[FORM]
                       FRANKLIN CALIFORNIA TAX-FREE TRUST

                               MULTIPLE CLASS PLAN

           This Multiple Class Plan (the "Plan") has been adopted unanimously by
the Board of Trustees of the FRANKLIN CALIFORNIA TAX-FREE TRUST (the "Investment
Company") for its series, FRANKLIN CALIFORNIA INTERMEDIATE-TERM TAX-FREE INCOME
FUND (the "Fund"). The Board has determined that the Plan, including the expense
allocation methods among the classes, is in the best interests of each class of
the Fund, the Fund and the Investment Company as a whole. The Plan sets forth
the provisions relating to the establishment of multiple classes of shares for
the Fund, and supersedes any Plan previously adopted for the Fund.

      1. The Fund shall offer two classes of shares, to be known as Class A
Shares and Class C Shares.

      2. Class A Shares shall carry a front-end sales charge ranging from 0% -
2.25%, and Class C Shares shall carry a front-end sales charge of 1.00%.

      3. Class A Shares shall not be subject to a contingent deferred sales
charge ("CDSC"), except in the following limited circumstances. On investments
of $1 million or more, a contingent deferred sales charge of 1.00% of the lesser
of the then-current net asset value or the original net asset value at the time
of purchase applies to redemptions of those investments within the contingency
period of 18 months from the calendar month following their purchase. The CDSC
is waived in certain circumstances, as described in the Fund's prospectus.

           Class C Shares redeemed within 18 months of their purchase shall be
assessed a CDSC of 1.00% on the lesser of the then-current net asset value or
the original net asset value at the time of purchase. The CDSC is waived in
certain circumstances as described in the Fund's prospectus.

      4. The distribution plan adopted by the Investment Company pursuant to
Rule 12b-1 under the Investment Company Act of 1940, as amended, (the "Rule
12b-1 Plan") associated with Class A Shares may be used to compensate
Franklin/Templeton Distributors, Inc. (the "Distributor") or others for expenses
incurred in the promotion and distribution of the shares of Class A Shares. Such
expenses include, but are not limited to, the printing of prospectuses and
reports used for sales purposes, expenses of preparing and distributing sales
literature and related expenses, advertisements, and other distribution-related
expenses, including a prorated portion of the Distributor's overhead expenses
attributable to the distribution of the Class A Shares, as well as any
distribution or shareholder servicing fees paid to securities firms or others
who provide personal assistance to shareholders in servicing their accounts and
have executed a servicing agreement with the Investment Company for the Class A
Shares, the Distributor or its affiliates.

      The Rule 12b-1 Plan associated with the Class C Shares has two components.
The first component is a shareholder servicing fee, to be paid to securities
firms or others who provide personal assistance to shareholders in servicing
their accounts and have executed a servicing agreement with the Investment
Company for the Class C Shares, the Distributor or its affiliates. The second
component is an asset-based sales charge to be retained by the Distributor
during the first year after sale of shares and, in subsequent years, to be paid
to dealers or retained by the Distributor to be used in the promotion and
distribution of Class C Shares, in a manner similar to that described above for
Class A Shares.

      The Rule 12b-1 Plans for the Class A and Class C Shares shall operate in
accordance with Rule 2830(d) of the Conduct Rules of the National Association of
Securities Dealers, Inc.

      5. The only difference in expenses as between Class A and Class C Shares
shall relate to differences in the Rule 12b-1 plan expenses, as described in the
applicable Rule 12b-1 Plans; however, to the extent that the Rule 12b-1 Plan
expenses of one Class are the same as the Rule 12b-1 Plan expenses of another
Class, such classes shall be subject to the same expenses.

      6. There shall be no conversion features associated with the Class A and
Class C Shares.

      7. Shares of Class A and Class C may be exchanged for shares of another
investment company within the Franklin Templeton Group of Funds according to the
terms and conditions stated in each fund's prospectus, as it may be amended from
time to time, to the extent permitted by the Investment Company Act of 1940 and
the rules and regulations adopted thereunder.

      8. Each Class will vote separately with respect to any Rule 12b-1 Plan
related to, or which now or in the future may affect, that Class.

      9. On an ongoing basis, the Board members, pursuant to their fiduciary
responsibilities under the Investment Company Act of 1940 and otherwise, will
monitor the Fund for the existence of any material conflicts between the
interests of the two classes of shares. The Board members, including a majority
of the independent Board members, shall take such action as is reasonably
necessary to eliminate any such conflict that may develop. Franklin Advisers,
Inc. and Franklin/Templeton Distributors, Inc. shall be responsible for alerting
the Board to any material conflicts that arise.

      10. All material amendments to this Plan must be approved by a majority of
the Board members, including a majority of the Board members who are not
interested persons of the Investment Company.

      11. I, Murray L. Simpson, Secretary of the Franklin California Tax-Free
Trust, do hereby certify that this Multiple Class Plan was adopted on behalf of
the Franklin California Intermediate-Term Tax-Free Income Fund, by a majority of
the Trustees of the Trust on __________________.



                                          -----------------
                                          Murray L. Simpson
                                          Secretary