SECURITIES AND EXCHANGE COMMISSION
                                
                     Washington, D.C. 20549
                                
                                
                                
                            FORM 8-K
                                
                         CURRENT REPORT
                                
                                
                                
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
                              1934
                                
                                
                                
                                
Date of Report (Date of earliest event reported)... January 24, 1995
                                
                                
                                
...................... FRANKLIN RESOURCES, INC. ..................
     (Exact name of registrant as specified in its charter)
                                
                                
                                
.... DELAWARE .................. 1-9318 .......... 13-2670991 ....
(State or other jurisdiction    (Commission      (IRS Employer
 of incorporation)               File Number)  Identification No.)



777 MARINERS ISLAND BLVD., SAN MATEO, CALIFORNIA .. 94404 ........
(Address of principal executive offices)          (Zip Code)



Registrant's telephone number, including area code..(415) 312-3000



..................................................................
  (Former name or former address, if changed since last report)
                                
Item 5      Other Events

Registrant is filing this Form 8-K in order to file a current
earnings press release.  By this filing, Registrant is not
establishing the practice of filing all earnings press releases
in the future and may discontinue such filings at any time.

Item 7.Financial Statements and Exhibits

(c)Exhibits

Exhibit "A" - Press Release issued on January 24, 1995 by
Franklin Resources, Inc.


                           EXHIBIT "A"


FROM:           Franklin Resources, Inc.
                Tel:        (415) 312-4701
                Contact:  Holly Gibson

                Howard J. Rubenstein Associates, Inc.
                Public Relations - Tel: (212) 843-8053
                Contact:  David Sternstein

                      FOR IMMEDIATE RELEASE

        Franklin Resources Posts First Quarter Results


        SAN MATEO, CA, January 24, 1995   Franklin Resources,

Inc. (NYSE:BEN) today reported earnings for the first quarter

ended December 31, 1994.

        Charles B. Johnson, president of the diversified

financial services company, said net income for the quarter

increased to $63.3 million from $59.0 million, or to $0.76 per

fully diluted share from $0.70 a year ago, a per share increase

of 8.6 percent.  Operating revenues for the period increased to

$215.6 million from $198.5 million, an increase of 8.6 percent.

Average shares outstanding for the quarter were 82,862,476

compared to 83,991,808 a year ago.  Assets under management by

the company's subsidiaries were $114.6 billion compared to $114.2

billion this time last year.

        Franklin Resources' main business is the $114 billion

Franklin Templeton Group.  The Company has its headquarters at

777 Mariners Island Blvd., San Mateo, CA. 94404.


FRANKLIN RESOURCES, INC.                                  
Consolidated Income Statements                            
Unaudited (dollar amounts in thousands, except per share data)

                                                          
                                             For the Three Months
                                             Ended December 31
                                             
                                                   1994        1993
Operating revenues:                                       
Investment management fees                     $174,574    $151,888
Underwriting commissions, net                    13,113      29,569
Transfer, trust & related fees                   15,943      11,961
Banking/finance, real estate & other             11,955       5,070
                                                                   
Total operating revenues                        215,585     198,488
                                                          
Operating expenses:                                       
General & administrative                         97,491      84,457
Selling expenses                                 18,235      15,662
Amortization of goodwill                          4,570       4,542
Banking interest expense                          2,534       2,356
                                                          
Total operating expenses                        122,830     107,017
                                                          
Operating income                                 92,755      91,471
                                                          
Other income (expenses):                                  
Investment and other income                       6,763       5,719
Interest expense                                (7,087)     (8,055)
                                                          
Other income (expenses), net                      (324)     (2,336)
                                                          
Income before taxes on income                    92,431      89,135
Taxes on income                                  29,127      30,134
                                                          
Net income                                      $63,304     $59,001
                                                          
Earnings per share:                                       
    Primary                                        $.76        $.70
                                                          
    Fully diluted                                  $.76        $.70
                                                          
    Dividends per share                            $.10        $.08
                                                          
Weighted Average Primary                         82,862      83,992
Shares Outstanding                                        
                                                          
Weighted Average Fully                           82,862      83,992
Diluted Shares Outstanding                                
                                                          
Net Assets Under Management (in millions)                 
Franklin Templeton Group                       $114,646    $114,172
                                                          
                               # # #
                                 


                           SIGNATURES
                                
                                
      Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.


                           FRANKLIN RESOURCES, INC.
                           (Registrant)


Date: January 25, 1995     /s/  Leslie M. Kratter
                           Leslie M. Kratter, Vice President
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 7301}]
{"company-data": {"conformed-name": "FRANKLIN RESOURCES INC", "cik": "0000038777", "assigned-sic": "6282", "irs-number": "132670991", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09318", "film-number": "95502847"}, "business-address": {"street1": "777 MARINERS ISLAND BLVD", "city": "SAN MATEO", "state": "CA", "zip": "94404", "phone": "4155703000"}}
SECURITIES AND EXCHANGE COMMISSION
                                
                     Washington, D.C. 20549
                                
                                
                                
                            FORM 8-K
                                
                         CURRENT REPORT
                                
                                
                                
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
                              1934
                                
                                
                                
                                
Date of Report (Date of earliest event reported)... January 24, 1995
                                
                                
                                
...................... FRANKLIN RESOURCES, INC. ..................
     (Exact name of registrant as specified in its charter)
                                
                                
                                
.... DELAWARE .................. 1-9318 .......... 13-2670991 ....
(State or other jurisdiction    (Commission      (IRS Employer
 of incorporation)               File Number)  Identification No.)

777 MARINERS ISLAND BLVD., SAN MATEO, CALIFORNIA .. 94404 ........
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code..(415) 312-3000

..................................................................
  (Former name or former address, if changed since last report)
                                
Item 5      Other Events

Registrant is filing this Form 8-K in order to file a current
earnings press release.  By this filing, Registrant is not
establishing the practice of filing all earnings press releases
in the future and may discontinue such filings at any time.

Item 7.Financial Statements and Exhibits

(c)Exhibits

Exhibit "A" - Press Release issued on January 24, 1995 by
Franklin Resources, Inc.

                           EXHIBIT "A"

FROM:           Franklin Resources, Inc.
                Tel:        (415) 312-4701
                Contact:  Holly Gibson

                Howard J. Rubenstein Associates, Inc.
                Public Relations - Tel: (212) 843-8053
                Contact:  David Sternstein

                      FOR IMMEDIATE RELEASE

        Franklin Resources Posts First Quarter Results

        SAN MATEO, CA, January 24, 1995   Franklin Resources,

Inc. (NYSE:BEN) today reported earnings for the first quarter

ended December 31, 1994.

        Charles B. Johnson, president of the diversified

financial services company, said net income for the quarter

increased to $63.3 million from $59.0 million, or to $0.76 per

fully diluted share from $0.70 a year ago, a per share increase

of 8.6 percent.  Operating revenues for the period increased to

$215.6 million from $198.5 million, an increase of 8.6 percent.

Average shares outstanding for the quarter were 82,862,476

compared to 83,991,808 a year ago.  Assets under management by

the company's subsidiaries were $114.6 billion compared to $114.2

billion this time last year.

        Franklin Resources' main business is the $114 billion

Franklin Templeton Group.  The Company has its headquarters at

777 Mariners Island Blvd., San Mateo, CA. 94404.

FRANKLIN RESOURCES, INC.                                  
Consolidated Income Statements                            
Unaudited (dollar amounts in thousands, except per share data)

                                                          
                                             For the Three Months
                                             Ended December 31
                                             
                                                   1994        1993
Operating revenues:                                       
Investment management fees                     $174,574    $151,888
Underwriting commissions, net                    13,113      29,569
Transfer, trust & related fees                   15,943      11,961
Banking/finance, real estate & other             11,955       5,070
                                                                   
Total operating revenues                        215,585     198,488
                                                          
Operating expenses:                                       
General & administrative                         97,491      84,457
Selling expenses                                 18,235      15,662
Amortization of goodwill                          4,570       4,542
Banking interest expense                          2,534       2,356
                                                          
Total operating expenses                        122,830     107,017
                                                          
Operating income                                 92,755      91,471
                                                          
Other income (expenses):                                  
Investment and other income                       6,763       5,719
Interest expense                                (7,087)     (8,055)
                                                          
Other income (expenses), net                      (324)     (2,336)
                                                          
Income before taxes on income                    92,431      89,135
Taxes on income                                  29,127      30,134
                                                          
Net income                                      $63,304     $59,001
                                                          
Earnings per share:                                       
    Primary                                        $.76        $.70
                                                          
    Fully diluted                                  $.76        $.70
                                                          
    Dividends per share                            $.10        $.08
                                                          
Weighted Average Primary                         82,862      83,992
Shares Outstanding                                        
                                                          
Weighted Average Fully                           82,862      83,992
Diluted Shares Outstanding                                
                                                          
Net Assets Under Management (in millions)                 
Franklin Templeton Group                       $114,646    $114,172
                                                          
                               # # #
                                 

                           SIGNATURES
                                
                                
      Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.

                           FRANKLIN RESOURCES, INC.
                           (Registrant)

Date: January 25, 1995     /s/  Leslie M. Kratter
                           Leslie M. Kratter, Vice President