UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-04892

Templeton Growth Fund, Inc.

(Exact name of registrant as specified in charter)

300 S.E. 2^nd Street, Fort Lauderdale, FL 33301-1923

(Address of principal executive offices) (Zip code)

Alison Baur, One Franklin Parkway, San Mateo, CA 94403-1906

(Name and address of agent for service)

Registrant's telephone number, including area code: 954 527-7500

Date of fiscal year end: 8/31

Date of reporting period: 8/31/23

Item 1. Reports to Stockholders.

a.)

The following is a copy of the report transmitted to shareholders pursuant to Rule30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30e-1.)

b.)

Include a copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.

Not Applicable

.

ANNUAL

REPORT

AND

SHAREHOLDER

LETTER

Templeton

Growth

Fund,

Inc.

August

31,

2023

Not

FDIC

Insured

May

Lose

Value

No

Bank

Guarantee

The

Securities

and

Exchange

Commission

has

adopted

new

regulations

that

will

result

in

changes

to

the

design

and

delivery

of

annual

and

semiannual

shareholder

reports

beginning

in

July

2024.

If

you

have

previously

elected

to

receive

shareholder

reports

electronically,

you

will

continue

to

do

so

and

need

not

take

any

action.

Otherwise,

paper

copies

of

the

Fund’s

shareholder

reports

will

be

mailed

to

you

beginning

in

July

2024.

If

you

would

like

to

receive

shareholder

reports

and

other

communications

from

the

Fund

electronically

instead

of

by

mail,

you

may

make

that

request

at

any

time

by

contacting

your

financial

intermediary

(such

as

a

broker-dealer

or

bank)

or,

if

you

are

a

direct

investor,

enrolling

at

franklintempleton.com.

You

may

access

franklintempleton.com

by

scanning

the

code

below.

Templeton

Growth

Fund,

Inc.

1

franklintempleton.com

Annual

Report

SHAREHOLDER

LETTER

Dear

Shareholder,

We

are

pleased

to

provide

the

annual

report

of

Templeton

Growth

Fund,

Inc.

for

the

12-month

reporting

period

ended

August

31,

2023.

Please

read

on

for

a

detailed

look

at

prevailing

economic

and

market

conditions

during

the

Fund’s

reporting

period

and

to

learn

how

those

conditions

have

affected

Fund

performance.

As

always,

we

remain

committed

to

providing

you

with

excellent

service

and

a

full

spectrum

of

investment

choices.

We

also

remain

committed

to

supplementing

the

support

you

receive

from

your

financial

advisor.

One

way

we

accomplish

this

is

through

our

website,

www.franklintempleton.

com

.

Here

you

can

gain

immediate

access

to

market

and

investment

information,

including:

•

Fund

prices

and

performance.

•

Market

insights

and

commentaries

from

our

portfolio

Managers,

and

•

A

host

of

educational

resources.

We

look

forward

to

helping

you

meet

your

financial

goals.

Sincerely,

Manraj

S.

Sekhon,

CFA

Chief

Investment

Officer

Templeton

Global

Equity

Group

CFA

®

is

a

trademark

owned

by

CFA

Institute.

franklintempleton.com

Annual

Report

2

Contents

Fund

Overview

3

Performance

Summary

6

Your

Fund’s

Expenses

9

Financial

Highlights

and

Schedule

of

Investments

10

Financial

Statements

18

Notes

to

Financial

Statements

22

Report

of

Independent

Registered

Public

Accounting

Firm

31

Tax

Information

32

Board

Members

and

Officers

33

Shareholder

Information

38

Visit

franklintempleton.com

for

fund

updates,

to

access

your

account,

or

to

find

helpful

financial

planning

tools.

3

franklintempleton.com

Annual

Report

Templeton

Growth

Fund,

Inc.

Fund

Overview

Q.

What

is

the

Fund's

investment

strategy?

A.

When

choosing

equity

investments

for

the

Fund,

we

apply

a

bottom-up,

value-oriented,

long-term

approach.

We

focus

on

the

market

price

of

a

company’s

securities

relative

to

our

evaluation

of

the

company’s

long-term

earnings,

asset

value

and

cash

flow

potential.

We

also

consider

the

company’s

price/earnings

ratio,

price/cash

flow

ratio,

profit

margins

and

liquidation

value.

The

Fund

may

also

use

a

variety

of

equity-related

derivatives,

which

may

include

equity

futures

and

equity

index

futures,

for

various

purposes

including

enhancing

Fund

returns,

increasing

liquidity,

and

gaining

exposure

to

particular

markets

in

more

efficient

or

less

expensive

ways.

Q.

What

were

the

overall

market

conditions

during

the

Fund's

reporting

period?

A.

Global

stocks

rose

during

the

12-month

reporting

period

ended

August

31,

2023.

After

reaching

a

low

in

mid-October,

stocks

rallied

as

many

investors

hoped

the

U.S.

Federal

Reserve

(Fed)

would

soon

slow

the

pace

of

its

policy

tightening,

but

this

optimism

faded

and

equities

worldwide

collectively

ended

2022

with

a

significant

loss.

A

strong

rally

in

January

2023

was

followed

by

heightened

volatility

in

March

due

to

banking

turmoil

in

the

U.S.

and

Switzerland.

However,

fairly

quick

action

by

authorities

in

both

countries

to

stem

potential

contagion

calmed

investors.

During

the

latter

part

of

the

period,

global

equities

benefited

from

easing

concerns

about

the

banking

industry,

passage

of

legislation

that

suspended

the

U.S.

debt

ceiling,

first-quarter

corporate

earnings

reports

that

generally

exceeded

consensus

estimates,

and

several

central

banks’

slower

pace

or

pausing

of

interest-rate

hikes.

Q.

How

did

we

respond

to

these

changing

market

conditions?

A.

Towards

the

end

of

the

reporting

period,

the

Fund

added

to

cyclicals

priced

for

pessimism

and

overall

positioning

continues

to

be

a

blend

of

exposures

across

defensives,

cyclicals

and

secular

growers,

plus

a

few

turnarounds

that

are

well

advanced

in

their

strategies.

Elsewhere,

the

Fund

added

investment

technology

(IT)

&

related

stocks

over

the

period

(at

cheaper

valuations),

which

reduced

the

underweight

in

IT

and

slightly

helped

performance

towards

period-end.

Performance

Overview

The

Fund’s

Class

A

shares

posted

a

+19.23%

cumulative

total

return

for

the

12

months

under

review.

In

comparison,

the

Fund’s

benchmark,

the

MSCI

All

Country

World

Index

(ACWI)-NR,

which

measures

stock

performance

in

global

developed

and

emerging

markets,

posted

a

+13.95%

cumulative

total

return

for

the

same

period.

1

Please

note

index

performance

information

is

provided

for

reference

and

we

do

not

attempt

to

track

the

index

but

rather

undertake

investments

on

the

basis

of

fundamental

research.

You

can

find

more

performance

data

in

the

Performance

Summary

beginning

on

page

6

.

Performance

data

represent

past

performance,

which

does

not

guarantee

future

results.

Investment

return

and

principal

value

will

fluctuate,

and

you

may

have

a

gain

or

loss

when

you

sell

your

shares.

Current

performance

may

differ

from

figures

shown.

For

most

recent

month-end

performance,

go

to

franklintempleton.com

or

call

(800)

342-5236

.

Q.

What

were

the

leading

contributors

to

performance?

A.

Two

of

the

best

performing

holdings,

in

relative

terms,

were

aerospace

&

defense

stocks

Rolls

Royce

and

BAE

Systems.

Although

these

were

hit

somewhat

during

the

IT/

AI

rally

in

Q2

2023,

which

reversed

some

of

their

previously

strong

momentum,

these

stocks

fared

well

on

a

one-year

basis.

At

period

end,

the

Fund

maintained

a

6%

weight

in

aerospace

&

defense.

Developments

in

eastern

Europe

highlight

the

need

for

defense

spending

and

a

long

runway

for

growth

and

the

stocks

(Rolls

Royce,

BAE

Systems,

Thales)

remain

at

reasonable

valuations,

in

our

view.

Stock

selection

in

the

consumer

discretionary

sector

made

a

favorable

contribution,

helped

most

of

all

by

TJX

Companies,

a

U.S.-based

multinational

off-price

department

store

group.

Its

shares

rose

recently

due

to

the

company’s

strong

fiscal

second-quarter

2024

earnings,

with

results

exceeding

consensus

expectations

for

the

second

consecutive

quarter.

Geographic

Composition

8/31/23

%

of

Total

Net

Assets

North

America

47.9%

Europe

32.1%

Asia

14.4%

Short-Term

Investments

&

Other

Net

Assets

5.6%

1.

Source:

Morningstar.

The

index

is

unmanaged

and

includes

reinvestment

of

any

income

or

distributions.

It

does

not

reflect

any

fees,

expenses

or

sales

charges.

One

cannot

invest

directly

in

an

index,

and

an

index

is

not

representative

of

the

Fund’s

portfolio.

Net

Returns

(NR)

include

income

net

of

tax

withholding

when

dividends

are

paid.

See

www.franklintempletondatasources.com

for

additional

data

provider

information.

The

dollar

value,

number

of

shares

or

principal

amount,

and

names

of

all

portfolio

holdings

are

listed

in

the

Fund’s

Schedule

of

Investments

(SOI).

The

SOI

begins

on

page

15

.

Templeton

Growth

Fund,

Inc.

4

franklintempleton.com

Annual

Report

Its

stock

has

been

one

of

the

best

performers

in

the

specialty

retail

industry

in

2023

as

the

company

continues

to

operate

at

a

high

level

against

a

volatile

retail

backdrop.

Health

care

also

helped

Fund

performance

during

the

period

with

HCA

and

Fresenius

both

in

the

top

five

individual

relative

contributors

during

the

year.

Q.

What

were

the

leading

detractors

from

performance?

A.

IT

was

the

biggest

relative

detractor

due

to

stock

selection

and

an

underweight.

IT

stocks

rallied

in

May

2023

following

an

eye-catching

above-consensus

earnings

announcement

from

chip

manufacturer

NVIDIA

(not

a

fund

holding),

which

also

provided

a

significant

guidance

increase

due

to

surging

demand

for

chips

used

in

AI

applications.

The

moves

in

U.S.

IT

stocks

during

the

quarter

were

notable.

Following

a

disappointing

2022

for

the

NASDAQ

Composite

Index,

the

technology-focused

index

has

rebounded

sharply

in

2023

with

its

best

first

half

of

a

year

in

40

years.

The

total

market

capitalization

of

companies

in

the

NASDAQ-100

Index

has

risen

by

almost

U.S.$5

trillion

since

the

beginning

of

2023.

Unsurprisingly

therefore,

not

owning

two

of

the

best-

performing

stocks

for

the

quarter—NVIDIA

and

Apple—was

particularly

detrimental

to

relative

Fund

returns.

Stock

selection

in

the

communication

services

sector

also

detracted

from

relative

results,

largely

due

to

the

underperformance

of

global

media

and

entertainment

companies

Paramount

Global

(formerly

ViacomCBS)

and

Walt

Disney,

as

well

as

T-Mobile

U.S.,

a

mobile

communications

services

provider.

Paramount’s

share

price

declined

sharply

at

the

start

of

May

2023

after

it

reported

profit

and

revenues

that

missed

consensus

analyst

estimates.

Its

cash

burn

for

the

first

quarter

of

2023

worsened

compared

with

the

year-ago

quarter,

and

adjusted

OIBDA

(operating

income

before

depreciation

and

amortisation)

fell

40%,

caused

by

peak

streaming

investments,

despite

having

driven

good

subscriber

growth.

Significantly,

the

group

also

announced

cuts

to

its

quarterly

dividend

to

U.S.$0.05

from

U.S.

$0.24,

the

first

such

cut

the

company

has

made

since

2009.

The

company

is

family-controlled

through

voting

shares,

making

change

Top

10

Industries

8/31/23

%

of

Total

Net

Assets

a

Aerospace

&

Defense

7.1%

Semiconductors

&

Semiconductor

Equipment

6.0%

Oil,

Gas

&

Consumable

Fuels

5.8%

Health

Care

Providers

&

Services

5.3%

Hotels,

Restaurants

&

Leisure

4.6%

Pharmaceuticals

4.6%

Specialty

Retail

4.0%

Automobile

Components

3.8%

Consumer

Staples

Distribution

&

Retail

3.6%

Interactive

Media

&

Services

3.6%

Top

10

Holdings

8/31/23

Company

Industry,

Country

%

of

Total

Net

Assets

a

a

Alphabet,

Inc.

3.6%

Interactive

Media

&

Services,

United

States

Rolls-Royce

Holdings

plc

3.4%

Aerospace

&

Defense,

United

Kingdom

BP

plc

2.8%

Oil,

Gas

&

Consumable

Fuels,

United

Kingdom

Comcast

Corp.

2.6%

Media,

United

States

Samsung

Electronics

Co.

Ltd.

2.6%

Technology

Hardware,

Storage

&

Peripherals,

South

Korea

TJX

Cos.,

Inc.

(The)

2.5%

Specialty

Retail,

United

States

Union

Pacific

Corp.

2.5%

Ground

Transportation,

United

States

Anheuser-Busch

InBev

SA/NV

2.4%

Beverages,

Belgium

Unilever

plc

2.4%

Personal

Care

Products,

United

Kingdom

UnitedHealth

Group,

Inc.

2.3%

Health

Care

Providers

&

Services,

United

States

Top

10

Countries*

8/31/23

a

%

of

Total

Net

Assets

a

a

United

States

47.9%

United

Kingdom

13.0%

Germany

8.7%

Japan

7.0%

France

5.6%

South

Korea

2.6%

Belgium

2.4%

India

1.8%

Taiwan

1.5%

Hong

Kong

1.5%

*

Does

not

include

cash

and

cash

equivalents.

Templeton

Growth

Fund,

Inc.

5

franklintempleton.com

Annual

Report

dependent

on

their

willingness

to

increase

the

pace

of

the

transformation.

In

light

of

the

company’s

recent

struggles,

and

to

fund

building

on

other

positions

elsewhere

in

the

portfolio,

we

exited

the

Fund’s

position

in

Paramount.

Thank

you

for

your

continued

participation

in

Templeton

Growth

Fund,

Inc.

We

look

forward

to

serving

your

future

investment

needs.

Peter

M.

Moeschter,

CFA

Lead

Portfolio

Manager

Herbert

J.

Arnett,

Jr.

Christopher

James

Peel,

CFA

Warren

Pustam,

CFA

Portfolio

Management

Team

The

foregoing

information

reflects

our

analysis,

opinions

and

portfolio

holdings

as

of

August

31,

2023,

the

end

of

the

reporting

period.

The

way

we

implement

our

main

investment

strategies

and

the

resulting

portfolio

holdings

may

change

depending

on

factors

such

as

market

and

economic

conditions.

These

opinions

may

not

be

relied

upon

as

investment

advice

or

an

offer

for

a

particular

security.

The

information

is

not

a

complete

analysis

of

every

aspect

of

any

market,

country,

industry,

security

or

the

Fund.

Statements

of

fact

are

from

sources

considered

reliable,

but

the

investment

manager

makes

no

representation

or

warranty

as

to

their

completeness

or

accuracy.

Although

historical

performance

is

no

guarantee

of

future

results,

these

insights

may

help

you

understand

our

investment

management

philosophy.

CFA

®

is

a

trademark

owned

by

CFA

Institute.

Performance

Summary

as

of

August

31,

2023

Templeton

Growth

Fund,

Inc.

6

franklintempleton.com

Annual

Report

The

performance

table

and

graphs

do

not

reflect

any

taxes

that

a

shareholder

would

pay

on

Fund

dividends,

capital

gain

distributions,

if

any,

or

any

realized

gains

on

the

sale

of

Fund

shares.

Total

return

reflects

reinvestment

of

the

Fund’s

dividends

and

capital

gain

distributions,

if

any,

and

any

unrealized

gains

or

losses.

Your

dividend

income

will

vary

depending

on

dividends

or

interest

paid

by

securities

in

the

Fund’s

portfolio,

adjusted

for

operating

expenses

of

each

class.

Capital

gain

distributions

are

net

profits

realized

from

the

sale

of

portfolio

securities.

Performance

as

of

8

/

31

/23

1

Cumulative

total

return

excludes

sales

charges.

Average

annual

total

return

includes

maximum

sales

charges.

Sales

charges

will

vary

depending

on

the

size

of

the

investment

and

the

class

of

share

purchased.

The

maximum

is

5.50%

and

the

minimum

is

0%.

Class

A

:

5.50%

maximum

initial

sales

charge;

Advisor

Class:

no

sales

charges.

For

other

share

classes,

visit

franklintempleton.com.

Performance

data

represent

past

performance,

which

does

not

guarantee

future

results.

Investment

return

and

principal

value

will

fluctuate,

and

you

may

have

a

gain

or

loss

when

you

sell

your

shares.

Current

performance

may

differ

from

figures

shown.

For

most

recent

month-end

performance,

go

to

franklintempleton.com

or

call

(800)

342-5236

.

Share

Class

Cumulative

Total

Return

2

Average

Annual

Total

Return

3

–

A

4

1-Year

+19.23%

+12.68%

5-Year

+9.75%

+0.73%

10-Year

+46.86%

+3.33%

Advisor

1-Year

+19.51%

+19.51%

5-Year

+11.11%

+2.13%

10-Year

+50.62%

+4.18%

See

page

8

for

Performance

Summary

footnotes.

Templeton

Growth

Fund,

Inc.

Performance

Summary

7

franklintempleton.com

Annual

Report

See

page

8

for

Performance

Summary

footnotes.

Total

Return

Index

Comparison

for

a

Hypothetical

$10,000

Investment

Total

return

represents

the

change

in

value

of

an

investment

over

the

periods

shown.

It

includes

any

applicable

maximum

sales

charge,

Fund

expenses,

account

fees

and

reinvested

distributions.

The

unmanaged

index

includes

reinvestment

of

any

income

or

distributions.

It

differs

from

the

Fund

in

composition

and

does

not

pay

management

fees

or

expenses.

One

cannot

invest

directly

in

an

index.

Class

A

(8/31/13

–

8/31/23)

Advisor

Class

(8/31/13

–

8/31/23)

Templeton

Growth

Fund,

Inc.

Performance

Summary

8

franklintempleton.com

Annual

Report

Each

class

of

shares

is

available

to

certain

eligible

investors

and

has

different

annual

fees

and

expenses,

as

described

in

the

prospectus.

Events

such

as

the

spread

of

deadly

diseases,

disasters,

and

financial,

political

or

social

disruptions,

may

heighten

risks

and

adversely

affect

performance.

All

investments

involve

risks,

including

possible

loss

of

principal.

International

investments

are

subject

to

special

risks,

including

currency

fluctuations

and

social,

economic

and

political

uncertainties,

which

could

increase

volatility.

These

risks

are

magnified

in

emerging

markets

.

To

the

extent

the

Fund

invests

in

companies

in

a

spe-

cific

country

or

region

,

the

Fund

may

experience

greater

volatility

than

a

fund

that

is

more

broadly

diversified

geographically.

Derivative

instruments

can

be

illiquid,

may

disproportionately

increase

losses,

and

have

a

potentially

large

impact

on

performance.

Small-

and

mid-cap

stocks

involve

greater

risks

and

volatility

than

large-cap

stocks.

The

manager

may

consider

environmental,

social

and

governance

(ESG)

criteria

in

the

research

or

investment

process;

however,

ESG

considerations

may

not

be

a

de-

terminative

factor

in

security

selection.

In

addition,

the

manager

may

not

assess

every

investment

for

ESG

criteria,

and

not

every

ESG

factor

may

be

identified

or

evaluated.

These

and

other

risks

are

discussed

in

the

Fund’s

prospectus.

1.

The

total

annual

operating

expenses

are

as

of

the

Fund's

prospectus

available

at

the

time

of

publication.

Actual

expenses

may

be

higher

and

may

impact

portfolio

returns.

2.

Cumulative

total

return

represents

the

change

in

value

of

an

investment

over

the

periods

indicated.

3.

Average

annual

total

return

represents

the

average

annual

change

in

value

of

an

investment

over

the

periods

indicated.

Return

for

less

than

one

year,

if

any,

has

not

been

annualized.

4.

Prior

to

9/10/18,

these

shares

were

offered

at

a

higher

initial

sales

charge

of

5.75%,

thus

actual

returns

(with

sales

charges)

would

have

differed.

Average

annual

total

returns

(with

sales

charges)

have

been

restated

to

reflect

the

current

maximum

initial

sales

charge

of

5.50%.

5.

Source:

FactSet.

The

MSCI

ACWI-NR

is

a

free

float-adjusted,

market

capitalization-weighted

index

designed

to

measure

the

equity

market

performance

of

global

devel-

oped

and

emerging

markets.

Net

Returns

(NR)

include

income

net

of

tax

withholding

when

dividends

are

paid.

6.

Figures

are

as

stated

in

the

Fund’s

current

prospectus

and

may

differ

from

the

expense

ratios

disclosed

in

the

Your

Fund’s

Expenses

and

Financial

Highlights

sections

in

this

report.

In

periods

of

market

volatility,

assets

may

decline

significantly,

causing

total

annual

Fund

operating

expenses

to

become

higher

than

the

figures

shown.

See

www.franklintempletondatasources.com

for

additional

data

provider

information.

Distributions

(9/1/22–8/31/23)

Share

Class

Net

Investment

Income

A

$0.1942

C

$0.1428

R

$0.1774

R6

$0.2152

Advisor

$0.2116

Total

Annual

Operating

Expenses

6

Share

Class

A

1.05%

Advisor

0.79%

Your

Fund’s

Expenses

Templeton

Growth

Fund,

Inc.

9

franklintempleton.com

Annual

Report

As

a

Fund

shareholder,

you

can

incur

two

types

of

costs:

(1)

transaction

costs,

including

sales

charges

(loads)

on

Fund

purchases

and

redemptions;

and

(2)

ongoing

Fund

costs,

including

management

fees,

distribution

and

service

(12b-1)

fees,

and

other

Fund

expenses.

All

mutual

funds

have

ongoing

costs,

sometimes

referred

to

as

operating

expenses.

The

table

below

shows

ongoing

costs

of

investing

in

the

Fund

and

can

help

you

understand

these

costs

and

compare

them

with

those

of

other

mutual

funds.

The

table

assumes

a

$1,000

investment

held

for

the

six

months

indicated.

Actual

Fund

Expenses

The

table

below

provides

information

about

actual

account

values

and

actual

expenses

in

the

columns

under

the

heading

“Actual.”

In

these

columns

the

Fund’s

actual

return,

which

includes

the

effect

of

Fund

expenses,

is

used

to

calculate

the

“Ending

Account

Value”

for

each

class

of

shares.

You

can

estimate

the

expenses

you

paid

during

the

period

by

following

these

steps

(of

course,

your

account

value

and

expenses

will

differ

from

those

in

this

illustration)

:

Divide

your

account

value

by

$1,000

(if

your

account

had

an

$8,600

value,

then

$8,600

÷

$1,000

=

8.6)

.

Then

multiply

the

result

by

the

number

in

the

row

for

your

class

of

shares

under

the

headings

“Actual”

and

“Expenses

Paid

During

Period”

(if

Actual

Expenses

Paid

During

Period

were

$7.50,

then

8.6

x

$7.50

=

$64.50)

.

In

this

illustration,

the

actual

expenses

paid

this

period

are

$64.50.

Hypothetical

Example

for

Comparison

with

Other

Funds

Under

the

heading

“Hypothetical”

in

the

table,

information

is

provided

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

This

information

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period,

but

it

can

help

you

compare

ongoing

costs

of

investing

in

the

Fund

with

those

of

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

for

the

class

of

shares

you

hold

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

expenses

shown

in

the

table

are

meant

to

highlight

ongoing

costs

and

do

not

reflect

any

transactional

costs.

Therefore,

information

under

the

heading

“Hypothetical”

is

useful

in

comparing

ongoing

costs

only,

and

will

not

help

you

compare

total

costs

of

owning

different

funds.

In

addition,

if

transactional

costs

were

included,

your

total

costs

would

have

been

higher.

1.

Expenses

are

equal

to

the

annualized

expense

ratio

for

the

six-month

period

as

indicated

above—in

the

far

right

column—multiplied

by

the

simple

average

account

value

over

the

period

indicated,

and

then

multiplied

by

184/365

to

reflect

the

one-half

year

period.

2.

Reflects

expenses

after

fee

waivers

and

expense

reimbursements.

Does

not

include

acquired

fund

fees

and

expenses.

Actual

(actual

return

after

expenses)

Hypothetical

(5%

annual

return

before

expenses)

Share

Class

Beginning

Account

Value

3/1/23

Ending

Account

Value

8/31/23

Expenses

Paid

During

Period

3/1/23–8/31/23

1,2

Ending

Account

Value

8/31/23

Expenses

Paid

During

Period

3/1/23–8/31/23

1,2

a

Net

Annualized

Expense

Ratio

2

A

$1,000

$1,064.20

$5.30

$1,020.07

$5.19

1.02%

C

$1,000

$1,060.20

$9.20

$1,016.28

$9.00

1.77%

R

$1,000

$1,062.80

$6.61

$1,018.80

$6.47

1.27%

R6

$1,000

$1,065.90

$3.73

$1,021.59

$3.65

0.72%

Advisor

$1,000

$1,065.80

$4.02

$1,021.32

$3.93

0.77%

Templeton

Growth

Fund,

Inc.

Financial

Highlights

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

10

a

Year

Ended

August

31,

2023

2022

2021

2020

2019

Class

A

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$20.47

$25.34

$21.17

$20.96

$27.08

Income

from

investment

operations

a

:

Net

investment

income

b

.........................

0.22

0.14

0.37

c

0.27

0.51

Net

realized

and

unrealized

gains

(losses)

...........

3.69

(4.59)

4.03

1.16

(3.96)

Total

from

investment

operations

....................

3.91

(4.45)

4.40

1.43

(3.45)

Less

distributions

from:

Net

investment

income

..........................

(0.19)

(0.42)

(0.23)

(0.47)

(0.45)

Net

realized

gains

.............................

—

—

—

(0.75)

(2.22)

Total

distributions

...............................

(0.19)

(0.42)

(0.23)

(1.22)

(2.67)

Net

asset

value,

end

of

year

.......................

$24.19

$20.47

$25.34

$21.17

$20.96

Total

return

d

...................................

19.23%

(17.76)%

20.80%

6.53%

(13.02)%

Ratios

to

average

net

assets

Expenses

e

....................................

1.03%

1.05%

1.04%

1.06%

1.06%

Net

investment

income

...........................

0.96%

0.61%

1.53%

c

1.29%

2.20%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$7,654,074

$6,913,896

$9,010,906

$8,191,333

$8,604,624

Portfolio

turnover

rate

............................

33.07%

42.82%

44.14%

f

52.90%

25.30%

a

The

amount

shown

for

a

share

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

of

Operations

for

the

period

due

to

the

timing

of

sales

and

repurchases

of

the

Fund’s

shares

in

relation

to

income

earned

and/or

fluctuating

fair

value

of

the

investments

of

the

Fund.

b

Based

on

average

daily

shares

outstanding.

c

Net

investment

income

per

share

includes

approximately

$0.26

per

share

related

to

income

received

in

the

form

of

special

dividends

and

an

adjustment

for

EU

reclaims

in

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

of

net

investment

income

to

average

net

assets

would

have

been

0.42%.

d

Total

return

does

not

reflect

sales

commissions

or

contingent

deferred

sales

charges,

if

applicable.

e

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

f

Excludes

the

value

of

portfolio

activity

as

a

result

of

in-kind

transactions.

Templeton

Growth

Fund,

Inc.

Financial

Highlights

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

11

a

Year

Ended

August

31,

2023

2022

2021

2020

2019

Class

C

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$20.09

$24.82

$20.71

$20.56

$26.31

Income

from

investment

operations

a

:

Net

investment

income

(loss)

b

....................

0.05

(0.03)

0.19

c

0.11

0.25

Net

realized

and

unrealized

gains

(losses)

...........

3.61

(4.52)

3.95

1.12

(3.78)

Total

from

investment

operations

....................

3.66

(4.55)

4.14

1.23

(3.53)

Less

distributions

from:

Net

investment

income

..........................

(0.14)

(0.18)

(0.03)

(0.33)

—

Net

realized

gains

.............................

—

—

—

(0.75)

(2.22)

Total

distributions

...............................

(0.14)

(0.18)

(0.03)

(1.08)

(2.22)

Net

asset

value,

end

of

year

.......................

$23.61

$20.09

$24.82

$20.71

$20.56

Total

return

d

...................................

18.31%

(18.38)%

19.93%

5.70%

(13.68)%

Ratios

to

average

net

assets

Expenses

e

....................................

1.78%

1.80%

1.79%

1.82%

1.81%

Net

investment

income

(loss)

......................

0.21%

(0.13)%

0.80%

c

0.54%

1.45%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$92,670

$84,172

$111,870

$125,500

$152,392

Portfolio

turnover

rate

............................

33.07%

42.82%

44.14%

f

52.90%

25.30%

a

The

amount

shown

for

a

share

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

of

Operations

for

the

period

due

to

the

timing

of

sales

and

repurchases

of

the

Fund’s

shares

in

relation

to

income

earned

and/or

fluctuating

fair

value

of

the

investments

of

the

Fund.

b

Based

on

average

daily

shares

outstanding.

c

Net

investment

income

per

share

includes

approximately

$0.26

per

share

related

to

income

received

in

the

form

of

special

dividends

and

an

adjustment

for

EU

reclaims

in

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

of

net

investment

income

to

average

net

assets

would

have

been

(0.31)%.

d

Total

return

does

not

reflect

sales

commissions

or

contingent

deferred

sales

charges,

if

applicable.

e

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

f

Excludes

the

value

of

portfolio

activity

as

a

result

of

in-kind

transactions.

Templeton

Growth

Fund,

Inc.

Financial

Highlights

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

12

a

Year

Ended

August

31,

2023

2022

2021

2020

2019

Class

R

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$20.24

$25.05

$20.93

$20.75

$26.81

Income

from

investment

operations

a

:

Net

investment

income

b

.........................

0.16

0.08

0.30

c

0.21

0.44

Net

realized

and

unrealized

gains

(losses)

...........

3.64

(4.54)

3.99

1.14

(3.91)

Total

from

investment

operations

....................

3.80

(4.46)

4.29

1.35

(3.47)

Less

distributions

from:

Net

investment

income

..........................

(0.18)

(0.35)

(0.17)

(0.42)

(0.37)

Net

realized

gains

.............................

—

—

—

(0.75)

(2.22)

Total

distributions

...............................

(0.18)

(0.35)

(0.17)

(1.17)

(2.59)

Net

asset

value,

end

of

year

.......................

$23.86

$20.24

$25.05

$20.93

$20.75

Total

return

....................................

18.86%

(17.95)%

20.49%

6.24%

(13.21)%

Ratios

to

average

net

assets

Expenses

d

....................................

1.28%

1.30%

1.29%

1.31%

1.31%

Net

investment

income

...........................

0.71%

0.36%

1.29%

c

1.04%

1.95%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$50,808

$45,502

$60,867

$56,912

$62,515

Portfolio

turnover

rate

............................

33.07%

42.82%

44.14%

e

52.90%

25.30%

a

The

amount

shown

for

a

share

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

of

Operations

for

the

period

due

to

the

timing

of

sales

and

repurchases

of

the

Fund’s

shares

in

relation

to

income

earned

and/or

fluctuating

fair

value

of

the

investments

of

the

Fund.

b

Based

on

average

daily

shares

outstanding.

c

Net

investment

income

per

share

includes

approximately

$0.26

per

share

related

to

income

received

in

the

form

of

special

dividends

and

an

adjustment

for

EU

reclaims

in

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

of

net

investment

income

to

average

net

assets

would

have

been

0.18%.

d

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

e

Excludes

the

value

of

portfolio

activity

as

a

result

of

in-kind

transactions.

Templeton

Growth

Fund,

Inc.

Financial

Highlights

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

13

a

Year

Ended

August

31,

2023

2022

2021

2020

2019

Class

R6

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$20.50

$25.39

$21.20

$20.97

$27.10

Income

from

investment

operations

a

:

Net

investment

income

b

.........................

0.29

0.21

0.59

c

0.34

0.59

Net

realized

and

unrealized

gains

(losses)

...........

3.70

(4.61)

3.90

1.16

(3.97)

Total

from

investment

operations

....................

3.99

(4.40)

4.49

1.50

(3.38)

Less

distributions

from:

Net

investment

income

..........................

(0.22)

(0.49)

(0.30)

(0.52)

(0.53)

Net

realized

gains

.............................

—

—

—

(0.75)

(2.22)

Total

distributions

...............................

(0.22)

(0.49)

(0.30)

(1.27)

(2.75)

Net

asset

value,

end

of

year

.......................

$24.27

$20.50

$25.39

$21.20

$20.97

Total

return

....................................

19.56%

(17.50)%

21.15%

6.87%

(12.73)%

Ratios

to

average

net

assets

Expenses

d

....................................

0.73%

0.75%

0.74%

0.74%

0.73%

Net

investment

income

...........................

1.27%

0.92%

2.56%

c

1.63%

2.53%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$294,490

$277,985

$349,281

$1,342,940

$1,504,941

Portfolio

turnover

rate

............................

33.07%

42.82%

44.14%

e

52.90%

25.30%

a

The

amount

shown

for

a

share

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

of

Operations

for

the

period

due

to

the

timing

of

sales

and

repurchases

of

the

Fund’s

shares

in

relation

to

income

earned

and/or

fluctuating

fair

value

of

the

investments

of

the

Fund.

b

Based

on

average

daily

shares

outstanding.

c

Net

investment

income

per

share

includes

approximately

$0.26

per

share

related

to

income

received

in

the

form

of

special

dividends

and

an

adjustment

for

EU

reclaims

in

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

of

net

investment

income

to

average

net

assets

would

have

been

1.45%.

d

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

e

Excludes

the

value

of

portfolio

activity

as

a

result

of

in-kind

transactions.

Templeton

Growth

Fund,

Inc.

Financial

Highlights

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

14

a

Year

Ended

August

31,

2023

2022

2021

2020

2019

Advisor

Class

Per

share

operating

performance

(for

a

share

outstanding

throughout

the

year)

Net

asset

value,

beginning

of

year

...................

$20.54

$25.42

$21.24

$21.01

$27.15

Income

from

investment

operations

a

:

Net

investment

income

b

.........................

0.27

0.20

0.42

c

0.32

0.57

Net

realized

and

unrealized

gains

(losses)

...........

3.71

(4.60)

4.05

1.17

(3.98)

Total

from

investment

operations

....................

3.98

(4.40)

4.47

1.49

(3.41)

Less

distributions

from:

Net

investment

income

..........................

(0.21)

(0.48)

(0.29)

(0.51)

(0.51)

Net

realized

gains

.............................

—

—

—

(0.75)

(2.22)

Total

distributions

...............................

(0.21)

(0.48)

(0.29)

(1.26)

(2.73)

Net

asset

value,

end

of

year

.......................

$24.31

$20.54

$25.42

$21.24

$21.01

Total

return

....................................

19.51%

(17.53)%

21.06%

6.79%

(12.79)%

Ratios

to

average

net

assets

Expenses

d

....................................

0.78%

0.79%

0.80%

0.81%

0.81%

Net

investment

income

...........................

1.21%

0.85%

1.76%

c

1.54%

2.45%

Supplemental

data

Net

assets,

end

of

year

(000’s)

.....................

$169,293

$159,910

$429,251

$377,028

$427,371

Portfolio

turnover

rate

............................

33.07%

42.82%

44.14%

e

52.90%

25.30%

a

The

amount

shown

for

a

share

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

of

Operations

for

the

period

due

to

the

timing

of

sales

and

repurchases

of

the

Fund’s

shares

in

relation

to

income

earned

and/or

fluctuating

fair

value

of

the

investments

of

the

Fund.

b

Based

on

average

daily

shares

outstanding.

c

Net

investment

income

per

share

includes

approximately

$0.26

per

share

related

to

income

received

in

the

form

of

special

dividends

and

an

adjustment

for

EU

reclaims

in

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

of

net

investment

income

to

average

net

assets

would

have

been

0.66%.

d

Benefit

of

waiver

and

payments

by

affiliates

rounds

to

less

than

0.01%.

e

Excludes

the

value

of

portfolio

activity

as

a

result

of

in-kind

transactions.

Templeton

Growth

Fund,

Inc.

Schedule

of

Investments,

August

31,

2023

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

15

a

a

Industry

Shares

a

Value

a

Common

Stocks

94.4%

Belgium

2.4%

Anheuser-Busch

InBev

SA/NV

......

Beverages

3,491,423

$

198,189,290

France

5.6%

Danone

SA

.....................

Food

Products

3,038,223

177,114,684

a

Forvia

SE

......................

Automobile

Components

2,333,873

49,468,837

Pernod

Ricard

SA

................

Beverages

481,673

94,534,428

Thales

SA

......................

Aerospace

&

Defense

973,322

141,945,469

463,063,418

Germany

8.7%

Bayer

AG

......................

Pharmaceuticals

3,462,579

189,455,170

Continental

AG

..................

Automobile

Components

1,883,049

139,687,702

Fresenius

Medical

Care

AG

&

Co.

KGaA

Health

Care

Providers

&

Services

3,270,051

157,451,806

Infineon

Technologies

AG

..........

Semiconductors

&

Semiconductor

Equipment

3,981,492

142,287,837

SAP

SE

.......................

Software

620,319

86,541,228

715,423,743

Hong

Kong

1.5%

AIA

Group

Ltd.

..................

Insurance

13,342,557

120,726,924

India

1.8%

a

Jio

Financial

Services

Ltd.

..........

Consumer

Finance

4,766,524

13,456,520

Reliance

Industries

Ltd.

............

Oil,

Gas

&

Consumable

Fuels

4,766,524

138,600,867

152,057,387

Japan

7.0%

Hitachi

Ltd.

.....................

Industrial

Conglomerates

994,974

66,141,842

Honda

Motor

Co.

Ltd.

.............

Automobiles

4,046,234

130,786,656

Komatsu

Ltd.

...................

Machinery

3,956,560

112,619,813

Nitori

Holdings

Co.

Ltd.

............

Specialty

Retail

1,091,242

124,239,347

Sony

Group

Corp.

................

Household

Durables

1,710,721

142,348,527

576,136,185

Netherlands

1.3%

Shell

plc

.......................

Oil,

Gas

&

Consumable

Fuels

3,603,035

110,163,788

South

Korea

2.6%

Samsung

Electronics

Co.

Ltd.

.......

Technology

Hardware,

Storage

&

Peripherals

4,206,638

212,230,109

Switzerland

1.1%

Adecco

Group

AG

................

Professional

Services

2,198,253

94,552,775

Taiwan

1.5%

Taiwan

Semiconductor

Manufacturing

Co.

Ltd.,

ADR

..................

Semiconductors

&

Semiconductor

Equipment

1,326,478

124,118,546

United

Kingdom

13.0%

BAE

Systems

plc

................

Aerospace

&

Defense

13,109,061

166,849,127

BP

plc

.........................

Oil,

Gas

&

Consumable

Fuels

37,399,371

231,101,458

Compass

Group

plc

..............

Hotels,

Restaurants

&

Leisure

3,548,143

89,472,613

Lloyds

Banking

Group

plc

..........

Banks

198,575,924

106,091,846

a

Rolls-Royce

Holdings

plc

..........

Aerospace

&

Defense

100,193,177

281,074,344

Unilever

plc

.....................

Personal

Care

Products

3,866,424

197,815,983

1,072,405,371

United

States

47.9%

Albemarle

Corp.

.................

Chemicals

497,806

98,919,030

a

Alphabet,

Inc.,

A

.................

Interactive

Media

&

Services

2,168,788

295,323,862

a

Amazon.com,

Inc.

................

Broadline

Retail

1,183,363

163,315,928

Templeton

Growth

Fund,

Inc.

Schedule

of

Investments

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

16

a

a

Industry

Shares

a

Value

a

Common

Stocks

(continued)

United

States

(continued)

Applied

Materials,

Inc.

.............

Semiconductors

&

Semiconductor

Equipment

455,788

$

69,626,175

Bank

of

America

Corp.

............

Banks

4,969,208

142,467,193

a

Booking

Holdings,

Inc.

............

Hotels,

Restaurants

&

Leisure

30,528

94,790,356

Comcast

Corp.,

A

................

Media

4,569,090

213,650,648

a

Dollar

Tree,

Inc.

.................

Consumer

Staples

Distribution

&

Retail

999,129

122,253,424

DuPont

de

Nemours,

Inc.

..........

Chemicals

1,735,542

133,445,824

a

DXC

Technology

Co.

..............

IT

Services

5,645,591

117,089,557

HCA

Healthcare,

Inc.

..............

Health

Care

Providers

&

Services

315,919

87,604,339

Honeywell

International,

Inc.

........

Industrial

Conglomerates

421,289

79,177,055

Hyatt

Hotels

Corp.,

A

..............

Hotels,

Restaurants

&

Leisure

692,528

77,847,073

a

ICON

plc

.......................

Life

Sciences

Tools

&

Services

577,844

150,204,769

Johnson

&

Johnson

..............

Pharmaceuticals

1,172,040

189,495,427

Lear

Corp.

.....................

Automobile

Components

853,453

122,974,043

Medtronic

plc

...................

Health

Care

Equipment

&

Supplies

2,345,991

191,198,267

Micron

Technology,

Inc.

............

Semiconductors

&

Semiconductor

Equipment

2,269,255

158,711,695

Microsoft

Corp.

..................

Software

274,032

89,816,728

Schneider

Electric

SE

.............

Electrical

Equipment

613,435

105,152,728

Starbucks

Corp.

.................

Hotels,

Restaurants

&

Leisure

1,221,594

119,032,119

Target

Corp.

....................

Consumer

Staples

Distribution

&

Retail

1,392,314

176,197,337

TJX

Cos.,

Inc.

(The)

..............

Specialty

Retail

2,232,457

206,457,623

Union

Pacific

Corp.

...............

Ground

Transportation

933,373

205,874,083

UnitedHealth

Group,

Inc.

...........

Health

Care

Providers

&

Services

401,322

191,262,039

Visa,

Inc.,

A

.....................

Financial

Services

396,952

97,523,167

a

Walt

Disney

Co.

(The)

.............

Entertainment

1,963,775

164,328,692

a

YETI

Holdings,

Inc.

...............

Leisure

Products

1,623,757

81,106,662

Zimmer

Biomet

Holdings,

Inc.

.......

Health

Care

Equipment

&

Supplies

132,825

15,822,114

3,960,667,957

Total

Common

Stocks

(Cost

$6,767,700,316)

....................................

7,799,735,493

a

a

a

a

a

Escrows

and

Litigation

Trusts

0.0%

a,b

Hemisphere

Properties

India

Ltd.,

Escrow

Account

................

104,748

—

Total

Escrows

and

Litigation

Trusts

(Cost

$–)

...................................

—

Total

Long

Term

Investments

(Cost

$6,767,700,316)

.............................

7,799,735,493

Short

Term

Investments

5.9%

a

a

Industry

Principal

Amount

*

a

Value

a

a

a

a

a

a

Time

Deposits

5.9%

Canada

3.2%

National

Bank

of

Canada,

5.31%,

9/01/23

......................

170,000,000

170,000,000

Royal

Bank

of

Canada,

5.3%,

9/01/23

.

96,400,000

96,400,000

266,400,000

Templeton

Growth

Fund,

Inc.

Schedule

of

Investments

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

17

See

Abbreviations

on

page

30

.

Short

Term

Investments

(continued)

a

a

Industry

Principal

Amount

*

a

Value

a

a

a

a

a

a

Time

Deposits

(continued)

France

2.7%

Credit

Agricole

Corporate

and

Investment

Bank

SA,

5.3%,

9/01/23

.

220,000,000

$

220,000,000

Total

Time

Deposits

(Cost

$486,400,000)

.......................................

486,400,000

a

a

a

a

a

Total

Short

Term

Investments

(Cost

$486,400,000

)

...............................

486,400,000

a

a

a

Total

Investments

(Cost

$7,254,100,316)

100.3%

................................

$8,286,135,493

Other

Assets,

less

Liabilities

(0.3)%

...........................................

(24,800,512)

Net

Assets

100.0%

...........................................................

$8,261,334,981

a

a

a

*

The

principal

amount

is

stated

in

U.S.

dollars

unless

otherwise

indicated.

a

Non-income

producing.

b

Fair

valued

using

significant

unobservable

inputs.

See

Note

8

regarding

fair

value

measurements.

Templeton

Growth

Fund,

Inc.

Financial

Statements

Statement

of

Assets

and

Liabilities

August

31,

2023

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

18

Templeton

Growth

Fund,

Inc.

Assets:

Investments

in

securities:

Cost

-

Unaffiliated

issuers

...................................................................

$7,254,100,316

Value

-

Unaffiliated

issuers

..................................................................

$8,286,135,493

Cash

....................................................................................

67,677

Foreign

currency,

at

value

(cost

$23,939)

.........................................................

23,938

Receivables:

Investment

securities

sold

...................................................................

20,582,906

Capital

shares

sold

........................................................................

1,035,822

Dividends

and

interest

.....................................................................

18,243,275

European

Union

tax

reclaims

(Note

1

d

)

.........................................................

942,114

Total

assets

..........................................................................

8,327,031,225

Liabilities:

Payables:

Capital

shares

redeemed

...................................................................

5,963,955

Management

fees

.........................................................................

4,871,364

Distribution

fees

..........................................................................

1,733,558

Transfer

agent

fees

........................................................................

1,082,620

Directors

'

fees

and

ex

penses

................................................................

38,983

IRS

closing

agreement

payments

for

European

Union

tax

reclaims

(Note

1

d

)

.............................

51,601,807

Accrued

expenses

and

other

liabilities

...........................................................

403,957

Total

liabilities

.........................................................................

65,696,244

Net

assets,

at

value

.................................................................

$8,261,334,981

Net

assets

consist

of:

Paid-in

capital

.............................................................................

$7,379,729,039

Total

distributable

earnings

(losses)

.............................................................

881,605,942

Net

assets,

at

value

.................................................................

$8,261,334,981

Templeton

Growth

Fund,

Inc.

Financial

Statements

Statement

of

Assets

and

Liabilities

(continued)

August

31,

2023

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

19

Templeton

Growth

Fund,

Inc.

Class

A:

Net

assets,

at

value

.......................................................................

$7,654,073,714

Shares

outstanding

........................................................................

316,463,076

Net

asset

value

per

share

a

..................................................................

$24.19

Maximum

offering

price

per

share

(net

asset

value

per

share

÷

94.50%)

................................

$25.60

Class

C:

Net

assets,

at

value

.......................................................................

$92,669,894

Shares

outstanding

........................................................................

3,925,653

Net

asset

value

and

maximum

offering

price

per

share

a

.............................................

$23.61

Class

R:

Net

assets,

at

value

.......................................................................

$50,808,201

Shares

outstanding

........................................................................

2,129,211

Net

asset

value

and

maximum

offering

price

per

share

.............................................

$23.86

Class

R6:

Net

assets,

at

value

.......................................................................

$294,490,360

Shares

outstanding

........................................................................

12,133,441

Net

asset

value

and

maximum

offering

price

per

share

.............................................

$24.27

Advisor

Class:

Net

assets,

at

value

.......................................................................

$169,292,812

Shares

outstanding

........................................................................

6,965,063

Net

asset

value

and

maximum

offering

price

per

share

.............................................

$24.31

a

Redemption

price

is

equal

to

net

asset

value

less

contingent

deferred

sales

charges,

if

applicable.

Templeton

Growth

Fund,

Inc.

Financial

Statements

Statement

of

Operations

for

the

year

ended

August

31,

2023

franklintempleton.com

Annual

Report

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

20

Templeton

Growth

Fund,

Inc.

Investment

income:

Dividends:

(net

of

foreign

taxes

of

$6,118,472)

Unaffiliated

issuers

........................................................................

$141,079,356

Interest:

Unaffiliated

issuers

........................................................................

21,080,129

Income

from

securities

loaned:

Unaffiliated

entities

(net

of

fees

and

rebates)

.....................................................

(59,434)

Non-controlled

affiliates

(Note

3

f

)

.............................................................

1,216,552

Other

income

(Note

1

d

)

......................................................................

1,006,674

Less:

IRS

closing

agreement

payments

for

European

Union

tax

reclaims

(Note

1

d

)

..........................

(5,067,076)

Total

investment

income

...................................................................

159,256,201

Expenses:

Management

fees

(Note

3

a

)

...................................................................

55,378,327

Distribution

fees:

(Note

3c

)

    Class

A

................................................................................

18,417,561

    Class

C

................................................................................

891,695

    Class

R

................................................................................

242,616

Transfer

agent

fees:

(Note

3e

)

    Class

A

................................................................................

5,804,675

    Class

C

................................................................................

69,968

    Class

R

................................................................................

38,096

    Class

R6

...............................................................................

61,094

    Advisor

Class

............................................................................

129,093

Custodian

fees

............................................................................

186,224

Reports

to

shareholders

fees

..................................................................

(623,531)

Registration

and

filing

fees

....................................................................

137,377

Professional

fees

...........................................................................

90,281

Directors'

fees

and

expenses

..................................................................

966,940

Other

....................................................................................

179,558

Total

expenses

.........................................................................

81,969,974

Expenses

waived/paid

by

affiliates

(Note

3

f

and

3

g

)

..............................................

(102,068)

Net

expenses

.........................................................................

81,867,906

Net

investment

income

................................................................

77,388,295

Realized

and

unrealized

gains

(losses):

Net

realized

gain

(loss)

from:

Investments:

(net

of

foreign

taxes

of

$15,469)

Unaffiliated

issuers

......................................................................

138,535,691

Foreign

currency

transactions

................................................................

(299,784)

Net

realized

gain

(loss)

..................................................................

138,235,907

Net

change

in

unrealized

appreciation

(depreciation)

on:

Investments:

Unaffiliated

issuers

......................................................................

1,176,670,749

Translation

of

other

assets

and

liabilities

denominated

in

foreign

currencies

..............................

1,148,625

Net

change

in

unrealized

appreciation

(depreciation)

............................................

1,177,819,374

Net

realized

and

unrealized

gain

(loss)

............................................................

1,316,055,281

Net

increase

(decrease)

in

net

assets

resulting

from

operations

..........................................

$1,393,443,576

Templeton

Growth

Fund,

Inc.

Financial

Statements

Statements

of

Changes

in

Net

Assets

franklintempleton.com

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Annual

Report

21

Templeton

Growth

Fund,

Inc.

Year

Ended

August

31,

2023

Year

Ended

August

31,

2022

Increase

(decrease)

in

net

assets:

Operations:

Net

investment

income

.................................................

$77,388,295

$55,323,121

Net

realized

gain

(loss)

.................................................

138,235,907

659,908,715

Net

change

in

unrealized

appreciation

(depreciation)

...........................

1,177,819,374

(2,411,525,881)

Net

increase

(decrease)

in

net

assets

resulting

from

operations

................

1,393,443,576

(1,696,294,045)

Distributions

to

shareholders:

Class

A

.............................................................

(64,548,857)

(144,707,194)

Class

C

.............................................................

(578,484)

(780,823)

Class

R

.............................................................

(395,576)

(835,559)

Class

R6

............................................................

(2,730,340)

(6,642,236)

Advisor

Class

........................................................

(1,571,073)

(7,975,892)

Total

distributions

to

shareholders

..........................................

(69,824,330)

(160,941,704)

Capital

share

transactions:

(Note

2

)

Class

A

.............................................................

(485,852,353)

(417,885,156)

Class

C

.............................................................

(5,779,179)

(6,948,306)

Class

R

.............................................................

(2,613,035)

(4,122,944)

Class

R6

............................................................

(31,508,472)

(4,163,187)

Advisor

Class

........................................................

(17,996,416)

(190,354,970)

Total

capital

share

transactions

............................................

(543,749,455)

(623,474,563)

Net

increase

(decrease)

in

net

assets

...................................

779,869,791

(2,480,710,312)

Net

assets:

Beginning

of

year

.......................................................

7,481,465,190

9,962,175,502

End

of

year

...........................................................

$8,261,334,981

$7,481,465,190

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

22

franklintempleton.com

Annual

Report

1.

Organization

and

Significant

Accounting

Policies

Templeton

Growth

Fund,

Inc. (Fund)

is

registered

under

the

Investment

Company

Act

of

1940

(1940

Act)

as

an

open-end

management

investment

company.

The

Fund

follows

the

accounting

and

reporting

guidance

in

Financial

Accounting

Standards

Board

(FASB)

Accounting

Standards

Codification

Topic

946,

Financial

Services

-

Investment

Companies

(ASC

946)

and

applies

the

specialized

accounting

and

reporting

guidance

in

U.S.

Generally

Accepted

Accounting

Principles

(U.S.

GAAP),

including,

but

not

limited

to,

ASC

946.

The

Fund

offers

five

classes

of

shares:

Class

A,

Class

C,

Class

R,

Class

R6

and

Advisor

Class.

Class

C

shares

automatically

convert

to

Class

A

shares

on

a

monthly

basis,

after

they

have

been

held

for

8

years.

Each

class

of

shares

may

differ

by

its

initial

sales

load,

contingent

deferred

sales

charges,

voting

rights

on

matters

affecting

a

single

class,

its

exchange

privilege

and

fees

due

to

differing

arrangements

for

distribution

and

transfer

agent

fees.

The

following

summarizes

the

Fund's

significant

accounting

policies.

a.

Financial

Instrument

Valuation 

The

Fund's

investments

in

financial

instruments

are

carried

at

fair

value

daily.

Fair

value

is

the

price

that

would

be

received

to

sell

an

asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

on

the

measurement

date.

The

Fund

calculates

the

net

asset

value

(NAV)

per

share

each business

day as

of

4

p.m.

Eastern

time

or

the

regularly

scheduled

close

of

the

New

York

Stock

Exchange

(NYSE),

whichever

is

earlier.

Under

compliance

policies

and

procedures

approved

by

the

Fund's Board

of

Directors

(the

Board),

the Board

has

designated

the

Fund’s

investment

manager

as

the

valuation

designee

and

has

responsibility

for

oversight

of

valuation.

The

investment

manager

is

assisted

by

the

Fund’s

administrator

in

performing

this

responsibility,

including

leading

the

cross-

functional

Valuation

Committee

(VC).

The

Fund

may

utilize

independent

pricing

services,

quotations

from

securities

and

financial

instrument

dealers,

and

other

market

sources

to

determine

fair

value. 

Equity

securities

listed

on

an

exchange

or

on

the

NASDAQ

National

Market

System

are

valued

at

the

last

quoted

sale

price

or

the

official

closing

price of

the

day,

respectively.

Foreign

equity

securities

are

valued

as

of

the

close

of

trading

on

the

foreign

stock

exchange

on

which

the

security

is

primarily

traded,

or

as

of

4

p.m.

Eastern

time.

The

value

is

then

converted

into

its

U.S.

dollar

equivalent

at

the

foreign

exchange

rate

in

effect

at

4

p.m.

Eastern

time

on

the

day

that

the

value

of

the

security

is

determined.

Over-the-counter

(OTC)

securities

are

valued

within

the

range

of

the

most

recent

quoted

bid

and

ask

prices.

Securities

that

trade

in

multiple

markets

or

on

multiple

exchanges

are

valued

according

to

the

broadest

and

most

representative

market.

Certain

equity

securities

are

valued

based

upon

fundamental

characteristics

or

relationships

to

similar

securities. 

Investments

in

open-end

mutual

funds

are

valued

at

the

closing

NAV. Investments

in

time

deposits

are

valued

at

cost,

which

approximates

fair

value.

The

Fund

has

procedures

to

determine

the

fair

value

of

financial

instruments

for

which

market

prices

are

not

reliable

or

readily

available.

Under

these

procedures,

the Fund

primarily

employs

a

market-based

approach

which

may

use

related

or

comparable

assets

or

liabilities,

recent

transactions,

market

multiples,

and

other

relevant

information

for

the

investment

to

determine

the

fair

value

of

the

investment.

An

income-based

valuation

approach

may

also

be

used

in

which

the

anticipated

future

cash

flows

of

the

investment

are

discounted

to

calculate

fair

value.

Discounts

may

also

be

applied

due

to

the

nature

or

duration

of

any

restrictions

on

the

disposition

of

the

investments.

Due

to

the

inherent

uncertainty

of

valuations

of

such

investments,

the

fair

values

may

differ

significantly

from

the

values

that

would

have

been

used

had

an

active

market

existed.

Trading

in

securities

on

foreign

securities

stock

exchanges

and

OTC

markets

may

be

completed

before

4

p.m.

Eastern

time.

In

addition,

trading

in

certain

foreign

markets

may

not

take

place

on

every

Fund's

business

day.

Events

can occur

between

the

time

at

which

trading

in

a

foreign

security

is

completed

and

4

p.m.

Eastern

time

that

might

call

into

question

the

reliability

of

the

value

of

a

portfolio

security

held

by

the

Fund.

As

a

result,

differences

may

arise

between

the

value

of

the

Fund's

portfolio

securities

as

determined

at

the

foreign

market

close

and

the

latest

indications

of

value

at

4

p.m.

Eastern

time.

In

order

to

minimize

the

potential

for

these

differences,

an

independent

pricing

service

may

be

used

to

adjust

the

value

of

the

Fund's

portfolio

securities

to

the

latest

indications

of

fair

value

at

4

p.m.

Eastern

time.

At August

31,

2023,

certain

securities

may

have

been

fair

valued

using

these

procedures,

in

which

case

the

securities

were

categorized

as

Level

2

within

the

fair

value

hierarchy

(referred

to

as

“market

level

fair

value”).

See

the

Fair

Value

Measurements

note

for

more

information.

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

23

franklintempleton.com

Annual

Report

When

the

last

day

of

the

reporting

period

is

a

non-business

day,

certain

foreign

markets

may

be

open

on

those

days

that

the

Fund's

NAV

is

not

calculated,

which

could

result

in

differences

between

the

value

of

the

Fund's

portfolio

securities

on

the

last

business

day

and

the

last

calendar

day

of

the

reporting

period.

Any

security

valuation

changes

due

to

an

open

foreign

market

are

adjusted

and

reflected

by

the Fund

for

financial

reporting

purposes.

b.

Foreign

Currency

Translation 

Portfolio

securities

and

other

assets

and

liabilities

denominated

in

foreign

currencies

are

translated

into

U.S.

dollars

based

on

the

exchange

rate

of

such

currencies

against

U.S.

dollars

on

the

date

of

valuation.

The

Fund

may

enter

into

foreign

currency

exchange

contracts

to

facilitate

transactions

denominated

in

a

foreign

currency.

Purchases

and

sales

of

securities,

income

and

expense

items

denominated

in

foreign

currencies

are

translated

into

U.S.

dollars

at

the

exchange

rate

in

effect

on

the

transaction

date.

Portfolio

securities

and

assets

and

liabilities

denominated

in

foreign

currencies

contain

risks

that

those

currencies

will

decline

in

value

relative

to

the

U.S.

dollar.

Occasionally,

events

may

impact

the

availability

or

reliability

of

foreign

exchange

rates

used

to

convert

the

U.S.

dollar

equivalent

value.

If

such

an

event

occurs,

the

foreign

exchange

rate

will

be

valued

at

fair

value

using

procedures

established

and

approved

by

the

Board.

The

Fund

does

not

separately

report

the

effect

of

changes

in

foreign

exchange

rates

from

changes

in

market

prices

on

securities

held.

Such

changes

are

included

in

net

realized

and

unrealized

gain

or

loss

from

investments

in

the

Statement of

Operations.

Realized

foreign

exchange

gains

or

losses

arise

from

sales

of

foreign

currencies,

currency

gains

or

losses

realized

between

the

trade

and

settlement

dates

on

securities

transactions

and

the

difference

between

the

recorded

amounts

of

dividends,

interest,

and

foreign

withholding

taxes

and

the

U.S.

dollar

equivalent

of

the

amounts

actually

received

or

paid.

Net

unrealized

foreign

exchange

gains

and

losses

arise

from

changes

in

foreign

exchange

rates

on

foreign

denominated

assets

and

liabilities

other

than

investments

in

securities

held

at

the

end

of

the

reporting

period.

c.

Securities

Lending

The

Fund

participates

in

an

agency

based

securities

lending

program

to

earn

additional

income.

The

Fund

receives

collateral

in

the

form

of

cash

and/or

U.S.

Government

and

Agency

securities

against

the

loaned

securities

in

an

amount

equal

to

at

least

102%

of

the

fair

value

of

the

loaned

securities.

Collateral

is

maintained

over

the

life

of

the

loan

in

an

amount

not

less

than

100%

of

the

fair

value

of

loaned

securities,

as

determined

at

the

close

of

Fund

business

each

day;

any

additional

collateral

required

due

to

changes

in

security

values

is

delivered

to

the

Fund

on

the

next

business

day.

Any

cash

collateral

received

is

deposited

into

a

joint

cash

account

with

other

funds

and

is

used

to

invest

in

a

money

market

fund

managed

by

Franklin

Advisers,

Inc.,

an

affiliate

of

the

Fund.

The

Fund

may

receive

income

from

the

investment

of

cash

collateral,

in

addition

to

lending

fees

and

rebates

paid

by

the

borrower.

Income

from

securities

loaned,

net

of

fees

paid

to

the

securities

lending

agent

and/

or

third-party

vendor,

is

reported

separately

in

the

Statement

of

Operations.

The

Fund

bears

the

market

risk

with

respect

to

any

cash

collateral

investment,

securities

loaned,

and

the

risk

that

the

agent

may

default

on

its

obligations

to

the

Fund.

If

the

borrower

defaults

on

its

obligation

to

return

the

securities

loaned,

the

Fund

has

the

right

to

repurchase

the

securities

in

the

open

market

using

the

collateral

received.

The

securities

lending

agent

has

agreed

to

indemnify

the

Fund

in

the

event

of

default

by

a

third

party

borrower. At

August

31,

2023,

the

Fund

had

no

securities

on

loan.

d.

Income

and

Deferred

Taxes

It

is the

Fund's

policy

to

qualify

as

a

regulated

investment

company

under

the

Internal

Revenue

Code. The

Fund

intends

to

distribute

to

shareholders

substantially

all

of

its

taxable

income

and

net

realized

gains

to

relieve

it

from

federal

income

and excise

taxes.

As

a

result,

no

provision

for

U.S.

federal

income

taxes

is

required.

The

Fund

may

be

subject

to

foreign

taxation

related

to

income

received,

capital

gains

on

the

sale

of

securities

and

certain

foreign

currency

transactions

in

the

foreign

jurisdictions

in

which

it

invests.

Foreign

taxes,

if

any,

are

recorded

based

on

the

tax

regulations

and

rates

that

exist

in

the

foreign

markets

in

which

the

Fund

invests.

When

a

capital

gain

tax

is

determined

to

apply,

the

Fund

records

an

estimated

deferred

tax

liability

in

an

amount

that

would

be

payable

if

the

securities

were

disposed

of

on

the

valuation

date.

1.

Organization

and

Significant

Accounting

Policies

(continued)

a.

Financial

Instrument

Valuation 

(continued)

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

24

franklintempleton.com

Annual

Report

As

a

result

of

several

court

cases,

in

certain

countries

across

the

European

Union,

the

Fund

filed

additional

tax

reclaims

for

previously

withheld

taxes

on

dividends

earned

in

those

countries

(EU

reclaims).

Income

recognized,

if

any,

for

EU

reclaims

is

reflected

as

other

income

in

the

Statement

of

Operations

and

any

related

receivable,

if

any,

is

reflected

as

European

Union

tax

reclaims

in

the

Statement

of

Assets

and

Liabilities.

Any

fees

associated

with

these

filings

are

reflected

in

other

expenses

in

the

Statement

of

Operations.

When

uncertainty

exists

as

to

the

ultimate

resolution

of

these

proceedings,

the

likelihood

of

receipt

of

these

EU

reclaims,

and

the

potential

timing

of

payment,

no

amounts

are

reflected

in

the

financial

statements.

For

U.S.

income

tax

purposes,

EU

reclaims

received

by

the

Fund,

if

any,

reduce

the

amount

of

foreign

taxes

Fund

shareholders

can

use

as

tax

deductions

or

credits

on

their

income

tax

returns.

In

the

event

that

EU

reclaims

received

by

the

Fund

during

a

fiscal

year

exceed

foreign

withholding

taxes

paid

by

the

Fund,

and

the

Fund

previously

passed

through

to

its

shareholders

foreign

taxes

incurred

by

the

Fund

to

be

used

as

a

credit

or

deduction

on

a

shareholder’s

income

tax

return,

the

Fund

will

enter

into

a

closing

agreement

with

the

Internal

Revenue

Service

(IRS)

in

order

to

pay

the

associated

tax

liability

on

behalf

of

the

Fund's

shareholders.

During

the

fiscal

year

ended

August

31,

2023,

the

Fund

received

EU

reclaims

in

excess

of

the

foreign

taxes

paid

during

the

year.

The

Fund

determined

to

enter

into

a

closing

agreement

with

the

IRS

and

recorded

the

estimated

payments

as

a

reduction

to

income,

as

reflected

in

the

Statement

of

Operations.

The

Fund

may

recognize

an

income

tax

liability

related

to

its

uncertain

tax

positions

under

U.S.

GAAP

when

the

uncertain

tax

position

has

a

less

than

50%

probability

that

it

will

be

sustained

upon

examination

by

the

tax

authorities

based

on

its

technical

merits.

As

of

August

31,

2023,

the

Fund

has

determined

that

no

tax

liability

is

required

in

its

financial

statements

related

to

uncertain

tax

positions

for

any

open

tax

years

(or

expected

to

be

taken

in

future

tax

years).

Open

tax

years

are

those

that

remain

subject

to

examination

and

are

based

on

the

statute

of

limitations

in

each

jurisdiction

in

which

the

Fund

invests.

e.

Security

Transactions,

Investment

Income,

Expenses

and

Distributions

Security

transactions

are

accounted

for

on

trade

date.

Realized

gains

and

losses

on

security

transactions

are

determined

on

a

specific

identification

basis.

Interest

income

and

estimated

expenses

are

accrued

daily.

Amortization

of

premium

and

accretion

of

discount

on

debt

securities

are

included

in

interest

income.

Dividend

income

is

recorded

on

the

ex-dividend

date

except

for

certain

dividends

from

securities

where

the

dividend

rate

is

not

available.

In

such

cases,

the

dividend

is

recorded

as

soon

as

the

information

is

received

by

the

Fund.

Distributions

to shareholders

are

recorded

on

the

ex-dividend

date.

Distributable

earnings

are

determined

according

to

income

tax

regulations

(tax

basis)

and

may

differ

from

earnings

recorded

in

accordance

with

U.S.

GAAP.

These

differences

may

be

permanent

or

temporary.

Permanent

differences

are

reclassified

among

capital

accounts

to

reflect

their

tax

character.

These

reclassifications

have

no

impact

on

net

assets

or

the

results

of

operations.

Temporary

differences

are

not

reclassified,

as

they

may

reverse

in

subsequent

periods.

Realized

and

unrealized

gains

and

losses

and

net

investment

income,

excluding

class

specific

expenses,

are

allocated

daily

to

each

class

of

shares

based

upon

the

relative

proportion

of

net

assets

of

each

class.

Differences

in

per

share

distributions

by

class

are

generally

due

to

differences

in

class

specific

expenses.

f.

Accounting

Estimates

The

preparation

of

financial

statements

in

accordance

with

U.S.

GAAP

requires

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities

at

the

date

of

the

financial

statements

and

the

amounts

of

income

and

expenses

during

the

reporting

period.

Actual

results

could

differ

from

those

estimates.

g.

Guarantees

and

Indemnifications

Under

the

Fund's

organizational

documents,

its

officers

and

directors

are

indemnified

by

the

Fund

against

certain

liabilities

arising

out

of

the

performance

of

their

duties

to

the

Fund.

Additionally,

in

the

normal

course

of

business,

the

Fund

enters

into

contracts

with

service

providers

that

contain

general

indemnification

clauses.

The

Fund's

maximum

exposure

under

these

arrangements

is

unknown

as

this

would

involve

future

claims

that

may

be

made

against

the

Fund

that

have

not

yet

occurred.

Currently,

the

Fund

expects

the

risk

of

loss

to

be

remote.

1.

Organization

and

Significant

Accounting

Policies

(continued)

d.

Income

and

Deferred

Taxes

(continued)

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

25

franklintempleton.com

Annual

Report

2.

Shares

of

Beneficial

Interest

At

August

31,

2023,

there

were

2.7

billion

shares

authorized

($0.01

par

value).

Transactions

in

the

Fund’s

shares

were

as

follows:

3.

Transactions

with

Affiliates

Franklin

Resources,

Inc.

is

the

holding

company

for

various

subsidiaries

that

together

are

referred

to

as

Franklin

Templeton.

Certain

officers

and

directors

of

the

Fund

are

also

officers

and/or

directors

of

the

following

subsidiaries:

Year

Ended

August

31,

2023

Year

Ended

August

31,

2022

Shares

Amount

Shares

Amount

Class

A

Shares:

Shares

sold

a

...................................

14,057,965

$317,803,676

12,961,576

$301,976,998

Shares

issued

in

reinvestment

of

distributions

..........

2,405,692

52,179,509

4,879,775

117,700,180

Shares

redeemed

...............................

(37,689,662)

(855,835,538)

(35,768,006)

(837,562,334)

Net

increase

(decrease)

..........................

(21,226,005)

$(485,852,353)

(17,926,655)

$(417,885,156)

Class

C

Shares:

Shares

sold

...................................

868,500

$19,198,683

1,044,312

$24,399,782

Shares

issued

in

reinvestment

of

distributions

..........

27,130

577,316

32,713

778,574

Shares

redeemed

a

..............................

(1,160,012)

(25,555,178)

(1,395,107)

(32,126,662)

Net

increase

(decrease)

..........................

(264,382)

$(5,779,179)

(318,082)

$(6,948,306)

Class

R

Shares:

Shares

sold

...................................

216,492

$4,871,971

194,775

$4,518,288

Shares

issued

in

reinvestment

of

distributions

..........

18,459

395,576

34,975

835,559

Shares

redeemed

...............................

(354,173)

(7,880,582)

(411,472)

(9,476,791)

Net

increase

(decrease)

..........................

(119,222)

$(2,613,035)

(181,722)

$(4,122,944)

Class

R6

Shares:

Shares

sold

...................................

525,898

$12,032,432

496,965

$11,748,815

Shares

issued

in

reinvestment

of

distributions

..........

108,785

2,361,726

240,095

5,786,278

Shares

redeemed

...............................

(2,059,895)

(45,902,630)

(933,822)

(21,698,280)

Net

increase

(decrease)

..........................

(1,425,212)

$(31,508,472)

(196,762)

$(4,163,187)

Advisor

Class

Shares:

Shares

sold

...................................

1,110,827

$25,086,506

5,350,129

$113,603,833

Shares

issued

in

reinvestment

of

distributions

..........

68,096

1,481,094

316,124

7,637,562

Shares

redeemed

...............................

(1,999,162)

(44,564,016)

(14,767,271)

(311,596,365)

Net

increase

(decrease)

..........................

(820,239)

$(17,996,416)

(9,101,018)

$(190,354,970)

a

May

include

a

portion

of

Class

C

shares

that

were

automatically

converted

to

Class

A.

Subsidiary

Affiliation

Templeton

Global

Advisors

Limited

(Global

Advisors)

Investment

manager

Franklin

Templeton

Services,

LLC

(FT

Services)

Administrative

manager

Franklin

Distributors,

LLC

(Distributors)

Principal

underwriter

Franklin

Templeton

Investor

Services,

LLC

(Investor

Services)

Transfer

agent

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

26

franklintempleton.com

Annual

Report

a.

Management

Fees

The

Fund

pays

an

investment

management

fee,

calculated

daily

and

paid

monthly,

to

Global

Advisors

based

on

the

average

daily

net

assets

of

the

Fund

as

follows:

For

the

year

ended

August

31,

2023,

the

gross

effective

investment

management

fee

rate

was 0.693%

of

the

Fund’s

average daily

net

assets. 

b.

Administrative

Fees

Under

an

agreement

with

Global

Advisors,

FT

Services

provides

administrative

services

to

the

Fund.

The

fee

is

paid

by

Global

Advisors

based

on

the

Fund's

average

daily

net

assets,

and

is

not

an

additional

expense

of

the

Fund.

c.

Distribution

Fees

The

Board

has

adopted

distribution

plans

for

each

share

class,

with

the

exception

of

Class

R6

and

Advisor

Class

shares,

pursuant

to

Rule

12b-1

under

the

1940

Act.

Under

the

Fund’s

Class

A

reimbursement

distribution

plan,

the

Fund

reimburses

Distributors

for

costs

incurred

in

connection

with

the

servicing,

sale

and

distribution

of

the

Fund's

shares

up

to

the

maximum

annual

plan

rate.

Under

the

Class

A

reimbursement

distribution

plan,

costs

exceeding

the

maximum

for

the

current

plan

year

cannot

be

reimbursed

in

subsequent

periods.

In

addition,

under

the

Fund’s

Class

C

and

R

compensation

distribution

plans,

the

Fund

pays

Distributors

for

costs

incurred

in

connection

with

the

servicing,

sale

and

distribution

of

the

Fund's

shares

up

to

the

maximum

annual

plan

rate

for

each

class.

The

plan

year,

for

purposes

of

monitoring

compliance

with

the

maximum

annual

plan

rates,

is

February

1

through

January

31.

The

maximum

annual

plan

rates,

based

on

the

average

daily

net

assets,

for

each

class,

are

as

follows:

Annualized

Fee

Rate

Net

Assets

0.780%

Up

to

and

including

$200

million

0.765%

Over

$200

million,

up

to

and

including

$700

million

0.730%

Over

$700

million,

up

to

and

including

$1

billion

0.715%

Over

$1

billion,

up

to

and

including

$1.2

billion

0.690%

Over

$1.2

billion,

up

to

and

including

$5

billion

0.675%

Over

$5

billion,

up

to

and

including

$10

billion

0.655%

Over

$10

billion,

up

to

and

including

$15

billion

0.635%

Over

$15

billion,

up

to

and

including

$20

billion

0.615%

Over

$20

billion,

up

to

and

including

$25

billion

0.605%

Over

$25

billion,

up

to

and

including

$30

billion

0.595%

Over

$30

billion,

up

to

and

including

$35

billion

0.585%

Over

$35

billion,

up

to

and

including

$40

billion

0.575%

Over

$40

billion,

up

to

and

including

$45

billion

0.565%

In

excess

of

$45

billion

Class

A

....................................................................................

0.25%

Class

C

....................................................................................

1.00%

Class

R

....................................................................................

0.50%

3.

Transactions

with

Affiliates

(continued)

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

27

franklintempleton.com

Annual

Report

d.

Sales

Charges/Underwriting

Agreements

Front-end

sales

charges

and

contingent

deferred

sales

charges

(CDSC)

do

not

represent

expenses

of

the

Fund.

These

charges

are

deducted

from

the

proceeds

of

sales

of

Fund

shares

prior

to

investment

or

from

redemption

proceeds

prior

to

remittance,

as

applicable.

Distributors

has

advised

the

Fund

of

the

following

commission

transactions

related

to

the

sales

and

redemptions

of

the

Fund's

shares

for

the

year:

e.

Transfer

Agent

Fees

Each

class

of

shares pays

transfer

agent

fees

to

Investor

Services

for

its

performance

of

shareholder

servicing

obligations.

Effective

October

1,

2022,

the

fees

are

based

on

an

annualized

asset

based

fee

of

0.016%

plus

a

reduced

transaction

based

fee.

Prior

to

October

1,

2022,

the

fees

were

based

on

an

annualized

asset

based

fee

of

0.02%

plus

a

transaction

based

fee.

In

addition,

each

class reimburses

Investor

Services

for

out

of

pocket

expenses

incurred

and,

except

for

Class

R6, reimburses

shareholder

servicing

fees

paid

to

third

parties.

These

fees

are

allocated

daily

based

upon

their

relative

proportion

of

such

classes'

aggregate

net

assets.

Class

R6

pays

Investor

Services

transfer

agent

fees

specific

to

that

class.

For

the

year

ended

August

31,

2023,

the

Fund

paid

transfer

agent

fees

of

$6,102,926,

of

which

$2,714,335

was

retained

by

Investor

Services.

f.

Investments

in

Affiliated

Management

Investment

Companies

The

Fund

invests

in

one

or

more

affiliated

management

investment

companies.

As

defined

in

the

1940

Act,

an

investment

is

deemed

to

be

a

“Controlled

Affiliate”

of

a

fund

when

a

fund

owns,

either

directly

or

indirectly,

25%

or

more

of

the

affiliated

fund’s

outstanding

shares

or

has

the

power

to

exercise

control

over

management

or

policies

of

such

fund.

The

Fund

does

not

invest

for

purposes

of

exercising

a

controlling

influence

over

the

management

or

policies.

Management

fees

paid

by

the

Fund

are

waived

on

assets

invested

in

the

affiliated

management

investment

companies,

as

noted

in

the

Statement

of

Operations,

in

an

amount

not

to

exceed

the

management

and

administrative

fees

paid

directly

or

indirectly

by

each

affiliate.

During

the

year

ended

August

31,

2023,

the

Fund

held

investments

in

affiliated

management

investment

companies

as

follows:

g.

Waiver

and

Expense

Reimbursements

Investor

Services

has

contractually

agreed

in

advance

to

waive

or

limit

its

fees

so

that

the

Class

R6

transfer

agent

fees

do

not

exceed

0.03%

based

on

the

average

net

assets

of

the

class

until

December

31,

2023.

Sales

charges

retained

net

of

commissions

paid

to

unaffiliated

brokers/dealers

..............................

$166,344

CDSC

retained

..............................................................................

$3,296

    aa

Value

at

Beginning

of

Year

Purchases

Sales

Realized

Gain

(Loss)

Net

Change

in

Unrealized

Appreciation

(Depreciation)

Value

at

End

of

Year

Number

of

Shares

Held

at

End

of

Year

Investment

Income

a      

a  

a  

a  

a  

a  

a  

a  

Templeton

Growth

Fund,

Inc.

Non-Controlled

Affiliates

Income

from

securities

loaned

Institutional

Fiduciary

Trust

-

Money

Market

Portfolio,

5.066%

$54,376,208

$480,527,598

$(534,903,806)

$—

$—

$—

—

$1,216,552

Total

Affiliated

Securities

...

$54,376,208

$480,527,598

$(534,903,806)

$—

$—

$—

$1,216,552

3.

Transactions

with

Affiliates

(continued)

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

28

franklintempleton.com

Annual

Report

4.

Income

Taxes

For

tax

purposes,

capital

losses

may

be

carried

over

to

offset

future

capital

gains.

At

August

31,

2023,

the

capital

loss

carryforwards

were

as

follows:

During

the

year

ended

August

31,

2023,

the

Fund

utilized

$176,355,206

of

capital

loss

carryforwards.

The

tax

character

of

distributions

paid

during

the

years

ended

August

31,

2023

and

2022,

was

as

follows:

At

August

31,

2023,

the

cost

of

investments,

net

unrealized

appreciation

(depreciation)

and

undistributed

ordinary

income

for

income

tax

purposes

were

as

follows:

Differences

between

income

and/or

capital

gains

as

determined

on

a

book

basis

and

a

tax

basis

are

primarily

due

to

differing

treatments

of

wash

sales

and

corporate

actions.

5.

Investment

Transactions

Purchases

and

sales

of

investments (excluding

short

term

securities) for

the

year

ended

August

31,

2023,

aggregated

$2,488,501,253 

and

$2,956,250,178,

respectively. 

6.

Concentration

of

Risk

Investing

in

foreign

securities

may

include

certain

risks

and

considerations

not

typically

associated

with

investing

in

U.S.

securities,

such

as

fluctuating

currency

values

and

changing

local,

regional

and

global

economic,

political

and

social

conditions,

which

may

result

in

greater

market

volatility.

Political

and

financial

uncertainty

in

many

foreign

regions

may

increase

market

volatility

and

the

economic

risk

of

investing

in

foreign

securities.

In

addition,

certain

foreign

securities

may

not

be

as

liquid

as

U.S.

securities.

Capital

loss

carryforwards

not

subject

to

expiration:

Short

term

................................................................................

$123,858,473

Long

term

................................................................................

57,089,462

Total

capital

loss

carryforwards

...............................................................

$180,947,935

2023

2022

Distributions

paid

from:

Ordinary

income

..........................................................

$69,824,330

$160,941,704

Cost

of

investments

..........................................................................

$7,315,655,277

Unrealized

appreciation

........................................................................

$1,459,000,379

Unrealized

depreciation

........................................................................

(488,520,163)

Net

unrealized

appreciation

(depreciation)

..........................................................

$970,480,216

Distributable

earnings:

Undistributed

ordinary

income

...................................................................

$91,848,975

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

29

franklintempleton.com

Annual

Report

7.

Credit

Facility

The

Fund,

together

with

other

U.S.

registered

and

foreign

investment

funds

(collectively,

Borrowers),

managed

by

Franklin

Templeton,

are

borrowers

in

a

joint

syndicated

senior

unsecured

credit

facility

totaling

$2.675

billion

(Global

Credit

Facility)

which

matures

on

February

2,

2024.

This

Global

Credit

Facility

provides

a

source

of

funds

to

the

Borrowers

for

temporary

and

emergency

purposes,

including

the

ability

to

meet

future

unanticipated

or

unusually

large

redemption

requests.

 Under

the

terms

of

the

Global

Credit

Facility,

the

Fund

shall,

in

addition

to

interest

charged

on

any

borrowings

made

by

the

Fund

and

other

costs

incurred

by

the

Fund,

pay

its

share

of

fees

and

expenses

incurred

in

connection

with

the

implementation

and

maintenance

of

the

Global

Credit

Facility,

based

upon

its

relative

share

of

the

aggregate

net

assets

of

all

of

the

Borrowers,

including

an

annual

commitment

fee

of

0.15%

based

upon

the

unused

portion

of

the

Global

Credit

Facility.

These

fees

are

reflected

in

other

expenses

in

the Statement

of

Operations.

During

the

year

ended

August

31,

2023,

the Fund

did

not

use

the

Global

Credit

Facility.

8.

Fair

Value

Measurements

The

Fund

follows

a

fair

value

hierarchy

that

distinguishes

between

market

data

obtained

from

independent

sources

(observable

inputs)

and

the Fund's

own

market

assumptions

(unobservable

inputs).

These

inputs

are

used

in

determining

the

value

of

the

Fund's financial

instruments

and

are

summarized

in

the

following

fair

value

hierarchy:

Level

1

–

quoted

prices

in

active

markets

for

identical

financial

instruments

Level

2

–

other

significant

observable

inputs

(including

quoted

prices

for

similar

financial

instruments,

interest

rates,

prepayment

speed,

credit

risk,

etc.)

Level

3

–

significant

unobservable

inputs

(including

the

Fund's

own

assumptions

in

determining

the

fair

value

of

financial

instruments)

The

input

levels

are

not

necessarily

an

indication

of

the

risk

or

liquidity

associated

with

financial

instruments

at

that

level.

A

summary

of

inputs

used

as

of

August

31,

2023,

in

valuing

the

Fund's

assets

carried

at

fair

value,

is

as

follows:

Level

1

Level

2

Level

3

Total

Templeton

Growth

Fund,

Inc.

Assets:

Investments

in

Securities:

Common

Stocks

:

Belgium

..............................

$

—

$

198,189,290

$

—

$

198,189,290

France

...............................

—

463,063,418

—

463,063,418

Germany

.............................

—

715,423,743

—

715,423,743

Hong

Kong

...........................

—

120,726,924

—

120,726,924

India

................................

13,456,520

138,600,867

—

152,057,387

Japan

...............................

—

576,136,185

—

576,136,185

Netherlands

...........................

—

110,163,788

—

110,163,788

South

Korea

..........................

—

212,230,109

—

212,230,109

Switzerland

...........................

—

94,552,775

—

94,552,775

Taiwan

...............................

124,118,546

—

—

124,118,546

United

Kingdom

........................

—

1,072,405,371

—

1,072,405,371

United

States

..........................

3,855,515,229

105,152,728

—

3,960,667,957

Escrows

and

Litigation

Trusts

...............

—

—

—

a

—

Short

Term

Investments

...................

—

486,400,000

—

486,400,000

Total

Investments

in

Securities

...........

$3,993,090,295

$4,293,045,198

b

$—

$8,286,135,493

Templeton

Growth

Fund,

Inc.

Notes

to

Financial

Statements

30

franklintempleton.com

Annual

Report

A

reconciliation

in

which

Level

3

inputs

are

used

in

determining

fair

value

is

presented

when

there

are

significant

Level

3

assets

and/or

liabilities

at

the

beginning

and/or

end

of

the year.

9.

Subsequent

Events

The

Fund

has

evaluated

subsequent

events

through

the

issuance

of

the financial

statements

and

determined

that

no

events

have

occurred

that

require

disclosure.

Abbreviations

a

Includes

financial

instruments

determined

to

have

no

value.

b

Includes

foreign

securities

valued

at

$3,806,645,198,

which

were

categorized

as

Level

2

as

a

result

of

the

application

of

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

more

information.

Selected

Portfolio

ADR

American

Depositary

Receipt

8.

Fair

Value

Measurements

(continued)

Templeton

Growth

Fund,

Inc.

Report

of

Independent

Registered

Public

Accounting

Firm

31

franklintempleton.com

Annual

Report

To

the

Board

of

Directors

and

Shareholders

of

Templeton

Growth

Fund,

Inc.

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

schedule

of

investments,

of

Templeton

Growth

Fund,

Inc.

(the

"Fund")

as

of

August

31,

2023,

the

related

statement

of

operations

for

the

year

ended

August

31,

2023,

the

statements

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

August

31,

2023,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

August

31,

2023

(collectively

referred

to

as

the

“financial

statements”).

In

our

opinion,

the

financial

statements

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

August

31,

2023,

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

for

each

of

the

two

years

in

the

period

ended

August

31,

2023

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

August

31,

2023

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

of

these

financial

statements

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

August

31,

2023

by

correspondence

with

the

custodian.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

PricewaterhouseCoopers

LLP

San

Francisco,

California

October

23,

2023

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

Franklin

Templeton

Group

of

Funds

since

1948.

Templeton

Growth

Fund,

Inc.

Tax

Information

(unaudited)

32

franklintempleton.com

Annual

Report

By

mid-February,

tax

information

related

to

a

shareholder's

proportionate

share

of

distributions

paid

during

the

preceding

calendar

year

will

be

received,

if

applicable.

Please

also

refer

to

www.franklintempleton.com

for

per

share

tax

information

related

to

any

distributions

paid

during

the

preceding

calendar

year.

Shareholders

are

advised

to

consult

with

their

tax

advisors

for

further

information

on

the

treatment

of

these

amounts

on

their

tax

returns.

The

following

tax

information

for

the

Fund

is

required

to

be

furnished

to

shareholders

with

respect

to

income

earned

and

distributions

paid

during

its

fiscal

year.

The

Fund

hereby

reports

the

following

amounts,

or

if

subsequently

determined

to

be

different,

the

maximum

allowable

amounts,

for

the

fiscal

year

ended

August

31

,

202

3

:

Under

Section

853

of

the

Internal

Revenue

Code,

the

Fund

intends

to

elect

to

pass

through

to

their

shareholders

the

following

amounts,

or

amounts

as

finally

determined,

of

foreign

taxes

paid

and

foreign

source

income

earned

by

the

Fund

during

the

fiscal

year

ended

August

31,

2023:

Pursuant

to:

Amount

Reported

Income

Eligible

for

Dividends

Received

Deduction

(DRD)

§854(b)(1)(A)

$47,950,981

Qualified

Dividend

Income

Earned

(QDI)

§854(b)(1)(B)

$158,790,881

Section

163(j)

Interest

Earned

§163(j)

$11,860,278

Amount

Reported

Foreign

Taxes

Paid

$6,118,472

Foreign

Source

Income

Earned

$75,716,578

Templeton

Growth

Fund,

Inc.

Board

Members

and

Officers

33

franklintempleton.com

Annual

Report

The

name,

year

of

birth

and

address

of

the

officers

and

board

members,

as

well

as

their

affiliations,

positions

held

with

the

Trust,

principal

occupations

during

at

least

the

past

five

years

and

number

of

U.S.

registered

portfolios

overseen

in

the

Franklin

Templeton/Legg

Mason

fund

complex,

are

shown

below.

Generally,

each

board

member

serves

until

that

person’s

successor

is

elected

and

qualified.

Independent

Board

Members

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member

1

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Harris

J.

Ashton

(1932)

Director

Since

1992

119

Bar-S

Foods

(meat

packing

company)

(1981-2010).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Director,

RBC

Holdings,

Inc.

(bank

holding

company)

(until

2002);

and

President,

Chief

Executive

Officer

and

Chairman

of

the

Board,

General

Host

Corporation

(nursery

and

craft

centers)

(until

1998).

Ann

Torre

Bates

(1958)

Director

Since

2008

29

Ares

Strategic

Income

Fund

(closed-end

investment

management

company)

(September

2022-present);

Ares

Capital

Corporation

(specialty

finance

company)

(2010-present),

United

Natural

Foods,

Inc.

(food

distribution)

(2013-present),

formerly

,

Navient

Corporation

(loan

management,

servicing

and

asset

recovery)

(2014-2016).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Executive

Vice

President

and

Chief

Financial

Officer,

NHP

Incorporated

(manager

of

multifamily

housing)

(1995-1997);

and

Vice

President

and

Treasurer,

US

Airways,

Inc.

(until

1995).

Terrence

J.

Checki

(1945)

Director

Since

January

2023

119

Hess

Corporation

(exploration

of

oil

and

gas)

(2014-present).

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Member

of

the

Council

on

Foreign

Relations

(1996-present);

Member

of

the

National

Committee

on

U.S.-China

Relations

(1999-present);

member

of

the

board

of

trustees

of

the

Economic

Club

of

New

York

(2013-present);

member

of

the

board

of

trustees

of

the

Foreign

Policy

Association

(2005-present);

member

of

the

board

of

directors

of

Council

of

the

Americas

(2007-present)

and

the

Tallberg

Foundation

(2018-present);

and

formerly

,

Executive

Vice

President

of

the

Federal

Reserve

Bank

of

New

York

and

Head

of

its

Emerging

Markets

and

Internal

Affairs

Group

and

Member

of

Management

Committee

(1995-2014);

and

Visiting

Fellow

at

the

Council

on

Foreign

Relations

(2014).

Mary

C.

Choksi

(1950)

Director

Since

2016

119

Omnicom

Group

Inc.

(advertising

and

marketing

communications

services)

(2011-present)

and

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2017-present);

and

formerly

,

Avis

Budget

Group

Inc.

(car

rental)

(2007-2020).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

and

formerly

,

Founder

and

Senior

Advisor,

Strategic

Investment

Group

(investment

management

group)

(2015-2017);

Founding

Partner

and

Senior

Managing

Director,

Strategic

Investment

Group

(1987-2015);

Founding

Partner

and

Managing

Director,

Emerging

Markets

Management

LLC

(investment

management

firm)

(1987-2011);

and

Loan

Officer/Senior

Loan

Officer/Senior

Pension

Investment

Officer,

World

Bank

Group

(international

financial

institution)

(1977-1987).

Templeton

Growth

Fund,

Inc.

34

franklintempleton.com

Annual

Report

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member

1

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Edith

E.

Holiday

(1952)

Lead

Independent

Director

Director

since

2000

and

Lead

Independent

Director

since

2007

119

Hess

Corporation

(exploration

of

oil

and

gas)

(1993-present),

Santander

Consumer

USA

Holdings,

Inc.

(consumer

finance)

(2016-present);

Santander

Holdings

USA

(holding

company)

(2019-present);

and

formerly

,

Canadian

National

Railway

(railroad)

(2001-2021),

White

Mountains

Insurance

Group,

Ltd.

(holding

company)

(2004-

2021),

RTI

International

Metals,

Inc.

(manufacture

and

distribution

of

titanium)

(1999-2015)

and

H.J.

Heinz

Company

(processed

foods

and

allied

products)

(1994-2013).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

or

Trustee

of

various

companies

and

trusts;

and

formerly

,

Assistant

to

the

President

of

the

United

States

and

Secretary

of

the

Cabinet

(1990-1993);

General

Counsel

to

the

United

States

Treasury

Department

(1989-1990);

and

Counselor

to

the

Secretary

and

Assistant

Secretary

for

Public

Affairs

and

Public

Liaison-United

States

Treasury

Department

(1988-1989).

J.

Michael

Luttig

(1954)

Director

Since

2009

119

Boeing

Capital

Corporation

(aircraft

financing)

(2006-2010).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Counselor

and

Special

Advisor

to

the

CEO

and

Board

of

Directors

of

the

Coca-Cola

Company

(beverage

company)

(2021-present);

and

formerly

,

Counselor

and

Senior

Advisor

to

the

Chairman,

CEO,

and

Board

of

Directors,

of

The

Boeing

Company

(aerospace

company),

and

member

of

the

Executive

Council

(2019-2020);

Executive

Vice

President,

General

Counsel

and

member

of

the

Executive

Council,

The

Boeing

Company

(2006-2019);

and

Federal

Appeals

Court

Judge,

United

States

Court

of

Appeals

for

the

Fourth

Circuit

(1991-2006).

David

W.

Niemiec

(1949)

Director

Since

2005

29

Hess

Midstream

LP

(oil

and

gas

midstream

infrastructure)

(2017-present).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Advisor,

Saratoga

Partners

(private

equity

fund);

and

formerly

,

Managing

Director,

Saratoga

Partners

(1998-2001)

and

SBC

Warburg

Dillon

Read

(investment

banking)

(1997-1998);

Vice

Chairman,

Dillon,

Read

&

Co.

Inc.

(investment

banking)

(1991-1997);

and

Chief

Financial

Officer,

Dillon,

Read

&

Co.

Inc.

(1982-1997).

Larry

D.

Thompson

(1945)

Director

Since

2005

119

Graham

Holdings

Company

(education

and

media

organization)

(2011-2021);

The

Southern

Company

(energy

company)

(2014-2020;

previously

2010-

2012)

and

Cbeyond,

Inc.

(business

communications

provider)

(2010-

2012).

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

of

various

companies;

Counsel,

Finch

McCranie,

LLP

(law

firm)

(2015-present);

John

A.

Sibley

Professor

of

Corporate

and

Business

Law,

University

of

Georgia

School

of

Law

(2015-present;

previously

2011-2012);

and

formerly

,

Independent

Compliance

Monitor

and

Auditor,

Volkswagen

AG

(manufacturer

of

automobiles

and

commercial

vehicles)

(2017-2020);

Executive

Vice

President

-

Government

Affairs,

General

Counsel

and

Corporate

Secretary,

PepsiCo,

Inc.

(consumer

products)

(2012-2014);

Senior

Vice

President

-

Government

Affairs,

General

Counsel

and

Secretary,

PepsiCo,

Inc.

(2004-2011);

Senior

Fellow

of

The

Brookings

Institution

(2003-2004);

Visiting

Professor,

University

of

Georgia

School

of

Law

(2004);

and

Deputy

Attorney

General,

U.S.

Department

of

Justice

(2001-2003).

Independent

Board

Members

(continued)

Templeton

Growth

Fund,

Inc.

35

franklintempleton.com

Annual

Report

Interested

Board

Members

and

Officers

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member

1

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Constantine

D.

Tseretopoulos

(1954)

Director

Since

2000

19

None

300

S.E.

2nd

Street

Fort

Lauderdale,

FL

33301-

1923

Principal

Occupation

During

at

Least

the

Past

5

Years:

Physician,

Chief

of

Staff,

owner

and

operator

of

the

Lyford

Cay

Hospital

(1987-present);

director

of

various

nonprofit

organizations;

and

formerly

,

Cardiology

Fellow,

University

of

Maryland

(1985-1987);

and

Internal

Medicine

Resident,

Greater

Baltimore

Medical

Center

(1982-

1985).

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member

1

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Gregory

E.

Johnson

2

(1961)

Chairman

of

the

Board,

Director

and

Vice

President

Chairman

of

the

Board

and

Vice

President

since

January

2023

and

Director

since

2007

129

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Executive

Chairman,

Chairman

of

the

Board

and

Director,

Franklin

Resources,

Inc.;

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex;

Vice

Chairman,

Investment

Company

Institute;

and

formerly

,

Chief

Executive

Officer

(2013-2020)

and

President

(1994-2015),

Franklin

Resources,

Inc.

Rupert

H.

Johnson,

Jr.

3

(1940)

Director

Since

2013

119

None

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Director

(Vice

Chairman),

Franklin

Resources,

Inc.;

Director,

Franklin

Advisers,

Inc.;

and

officer

and/or

director

or

trustee,

as

the

case

may

be,

of

some

of

the

other

subsidiaries

of

Franklin

Resources,

Inc.

and

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex.

Ted

P.

Becker

(1951)

Chief

Compliance

Officer

Since

June

2023

Not

Applicable

Not

Applicable

280

Park

Avenue

New

York,

NY

10017

Principal

Occupation

During

at

Least

the

Past

5

Years:

Vice

President,

Global

Compliance

of

Franklin

Templeton

(since

2020);

Chief

Compliance

Officer

of

Legg

Mason

Partners

Fund

Advisor,

LLC

(since

2006);

Chief

Compliance

Officer

of

certain

funds

associated

with

Legg

Mason

&

Co.

or

its

affiliates

(since

2006);

formerly

,

Director

of

Global

Compliance

at

Legg

Mason

(2006

to

2020);

Managing

Director

of

Compliance

of

Legg

Mason

&

Co.

(2005

to

2020).

Matthew

T.

Hinkle

(1971)

Chief

Executive

Officer

–

Finance

and

Administration

Since

2017

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Vice

President,

Franklin

Templeton

Services,

LLC;

officer

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex;

and

formerly

,

Vice

President,

Global

Tax

(2012-April

2017)

and

Treasurer/Assistant

Treasurer,

Franklin

Templeton

(2009-2017).

Independent

Board

Members

(continued)

Templeton

Growth

Fund,

Inc.

36

franklintempleton.com

Annual

Report

Note

1:

Rupert

H.

Johnson,

Jr.

is

the

uncle

of

Gregory

E.

Johnson.

Note

2:

Officer

information

is

current

as

of

the

date

of

this

report.

It

is

possible

that

after

this

date,

information

about

officers

may

change.

Note

3:

Effective

December

31,

2022,

Robert

E.

Wade

ceased

to

be

a

director

of

the

Trust.

1.

We

base

the

number

of

portfolios

on

each

separate

series

of

the

U.S.

registered

investment

companies

within

the

Franklin

Templeton/Legg

Mason

fund

complex.

These

portfolios

have

a

common

investment

manager

or

affiliated

investment

managers.

2.

Gregory

E.

Johnson

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

of

Franklin

Resources,

Inc.

(Resources),

which

is

the

parent

company

of

the

Fund's

investment

manager

and

distributor.

3.

Rupert

H.

Johnson,

Jr.

is

considered

to

be

an

interested

person

of

the

Fund

under

the

federal

securities

laws

due

to

his

position

as

an

officer

and

director

and

a

major

shareholder

of

Resources,

which

is

the

parent

company

of

the

Fund's

investment

manager

and

distributor.

The

Sarbanes-Oxley

Act

of

2002

and

Rules

adopted

by

the

U.S.

Securities

and

Exchange

Commission

require

the

Fund

to

disclose

whether

the

Fund’s

Audit

Committee

includes

at

least

one

member

who

is

an

audit

committee

financial

expert

within

the

meaning

of

such

Act

and

Rules.

The

Fund’s

Board

has

determined

that

there

is

at

least

one

such

financial

expert

on

the

Audit

Committee

and

has

designated

each

of

Ann

Torre

Bates

and

David

W.

Niemiec

as

an

audit

committee

financial

expert.

The

Board

believes

that

Ms.

Bates

and

Mr.

Niemiec

qualify

as

such

an

expert

in

view

of

their

extensive

business

background

and

experience.

Ms.

Bates

has

served

as

a

member

of

the

Fund

Audit

Committee

since

2008.

She

currently

serves

as

a

director

of

Ares

Capital

Corporation

(2010-present)

and

United

Natural

Foods,

Inc.

(2013-present)

and

was

formerly

a

director

of

Navient

Corporation

from

2014

to

2016,

SLM

Corporation

from

1997

to

2014

and

Allied

Capital

Corporation

from

2003

to

2010,

Executive

Vice

President

and

Chief

Financial

Officer

of

NHP

Incorporated

from

1995

to

1997

and

Vice

President

and

Treasurer

of

US

Airways,

Inc.

until

1995.

Mr.

Niemiec

has

served

as

a

member

of

the

Fund

Audit

Committee

since

2005,

currently

serves

as

an

Advisor

to

Saratoga

Partners

and

was

formerly

its

Managing

Director

from

1998

to

2001

and

serves

as

a

director

of

Hess

Midstream

LP

(2017-present).

Mr.

Niemiec

was

formerly

a

director

of

Emeritus

Corporation

from

1999

to

2010

and

OSI

Pharmaceuticals,

Inc.

from

2006

to

2010,

Managing

Director

of

SBC

Warburg

Dillon

Read

from

1997

to

1998,

and

was

Vice

Chairman

from

1991

to

1997

and

Chief

Financial

Officer

from

1982

to

1997

of

Dillon,

Read

&

Co.

Inc.

As

a

result

of

such

background

and

experience,

the

Board

believes

that

Ms.

Bates

and

Mr.

Niemiec

have

each

acquired

an

understanding

of

generally

accepted

accounting

principles

and

financial

statements,

the

Name,

Year

of

Birth

and

Address

Position

Length

of

Time

Served

Number

of

Portfolios

in

Fund

Complex

Overseen

by

Board

Member

1

Other

Directorships

Held

During

at

Least

the

Past

5

Years

Susan

Kerr

(1949)

Vice

President

–

AML

Compliance

Since

2021

Not

Applicable

Not

Applicable

620

Eighth

Avenue

New

York,

NY

10018

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Compliance

Analyst,

Franklin

Templeton;

Chief

Anti-Money

Laundering

Compliance

Officer,

Legg

Mason

&

Co.,

or

its

affiliates;

Anti

Money

Laundering

Compliance

Officer;

Senior

Compliance

Officer,

LMIS;

and

officer

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex.

Christopher

Kings

(1974)

Chief

Financial

Officer,

Chief

Accounting

Officer

and

Treasurer

Since

January

2022

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Treasurer,

U.S.

Fund

Administration

&

Reporting;

and

officer

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex.

Manraj

S.

Shekhon

(1969)

President

and

Chief

Executive

Officer

-

Investment

Management

Since

April

2023

Not

Applicable

Not

Applicable

7

Temasek

Blvd.

Suntec

Tower

1,

#38-03

Singapore

038987

Principal

Occupation

During

at

Least

the

Past

5

Years:

Chief

Investment

Officer

of

Templeton

Emerging

Markets

Equity;

and

officer

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex.

Navid

J.

Tofigh

(1972)

Vice

President

and

Secretary

Vice

President

Since

2015

and

Secretary

since

September

2023

Not

Applicable

Not

Applicable

One

Franklin

Parkway

San

Mateo,

CA

94403-1906

Principal

Occupation

During

at

Least

the

Past

5

Years:

Senior

Associate

General

Counsel,

Franklin

Templeton;

and

officer

of

certain

funds

in

the

Franklin

Templeton/Legg

Mason

fund

complex.

Interested

Board

Members

and

Officers

(continued)

Templeton

Growth

Fund,

Inc.

37

franklintempleton.com

Annual

Report

general

application

of

such

principles

in

connection

with

the

accounting

estimates,

accruals

and

reserves,

and

analyzing

and

evaluating

financial

statements

that

present

a

breadth

and

level

of

complexity

of

accounting

issues

generally

comparable

to

those

of

the

Fund,

as

well

as

an

understanding

of

internal

controls

and

procedures

for

financial

reporting

and

an

understanding

of

audit

committee

functions.

Ms.

Bates

and

Mr.

Niemiec

are

independent

Board

members

as

that

term

is

defined

under

the

applicable

U.S.

Securities

and

Exchange

Commission

Rules

and

Releases.

The

Statement

of

Additional

Information

(SAI)

includes

additional

information

about

the

board

members

and

is

available,

without

charge,

upon

request.

Shareholders

may

call

(800)

DIAL

BEN/342-5236

to

request

the

SAI.

Interested

Board

Members

and

Officers

(continued)

Templeton

Growth

Fund,

Inc.

Shareholder

Information

38

franklintempleton.com

Annual

Report

Board

Approval

of

Investment

Management

Agreements

TEMPLETON

GROWTH

FUND,

INC.

(Fund)

March

27,

2023

15(c)

Meeting

At

a

meeting

held

on

March

27,

2023

(March

Meeting),

the

Board

of

Directors

(Board)

of

the

Fund,

including

a

majority

of

the

directors

who

are

not

“interested

persons”

as

defined

in

the

Investment

Company

Act

of

1940

(Independent

Directors),

reviewed

and

approved

the

continuance

of

the

investment

management

agreement

between

Templeton

Global

Advisors

Limited

(Manager)

and

the

Fund

(Management

Agreement)

for

the

period

May

1,

2023

through

June

30,

2023

(Stub

Period).

The

Independent

Directors

noted

that

the

Fund’s

annual

contract

review

was

historically

held

at

the

February

Board

meeting

and

that

management

proposed

to

move

the

contract

review

to

the

May

Board

meeting.

The

Independent

Directors

further

noted

management’s

explanation

that,

to

effect

this

change,

the

Board

needed

to

consider

the

renewal

of

the

Fund’s

Management

Agreement

prior

to

its

current

April

30,

2023

expiration

date.

The

Independent

Directors

also

noted

that

management

would

ask

them

to

consider

the

continuation

of

the

Management

Agreement

again

at

the

May

Board

meeting

for

the

12-month

period

beginning

July

1,

2023.

The

Independent

Directors

received

advice

from

and

met

separately

with

Independent

Director

counsel

in

considering

whether

to

approve

the

continuation

of

the

Management

Agreement

for

the

Stub

Period.

In

considering

the

continuation

of

the

Management

Agreement,

the

Board

reviewed

and

considered

information

provided

by

the

Manager

at

the

March

Meeting

and

throughout

the

year

at

meetings

of

the

Board

and

its

committees.

The

Board

also

reviewed

and

considered

information

provided

in

response

to

a

detailed

set

of

requests

for

information

submitted

to

the

Manager

by

Independent

Director

counsel

on

behalf

of

the

Independent

Directors

in

connection

with

the

annual

contract

renewal

process.

In

addition,

prior

to

the

March

Meeting,

the

Independent

Directors

held

a

virtual

contract

renewal

meeting

at

which

the

Independent

Directors

first

conferred

amongst

themselves

and

Independent

Director

counsel

about

contract

renewal

matters;

then

met

with

management

to

request

additional

information

that

the

Independent

Directors

reviewed

and

considered

prior

to

and

at

the

March

Meeting.

The

Board

reviewed

and

considered

all

of

the

factors

it

deemed

relevant

in

approving

the

continuance

of

the

Management

Agreement,

including,

but

not

limited

to:

(i)

the

nature,

extent

and

quality

of

the

services

provided

by

the

Manager;

(ii)

the

investment

performance

of

the

Fund;

(iii)

the

costs

of

the

services

provided

and

profits

realized

by

the

Manager

and

its

affiliates

from

the

relationship

with

the

Fund;

(iv)

the

extent

to

which

economies

of

scale

are

realized

as

the

Fund

grows;

and

(v)

whether

fee

levels

reflect

these

economies

of

scale

for

the

benefit

of

Fund

investors

(Factors).

In

approving

the

continuance

of

the

Management

Agreement,

the

Board,

including

a

majority

of

the

Independent

Directors,

determined

that

the

terms

of

the

Management

Agreement

are

fair

and

reasonable

and

that

the

continuance

of

the

Management

Agreement

is

in

the

best

interests

of

the

Fund

and

its

shareholders.

While

attention

was

given

to

all

information

furnished,

the

following

discusses

some

primary

factors

relevant

to

the

Board’s

determination.

Nature,

Extent

and

Quality

of

Services

The

Board

reviewed

and

considered

information

regarding

the

nature,

extent

and

quality

of

investment

management

services

provided

by

the

Manager

and

its

affiliates

to

the

Fund

and

its

shareholders.

This

information

included,

among

other

things,

the

qualifications,

background

and

experience

of

the

senior

management

and

investment

personnel

of

the

Manager,

as

well

as

information

on

succession

planning

where

appropriate;

the

structure

of

investment

personnel

compensation;

oversight

of

third-party

service

providers;

investment

performance

reports

and

related

financial

information

for

the

Fund;

reports

on

expenses

and

shareholder

services;

legal

and

compliance

matters;

risk

controls;

pricing

and

other

services

provided

by

the

Manager

and

its

affiliates;

and

management

fees

charged

by

the

Manager

and

its

affiliates

to

US

funds

and

other

accounts,

including

management’s

explanation

of

differences

among

accounts

where

relevant.

The

Board

also

reviewed

and

considered

an

annual

report

on

payments

made

by

Franklin

Templeton

(FT)

or

the

Fund

to

financial

intermediaries,

as

well

as

a

memorandum

relating

to

third-party

servicing

arrangements.

The

Board

acknowledged

management’s

continued

development

of

strategies

to

address

areas

of

heightened

concern

in

the

mutual

fund

industry,

including

various

regulatory

initiatives

and

continuing

geopolitical

concerns.

Templeton

Growth

Fund,

Inc.

Shareholder

Information

39

franklintempleton.com

Annual

Report

The

Board

also

reviewed

and

considered

the

benefits

provided

to

Fund

shareholders

of

investing

in

a

fund

that

is

part

of

the

FT

family

of

funds.

The

Board

noted

the

financial

position

of

Franklin

Resources,

Inc.

(FRI),

the

Manager’s

parent,

and

its

commitment

to

the

mutual

fund

business

as

evidenced

by

its

reassessment

of

the

fund

offerings

in

response

to

the

market

environment

and

project

initiatives

and

capital

investments

relating

to

the

services

provided

to

the

Fund

by

the

FT

organization.

The

Board

specifically

noted

FT’s

commitment

to

technological

innovation

and

advancement

and

investments

to

promote

alternative

investing.

Following

consideration

of

such

information,

the

Board

was

satisfied

with

the

nature,

extent

and

quality

of

services

provided

by

the

Manager

and

its

affiliates

to

the

Fund

and

its

shareholders.

Fund

Performance

The

Board

reviewed

and

considered

the

performance

results

of

the

Fund

over

various

time

periods

ended

December

31,

2022.

The

Board

considered

the

performance

returns

for

the

Fund

in

comparison

to

the

performance

returns

of

mutual

funds

deemed

comparable

to

the

Fund

included

in

a

universe

(Performance

Universe)

selected

by

Broadridge

Financial

Solutions,

Inc.

(Broadridge),

an

independent

provider

of

investment

company

data.

The

Board

received

a

description

of

the

methodology

used

by

Broadridge

to

select

the

mutual

funds

included

in

a

Performance

Universe.

The

Board

also

reviewed

and

considered

Fund

performance

reports

provided

and

discussions

that

occurred

with

portfolio

managers

at

Board

meetings

throughout

the

year.

A

summary

of

the

Fund’s

performance

results

is

below.

The

Performance

Universe

for

the

Fund

included

the

Fund

and

all

retail

and

institutional

global

multi-cap

value

funds.

The

Board

noted

that

the

Fund’s

annualized

total

return

for

the

one-,

three-,

five-

and

10-year

periods

was

below

the

median

of

its

Performance

Universe.

The

Board

discussed

this

performance

with

management

and

management

explained

that,

even

though

the

Fund’s

peer

group

is

comprised

of

multi-cap

value

funds,

some

funds

within

the

Performance

Universe

are

more

skewed

toward

the

growth

style,

which

negatively

impacted

the

Fund’s

relative

returns

during

periods

of

outperformance

of

growth

investing

strategies

over

value

investing

strategies.

Management

further

explained

that

the

Fund

had

an

underweight

position

to

domestic

securities

during

the

one-,

three-

and

five-year

periods

compared

to

its

peers

in

the

Performance

Universe,

which

detracted

from

the

Fund’s

relative

performance.

Management

also

explained

that

the

Fund

outperformed

its

benchmark

by

approximately

700

basis

points

during

the

one-year

period.

The

Board

noted

management’s

confidence

in

the

current

portfolio

positioning

of

the

Fund

and

commitment

to

the

Fund’s

fundamental

value

discipline.

The

Board

concluded

that

the

Fund’s

Management

Agreement

should

be

continued

for

an

additional

one-year

period,

while

management’s

efforts

continue

to

be

closely

monitored.

Comparative

Fees

and

Expenses

The

Board

reviewed

and

considered

information

regarding

the

Fund’s

actual

total

expense

ratio

and

its

various

components,

including,

as

applicable,

management

fees;

transfer

agent

expenses;

underlying

fund

expenses;

Rule

12b-1

and

non-Rule

12b-1

service

fees;

and

other

non-

management

fees.

The

Board

also

noted

the

quarterly

and

annual

reports

it

receives

on

all

marketing

support

payments

made

by

FT

to

financial

intermediaries.

The

Board

considered

the

actual

total

expense

ratio

and,

separately,

the

contractual

management

fee

rate,

without

the

effect

of

fee

waivers,

if

any

(Management

Rate)

of

the

Fund

in

comparison

to

the

median

expense

ratio

and

median

Management

Rate,

respectively,

of

other

mutual

funds

deemed

comparable

to

and

with

a

similar

expense

structure

to

the

Fund

selected

by

Broadridge

(Expense

Group).

Broadridge

fee

and

expense

data

is

based

upon

information

taken

from

each

fund’s

most

recent

annual

or

semi-annual

report,

which

reflects

historical

asset

levels

that

may

be

quite

different

from

those

currently

existing,

particularly

in

a

period

of

market

volatility.

While

recognizing

such

inherent

limitation

and

the

fact

that

expense

ratios

and

Management

Rates

generally

increase

as

assets

decline

and

decrease

as

assets

grow,

the

Board

believed

the

independent

analysis

conducted

by

Broadridge

to

be

an

appropriate

measure

of

comparative

fees

and

expenses.

The

Broadridge

Management

Rate

includes

administrative

charges,

and

the

actual

total

expense

ratio,

for

comparative

consistency,

was

shown

for

Class

A

shares

for

the

Fund

and

for

each

other

fund

in

the

Expense

Group.

The

Board

received

a

description

of

the

methodology

used

by

Broadridge

to

select

the

mutual

funds

included

in

an

Expense

Group.

The

Expense

Group

for

the

Fund

included

the

Fund,

five

other

global

multi-cap

value

funds,

five

global

multi-cap

core

funds,

and

three

global

multi-cap

growth

funds.

The

Board

noted

that

the

Management

Rate

for

the

Fund

was

approximately

three

basis

points

above

the

median

of

its

Expense

Group.

The

Board

also

noted

that

the

actual

total

expense

ratio

for

the

Fund

was

below

the

median

and

in

the

second

quintile

of

its

Expense

Group.

The

Board

concluded

that

the

Management

Rate

charged

to

the

Fund

is

reasonable.

Templeton

Growth

Fund,

Inc.

Shareholder

Information

40

franklintempleton.com

Annual

Report

Profitability

The

Board

reviewed

and

considered

information

regarding

the

profits

realized

by

the

Manager

and

its

affiliates

in

connection

with

the

operation

of

the

Fund.

In

this

respect,

the

Board

considered

the

Fund

profitability

analysis

provided

by

the

Manager

that

addresses

the

overall

profitability

of

FT’s

US

fund

business,

as

well

as

its

profits

in

providing

investment

management

and

other

services

to

each

of

the

individual

funds

during

the

12-month

period

ended

September

30,

2022,

being

the

most

recent

fiscal

year-

end

for

FRI.

The

Board

noted

that

although

management

continually

makes

refinements

to

its

methodologies

used

in

calculating

profitability

in

response

to

organizational

and

product-related

changes,

the

overall

methodology

has

remained

consistent

with

that

used

in

the

Fund’s

profitability

report

presentations

from

prior

years.

The

Board

also

noted

that

PricewaterhouseCoopers

LLP,

auditor

to

FRI

and

certain

FT

funds,

has

been

engaged

by

the

Manager

to

periodically

review

and

assess

the

allocation

methodologies

to

be

used

solely

by

the

Fund’s

Board

with

respect

to

the

profitability

analysis.

The

Board

noted

management’s

belief

that

costs

incurred

in

establishing

the

infrastructure

necessary

for

the

type

of

mutual

fund

operations

conducted

by

the

Manager

and

its

affiliates

may

not

be

fully

reflected

in

the

expenses

allocated

to

the

Fund

in

determining

its

profitability,

as

well

as

the

fact

that

the

level

of

profits,

to

a

certain

extent,

reflected

operational

cost

savings

and

efficiencies

initiated

by

management.

As

part

of

this

evaluation,

the

Board

considered

management’s

outsourcing

of

certain

operations,

which

effort

has

required

considerable

up-front

expenditures

by

the

Manager

but,

over

the

long

run

is

expected

to

result

in

greater

efficiencies.

The

Board

also

noted

management’s

expenditures

in

improving

shareholder

services

provided

to

the

Fund,

as

well

as

the

need

to

implement

systems

and

meet

additional

regulatory

and

compliance

requirements

resulting

from

recent

US

Securities

and

Exchange

Commission

and

other

regulatory

requirements.

The

Board

also

considered

the

extent

to

which

the

Manager

and

its

affiliates

might

derive

ancillary

benefits

from

fund

operations,

including

revenues

generated

from

transfer

agent

services,

potential

benefits

resulting

from

personnel

and

systems

enhancements

necessitated

by

fund

growth,

as

well

as

increased

leverage

with

service

providers

and

counterparties.

Based

upon

its

consideration

of

all

these

factors,

the

Board

concluded

that

the

level

of

profits

realized

by

the

Manager

and

its

affiliates

from

providing

services

to

the

Fund

was

not

excessive

in

view

of

the

nature,

extent

and

quality

of

services

provided

to

the

Fund.

Economies

of

Scale

The

Board

reviewed

and

considered

the

extent

to

which

the

Manager

may

realize

economies

of

scale,

if

any,

as

the

Fund

grows

larger

and

whether

the

Fund’s

management

fee

structure

reflects

any

economies

of

scale

for

the

benefit

of

shareholders.

With

respect

to

possible

economies

of

scale,

the

Board

noted

the

existence

of

management

fee

breakpoints,

which

operate

generally

to

share

any

economies

of

scale

with

the

Fund’s

shareholders

by

reducing

the

Fund’s

effective

management

fees

as

the

Fund

grows

in

size.

The

Board

considered

the

Manager’s

view

that

any

analyses

of

potential

economies

of

scale

in

managing

a

particular

fund

are

inherently

limited

in

light

of

the

joint

and

common

costs

and

investments

the

Manager

incurs

across

the

FT

family

of

funds

as

a

whole.

The

Board

concluded

that

to

the

extent

economies

of

scale

may

be

realized

by

the

Manager

and

its

affiliates,

the

Fund’s

management

fee

structure

provided

a

sharing

of

benefits

with

the

Fund

and

its

shareholders

as

the

Fund

grows.

Conclusion

Based

on

its

review,

consideration

and

evaluation

of

all

factors

it

believed

relevant,

including

the

above-described

factors

and

conclusions,

the

Board

unanimously

approved

the

continuation

of

the

Management

Agreement

for

the

Stub

Period.

May

24,

2023

15(c)

Meeting

At

a

meeting

held

on

May

24,

2023

(May

Meeting),

the

Board

reviewed

and

approved

the

Management

Agreement

for

an

additional

twelve-month

period

beginning

July

1,

2023.

The

Board

noted

its

review

and

consideration

of

the

information

it

received

in

connection

with

both

the

March

Meeting

and

the

May

Meeting.

In

particular,

the

Board

reviewed

and

considered

information

provided

in

response

to

a

follow-up

set

of

requests

for

information

submitted

to

the

Manager

by

Independent

Director

counsel

on

behalf

of

the

Independent

Directors,

which

included

information

on

Fund

performance

for

the

one-,

three-

and

five-year

periods

ended

March

31,

2023

and

the

other

Factors.

The

Board

noted

the

recent

improving

absolute

and

relative

performance

of

the

Fund.

The

Board

determined

that

the

conclusions

it

made

at

the

March

Meeting

had

not

changed.

Based

on

its

review,

consideration

and

evaluation

of

all

factors

it

believed

relevant,

including

the

above-described

Factors

and

conclusions,

the

Board

unanimously

approved

the

continuation

of

the

Management

Agreement

for

an

additional

twelve-month

period

beginning

July

1,

2023.

Templeton

Growth

Fund,

Inc.

Shareholder

Information

41

franklintempleton.com

Annual

Report

Liquidity

Risk

Management

Program

Each

of

the

Franklin

Templeton

and

Legg

Mason

Funds

has

adopted

and

implemented

a

written

Liquidity

Risk

Management

Program

(the

“LRMP”)

as

required

by

Rule

22e-4

under

the

Investment

Company

Act

of

1940

(the

“Liquidity

Rule”).

The

LRMP

is

designed

to

assess

and

manage

each

Fund’s

liquidity

risk,

which

is

defined

as

the

risk

that

the

Fund

could

not

meet

requests

to

redeem

shares

issued

by

the

Fund

without

significant

dilution

of

remaining

investors’

interests

in

the

Fund.

In

accordance

with

the

Liquidity

Rule,

the

LRMP

includes

policies

and

procedures

that

provide

for:

(1)

assessment,

management,

and

review

(no

less

frequently

than

annually)

of

each

Fund’s

liquidity

risk;

(2)

classification

of

each

Fund’s

portfolio

holdings

into

one

of

four

liquidity

categories

(Highly

Liquid,

Moderately

Liquid,

Less

Liquid,

and

Illiquid);

(3)

for

Funds

that

do

not

primarily

hold

assets

that

are

Highly

Liquid,

establishing

and

maintaining

a

minimum

percentage

of

the

Fund’s

net

assets

in

Highly

Liquid

investments

(called

a

“Highly

Liquid

Investment

Minimum”

or

“HLIM”);

and

(4)

prohibiting

the

Fund’s

acquisition

of

Illiquid

investments

that

would

result

in

the

Fund

holding

more

than

15%

of

its

net

assets

in

Illiquid

assets.

The

LRMP

also

requires

reporting

to

the

Securities

and

Exchange

Commission

(“SEC”)

(on

a

non-public

basis)

and

to

the

Board

if

the

Fund’s

holdings

of

Illiquid

assets

exceed

15%

of

the

Fund’s

net

assets.

Funds

with

HLIMs

must

have

procedures

for

addressing

HLIM

shortfalls,

including

reporting

to

the

Board

and,

with

respect

to

HLIM

shortfalls

lasting

more

than

seven

consecutive

calendar

days,

reporting

to

the

SEC

(on

a

non-public

basis).

The

Director

of

Liquidity

Risk

within

the

Investment

Risk

Management

Group

(the

“IRMG”)

is

the

appointed

Administrator

of

the

LRMP.

The

IRMG

maintains

the

Investment

Liquidity

Committee

(the

“ILC”)

to

provide

oversight

and

administration

of

policies

and

procedures

governing

liquidity

risk

management

for

Franklin

Templeton

and

Legg

Mason

products

and

portfolios.

The

ILC

includes

representatives

from

Franklin

Templeton’s

Risk,

Trading,

Global

Compliance,

Legal,

Investment

Compliance,

Investment

Operations,

Valuation

Committee,

Product

Management

and

Global

Product

Strategy.

In

assessing

and

managing

each

Fund’s

liquidity

risk,

the

ILC

considers,

as

relevant,

a

variety

of

factors,

including

the

Fund’s

investment

strategy

and

the

liquidity

of

its

portfolio

investments

during

both

normal

and

reasonably

foreseeable

stressed

conditions;

its

short

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

funding

sources

including

the

Funds’

interfund

lending

facility

and

line

of

credit.

Classification

of

the

Fund’s

portfolio

holdings

in

the

four

liquidity

categories

is

based

on

the

number

of

days

it

is

reasonably

expected

to

take

to

convert

the

investment

to

cash

(for

Highly

Liquid

and

Moderately

Liquid

holdings)

or

sell

or

dispose

of

the

investment

(for

Less

Liquid

and

Illiquid

investments),

in

current

market

conditions

without

significantly

changing

the

investment’s

market

value.

Each

Fund

primarily

holds

liquid

assets

that

are

defined

under

the

Liquidity

Rule

as

"Highly

Liquid

Investments,"

and

therefore

is

not

required

to

establish

an

HLIM.

Highly

Liquid

Investments

are

defined

as

cash

and

any

investment

reasonably

expected

to

be

convertible

to

cash

in

current

market

conditions

in

three

business

days

or

less

without

the

conversion

to

cash

significantly

changing

the

market

value

of

the

investment.

At

meetings

of

the

Funds’

Board

of

Trustees

held

in

May

2023,

the

Program

Administrator

provided

a

written

report

to

the

Board

addressing

the

adequacy

and

effectiveness

of

the

program

for

the

year

ended

December

31,

2022.

The

Program

Administrator

report

concluded

that

(i.)

the

LRMP,

as

adopted

and

implemented,

remains

reasonably

designed

to

assess

and

manage

each

Fund’s

liquidity

risk;

(ii.)

the

LRMP,

including

the

Highly

Liquid

Investment

Minimum

(“HLIM”)

where

applicable,

was

implemented

and

operated

effectively

to

achieve

the

goal

of

assessing

and

managing

each

Fund’s

liquidity

risk;

and

(iii.)

each

Fund

was

able

to

meet

requests

for

redemption

without

significant

dilution

of

remaining

investors’

interests

in

the

Fund.

Proxy

Voting

Policies

and

Procedures

The

Fund’s

investment

manager

has

established

Proxy

Voting

Policies

and

Procedures

(Policies)

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

portfolio

securities.

Shareholders

may

view

the

Fund’s

complete

Policies

online

at

franklintempleton.com.

Alternatively,

shareholders

may

request

copies

of

the

Policies

free

of

charge

by

calling

the

Proxy

Group

collect

at

(954)

527-

7678

or

by

sending

a

written

request

to:

Franklin

Templeton

Companies,

LLC,

300

S.E.

2nd

Street,

Fort

Lauderdale,

FL

33301,

Attention:

Proxy

Group.

Copies

of

the

Fund’s

proxy

voting

records

are

also

made

available

online

at

franklintempleton.com

and

posted

on

the

U.S.

Securities

and

Exchange

Commission’s

website

at

sec.gov

and

reflect

the

most

recent

12-month

period

ended

June

30.

Quarterly

Schedule

of

Investments

The

Fund

files

a

complete

schedule

of

investments

with

the

U.S.

Securities

and

Exchange

Commission

for

the

first

and

third

quarters

for

each

fiscal

year

as

an

exhibit

to

its

report

on

Form

N-PORT.

Shareholders

may

view

the

filed

Form

N-PORT

by

visiting

the

Commission’s

website

at

sec.

Templeton

Growth

Fund,

Inc.

Shareholder

Information

42

franklintempleton.com

Annual

Report

gov.

The

filed

form

may

also

be

viewed

and

copied

at

the

Commission’s

Public

Reference

Room

in

Washington,

DC.

Information

regarding

the

operations

of

the

Public

Reference

Room

may

be

obtained

by

calling

(800)

SEC-0330.

Householding

of

Reports

and

Prospectuses

You

will

receive,

or

receive

notice

of

the

availability

of,

the

Fund’s

financial

reports

every

six

months.

In

addition,

you

will

receive

as

an

annual

updated

summary

prospectus

(detail

prospectus

available

upon

request).

To

reduce

Fund

expenses,

we

try

to

identify

related

shareholders

in

a

household

and

send

only

one

copy

of

the

financial

reports

(to

the

extent

received

by

mail)

and

summary

prospectus.

This

process,

called

“householding,”

will

continue

indefinitely

unless

you

instruct

us

otherwise.

If

you

prefer

not

to

have

these

documents

householded,

please

call

us

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101

A

10/23

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Annual

Report

and

Shareholder

Letter

Templeton

Growth

Fund,

Inc.

Investment

Manager

Distributor

Shareholder

Services

Templeton

Global

Advisors

Limited

Franklin

Distributors,

LLC

(800)

DIAL

BEN

®

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franklintempleton.com

(800)

632-2301

Item 2. Code of Ethics. 

(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.

(c) N/A

(d) N/A

(f) Pursuant to Item 13(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.

Item 3. Audit Committee Financial Expert.

(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.

(2) The audit committee financial experts are Ann Torre Bates andDavid W. Niemiec and they are "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.

Item 4.

Principal Accountant Fees and Services.

(a)      Audit Fees

The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements were $83,396 for the fiscal year ended August 31, 2023 and $91,430 for the fiscal year ended August 31, 2022.

(b)      Audit-Related Fees

The aggregate fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of Item 4 were $6,000 for the fiscal year ended August 31, 2023 and $6,000 for the fiscal year ended August 31, 2022. The services for which these fees were paid included attestation services.

There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that are reasonably related to the performance of the audit of their financial statements.  

(c)      Tax Fees

There were no fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning.

The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant for tax compliance, tax advice and tax planning were $70,000 for the fiscal year ended August 31, 2023, and $0 for the fiscal year ended August 31, 2022. The services for which these fees were paid included global access to tax platform International Tax View.

(d)      All Other Fees

There were no fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant, not reported in paragraphs (a)-(c) of Item 4.

The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant not reported in paragraphs (a)-(c) of Item 4
were $37,215 for the fiscal year ended August 31, 2023 and $181,126 for the fiscal year ended August 31, 2022. The services for which these fees were paid included professional fees in connection with SOC 1 reports, fees in connection with license for accounting and business knowledge platform Viewpoint, and fees in connection with license for employee development tool ProEdge. 

(e) (1) The registrant’s audit committee is directly responsible for approving the services to be provided by the auditors, including:

      (i)   pre-approval of all audit and audit related services;

      (ii)  pre-approval of all non-audit related services to be provided to the Fund by the auditors;

      (iii) pre-approval of all non-audit related services to be provided to the registrant by the auditors to the registrant’s investment adviser or to any entity that controls, is controlled by or is under common control with the registrant’s investment adviser and that provides ongoing services to the registrant where the non-audit services relate directly to the operations or financial reporting of the registrant; and

      (iv)  establishment by the audit committee, if deemed necessary or appropriate, as an alternative to committee pre-approval of services to be provided by the auditors, as required by paragraphs (ii) and (iii) above, of policies and procedures to permit such services to be pre-approved by other means, such as through establishment of guidelines or by action of a designated member or members of the committee; provided the policies and procedures are detailed as to the particular service and the committee is informed of each service and such policies and procedures do not include delegation of audit committee responsibilities, as contemplated under the Securities Exchange Act of 1934, to management; subject, in the case of (ii) through (iv), to any waivers, exceptions or exemptions that may be available under applicable law or rules.

(e) (2) None of the services provided to the registrant described in paragraphs (b)-(d) of Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of regulation S-X.

(f) No disclosures are required by this Item 4(f).

(g) The aggregate non-audit fees paid to the principal accountant for services rendered by the principal accountant to the registrant and the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant were $113,215 for the fiscal year ended August 31, 2023 and $187,126 for the fiscal year ended August 31, 2022.

(h) The registrant’s audit committee of the board has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

(i) N/A

(j) N/A

Item 5. Audit Committee

of Listed Registrants.

                    N/A

Item 6. Schedule of Investments.

                                  N/A

Item 7

. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.                                 N/A

Item 8. Portfolio Managers of Closed-End Management Investment Companies.  N/A

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.  N/A

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Directors that would require disclosure herein.

Item 11. Controls and Procedures.

(a)

Evaluation of Disclosure Controls and Procedures. The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.

(b)

  Changes in Internal Controls. There have been no changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Company.                                   N/A

Item 13. Exhibits.

(a)(1) Code of Ethics

codeofethics

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Christopher Kings, Chief Financial Officer, Chief Accounting Officer and Treasurer

section302

(a)(2)(1) There were no written solicitations to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the Registrant to 10 or more persons.

(a)(2)(2) There was no change in the Registrant’s independent public accountant during the period covered by the report.

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Christopher Kings, Chief Financial Officer, Chief Accounting Officer and Treasurer

section906

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TEMPLETON GROWTH FUND, INC.

By S\MATTHEW T. HINKLE______________________

Matthew T. Hinkle

      Chief Executive Officer - Finance and Administration

Date  October 30, 2023

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By S\MATTHEW T. HINKLE______________________

Matthew T. Hinkle

      Chief Executive Officer - Finance and Administration

Date  October 30, 2023

By S\CHRISTOPHER KINGS______________________

      Christopher Kings

      Chief Financial Officer, Chief Accounting Officer and Treasurer

Date  October 30, 2023