FRANKLIN/TEMPLETON GROUP OF FUNDS
777 Mariners Island Boulevard
San Mateo, California 94404
June 27, 1995
Filed Via EDGAR (CIK # 0000912291)
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for Franklin Real Estate Securities Trust
File No. 33-69048
Gentlemen:
Pursuant to Rule 24f-2 under the Investment Company Act of 1940,
Franklin Real Estate Securities Trust (the "Fund") hereby files its
Rule 24f-2 Notice for the fiscal year ended April 30, 1995 (the "Fiscal
Year"). The registration fee, shown in the attached calculation, has
been transmitted via wire transfer to the Mellon Bank.
At the beginning of the Fiscal Year, the Fund did not have any shares
of beneficial interest which had been registered under the Securities
Act of 1933 other than pursuant to Rule 24f-2, but which remained
unsold.
During the Fiscal Year, the Fund did not register shares of beneficial
interest other than pursuant to Rule 24f-2 and sold a total of
1,367,368 shares. 1/ All of the Fund shares sold during the Fiscal Year
were sold in reliance upon the registration pursuant to Rule 24f-2.
Attached is an opinion of counsel indicating that these securities were
legally issued, fully paid and non-assessable.
Sincerely yours,
FRANKLIN REAL ESTATE SECURITIES TRUST
/s/ Larry L. Greene
Larry L. Greene
Assistant Secretary
1/Footnote to Rule 24f-2 Notice for Franklin Real Estate Securities Trust
The calculation pursuant to subsection (c) of Rule 24f-2 of the fee in
connection with the shares sold in reliance upon Rule 24f-2 is as
follows:
Aggregate sales price of securities sold in
reliance upon Rule 24f-2 during Fiscal Year $14,679,168
Less: the difference between:
(1) the aggregate redemption/
repurchase price of Fund
shares redeemed or repur-
chased during the Fiscal
Year and $3,512,585
(2) the aggregate redemption/
repurchase price of Fund
shares redeemed or repur-
chased during the Fiscal
year and previously applied
pursuant to Rule 24e-2(a) in
filings made pursuant to
Section 24(e)(1) of the
Investment Company Act of
1940 -0- $ 3,512,585
Aggregate sales price on which
fee will be based $11,166,583
Divided by:
Rate of fee pursuant to Section
6(b) of Securities Act of 1933 2900
Fee payable $ 3,850
Stradley Ronon Stevens and Young
2600 One Commerce Square
Philadelphia, Pennsylvania 19103-7098
Direct Dial:
(215) 564-8101
June 27, 1995
Franklin Real Estate Securities Trust
777 Mariners Island Boulevard
San Mateo, CA 94404
Gentlemen:
You have requested our opinion with respect to the shares of
beneficial interest sold by Franklin Real Estate Securities Trust (the
"Fund") during its fiscal year ended April 30, 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 1,367,368 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
1,367,368 shares of beneficial interest of the Fund sold and issued by
the Fund during its fiscal year ended April 30, 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
By:/s/Audrey C. Talley
Audrey C. Talley
ACT/rlm