<DOCUMENT>
<TYPE>EX-99.77E LEGAL
<SEQUENCE>2
<FILENAME>regmatter.txt
<DESCRIPTION>REGULATORYMATTERS
<TEXT>
EXHIBIT A



REGULATORY AND LITIGATION MATTERS

As part of various investigations by a number of federal, state, and foreign
regulators and governmental entities, including the Securities and Exchange
Commission (SEC), relating to certain practices in the mutual fund
industry, including late trading, market timing and marketing support
payments to securities dealers who sell fund shares (marketing support),
Franklin Resources, Inc. and certain of its subsidiaries (collectively,
the Company), entered into settlements with certain of those regulators
and governmental entities. Specifically, the Company entered into
settlements with the SEC, among others, concerning market timing
and marketing support.

On June 6, 2007, the SEC posted for public comment the proposed
plan of distribution for the market timing settlement. Once the SEC
approves the final plan of distribution, disbursements of settlement
monies will be made promptly to individuals who were shareholders
of the designated funds during the relevant period, in accordance
with the terms and conditions of the settlement and plan.

In addition, the Company, as well as most of the mutual funds
within Franklin Templeton Investments and certain current
or former officers, Company directors, fund directors, and
employees, have been named in private lawsuits (styled as shareholder
class actions, or as derivative actions on behalf of either the named
funds or Franklin Resources, Inc.). The lawsuits relate to the industry
practices referenced above.

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



</TEXT>
</DOCUMENT>
