UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                  FORM 24F-2
                       Annual Notice of  Securities Sold
                            Pursuant to Rule 24f-2

Read instructions at end of Form before preparing Form. Please print
or type.
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  1.   Name and address of issuer:
               Institutional Fiduciary Trust
               One Franklin Parkway
               San Mateo, CA 94403-1906
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  2.   The name of each series or class of securities for which this
       Form is filed (If the Form is being filed for all series and
       classes of securities of the issuer, check the box but do not
       list series or classes): [ X ]


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  3.   Investment Company Act File Number:                  811-04267

       Securities Act File Number:                          002-96634

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 4(a). Last day of the fiscal year for which this notice is filed:
                                    6/30/21

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 4(b). [ ]  Check box if this Form is being filed late (i.e., more
       than 90 calendar days after the end of the issuer's
       fiscal year).  (See Instruction A.2)

       Note:  If the Form is being filed late, interest must be paid on the
       registration fee due.
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 4(c). [ ]  Check box if this is the last time the issuer will be
       filing this Form.
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  5.   Calculation of registration fee:

       (i) Aggregate sale price of securities sold during the fiscal
             year pursuant to section 24(f):

                               $82,609,754,804
                               ------------------

       (ii) Aggregate price of securities redeemed or
       repurchased during the fiscal year:

                               $88,941,685,717
                               ------------------

       (iii) Aggregate price of securities redeemed or
       repurchased during any prior fiscal year ending no
       earlier than October 11, 1995 that were not
       previously used to reduce registration fees payable
       to the Commission:
                                   $10,956,828,173
                                   ----------------


       (iv) Total available redemption credits
             [Add items 5(ii) and 5(iii)]:

          -          $99,898,513,890
                                  ------------------
       (v) Net Sales - If item 5(i) is greater than item 5(iv)
             [subtract Item 5(iv) from Item 5(i) ]

                                       $0
                                       ----------------

       (vi) Redemption credits available for use in future years
       -if Item 5(i) is less than Item 5(iv) [subtract Item
       5(iv) from Item 5(i)]:
                                          ($17,288,759,086)
                                          ----------------

       (vii) Multiplier for determining registration fee (See
       Instruction C.9):
                                          0.0001091
                                          ----------------

       (viii) Registration fee due [multiply Item 5(v) by Item 5(vii):
               (enter "0" if no fee is due):

           =                    $0.00
                                           ----------------

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  6.   Prepaid shares
       If the response to item 5(i) was determined by deducting an
       amount of securities that were registered under the
       Securities Act of 1933 pursuant to rule 24e-2 as in effect
       before October 11, 1997, then report the amount of securities
       (number of shares or other units) deducted here: 0.  If there
       is a number of shares or other units that were registered
       pursuant to rule 24e-2 remaining unsold at the end of the
       fiscal year for which this form is filed that are available
       for use by the issuer in future fiscal years, then state
       that number here: 0 .


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  7.   Interest due - if this Form is being filed more than 90 days
       after the end of the issuer's fiscal year (see Instruction D):

            +                       $0
                                               ----------------
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  8.   Total of the amount of the registration fee due plus any
       interest due [line 5(viii) plus line 7]:

          =                    $0.00
                                               ----------------
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  9.   Date the registration fee and any interest payment was sent to
       the Commission's lockbox depository:


       Method of Delivery:
               [ ] Wire Transfer
               [ ] Mail or other means


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       This report has been signed below by the following persons on behalf
       of the issuer and in the capacities and on the dates indicated.



              By (Signature and Title)*
                                          -------------------------------------
       Robert G. Kubilis
       Treasurer, Chief Financial Officer and Chief Accounting Officer


       Date:
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       *Please print the name and title of the signing officer below the
       signature.