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FranklinResourcesInc (FRK)

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Tuesday 08 June, 2004

FranklinResourcesInc

SAR - Brambles Industries

Franklin Resources Inc
4 June 2004

                                                        FORM SAR 3


                                       Date of disclosure.....June 4,2004....... 

                 DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING
                   SUBSTANTIAL ACQUISITIONS OF SHARES ('SARs')

                 
Date of acquisition..........June 3, 2004....................................... 

Acquisition in...............Brambles Industries Plc...........(name of company)


(1) Class of voting shares    Number of shares/rights   If rights over shares
    (eg ordinary shares)      over shares acquired      acquired, as opposed
                                                        to the shares
                                                        themselves, specify
                                                        nature of rights

    ...Ordinary..........     ...186,500......shares    .....................
                              ...N/A..........rights


(2) Resultant total holding   Resultant total holding   Total percentage
    of voting shares (and %   of rights over shares
    of total voting shares    (and % of total voting
    in issue)                 shares in issue)

    108,538,701 (15.0052%)    ...............(    %)    108,538,701 (15.0052%)


(3) Party making disclosure...Franklin Resources, Inc........................... 

(4)  (a)  Name of person acquiring shares or rights over shares ............
          and, if different, beneficial owner....Franklin Resources, Inc.,and
                                                 its affiliates

     (b)  Names of any other persons acting by
          agreement or understanding (see SAR 5)............................


Signed, for and on behalf of the party named in (3) above...................

(Also print name of signatory)......Laura R. Seidman............................ 

Telephone and extension number......954-527-7413................................ 

Note 1. Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person.  Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.

Note 2: The resultant total percentage holding of voting shares and rights over
shares is to be calculated by reference to the percentage held and in issue
outside treasury.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs.  If in doubt, contact the Panel on Takeovers and Mergers, Monitoring
Section, Tel. No: 020 7638 0129. E-mail: monitoring@disclosure.org.uk



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