<DOCUMENT>
<TYPE>EX-99.11 OPIN COUNSL
<SEQUENCE>4
<FILENAME>ex99-11a.txt
<DESCRIPTION>OPINION & CONSENT OF COUNSEL
<TEXT>
STRADLEY                                    STRADLEY RONON STEVENS & YOUNG, LLP
SR RONON                                               2600 One Commerce Square
ATTORNEYS AT LAW                                    Philadelphia, PA 19103-7098
                                                       Telephone (215) 564-8000
                                                             Fax (215) 564/8120




                                 August 30, 2002

Templeton Global Governments Income Trust
500 East Broward Boulevard, Suite 2100
Fort Lauderdale, Florida  33394-3091

                  RE: REORGANIZATION OF TEMPLETON GLOBAL GOVERNMENTS
                      INCOME TRUST INTO TEMPLETON GLOBAL INCOME FUND, INC.
                      ------------------------------------------------------

Ladies and Gentlemen:

     We have acted as counsel to Templeton  Global  Governments  Income Trust, a
Massachusetts  business trust ("TGG") and Templeton  Global Income Fund, Inc., a
Maryland  corporation  ("TGIF"),  in  connection  with the Agreement and Plan of
Acquisition  by and  between TGG and TGIF,  dated as of  February  26, 2002 (the
"Plan").  The Plan provides for a transaction  ("Reorganization")  involving the
acquisition  by TGIF of  substantially  all of the  assets of TGG,  in  exchange
solely for shares of common  stock,  par value  $0.01 per share,  of TGIF ("TGIF
Fund Shares") to be distributed pro rata to TGG's  shareholders,  subject to the
terms and  conditions  specified in the Plan,  followed by the  liquidation  and
dissolution of TGG. This opinion is provided in accordance  with Section 8(h) of
the Plan.

     In rendering this opinion, we have examined originals or copies,  certified
or otherwise identified to our satisfaction, of the following documents:

     A. The Plan as  executed,  certified as true and correct on the date hereof
        by the Assistant Secretary of TGIF;

     B. The Articles of Incorporation ("Articles of Incorporation") and By-Laws
        ("By-Laws") of TGIF, certified as true and correct on the date hereof
        by the Assistant Secretary of TGIF;

     C. Certain minutes of proceedings of the Board of Directors of TGIF,
        including resolutions adopted by such Board in  meetings of such Board,
        certified as true and correct on the date hereof by the Assistant
        Secretary of TGIF;

     D. The Proxy Statement circulated in connection with the most recent Annual
        Meeting of Shareholders of TGG, held on August 1, 2002, together with
        the Notice of Annual Meeting of Shareholders of TGG relating thereto;

     E. TGIF's registration statement on Form N-2 dated March 17, 1988, as such
        disclosures have been amended to date by any: (i) amendments to TGIF's
        Form N-2 filed with the U.S. Securities and Exchange Commission (the
        "SEC"); (ii) press releases issued on behalf of TGIF; and (iii) TGIF's
        annual or semi-annual reports sent to shareholders pursuant to Section
        30 of the Investment Company Act of 1940, as amended (the "1940 Act")
        (together, the "TGIF Disclosure Documents");

     F. TGIF's registration statement on Form N-14 filed with the SEC under the
        Securities Act of 1933, as amended (the "1933 Act") relating to TGIF
        Fund Shares  issuable under the Plan (the "TGIF N-14 Registration
        Statement"); and

     G. A certificate of good standing of TGIF issued by the  Department of
        Assessments and Taxation of the State of Maryland on the date hereof.

     We have assumed, and therefore have  not  verified  independently,  the
authenticity of all documents submitted to us as originals and the conformity to
original documents of all documents  submitted to us as certified or photostatic
copies.  We are relying on  certificates  of the officers of TGIF with regard to
matters  of  fact  and  certain  certifications  and on  written  statements  of
governmental officials with respect to the good standing of TGIF. Other than our
review  of the  documents  set  forth  above,  we have not  reviewed  any  other
documents  or made any  independent  investigation  for the purpose of rendering
this opinion.  We make no  representations as to the scope or sufficiency of our
document review for your purposes.

     We have assumed that (i) the  execution,  delivery and  performance  of the
Plan by TGG does  not and  will not  conflict  with,  result  in a breach  of or
constitute a default or require any consent under,  any agreement,  indenture or
instrument to which TGG is a party or by which TGG is bound, (ii) the execution,
delivery and performance of the Plan by each of the parties thereto does not and
will not violate or conflict with any provision of any  judgment,  order,  writ,
injunction or decree of any court or governmental  authority applicable to it or
any  of  its   respective   property,   and  (iii)  no  action  other  than  the
authorization,  execution  and  delivery  of the  Plan,  the  authorization  and
approval of the Reorganization  and the closing of the  Reorganization  pursuant
thereto, has been taken to dissolve or terminate TGG or TGIF.

     The  opinions  hereinafter  expressed  are  subject in all  respects to the
effects  of  bankruptcy,  insolvency,  reorganization,   moratorium,  fraudulent
conveyance,  and other laws now or hereafter in effect  affecting  generally the
enforcement  of  creditors'  rights and to general  equitable  principles or any
principles  of  public  policy  limiting  the right to  enforce  indemnification
provisions.  In  connection  with the opinions  expressed in paragraph (7) below
with  respect to the  legality,  validity  and  binding  nature of the Plan,  we
express no opinion as to the  remedies  conferred  upon any party by the Plan or
the remedy that any court,  other governmental body or agency, or arbitrator may
grant, impose, or render.

     The following  opinions are limited to the Federal  securities  laws of the
United  States of America and the laws of the State of Maryland.  The  following
opinions  are given only with  respect to laws,  regulations  or orders that are
currently in effect.

     Based  upon and  subject  to the  foregoing  and the  following,  it is our
opinion that as of the date hereof:

     (1) TGIF is a corporation incorporated under the laws of the State of
         Maryland on January 28, 1988 and is a validly existing corporation
         and in good standing under the laws of the State of Maryland;

     (2) TGIF is authorized to issue two hundred million (200,000,000) shares of
         common stock, par value $0.01 per share which is the only class of
         stock itis authorized to issue; and assuming that the initial TGIF
         Fund Shares were issued in  accordance with the 1940 Act and the
         Articles of Incorporation and By-Laws, and that all other outstanding
         shares of TGIF were sold, issued and paid for in compliance in all
         material respects with applicable registration  requirements of the
         1933 Act, each such outstanding  share is fully paid, non-assessable,
         freely transferable and has full voting rights in accordance with the
         terms of the Articles of Incorporation and By-Laws;

     (3) TGIF is a closed-end investment company of the management type
         registered as such under the 1940 Act;

     (4) Except as disclosed in the TGIF Disclosure Documents, we do not know
         of any material suit, action or legal or administrative proceeding
         pending or threatened against TGIF, the unfavorable  outcome of which
         would materially and adversely affect TGIF;

     (5) TGIF Fund Shares to be issued pursuant to the terms of the Plan have
          been duly authorized and, when issued and  elivered as provided in the
          Plan, will have been validly issued and fully paid and  will  be
          non-assessable by TGIF;

     (6) All corporate actions required to be taken by TGIF to authorize the
         Plan and to effect the Reorganization contemplated in the Plan have
         been duly authorized by all necessary action on the part of TGIF;

     (7) The execution, delivery or performance of the Plan by TGIF will not
         violate any provision of its Articles of Incorporation or By-Laws,
         or the provisions of any agreement or other instrument known to us to
         which TGIF is a party or by which TGIF is otherwise bound; the Plan is
         the legal, valid and binding obligation of TGIF and is enforceable
         against TGIF in accordance with its terms; and

     (8) The TGIF N-14 Registration Statement has been declared or, by operation
         of rule, has become effective under the 1933 Act, and, to our best
         knowledge, no stop order suspending the effectiveness of such
         Registration Statement has been issued, and no proceedings for such
         purpose have been instituted  or are pending before or threatened by
         the SEC under the 1933 Act, and nothing has come to our attention that
         causes us to believe that, at the time the TGIF N-14 Registration
         Statement became effective, or at the Closing  (as that term is
         defined in the Plan), such  Registration Statement (except for the
         financial statements and other financial and statistical data included
         therein, as to which we do not express an opinion), contained any
         untrue  statement of a material fact or omitted to state a material
         fact required to be stated therein or necessary to make the statements
         therein not misleading; and we know of no legal or government
         proceedings required  to  be  described  in  the  TGIF  N-14
         Registration Statement, or of any contract or document of a character
         required to be described in the TGIF N-14 Registration Statement that
         is not described as required.

     We assume no obligation to update or supplement this opinion to reflect any
facts  or   circumstances   that  may  hereafter  occur  whether  the  same  are
retroactively or prospectively  applied.  This opinion is being provided to you,
TGG,  only and may not be  published by you or relied upon in any respect by any
third party,  without the prior  written  consent of a partner in this law firm;
provided that we hereby  consent to the use of this opinion as an exhibit to the
post-effective  amendment  to the  TGIF  N-14  Registration  Statement,  and any
amendments thereto,  covering the registration of the TGIF Fund Shares under the
1933 Act and any applications,  registration  statements or notice filings,  and
amendments thereto,  that may be filed in accordance with the securities laws of
the several states in which shares of TGIF are offered,  and we further  consent
to  reference  in the TGIF  N-14  Registration  Statement  to the fact that this
opinion concerning the legality of the issue has been rendered by us.

                                Very truly yours,

                                STRADLEY, RONON, STEVENS & YOUNG, LLP



                                By: /s/BRUCE G. LETO
                                    ---------------------------
                                    Bruce G. Leto, a Partner

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