FRANKLIN MANAGED TRUST
497, 1998-07-31
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o159 STKP
 FIST2 STKP

                          SUPPLEMENT DATED AUGUST 3, 1998
                               TO THE PROSPECTUSES OF

                       FRANKLIN INVESTMENT GRADE INCOME FUND
                               DATED FEBRUARY 1, 1998

                        FRANKLIN INVESTORS SECURITIES TRUST
          (FIST2 - FRANKLIN ADJUSTABLE U.S. GOVERNMENT SECURITIES FUND AND
                     FRANKLIN ADJUSTABLE RATE SECURITIES FUND)
                                DATED MARCH 1, 1998

The prospectus is amended as follows:

I. The second step in the section "How Do I Buy Shares?  - Opening Your Account"
is replaced with the following:

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

 o To open a regular, non-retirement account ......................... $1,000
 o To open an IRA, IRA Rollover, Roth IRA, or Education IRA .......... $  250*
 o To open a custodial account for a minor (an UGMA/UTMA account) .... $  100
 o To open an account with an automatic investment plan .............. $   50**
 o To add to an account .............................................. $   50***

 *For all other retirement  accounts,   there  is  no  minimum  investment
 requirement.
 **$25 for an Education IRA.
 ***For all retirement accounts except IRAs, IRA Rollovers,  Roth IRAs, or
 Education IRAs, there is no minimum to add to an account.

   For purchases by broker-dealers,  registered investment advisors or certified
   financial  planners who have entered into an agreement with  Distributors for
   clients  participating  in  comprehensive  fee programs,  the minimum initial
   investment  is $250.  The minimum  initial  investment  is $100 for officers,
   trustees,  directors and full-time  employees of the Franklin Templeton Funds
   or the Franklin  Templeton Group,  and their family members,  consistent with
   our then-current policies.

   We reserve the right to change the amount of these minimums from time to time
   or to waive or lower these  minimums for certain  purchases.  We also reserve
   the right to refuse any order to buy shares.

II. The  following new category 7 is added to the end of the first list of sales
charge waiver categories in the section "Sales Charge Waivers," found under "How
Do I Buy Shares? - Sales Charge Reductions and Waivers":

 7. Redemption  proceeds from a repurchase  of shares of Franklin  Floating Rate
    Trust, if the shares were continuously held for at least 12 months.

    If you immediately placed your redemption  proceeds in a Franklin Bank CD or
    a Franklin  Templeton money fund, you may reinvest them as described  above.
    The  proceeds  must be  reinvested  within  365  days  from  the date the CD
    matures,  including  any  rollover,  or the date you redeem  your money fund
    shares.

III.  The  following  new  category 12 is added to the end of the second list of
sales charge waiver  categories in the section  "Sales  Charge  Waivers,"  found
under "How Do I Buy Shares? - Sales Charge Reductions and Waivers":

 12.Qualified registered  investment advisors who buy through a broker-dealer or
    service agent who has entered into an agreement with Distributors

IV. The first paragraph under "May I Exchange Shares for Shares of Another Fund?
Will Sales Charges Apply to My Exchange?" is replaced with the following:

 You generally will not pay a front-end  sales charge on exchanges.  If you have
 held your  shares less than six months,  however,  you will pay the  percentage
 difference  between the sales  charge you  previously  paid and the  applicable
 sales charge of the new fund, if the difference is more than 0.25%. If you have
 never paid a sales charge on your shares because, for example, they have always
 been held in a money fund, you will pay the Fund's  applicable  sales charge no
 matter how long you have held your shares.  These  charges may not apply if you
 qualify to buy shares without a sales charge.

V. The  following  new item is added under "May I Exchange  Shares for Shares of
Another Fund? - Exchange Restrictions":

 o You must meet the applicable  minimum  investment  amount of the fund you are
   exchanging into, or exchange 100% of your Fund shares.

VI. The section "Keeping Your Account Open," found under "Transaction Procedures
and Special Requirements," is replaced in its entirety with the following:

 KEEPING YOUR ACCOUNT OPEN

 Due to the relatively  high cost of  maintaining a small account,  we may close
 your  account if the value of your  shares is less than $250,  or less than $50
 for employee  accounts and custodial  accounts for minors. We will only do this
 if the value of your  account  fell below this amount  because you  voluntarily
 sold  your  shares  and  your  account  has  been  inactive   (except  for  the
 reinvestment of  distributions)  for at least six months.  Before we close your
 account,  we will notify you and give you 30 days to increase the value of your
 account to $1,000,  or $100 for employee  accounts and  custodial  accounts for
 minors.  These minimums do not apply to IRAs and other retirement plan accounts
 or to accounts managed by the Franklin Templeton Group.


                 Please keep this supplement for future reference.



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