FRANKLIN ASSET ALLOCATION FUND
N-30D, 1998-08-20
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Semi
Annual
Report


Franklin Asset Allocation Fund


                                                                 June 30, 1998

Thank you for investing with Franklin  Templeton.  We encourage our investors to
maintain a long-term  perspective and remember that all securities  markets move
both up and down,  as do mutual  fund  share  prices.  We  appreciate  your past
support and look forward to serving your investment needs in the years ahead.





Lisa A. Costa
Portfolio Manager
Franklin Asset Allocation Fund


SHAREHOLDER LETTER

- --------------------------------------------------------------------------------
Your Fund's  Objective:  Franklin Asset  Allocation  Fund seeks to provide 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.
- --------------------------------------------------------------------------------

Dear Shareholder:

We are  pleased  to bring  you this  semiannual  report  of the  Franklin  Asset
Allocation  Fund for the six months ended June 30, 1998.  During the first three
months of the period,  the Asian  currency  crisis only had a minimal  effect on
U.S. corporate profits.  However, the strength of the U.S. dollar did cause some
U.S.  exports to lose their  competitiveness  and made it difficult  for certain
companies  to maintain  their  intended  pricing  structure.  As a result,  many
analysts'  estimates of second quarter  corporate profits were revised downward,
and U.S. stock prices experienced significant volatility.  Overall, however, the
U.S. economy exhibited healthy growth for the period,  with low unemployment and
inflation.  Within this  environment,  Franklin Asset Allocation Fund provided a
+6.47%  six-month  cumulative  total  return,  as discussed  in the  Performance
Summary on page 5. As of June 30,  1998,  65.1% of the  fund's  total net assets
were in equities, 20.1% in bonds and 14.8% in cash and equivalents.


You will find a complete  listing of the Fund's  portfolio  holdings,  including
dollar  value and number of shares or principal  amount,  beginning on page 8 of
this report.


CONTENTS

Shareholder Letter                 1

Performance Summary                5

Financial Highlights &
Statement of Investments           7

Financial Statements              13

Notes to Financial
Statements                        16




GRAPHIC MATERIAL 1 OMITTED - SEE APPENDIX AT END OF DOCUMENT




Three  holdings which  contributed  to the  performance of the fund were leading
retailers Costco Cos., Inc.,  Dayton Hudson Corp., and Wal-Mart Stores,  Inc. We
first  purchased  shares in these companies in 1996, when retail stocks were out
of favor.  Since then, high U.S.  employment  levels helped improve their sales,
and increase demand for their stocks.  During the period, we added Sears Roebuck
& Co. and Saks Holdings,  Inc. to the fund. Sears has taken steps to restructure
its ailing credit division,  is remodeling many of its stores, and has potential
growth from its "home central"  service.  Saks  Holdings,  the parent company of
Saks Fifth Avenue,  OFF 5th, and Folio, is a premier  retailer that has revamped
its merchandising strategy.

We also added Compaq Computer Corp., Motorola,  Inc., and Hewlett-Packard Co. to
the portfolio. We believe these companies have the technological  leadership and
strong   management  to  overcome  a  recent  sales  slowdown.   We  also  found
attractively  priced and  competitively  positioned  companies in the  insurance
industry.  Marsh & McLennan Cos., Inc. is the number one insurance broker in the
U.S. and Latin America, and has an established base in Europe. And UNUM Corp., a
major  provider of  individual  and group  disability  insurance,  possesses the
largest database of disability statistics in the industry.

Responding  to  declining  oil  prices,  we sold  some  second-  and  third-tier
companies that lack a commanding market share. However, we retained positions in
premier  companies such as Exxon Corp.,  Chevron Corp. and  Schlumberger,  Ltd.,
which,  in our opinion,  should do well when worldwide oil production is reduced
and prices rise.

Looking  forward,  we believe that the Asian  economic  crisis may increase U.S.
market volatility and impact the earnings of many  multinational  companies.  In
addition,  a strong dollar may make U.S.  goods  expensive  for foreign  buyers,
causing  U.S.  exports  to  decline.   And  cheap  imports  might  diminish  the
competitive pricing power of some U.S.  companies.  Such an environment would be
bad news for companies that aren't low-cost producers,  especially in the paper,
gold,  aluminum,  and chemicals  industries,  as well as some capital  equipment
industries such as machinery, engineering and construction. We will monitor this
situation closely and attempt to take advantage of any short-term opportunity to
purchase  outstanding  companies at attractive  prices.


TOP 10 EQUITY HOLDINGS
6/30/98

COMPANY,                    % OF TOTAL
INDUSTRY                    NET ASSETS
- ------------------------------------------
Time Warner, Inc.             2.3%
ENTERTAINMENT/
BROADCAST MEDIA

Enron Corp.                   2.1%
NATURAL GAS

Exxon Corp.                   2.1%
OIL - INTERNATIONAL
INTEGRATED

Costco Cos., Inc.             1.9%
RETAIL - GENERAL
MERCHANDISE

Tellabs, Inc.                 1.8%
COMMUNICATION
EQUIPMENT
MANUFACTURERS

BankAmerica Corp.             1.7%
BANKS - MONEY CENTERS

Philip Morris Cos., Inc.      1.5%
TOBACCO

Owens-Illinois, Inc.          1.5%
CONTAINERS -
METAL & GLASS

Arthur J. Gallagher & Co.     1.5%
INSURANCE

Cinergy Corp.                 1.4%
ELECTRICAL UTILITIES




TOP 10 SECTORS
6/30/98

                      % OF TOTAL
INDUSTRY              NET ASSETS
- --------------------------------
Consumer Staples         9.8%

Technology               9.6%

Consumer Cyclicals       8.6%

Capital Goods            7.8%

Financials               7.2%

Utilities                5.4%

Real Estate              5.3%

Energy                   5.1%

Health Care              4.1%

Basic Materials          2.8%



We also will seek to use the fund's combination of equities and bonds to provide
you with  risk-adjusted  returns that we believe are superior to those available
from a stock-only portfolio.

Please remember,  this discussion reflects our views and opinions as of June 30,
1998, the end of the reporting period.  However,  market and economic conditions
are changing constantly, which may affect our strategies and portfolio holdings.
Although historic performance is no guarantee of future results,  these insights
may help you understand our investment and management philosophy.

Your  participation  in Franklin Asset  Allocation  Fund is  appreciated  and we
welcome your comments and suggestions.

Sincerely,



Lisa A. Costa
Portfolio Manager
Franklin Asset Allocation Fund


PERFORMANCE SUMMARY

Franklin Asset Allocation Fund provided a +6.47% cumulative total return for the
six-month  period ended June 30,  1998.  Cumulative  total  return  measures the
change in value of an investment,  assuming  reinvestment of all  distributions,
and does not include the sales charge. Of course, we believe it is important for
shareholders to view their investments with a long-term perspective.  As you can
see from the table on page 6, the fund  delivered a  cumulative  total return of
+221.46% for the ten-year period ended on the same date.

The fund's share price, as measured by net asset value, increased 46 cents, from
$9.05 on December 31,  1997,  to $9.51 on June 30,  1998.  During the  reporting
period,  shareholders  received  per-share  distributions  of 8 cents ($0.08) in
income  dividends,  0.58 cents ($0.0058) in short-term  capital gains,  and 3.93
cents ($0.0393) in long-term capital gains. Distributions will vary depending on
income  earned by the fund and any profits  realized from the sale of securities
in the portfolio, as well as the level of the fund's operating expenses.


Periods ended 6/30/98

                                   One-      Five-      Ten-
                                   Year      Year       Year
- -------------------------------------------------------------------------
Cumulative Total Return1           11.77%    90.03%    221.46%

Average Annual Total Return2        6.70%    12.64%     11.88%

Value of $10,000 Investment3      $10,670   $18,136    $30,716

30-Day Standardized Yield4    1.56%

                6/30/94    6/30/95    6/30/96    6/30/97    6/30/98
- -------------------------------------------------------------------------
One-Year
Total Return5    7.09%      12.91%     19.27%     17.89%     11.77%

1. Cumulative total return  represents the change in value of an investment over
the periods indicated and does not include the sales charge.

2. Average annual total return  represents the average annual change in value of
an investment  over the periods  indicated and includes the current maximum 4.5%
initial sales charge. 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 would differ.

3. These figures represent the value of a hypothetical $10,000 investment in the
fund over the periods  indicated and include the sales charge.  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 would differ.

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, 1998.

5. One-year total return  represents  the change in value of an investment  over
the one-year periods ended on the specified dates and does not include the sales
charge.

Effective  May 1,  1994,  the fund  eliminated  the sales  charge on  reinvested
dividends  and  implemented  a  Rule  12b-1  Plan,   which  affects   subsequent
performance.

On August 1, 1996, the fund's name was changed from Franklin Premier Return Fund
to  better  reflect  its  investment   strategy  and   philosophy.   The  fund's
shareholders  also voted to modify its investment  objective,  from high current
return and  relative  stability of  principal,  to total return with a secondary
emphasis on reduced risk over time.

All calculations assume reinvestment of dividends and capital gains at net asset
value.  Since markets can go down as well as up, investment return and principal
value will  fluctuate  with market  conditions,  and you may have a gain or loss
when you sell your shares.


<TABLE>
<CAPTION>
FRANKLIN ASSET ALLOCATION FUND
Financial Highlights

                                                  SIX MONTHS ENDED
                                                    JUNE 30, 1998               YEAR ENDED DECEMBER 31,
                                                                    -------------------------------------------
                                                     (UNAUDITED)     1997     1996    1995     1994     1993
                                                  -------------------------------------------------------------
PER SHARE OPERATING PERFORMANCE
(for a share outstanding throughout the period)
<S>                                                     <C>         <C>      <C>      <C>      <C>     <C>  
Net asset value, beginning of period                    $9.05       $8.32    $7.25    $6.11    $6.22   $5.40
                                                  -------------------------------------------------------------
Income from investment operations:
 Net investment income                                    .10         .15      .14      .18      .14     .13
 Net realized and unrealized gains (losses)               .49        1.10     1.11     1.14     (.11)    .86
                                                  -------------------------------------------------------------
Total from investment operations                          .59        1.25     1.25     1.32      .03     .99
                                                  -------------------------------------------------------------
Less distributions from:
 Net investment income                                   (.08)       (.15)    (.15)    (.18)    (.14)   (.17)
 Net realized gains                                      (.05)       (.37)    (.03)      --       --      --
                                                  -------------------------------------------------------------
Total distributions                                      (.13)       (.52)    (.18)    (.18)    (.14)   (.17)
                                                  -------------------------------------------------------------
Net asset value, end of period                          $9.51       $9.05    $8.32    $7.25    $6.11   $6.22
                                                  -------------------------------------------------------------
Total return*                                            6.47%      15.24%   17.41%   21.79%    0.46%  18.38%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's)                     $101,986     $89,630  $56,867  $39,319  $25,631  $22,877
Ratios to average net assets:
 Expenses                                                1.06%**     1.12%    1.21%    1.17%    1.27%   1.00%
 Net investment income                                   2.08%**     1.73%    1.86%    2.86%    2.29%   2.15%
Portfolio turnover rate                                 18.64%      54.57%   60.11%   62.01%   45.18%  20.49%
</TABLE>


*Total  return does not reflect sales  commissions  or the  contingent  deferred
sales charge,  and is not annualized.  Prior to May 1, 1994,  dividends from net
investment income were reinvested at the offering price.
**Annualized


<TABLE>
<CAPTION>
FRANKLIN ASSET ALLOCATION FUND
Statement of Investments, June 30, 1998 (unaudited)

                                                                                   SHARES             VALUE
- ------------------------------------------------------------------------------------------------------------------------------------
  <S>                                                                               <C>        <C>
  Common Stocks  63.3%
  Banks - Money Center  1.7%
  BankAmerica Corp.                                                                 20,000     $     1,728,750
                                                                                                    ----------
   Beverages - Non-Alcoholic  .9%
  Panamerican Beverages, Inc., Class A (Mexico)                                     30,000             943,125
                                                                                                    ----------
   Biotechnology  1.1%
 aGenzyme Corp., General Division                                                   30,000             766,875
 aVertex Pharmaceuticals, Inc.                                                      17,500             393,750
                                                                                                    ----------
                                                                                                     1,160,625
                                                                                                    ----------
  Casinos & Gaming  .4%
 aMirage Resorts, Inc.                                                              20,000             426,250
                                                                                                    ----------
  Chemicals  .9%
  Du Pont (E.I.) De Nemours & Co.                                                   12,500             932,813
                                                                                                    ----------
  Chemicals - Specialty  .5%
  Sigma-Aldrich Corp.                                                               15,000             526,875
                                                                                                    ----------
  Communication Equipment Manufacturers  4.1%
 aCisco Systems, Inc.                                                               15,000           1,380,938
  Motorola, Inc.                                                                    20,000           1,051,250
 aTellabs, Inc.*                                                                    25,000           1,790,625
                                                                                                    ----------
                                                                                                     4,222,813
                                                                                                    ----------
  Computer Hardware 2.7%
  Compaq Computer Corp.                                                             20,000             567,500
  Hewlett-Packard Co.                                                               10,000             598,750
  Hitachi, Ltd. (Japan)                                                            105,000             684,692
  NEC Corp. (Japan)                                                                100,000             931,657
                                                                                                    ----------
                                                                                                     2,782,599
                                                                                                    ----------
  Computer Software .9%
 aOracle Corp.                                                                      37,500             921,094
                                                                                                    ----------
  Conglomerates 1.1%
  ITT Industries, Inc.                                                              30,000           1,121,250
                                                                                                    ----------
  Containers - Metal & Glass 1.5%
 aOwens-Illinois, Inc.                                                              34,400           1,539,400
                                                                                                    ----------
  Electric Utilities 3.4%
  Cinergy Corp.                                                                     40,000           1,400,000
  Duke Energy Corp.                                                                 15,000             888,750
  Southern Co.                                                                      40,000           1,107,500
                                                                                                    ----------
                                                                                                     3,396,250
                                                                                                    ----------
  Electrical Equipment 1.2%
  Symbol Technologies, Inc.                                                         33,150           1,251,413
                                                                                                    ----------
  Electronic Semiconductors 1.7%
  Intel Corp.*                                                                      15,000           1,111,875
  Linear Technology Corp.                                                           10,000             603,125
                                                                                                    ----------
                                                                                                     1,715,000
                                                                                                    ----------
  Entertainment/Broadcast Media 2.4%
  Time Warner, Inc.*                                                                28,000      $    2,392,250
                                                                                                    ----------
  Foods 1.2%
  Nestle, SA (Switzerland)                                                             580           1,241,218
                                                                                                    ----------
  Gold & Precious Metal Mining .5%
  Newmont Mining Corp.                                                              20,000             472,500
                                                                                                    ----------
  Health Care - Diversified 1.2%
  Abbott Laboratories                                                               30,000           1,226,250
                                                                                                    ----------
  Health Care - Pharmaceuticals 1.8%
  Novartis, AG (Switzerland)                                                           550             915,216
  Roche Holding, AG (Switzerland)                                                       90             883,801
                                                                                                    ----------
                                                                                                     1,799,017
                                                                                                    ----------
  Hotels & Motels .6%
  Hilton Hotels Corp.                                                               20,000             570,000
                                                                                                    ----------
  Household Products .9%
  Procter & Gamble Co.                                                              10,000             910,625
                                                                                                    ----------
  Insurance 5.5%
  American International Group, Inc.                                                 7,500           1,095,000
  Arthur J. Gallagher & Co.                                                         35,000           1,566,250
  Hartford Life, Inc., Class A                                                      20,000           1,138,750
  Marsh & McLennan Cos., Inc.                                                       15,000             906,563
  Unum Corp.                                                                        15,000             832,500
                                                                                                    ----------
                                                                                                     5,539,063
                                                                                                    ----------
  Manufacturing - Diversified .8%
 aThermo Electron Corp.                                                             22,500             769,219
                                                                                                    ----------
  Manufacturing - Specialized 1.7%
 aU.S. Filter Corp.                                                                 20,000             561,250
 aWaters Corp.*                                                                     20,000           1,178,750
                                                                                                    ----------
                                                                                                     1,740,000
                                                                                                    ----------
  Metals/Mining .9%
  Rio Tinto, Plc., Sponsored ADR (United Kingdom)                                   20,000             945,000
                                                                                                    ----------
  Natural Gas 2.1%
  Enron Corp.                                                                       40,000           2,162,500
                                                                                                    ----------
  Oil - International Integrated 3.3%
  Chevron Corp.                                                                     15,000           1,245,938
  Exxon Corp.                                                                       30,000           2,139,375
                                                                                                    ----------
                                                                                                     3,385,313
                                                                                                    ----------
  Oil & Gas Drilling 1.7%
 aEVI Weatherford, Inc.                                                             20,000             742,500
  Schlumberger, Ltd.                                                                15,000           1,024,688
                                                                                                    ----------
                                                                                                     1,767,188
                                                                                                    ----------
  Personal Care 1.0%
  Estee Lauder Cos., Class A                                                        15,000       $   1,045,313
                                                                                                    ----------
  Real Estate Investment Trusts 5.3%
  Arden Realty, Inc.                                                                30,000             776,250
  Patriot American Hospitality, Inc.                                                30,000             718,125
  Public Storage, Inc.                                                              30,000             840,000
 aSecurity Capital Group, Class B                                                   30,000             798,750
  Simon DeBartolo Group, Inc.                                                       30,000             975,000
  Starwood Hotels & Resorts                                                         27,500           1,328,593
                                                                                                    ----------
                                                                                                     5,436,718
                                                                                                    ----------
  Retail - General Merchandise 5.1%
 aCostco Cos., Inc.*                                                                30,000           1,891,874
  Dayton Hudson Corp.                                                               25,000           1,212,500
  Sears, Roebuck & Co.                                                              20,000           1,221,250
  Wal-Mart Stores, Inc.                                                             15,000             911,250
                                                                                                    ----------
                                                                                                     5,236,874
                                                                                                    ----------
  Retail - Specialty .5%
 aSaks Holdings, Inc.                                                               20,000             552,500
                                                                                                    ----------
  Service - Non-hazardous Waste Disposal .4%
 aRepublic Services, Inc.                                                           15,100             362,400
                                                                                                    ----------
  Telecommunications 2.7%
 aChina Telecom, Ltd., ADR (Hong Kong)                                              15,100             521,893
 aLoral Space & Communications, Ltd.                                                40,000           1,130,000
  Portugal Telecom, SA (Portugal)                                                   20,300           1,075,881
                                                                                                    ----------
                                                                                                     2,727,774
                                                                                                    ----------
  Tobacco 1.6%
  Philip Morris Cos., Inc.                                                          40,000           1,575,000
                                                                                                    ----------
  Total Common Stocks (Cost $49,979,544)                                                            64,524,979
                                                                                                    ----------
  Preferred Stocks 1.8%
  Newell Financial Trust I, 5.25%, cvt. pfd., 144A                                  15,000             873,750
  Ingersoll-Rand, 6.75%, cvt. pfd.                                                  40,000             960,000
                                                                                                    ----------
  Total Preferred Stocks (Cost $1,746,444)                                                           1,833,750
                                                                                                    ----------

                                                                                 PRINCIPAL
                                                                                  AMOUNT
                                                                                 ---------
  Bonds 20.1%
  Convertible Bonds 1.9%
  Interpublic Group Cos., Inc., cvt. sub. deb., 144A, 1.80%, 9/16/04          $  1,000,000             933,750
  Rite Aid Corp., cvt. sub. notes, 144A, 5.25%, 9/15/02                            800,000             986,000
                                                                                                    ----------
  Total Convertible Bonds (Cost $1,629,083)                                                          1,919,750
                                                                                                    ----------
  Corporate Bonds .7%
  Dayton Hudson Co., deb., 8.60%, 1/15/12                                          250,000             298,468
  Georgia Pacific Corp., deb., 9.125%, 7/01/22                                     100,000             110,758
  Panamerican Beverages, Inc., senior notes, 8.125%, 4/01/03 (Mexico)              250,000             270,304
                                                                                                    ----------
  Total Corporate Bonds (Cost $596,006)                                                                679,530
                                                                                                    ----------
  U.S. Government Securities 17.5%
  U.S. Treasury Bonds, 6.00% - 8.00%, 11/15/21 - 2/15/26                      $  6,150,000      $    6,637,162
  U.S. Treasury Notes, 5.500% - 7.25%, 10/31/98 - 8/15/07                       10,000,000          10,239,164
  U.S. Treasury Notes, Inflation-Indexed, 3.375%, 1/15/07                        1,025,590             993,861
                                                                                                    ----------
  Total U.S. Government Securities (Cost $17,146,210)                                               17,870,187
                                                                                                    ----------
  Total Bonds (Cost $19,371,299)                                                                    20,469,467
                                                                                                    ----------
  Total Long Term Investments (Cost $71,097,287)                                                    86,828,196
                                                                                                    ----------
  Short Term Investments 8.8%
  Commercial Paper 4.4%
  General Electric Capital Corp., 5.45%, 7/27/98                                 4,500,000           4,481,141
                                                                                                    ----------
  Certificates of Deposit 4.4%
  National Westminster Bank, Plc., New York Branch, 5.54%, 7/29/98               4,500,000           4,499,370
                                                                                                    ----------
  Total Short Term Investments (Cost $8,983,186)                                                     8,980,511
                                                                                                    ----------
 bRepurchase Agreement 6.6%
  Joint Repurchase Agreement, 5.614%, 7/01/98, (Maturity Value $6,771,841)
        (Cost $6,770,785)                                                        6,770,785           6,770,785
   BancAmerica Robertson Stephens
   Barclays Capital Group, Inc.
   Bear, Stearns & Co., Inc.
   BT Alex Brown, Inc.
   Chase Securities, Inc.
   CIBC Wood Gundy Securities Corp.
   Donaldson, Lufkin & Jenrette Securities Corp.
   Dresdner Kleinwort Benson, North America, L.L.C.
   Greenwich Capital Markets, Inc.
   Paribas Corp.
   SBC Warburg Dillon Reed, Inc.
    Collateralized by U.S. Treasury Bills and Notes                                                 ----------
  Total Investments (Cost $86,851,258) 100.6%                                                      102,579,492
                                                                                                    ----------
  Open Call Options Written (Premiums Received $226,905) ( .3%)                                       (317,813)
  Other Assets, less Liabilities (.3%)                                                                (275,501)
                                                                                                    ----------
  Net Assets 100.0%                                                                               $101,986,178
                                                                                                    ==========
</TABLE>



<TABLE>
<CAPTION>
                                                                              EXPIRATION      STRIKE            SHARES
                                                                DATE             PRICE       OPTIONED            VALUE

- -------------------------------------------------------------------------------------------------------------------------
   <S>                                                          <C>               <C>        <C>           <C>
   Call Options Written
   Costco Cos., Inc.                                            July 98           55         15,000        $    121,875
   Intel Corp.                                               October 98           75          5,000              30,000
   Intel Corp.                                               October 98           80          5,000              19,375
   Tellabs, Inc.                                           September 98           75         15,000              60,000
   Time Warner, Inc.                                       September 98           80         10,000              76,250
   Waters Corp.                                               August 98           60          5,000              10,313
                                                                                                             ----------
   Total Call Options Written (Premiums Received $226,905)                                                 $    317,813
                                                                                                             ==========
</TABLE>


*Portion of the security is segregated as collateral for call options written.
aNon-income producing.
bInvestment is through participation in a joint account with other funds managed
by the investment advisor. At June 30, 1998, all repurchase  agreements had been
entered into on that date.


FINANCIAL STATEMENTS

Statement of Assets and Liabilities
June 30, 1998 (unaudited)


Assets:
 Investments in securities, at value (cost $86,851,258)      $102,579,492
 Cash                                                            222,414
 Receivables:
  Investment securities sold                                     331,858
  Capital shares sold                                            101,953
  Dividends and interest                                         492,890
                                                                 --------
     Total assets                                            103,728,607
                                                                 --------
Liabilities:
 Payables:
  Investment securities purchased                                855,500
  Affiliates                                                      92,331
  Shareholders                                                   380,287
 Distributions to shareholders                                    88,418
 Options written, at value (premiums received $226,905)          317,813
 Other liabilities                                                 8,080
                                                                 --------
     Total liabilities                                         1,742,429
                                                                 --------
      Net assets, at value                                  $101,986,178
                                                                 ========
Net assets consist of:
 Undistributed net investment income                        $    258,000
 Net unrealized appreciation                                  15,637,004
 Accumulated net realized gain                                 1,686,624
 Capital shares                                               84,404,550
                                                                 --------
      Net assets, at value                                  $101,986,178
                                                                 ========
 Net asset value per share ($101,986,178 / 10,722,805 
 shares outstanding)*                                              $9.51
                                                                 ========
 Maximum offering price per share ($9.51 / 95.5%)                  $9.96
                                                                 ========



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



STATEMENT OF OPERATIONS
for the six months ended June 30, 1998 (unaudited)


Investment income:
(net of foreign taxes of $17,247)
 Dividends                                            $  490,328
 Interest                                              1,070,274
                                                        --------
     Total investment income                                    $1,560,602
Expenses:
 Management fees (Note 3)                                312,001
 Distribution fees (Note 3)                              114,481
 Transfer agent fees (Note 3)                             51,672
 Custodian fees                                            1,516
 Reports to shareholders                                  17,444
 Registration and filing fees                             15,552
 Professional fees                                         9,549
 Trustees' fees and expenses                               3,109
 Other                                                     1,527
                                                        --------
     Total expenses                                                526,851
                                                                  --------
      Net investment income                                      1,033,751
                                                                  --------
Realized and unrealized gains:
 Net realized gain from:
  Investments                                          1,527,221
  Transactions in written options which 
   expired or were closed (Note 5)                       191,697
  Foreign currency transactions                            8,541
                                                        --------
      Net realized gain                                          1,727,459
Net unrealized appreciation (depreciation) on:
  Investments                                          3,536,092
  Options                                               (142,357)
                                                        --------
      Net unrealized appreciation                                3,393,735
                                                                  --------
Net realized and unrealized gain                                 5,121,194
                                                                  --------
Net increase in net assets resulting from operations            $6,154,945
                                                                  ========


<TABLE>
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS
for the six months ended June 30, 1998 (unaudited)
and the year ended December 31, 1997


                                                                                     SIX MONTHS
                                                                                        ENDED                 YEAR ENDED
                                                                                    JUNE 30, 1998          DECEMBER 30, 1997
                                                                                ------------------------------------------------
Increase (decrease) in net assets:
 Operations:
  <S>                                                                              <C>                      <C>         
  Net investment income                                                            $    1,033,751           $  1,279,285
  Net realized gain from investments, options and foreign currency transactions         1,727,459              3,485,295
  Net unrealized appreciation on investments and options                                3,393,735              4,935,333
                                                                                ------------------------------------------------
      Net increase in net assets resulting from operations                              6,154,945              9,699,913
 Distributions to shareholders from:
  Net investment income                                                                  (855,057)            (1,226,791)
  Net realized gains                                                                     (479,894)            (3,456,153)
                                                                                ------------------------------------------------
 Total distributions to shareholders                                                   (1,334,951)            (4,682,944)
 Capital share transactions (Note 2 )                                                   7,536,000             27,745,965
                                                                                ------------------------------------------------
      Net increase in net assets                                                       12,355,994             32,762,934
Net assets:
 Beginning of period                                                                   89,630,184             56,867,250
                                                                                ------------------------------------------------
 End of period                                                                       $101,986,178            $89,630,184
                                                                                ================================================
Undistributed net investment income included in net assets:
 End of period                                                                    $       258,000         $       79,306
                                                                                ================================================
</TABLE>


NOTES TO FINANCIAL STATEMENTS (unaudited)


1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Franklin Asset  Allocation  Fund (the Trust) is registered  under the Investment
Company Act of 1940 as an open-end,  diversified  investment company.  The Trust
consists of one fund (the Fund).  The investment  objective of the Fund is total
return. The following summarizes the Fund's significant accounting policies.

a. Security Valuation:

Securities  listed or traded on a  recognized  national  exchange  or NASDAQ are
valued at the latest  reported  sales  price.  Over-the-counter  securities  and
listed  securities  for which no sale is reported are valued within the range of
the latest quoted bid and asked prices.  Securities for which market  quotations
are not readily  available  are valued at fair value as determined by management
in accordance with procedures established by the Board of Trustees.

b. Foreign Currency Translation:

Portfolio  securities  and other assets and  liabilities  denominated in foreign
currencies are translated  into U.S.  dollars based on the exchange rate of such
currencies against U.S. dollars on the date of valuation. Purchases and sales of
securities  and income items  denominated  in foreign  currencies are translated
into U.S. dollars at the exchange rate in effect on the transaction date.

The Fund does not  separately  report the effect of changes in foreign  exchange
rates  from  changes in market  prices on  securities  held.  Such  changes  are
included in net realized and unrealized gain or loss from investments.

Realized   foreign  exchange  gains  or  losses  arise  from  sales  of  foreign
currencies,  currency gains or losses realized  between the trade and settlement
dates on securities transactions and the difference between the recorded amounts
of  dividends,  interest,  and  foreign  withholding  taxes and the U.S.  dollar
equivalent of the amounts  actually  received or paid.  Net  unrealized  foreign
exchange  gains and losses  arise from  changes  in  foreign  exchange  rates on
foreign  denominated assets and liabilities other than investments in securities
held at the end of the reporting period.

c. Options:

In order to produce  incremental  income or protect against changes in the value
of the underlying  securities,  the Fund may buy put and call options, and write
put and covered call options.

The risk in buying an option is that the Fund pays a premium  whether or not the
option is exercised. When an option is exercised, the cost of the security for a
purchased  put or call option is adjusted by the amount of the premium  received
or paid.  The Fund also has the risk of not being  able to enter  into a closing
transaction if a liquid secondary market does not exist.

Premiums  received  by the Fund upon  writing  put or covered  call  options are
recorded as an asset and an equivalent liability which is subsequently  adjusted
daily to equal the current  market  value of the option  written.  The Fund will
realize a gain or loss upon the expiration or closing of the option transaction.
When an option is exercised,  the proceeds on sales for a written call option or
the  purchase  cost for a written  put option is  adjusted  by the amount of the
premium  received  or paid.  The risk in writing a call  option is that the Fund
gives  up the  opportunity  for  profit  if the  market  price  of the  security
increases and the option is exercised.  The risk in writing a put option is that
the Fund may incur a loss if the market price of the security  decreases and the
option is  exercised.  All  collateral  covering  written  options are held in a
segregated account by the custodian bank.

d. Income Taxes:

No  provision  has been made for income  taxes  because the Fund's  policy is to
qualify as a regulated investment company under the Internal Revenue Code and to
distribute all of its taxable income.

e. Security Transactions, Investment Income, Expenses and Distributions:

Security transactions are accounted for on trade date. Realized gains and losses
on security  transactions  are  determined on a specific  identification  basis.
Interest  income and  estimated  expenses are accrued  daily.  Bond  discount is
amortized  on  an  income  tax  basis.  Dividend  income  and  distributions  to
shareholders are recorded on the ex-dividend date.

f. Accounting Estimates:

The preparation of 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 expense during the reporting
period. Actual results could differ from those estimates.


<TABLE>
<CAPTION>
2. SHARES OF BENEFICIAL INTEREST

At June 30, 1998,  there were an unlimited  number of shares  authorized (no par
value). Transactions in the Fund's shares were as follows:


                                                               SIX MONTHS ENDED                 YEAR ENDED
                                                                 JUNE 30, 1998               DECEMBER 31, 1997
                                                       --------------------------------------------------------------
                                                           SHARES         AMOUNT          SHARES           AMOUNT
                                                       --------------------------------------------------------------
<S>                                                      <C>            <C>             <C>             <C>        
Shares sold                                              2,462,938      $22,972,227     3,999,853       $36,150,348
Shares issued in reinvestment of distributions             126,084        1,200,193       460,518         4,097,788
Shares redeemed                                         (1,768,421)     (16,636,420)   (1,392,075)      (12,502,171)
                                                       --------------------------------------------------------------
Net increase                                               820,601     $  7,536,000     3,068,296       $27,745,965
                                                       ==============================================================
</TABLE>


3. TRANSACTIONS WITH AFFILIATES

Certain  officers  and  trustees of the Fund are also  officers or  directors of
Franklin  Advisers,  Inc.  (Advisers),  Franklin  Templeton  Services,  Inc. (FT
Services),    Franklin/Templeton   Distributors,   Inc.   (Distributors),    and
Franklin/Templeton  Investor  Services,  Inc.  (Investor  Services),  the Fund's
investment manager,  administrative manager, principal underwriter, and transfer
agent, respectively.

The Fund pays an investment  management fee to Advisers based on the average net
assets of the Fund as follows:

     ANNUALIZED FEE RATE     MONTH-END NET ASSETS
    ----------------------------------------------------------------------------
           .625%             First $100 million
           .500%             Over $100 million, up to and including $250 million
           .450%             Over $250 million

Under an agreement with Advisers, FT Services provides  administrative  services
to the Fund. The fee is paid by Advisers based on average daily net assets,  and
is not an additional expense of the Fund.

The Fund  reimburses  Distributors  up to .25% per year of its average daily net
assets for costs incurred in marketing the Fund's shares.

Distributors paid net commissions on sales of the Fund's shares of $12,786.


4. INCOME TAXES

At  June  30,  1998,  the  net  unrealized  appreciation  based  on the  cost of
investments for income tax purposes of $86,851,258 was as follows:


     Unrealized appreciation                          $18,094,517
     Unrealized depreciation                           (2,366,283)
                                                       ----------
     Net unrealized appreciation                      $15,728,234
                                                       ==========


Net investment income and net realized gains differ for financial  statement and
tax  purposes  primarily  due  to  differing   treatments  of  foreign  currency
transactions.


5. INVESTMENT TRANSACTIONS

Purchases  and sales of securities  (excluding  short-term  securities)  for the
period ended June 30, 1998 aggregated $25,349,782 and $15,162,369, respectively.

Transactions  in call options written during the period ended June 30, 1998 were
as follows:


                                                      NUMBER OF
                                                       SHARES         AMOUNT OF
                                                      OPTIONED        PREMIUMS
                                                     ---------------------------
     Options outstanding at December 31, 1997          40,000         $173,794
     Options written                                  116,300          396,918
     Options expired                                  (35,000)        (128,321)
     Options closed                                   (66,300)        (215,486)
                                                                      --------
     Options outstanding at June 30, 1998                             $226,905
                                                                      ========






FRANKLIN ASSET ALLOCATION FUND


GRAPHIC MATERIAL (1)

This chart shows, in pie format, the asset-type distribution of total net assets
for the Franklin Asset Allocation Fund, as of June 30, 1998.

Equity                              65.1%
Fixed-Income Securities             20.1%
Cash & Equivalents                  14.8%
                                   ------
                                   100.0%





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