Franklin Resources

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1) FORM OF CLASS C DISTRIBUTION PLAN

Parties: FRANKLIN RESOURCES INC | Franklin/Templeton Distributors, Inc
Document Date: 5/8/2009
Industry: Investment Services
Sector: Financial

2) FRANKLIN RESOURCES, INC. 2006 DIRECTORS DEFERRED COMPENSATION PLAN

Parties: FRANKLIN RESOURCES INC | FRANKLIN RESOURCES, INC
Document Date: 5/8/2009
Industry: Investment Services
Sector: Financial
Governing Law:California

3) FORM OF CLASS R DISTRIBUTION PLAN

Parties: FRANKLIN RESOURCES INC | Franklin/Templeton Distributors, Inc
Document Date: 5/8/2009
Industry: Investment Services
Sector: Financial

4) FORM OF AMENDED AND RESTATED CLASS A DISTRIBUTION PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 5/8/2009
Industry: Investment Services
Sector: Financial

5) NAMED EXECUTIVE OFFICER COMPENSATION

Parties: FRANKLIN RESOURCES INC
Document Date: 11/25/2008
Industry: Investment Services
Sector: Financial

6) FRANKLIN RESOURCES, INC. 1998 EMPLOYEE STOCK INVESTMENT PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 8/5/2008
Industry: Investment Services
Sector: Financial

7) FRANKLIN RESOURCES, INC. 2006 DIRECTORS DEFERRED COMPENSATION PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 2/8/2008
Industry: Investment Services
Sector: Financial
Governing Law:California

8) FRANKLIN AUTO TRUST 2007-1 AMENDED AND RESTATED TRUST AGREEMENT between FRANKLIN RECEIVABLES LLC

Parties: DEUTSCHE BANK TRUST COMPANY | FRANKLIN CAPITAL CORPORATION | FRANKLIN RECEIVABLES LLC | Franklin Resources, Inc
Document Date: 4/6/2007
Governing Law:Delaware

9) DIRECTOR COMPENSATION (NON-EMPLOYEE DIRECTOR FEES)

Parties: FRANKLIN RESOURCES INC
Document Date: 2/9/2007
Industry: Investment Services

10) FRANKLIN RESOURCES, INC. 2004 KEY EXECUTIVE INCENTIVE COMPENSATION PLAN SECTION 1 ESTABLISHMENT AND PURPOSE

Parties: FRANKLIN RESOURCES INC
Document Date: 12/22/2006
Industry: Investment Services
Sector: Financial
Governing Law:California

11) FRANKLIN RESOURCES, INC. AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 12/22/2006
Industry: Investment Services
Sector: Financial
Governing Law:Delaware

12) 1998 EMPLOYEE STOCK INVESTMENT PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 12/22/2006
Industry: Investment Services
Sector: Financial

13) FRANKLIN RESOURCES, INC. 2004 KEY EXECUTIVE INCENTIVE COMPENSATION PLAN

Parties: Franklin Resources, Inc
Document Date: 12/22/2006
Industry: Investment Services
Sector: Financial
Governing Law:California

14) FRANKLIN RESOURCES, INC. 1998 EMPLOYEE STOCK INVESTMENT PLAN

Parties: FRANKLIN RESOURCES, INC
Document Date: 12/22/2006
Industry: Investment Services
Sector: Financial

15) FRANKLIN RESOURCES, INC. AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN NOTICE OF RESTRICTED FUND UNIT AWARD

Parties: FRANKLIN RESOURCES INC
Document Date: 11/8/2006
Industry: Investment Services
Governing Law:Delaware

16) Amended and Restated Annual Incentive Compensation Plan

Parties: FRANKLIN RESOURCES INC
Document Date: 11/8/2006
Industry: Investment Services

17) FRANKLIN RESOURCES, INC. AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN NOTICE OF RESTRICTED FUND UNIT AWARD

Parties: FRANKLIN RESOURCES INC
Document Date: 11/8/2006
Industry: Investment Services
Governing Law:Delaware

18) FRANKLIN RESOURCES, INC. 2002 UNIVERSAL STOCK INCENTIVE PLAN NOTICE OF RESTRICTED STOCK AWARD

Parties: FRANKLIN RESOURCES INC
Document Date: 11/8/2006
Industry: Investment Services
Governing Law:Delaware

19) FRANKLIN RESOURCES, INC. 2002 UNIVERSAL STOCK INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD

Parties: FRANKLIN RESOURCES INC
Document Date: 11/8/2006
Industry: Investment Services
Governing Law:Delaware

20) SALE AND SERVICING AGREEMENT

Parties: FRANKLIN AUTO TRUST 2006-1 | FRANKLIN RECEIVABLES LLC | FRANKLIN CAPITAL CORPORATION | FRANKLIN RESOURCES, INC
Document Date: 10/16/2006
Governing Law:New York

21) UNDERWRITING AGREEMENT

Parties: FRANKLIN AUTO TRUST 2006-1 | FRANKLIN RECEIVABLES LLC | DEUTSCHE BANK SECURITIES INC. | CITIGROUP GLOBAL MARKETS INC. | FRANKLIN RESOURCES, INC.
Document Date: 10/16/2006
Governing Law:New York

22) INDEMNIFICATION AGREEMENT

Parties: FRANKLIN RESOURCES INC
Document Date: 5/10/2006
Industry: Investment Services
Sector: Financial
Governing Law:Delaware

23) AMENDED AND RESTATED INDEMNIFICATION AGREEMENT

Parties: FRANKLIN RESOURCES INC
Document Date: 5/10/2006
Industry: Investment Services
Sector: Financial
Governing Law:Delaware

24) FRANKLIN RESOURCES, INC. 2004 KEY EXECUTIVE INCENTIVE COMPENSATION PLAN

Parties: FRANKLIN RESOURCES, INC.
Document Date: 2/9/2006
Industry: Investment Services
Sector: Financial
Governing Law:California

25) FRANKLIN RESOURCES, INC. AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN

Parties: FRANKLIN RESOURCES, INC.
Document Date: 2/9/2006
Industry: Investment Services
Sector: Financial
Governing Law:Delaware

26) Compensation Committee of the Board of Directors

Parties: FRANKLIN RESOURCES INC
Document Date: 2/9/2006
Industry: Investment Services
Sector: Financial

27) DIRECTOR COMPENSATION (NON-EMPLOYEE DIRECTOR FEES)

Parties: FRANKLIN RESOURCES INC
Document Date: 2/9/2006
Industry: Investment Services
Sector: Financial

28) FRANKLIN RESOURCES, INC. 2006 DIRECTORS DEFERRED COMPENSATION PLAN

Parties: FRANKLIN RESOURCES INC
Document Date: 12/21/2005
Industry: Investment Services
Governing Law:California

29) SALE AND SERVICING AGREEMENT

Parties: FRANKLIN AUTO TRUST 2005-1 | FRANKLIN RECEIVABLES LLC | FRANKLIN CAPITAL CORPORATION | FRANKLIN RESOURCES, INC.
Law Firm: Franklin Resources;
Document Date: 12/15/2005
Governing Law:New York

30) AMENDMENT TO DEFERRED COMPENSATION AGREEMENT FOR DIRECTOR?S FEES

Parties: FRANKLIN RESOURCES INC
Document Date: 12/14/2005
Industry: Investment Services
Sector: Financial

31) NAMED EXECUTIVE OFFICER COMPENSATION

Parties: FRANKLIN RESOURCES INC | Gregory E. Johnson
Document Date: 12/14/2005
Industry: Investment Services
Sector: Financial

32) DIRECTOR COMPENSATION

Parties: FRANKLIN RESOURCES INC
Document Date: 12/14/2005
Industry: Investment Services
Sector: Financial

33) EMPLOYMENT AGREEMENT DATED DECEMBER 26, 2000

Parties: FRANKLIN RESOURCES INC | WILLIAM Y. YUN | FIDUCIARY TRUST COMPANY INTERNATIONAL,
Law Firm: Franklin Resources, Inc.
Document Date: 12/14/2005
Industry: Investment Services
Sector: Financial
Governing Law:New York

34) FRANKLIN RESOURCES, INC. AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN NOTICE OF RESTRICTED FUND UNIT AWARD