FRANKLIN FLOATING RATE TRUST
497, 2000-07-07
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o 020 P-4

                         SUPPLEMENT DATED JULY 3, 2000
                             TO THE PROSPECTUS OF

                         FRANKLIN FLOATING RATE TRUST
                            DATED DECEMBER 1, 1999

                   (REPLACES SUPPLEMENT DATED JUNE 1, 2000)

As in the  prospectus,  terms  beginning  with a capital  letter or having  all
capitals are explained in the Useful Terms and  Definitions  section at the end
of the prospectus.

The prospectus is amended as follows:

I. All references to Franklin  Templeton  Trust Company in this  prospectus are
replaced with Franklin Templeton Bank & Trust.

II. All  references  in the  prospectus  to the number of Common  Shares of the
fund  registered  with the SEC are  amended to reflect the  registration  of an
additional  200,000,000 Common Shares,  bringing the total number of registered
Common Shares of the fund to 520,000,000.

III.  The second and third  paragraphs  and the  footnote  on the inside  front
cover are replaced with the following:

 The fund began offering its Common Shares and began investment  operations on
 October  10,  1997.  The fund  engages  in a  continuous  offering  of Common
 Shares.  The fund is  authorized  as a business  trust to issue an  unlimited
 number of Common Shares and has registered  520,000,000 Common Shares. Common
 Shares are  offered at a price equal to the next  determined  Net Asset Value
 per share,  which,  as of June 15,  2000,  was $9.86 per  share.  There is no
 front-end  sales charge on purchases of Common  Shares.  An Early  Withdrawal
 Charge of 1% will be imposed on Common  Shares that are held less than twelve
 months and that are accepted by the fund for  repurchase  in a Tender  Offer.
 Certain  waivers  of this  charge may  apply.  Please  see "Early  Withdrawal
 Charge."  The price of  Common  Shares  will  fluctuate,  depending  upon the
 fund's Net Asset Value per share.

 The proceeds to the fund of the  offering of the  200,000,000  Common  Shares
 most  recently  registered  by the  fund are  estimated  at  $1,972,000  and,
 subject to expenses of issuance and distribution1  and any repurchases,  will
 be invested by the fund over the course of the continuous offering.

------------------------------------------------------------------------------
 1. The  expenses  of issuance  and  distribution  for such Common  Shares are
 estimated  at  $8,624,293  which  includes,  in addition  to other  expenses,
 $670,293 for  government  and  self-regulatory  organization  filing fees and
 $7,888,000  for  accounting  and  transfer  agent  fees.  The  fund  incurred
 organizational  expenses  that  remain  a  liability  of  the  fund  and  are
 gradually  reduced in equal  installments over a period of 60 months from the
 date the fund  commenced  investment  operations  on October  10,  1997.  The
 remaining  liability,  as of May 31,  2000,  is $55,865 and the amount of the
 monthly reduction is $2,067.  The foregoing expenses that are incurred during
 the annual  period as  described in "Expense  Summary"  below are included in
 the total annual fund operating expenses described in such summary.

IV. The following  information is added to the section  "Financial  Highlights"
on page 4:

                                                      SIX MONTHS ENDED
                                                      JANUARY 31, 2000
                                                        (UNAUDITED)1

 PER SHARE OPERATING PERFORMANCE
 (for a share outstanding throughout the period)

 Net asset value, beginning of period .................        $9.98
                                                       --------------
 Income from investment operations:
  Net investment income ...............................         0.40
  Net realized and unrealized gains (losses) ..........        (0.02)
                                                       --------------
 Total from investment operations .....................         0.38
                                                       --------------
 Less distributions from net investment income ........        (0.40)
                                                       --------------
 Net asset value, end of period .......................       $ 9.96
                                                       --------------
 Total return2 ........................................         3.92%
 Ratios/supplemental data
 Net assets, end of period (000's) ....................   $1,773,356
 Ratios to average net assets:
  Expenses ............................................         1.40% 3
  Expenses excluding waiver and payments by affiliate .         1.42% 3
  Net investment income ...............................         8.08% 3
 Portfolio turnover rate ..............................        41.84%

 1. Based on average shares outstanding.

 2. Total  return  does not  reflect  the Early  Withdrawal  Charge and is not
 annualized.

 3. Annualized.

V.  The  section  "Opening  Your  Account"  on page  40 is  replaced  with  the
following:

 To open your  account,  please  follow the steps below.  This will help avoid
 any delays in  processing  your  request.  Please  keep in mind that the fund
 does not currently allow investments by Market Timers.

 1. Read this prospectus carefully.

 2.  Determine  how  much  you  would  like  to  invest.  The  fund's  minimum
 investments are:

   o To open an account                                                  $1,000
   o To open a custodial account for a minor (an UGMA/UTMA account)       $ 100
   o To  open  an  account  with  an  automatic  investment  plan
     ($25  for an Education IRA)                                          $  50
   o To add to an account                                                 $  50

 We  reserve  the right to change  the amount of these  minimums  for  certain
 purchases.  We also  reserve  the  right to refuse  any  order to buy  Common
 Shares.

 3. Carefully  complete and sign the enclosed account  application,  including
 the optional  shareholder  privileges  section. To save time, you can sign up
 now for services you may want on your account by completing  the  appropriate
 sections of the  application  (see "Services to Help You Manage Your Account"
 on page  61).  For  example,  if you  would  like to  link  one of your  bank
 accounts to your fund account so that you may use  electronic  fund transfers
 to and from your bank  account to buy and sell  shares,  please  complete the
 bank  information  section  of  the  application.  We  will  keep  your  bank
 information on file for future purchases and redemptions.

4. Make your investment using the table below.

Method            Steps to Follow

By Mail           For an initial investment:

                  Return the  application to the fund with your check
                  made payable to the fund.

                  For additional investments:

                  Send a  check  made  payable  to the  fund.  Please
                  include your account number on the check.

By Wire           1. Call Shareholder  Services or, if that number is
                  busy,  call  1-650/312-2000  collect,  to receive a
                  wire  control  number  and wire  instructions.  You
                  need a new wire control  number every time you wire
                  money  into  your  account.  If you  do not  have a
                  currently  effective wire control  number,  we will
                  return  the  money  to the  bank,  and we will  not
                  credit the purchase to your account.

                  2. For an initial  investment  you must also return
                  your signed application to the fund.

                  Important  Deadlines:   If  we  receive  your  call
                  before  1:00  p.m.   Pacific   time  and  the  bank
                  receives  the wired  funds and  reports the receipt
                  of wired  funds to the  fund by 3:00  p.m.  Pacific
                  time,  we will credit the  purchase to your account
                  that day.  If we receive  your call after 1:00 p.m.
                  or the bank  receives the wire after 3:00 p.m.,  we
                  will  credit  the  purchase  to  your  account  the
                  following business day.

Through
Your Dealer       Call your investment representative

 By Phone         Opening an  account:  If you have  another  Franklin
                  Templeton    account    with   your   bank   account
 (Up to           information  on file,  you may open a new account by
 $100,000         phone. The accounts must be identically registered.
 per day)
 1-800/632-2301   To make a same  day  investment,  please  call us by
                  1:00 p.m.  Pacific time or the close of the New York
                  Stock Exchange, whichever is earlier.

                  Adding to an account:  Before requesting a telephone
                  purchase,   please  make  sure  we  have  your  bank
                  account  information on file. If we do not have this
                  information,   you   will   need  to  send   written
                  instructions  with your bank's name and  address,  a
                  voided check or savings  account deposit slip, and a
                  signature  guarantee  if the  ownership  of the bank
                  and fund accounts is different.

                  To make a same  day  investment,  please  call us by
                  1:00 p.m.  Pacific time or the close of the New York
                  Stock Exchange, whichever is earlier.


VI. The first  sentence of the fourth  paragraph of the section  "Exchanges" on
page 51 is replaced with the following:

 You may request an exchange  over the phone  (1-800-632-2301)  provided  that
 you do not hold share  certificates  for the Common Shares or other  Franklin
 Templeton  Fund  shares  you want to  exchange.  If your  shares  are held in
 street or nominee name,  please contact your Securities  Dealer to request an
 exchange by telephone.  Otherwise,  appropriate written instructions,  signed
 by all registered owners, must accompany your exchange request.

VII. The last  paragraph of the section  "Written  Instructions"  on page 59 is
replaced with the following:

 TENDER OFFERS-TELEPHONE INSTRUCTIONS

 Generally,  in a Tender Offer,  requests to tender Common Shares with a value
 of  $100,000  or less can be made  over the phone  (1-800-632-2301)  provided
 that you do not  hold  share  certificates  and you  have  not  changed  your
 address by phone  within the last 15 days.  You may not tender over the phone
 more than  $100,000 in Common  Shares  during any single Tender Offer period.
 If your  shares  are held in street or  nominee  name,  please  contact  your
 Securities  Dealer to tender  your  Common  Shares by  telephone.  Otherwise,
 written  instructions  with  respect  to your  tender of  Common  Shares in a
 Tender  Offer  must  be  completed  in  the  manner  described,  and  on  the
 appropriate  forms  included,  in the  notification  to  shareholders  of the
 Tender Offer.

 If you qualify for a waiver from the Early Withdrawal  Charge,  please notify
 our  representative  when you request to tender Common Shares over the phone.
 If you do not  indicate  that you  qualify for this  waiver,  the fund cannot
 guarantee that you will receive the waiver.

VIII. The section  "Automatic  Investment Plan" on page 61 is replaced with the
following:

 AUTOMATIC INVESTMENT PLAN

 This  plan  offers  a  convenient  way  for  you to  invest  in the  fund  by
 automatically  transferring  money from your checking or savings account each
 month to buy Common Shares.  To sign up, complete the appropriate  section of
 your  account  application  and  mail  it to  Investor  Services.  If you are
 opening a new account,  please include the minimum initial  investment of $50
 ($25 for an Education IRA) with your application.

IX. The  section  "Services  to Help You  Manage  Your  Account"  on page 61 is
amended to add the following:

 TELEPHONE PRIVILEGES

 You automatically  receive  telephone  privileges when you open your account,
 allowing you, your investment  representative  or your  Securities  Dealer to
 buy, sell or exchange your shares in connection  with a Tender Offer and make
 certain other changes to your account by phone.

 For accounts with more than one registered owner,  telephone  privileges also
 allow the fund to accept  written  instructions  signed by only one owner for
 transactions  and account changes that could otherwise be made by phone.  For
 all other  transactions  and  changes,  all  registered  owners must sign the
 instructions.  In addition,  our telephone  exchange  privilege allows you to
 exchange  shares  by  phone  from  a  fund  account  requiring  two  or  more
 signatures into an identically  registered money fund account  requiring only
 one  signature  for all  transactions.  This type of  telephone  exchange  is
 available as long as you have telephone exchange privileges on your account.

 As long as we take certain  measures to verify  telephone  requests,  we will
 not be responsible for any losses that may occur from unauthorized  requests.
 Of course,  you can  decline  telephone  purchase,  exchange,  or  redemption
 privileges  by sending  your  written  instruction  stating  that you decline
 telephone exchange or redemption  privileges to Investor Services at P.O. Box
 997151, Sacramento, CA, 95899-9983.

 AUTOMATIC PAYROLL DEDUCTION

 You may  invest in the Fund  automatically  by  transferring  money from your
 paycheck to the Fund by electronic  funds  transfer.  If you are  interested,
 indicate  on your  application  that you would like to  receive an  Automatic
 Payroll Deduction Program kit.



               Please keep this supplement for future reference.




o 020 SA-1

                         SUPPLEMENT DATED JULY 3, 2000
                 TO THE STATEMENT OF ADDITIONAL INFORMATION OF

                         FRANKLIN FLOATING RATE TRUST
                            DATED DECEMBER 1, 1999

The Statement of Additional Information is amended as follows:

I. The last  paragraph  under  "Officers  and  Trustees"  is replaced  with the
following:

 As of June 13, 2000,  the officers and Board  members,  as a group,  owned of
 record and beneficially less than 1% of the total  outstanding  shares of the
 fund.

II. The following  information is added to the  applicable  sections under "How
Does the Fund Measure Performance?":

 Total Return

 Average  Annual  Total  Return.  The  average  annual  total  returns for the
 indicated periods ended January 31, 2000, were:


                                                            Since
                                                1 Year    Inception
                                                  (%)     (10/10/97) (%)
------------------------------------------------------------------------------
                                                 7.03        6.91

 Cumulative  Total  Return.  The  cumulative  total  returns for the indicated
 periods ended January 31, 2000, were:
                                                            Since
                                                1 Year    Inception
                                                  (%)      (10/10/97) (%)
------------------------------------------------------------------------------
                                                 7.03        16.69

 Yield

 Current  Yield.  The yield for the 30-day period ended January 31, 2000,  was
 8.63%.

 Current Distribution Rate

 The current  distribution  rate for the 30-day period ended January 31, 2000,
 was 8.51%.

III.  The  following  is added  at the end of the  paragraph  under  "Financial
Statements":

 The  unaudited  financial  statements  in the  fund's  Semiannual  Report  to
 Shareholders,  for the  six-month  period ended  January 31,  2000,  also are
 incorporated by reference.

               Please keep this supplement for future reference.




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