FRANKLIN REAL ESTATE SECURITIES TRUST
N-30D, 1998-01-09
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CONTENTS
Shareholder Letter            1
Performance Summary
 Class I                      5
 Class II                     7
 Advisor Class                9
Financial Highlights &
Statement of Investments     11
Financial Statements         17
Notes to
Financial Statements         20

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.

SHAREHOLDER LETTER

Your Fund's  Objective:  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).

Dear Shareholder:

It is a  pleasure  to  bring  you  the  Franklin  Real  Estate  Securities  Fund
semi-annual report, which covers the six months ended October 31, 1997.

During the reporting period,  the U.S. real estate industry continued to benefit
from an  environment  of sustained  economic  growth and relatively low interest
rates.  Demand for commercial and  residential  space  remained  robust,  driven
primarily by the growing  economy.  At the same time,  development of new supply
was restrained in most property sectors,  leading to rising occupancy and rental
rates. As a result,  most real estate companies  continued to report strong cash
flow growth from  operations.  Ongoing  consolidation  also  contributed  to the
industry's growth, as private real estate companies and  single-building  owners
merged  with  public  real  estate  firms  to take  advantage  of the  financing
flexibility and economies of scale enjoyed by the larger, public companies.  For
example,  several of the fund's  positions were involved in high-profile  public
mergers,  including  Starwood Lodging Corp.'s  announced merger with both Westin
and ITT Sheraton and Equity  Office  Properties  Trust's  announced  merger with
Beacon  Properties  Corp.  Within this  environment,  the fund's  Class I shares
delivered a +16.39% cumulative total return for the six months ended October 31,
1997,  as  discussed in the  Performance  Summary on page 5,  outperforming  the
Standard & Poor's 500(R) Stock Index,  which generated a total return of +15.15%
for the same period.*

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

Throughout  the  reporting  period,  we remained  committed  to our  strategy of
focusing on property types and geographic  regions with strong supply and demand
fundamentals,  while  attempting to identify those  management  teams capable of
adding 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,   office,  and  industrial  property
securities,  where we anticipated the strongest cash flow growth, as well as the
most favorable supply and demand fundamentals.

At the end of the period, the hotel sector was the fund's largest  property-type
weighting,  representing  18.4% of total net  assets.  During  the  period,  new
development in the upscale hotel sector remained limited, while demand continued
to grow,  resulting  in higher  room  rates and  strong  cash  flow  growth.  We
initiated a position in Innkeepers USA Trust,  an equity REIT that owns upscale,
extended-stay  hotels  including  Residence Inns and  Summerfield  Inns. We also
added to such core  holdings as FelCor  Suite  Hotels,  Inc.,  Patriot  American
Hospitality,  Inc., Starwood Lodging Trust, CapStar Hotel Co., and Host Marriott
Corp.

GRAPHIC MATERIAL 1 OMITTED - SEE APPENDIX AT END OF DOCUMENT


The apartment  sector was the fund's  second  largest  property-type  weighting,
representing 16.9% of total net assets on October 31, 1997.  Although supply and
demand  were near  equilibrium  in this  sector,  we believed  these  securities
offered  attractive  valuations  relative  to  other  sectors,  as  well  as the
potential for steady cash flow growth.  We added to core holdings such as Equity
Residential  Properties Trust and Security Capital Pacific Trust. In addition we
initiated a position in Smith,  Charles E. Residential  Realty,  Inc., a company
that owns and operates downtown high-rise apartments.

In the office sector, we initiated  positions in Equity Office Properties Trust,
SL Green Realty Corp., and Tower Realty Trust,  Inc. We believed these companies
were attractively priced and offered excellent long-term growth potential.  As a
result, our weighting in this sector increased,  from 6.9% on April 30, 1997, to
12.5% on October 31, 1997.

During the period under review,  we also initiated  positions in Alexandria Real
Estate  Equities,  Inc.  and  Security  Capital  Group,  Inc.,  both of which we
believed were  attractively  valued and could experience above average growth in
cash flow.  Alexandria  RealEstate  Equities,  Inc.  is an equity REIT that owns
laboratory space used by pharmaceutical  companies,  and Security Capital Group,
Inc. is a research and investment  company that creates and funds highly focused
real estate operating companies.

GRAPHIC MATERIAL 2 OMITTED - SEE APPENDIX AT END OF DOCUMENT

Looking forward,  we believe the real estate industry should benefit from steady
demand for residential and commercial space and limited new development.  In our
opinion,  the  prospects  for  investing  in real  estate  securities  are quite
attractive due to their unique  combination of strong  underlying  fundamentals,
favorable valuations, and attractive growth opportunities.

Please remember,  this discussion  reflects our views and opinions as of October
31,  1997,  the  end of the  reporting  period.  However,  market  and  economic
conditions are changing constantly which may affect our strategies and portfolio
holdings. Although historic performance is no guarantee of future results, these
insights may help you understand our investment and management philosophy.

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,



Matt Avery
Portfolio Manager
Franklin Real Estate Securities Fund


Top 10 Holdings
10/31/97

Company,          % of Total
INDUSTRY          Net Assets

Patriot American
Hospitality, Inc.,
HOTELS                  3.8%
FelCor Suite Hotels, Inc.,
HOTELS                  3.0%
Crescent Real Estate
Equities Co.,
OFFICE                  2.7%
Storage Trust Realty,
STORAGE                 2.7%
Highwoods Properties, Inc.,
OFFICE                  2.7%
CapStar Hotel Co.,
HOTELS                  2.6%
Arden Realty Group, Inc.,
OFFICE                  2.5%
Host Marriott Corp.,
HOTELS                  2.5%
Public Storage, Inc.,
STORAGE                 2.5%
Simon DeBartolo
Group, Inc.,
RETAIL - REGIONAL MALLS 2.4%
For a complete list of portfolio holdings, please see page 14 of this report.

PERFORMANCE SUMMARY

Class I
Franklin  Real Estate  Securities  Fund - Class I provided a +16.39%  cumulative
total return for the six-month  period ended October 31, 1997.  Cumulative total
return measures the change in value of an investment,  assuming  reinvestment of
dividends and capital gains, if any, and does not include the sales charge.

As measured by net asset value,  the fund's share price  increased  $2.53,  from
$15.44 on April 30, 1997, to $17.97 on October 31, 1997. Since the fund annually
distributes  any  dividends  and  capital  gains  in  December,  there  were  no
distributions  during this reporting  period.  However,  information  concerning
distributions  for the 1997 calendar year will be mailed to shareholders in late
December. Please note that 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  fund's  dividend
policy is discussed in the prospectus.

Class I

Periods ended October 31, 1997
                                                                 Since
                                                                Inception
                                   One-Year       Three-Year     (1/3/94)

Cumulative Total Return1            29.68%          90.18%        97.97%
Average Annual Total Return2        23.87%          22.01%        18.12%
Value of $10,000 Investment3       $12,387         $18,163       $18,909
                                   10/31/95        10/31/96      10/31/97
One-Year Total Return4              16.04%          26.37%        29.68%

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  annualtotal  returns represent the average annual change in value of
an investment  over the  indicated  periods and include the maximum 4.5% initial
sales charge.
3. These figures represent the value of a hypothetical $10,000 investment in the
fund over the specified 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  indicated  dates and do not include the sales charge.
All calculations  assume reinvestment of dividends and capital gains, if any, at
net asset value.  Investment  return and  principal  value will  fluctuate  with
market  conditions,  and you may have a gain or loss when you sell your  shares.

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,  total  returns  would have been lower.  The
waiver  may be  discontinued  at any time  upon  notice to the  fund's  Board of
Trustees.

Past performance is not predictive of future results.

Class II

Franklin Real Estate  Securities  Fund - Class II provided a +15.99%  cumulative
total return for the six-month  period ended October 31, 1997.  Cumulative total
return measures the change in value of an investment,  assuming  reinvestment of
dividends and capital gains, if any, and does not include sales charges.

As measured by net asset value,  the fund's share price  increased  $2.44,  from
$15.26 on April 30, 1997, to $17.70 on October 31, 1997. Since the fund annually
distributes  any  dividends  and  capital  gains  in  December,  there  were  no
distributions  during this reporting  period.  However,  information  concerning
distributions  for the 1997 calendar year will be mailed to shareholders in late
December. Please note that 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  fund's  dividend
policy is discussed in the prospectus.

Class II

Periods ended October 31, 1997
                                                       Since
                                                     Inception
                                           One-Year   (5/1/95)
Cumulative Total Return1                    28.72%     78.55%
Average Annual Total Return2                26.47%     25.55%
Value of $10,000 Investment3                $12,647    $17,672

1. Cumulative total returns  represent the change in value of an investment over
the indicated 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 1.0% initial sales
charge and 1.0% contingent deferred sales charge,  applicable to shares redeemed
within 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, if any, at net asset value.
Investment return and principal value will fluctuate with market conditions, and
you may have a gain or loss when you sell your shares.

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

Past performance is not predictive of future results.

Advisor Class

Franklin  Real  Estate  Securities  Fund -  Advisor  Class  provided  a  +16.57%
cumulative  total  return for the  six-month  period  ended  October  31,  1997.
Cumulative total return measures the change in value of an investment,  assuming
reinvestment of dividends and capital gains, if any.

The price of the fund's shares, as measured by net asset value,increased  $2.56,
from $15.45 on April 30,  1997,  to $18.01 on October 31,  1997.  Since the fund
annually distributes any dividends and capital gains in December,  there were no
distributions  during this reporting  period.  However,  information  concerning
distributions  for the 1997 calendar year will be mailed to shareholders in late
December. Please note that 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  fund's  dividend
policy is discussed in the prospectus.

Advisor Class

Periods ended October 31, 1997

                                                        Since
                                                      Inception
                                                     of the Fund
                            One-Year*  Three-Year*    (1/3/94)*
Cumulative Total Return1      29.97%      90.60%        98.41%
Average Annual Total Return1  29.97%      23.99%        19.62%
Value of $10,000 Investment2  $12,997     $19,060       $19,841
                             10/31/95    10/31/96      10/31/97
One-Year Total Return*,3      16.04%      26.37%        29.97%

*Effective  January 2, 1997,  the fund began  offering  Advisor  Class shares to
certain eligible investors as described in its prospectus. This share class does
not have sales charges nor Rule 12b-1 plans.  Performance  quotations  have been
calculated as follows: (a) For periods prior to January 2, 1997, figures reflect
the  fund's  Class I  performance,  excluding  the effect of the Class I maximum
initial  sales charge,  but including the effect of Class I expenses,  including
Rule 12b-1 fees;  and (b) for periods  after  January 1, 1997,  figures  reflect
actual Advisor Class performance including the deduction of all charges and fees
applicable only to that class.  Since January 2, 1997  (commencement  of sales),
the cumulative  total return of Advisor Class shares was +21.72%.  

1. Cumulativetotal returns represent the change in value of an investment over
the indicated periods. Average annual total returns represent the average annual
change in value of an investment over the indicated periods.

2. These figures represent the value of a hypothetical $10,000 investment in the
fund over the indicated periods.

3.  One-year  total  returns  represent  the  change  in  value  of an
investment  over the periods  ended on the  specified  dates. 

All  calculations  assume  reinvestment  of dividends and capital gains, if any.
Investment return and principal value will fluctuate with market conditions, and
you may have a gain or loss when you sell your shares.

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

Past performance is not predictive of future results.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Highlights

<TABLE>
<CAPTION>
                                                                            Class I
                                                      Six Months Ended
                                                    October 31, 1997          Year Ended April 30,
                                                       (unaudited)    19975      1996     1995     19942
<S>                                                           <C>        <C>       <C>       <C>      <C>   
Per share operating performance
(for a share outstanding throughout the period)
Net asset value, beginning of period                          $15.44     $12.64    $10.58    $10.92   $10.00
                                                              ----------------------------------------------
Income from investment operations:
 Net investment income                                           .19        .49       .43       .39      .06
 Net realized and unrealized gains (losses)                     2.34       2.77      2.10      (.45)     .86
                                                               ---------------------------------------------
 Total from investment operations                               2.53       3.26      2.53      (.06)     .92
                                                              ----------------------------------------------
Less distributions from:
 Net investment income                                         --          (.36)     (.47)     (.28)      --
 Net realized gains                                            --          (.10)    --        --          --
                                                              ----------------------------------------------
Total distributions                                            --          (.46)     (.47)     (.28)      --
                                                              ----------------------------------------------
Net asset value, end of period                                $17.97     $15.44    $12.64    $10.58   $10.92
                                                              ==============================================
Total return+                                                  16.39%     25.97%    24.25%     (.48%)   9.20%
Ratios/supplemental data
Net assets, end of period (000's)                            $268,351   $153,520   $33,634   $16,694   $5,634
Ratios to average net assets:
 Expenses                                                       1.00%1     .98%      .67%      .25%     .25%1
 Expenses excluding waiver and payments by affiliate            1.04%1    1.09%     1.24%     1.40%    2.91%1
 Net investment income                                          3.34%1    3.88%     4.38%     4.86%    3.19%1
Portfolio turnover rate                                         2.89%     6.80%    14.40%     3.74%      --
Average commission rate paid++                                  $.0584    $.0576    $.0575    $--       $--
</TABLE>

+Total return does not reflect sales commissions or the contingent deferred
sales charges, and is not annualized.
++Relates to purchases and sales of equity securities. Prior to fiscal year end
1996 disclosure of average commission rate was not required.
1Annualized.
2Effective date of registration is January 3, 1994.
5For the period ending April 30, 1997,  per share  amounts have been  calculated
using the daily average shares outstanding.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Highlights (continued)

                                                                   Class II
                                                               Six Months Ended
<TABLE>
<CAPTION>
                                                               October 31, 1997   Year Ended  April 30,
                                                                  (unaudited)       19975      19963
<S>                                                                  <C>            <C>      <C>   
Per share operating performance
(for a share outstanding throughout the period)
Net asset value, beginning of period                                 $15.26         $12.56   $10.58
                                                                     -------------------------------
Income from investment operations:
 Net investment income                                                  .16            .43      .44
 Net realized and unrealized gains                                     2.28           2.68     2.00
                                                                     -------------------------------
Total from investment operations                                       2.44           3.11     2.44
                                                                     -------------------------------
Less distributions from:
 Net investment income                                                --              (.31)    (.46)
 Net realized gains                                                   --              (.10)     --
Total distributions                                                   --              (.41)    (.46)
Net asset value, end of period                                       $17.70         $15.26   $12.56
                                                                     ===============================
Total return+                                                         15.99%         24.94%   23.21%
Ratios/supplemental data
Net assets, end of period (000's)                                    $104,566       $58,540   $6,282
Ratios to average net assets:
 Expenses                                                              1.75%1         1.75%    1.41%
 Expenses excluding waiver and payments by affiliate                   1.79%1         1.86%    1.98%
 Net investment income                                                 2.59%1         2.92%    3.65%
Portfolio turnover rate                                                2.89%          6.80%   14.40%
Average commission rate paid++                                         $.0584         $.0576   $.0575

</TABLE>
+Total return does not reflect sales commissions or the contingent deferred
sales charges, and is not annualized.
++Relates  to  purchases  and  sales of  equity securities.  
1Annualized.  
3Effective  date of Class II shares  was May 1, 1995.
5For the period ending April 30, 1997, per share amounts have been  calculated
using the daily average shares outstanding.


FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Highlights (continued)
                                                         Advisor Class
                                                Six Months Ended   Period Ended
                                                October 31, 1997    April 30,
                                                   (unaudited)       19974,5
Per share operating performance
(for a share outstanding throughout the period)
Net asset value, beginning of period                    $15.45       $15.30
Income from investment operations:                      --------------------
 Net investment income                                     .15          .18
 Net realized and unrealized gains (losses)               2.41         (.03)
                                                        --------------------
Total from investment operations                          2.56          .15
                                                        --------------------
Net asset value, end of period                          $18.01       $15.45
                                                        ====================
Total return+                                            16.57%         .98%
Ratios/supplemental data
Net assets, end of period (000's)                       $2,132         $625
Ratios to average net assets:
 Expenses                                                  .75%1        .75%1
 Expenses excluding waiver and payments by affiliate       .79%1        .86%1
 Net investment income                                    3.59%1       3.44%1
Portfolio turnover rate                                   2.89%        6.80%
Average commission rate paid++                            $.0584       $.0576

+Total return does not reflect sales commissions or the contingent deferred
sales charge, and is not annualized.
++Relates  to  purchases  and  sales  of  equity securities.  
1Annualized.
4Effective date of Advisor Class shares was January 2,
1997. 
5For the  period  ending  April 30,  1997,  per share  amounts  have been
calculated using the daily average shares outstanding.

                See notes to financial statements.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Statement of Investments, October 31, 1997 (unaudited)

 DESCRIPTION                                           SHARES        VALUE
 Common Stocks 94.7%                                                       

 Equity REIT - Apartments 16.9%
 Amli Residential Properties Trust                     145,000 $ 3,371,250
 Bay Apartment Communities, Inc.                       110,000   4,303,750
 Camden Property Trust                                 240,000   7,200,000
 Equity Residential Properties Trust                   140,000   7,070,000
 Evans Withycombe Residential, Inc.                    100,000   2,525,000
 Gables Residential Trust                              160,000   4,230,000
 Irvine Apartment Communities, Inc.                    150,000   4,612,500
 Oasis Residential, Inc.                               112,500   2,517,188
 Post Properties, Inc.                                 150,000   5,428,125
 Security Capital Atlantic, Inc.                       350,000   7,634,375
 Security Capital Pacific Trust                        280,000   6,265,000
 Smith, Charles E. Residential Realty, Inc.            110,000   3,753,750
 Summit Properties, Inc.                               205,300   4,247,144
                                                                 ---------
                                                                63,158,082
 Equity REIT - Health Care  4.1%                                ----------
 Alexandria Real Estate Equities, Inc.                  75,000   2,057,813
 Health Care Property Investors, Inc.                  114,300   4,386,263
 Nationwide Health Properties, Inc.                    180,000   4,061,250
 Omega Healthcare Investors, Inc.                      131,900   4,748,400
                                                                 ---------
                                                                15,253,726
                                                                ----------
 Equity REIT - Hotels  11.5%
 FelCor Suite Hotels, Inc.                             305,000  11,170,625
 Innkeepers USA Trust                                  293,700   4,901,119
 Patriot American Hospitality, Inc.                    430,000  14,190,000
 Starwood Lodging Trust                                130,000   7,775,625
 Winston Hotels, Inc.                                  370,000   5,041,250
                                                                 ---------
                                                                43,078,619
                                                                ----------
 Equity REIT - Industrial   11.8%
 Duke Realty Investment, Inc.                          320,000   7,200,000
 Liberty Property Trust                                270,000   7,560,000
 Meridian Industrial Trust, Inc.                       310,000   7,149,375
 Security Capital Industrial Trust                     340,000   8,351,250
 Spieker Properties, Inc.                              230,000   8,998,750
 Weeks Corp.                                           170,000   5,100,000
                                                                 ---------
                                                                44,359,375
                                                                ---------- 
 Equity REIT - Mixed Property Type  4.0%
 Colonial Properties Trust                             210,000   5,958,750
 Glenborough Realty Trust, Inc.                        355,000   9,096,875
                                                                 ---------
                                                                15,055,625
                                                                ----------
 Equity REIT - Office  12.5%
 Arden Realty Group, Inc.                              312,600   9,534,300
 Beacon Properties Corp.                               130,000   5,476,250
 Cali Realty Corp.                                     200,000   8,100,000
 Equity REIT - Office (cont.)
 Crescent Real Estate Equities, Co.                    285,000$ 10,260,000
 Equity Office Properties Trust                         47,900   1,463,944
 Highwoods Properties, Inc.                            290,000  10,005,000
 aSL Green Realty Corp.                                 43,000   1,077,688
 Tower Realty Trust, Inc.                                30,500    770,125
                                                                 ---------
                                                                46,687,307
                                                                ----------
Equity REIT - Residential Communities 2.4%
Manufactured Home Communities, Inc.                    170,000   4,250,000
Sun Communities, Inc.                                  140,000   4,882,500
                                                                 ---------
                                                                 9,132,500
                                                                 ---------
Equity REIT - Retail - Community Centers 7.1%
Burnham Pacific Properties, Inc.                       200,000   2,925,000
Developers Diversified Realty Corp.                    120,000   4,740,000
Kimco Realty Corp.                                     210,000   6,720,000
cPacific Retail Trust                                  433,023   5,196,276
Vornado Realty Trust                                   161,000   7,184,625
                                                                 ---------
                                                                26,765,901
                                                                ----------
Equity REIT - Retail - Regional Malls 5.8%
Simon DeBartolo Group, Inc.                            295,000   9,126,563
The Macerich Co.                                       220,000   5,830,000
The Mills Corp.                                        276,500   6,912,500
                                                                 ---------
                                                                21,869,063
                                                                ----------
Equity REIT - Storage 6.6%
Public Storage, Inc.                                   340,000   9,350,000
Storage Trust Realty                                   399,500  10,212,219
Storage USA, Inc.                                      140,000   5,311,250
                                                                ----------
                                                                24,873,469
                                                                ----------
Home Builders 2.2%
aBeazer Homes USA, Inc.                                40,000      765,000
aBelmont Homes, Inc.                                  130,000      960,778
Clayton Homes, Inc.                                   130,000    2,136,875
aNVR, Inc.                                            100,000    2,187,500
aSouthern Energy Homes, Inc.                          120,000    1,102,500
aU.S. Home Corp.                                       35,000    1,242,500
                                                                 ---------
                                                                 8,395,153
                                                                 ---------
 Hotels 6.9%
 aCandlewood Hotel Co., Inc.                           385,000   3,031,875
 aCapStar Hotel Co.                                    270,000   9,568,125
 aHost Marriott Corp.                                  450,000   9,393,750
 aPrime Hospitality Corp.                              190,000   3,871,250
                                                                 ---------
                                                                25,865,000
                                                                ----------
 Mixed Property Type 2.9%
 aCrescent Operating, Inc.                              16,000   $ 372,000
 aSecurity Capital Group, Inc.                         100,800   3,225,600
 aSecurity Capital Group Warrants                       50,909     245,000
 aSecurity Capital US Realty                           300,000   4,230,000
 aVail Resorts, Inc.                                    95,100   2,644,965
                                                                 ---------
                                                                10,717,565
                                                                ----------
 Total Common Stocks (Cost $305,856,475)                       355,211,385
                                                               -----------
                                                   PRINCIPAL
                                                    AMOUNT
 bRepurchase Agreement 6.9%
 Joint Repurchase Agreement, 5.671%, 11/03/97 (Cost $25,945,923)
 Aubrey G. Lanston & Co., Inc.
 B.A. Securities Inc.
 Barclays de Zoete Wedd Securities, Inc.
 Bear, Stearns & Co., Inc.
 Donaldson, Lufkin & Jenrette Securities Corp.
 Dresdner Kleinwort Benson North America L.L.C.
 Fuji Securities, Inc.
 Lehman Brothers, Inc.
 Sanwa Securities (USA) Co., L.P.
 SBC Warburg, Inc.
 UBS Securities L.L.C.
 Collateralized by U.S. Treasury Bills & Notes      $25,945,923  25,945,923
                                                                 ----------
 Total Investments (Cost $331,802,398) 101.6%                   381,157,308
 Other Assets, less Liabilities (1.6%)                           (6,107,946)
                                                                -----------
 Net Assets 100.0%                                             $375,049,362
                                                               =============


aNon-income producing
bInvestment is through participation in a joint account with other funds managed
 by the investment advisor. At October 31, 1997, all repurchase agreements held
 by the Fund had been entered into on that date.
cSee Note 6 regarding restricted securities


                        See notes to financial statements.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Statements

Statement of Assets and Liabilities
October 31, 1997 (unaudited)

Assets:
 Investments in securities, at value (cost $331,802,398)          $381,157,308
 Cash                                                                1,045,639
 Receivables:
Capital shares sold                                                  3,113,532
  Dividends and interest                                               951,385
 Other assets                                                            3,459
                                                                   -----------
      Total assets                                                 386,271,323
                                                                  ------------
Liabilities:
 Payables: 
  Investment securities purchased                                    2,612,061
  Capital shares redeemed                                               45,553
  Affiliates                                                           578,830
 Distributions to shareholders                                          47,715
 Payable upon return of securities loaned (Note 7)                   7,899,500
 Other liabilities                                                      38,302
                                                                    ----------
      Total liabilities                                             11,221,961
                                                                    ----------
       Net assets, at value                                       $375,049,362
                                                                  ============
Net assets consist of:
 Undistributed net investment income                               $ 6,266,552
 Net unrealized appreciation                                        49,354,910
 Accumulated net realized gain                                       2,433,961
 Capital shares                                                    316,993,939
                                                                   ===========
      Net assets, at value                                        $375,049,362
                                                                  ============
Class I:
 Net asset value per share ($268,350,956 O 14,934,360
  shares outstanding)*                                                  $17.97
                                                                      --------
 Maximum offering price per share (net asset value
  per share O 95.50%)                                                   $18.82
                                                                      --------
Class II:
 Net asset value per share ($104,566,050 O 5,908,266
 shares outstanding)*                                                   $17.70
                                                                      --------
 Maximum offering price per share (net asset value per
 share O 99.00%)                                                        $17.88
                                                                      --------
Advisor Class:
 Net asset value and maximum offering price per share 
($2,132,356 O 118,406 shares outstanding)                               $18.01
                                                                       -------

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

                                            See notes to financial statements.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Statements (continued)

Statement of Operations
for the six months ended October 31, 1997 (unaudited)


Investment income:                           
 Dividends                                    $5,637,080
 Interest                                        747,445
                                               ---------
      Total investment income                                    $ 6,384,525
Expenses:
 Management fees (Note 3)                        794,076
 Distribution fees (Note 3)
  Class I                                        252,261
  Class II                                       403,890
 Transfer agent fees (Note 3)                    174,383
 Custodian fees                                      893
 Reports to shareholders                          38,022
 Registration and filing fees                    157,532
 Professional fees                                 5,002
 Other                                            17,314
                                                 -------
      Total expenses                                               1,843,373
      Expenses waived/paid by affiliate (Note 3)                     (74,056)
                                                                   ----------
       Net expenses                                                1,769,317
                                                                   ---------
        Net investment income                                      4,615,208
                                                                   ---------
Realized and unrealized gains:
 Net realized gain from investments                                1,499,797
 Net unrealized appreciation on investments                       34,130,893
                                                                  ----------
Net realized and unrealized gain                                  35,630,690
                                                                  ----------
Net increase in net assets resulting from operations             $40,245,898
                                                                 ===========

                                            See notes to financial statements.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Financial Statements (continued)


Statement  of Changes in Net Assets for the six months  ended  October  31, 1997
(unaudited) and the year ended April 30, 1997

                                                  Six Months       Year
                                                    Ended         Ended
                                                   10/31/97       4/30/97
Increase (decrease) in net assets:
 Operations:
  Net investment income                          $ 4,615,208   $ 3,809,230
  Net realized gain from investments               1,499,797     1,537,098
  Net unrealized appreciation on investments      34,130,893    11,595,001
                                                  ------------------------
      Net increase in net assets resulting
 from operations                                  40,245,898    16,941,329
 Distributions to shareholders from:
  Net investment income:
   Class I                                                --    (1,977,490)
   Class II                                               --      (553,996)
  Net realized gains:
   Class I                                                --      (549,503)
   Class II                                               --      (176,830)
                                                  -------------------------
      Total distributions to shareholders                 --    (3,257,819)
  Capital share transactions (Note 2 ):
   Class I                                         85,669,870   109,014,691
   Class II                                        35,144,205    49,442,137
   Advisor Class                                    1,304,579       628,137
                                                  -------------------------
      Total capital share transactions            122,118,654   159,084,965
                                                  -------------------------
      Net increase in net assets                  162,364,552   172,768,475
Net assets:
 Beginning of period                              212,684,810    39,916,335
                                                  -------------------------
 End of period                                   $375,049,362  $212,684,810
                                                  =========================
Undistributed net investment income 
 included in net assets:
 End of period                                    $ 6,266,552   $ 1,651,344
                                                  =========================

See notes to financial statements.

FRANKLIN REAL ESTATE SECURITIES TRUST
FRANKLIN REAL ESTATE SECURITIES FUND
Notes to Financial Statements


1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

a. Organization:

Franklin Real Estate  Securities Fund (the Fund) is a separate,  non-diversified
series of  Franklin  Real  Estate  Securities  Trust  (the  Trust),  which is an
open-end investment company registered under the Investment Company of 1940. The
Fund seeks total return.

The following summarizes the Fund's significant accounting policies.

b. Security Valuation:

Securities  listed or traded on a  recognized  national  exchange  or NASDAQ are
valued at the latest  reported  sales  price.  Over-the-counter  securities  and
listed  securities  for which no sale is reported are valued within the range of
the latest quoted bid and asked prices. Restricted securities and securities for
which market  quotations  are not readily  available are valued at fair value as
determined by management in accordance with procedures  established by the Board
of Trustees.

c. Income Taxes:

No  provision  has been made for income taxes  because each Fund's  policy is to
qualify as a regulated  investment  company under the Internal  Revenue Code and
distribute all of its taxable income.

d. Security Transactions, Investment Income, Expenses and Distributions:

Security transactions are accounted for on trade date. Realized gains and losses
on security  transactions  are  determined on a specific  identification  basis.
Interest  income and estimated  expenses are accrued daily.  Dividend income and
distributions to shareholders are recorded on the ex-dividend date.

Distributions  received by the Fund from  securities  may be a return of capital
(ROC).  Such  distributions  reduce  the cost basis of the  securities,  and any
distributions in excess of the cost basis are recognized as capital gains.

Realized and unrealized gains and 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.

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


2. CAPITAL STOCK

The fund offers three  classes of shares:  Class I, Class II and Advisor  Class.
The  shares  have  the  same  rights   except  for  their  initial  sales  load,
distribution  fees,  voting  rights on matters  affecting a single class and the
exchange privilege of each class.

At October 31,1997,  there were an unlimited  number of shares  authorized ($.01
par value). Transactions in the Fund's shares were as follows:

<TABLE>
<CAPTION>
                                                       Six Months Ended                   Year Ended
                                                       October 31, 1997                 April 30, 1997
                                                      Shares     Amount              Shares      Amount
<S>                                                <C>       <C>                  <C>         <C>         
Class I
Shares sold                                        7,378,941 $126,906,025         10,056,249  $151,008,579
Shares issued in reinvestment of distributions                                       149,042     2,193,888
Shares redeemed                                   (2,387,304) (41,236,155)        (2,923,144)  (44,187,776)
                                                  ---------------------------------------------------------
Net increase                                       4,991,637 $ 85,669,870          7,282,147  $109,014,691
                                                  ========================================================

                                                      Shares     Amount              Shares      Amount
Class II
Shares sold                                        2,422,148 $ 40,996,915          3,439,134 $  51,025,015
Shares issued in reinvestment of distributions .          --           --             42,697       622,945
Shares redeemed                                     (348,967)  (5,852,710)          (147,017)   (2,205,823)
                                                    ------------------------------------------------------
Net increase                                       2,073,181 $ 35,144,205          3,334,814 $  49,442,137
                                                   =======================================================

                                                                                         Period Ended
                                                                                        April 30, 1997*
                                                      Shares     Amount              Shares      Amount
Advisor Class
Shares sold .                                        114,636  $ 1,961,064             57,886     $ 909,753
Shares redeemed .                                    (36,645)    (656,485)           (17,471)     (281,616)
                                                     ------------------------------------------------------
Net increase                                          77,991  $ 1,304,579             40,415     $ 628,137
                                                      ======================================================
*Effective date of Advisor Class shares             
 was January 2, 1997.
</TABLE>

3. TRANSACTIONS WITH AFFILIATES

Certain  officers and trustees of the Fund are also officers  and/or trustees of
Franklin  Advisers,  Inc.  (Advisers),  Franklin  Templeton  Services,  Inc. (FT
Services),    Franklin/Templeton    Distributors,    Inc.   (Distributors)   and
Franklin/Templeton  Investor  Services,  Inc.  (Investor  Services),  the Fund's
investment manager,  administrative manager,  principal underwriter and transfer
agent, respectively.

3. TRANSACTIONS WITH AFFILIATES (cont.)

The Fund pays an investment  management fee to Advisers based on the average 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

Under an agreement with Advisers, FT Services provides  administrative  services
to the Fund. The fee is paid by Advisers based on average daily net assets,  and
is not an additional expense of the Fund.

Advisers agreed in advance to waive  management  fees, as noted in the Statement
of Operations.

The Fund  reimburses  Distributors up to 0.25% and 1.00% per year of the average
daily net assets of Class I and Class II,  respectively,  for costs  incurred in
marketing the Fund's shares.

Distributors  paid  net  commissions  on  sales  of Fund  shares,  and  received
contingent  deferred  sales  charges  for the period of  $221,934  and  $12,352,
respectively.

4. INCOME TAXES

At  October  31,  1997,  the net  unrealized  appreciation  based on the cost of
investments for income tax purposes of $331,802,398 was as follows:

      Unrealized appreciation                    51,430,545
      Unrealized depreciation                    (2,075,635)
                                                  ----------
      Net unrealized appreciation              $ 49,354,910
                                               =============

5. INVESTMENT TRANSACTIONS

Purchases and sales of securities (excluding short-term  securities) for the
period ended October 31, 1997 aggregated $130,723,902 and $7,787,838,
respectively.

6. RESTRICTED SECURITIES

The Fund may  purchase  securities  through a private  offering  that  generally
cannot be sold to the public without prior registration under the Securities Act
of 1933. The costs of  registering  such  securities are paid by the issuer.  At
October 31, 1997, the Fund held the following  restricted security  representing
1.4% of the Fund's net assets:

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

7. LENDING OF PORTFOLIO SECURITIES

The Fund  loans  securities  to  certain  brokers  for  which it  receives  cash
collateral  against the loaned securities in an amount equal to at least 102% of
the  market  value  of the  loaned  securities.  Net  interest  income  from the
investment  of the cash  collateral  received  was $9,572  for the period  ended
October 31, 1997. The value of the loaned securities was $7,745,719 at October 
31, 1997.


Franklin Real Estate Securities Fund Semi-Annual Report October 31, 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 geographic allocation distribution of the
Franklin Real Estate Securities Fund on October 31, 1997, based on total net
assets.

U.S.Geographic Allocation on October 31, 1997

National                                       35.5%
Southwest                                      19.3%
Northeast                                      11.5%
Northwest                                       8.5%
Midwest                                         6.9%
Cash and Equvalents                             5.3%

GRAPHIC MATERIAL (2)

This chart shows in bar format the property type allocation of the Franklin Real
Estate Securities Fund on October 31, 1997, based on total net assets.

Property -Type Allocation on October 31, 1997

Hotels                                          18.4%
Apartments                                      16.9%
Office                                          12.5%
Industrial                                      11.8%
Retail - Community Centers                       7.1%
Other/Mix                                        6.9%
Storage                                          6.6%
Retail - Regional Malls                          5.8%
Health Care                                      4.1%
Manufactured Home Parks                          2.4%
Home Builders                                    2.2%
Cash                                             5.3%



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