Exhibit No.Description10.22 Amendments dated July 1, 2003 and September 1, 2003 to the Managed Operations ServiceAgreement dated February 6, 2001, between Franklin Templeton Companies, LLC andInternational Business Machines Corporation, incorporated by reference to Exhibit 10.71 tothe Registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2003(File No. 001-09318)10.23 Amendment Number 6 to the Managed Operations Services Agreement, dated March 6, 2006,by and between Franklin Templeton Companies, LLC, and International Business MachinesCorporation, incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report onForm 10-Q for the period ended March 31, 2006 (File No. 001-09318) (the “March 2006Quarterly Report”)10.24 Amendment Number 7 to the Managed Operations Services Agreement, dated December 21,2007, by and between Franklin Templeton Companies, LLC and International BusinessMachines Corporation, incorporated by reference to Exhibit 10.2 to the Registrant’s QuarterlyReport on Form 10-Q for the period ended December 31, 2007 (File No. 001-09318)10.25 Representative Form of Stock Option Agreement and Notice of Stock Option Grant under theRegistrant’s 2002 Universal Stock Incentive Plan, incorporated by reference to Exhibit 10.75to the Registrant’s Current Report on Form 8-K filed with the SEC on November 12, 2004(File No. 001-09318)*10.26 Representative Form of Notice of Restricted Stock Award and Restricted Stock AwardAgreement under the Registrant’s 2002 Universal Stock Incentive Plan for certain executiveofficers of the Registrant (filed herewith)*10.27 Representative Form of Notice of Restricted Stock Unit Award and Restricted Stock UnitAward Agreement under the Registrant’s 2002 Universal Stock Incentive Plan for certainexecutive officers of the Registrant (filed herewith)*10.28 Franklin Resources, Inc. Deferred Compensation Arrangement for Director’s Fees, amendedand restated as of October 18, 2005, by and between the Registrant and Louis E. Woodworth,incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-Kfiled with the SEC on October 20, 2005 (File No. 001-09318)*10.29 Representative Form of Amendment to Deferred Compensation Agreement for Director’sFees, incorporated by reference to Exhibit 10.90 to the Registrant’s Annual Report on Form10-K for the fiscal year ended September 30, 2005 (File No. 001-09318)*10.30 Representative Form of Amended and Restated Indemnification Agreement, incorporated byreference to Exhibit 10.5 to the March 2006 Quarterly Report*10.31 2006 Directors Deferred Compensation Plan, as amended and restated effective December 12,2008, incorporated by reference to Exhibit 10.4 to the March 2009 Quarterly Report*10.32 Franklin Resources, Inc. 2002 Universal Stock Incentive Plan (as amended and restatedDecember 16, 2004) incorporated by reference to Exhibit 10.2 to the Registrant’s CurrentReport on Form 8-K filed with the SEC on January 27, 2005 (File No. 001-09318)*10.33 Franklin Resources, Inc. 1998 Employee Stock Investment Plan (as amended and restatedOctober 12, 2009 and effective February 1, 2010) (filed herewith)*10.34 Franklin Resources, Inc. Amended and Restated Annual Incentive Compensation Plan (asamended and restated December 13, 2006), incorporated by reference to Exhibit 10.2 to theRegistrant’s Current Report on Form 8-K filed with the SEC on December 22, 2006 (FileNo. 001-09318)*122
Exhibit No.Description10.35 Franklin Resources, Inc. 2004 Key Executive Incentive Compensation Plan (as amended andrestated October 15, 2007), incorporated by reference to Exhibit 10.1 to the Registrant’sCurrent Report on Form 8-K filed with the SEC on March 5, 2008 (File No. 001-09318) (the“March 5, 2008 Form 8-K”)*10.36 Non-Employee Director Compensation as of September 30, 2009 (filed herewith)*10.37 Named Executive Officer Compensation as of October 1, 2008, incorporated by reference toExhibit 10.82 to the Registrant’s Annual Report on Form 10-K for the fiscal year endedSeptember 30, 2008 (File No. 001-09318)*10.38 Named Executive Officer Performance Incentive Compensation (2008), incorporated byreference to Exhibit 10.3 to the March 5, 2008 Form 8-K*10.39 Franklin Resources, Inc. 1998 Employee Stock Investment Plan (as amended and restatedJune 17, 2008), incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Reporton Form 10-Q for the period ended June 30, 2008 (File No. 001-09318)*12 Computation of Ratios of Earnings to Fixed Charges (filed herewith)21 List of Subsidiaries (filed herewith)23 Consent of Independent Registered Public Accounting Firm (filed herewith)31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002 (filed herewith)31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002 (filed herewith)32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as AdoptedPursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as AdoptedPursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)101 The following materials from the Registrant’s Annual Report on Form 10-K for the fiscal yearended September 30, 2009, formatted in Extensible Business Reporting Language (XBRL),include: (i) the Consolidated Statements of Income, (ii) the Consolidated Balance Sheets, (iii)the Consolidated Statements of Stockholders’ Equity and Comprehensive Income, (iv) theConsolidated Statements of Cash Flows, and (v) related notes, tagged as blocks of text(furnished herewith)* Management/Employment Contract or Compensatory Plan or Arrangement123
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G A I N F R O M O U R P E R S P E C
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Letter to StockholdersGregory E. Jo
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LETTER TO STOCKHOLDERSHaving announ
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Directors and OfficersDirectorsChar
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Performance GraphThe following perf
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(MARK ONE)UNITED STATESSECURITIES A
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operational and other services requ
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A. Assets Under Management (“AUM
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60 days. If agreements representing
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Similar arrangements exist with the
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We generally operate our institutio
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Franklin Templeton Variable Insuran
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CATEGORY(and approximate amount of
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The following table sets forth the
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Korea; the Commission de Surveillan
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COMPETITIONThe financial services i
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or other efforts successfully stabi
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and, consequently, we are incurring
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such as information, systems and te
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like our business, is based in part
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orrowing costs and limit our access
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director of various subsidiaries of
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PART IIItem 5. Market for Registran
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OverviewWe are a global investment
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Net income decreased in fiscal year
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Investment Management Fee RateThe f
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accounts closed in a calendar year
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Information Systems, Technology and
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Our investments in sponsored invest
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At September 30, 2009, we had $355.
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Off-Balance Sheet ArrangementsAs of
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The fair value of retained subordin
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Indefinite-lived intangible assets
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the position will be sustained upon
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Selected Quarterly Financial Data (
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The following is a summary of the e
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Item 8.Financial Statements and Sup
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REPORT OF INDEPENDENT REGISTERED PU
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CONSOLIDATED BALANCE SHEETS(dollars
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CONSOLIDATED STATEMENTS OF STOCKHOL
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- Page 144: One Franklin ParkwaySan Mateo, CA 9
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