FRANKLIN REAL ESTATE SECURITIES TRUST
497, 1998-07-31
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o192 STK SAI 1

                         SUPPLEMENT DATED AUGUST 3, 1998
                   TO THE STATEMENT OF ADDITIONAL INFORMATION OF
                      FRANKLIN REAL ESTATE SECURITIES FUND
                             DATED SEPTEMBER 1, 1997

The Statement of Additional Information is amended as follows:

I. The  first  paragraph  under  "How Do I Buy,  Sell  and  Exchange  Shares?  -
Additional  Information  on  Selling  Shares"  is  replaced  with the  following
paragraph:

SYSTEMATIC  WITHDRAWAL  PLAN.  There are no service charges for  establishing or
maintaining a systematic  withdrawal plan.  Payments under the plan will be made
from the redemption of an equivalent amount of shares in your account, generally
on the 25th day of the month in which a payment is scheduled.  If the 25th falls
on a weekend or holiday,  we will process the  redemption  on the next  business
day.

II. The  following  replaces the Class I performance  figures in the  applicable
sections under "How does the Fund Measure  Performance?"  The figures below have
been restated to reflect the Fund's current, maximum 5.75% initial sales charge.

TOTAL RETURN

The average annual total return for Class I for the one-year  period ended April
30, 1997, and for the period from inception  (January 3, 1994) through April 30,
1997, was 18.74% and 15.27%, respectively.

The cumulative  total return for Class I for the one-year period ended April 30,
1997,  and for the period from  inception  (January 3, 1994)  through  April 30,
1997, was 18.74% and 60.32%, respectively.

YIELD

The yield for Class I for the 30-day period ended April 30, 1997, was 3.32%.

CURRENT DISTRIBUTION RATE

The current  distribution rate for Class I for the 30-day period ended April 30,
1997, was 2.20%.

III. The following replaces the definition of "Offering Price" under the section
"Useful Terms and Definitions":

OFFERING  PRICE - The public  offering price is based on the Net Asset Value per
share of the  class  and  includes  the  front-end  sales  charge.  The  maximum
front-end sales charge is 5.75% for Class I and 1% for Class II.

                                       ******

                 Please keep this supplement for future reference.




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