FRANKLIN FLOATING RATE TRUST
497, 1998-08-13
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o020 STKP2


                        SUPPLEMENT DATED AUGUST 12, 1998
                              TO THE PROSPECTUS OF
                          FRANKLIN FLOATING RATE TRUST
                    DATED APRIL 1, 1998 AS AMENDED JULY 10, 1998

The prospectus is amended as follows:

I. Each  reference in the  prospectus  to  Corporate  Loans and  Corporate  Debt
Securities  of U.S.  subsidiaries  of non-U.S.  Borrowers  is amended to include
Corporate Loan and Corporate Debt Securities of foreign Borrowers,  as described
in this supplement.

II. The section "U.S.  SUBSIDIARIES  OF NON-U.S.  BORROWERS,"  found under "What
Kinds of Securities Does the Fund Purchase?", is replaced with the following:

FOREIGN  BORROWERS  The fund may invest in Corporate  Loans and  Corporate  Debt
Securities which are made to, or issued by, foreign  Borrowers.  For purposes of
this  prospectus,  Corporate  Loans and  Corporate  Debt  Securities  of foreign
Borrowers  include  such loans or debt  securities  that have one or more of the
following  characteristics:  (1) the  principal  trading  market  of the loan or
security  is in a  foreign  country;  (2) at  least  50% of the  revenue  of the
Borrower is generated from goods produced or sold, investments made, or services
performed in a foreign country;  (3) the Borrower is organized under the laws of
a  foreign  country;  or (4) at least  50% of the  assets  of the  Borrower  are
situated in a foreign  country.  The fund  normally  invests  primarily  in U.S.
Borrowers,  but may  invest up to 65% of its  assets  in  foreign  Borrowers  in
developed  foreign  countries.  The fund may from time to time invest in foreign
Borrowers in emerging market countries,  but currently does not intend to invest
more than 35% of its assets in foreign  Borrowers in emerging market  countries.
The fund  considers a country to be an emerging  market country if it is defined
as a country with an emerging or developing economy by any one of the following:
the International Bank for Reconstruction and Development (commonly known as the
World Bank), the International Finance Corporation, or the United Nations or its
agencies or authorities.

Advisers will evaluate the  creditworthiness  of foreign  Borrowers by using the
same analysis as it uses for U.S.  Borrowers. 

The fund will invest in Corporate Loans and Corporate Debt Securities of foreign
Borrowers,  provided that the loans and securities are U.S.  dollar-denominated,
or the fund uses a foreign  currency  swap for  payments in U.S.  dollars.  U.S.
dollar-denominated  loans and  securities are loans and securities for which the
fund pays in U.S. dollars and the Borrower pays principal,  interest,  dividends
or  distributions  in U.S.  dollars.  The fund may invest in a Corporate Loan or
Corporate  Debt Security  that is not  denominated  in U.S.  dollars if the fund
arranges for payments in U.S.  dollars by entering into a foreign currency swap.
See "Foreign Currency Swaps."

Loans to, and  securities  issued by,  foreign  Borrowers  may involve risks not
typically  involved in domestic  investments and loans to, and securities issued
by, foreign Borrowers in emerging market countries involve additional risks. See
"What Are the Risks of Investing in the Fund? - Foreign Investments."

III.  The  section  "FOREIGN  INVESTMENTS,"  found  under "What Are the Risks of
Investing in the Fund?", is replaced with the following:

FOREIGN  INVESTMENTS As noted above,  the fund may invest in Corporate Loans and
Corporate Debt  Securities  that are made to, or issued by,  foreign  Borrowers,
provided that any such Borrower passes the same  creditworthiness  analysis that
Advisers  uses  for  U.S.  Borrowers  and the  loans  and  securities  are  U.S.
dollar-denominated,  or the fund uses a foreign  currency  swap for  payments in
U.S.  dollars.  These  obligations  may involve risks not typically  involved in
domestic   investments  and  the  risks  can  be  significantly   magnified  for
investments in foreign countries that are emerging market countries.

CURRENCY  FLUCTUATIONS.  To the extent the fund uses foreign  currency swaps for
Corporate Loans or Corporate Debt Securities, transactions in foreign securities
may be conducted in local  currencies,  so U.S.  dollars must often be exchanged
for another currency when an obligation is bought or sold or a dividend is paid.
Likewise,  security  price  quotations  and  total  return  information  reflect
conversion  into  U.S.  dollars.  Fluctuations  in  foreign  exchange  rates can
significantly   increase  or  decrease  the  U.S.  dollar  value  of  a  foreign
investment, boosting or offsetting its local market return. Currency risk cannot
be eliminated entirely.

INCREASED  COSTS.  It is more  expensive  for  the  fund to  purchase  and  sell
Corporate  Loans and Corporate  Debt  Securities in foreign  markets than in the
U.S. markets. Investment companies, such as the fund, offer an efficient way for
individuals to invest abroad,  but the overall  expense ratios of  international
investment  companies  are usually  higher than the  overall  expense  ratios of
investment companies that invest in U.S. obligations.

POLITICAL AND ECONOMIC FACTORS. The economies, markets, and political structures
of a number  of the  countries  in which  the fund  can  invest  do not  compare
favorably  with the U.S.  and other  mature  economies  in terms of  wealth  and
stability.  Therefore,  investments in these  countries will entail greater risk
and may be subject to erratic and abrupt  price  movements.  This is  especially
true for emerging market countries.

LEGAL,  REGULATORY,  AND  OPERATIONAL.  Certain  foreign  countries  may  impose
restrictions on foreign investors, such as the fund. These restrictions may take
the  form of prior  governmental  approval,  limits  on the  amount  and type of
obligations  held by  foreigners,  and limits on the types of companies in which
foreigners  may  invest.   Diplomatic   developments  could  affect  the  fund's
investments  in these  countries.  In certain  foreign  countries,  there is the
possibility that the government or a government  agency may take over the assets
of the fund for  political  or economic  reasons or impose  taxation  that is so
heavy that it amounts to confiscation of the assets taxed.

Certain  foreign  countries  lack uniform  accounting,  auditing,  and financial
reporting  standards,  have less  governmental  supervision of financial markets
than in the  United  States,  do not honor  legal  rights  enjoyed in the United
States, and have settlement  practices,  such as delays, which could subject the
fund to risks not  customary in the United  States.  Information  about  foreign
Borrowers  may differ from that  available  for U.S.  Borrowers,  since  foreign
companies  are  not  generally  subject  to  uniform  accounting,  auditing  and
financial reporting  standards,  practices and requirements  comparable to those
applicable to U.S. Borrowers.  In addition,  the markets for Corporate Loans and
Corporate Debt Securities in foreign countries have substantially  lower trading
volumes than U.S. markets,  resulting in less liquidity and more volatility than
in the United States.

PRICING.  Corporate Loans and Corporate Debt Securities may be purchased or sold
on days (such as  Saturdays)  when the fund does not account for their prices in
calculating  its Net Asset  Value.  As a result,  the fund's Net Asset Value may
change significantly on days when shareholders cannot purchase Common Shares, or
for  repurchases  of  Common  Shares,  between  the date on which a  shareholder
tenders  Common  Shares  for  repurchase  by the fund and the date on which  the
repurchase price of the Common Shares is determined. See "Periodic Offers By the
Fund to Repurchase Common Shares From Shareholders."



                 Please keep this supplement for future reference.


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