U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
Franklin Tax-Advantaged High Yield Securities Fund
777 Mariners Island Blvd., P.O. Box 7777, San Mateo, CA 94403-7777
2. Name of each series or class of funds for which this notice is filed:
Franklin Tax-Advantaged High Yield Securities Fund
3. Investment Company Act File Number: 811-5008
Securities Act File Number: 33-11962
4. Last day of fiscal year for which this notice is filed: 12/31/95
5. Check box if this notice is being filed more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold after
the close of the fiscal year but before termination of the issuer's 24f-2
declaration: [ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6): Not applicable
7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning of
the fiscal year: -0-
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2: -0-
9. Number and aggregate sale price of securities sold during the fiscal year:
11,375,257 shares ($98,140,946)
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
11,375,257 shares ($98,140,946)
11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable (see
Instruction B.7): Not applicable
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10):
$98,140,946
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if
applicable):
+ n/a
(iii)Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): - $27,034,040
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees
pursuant to rule 24e-2 (if applicable): + n/a
(v) Net aggregate price of securities sold and issued during
the fiscal year in reliance on rule 24f-2 [line (i),
plus line (ii), less line (iii), plus line (iv)] (if
applicable): $71,106,906
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law or
regulation (see Instruction C.6): x.00034484
(vii)Fee due [line (i) or line (v) multiplied by line (vii)]: $24,520
13. Check box if fees are being remitted to the Commission's lockbox depository
as described in section 3a of the Commission's Rules of Informal and Other
Procedures (17 CFR 202.3a).
[x]
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository: 2/26/96
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By (Signature and Title)/s/ Larry L. Greene
Larry L. Greene
Assistant Secretary
Date 02/27/96
STRADLEY, RONON, STEVENS & YOUNG, LLP
2600 One Commerce Square
Philadelphia, Pennsylvania 19103-7098
(215) 564-8000
Fax: (215) 564-8120
Direct Dial:
(215) 564-8101
February 23, 1996
Franklin Tax-Advantaged High Yield
Securities Fund
777 Mariners Island Boulevard
San Mateo, California 94404
Re: Franklin Tax-Advantaged High Yield
Securities Fund
Gentlemen:
You have requested our opinion with respect to the shares of partnership
interest sold by Franklin Tax-Advantaged High Yield Securities Fund (the "Fund")
during its fiscal year ended December 31, 1995, in connection with the Notice
being filed by the Fund pursuant to Rule 24f-2 under the Investment Company Act
of 1940. You have represented that a total of 11,375,257 shares were sold by the
Fund during said fiscal year, all of which were sold in reliance upon Rule
24f-2.
Based upon our review of such records, documents, and representations as we
have deemed relevant, it is our opinion that the shares of partnership interest
of the Fund sold and issued by the Fund during its fiscal year ended December
31, 1995, in reliance upon the registration under the Securities Act of 1933
pursuant to Rule 24f-2 under the Investment Company Act of 1940, as amended,
were legally issued, fully paid and non-assessable.
We hereby consent to the filing of this opinion as an exhibit to the "Rule
24f-2 Notice" being filed by the Fund, covering the registration of the said
shares under the Securities Act and the applications and registration
statements, and amendments thereto, filed in accordance with the securities laws
of the various states in which shares of the Fund are offered, and we further
consent to reference in the Prospectus of the Fund to the fact that this opinion
concerning the legality of the issue has been rendered by us.
Very truly yours,
STRADLEY, RONON, STEVENS & YOUNG, LLP
By:/s/ Audrey C. Talley
Audrey C. Talley
ACT/pj
156629.1
