF Equity Fund Management Co., Ltd.
      Vietcombank Fund Management

It is further understood and agreed that notwithstanding anything to the
contrary in this Bond (including, without limitation, Section 10):  (1) the
maximum liability of the Underwriter for any Single Loss sustained by any
Joint Venture shall be limited to that percentage of such Single Loss as is
equal to Franklin Resources, Inc.'s ownership percentage of such Joint
Venture ("Proportionate Loss"), and (2) the Proportionate Loss shall be
subject to the full applicable Deductible Amount set forth in Item 3 of the
Declarations.

It is further understood and agreed that notwithstanding anything to the
contrary above or elsewhere in this Bond (including, without limitation, Item
3 of the Declarations, Section 9, or Section 10), the maximum aggregate
liability of the Underwriter under this Bond with respect to any and all
losses sustained by any and all Joint Ventures shall be Twenty Million
Dollars ($20,000,000).

Except as above stated, nothing herein shall be held to alter, waive or
extend any of the terms of this Bond.[OBJECT OMITTED]



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 23


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.

- ------------------------------------------------------------------------------
EFFECTIVE DATE            BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009       JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that:

1. At the written  request of the named Insured,  any payment in  satisfaction
   of loss  covered by said bond  involving  money or other  Property in which
   the Pennsylvania  State Employees'  Retirement System has an interest shall
   be paid by an instrument  issued to that organization and the named Insured
   as joint loss payees, subject to the following conditions and limitation:

   A. The  attached  bond is for the  sole  use and  benefit  of the  named
      Insured as expressed herein.  The organization  named above shall not
      be considered  as an Insured  under the bond,  nor shall it otherwise
      have any rights or benefits under said bond.

   B. Notwithstanding  any  payment  made  under the terms of this rider or
      the  execution  of more than one of such  similar  rider,  the amount
      paid for any one loss  occurrence or otherwise in accordance with the
      terms of this bond shall not exceed  the limits of  liability  as set
      forth in the Declarations Page.

   C. Nothing  herein  is  intended  to alter  the  terms,  conditions  and
      limitations of the bond.

2. Should  this  bond  be  canceled,  reduced,  non-renewed  or  restrictively
   modified by the  Underwriter,  the Underwriter will endeavor to give thirty
   (30) days advance notice to the  organization  named above,  but failure to
   do  so  shall  not   impair  or  delay  the   effectiveness   of  any  such
   cancellation,  reduction,  non-renewal,  or restrictive  modification,  nor
   shall the Underwriter be held liable in any way.

3. Should this bond be canceled or reduced at the request of the Insured,  the
   Underwriter  will endeavor to notify the  organization  named above of such
   cancellation  or  reduction,  within 10 business days after receipt of such
   request,  but failure to do so shall not impair or delay the  effectiveness
   of such  cancellation  or  reduction,  nor  shall the  Underwriter  be held
   liable in any way.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.



                        ICI MUTUAL INSURANCE COMPANY,
                            A RISK RETENTION GROUP

                       INVESTMENT COMPANY BLANKET BOND

                                 RIDER NO. 24


- ------------------------------------------------------------------------------
INSURED                                                           BOND NUMBER
                                                                   87170109B
FRANKLIN RESOURCES, INC.

- ------------------------------------------------------------------------------
EFFECTIVE DATE             BOND PERIOD             AUTHORIZED REPRESENTATIVE

JUNE 30, 2009        JUNE 30, 2009 TO JUNE 30, 2010    /s/ CATHERINE DALTON
==============================================================================

In  consideration  of  the  premium  charged  for  this  Bond,  it  is  hereby
understood and agreed that:

      1. In the event  that a loss is  covered  under more than one bond
         issued to Franklin  Resources,  Inc. or any affiliates  thereof
         issued by ICI Mutual Insurance Company,  the total liability of
         ICI Mutual  Insurance  Company  under all  implicated  bonds in
         combination  shall not exceed the applicable Limit of Liability
         of the largest of the implicated  bonds.  In no event shall the
         applicable  Limits of Liability of each of the implicated bonds
         be added together or otherwise  combined to determine the total
         liability of ICI Mutual Insurance Company.

Except  as above  stated,  nothing  herein  shall be held to  alter,  waive or
extend any of the terms of this Bond.[OBJECT OMITTED]







                            CERTIFICATE OF SECRETARY

                    Franklin California Tax-Free Income Fund
                       Franklin California Tax-Free Trust
                            Franklin Custodian Funds
                      Franklin Federal Tax-Free Income Fund
                       Franklin Floating Rate Master Trust
                              Franklin Global Trust
                     Franklin Gold and Precious Metals Fund
                           Franklin High Income Trust
                       Franklin Investors Securities Trust
                             Franklin Managed Trust
                               Franklin Money Fund
                       Franklin Municipal Securities Trust
                          Franklin Mutual Recovery Fund
                          Franklin Mutual Series Funds
                     Franklin New York Tax-Free Income Fund
                        Franklin New York Tax-Free Trust
                      Franklin Real Estate Securities Trust
                      Franklin Strategic Mortgage Portfolio
                            Franklin Strategic Series
                         Franklin Tax-Exempt Money Fund
                             Franklin Tax-Free Trust
                    Franklin Templeton Fund Allocator Series
                         Franklin Templeton Global Trust
                     Franklin Templeton International Trust
                Franklin Templeton Limited Duration Income Trust
                       Franklin Templeton Money Fund Trust
                 Franklin Templeton Variable Insurance Products
                                      Trust
                            Franklin Universal Trust
                         Franklin Value Investors Trust
                          Institutional Fiduciary Trust
                           The Money Market Portfolios

I, Karen S. Skidmore, Vice President and Secretary or Assistant Secretary of the
above referenced investment companies (each, together with its respective
series, a "Fund" or "Funds") hereby certify that the following is a true and
correct copy of resolutions duly adopted by the Board of Trustees of each Fund,
including a majority of the Trustees who are not "interested persons" of the
Funds, as such term is defined in the Investment Company Act of 1940, at a
meeting of Trustees of the Funds held on May 19, 2009 and further certify that
said resolutions are in full force and effect in all respects:

      RESOLVED, that after consideration of the value of the aggregate assets of
      the Funds to which any covered person (as defined in Rule 17g-1) may have
      access, the type and terms of the arrangements made for the custody and
      safekeeping of such assets and the nature of the securities in the Funds'
      portfolios, among other factors, the proposed joint fidelity bond coverage
      for the Franklin Templeton Group of Funds and Franklin Templeton non-SEC
      registered funds be continued with ICI Mutual, subject to a reduction in
      the amount of the joint fidelity bond coverage to $90,000,000 under
      arrangements providing for a specifically allocated priority
      layer of $65,000,000 coverage for the Funds and other members of the SEC
      registered Franklin Templeton Group of Funds, and subject to ongoing
      review; and

      FURTHER RESOLVED, that the proposal to revise the calculation method for
      determining the aggregate fidelity bond limit from the "per series" method
      to the "per registrant" method be, and it hereby is, approved; and

      FURTHER RESOLVED, in accordance with the provisions of subparagraph
      (e) of Rule 17g-1 under the 1940 Act, and after consideration of the
      number of other parties named as insureds, the nature of the business
      activities of such other parties, the amount of the joint insured bond,
      the amount of the premium for such bond, the ratable allocation of the
      premium among all parties named as insureds and the extent to which the
      share of the premium allocated to each Fund is less than the premium such
      Fund would have had to pay if it had provided and maintained a single
      insured bond, among other factors, the portion of the premium for said
      bond to be paid by each Fund be, and it hereby is, approved as to amount
      and shall be the portion of the allocable premiums paid by all covered
      investment companies constituting the Franklin Templeton Group of
      Funds equal to the percentage that the Fund's assets represent in respect
      to the assets of all of such covered investment companies in the
      aggregate; and

      FURTHER RESOLVED, that the existing Amended and Restated Allocation
      Agreement between the Funds and the other covered persons under the bond
      relating to the sharing of premiums and division of insurance proceeds in
      the event of a joint fidelity loss, as required by subparagraph (f) of
      Rule 17g-1, and reflecting the provisions of said bond, is hereby approved
      and continued; and

      FURTHER RESOLVED, that any appropriate officer of the Funds be, and he or
      she hereby is, authorized, empowered and directed to make such filings
      with the SEC as may be required from time to time pursuant to Rules under
      the 1940 Act.


/s/   Karen L. Skidmore
      Vice   President  and
      Secretary or
      Assistant Secretary

Dated: SEPTEMBER 22, 2009









                      CERTIFICATE OF ASSISTANT SECRETARY OF

                           TEMPLETON CHINA WORLD FUND
                       TEMPLETON DEVELOPING MARKETS TRUST
                           TEMPLETON DRAGON FUND, INC.
                         TEMPLETON EMERGING MARKETS FUND
                     TEMPLETON EMERGING MARKETS INCOME FUND
                                 TEMPLETON FUNDS
                          TEMPLETON GLOBAL INCOME FUND
                        TEMPLETON GLOBAL INVESTMENT TRUST
                      TEMPLETON GLOBAL OPPORTUNITIES TRUST
                     TEMPLETON GLOBAL SMALLER COMPANIES FUND
                           TEMPLETON GROWTH FUND, INC.
                             TEMPLETON INCOME TRUST
                          TEMPLETON INSTITUTIONAL FUNDS
                  TEMPLETON RUSSIA AND EAST EUROPEAN FUND, INC.


      I, Lori A. Weber, Assistant Secretary of the above referenced investment
companies (each, together with its respective series, a "Fund" or "Funds"),
hereby certify that the following is a true and correct copy of resolutions duly
adopted by the Board of Directors/Trustees of each Fund, including a majority of
the Directors/Trustees who are not "interested persons" of the Fund, as such
term is defined in the Investment Company Act of 1940 (the "1940 Act"), at the
regular meetings of Directors/Trustees of the Funds held on May 19, 2009, and
further certify that said resolutions are in full force and effect in all
respects,[ subject to final approval by the Board of Directors/Trustees of the
minutes of such meetings]:


      RESOLVED, that after consideration of the value of the aggregate assets of
      the Funds to which any covered person (as defined in Rule 17g-1) may have
      access, the type and terms of the arrangements made for the custody and
      safekeeping of such assets and the nature of the securities in the Funds'
      portfolios, among other factors, the proposed joint fidelity bond coverage
      for the Franklin Templeton Group of Funds and Franklin Templeton non-SEC
      registered funds be continued with ICI Mutual, subject to a reduction in
      the amount of the joint fidelity bond coverage to $90,000,000 under
      arrangements providing for a specifically allocated priority layer of
      $65,000,000 coverage for the Funds and other members of the SEC registered
      Franklin Templeton Group of Funds, and subject to ongoing review; and

      FURTHER RESOLVED, that the proposal to revise the calculation method for
      determining the aggregate fidelity bond limit from the "per series" method
      to the "per registrant" method be, and it hereby is, approved; and

      FURTHER RESOLVED, in accordance with the provisions of subparagraph (e) of
      Rule 17g-1 under the 1940 Act, and after consideration of the number of
      other parties named as insureds, the nature of the business activities of
      such other parties, the amount of the joint insured bond, the amount of
      the premium for such bond, the ratable allocation of the premium among all
      parties named as insureds and the extent to which the share of the premium
      allocated to each Fund is less than the premium such Fund would have had
      to pay if it had provided and maintained a single insured bond, among
      other factors, the portion of the premium for said bond to be paid by each
      Fund be, and it hereby is, approved as to amount and shall be the portion
      of the allocable premiums paid by all covered investment companies
      constituting the Franklin Templeton Group of Funds equal to the percentage
      that the Fund's assets represent in respect to the assets of all of such
      covered investment companies in the aggregate; and

      FURTHER RESOLVED, that the existing Amended and Restated Allocation
      Agreement between the Funds and the other covered persons under the bond
      relating to the sharing of premiums and division of insurance proceeds in
      the event of a joint fidelity loss, as required by subparagraph (f) of
      Rule 17g-1, and reflecting the provisions of said bond, is hereby approved
      and continued; and

      FURTHER RESOLVED, that any appropriate officer of the Funds be, and he or
      she hereby is, authorized, empowered and directed to make such filings
      with the SEC as may be required from time to time pursuant to Rules under
      the 1940 Act.







                               /s/ Robert C. Rosselot
                               Vice President and Secretary

DATED: August 1, 2009







FRANKLIN TEMPLETON SEC REGISTERED FUNDS
                        AS OF JUNE 30, 2009
- -------------------------------------------------------------------------
 TIS#                      FUND NAME                       BOND
                                                          PREMIUM
                                                        6/30/09-6/30/10
- -------------------------------------------------------------------------

                        TEMPLETON FUNDS
  31                 Templeton World Fund                     6,793
  37                Templeton Foreign Fund                    6,687


                    TEMPLETON INCOME TRUST
  97              Templeton Global Bond Fund                 15,097
 12052         Templeton International Bond Fund                 23
 12801        Templeton Global Total Return Fund                 31


                 TEMPLETON INSTITUTIONAL FUNDS
  243           Templeton Foreign Equity Series               5,333
  540          Templeton Emerging Markets Series              1,723
 4562     Templeton Foreign Smaller Companies Series             83
 12332          Templeton Global Equity Series                  149


                 FRANKLIN MUTUAL SERIES FUNDS
  431                 Mutual Beacon Fund                      4,287
  432            Mutual Global Discovery Fund                13,909
  433                Mutual European Fund                     1,780
  434                  Mutual Quest Fund                      4,787
  435                 Mutual Shares Fund                     13,995
  666           Mutual Financial Services Fund                  477
 13328             Mutual International Fund                      4


           FRANKLIN TEMPLETON FUND ALLOCATOR SERIES
  723   Franklin Templeton Perspectives Allocation Fund         199
 4389   Franklin Templeton 2015 Retirement Target Fund           19
 4390   Franklin Templeton 2025 Retirement Target Fund           20
 4391   Franklin Templeton 2035 Retirement Target Fund           11
 4392   Franklin Templeton 2045 Retirement Target Fund            7
 4467    Franklin Templeton Corefolio Allocation Fund           419
         Franklin Templeton Founding Funds Allocation
 4468                        Fund                             7,690
 4484     Franklin Templeton Conservative Target Fund           604
 4485       Franklin Templeton Moderate Target Fund             898
 4486        Franklin Templeton Growth Target Fund              532


                 INSTITUTIONAL FIDUCIARY TRUST
 4149             Franklin Cash Reserves Fund                   156
 4340               Money Market Portfolio                    5,640


                FRANKLIN VALUE INVESTORS TRUST
 4150       Franklin Balance Sheet Investment Fund            2,315
 4189            Franklin Microcap Value Fund                   298
 4282            Franklin Small Cap Value Fund                1,024
 4297              Franklin Midcap Value Fund                    50
 4480            Franklin Large Cap Value Fund                  120
 11579            Franklin All Cap Value Fund                    12


               TEMPLETON GLOBAL INVESTMENT TRUST
 4290                Templeton Income Fund                    1,030
 4398      Templeton Emerging Markets Small Cap Fund            103
 4494                 Templeton BRIC Fund                       639
 12772          Templeton Frontier Markets Fund                  12



                   FRANKLIN STRATEGIC SERIES
 4180            Franklin Flex Cap Growth Fund                2,495
 4194           Franklin Strategic Income Fund                4,194
 4198          Franklin Small-Mid Cap Growth Fund             3,339
 4402        Franklin Biotechnology Discovery Fund              307
 4403           Franklin Natural Resources Fund                 630
 4462         Franklin Growth Opportunities Fund                339
 4465           Franklin Small Cap Growth Fund                  277
 12053         Franklin Focused Core Equity Fund                  7



                   FRANKLIN CUSTODIAN FUNDS
 4306                Franklin Growth Fund                     2,782
 4307               Franklin Utilities Fund                   2,013
 4308               Franklin Dynatech Fund                      568
 4309                Franklin Income Fund                    43,663
 4110      Franklin U.S. Government Securities Fund           8,922



                     FRANKLIN GLOBAL TRUST
            Franklin Templeton Emerging Market Debt
 4493                 Opportunities Fund                        112
 4496          Franklin Global Real Estate Fund                  52
 4643    Franklin International Small Cap Growth Fund            22
 5567           Franklin Large Cap Equity Fund                   50
 12517         Franklin International Growth Fund                 7


                    FRANKLIN TAX-FREE TRUST
 4318     Franklin Massachusetts Tax-Free Income Fund           552
 4319       Franklin Michigan Tax-Free Income Fund            1,604
 4320       Franklin Minnesota Tax-Free Income Fund             853
 4321        Franklin Insured Tax-Free Income Fund            2,315
 4322         Franklin Ohio Tax-Free Income Fund              1,532
 4323        Franklin Double Tax-Free Income Fund               555
 4726        Franklin Arizona Tax-Free Income Fund            1,106
 4327       Franklin Colorado Tax-Free Income Fund              620
 4328        Franklin Georgia Tax-Free Income Fund              432
 4329     Franklin Pennsylvania Tax-Free Income Fund          1,103
 4330      Franklin High Yield Tax-Free Income Fund           6,144
 4354     Franklin Federal Limited-Term Tax-Free Fund           232
 4360       Franklin Missouri Tax-Free Income Fund              887
 4361        Franklin Oregon Tax-Free Income Fund             1,030
 4363       Franklin Virginia Tax-Free Income Fund              702
 4364        Franklin Alabama Tax-Free Income Fund              287
 4365        Franklin Florida Tax-Free Income Fund            1,355
 4366      Franklin Connecticut Tax-Free Income Fund            455
 4368       Franklin Louisiana Tax-Free Income Fund             350
 4369       Franklin Maryland Tax-Free Income Fund              598
 4370    Franklin North Carolina Tax-Free Income Fund         1,020
 4371      Franklin New Jersey Tax-Free Income Fund           1,454
 4172       Franklin Kentucky Tax-Free Income Fund              179
          Franklin Federal Intermediate-Term Tax-Free
 4174                     Income Fund                         1,238


              FRANKLIN CALIFORNIA TAX-FREE TRUST
          Franklin California Insured Tax-Free Income
 4324                        Fund                             2,108
 4325      Franklin California Tax-Exempt Money Fund            603
        Franklin California Intermediate-Term Tax-Free
 4152                     Income Fund                           607


               FRANKLIN NEW YORK TAX-FREE TRUST
 4331       Franklin New York Tax-Exempt Money Fund              69
         Franklin New York Intermediate-Term Tax-Free
 4153                     Income Fund                           421
 4181   Franklin New York Insured Tax-Free Income Fund          528


              FRANKLIN INVESTORS SECURITIES TRUST
           Franklin Limited Maturity U.S. Government
 4336                   Securities Fund                         412
 4337        Franklin Convertible Securities Fund               689
        Franklin Adjustable U.S. Government Securities
 4338                        Fund                             1,534
 4339             Franklin Equity Income Fund                   601
 4460              Franklin Total Return Fund                 1,923
 4489      Franklin Floating Rate Daily Access Fund           1,333
 4586               Franklin Balanced Fund                       84
 4990              Franklin Real Return Fund                    370
 4991       Franklin Low Duration Total Return Fund             114



            FRANKLIN TEMPLETON INTERNATIONAL TRUST
 4191      Templeton Foreign Smaller Companies Fund             157
 2800          Templeton Global Long-Short Fund                  64
 12054            Franklin India Growth Fund                     57



              FRANKLIN MUNICIPAL SECURITIES TRUST
         Franklin California High Yield Municipal Bond
 4175                        Fund                             1,271
 4220       Franklin Tennessee Municipal Bond Fund              240



        FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS
                             TRUST
  155       Templeton Global Asset Allocation Fund               87
  381    Templeton Developing Markets Securities Fund           779
  523          Templeton Foreign Securities Fund              2,458
 4410      Franklin Flex Cap Growth Securities Fund             362
 4411      Franklin Large Cap Value Securities Fund              35
 4822     Franklin Growth And Income Securities Fund            299
 4824     Franklin Global Real Estate Securities Fund           334
 4826        Franklin High Income Securities Fund               218
 4827        Templeton Global Bond Securities Fund            1,418
 4829           Franklin Income Securities Fund               6,438
 4830            Franklin U.S. Government Fund                  705
 4834          Franklin Zero Coupon Fund - 2010                 140
 4836      Franklin Rising Dividends Securities Fund          1,414
 4840           Templeton Growth Securities Fund              2,578
 4842    Franklin Small-Mid Cap Growth Securities Fund          793
 4843      Franklin Large Cap Growth Securities Fund            408
 4845       Mutual Global Discovery Securities Fund           1,375
 4846            Mutual Shares Securities Fund                4,118
 4848      Franklin Small Cap Value Securities Fund             900
 4884      Franklin Strategic Income Securities Fund          1,271
             Franklin Templeton VIP Founding Funds
 11536                  Allocation Fund                       1,031
 13449        Mutual International Securities Fund                2





        INDIVIDUAL FUNDS THAT ARE NOT PART OF A MULTI
                         SERIES TRUST



  30        Templeton Global Smaller Companies Fund             956
  105              Templeton Growth Fund Inc                 20,880
  111           Templeton Emerging Markets Fund                 326
  146            Templeton Global Income Fund                 1,183
  201        Templeton Global Opportunities Trust               800
  337    Templeton Russia and East European Fund, Inc            84
  505         Templeton Developing Markets Trust              3,071
  555       Templeton Emerging Markets Income Fund              639
  581             Templeton Dragon Fund, Inc                  1,241
 4002              Franklin Universal Trust                     143
        Franklin Floating Rate Master Trust - Franklin
 4021             Floating Rate Master Series                   335
 4157        Franklin Strategic Mortgage Portfolio              108
 4184           Franklin Money Market Portfolio               8,976
            Franklin Real Estate Securities Trust -
 4192        Franklin Real Estate Securities Fund               180
          Franklin Templeton Global Trust - Franklin
 4212            Templeton Hard Currency Fund                   468
 4301       Franklin Gold And Precious Metals Fund            1,802
          Franklin High Income Trust - Franklin High
 4305                     Income Fund                         2,635
 4311                 Franklin Money Fund                     2,691
 4312      Franklin California Tax-Free Income Fund          13,910
 4314           Franklin Tax-Exempt Money Fund                  168
 4315       Franklin New York Tax-Free Income Fund            5,915
 4316        Franklin Federal Tax-Free Income Fund            9,818
 4358    Franklin Managed Trust Rising Dividends Fund         1,783
 4447            Franklin Mutual Recovery Fund                  185
          Franklin Templeton Limited Duration Income
 4472                      Trust MKT                            331
 4473             Templeton China World Fund                    939
 4511         Franklin Templeton Money Fund Trust               485










 FRANKLIN TEMPLETON SEC REGISTERED FUNDS
                                    AS OF JUNE 30, 2009
- ------------------------------------------------------------------------------------------------
                                                                    

                                                                   TRUST TOTAL
                                                       FUND AUM       AUM
                                                         (IN $       (IN $      17G-1 REQUIRED
 TIS#                     FUND NAME                    MILLIONS)    MILLIONS)     BOND LIMIT
- ------------------------------------------------------------------------------------------------



  31                  Templeton World Fund                5,303.8

  37                 Templeton Foreign Fund               5,220.5

                               TEMPLETON FUNDS (2)                  10,524.3       2,500,000



  97               Templeton Global Bond Fund            14,330.3

 12052         Templeton International Bond Fund             21.7

 12801         Templeton Global Total Return Fund            29.1

                          TEMPLETON INCOME TRUST (3)                14,381.1       2,500,000



  243                 Foreign Equity Series               5,061.6

  540               Emerging Markets Series               1,344.9

 4562           Foreign Smaller Companies Series             78.4

 12332                Global Equity Series                  141.7

                  TEMPLETON INSTITUTIONAL FUNDS INC. (4)             6,626.6       2,500,000



  431                  Mutual Beacon Fund                 4,069.4

  432             Mutual Global Discovery Fund           13,202.4

  433                 Mutual European Fund                1,689.7

  434                  Mutual Quest Fund                  4,544.0

  435                  Mutual Shares Fund                13,283.7

  666            Mutual Financial Services Fund             452.8

 13328             Mutual International Fund                  4.0

                        FRANKLIN MUTUAL SERIES FUNDS (7)            37,246.0       2,500,000



  723    Franklin Templeton Perspectives Allocation Fund      0.4

 4389    Franklin Templeton 2015 Retirement Target Fund       1.3

 4390    Franklin Templeton 2025 Retirement Target Fund       1.0

 4391    Franklin Templeton 2035 Retirement Target Fund      (0.0)

 4392    Franklin Templeton 2045 Retirement Target Fund      (0.0)

 4467     Franklin Templeton Corefolio Allocation Fund       (1.3)

          Franklin Templeton Founding Funds Allocation
 4468                         Fund                         (141.0)

 4484     Franklin Templeton Conservative Target Fund       112.2

 4485       Franklin Templeton Moderate Target Fund          82.0

 4486        Franklin Templeton Growth Target Fund           26.6

           FRANKLIN TEMPLETON FUND ALLOCATOR SERIES (10)           81.1             450,000



 4149              Franklin Cash Reserves Fund              147.7

 4340                Money Market Portfolio               1,287.0

                       INSTITUTIONAL FIDUCIARY TRUST (2)           1,434.6        1,250,000



 4150        Franklin Balance Sheet Investment Fund       2,197.1

 4189             Franklin Microcap Value Fund              282.5

 4282            Franklin Small Cap Value Fund              972.2

 4297              Franklin Midcap Value Fund                47.5

 4480             Franklin Large Cap Value Fund             114.2

 11579            Franklin All Cap Value Fund                11.5

                      FRANKLIN VALUE INVESTORS TRUST (6)           3,625.0        2,300,000



 4290                Templeton Income Fund                  803.9

 4398      Templeton Emerging Markets Small Cap Fund         80.3

 4494                 Templeton BRIC Fund                   498.8

 12772          Templeton Frontier Markets Fund               9.7

                   TEMPLETON GLOBAL INVESTMENT TRUST (4)           1,392.8        1,250,000




 4180             Franklin Flex Cap Growth Fund           2,367.9

 4194            Franklin Strategic Income Fund           3,476.7

 4198          Franklin Small-Mid Cap Growth Fund         3,168.9

 4402         Franklin Biotechnology Discovery Fund         291.2

 4403           Franklin Natural Resources Fund             598.4

 4462          Franklin Growth Opportunities Fund           322.1

 4465            Franklin Small Cap Growth Fund             262.8

 12053         Franklin Focused Core Equity Fund              6.2

                           FRANKLIN STRATEGIC SERIES (8)           10,494.1       2,500,000




 4306                 Franklin Growth Fund                2,640.6

 4307               Franklin Utilities Fund               1,910.4

 4308                Franklin Dynatech Fund                 539.2

 4309                 Franklin Income Fund               41,444.8

 4110       Franklin U.S. Government Securities Fund      8,468.5

                            FRANKLIN CUSTODIAN FUNDS (5)           55,003.5       2,500,000



             Franklin Templeton Emerging Market Debt
 4493                   Opportunity Fund                     87.5

 4496           Franklin Global Real Estate Fund             49.6

 4643     Franklin International Small Cap Growth Fund       20.8

 5567            Franklin Large Cap Equity Fund              47.7

 12517         Franklin International Growth Fund             6.7

                               FRANKLIN GLOBAL TRUST (5)           212.3            600,000




 4318     Franklin Massachusetts Tax-Free Income Fund       523.5

 4319        Franklin Michigan Tax-Free Income Fund       1,522.3

 4320       Franklin Minnesota Tax-Free Income Fund         809.3

 4321        Franklin Insured Tax-Free Income Fund        2,197.6

 4322          Franklin Ohio Tax-Free Income Fund         1,454.3

 4323         Franklin Double Tax-Free Income Fund          526.9

 4726        Franklin Arizona Tax-Free Income Fund        1,050.1

 4327        Franklin Colorado Tax-Free Income Fund         588.7

 4328        Franklin Georgia Tax-Free Income Fund          410.3

 4329      Franklin Pennsylvania Tax-Free Income Fund     1,046.5

 4330       Franklin High Yield Tax-Free Income Fund      5,832.0

 4354     Franklin Federal Limited-Term Tax-Free Fund       220.7

 4360        Franklin Missouri Tax-Free Income Fund         842.1

 4361         Franklin Oregon Tax-Free Income Fund          977.6

 4363        Franklin Virginia Tax-Free Income Fund         666.8

 4364        Franklin Alabama Tax-Free Income Fund          272.8

 4365        Franklin Florida Tax-Free Income Fund        1,285.9

 4366      Franklin Connecticut Tax-Free Income Fund        432.3

 4368       Franklin Louisiana Tax-Free Income Fund         332.2

 4369        Franklin Maryland Tax-Free Income Fund         567.5

 4370     Franklin North Carolina Tax-Free Income Fund      968.1

 4371       Franklin New Jersey Tax-Free Income Fund      1,379.9

 4172        Franklin Kentucky Tax-Free Income Fund         169.6

          Franklin Federal Intermediate-Term Tax-Free
 4174                     Income Fund                     1,175.1

                            FRANKLIN TAX-FREE TRUST (24)           25,251.8       2,500,000




 4324   Franklin California Insured Tax-Free Income Fund  2,001.1

 4325      Franklin California Tax-Exempt Money Fund        572.2

         Franklin California Intermediate-Term Tax-Free
 4152                     Income Fund                       576.3

                  FRANKLIN CALIFORNIA TAX-FREE TRUST (3)           3,149.7        2,100,000




 4331       Franklin New York Tax-Exempt Money Fund          65.4

          Franklin New York Intermediate-Term Tax-Free
 4153                     Income Fund                       399.4

 4181    Franklin New York Insured Tax-Free Income Fund     500.9

                    FRANKLIN NEW YORK TAX-FREE TRUST (3)           965.7          1,000,000


            Franklin Limited Maturity US Government
 4336                   Securities Fund                     399.8

 4337         Franklin Convertible Securities Fund          653.7

         Franklin Adjustable U.S. Government Securities
 4338                         Fund                        1,456.2

 4339             Franklin Equity Income Fund               570.3

 4460              Franklin Total Return Fund             1,825.3

 4489       Franklin Floating Rate Daily Access Fund      1,264.8

 4586                Franklin Balanced Fund                  79.5

 4990              Franklin Real Return Fund                350.8

 4991       Franklin Low Duration Total Return Fund         108.1

                 FRANKLIN INVESTORS SECURITIES TRUST (9)           6,708.5        2,500,000



 4191       Templeton Foreign Smaller Companies Fund        122.4

 2800           Templeton Global Long-Short Fund             61.0

 12054             Franklin India Growth Fund                54.2

              FRANKLIN TEMPLETON INTERNATIONAL TRUST (3)           237.6            600,000



         Franklin California High Yield Municipal Bond
 4175                         Fund                        1,206.9

 4220        Franklin Tennessee Municipal Bond Fund         227.5

                 FRANKLIN MUNICIPAL SECURITIES TRUST (2)           1,434.4        1,250,000





  155        Templeton Global Asset Allocation Fund          82.7

  381     Templeton Developing Markets Securities Fund      607.9

  523           Templeton Foreign Securities Fund         2,332.9

 4410       Franklin Flex Cap Growth Securities Fund        343.2

 4411       Franklin Large Cap Value Securities Fund         33.2

 4822      Franklin Growth and Income Securities Fund       284.0

 4824     Franklin Global Real Estate Securities Fund       317.2

 4826         Franklin High Income Securities Fund          206.9

 4827        Templeton Global Bond Securities Fund        1,345.8

 4829           Franklin Income Securities Fund           6,124.6

 4830            Franklin U.S. Government Fund              668.9

 4834           Franklin Zero Coupon Fund - 2010            132.9

 4836      Franklin Rising Dividends Securities Fund      1,342.1

 4840           Templeton Growth Securities Fund          2,012.9

 4842    Franklin Small-Mid Cap Growth Securities Fund      752.9

 4843      Franklin Large Cap Growth Securities Fund        387.7

 4845        Mutual Global Discovery Securities Fund      1,305.3

 4846             Mutual Shares Securities Fund           3,909.2

 4848       Franklin Small Cap Value Securities Fund        854.0

 4884      Franklin Strategic Income Securities Fund      1,206.0

             Franklin Templeton VIP Founding Funds
 11536                  Allocation Fund                      13.1

 13449        Mutual International Securities Fund            2.0

          FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS
                                              TRUST (22)           24,265.6       2,500,000






         INDIVIDUAL FUNDS THAT ARE NOT PART OF A MULTI
                          SERIES TRUST




  30        Templeton Global Smaller Companies Fund         746.7     746.7          900,000

  105              Templeton Growth Fund Inc             16,301.9  16,301.9        2,500,000

  111           Templeton Emerging Markets Fund             254.2     254.2          750,000

  146             Templeton Global Income Fund            1,122.8   1,122.8        1,250,000

  201         Templeton Global Opportunities Trust          759.7     759.7        1,000,000

  337     Templeton Russia and East European Fund, Inc       65.2      65.2          400,000

  505          Templeton Developing Markets Trust         2,397.8   2,397.8        1,700,000

  555        Templeton Emerging Markets Income Fund         606.1     606.1          900,000

  581              Templeton Dragon Fund, Inc               969.0     969.0        1,000,000

 4002               Franklin Universal Trust                178.2     178.2          600,000

                 Franklin Floating Rate Master Trust -
 4021             Franklin Floating Rate Master Series        0.1       0.1           75,000

 4157        Franklin Strategic Mortgage Portfolio          102.2     102.2          525,000

 4184              The Money Market Portfolio                (2.3)     (2.3)               0

            Franklin Real Estate Securities Trust -
 4192         Franklin Real Estate Securities Fund          170.7     170.7          600,000

           Franklin Templeton Global Trust - Franklin
 4212             Templeton Hard Currency Fund              444.3     444.3          750,000

 4301        Franklin Gold And Precious Metals Fund       1,710.4   1,710.4        1,500,000

           Franklin High Income Trust - Franklin High
 4305                     Income Fund                     2,501.5   2,501.5        1,900,000

 4311                 Franklin Money Fund                 2,554.3   2,554.3        1,900,000

 4312       Franklin California Tax-Free Income Fund     13,203.7  13,203.7        2,500,000

 4314            Franklin Tax-Exempt Money Fund             159.9     159.9          600,000

 4315        Franklin New York Tax-Free Income Fund       5,614.3   5,614.3        2,500,000

 4316        Franklin Federal Tax-Free Income Fund        9,318.8   9,318.8        2,500,000

            Franklin Managed Trust - Franklin Rising
 4358                    Dividends Fund                   1,692.1   1,692.1        1,500,000

 4447            Franklin Mutual Recovery Fund              175.6     175.6          600,000
           Franklin Templeton Limited Duration Income
 4472                        Trust                          503.9     503.9          900,000

 4473              Templeton China World Fund               733.4     733.4          900,000

 4511         Franklin Templeton Money Fund Trust           460.2     460.2          750,000


                             TOTALS                     265,779.7 265,779.7     64,300,000.0

        AS OF JUNE 30, 2009 A BOND LIMIT OF $65 MILLION IS RESERVED FOR THE SEC FUNDS









                   AMENDED AND RESTATED ALLOCATION AGREEMENT

This Amended and Restated Allocation Agreement ("Agreement") is made as of the
1st day of October, 2009, by and among the funds listed on Schedule A of this
Agreement (hereafter collectively referred to as the "Funds") and the non-funds
described on Schedule B of this Agreement (hereafter collectively referred to as
the "Non-Funds"). The Funds and Non-Funds are hereafter collectively referred to
as the "Insured."

This Agreement is entered into under the following circumstances:

A.    Section 17(g) of the Investment Company Act of 1940 (the "Act")
      provides that the Securities and Exchange Commission ("SEC") is authorized
      to require that the officers and employees of registered management
      investment companies be bonded against larceny and embezzlement, and the
      SEC has promulgated rules and regulations dealing with this subject ("Rule
      17g-1");


B.    The Funds and the Non-Funds are named as joint insureds under the
      terms of certain bonds or policies of insurance which insure against
      larceny and embezzlement of officers and employees (the "Fidelity Bonds");


C.    A majority of those members of the Board of Directors/Trustees of each
      of the Funds, who are not "interested persons" as defined by Section
      2(a)(19) of the Act, have given due consideration to all factors
      relevant to the form, amount and apportionment of premiums and
      recoveries on the Fidelity Bonds and each such Board of
      Directors/Trustees of each Fund has approved the term and amount of the
      Fidelity Bonds, the portion of the premiums payable by that party, and
      the manner in which recovery of said Fidelity Bonds, if any, shall be
      shared by and among the parties hereto as hereinafter set forth; and


D.    The Insureds now desire to enter into the agreement required by Rule
      17g-1(f) to establish the manner in which payment of premiums and recovery
      on said Fidelity Bonds, if any, shall be shared.



NOW, THEREFORE, IT IS HEREBY AGREED by and among the parties hereto as follows:

1.    PAYMENT OF PREMIUMS

The premium shall be allocated between the Insured in accordance with the
requirements of Rule 17g-1(e). The portion of the premium which is allocated to
the Funds shall be divided among the Funds as follows: each Fund shall pay that
percentage of each premium when due under the Fidelity Bonds which is derived by
a fraction, (i) the denominator of which is the total assets of all of the Funds
combined at the time any premium is due; and (ii) the numerator of which is the
total assets of each of the Funds individually at the time any premium is due.

2.    ALLOCATION OF RECOVERIES

      (a)  If more than one of the parties hereto is damaged in a single loss
           for which recovery is received under the Fidelity Bonds, each such
           party shall receive that portion of the recovery which represents the
           loss sustained by that party, unless the recovery is inadequate fully
           to indemnify each such party sustaining a loss.


      (b)  If the recovery is inadequate fully to indemnify each such party
           hereto sustaining a loss, the recovery shall be allocated among such
           parties in the following order:

(i)             Each Insured sustaining a loss shall be allocated an amount
                equal to the lesser of its actual loss or an amount in the
                proportion that each such Insured's last payment of premium
                bears to the sum of the last such premium payments of all such
                Insureds, except that if this allocation would result in any
                Fund, including those Fund(s) created during the policy term
                that have paid no premium as provided for in paragraph 4 of
                this Agreement, receiving less than the minimum amount of
                recovery under the Fidelity Bonds which would be required to be
                maintained by such party under a single insured fidelity bond
                in accordance with the provision of Rule 17g-1(d)(1)
                (determined as of the time of the loss) (the "Single Insured
                Minimum"), then first from the share allocated to the non-Funds,
                sufficient monies shall be re-allocated to the Funds to bring
                the share of each Fund up to the Single Insured Minimum
                (determined as of the time of the loss).

                The basis of each reallocation from each of the non-Funds
                sustaining a loss to Funds sustaining a loss shall be the
                proportion that each such non-Fund's last payment of premium
                bears to the sum of the last such premium payments of all such
                non-Funds.

                To the extent this reallocation from non-Funds to Funds is still
                insufficient to bring the share of each Fund sustaining a loss
                up to the Single Insured Minimum (determined as of the time of
                the loss), then second, from the share allocated to Funds
                sustaining a loss whose allocation exceeds the Single Insured
                Minimum amount for the Fund, sufficient monies will be
                reallocated, to the extent possible, to the other Funds
                sustaining a loss to bring the share of each Fund sustaining a
                loss up to the Single Insured Minimum (determined as of the time
                of loss).

                The basis of such reallocation from Funds sustaining a loss to
                other Funds sustaining a loss shall be the proportion that each
                such Fund's last payment of premium bears to the last such
                premium payments of all such Funds.

(ii)            The remaining portion of the proceeds shall be allocated to each
                party sustaining a loss not fully covered by the allocation
                under subparagraph (i) in the proportion that each such party's
                last payment of premium bears to the sum of the last such
                premium payment of all such parties. If such allocation would
                result in any party sustaining a loss receiving a portion of the
                recovery in excess of the loss actually sustained by such party,
                the aggregate of each excess portion shall be allocated among
                the other parties whose losses would not be fully indemnified in
                the same proportion that each such party's last payment of
                premium bears to the sum of the last such premium payments of
                all parties entitled to receive a share of the excess. Any
                allocation in excess of a loss actually sustained by any such
                party shall be reallocated in the same manner.

3.    OBLIGATION TO MAINTAIN MINIMUM COVERAGE

Each of the Funds represents and warrants to each of the other parties hereto
that it has determined the amount of its Single Insured Minimum as of the date
hereof and that such Single Insured Minimum is included in the coverage of the
Fidelity Bonds. Each of the Funds agrees that it will determine, no less often
than at the end of each calendar quarter, the Single Insured Minimum which would
be required of it if a determination with respect to the adequacy of the
coverage were then currently being made. In the event that the total amount of
the minimum coverages thus determined exceeds the total amount of coverage of
then effective Fidelity Bonds, management of each of the Funds will be notified
and will determine whether it is necessary or appropriate to increase the total
amount of coverage of the Fidelity Bonds to an amount not less than the total
amount of such minimums, or to secure such excess coverage for one or more of
the parties hereto, which, when added to the total coverage of the Fidelity
Bonds, will equal an amount not less than the total amount of such minimums.
Each Fund agrees to pay its fair (taking into account all of the then existing
circumstances) portion of the new or additional premium; provided that in the
event that a Fund elects to terminate this Agreement (as to itself as a party
hereto pursuant to paragraph 5) and its participation in the joint-insured
Fidelity Bonds on or prior to the effective date of the new or additional
premium, such party shall not pay any portion of the new or additional premium.

4.    NEWLY CREATED FUNDS OR NON-FUNDS

The parties hereto agree that during the policy term any newly created Fund(s)
or non-Fund(s) can be added as joint Insured on the Fidelity Bonds and can be
added as parties to this Agreement, as then currently amended or restated, in
the case of this Agreement, by attaching a revised Schedule A and/or Schedule B,
as applicable, to this Agreement that reflects the addition of such newly
created Fund(s) or non-Fund(s); provided that such revised Schedule A and/or
Schedule B is signed by the proper officers of the Insured that are authorized
to execute this Agreement and is dated with the as of date upon which such
addition(s) is effective. The newly created Fund(s) or non-Fund(s) that are
added as joint Insured on the Fidelity Bonds and to this Agreement, as then
currently amended or restated, will not be required to pay any premium during
the then current policy term of the Fidelity Bonds, unless, pursuant to
paragraph 3 of this Agreement, an increase in the total amount of coverage is
required. Each of such newly created Fund(s) or non-Fund(s) that are added as
joint Insured agrees to pay its proportionate share of any new or additional
premium, as outlined in paragraph 3 to this Agreement, and to be bound by all
other terms and conditions of this Agreement.

5.    SUCCESSORS

This Agreement shall apply to the present Fidelity Bond coverage and any renewal
or replacement thereof and shall continue until terminated as to any party by
such party hereto giving not less than sixty days' notice to the other parties
hereto in writing. This Agreement shall be binding upon, and inure to the
benefit of, the parties hereto and any successor or successors to a party hereto
resulting from a change in domicile or form of corporate, trust or similar
organization of such party.

6.    AUTHORIZATION TO EXECUTE; COUNTERPARTS

The parties hereby agree that the proper officers of the Insured are authorized
to execute this Agreement, and any amendments thereto, on behalf of the parties
to this Agreement. This Agreement may be executed in two or more counterparts,
all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.


THE FUNDS LISTED ON SCHEDULE A OF THIS AGREEMENT, AND THE NON-FUNDS DESCRIBED ON
SCHEDULE B OF THIS AGREEMENT



By:   /s/ Craig S. Tyle
Name: Craig S. Tyle



                                   SCHEDULE A
                                      FUNDS

Franklin California Tax-Free Income Fund Franklin California Tax-Free Trust
Franklin Custodian Funds Franklin Federal Tax-Free Income Fund Franklin Floating
Rate Master Trust Franklin Global Trust Franklin Gold and Precious Metals Fund
Franklin High Income Trust Franklin Investors Securities Trust Franklin Managed
Trust Franklin Money Fund Franklin Municipal Securities Trust Franklin Mutual
Recovery Fund Franklin Mutual Series Funds. Franklin New York Tax-Free Income
Fund Franklin New York Tax-Free Trust Franklin Real Estate Securities Trust
Franklin Strategic Mortgage Portfolio Franklin Strategic Series Franklin
Tax-Free Trust Franklin Tax-Exempt Money Fund Franklin Templeton Fund Allocator
Series Franklin Templeton Global Trust Franklin Templeton International Trust
Franklin Templeton Limited Duration Income Trust Franklin Templeton Money Fund
Trust Franklin Templeton Variable Insurance Products Trust Franklin Universal
Trust Franklin Value Investors Trust Institutional Fiduciary Trust The Money
Market Portfolios Templeton Growth Fund, Inc.
Templeton Funds
Templeton Global Smaller Companies Fund Templeton Income Trust Templeton
Developing Markets Trust Templeton Global Opportunities Trust Templeton
Institutional Funds Templeton Global Investment Trust Templeton China World Fund
Templeton Emerging Markets Fund Templeton Global Income Fund Templeton Emerging
Markets Income Fund Templeton Dragon Fund, Inc.
Templeton Russia and East European Fund, Inc.


                                   SCHEDULE B
                                    NON-FUNDS


Franklin Resources, Inc. and its subsidiaries.