Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Franklin Fund
Allocator Series
and Shareholders of Franklin NextStep
Conservative Fund,
Franklin NextStep Moderate Fund, Franklin
NextStep Growth Fund, Franklin Payout 2019 Fund,
Franklin Payout 2020 Fund,Franklin Payout
2021 Fund, and Franklin Payout 2022 Fund
In planning and performing our audits of the
financial statements of Franklin NextStep
Conservative Fund, Franklin NextStep
Moderate Fund, Franklin NextStep
Growth Fund,Franklin Payout 2019 Fund,
Franklin Payout 2020 Fund, Franklin
Payout 2021 Fund, and Franklin
Payout 2022 Fund (the Funds) as of
and for the year ended May 31, 2019,
in accordance with the standards of the
Public Company Accounting Oversight Board
(United States) (PCAOB), we considered the Funds
internal control over financial reporting,
including controls over safeguarding
securities, as a basis for designing
our auditing procedures for the purpose of
expressing our opinion on the financial
statements and to comply with the
requirements of Form N-CEN, but not
for the purpose of expressing an opinion on
the effectiveness of the Funds internal control
over financial reporting. Accordingly, we do
not express an opinion on the effectiveness of the
Funds internal control over financial reporting.

The management of the Funds is responsible for
establishing and maintaining effective internal
control over financial reporting. In fulfilling
this responsibility, estimates and judgments by
 management are required to assess the
expected benefits and related costs of controls.
 A companys internal control over
financial reporting is a process designed to
provide reasonable assurance regarding the
reliability of financial reporting and
the preparation of financial statements for
external purposes
in accordance with generally accepted accounting principles.
 A companys internal control over financial reporting includes
those policies and procedures that (1) pertain to the maintenance
 of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of
the company (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company
 are being made only in accordance with authorizations of
 management and directors of the company and (3) provide
reasonable assurance regarding prevention or timely detection
 of unauthorized acquisition, use or disposition of a companys
 assets that could have a material effect on the
financial statements.

Because of its inherent limitations, internal control over financial
 reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods
 are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

A deficiency in internal control over financial reporting
exists when the design or operation of a control does not
allow management or employees, in the normal course of
performing their assigned functions, to prevent or detect
misstatements on a timely basis. A material weakness is a
deficiency, or a combination of deficiencies, in internal
control over financial reporting, such that there is a reasonable
 possibility that a material misstatement of the companys annual or
 interim financial statements will not be prevented or detected
on a timely basis.

Our consideration of the Funds internal control over financial
reporting was for the limited purpose described in the first
paragraph and would not necessarily disclose all deficiencies
in internal control over financial reporting that might be material
 weaknesses under standards established by the PCAOB. However,
 we noted no deficiencies in the Funds internal control over
financial reporting and its operation, including controls over
 safeguarding securities, that we consider to be a material
 weakness as defined above as of May 31, 2019.





This report is intended solely for the information and use of
 the Board of Trustees of Franklin Fund Allocator Series and
 the Securities and Exchange Commission and is not intended
to be and should not be used by anyone other than these
specified parties


/s/PricewaterhouseCoopers LLP
San Francisco, California
July 17, 2019