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   One Franklin Parkway

   San Mateo, CA 94403-1906

   tel   800.632.2350

   franklintempleton.com

June 3, 2022

VIA EDGAR

Christina DiAngelo Fettig

U.S. Securities and Exchange Commission

Division of Investment Management

100 F Street, NE

Washington, DC 20549-8626

Subject:  Franklin Templeton Funds (the “Funds”) (as listed on the attached Appendix)

Dear Ms. Fettig:

On behalf of the Funds, the following are the responses to the U.S. Securities and Exchange Commission (“SEC”) Staff’s comments conveyed telephonically on January 7, February 4, and March 28, 2022 regarding various filings made by the Funds with the SEC on Forms N-CEN, N-CSR and N-17f-2, as well as corresponding disclosures made in their prospectuses filed as part of their registration statements.  References made to a Fund number, or to a Fund’s shareholder report on Form N-CSR or annual report on Form N-CEN, refer to the Funds and reports reviewed by the Staff as listed on the Appendix, unless otherwise specified.  Each comment is summarized below, followed by the applicable Funds’ response to the comment.

1.                  Comment:  In response to Item 11(b) of Form N-CSR, Fund 16 (Franklin Limited Duration Income Trust) and Fund 40 (Templeton Global Income Fund) noted changes in the Funds’ internal controls during the periods covered by the reports, specifically that a third-party service provider commenced performing certain accounting and administrative services for such Funds that are subject to Franklin Templeton’s oversight. Please provide more detail in correspondence regarding the change in third-party service provider, including the applicability of the change to the other Funds.

Response:  The fund accounting and administrative services for the Funds are provided by Franklin Templeton Services, LLC (“FTS”). In January 2020, JPMorgan Chase Bank, N.A. (“JPMorgan”) was engaged by FTS to serve as a sub-administrator for the Funds pursuant to a Fund Services Agreement (except with respect to Fund 1 (Franklin K2 Alternative Strategies Fund) and Fund 2 (Franklin K2 Long Short Credit Fund)) to provide fund accounting and administrative services, with FTS providing oversight of those services. The Funds disclosed this engagement in response to Item 11(b) of Form N-CSR and Form N-CSRS for the first reporting cycle after the engagement of JPMorgan as the sub-administrator, and not for subsequent periods. We also note that FTS has engaged BNY Mellon Investment Servicing (US) Inc. to serve as sub-administrator and provide fund accounting and administrative services to Funds 1 and 2 since inception.

    Ms. Fettig

   June 3, 2022

   Page 2

2.                  Comment:  With respect to Fund 31 (Franklin Universal Trust) and Fund 35 (Templeton Emerging Markets Fund), the disclosure requirements of Item 12(b) of Form N-CSR do not appear to be addressed. Please correct this disclosure in future Form N-CSR filings for these Funds.

Response: The Funds will describe these services as required by Item 12(b) of Form N-CSR in future Form N-CSR filings.

3.                  Comment:  In response to Item D.8 of Form N-CEN, Funds 16 and 31 disclosed each Fund’s advisory fee as of the end of the reporting period as a percentage per year of average daily managed assets, rather than as a percentage of net assets. Please correct this disclosure in future Form N-CEN filings for these Funds.

Response: Funds 16 and 31 will correct this disclosure in future Form N-CEN filings.

4.                  Comment:  It appears that certain Funds did not make filings of Form N-17f-2 (i.e., 40-17F2 filings on EDGAR) with the SEC promptly after each examination by an independent public accountant (“auditor”) as required by Rule 17f-2 under the Investment Company Act of 1940, as amended (the “1940 Act”).

a.       The Staff identified certain Form N-17f-2 filings for certain Funds that were not filed timely for the reporting periods ended January 31, 2018, March 31, 2018, and June 30, 2018. The Staff also identified a Form N-17f-2 filing on January 8, 2020, that was filed approximately two months after the auditor opinion date. Please explain in correspondence the reason for the filing delays and confirm that the applicable Funds will make Form N-17f-2 filings promptly in the future.

Response: The filing delays were due to internal miscommunications regarding which internal party within FTS was expected to file the Form N-17f-2 filings. The miscommunication was identified through internal reviews in the last quarter of 2019, and efforts were immediately made to update process documentation for clarity and to ensure all outstanding filings were made as soon as practicable. These enhancements are designed to ensure that the Funds will make Form N-17f-2 filings promptly in the future in accordance with Rule 17f-2.

b.      The SEC staff identified a Form N-17f-2 filing for certain Funds on December 13, 2019, which referenced an auditor opinion dated August 30, 2018, and an examination period as of January 31, 2018. Please confirm whether the auditor opinion date and the date through which the auditor performed examination procedures are correct.

Response: We confirm that the auditor’s opinion date and the as-of date which the auditor performed examination procedures are correct. We note that the timeliness of such filing was reviewed and addressed as described in the response to Comment 4.a.  Fund 35 confirms that, for the Form N-17f-2 that included an examination period as of January 31,

2018, the audit opinion makes references to the incorrect period and Fund 35 will re-file the Form N-17f-2 with the corrected audit opinion.

    Ms. Fettig

   June 3, 2022

   Page 3

c.       With respect to Fund 16, the Staff was unable to locate a filing of Form N-17f-2 with the SEC for the reporting period ended February 28, 2019. The Staff also was unable to locate Form N-17f-2 filings for certain Funds for the period ended November 30, 2018. Please consider whether any additional filings on Form N-17f-2 are required by Rule 17f-2 under the 1940 Act for such Funds.

Response: Fund 16 confirms that the auditor examination contemplated by Rule 17f-2 for the reporting period ended February 28, 2019, was performed. The corresponding Form N-17f-2 was filed on EDGAR with the Fund identified on Attachment I, but the Fund was not appropriately identified and tagged in the filing. The Fund re-filed the Form N-17f-2 with the correct tagging on January 31, 2022.

We confirm that the auditor examination for the period ended November 30, 2018, was performed. The Funds filed the corresponding Form N-17f-2 for this reporting period on February 4, 2022.

5.                  Comment:  With respect to the shareholder reports of the closed-end Funds filed on Form N-CSR, Item 24, Instruction 4.g.(2)(B) of Form N-2 requires that the table disclosing the Fund’s average annual total returns be calculated in accordance with Item 26(b)(1) of Form N-1A and should assume the maximum sales load (or other charges deducted from payments) is deducted from the initial investment. Similarly, Item 24, Instruction 4.g.(2)(C) requires that the line graph required by Instruction 4.g.(2)(A) should assume that the maximum sales load (or other charges deducted from payments) is deducted from the initial $10,000 investment.

Response: The closed-end Funds confirm that average annual total returns and the line graph referenced are calculated in accordance with the aforementioned Item 24 instructions, and note that the closed-end Funds do not have sales charges.

6.                  Comment:  With respect to the shareholder reports of the closed-end Funds filed on Form N-CSR, Item 4, Instruction 13.b of Form N-2 requires that, when calculating total investment return for per share operating performance, the Fund note that such return does not reflect sales loads.

Response:  We note that the introduction section to the Performance Summary includes the following disclosure: “Total returns do not reflect any sales charges paid at inception or brokerage commissions paid on secondary market purchases.” In addition, the closed-end Funds will review and address the disclosure required by Item 4, Instruction 13.b of Form N-2 in future shareholder reports.

7.                  Comment:  With respect to Fund 40 and Fund 44 (Templeton Global Bond Fund) and the use of “global” in such Funds’ names, please discuss the Funds’ compliance with Rule

35d-1 under the 1940 Act. In connection with your response, please describe the percentage of the Funds that are invested in non-U.S. securities in order to comply with Staff guidance regarding the use of the word “global” in the Funds’ names.

    Ms. Fettig

   June 3, 2022

   Page 4

Response:  As stated in its adopting release, Rule 35d-1 does not apply to the term “global” in a fund’s name because the term connotes diversification among investments in a number of different countries throughout the world.  Therefore, the Funds listed above are not subject to Rule 35d-1 under the 1940 Act. The Funds are, however, aware of the SEC Staff’s concern that a fund name that includes the term “global” could be misleading to shareholders under Section 35(d) of the 1940 Act if the fund invests all or a large majority of its assets only in U.S. securities.  A memorandum to members from the Investment Company Institute (“ICI”) dated June 4, 2012 summarized the ICI staff’s conversations with senior members of the SEC Staff regarding the terms “global” and “international” in fund names. In the memorandum, the ICI conveyed the SEC Staff’s view that a fund with the term “global” in its name should “expressly describe how the fund will invest its assets in investments that are tied economically to a number of countries throughout the world.”

We believe that Funds 40 and 44 comply with this guidance.  Fund 40, which is a closed-end Fund, has a fundamental policy to “normally invest at least 65% of its total assets in at least three countries (one of which may be the United States).” As of December 31, 2022, the Fund invested 89% of its assets in non-U.S. securities. Fund 44 has a policy to invest “[u]nder normal market conditions . . . at least 40% of its net assets in foreign securities,” which is set forth in the Fund’s prospectus.  As of December 31, 2022, the Fund invested 81% of its assets in non-U.S. securities.

The Funds believe that the disclosure above is sufficient to describe how each Fund will invest its assets in investments that are tied economically to a number of countries throughout the world. Thus, we do not believe it is misleading or inconsistent with the investment strategies.

8.                  Comment:  Please confirm that each Fund has individually valued each loan investment obtained through marketplace lending (a “marketplace loan”), and that the Fund has received and assessed individual loan-level data to support such values. In addition, the Staff notes that marketplace loans are grouped on the Statement of Investments (“SOI”); please confirm how such presentation complies with Rule 12-12, footnote 1 of Regulation S-X, which states that each issue must be listed separately. This comment applies to the shareholder reports of each Fund with marketplace loan holdings, including, for example, Funds 16 and 31.

Response: We confirm that each marketplace loan is individually valued daily. Such valuations are based on individual loan characteristics and determined with the assistance of a loan valuation specialist.

    Ms. Fettig

   June 3, 2022

   Page 5

With respect to Funds holding marketplace loans, future shareholder reports will include either a full detailed SOI or a summary SOI and such Funds that complete a summary SOI will file the audited schedule of investments set forth in Rule 12-12 of Regulation S-X as required by Item 6 of Form N-CSR.

9.                  Comment:  With respect to the shareholder report of Fund 16, please confirm whether footnote (i) of the SOI regarding senior floating rate interests should be noted for additional senior floating rate interests disclosed in the SOI.

Response:  We confirm that footnote (i) of the SOI stating that the coupon rate shown represents the rate at period end should be noted for all portfolio holdings listed under Senior Floating Rate Interests in the SOI. This disclosure has been addressed in the shareholder report of Fund 16 for the period ended December 31, 2021.

10.              Comment:  With respect to the shareholder report disclosure in the Notes to Financial Statements for certain Funds of transactions with affiliates (i.e., related party transactions) regarding management fees, please disclose how often management fees are paid. The Staff notes that the Funds should reference Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 850-10-50-1.

Response: We note that management fees are calculated daily and paid monthly. The payment frequency of management fees will be disclosed in the Notes to Financial Statements in future shareholder reports.

11.              Comment:  In response to Item C.12.a.v. of Form N-CEN, the Staff notes that certain Funds reported that a person providing custodial services to the Fund during the reporting period was an affiliated person of the Fund or its investment adviser (an “affiliated custodian”). Please consider whether such arrangements should be disclosed under transactions with affiliates in the Notes to Financial Statements, as applicable.

Response: The affiliated custodian noted in response to Item C.12.a.v. is in reference to Funds that are invested in Fund 32 (Money Market Portfolio) and such shares are held on the books of Franklin Templeton Investor Services, LLC (“Investor Services”), an affiliated transfer agent. Where applicable, information regarding the arrangement with Investor Services is disclosed under transactions with affiliates in the Notes to Financial Statements. There are no custody fees paid to Investor Services, and any additional disclosure in this regard would not add additional value (and will likely make the disclosure more confusing) since Investor Services is already disclosed as a related party.

12.              Comment:  With respect to Fund 35, the Staff notes that a new subadvisory agreement became effective in April 2021. In future filings with the SEC that address such subadvisory arrangement, and as required by the requisite SEC forms, please disclose the rate of the subadvisory fee paid to the subadviser if the Fund has not obtained manager-of-managers relief from the SEC with respect to such fee disclosures.

    Ms. Fettig

   June 3, 2022

   Page 6

Response: The Fund has not obtained aggregate fee disclosure relief from the SEC with respect to manager-of-manager arrangements and will disclose the subadvisory fee paid to the subadviser as required by the requisite SEC forms in future filings.

13.              Comment:  With respect to the shareholder reports of Funds 16 and 31, please address going forward the disclosure required by Item 24, Instruction 4.f. of Form N-2, that the Statement of Additional Information includes, among other things, additional information about directors of the Fund.

Response:  Funds 16 and 31 will review and address the disclosure required by Item 24, Instruction 4.f of Form N-2 in shareholder reports for periods ending after December 31, 2021.

14.              Comment:  The Staff notes that each Fund is required to furnish as an exhibit a report of its auditor on the Fund’s system of internal accounting controls as required by Item G.1.a.iii. of Form N-CEN (“internal control reports”), and that certain internal control reports were missing a signature and the name of the auditor. Please file with the SEC amended annual reports on Form N-CE