FRANKLIN INVESTORS SECURITIES TRUST
497, 1999-01-22
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                        SUPPLEMENT DATED JANUARY 11, 1999
                              TO THE PROSPECTUS OF
               FRANKLIN INVESTORS SECURITIES TRUST - ADVISOR CLASS
          (FIST1 - FRANKLIN GLOBAL GOVERNMENT INCOME FUND AND FRANKLIN
               SHORT-INTERMEDIATE U.S. GOVERNMENT SECURITIES FUND)
                               DATED MARCH 1, 1998

The prospectus is amended as follows:

I.   The Global Government Income Fund offers three classes of shares:  Class A,
     Class C and Advisor Class.  The  Short-Intermediate  U.S.  Government  Fund
     offers two classes of shares:  Class A and Advisor Class. Before January 1,
     1999,  Class A shares  were  designated  Class I and  Class C  shares  were
     designated Class II. All references in the prospectus to Class I shares are
     replaced  with Class A, and all  references to Class II shares are replaced
     with Class C.

II.  The following  paragraphs  are added under "What Are the Risks of Investing
     in  the  Fund?"   (the   section   "Euro   Risk"  does  not  apply  to  the
     Short-Intermediate U.S. Government Fund):

     YEAR 2000. When evaluating current and potential portfolio positions,  Year
     2000 is one of the factors Advisers considers.

     Advisers will rely upon public filings and other statements made by issuers
     about their Year 2000  readiness.  Issuers in  countries  outside the U.S.,
     particularly  in  emerging  markets,  may not be  required to make the same
     level of  disclosure  about Year 2000  readiness as is required in the U.S.
     Advisers,  of course,  cannot audit each issuer and its major  suppliers to
     verify their Year 2000 readiness.

     If an issuer in which the Fund is  invested is  adversely  affected by Year
     2000  problems,  it is likely that the price of its  security  will also be
     adversely  affected.  A decrease  in the value of one or more of the Fund's
     portfolio  holdings  will have a similar  impact on the price of the Fund's
     shares.  Please see "Year 2000  Problem"  under "Who Manages the Fund?" for
     more information.

     EURO RISK. On January 1, 1999, the European Monetary Union (EMU) introduced
     a new single currency,  the euro, which will replace the national  currency
     for  participating  member  countries.  If the Fund  holds  investments  in
     countries with  currencies  replaced by the euro,  the investment  process,
     including trading, foreign exchange, payments,  settlements, cash accounts,
     custody and accounting will be impacted.

     The process to establish  the euro may result in market  volatility.  It is
     not possible to predict the impact of the euro on the business or financial
     condition  of  European  issuers  or on the Fund.  The  transition  and the
     elimination  of currency  risk among EMU  countries may change the economic
     environment and behavior of investors, particularly in European markets. To
     the extent  the Fund  holds  non-U.S.  dollar  (euro or other)  denominated
     securities,  it will still be exposed to currency risk due to  fluctuations
     in those currencies versus the U.S. dollar.

     Resources has created an interdepartmental  team to handle all euro-related
     changes  to enable the  Franklin  Templeton  Funds to process  transactions
     accurately and completely with minimal  disruption to business  activities.
     While  there  can be no  assurance  that  the Fund  will  not be  adversely
     affected,  Advisers and its affiliated  service  providers are taking steps
     that they believe are reasonably designed to address the euro issue.

III. In the section "Who Manages the Fund?",

     (a) the following replaces the second paragraph under "Investment  Manager"
     in the section "Who Manages the Fund?":

     Under an agreement with Advisers, Investment Counsel, through its Templeton
     Global Bond Managers division ("Global Bond Managers"),  is the sub-advisor
     of the Global Fund. A team from Global Bond Managers provides Advisers with
     investment management advice and assistance.

     (b) the  following  replaces in its entirety the Global  Government  Income
     Fund's portfolio management team information under "Management Team" in the
     section "Who Manages the Fund?":

     The day-to-day  portfolio management of the fund is provided by a team from
     Global Bond Managers.

     (c) the following is added after the "Administrative Services" section:

     YEAR 2000 PROBLEM.  The Fund's  business  operations  depend on a worldwide
     network of computer systems that contain date fields,  including securities
     trading  systems,  securities  transfer  agent  operations and stock market
     links.  Many  of the  systems  currently  use a two  digit  date  field  to
     represent the date, and unless these systems are changed or modified,  they
     may not be able to  distinguish  the Year 1900 from the Year 2000 (commonly
     referred to as the Year 2000 problem). In addition,  the fact that the Year
     2000 is a non-standard leap year may create difficulties for some systems.

     When the Year  2000  arrives,  the  Fund's  operations  could be  adversely
     affected if the computer  systems used by Advisers,  its service  providers
     and other third parties it does business with are not Year 2000 ready.  For
     example,  the Fund's  portfolio  and  operational  areas could be impacted,
     including  securities  trade  processing,  interest and dividend  payments,
     securities  pricing,  shareholder  account  services,   reporting,  custody
     functions and others.  The Fund could experience  difficulties in effecting
     transactions   if  any  of  its  foreign   subcustodians,   or  if  foreign
     broker-dealers or foreign markets are not ready for Year 2000.

     Advisers and its affiliated service providers are making a concerted effort
     to take steps they believe are  reasonably  designed to address  their Year
     2000 problems.  Of course,  the Fund's ability to reduce the effects of the
     Year 2000  problem is also very much  dependent  upon the  efforts of third
     parties over which the Fund and Advisers may have no control.

IV.  In step 2 under "How Do I Buy Shares?  - Opening Your Account," the minimum
     investment to add to your account is changed from $25 to $50.

V.   The section "How Do I Buy Shares in  Connection  with  Retirement  Plans?",
     found under "How Do I Buy Shares?", is replaced with the following:

     HOW DO I BUY SHARES IN CONNECTION WITH RETIREMENT PLANS?

     Your  individual or  employer-sponsored  retirement  plan may invest in the
     Fund. Plan documents are required for all retirement  plans.  Trust Company
     can provide the plan documents for you and serve as custodian or trustee.

     Trust  Company  can  provide  you  with  brochures   containing   important
     information about its plans. These plans require separate  applications and
     their policies and procedures may be different than those described in this
     prospectus. For more information, including a free retirement plan brochure
     or application, please call Retirement Plan Services.

     Please  consult  your  legal,  tax or  retirement  plan  specialist  before
     choosing a retirement plan. Your investment  representative  or advisor can
     help you make investment decisions within your plan.

VI.  In the section "Exchange Restrictions," found under "May I Exchange
     Shares for Shares of Another Fund?",

     (a) the second item is replaced with the following:

     o    Generally  exchanges may only be made between  identically  registered
          accounts,  unless  you  send  written  instructions  with a  signature
          guarantee.  You may,  however,  exchange  shares  from a fund  account
          requiring two or more signatures into an identically  registered money
          fund account requiring only one signature for all transactions. PLEASE
          NOTIFY US IN WRITING IF YOU DO NOT WANT THIS OPTION TO BE AVAILABLE ON
          YOUR ACCOUNT. Additional procedures may apply. Please see "Transaction
          Procedures and Special Requirements."

     (b) and the following new item is added:

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

VII. In the "By Phone" section of the chart under "How Do I Sell   Shares?",

     (a) the first bulleted item is replaced with the following:

     o    If the request is $100,000 or less.  Institutional accounts may exceed
          $100,000  by  completing  a  separate  agreement.  Call  Institutional
          Services to receive a copy.

     (b) and the third bulleted item is deleted.

VIII.Distribution  option 3 in the section "What  Distributions  Might I Receive
     From the Fund? - Distribution Options" is replaced with the following:

     3.   RECEIVE  DISTRIBUTIONS  IN CASH - You may receive  dividends,  or both
          dividend and capital gain distributions in cash. If you have the money
          sent to another  person or to a checking or savings  account,  you may
          need a  signature  guarantee.  If you send the money to a checking  or
          savings   account,   please  see  "Electronic  Fund  Transfers"  under
          "Services to Help You Manage Your Account."

IX.  Under "Transaction Procedures and Special Requirements,"

     (a) the section "Joint Accounts" is replaced with the following:

     JOINT ACCOUNTS.  For accounts with more than one registered owner, the fund
     accepts written  instructions signed by only one owner for transactions and
     account  changes  that  could  otherwise  be made by  phone.  For all other
     transactions and changes, all registered owners must sign the instructions.

     Please  keep in mind  that if you have  previously  told us that you do not
     want telephone exchange or redemption  privileges on your account,  then we
     can only accept written  instructions  to exchange or redeem shares if they
     are signed by all registered owners on the account.

     (b) the  reference  to $50,000 in the  section  "Signature  Guarantees"  is
     replaced with $100,000.

     (c) the section  "Trust  Company  Retirement  Plan  Accounts,"  found under
     "Telephone Transactions," is deleted.

     (d) and the  section  "Keeping  Your  Account  Open" is  replaced  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.  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.  These minimums do not apply to
     IRAs,  accounts  managed by the  Franklin  Templeton  Group,  the  Franklin
     Templeton Profit Sharing 401(k) Plan, the series of Franklin Templeton Fund
     Allocator Series, or certain defined contribution plans that qualify to buy
     shares with no minimum initial investment requirement.

X.   In the section "Services to Help You Manage Your Account":

     (a) the second sentence under "Automatic  Investment Plan" is replaced with
     the following:

     Under the plan,  you can have  money  transferred  automatically  from your
     checking  or  savings  account  to the Fund  each  month to buy  additional
     shares.

     (b) the second  paragraph under  "Systematic  Withdrawal  Plan" is replaced
     with the following:

     If you  would  like to  establish  a  systematic  withdrawal  plan,  please
     complete the systematic  withdrawal plan section of the account application
     included  with this  prospectus  and indicate how you would like to receive
     your payments. You may choose to direct your payments to buy the same class
     of  shares  of  another  Franklin  Templeton  Fund or have the  money  sent
     directly to you, to another person, or to a checking or savings account. If
     you choose to have the money sent to a checking or savings account,  please
     see "Electronic Fund Transfers" below.  Once your plan is established,  any
     distributions  paid by the Fund will be  automatically  reinvested  in your
     account.

     (c) and the  following  new section is added after the section  "Systematic
     Withdrawal Plan":

     ELECTRONIC FUND TRANSFERS

     You may choose to have dividend and capital gain  distributions or payments
     under a systematic  withdrawal  plan sent directly to a checking or savings
     account.  If the  account is with a bank that is a member of the  Automated
     Clearing House, the payments may be made  automatically by electronic funds
     transfer. If you choose this option, please allow at least fifteen days for
     initial processing.  We will send any payments made during that time to the
     address of record on your account.

XI.  In the "Useful Terms and Definitions"  section, the definition of "Class I,
     Class II and Advisor Class" is replaced with the following:

     CLASS A, CLASS C AND  ADVISOR  CLASS - The Global  Government  Income  Fund
     offers  three  classes  of  shares,  designated  "Class  A,"  "Class C" and
     "Advisor  Class." The  Short-Intermediate  U.S.  Government Fund offers two
     classes of shares,  designated  "Class A" and "Advisor  Class." The classes
     have proportionate interests in the Fund's portfolio. They differ, however,
     primarily in their sales charge and expense structures.


                Please keep this supplement for future reference.




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