AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT

                                  AMENDMENT TO
                         INVESTMENT MANAGEMENT AGREEMENT

     This Amendment dated as of January 1, 2001, is to the Investment Management
Agreement  made as of the 30th day of October,  1992 and amended and restated as
of February  25, 1994 (the  "Agreement")  by and  between  Xxxxxxxxx  Investment
Counsel, Inc., a U.S. registered investment adviser and Florida corporation (the
"Manager") and Templeton Global Opportunities Trust (the "Trust").

                                   WITNESSETH:

     WHEREAS, both the Manager and the Trust wish to amend the Agreement;

     WHEREAS,  the Manager  merged into  XXXXXXXXX  INVESTMENT  COUNSEL,  LLC, a
Delaware limited liability company, a successor entity, on January 1, 2001;

     NOW,  THEREFORE,  in consideration of the foregoing  premises,  the parties
hereto agree as follows:

          1. The Manager's name is henceforth to be known as "Xxxxxxxxx
             Investment Counsel, LLC."

          2. All references to the Manager being a "Florida Corporation" in the
             Agreement are hereby changed to a "Delaware limited liability
             company."

     IN WITNESS  WHEREOF,  this  Amendment  has been  executed on behalf of each
party as of the date set forth above.

                                XXXXXXXXX INVESTMENT COUNSEL, LLC


                                By:/s/XXXXXXX X. XXXXXXX
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                                TEMPLETON GLOBAL OPPORTUNITIES TRUST


                                By:/s/XXXXXXX X. XXXXX
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