Item 8.01 Other Events.

On March 11, 2009, Franklin Resources, Inc. (the "Company") announced that on such date its Board of Directors authorized the Company to repurchase, from time to time, up to an aggregate of 10.0 million shares of its common stock in either open market or off-market transactions. The size and timing of these purchases will depend on price, market and business conditions and other factors. The stock repurchase program is not subject to an expiration date. The new Board of Directors authorization is in addition to the existing authorization, of which approximately 3.8 million shares remained available for repurchase at February 28, 2009.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. Exhibit No. Description 99.1 Press Release, dated March 11, 2009, issued by Franklin Resources, Inc.

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