UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 13F
FORM 13F COVER PAGE
Report for the Calendar Year or Quarter Ended: September 30, 2005
Check here if Amendment [X] ; Amendment Number: 2
This Amendment (Check only one.): [ ] is a restatement.
[X] adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name: Franklin Resources, Inc.
Address:One Franklin Parkway
San Mateo, CA 94403-1906
Form 13F File Number: 28-734
The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.
Person Signing this Report on Behalf of Reporting Manager:
Name: Barbara J. Green
Title: Vice President, Deputy General Counsel and Secretary
Phone: 650-312-2000
Signature, Place, and Date of Signing:
/s/ BARBARA J. GREEN San Mateo, California February 3, 2006
Report Type (Check only one.):
[X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager
are reported in this report.)
[ ] 13F NOTICE. (Check here if no holdings reported are in this report, and
all holdings are reported by other reporting manager(s).)
[ ] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this
reporting manager are reported in this report and a portion are reported by
other reporting manager(s).)
FORM 13F SUMMARY PAGE
Report Summary:
Number of Other Included Managers: 1
Form 13F Information Table Entry Total: 3
Form 13F Information Table Value Total: $44, 232
(thousands)
List of Other Included Managers:
Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.
No. Form 13F File Number Name
-- ---------------------- ------
9 28-3877 FIDUCIARY TRUST COMPANY INTERNATIONAL
FORM 13F INFORMATION TABLE
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COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COLUMN 7 COLUMN 8
NAME OF ISSUER TITLE CUSIP VALUE SHRS OR SH/ PUT/ INVEST- OTHER VOTING AUTHORITY
OF (x$1000) PRN AMT PRN CALL MENT MANA-
CLASS DISCRE- GERS SOLE SHARED NONE
TION
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FRANKLIN RESOURCES INC COMMON SHS 354613101 35026 417185 SH SOLE 417185 0 0
TEMPLETON DRAGON FUND INC COMMON SHS 88018T101 109 5601 SH DEFINED 9 5601 0 0
TEMPLETON DRAGON FUND INC COMMON SHS 88018T101 9097 465345 SH SOLE 465345 0 0
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GRAND TOTAL 44,232