0000810742-96-000004 Sample Contracts

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STRADLEY, RONON, STEVENS & YOUNG, LLP 2600 One Commerce Square Philadelphia, Pennsylvania 19103-7098 (215) 564-8000 Fax: (215) 564-8120
Limited Partnership Agreement • March 1st, 1996 • Franklin Tax Advantaged U S Government Securities Fund

We Have examined the Agreement of Limited Partnership of Franklin Tax-Advantaged U.S. Government Securities Fund ("Fund"), a California limited partnership, and the various pertinent records, documents and proceedings we deem material. We have also examined the Notification of Registration and the Registration Statements filed under the Investment Company Act of 1940 ("Investment Company Act") and the Securities Act of 1933 ("Securities Act"), all as amended to date, as well as other items we deem material to this opinion.

WITNESSETH:
Custodian Agreement • March 1st, 1996 • Franklin Tax Advantaged U S Government Securities Fund
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