NAME OF REGISTRANT:
Templeton Emerging Markets Fund
File No. 811-04985


EXHIBIT ITEM No. 77(d): Policies With Respect to Security Investment


At the  December  7, 2004  meeting of the Board of  Trustees (the  "Board") of
Templeton  Emerging  Markets  Fund, the Board approved  certain changes to
the Fund's  non-fundamental  investment  policies.  These changes,  which became
effective on January 1, 2006,  included:  (i) updating  certain  non-fundamental
investment  policies so that they conform with recent  changes to the Investment
Company Act of 1940, as amended;  and (ii) eliminating  certain  non-fundamental
investment policies that are no longer required by law.