FRANKLIN REAL ESTATE SECURITIES TRUST
N-30D, 1997-07-09
Previous: CT&T FUNDS, N-30D, 1997-07-09
Next: SINCLAIR BROADCAST GROUP INC, S-4/A, 1997-07-09




YOUR FUND'S OBJECTIVE:

THE  FRANKLIN  REAL ESTATE  SECURITIES  FUND SEEKS TO MAXIMIZE  TOTAL  RETURN BY
INVESTING IN  SECURITIES  OF COMPANIES  IN THE REAL ESTATE  INDUSTRY,  PRIMARILY
EQUITY REAL ESTATE INVESTMENT TRUSTS (REITS).

Equity real estate  investment trusts (REITs) are real estate companies that own
and manage income-producing properties such as apartments or hotels. The income,
primarily rent from these properties, is generally passed on to investors in the
form of dividends. These companies provide experienced property management teams
and generally concentrate on a specific geographic region and property type.


April 30, 1997

Dear Shareholder:

We are  pleased to bring you this  annual  report for the  Franklin  Real Estate
Securities Fund, which covers the fiscal year ended April 30, 1997.

During the 12 months under review,  the U. S. real estate market performed well,
as robust  economic  growth and limited new  property  development  helped drive
occupancy and rental rates higher. Additionally, cost savings from consolidation
and growing  economies  of scale had a positive  impact on real  estate  stocks,
contributing  to  positive  cash  flow  growth  for most  equity  REITs in 1996.
Although real estate fundamentals  remained strong in early 1997, prices of real
estate stocks fell slightly  after the Federal  Reserve Board raised the federal
funds  rate,  from 5.00% to 5.25%,  on March 25.  Within this  environment,  the
fund's Class I shares delivered a one-year total return of +25.97%, as discussed
in the Performance Summary on page 6, outperforming the Standard & Poor's 500(R)
Stock Index, which posted a total return of +25.11%.*

Market capitalization and liquidity of equity REITs have increased significantly
over the past several years, as investors have been attracted by the strong real
estate market.  In fact, REITs now represent  approximately  8.4% of the Russell
2000(R) Index of small capitalization  companies. Even though large, public real
estate  companies  are beginning to play an important  role in the industry,  it
remains  highly  fragmented,  and  operating  results  are  directly  related to
property management capabilities, local economic conditions, and the development
of competing  space.  These  factors are the driving  force behind our long-term
investment  strategy of focusing on property types and  geographic  regions with
strong  supply and demand  fundamentals,  while  attempting  to  identify  those
management  teams  with the  ability  to add value  through  intensive  property
management and strong capital markets experience. In keeping with this strategy,
we  maintained  the  majority  of the fund's  investments  in hotel,  apartment,
industrial,  office,  and  self-storage  properties,  where  we  anticipate  the
strongest  cash flow  growth,  as well as the most  favorable  supply and demand
fundamentals.


*The  Standard & Poor's 500 Stock Index is an index of widely held common stocks
covering  a  variety  of  industries.  This  index,  calculated  by  Standard  &
Poor's(R), is a total return index with dividends reinvested.  One cannot invest
directly in an index.

GRAPHIC MATERIAL 1 OMITTED - SEE APPENDIX AT END OF DOCUMENT

GRAPHIC MATERIAL 2 OMITTED - SEE APPENDIX AT END OF DOCUMENT


At the end of the  reporting  period,  the hotel  sector was the fund's  largest
property-type weighting, representing 19.9% of total net assets. Available hotel
rooms have  become  scarce in many  cities  across the  country,  often  causing
business travelers to alter plans or stay in less desirable accommodations. This
contributed  to the excellent  operating  results,  attractive  valuations,  and
significant  consolidation activity,  which made hotels our strongest performing
sector.  During the period,  we initiated  positions in CapStar  Hotel  Company,
Candlewood  Hotel  Company,  Inc.,  and Prime  Hospitality  Corporation.  At the
high-end of the hotel/resort  segment, we purchased shares in Vail Resorts, Inc.
We also  added to core  holdings  such as FelCor  Suite  Hotels,  Inc.,  Winston
Hotels, Inc., and Host Marriott Corporation.


   FRANKLIN REAL ESTATE SECURITIES FUND
   TOP 10 HOLDINGS ON APRIL 30, 1997

   BASED ON TOTAL NET ASSETS

                                          % OF TOTAL
   COMPANY, INDUSTRY                      NET ASSETS

   FelCor Suite Hotels, Inc.                   3.55%
   Hotels

   Host Marriott Corp.                         3.19%
   Hotels

   Equity Residential Properties Trust         3.09%
   Apartments

   CapStar Hotel Co.                           2.94%
   Hotels

   Patriot American Hospitality, Inc.          2.94%
   Hotels

   Simon DeBartolo Group, Inc.                 2.90%
   Retail - Regional Malls

   Public Storage, Inc.                        2.67%
   Storage

   Pacific Retail Trust                        2.45%
   Retail - Community Centers

   Storage Trust Realty                        2.43%
   Storage

   Highwoods Properties, Inc.                  2.27%
   Office

FOR A COMPLETE LIST OF PORTFOLIO HOLDINGS, PLEASE SEE PAGE 13 OF THIS REPORT.


On April 30, 1997, the apartment sector was the fund's second-largest  exposure,
representing 18.5% of total net assets. We continued to maintain large positions
in our core  apartment  holdings such as Equity  Residential  Properties  Trust,
Security  Capital  Pacific Trust,  and Bay Apartment  Communities,  Inc. We also
initiated  a  position  in  Security  Capital  Atlantic,  Inc.,  a  southeastern
apartment operator focused on the development of mid-priced apartments.

During the fiscal  year,  we  increased  the fund's  exposure  to the office and
industrial  property  sectors by acquiring  shares in Arden Realty Group,  Inc.,
Kilroy Realty Corporation,  and Meridian Industrial Trust, Inc. These securities
were attractively valued, in our opinion, and should generate above-average cash
flow  growth  over  the next  few  years.  We also  added  to  Security  Capital
Industrial Trust,  Spieker  Properties,  Inc., and Highwoods  Properties,  Inc.,
because  their  valuations  became  attractive  due to weakness in office sector
securities.  As of April 30, 1997, the industrial  sector weighting was 10.3% of
total net assets, up from 8.6% one year ago, while the office sector represented
6.9% of total net assets, up from 3.9% at the beginning of the reporting period.

Finally,  adhering to our disciplined  focus on valuation,  we realized gains in
several  securities in the home  building,  industrial,  and hotel  sectors.  We
believed their valuations did not  reflectslowing  growth rates that could cause
weakness in the future.

Looking  forward,   we  are  confident  about  the  prospects  for  real  estate
securities,  particularly  equity REITs,  because of the unique  combination  of
strong  underlying  fundamentals,  favorable  valuations,  and attractive growth
opportunities  they offer. The fund will continue to focus on high-quality  real
estate companies that are creating significant cash flow and dividend growth.

This  discussion  reflects  the  strategies  we employed for the fund during the
fiscal year,  and  includes  our  opinions as of the close of the period.  Since
economic and market conditions are constantly  changing,  our strategies and our
evaluations,  conclusions, and decisions regarding portfolio holdings may change
as new circumstances  arise.  Although past performance of a specific investment
or sector cannot guarantee future performance, such information can be useful in
analyzing securities we purchase and sell for the fund.

Of course,  there are special risks involved with investing in a non-diversified
fund concentrating in real estate  securities,  such as declines in the value of
real estate and  increased  susceptibility  to adverse  economic  or  regulatory
developments. These risks are discussed in the fund's prospectus.

We appreciate your participation in the Franklin Real Estate Securities Fund and
welcome your comments or suggestions.

Sincerely,


Charles B. Johnson
Chairman of the Board
Franklin Real Estate Securities Fund



PERFORMANCE SUMMARY

CLASS I

The Franklin Real Estate  Securities Fund's Class I shares provided a cumulative
total return of +25.97% for the one-year period ended April 30, 1997. Cumulative
total  return   measures  the  change  in  value  of  an  investment,   assuming
reinvestment  of dividends and capital  gains,  and does not include the initial
sales charge. We always maintain a long-term perspective when managing the fund,
and encourage shareholders to view their investments in a similar manner. As you
can see from the table on page 8, the fund  delivered a cumulative  total return
of more than 70% since its inception on January 3, 1994.

The  price of the  fund's  Class I  shares,  as  measured  by net  asset  value,
increased  $2.80,  from $12.64 on April 30,  1996,  to $15.44 on April 30, 1997.
During the reporting period,  shareholders  received  distributions  totaling 36
cents  ($0.36)  per share in dividend  income and 10 cents  ($0.10) per share in
capital gains, of which 6.2 cents ($0.062) represented  short-term gains and 3.8
cents ($0.038)  represented  long-term gains. Of course, past performance is not
predictive of future results. 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.

The graph on the following  page compares the  performance of the fund's Class I
shares  since  inception  with the  Standard &  Poor's(R)  500 Stock  Index (S&P
500(R)) and the Wilshire Real Estate  Securities  Index.  The S&P 500 is a broad
market  index  consisting  of 500  widely  held  common  stocks in a variety  of
industries,  whereas the  Wilshire  is an index of  publicly  traded real estate
securities, including both REITs and Real Estate Operating Companies.

Of course, such unmanaged market indices have inherent performance differentials
in  comparison  with  any  fund.  Indices  do not pay  management  fees to cover
salaries of security analysts or portfolio managers, nor do they pay commissions
or market spreads to buy and sell stocks.  Unlike the indices,  mutual funds are
never 100% invested  since they need to keep some cash on hand to redeem shares.
The fund's performance  figures shown on the graph include the sales charge, all
fund  expenses and account  fees.  If operating  expenses such as the fund's had
been applied to the indices,  their performances  would have been lower.  Please
remember that an index is simply a measure of performance, and one cannot invest
directly in an index. Past performance is not predictive of future results.

GRAPHIC MATERIAL 3 OMITTED - SEE APPENDIX AT END OF DOCUMENT



FRANKLIN REAL ESTATE SECURITIES FUND

CLASS I
PERIODS ENDED APRIL 30, 1997

                                                                    SINCE
                                                                  INCEPTION
                                         ONE-YEAR   THREE-YEAR    (1/3/94)

   Cumulative Total Return1..........     25.97%       55.77%      70.10%
   Average Annual Total Return2......     20.26%       14.17%      15.73%
   Value of $10,000 Investment3......     $12,026     $14,882      $16,246

                                          4/30/95     4/30/96      4/30/97

   One-Year Total Return4                 -0.48%       24.25%      25.97%


1. Cumulative total returns  represent the change in value of an investment over
the indicated periods and do not include the sales charge.


2. Average annual total returns  represent the average annual change in value of
an investment over the indicated  periods,  and include the 4.5% maximum initial
sales charge.

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

4. One-year  total returns  represent the change in value of an investment  over
the periods  ended on the  specified  dates and do not include the initial sales
charge.

All calculations assume reinvestment of dividends and capital gains at net asset
value.  Investment  return  and  principal  value  will  fluctuate  with  market
conditions.  Thus,  your shares,  when redeemed,  may be worth more or less than
their initial cost. Past performance is not predictive of future results.

The fund's  manager  has agreed in advance to waive a portion of its  management
fees,   which  reduces   operating   expenses  and  increases  total  return  to
shareholders.  Without  this  waiver,  the fund's  total  return would have been
lower.  The waiver may be  discontinued  at any time,  upon notice to the fund's
Board of Trustees.


PERFORMANCE SUMMARY

CLASS II

The Franklin Real Estate Securities Fund's Class II shares provided a cumulative
total return of +24.94% for the one-year period ended April 30, 1997. Cumulative
total  return   measures  the  change  in  value  of  an  investment,   assuming
reinvestment of dividends and capital gains, and does not include sales charges.
We always maintain a long-term perspective when managing the fund, and encourage
shareholders to view their  investments in a similar manner. As you can see from
the table on the page 11, the fund  delivered a cumulative  total return of more
than 53% since inception on May 1, 1995.

The price of the fund's shares, as measured by net asset value, increased $2.70,
from $12.56 on April 30, 1996, to $15.26 on April 30, 1997. During the reporting
period,  shareholders  received  distributions  totaling 31.3 cents ($0.313) per
share in dividend  income and 10 cents  ($0.10) per share in capital  gains,  of
which 6.2 cents  ($0.062)  represented  short-term  gains and 3.8 cents ($0.038)
represented  long-term  gains. Of course,  past performance is not predictive of
future results.  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.

The graph on the following page compares the  performance of the fund's Class II
shares  since  inception  with the  Standard &  Poor's(R)  500 Stock  Index (S&P
500(R)) and the Wilshire Real Estate  Securities  Index.  The S&P 500 is a broad
market  index  consisting  of 500  widely  held  common  stocks in a variety  of
industries,  whereas the  Wilshire  is an index of  publicly  traded real estate
securities, including both REITs and Real Estate Operating Companies.

Of course, such unmanaged market indices have inherent performance differentials
in  comparison  with  any  fund.  Indices  do not pay  management  fees to cover
salaries of security analysts or portfolio managers, nor do they pay commissions
or market spreads to buy and sell stocks.  Unlike the indices,  mutual funds are
never 100% invested  since they need to keep some cash on hand to redeem shares.
The fund's performance figures shown on the graph include the sales charges, all
fund  expenses and account  fees.  If operating  expenses such as the fund's had
been applied to the indices,  their performances  would have been lower.  Please
remember that an index is simply a measure of performance, and one cannot invest
directly in an index. Past performance is not predictive of future results.

GRAPHIC MATERIAL 4 OMITTED - SEE APPENDIX AT END OF DOCUMENT

FRANKLIN REAL ESTATE SECURITIES FUND

CLASS II
PERIODS ENDED APRIL 30, 1997

                                                               SINCE
                                                             INCEPTION
                                                 ONE-YEAR    (5/1/95)

   Cumulative Total Return1                       24.94%      53.94%
   Average Annual Total Return2                   22.67%      23.45%
   Value of $10,000 Investment3                  $12,267     $15,236


1. Cumulative total returns  represent the change in value of an investment over
the specified periods and do not include sales charges.

2. Average annual total returns  represent the average annual change in value of
an investment  over the periods  indicated,  and include the 1.00% initial sales
charge and 1.00% contingent deferred sales charge, applicable to shares redeemed
within the first 18 months of investment.

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

All calculations assume reinvestment of dividends and capital gains at net asset
value.  Investment  return  and  principal  value  will  fluctuate  with  market
conditions.  Thus,  your shares,  when redeemed,  may be worth more or less than
their initial cost. Past performance is not predictive of future results.

The fund's  manager  has agreed in advance to waive a portion of its  management
fees,   which  reduces   operating   expenses  and  increases  total  return  to
shareholders.  Without  this  waiver,  the fund's  total  return would have been
lower.  The waiver may be  discontinued  at any time,  upon notice to the fund's
Board of Trustees.


PERFORMANCE SUMMARY

ADVISOR CLASS

The  Franklin  Real Estate  Securities  Fund Advisor  Class  shares  provided an
aggregate  total return of +.98%,  from  inception  on January 1, 1997,  through
April 30, 1997. The price of the fund's shares,  as measured by net asset value,
increased $0.15,  from $15.30 on January 2, 1997 (day of commencement of sales),
to $15.45 on April 30, 1997. Of course,  past  performance  is not predictive of
future results.


FRANKLIN REAL ESTATE SECURITIES FUND

ADVISOR CLASS
PERIOD ENDED APRIL 30, 1997

                                           SINCE
                                         INCEPTION
                                         (1/1/97)

Aggregate Total Return*                    .98%


*Aggregate total return represents the change in value of an investment over the
indicated  period.  Since  Advisor  Class shares have been in existence for less
than one year, average annual total returns are not provided.

Note:   Investment  return  and  principal  value  will  fluctuate  with  market
conditions.  Thus,  your shares,  when redeemed,  may be worth more or less than
their initial cost. Past performance is not predictive of future results.

The fund's  manager  has agreed in advance to waive a portion of its  management
fees, which increases total return to shareholders. If the manager had not taken
this action,  the fund's total returns would have been lower. The fee waiver may
be discontinued at any time, upon notice to the fund's Board of Trustees.


FRANKLIN REAL ESTATE SECURITIES TRUST

FRANKLIN REAL ESTATE SECURITIES FUND

STATEMENT OF INVESTMENTS IN SECURITIES AND NET ASSETS, APRIL 30, 1997
<TABLE>
<CAPTION>

                                                                                                        Value
   SHARES                                                                                             (NOTE 1)
                  COMMON STOCKS 93.0%                 

                  EQUITY REIT - APARTMENTS  18.5%
     <S>         <C>                                                                                  <C>        
      95,000      Amli Residential Properties Trust ............................................     $ 2,101,875
     110,000      Bay Apartment Communities, Inc. ..............................................       3,685,000
     120,000      Camden Property Trust ........................................................       3,285,000
     150,000      Equity Residential Properties Trust ..........................................       6,562,500
      90,000      Evans Withycombe Residential, Inc. ...........................................       1,777,500
     110,000      Gables Residential Trust .....................................................       2,722,500
      80,200      Irvine Apartment Communities, Inc. ...........................................       2,145,350
     125,000      Oasis Residential, Inc. ......................................................       2,781,250
      65,000      Post Properties, Inc. ........................................................       2,518,750
     210,000      Security Capital Atlantic, Inc................................................       4,515,000
     160,000      Security Capital Pacific Trust ...............................................       3,640,000
     150,000      Summit Properties, Inc. ......................................................       2,962,500
      40,697      United Dominion Realty Trust, Inc.............................................         559,584
                                                                                                    -------------
                                                                                                      39,256,809
                                                                                                    -------------
                  EQUITY REIT - HEALTH CARE  4.0%
      89,000      Health Care Property Investors, Inc. .........................................       2,948,125
     130,000      Nationwide Health Properties, Inc.............................................       2,600,000
      95,000      Omega Healthcare Investors, Inc...............................................       2,909,375
                                                                                                    -------------
                                                                                                       8,457,500
                                                                                                    -------------
                  EQUITY REIT - HOTELS  11.2%
      92,700      Equity Inns, Inc. ............................................................       1,251,450
     210,000      FelCor Suite Hotels, Inc. ....................................................       7,533,750
     290,000      Patriot American Hospitality, Inc.............................................       6,235,000
     105,000      Starwood Lodging Trust .......................................................       4,042,500
     370,000      Winston Hotels, Inc. .........................................................       4,717,500
                                                                                                    -------------
                                                                                                      23,780,200
                                                                                                    -------------
                  EQUITY REIT - INDUSTRIAL  10.3%
      75,000      Duke Realty Investments, Inc..................................................       2,756,250
     170,000      Liberty Property Trust .......................................................       4,101,250
     180,000      Meridian Industrial Trust, Inc................................................       3,690,000
     230,000      Security Capital Industrial Trust ............................................       4,628,750
     120,000      Spieker Properties, Inc. .....................................................       4,185,000
      80,000      Weeks Corp. ..................................................................       2,510,000
                                                                                                    -------------
                                                                                                      21,871,250
                                                                                                    -------------

                  EQUITY REIT - MIXED PROPERTY TYPE  3.3%
     110,000      Colonial Properties Trust ....................................................     $ 3,121,250
     197,100      Glenborough Realty Trust, Inc. ...............................................       3,892,725
                                                                                                    -------------
                                                                                                       7,013,975
                                                                                                    -------------
                  EQUITY REIT - OFFICE  6.9%
     120,000      Arden Realty Group, Inc.......................................................       2,985,000
      70,000      Beacon Properties Corp. ......................................................       2,161,250
     160,000      Crescent Real Estate Equities, Co.  ..........................................       4,200,000
     155,000      Highwoods Properties, Inc. ...................................................       4,824,375
      22,200      aKilroy Realty Corp. .........................................................         521,700
                                                                                                    -------------
                                                                                                      14,692,325
                                                                                                    -------------
                  EQUITY REIT - RESIDENTIAL COMMUNITIES  3.0%
      25,360      Chateau Properties, Inc. .....................................................         662,530
     131,400      Manufactured Home Communities, Inc.  .........................................       2,759,400
      90,000      Sun Communities, Inc.  .......................................................       2,880,000
                                                                                                    -------------
                                                                                                       6,301,930
                                                                                                    -------------
                  EQUITY REIT - RETAIL - COMMUNITY CENTERS  6.8%
     106,600      Burnham Pacific Properties, Inc...............................................       1,332,500
      70,000      Developers Diversified Realty Corp. ..........................................       2,581,250
     100,000      Kimco Realty Corp. ...........................................................       3,112,500
     433,023      b,dPacific Retail Trust.......................................................       5,196,276
      35,000      Vornado Realty Trust .........................................................       2,226,875
                                                                                                    -------------
                                                                                                      14,449,401
                                                                                                    -------------
                  EQUITY REIT - RETAIL - OUTLET CENTERS  0.7%
      30,700      Chelsea GCA Realty, Inc. .....................................................       1,078,338
      19,400      Tanger Factory Outlet Centers, Inc. ..........................................         485,000
                                                                                                    -------------
                                                                                                       1,563,338
                                                                                                    -------------
                  EQUITY REIT - RETAIL - REGIONAL MALLS  6.2%
     215,000      Simon DeBartolo Group, Inc. ..................................................       6,154,375
     118,000      The Macerich Co. .............................................................       3,068,000
     160,300      The Mills Corp. ..............................................................       4,027,538
                                                                                                    -------------
                                                                                                      13,249,913
                                                                                                    -------------
                  EQUITY REIT - STORAGE  7.0%
     211,000      Public Storage, Inc. .........................................................       5,670,625
     215,000      Storage Trust Realty .........................................................       5,160,000
     110,000      Storage USA, Inc. ............................................................       4,138,750
                                                                                                    -------------
                                                                                                      14,969,375
                                                                                                    -------------
                  HOME BUILDERS  3.2%
      40,000      aBeazer Homes USA, Inc. ......................................................      $  555,000
     130,000      aBelmont Homes, Inc. .........................................................         975,000
     130,000      Clayton Homes, Inc. ..........................................................       1,820,000
      11,000      Kaufman & Broad Homes Corp. ..................................................         152,625
     100,000      aNVR, Inc. ...................................................................       1,275,000
     120,000      aSouthern Energy Homes, Inc. .................................................       1,245,000
      35,000       aU.S. Home Corp. ............................................................         861,875
                                                                                                    -------------
                                                                                                       6,884,500
                                                                                                    -------------
                  HOTELS  8.7%
     385,000      aCandlewood Hotel Co., Inc. ..................................................       3,368,750
     220,000      aCapStar Hotel Co. ...........................................................       6,242,500
     390,000      aHost Marriott Corp. .........................................................       6,776,250
     126,100      aPrime Hospitality Corp. .....................................................       2,096,412
                                                                                                    -------------
                                                                                                      18,483,912
                                                                                                    -------------
                  MIXED PROPERTY TYPE  3.2%
     300,000      aSecurity Capital US Realty ..................................................       4,470,000
     110,000      aVail Resorts, Inc. ..........................................................       2,241,250
                                                                                                    -------------
                                                                                                       6,711,250
                                                                                                    -------------
                        Total Common Stocks (Cost $182,461,661) ................................     197,685,678
                                                                                                    -------------
</TABLE>

<TABLE>
<CAPTION>

    FACE
   AMOUNT
                  cRECEIVABLES FROM REPURCHASE AGREEMENTS  8.1%
<S>               <C>                                                                                <C>         
 $17,443,608      Joint Repurchase Agreements, 5.335%, 05/01/97 (Maturity Value $17,247,092)
                   (Cost $17,244,536)
                    Aubrey G. Lanston & Co., Inc., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 5.00% - 7.50%, 03/31/98 - 10/31/99
                    Barclays de Zoete Wedd Securities, Inc., (Maturity Value $1,673,428)
                     Collateral: U.S. Treasury Notes, 6.25% - 6.375%, 07/31/98 - 04/30/99
                    Bear, Stearns & Co., Inc., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 5.75% - 6.375%, 09/30/97 - 05/15/99
                    Chase Securities, Inc., (Maturity Value $973,354)
                     Collateral: U.S. Treasury Notes, 5.25%, 01/31/01
                    Citicorp Securities, Inc., (Maturity Value $973,354)
                     Collateral: U.S. Treasury Notes, 5.25% - 8.50%, 12/31/97 - 01/31/02
                    Daiwa Securities America, Inc., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 5.25% - 7.875%, 10/31/97 - 12/31/01

                    Donaldson, Lufkin & Jenrette Securities Corp., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 4.75% - 7.75%, 08/31/98 - 05/31/01
                    Fuji Securities, Inc., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 5.875%, 02/15/00
                    Sanwa Securities (USA) Co., L.P., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 5.375 % - 9.125%, 05/31/98 - 12/31/01
                    UBS Securities L.L.C., (Maturity Value $1,946,708)
                     Collateral: U.S. Treasury Notes, 6.00% - 8.25%, 07/15/98 - 08/15/99 .......    $ 17,244,536
                                                                                                    -------------
                            Total Investments (Cost $199,706,197)101.1% ........................     214,930,214
                            Liabilities in Excess of Other Assets(1.1%).........................      (2,245,404)
                                                                                                    -------------
                            Net Assets100.0% ...................................................    $212,684,810
                                                                                                    =============

                  At April 30, 1997,  the net unrealized  appreciation  based on
                   the  cost  of   investments   for  income  tax   purposes  of
                   $199,706,197 was as follows:
                    Aggregate gross unrealized appreciation for all investments in which there was an
                     excess of value over tax cost .............................................   $  16,970,167
                    Aggregate gross unrealized depreciation for all investments in which there was an
                     excess of tax cost over value .............................................      (1,746,150)
                                                                                                    -------------
                    Net unrealized appreciation ................................................   $  15,224,017
                                                                                                    =============

</TABLE>

PORTFOLIO ABBREVIATION:
L.L.C.  -  Limited Liability Corp.
L.P.    -  Limited Partnership
REIT    -  Real Estate Investment Trust
aNon-income producing.
bSee Note 6 regarding restricted securities.
cFace amount for  repurchase  agreements is for the underlying  collateral.  See
Note 1(f) regarding joint repurchase agreement.
dSee note 1(g)  regarding  securities  purchased  on a  when-issued  or  delayed
delivery basis.

The accompanying notes are an integral part of these financial statements.


FRANKLIN REAL ESTATE SECURITIES FUND

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1997
<TABLE>
<CAPTION>

Assets:
<S>                                                                                                 <C>         
 Investments in securities, at value (identified cost $182,461,661) .............................   $197,685,678
 Receivables from repurchase agreements, at value and cost.......................................     17,244,536
 Cash ...........................................................................................        483,692
 Receivables:
  Capital shares sold............................................................................      1,572,561
  Dividends .....................................................................................        472,585
  Investment securities sold ....................................................................        333,766
  From affiliates ...............................................................................         32,266
 Other assets ...................................................................................          2,250
                                                                                                    -------------
      Total assets ..............................................................................    217,827,334
                                                                                                    -------------
Liabilities:
 Payables:
  Investment securities purchased
   Regular delivery .............................................................................      2,507,879
   When-issued basis ............................................................................      2,127,996
  Capital shares repurchased ....................................................................        120,309
  Distribution fees .............................................................................        200,309
  Management fees ...............................................................................         87,257
  Shareholder servicing costs ...................................................................         21,000
 Accrued expenses and other liabilities .........................................................         77,774
                                                                                                    -------------
      Total liabilities .........................................................................      5,142,524
                                                                                                    -------------
Net assets, at value ............................................................................   $212,684,810
                                                                                                    =============

Net assets consist of:
 Undistributed net investment income ............................................................    $ 1,651,344
 Net unrealized appreciation on investments .....................................................     15,224,017
 Accumulated net realized gain from investments .................................................        934,164
 Class I capital shares .........................................................................    138,822,327
 Class II capital shares ........................................................................     55,424,821
 Advisor Class capital shares ...................................................................        628,137
                                                                                                    -------------
Net assets, at value ............................................................................   $212,684,810
                                                                                                    =============

Class I shares:
 Net asset value per share*  ($153,520,259/9,942,723 shares outstanding) ........................         $15.44
                                                                                                    =============

 Maximum offering price per share (100/95.5 of $15.44) ..........................................         $16.17
                                                                                                    =============

Class II shares:
 Net asset value per share* ($58,540,006/3,835,085 shares outstanding) ..........................         $15.26
                                                                                                    =============

 Maximum offering price per share (100/99 of $15.26) ............................................         $15.41
                                                                                                    =============

Advisor Class shares:
 Net asset value and offering price per share ($624,545/40,415 shares outstanding) ..............         $15.45
                                                                                                    =============
</TABLE>


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

The accompanying notes are an integral part of these financial statements.

FRANKLIN REAL ESTATE SECURITIES FUND

FINANCIAL STATEMENTS (CONT.)

STATEMENT OF OPERATIONS
FOR THE YEAR ENDED APRIL 30, 1997
<TABLE>
<CAPTION>

Investment income:
<S>                                                                                    <C>       
 Dividends..........................................................................   $4,346,992
 Interest ..........................................................................      676,436
                                                                                     -------------  
</TABLE>
<TABLE>
<CAPTION>


<S>                                                                                                    <C>      
      Total income .................................................................                   5,023,428
                                                                                                     ------------
Expenses:
 Management fees (Note 5)...........................................................      619,802
 Distribution fees - Class I (Note 5)...............................................      179,021
 Distribution fees - Class II (Note 5)..............................................      252,191
 Shareholder servicing costs (Note 5)...............................................      108,128
 Registration and filing fees.......................................................       93,699
 Reports to shareholders............................................................       43,266
 Professional fees..................................................................        9,906
 Custodian fees.....................................................................          603
 Other..............................................................................       17,182
 Management fees waived by manager (Note 5).........................................     (109,600)
                                                                                     -------------     
      Total expenses................................................................                   1,214,198
                                                                                                    -------------
       Net investment income........................................................                   3,809,230
                                                                                                    -------------

Realized and unrealized gain on investments:
 Net realized gain..................................................................                   1,537,098
 Net unrealized appreciation........................................................                  11,595,001
                                                                                                    -------------
Net realized and unrealized gain on investments.....................................                  13,132,099
                                                                                                    -------------
Net increase in net assets resulting from operations................................                 $16,941,329
                                                                                                    =============   

</TABLE>
The accompanying notes are an integral part of these financial statements.



FRANKLIN REAL ESTATE SECURITIES TRUST

FRANKLIN REAL ESTATE SECURITIES FUND

FINANCIAL STATEMENTS (CONT.)

STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED APRIL 30, 1997 AND 1996
<TABLE>
<CAPTION>

                                                                                      Year ended          Year ended

                                                                                        4/30/97        4/30/96
                                                                                      ----------     ----------
Increase in net assets:
Operations:
<S>                                                                                   <C>            <C>        
 Net investment income...........................................................     $ 3,809,230    $ 1,165,963
 Net realized gain from security transactions....................................       1,537,098        123,399
 Net unrealized appreciation on investments......................................      11,595,001      4,113,462
                                                                                      ------------    -----------
      Net increase in net assets resulting from operations.......................      16,941,329      5,402,824
Distributions to shareholders:
 From undistributed net investment income (Note 7):
  Class I........................................................................      (1,977,490)      (993,820)
  Class II.......................................................................        (553,996)       (95,584)
 From undistributed realized gain:
  Class I........................................................................        (549,503)            --
  Class II.......................................................................        (176,830)            --
Increase in net assets from capital share transactions (Note 2)..................     159,084,965     18,908,641
                                                                                      ------------    -----------
      Net increase in net assets.................................................     172,768,475     23,222,061
Net assets:
 Beginning of year...............................................................      39,916,335     16,694,274
                                                                                      ------------    -----------
 End of year (including undistributed net investment income
  of $1,651,344 at 4/30/97 and $373,600 at 4/30/96)..............................    $212,684,810    $39,916,335
                                                                                      ============    ===========
</TABLE>


The accompanying notes are an integral part of these financial statements.



FRANKLIN REAL ESTATE SECURITIES TRUST

FRANKLIN REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS


1. SIGNIFICANT ACCOUNTING POLICIES

Franklin  Real Estate  Securities  Trust (the  Trust) is an open-end  management
investment company (mutual fund), registered under the Investment Company Act of
1940, as amended.  The Trust currently consists of one  non-diversified  series,
Franklin Real Estate Securities Fund (the Fund). The investment objective of the
Fund is total return.  The Fund will invest primarily in securities of companies
operating in the real estate industry.

The Fund offers three  classes of shares,  Class I, Class II and Advisor  Class.
Class I shares  are sold with a higher  front-end  sales  charge  than  Class II
shares. There is no front-end sales charge for Advisor Class shares. Class I and
Class II shares may be subject to a  contingent  deferred  sales  charge and all
shares have the same rights, except with respect to the effect of the respective
sales  charges,  the  distribution  fees borne by each class,  voting  rights on
matters  affecting a single class and the exchange  privilege of each class. The
offering  of Class II shares  began May 1, 1995,  at which  time all  previously
outstanding  shares became Class I shares.  The offering of Advisor Class shares
began January 1, 1997.

The  following  is a summary of  significant  accounting  policies  consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
policies are in conformity  with generally  accepted  accounting  principles for
investment companies.

A. SECURITIES VALUATION:

Portfolio  securities listed on a securities exchange or on the NASDAQ for which
market quotations are readily available are valued at the last sale price or, if
there is no sale price, within the range of the most recent quoted bid and asked
prices.  Other  securities  are valued based on a variety of factors,  including
yield, risk,  maturity,  trade activity and recent  developments  related to the
securities.  The Fund may  utilize  a  pricing  service,  bank or  broker/dealer
experienced  in such  matters to perform  any of the  pricing  functions,  under
procedures  approved by the Board of Trustees (the Board).  Securities for which
market  quotations are not available and securities  restricted as to resale are
valued in accordance with procedures established by the Board.

B. INCOME TAXES:

The Fund  intends to  continue to qualify for the tax  treatment  applicable  to
regulated  investment  companies under the Internal Revenue Code and to make the
requisite  distributions to its shareholders which will be sufficient to relieve
it from income and excise taxes.

c. SECURITY TRANSACTIONS:

Security transactions are accounted for on the date the securities are purchased
or sold (trade date).  Realized  gains and losses on security  transactions  are
determined on the basis of specific identification.

D. INVESTMENT INCOME, EXPENSES AND DISTRIBUTIONS:

Dividend  income  and   distributions   to  shareholders  are  recorded  on  the
ex-dividend  date.  Interest  income and estimated  expenses are accrued  daily.
Realized and unrealized  gains or losses and net investment  income,  other than
class specific expenses,  are allocated daily to each class of shares based upon
the relative proportion of net assets of each class.

A portion of the  distributions  received by the Fund from  investments  in Real
Estate  Investment  Trust (REIT)  securities may be  characterized  as tax basis
return of  capital  (ROC)  distributions,  which are not  recorded  as  dividend
income,  but  reduce the cost basis of the REIT  securities.  ROC  distributions
exceeding  the cost basis of the REIT  security  are  recognized  by the Fund as
capital gain.



1. SIGNIFICANT ACCOUNTING POLICIES (cont.)

E. 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 expenses during the reporting
period. Actual results could differ from those estimates.

F. REPURCHASE AGREEMENTS:

The Fund may enter into a joint repurchase agreement whereby its uninvested cash
balance is  deposited  into a joint cash  account to be used to invest in one or
more repurchase  agreements with government securities dealers recognized by the
Federal  Reserve Board and/or member banks of the Federal  Reserve  System.  The
value and face amount of the joint  repurchase  agreement  are  allocated to the
Fund based on its pro-rata interest.  A repurchase agreement is accounted for as
a loan by the Fund, to the seller,  collateralized by underlying U.S. government
securities,  which are  delivered  to the Fund's  custodian.  The market  value,
including accrued interest,  of the initial  collateralization is required to be
at least 102% of the dollar amount  invested by the Fund,  with the value of the
underlying  securities  marked to market daily to maintain  coverage of at least
100%. At April 30, 1997, all outstanding  repurchase agreements held by the Fund
had been entered into on that date.

g. SECURITIES PURCHASED ON A WHEN-ISSUED BASIS OR DELAYED DELIVERY BASIS:

The Fund may trade securities on a when-issued or delayed  delivery basis,  with
payment and delivery scheduled for a future date. These transactions are subject
to market  fluctuations  and are  subject to the risk that the value at delivery
date may be more or less than the trade date purchase  price.  Although the Fund
will  generally  purchase  these  securities  with the  intention of holding the
securities,  they may sell the  securities  before the  settlement  date.  These
securities  are  identified  on the  accompanying  Statement of  Investments  in
Securities  and Net  Assets.  The  Fund  has  set  aside  sufficient  investment
securities as collateral for these purchase commitments.


2. TRUST SHARES

At April 30, 1997,  there were an  unlimited  number of $.01 par value shares of
beneficial  interest  authorized.  Transactions  in the  Trust's  shares were as
follows:
<TABLE>
<CAPTION>

                                                                   Year ended                  Year ended
                                                                 April 30, 1997              April 30, 1996
                                                               ------------------         ---------------------
Class I Shares:                                              Shares         Amount         Shares        Amount
                                                            ---------     ----------    -----------   ------------
<S>                                                        <C>           <C>            <C>          <C>        
 Shares sold ...........................................   10,056,249    $151,008,579   1,592,210    $19,010,690
 Shares issued in reinvestment of distributions ........      149,042       2,193,888      70,974        833,948
 Shares redeemed .......................................   (2,923,144)    (44,187,776)   (580,330)    (6,918,681)
                                                           -----------   -------------  ----------   ------------
Net increase ...........................................    7,282,147    $109,014,691   1,082,854    $12,925,957
                                                           ===========   =============  ==========   ============

2. TRUST SHARES (cont.)
                                                                   Year ended                  Year ended
                                                                 April 30, 1997              April 30, 1996
                                                               ------------------         --------------------
Class II Shares:                                             Shares        Amount         Shares       Amount
                                                           ----------    ------------    ----------  -----------
 Shares sold ...........................................   3,439,134     $ 51,025,015     498,647    $ 5,965,246
 Shares issued in reinvestment of distributions ........      42,697          622,945       7,698         90,146

 Shares redeemed .......................................    (147,017)      (2,205,823)     (6,084)       (72,708)
                                                           ----------    -------------   ----------  -----------
Net increase ...........................................   3,334,814     $ 49,442,137     500,261    $ 5,982,684
                                                           ==========    =============   ==========  ===========
</TABLE>

                                                    Period ended
                                                   April 30, 1997*
                                                --------------------
Advisor Class Shares:                          Shares           Amount
                                              ---------       ----------
 Shares sold .............................       57,886       $ 909,753
 Shares redeemed .........................      (17,471)       (281,616)
                                              ---------       ----------

Net increase .............................       40,415       $ 628,137
                                              =========       ==========

*Effective date of Advisor Class shares was January 1, 1997.

3. DISTRIBUTIONS

At April 30, 1997, for tax purposes, the Fund had accumulated net realized gains
of $934,164.

For tax purposes,  the aggregate cost of securities and unrealized  appreciation
are the same as for financial reporting purposes at April 30, 1997.


4. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities  (excluding  purchases and sales of short-term
securities)  for the year  ended  April 30,  1997  aggregated  $156,233,315  and
$6,466,397, respectively.


5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

a. MANAGEMENT AGREEMENT:

Under the terms of a management agreement,  Franklin Advisers,  Inc., (Advisers)
provides investment advice, administrative services, office space and facilities
to the Fund, and receives fees computed  monthly on the average daily net assets
of the Fund as follows:

Annualized Fee Rate    Average Daily Net Assets
- -------------------    ---------------------------------------------------
      0.625%           First $100 million
      0.500%           Over $100 million, up to and including $250 million
      0.450%           Over $250 million

Advisers  agreed in advance to waive a portion of its management  fees, as shown
in the Statement of Operations for the year ended April 30, 1997.


5. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (cont.)

a. MANAGEMENT AGREEMENT: (CONT.)

Under  an  agreement  with  Advisers,  Franklin  Templeton  Services,  Inc.  (FT
Services) provides  administrative services and facilities for the Fund. The fee
is paid by Advisers and computed  monthly based on average daily net assets.  It
is not a separate expense of the Fund.

b. SHAREHOLDER SERVICES AGREEMENT:

Under the  terms of a  shareholder  service  agreement  with  Franklin/Templeton
Investor  Services,  Inc.  (Investor  Services)  the  Fund  pays  costs on a per
shareholder account basis.  Shareholder servicing costs incurred by the Fund for
the year ended April 30, 1997, aggregated $108,128 of which $104,490 was paid to
Investor Services.

c. DISTRIBUTION PLANS AND UNDERWRITING AGREEMENT:

Under the terms of  distribution  plans pursuant to Rule 12b-1 of the Investment
Company  Act  of  1940  (the  Plans),  the  Fund  reimburses  Franklin/Templeton
Distributors,  Inc.  (Distributors)  in an amount  up to a maximum  of 0.25% per
annum for Class I and  1.00%  per  annum for Class II of the  average  daily net
assets of such class for costs incurred in the promotion, offering and marketing
of the Fund's  shares.  The Plans do not permit nor  require  payments of excess
costs after termination.

In its capacity as underwriter for the shares of the Fund, Distributors received
commissions  on sales of the Fund's shares of beneficial  interest.  Commissions
are  deducted  from the  gross  proceeds  received  from the sale of the  Fund's
shares,  and as such are not  expenses of the Fund.  Distributors  may also make
payments,  out of its own resources,  to dealers for certain sales of the Fund's
shares. Commissions received by Distributors,  the amounts paid to other dealers
and any  applicable  contingent  deferred sales charge (CDSC) for the year ended
April 30, 1997, were as follows:

                                                           Class I     Class II
                                                          --------      -------
  Total commissions received, including CDSC..........   $2,420,327    $495,316
  Paid to other dealers...............................   $2,264,991    $973,945
  CDSC................................................  $        --     $ 6,832

d. OTHER AFFILIATES AND RELATED PARTY TRANSACTIONS:

Certain officers and directors of the Fund are also officers and/or directors of
Distributors,  FT Services,  Advisers,  and Investor Services,  all wholly-owned
subsidiaries of Franklin Resources, Inc.


6. RESTRICTED SECURITIES

A  restricted  security  is a security  which has not been  registered  with the
Securities  Exchange Commission pursuant to the Securities Act of 1933. The Fund
may purchase restricted securities through a private offering and they cannot be
sold without prior  registration  under the  Securities  Act of 1933 unless such
sale is pursuant to an exemption therefrom.  Subsequent costs of registration of
such securities are borne by the issuer.  A secondary  market exists for certain
privately  placed  securities.  The Fund values these  restricted  securities as
disclosed in Note 1. At April 30, 1997,  the Fund held the following  restricted
security representing 2.44% of the Fund's net assets:

 Shares  Security                      Acquisition Date  Cost         Value
- ------   ----------------------------  ----------------  -----------  -----
433,023  Pacific Retail Trust .......  8/30/96           $4,932,335   $5,196,276


7. FINANCIAL HIGHLIGHTS

Selected data for each share of beneficial interest outstanding  throughout each
period are as follows:
<TABLE>
<CAPTION>

                                                           Year ended        Year ended       Year  ended      January 3, 1994**
                                                         April 30, 1997    April 30, 1996    April 30, 1995    to April 30,1994
                                                        ----------------  ----------------  ----------------  ------------------

CLASS I SHARES:
PER SHARE OPERATING PERFORMANCE*****
<S>                                                          <C>               <C>              <C>             <C>   
Net asset value at beginning of period ..................    $12.64            $10.58           $10.92          $10.00
                                                            ---------       -------------    -------------    -----------
Net investment income ...................................      0.49              0.43             0.39            0.06
Net realized & unrealized gain (loss) on securities .....      2.770             2.100           (0.450)          0.860
                                                            ---------       -------------    -------------    -----------
Total from investment operations ........................      3.260             2.530           (0.060)          0.920
                                                            ---------       -------------    -------------    -----------
Distributions from net investment income ................     (0.360)           (0.470)          (0.280)           --
Distributions from realized capital gains ...............     (0.100)             --               --              --
                                                            ---------       -------------    -------------    -----------
Total distributions......................................     (0.460)           (0.470)          (0.280)           --
                                                            ---------       -------------    -------------    -----------

Net asset value at end of period ........................    $15.44            $12.64           $10.58          $10.92
                                                            =========       =============     ============    ===========
TOTAL RETURN+ ...........................................     25.97%            24.25%           (0.48%)          9.20%
RATIOS/SUPPLEMENTAL DATA
Net assets at end of period (in 000's) ..................   $153,520           $33,634          $16,694          $5,634
Ratio of expenses to average net assets++ ...............      0.98%             0.67%            0.25%           0.25%*
Ratio of expenses to average net assets (excluding
 waiver and payments by Manager) (Note 5) ...............      1.09%             1.24%            1.40%           2.91%*
Ratio of net investment income to average net assets ....      3.88%             4.38%            4.86%           3.19%*
Portfolio turnover rate .................................      6.80%            14.40%            3.74%            --
Average commission rate+++ ..............................      0.0576            0.0575            --              --
</TABLE>
<TABLE>
<CAPTION>


CLASS II SHARES:***
PER SHARE OPERATING PERFORMANCE*****
<S>                                                          <C>               <C>   
Net asset value at beginning of period ...............       $12.56            $10.58
                                                            ---------         ---------

Net investment income ................................         0.43              0.44
Net realized & unrealized gain on securities .........         2.683             1.995
                                                            ---------         ---------
Total from investment operations .....................         3.113             2.435
                                                            ---------         ---------
Distributions from net investment income .............        (0.313)          (0.455)
Distributions from realized capital gains ............        (0.100)            --
                                                            ---------         ---------
Total distributions...................................        (0.413)          (0.460)
                                                            ---------         ---------
Net asset value at end of period .....................       $15.26           $12.56
                                                            =========         =========
TOTAL RETURN+.........................................        24.94%           23.21%
RATIOS/SUPPLEMENTAL DATA
Net assets at end of period (in 000's) ...............      $58,540            $6,282
Ratio of expenses to average net assets++ ............         1.75%            1.41%
Ratio of expenses to average net assets (excluding
 waiver by Manager) (Note 5) .........................         1.86%            1.98%
Ratio of net investment income to average net assets .         2.92%            3.65%
Portfolio turnover rate ..............................         6.80%           14.40%
Average commission rate+++............................         0.0576           0.0575
</TABLE>


7. FINANCIAL HIGHLIGHTS (cont.)

                                                        January 1, 1997****
                                                        to April 30, 1997
                                                        -------------------
Advisor Class Shares:
Per Share Operating Performance*****
Net asset value at beginning of period .............       $15.30
                                                        -------------

Net investment income ..............................         0.18
Net realized & unrealized gain on securities........        (0.030)
                                                        -------------
Total from investment operations ...................         0.150
                                                        -------------
Net asset value at end of period ...................       $15.45
                                                        =============
Total Return+.......................................         0.98%
Ratios/Supplemental Data
Net assets at end of period (in 000's)..............         $625
Ratio of expenses to average net assets++...........         0.75%*
Ratio of expenses to average net assets

 (excluding waiver by Manager) (Note 5).............         0.86%*
Ratio of net investment income to average net assets         3.44%*
Portfolio turnover rate ............................         6.80%
Average commission rate+++..........................         0.0576

+Total  return  measures the change in value of an  investment  over the periods
indicated.  It is not annualized.  It does not include the maximum initial sales
charge and assumes  reinvestment  of dividends and capital gains, if any, at net
asset value. 
++During  the  year,  Advisers  agreed  in  advance  to waive a  portion  of its
management fees and made payments of other expenses.
+++Represents  the average broker  commission rate per share paid by the fund in
connection  with the execution of the Fund's  portfolio  transactions  in equity
securities.
*Annualized
**Effective date of registration.  
***Effective date of Class II shares was May 1, 1995.
****Effective date of Advisor Class shares. 
*****For  the  period  ending  April  30,  1997,  per  share  amounts  have been
calculated using the daily average shares outstanding.


Under Section 854(b)(2) of the Internal Revenue Code, the Fund hereby designates
the following percentage of ordinary income dividends paid (including short-term
capital  gains  distributions,  if any) as income  qualifying  for the dividends
received deduction for the fiscal year ended April 30, 1997: 13.00%.

FRANKLIN REAL ESTATE SECURITIES FUND

REPORT OF INDEPENDENT AUDITORS


To the Shareholders and Board of Trustees
of Franklin Real Estate Securities Trust:

We have  audited the  accompanying  statement of assets and  liabilities  of the
Franklin Real Estate Securities Trust, including the statement of investments in
securities and net assets,  as of April 30, 1997,  and the related  statement of
operations  for the year then ended,  the statement of changes in net assets for
each of the two years in the period then ended, and the financial highlights for
each  of  the  periods  presented.  These  financial  statements  and  financial
highlights are the responsibility of the Trust's management.  Our responsibility
is to express an opinion on these financial  statements and financial highlights
based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of securities owned as of April
30, 1997, by correspondence with the custodian. An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Franklin Real Estate  Securities  Trust as of April 30, 1997, the results of its
operations  for the year then  ended,  the changes in its net assets for each of
the two years in the period then ended, and its financial highlights for each of
the  periods  presented,   in  conformity  with  generally  accepted  accounting
principles.


COOPERS & LYBRAND L.L.P.


San Francisco, California
June 10, 1997


Franklin Real Estate Securities Fund Annual Report April 30, 1997.

APPENDIX
DESCRIPTION OF GRAPHIC MATERIAL OMITTED FROM EDGAR FILING (PURSUANT TO ITEM
304 (a)OF REGULATION S-T)

GRAPHIC MATERIAL (1)

This chart shows in pie format the U.S geographic allocation of the fund's
securities on April 30, 1997, based on total net assets.

U.S. Geographic Allocation on April 30, 1997

National                            36.6%
Southeast                           21.0%
Southwest                           14.1%
Northwest                            8.4%
Northeast                            6.5%
Midwest                              6.4%
Cash & Equivalents                   7.0%

GRAPHIC MATERIAL (2)

This chart shows in pie format the property-type allocation of the fund's
securities on April 30, 1997, based on total net assets.

Property-Type Allocation on April 30, 1997

Hotels                              19.9%
Apartments                          18.5%
Industrial                          10.3%
Storage                              7.0%
Office                               6.9%
Retail-Community Centers             6.8%
Other/Mix                            6.5%
Retail-Regional Malls                6.2%
Health Care                          4.0%
Home Builders                        3.2%
Residential Communities              3.0%
Retail-Outlet Centers                0.7%
Cash & Equivalents                   7.0%

GRAPHIC MATERIAL (3)

The following line graph hypothetically compares the performance of the
Franklin Real Estate Securities Fund Class I shares to that of the S&P 500
Stock Index and the Wilshire Real Estate Securities Index, based on a $10,000
investment from 1/3/94 to 4/30/97.

Period Ending     Fund        S&P500      Wilshire Real Estate

             FRANKLIN REAL
           ESTATE SECURITIES
   DATE           FUND        S&P 500   WILSHIRE REAL EST.
  1/3/94        $9,551        $10,000        $10,000
 1/31/94        $9,790        $10,340        $10,300
 2/28/94        $10,334       $10,060        $10,721
 3/31/94        $10,201       $9,621         $10,225
 4/30/94        $10,430       $9,744         $10,339
 5/31/94        $10,621       $9,904         $10,554
 6/30/94        $10,392       $9,661         $10,347
 7/31/94        $10,382       $9,978         $10,370
 8/31/94        $10,401       $10,387        $10,363
 9/30/94        $10,267       $10,134        $10,190
 10/31/94       $9,943        $10,362         $9,817
 11/30/94       $9,589        $9,985          $9,433
 12/31/94       $10,468       $10,133        $10,164
 1/31/95        $10,125       $10,395         $9,836
 2/28/95        $10,302       $10,800        $10,144
 3/31/95        $10,400       $11,119        $10,203
 4/30/95        $10,380       $11,446        $10,129
 5/31/95        $10,782       $11,904        $10,464
 6/30/95        $10,969       $12,180        $10,647
 7/31/95        $11,214       $12,584        $10,818
 8/31/95        $11,459       $12,616        $10,950
 9/30/95        $11,773       $13,148        $11,151
 10/31/95       $11,538       $13,101        $10,806
 11/30/95       $11,714       $13,676        $10,918
 12/31/95       $12,356       $13,940        $11,551
 1/31/96        $12,673       $14,414        $11,711
 2/29/96        $12,836       $14,548        $11,943
 3/31/96        $12,856       $14,688        $12,039
 4/30/96        $12,897       $14,904        $12,094
 5/31/96        $13,203       $15,288        $12,363
 6/30/96        $13,336       $15,346        $12,611
 7/31/96        $13,264       $14,668        $12,498
 8/31/96        $13,887       $14,977        $13,029
 9/30/96        $14,295       $15,821        $13,355
 10/31/96       $14,581       $16,257        $13,717
 11/30/96       $15,040       $17,486        $14,286
 12/31/96       $16,373       $17,140        $15,811
 1/31/97        $16,583       $18,211        $16,037
 2/28/97        $16,562       $18,353        $16,046
 3/31/97        $16,667       $17,599        $16,101
 4/30/97        $16,246       $18,650        $15,581


GRAPHIC MATERIAL (4)

The following line graph hypothetically compares the performance of the
Franklin Real Estate Securities Fund Class II shares to that of the S&P 500
Stock Index and the Wilshire Real Estate Securities Index, based on a $10,000
investment from 5/1/95 to 4/30/97.

Period Ending     Fund        S&P500      Wilshire Real Estate

               FRANKLIN REAL
                  ESTATE                    WILSHIRE REAL
   DATE       SECURITIES Fund  S&P 500         EST.

  5/1/95        $9,897        $10,000        $10,000
 5/31/95       $10,262        $10,400        $10,331
 6/30/95       $10,439        $10,641        $10,511
 7/31/95       $10,654        $10,995        $10,680
 8/31/95       $10,888        $11,022        $10,810
 9/30/95       $11,178        $11,487        $11,009
 10/31/95      $10,953        $11,446        $10,668
 11/30/95      $11,103        $11,948        $10,779
 12/31/95      $11,709        $12,179        $11,404
 1/31/96       $11,991        $12,593        $11,561
 2/29/96       $12,146        $12,710        $11,790
 3/31/96       $12,165        $12,832        $11,886
 4/30/96       $12,194        $13,021        $11,939
 5/31/96       $12,476        $13,357        $12,206
 6/30/96       $12,583        $13,407        $12,450
 7/31/96       $12,515        $12,815        $12,339
 8/31/96       $13,088        $13,085        $12,863
 9/30/96       $13,466        $13,822        $13,185
 10/31/96      $13,728        $14,203        $13,542
 11/30/96      $14,156        $15,277        $14,104
 12/31/96      $15,395        $14,975        $15,609
 1/31/97       $15,585        $15,911        $15,832
 2/28/97       $15,555        $16,035        $15,842
 3/31/97       $15,635        $15,376        $15,896
 4/30/97       $15,236        $16,294        $15,382









© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission