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   fist-adjus_seccomment112822.htm - Generated by SEC Publisher for SEC Filing

November 28, 2022

Filed via EDGAR

Alison T. White, Esq.

Division of
Investment Management

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C.  20549

Subject:    Franklin
Investors Securities Trust (“Registrant”), on behalf of the Franklin Adjustable
U.S. Government Securities Fund (the “Fund”)

File Nos. 033-11444 and 811-04986

Dear Ms. White:

On behalf of
the Fund, submitted herewith under the EDGAR system are the Fund’s responses to
the comments of the staff (the “Staff”) of the U.S. Securities and Exchange
Commission (the “Commission”) that you provided via telephone to Brian Crowell on
October 31, 2022 with regard to the preliminary proxy statement for the Fund
that was filed on Schedule 14A with the Commission on October 27, 2022 (the “Proxy
Statement”).  Each comment from the Staff is summarized below, followed by the
Fund’s response to the comment.  Terms not defined herein have the meaning set
forth for that term in the Proxy Statement.

            1.         Comment:
On the Notice of Special Meeting of Shareholders and proxy card, please more clearly
describe Proposals 1 and 4 to include the entirety of the proposed investment
goal and limitation.

            Response:  The
Registrant respectively declines to revise the Notice of Special Meeting of
Shareholders and proxy card to include the entirety of the proposed investment
goal and limitation.  The Registrant believes that the level of detail provided
in the Notice with respect to such proposals appropriately provides a clear and
impartial identification of the matters to be voted on, in accordance with Rule
14a-16(d)(6) under the Securities Exchange Act of 1934, and that including the entire
proposed investment goal and commodities limitation, without including the
current investment goal and limitation, would lack context and impartiality. The
Registrant, however, has revised the reference to the proxy card(s) to
emphasize that shareholders should “read the proxy materials carefully.”  In
addition to the reasons noted above, the Registrant further notes that the proxy
card is limited in size and cannot accommodate the inclusion of the current and
proposed investment goals and limitations, which the Registrant believes is required
for appropriate context.

            2.         Comment:
In light of the Fund’s proposed name change, which would include the term “low
duration,” please include:

·
the disclosure regarding the Fund’s anticipated portfolio
duration in the Question & Answer section of the proxy statement;

  U.S. Securities and Exchange Commission

  November 28, 2022

  Page 2

            Response:
The Registrant has revised the disclosure accordingly.

·
disclosure in the proxy statement explaining what duration is;
and

            Response:  The
Registrant has revised the disclosure accordingly.

·
a discussion in the proxy statement of duration related risks in
the context of the present interest rate and inflation environments.

            Response:  As
noted above, the Registrant has revised the disclosure to explain that the
longer a Fund’s average weighted portfolio duration, the greater the potential
impact a change in interest rates will have on its share price.  The Registrant
does not, however, believe it is necessary to include additional disclosure
regarding the present interest rate and inflation environments because the
Fund’s duration is not anticipated to significantly change.  The Registrant
believes including such disclosure may inappropriately emphasize the
information in comparison to the disclosure regarding changes that are more
relevant to the proposal (e.g., the Fund’s increased exposure to fixed-income
securities and derivatives).

Please do not
hesitate to contact Brian Crowell at (215) 564-8082 if you have any questions
or wish to discuss any of the responses presented above.

Very truly yours,

/s/ Steven J. Gray

Steven J. Gray

Co-Secretary and Vice President