FORM OF AMENDMENT TO
SUBADVISORY AGREEMENT
Templeton Global Investment Trust
(on behalf of Franklin Xxxxxxxxx Non-U.S. Dynamic Core Equity Fund)
This Amendment dated as of , is to the Subadvisory Agreement
made as of the 25th day of February, 2003 (the "Agreement") by and between
Franklin Xxxxxxxxx Asset Strategies, LLC, a U.S. registered investment adviser
and Delaware limited liability company (the "Manager") and Xxxxxxxxx Investment
Counsel, LLC, a U.S. registered investment adviser and Delaware limited
liability company (the "Subadvisor").
WITNESSETH:
WHEREAS, both the Manager and the Subadvisor wish to amend the Agreement;
WHEREAS, the Manager merged into FRANKLIN XXXXXXXXX ALTERNATIVE STRATEGIES,
INC., a Delaware corporation, a successor entity, on April 30, 2003;
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 "Franklin Xxxxxxxxx
Alternative Strategies, Inc."
2. All references to the Manager being a "Delaware limited liability
company" in the Agreement are hereby changed to a "Delaware
corporation."
IN WITNESS WHEREOF, this Amendment has been executed on behalf of each
party as of the date set forth above.
FRANKLIN XXXXXXXXX ALTERNATIVE STRATEGIES, INC.
By:__________________________________
Xxxxx X. Xxxxxxx
Vice President
XXXXXXXXX INVESTMENT COUNSEL, LLC
By:__________________________________
Xxxxxxx X. XxXxxxx
Executive Vice President