UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-08034 --------- FRANKLIN REAL ESTATE SECURITIES TRUST ------------------------------------- (Exact name of registrant as specified in charter) ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 ---------------------------------------------- (Address of principal executive offices) (Zip code) CRAIG S. TYLE, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906 ------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area Code: (650) 312-2000 -------------- Date of fiscal year end: 4/30 ---- Date of reporting period: 4/30/09 -------- ITEM 1. REPORTS TO STOCKHOLDERS. APRIL 30, 2009 ANNUAL REPORT AND SHAREHOLDER LETTER SIGN UP FOR EDELIVERY Log onto franklintempleton.com and click "My Profile" (GRAPHIC) SECTOR FRANKLIN REAL ESTATE SECURITIES FUND (FRANKLIN TEMPLETON INVESTMENTS(R) LOGO) FRANKLIN - Templeton - Mutual Series Franklin Templeton Investments GAIN FROM OUR PERSPECTIVE(R) Franklin Templeton's distinct multi-manager structure combines the specialized expertise of three world-class investment management groups-- Franklin, Templeton and Mutual Series. SPECIALIZED EXPERTISE Each of our portfolio management groups operates autonomously, relying on its own research and staying true to the unique investment disciplines that underlie its success. FRANKLIN. Founded in 1947, Franklin is a recognized leader in fixed income investing and also brings expertise in growth- and value-style U.S. equity investing. TEMPLETON. Founded in 1940, Templeton pioneered international investing and, in 1954, launched what has become the industry's oldest global fund. Today, with offices in over 25 countries, Templeton offers investors a truly global perspective. MUTUAL SERIES. Founded in 1949, Mutual Series is dedicated to a unique style of value investing, searching aggressively for opportunity among what it believes are undervalued stocks, as well as arbitrage situations and distressed securities. TRUE DIVERSIFICATION Because our management groups work independently and adhere to different investment approaches, Franklin, Templeton and Mutual Series funds typically have distinct portfolios. That's why our funds can be used to build truly diversified allocation plans covering every major asset class. RELIABILITY YOU CAN TRUST At Franklin Templeton Investments, we seek to consistently provide investors with exceptional risk-adjusted returns over the long term, as well as the reliable, accurate and personal service that has helped us become one of the most trusted names in financial services. MUTUAL FUNDS | RETIREMENT PLANS | 529 COLLEGE SAVINGS PLANS | SEPARATE ACCOUNTS (GRAPHIC) Not part of the annual report Contents SHAREHOLDER LETTER ........................................................ 1 ANNUAL REPORT Franklin Real Estate Securities Fund ...................................... 3 Performance Summary ....................................................... 8 Your Fund's Expenses ...................................................... 13 Financial Highlights and Statement of Investments ......................... 15 Financial Statements ...................................................... 20 Notes to Financial Statements ............................................. 24 Report of Independent Registered Public Accounting Firm ................... 33 Tax Designation ........................................................... 34 Board Members and Officers ................................................ 35 Shareholder Information ................................................... 40 Shareholder Letter Dear Shareholder: The 12-month period ended April 30, 2009, was an extraordinary and stressful time for investors and those of us who have worked in financial markets for many years. During this turbulent period, the U.S. recession deepened, the unemployment rate surged and consumer spending fell. Most stocks suffered major losses as investors worried about an uncertain future. With a new president, Barack Obama, the country and the financial markets were eager to see how effectively the government could address these problems. Although this environment is bound to provoke great concern, we think it is important to put short-term market developments in perspective. Keep in mind that as daunting as current conditions may be, we have navigated through other periods of high market volatility, such as the U.S. stock market's severe decline of 1987 and the bursting of the technology bubble in 2000. We remain committed to our long-term perspective and disciplined investment philosophy. Therefore, we view recent declines as potential opportunities to find bargains that we believe may be well positioned to become eventual winners. Although conditions remain challenging, our experience gives us ample reason to be optimistic about future market stabilization and recovery. Franklin Real Estate Securities Fund's annual report goes into greater detail about prevailing conditions during the period under review. In addition, you will find performance data, financial information and a discussion about investment management decisions. Please remember that all securities markets fluctuate, as do mutual fund share prices. NOT FDIC INSURED | MAY LOSE VALUE | NO BANK GUARANTEE Not part of the annual report | 1 If you would like more frequent updates, franklintempleton.com provides daily prices, monthly performance figures, portfolio holdings and other information. You can also access your account, buy and sell shares, read timely articles, and find helpful financial planning tools. We hope you will take advantage of these online services. Although market conditions are constantly changing, we remain committed to our disciplined strategy as we manage the Fund, keeping in mind the trust you have placed in us. As always, we recommend investors consult their financial advisors and review their portfolios to design a long-term strategy and portfolio allocation that meet their individual needs, goals and risk tolerance. We firmly believe that most people benefit from professional advice, and that advice is invaluable as investors navigate current market conditions. We thank you for investing with Franklin Templeton, welcome your questions and comments, and look forward to serving your investment needs in the years ahead. Sincerely, /s/ Rupert H. Johnson, Jr. Rupert H. Johnson, Jr. President and Chief Executive Officer - Investment Management Franklin Real Estate Securities Trust THIS LETTER REFLECTS OUR ANALYSIS AND OPINIONS AS OF APRIL 30, 2009. THE INFORMATION IS NOT A COMPLETE ANALYSIS OF EVERY ASPECT OF ANY MARKET, COUNTRY, INDUSTRY, SECURITY OR FUND. STATEMENTS OF FACT ARE FROM SOURCES CONSIDERED RELIABLE. 2 | Not part of the annual report Annual Report Franklin Real Estate Securities Fund YOUR FUND'S GOAL AND MAIN INVESTMENTS: Franklin Real Estate Securities Fund seeks to maximize total return by investing at least 80% of its net assets in equity securities of companies in the real estate industry, including real estate investment trusts (REITs) and companies that derive at least half of their assets or revenues from the ownership, construction, management or sale of residential, commercial or industrial real estate.(1) PERFORMANCE DATA REPRESENT PAST PERFORMANCE, WHICH DOES NOT GUARANTEE FUTURE RESULTS. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE, AND YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. CURRENT PERFORMANCE MAY DIFFER FROM FIGURES SHOWN. PLEASE VISIT franklintempleton.com OR CALL (800) 342-5236 FOR MOST RECENT MONTH-END PERFORMANCE. PORTFOLIO BREAKDOWN Based on Total Net Assets as of 4/30/09 (PIE CHART) Real Estate Investment Trusts.... 97.5% Short-Term Investments & Other Net Assets.............. 2.5% This annual report for Franklin Real Estate Securities Fund covers the fiscal year ended April 30, 2009. PERFORMANCE OVERVIEW Franklin Real Estate Securities Fund - Class A had a -51.68% cumulative total return for the 12 months under review. The Fund performed comparably to its narrow benchmark, the S&P U.S. Property Index, which had a -49.68% total return, but underperformed its broad benchmark, the Standard & Poor's 500 (1.) A REIT is a type of real estate company that is dedicated to owning and usually operating income-producing real estate properties such as apartments, hotels, industrial properties, office buildings or shopping centers. Equity REITs generally receive income from rents received, are generally operated by experienced property management teams and typically concentrate on a specific geographic region or property type. THE DOLLAR VALUE, NUMBER OF SHARES OR PRINCIPAL AMOUNT, AND NAMES OF ALL PORTFOLIO HOLDINGS ARE LISTED IN THE FUND'S STATEMENT OF INVESTMENTS (SOI). THE SOI BEGINS ON PAGE 19. Annual Report | 3 Index (S&P 500), which had a -35.31% total return for the same period.(2) You can find the Fund's long-term performance data in the Performance Summary beginning on page 8. ECONOMIC AND MARKET OVERVIEW During the 12-month period ended April 30, 2009, the U.S. economy and stock markets suffered significant declines, but tentative signs of stabilization emerged near period-end. The government's abrupt conservatorship of Fannie Mae and Freddie Mac in early September 2008 and the failure of several blue chip banks and financial institutions roiled equity markets for most of the reporting period. Despite government interventions and massive emergency funding, the nation's economic troubles were exacerbated as manufacturing activity weakened at its fastest pace in nearly 30 years. Although home sales declined for most of the period, they edged higher near period-end. Jobless claims mounted and the unemployment rate rose to 8.9% in April 2009.(3) Reflecting a broad-based contraction in consumer spending, falling corporate profits and slowing exports, economic growth, as measured by gross domestic product (GDP), fell in the third and fourth quarters of 2008 at annualized rates of 0.5% and 6.3% after increasing at a 2.8% annualized rate in the second quarter. In 2009's first quarter, GDP declined at an estimated 5.7% annualized rate. Oil prices stood at $113 per barrel at the beginning of the period, but retreated dramatically to $51 by period-end. Many other commodities such as agricultural products and base metals followed similar trends. Partially as a result of the steep price corrections, inflation declined significantly during the period, and April's inflation rate was an annualized -0.7%.(3) Core inflation, which excludes food and energy costs, rose at a 1.9% annual rate, which was within the Federal Reserve Board's (Fed's) informal target range of 1.5%-2.0%.(3) A slowing economy and decelerating inflation prompted policymakers to further lower interest rates and enact stimulus plans. During the 12 months under review, the Fed lowered the federal funds target rate to a range of 0% to 0.25% from 2.00% at the start of the period. The government introduced various new measures to enhance market liquidity and outlined details of its Public-Private (2.) Source: (C) 2009 Morningstar. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. The S&P U.S. Property Index measures the investible universe of publicly traded property companies in the U.S. The S&P 500 consists of 500 stocks chosen for market size, liquidity and industry group representation. Each stock's weight in the index is proportionate to its market value. The S&P 500 is one of the most widely used benchmarks of U.S. equity performance. The indexes are unmanaged and include reinvested dividends. One cannot invest directly in an index, nor is an index representative of the Fund's portfolio. (3.) Source: Bureau of Labor Statistics. 4 | Annual Report Investment Program, with an objective of removing devalued real estate-related assets from banks' balance sheets. Market volatility was high during the reporting period, but near period-end, stock markets began to rebound from severely depressed levels. Overall, however, they declined significantly during the period. For the 12 months under review, the blue chip stocks of the Dow Jones Industrial Average had a total return of - -34.19%, the broader S&P 500 a -35.31% total return, and the technology-heavy NASDAQ Composite Index a -28.13% total return.(4) All sectors lost value, and the financials, industrials and energy sectors had the largest declines. INVESTMENT STRATEGY We are research-driven, fundamental investors with an active investment strategy. We use a bottom-up, value-oriented, long-term approach that incorporates macro-level views in our evaluation process. We analyze individual stock and real estate market fundamentals including supply and demand trends and outlooks for various property types and regional markets while evaluating company management and a security's underlying properties. MANAGER'S DISCUSSION During the reporting period, stock selection in office REITs and specialized REITs hurt the Fund's performance relative to the narrow benchmark S&P U.S. Property Index. Weakening fundamental conditions negatively affected office REITs and some specialized REITs such as hotels, due to their relatively high correlation to economic decline. Significant detractors included office REIT SL Green Realty, which suffered from its exposure to the midtown Manhattan office market, and office REIT Digital Realty. Based on our analysis, we held a positive outlook on Digital Realty's prospects due to relatively resilient demand for data centers and Internet services in the economic slowdown. Within the specialized REITs sector, Health Care REIT detracted from relative performance, as did Hospitality Properties Trust, a hotel REIT that we sold during the Fund's fiscal year. In our view, Health Care REIT's prospects appeared favorable due to its secure dividend yield and because a sizable portion of its revenues were from TOP 10 HOLDINGS 4/30/09 COMPANY % OF TOTAL SECTOR/INDUSTRY NET ASSETS - --------------- ---------- Simon Property Group Inc. 8.9% REAL ESTATE INVESTMENT TRUSTS Vornado Realty Trust 6.8% REAL ESTATE INVESTMENT TRUSTS Boston Properties Inc. 6.1% REAL ESTATE INVESTMENT TRUSTS Ventas Inc. 4.5% REAL ESTATE INVESTMENT TRUSTS Kimco Realty Corp. 4.2% REAL ESTATE INVESTMENT TRUSTS Public Storage 4.0% REAL ESTATE INVESTMENT TRUSTS HCP Inc. 3.9% REAL ESTATE INVESTMENT TRUSTS Equity Residential 3.2% REAL ESTATE INVESTMENT TRUSTS Federal Realty Investment Trust 3.2% REAL ESTATE INVESTMENT TRUSTS Host Hotels & Resorts Inc. 3.1% REAL ESTATE INVESTMENT TRUSTS (4.) Source: (C) 2009 Morningstar. The Dow Jones Industrial Average is price weighted based on the average market price of 30 blue chip stocks of companies that are generally industry leaders. See footnote 2 for a description of the S&P 500. The NASDAQ Composite Index measures all NASDAQ domestic and international based common type stocks listed on The NASDAQ Stock Market. The index is market value weighted and includes more than 3,000 companies. Annual Report | 5 government reimbursements. Other holdings that hurt performance included industrial REIT ProLogis and retail REIT National Retail Properties. On the other hand, stock selection among residential and diversified REITs contributed to the Fund's performance relative to its narrow benchmark. An underweighted position in residential REITs also supported Fund returns, and key contributors included Equity Lifestyle Properties and Equity Residential, which declined in value less than the narrow benchmark. Manufactured home REIT Equity Lifestyles Properties benefited from lower prices for trailer park homes and recreational vehicles and an ability to rent to customers unable to purchase. Equity Residential, the largest U.S. apartment REIT, owns and operates apartment buildings located mainly on the east and west coasts. In the first part of the reporting period, Equity Residential experienced increased rental demand amid declining home values. Office and industrial REIT Liberty Property Trust was a notable contributor. Other contributors included Corporate Office Properties Trust, an office REIT, and Public Storage, a specialized REIT. Corporate Office Properties Trust operates in economically independent niche markets and caters to several government agencies and associated contractors. Public Storage, a large self-storage REIT, was supported by increased storage demand by individuals who downsized their living space and small businesses that scaled down inventories. 6 | Annual Report Thank you for your continued participation in Franklin Real Estate Securities Fund. We look forward to serving your future investment needs. (PHOTO OF JOHN W. FOSTER) /s/ John W. Foster John W. Foster (PHOTO OF DAVID LEVY) /s/ David Levy David Levy Portfolio Management Team Franklin Real Estate Fund THE FOREGOING INFORMATION REFLECTS OUR ANALYSIS, OPINIONS AND PORTFOLIO HOLDINGS AS OF APRIL 30, 2009, THE END OF THE REPORTING PERIOD. THE WAY WE IMPLEMENT OUR MAIN INVESTMENT STRATEGIES AND THE RESULTING PORTFOLIO HOLDINGS MAY CHANGE DEPENDING ON FACTORS SUCH AS MARKET AND ECONOMIC CONDITIONS. THESE OPINIONS MAY NOT BE RELIED UPON AS INVESTMENT ADVICE OR AN OFFER FOR A PARTICULAR SECURITY. THE INFORMATION IS NOT A COMPLETE ANALYSIS OF EVERY ASPECT OF ANY MARKET, COUNTRY, INDUSTRY, SECURITY OR THE FUND. STATEMENTS OF FACT ARE FROM SOURCES CONSIDERED RELIABLE, BUT THE INVESTMENT MANAGER MAKES NO REPRESENTATION OR WARRANTY AS TO THEIR COMPLETENESS OR ACCURACY. ALTHOUGH HISTORICAL PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS, THESE INSIGHTS MAY HELP YOU UNDERSTAND OUR INVESTMENT MANAGEMENT PHILOSOPHY. Annual Report | 7 Performance Summary as of 4/30/09 Your dividend income will vary depending on dividends or interest paid by securities in the Fund's portfolio, adjusted for operating expenses of each class. Capital gain distributions are net profits realized from the sale of portfolio securities. The performance table and graphs do not reflect any taxes that a shareholder would pay on Fund dividends, capital gain distributions, if any, or any realized gains on the sale of Fund shares. Total return reflects reinvestment of the Fund's dividends and capital gain distributions, if any, and any unrealized gains or losses. PRICE AND DISTRIBUTION INFORMATION CLASS A (SYMBOL: FREEX) CHANGE 4/30/09 4/30/08 - ----------------------- ------- ------- ------- Net Asset Value (NAV) -$10.69 $7.84 $18.53 DISTRIBUTIONS (5/1/08-4/30/09) Dividend Income $0.3574 Long-Term Capital Gain $0.9353 Total $1.2927 CLASS B (SYMBOL: FBREX) CHANGE 4/30/09 4/30/08 - ----------------------- ------- ------- ------- Net Asset Value (NAV) -$10.55 $7.70 $18.25 DISTRIBUTIONS (5/1/08-4/30/09) Dividend Income $0.3576 Long-Term Capital Gain $0.9353 Total $1.2929 CLASS C (SYMBOL: FRRSX) CHANGE 4/30/09 4/30/08 - ----------------------- ------- ------- ------- Net Asset Value (NAV) -$10.49 $7.64 $18.13 DISTRIBUTIONS (5/1/08-4/30/09) Dividend Income $0.2724 Long-Term Capital Gain $0.9353 Total $1.2077 ADVISOR CLASS (SYMBOL: FRLAX) CHANGE 4/30/09 4/30/08 - ----------------------------- ------- ------- ------- Net Asset Value (NAV) -$10.73 $7.89 $18.62 DISTRIBUTIONS (5/1/08-4/30/09) Dividend Income $0.3867 Long-Term Capital Gain $0.9353 Total $1.3220 8 | Annual Report Performance Summary (CONTINUED) PERFORMANCE CUMULATIVE TOTAL RETURN EXCLUDES SALES CHARGES. AVERAGE ANNUAL TOTAL RETURNS AND VALUE OF $10,000 INVESTMENT INCLUDE MAXIMUM SALES CHARGES. CLASS A: 5.75% MAXIMUM INITIAL SALES CHARGE; CLASS B: CONTINGENT DEFERRED SALES CHARGE (CDSC) DECLINING FROM 4% TO 1% OVER SIX YEARS, AND ELIMINATED THEREAFTER; CLASS C: 1% CDSC IN FIRST YEAR ONLY; ADVISOR CLASS: NO SALES CHARGES. CLASS A 1-YEAR 5-YEAR 10-YEAR - ------- ------- ------- ------- Cumulative Total Return(1) -51.68% -29.39% +18.93% Average Annual Total Return(2) -54.46% -7.82% +1.15% Value of $10,000 Investment(3) $ 4,554 $ 6,655 $11,207 Avg. Ann. Total Return (3/31/09)(4) -62.32% -14.86% -0.25% Total Annual Operating Expenses(5) 1.03% CLASS B 1-YEAR 5-YEAR 10-YEAR - ------- ------- ------- ------- Cumulative Total Return(1) -51.73% -31.31% +12.18% Average Annual Total Return(2) -53.42% -7.44% +1.16% Value of $10,000 Investment(3) $ 4,658 $ 6,794 $11,218 Avg. Ann. Total Return (3/31/09)(4) -61.45% -14.51% -0.25% Total Annual Operating Expenses(5) 1.59% CLASS C 1-YEAR 5-YEAR 10-YEAR - ------- ------- ------- ------- Cumulative Total Return(1) -52.04% -31.94% +10.48% Average Annual Total Return(2) -52.46% -7.41% +1.00% Value of $10,000 Investment(3) $ 4,754 $ 6,806 $11,048 Avg. Ann. Total Return (3/31/09)(4) -60.65% -14.46% -0.39% Total Annual Operating Expenses(5) 1.78% ADVISOR CLASS 1-YEAR 5-YEAR 10-YEAR - ------------- ------- ------- ------- Cumulative Total Return(1) -51.53% -28.48% +22.03% Average Annual Total Return(2) -51.53% -6.48% +2.01% Value of $10,000 Investment(3) $ 4,847 $ 7,152 $12,203 Avg. Ann. Total Return (3/31/09)(4) -59.91% -13.61% +0.59% Total Annual Operating Expenses(5) 0.78% PERFORMANCE DATA REPRESENT PAST PERFORMANCE, WHICH DOES NOT GUARANTEE FUTURE RESULTS. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE, AND YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. CURRENT PERFORMANCE MAY DIFFER FROM FIGURES SHOWN. FOR MOST RECENT MONTH-END PERFORMANCE, SEE "FUNDS AND PERFORMANCE" AT franklintempleton.com OR CALL (800) 342-5236. Annual Report | 9 Performance Summary (CONTINUED) TOTAL RETURN INDEX COMPARISON FOR A HYPOTHETICAL $10,000 INVESTMENT Total return represents the change in value of an investment over the periods shown. It includes any current, applicable, maximum sales charge, Fund expenses, account fees and reinvested distributions. The unmanaged indexes include reinvestment of any income or distributions. They differ from the Fund in composition and do not pay management fees or expenses. One cannot invest directly in an index. AVERAGE ANNUAL TOTAL RETURN CLASS A 4/30/09 - ------- ------- 1-Year -54.46% 5-Year -7.82% 10-Year +1.15% CLASS A (5/1/99-4/30/09) (PERFORMANCE GRAPH) FRANKLIN REAL ESTATE S&P BMI U.S. DATE SECURITIES FUND - CLASS A S&P 500 INDEX PROPERTY INDEX - ------------- ------------------------- ------------- -------------- 5/1/1999 $ 9,423 $10,000 $10,000 5/31/1999 $ 9,541 $ 9,764 $10,246 6/30/1999 $ 9,385 $10,306 $10,083 7/31/1999 $ 8,957 $ 9,984 $ 9,754 8/31/1999 $ 8,796 $ 9,935 $ 9,602 9/30/1999 $ 8,448 $ 9,662 $ 9,216 10/31/1999 $ 8,256 $10,274 $ 9,019 11/30/1999 $ 8,070 $10,482 $ 8,829 12/31/1999 $ 8,388 $11,100 $ 9,080 1/31/2000 $ 8,375 $10,542 $ 9,107 2/29/2000 $ 8,198 $10,343 $ 8,907 3/31/2000 $ 8,600 $11,354 $ 9,215 4/30/2000 $ 9,162 $11,013 $ 9,827 5/31/2000 $ 9,367 $10,787 $ 9,921 6/30/2000 $ 9,817 $11,053 $10,217 7/31/2000 $10,667 $10,880 $11,118 8/31/2000 $10,306 $11,556 $10,716 9/30/2000 $10,589 $10,946 $11,133 10/31/2000 $10,182 $10,899 $10,700 11/30/2000 $10,270 $10,040 $10,877 12/31/2000 $10,975 $10,089 $11,629 1/31/2001 $11,196 $10,447 $11,744 2/28/2001 $11,003 $ 9,495 $11,566 3/31/2001 $10,938 $ 8,893 $11,712 4/30/2001 $11,213 $ 9,584 $11,978 5/31/2001 $11,158 $ 9,648 $12,305 6/30/2001 $11,709 $ 9,414 $13,040 7/31/2001 $11,416 $ 9,321 $12,789 8/31/2001 $11,667 $ 8,737 $13,249 9/30/2001 $11,058 $ 8,032 $12,763 10/31/2001 $10,649 $ 8,185 $12,390 11/30/2001 $11,432 $ 8,813 $13,068 12/31/2001 $11,814 $ 8,890 $13,436 1/31/2002 $11,807 $ 8,760 $13,463 2/28/2002 $12,086 $ 8,591 $13,677 3/31/2002 $12,807 $ 8,915 $14,525 4/30/2002 $12,979 $ 8,374 $14,637 5/31/2002 $13,122 $ 8,312 $14,824 6/30/2002 $13,360 $ 7,720 $15,220 7/31/2002 $12,606 $ 7,118 $14,399 8/31/2002 $12,598 $ 7,165 $14,436 9/30/2002 $12,023 $ 6,386 $13,924 10/31/2002 $11,481 $ 6,949 $13,258 11/30/2002 $11,884 $ 7,358 $13,855 12/31/2002 $12,014 $ 6,925 $13,971 1/31/2003 $11,694 $ 6,744 $13,589 2/28/2003 $11,903 $ 6,643 $13,805 3/31/2003 $12,123 $ 6,707 $14,095 4/30/2003 $12,653 $ 7,260 $14,699 5/31/2003 $13,510 $ 7,642 $15,539 6/30/2003 $13,973 $ 7,740 $15,895 7/31/2003 $14,514 $ 7,876 $16,748 8/31/2003 $14,627 $ 8,030 $16,863 9/30/2003 $15,073 $ 7,944 $17,438 10/31/2003 $15,369 $ 8,394 $17,757 11/30/2003 $16,059 $ 8,468 $18,524 12/31/2003 $16,537 $ 8,912 $19,119 1/31/2004 $17,152 $ 9,075 $19,971 2/29/2004 $17,629 $ 9,202 $20,309 3/31/2004 $18,486 $ 9,063 $21,429 4/30/2004 $15,870 $ 8,920 $18,301 5/31/2004 $16,847 $ 9,043 $19,595 6/30/2004 $17,380 $ 9,219 $20,160 7/31/2004 $17,559 $ 8,914 $20,269 8/31/2004 $18,901 $ 8,950 $21,898 9/30/2004 $19,039 $ 9,047 $21,850 10/31/2004 $19,998 $ 9,185 $23,036 11/30/2004 $20,786 $ 9,556 $24,011 12/31/2004 $21,849 $ 9,882 $25,238 1/31/2005 $20,572 $ 9,641 $23,170 2/28/2005 $21,095 $ 9,844 $23,856 3/31/2005 $20,788 $ 9,669 $23,445 4/30/2005 $21,594 $ 9,486 $24,792 5/31/2005 $22,309 $ 9,788 $25,683 6/30/2005 $23,427 $ 9,802 $26,981 7/31/2005 $24,562 $10,166 $28,879 8/31/2005 $23,961 $10,073 $27,749 9/30/2005 $23,996 $10,155 $27,808 10/31/2005 $23,610 $ 9,986 $27,181 11/30/2005 $24,650 $10,363 $28,297 12/31/2005 $24,739 $10,367 $28,298 1/31/2006 $26,085 $10,642 $30,364 2/28/2006 $26,152 $10,670 $30,916 3/31/2006 $26,729 $10,803 $32,502 4/30/2006 $25,912 $10,948 $31,258 5/31/2006 $24,806 $10,633 $30,326 6/30/2006 $25,331 $10,648 $31,917 7/31/2006 $25,195 $10,713 $33,017 8/31/2006 $26,201 $10,968 $34,341 9/30/2006 $26,797 $11,251 $35,027 10/31/2006 $28,203 $11,617 $37,184 11/30/2006 $30,045 $11,838 $38,941 12/31/2006 $30,004 $12,004 $38,251 1/31/2007 $31,446 $12,186 $41,534 2/28/2007 $30,628 $11,948 $40,555 3/31/2007 $29,257 $12,081 $39,605 4/30/2007 $29,792 $12,616 $39,635 5/31/2007 $30,019 $13,057 $39,582 6/30/2007 $27,075 $12,840 $35,883 7/31/2007 $23,941 $12,442 $33,009 8/31/2007 $24,490 $12,628 $35,070 9/30/2007 $24,637 $13,100 $36,569 10/31/2007 $24,718 $13,309 $36,991 11/30/2007 $22,701 $12,752 $33,468 12/31/2007 $21,668 $12,664 $31,775 1/31/2008 $21,170 $11,904 $31,639 2/29/2008 $20,497 $11,518 $30,412 3/31/2008 $21,952 $11,468 $32,397 4/30/2008 $23,191 $12,026 $34,272 5/31/2008 $23,104 $12,182 $34,319 6/30/2008 $20,812 $11,155 $30,509 7/31/2008 $21,355 $11,061 $31,393 8/31/2008 $21,721 $11,221 $32,130 9/30/2008 $21,557 $10,221 $32,066 10/31/2008 $15,169 $ 8,505 $21,867 11/30/2008 $11,822 $ 7,895 $16,623 12/31/2008 $13,408 $ 7,979 $19,455 1/31/2009 $10,849 $ 7,306 $16,051 2/28/2009 $ 8,562 $ 6,528 $12,655 3/31/2009 $ 8,777 $ 7,100 $13,097 4/30/2009 $11,207 $ 7,779 $17,246 Total Returns 12.07% -22.21% 72.46% AVERAGE ANNUAL TOTAL RETURN CLASS B 4/30/09 - ------- ------- 1-Year -53.42% 5-Year -7.44% 10-Year +1.16% CLASS B (5/1/99-4/30/09) (PERFORMANCE GRAPH) FRANKLIN REAL ESTATE S&P BMI U.S. DATE SECURITIES FUND - CLASS B S&P 500 INDEX PROPERTY INDEX - ------------- ------------------------- ------------- -------------- 5/1/1999 $10,000 $10,000 $10,000 5/31/1999 $10,119 $ 9,764 $10,246 6/30/1999 $ 9,947 $10,306 $10,083 7/31/1999 $ 9,492 $ 9,984 $ 9,754 8/31/1999 $ 9,314 $ 9,935 $ 9,602 9/30/1999 $ 8,938 $ 9,662 $ 9,216 10/31/1999 $ 8,734 $10,274 $ 9,019 11/30/1999 $ 8,529 $10,482 $ 8,829 12/31/1999 $ 8,855 $11,100 $ 9,080 1/31/2000 $ 8,841 $10,542 $ 9,107 2/29/2000 $ 8,646 $10,343 $ 8,907 3/31/2000 $ 9,063 $11,354 $ 9,215 4/30/2000 $ 9,657 $11,013 $ 9,827 5/31/2000 $ 9,860 $10,787 $ 9,921 6/30/2000 $10,335 $11,053 $10,217 7/31/2000 $11,219 $10,880 $11,118 8/31/2000 $10,837 $11,556 $10,716 9/30/2000 $11,127 $10,946 $11,133 10/31/2000 $10,691 $10,899 $10,700 11/30/2000 $10,776 $10,040 $10,877 12/31/2000 $11,510 $10,089 $11,629 1/31/2001 $11,735 $10,447 $11,744 2/28/2001 $11,524 $ 9,495 $11,566 3/31/2001 $11,452 $ 8,893 $11,712 4/30/2001 $11,735 $ 9,584 $11,978 5/31/2001 $11,662 $ 9,648 $12,305 6/30/2001 $12,239 $ 9,414 $13,040 7/31/2001 $11,924 $ 9,321 $12,789 8/31/2001 $12,173 $ 8,737 $13,249 9/30/2001 $11,529 $ 8,032 $12,763 10/31/2001 $11,101 $ 8,185 $12,390 11/30/2001 $11,906 $ 8,813 $13,068 12/31/2001 $12,300 $ 8,890 $13,436 1/31/2002 $12,285 $ 8,760 $13,463 2/28/2002 $12,570 $ 8,591 $13,677 3/31/2002 $13,303 $ 8,915 $14,525 4/30/2002 $13,483 $ 8,374 $14,637 5/31/2002 $13,617 $ 8,312 $14,824 6/30/2002 $13,858 $ 7,720 $15,220 7/31/2002 $13,072 $ 7,118 $14,399 8/31/2002 $13,057 $ 7,165 $14,436 9/30/2002 $12,451 $ 6,386 $13,924 10/31/2002 $11,887 $ 6,949 $13,258 11/30/2002 $12,291 $ 7,358 $13,855 12/31/2002 $12,423 $ 6,925 $13,971 1/31/2003 $12,075 $ 6,744 $13,589 2/28/2003 $12,292 $ 6,643 $13,805 3/31/2003 $12,501 $ 6,707 $14,095 4/30/2003 $13,051 $ 7,260 $14,699 5/31/2003 $13,926 $ 7,642 $15,539 6/30/2003 $14,390 $ 7,740 $15,895 7/31/2003 $14,936 $ 7,876 $16,748 8/31/2003 $15,045 $ 8,030 $16,863 9/30/2003 $15,495 $ 7,944 $17,438 10/31/2003 $15,785 $ 8,394 $17,757 11/30/2003 $16,484 $ 8,468 $18,524 12/31/2003 $16,962 $ 8,912 $19,119 1/31/2004 $17,581 $ 9,075 $19,971 2/29/2004 $18,058 $ 9,202 $20,309 3/31/2004 $18,923 $ 9,063 $21,429 4/30/2004 $16,239 $ 8,920 $18,301 5/31/2004 $17,224 $ 9,043 $19,595 6/30/2004 $17,759 $ 9,219 $20,160 7/31/2004 $17,935 $ 8,914 $20,269 8/31/2004 $19,293 $ 8,950 $21,898 9/30/2004 $19,423 $ 9,047 $21,850 10/31/2004 $20,384 $ 9,185 $23,036 11/30/2004 $21,177 $ 9,556 $24,011 12/31/2004 $22,255 $ 9,882 $25,238 1/31/2005 $20,936 $ 9,641 $23,170 2/28/2005 $21,446 $ 9,844 $23,856 3/31/2005 $21,125 $ 9,669 $23,445 4/30/2005 $21,943 $ 9,486 $24,792 5/31/2005 $22,650 $ 9,788 $25,683 6/30/2005 $23,766 $ 9,802 $26,981 7/31/2005 $24,910 $10,166 $28,879 8/31/2005 $24,278 $10,073 $27,749 9/30/2005 $24,301 $10,155 $27,808 10/31/2005 $23,898 $ 9,986 $27,181 11/30/2005 $24,926 $10,363 $28,297 12/31/2005 $25,004 $10,367 $28,298 1/31/2006 $26,348 $10,642 $30,364 2/28/2006 $26,397 $10,670 $30,916 3/31/2006 $26,966 $10,803 $32,502 4/30/2006 $26,122 $10,948 $31,258 5/31/2006 $24,994 $10,633 $30,326 6/30/2006 $25,504 $10,648 $31,917 7/31/2006 $25,356 $10,713 $33,017 8/31/2006 $26,352 $10,968 $34,341 9/30/2006 $26,929 $11,251 $35,027 10/31/2006 $28,330 $11,617 $37,184 11/30/2006 $30,165 $11,838 $38,941 12/31/2006 $30,097 $12,004 $38,251 1/31/2007 $31,530 $12,186 $41,534 2/28/2007 $30,686 $11,948 $40,555 3/31/2007 $29,303 $12,081 $39,605 4/30/2007 $29,823 $12,616 $39,635 5/31/2007 $30,050 $13,057 $39,582 6/30/2007 $27,102 $12,840 $35,883 7/31/2007 $23,963 $12,442 $33,009 8/31/2007 $24,512 $12,628 $35,070 9/30/2007 $24,659 $13,100 $36,569 10/31/2007 $24,741 $13,309 $36,991 11/30/2007 $22,722 $12,752 $33,468 12/31/2007 $21,688 $12,664 $31,775 1/31/2008 $21,189 $11,904 $31,639 2/29/2008 $20,515 $11,518 $30,412 3/31/2008 $21,972 $11,468 $32,397 4/30/2008 $23,213 $12,026 $34,272 5/31/2008 $23,125 $12,182 $34,319 6/30/2008 $20,831 $11,155 $30,509 7/31/2008 $21,375 $11,061 $31,393 8/31/2008 $21,740 $11,221 $32,130 9/30/2008 $21,577 $10,221 $32,066 10/31/2008 $15,184 $ 8,505 $21,867 11/30/2008 $11,834 $ 7,895 $16,623 12/31/2008 $13,422 $ 7,979 $19,455 1/31/2009 $10,861 $ 7,306 $16,051 2/28/2009 $ 8,572 $ 6,528 $12,655 3/31/2009 $ 8,786 $ 7,100 $13,097 4/30/2009 $11,218 $ 7,779 $17,246 12.18% -22.21% 72.46% 10 | Annual Report Performance Summary (CONTINUED) CLASS C (5/1/99-4/30/09) (PERFORMANCE GRAPH) FRANKLIN REAL ESTATE S&P BMI U.S. DATE SECURITIES FUND - CLASS C S&P 500 INDEX PROPERTY INDEX - ---------- ------------------------- ------------- -------------- 5/1/1999 $10,000 $10,000 $10,000 5/31/1999 $10,120 $ 9,764 $10,246 6/30/1999 $ 9,947 $10,306 $10,083 7/31/1999 $ 9,492 $ 9,984 $ 9,754 8/31/1999 $ 9,312 $ 9,935 $ 9,602 9/30/1999 $ 8,938 $ 9,662 $ 9,216 10/31/1999 $ 8,731 $10,274 $ 9,019 11/30/1999 $ 8,530 $10,482 $ 8,829 12/31/1999 $ 8,856 $11,100 $ 9,080 1/31/2000 $ 8,842 $10,542 $ 9,107 2/29/2000 $ 8,646 $10,343 $ 8,907 3/31/2000 $ 9,063 $11,354 $ 9,215 4/30/2000 $ 9,654 $11,013 $ 9,827 5/31/2000 $ 9,858 $10,787 $ 9,921 6/30/2000 $10,334 $11,053 $10,217 7/31/2000 $11,215 $10,880 $11,118 8/31/2000 $10,831 $11,556 $10,716 9/30/2000 $11,119 $10,946 $11,133 10/31/2000 $10,688 $10,899 $10,700 11/30/2000 $10,774 $10,040 $10,877 12/31/2000 $11,502 $10,089 $11,629 1/31/2001 $11,728 $10,447 $11,744 2/28/2001 $11,524 $ 9,495 $11,566 3/31/2001 $11,451 $ 8,893 $11,712 4/30/2001 $11,728 $ 9,584 $11,978 5/31/2001 $11,662 $ 9,648 $12,305 6/30/2001 $12,235 $ 9,414 $13,040 7/31/2001 $11,919 $ 9,321 $12,789 8/31/2001 $12,169 $ 8,737 $13,249 9/30/2001 $11,526 $ 8,032 $12,763 10/31/2001 $11,096 $ 8,185 $12,390 11/30/2001 $11,905 $ 8,813 $13,068 12/31/2001 $12,299 $ 8,890 $13,436 1/31/2002 $12,284 $ 8,760 $13,463 2/28/2002 $12,562 $ 8,591 $13,677 3/31/2002 $13,297 $ 8,915 $14,525 4/30/2002 $13,477 $ 8,374 $14,637 5/31/2002 $13,613 $ 8,312 $14,824 6/30/2002 $13,860 $ 7,720 $15,220 7/31/2002 $13,062 $ 7,118 $14,399 8/31/2002 $13,047 $ 7,165 $14,436 9/30/2002 $12,444 $ 6,386 $13,924 10/31/2002 $11,870 $ 6,949 $13,258 11/30/2002 $12,283 $ 7,358 $13,855 12/31/2002 $12,408 $ 6,925 $13,971 1/31/2003 $12,066 $ 6,744 $13,589 2/28/2003 $12,284 $ 6,643 $13,805 3/31/2003 $12,493 $ 6,707 $14,095 4/30/2003 $13,037 $ 7,260 $14,699 5/31/2003 $13,915 $ 7,642 $15,539 6/30/2003 $14,376 $ 7,740 $15,895 7/31/2003 $14,932 $ 7,876 $16,748 8/31/2003 $15,041 $ 8,030 $16,863 9/30/2003 $15,485 $ 7,944 $17,438 10/31/2003 $15,776 $ 8,394 $17,757 11/30/2003 $16,477 $ 8,468 $18,524 12/31/2003 $16,957 $ 8,912 $19,119 1/31/2004 $17,570 $ 9,075 $19,971 2/29/2004 $18,048 $ 9,202 $20,309 3/31/2004 $18,917 $ 9,063 $21,429 4/30/2004 $16,231 $ 8,920 $18,301 5/31/2004 $17,219 $ 9,043 $19,595 6/30/2004 $17,749 $ 9,219 $20,160 7/31/2004 $17,925 $ 8,914 $20,269 8/31/2004 $19,280 $ 8,950 $21,898 9/30/2004 $19,412 $ 9,047 $21,850 10/31/2004 $20,377 $ 9,185 $23,036 11/30/2004 $21,165 $ 9,556 $24,011 12/31/2004 $22,237 $ 9,882 $25,238 1/31/2005 $20,922 $ 9,641 $23,170 2/28/2005 $21,443 $ 9,844 $23,856 3/31/2005 $21,113 $ 9,669 $23,445 4/30/2005 $21,925 $ 9,486 $24,792 5/31/2005 $22,634 $ 9,788 $25,683 6/30/2005 $23,754 $ 9,802 $26,981 7/31/2005 $24,893 $10,166 $28,879 8/31/2005 $24,268 $10,073 $27,749 9/30/2005 $24,282 $10,155 $27,808 10/31/2005 $23,887 $ 9,986 $27,181 11/30/2005 $24,919 $10,363 $28,297 12/31/2005 $24,989 $10,367 $28,298 1/31/2006 $26,339 $10,642 $30,364 2/28/2006 $26,388 $10,670 $30,916 3/31/2006 $26,950 $10,803 $32,502 4/30/2006 $26,112 $10,948 $31,258 5/31/2006 $24,979 $10,633 $30,326 6/30/2006 $25,492 $10,648 $31,917 7/31/2006 $25,344 $10,713 $33,017 8/31/2006 $26,343 $10,968 $34,341 9/30/2006 $26,913 $11,251 $35,027 10/31/2006 $28,320 $11,617 $37,184 11/30/2006 $30,152 $11,838 $38,941 12/31/2006 $30,086 $12,004 $38,251 1/31/2007 $31,515 $12,186 $41,534 2/28/2007 $30,678 $11,948 $40,555 3/31/2007 $29,288 $12,081 $39,605 4/30/2007 $29,811 $12,616 $39,635 5/31/2007 $30,020 $13,057 $39,582 6/30/2007 $27,054 $12,840 $35,883 7/31/2007 $23,907 $12,442 $33,009 8/31/2007 $24,443 $12,628 $35,070 9/30/2007 $24,565 $13,100 $36,569 10/31/2007 $24,635 $13,309 $36,991 11/30/2007 $22,607 $12,752 $33,468 12/31/2007 $21,566 $12,664 $31,775 1/31/2008 $21,060 $11,904 $31,639 2/29/2008 $20,389 $11,518 $30,412 3/31/2008 $21,817 $11,468 $32,397 4/30/2008 $23,037 $12,026 $34,272 5/31/2008 $22,935 $12,182 $34,319 6/30/2008 $20,634 $11,155 $30,509 7/31/2008 $21,171 $11,061 $31,393 8/31/2008 $21,516 $11,221 $32,130 9/30/2008 $21,334 $10,221 $32,066 10/31/2008 $15,003 $ 8,505 $21,867 11/30/2008 $11,684 $ 7,895 $16,623 12/31/2008 $13,246 $ 7,979 $19,455 1/31/2009 $10,715 $ 7,306 $16,051 2/28/2009 $ 8,445 $ 6,528 $12,655 3/31/2009 $ 8,662 $ 7,100 $13,097 4/30/2009 $11,048 $ 7,779 $17,246 Total Returns 10.48% -22.21% 72.46% AVERAGE ANNUAL TOTAL RETURN CLASS C 4/30/09 - ------- ------- 1-Year -52.46% 5-Year -7.41% 10-Year +1.00% ADVISOR CLASS (5/1/99-4/30/09) (PERFORMANCE GRAPH) FRANKLIN REAL ESTATE SECURITIES FUND - S&P BMI U.S. DATE ADVISOR CLASS S&P 500 INDEX PROPERTY INDEX - ---------- -------------------- ------------- -------------- 5/1/1999 $10,000 $10,000 $10,000 5/31/1999 $10,131 $ 9,764 $10,246 6/30/1999 $ 9,967 $10,306 $10,083 7/31/1999 $ 9,520 $ 9,984 $ 9,754 8/31/1999 $ 9,349 $ 9,935 $ 9,602 9/30/1999 $ 8,981 $ 9,662 $ 9,216 10/31/1999 $ 8,777 $10,274 $ 9,019 11/30/1999 $ 8,580 $10,482 $ 8,829 12/31/1999 $ 8,920 $11,100 $ 9,080 1/31/2000 $ 8,913 $10,542 $ 9,107 2/29/2000 $ 8,718 $10,343 $ 8,907 3/31/2000 $ 9,150 $11,354 $ 9,215 4/30/2000 $ 9,753 $11,013 $ 9,827 5/31/2000 $ 9,971 $10,787 $ 9,921 6/30/2000 $10,455 $11,053 $10,217 7/31/2000 $11,359 $10,880 $11,118 8/31/2000 $10,982 $11,556 $10,716 9/30/2000 $11,283 $10,946 $11,133 10/31/2000 $10,850 $10,899 $10,700 11/30/2000 $10,944 $10,040 $10,877 12/31/2000 $11,703 $10,089 $11,629 1/31/2001 $11,938 $10,447 $11,744 2/28/2001 $11,740 $ 9,495 $11,566 3/31/2001 $11,675 $ 8,893 $11,712 4/30/2001 $11,969 $ 9,584 $11,978 5/31/2001 $11,910 $ 9,648 $12,305 6/30/2001 $12,504 $ 9,414 $13,040 7/31/2001 $12,192 $ 9,321 $12,789 8/31/2001 $12,460 $ 8,737 $13,249 9/30/2001 $11,812 $ 8,032 $12,763 10/31/2001 $11,383 $ 8,185 $12,390 11/30/2001 $12,217 $ 8,813 $13,068 12/31/2001 $12,627 $ 8,890 $13,436 1/31/2002 $12,627 $ 8,760 $13,463 2/28/2002 $12,925 $ 8,591 $13,677 3/31/2002 $13,692 $ 8,915 $14,525 4/30/2002 $13,891 $ 8,374 $14,637 5/31/2002 $14,044 $ 8,312 $14,824 6/30/2002 $14,306 $ 7,720 $15,220 7/31/2002 $13,493 $ 7,118 $14,399 8/31/2002 $13,493 $ 7,165 $14,436 9/30/2002 $12,879 $ 6,386 $13,924 10/31/2002 $12,300 $ 6,949 $13,258 11/30/2002 $12,730 $ 7,358 $13,855 12/31/2002 $12,880 $ 6,925 $13,971 1/31/2003 $12,530 $ 6,744 $13,589 2/28/2003 $12,761 $ 6,643 $13,805 3/31/2003 $12,994 $ 6,707 $14,095 4/30/2003 $13,576 $ 7,260 $14,699 5/31/2003 $14,493 $ 7,642 $15,539 6/30/2003 $14,989 $ 7,740 $15,895 7/31/2003 $15,577 $ 7,876 $16,748 8/31/2003 $15,706 $ 8,030 $16,863 9/30/2003 $16,185 $ 7,944 $17,438 10/31/2003 $16,510 $ 8,394 $17,757 11/30/2003 $17,249 $ 8,468 $18,524 12/31/2003 $17,767 $ 8,912 $19,119 1/31/2004 $18,434 $ 9,075 $19,971 2/29/2004 $18,946 $ 9,202 $20,309 3/31/2004 $19,868 $ 9,063 $21,429 4/30/2004 $17,063 $ 8,920 $18,301 5/31/2004 $18,119 $ 9,043 $19,595 6/30/2004 $18,694 $ 9,219 $20,160 7/31/2004 $18,894 $ 8,914 $20,269 8/31/2004 $20,344 $ 8,950 $21,898 9/30/2004 $20,496 $ 9,047 $21,850 10/31/2004 $21,534 $ 9,185 $23,036 11/30/2004 $22,388 $ 9,556 $24,011 12/31/2004 $23,536 $ 9,882 $25,238 1/31/2005 $22,163 $ 9,641 $23,170 2/28/2005 $22,734 $ 9,844 $23,856 3/31/2005 $22,409 $ 9,669 $23,445 4/30/2005 $23,285 $ 9,486 $24,792 5/31/2005 $24,062 $ 9,788 $25,683 6/30/2005 $25,270 $ 9,802 $26,981 7/31/2005 $26,500 $10,166 $28,879 8/31/2005 $25,862 $10,073 $27,749 9/30/2005 $25,897 $10,155 $27,808 10/31/2005 $25,491 $ 9,986 $27,181 11/30/2005 $26,611 $10,363 $28,297 12/31/2005 $26,712 $10,367 $28,298 1/31/2006 $28,182 $10,642 $30,364 2/28/2006 $28,255 $10,670 $30,916 3/31/2006 $28,886 $10,803 $32,502 4/30/2006 $28,006 $10,948 $31,258 5/31/2006 $26,816 $10,633 $30,326 6/30/2006 $27,382 $10,648 $31,917 7/31/2006 $27,247 $10,713 $33,017 8/31/2006 $28,350 $10,968 $34,341 9/30/2006 $28,989 $11,251 $35,027 10/31/2006 $30,525 $11,617 $37,184 11/30/2006 $32,531 $11,838 $38,941 12/31/2006 $32,485 $12,004 $38,251 1/31/2007 $34,051 $12,186 $41,534 2/28/2007 $33,170 $11,948 $40,555 3/31/2007 $31,700 $12,081 $39,605 4/30/2007 $32,289 $12,616 $39,635 5/31/2007 $32,547 $13,057 $39,582 6/30/2007 $29,355 $12,840 $35,883 7/31/2007 $25,961 $12,442 $33,009 8/31/2007 $26,566 $12,628 $35,070 9/30/2007 $26,718 $13,100 $36,569 10/31/2007 $26,818 $13,309 $36,991 11/30/2007 $24,629 $12,752 $33,468 12/31/2007 $23,520 $12,664 $31,775 1/31/2008 $22,982 $11,904 $31,639 2/29/2008 $22,255 $11,518 $30,412 3/31/2008 $23,840 $11,468 $32,397 4/30/2008 $25,180 $12,026 $34,272 5/31/2008 $25,085 $12,182 $34,319 6/30/2008 $22,610 $11,155 $30,509 7/31/2008 $23,197 $11,061 $31,393 8/31/2008 $23,606 $11,221 $32,130 9/30/2008 $23,431 $10,221 $32,066 10/31/2008 $16,492 $ 8,505 $21,867 11/30/2008 $12,844 $ 7,895 $16,623 12/31/2008 $14,585 $ 7,979 $19,455 1/31/2009 $11,801 $ 7,306 $16,051 2/28/2009 $ 9,311 $ 6,528 $12,655 3/31/2009 $ 9,558 $ 7,100 $13,097 4/30/2009 $12,203 $ 7,779 $17,246 Total Returns 22.03% -22.21% 72.46% AVERAGE ANNUAL TOTAL RETURN ADVISOR CLASS 4/30/09 - ------------- ------- 1-Year -51.53% 5-Year -6.48% 10-Year +2.01% Annual Report | 11 Performance Summary (CONTINUED) ENDNOTES INVESTING IN A FUND CONCENTRATING IN REAL ESTATE SECURITIES INVOLVES SPECIAL RISKS, SUCH AS DECLINES IN THE VALUE OF REAL ESTATE AND INCREASED SUSCEPTIBILITY TO ADVERSE ECONOMIC OR REGULATORY DEVELOPMENTS AFFECTING THE SECTOR. THE FUND'S INVESTMENTS IN SMALL- AND MEDIUM-CAPITALIZATION STOCKS CARRY SPECIAL RISKS, SINCE THESE SECURITIES HAVE HISTORICALLY BEEN MORE VOLATILE IN PRICE THAN LARGER-CAPITALIZATION STOCKS, PARTICULARLY OVER THE SHORT TERM. EFFECTIVE JULY 1, 2009, THE FUND IS CLASSIFIED AS A NONDIVERSIFIED FUND BECAUSE IT MAY INVEST A GREATER PORTION OF ITS ASSETS IN THE SECURITIES OF ONE ISSUER AND HAVE A SMALLER NUMBER OF ISSUERS THAN A DIVERSIFIED FUND. THE FUND INTENDS, HOWEVER, TO MEET CERTAIN TAX DIVERSIFICATION REQUIREMENTS. THE FUND'S PROSPECTUS ALSO INCLUDES A DESCRIPTION OF THE MAIN INVESTMENT RISKS. CLASS B: These shares have higher annual fees and expenses than Class A shares. CLASS C: Prior to 1/1/04, these shares were offered with an initial sales charge; thus actual total returns would have differed. These shares have higher annual fees and expenses than Class A shares. ADVISOR CLASS: Shares are available to certain eligible investors as described in the prospectus. (1.) Cumulative total return represents the change in value of an investment over the periods indicated. (2.) Average annual total return represents the average annual change in value of an investment over the periods indicated. (3.) These figures represent the value of a hypothetical $10,000 investment in the Fund over the periods indicated. (4.) In accordance with SEC rules, we provide standardized average annual total return information through the latest calendar quarter. (5.) Figures are as stated in the Fund's prospectus current as of the date of this report. In periods of market volatility, assets may decline significantly, causing total annual Fund operating expenses to become higher than the figures shown. (6.) Source: (C) 2009 Morningstar. The S&P 500 consists of 500 stocks chosen for market size, liquidity and industry group representation. Each stock's weight in the index is proportionate to its market value. The S&P 500 is one of the most widely used benchmarks of U.S. equity performance. The S&P U.S. Property Index measures the investible universe of publicly traded property companies in the U.S. 12 | Annual Report Your Fund's Expenses As a Fund shareholder, you can incur two types of costs: - - Transaction costs, including sales charges (loads) on Fund purchases; and - - Ongoing Fund costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs, sometimes referred to as operating expenses. The following table shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other mutual funds. The table assumes a $1,000 investment held for the six months indicated. ACTUAL FUND EXPENSES The first line (Actual) for each share class listed in the table provides actual account values and expenses. The "Ending Account Value" is derived from the Fund's actual return, which includes the effect of Fund expenses. You can estimate the expenses you paid during the period by following these steps. OF COURSE, YOUR ACCOUNT VALUE AND EXPENSES WILL DIFFER FROM THOSE IN THIS ILLUSTRATION: 1. Divide your account value by $1,000. IF AN ACCOUNT HAD AN $8,600 VALUE, THEN $8,600 / $1,000 = 8.6. 2. Multiply the result by the number under the heading "Expenses Paid During Period." IF EXPENSES PAID DURING PERIOD WERE $7.50, THEN 8.6 X $7.50 = $64.50. In this illustration, the estimated expenses paid this period are $64.50. HYPOTHETICAL EXAMPLE FOR COMPARISON WITH OTHER FUNDS Information in the second line (Hypothetical) for each class in the table can help you compare ongoing costs of investing in the Fund with those of other mutual funds. This information may not be used to estimate the actual ending account balance or expenses you paid during the period. The hypothetical "Ending Account Value" is based on the actual expense ratio for each class and an assumed 5% annual rate of return before expenses, which does not represent the Fund's actual return. The figure under the heading "Expenses Paid During Period" shows the hypothetical expenses your account would have incurred under this scenario. You can compare this figure with the 5% hypothetical examples that appear in shareholder reports of other funds. Annual Report | 13 Your Fund's Expenses (CONTINUED) PLEASE NOTE THAT EXPENSES SHOWN IN THE TABLE ARE MEANT TO HIGHLIGHT ONGOING COSTS AND DO NOT REFLECT ANY TRANSACTION COSTS, SUCH AS SALES CHARGES. Therefore, the second line for each class is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transaction costs were included, your total costs would have been higher. Please refer to the Fund prospectus for additional information on operating expenses. BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING VALUE 11/1/08 VALUE 4/30/09 PERIOD* 11/1/08-4/30/09 ----------------- -------------- ----------------------- CLASS A Actual $1,000 $ 738.80 $ 6.85 Hypothetical (5% return before expenses) $1,000 $1,016.91 $ 7.95 CLASS B Actual $1,000 $ 738.20 $ 6.85 Hypothetical (5% return before expenses) $1,000 $1,016.91 $ 7.95 CLASS C Actual $1,000 $ 736.30 $10.12 Hypothetical (5% return before expenses) $1,000 $1,013.14 $11.73 ADVISOR CLASS Actual $1,000 $ 739.90 $ 5.82 Hypothetical (5% return before expenses) $1,000 $1,018.10 $ 6.76 * Expenses are calculated using the most recent six-month expense ratio, annualized for each class (A: 1.59%; B: 1.59%; C: 2.35%; and Advisor: 1.35%), multiplied by the average account value over the period, multiplied by 181/365 to reflect the one-half year period. 14 | Annual Report Franklin Real Estate Securities Trust FINANCIAL HIGHLIGHTS FRANKLIN REAL ESTATE SECURITIES FUND YEAR ENDED APRIL 30, ---------------------------------------------------------- CLASS A 2009 2008 2007 2006 2005 - ------- -------- -------- -------- -------- -------- PER SHARE OPERATING PERFORMANCE (for a share outstanding throughout the year) Net asset value, beginning of year ...................... $ 18.53 $ 26.19 $ 26.95 $ 25.99 $ 20.63 -------- -------- -------- -------- -------- Income from investment operations(a): Net investment income(b) ............................. 0.36 0.46 0.44 0.50 0.49 Net realized and unrealized gains (losses) ........... (9.75) (6.38) 3.60 4.50 6.88 -------- -------- -------- -------- -------- Total from investment operations ........................ (9.39) (5.92) 4.04 5.00 7.37 -------- -------- -------- -------- -------- Less distributions from: Net investment income ................................ (0.36) (0.48) (0.42) (0.61) (0.53) Net realized gains ................................... (0.94) (1.26) (4.38) (3.43) (1.48) -------- -------- -------- -------- -------- Total distributions ..................................... (1.30) (1.74) (4.80) (4.04) (2.01) -------- -------- -------- -------- -------- Contingent deferred sales charges retained by the Fund .. --(c) --(c) -- -- -- Redemption fees(c, d) ................................... -- -- -- -- -- -------- -------- -------- -------- -------- Net asset value, end of year ............................ $ 7.84 $ 18.53 $ 26.19 $ 26.95 $ 25.99 ======== ======== ======== ======== ======== Total return(e) ......................................... (51.68)%(f) (22.16)% 14.97% 20.00% 36.07% RATIOS TO AVERAGE NET ASSETS Expenses(g) ............................................. 1.22% 0.99% 0.96% 0.88% 0.92% Net investment income ................................... 2.92% 2.21% 1.63% 1.84% 2.03% SUPPLEMENTAL DATA Net assets, end of year (000's) ......................... $140,567 $364,296 $751,489 $808,892 $671,587 Portfolio turnover rate ................................. 134.36% 94.51% 15.51% 42.09% 36.90% (a) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. (b) Based on average daily shares outstanding. (c) Amount rounds to less than $0.01 per share. (d) Effective September 1, 2008, the redemption fee was eliminated. (e) Total return does not reflect sales commissions or contingent deferred sales charges, if applicable. (f) The Trust's advisor fully reimbursed the Fund for a loss on transactions not meeting the Fund's investment guidelines, which otherwise would have reduced total return by 0.31%. See Note 9. (g) Benefit of expense reduction rounds to less than 0.01%. The accompanying notes are an integral part of these financial statements. Annual Report | 15 Franklin Real Estate Securities Trust FINANCIAL HIGHLIGHTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND YEAR ENDED APRIL 30, ------------------------------------------------------ CLASS B 2009 2008 2007 2006 2005 - ------- ------- ------- ------ ------- ------- PER SHARE OPERATING PERFORMANCE (for a share outstanding throughout the year) Net asset value, beginning of year ...................... $ 18.25 $ 25.80 $ 26.62 $ 25.77 $ 20.45 ------- ------- ------- ------- ------- Income from investment operations(a): Net investment income(b) ............................. 0.36 0.34 0.24 0.30 0.31 Net realized and unrealized gains (losses) ........... (9.61) (6.27) 3.55 4.45 6.83 ------- ------- ------- ------- ------- Total from investment operations ........................ (9.25) (5.93) 3.79 4.75 7.14 ------- ------- ------- ------- ------- Less distributions from: Net investment income ................................ (0.36) (0.36) (0.23) (0.47) (0.34) Net realized gains ................................... (0.94) (1.26) (4.38) (3.43) (1.48) ------- ------- ------- ------- ------- Total distributions ..................................... (1.30) (1.62) (4.61) (3.90) (1.82) ------- ------- ------- ------- ------- Contingent deferred sales charges retained by the Fund .. --(c) --(c) -- -- -- Redemption fees(c, d) ................................... -- -- -- -- -- ------- ------- ------- ------- ------- Net asset value, end of year ............................ $ 7.70 $ 18.25 $ 25.80 $ 26.62 $ 25.77 ======= ======= ======= ======= ======= Total return(e) ......................................... (51.73)%(f) (22.51)% 14.17% 19.05% 35.12% RATIOS TO AVERAGE NET ASSETS Expenses(g) ............................................. 1.22% 1.55% 1.70% 1.63% 1.66% Net investment income ................................... 2.92% 1.65% 0.89% 1.09% 1.29% SUPPLEMENTAL DATA Net assets, end of year (000's) ......................... $ 7,110 $23,998 $57,353 $71,458 $72,841 Portfolio turnover rate ................................. 134.36% 94.51% 15.51% 42.09% 36.90% (a) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. (b) Based on average daily shares outstanding. (c) Amount rounds to less than $0.01 per share. (d) Effective September 1, 2008, the redemption fee was eliminated. (e) Total return does not reflect sales commissions or contingent deferred sales charges, if applicable. (f) The Trust's advisor fully reimbursed the Fund for a loss on transactions not meeting the Fund's investment guidelines, which otherwise would have reduced total return by 0.31%. See Note 9. (g) Benefit of expense reduction rounds to less than 0.01%. The accompanying notes are an integral part of these financial statements. 16 | Annual Report Franklin Real Estate Securities Trust FINANCIAL HIGHLIGHTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND YEAR ENDED APRIL 30, -------------------------------------------------------- CLASS C 2009 2008 2007 2006 2005 - ------- ------- ------- -------- -------- -------- PER SHARE OPERATING PERFORMANCE (for a share outstanding throughout the year) Net asset value, beginning of year ...................... $ 18.13 $ 25.66 $ 26.50 $ 25.66 $ 20.37 ------- ------- -------- -------- -------- Income from investment operations(a): Net investment income(b) ............................. 0.26 0.30 0.24 0.30 0.31 Net realized and unrealized gains (losses) ........... (9.54) (6.25) 3.53 4.44 6.79 ------- ------- -------- -------- -------- Total from investment operations ........................ (9.28) (5.95) 3.77 4.74 7.10 ------- ------- -------- -------- -------- Less distributions from: Net investment income ................................ (0.27) (0.32) (0.23) (0.47) (0.33) Net realized gains ................................... (0.94) (1.26) (4.38) (3.43) (1.48) ------- ------- -------- -------- -------- Total distributions ..................................... (1.21) (1.58) (4.61) (3.90) (1.81) ------- ------- -------- -------- -------- Contingent deferred sales charges retained by the Fund .. --(c) --(c) -- -- -- Redemption fees(c, d) ................................... -- -- -- -- -- ------- ------- -------- -------- -------- Net asset value, end of year ............................ $ 7.64 $ 18.13 $ 25.66 $ 26.50 $ 25.66 ======= ======= ======== ======== ======== Total return(e) ......................................... (52.04)%(f) (22.72)% 14.16% 19.10% 35.07% RATIOS TO AVERAGE NET ASSETS Expenses(g) ............................................. 1.97% 1.74% 1.70% 1.62% 1.67% Net investment income ................................... 2.17% 1.46% 0.89% 1.10% 1.28% SUPPLEMENTAL DATA Net assets, end of year (000's) ......................... $27,610 $74,259 $155,247 $192,172 $189,468 Portfolio turnover rate ................................. 134.36% 94.51% 15.51% 42.09% 36.90% (a) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. (b) Based on average daily shares outstanding. (c) Amount rounds to less than $0.01 per share. (d) Effective September 1, 2008, the redemption fee was eliminated. (e) Total return does not reflect sales commissions or contingent deferred sales charges, if applicable. (f) The Trust's advisor fully reimbursed the Fund for a loss on transactions not meeting the Fund's investment guidelines, which otherwise would have reduced total return by 0.31%. See Note 9. (g) Benefit of expense reduction rounds to less than 0.01%. The accompanying notes are an integral part of these financial statements. Annual Report | 17 Franklin Real Estate Securities Trust FINANCIAL HIGHLIGHTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND YEAR ENDED APRIL 30, ----------------------------------------------------- ADVISOR CLASS 2009 2008 2007 2006 2005 - ------------- ------- ------- ------- ------- ------- PER SHARE OPERATING PERFORMANCE (for a share outstanding throughout the year) Net asset value, beginning of year ...................... $ 18.62 $ 26.32 $ 27.06 $ 26.06 $ 20.68 ------- ------- ------- ------- ------- Income from investment operations(a): Net investment income(b) ............................. 0.34 0.58 0.51 0.58 0.56 Net realized and unrealized gains (losses) ........... (9.74) (6.48) 3.61 4.52 6.89 ------- ------- ------- ------- ------- Total from investment operations ........................ (9.40) (5.90) 4.12 5.10 7.45 ------- ------- ------- ------- ------- Less distributions from: Net investment income ................................ (0.39) (0.54) (0.48) (0.67) (0.59) Net realized gains ................................... (0.94) (1.26) (4.38) (3.43) (1.48) ------- ------- ------- ------- ------- Total distributions ..................................... (1.33) (1.80) (4.86) (4.10) (2.07) ------- ------- ------- ------- ------- Contingent deferred sales charges retained by the Fund .. --(c) --(c) -- -- -- Redemption fees(c, d) ................................... -- -- -- -- -- ------- ------- ------- ------- ------- Net asset value, end of year ............................ $ 7.89 $ 18.62 $ 26.32 $ 27.06 $ 26.06 ======= ======= ======= ======= ======= Total return ............................................ (51.53)%(e) (22.02)% 15.29% 20.28% 36.46% RATIOS TO AVERAGE NET ASSETS Expenses(f) ............................................. 0.97% 0.74% 0.71% 0.63% 0.67% Net investment income ................................... 3.17% 2.46% 1.88% 2.09% 2.28% SUPPLEMENTAL DATA Net assets, end of year (000's) ......................... $ 1,979 $ 3,751 $49,723 $48,368 $39,990 Portfolio turnover rate ................................. 134.36% 94.51% 15.51% 42.09% 36.90% (a) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. (b) Based on average daily shares outstanding. (c) Amount rounds to less than $0.01 per share. (d) Effective September 1, 2008, the redemption fee was eliminated. (e) The Trust's advisor fully reimbursed the Fund for a loss on transactions not meeting the Fund's investment guidelines, which otherwise would have reduced total return by 0.31%. See Note 9. (f) Benefit of expense reduction rounds to less than 0.01%. The accompanying notes are an integral part of these financial statements. 18 | Annual Report Franklin Real Estate Securities Trust STATEMENT OF INVESTMENTS, APRIL 30, 2009 FRANKLIN REAL ESTATE SECURITIES FUND SHARES VALUE ------------------------------------ ------- ------------ COMMON STOCKS 97.5% REAL ESTATE INVESTMENT TRUSTS 97.5% Alexandria Real Estate Equities Inc. .................................. 59,600 $ 2,174,208 AMB Property Corp. .................................................... 215,900 4,121,531 AvalonBay Communities Inc. ............................................ 73,172 4,156,901 Boston Properties Inc. ................................................ 220,300 10,887,226 Camden Property Trust ................................................. 78,200 2,121,566 CBL & Associates Properties Inc. ...................................... 74,000 587,560 Cedar Shopping Centers Inc. ........................................... 225,900 810,981 Corporate Office Properties Trust ..................................... 96,600 2,952,096 Developers Diversified Realty Corp. ................................... 455,070 1,879,439 Digital Realty Trust Inc. ............................................. 86,000 3,096,860 Douglas Emmett Inc. ................................................... 158,300 1,514,931 EastGroup Properties Inc. ............................................. 45,800 1,539,338 Equity Lifestyle Properties Inc. ...................................... 91,700 3,637,739 Equity Residential .................................................... 248,844 5,696,039 Essex Property Trust Inc. ............................................. 59,100 3,752,259 Federal Realty Investment Trust ....................................... 101,200 5,586,240 HCP Inc. .............................................................. 318,300 6,986,685 Health Care REIT Inc. ................................................. 138,200 4,708,474 Highwoods Properties Inc. ............................................. 84,000 2,015,160 Host Hotels & Resorts Inc. ............................................ 719,236 5,530,925 Kimco Realty Corp. .................................................... 612,600 7,363,452 Liberty Property Trust ................................................ 202,200 4,921,548 The Macerich Co. ...................................................... 151,200 2,650,536 (a) Mack-Cali Realty Corp. ................................................ 199,700 5,363,942 National Retail Properties Inc. ....................................... 189,400 3,359,956 Nationwide Health Properties Inc. ..................................... 147,900 3,651,651 ProLogis .............................................................. 416,300 3,792,493 PS Business Parks Inc. ................................................ 29,000 1,268,750 Public Storage ........................................................ 106,800 7,140,648 Realty Income Corp. ................................................... 236,700 5,285,511 Regency Centers Corp. ................................................. 106,100 3,973,445 Simon Property Group Inc. ............................................. 305,200 15,748,320 SL Green Realty Corp. ................................................. 83,500 1,474,610 Tanger Factory Outlet Centers Inc. .................................... 143,700 4,788,084 Taubman Centers Inc. .................................................. 157,300 3,746,886 UDR Inc. .............................................................. 446,862 4,499,901 Ventas Inc. ........................................................... 277,142 7,937,347 Vornado Realty Trust .................................................. 248,200 12,134,498 ------------ TOTAL COMMON STOCKS (COST $157,552,658) ............................... 172,857,736 ------------ SHORT TERM INVESTMENTS (COST $341,622) 0.2% MONEY MARKET FUNDS 0.2% (b) Franklin Institutional Fiduciary Trust Money Market Portfolio, 0.04% .. 341,622 341,622 ------------ TOTAL INVESTMENTS (COST $157,894,280) 97.7% ........................... 173,199,358 OTHER ASSETS, LESS LIABILITIES 2.3% ................................... 4,067,161 ------------ NET ASSETS 100.0% ..................................................... $177,266,519 ============ See Abbreviations on page 32. (a) A portion or all of the security purchased on a delayed delivery basis. See Note 1(c). (b) See Note 7 regarding investments in the Franklin Institutional Fiduciary Trust Money Market Portfolio. The rate shown is the annualized seven-day yield at period end. The accompanying notes are an integral part of these financial statements. Annual Report | 19 Franklin Real Estate Securities Trust FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES April 30, 2009 FRANKLIN REAL ESTATE SECURITIES FUND --------------- Assets: Investments in securities: Cost - Unaffiliated issuers ................ $ 157,552,658 Cost - Sweep Money Fund (Note 7) ........... 341,622 ------------- Total cost of investments .................. $ 157,894,280 ============= Value - Unaffiliated issuers ............... $ 172,857,736 Value - Sweep Money Fund (Note 7) .......... 341,622 ------------- Total value of investments ................. 173,199,358 Receivables: Investment securities sold ................. 38,482,961 Capital shares sold ........................ 232,654 Dividends .................................. 1,011,683 Other assets .................................. 533 ------------- Total assets ............................ 212,927,189 ------------- Liabilities: Payables: Investment securities purchased ............ 35,016,373 Capital shares redeemed .................... 337,780 Affiliates ................................. 177,624 Accrued expenses and other liabilities ........ 128,893 ------------- Total liabilities ....................... 35,660,670 ------------- Net assets, at value ................. $ 177,266,519 ============= Net assets consist of: Paid-in capital ............................... $ 321,021,854 Undistributed net investment income ........... 207,497 Net unrealized appreciation (depreciation) .... 15,305,078 Accumulated net realized gain (loss) .......... (159,267,910) ------------- Net assets, at value ................. $ 177,266,519 ============= The accompanying notes are an integral part of these financial statements. 20 | Annual Report Franklin Real Estate Securities Trust FINANCIAL STATEMENTS (CONTINUED) STATEMENT OF ASSETS AND LIABILITIES (CONTINUED) April 30, 2009 FRANKLIN REAL ESTATE SECURITIES FUND --------------- CLASS A: Net assets, at value ................................................... $140,567,096 ============ Shares outstanding ..................................................... 17,928,128 ============ Net asset value per share(a) ........................................... $ 7.84 ============ Maximum offering price per share (net asset value per share / 94.25%) .. $ 8.32 ============ CLASS B: Net assets, at value ................................................... $ 7,110,358 ============ Shares outstanding ..................................................... 923,115 ============ Net asset value and maximum offering price per share(a) ................ $ 7.70 ============ CLASS C: Net assets, at value ................................................... $ 27,610,025 ============ Shares outstanding ..................................................... 3,615,202 ============ Net asset value and maximum offering price per share(a) ................ $ 7.64 ============ ADVISOR CLASS: Net assets, at value ................................................... $ 1,979,040 ============ Shares outstanding ..................................................... 250,942 ============ Net asset value and maximum offering price per share ................... $ 7.89 ============ (a) Redemption price is equal to net asset value less contingent deferred sales charges, if applicable. The accompanying notes are an integral part of these financial statements. Annual Report | 21 Franklin Real Estate Securities Trust FINANCIAL STATEMENTS (CONTINUED) STATEMENT OF OPERATIONS for the year ended April 30, 2009 FRANKLIN REAL ESTATE SECURITIES FUND --------------- Investment income: Dividends: Unaffiliated issuers ............................................... $ 11,900,771 Sweep Money Fund (Note 7) .......................................... 355,153 ------------- Total investment income ......................................... 12,255,924 ------------- Expenses: Management fees (Note 3a) ............................................. 1,505,252 Distribution fees: (Note 3c) Class A ............................................................ 580,034 Class B ............................................................ 34,976 Class C ............................................................ 467,167 Transfer agent fees (Note 3e) ......................................... 1,130,609 Custodian fees (Note 4) ............................................... 5,729 Reports to shareholders ............................................... 74,675 Registration and filing fees .......................................... 87,508 Professional fees ..................................................... 47,548 Trustees' fees and expenses ........................................... 14,320 Other ................................................................. 18,350 ------------- Total expenses .................................................. 3,966,168 Expense reductions (Note 4) ..................................... (254) ------------- Net expenses ................................................. 3,965,914 ------------- Net investment income ..................................... 8,290,010 ------------- Realized and unrealized gains (losses): Net realized gain (loss) from: Investments ........................................................ (161,792,843) Realized gain distributions from REITs ............................. 10,003,026 Foreign currency transactions ...................................... (693) ------------- Net realized gain (loss) .................................. (151,790,510) ------------- Net change in unrealized appreciation (depreciation) on: Investments ........................................................ (86,073,793) Translation of other assets and liabilities denominated in foreign currencies .............................................. (747) ------------- Net change in unrealized appreciation (depreciation) ...... (86,074,540) ------------- Net increase from payments by affiliates and net losses realized on the disposal of investments in violation of restrictions (Note 9) .. 1,153,995 ------------- Net realized and unrealized gain (loss) .................................. (236,711,055) ------------- Net increase (decrease) in net assets resulting from operations .......... $(228,421,045) ============= The accompanying notes are an integral part of these financial statements. 22 | Annual Report Franklin Real Estate Securities Trust FINANCIAL STATEMENTS (CONTINUED) STATEMENTS OF CHANGES IN NET ASSETS FRANKLIN REAL ESTATE SECURITIES FUND ------------------------------ YEAR ENDED APRIL 30, ------------------------------ 2009 2008 ------------- -------------- Increase (decrease) in net assets: Operations: Net investment income ................................................ $ 8,290,010 $ 13,105,598 Net realized gain (loss) from investments and foreign currency transactions ...................................................... (151,790,510) 17,049,587 Net change in unrealized appreciation (depreciation) on investments and translation of other assets and liabilities denominated in foreign currencies ................................................ (86,074,540) (236,452,693) Net increase from payments by affiliates and net losses realized on the disposal of investments in violation of restrictions .......... 1,153,995 -- ------------- -------------- Net increase (decrease) in net assets resulting from operations ... (228,421,045) (206,297,508) ------------- -------------- Distributions to shareholders from: Net investment income Class A ........................................................... (6,722,673) (11,091,340) Class B ........................................................... (422,448) (597,753) Class C ........................................................... (1,062,302) (1,531,927) Advisor Class ..................................................... (78,272) (699,908) Net realized gains: Class A ........................................................... (17,167,711) (25,948,466) Class B ........................................................... (971,910) (1,905,516) Class C ........................................................... (3,381,052) (5,416,489) Advisor Class ..................................................... (223,653) (261,854) ------------- -------------- Total distributions to shareholders ..................................... (30,030,021) (47,453,253) ------------- -------------- Capital share transactions: (Note 2) Class A ........................................................... (20,634,930) (197,074,002) Class B ........................................................... (4,714,620) (18,894,412) Class C ........................................................... (5,787,022) (41,790,573) Advisor Class ..................................................... 533,067 (36,022,748) ------------- -------------- Total capital share transactions ........................................ (30,603,505) (293,781,735) ------------- -------------- Contingent deferred sales charges retained by the Fund .................. 15,469 20,608 Redemption fees ......................................................... 310 4,810 ------------- -------------- Net increase (decrease) in net assets .......................... (289,038,792) (547,507,078) Net assets: Beginning of year ....................................................... 466,305,311 1,013,812,389 ------------- -------------- End of year ............................................................. $ 177,266,519 $ 466,305,311 ============= ============== Undistributed net investment income included in net assets: End of year ............................................................. $ 207,497 $ 208,041 ============= ============== The accompanying notes are an integral part of these financial statements. Annual Report | 23 Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS FRANKLIN REAL ESTATE SECURITIES FUND 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Franklin Real Estate Securities Trust (Trust) is registered under the Investment Company Act of 1940, as amended, (1940 Act) as an open-end investment company, consisting of one fund, the Franklin Real Estate Securities Fund (Fund). The Fund offers four classes of shares: Class A, Class B, Class C, and Advisor Class. Each class of shares differs by its initial sales load, contingent deferred sales charges, distribution fees, voting rights on matters affecting a single class and its exchange privilege. The following summarizes the Fund's significant accounting policies. A. SECURITY VALUATION Securities listed on a securities exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Over-the-counter securities and listed securities for which there is no reported sale are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market. Investments in open-end mutual funds are valued at the closing net asset value. The Trust has procedures to determine the fair value of individual securities and other assets for which market prices are not readily available or which may not be reliably priced. Methods for valuing these securities may include: fundamental analysis, matrix pricing, discounts from market prices of similar securities, or discounts applied due to the nature and duration of restrictions on the disposition of the securities. Due to the inherent uncertainty of valuations of such securities, the fair values may differ significantly from the values that would have been used had a ready market for such investments existed. Occasionally, events occur between the time at which trading in a security is completed and the close of the NYSE that might call into question the availability (including the reliability) of the value of a portfolio security held by the Fund. If such an event occurs, the securities may be valued using fair value procedures, which may include the use of independent pricing services. All security valuation procedures are approved by the Trust's Board of Trustees. B. FOREIGN CURRENCY TRANSLATION Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Trust's Board of Trustees. 24 | Annual Report Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) B. FOREIGN CURRENCY TRANSLATION (CONTINUED) The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments on the Statement of Operations. Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period. C. SECURITIES PURCHASED ON A DELAYED DELIVERY BASIS The Fund may purchase securities on a 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 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, it may sell the securities before the settlement date. Sufficient assets have been segregated for these securities. D. FOREIGN CURRENCY CONTRACTS When the Fund purchases or sells foreign securities it may enter into foreign exchange contracts to minimize foreign exchange risk from the trade date to the settlement date of the transactions. A foreign exchange contract is an agreement between two parties to exchange different currencies at an agreed upon exchange rate at a future date. Realized and unrealized gains and losses on these contracts are included in the Statement of Operations. The risks of these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the possible inability of the counterparties to fulfill their obligations under the contracts, which may be in excess of the amount reflected in the Statement of Assets and Liabilities. E. INCOME TAXES No provision has been made for U.S. income taxes because it is the Fund's policy to qualify as a regulated investment company under the Internal Revenue Code and to distribute to shareholders substantially all of its taxable income and net realized gains. The Fund has reviewed the tax positions, taken on federal income tax returns, for each of the three open tax years and as of April 30, 2009, and has determined that no provision for income tax is required in the Fund's financial statements. Annual Report | 25 Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) F. 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. Estimated expenses are accrued daily. Dividend income is recorded on the ex-dividend date. Distributions to shareholders are recorded on the ex-dividend date and are determined according to income tax regulations (tax basis). Distributable earnings determined on a tax basis may differ from earnings recorded in accordance with accounting principles generally accepted in the United States of America. These differences may be permanent or temporary. Permanent differences are reclassified among capital accounts to reflect their tax character. These reclassifications have no impact on net assets or the results of operations. Temporary differences are not reclassified, as they may reverse in subsequent periods. Realized and unrealized gains and losses and net investment income, not including class specific expenses, are allocated daily to each class of shares based upon the relative proportion of net assets of each class. Differences in per share distributions, by class, are generally due to differences in class specific expenses. Distributions received by the Trust from certain 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. G. ACCOUNTING ESTIMATES The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America 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. H. REDEMPTION FEES A short term trading redemption fee was imposed, with some exceptions, on any fund shares that were redeemed or exchanged within seven calendar days following their purchase date. The redemption fee was 2% of the amount redeemed. Such fees were retained by the fund and accounted for as an addition to paid-in capital. Effective September 1, 2008, the redemption fee was eliminated. 26 | Annual Report Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) I. GUARANTEES AND INDEMNIFICATIONS Under the Trust's organizational documents, its officers and trustees are indemnified by the Trust against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that contain general indemnification clauses. The Trust's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. Currently, the Trust expects the risk of loss to be remote. 2. SHARES OF BENEFICIAL INTEREST At April 30, 2009, there were an unlimited number of shares authorized (without par value). Transactions in the Fund's shares were as follows: YEAR ENDED APRIL 30, ------------------------------------------------------- 2009 2008 ------------------------- --------------------------- SHARES AMOUNT SHARES AMOUNT ---------- ------------ ----------- ------------- CLASS A SHARES: Shares sold ....................... 4,298,229 $ 51,550,550 2,927,657 $ 59,851,699 Shares issued in reinvestment of distributions .................. 2,412,877 22,383,792 1,943,432 34,522,852 Shares redeemed ................... (8,446,515) (94,569,272) (13,906,308) (291,448,553) ---------- ------------ ----------- ------------- Net increase (decrease) ........... (1,735,409) $(20,634,930) (9,035,219) $(197,074,002) ========== ============ =========== ============= CLASS B SHARES: Shares sold ....................... 46,772 $ 564,929 54,981 $ 1,057,718 Shares issued in reinvestment of distributions .................. 137,767 1,273,808 131,029 2,265,121 Shares redeemed ................... (576,415) (6,553,357) (1,094,140) (22,217,251) ---------- ------------ ----------- ------------- Net increase (decrease) ........... (391,876) $ (4,714,620) (908,130) $ (18,894,412) ========== ============ =========== ============= CLASS C SHARES: Shares sold ....................... 626,743 $ 7,986,858 464,143 $ 9,010,610 Shares issued in reinvestment of distributions .................. 446,296 3,973,094 362,534 6,225,096 Shares redeemed ................... (1,553,703) (17,746,974) (2,781,441) (57,026,279) ---------- ------------ ----------- ------------- Net increase (decrease) ........... (480,664) $ (5,787,022) (1,954,764) $ (41,790,573) ========== ============ =========== ============= ADVISOR CLASS SHARES: Shares sold ....................... 123,937 $ 1,323,111 505,619 $ 11,234,023 Shares issued in reinvestment of distributions .................. 29,806 272,668 43,406 895,499 Shares redeemed ................... (104,308) (1,062,712) (2,236,736) (48,152,270) ---------- ------------ ----------- ------------- Net increase (decrease) ........... 49,435 $ 533,067 (1,687,711) $ (36,022,748) ========== ============ =========== ============= Annual Report | 27 Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 3. TRANSACTIONS WITH AFFILIATES Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton Investments. Certain officers and trustees of the Trust are also officers and/or directors/ trustees of the following subsidiaries: SUBSIDIARY AFFILIATION - ---------- ---------------------- Franklin Templeton Institutional, LLC (FT Institutional) Investment manager Franklin Templeton Services, LLC (FT Services) Administrative manager Franklin Templeton Distributors, Inc. (Distributors) Principal underwriter Franklin Templeton Investor Services, LLC (Investor Services) Transfer agent A. MANAGEMENT FEES The Fund pays an investment management fee to FT Institutional based on the month-end net assets of the Fund as follows: ANNUALIZED FEE RATE NET ASSETS - ---------- --------------------------------------------------- 0.625% Up to and including $100 million 0.500% Over $100 million, up to and including $250 million 0.450% Over $250 million, up to and including $7.5 billion 0.440% Over $7.5 billion, up to and including $10 billion 0.430% Over $10 billion, up to and including $12.5 billion 0.420% Over $12.5 billion, up to and including $15 billion 0.400% In excess of $15 billion B. ADMINISTRATIVE FEES Under an agreement with FT Institutional, FT Services provides administrative services to the Fund. The fee is paid by FT Institutional based on average daily net assets, and is not an additional expense of the Fund. C. DISTRIBUTION FEES The Fund's Board of Trustees has adopted distribution plans for each share class, with the exception of Advisor Class shares, pursuant to Rule 12b-1 under the 1940 Act. Under the Fund's Class A reimbursement distribution plan, the Fund reimburses Distributors for costs incurred in connection with the servicing, sale and distribution of the Fund's shares up to the maximum annual plan rate. Under the Class A reimbursement distribution plan, costs exceeding the maximum for the current plan year cannot be reimbursed in subsequent periods. In addition, under the Fund's Class B and C compensation distribution plans, the Fund pays Distributors for costs incurred in connection with the servicing, sale and distribution of the Fund's shares up to the maximum annual plan rate for each class. 28 | Annual Report Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 3. TRANSACTIONS WITH AFFILIATES (CONTINUED) C. DISTRIBUTION FEES (CONTINUED) The maximum annual plan rates, based on the average daily net assets, for each class, are as follows: Class A ............ 0.25% Class B ............ 1.00%(b) Class C ............ 1.00% (b) The Class B maximum annual plan rate consists of a dealer-service fee of 0.25% and an asset based sales charge of 0.75%. Effective December 17, 2007, the Fund discontinued payments of the asset based sales charge in accordance with NASD Rule 2830, which sets forth a maximum aggregate sales charge allowed under the rule. D. SALES CHARGES/UNDERWRITING AGREEMENTS Distributors has advised the Fund of the following commission transactions related to the sales and redemptions of the Fund's shares for the year: Sales charges retained net of commissions paid to unaffiliated broker/dealers ............................................ $59,517 Contingent deferred sales charges retained ................... $ 3,500(a) (a) Net of $15,469 retained by the Fund in accordance with NASD Rule 2830. E. TRANSFER AGENT FEES For the year ended April 30, 2009, the Fund paid transfer agent fees of $1,130,609, of which $756,467 was retained by Investor Services. 4. EXPENSE OFFSET ARRANGEMENT The Fund has entered into an arrangement with its custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund's custodian expenses. During the year ended April 30, 2009, the custodian fees were reduced as noted in the Statement of Operations. 5. INCOME TAXES For tax purposes, capital losses may be carried over to offset future capital gains, if any. At April 30, 2009, the Fund had tax basis capital losses of $32,158,781 expiring in 2017. For tax purposes, realized capital losses occurring subsequent to October 31, may be deferred and treated as occurring on the first day of the following fiscal year. At April 30, 2009, the Fund deferred realized capital losses of $65,285,676. Annual Report | 29 Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 5. INCOME TAXES (CONTINUED) The tax character of distributions paid during the years ended April 30, 2009 and 2008, was as follows: 2009 2008 ----------- ----------- Distributions paid from: Ordinary income ........... $ 8,289,159 $22,912,094 Long term capital gain .... 21,740,862 24,541,159 ----------- ----------- $30,030,021 $47,453,253 =========== =========== At April 30, 2009, the cost of investments, net unrealized appreciation (depreciation), and undistributed ordinary income for income tax purposes were as follows: Cost of investments ..................................... $219,717,734 ============ Unrealized appreciation ................................. $ 8,140,591 Unrealized depreciation ................................. (54,658,967) ------------ Net unrealized appreciation (depreciation) .............. $(46,518,376) ============ Distributable earnings - undistributed ordinary income .. $ 207,497 ============ Net investment income (loss) differs for financial statement and tax purposes primarily due to differing treatment of foreign currency transactions. Net realized gains (losses) differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions and a loss on investments. 6. INVESTMENT TRANSACTIONS Purchases and sales of investments (excluding short term securities) for the year ended April 30, 2009, aggregated $381,317,201 and $392,960,060, respectively. 7. INVESTMENTS IN FRANKLIN INSTITUTIONAL FIDUCIARY TRUST MONEY MARKET PORTFOLIO The Fund may invest in the Franklin Institutional Fiduciary Trust Money Market Portfolio (Sweep Money Fund), an open-end investment company managed by Franklin Advisers, Inc. (an affiliate of the investment manager). Management fees paid by the Fund are reduced on assets invested in the Sweep Money Fund, in an amount not to exceed the management and administrative fees paid by the Sweep Money Fund. 8. CREDIT FACILITY Effective January 23, 2009, the Fund, together with other U.S. registered and foreign investment funds managed by Franklin Templeton Investments (individually, "Borrower"; 30 | Annual Report Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 8. CREDIT FACILITY (CONTINUED) collectively "Borrowers"), entered into a joint syndicated senior unsecured credit facility totaling $725 million (Global Credit Facility) to provide a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests. Under the terms of the Global Credit Facility, the Fund shall, in addition to interest charged on any borrowings made by the Fund and other costs incurred by the Fund, pay its share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon its relative share of the aggregate net assets of all of the Borrowers, including an annual commitment fee based upon the unused portion of the Global Credit Facility. During the period, the Fund incurred commitment fees of $161 of its pro rata portion of the Global Credit Facility, which is reflected in Other expenses on the Statement of Operations. During the year ended April 30, 2009, the Fund did not utilize the Global Credit Facility. 9. INVESTMENT RESTRICTIONS During the year ended April 30, 2009, the Fund inadvertently breached one of its investment restrictions. For the year ended April 30, 2009, the Fund incurred a loss of $1,153,995 on the investments. FT Institutional reimbursed the Fund for such losses incurred which is reflected in the Statement of Operations and the Statements of Changes in Net Assets. 10. FAIR VALUE MEASUREMENTS The Fund adopted Financial Accounting Standards Board (FASB) Statement No. 157, "Fair Value Measurement" (SFAS 157), on May 1, 2008. SFAS 157 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The Fund has determined that the implementation of SFAS 157 did not have a material impact on the Fund's financial statements. SFAS 157 establishes a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Fund's own market assumptions (unobservable inputs). These inputs are used in determining the value of the Fund's investments and are summarized in the following fair value hierarchy: - Level 1 - quoted prices in active markets for identical securities - Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speed, credit risk, etc.) - Level 3 - significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments) Annual Report | 31 Franklin Real Estate Securities Trust NOTES TO FINANCIAL STATEMENTS (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND 10. FAIR VALUE MEASUREMENTS (CONTINUED) The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. At April 30, 2009, all of the Fund's investments in securities carried at fair value were in Level 1 inputs. 11. NEW ACCOUNTING PRONOUNCEMENTS In March 2008, FASB issued FASB Statement No. 161, "Disclosures about Derivative Instruments and Hedging Activities, an amendment of FASB Statement No. 133" (SFAS 161), which expands disclosures about derivative investments and hedging activities. SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. The Trust believes applying the various provisions of SFAS 161 will not have a material impact on its financial statements. In April 2009, FASB issued FASB Staff Position FSP FAS 157-4, "Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly" (FSP FAS 157-4), which provides additional guidance when the volume and level of activity for the asset or liability measured at fair value have significantly decreased. Additionally, FSP FAS 157-4 amends SFAS 157, expanding disclosure requirements by reporting entities surrounding the major categories of assets and liabilities carried at fair value. FSP FAS 157-4 is effective for interim and annual periods ending after June 15, 2009. The Trust is currently evaluating the impact, if any, of applying FSP FAS 157-4. In May 2009, FASB issued Statement No. 165, "Subsequent Events", which is intended to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before the statements are issued or are available to be issued. FASB 165 is effective for interim or annual financial periods ending after June 15, 2009, the adoption of FASB 165 will not have a material impact on the financial statements. ABBREVIATIONS SELECTED PORTFOLIO REIT - Real Estate Investment Trust 32 | Annual Report Franklin Real Estate Securities Trust REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FRANKLIN REAL ESTATE SECURITIES FUND TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF THE FRANKLIN REAL ESTATE SECURITIES FUND In our opinion, the accompanying statement of assets and liabilities, including the statement of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Franklin Real Estate Securities Fund (the "Fund") at April 30, 2009, 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 the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at April 30, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP San Francisco, California June 19, 2009 Annual Report | 33 Franklin Real Estate Securities Trust TAX DESIGNATION (UNAUDITED) FRANKLIN REAL ESTATE SECURITIES FUND Under Section 852(b)(3)(C) of the Internal Revenue Code (Code), the Fund designates the maximum amount allowable but no less than $21,740,862 as a long term capital gain dividend for the fiscal year ended April 30, 2009. Under Section 871(k)(1)(C) of the Code, the Fund designates the maximum amount allowable but no less than $241,065 as interest related dividends for purposes of the tax imposed under Section 871(a)(1)(A) of the Code for the fiscal year ended April 30, 2009. 34 | Annual Report Franklin Real Estate Securities Trust BOARD MEMBERS AND OFFICERS The name, year of birth and address of the officers and board members, as well as their affiliations, positions held with the Trust, principal occupations during the past five years and number of portfolios overseen in the Franklin Templeton Investments fund complex are shown below. Generally, each board member serves until that person's successor is elected and qualified. INDEPENDENT BOARD MEMBERS NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ HARRIS J. ASHTON (1932) Trustee Since 1993 135 Bar-S Foods (meat packing company). One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Director of various companies; and FORMERLY, Director, RBC Holdings, Inc. (bank holding company) (until 2002); and President, Chief Executive Officer and Chairman of the Board, General Host Corporation (nursery and craft centers) (until 1998). ROBERT F. CARLSON (1928) Trustee Since 1998 112 None One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Retired; and FORMERLY, Vice President, senior member and President, Board of Administration, California Public Employees Retirement Systems (CALPERS) (1971-2008); member and Chairman of the Board, Sutter Community Hospitals; member, Corporate Board, Blue Shield of California; and Chief Counsel, California Department of Transportation. SAM GINN (1937) Trustee Since 2007 112 Chevron Corporation (global energy One Franklin Parkway company) and ICO Global San Mateo, CA 94403-1906 Communications (Holdings) Limited (satellite company). PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Private investor; and FORMERLY, Chairman of the Board, Vodafone AirTouch, PLC (wireless company); Chairman of the Board and Chief Executive Officer, AirTouch Communications (cellular communications) (1993-1998) and Pacific Telesis Groups (telephone holding company) (1988-1994). EDITH E. HOLIDAY (1952) Trustee Since 2005 135 Hess Corporation (exploration and One Franklin Parkway refining of oil and gas), H.J. Heinz San Mateo, CA 94403-1906 Company (processed foods and allied products), RTI International Metals, Inc. (manufacture and distribution of titanium), Canadian National Railway (railroad) and White Mountains Insurance Group, Ltd. (holding company). PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Director or Trustee of various companies and trusts; and FORMERLY, Assistant to the President of the United States and Secretary of the Cabinet (1990-1993); General Counsel to the United States Treasury Department (1989-1990); and Counselor to the Secretary and Assistant Secretary for Public Affairs and Public Liaison - United States Treasury Department (1988-1989). Annual Report | 35 NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ FRANK W.T. LAHAYE (1929) Trustee Since 1993 112 Center for Creative Land Recycling One Franklin Parkway (brownfield redevelopment). San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: General Partner, Las Olas L.P. (Asset Management); and FORMERLY, Chairman, Peregrine Venture Management Company (venture capital). FRANK A. OLSON (1932) Trustee Since 2007 135 Hess Corporation (exploration and One Franklin Parkway refining of oil and gas) and Sentient San Mateo, CA 94403-1906 Jet (private jet service). PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Chairman Emeritus, The Hertz Corporation (car rental) (since 2000) (Chairman of the Board (1980-2000) and Chief Executive Officer (1977-1999)); and FORMERLY, Chairman of the Board, President and Chief Executive Officer, UAL Corporation (airlines). LARRY D. THOMPSON (1945) Trustee Since 2007 143 None One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Senior Vice President - Government Affairs, General Counsel and Secretary, PepsiCo, Inc. (consumer products); and FORMERLY, Director, Delta Airlines (aviation) (2003-2005) and Providian Financial Corp. (credit card provider) (1997-2001); Senior Fellow of The Brookings Institution (2003-2004); Visiting Professor, University of Georgia School of Law (2004); and Deputy Attorney General, U.S. Department of Justice (2001-2003). JOHN B. WILSON (1959) Lead Trustee since 112 None One Franklin Parkway Independent 2006 and Lead San Mateo, CA 94403-1906 Trustee Independent Trustee since 2008 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: President and Founder, Hyannis Port Capital, Inc. (real estate and private equity investing); serves on private and non-profit boards; and FORMERLY, Chief Operating Officer and Executive Vice President, Gap, Inc. (retail) (1996-2000); Chief Financial Officer and Executive Vice President - Finance and Strategy, Staples, Inc. (office supplies) (1992-1996); Senior Vice President - Corporate Planning, Northwest Airlines, Inc. (airlines) (1990-1992); and Vice President and Partner, Bain & Company (consulting firm) (1986-1990). INTERESTED BOARD MEMBERS AND OFFICERS NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ **CHARLES B. JOHNSON (1933) Trustee and Since 1993 135 None One Franklin Parkway Chairman of San Mateo, CA 94403-1906 the Board PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Chairman of the Board, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Templeton Worldwide, Inc.; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 42 of the investment companies in Franklin Templeton Investments. 36 | Annual Report NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ **GREGORY E. JOHNSON (1961) Trustee Since 2007 91 None One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Director, President and Chief Executive Officer, Franklin Resources, Inc.; President, Templeton Worldwide, Inc.; Director, Templeton Asset Management Ltd.; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 33 of the investment companies in Franklin Templeton Investments. JAMES M. DAVIS (1952) Chief Chief Compliance Not Applicable Not Applicable One Franklin Parkway Compliance Officer since 2004 San Mateo, CA 94403-1906 Officer and and Vice Vice President President - AML - AML Compliance since Compliance 2006 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Director, Global Compliance, Franklin Resources, Inc.; officer of some of the other subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Director of Compliance, Franklin Resources, Inc. (1994-2001). LAURA F. FERGERSON (1962) Chief Since March 2009 Not Applicable Not Applicable One Franklin Parkway Executive San Mateo, CA 94403-1906 Officer - Finance and Administration PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Vice President, Franklin Templeton Services, LLC; officer of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Director and member of Audit and Valuation Committees, Runkel Funds, Inc. (2003-2004); Assistant Treasurer of most of the investment companies in Franklin Templeton Investments (1997-2003); and Vice President, Franklin Templeton Services, LLC (1997-2003). GASTON GARDEY (1967) Treasurer, Since March 2009 Not Applicable Not Applicable One Franklin Parkway Chief Financial San Mateo, CA 94403-1906 Officer and Chief Accounting Officer PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Director, Fund Accounting, Franklin Templeton Investments; and officer of 28 of the investment companies in Franklin Templeton Investments. EDWARD L. GEARY (1962) Vice President Since March 2009 Not Applicable Not Applicable 500 East Broward Blvd. Suite 2100 Fort Lauderdale, FL 33394-3091 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Senior Vice President, Franklin Templeton Services, LLC; Senior Vice President, Templeton Worldwide, Inc.; and officer of some of the other subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments. Annual Report | 37 NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ ALIYA S. GORDON (1973) Vice President Since March 2009 Not Applicable Not Applicable One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Associate General Counsel, Franklin Templeton Investments; officer of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Litigation Associate, Steefel, Levitt & Weiss, LLP (2000-2004). DAVID P. GOSS (1947) Vice President Since 2000 Not Applicable Not Applicable One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Senior Associate General Counsel, Franklin Templeton Investments; officer and/or director, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments. RUPERT H. JOHNSON, JR. (1940) President and Since 2002 Not Applicable Not Applicable One Franklin Parkway Chief San Mateo, CA 94403-1906 Executive Officer - Investment Management PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Vice Chairman, Member - Office of the Chairman and Director, Franklin Resources, Inc.; Director, Franklin Advisers, Inc. and Templeton Worldwide, Inc.; Senior Vice President, Franklin Advisory Services, LLC; and officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 44 of the investment companies in Franklin Templeton Investments. KAREN L. SKIDMORE (1952) Vice President Since 2006 Not Applicable Not Applicable One Franklin Parkway and Secretary San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: Senior Associate General Counsel, Franklin Templeton Investments; and officer of 30 of the investment companies in Franklin Templeton Investments. 38 | Annual Report NUMBER OF PORTFOLIOS IN NAME, YEAR OF BIRTH LENGTH OF FUND COMPLEX OVERSEEN AND ADDRESS POSITION TIME SERVED BY BOARD MEMBER* OTHER DIRECTORSHIPS HELD - ------------------- --------------- ------------------ ----------------------- ------------------------------------ CRAIG S. TYLE (1960) Vice President Since 2005 Not Applicable Not Applicable One Franklin Parkway San Mateo, CA 94403-1906 PRINCIPAL OCCUPATION DURING PAST 5 YEARS: General Counsel and Executive Vice President, Franklin Resources, Inc.; officer of some of the other subsidiaries of Franklin Resources, Inc. and of 46 of the investment companies in Franklin Templeton Investments; and FORMERLY, Partner, Shearman & Sterling, LLP (2004-2005); and General Counsel, Investment Company Institute (ICI) (1997-2004). * We base the number of portfolios on each separate series of the U.S. registered investment companies within the Franklin Templeton Investments fund complex. These portfolios have a common investment manager or affiliated investment managers. ** Charles B. Johnson is considered to be an interested person of the Trust under the federal securities laws due to his position as officer and director and major shareholder of Franklin Resources, Inc. (Resources), which is the parent company of the Fund's investment manager and distributor. Gregory E. Johnson is considered to be an interested person of the Trust under the federal securities laws due to his position as officer and director of Resources. Note 1: Charles B. Johnson and Rupert H. Johnson, Jr. are brothers and the father and uncle, respectively, of Gregory E. Johnson. Note 2: Officer information is current as of the date of this report. It is possible that after this date, information about officers may change. THE SARBANES-OXLEY ACT OF 2002 AND RULES ADOPTED BY THE SECURITIES AND EXCHANGE COMMISSION REQUIRE THE FUND TO DISCLOSE WHETHER THE FUND'S AUDIT COMMITTEE INCLUDES AT LEAST ONE MEMBER WHO IS AN AUDIT COMMITTEE FINANCIAL EXPERT WITHIN THE MEANING OF SUCH ACT AND RULES. THE FUND'S BOARD HAS DETERMINED THAT THERE IS AT LEAST ONE SUCH FINANCIAL EXPERT ON THE AUDIT COMMITTEE AND HAS DESIGNATED JOHN B. WILSON AS ITS AUDIT COMMITTEE FINANCIAL EXPERT. THE BOARD BELIEVES THAT MR. WILSON QUALIFIES AS SUCH AN EXPERT IN VIEW OF HIS EXTENSIVE BUSINESS BACKGROUND AND EXPERIENCE, INCLUDING SERVICE AS CHIEF FINANCIAL OFFICER OF STAPLES, INC. FROM 1992 TO 1996. MR. WILSON HAS BEEN A MEMBER AND CHAIRMAN OF THE FUND'S AUDIT COMMITTEE SINCE 2006. AS A RESULT OF SUCH BACKGROUND AND EXPERIENCE, THE BOARD BELIEVES THAT MR. WILSON HAS ACQUIRED AN UNDERSTANDING OF GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND FINANCIAL STATEMENTS, THE GENERAL APPLICATION OF SUCH PRINCIPLES IN CONNECTION WITH THE ACCOUNTING ESTIMATES, ACCRUALS AND RESERVES, AND ANALYZING AND EVALUATING FINANCIAL STATEMENTS THAT PRESENT A BREADTH AND LEVEL OF COMPLEXITY OF ACCOUNTING ISSUES GENERALLY COMPARABLE TO THOSE OF THE FUND, AS WELL AS AN UNDERSTANDING OF INTERNAL CONTROLS AND PROCEDURES FOR FINANCIAL REPORTING AND AN UNDERSTANDING OF AUDIT COMMITTEE FUNCTIONS. MR. WILSON IS AN INDEPENDENT BOARD MEMBER AS THAT TERM IS DEFINED UNDER THE RELEVANT SECURITIES AND EXCHANGE COMMISSION RULES AND RELEASES. THE STATEMENT OF ADDITIONAL INFORMATION (SAI) INCLUDES ADDITIONAL INFORMATION ABOUT THE BOARD MEMBERS AND IS AVAILABLE, WITHOUT CHARGE, UPON REQUEST. SHAREHOLDERS MAY CALL (800) DIAL BEN/(800) 342-5236 TO REQUEST THE SAI. Annual Report | 39 Franklin Real Estate Securities Trust SHAREHOLDER INFORMATION FRANKLIN REAL ESTATE SECURITIES FUND BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT At a Board meeting held April 14, 2009, the Board of Trustees (Board), including a majority of non-interested or independent Trustees, approved renewal of the investment management agreement for the Trust (Fund). In reaching this decision, the Board took into account information furnished throughout the year at regular Board meetings, as well as information prepared specifically in connection with the annual renewal review process. Information furnished and discussed throughout the year included investment performance reports and related financial information for the Fund, as well as periodic reports on shareholder services, legal, compliance, pricing, brokerage commissions and execution and other services provided by the Investment Manager (Manager) and its affiliates. Information furnished specifically in connection with the renewal process included a report for the Fund prepared by Lipper, Inc. (Lipper), an independent organization, as well as additional material, including a Fund profitability analysis report prepared by management. The Lipper report compared the Fund's investment performance and expenses with those of other mutual funds deemed comparable to the Fund as selected by Lipper. The Fund profitability analysis report discussed the profitability to Franklin Templeton Investments from its overall U.S. fund operations, as well as on an individual fund-by-fund basis. Included with such profitability analysis report was information on a fund-by-fund basis listing portfolio managers and other accounts they manage, as well as information on management fees charged by the Manager and its affiliates including management's explanation of differences where relevant and a three-year expense analysis with an explanation for any increase in expense ratios. Additional material accompanying such report was a memorandum prepared by management describing project initiatives and capital investments relating to the services provided to the Fund by the Franklin Templeton Investments organization, as well as a memorandum relating to economies of scale and a comparative analysis concerning transfer agent fees charged the Fund. Such material also discussed some of the actions taken by management in coping with problems arising out of the past year's financial upheaval. In considering such materials, the independent Trustees received assistance and advice from and met separately with independent counsel. In approving continuance of the investment management agreement for the Fund, the Board, including a majority of independent Trustees, determined that the existing management fee structure was fair and reasonable and that continuance of the investment management agreement was in the best interests of the Fund and its shareholders. While attention was given to all information furnished, the following discusses some primary factors relevant to the Board's decision. NATURE, EXTENT AND QUALITY OF SERVICES. The Board was satisfied with the nature and quality of the overall services provided by the Manager and its affiliates to the Fund and its shareholders. In addition to investment performance and expenses discussed later, the Board's opinion was based, in part, upon periodic reports furnished it showing that the investment policies and restrictions for the Fund were consistently complied with as well as other reports periodically furnished the Board covering matters such as the compliance of portfolio managers and other 40 | Annual Report Franklin Real Estate Securities Trust SHAREHOLDER INFORMATION (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED) management personnel with the code of ethics adopted throughout the Franklin Templeton fund complex, the adherence to fair value pricing procedures established by the Board, and the accuracy of net asset value calculations. The Board also noted the extent of benefits provided Fund shareholders from being part of the Franklin Templeton family of funds, including the right to exchange investments between the same class of funds without a sales charge, the ability to reinvest Fund dividends into other funds and the right to combine holdings in other funds to obtain a reduced sales charge. Favorable consideration was given to management's continuous efforts and expenditures in establishing back-up systems and recovery procedures to function in the event of a natural disaster, it being noted by the Board that such systems and procedures had functioned smoothly during the Florida hurricanes and blackouts experienced in recent years. Among other factors taken into account by the Board were the Manager's best execution trading policies, including a favorable report by an independent portfolio trading analytical firm. Consideration was also given to the experience of the Fund's portfolio management team, the number of accounts managed and general method of compensation. In this latter respect, the Board noted that a primary factor in management's determination of a portfolio manager's bonus compensation was the relative investment performance of the funds he or she managed and that a portion of such bonus was required to be invested in a predesignated list of funds within such person's fund management area so as to be aligned with the interests of Fund shareholders. The Board also took into account the quality of transfer agent and shareholder services provided Fund shareholders by an affiliate of the Manager, noting continuing expenditures by management to increase and improve the scope of such services, periodic favorable reports on such service conducted by third parties, and the continuous enhancements to and high industry ranking given the Franklin Templeton website. Particular attention was given to the overall performance and actions taken by the Manager and its affiliates in response to problems arising out of the market turmoil and financial crisis experienced during the past year. In this respect, the Board noted that management's independent credit analysis and diligent risk management procedures had minimized exposure of funds within the Franklin Templeton complex to subprime mortgages and that its continuous monitoring of counterparty credit risk had limited fund exposure to firms experiencing financial difficulties like Bear Stearns and AIG. The same type of conservative approach and attention to risk had also prevented any structured investment products or other volatile instruments from being held in the portfolios of any of the money market funds within the Franklin Templeton complex, including the sweep money fund utilized by many of the funds as part of their cash management. The Board also took into account, among other things, management's efforts in establishing a $725 million global credit facility for the benefit of the funds and other accounts managed by Franklin Templeton Investments to provide a source of cash for temporary and emergency purposes or to meet unusual redemption requests as well as the strong financial position of the Manager's parent company and its commitment to the mutual fund business. The Board also noted that during the past year Franklin Templeton Investments, like many other fund managers, had announced a hiring freeze and implemented employee reductions, and Annual Report | 41 Franklin Real Estate Securities Trust SHAREHOLDER INFORMATION (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED) the Board discussed with management the nature of such reductions and steps being taken to minimize any negative impact on the nature and quality of services being provided the Fund. INVESTMENT PERFORMANCE. The Board placed significant emphasis on the investment performance of the Fund in view of its importance to shareholders. While consideration was given to performance reports and discussions with portfolio managers at Board meetings during the year, particular attention in assessing performance was given to the Lipper reports furnished for the agreement renewal. The Lipper report prepared for the Fund showed the investment performance of its Class A shares for the 12-month period ended January 31, 2009, and the previous 10-year periods ended that date in comparison with a performance universe consisting of all retail and institutional real estate funds as selected by Lipper. Consistent with the market sell-off that occurred during the past year, the Fund and all other funds within its performance universe experienced losses during such period. On a comparative basis, the Lipper report showed the Fund's total return to be above the median of the performance universe for the one-year period, but on an annualized basis to be in the lowest quintile of such universe for the previous three-, five- and 10-year periods. The Board noted that the Fund's previous portfolio management had been replaced in 2008 and believed that more time was needed to establish a meaningful performance record for its current portfolio managers. COMPARATIVE EXPENSES. Consideration was given to a comparative analysis of the management fees and total expense ratios of the Fund compared with those of a group of other funds selected by Lipper as constituting its appropriate Lipper expense group. Lipper expense data is based upon historical information taken from each fund's most recent annual report and, as a result of the severe decline in mutual fund industry assets during the last quarter of 2008, is based on asset levels that are higher than the level currently existing for most funds. While recognizing the limitations inherent in Lipper's methodology and recognizing that current expense ratios may increase as assets decline, the Board believed that the independent analysis conducted by Lipper remained an appropriate measure of comparative expenses. In reviewing comparative costs, Lipper provides information on the Fund's contractual investment management fee in comparison with the contractual investment management fee that would have been charged by other funds within its Lipper expense group assuming they were similar in size to the Fund, as well as the actual total expenses of the Fund in comparison with those of its Lipper expense group. The Lipper contractual investment management fee analysis considers administrative charges as being part of management fees and total expenses for comparative consistency are shown by Lipper for Fund Class A shares. The results of such expense comparisons showed the Fund's contractual investment management fee rate, as well as its actual total expense rate to both be in the least expensive quintile of its Lipper expense group. The Board was satisfied with the management fees and total expenses of the Fund in comparison to its Lipper expense group. 42 | Annual Report Franklin Real Estate Securities Trust SHAREHOLDER INFORMATION (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED) MANAGEMENT PROFITABILITY. The Board also considered the level of profits realized by the Manager and its affiliates in connection with the operation of the Fund. In this respect, the Board reviewed the Fund profitability analysis that addresses the overall profitability of Franklin Templeton's U.S. fund business, as well as its profits in providing management and other services to the Fund during the 12-month period ended September 30, 2008, being the most recent fiscal year end for Franklin Resources, Inc., the Manager's parent. During such period, the assets of the Franklin Templeton U.S. fund business were significantly higher than currently existing, and to such extent the profitability analysis does not reflect current fund operations. While taking this into account in assessing the significance of the Fund profitability analysis, the Board recognized such analysis was made at a given point in time and that the decline in assets and effect on profitability would be reflected in the profitability analysis covering Franklin Resources' 2009 fiscal year period. In reviewing the analysis, attention was given to the methodology followed in allocating costs to the Fund, it being recognized that allocation methodologies are inherently subjective and various allocation methodologies may each be reasonable while producing different results. In this respect, the Board noted that, while being continuously refined and reflecting changes in the Manager's own cost accounting, the cost allocation methodology was consistent with that followed in profitability report presentations for the Fund made in prior years and that the Fund's independent registered public accounting firm had been engaged by the Manager to perform certain procedures on a biennial basis, specified and approved by the Manager and the Fund's Board solely for their purposes and use in reference to the profitability analysis. In reviewing and discussing such analysis, management discussed with the Board its belief that costs incurred in establishing the infrastructure necessary for the type of mutual fund operations conducted by the Manager and its affiliates may not be fully reflected in the expenses allocated to the Fund in determining its profitability, as well as the fact that the level of profits, to a certain extent, reflected operational cost savings and efficiencies initiated by management. The Board also took into account management's expenditures in improving shareholder services provided the Fund, as well as the need to meet additional regulatory and compliance requirements resulting from the Sarbanes-Oxley Act and recent SEC and other regulatory requirements. In addition, the Board considered a third-party study comparing the profitability of the Manager's parent on an overall basis as compared to other publicly held managers broken down to show profitability from management operations exclusive of distribution expenses, as well as profitability including distribution expenses. The Board also considered the extent to which the Manager and its affiliates might derive ancillary benefits from fund operations, including its interest in a joint venture entity that financed up-front commissions paid to brokers/dealers who sold fund Class B shares prior to February 2005 when the offering of such shares was discontinued, as well as potential benefits resulting from allocation of fund brokerage and the use of commission dollars to pay for research. Based upon its consideration of all these factors, the Board determined that the level of profits realized by the Manager and its affiliates from providing services to the Fund was not excessive in view of the nature, quality and extent of services provided. Annual Report | 43 Franklin Real Estate Securities Trust SHAREHOLDER INFORMATION (CONTINUED) FRANKLIN REAL ESTATE SECURITIES FUND BOARD REVIEW OF INVESTMENT MANAGEMENT AGREEMENT (CONTINUED) ECONOMIES OF SCALE. The Board also considered whether economies of scale are realized by the Manager as the Fund grows larger and the extent to which this is reflected in the level of management fees charged. While recognizing that any precise determination is inherently subjective, the Board noted that based upon the Fund profitability analysis, it appears that as some funds get larger, at some point economies of scale do result in the Manager realizing a larger profit margin on management services provided such a fund. The Board also noted that economies of scale are shared with a fund and its shareholders through management fee breakpoints so that as a fund grows in size, its effective management fee rate declines. The fee structure under the Fund's investment management agreement provides an initial fee of 0.625% on the first $100 million of assets; 0.50% on the next $150 million of assets and 0.45% on the next $9.75 billion of assets, with breakpoints continuing in stages thereafter until declining to a final breakpoint of 0.40% on assets in excess of $15 billion. The Fund had assets of approximately $238 million at the end of 2008 and management expressed its view that the existing fee schedule reaches a relatively low rate quickly as the Fund grows and anticipates economies of scale as shown in the favorable effective management fee and expense comparisons within its Lipper expense group. The Board believes that to the extent any economies of scale may be realized by the Manager and its affiliates, the schedule of fees under the investment management agreement provides a sharing of benefits with the Fund and its shareholders. PROXY VOTING POLICIES AND PROCEDURES The Fund's investment manager has established Proxy Voting Policies and Procedures (Policies) that the Fund uses to determine how to vote proxies relating to portfolio securities. Shareholders may view the Fund's complete Policies online at franklintempleton.com. Alternatively, shareholders may request copies of the Policies free of charge by calling the Proxy Group collect at (954) 527-7678 or by sending a written request to: Franklin Templeton Companies, LLC, 500 East Broward Boulevard, Suite 1500, Fort Lauderdale, FL 33394, Attention: Proxy Group. Copies of the Fund's proxy voting records are also made available online at franklintempleton.com and posted on the U.S. Securities and Exchange Commission's website at sec.gov and reflect the most recent 12-month period ended June 30. QUARTERLY STATEMENT OF INVESTMENTS The Fund files a complete statement of investments with the U.S. Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's website at sec.gov. The filed form may also be viewed and copied at the Commission's Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling (800) SEC-0330. 44 | Annual Report Franklin Templeton Funds LITERATURE REQUEST. TO RECEIVE A PROSPECTUS, PLEASE CALL US AT (800)DIAL BEN/(800)342-5236 OR VISIT franklintempleton.com. INVESTORS SHOULD CAREFULLY CONSIDER A FUND'S INVESTMENT GOALS, RISKS, CHARGES AND EXPENSES BEFORE INVESTING. THE PROSPECTUS CONTAINS THIS AND OTHER INFORMATION. PLEASE CAREFULLY READ THE PROSPECTUS BEFORE INVESTING. TO ENSURE THE HIGHEST QUALITY OF SERVICE, WE MAY MONITOR, RECORD AND ACCESS TELEPHONE CALLS TO OR FROM OUR SERVICE DEPARTMENTS. THESE CALLS CAN BE IDENTIFIED BY THE PRESENCE OF A REGULAR BEEPING TONE. VALUE Franklin All Cap Value Fund Franklin Balance Sheet Investment Fund Franklin Large Cap Value Fund Franklin MicroCap Value Fund(1) Franklin MidCap Value Fund Franklin Small Cap Value Fund Mutual Beacon Fund Mutual Quest Fund Mutual Recovery Fund(2) Mutual Shares Fund BLEND Franklin Focused Core Equity Fund Franklin Large Cap Equity Fund Franklin Rising Dividends Fund GROWTH Franklin Flex Cap Growth Fund Franklin Growth Fund Franklin Growth Opportunities Fund Franklin Small Cap Growth Fund Franklin Small-Mid Cap Growth Fund SECTOR Franklin Biotechnology Discovery Fund Franklin DynaTech Fund Franklin Global Real Estate Fund Franklin Gold & Precious Metals Fund Franklin Natural Resources Fund Franklin Real Estate Securities Fund Franklin Utilities Fund Mutual Financial Services Fund GLOBAL Mutual Global Discovery Fund Templeton Global Long-Short Fund Templeton Global Opportunities Trust Templeton Global Smaller Companies Fund Templeton Growth Fund Templeton World Fund INTERNATIONAL Franklin India Growth Fund Franklin International Growth Fund Franklin International Small Cap Growth Fund Mutual European Fund Mutual International Fund Templeton BRIC Fund Templeton China World Fund Templeton Developing Markets Trust Templeton Emerging Markets Small Cap Fund Templeton Foreign Fund Templeton Foreign Smaller Companies Fund Templeton Frontier Markets Fund HYBRID Franklin Balanced Fund Franklin Convertible Securities Fund Franklin Equity Income Fund Franklin Income Fund Templeton Income Fund ASSET ALLOCATION Franklin Templeton Corefolio(R) Allocation Fund Franklin Templeton Founding Funds Allocation Fund Franklin Templeton Perspectives Allocation Fund Franklin Templeton Conservative Target Fund Franklin Templeton Growth Target Fund Franklin Templeton Moderate Target Fund Franklin Templeton 2015 Retirement Target Fund Franklin Templeton 2025 Retirement Target Fund Franklin Templeton 2035 Retirement Target Fund Franklin Templeton 2045 Retirement Target Fund FIXED INCOME Franklin Adjustable U.S. Government Securities Fund(3) Franklin Floating Rate Daily Access Fund Franklin High Income Fund Franklin Limited Maturity U.S. Government Securities Fund(3) Franklin Low Duration Total Return Fund Franklin Real Return Fund Franklin Strategic Income Fund Franklin Strategic Mortgage Portfolio Franklin Templeton Hard Currency Fund Franklin Total Return Fund Franklin U.S. Government Securities Fund(3) Templeton Global Bond Fund Templeton Global Total Return Fund Templeton International Bond Fund TAX-FREE INCOME(4) NATIONAL Double Tax-Free Income Fund Federal Tax-Free Income Fund High Yield Tax-Free Income Fund Insured Tax-Free Income Fund(5) LIMITED-/INTERMEDIATE-TERM California Intermediate-Term Tax-Free Income Fund Federal Intermediate-Term Tax-Free Income Fund Federal Limited-Term Tax-Free Income Fund New York Intermediate-Term Tax-Free Income Fund STATE-SPECIFIC Alabama Arizona California(6) Colorado Connecticut Florida Georgia Kentucky Louisiana Maryland Massachusetts(7) Michigan(7) Minnesota(7) Missouri New Jersey New York(6) North Carolina Ohio(7) Oregon Pennsylvania Tennessee Virginia INSURANCE FUNDS Franklin Templeton Variable Insurance Products Trust(8) (1.) The fund is closed to new investors. Existing shareholders and select retirement plans can continue adding to their accounts. (2.) The fund is a continuously offered, closed-end fund. Shares may be purchased daily; there is no daily redemption. However, each quarter, pending board approval, the fund will authorize the repurchase of 5%-25% of the outstanding number of shares. Investors may tender all or a portion of their shares during the tender period. (3.) An investment in the fund is neither insured nor guaranteed by the U.S. government or by any other entity or institution. (4.) For investors subject to the alternative minimum tax, a small portion of fund dividends may be taxable. Distributions of capital gains are generally taxable. (5.) The fund invests primarily in insured municipal securities. (6.) These funds are available in four or more variations, including long-term portfolios, intermediate-term portfolios, portfolios of insured securities, a high-yield portfolio (CA only) and money market portfolios. (7.) The Board of Trustees approved the elimination of the non-fundamental policy requiring the fund to invest at least 80% of net assets in insured municipal securities and the removal of the word "Insured" from the fund name. The changes became effective 2/17/09. (8.) The funds of the Franklin Templeton Variable Insurance Products Trust are generally available only through insurance company variable contracts. 04/09 Not part of the annual report (FRANKLIN TEMPLETON INVESTMENTS(R) LOGO) One Franklin Parkway San Mateo, CA 94403-1906 SIGN UP FOR EDELIVERY Log onto franklintempleton.com and click "My Profile" ANNUAL REPORT AND SHAREHOLDER LETTER FRANKLIN REAL ESTATE SECURITIES FUND INVESTMENT MANAGER Franklin Templeton Institutional, LLC DISTRIBUTOR Franklin Templeton Distributors, Inc. (800) DIAL BEN(R) franklintempleton.com SHAREHOLDER SERVICES (800) 632-2301 Authorized for distribution only when accompanied or preceded by a prospectus. Investors should carefully consider a fund's investment goals, risks, charges and expenses before investing. The prospectus contains this and other information; please read it carefully before investing. To ensure the highest quality of service, telephone calls to or from our service departments may be monitored, recorded and accessed. These calls can be identified by the presence of a regular beeping tone. 192 A2009 06/09 ITEM 2. CODE OF ETHICS. (a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer. (c) N/A (d) N/A (f) Pursuant to Item 12(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. (a)(1) The Registrant has an audit committee financial expert serving on its audit committee. (2) The audit committee financial expert is John B. Wilson and he is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Audit Fees The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or for services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements were $292,534 for the fiscal year ended April 30, 2009 and $325,694 for the fiscal year ended April 30, 2008. (b) Audit-Related Fees There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of Item 4. There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that are reasonably related to the performance of the audit of their financial statements. (c) Tax Fees There were no fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning. The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant for tax compliance, tax advice and tax planning were $6,000 for the fiscal year ended April 30, 2009 and $0 for the fiscal year ended April 30, 2008. The services for which these fees were paid included tax compliance and advice. (d) All Other Fees The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant not reported in paragraphs (a)-(c) of Item 4 were $10,704 for the fiscal year ended April 30, 2009 and $0 for the fiscal year ended April 30, 2008. The services for which these fees were paid included review of materials provided to the fund Board in connection with the investment management contract renewal process. The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant other than services reported in paragraphs (a)-(c) of Item 4 were $273,373 for the fiscal year ended April 30, 2009 and $0 for the fiscal year ended April 30, 2008. The services for which these fees were paid included review of materials provided to the fund Board in connection with the investment management contract renewal process. (e) (1) The registrant's audit committee is directly responsible for approving the services to be provided by the auditors, including: (i) pre-approval of all audit and audit related services; (ii) pre-approval of all non-audit related services to be provided to the Fund by the auditors; (iii) pre-approval of all non-audit related services to be provided to the registrant by the auditors to the registrant's investment adviser or to any entity that controls, is controlled by or is under common control with the registrant's investment adviser and that provides ongoing services to the registrant where the non-audit services relate directly to the operations or financial reporting of the registrant; and (iv) establishment by the audit committee, if deemed necessary or appropriate, as an alternative to committee pre-approval of services to be provided by the auditors, as required by paragraphs (ii) and (iii) above, of policies and procedures to permit such services to be pre-approved by other means, such as through establishment of guidelines or by action of a designated member or members of the committee; provided the policies and procedures are detailed as to the particular service and the committee is informed of each service and such policies and procedures do not include delegation of audit committee responsibilities, as contemplated under the Securities Exchange Act of 1934, to management; subject, in the case of (ii) through (iv), to any waivers, exceptions or exemptions that may be available under applicable law or rules. (e) (2) None of the services provided to the registrant described in paragraphs (b)-(d) of Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of regulation S-X. (f) No disclosures are required by this Item 4(f). (g) The aggregate non-audit fees paid to the principal accountant for services rendered by the principal accountant to the registrant and the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant were $290,077 for the fiscal year ended April 30, 2009 and $0 for the fiscal year ended April 30, 2008. (h) The registrant's audit committee of the board has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. N/A ITEM 6. SCHEDULE OF INVESTMENTS. N/A ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. N/A ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. N/A ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. N/A ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein. ITEM 11. CONTROLS AND PROCEDURES. (A) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. The Registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Registrant's filings under the Securities Exchange Act of 1934 and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant's management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant's management, including the Registrant's principal executive officer and the Registrant's principal financial officer, of the effectiveness of the design and operation of the Registrant's disclosure controls and procedures. Based on such evaluation, the Registrant's principal executive officer and principal financial officer concluded that the Registrant's disclosure controls and procedures are effective. (B) CHANGES IN INTERNAL CONTROLS. There have been no significant changes in the Registrant's internal controls or in other factors that could significantly affect the internal controls subsequent to the date of their evaluation in connection with the preparation of this Shareholder Report on Form N-CSR. ITEM 12. EXHIBITS. (a)(1) Code of Ethics (a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer (b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Gaston Gardey, Chief Financial Officer and Chief Accounting Officer SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FRANKLIN REAL ESTATE SECURITIES TRUST By /s/Laura F. Fergerson ------------------ Laura F. Fergerson Chief Executive Officer - Finance and Administration Date June 25, 2009 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By /s/Gaston Gardey ------------------ Gaston gardey Chief Executive Officer - Finance and Administration Date June 25, 2009 By /sGaston Gardey --------------------- Gaston Gardey Chief Financial Officer and Chief Accounting Officer Date June 25, 2009