FRANKLIN ASSET ALLOCATION FUND
N-30D, 1996-09-10
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Your Fund's Objective:

As of August 1, 1996, the Franklin  Premier  Return Fund's primary  objective is
total return through investment in common stocks, investment grade corporate and
U.S.  government  bonds,  short-term  money market  instruments,  securities  of
foreign issuers and real estate securities.  This is a fundamental policy of the
fund and may not be  changed  without  shareholder  approval.  The  fund  places
secondary emphasis on reduced risk over time.


                                                                 August 15, 1996

Dear Shareholder:

We are  pleased to bring you this  semi-annual  report of the  Franklin  Premier
Return Fund for the six months ended June 30, 1996.  During this time,  the U.S.
economy  continued to grow at a moderate rate. Low inflation,  healthy corporate
earnings, and record cash inflows into mutual funds caused U.S. stock markets to
rise,  but domestic  bond markets  declined due to concerns  about  accelerating
economic  growth and rising interest rates.  Within this  environment,  the fund
delivered a total return of +9.34% for the six months under review, as discussed
in the Performance Summary on page 6.

As you know, on July 3, 1996, the fund's shareholders voted to change the fund's
name to the  Franklin  Asset  Allocation  Fund in order to  better  reflect  its
investment  strategy and philosophy.  At the same time, the fund's  shareholders
voted to change the fund's investment  objective from high current return,  and,
secondarily,  relative  stability  of principal to total return with a secondary
emphasis on reduced risk over time. The report that follows reflects  management
of the fund based upon the prior objective.

Business cycle analysis is an integral part of the fund's  investment  strategy,
and during the reporting  period,  we continued  analyzing  economic  factors to
determine  the business  cycle's  stage.  We allocated  our assets among stocks,
bonds,  and cash,  positioning  the stock  portion in sectors,  industries,  and
companies   that  appeared  to  offer  the   strongest   prospects  for  capital
appreciation and income.

Believing  that the  business  cycle had moved from the early stage of expansion
experienced a year ago to the middle stage,  we looked for  attractively  priced
stocks in basic industries (chemicals,  gold and other metals),  technology, and
energy  sectors,  which  typically  perform well during this stage.  At the same
time,  we  reduced  holdings  and  realized  profits  in  early  business  cycle
industries that most likely would be affected by rising interest rates,  such as
financial  services  and  utilities.  We sold  shares of General  Re Corp.,  SBC
Communications,  Inc.,  Ameritech  Corp.,  DPL,  Inc.,  and  Telefonos de Mexico
(Telmex),  but remain optimistic about the long-term  potential of GTE Corp. and
AT&T Corp. In our opinion, GTE should benefit from the telecommunica- tions bill
that was approved by Congress in February  1996,  since the company will be able
to offer its customers  one-stop  shopping for all their  communications  needs.
During the reporting  period,  AT&T announced it would split into three separate
companies:  AT&T Capital Corp.,  Lucent  Technology,  Inc., and AT&T. Since many
investors  will now be able to ascertain  the value of each of these  companies,
their  stock  prices  should  begin to  reflect  their  positive  future  growth
prospects.


GRAPHIC MATERIAL 1 OMITTED - SEE APPENDIX AT END OF DOCUMENT


Believing that the technology sector should continue to exhibit strong growth in
the  future,  we  increased  our  exposure  in this area from 9.71% of total net
assets  on  December  31,  1995 to  11.99%  on June  30,  1996.  We added to our
positions in Intel Corp., a major manufacturer of microprocessors, and Microsoft
Corp.,  a  leading  supplier  of  computer  software  products.  At the  time we
purchased these shares,  they were selling at prices near their 52-week lows, as
well as at a  price-to-earnings  multiple below their anticipated  future growth
rate. By June 30, 1996,  the value of these stocks had increased  substantially.
In  addition,  the share  price of Boeing  Co.,  one of the fund's top 10 equity
holdings, appreciated 9.08% during the reporting period.


FRANKLIN PREMIER RETURN FUND
Top 10 Sectors on June 30, 1996
Based on Total Net Assets
                                               % of Total
Sector                                         Net Assets

Technology                                        11.99%

Energy                                            10.93%

Consumer Cyclicals                                10.29%

Basic Materials                                    9.39%

Consumer Staples                                   6.74%

Health Care                                        5.63%

Capital Goods                                      5.62%

Utilities                                          4.84%

Miscellaneous                                      3.34%

Financial Services                                 2.29


We also  discovered  attractive  growth  opportunities  in the basic  industries
sector,  particularly the chemical industry. We added to our holdings of Du Pont
(E.I.)  DeNemours  & Co.,  the  largest  chemical  company in the U.S.,  and Air
Products and Chemicals,  Inc., which supplies industrial gases to a wide variety
of industries such as electronics, oil, food, and health care. We also initiated
a position in Betz Laboratories,  Inc., a leading provider of specialty chemical
products  with a  variety  of  industrial  and  commercial  applications  in the
treatment of water.

Expecting global demand for oil to rise,  particularly in developing  countries,
we continued to focus on the energy sector. Over the period, your fund benefited
from  the  rising  share  prices  of Exxon  Corp.  (+7.75%),  Schlumberger  Ltd.
(+21.66%),  and Chevron Corp.  (+11.58%),  which  profited from higher prices of
crude oil and refined petroleum products earlier in the year.

Based on rising consumer confidence, we overweighted our exposure (5.93%) to the
retail  industry  relative to the Standard & Poor's 500 Stock Index(R)  (4.93%).
For  example,  we added to our position in Federated  Department  Stores,  Inc.,
which  operates  major U.S.  stores  such as Macy's and  Bloomingdale's.  In our
opinion,  Federated  should  benefit  from its recent  acquisition  of  Emporium
Capwell because this will expand its customer base and increase revenues.


FRANKLIN PREMIER RETURN FUND
Top 10 Equity Holdings on June 30, 1996
Based on Total Net Assets

Company                                             % of Total
Industry                                            Net Assets

Air Products & Chemicals, Inc.                           2.14%
Chemicals

GTE Corp.                                                1.90%
Telephone Utilities

Boeing Co.                                               1.84%
Aerospace & Defense Electronics

Exxon Corp.                                              1.84%
Oil - International

Allergan, Inc.                                           1.66%
Healthcare Diversified

AT&T  Corp.                                              1.64%
Telecommunications - Long Distance

Chevron Corp.                                            1.56%
Oil - International

Intel Corp.                                              1.55%
Electronic Semiconductors

Browning-Ferris Industries, Inc.                         1.53%
Pollution Control

Enron Corp.                                              1.51%
Utilities/Natural Gas


For a complete listing of portfolio holdings, please see page 7 of this report.


Looking  forward,  we remain  committed to our strategy of focusing on companies
which offer attractive  growth  opportunities,  as we search for equities within
sectors and  industries  that will benefit during the late business cycle phase.
In our opinion, lower unemployment rates, moderate economic growth, and positive
corporate  earnings should be favorable for the financial markets.  However,  if
economic  growth rises faster than its current pace,  the Federal  Reserve Board
might raise short-term interest rates as it seeks to prevent potential inflation
from getting out of control.  This  potential  increase in interest  rates could
temporarily  have a  negative  effect  on these  markets,  which  could  provide
investors with exceptional buying opportunities.

This discussion  reflects the strategies we employed for the fund during the six
months  under  review,  and includes our opinions as of the close of the period.
Since economic and market  conditions are constantly  changing,  our strategies,
and our evaluations, conclusions and decisions regarding portfolio holdings, may
change as new  circumstances  arise.  Although  past  performance  of a specific
investment or sector cannot guarantee future  performance,  such information can
be useful in analyzing securities we purchase or sell for the fund.

We appreciate your participation in the Franklin Premier Return Fund and welcome
your comments and suggestions.

Sincerely,



Charles B. Johnson
Chairman of the Board
Franklin Premier Return Fund


PERFORMANCE SUMMARY

The  Franklin  Premier  Return  Fund  posted a total  return of  +9.34%  for the
six-month  period ended June 30, 1996. Total return measures the change in value
of an investment, assuming reinvestment of dividends and capital gains, and does
not include the initial sales charge.  Of course, we always maintain a long-term
perspective  when managing the fund, and we encourage our  shareholders  to view
their  investments  in a  similar  manner.  As you can see from the table to the
right, the fund delivered a cumulative total return of +93.62% for the five-year
period ended June 30, 1996.

The fund's share price, as measured by the net asset value,  increased $0.59 per
share,  from $7.25 on December  31, 1995 to $7.84 on June 30,  1996.  During the
reporting period,  shareholders received distributions of 8.5 cents ($0.085) per
share in income  dividends.  Of course,  past  performance  is not predictive of
future results,  and  distributions  will vary depending on income earned by the
fund,  as well as any  profits  realized  from  the  sale of  securities  in the
portfolio.


FRANKLIN PREMIER RETURN FUND

Periods ended June 30, 1996

                                             One-      Five-     Ten-
                                             Year      Year      Year
- --------------------------------------------------------------------------------
Cumulative
Total Return1                                19.27%    93.62%   170.11%

Average Annual
Total Return2                                13.87%    13.08%     9.93%

Value of $10,000
Investment3                                  $11,387   $18,489  $25,783

30-Day Standardized Yield4:        1.51%
- --------------------------------------------------------------------------------

1.  Cumulative  total returns show the change in value of an investment over the
periods indicated and do not include the sales charge. See Note below.
2. Average annual total returns  represent the average annual change in value of
an investment over the periods  indicated and include the current,  maximum 4.5%
initial sales charge. See Note below.
3. These figures represent the value of a hypothetical $10,000 investment in the
fund over the  specified  periods  and include  reinvestment  of  dividends  and
capital gains distributions and the maximum 4.5% initial sales charge.
4. Yield,  calculated  as  required by the SEC, is based on the  earnings of the
fund's portfolio during the 30 days ended June 30, 1996.
Note:  Prior to July 1,1994,  fund shares were offered at a lower  initial sales
charge,  with dividends  reinvested at the offering  price.  Thus,  actual total
returns for  purchasers of shares  during that period would have been  different
than noted above. Effective May 1, 1994, the fund eliminated the sales charge on
reinvested  dividends and implemented a plan of  distribution  under Rule 12b-1,
which  affects   subsequent   performance.   All  total  return  figures  assume
reinvestment of dividends and capital gains at net asset value and reflect 12b-1
fees from the date of the plan's implementation.
Investment return and principal value will fluctuate with market conditions, and
you may have a gain or loss when you sell your shares.  Past  performance is not
predictive of future results.

<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)

                                                                                                        Value
  Shares                                                                                              (Note 1)
- -------------------------------------------------------------------------------------------------------------------
                  Common Stocks   67.4%
                  Aerospace & Defense Electronics  1.8%
     <S>          <C>                                                                                  <C>      
     10,000       Boeing Co. .....................................................................     $ 871,250
                                                                                                   -------------
                  Auto Parts 1.0%
     10,000       Genuine Parts Co. ..............................................................       457,500
                                                                                                   -------------
                  Chemicals  6.1%
     17,500       Air Products & Chemicals, Inc...................................................     1,010,625
     20,000       Arcadian Corp. .................................................................       395,000
     15,000       Betz Laboratories, Inc. ........................................................       658,125
      6,000       Du Pont (E.I.) De Nemours & Co. ................................................       474,750
     10,000       Goodrich (B.F.) Co. ............................................................       373,750
                                                                                                   -------------
                                                                                                       2,912,250
                                                                                                   -------------
                  Communication Equipment Manufacturers  1.3%
      6,000     a Cisco Systems, Inc..............................................................       339,750
     12,100       Ericsson (LM), Sponsored ADR....................................................       260,150
                                                                                                   -------------
                                                                                                         599,900
                                                                                                   -------------
                  Computer Software  1.8%
      5,000       Electronic Data Systems Corp. ..................................................       268,750
      5,000     a Microsoft Corp. ................................................................       600,625
                                                                                                   -------------
                                                                                                         869,375
                                                                                                   -------------
                  Computer Systems  1.0%
     10,000     a Silicon Graphics, Inc...........................................................       240,000
     20,000     a Tandem Computers, Inc...........................................................       247,500
                                                                                                   -------------
                                                                                                         487,500
                                                                                                   -------------
                  Conglomerates  1.4%
     15,000     a Litton Industries, Inc. ........................................................       652,500
                                                                                                   -------------
                  Cosmetics  1.3%
     15,000     a Estee Lauder Cos., Class A .....................................................       633,750
                                                                                                   -------------
                  Electrical Equipment  2.7%
     15,000     a American Standard Cos., Inc.....................................................       495,000
     15,000       AMP, Inc........................................................................       601,875
     10,000       Westinghouse Electric Corp. ....................................................       187,500
                                                                                                   -------------
                                                                                                       1,284,375
                                                                                                   -------------


                             The accompanying notes are an integral part of these financial statements.
</TABLE>


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)(cont.)

                                                                                                         Value
  Shares                                                                                              (Note 1)
- ------------------------------------------------------------------------------------------------------------------
                  Common Stocks (cont.)
                  Electronic Semiconductors  2.7%
     <S>          <C>                                                                                  <C>      
     10,000       Intel Corp. ....................................................................     $ 734,375
     10,000       Linear Technology Corp. ........................................................       300,000
      4,000       Motorola, Inc...................................................................       251,500
                                                                                                   -------------
                                                                                                       1,285,875
                                                                                                   -------------
                  Entertainment/Media  1.4%
     17,500       Time Warner, Inc................................................................       686,875
                                                                                                   -------------
                  Finance  1.7%
      5,000       BankAmerica Corp. ..............................................................       378,750
     10,000       Wachovia Corp. .................................................................       437,500
                                                                                                   -------------
                                                                                                         816,250
                                                                                                   -------------
                  Food/Beverages  3.4%
     20,000       Nabisco Holdings Corp., Class A.................................................       707,500
     10,000       Panamerican Beverages, Inc., Class A............................................       447,500
     15,000       Sara Lee Corp. .................................................................       485,625
                                                                                                   -------------
                                                                                                       1,640,625
                                                                                                   -------------
                  Gold/Miscellaneous Metals  2.6%
     15,000       Placer Dome, Inc................................................................       358,125
     10,000       RTZ Corp. Plc. .................................................................       602,500
     20,000       Santa Fe Pacific Gold Corp. ....................................................       282,500
                                                                                                   -------------
                                                                                                       1,243,125
                                                                                                   -------------
                  Healthcare Diversified  1.7%
     20,000       Allergan, Inc...................................................................       785,000
                                                                                                   -------------
                  Healthcare/HMO's  1.3%
     12,500       United Healthcare Corp. ........................................................       631,250
                                                                                                   -------------
                  Hotels/Motels  1.2%
      5,000       Hilton Hotels Corp. ............................................................       562,500
                                                                                                   -------------
                  Household Furniture & Appliance  .8%
     15,000     a Ethan Allen Interiors, Inc. ....................................................       371,250
                                                                                                   -------------
                  Household Products  1.4%
      7,500       Procter & Gamble Co. ...........................................................       679,688
                                                                                                   -------------
                  Insurance  .6%
      9,600     a Travelers/Aetna Property Casualty Corp. ........................................       272,400
                                                                                                   -------------
                  Manufacturing  1.0%
     15,000     a Waters Corp. ...................................................................       495,000
                                                                                                   -------------

               The accompanying notes are an integral part of these financial statements.
</TABLE>


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)(cont.)

                                                                                                         Value
  Shares                                                                                              (Note 1)
- ------------------------------------------------------------------------------------------------------------------
                  Common Stocks (cont.)
                  Oil - Domestic  2.2%
     <S>          <C>                                                                                  <C>      
     15,000       Occidental Petroleum Corp. .....................................................     $ 371,250
     16,000       Phillips Petroleum Co. .........................................................       670,000
                                                                                                   -------------
                                                                                                       1,041,250
                                                                                                   -------------
                  Oil - Exploration & Production  2.3%
     20,000       Enron Oil & Gas Co. ............................................................       557,500
     21,000       Union Pacific Resources Group, Inc..............................................       561,750
                                                                                                   -------------
                                                                                                       1,119,250
                                                                                                   -------------
                  Oil & Gas Drilling  1.2%
     15,000       Helmerich & Payne, Inc..........................................................       549,375
                                                                                                   -------------
                  Oil - International  3.4%
     12,500       Chevron Corp. ..................................................................       737,500
     10,000       Exxon Corp. ....................................................................       868,750
                                                                                                   -------------
                                                                                                       1,606,250
                                                                                                   -------------
                  Oil Well Equipment & Services  1.3%
      7,500       Schlumberger, Ltd...............................................................       631,875
                                                                                                   -------------
                  Pharmaceuticals  2.6%
      5,000     e Astra, AB (Sweden)..............................................................       218,245
     14,500       Pharmacia & Upjohn, Inc.........................................................       643,438
        350     e Sandoz, AG (Switzerland)........................................................       400,600
                                                                                                   -------------
                                                                                                       1,262,283
                                                                                                   -------------
                  Pollution Control  1.5%
     25,000       Browning-Ferris Industries, Inc.................................................       725,000
                                                                                                   -------------
                  Real Estate Investment Trusts  2.0%
     10,000       Equity Residential Properties Trust ............................................       328,750
     20,000       FelCor Suite Hotels, Inc. ......................................................       610,000
                                                                                                   -------------
                                                                                                         938,750
                                                                                                   -------------
                  Retail - Apparel  .2%
      3,500   a,f Donna Karan International, Inc..................................................        98,000
                                                                                                   -------------
                  Retail - General Merchandise   2.2 %
     20,000     a Federated Department Stores, Inc................................................       682,500
     15,000       Wal-Mart Stores, Inc............................................................       380,625
                                                                                                   -------------
                                                                                                       1,063,125
                                                                                                   -------------


               The accompanying notes are an integral part of these financial statements.
</TABLE>


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)(cont.)

                                                                                                         Value
  Shares                                                                                              (Note 1)
- ------------------------------------------------------------------------------------------------------------------
                  Common Stocks (cont.)
                  Retail - Specialty  2.9%
     <S>          <C>                                                                                  <C>      
     10,000       Home Depot, Inc.................................................................     $ 540,000
     26,100     a Price/Costco, Inc. .............................................................       564,413
     10,000     a Toys R Us, Inc..................................................................       285,000
                                                                                                   -------------
                                                                                                       1,389,413
                                                                                                   -------------
                  Telecommunications - Long Distance  1.6%
     12,500       AT&T Corp. .....................................................................       775,000
                                                                                                   -------------
                  Telephone Utilities  3.8%
     20,000       GTE Corp. ......................................................................       895,000
     20,000 a,b,e NetCom, ASA (Norway)............................................................       211,092
     10,000       Telecomunicacoes Brasileiras, SA -Telebras, Sponsored ADR.......................       696,250
                                                                                                   -------------
                                                                                                       1,802,342
                                                                                                   -------------
                  Transportation   .5%
      7,500     a Fritz Cos., Inc. ...............................................................       241,875
                                                                                                   -------------
                  Utilities/Natural Gas   1.5%
     17,500       Enron Corp. ....................................................................       715,313
                                                                                                   -------------
                        Total Common Stocks (Cost $28,049,014)....................................    32,197,339
                                                                                                   -------------
                  Convertible Preferred Stocks  .9%
     10,000       Enron Corp., 6.25% cvt. pfd. ...................................................       258,750
     10,000     b Westinghouse Electric Co., $1.30 cvt. pfd., Series C ...........................       176,250
                                                                                                   -------------
                        Total Convertible Preferred Stocks (Cost $390,500)........................       435,000
                                                                                                   -------------
   Face
  Amount
- ---------
                  Bonds  13.6%
                  Convertible Bonds  1.8%
$   225,000       Ashanti Capital, Ltd., cvt. notes, 5.50%, 03/15/03 .............................       213,750
    500,000     b Thermo Electron Corp., cvt. sub. deb., 4.25%, 01/01/03 .........................       615,000
                                                                                                   -------------
                        Total Convertible Bonds (Cost $726,250)...................................       828,750
                                                                                                   -------------
                  Corporate Bonds  1.3%
    250,000       Dayton Hudson Co., deb., 8.60%, 01/15/12 .......................................       270,650
    100,000       Georgia Pacific Corp., deb., 9.125%, 07/01/22 ..................................       104,360
    250,000       Panamerican Beverages, Inc., senior notes, 8.125%, 04/01/03 ....................       251,941
                                                                                                   -------------
                        Total Corporate Bonds (Cost $596,005).....................................       626,951
                                                                                                   -------------


               The accompanying notes are an integral part of these financial statements.
</TABLE>


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)(cont.)

 Face                                                                                                   Value
 Amount                                                                                               (Note 1)
- ------------------------------------------------------------------------------------------------------------------
                  Bonds (cont.)
                  U.S. Government Securities   10.5%
<C>               <C>                                                                                <C> 
$ 1,750,000       U.S. Treasury Bonds, 6.25% - 8.00%, 11/15/21 - 08/15/25 ........................   $ 1,679,374
  3,300,000       U.S. Treasury Notes, 5.625% - 7.25%, 10/31/97 - 05/15/44 .......................     3,331,780
                                                                                                   -------------
                          Total U.S. Government Securities (Cost $4,975,721)......................     5,011,154
                                                                                                   -------------
                          Total Bonds (Cost $6,297,976)...........................................     6,466,855
                                                                                                   -------------
 Shares                                                                     Expiration   Exercise
 Optioned                                                                       Date        Price
 --------                                                                   ----------   --------
                  Put Options
                  Telecommunications
      5,000       Telecomunicacoes Brasileiras, SA
                   Telebras, Sponsored ADR (Cost $7,650).................   August, 96       65            7,188
                                                                                                   -------------
                         Total Long Term Investments (Cost $34,745,140)...........................    39,106,382
                                                                                                   -------------
  Face
 Amount
 --------
                c Short Term Investments  4.2%
                  Commercial Paper
 $2,000,000       Westpac Capital Corp., 5.33%, 07/08/96 (Cost $1,997,927)........................     1,996,980
                                                                                                   -------------
                        Total Investments Before Repurchase Agreements (Cost $36,743,067) ........    41,103,362
                                                                                                   -------------
                d Receivables from Repurchase Agreements  12.5%
  5,969,055       Joint Repurchase Agreement, 5.439%, 07/01/96 (Maturity Value $5,999,648)
                   (Cost $5,996,930)
                   Chase Securities, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 5.375%, 11/30/97
                   Daiwa Securities America, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 5.25% - 8.875%, 12/31/97 - 08/31/00
                   Donaldson, Lufkin & Jenrette Securities Corp., (Maturity Value $826,214)
                    Collateral: U. S. Treasury Bills, 05/29/97
                                U. S. Treasury Notes, 5.125% - 6.75%, 07/31/97 - 07/31/00


               The accompanying notes are an integral part of these financial statements.
</TABLE>


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

Statement of Investments in  Securities,  Open Options and Net Assets,  June 30,
1996 (unaudited)(cont.)

                                                                                                        Value
                                                                                                      (Note 1)
- ------------------------------------------------------------------------------------------------------------------
                 <S>                                                                                 <C> 
               d Receivables from Repurchase Agreements (cont.)
                 Joint Repurchase Agreement,(cont.)
                   Fuji Securities, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 5.50% - 8.875%, 07/31/97 - 02/15/99
                   Lehman Government Securities, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 5.625% - 11.75%, 09/30/99 - 02/15/01
                   SBC Capital Markets, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 5.75%, 09/30/97
                   UBS Securities, Inc., (Maturity Value $862,239)
                    Collateral: U. S. Treasury Notes, 6.50% - 8.875%, 11/15/98 - 11/30/99 ........   $ 5,996,930
                                                                                                   -------------
                             Total Investments (Cost $42,739,997)  98.6% .........................    47,100,292
                             Other Assets and Liabilities, Net  1.4% .............................       690,419
                                                                                                   -------------
                             Net Assets  100.0% ..................................................   $47,790,711
                                                                                                   -------------
                 At June 30, 1996, the net unrealized appreciation based on the cost of investments
                  for income tax purposes of $42,739,997 was as follows:
                   Aggregate gross unrealized appreciation for all investments in which there was an
                    excess of value over tax cost ................................................   $ 5,690,003
                   Aggregate gross unrealized depreciation for all investments in which there was an
                    excess of tax cost over value ................................................    (1,329,708)
                                                                                                   -------------
                   Net unrealized appreciation ...................................................   $ 4,360,295
                                                                                                   =============

aNon-income producing.
bPurchased in a private placement  transaction;  resale may only be to qualified
institutional buyers.
cCertain  short-term  securities are traded on a discount basis; the rates shown
are the  discount  rates at the time of purchase by the Fund.  Other  securities
bear interest at the rates shown, payable at fixed dates or upon maturity.
dFace amount for  repurchase  agreements is for the underlying  collateral.  See
Note 1(i) regarding joint repurchase agreement.
eSecurities traded in foreign currency and valued in U.S. dollars.
fSee Note 1(f) regarding securities purchased on a when-issued basis.


                             The accompanying notes are an integral part of these financial statements.
</TABLE>



FRANKLIN PREMIER RETURN FUND

Financial Statements

Statement of Assets and Liabilities
June 30, 1996 (unaudited)

Assets:
 Investments in securities, at value
  (identified cost $36,743,067)                        $41,103,362
 Receivables from repurchase agreements,
  at value and cost                                      5,996,930
 Cash                                                       20,999
 Receivables:
  Investment securities sold                               651,877
  Dividends and interest                                   172,276
  Capital shares sold                                       10,779
 Prepaid expenses                                            3,709
                                                       -----------
       Total assets                                     47,959,932
                                                       -----------
Liabilities:
 Payables:
  Investment securities purchased on
   when-issued basis (Note 1)                               84,000
  Distributions to shareholders                             41,909
  Management fees                                           24,800
  Distribution fees                                         15,600
  Shareholder servicing costs                                2,912
                                                       -----------
      Total liabilities                                    169,221
                                                       -----------
Net assets, at value                                   $47,790,711
                                                       ===========
Net assets consist of:
 Accumulated distributions in excess of
  net investment income                                   $ (6,801)
 Net unrealized appreciation on investments              4,360,295
 Undistributed net realized gain                           257,124
 Capital shares                                         43,180,093
                                                       -----------
Net assets, at value                                   $47,790,711
                                                       ===========
Net asset value per share:
 ($47,790,711 / 6,092,653
  shares outstanding)*                                       $7.84
                                                       ===========


Statement of Operations
for the six months ended June 30, 1996 (unaudited)

Investment income:
 Dividends                                                $281,324
 Interest (Note 1)                                         363,182
                                                          --------
        Total income                                              $ 644,506
Expenses:
 Management fees (Note 5)                                  135,317
 Distribution fees (Note 5)                                 41,334
 Shareholder servicing costs (Note 5)                       18,778
 Reports to shareholders                                    12,166
 Professional fees                                          11,923
 Registration and filing fees                                9,174
 Directors' fees and expenses                                3,124
 Custodian fees                                              1,146
 Other                                                       1,271
                                                          --------
        Total expenses                                               234,233
                                                                   ---------
         Net investment income                                       410,273
                                                                   ---------
Realized and unrealized gain (loss)
 from investments and foreign
 currency:
  Net realized gain (loss) from:
   Transactions in written options
    which expired or were closed
    (Note 4)                                                17,606
   Other investments                                       598,509
   Foreign currency transactions                            (2,889)
                                                          --------
  Net realized gain                                                  613,226
  Net unrealized appreciation                                      2,723,218
                                                                  ----------
  Net realized and unrealized
   gain from investments and
   foreign currency                                                3,336,444
                                                                  ----------
  Net increase in net assets
   resulting from operations                                      $3,746,717
                                                                  ==========

*Redemption  price  per share is equal to net asset  value  less any  applicable
contingent deferred sales charge.


   The accompanying notes are an integral part of these financial statements.


<TABLE>
<CAPTION>
FRANKLIN PREMIER RETURN FUND

FINANCIAL STATEMENTS (CONT.)

Statements of Changes in Net Assets
for the six months ended June 30, 1996 (unaudited)
and the year ended December 31, 1995

                                                                                   Six Months
                                                                                      Ended         Year Ended
                                                                                  June 30, 1996  December 31, 1995
                                                                                 --------------  -----------------
Increase (decrease) in net assets:
 Operations:
  <S>                                                                                <C>                 <C>      
  Net investment income........................................................      $  410,273          $ 894,020
  Net realized gain from investments and foreign currency transactions.........         613,226            355,611
  Net unrealized appreciation on investments...................................       2,723,218          4,911,516
                                                                                      ---------       ------------
       Net increase in net assets resulting from operations.....................      3,746,717          6,161,147
 Distributions to shareholders from undistributed net investment income.........       (487,788)          (857,567)
 Increase in net assets from capital share transactions (Note 3)................      5,213,139          8,384,330
                                                                                     ----------       ------------
       Net increase in net assets...............................................      8,472,068         13,687,910
Net assets:
 Beginning of period...........................................................      39,318,643         25,630,733
                                                                                     ----------       ------------
 End of period (including accumulated distribution in excess of net investment
  income of $6,801 - 06/30/96; and undistributed net investment income of
  $70,714 - 12/31/95)...........................................................    $47,790,711        $39,318,643
                                                                                    ===========       ============


                             The accompanying notes are an integral part of these financial statements.
</TABLE>



FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES

Franklin Premier Return Fund (the Fund) is an open-end,  diversified  management
investment  company (mutual fund) registered under the Investment Company Act of
1940,  as amended.  The Fund seeks to provide a high level of total return while
seeking relative stability of principal.

The Board of Directors (the Board) and shareholders  have approved a proposal to
change the Fund's name to Franklin Asset  Allocation  Fund,  effective August 1,
1996, to better reflect its investment strategy and philosophy.

The  following  is a summary of  significant  accounting  policies  consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
policies are in conformity  with generally  accepted  accounting  principles for
investment companies.

a. Security Valuation:

Portfolio  securities listed on a securities exchange or on the NASDAQ for which
market quotations are readily available are valued at the last sale price or, if
there is no sale price, within the range of the most recent quoted bid and asked
prices.  Other  securities  are valued based on a variety of factors,  including
yield, risk,  maturity,  trade activity and recent  developments  related to the
securities.  The Fund may  utilize  a  pricing  service,  bank or  broker/dealer
experienced  in such  matters to perform  any of the  pricing  functions,  under
procedures approved by the Board. Securities for which market quotations are not
available, and securities restricted as to resale, are valued in accordance with
procedures established by the Board.

The value of a foreign  security is determined as of the earlier of the close of
trading on the foreign exchange on which it is traded or the close of trading on
the New York Stock  Exchange.  That value is then converted into its U.S. dollar
equivalent at the foreign exchange rate in effect at noon, New York time, on the
day the value of the foreign  security is determined.  If no sale is reported at
that  time,  the  mean  between  the  current  bid and  asked  prices  is  used.
Occasionally,  events which affect the values of foreign  securities and foreign
exchange  rates may occur between the times at which they are determined and the
close of the exchange and will,  therefore,  not be reflected in the computation
of the Fund's net asset  value,  unless  material.  If events  which  materially
affect the value of these  foreign  securities  occur during such period,  these
securities  will be valued in  accordance  with  procedures  established  by the
Board.

Open  option  contracts  are valued at their last  sales  price on the  relevant
exchange.  If there is no sale  price,  the  options  will be valued at the mean
between the current closing bid and asked prices.

b. Income Taxes:

The Fund  intends to  continue to qualify for the tax  treatment  applicable  to
regulated  investment  companies under the Internal Revenue Code and to make the
requisite  distributions to its shareholders which will be sufficient to relieve
it from income and excise taxes.

c. Security Transactions:

Security transactions are accounted for on the date the securities are purchased
or sold (trade date).  Realized  gains and losses on security  transactions  are
determined on the basis of specific identification.

d. Investment Income, Expenses and Distributions:

Dividend  income  and   distributions   to  shareholders  are  recorded  on  the
ex-dividend  date.  Interest  income and estimated  expenses are accrued  daily.
Original issue discount is amortized as required by the Internal Revenue Code.

FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited) (cont.)

1. SIGNIFICANT ACCOUNTING POLICIES (CONT.)

d. Investment Income, Expenses and Distributions:(cont.)

A portion of the  distributions  received by the Fund from  investments  in real
estate  investment  trust (REIT)  securities may be  characterized  as tax basis
return of  capital  (ROC)  distributions,  which are not  recorded  as  dividend
income,  but  reduce the cost basis of the REIT  securities.  ROC  distributions
exceeding  the cost basis for the REIT  security are  recognized  by the Fund as
capital gain.

Net investment income differs for financial statement and tax purposes primarily
due to  differing  treatment  of foreign  currency  transactions.  Net  realized
capital  gains and losses may differ for  financial  statement  and tax purposes
primarily   due  to  differing   treatment   of  foreign   currency  and  option
transactions.

e. Accounting Estimates:

The  preparation  of the  financial  statements  in  accordance  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that affect the reported  amounts of assets and  liabilities at the
date of the financial  statements and the amounts of income and expenses  during
the reporting period. Actual results could differ from those estimates.

f. Securities Purchased on a When-Issued or Delayed Delivery Basis:

The Fund may trade securities on a when-issued or delayed  delivery basis,  with
payment and delivery scheduled for a future date. These transactions are subject
to market  fluctuations  and are  subject to the risk that the value at delivery
may be more or less than the trade date purchase  price.  Although the Fund will
generally   purchase  these   securities  with  the  intention  of  holding  the
securities,  it may  sell the  securities  before  the  settlement  date.  These
securities  are  identified  on the  accompanying  Statement of  Investments  in
Securities,  Open  Options  and Net  Assets.  The Fund has set aside  sufficient
investment securities as collateral for these purchase commitments.

g. Foreign Currency Translation:

The accounting  records of the Fund are maintained in U.S.  dollars.  All assets
and  liabilities  denominated in foreign  currencies  are  translated  into U.S.
dollars at the rate of exchange of the  currencies  against U.S.  dollars on the
valuation  date.  Purchases  and sales of  securities,  income and  expenses are
translated at the rate of exchange quoted on the day that the  transactions  are
recorded.  Differences between income and expense amounts recorded and collected
or paid are recognized when reported by the custodian.

The Fund does not isolate  that portion of the results of  operations  resulting
from changes in foreign exchange rates on investments from fluctuations  arising
from changes in market prices of securities held. Such fluctuations are included
with the net realized and unrealized gain or loss from investments.

Realized  foreign  exchange  gains or losses arise from sales and  maturities of
short-term  securities,  sales of foreign  currencies,  gains or losses realized
between the trade and settlement dates on security transactions,  the difference
between the  amounts of  dividends,  interest,  and  foreign  withholding  taxes
recorded  on the Fund's  books and the U.S.  dollar  equivalent  of the  amounts
actually  received or paid.  Net  unrealized  appreciation  or  depreciation  on
translation of assets and liabilities  denominated in foreign  currencies arises
from changes in the value of assets and  liabilities,  other than investments in
securities  at the  end of the  reporting  period,  resulting  from  changes  in
exchange rates.

FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited) (cont.)

1. SIGNIFICANT ACCOUNTING POLICIES (CONT.)
h. Option Transactions:

The Fund writes  listed put options and covered call  options in which  premiums
received  are  recorded as a liability  which is marked to market to reflect the
current value of the options written. A covered call option gives the holder the
right to buy the underlying  security which the Fund owns at any time during the
option period at a predetermined  exercise price.  The risk in writing a covered
call  option is that the Fund gives up the  opportunity  to  participate  in any
increase in the price of the  underlying  security  beyond the  exercise  price.
Proceeds  from call options  exercised  are  increased by the amount of premiums
received.  A put  option  gives  the  holder  the  right to sell the  underlying
security  to the Fund at any time  during the option  period at a  predetermined
exercise price.  The risk in writing a put option is that the Fund is exposed to
the risk of loss if the market price of the underlying  securities declines.  If
the holder of a put option written by the Fund exercises the option,  the Fund's
cost basis in the  underlying  security  is the  exercise  price  reduced by the
premium received.  If an option expires or is canceled in a closing transaction,
the Fund  will  realize  a gain or loss  depending  on  whether  the cost of the
closing transaction, if any, is less than or greater than the premium originally
received.

The Fund purchases listed put options on certain  securities in order to protect
the securities  against a decline in market value. A listed purchased put option
gives the Fund the right to sell the underlying  security at the option exercise
price at any time during the option period.  The put option on a security allows
the Fund to protect  the  unrealized  gain in an  appreciated  security  without
actually  selling the security.  Any losses realized by the Fund upon expiration
of the put  options are limited to the  premiums  paid for the  purchase of such
options, plus any transaction costs.

The Fund may buy listed call options on securities  which it intends to purchase
in order to limit the risk of a substantial increase in the market price of such
securities.  A call  option  gives  the  Fund the  right  to buy the  underlying
securities  from the  option  writer  at a stated  exercise  price.  Any  losses
realized  by the Fund upon  expiration  of the call  options  are limited to the
premiums paid for the purchase of such options, plus any transaction costs.

i. Repurchase Agreements:

The Fund may enter into a joint repurchase agreement whereby its uninvested cash
balance is  deposited  into a joint cash  account to be used to invest in one or
more repurchase  agreements with government securities dealers recognized by the
Federal  Reserve Board and/or member banks of the Federal  Reserve  System.  The
value and face amount of the joint  repurchase  agreement  are  allocated to the
Fund based on its pro-rata interest.

A repurchase  agreement  is  accounted  for as a loan by the Fund to the seller,
collateralized by underlying U.S. government securities,  which are delivered to
the Fund's  custodian.  The market value,  including  accrued  interest,  of the
initial  collateralization  is required to be at least 102% of the dollar amount
invested by the Fund, with the value of the underlying security marked to market
daily to maintain  coverage of at least 100%. At June 30, 1996, all  outstanding
repurchase agreements held by the Fund had been entered into on June 28, 1996.

2. DISTRIBUTIONS AND CAPITAL LOSS CARRYOVERS

At December 31, 1995, for tax purposes,  the Fund had capital loss carryovers as
follows:


               Expiring in: 2000                  $194,808
                            2002                   161,294
                                                  --------
                                                  $356,102
                                                  ========

For tax purposes,  the aggregate cost of securities and unrealized  appreciation
of the Fund are the same as for financial statement purposes at June 30, 1996.

FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited) (cont.)


<TABLE>
<CAPTION>
3. CAPITAL STOCK

At June 30, 1996, there were 5,000,000,000  shares of no par value capital stock
authorized. Transactions in the Fund's shares were as follows:

                                                                 Six Months Ended               Year Ended
                                                                  June 30, 1996             December 31, 1995
                                                                ------------------         -------------------
                                                              Shares        Amount       Shares        Amount
                                                           ----------    ----------   ----------     ----------
<S>                                                         <C>          <C>           <C>          <C>        
Shares sold .............................................   1,125,011    $8,632,472    2,254,336    $15,312,713
Shares issued in reinvestment of distributions ..........      50,517       388,570       96,003        662,619
Shares redeemed .........................................    (506,392)   (3,807,903)  (1,120,306)    (7,591,002)
                                                           ----------    ----------   ----------     ----------
Net increase ............................................     669,136     $5,213,139    1,230,033    $ 8,384,330
                                                           ==========    ==========   ==========     ==========
</TABLE>

4. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities  (excluding purchased and written options, and
purchases and sales of short-term  securities) for the six months ended June 30,
1996 aggregated  $11,970,274 and  $10,052,246,  respectively.  At June 30, 1996,
there were no securities or other assets deposited as collateral for outstanding
options.

Transactions  in written  options for the six months ended June 30, 1996 were as
follows:

                                                                Call
                                                              --------
                                                                    Number of
                                                        Amount of    Shares
                                                        Premiums    Optioned
                                                        ---------   ---------
Options outstanding at December 31, 1995..........      $      --          --
Options written ..................................        107,081      49,000
Options expired...................................         (5,100)     (6,000)
Options exercised.................................        (46,923)    (20,000)
Options closed....................................        (55,058)    (23,000)
                                                         ---------   ---------
Options outstanding at June 30, 1996..............       $      --          --
                                                         =========   =========

The cost of canceling written call options in closing purchase  transactions was
$42,552 resulting in a net short-term capital gain of $12,506 for the six months
ended June 30, 1996.  Premiums  received on expired written call and put options
resulted in a net  short-term  capital  gain of $5,100 for the six months  ended
June 30, 1996.

5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

a. Management Agreement

Under the terms of a management agreement,  Franklin Advisers,  Inc. (Advisers),
provides investment advice, administrative services, office space and facilities
to the Fund, and receives fees computed monthly on the net assets of the Fund on
the last day of the month as follows:


       Annualized Fee Rate   Average Daily Net Assets
       -------------------   ---------------------------------------------------
            0.625%           First $100 million
            0.50%            Over $100 million, up to and including $250 million
            0.45%            In excess of $250 million


FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited) (cont.)

5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (CONT.

a. Management Agreement(cont.)

The terms of the management  agreement provide that aggregate annual expenses of
the Fund be limited to the extent  necessary to comply with the  limitations set
forth in the laws, regulations and administrative  interpretations of the states
in which the Fund's shares are  registered.  For the six months ended,  June 30,
1996, the Fund's expenses did not exceed these limitations.

b. Shareholder Services Agreement

Under the terms of a  shareholder  services  agreement  with  Franklin/Templeton
Investor  Services,  Inc.,  (Investor  Services),  the Fund pays  costs on a per
shareholder  account  basis.  Shareholder  servicing  costs incurred for the six
months  ended June 30, 1996  aggregated  $18,778,  of which  $18,263 was paid to
Investor Services.

c. Distribution Plan and Underwriting Agreement

Under the terms of a distribution  plan pursuant to Rule 12b-1 of the Investment
Company  Act of 1940 (the  Plan),  the Fund will  reimburses  Franklin/Templeton
Distributors,  Inc.  (Distributors),  in an amount  up to a maximum  of .25% per
annum  of the  Fund's  average  daily  net  assets  for  costs  incurred  in the
promotion, offering and marketing of the fund's shares. The Plan does not permit
nor require  payments of excess costs after  termination.  Fees  incurred by the
Fund under the Plan aggregated $41,334 for the six months ended June 30, 1996.

In its capacity as underwriter  for the capital stock of the Fund,  Distributors
receives  commissions  on sales of the Fund's  capital  stock.  Commissions  are
deducted from the gross proceeds  received from the sale of the capital stock of
the Fund, and as such are not expenses of the Fund.  Distributors  may also make
payments,  out of its own resources,  to dealers for certain sales of the Fund's
capital stock. Commissions received by Distributors and the amount paid to other
dealers  for the six months  ended  June 30,  1996,  amounted  to  $142,469  and
$148,176 respectively.

d. Other Affiliated and Related Party Transactions

Certain officers and directors of the Fund are also officers and/or directors of
Distributors,  Advisers, and Investor Services, all wholly-owned subsidiaries of
Franklin Resources, Inc.

FRANKLIN PREMIER RETURN FUND

Notes to Financial Statements (unaudited) (cont.)


<TABLE>
<CAPTION>
6. FINANCIAL HIGHLIGHTS

Selected data for a share of capital stock  outstanding  throughout  each period
are as follows:

                                                       Six Months
                                                          Ended                Year Ended December 31,
                                                                    ------------------------------------------------
                                                      June 30, 1996   1995      1994      1993      1992      1991
                                                      ------------- --------  --------  --------  --------  --------
Per Share Operating Performance
<S>                                                        <C>       <C>       <C>       <C>       <C>       <C>  
Net asset value at beginning of period..............       $7.25     $6.11     $6.22     $5.40     $4.88     $4.21
                                                         --------  --------  --------  --------  --------  --------
Net investment income...............................        0.07      0.18      0.14      0.13      0.15      0.14
Net realized and unrealized gain (loss) on securities       0.605     1.14     (0.11)     0.86      0.53      0.78
                                                         --------  --------  --------  --------  --------  --------
Total from investment operations....................        0.675     1.32      0.03      0.99      0.68      0.92
                                                         --------  --------  --------  --------   -------- --------
Less distributions from:
 Net investment income..............................       (0.085)   (0.18)    (0.14)    (0.17)    (0.16)    (0.135)
 Capital gains......................................           --       --        --        --        --     (0.115)
                                                         --------  --------  --------  --------  --------   --------
Total distributions.................................       (0.085)   (0.18)    (0.14)    (0.17)    (0.16)    (0.250)
                                                         --------  --------  --------  --------  --------   --------
Net asset value at end of period....................       $7.84     $7.25     $6.11     $6.22     $5.40     $4.88
                                                         ========  ========  ========  ========  ========   ========
Total Return*.......................................        9.34%    21.79%     0.46%    18.38%    14.02%    22.06%
Ratios/Supplemental Data
Net assets at end of period (in 000's)..............      $47,791   $39,319   $25,631   $22,877   $22,077   $28,189
Ratio of expenses to average net assets.............        1.10%+    1.17%     1.27%     1.00%      .92%      .93%
Ratio of net investment income to average net assets        1.92%+    2.86%     2.29%     2.15%     2.81%     2.95%
Portfolio turnover rate.............................       27.56     62.01%    45.18%    20.49%    23.17%    62.25%
Average commission rate**...........................        0.0668    0.0640      --        --        --        --
</TABLE>

+Annualized.
*Total  return  measures the change in value of an  investment  over the periods
indicated. It is not annualized. It does not include the maximum front-end sales
charge or the contingent  deferred  sales charge,  and assumes  reinvestment  of
dividends and capital gains at net asset value. Prior to May 1, 1994,  dividends
were reinvested at the maximum  offering  price,  and capital gains at net asset
value.
**Represents  the average broker  commission  rate per share paid by the Fund in
connection  with the execution of the Fund's  portfolio  transactions  in equity
securities.




FRANKLIN PREMIER RETURN FUND SEMI-ANNUAL REPORT DATED 6/30/96

APPENDIX

DESCRIPTION OF GRAPHIC  MATERIAL OMITTED FROM EDGAR FILING (PURSUANT TO ITEM 304
(a) of REGULATION S-T)


GRAPHIC MATERIAL (1)

This chart  shows in pie format the asset  allocation  of the fund's  securities
based on total net assets.

<TABLE>
<CAPTION>

Asset Allocation on 6/30/96
<S>                                <C>
Equity                             67.4%
Fixed-Income Securities            14.5%
Cash & Equivalents                 18.1%

</TABLE>



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