Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Franklin Value Investors Trust
and Shareholders of Franklin MicroCap Value Fund,
Franklin Mutual US Value Fund, and Franklin Small Cap Value Fund:
In planning and performing our audits of the financial statements
of Franklin MicroCap Value Fund,
Franklin Mutual US Value Fund
(formerly, Franklin Balance Sheet Investment Fund),
and Franklin Small Cap Value Fund
(three funds constituting Franklin Value Investors Trust (the "Trust"))
 (collectively, the "Funds") as of and for the year
ended October 31, 2019, in accordance with the standards
of the Public Company Accounting Oversight Board (United States),
 we considered the Trust's 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 Trust's
internal control over financial reporting. Accordingly,
we express no such opinion.
The management of the Trust 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 company's 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 U.S. generally accepted accounting principles.

A company's 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 U.S. 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 company's 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 company's annual or
interim financial statements will not be prevented or
detected on a timely basis.

Our consideration of the Trust's 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 that might be material
weaknesses under standards established by the
Public Company Accounting Oversight Board (United States).

However, we noted no deficiencies in the Trust's 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 October 31, 2019.

This report is intended solely for the information and use
of management and the Board of Trustees of
Franklin Value Investors Trust 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/ ERNST & YOUNG LLP



Boston, Massachusetts
December 16, 2019