FRANKLIN RESOURCES INC — Director's Dealing 2012

Sep 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRANKLIN RESOURCES INC (BEN)
CIK: 0000038777
Period of Report: 2012-08-31

Reporting Person: Advani Vijay Chandur (EVP - Global Advisory Services)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-16	Common Stock, par value $.10	G	7133	—	Acquired	56186.722	Indirect
2011-12-16	Common Stock, par value $.10	G	7133	—	Disposed	38306.6196	Direct
2012-08-31	Common Stock, par value $.10	F	7304	$117.40	Disposed	31002.6412	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.10	340.07	Indirect

Footnotes

F1: Not applicable.

F2: Family trust for which Reporting Person and spouse are co-trustees with shared voting and investment power.

F3: Of the amount of securities beneficially owned, 22,281 shares represent unvested awards of restricted stock.

F4: Reporting Person holds shares in the Franklin Templeton 401(k) Retirement Plan. Information is based on a plan statement as of July 13, 2012.