ThZeal - The Zeal

(a) Please see schedule of investments contained in the Financial Statements and Financial Highlights included under Item 7 of this Form N-CSRS.

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Beacon

Fund

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$15.59

$14.37

$17.96

$16.48

$16.40

$13.76

Income

from

investment

operations

Net

investment

income

.............

0.20

0.35

0.28

0.26

0.51

0.33

Net

realized

and

unrealized

gains

(losses)

0.43

1.84

(2.45)

2.45

0.12

3.06

Total

from

investment

operations

........

0.63

2.19

(2.17)

2.71

0.63

3.39

Less

distributions

from:

Net

investment

income

..............

—

(0.32)

(0.23)

(0.37)

(0.45)

(0.36)

Net

realized

gains

.................

—

(0.65)

(1.19)

(0.86)

(0.10)

(0.39)

Total

distributions

...................

—

(0.97)

(1.42)

(1.23)

(0.55)

(0.75)

Net

asset

value,

end

period

..........

$16.22

$15.59

$14.37

$17.96

$16.48

$16.40

Total

return

.......................

4.04%

15.48%

(11.67)%

16.68%

4.08%

24.96%

Ratios

average

net

assets

Expenses

.........................

0.77%

0.81%

0.82%

0.81%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.01%

0.02%

Net

investment

income

...............

2.50%

2.32%

1.73%

1.41%

3.56%

2.11%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$2,071,218

$2,106,341

$2,010,947

$2,508,213

$2,320,077

$2,600,744

Portfolio

turnover

rate

................

10.12%

44.54%

49.68%

40.89%

42.37%

30.72%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.56%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Beacon

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$15.38

$14.19

$17.76

$16.30

$16.24

$13.63

Income

from

investment

operations

Net

investment

income

.............

0.18

0.31

0.23

0.21

0.47

0.29

Net

realized

and

unrealized

gains

(losses)

0.42

1.81

(2.42)

2.43

0.10

3.03

Total

from

investment

operations

........

0.60

2.12

(2.19)

2.64

0.57

3.32

Less

distributions

from:

Net

investment

income

..............

—

(0.28)

(0.19)

(0.32)

(0.41)

(0.32)

Net

realized

gains

.................

—

(0.65)

(1.19)

(0.86)

(0.10)

(0.39)

Total

distributions

...................

—

(0.93)

(1.38)

(1.18)

(0.51)

(0.71)

Net

asset

value,

end

period

..........

$15.98

$15.38

$14.19

$17.76

$16.30

$16.24

Total

return

.......................

3.90%

15.19%

(11.91)%

16.46%

3.75%

24.69%

Ratios

average

net

assets

Expenses

.........................

1.02%

1.06%

1.07%

1.06%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.01%

0.02%

Net

investment

income

...............

2.24%

2.07%

1.48%

1.16%

3.32%

1.86%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$812,810

$829,104

$798,281

$987,817

$893,378

$1,028,482

Portfolio

turnover

rate

................

10.12%

44.54%

49.68%

40.89%

42.37%

30.72%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.28

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.33%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Beacon

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$15.53

$14.32

$17.88

$16.37

$16.29

$13.65

Income

from

investment

operations

Net

investment

income

.............

0.12

0.20

0.12

0.08

0.39

0.17

Net

realized

and

unrealized

gains

(losses)

0.43

1.81

(2.43)

2.43

0.06

3.04

Total

from

investment

operations

........

0.55

2.01

(2.31)

2.51

0.45

3.21

Less

distributions

from:

Net

investment

income

..............

—

(0.15)

(0.06)

(0.14)

(0.27)

(0.18)

Net

realized

gains

.................

—

(0.65)

(1.19)

(0.86)

(0.10)

(0.39)

Total

distributions

...................

—

(0.80)

(1.25)

(1.00)

(0.37)

(0.57)

Net

asset

value,

end

period

..........

$16.08

$15.53

$14.32

$17.88

$16.37

$16.29

Total

return

.......................

3.54%

14.28%

(12.55)%

15.55%

2.96%

23.74%

Ratios

average

net

assets

Expenses

.........................

1.77%

1.80%

1.82%

1.81%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.01%

0.02%

Net

investment

income

...............

1.49%

1.32%

0.75%

0.43%

2.75%

1.11%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$16,468

$17,359

$18,813

$27,853

$35,273

$52,620

Portfolio

turnover

rate

................

10.12%

44.54%

49.68%

40.89%

42.37%

30.72%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.28

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

0.76%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Beacon

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$15.12

$13.97

$17.51

$16.09

$16.03

$13.46

Income

from

investment

operations

Net

investment

income

.............

0.15

0.27

0.19

0.16

0.44

0.24

Net

realized

and

unrealized

gains

(losses)

0.42

1.77

(2.38)

2.40

0.09

3.01

Total

from

investment

operations

........

0.57

2.04

(2.19)

2.56

0.53

3.25

Less

distributions

from:

Net

investment

income

..............

—

(0.24)

(0.16)

(0.28)

(0.37)

(0.29)

Net

realized

gains

.................

—

(0.65)

(1.19)

(0.86)

(0.10)

(0.39)

Total

distributions

...................

—

(0.89)

(1.35)

(1.14)

(0.47)

(0.68)

Net

asset

value,

end

period

..........

$15.69

$15.12

$13.97

$17.51

$16.09

$16.03

Total

return

.......................

3.77%

14.87%

(12.08)%

16.12%

3.49%

24.33%

Ratios

average

net

assets

Expenses

.........................

1.27%

1.31%

1.32%

1.31%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.01%

0.02%

Net

investment

income

...............

1.93%

1.82%

1.22%

0.92%

3.16%

1.61%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$1,122

$1,348

$1,329

$1,388

$1,262

$1,769

Portfolio

turnover

rate

................

10.12%

44.54%

49.68%

40.89%

42.37%

30.72%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.28

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.17%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Beacon

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$15.58

$14.37

$17.96

$16.47

$16.40

$13.75

Income

from

investment

operations

Net

investment

income

.............

0.20

0.31

0.30

0.26

0.53

0.34

Net

realized

and

unrealized

gains

(losses)

0.43

1.88

(2.46)

2.47

0.10

3.07

Total

from

investment

operations

........

0.63

2.19

(2.16)

2.73

0.63

3.41

Less

distributions

from:

Net

investment

income

..............

—

(0.33)

(0.24)

(0.38)

(0.46)

(0.37)

Net

realized

gains

.................

—

(0.65)

(1.19)

(0.86)

(0.10)

(0.39)

Total

distributions

...................

—

(0.98)

(1.43)

(1.24)

(0.56)

(0.76)

Net

asset

value,

end

period

..........

$16.21

$15.58

$14.37

$17.96

$16.47

$16.40

Total

return

.......................

4.04%

15.48%

(11.61)%

16.83%

4.08%

25.13%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

0.72%

0.73%

0.71%

0.77%

0.78%

0.76%

Expenses

net

waiver

and

payments

affiliates

..........................

0.72%

0.70%

0.75%

0.74%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.01%

0.02%

Net

investment

income

...............

2.51%

2.06%

1.83%

1.39%

3.67%

2.18%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$220,023

$236,837

$101,313

$151,226

$70,839

$90,220

Portfolio

turnover

rate

................

10.12%

44.54%

49.68%

40.89%

42.37%

30.72%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.68%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited),

June

30,

2024

Franklin

Mutual

Beacon

Fund

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

98.6%

Aerospace

Defense

2.5%

Airbus

...........................................

France

578,913

79,465,031

Air

Freight

Logistics

2.8%

United

Parcel

Service,

Inc.,

............................

United

States

636,311

87,079,160

Automobiles

1.9%

General

Motors

Co.

....................................

United

States

1,300,248

60,409,522

Banks

10.4%

BNP

Paribas

......................................

France

1,238,092

79,189,678

DBS

Group

Holdings

Ltd.

...............................

Singapore

4,227,601

111,354,057

JPMorgan

Chase

Co.

.................................

United

States

658,718

133,232,302

323,776,037

Beverages

3.5%

Heineken

........................................

Netherlands

1,128,874

109,229,369

Building

Products

3.4%

Johnson

Controls

International

plc

.........................

United

States

1,620,467

107,712,442

Capital

Markets

3.1%

BlackRock,

Inc.

.......................................

United

States

121,201

95,423,971

Consumer

Staples

Distribution

Retail

2.3%

Seven

Holdings

Co.

Ltd.

..............................

Japan

5,850,099

71,500,318

Diversified

Telecommunication

Services

2.6%

Deutsche

Telekom

..................................

Germany

3,216,316

80,855,033

Energy

Equipment

Services

2.3%

Schlumberger

.....................................

United

States

1,501,515

70,841,478

Entertainment

3.2%

Walt

Disney

Co.

(The)

..................................

United

States

1,015,621

100,841,009

Financial

Services

2.4%

Global

Payments,

Inc.

..................................

United

States

786,534

76,057,838

Health

Care

Equipment

Supplies

3.7%

Medtronic

plc

........................................

United

States

1,458,744

114,817,740

Health

Care

Providers

Services

2.0%

Elevance

Health,

Inc.

..................................

United

States

117,653

63,751,455

Household

Products

3.0%

Reckitt

Benckiser

Group

plc

.............................

United

Kingdom

1,740,295

94,152,380

Insurance

6.3%

Hartford

Financial

Services

Group,

Inc.

(The)

................

United

States

1,072,503

107,829,452

Progressive

Corp.

(The)

................................

United

States

420,885

87,422,023

195,251,475

Machinery

3.2%

Parker-Hannifin

Corp.

..................................

United

States

195,484

98,877,762

Media

2.1%

Charter

Communications,

Inc.,

..........................

United

States

217,116

64,908,999

Metals

Mining

2.0%

Rio

Tinto

plc

.........................................

Australia

939,744

61,666,837

Oil,

Gas

Consumable

Fuels

5.7%

Chevron

Corp.

.......................................

United

States

421,819

65,980,928

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Beacon

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Value

Common

Stocks

(continued)

Oil,

Gas

Consumable

Fuels

(continued)

Shell

plc

............................................

United

States

3,161,484

113,400,602

179,381,530

Personal

Care

Products

3.6%

Haleon

plc

..........................................

United

States

27,737,593

112,860,889

Pharmaceuticals

11.7%

GSK

plc

............................................

United

States

4,355,658

83,780,992

Merck

Co.,

Inc.

.....................................

United

States

701,068

86,792,218

Novartis

AG,

ADR

.....................................

Switzerland

901,746

95,999,879

Roche

Holding

....................................

United

States

356,584

98,800,244

365,373,333

Retail

REITs

2.1%

Brixmor

Property

Group,

Inc.

.............................

United

States

2,878,534

66,465,350

Software

2.5%

Gen

Digital,

Inc.

......................................

United

States

3,071,505

76,726,195

Technology

Hardware,

Storage

Peripherals

3.7%

Samsung

Electronics

Co.

Ltd.

............................

South

Korea

1,946,367

114,265,154

Textiles,

Apparel

Luxury

Goods

3.1%

Cie

Financiere

Richemont

............................

Switzerland

615,424

96,185,636

Trading

Companies

Distributors

3.5%

Ferguson

plc

.........................................

United

States

569,741

110,330,345

Total

Common

Stocks

(Cost

2,443,664,748)

....................................

3,078,206,288

Companies

Liquidation

0.0%

a,b,c

Walter

Energy,

Inc.,

Litigation

Trust,

Contingent

Distribution

......

United

States

5,229,000

—

Total

Companies

Liquidation

(Cost

$–)

......................................

—

Total

Long

Term

Investments

(Cost

$2,443,664,748)

.............................

3,078,206,288

Short

Term

Investments

1.0%

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

1.0%

FHLB,

7/01/24

.......................................

United

States

30,200,000

30,186,825

Total

U.S.

Government

and

Agency

Securities

(Cost

$30,200,000)

.................

30,186,825

Total

Short

Term

Investments

(Cost

$30,200,000

)

................................

30,186,825

Total

Investments

(Cost

$2,473,864,748)

99.6%

..................................

$3,108,393,113

Other

Assets,

less

Liabilities

0.4%

.............................................

13,248,431

Net

Assets

100.0%

...........................................................

$3,121,641,544

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Global

Discovery

Fund

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$30.54

$27.18

$31.58

$28.77

$31.19

$26.86

Income

from

investment

operations

Net

investment

income

.............

0.41

0.53

0.59

0.42

0.96

0.67

Net

realized

and

unrealized

gains

(losses)

0.65

5.00

(2.20)

5.15

(2.38)

5.91

Total

from

investment

operations

........

1.06

5.53

(1.61)

5.57

(1.42)

6.58

Less

distributions

from:

Net

investment

income

..............

—

(0.49)

(0.56)

(0.81)

(0.83)

(0.70)

Net

realized

gains

.................

—

(1.68)

(2.23)

(1.95)

(0.17)

(1.55)

Total

distributions

...................

—

(2.17)

(2.79)

(2.76)

(1.00)

(2.25)

Net

asset

value,

end

period

..........

$31.60

$30.54

$27.18

$31.58

$28.77

$31.19

Total

return

.......................

3.47%

20.54%

(4.70)%

19.67%

(4.38)%

24.70%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

0.96%

0.95%

1.04%

1.03%

1.00%

Expenses

net

waiver

and

payments

affiliates

..........................

0.96%

0.95%

h,i

1.02%

1.03%

h,i

1.00%

h,i

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

0.01%

0.02%

Net

investment

income

...............

2.66%

1.78%

1.98%

1.28%

3.66%

2.20%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$3,196,571

$3,113,311

$2,857,597

$3,355,158

$3,274,956

$5,176,787

Portfolio

turnover

rate

................

15.77%

35.47%

53.26%

40.67%

17.25%

14.08%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.08

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.71%.

Net

investment

income

per

includes

approximately

$0.43

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.02%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$29.64

$26.44

$30.81

$28.12

$30.51

$26.32

Income

from

investment

operations

Net

investment

income

.............

0.36

0.44

0.50

0.33

0.86

0.58

Net

realized

and

unrealized

gains

(losses)

0.63

4.86

(2.15)

5.04

(2.32)

5.78

Total

from

investment

operations

........

0.99

5.30

(1.65)

5.37

(1.46)

6.36

Less

distributions

from:

Net

investment

income

..............

—

(0.42)

(0.49)

(0.73)

(0.76)

(0.62)

Net

realized

gains

.................

—

(1.68)

(2.23)

(1.95)

(0.17)

(1.55)

Total

distributions

...................

—

(2.10)

(2.72)

(2.68)

(0.93)

(2.17)

Net

asset

value,

end

period

..........

$30.63

$29.64

$26.44

$30.81

$28.12

$30.51

Total

return

.......................

3.34%

20.22%

(4.95)%

19.40%

(4.61)%

24.37%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

1.21%

1.20%

1.29%

1.28%

1.25%

Expenses

net

waiver

and

payments

affiliates

..........................

1.21%

1.20%

h,i

1.27%

1.28%

h,i

1.25%

h,i

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

0.01%

0.02%

Net

investment

income

...............

2.41%

1.54%

1.72%

1.03%

3.39%

1.95%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$5,269,045

$5,169,284

$4,749,259

$5,618,446

$5,358,016

$7,683,644

Portfolio

turnover

rate

................

15.77%

35.47%

53.26%

40.67%

17.25%

14.08%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.08

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.45%.

Net

investment

income

per

includes

approximately

$0.42

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.75%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$29.88

$26.60

$30.92

$28.12

$30.46

$26.25

Income

from

investment

operations

Net

investment

income

.............

0.25

0.23

0.28

0.09

0.67

0.36

Net

realized

and

unrealized

gains

(losses)

0.63

4.86

(2.13)

5.04

(2.34)

5.74

Total

from

investment

operations

........

0.88

5.09

(1.85)

5.13

(1.67)

6.10

Less

distributions

from:

Net

investment

income

..............

—

(0.13)

(0.24)

(0.38)

(0.50)

(0.34)

Net

realized

gains

.................

—

(1.68)

(2.23)

(1.95)

(0.17)

(1.55)

Total

distributions

...................

—

(1.81)

(2.47)

(2.33)

(0.67)

(1.89)

Net

asset

value,

end

period

..........

$30.76

$29.88

$26.60

$30.92

$28.12

$30.46

Total

return

.......................

2.98%

19.30%

(5.63)%

18.50%

(5.32)%

23.43%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

1.96%

1.95%

2.04%

2.03%

2.00%

Expenses

net

waiver

and

payments

affiliates

..........................

1.96%

1.95%

h,i

2.02%

2.03%

h,i

2.00%

h,i

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

0.01%

0.02%

Net

investment

income

...............

1.63%

0.80%

0.97%

0.29%

2.66%

1.20%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$160,114

$173,812

$221,344

$335,605

$494,606

$872,717

Portfolio

turnover

rate

................

15.77%

35.47%

53.26%

40.67%

17.25%

14.08%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.08

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

0.70%.

Net

investment

income

per

includes

approximately

$0.42

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.01%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$29.11

$26.00

$30.34

$27.70

$30.08

$25.97

Income

from

investment

operations

Net

investment

income

.............

0.32

0.36

0.42

0.24

0.78

0.50

Net

realized

and

unrealized

gains

(losses)

0.62

4.77

(2.11)

4.97

(2.29)

5.69

Total

from

investment

operations

........

0.94

5.13

(1.69)

5.21

(1.51)

6.19

Less

distributions

from:

Net

investment

income

..............

—

(0.34)

(0.42)

(0.62)

(0.70)

(0.53)

Net

realized

gains

.................

—

(1.68)

(2.23)

(1.95)

(0.17)

(1.55)

Total

distributions

...................

—

(2.02)

(2.65)

(2.57)

(0.87)

(2.08)

Net

asset

value,

end

period

..........

$30.05

$29.11

$26.00

$30.34

$27.70

$30.08

Total

return

.......................

3.23%

19.92%

(5.17)%

19.10%

(4.87)%

24.09%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

1.46%

1.45%

1.54%

1.53%

1.50%

Expenses

net

waiver

and

payments

affiliates

..........................

1.46%

1.45%

h,i

1.52%

1.53%

h,i

1.50%

h,i

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

0.01%

0.02%

Net

investment

income

...............

2.14%

1.29%

1.47%

0.79%

3.13%

1.70%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$112,285

$114,920

$109,826

$136,983

$175,393

$251,089

Portfolio

turnover

rate

................

15.77%

35.47%

53.26%

40.67%

17.25%

14.08%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.08

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.20%.

Net

investment

income

per

includes

approximately

$0.41

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.48%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$30.52

$27.16

$31.57

$28.75

$31.17

$26.85

Income

from

investment

operations

Net

investment

income

.............

0.42

0.56

0.62

0.44

0.97

0.70

Net

realized

and

unrealized

gains

(losses)

0.65

5.00

(2.21)

5.18

(2.35)

5.90

Total

from

investment

operations

........

1.07

5.56

(1.59)

5.62

(1.38)

6.60

Less

distributions

from:

Net

investment

income

..............

—

(0.52)

(0.59)

(0.85)

(0.87)

(0.73)

Net

realized

gains

.................

—

(1.68)

(2.23)

(1.95)

(0.17)

(1.55)

Total

distributions

...................

—

(2.20)

(2.82)

(2.80)

(1.04)

(2.28)

Net

asset

value,

end

period

..........

$31.59

$30.52

$27.16

$31.57

$28.75

$31.17

Total

return

.......................

3.51%

20.65%

(4.65)%

19.84%

(4.27)%

24.80%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

0.89%

0.86%

0.95%

0.92%

0.90%

Expenses

net

waiver

and

payments

affiliates

..........................

0.89%

0.86%

h,i

0.92%

h,i

0.89%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

0.01%

0.02%

Net

investment

income

...............

2.72%

1.90%

2.07%

1.35%

3.73%

2.31%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$491,249

$498,705

$525,379

$653,091

$843,143

$1,295,457

Portfolio

turnover

rate

................

15.77%

35.47%

53.26%

40.67%

17.25%

14.08%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.08

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.79%.

Net

investment

income

per

includes

approximately

$0.43

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.08%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited),

June

30,

2024

Franklin

Mutual

Global

Discovery

Fund

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

94.7%

Aerospace

Defense

1.2%

Airbus

...........................................

France

814,052

111,741,604

Air

Freight

Logistics

1.9%

United

Parcel

Service,

Inc.,

............................

United

States

1,265,514

173,185,591

Automobile

Components

2.2%

Aptiv

plc

............................................

United

States

1,008,375

71,009,767

Denso

Corp.

.........................................

Japan

8,724,753

136,206,190

207,215,957

Automobiles

1.0%

General

Motors

Co.

....................................

United

States

1,992,174

92,556,404

Banks

6.0%

BNP

Paribas

......................................

France

2,981,585

190,705,340

DBS

Group

Holdings

Ltd.

...............................

Singapore

6,998,356

184,335,119

JPMorgan

Chase

Co.

.................................

United

States

867,152

175,390,163

550,430,622

Building

Products

1.5%

Johnson

Controls

International

plc

.........................

United

States

2,043,662

135,842,213

Capital

Markets

1.9%

BlackRock,

Inc.

.......................................

United

States

201,501

158,645,767

Deutsche

Bank

....................................

Germany

855,644

13,677,297

172,323,064

Chemicals

1.7%

a,b

Covestro

AG,

144A,

Reg

..............................

Germany

2,661,508

156,031,118

Consumer

Finance

1.8%

Capital

One

Financial

Corp.

.............................

United

States

1,169,250

161,882,663

Consumer

Staples

Distribution

Retail

1.8%

Seven

Holdings

Co.

Ltd.

..............................

Japan

13,287,564

162,401,534

Containers

Packaging

0.4%

Smith

plc

.........................................

United

Kingdom

7,657,161

40,584,305

Diversified

Telecommunication

Services

2.2%

Deutsche

Telekom

..................................

Germany

8,134,404

204,490,947

Electrical

Equipment

1.3%

Mitsubishi

Electric

Corp.

................................

Japan

7,505,692

120,298,302

Energy

Equipment

Services

2.3%

Schlumberger

.....................................

United

States

4,574,717

215,835,148

Entertainment

1.4%

Walt

Disney

Co.

(The)

..................................

United

States

1,334,158

132,468,548

Financial

Services

5.4%

Fiserv,

Inc.

..........................................

United

States

1,010,982

150,676,757

Global

Payments,

Inc.

..................................

United

States

1,778,564

171,987,139

Voya

Financial,

Inc.

....................................

United

States

2,483,888

176,728,631

499,392,527

Food

Products

3.0%

Danone

..........................................

France

2,192,566

134,313,006

Kraft

Heinz

Co.

(The)

..................................

United

States

4,319,289

139,167,491

273,480,497

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Value

Common

Stocks

(continued)

Health

Care

Equipment

Supplies

2.0%

Medtronic

plc

........................................

United

States

2,345,804

184,638,233

Health

Care

Providers

Services

7.1%

CVS

Health

Corp.

.....................................

United

States

2,631,984

155,444,975

Elevance

Health,

Inc.

..................................

United

States

331,985

179,889,392

Fresenius

Co.

KGaA

...............................

Germany

4,797,473

143,341,169

Humana,

Inc.

........................................

United

States

476,411

178,010,970

656,686,506

Household

Durables

1.3%

Horton,

Inc.

.......................................

United

States

859,985

121,197,686

Household

Products

1.4%

Reckitt

Benckiser

Group

plc

.............................

United

Kingdom

2,474,941

133,897,750

Industrial

Conglomerates

1.7%

Siemens

.........................................

Germany

836,432

155,703,068

Insurance

6.3%

Everest

Group

Ltd.

....................................

United

States

535,663

204,098,316

Hartford

Financial

Services

Group,

Inc.

(The)

................

United

States

145,832

14,661,949

Group

........................................

Netherlands

4,154,947

193,142,598

Prudential

plc

........................................

Hong

Kong

18,548,947

168,190,317

580,093,180

Interactive

Media

Services

1.6%

Tencent

Holdings

Ltd.

..................................

China

3,119,309

147,981,042

Services

1.2%

Capgemini

........................................

France

538,651

107,011,292

Media

1.9%

Charter

Communications,

Inc.,

..........................

United

States

588,886

176,053,359

Metals

Mining

2.4%

Anglo

American

plc

....................................

South

Africa

2,152,314

68,016,895

Rio

Tinto

plc

.........................................

Australia

2,316,583

152,016,237

220,033,132

Oil,

Gas

Consumable

Fuels

5.9%

plc

..............................................

United

States

32,502,017

195,695,125

Hess

Corp.

..........................................

United

States

316,119

46,633,875

Shell

plc

............................................

United

States

5,753,217

206,364,564

Williams

Cos.,

Inc.

(The)

................................

United

States

2,297,939

97,662,408

546,355,972

Personal

Care

Products

3.2%

Haleon

plc

..........................................

United

States

37,873,014

154,100,683

Kenvue,

Inc.

.........................................

United

States

7,694,797

139,891,410

293,992,093

Pharmaceuticals

7.5%

GSK

plc

............................................

United

States

8,236,816

158,434,985

Merck

Co.,

Inc.

.....................................

United

States

1,253,840

155,225,392

Novartis

AG,

ADR

.....................................

Switzerland

1,762,554

187,641,499

Roche

Holding

....................................

United

States

684,575

189,678,104

690,979,980

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

(continued)

Real

Estate

Management

Development

1.7%

CBRE

Group,

Inc.,

...................................

United

States

1,711,309

152,494,745

Semiconductors

Semiconductor

Equipment

1.4%

Renesas

Electronics

Corp.

..............................

Japan

6,972,247

132,246,762

Technology

Hardware,

Storage

Peripherals

1.9%

Samsung

Electronics

Co.

Ltd.

............................

South

Korea

3,043,126

178,652,464

Textiles,

Apparel

Luxury

Goods

3.9%

Capri

Holdings

Ltd.

....................................

United

States

1,479,087

48,928,198

Cie

Financiere

Richemont

............................

Switzerland

957,339

149,624,097

Kering

...........................................

France

454,634

165,393,984

363,946,279

Tobacco

1.7%

British

American

Tobacco

plc

.............................

United

Kingdom

5,092,568

156,448,257

Trading

Companies

Distributors

3.6%

AerCap

Holdings

...................................

Ireland

2,256,126

210,270,943

Ferguson

plc

.........................................

United

States

622,969

120,637,947

330,908,890

Total

Common

Stocks

(Cost

$6,870,286,825)

....................................

8,739,481,734

Principal

Amount

Corporate

Bonds

0.9%

Media

0.3%

DISH

DBS

Corp.,

Senior

Note,

5.875%,

11/15/24

..............

United

States

28,912,000

27,477,470

Pharmaceuticals

0.5%

Bausch

Health

Americas,

Inc.,

Senior

Note,

144A,

9.25%,

4/01/26

......................

United

States

33,966,000

30,809,370

Senior

Note,

144A,

8.5%,

1/31/27

.......................

United

States

15,606,000

10,870,905

Bausch

Health

Cos.,

Inc.,

Senior

Note,

144A,

9%,

12/15/25

......

United

States

1,290,000

1,170,030

42,850,305

Professional

Services

0.1%

CoreLogic,

Inc.,

Senior

Secured

Note,

144A,

4.5%,

5/01/28

......

United

States

12,662,000

11,503,973

Total

Corporate

Bonds

(Cost

$89,601,626)

......................................

81,831,748

Senior

Floating

Rate

Interests

2.3%

Commercial

Services

Supplies

1.0%

Neptune

BidCo

US,

Inc.

First

Lien,

CME

Term

Loan,

10.156%,

(3-month

SOFR

4.75%),

10/11/28

....................................

United

States

48,322,890

45,459,759

First

Lien,

Dollar

CME

Term

Loan,

10.406%,

(3-month

SOFR

5%),

4/11/29

.......................................

United

States

45,239,478

42,694,757

88,154,516

Communications

Equipment

0.2%

e,f

CommScope,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.708

(

1-month

SOFR

3.25

4/06/26

.......................

United

States

25,832,199

23,368,841

Professional

Services

0.4%

CoreLogic,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.958

(

1-month

SOFR

3.5

6/02/28

...............................

United

States

40,351,238

39,817,996

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Principal

Amount

Value

Senior

Floating

Rate

Interests

(continued)

Specialty

Retail

0.7%

e,f

Michaels

Cos.,

Inc.

(The)

First

Lien,

CME

Term

Loan,

9.846

(

3-month

SOFR

4.25

4/17/28

.......................

United

States

71,932,703

64,837,621

Total

Senior

Floating

Rate

Interests

(Cost

$209,139,825)

.........................

216,178,974

Companies

Liquidation

0.0%

a,g,h

Walter

Energy,

Inc.,

Litigation

Trust,

Contingent

Distribution

......

United

States

30,996,000

—

Total

Companies

Liquidation

(Cost

$–)

......................................

—

Total

Long

Term

Investments

(Cost

$7,169,028,276)

.............................

9,037,492,456

Short

Term

Investments

1.8%

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

1.8%

FHLB,

7/01/24

.......................................

United

States

161,000,000

160,929,764

U.S.

Treasury

Bills,

9/10/24

..............................

United

States

5,000,000

4,948,421

Total

U.S.

Government

and

Agency

Securities

(Cost

$165,948,377)

................

165,878,185

Total

Short

Term

Investments

(Cost

$165,948,377

)

...............................

165,878,185

Total

Investments

(Cost

$7,334,976,653)

99.7%

..................................

$9,203,370,641

Other

Assets,

less

Liabilities

0.3%

.............................................

25,893,765

Net

Assets

100.0%

...........................................................

$9,229,264,406

The

principal

amount

stated

U.S.

dollars

unless

otherwise

indicated.

Non-income

producing.

Security

was

purchased

pursuant

Rule

144A

Regulation

under

the

Securities

Act

1933.

144A

securities

may

sold

transactions

exempt

from

registration

only

qualified

institutional

buyers

public

offering

registered

under

the

Securities

Act

1933.

Regulation

securities

cannot

sold

the

United

States

without

either

effective

registration

statement

filed

pursuant

the

Securities

Act

1933,

pursuant

exemption

from

registration.

June

30,

2024,

the

aggregate

value

these

securities

was

$210,385,396,

representing

2.3%

net

assets.

Variable

interest

entity

(VIE).

See

the

Fund’s

notes

financial

statements

regarding

investments

made

through

VIE

structure.

June

30,

2024,

the

aggregate

value

this

security

was

$147,981,042,

representing

1.6%

net

assets.

See

Note

1(f)

regarding

senior

floating

rate

interests.

The

coupon

rate

shown

represents

the

rate

inclusive

any

caps

floors,

applicable,

effect

period

end.

portion

all

the

security

purchased

delayed

delivery

basis.

See

Note

1(c).

Fair

valued

using

significant

unobservable

inputs.

See

Note

regarding

fair

value

measurements.

Contingent

distributions

represent

the

right

receive

additional

distributions,

any,

during

the

reorganization

the

underlying

company.

represent

total

underlying

principal

debt

securities.

The

security

was

issued

discount

basis

with

stated

coupon

rate.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Global

Discovery

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

June

30,

2024,

the

Fund

had

the

following futures

contracts

outstanding.

See

Note

1(d).

June

30,

2024,

the

Fund

had

the

following

forward

exchange

contracts

outstanding.

See

Note

(

See

Note

regarding

other

derivative

information.

Futures

Contracts

Description

Type

Number

Contracts

Notional

Amount

Expiration

Date

Value/

Unrealized

Appreciation

(Depreciation)

Foreign

exchange

contracts

Foreign

Exchange

EUR/USD

...................

Short

2,095

281,568,000

9/16/24

1,557,630

Total

Futures

Contracts

......................................................................

$1,557,630

period

end.

Forward

Exchange

Contracts

Currency

Counter-

party

Type

Quantity

Contract

Amount

Settlement

Date

Unrealized

Appreciation

Unrealized

Depreciation

OTC

Forward

Exchange

Contracts

Euro

.............

BOFA

Buy

754,557

813,465

7/11/24

—

(4,917)

Euro

.............

BOFA

Sell

108,604,753

118,309,658

7/11/24

1,937,654

(3,741)

Euro

.............

HSBK

Buy

12,130,000

13,211,832

7/11/24

—

(213,894)

Euro

.............

HSBK

Sell

14,823,373

15,882,975

7/11/24

7,091

(8,146)

Euro

.............

UBSW

Buy

2,900,000

3,148,054

7/11/24

—

(40,551)

Euro

.............

UBSW

Sell

68,573,121

73,707,380

7/11/24

242,971

(15,324)

Euro

.............

WFLA

Sell

68,019,056

74,835,843

7/11/24

1,954,028

(4,207)

British

Pound

......

BOFA

Sell

15,056,081

19,063,408

7/18/24

29,219

—

British

Pound

......

UBSW

Buy

15,056,081

18,823,553

7/18/24

210,635

—

Japanese

Yen

......

BOFA

Buy

1,908,385,571

12,214,747

8/20/24

—

(259,693)

Japanese

Yen

......

BOFA

Sell

14,438,193,707

94,212,721

8/20/24

3,764,873

—

Japanese

Yen

......

UBSW

Buy

369,662,701

2,366,403

8/20/24

—

(50,657)

Japanese

Yen

......

WFLA

Sell

14,691,686,143

95,891,849

8/20/24

3,856,002

—

South

Korean

Won

HSBK

Buy

6,390,564,600

4,679,996

11/04/24

1,730

(18,313)

South

Korean

Won

HSBK

Sell

92,781,753,809

68,006,856

11/04/24

300,856

—

South

Korean

Won

UBSW

Sell

81,361,131,541

59,675,173

11/04/24

303,190

—

Total

Forward

Exchange

Contracts

...................................................

$12,608,249

$(619,443)

Net

unrealized

appreciation

(depreciation)

............................................

$11,988,806

U.S.

dollars

unless

otherwise

indicated.

May

comprised

multiple

contracts

with

the

same

counterparty,

currency

and

settlement

date.

See

Abbreviations

page

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

International

Value

Fund

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$23.97

$21.07

$21.91

$19.49

$21.31

$17.89

Income

from

investment

operations

Net

investment

income

.............

0.40

0.50

0.60

0.58

0.56

0.54

Net

realized

and

unrealized

gains

(losses)

1.06

2.94

(0.74)

2.61

(1.92)

3.46

Total

from

investment

operations

........

1.46

3.44

(0.14)

3.19

(1.36)

4.00

Less

distributions

from:

Net

investment

income

..............

—

(0.54)

(0.70)

(0.77)

(0.46)

(0.58)

Net

asset

value,

end

period

..........

$25.43

$23.97

$21.07

$21.91

$19.49

$21.31

Total

return

.......................

6.09%

16.49%

(0.51)%

16.49%

(6.23)%

22.28%

Ratios

average

net

assets

Expenses

.........................

0.95%

0.97%

f,g

1.00%

f,g

1.07%

f,g

1.08%

f,g

1.04%

Net

investment

income

...............

3.25%

2.23%

2.87%

2.71%

3.19%

2.77%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$501,614

$480,409

$414,151

$457,644

$450,864

$789,012

Portfolio

turnover

rate

................

24.22%

58.49%

32.10%

32.03%

24.04%

12.16%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.30

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.48%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$23.19

$20.41

$21.24

$18.91

$20.67

$17.37

Income

from

investment

operations

Net

investment

income

.............

0.36

0.44

0.53

0.51

0.54

0.49

Net

realized

and

unrealized

gains

(losses)

1.02

2.82

(0.72)

2.54

(1.91)

3.33

Total

from

investment

operations

........

1.38

3.26

(0.19)

3.05

(1.37)

3.82

Less

distributions

from:

Net

investment

income

..............

—

(0.48)

(0.64)

(0.72)

(0.39)

(0.52)

Net

asset

value,

end

period

..........

$24.57

$23.19

$20.41

$21.24

$18.91

$20.67

Total

return

.......................

5.95%

16.16%

(0.73)%

16.23%

(6.50)%

21.98%

Ratios

average

net

assets

Expenses

.........................

1.20%

1.22%

f,g

1.25%

f,g

1.32%

f,g

1.33%

f,g

1.29%

Net

investment

income

...............

2.99%

1.99%

2.60%

2.45%

3.14%

2.52%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$289,997

$287,258

$256,163

$281,685

$272,579

$512,218

Portfolio

turnover

rate

................

24.22%

58.49%

32.10%

32.03%

24.04%

12.16%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.44%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$23.72

$20.83

$21.60

$19.17

$20.93

$17.56

Income

from

investment

operations

Net

investment

income

.............

0.26

0.30

0.39

0.38

0.35

Net

realized

and

unrealized

gains

(losses)

1.06

2.85

(0.73)

2.54

(1.90)

3.35

Total

from

investment

operations

........

1.32

3.15

(0.34)

2.92

(1.52)

3.70

Less

distributions

from:

Net

investment

income

..............

—

(0.26)

(0.43)

(0.49)

(0.24)

(0.33)

Net

asset

value,

end

period

..........

$25.04

$23.72

$20.83

$21.60

$19.17

$20.93

Total

return

.......................

5.56%

15.24%

(1.42)%

15.32%

(7.15)%

21.01%

Ratios

average

net

assets

Expenses

.........................

1.94%

1.97%

f,g

2.00%

f,g

2.07%

f,g

2.08%

f,g

2.04%

Net

investment

income

...............

2.14%

1.35%

1.91%

1.83%

2.18%

1.77%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$7,333

$8,769

$15,190

$24,236

$34,693

$61,743

Portfolio

turnover

rate

................

24.22%

58.49%

32.10%

32.03%

24.04%

12.16%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

0.47%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$22.61

$19.90

$20.75

$18.49

$20.27

$17.05

Income

from

investment

operations

Net

investment

income

.............

0.33

0.34

0.44

0.45

0.53

0.43

Net

realized

and

unrealized

gains

(losses)

0.99

2.79

(0.68)

2.48

(1.92)

3.27

Total

from

investment

operations

........

1.32

3.13

(0.24)

2.93

(1.39)

3.70

Less

distributions

from:

Net

investment

income

..............

—

(0.42)

(0.61)

(0.67)

(0.39)

(0.48)

Net

asset

value,

end

period

..........

$23.93

$22.61

$19.90

$20.75

$18.49

$20.27

Total

return

.......................

5.84%

15.88%

(1.03)%

15.96%

(6.76)%

21.70%

Ratios

average

net

assets

Expenses

.........................

1.45%

1.47%

f,g

1.49%

f,g

1.58%

f,g

1.58%

f,g

1.54%

Net

investment

income

...............

2.85%

1.58%

2.23%

2.21%

3.19%

2.27%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$1,193

$783

$623

$639

$714

$733

Portfolio

turnover

rate

................

24.22%

58.49%

32.10%

32.03%

24.04%

12.16%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.48%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$23.95

$21.05

$21.88

$19.47

$21.29

$17.87

Income

from

investment

operations

Net

investment

income

.............

0.45

0.63

0.62

0.60

0.64

0.69

Net

realized

and

unrealized

gains

(losses)

1.02

2.81

(0.73)

2.60

(1.97)

3.33

Total

from

investment

operations

........

1.47

3.44

(0.11)

3.20

(1.33)

4.02

Less

distributions

from:

Net

investment

income

..............

—

(0.54)

(0.72)

(0.79)

(0.49)

(0.60)

Net

asset

value,

end

period

..........

$25.42

$23.95

$21.05

$21.88

$19.47

$21.29

Total

return

.......................

6.14%

16.53%

(0.38)%

16.56%

(6.10)%

22.35%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

0.94%

0.93%

0.92%

1.02%

1.00%

0.94%

Expenses

net

waiver

and

payments

affiliates

..........................

0.89%

0.90%

0.91%

0.99%

0.97%

0.93%

Net

investment

income

...............

3.68%

2.78%

2.96%

2.78%

3.61%

2.88%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$21,217

$9,950

$33,306

$35,798

$33,407

$44,561

Portfolio

turnover

rate

................

24.22%

58.49%

32.10%

32.03%

24.04%

12.16%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.30

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.91%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited),

June

30,

2024

Franklin

Mutual

International

Value

Fund

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

98.1%

Aerospace

Defense

2.9%

Airbus

...........................................

France

79,680

10,937,349

Babcock

International

Group

plc

..........................

United

Kingdom

1,954,742

12,915,223

23,852,572

Automobile

Components

3.2%

Cie

Generale

des

Etablissements

Michelin

SCA

..............

France

243,674

9,419,590

Denso

Corp.

.........................................

Japan

1,070,960

16,719,256

26,138,846

Banks

10.3%

BNP

Paribas

......................................

France

367,321

23,494,241

DBS

Group

Holdings

Ltd.

...............................

Singapore

919,135

24,209,809

ING

Groep

.......................................

Netherlands

488,109

8,388,185

Mitsubishi

UFJ

Financial

Group,

Inc.

.......................

Japan

1,868,779

20,171,048

UniCredit

SpA

........................................

Italy

219,433

8,121,480

84,384,763

Beverages

3.0%

Coca-Cola

HBC

...................................

Italy

310,887

10,581,212

Heineken

........................................

Netherlands

149,607

14,475,910

25,057,122

Capital

Markets

6.4%

Deutsche

Bank

....................................

Germany

1,412,407

22,577,041

SBI

Holdings,

Inc.

.....................................

Japan

660,880

16,776,081

St.

James's

Place

plc

..................................

United

Kingdom

1,895,218

13,024,178

52,377,300

Chemicals

2.6%

a,b

Covestro

AG,

144A,

Reg

..............................

Germany

259,158

15,193,158

DSM-

Firmenich

....................................

Switzerland

56,506

6,363,758

21,556,916

Consumer

Staples

Distribution

Retail

2.6%

Seven

Holdings

Co.

Ltd.

..............................

Japan

1,762,503

21,541,435

Diversified

Telecommunication

Services

5.8%

Deutsche

Telekom

..................................

Germany

825,616

20,755,177

Hellenic

Telecommunications

Organization

................

Greece

423,020

6,081,237

Koninklijke

KPN

...................................

Netherlands

5,322,950

20,404,316

47,240,730

Electrical

Equipment

1.3%

Mitsubishi

Electric

Corp.

................................

Japan

644,860

10,335,564

Electronic

Equipment,

Instruments

Components

2.0%

Murata

Manufacturing

Co.

Ltd.

...........................

Japan

788,098

16,322,768

Energy

Equipment

Services

3.3%

Schlumberger

.....................................

United

States

577,791

27,260,179

Food

Products

1.0%

Danone

..........................................

France

134,625

8,246,907

Health

Care

Equipment

Supplies

2.8%

Olympus

Corp.

.......................................

Japan

1,405,336

22,688,921

Household

Durables

1.6%

Sony

Group

Corp.

.....................................

Japan

158,570

13,515,622

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Value

Common

Stocks

(continued)

Household

Products

1.8%

Reckitt

Benckiser

Group

plc

.............................

United

Kingdom

270,048

14,609,972

Industrial

Conglomerates

2.2%

Siemens

.........................................

Germany

97,119

18,078,847

Insurance

6.4%

ASR

Nederland

....................................

Netherlands

298,741

14,224,645

Group

........................................

Netherlands

417,124

19,389,998

Prudential

plc

........................................

Hong

Kong

2,052,900

18,614,420

52,229,063

Interactive

Media

Services

1.8%

Tencent

Holdings

Ltd.

..................................

China

304,940

14,466,454

Services

1.4%

Capgemini

........................................

France

57,171

11,357,897

Metals

Mining

4.9%

Anglo

American

plc

....................................

South

Africa

246,863

7,801,304

Norsk

Hydro

ASA

.....................................

Norway

2,265,188

14,123,665

Rio

Tinto

plc

.........................................

Australia

285,112

18,709,303

40,634,272

Multi-Utilities

1.8%

National

Grid

plc

......................................

United

Kingdom

1,343,086

14,997,679

Oil,

Gas

Consumable

Fuels

7.0%

plc

..............................................

United

States

4,979,129

29,979,410

Shell

plc

............................................

United

States

778,073

27,909,028

57,888,438

Personal

Care

Products

1.9%

Haleon

plc

..........................................

United

States

3,802,736

15,472,870

Pharmaceuticals

8.0%

GSK

plc

............................................

United

States

806,894

15,520,589

Novartis

.........................................

Switzerland

245,732

26,164,953

Roche

Holding

....................................

United

States

86,776

24,043,395

65,728,937

Professional

Services

1.2%

Teleperformance

...................................

France

95,096

10,048,172

Semiconductors

Semiconductor

Equipment

1.9%

Renesas

Electronics

Corp.

..............................

Japan

836,825

15,872,558

Technology

Hardware,

Storage

Peripherals

2.8%

Samsung

Electronics

Co.

Ltd.

............................

South

Korea

386,250

22,675,536

Textiles,

Apparel

Luxury

Goods

3.8%

Cie

Financiere

Richemont

............................

Switzerland

98,553

15,403,012

Kering

...........................................

France

44,301

16,116,522

31,519,534

Trading

Companies

Distributors

2.4%

AerCap

Holdings

...................................

Ireland

208,627

19,444,036

Total

Common

Stocks

(Cost

$670,807,770)

.....................................

805,543,910

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

International

Value

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Short

Term

Investments

1.8%

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

1.8%

FHLB,

7/01/24

.......................................

United

States

14,400,000

14,393,718

Total

U.S.

Government

and

Agency

Securities

(Cost

$14,400,000)

.................

14,393,718

Total

Short

Term

Investments

(Cost

$14,400,000

)

................................

14,393,718

Total

Investments

(Cost

$685,207,770)

99.9%

...................................

$819,937,628

Other

Assets,

less

Liabilities

0.1%

.............................................

1,417,317

Net

Assets

100.0%

...........................................................

$821,354,945

See

bbreviations

page

The

principal

amount

stated

U.S.

dollars

unless

otherwise

indicated.

Non-income

producing.

Security

was

purchased

pursuant

Rule

144A

Regulation

under

the

Securities

Act

1933.

144A

securities

may

sold

transactions

exempt

from

registration

only

qualified

institutional

buyers

public

offering

registered

under

the

Securities

Act

1933.

Regulation

securities

cannot

sold

the

United

States

without

either

effective

registration

statement

filed

pursuant

the

Securities

Act

1933,

pursuant

exemption

from

registration.

June

30,

2024,

the

value

this

security

was

$15,193,158,

representing

1.8%

net

assets.

Variable

interest

entity

(VIE).

See

the

Fund’s

notes

financial

statements

regarding

investments

made

through

VIE

structure.

June

30,

2024,

the

aggregate

value

this

security

was

$14,466,454,

representing

1.8%

net

assets.

The

security

was

issued

discount

basis

with

stated

coupon

rate.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Quest

Fund

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$13.68

$12.96

$14.46

$13.31

$14.06

$12.95

Income

from

investment

operations

Net

investment

income

.............

0.31

0.57

0.50

0.23

0.40

0.45

Net

realized

and

unrealized

gains

(losses)

0.40

0.78

(1.51)

1.29

(0.66)

1.16

Total

from

investment

operations

........

0.71

1.35

(1.01)

1.52

(0.26)

1.61

Less

distributions

from:

Net

investment

income

..............

—

(0.63)

(0.49)

(0.37)

(0.49)

(0.50)

Net

asset

value,

end

period

..........

$14.39

$13.68

$12.96

$14.46

$13.31

$14.06

Total

return

.......................

5.11%

10.51%

(6.86)%

11.51%

(1.83)%

12.40%

Ratios

average

net

assets

Expenses

.........................

0.77%

0.80%

g,h

0.78%

g,h

0.87%

g,h

0.81%

g,h

0.78%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.03%

0.02%

0.06%

0.02%

Net

investment

income

...............

4.41%

4.31%

3.60%

1.59%

3.22%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$2,007,578

$2,026,136

$2,047,788

$2,397,948

$2,472,118

$3,042,387

Portfolio

turnover

rate

................

22.25%

96.06%

101.19%

66.95%

52.07%

60.96%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.11

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.32%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$13.44

$12.74

$14.22

$13.09

$13.84

$12.75

Income

from

investment

operations

Net

investment

income

.............

0.29

0.53

0.46

0.19

0.37

0.41

Net

realized

and

unrealized

gains

(losses)

0.38

0.77

(1.48)

1.28

(0.67)

1.14

Total

from

investment

operations

........

0.67

1.30

(1.02)

1.47

(0.30)

1.55

Less

distributions

from:

Net

investment

income

..............

—

(0.60)

(0.46)

(0.34)

(0.45)

(0.46)

Net

asset

value,

end

period

..........

$14.11

$13.44

$12.74

$14.22

$13.09

$13.84

Total

return

.......................

4.99%

10.26%

(7.16)%

11.26%

(2.12)%

12.14%

Ratios

average

net

assets

Expenses

.........................

1.02%

1.05%

g,h

1.03%

g,h

1.12%

g,h

1.06%

g,h

1.03%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.03%

0.02%

0.06%

0.02%

Net

investment

income

...............

4.16%

4.06%

3.35%

1.34%

2.98%

2.97%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$570,986

$584,271

$617,190

$723,791

$760,173

$1,035,699

Portfolio

turnover

rate

................

22.25%

96.06%

101.19%

66.95%

52.07%

60.96%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.11

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.08%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$13.41

$12.71

$14.17

$13.01

$13.73

$12.64

Income

from

investment

operations

Net

investment

income

.............

0.23

0.43

0.35

0.08

0.27

0.30

Net

realized

and

unrealized

gains

(losses)

0.39

0.75

(1.47)

1.27

(0.66)

1.12

Total

from

investment

operations

........

0.62

1.18

(1.12)

1.35

(0.39)

1.42

Less

distributions

from:

Net

investment

income

..............

—

(0.48)

(0.34)

(0.19)

(0.33)

Net

asset

value,

end

period

..........

$14.03

$13.41

$12.71

$14.17

$13.01

$13.73

Total

return

.......................

4.62%

9.47%

(7.88)%

10.42%

(2.83)%

11.26%

Ratios

average

net

assets

Expenses

.........................

1.77%

1.80%

g,h

1.78%

g,h

1.87%

g,h

1.81%

g,h

1.78%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.03%

0.02%

0.06%

0.02%

Net

investment

income

...............

3.40%

3.30%

2.57%

0.55%

2.24%

2.22%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$25,046

$27,863

$33,039

$44,228

$65,715

$112,751

Portfolio

turnover

rate

................

22.25%

96.06%

101.19%

66.95%

52.07%

60.96%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.11

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.34%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$13.20

$12.52

$13.98

$12.87

$13.61

$12.54

Income

from

investment

operations

Net

investment

income

.............

0.26

0.49

0.45

0.15

0.33

0.37

Net

realized

and

unrealized

gains

(losses)

0.38

0.75

(1.49)

1.27

(0.66)

1.12

Total

from

investment

operations

........

0.64

1.24

(1.04)

1.42

(0.33)

1.49

Less

distributions

from:

Net

investment

income

..............

—

(0.56)

(0.42)

(0.31)

(0.41)

(0.42)

Total

distributions

...................

—

(0.56)

(0.42)

(0.31)

(0.41)

(0.42)

Net

asset

value,

end

period

..........

$13.84

$13.20

$12.52

$13.98

$12.87

$13.61

Total

return

.......................

4.85%

10.01%

(7.44)%

11.05%

(2.38)%

11.88%

Ratios

average

net

assets

Expenses

.........................

1.27%

1.30%

g,h

1.27%

g,h

1.37%

g,h

1.31%

g,h

1.28%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.03%

0.02%

0.06%

0.02%

Net

investment

income

...............

3.91%

3.81%

3.39%

1.10%

2.72%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$2,781

$2,742

$3,725

$2,643

$2,495

$3,415

Portfolio

turnover

rate

................

22.25%

96.06%

101.19%

66.95%

52.07%

60.96%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.11

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.82%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$13.66

$12.95

$14.45

$13.29

$14.05

$12.94

Income

from

investment

operations

Net

investment

income

.............

0.31

0.57

0.51

0.23

0.41

0.46

Net

realized

and

unrealized

gains

(losses)

0.40

0.78

(1.51)

1.31

(0.68)

1.15

Total

from

investment

operations

........

0.71

1.35

(1.00)

1.54

(0.27)

1.61

Less

distributions

from:

Net

investment

income

..............

—

(0.64)

(0.50)

(0.38)

(0.49)

(0.50)

Net

asset

value,

end

period

..........

$14.37

$13.66

$12.95

$14.45

$13.29

$14.05

Total

return

.......................

5.12%

10.57%

(6.88)%

11.67%

(1.79)%

12.40%

Ratios

average

net

assets

Expenses

before

waiver

and

payments

affiliates

..........................

0.75%

0.79%

0.76%

0.87%

0.79%

0.74%

Expenses

net

waiver

and

payments

affiliates

..........................

0.72%

0.75%

0.72%

0.82%

0.75%

0.72%

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.03%

0.02%

0.06%

0.02%

Net

investment

income

...............

4.46%

4.35%

3.65%

1.63%

3.28%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$30,562

$30,994

$32,109

$39,292

$47,970

$107,723

Portfolio

turnover

rate

................

22.25%

96.06%

101.19%

66.95%

52.07%

60.96%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.11

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.38%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited),

June

30,

2024

Franklin

Mutual

Quest

Fund

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

79.5%

Air

Freight

Logistics

1.4%

United

Parcel

Service,

Inc.,

............................

United

States

278,028

38,048,132

Automobile

Components

1.7%

Aptiv

plc

............................................

United

States

101,184

7,125,377

Denso

Corp.

.........................................

Japan

1,567,059

24,464,089

Lear

Corp.

..........................................

United

States

127,356

14,545,329

46,134,795

Automobiles

0.4%

General

Motors

Co.

....................................

United

States

257,048

11,942,450

Banks

4.9%

BNP

Paribas

......................................

France

535,343

34,241,106

JPMorgan

Chase

Co.

.................................

United

States

109,468

22,140,998

PNC

Financial

Services

Group,

Inc.

(The)

...................

United

States

234,961

36,531,736

Wells

Fargo

Co.

.....................................

United

States

610,752

36,272,561

129,186,401

Beverages

1.4%

Heineken

........................................

Netherlands

371,365

35,933,120

Building

Products

0.9%

Johnson

Controls

International

plc

.........................

United

States

358,297

23,816,002

Capital

Markets

1.1%

St.

James's

Place

plc

..................................

United

Kingdom

4,157,001

28,567,437

Chemicals

2.6%

Avient

Corp.

.........................................

United

States

878,789

38,359,140

a,b

Covestro

AG,

144A,

Reg

..............................

Germany

512,327

30,035,211

68,394,351

Communications

Equipment

3.3%

Cisco

Systems,

Inc.

...................................

United

States

572,302

27,190,068

a,c,d,e

Inclusive

Language

Services

LLC,

Membership

Interests,

......

United

States

106,532

60,749,073

87,939,141

Construction

Engineering

1.2%

WillScot

Mobile

Mini

Holdings

Corp.

.......................

United

States

837,992

31,542,019

Consumer

Staples

Distribution

Retail

1.1%

Seven

Holdings

Co.

Ltd.

..............................

Japan

2,319,525

28,349,396

Containers

Packaging

1.8%

Smith

plc

.........................................

United

Kingdom

2,183,225

11,571,478

International

Paper

Co.

.................................

United

States

824,938

35,596,075

47,167,553

Diversified

Telecommunication

Services

2.4%

Deutsche

Telekom

..................................

Germany

1,583,366

39,804,270

a,c,d

Windstream

Holdings,

Inc.

...............................

United

States

1,714,983

22,336,968

62,141,238

Electric

Utilities

2.4%

Entergy

Corp.

........................................

United

States

265,699

28,429,793

PPL

Corp.

...........................................

United

States

1,217,750

33,670,787

62,100,580

Energy

Equipment

Services

3.2%

Baker

Hughes

Co.,

...................................

United

States

1,165,588

40,993,730

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Value

Common

Stocks

(continued)

Energy

Equipment

Services

(continued)

Schlumberger

.....................................

United

States

899,987

42,461,387

83,455,117

Entertainment

1.6%

Walt

Disney

Co.

(The)

..................................

United

States

424,385

42,137,187

Financial

Services

2.6%

Global

Payments,

Inc.

..................................

United

States

423,225

40,925,857

Voya

Financial,

Inc.

....................................

United

States

385,750

27,446,113

68,371,970

Food

Products

1.1%

Danone

..........................................

France

467,338

28,628,361

Health

Care

Equipment

Supplies

1.5%

Medtronic

plc

........................................

United

States

502,815

39,576,569

Health

Care

Providers

Services

6.3%

CVS

Health

Corp.

.....................................

United

States

732,822

43,280,467

Elevance

Health,

Inc.

..................................

United

States

102,312

55,438,780

Fresenius

Co.

KGaA

...............................

Germany

718,432

21,465,651

Humana,

Inc.

........................................

United

States

124,436

46,495,512

166,680,410

Household

Products

1.6%

Reckitt

Benckiser

Group

plc

.............................

United

Kingdom

785,084

42,474,136

Independent

Power

and

Renewable

Electricity

Producers

0.7%

AES

Corp.

(The)

......................................

United

States

1,025,228

18,013,256

Insurance

7.2%

ASR

Nederland

....................................

Netherlands

832,528

39,641,078

Everest

Group

Ltd.

....................................

United

States

135,635

51,679,648

Hartford

Financial

Services

Group,

Inc.

(The)

................

United

States

267,308

26,875,146

Progressive

Corp.

(The)

................................

United

States

164,430

34,153,755

Prudential

plc

........................................

Hong

Kong

4,012,290

36,380,951

188,730,578

Media

2.0%

Charter

Communications,

Inc.,

..........................

United

States

156,293

46,725,355

Clear

Channel

Outdoor

Holdings,

Inc.

......................

United

States

3,444,116

4,856,204

c,d

Tenerity

Inc.

.........................................

United

States

51,581,586

Metals

Mining

4.0%

Anglo

American

plc

....................................

South

Africa

600,441

18,974,988

Rio

Tinto

plc

.........................................

Australia

599,412

39,333,948

United

States

Steel

Corp.

...............................

United

States

1,263,551

47,762,228

106,071,164

Oil,

Gas

Consumable

Fuels

3.6%

plc

..............................................

United

States

7,404,301

44,581,406

Hess

Corp.

..........................................

United

States

95,708

14,118,844

Williams

Cos.,

Inc.

(The)

................................

United

States

850,836

36,160,530

94,860,780

Personal

Care

Products

2.3%

Haleon

plc

..........................................

United

States

7,698,666

31,324,935

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

(continued)

Personal

Care

Products

(continued)

Kenvue

Inc.

.........................................

United

States

1,657,110

30,126,260

61,451,195

Pharmaceuticals

5.8%

Bausch

Health

Cos.,

Inc.

................................

United

States

597,399

4,163,871

GSK

plc

............................................

United

States

1,678,065

32,277,546

Merck

Co.,

Inc.

.....................................

United

States

274,158

33,940,760

Novartis

AG,

ADR

.....................................

Switzerland

356,884

37,993,871

Roche

Holding

....................................

United

States

158,541

43,927,628

152,303,676

Professional

Services

1.6%

SS&C

Technologies

Holdings,

Inc.

.........................

United

States

687,482

43,084,497

Real

Estate

Management

Development

0.7%

Savills

plc

...........................................

United

Kingdom

1,380,703

19,443,931

Semiconductors

Semiconductor

Equipment

0.6%

Renesas

Electronics

Corp.

..............................

Japan

811,246

15,387,386

Software

0.7%

Oracle

Corp.

.........................................

United

States

127,336

17,979,843

Technology

Hardware,

Storage

Peripherals

0.5%

Samsung

Electronics

Co.

Ltd.

............................

South

Korea

241,372

14,170,199

Textiles,

Apparel

Luxury

Goods

1.4%

Capri

Holdings

Ltd.

....................................

United

States

597,351

19,760,371

Cie

Financiere

Richemont

............................

Switzerland

104,894

16,394,057

36,154,428

Tobacco

2.5%

British

American

Tobacco

plc

.............................

United

Kingdom

2,124,250

65,258,865

Trading

Companies

Distributors

1.3%

AerCap

Holdings

...................................

Ireland

378,970

35,320,004

Wireless

Telecommunication

Services

0.1%

Intelsat

..........................................

Luxembourg

106,029

3,986,690

Total

Common

Stocks

(Cost

$1,872,777,483)

....................................

2,096,384,443

Warrants

0.0%

†

Wireless

Telecommunication

Services

0.0%

†

Intelsat

Emergence

SA,

2/17/27

..........................

Luxembourg

323,376

1,075,304

Total

Warrants

(Cost

$1,736,986)

..............................................

1,075,304

Principal

Amount

Convertible

Bonds

0.2%

Media

0.2%

DISH

Network

Corp.

Senior

Bond,

3.375%,

8/15/26

..........................

United

States

3,420,000

2,138,048

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Principal

Amount

Value

Convertible

Bonds

(continued)

Media

(continued)

DISH

Network

Corp.,

(continued)

Senior

Note,

Zero

Cpn

12/15/25

.......................

United

States

3,975,000

2,946,877

5,084,925

Total

Convertible

Bonds

(Cost

$4,776,127)

.....................................

5,084,925

Corporate

Bonds

4.2%

Communications

Equipment

0.2%

CommScope

Technologies

LLC

Senior

Bond

144A,

3/15/27

United

States

15,630,000

6,493,734

Diversified

REITs

0.5%

Uniti

Group

Uniti

Fiber

Holdings,

Inc.

CSL

Capital

LLC

Senior

Note

144A,

1/15/30

..............................

United

States

5,000,000

3,031,201

Uniti

Group

Uniti

Group

Finance,

Inc.

CSL

Capital

LLC

Senior

Note,

144A,

6.5%,

2/15/29

.......................

United

States

2,000,000

1,277,532

Senior

Secured

Note,

144A,

10.5%,

2/15/28

...............

United

States

8,000,000

7,842,818

12,151,551

Media

1.5%

Clear

Channel

Outdoor

Holdings,

Inc.

Senior

Note

144A,

7.5

6/01/29

...........................................

United

States

13,500,000

11,294,439

DISH

DBS

Corp.

Senior

Note,

5.875%,

11/15/24

.........................

United

States

23,000,000

21,858,807

Senior

Note,

5.125%,

6/01/29

..........................

United

States

11,000,000

4,367,885

DISH

Network

Corp.

Senior

Secured

Note

144A,

11.75

11/15/27

United

States

2,000,000

1,962,889

39,484,020

Passenger

Airlines

0.0%

†

American

Airlines,

Inc.

Senior

Secured

Note

144A,

8.5

5/15/29

United

States

325,000

337,867

Pharmaceuticals

1.1%

Bausch

Health

Americas,

Inc.

Senior

Note,

144A,

9.25%,

4/01/26

......................

United

States

5,459,000

4,951,668

Senior

Note,

144A,

8.5%,

1/31/27

.......................

United

States

10,481,000

7,300,907

Bausch

Health

Cos.,

Inc.

Senior

Bond

144A,

7.25

5/30/29

....

United

States

30,000,000

15,658,950

27,911,525

Professional

Services

0.3%

CoreLogic,

Inc.

Senior

Secured

Note

144A,

4.5

5/01/28

......

United

States

8,200,000

7,450,054

Specialty

Retail

0.6%

Michaels

Cos.,

Inc.

(The)

Senior

Note

144A,

7.875

5/01/29

...

United

States

26,000,000

16,714,744

Total

Corporate

Bonds

(Cost

$123,444,738)

.....................................

110,543,495

Senior

Floating

Rate

Interests

13.7%

Aerospace

Defense

0.5%

TransDigm

Inc.

First

Lien,

Term

Loan,

8.08

(

1-month

SOFR

2.75

8/24/28

.....................................

United

States

12,987,437

13,025,620

Commercial

Services

Supplies

3.0%

Neptune

BidCo

US,

Inc.

First

Lien,

CME

Term

Loan,

10.156%,

(3-month

SOFR

4.75%),

10/11/28

....................................

United

States

48,250,039

45,391,224

Second

Lien,

CME

Term

Loan,

15.156%,

(3-month

SOFR

9.75%),

10/11/29

....................................

United

States

35,000,000

34,573,525

79,964,749

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Principal

Amount

Value

Senior

Floating

Rate

Interests

(continued)

Communications

Equipment

5.8%

h,i

CommScope,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.708

(

1-month

SOFR

3.25

4/06/26

.......................

United

States

17,926,838

16,217,335

c,d,e,j

Sorenson

Communications

LLC

First

Lien,

Term

Loan,

PIK,

8%,

4/01/30

.................

United

States

113,053,307

106,057,814

First

Lien,

Term

Loan,

PIK,

10%,

4/01/30

................

United

States

28,709,594

31,131,458

153,406,607

Financial

Services

1.0%

h,i

Travelport

Finance

Luxembourg

SARL

First

Lien,

Priority

CME

Term

Loan

7.064

(

3-month

SOFR

1.5

2/28/25

............

Luxembourg

29,933,139

26,959,895

Media

0.0%

†

h,k

Loyalty

Ventures,

Inc.

First

Lien,

Term

Loan,

(

PRIME

5.5

11/03/27

.....................................

United

States

26,135,994

261,360

Passenger

Airlines

1.0%

American

Airlines,

Inc.

First

Lien,

CME

Term

Loan,

7.737%,

(12-month

SOFR

2.5%),

6/04/29

...........................................

United

States

3,000,000

2,998,875

First

Lien,

Initial

CME

Term

Loan,

7.775%,

(3-month

SOFR

2.5%),

6/04/29

......................................

United

States

22,058,824

22,050,552

25,049,427

Professional

Services

0.3%

CoreLogic,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.958

(

1-month

SOFR

3.5

6/02/28

...............................

United

States

7,641,425

7,540,443

Software

0.9%

Quest

Software,

Inc.

Second

Lien,

Initial

CME

Term

Loan

12.98

(

3-month

SOFR

7.5

2/01/30

........................

United

States

46,841,437

23,493,791

Specialty

Retail

1.2%

h,i

Michaels

Cos.,

Inc.

(The)

First

Lien,

CME

Term

Loan,

9.846

(

3-month

SOFR

4.25

4/17/28

.......................

United

States

34,551,862

31,143,839

Total

Senior

Floating

Rate

Interests

(Cost

$403,676,855)

.........................

360,845,731

Companies

Liquidation

0.0%

a,c,l

Bosgen

Liquidating

Trust

c/o

Verdolino

and

Lowey

P.C.,

Contingent

Distribution

........................................

Netherlands

159,828

—

a,c,l

Walter

Energy,

Inc.,

Litigation

Trust,

Contingent

Distribution

......

United

States

7,443,000

—

Total

Companies

Liquidation

(Cost

$–)

......................................

—

Total

Long

Term

Investments

(Cost

$2,406,412,189)

.............................

2,573,933,898

Short

Term

Investments

3.2%

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

3.2%

FHLB,

7/01/24

.......................................

United

States

73,900,000

73,867,761

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Short

Term

Investments

(continued)

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

(continued)

f,m

U.S.

Treasury

Bills,

9/12/24

..............................

United

States

10,000,000

9,894,041

Total

U.S.

Government

and

Agency

Securities

(Cost

$83,796,259)

.................

83,761,802

Total

Short

Term

Investments

(Cost

$83,796,259

)

................................

83,761,802

Total

Investments

(Cost

$2,490,208,448)

100.8%

................................

$2,657,695,700

Other

Assets,

less

Liabilities

(0.8)%

...........................................

(20,742,608)

Net

Assets

100.0%

...........................................................

$2,636,953,092

The

principal

amount

stated

U.S.

dollars

unless

otherwise

indicated.

†

Rounds

less

than

0.1%

net

assets.

Non-income

producing.

Security

was

purchased

pursuant

Rule

144A

Regulation

under

the

Securities

Act

1933.

144A

securities

may

sold

transactions

exempt

from

registration

only

qualified

institutional

buyers

public

offering

registered

under

the

Securities

Act

1933.

Regulation

securities

cannot

sold

the

United

States

without

either

effective

registration

statement

filed

pursuant

the

Securities

Act

1933,

pursuant

exemption

from

registration.

June

30,

2024,

the

aggregate

value

these

securities

was

$114,352,014,

representing

4.3%

net

assets.

Fair

valued

using

significant

unobservable

inputs.

See

Note

regarding

fair

value

measurements.

See

Note

regarding

restricted

securities.

See

Note

regarding

holdings

voting

securities.

portion

all

the

security

has

been

segregated

collateral

for

open

forward

exchange

contracts.

June

30,

2024,

the

aggregate

value

these

securities

pledged

amounted

$13,145,547,

representing

0.5%

net

assets.

See

Note

1(f)

regarding

senior

floating

rate

interests.

The

coupon

rate

shown

represents

the

rate

inclusive

any

caps

floors,

applicable,

effect

period

end.

portion

all

the

security

purchased

delayed

delivery

basis.

See

Note

1(c).

Income

may

received

additional

securities

and/or

cash.

Defaulted

security

for

which

income

has

been

deemed

uncollectible.

See

Note

Contingent

distributions

represent

the

right

receive

additional

distributions,

any,

during

the

reorganization

the

underlying

company.

represent

total

underlying

principal

debt

securities.

The

security

was

issued

discount

basis

with

stated

coupon

rate.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Quest

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

June

30,

2024,

the

Fund

had

the

following futures

contracts

outstanding.

See

Note

1(d).

June

30,

2024,

the

Fund

had

the

following

forward

exchange

contracts

outstanding.

See

Note

(

See

Note

regarding

other

derivative

information.

Futures

Contracts

Description

Type

Number

Contracts

Notional

Amount

Expiration

Date

Value/

Unrealized

Appreciation

(Depreciation)

Foreign

exchange

contracts

Foreign

Exchange

EUR/USD

...................

Short

12,364,800

9/16/24

68,333

Foreign

Exchange

GBP/USD

...................

Short

1,581,125

9/16/24

11,450

Total

Futures

Contracts

......................................................................

$79,783

period

end.

Forward

Exchange

Contracts

Currency

Counter-

party

Type

Quantity

Contract

Amount

Settlement

Date

Unrealized

Appreciation

Unrealized

Depreciation

OTC

Forward

Exchange

Contracts

Euro

.............

BOFA

Buy

3,188,000

3,470,042

7/11/24

—

(53,931)

Euro

.............

BOFA

Sell

20,529,013

22,631,184

7/11/24

633,259

—

Euro

.............

HSBK

Buy

146,111

159,810

7/11/24

—

(3,244)

Euro

.............

UBSW

Buy

3,701,177

4,006,786

7/11/24

334

(41,112)

Euro

.............

UBSW

Sell

276,724

301,273

7/11/24

4,749

—

Euro

.............

WFLA

Sell

21,455,300

23,654,683

7/11/24

664,192

—

British

Pound

......

BOFA

Buy

20,781,000

26,517,886

7/18/24

—

(246,144)

British

Pound

......

BOFA

Sell

51,501,893

65,249,463

7/18/24

139,774

—

British

Pound

......

UBSW

Buy

12,507,408

15,955,963

7/18/24

—

(143,856)

British

Pound

......

UBSW

Sell

4,542,184

5,767,875

7/18/24

33,391

(7,832)

British

Pound

......

WFLA

Sell

5,000,000

6,361,250

7/18/24

40,153

—

Swiss

Franc

.......

UBSW

Buy

4,454,783

4,978,918

7/29/24

24,890

(28,581)

Swiss

Franc

.......

UBSW

Sell

19,029,805

21,025,158

7/29/24

—

(227,864)

Japanese

Yen

......

BOFA

Buy

71,905,274

457,743

8/20/24

—

(7,293)

Japanese

Yen

......

BOFA

Sell

2,265,424,890

14,782,448

8/20/24

590,727

—

Japanese

Yen

......

WFLA

Sell

2,305,199,122

15,045,911

8/20/24

605,026

—

South

Korean

Won

HSBK

Buy

506,881,200

371,204

11/04/24

137

(1,453)

South

Korean

Won

HSBK

Sell

13,812,512,700

10,124,249

11/04/24

44,789

—

Total

Forward

Exchange

Contracts

...................................................

$2,781,421

$(761,310)

Net

unrealized

appreciation

(depreciation)

............................................

$2,020,111

U.S.

dollars

unless

otherwise

indicated.

May

comprised

multiple

contracts

with

the

same

counterparty,

currency

and

settlement

date.

See

Abbreviations

page

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Fund

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$24.53

$22.86

$27.09

$25.33

$27.56

$24.25

Income

from

investment

operations

Net

investment

income

.............

0.28

0.51

0.43

0.39

0.83

0.63

Net

realized

and

unrealized

gains

(losses)

0.83

2.61

(2.45)

4.43

(2.11)

4.90

Total

from

investment

operations

........

1.11

3.12

(2.02)

4.82

(1.28)

5.53

Less

distributions

from:

Net

investment

income

..............

—

(0.50)

(0.37)

(0.94)

(0.53)

(0.71)

Net

realized

gains

.................

—

(0.95)

(1.84)

(2.12)

(0.42)

(1.51)

Total

distributions

...................

—

(1.45)

(2.21)

(3.06)

(0.95)

(2.22)

Net

asset

value,

end

period

..........

$25.64

$24.53

$22.86

$27.09

$25.33

$27.56

Total

return

.......................

4.53%

13.93%

(7.11)%

19.34%

(4.34)%

23.13%

Ratios

average

net

assets

Expenses

.........................

0.75%

g,h

0.75%

0.81%

g,h

0.80%

g,h

0.78%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

Net

investment

income

...............

2.24%

2.16%

1.70%

1.36%

3.56%

2.32%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$3,906,459

$3,894,722

$3,785,598

$4,717,528

$4,376,135

$5,472,276

Portfolio

turnover

rate

................

16.48%

35.16%

59.69%

41.18%

21.35%

21.71%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.30%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Excludes

the

value

portfolio

activity

result

in-kind

transactions.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$24.16

$22.54

$26.75

$25.04

$27.26

$24.00

Income

from

investment

operations

Net

investment

income

.............

0.25

0.45

0.36

0.31

0.76

0.56

Net

realized

and

unrealized

gains

(losses)

0.81

2.57

(2.42)

4.39

(2.10)

4.85

Total

from

investment

operations

........

1.06

3.02

(2.06)

4.70

(1.34)

5.41

Less

distributions

from:

Net

investment

income

..............

—

(0.45)

(0.31)

(0.87)

(0.46)

(0.64)

Net

realized

gains

.................

—

(0.95)

(1.84)

(2.12)

(0.42)

(1.51)

Total

distributions

...................

—

(1.40)

(2.15)

(2.99)

(0.88)

(2.15)

Net

asset

value,

end

period

..........

$25.22

$24.16

$22.54

$26.75

$25.04

$27.26

Total

return

.......................

4.39%

13.64%

(7.35)%

19.07%

(4.60)%

22.86%

Ratios

average

net

assets

Expenses

.........................

1.00%

g,h

1.00%

1.06%

g,h

1.05%

g,h

1.03%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

Net

investment

income

...............

1.99%

1.91%

1.45%

1.11%

3.32%

2.07%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$2,680,566

$2,726,473

$2,601,790

$3,125,320

$2,965,127

$4,042,626

Portfolio

turnover

rate

................

16.48%

35.16%

59.69%

41.18%

21.35%

21.71%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.07%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Excludes

the

value

portfolio

activity

result

in-kind

transactions.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$24.43

$22.55

$26.75

$25.02

$27.22

$23.97

Income

from

investment

operations

Net

investment

income

.............

0.16

0.26

0.17

0.10

0.60

0.36

Net

realized

and

unrealized

gains

(losses)

0.82

2.59

(2.41)

4.37

(2.12)

4.82

Total

from

investment

operations

........

0.98

2.85

(2.24)

4.47

(1.52)

5.18

Less

distributions

from:

Net

investment

income

..............

—

(0.02)

(0.12)

(0.62)

(0.26)

(0.42)

Net

realized

gains

.................

—

(0.95)

(1.84)

(2.12)

(0.42)

(1.51)

Total

distributions

...................

—

(0.97)

(1.96)

(2.74)

(0.68)

(1.93)

Net

asset

value,

end

period

..........

$25.41

$24.43

$22.55

$26.75

$25.02

$27.22

Total

return

.......................

4.01%

12.85%

(8.04)%

18.13%

(5.29)%

21.93%

Ratios

average

net

assets

Expenses

.........................

1.75%

g,h

1.75%

1.81%

g,h

1.80%

g,h

1.78%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

Net

investment

income

...............

1.24%

1.10%

0.69%

0.35%

2.63%

1.32%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$41,580

$47,522

$158,150

$192,660

$206,196

$302,296

Portfolio

turnover

rate

................

16.48%

35.16%

59.69%

41.18%

21.35%

21.71%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.37%.

Total

return

does

not

reflect

sales

commissions

contingent

deferred

sales

charges,

applicable,

and

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Excludes

the

value

portfolio

activity

result

in-kind

transactions.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$24.06

$22.45

$26.65

$24.96

$27.17

$23.91

Income

from

investment

operations

Net

investment

income

.............

0.22

0.39

0.29

0.24

0.70

0.49

Net

realized

and

unrealized

gains

(losses)

0.81

2.55

(2.40)

4.36

(2.09)

4.83

Total

from

investment

operations

........

1.03

2.94

(2.11)

4.60

(1.39)

5.32

Less

distributions

from:

Net

investment

income

..............

—

(0.38)

(0.25)

(0.79)

(0.40)

(0.55)

Net

realized

gains

.................

—

(0.95)

(1.84)

(2.12)

(0.42)

(1.51)

Total

distributions

...................

—

(1.33)

(2.09)

(2.91)

(0.82)

(2.06)

Net

asset

value,

end

period

..........

$25.09

$24.06

$22.45

$26.65

$24.96

$27.17

Total

return

.......................

4.28%

13.36%

(7.60)%

18.75%

(4.80)%

22.55%

Ratios

average

net

assets

Expenses

.........................

1.25%

g,h

1.25%

1.31%

g,h

1.30%

g,h

1.28%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

Net

investment

income

...............

1.74%

1.66%

1.19%

0.86%

3.06%

1.82%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$37,231

$38,681

$38,759

$49,843

$48,216

$66,038

Portfolio

turnover

rate

................

16.48%

35.16%

59.69%

41.18%

21.35%

21.71%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

1.80%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Excludes

the

value

portfolio

activity

result

in-kind

transactions.

Franklin

Mutual

Series

Funds

Financial

Highlights

Franklin

Mutual

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

2022

2021

2020

2019

Class

Per

operating

performance

(for

outstanding

throughout

the

period)

Net

asset

value,

beginning

period

.....

$24.51

$22.84

$27.07

$25.32

$27.55

$24.23

Income

from

investment

operations

Net

investment

income

.............

0.29

0.52

0.44

0.39

0.83

0.64

Net

realized

and

unrealized

gains

(losses)

0.83

2.62

(2.44)

4.43

(2.09)

4.92

Total

from

investment

operations

........

1.12

3.14

(2.00)

4.82

(1.26)

5.56

Less

distributions

from:

Net

investment

income

..............

—

(0.52)

(0.39)

(0.95)

(0.55)

(0.73)

Net

realized

gains

.................

—

(0.95)

(1.84)

(2.12)

(0.42)

(1.51)

Total

distributions

...................

—

(1.47)

(2.23)

(3.07)

(0.97)

(2.24)

Net

asset

value,

end

period

..........

$25.63

$24.51

$22.84

$27.07

$25.32

$27.55

Total

return

.......................

4.57%

14.00%

(7.05)%

19.37%

(4.27)%

23.26%

Ratios

average

net

assets

Expenses

.........................

0.70%

0.71%

g,h

0.68%

0.74%

g,h

0.72%

g,h

0.70%

g,h

Expenses

incurred

connection

with

securities

sold

short

.................

—%

0.02%

Net

investment

income

...............

2.30%

2.21%

1.76%

1.40%

3.57%

2.40%

Supplemental

data

Net

assets,

end

period

(000’s)

........

$325,242

$302,249

$286,332

$372,115

$1,449,696

$1,680,600

Portfolio

turnover

rate

................

16.48%

35.16%

59.69%

41.18%

21.35%

21.71%

The

amount

shown

for

outstanding

throughout

the

period

may

not

correlate

with

the

Statement

Operations

for

the

period

due

the

timing

sales

and

repurchases

the

Fund’s

relation

income

earned

and/or

fluctuating

fair

value

the

investments

the

Fund.

Based

average

daily

outstanding.

Net

investment

income

per

includes

approximately

$0.29

per

income

received

the

form

special

dividends

and

adjustment

for

reclaims

connection

with

certain

Fund

holdings.

Excluding

this

amount,

the

ratio

net

investment

income

average

net

assets

would

have

been

2.31%.

Total

return

not

annualized

for

periods

less

than

one

year.

Ratios

are

annualized

for

periods

less

than

one

year.

Includes

dividends

and/or

interest

expense

securities

sold

short

and

security

borrowing

fees,

any.

See

below

for

the

ratios

such

expenses

average

net

assets

for

the

periods

presented.

See

Note

1(e).

Benefit

expense

reduction

rounds

less

than

0.01%.

Benefit

waiver

and

payments

affiliates

rounds

less

than

0.01%.

Rounds

less

than

0.01%.

Excludes

the

value

portfolio

activity

result

in-kind

transactions.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited),

June

30,

2024

Franklin

Mutual

Fund

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

95.1%

Air

Freight

Logistics

2.1%

United

Parcel

Service,

Inc.,

............................

United

States

1,089,553

149,105,328

Automobile

Components

0.5%

Aptiv

plc

............................................

United

States

467,208

32,900,787

Automobiles

1.9%

General

Motors

Co.

....................................

United

States

2,895,637

134,531,295

Banks

7.7%

Bank

America

Corp.

.................................

United

States

4,221,268

167,879,828

JPMorgan

Chase

Co.

.................................

United

States

1,215,603

245,867,863

PNC

Financial

Services

Group,

Inc.

(The)

...................

United

States

802,687

124,801,775

538,549,466

Building

Products

1.7%

Johnson

Controls

International

plc

.........................

United

States

1,796,886

119,439,012

Capital

Markets

1.6%

BlackRock,

Inc.

.......................................

United

States

145,262

114,367,678

Communications

Equipment

0.8%

Cisco

Systems,

Inc.

...................................

United

States

1,139,105

54,118,879

Construction

Engineering

1.6%

WillScot

Mobile

Mini

Holdings

Corp.

.......................

United

States

2,931,903

110,356,829

Consumer

Finance

1.7%

Capital

One

Financial

Corp.

.............................

United

States

842,106

116,589,576

Consumer

Staples

Distribution

Retail

0.8%

Target

Corp.

.........................................

United

States

373,020

55,221,881

Containers

Packaging

1.9%

Smith

plc

.........................................

United

Kingdom

5,803,289

30,758,456

International

Paper

Co.

.................................

United

States

2,417,589

104,318,965

135,077,421

Diversified

Telecommunication

Services

0.4%

a,b,c

Windstream

Holdings,

Inc.

...............................

United

States

2,243,497

29,220,651

Electric

Utilities

1.6%

PPL

Corp.

...........................................

United

States

4,005,114

110,741,402

Electronic

Equipment,

Instruments

Components

1.3%

Flex

Ltd.

............................................

United

States

3,085,937

91,004,282

Energy

Equipment

Services

2.2%

Schlumberger

.....................................

United

States

3,298,162

155,607,283

Entertainment

1.9%

Walt

Disney

Co.

(The)

..................................

United

States

1,309,507

130,020,950

Financial

Services

6.0%

Fiserv,

Inc.

..........................................

United

States

980,095

146,073,359

Global

Payments,

Inc.

..................................

United

States

1,508,817

145,902,604

Voya

Financial,

Inc.

....................................

United

States

1,806,668

128,544,428

420,520,391

Food

Products

1.7%

Kraft

Heinz

Co.

(The)

..................................

United

States

3,628,164

116,899,444

Health

Care

Equipment

Supplies

3.9%

Baxter

International,

Inc.

................................

United

States

3,310,797

110,746,160

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Value

Common

Stocks

(continued)

Health

Care

Equipment

Supplies

(continued)

Medtronic

plc

........................................

United

States

2,027,126

159,555,087

270,301,247

Health

Care

Providers

Services

5.6%

CVS

Health

Corp.

.....................................

United

States

2,349,309

138,750,190

Elevance

Health,

Inc.

..................................

United

States

241,970

131,113,864

Humana,

Inc.

........................................

United

States

330,522

123,499,545

393,363,599

Household

Durables

1.5%

Horton,

Inc.

.......................................

United

States

732,039

103,166,256

Insurance

3.5%

Everest

Group

Ltd.

....................................

United

States

356,787

135,942,983

Progressive

Corp.

(The)

................................

United

States

522,698

108,569,601

244,512,584

Machinery

3.0%

Dover

Corp.

.........................................

United

States

675,734

121,936,200

Parker-Hannifin

Corp.

..................................

United

States

168,282

85,118,719

207,054,919

Media

3.9%

Charter

Communications,

Inc.,

..........................

United

States

440,788

131,777,980

Comcast

Corp.,

.....................................

United

States

3,652,418

143,028,689

274,806,669

Metals

Mining

2.4%

Rio

Tinto

plc

.........................................

Australia

1,700,798

111,607,878

United

States

Steel

Corp.

...............................

United

States

1,407,194

53,191,933

164,799,811

Oil,

Gas

Consumable

Fuels

6.7%

plc

..............................................

United

States

24,952,140

150,237,204

Chevron

Corp.

.......................................

United

States

1,207,454

188,869,955

Hess

Corp.

..........................................

United

States

247,708

36,541,884

Williams

Cos.,

Inc.

(The)

................................

United

States

2,251,720

95,698,100

471,347,143

Personal

Care

Products

1.6%

Kenvue,

Inc.

.........................................

United

States

6,289,375

114,340,838

Pharmaceuticals

6.4%

GSK

plc

............................................

United

States

7,485,745

143,988,151

Merck

Co.,

Inc.

.....................................

United

States

1,139,028

141,011,666

Novartis

AG,

ADR

.....................................

Switzerland

1,546,426

164,632,512

449,632,329

Professional

Services

3.1%

KBR,

Inc.

...........................................

United

States

1,408,231

90,323,936

SS&C

Technologies

Holdings,

Inc.

.........................

United

States

1,985,320

124,420,005

214,743,941

Real

Estate

Management

Development

1.7%

CBRE

Group,

Inc.,

...................................

United

States

1,359,892

121,179,976

Retail

REITs

2.2%

Brixmor

Property

Group,

Inc.

.............................

United

States

6,802,750

157,075,497

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

Country

Value

Common

Stocks

(continued)

Software

3.6%

Gen

Digital,

Inc.

......................................

United

States

4,315,082

107,790,748

Oracle

Corp.

.........................................

United

States

994,225

140,384,570

248,175,318

Specialized

REITs

2.0%

American

Tower

Corp.

..................................

United

States

706,262

137,283,208

Tobacco

1.8%

British

American

Tobacco

plc

.............................

United

Kingdom

4,117,617

126,496,888

Trading

Companies

Distributors

3.5%

AerCap

Holdings

...................................

Ireland

1,397,931

130,287,169

Ferguson

plc

.........................................

United

States

606,859

117,518,246

247,805,415

Wireless

Telecommunication

Services

1.3%

T-Mobile

US,

Inc.

.....................................

United

States

497,147

87,587,358

Total

Common

Stocks

(Cost

$5,154,695,127)

....................................

6,647,945,551

Principal

Amount

Corporate

Bonds

0.6%

Media

0.3%

DISH

DBS

Corp.

Senior

Note

5.875

11/15/24

..............

United

States

22,418,000

21,305,684

Passenger

Airlines

0.0%

†

American

Airlines,

Inc.

Senior

Secured

Note

144A,

8.5

5/15/29

United

States

436,000

453,262

Pharmaceuticals

0.1%

Bausch

Health

Americas,

Inc.

Senior

Note

144A,

8.5

1/31/27

United

States

12,778,000

8,900,963

Professional

Services

0.2%

CoreLogic,

Inc.

Senior

Secured

Note

144A,

4.5

5/01/28

......

United

States

9,805,000

8,908,265

Total

Corporate

Bonds

(Cost

$43,243,176)

......................................

39,568,174

Senior

Floating

Rate

Interests

3.1%

Commercial

Services

Supplies

1.0%

Neptune

BidCo

US,

Inc.

First

Lien,

CME

Term

Loan,

10.156%,

(3-month

SOFR

4.75%),

10/11/28

....................................

United

States

37,900,318

35,654,725

First

Lien,

Dollar

CME

Term

Loan,

10.406%,

(3-month

SOFR

5%),

4/11/29

.......................................

United

States

35,005,932

33,036,848

68,691,573

Communications

Equipment

0.3%

f,g

CommScope,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.708

(

1-month

SOFR

3.25

4/06/26

.......................

United

States

19,448,953

17,594,301

Passenger

Airlines

0.4%

American

Airlines,

Inc.

First

Lien,

Initial

CME

Term

Loan

7.775

(

3-month

SOFR

2.5

6/04/29

........................

United

States

29,595,000

29,583,902

Professional

Services

0.4%

CoreLogic,

Inc.

First

Lien,

Initial

CME

Term

Loan

8.958

(

1-month

SOFR

3.5

6/02/28

...............................

United

States

31,086,612

30,675,803

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Fund

(continued)

franklintempleton.com

Semiannual

Report

The

accompanying

notes

are

integral

part

these

financial

statements.

Country

Principal

Amount

Value

Senior

Floating

Rate

Interests

(continued)

Software

0.3%

Quest

Software,

Inc.

Second

Lien,

Initial

CME

Term

Loan

12.98

(

3-month

SOFR

7.5

2/01/30

........................

United

States

40,126,436

20,125,815

Specialty

Retail

0.7%

Michaels

Cos.,

Inc.

(The)

First

Lien,

CME

Term

Loan,

9.846

(

3-month

SOFR

4.25

4/17/28

.......................

United

States

55,171,676

49,729,817

Total

Senior

Floating

Rate

Interests

(Cost

$229,126,368)

.........................

216,401,211

Companies

Liquidation

0.0%

a,b,h

Bosgen

Liquidating

Trust

c/o

Verdolino

and

Lowey

P.C.,

Contingent

Distribution

........................................

Netherlands

555,154

—

a,b,h

Walter

Energy,

Inc.,

Litigation

Trust,

Contingent

Distribution

......

United

States

20,046,000

—

Total

Companies

Liquidation

(Cost

$–)

......................................

—

Total

Long

Term

Investments

(Cost

$5,427,064,671)

.............................

6,903,914,936

Short

Term

Investments

1.4%

Country

Principal

Amount

Value

U.S.

Government

and

Agency

Securities

1.4%

FHLB,

7/01/24

.......................................

United

States

92,300,000

92,259,734

U.S.

Treasury

Bills,

9/12/24

..............................

United

States

5,000,000

4,947,021

Total

U.S.

Government

and

Agency

Securities

(Cost

$97,248,129)

.................

97,206,755

Total

Short

Term

Investments

(Cost

$97,248,129

)

................................

97,206,755

Total

Investments

(Cost

$5,524,312,800)

100.2%

................................

$7,001,121,691

Other

Assets,

less

Liabilities

(0.2)%

...........................................

(10,044,549)

Net

Assets

100.0%

...........................................................

$6,991,077,142

The

principal

amount

stated

U.S.

dollars

unless

otherwise

indicated.

†

Rounds

less

than

0.1%

net

assets.

Non-income

producing.

Fair

valued

using

significant

unobservable

inputs.

See

Note

regarding

fair

value

measurements.

See

Note

regarding

restricted

securities.

Security

was

purchased

pursuant

Rule

144A

Regulation

under

the

Securities

Act

1933.

144A

securities

may

sold

transactions

exempt

from

registration

only

qualified

institutional

buyers

public

offering

registered

under

the

Securities

Act

1933.

Regulation

securities

cannot

sold

the

United

States

without

either

effective

registration

statement

filed

pursuant

the

Securities

Act

1933,

pursuant

exemption

from

registration.

June

30,

2024,

the

aggregate

value

these

securities

was

$18,262,490,

representing

0.3%

net

assets.

See

Note

1(f)

regarding

senior

floating

rate

interests.

The

coupon

rate

shown

represents

the

rate

inclusive

any

caps

floors,

applicable,

effect

period

end.

portion

all

the

security

purchased

delayed

delivery

basis.

See

Note

1(c).

Contingent

distributions

represent

the

right

receive

additional

distributions,

any,

during

the

reorganization

the

underlying

company.

represent

total

underlying

principal

debt

securities.

The

security

was

issued

discount

basis

with

stated

coupon

rate.

Franklin

Mutual

Series

Funds

Schedule

Investments

(unaudited)

Franklin

Mutual

Fund

(continued)

franklintempleton.com

The

accompanying

notes

are

integral

part

these

financial

statements.

Semiannual

Report

June

30,

2024,

the

Fund

had

the

following futures

contracts

outstanding.

See

Note

1(d).

June

30,

2024,

the

Fund

had

the

following

forward

exchange

contracts

outstanding.

See

Note

(

See

Note

regarding

other

derivative

information.

See

bbreviations

page

Futures

Contracts

Description

Type

Number

Contracts

Notional

Amount

Expiration

Date

Value/

Unrealized

Appreciation

(Depreciation)

Foreign

exchange

contracts

Foreign

Exchange

GBP/USD

...................

Short

299

23,637,819

9/16/24

171,187

Total

Futures

Contracts

......................................................................

$171,187

period

end.

Forward

Exchange

Contracts

Currency

Counter-

party

Type

Quantity

Contract

Amount

Settlement

Date

Unrealized

Appreciation

Unrealized

Depreciation

OTC

Forward

Exchange

Contracts

British

Pound

......

BOFA

Sell

19,038,107

24,105,290

7/18/24

36,947

—

British

Pound

......

UBSW

Buy

378,821

480,620

7/18/24

—

(1,707)

British

Pound

......

UBSW

Sell

2,509,035

3,159,799

7/18/24

1,845

(14,017)

British

Pound

......

WFLA

Buy

458,462

583,278

7/18/24

—

(3,682)

Total

Forward

Exchange

Contracts

...................................................

$38,792

$(19,406)

Net

unrealized

appreciation

(depreciation)

............................................

$19,386

U.S.

dollars

unless

otherwise

indicated.

May

comprised

multiple

contracts

with

the

same

counterparty,

currency

and

settlement

date.

Franklin

Mutual

Series

Funds

Financial

Statements

Assets

and

Liabilities

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Assets:

Investments

securities:

Cost

Unaffiliated

issuers

.................................

$2,473,864,748

$7,334,976,653

$685,207,770

Value

Unaffiliated

issuers

................................

$3,108,393,113

$9,203,370,641

$819,937,628

Cash

..................................................

5,981,136

32,608,623

2,793,939

Foreign

currency,

value

(cost

$–,

$7,933,121

and

$3,215,747,

respectively)

............................................

—

7,937,674

3,216,915

Receivables:

Investment

securities

sold

.................................

—

63,312,505

—

Capital

sold

......................................

147,718

927,867

191,556

Dividends

and

interest

...................................

9,084,583

24,379,714

3,578,051

European

Union

tax

reclaims

(Note

)

.......................

1,783,965

4,892,062

1,018,388

Deposits

with

brokers

for:

Futures

contracts

......................................

—

4,570,020

—

Unrealized

appreciation

OTC

forward

exchange

contracts

........

—

12,608,249

—

Total

assets

........................................

3,125,390,515

9,354,607,355

830,736,477

Liabilities:

Payables:

Investment

securities

purchased

............................

—

97,230,807

1,862,378

Capital

redeemed

.................................

1,078,978

5,220,785

356,120

Management

fees

.......................................

1,753,653

6,406,907

537,678

Distribution

fees

........................................

183,611

1,269,578

66,489

Transfer

agent

fees

......................................

376,134

1,623,323

112,906

Trustees'

fees

and

expenses

...............................

183,539

815,923

107,394

IRS

closing

agreement

payments

for

European

Union

tax

reclaims

(Note

)

.............................................

—

11,069,160

6,156,321

Variation

margin

futures

contracts

.........................

—

170,219

—

Unrealized

depreciation

OTC

forward

exchange

contracts

........

—

619,443

—

Accrued

expenses

and

other

liabilities

.........................

173,056

916,804

182,246

Total

liabilities

.......................................

3,748,971

125,342,949

9,381,532

Net

assets,

value

...............................

$3,121,641,544

$9,229,264,406

$821,354,945

Net

assets

consist

of:

Paid-in

capital

...........................................

$2,347,370,855

$6,660,110,675

$771,460,052

Total

distributable

earnings

(losses)

...........................

774,270,689

2,569,153,731

49,894,893

Net

assets,

value

...............................

$3,121,641,544

$9,229,264,406

$821,354,945

Franklin

Mutual

Series

Funds

Financial

Statements

Assets

and

Liabilities

(continued)

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Class

Net

assets,

value

.....................................

$2,071,218,319

$3,196,571,103

$501,614,175

outstanding

......................................

127,732,643

101,154,420

19,727,097

Net

asset

value

and

maximum

offering

price

per

...........

$16.22

$31.60

$25.43

Class

Net

assets,

value

.....................................

$812,809,749

$5,269,045,288

$289,997,330

outstanding

......................................

50,874,508

172,001,256

11,802,912

Net

asset

value

per

a,b

................................

$15.98

$30.63

$24.57

Maximum

offering

price

per

(net

asset

value

per

94.50%)

..............................................

$16.91

$32.41

$26.00

Class

Net

assets,

value

.....................................

$16,468,384

$160,113,930

$7,333,034

outstanding

......................................

1,024,319

5,204,484

292,862

Net

asset

value

and

maximum

offering

price

per

a,b

..........

$16.08

$30.76

$25.04

Class

Net

assets,

value

.....................................

$1,122,393

$112,284,665

$1,193,207

outstanding

......................................

71,550

3,737,010

49,853

Net

asset

value

and

maximum

offering

price

per

...........

$15.69

$30.05

$23.93

Class

R6:

Net

assets,

value

.....................................

$220,022,699

$491,249,420

$21,217,199

outstanding

......................................

13,574,065

15,551,197

834,602

Net

asset

value

and

maximum

offering

price

per

...........

$16.21

$31.59

$25.42

Net

asset

value

per

may

not

recalculate

due

rounding.

Redemption

price

equal

net

asset

value

less

contingent

deferred

sales

charges,

applicable.

Franklin

Mutual

Series

Funds

Financial

Statements

Assets

and

Liabilities

(continued)

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Assets:

Investments

securities:

Cost

Unaffiliated

issuers

..................................................

$2,350,610,654

$5,524,312,800

Cost

Non-controlled

affiliates

(Note

11)

.......................................

139,597,794

—

Value

Unaffiliated

issuers

.................................................

$2,459,757,355

$7,001,121,691

Value

Non-controlled

affiliates

(Note

11)

......................................

197,938,345

—

Cash

...................................................................

15,883,900

19,461,458

Foreign

currency,

value

(cost

$578,267

and

$1,792,445,

respectively)

.................

578,267

1,792,445

Receivables:

Investment

securities

sold

..................................................

10,629,867

62,099

Capital

sold

.......................................................

161,639

403,184

Dividends

and

interest

....................................................

10,526,985

18,186,154

European

Union

tax

reclaims

(Note

)

........................................

706,377

1,922,873

Deposits

with

brokers

for:

Futures

contracts

.......................................................

235,350

603,630

Variation

margin

futures

contracts

..........................................

—

5,606

Unrealized

appreciation

OTC

forward

exchange

contracts

.........................

2,781,421

38,792

Total

assets

.........................................................

2,699,199,506

7,043,597,932

Liabilities:

Payables:

Investment

securities

purchased

.............................................

57,539,137

44,119,771

Capital

redeemed

..................................................

1,670,336

2,037,552

Management

fees

........................................................

1,466,121

3,833,995

Distribution

fees

.........................................................

139,767

602,137

Transfer

agent

fees

.......................................................

279,193

864,883

Trustees'

fees

and

expenses

................................................

239,595

734,624

Variation

margin

futures

contracts

..........................................

7,100

—

Unrealized

depreciation

OTC

forward

exchange

contracts

.........................

761,310

19,406

Accrued

expenses

and

other

liabilities

..........................................

143,855

308,422

Total

liabilities

........................................................

62,246,414

52,520,790

Net

assets,

value

................................................

$2,636,953,092

$6,991,077,142

Net

assets

consist

of:

Paid-in

capital

............................................................

$2,969,670,405

$5,157,892,728

Total

distributable

earnings

(losses)

............................................

(332,717,313)

1,833,184,414

Net

assets,

value

................................................

$2,636,953,092

$6,991,077,142

Franklin

Mutual

Series

Funds

Financial

Statements

Assets

and

Liabilities

(continued)

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Class

Net

assets,

value

......................................................

$2,007,577,808

$3,906,458,678

outstanding

.......................................................

139,549,691

152,351,658

Net

asset

value

and

maximum

offering

price

per

............................

$14.39

$25.64

Class

Net

assets,

value

......................................................

$570,985,951

$2,680,565,504

outstanding

.......................................................

40,463,033

106,282,929

Net

asset

value

per

a,b

.................................................

$14.11

$25.22

Maximum

offering

price

per

(net

asset

value

per

94.50%)

...............

$14.93

$26.69

Class

Net

assets,

value

......................................................

$25,046,315

$41,580,493

outstanding

.......................................................

1,784,682

1,636,549

Net

asset

value

and

maximum

offering

price

per

a,b

...........................

$14.03

$25.41

Class

Net

assets,

value

......................................................

$2,781,022

$37,230,501

outstanding

.......................................................

200,951

1,483,975

Net

asset

value

and

maximum

offering

price

per

............................

$13.84

$25.09

Class

R6:

Net

assets,

value

......................................................

$30,561,996

$325,241,966

outstanding

.......................................................

2,126,800

12,692,240

Net

asset

value

and

maximum

offering

price

per

............................

$14.37

$25.63

Net

asset

value

per

may

not

recalculate

due

rounding.

Redemption

price

equal

net

asset

value

less

contingent

deferred

sales

charges,

applicable.

Franklin

Mutual

Series

Funds

Financial

Statements

Operations

for

the

six

months

ended

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Investment

income:

Dividends:

(net

foreign

taxes

$1,884,656,

$8,464,978

and

$2,185,356,

respectively)

Unaffiliated

issuers

......................................

$51,336,967

$144,917,312

$16,454,704

Interest:

Unaffiliated

issuers

......................................

871,623

20,506,361

478,100

Other

income

(Note

)

....................................

6,824

326,337

11,755

Less:

IRS

closing

agreement

payments

for

European

Union

tax

reclaims

(Note

)

...............................................

—

(371,552)

(191,116)

Total

investment

income

.................................

52,215,414

165,378,458

16,753,443

Expenses:

Management

fees

(Note

)

.................................

10,807,453

38,406,328

3,191,647

Distribution

fees:

(Note

)

Class

..............................................

1,039,783

6,516,167

359,805

Class

..............................................

85,457

828,426

39,429

Class

..............................................

3,075

283,961

2,247

Transfer

agent

fees:

(Note

)

Class

..............................................

752,213

1,579,776

205,898

Class

..............................................

294,642

2,612,728

121,323

Class

..............................................

6,049

82,848

3,305

Class

..............................................

432

56,830

384

Class

.............................................

25,444

59,795

4,497

Custodian

fees

...........................................

37,638

135,349

102,663

Reports

shareholders

fees

................................

47,652

265,286

24,395

Registration

and

filing

fees

..................................

61,343

97,871

57,898

Professional

fees

.........................................

63,124

83,035

55,019

Trustees'

fees

and

expenses

................................

99,031

290,486

25,780

Other

..................................................

19,192

156,119

(17,130)

Total

expenses

.......................................

13,342,528

51,455,005

4,177,160

Expenses

waived/paid

affiliates

(Note

3f)

..................

(2,575)

(1,909)

(8,030)

Net

expenses

.......................................

13,339,953

51,453,096

4,169,130

Net

investment

income

..............................

38,875,461

113,925,362

12,584,313

Realized

and

unrealized

gains

(losses):

Net

realized

gain

(loss)

from:

Investments:

Unaffiliated

issuers

....................................

108,675,126

473,465,920

23,999,551

Foreign

currency

transactions

..............................

(278,293)

(246,136)

(74,178)

Forward

exchange

contracts

...............................

—

26,612,052

—

Futures

contracts

.......................................

—

1,950,651

48,410

Net

realized

gain

(loss)

................................

108,396,833

501,782,487

23,973,783

Net

change

unrealized

appreciation

(depreciation)

on:

Investments:

Unaffiliated

issuers

....................................

(20,095,539)

(350,092,911)

10,269,352

Translation

other

assets

and

liabilities

denominated

foreign

currencies

...........................................

(147,277)

(361,925)

(157,905)

Forward

exchange

contracts

...............................

—

31,065,934

—

Futures

contracts

.......................................

—

8,398,501

(23,793)

Net

change

unrealized

appreciation

(depreciation)

..........

(20,242,816)

(310,990,401)

10,087,654

Net

realized

and

unrealized

gain

(loss)

..........................

88,154,017

190,792,086

34,061,437

Net

increase

(decrease)

net

assets

resulting

from

operations

........

$127,029,478

$304,717,448

$46,645,750

Franklin

Mutual

Series

Funds

Financial

Statements

Operations

(continued)

for

the

six

months

ended

June

30,

2024

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Investment

income:

Dividends:

(net

foreign

taxes

$903,814

and

$2,145,027,

respectively)

Unaffiliated

issuers

.......................................................

$33,729,375

$80,936,234

Interest:

Unaffiliated

issuers

.......................................................

29,389,954

24,781,541

Non-controlled

affiliates

(Note

11)

............................................

5,245,360

—

Other

income

(Note

)

.....................................................

8,051

20,098

Total

investment

income

..................................................

68,372,740

105,737,873

Expenses:

Management

fees

(Note

)

..................................................

8,914,348

23,497,721

Distribution

fees:

(Note

)

Class

...............................................................

717,926

3,402,410

Class

...............................................................

131,980

222,945

Class

...............................................................

6,858

95,196

Transfer

agent

fees:

(Note

)

Class

...............................................................

649,649

1,400,639

Class

...............................................................

185,865

971,010

Class

...............................................................

8,519

15,836

Class

...............................................................

889

13,570

Class

..............................................................

7,163

28,598

Custodian

fees

............................................................

18,503

25,342

Reports

shareholders

fees

.................................................

50,356

125,091

Registration

and

filing

fees

...................................................

66,166

74,201

Professional

fees

..........................................................

66,969

75,950

Trustees'

fees

and

expenses

.................................................

87,379

225,493

Other

...................................................................

55,537

68,718

Total

expenses

........................................................

10,968,107

30,242,720

Expenses

waived/paid

affiliates

(Note

3f)

...................................

(4,100)

—

Net

expenses

........................................................

10,964,007

30,242,720

Net

investment

income

...............................................

57,408,733

75,495,153

Realized

and

unrealized

gains

(losses):

Net

realized

gain

(loss)

from:

Investments:

Unaffiliated

issuers

.....................................................

58,580,922

255,795,189

Non-controlled

affiliates

(Not

11)

...........................................

268,664

(4,371,602)

Foreign

currency

transactions

...............................................

(189,629)

72,293

Forward

exchange

contracts

................................................

1,247,060

(911,015)

Futures

contracts

........................................................

(125,116)

(317,838)

Securities

sold

short

......................................................

80,330

—

Net

realized

gain

(loss)

.................................................

59,862,231

250,267,027

Net

change

unrealized

appreciation

(depreciation)

on:

Investments:

Unaffiliated

issuers

.....................................................

(35,505,870)

(21,092,213)

Non-controlled

affiliates

(Note

11)

...........................................

41,363,564

4,493,267

Translation

other

assets

and

liabilities

denominated

foreign

currencies

.............

(49,305)

(105,449)

Forward

exchange

contracts

................................................

8,296,774

1,107,075

Futures

contracts

........................................................

656,305

529,791

Securities

sold

short

......................................................

62,646

—

Net

change

unrealized

appreciation

(depreciation)

...........................

14,824,114

(15,067,529)

Net

realized

and

unrealized

gain

(loss)

...........................................

74,686,345

235,199,498

Net

increase

(decrease)

net

assets

resulting

from

operations

.........................

$132,095,078

$310,694,651

Franklin

Mutual

Series

Funds

Financial

Statements

Changes

Net

Assets

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

Increase

(decrease)

net

assets:

Operations:

Net

investment

income

............

$38,875,461

$67,382,887

$113,925,362

$142,963,532

Net

realized

gain

(loss)

............

108,396,833

92,372,328

501,782,487

580,229,454

Net

change

unrealized

appreciation

(depreciation)

.................

(20,242,816)

281,095,127

(310,990,401)

900,838,414

Net

increase

(decrease)

net

assets

resulting

from

operations

127,029,478

440,850,342

304,717,448

1,624,031,400

Distributions

shareholders:

Class

........................

—

(126,134,254)

—

(209,953,963)

Class

........................

—

(48,315,849)

—

(345,059,690)

Class

........................

—

(870,858)

—

(10,037,255)

Class

........................

—

(75,382)

—

(7,506,460)

Class

.......................

—

(12,847,056)

—

(33,882,531)

Total

distributions

shareholders

.....

—

(188,243,399)

—

(606,439,899)

Capital

transactions:

(Note

)

Class

........................

(120,177,091)

(73,264,356)

(24,025,228)

(92,586,351)

Class

........................

(48,457,552)

(35,378,349)

(71,730,325)

(149,003,067)

Class

........................

(1,498,189)

(2,980,104)

(18,588,097)

(72,231,562)

Class

........................

(281,319)

(90,388)

(6,248,543)

(7,771,010)

Class

.......................

(25,962,090)

119,411,533

(24,894,440)

(89,372,523)

Total

capital

transactions

.......

(196,376,241)

7,698,336

(145,486,633)

(410,964,513)

Net

increase

(decrease)

net

assets

.....................

(69,346,763)

260,305,279

159,230,815

606,626,988

Net

assets:

Beginning

period

................

3,190,988,307

2,930,683,028

9,070,033,591

8,463,406,603

End

period

.....................

$3,121,641,544

$3,190,988,307

$9,229,264,406

$9,070,033,591

Franklin

Mutual

Series

Funds

Financial

Statements

Changes

Net

Assets

(continued)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

International

Value

Fund

Franklin

Mutual

Quest

Fund

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

Increase

(decrease)

net

assets:

Operations:

Net

investment

income

............

$12,584,313

$16,232,781

$57,408,733

$112,461,289

Net

realized

gain

(loss)

............

23,973,783

(23,507,989)

59,862,231

(322,720,962)

Net

change

unrealized

appreciation

(depreciation)

.................

10,087,654

120,394,717

14,824,114

470,652,121

Net

increase

(decrease)

net

assets

resulting

from

operations

46,645,750

113,119,509

132,095,078

260,392,448

Distributions

shareholders:

Class

........................

—

(10,595,521)

—

(90,041,826)

Class

........................

—

(5,938,931)

—

(25,068,653)

Class

........................

—

(103,373)

—

(974,331)

Class

........................

—

(13,359)

—

(112,506)

Class

.......................

—

(486,240)

—

(1,387,964)

Total

distributions

shareholders

.....

—

(17,137,424)

—

(117,585,280)

Capital

transactions:

(Note

)

Class

........................

(7,714,028)

8,619,804

(119,560,779)

(129,957,960)

Class

........................

(13,975,788)

(3,457,352)

(41,498,806)

(64,066,788)

Class

........................

(1,858,148)

(7,997,324)

(4,014,320)

(6,699,248)

Class

........................

361,780

20,721

(89,218)

(1,142,993)

Class

.......................

10,727,072

(25,432,600)

(1,984,303)

(2,785,499)

Total

capital

transactions

.......

(12,459,112)

(28,246,751)

(167,147,426)

(204,652,488)

Net

increase

(decrease)

net

assets

.....................

34,186,638

67,735,334

(35,052,348)

(61,845,320)

Net

assets:

Beginning

period

................

787,168,307

719,432,973

2,672,005,440

2,733,850,760

End

period

.....................

$821,354,945

$787,168,307

$2,636,953,092

$2,672,005,440

Franklin

Mutual

Series

Funds

Financial

Statements

Changes

Net

Assets

(continued)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Fund

Six

Months

Ended

June

30,

2024

(unaudited)

Year

Ended

December

31,

2023

Increase

(decrease)

net

assets:

Operations:

Net

investment

income

.................................................

$75,495,153

$139,830,203

Net

realized

gain

(loss)

.................................................

250,267,027

182,161,485

Net

change

unrealized

appreciation

(depreciation)

...........................

(15,067,529)

561,919,902

Net

increase

(decrease)

net

assets

resulting

from

operations

................

310,694,651

883,911,590

Distributions

shareholders:

Class

.............................................................

—

(224,503,537)

Class

.............................................................

—

(152,760,064)

Class

.............................................................

—

(1,891,299)

Class

.............................................................

—

(2,081,752)

Class

............................................................

—

(17,324,235)

Total

distributions

shareholders

..........................................

—

(398,560,887)

Capital

transactions:

(Note

)

Class

.............................................................

(162,677,695)

(160,423,287)

Class

.............................................................

(164,140,290)

(57,675,602)

Class

.............................................................

(7,756,385)

(120,298,504)

Class

.............................................................

(3,069,798)

(2,809,938)

Class

............................................................

8,378,867

(5,125,314)

Total

capital

transactions

............................................

(329,265,301)

(346,332,645)

Net

increase

(decrease)

net

assets

...................................

(18,570,650)

139,018,058

Net

assets:

Beginning

period

.....................................................

7,009,647,792

6,870,629,734

End

period

..........................................................

$6,991,077,142

$7,009,647,792

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

Notes

Financial

Statements

(unaudited)

Organization

and

Significant

Accounting

Policies

Franklin

Mutual

Series

Funds (Trust)

registered

under

the

Investment

Company

Act

1940

(1940

Act)

open-end

management

investment

company,

consisting

of five separate

funds

(Funds).

The

Funds

the

accounting

and

reporting

guidance

Financial

Accounting

Standards

Board

(FASB)

Accounting

Standards

Codification

Topic

946,

Financial

Services

–

Investment

Companies

(ASC

946)

and

apply

the

specialized

accounting

and

reporting

guidance

U.S.

Generally

Accepted

Accounting

Principles

(U.S.

GAAP),

including,

but

not

limited

to,

ASC

946.

The

Funds

offer

five classes

Class

and

Class

R6.

Class

automatically

convert

Class

monthly

basis,

after

they

have

been

held

for

years.

Each

class

may

differ

its

initial

sales

load,

contingent

deferred

sales

charges,

voting

rights

matters

affecting

single

class,

its

exchange

privilege

and

fees

due

differing

arrangements

for

distribution

and

transfer

agent

fees.

The

following

summarizes

the Funds'

significant

accounting

policies

Financial

Instrument

Valuation

The Funds'

investments

financial

instruments

are

carried

fair

value

daily.

Fair

value

the

price

that

would

received

sell

asset

paid

transfer

liability

orderly

transaction

between

market

participants

the

measurement

date.

The Funds calculate the

net

asset

value

(NAV)

per

each

business

day

p.m.

Eastern

time

the

regularly

scheduled

the

New

York

Stock

Exchange

(NYSE),

whichever

earlier. Under

compliance

policies

and

procedures

approved

the

Trust’s

Board

Trustees

(the

Board),

the

Board

has

designated

the

Funds’

investment

manager

the

valuation

designee

and

has

responsibility

for

oversight

valuation.

The

investment

manager

assisted

the

Funds'

administrator

performing

this

responsibility,

including

leading

the

cross-

functional

Valuation

Committee

(VC).

The

Funds

may

utilize

independent

pricing

services,

quotations

from

securities

and

financial

instrument

dealers,

and

other

market

sources

determine

fair

value.

Equity

securities

and

derivative

financial instruments listed

exchange

the

NASDAQ

National

Market

System

are

valued

the

last

quoted

sale

price

the

official

closing

price of

the

day,

respectively.

Foreign

equity

securities

are

valued

the

trading

the

foreign

stock

exchange

which

the

security

primarily

traded,

p.m.

Eastern

time.

The

value

then

converted

into

its

U.S.

dollar

equivalent

the

foreign

exchange

rate

effect

p.m.

Eastern

time

the

day

that

the

value

the

security

determined.

Over-the-counter

(OTC)

securities

are

valued

within

the

range

the

most

recent

quoted

bid

and

ask

prices.

Securities

that

trade

multiple

markets

multiple

exchanges

are

valued

according

the

broadest

and

most

representative

market.

Certain

equity

securities

are

valued

based

upon

fundamental

characteristics

relationships

similar

securities.

Debt

securities

generally

trade

the

OTC

market rather

than

securities

exchange.

The

Funds'

pricing

services

use

multiple

valuation

techniques

determine

fair

value.

instances

where

sufficient

market

activity

exists,

the

pricing

services

may

utilize

market-based

approach

through

which

quotes

from

market

makers

are

used

determine

fair

value.

instances

where

sufficient

market

activity

may

not

exist

limited,

the

pricing

services

also

utilize

proprietary

valuation

models

which

may

consider

market

characteristics

such

benchmark

yield

curves,

credit

spreads,

estimated

default

rates,

anticipated

market

interest

rate

volatility,

coupon

rates,

anticipated

timing

principal

repayments,

underlying

collateral,

and

other

unique

security

features

order

estimate

the

relevant

cash

flows,

which

are

then

discounted

calculate

the

fair

value.

Securities

denominated

foreign

currency

are

converted

into

their

U.S.

dollar

equivalent

the

foreign

exchange

rate

effect

p.m.

Eastern

time

the

date

that

the

values

the

foreign

debt

securities

are

determined.

Certain

derivative

financial

instruments

trade

the

OTC

market.

The

Funds'

pricing

services

use

various

techniques

including

industry

standard

option

pricing

models

and

proprietary

discounted

cash

flow

models

determine

the

fair

value

those

instruments.

The

Funds'

net

benefit

obligation

under

the

derivative

contract,

measured

the

fair

value

the

contract,

included

net

assets.

The

Funds

have

procedures

determine

the

fair

value

financial

instruments

for

which

market

prices

are

not

reliable

readily

available.

Under

these

procedures,

the

Funds

primarily

employ

market-based

approach

which

may

use

comparable

assets

liabilities,

recent

transactions,

market

multiples,

and

other

relevant

information

for

the

investment

determine

the

fair

value

the

investment.

income-based

valuation

approach

may

also

used

which

the

anticipated

future

cash

flows

the

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

investment

are

discounted

calculate

fair

value.

Discounts

may

also

applied

due

the

nature

duration

any

restrictions

the

disposition

the

investments.

Due

the

inherent

uncertainty

valuations

such

investments,

the

fair

values

may

differ

significantly

from

the

values

that

would

have

been

used

had

active

market

existed.

Trading

securities

foreign

securities

stock

exchanges

and

OTC

markets

may

completed

before

p.m.

Eastern

time.

addition,

trading

certain

foreign

markets

may

not

take

place

every

Funds'

business

day.

Events

can occur

between

the

time

which

trading

foreign

security

completed

and

p.m.

Eastern

time

that

might

call

into

question

the

reliability

the

value

portfolio

security

held

the

Funds.

result,

differences

may

arise

between

the

value

the

Funds'

portfolio

securities

determined

the

foreign

market

and

the

latest

indications

value

p.m.

Eastern

time.

order

minimize

the

potential

for

these

differences,

independent

pricing

service

may

used

adjust

the

value

the

Funds'

portfolio

securities

the

latest

indications

fair

value

p.m.

Eastern

time.

June

30,

2024,

certain

securities

may

have

been

fair

valued

using

these

procedures,

which

case

the

securities

were

categorized

Level

within

the

fair

value

hierarchy

(referred

“market

level

fair

value”).

See

the

Fair

Value

Measurements

note

for

information.

When

the

last

day

the

reporting

period

non-business

day,

certain

foreign

markets

may

open

those

days

that

the

Funds'

NAV

not

calculated,

which

could

result

differences

between

the

value

the

Funds'

portfolio

securities

the

last

business

day

and

the

last

calendar

day

the

reporting

period.

Any

security

valuation

changes

due

open

foreign

market

are

adjusted

and

reflected

the

Funds

for

financial

reporting

purposes.

Foreign

Currency

Translation

Portfolio

securities

and

other

assets

and

liabilities

denominated

foreign

currencies

are

translated

into

U.S.

dollars

based

the

exchange

rate

such

currencies

against

U.S.

dollars

the

date

valuation.

The

Funds

may

enter

into

foreign

currency

exchange

contracts

facilitate

transactions

denominated

foreign

currency.

Purchases

and

sales

securities,

income

and

expense

items

denominated

foreign

currencies

are

translated

into

U.S.

dollars

the

exchange

rate

effect

the

transaction

date.

Portfolio

securities

and

assets

and

liabilities

denominated

foreign

currencies

contain

risks

that

those

currencies

will

decline

value

relative

the

U.S.

dollar.

Occasionally,

events

may

impact

the

availability

reliability

foreign

exchange

rates

used

convert

the

U.S.

dollar

equivalent

value.

such

event

occurs,

the

foreign

exchange

rate

will

valued

fair

value

using

procedures

established

and

approved

the

Board.

The

Funds

not

separately

report

the

effect

changes

foreign

exchange

rates

from

changes

market

prices

securities

held.

Such

changes

are

included

net

realized

and

unrealized

gain

loss

from

investments

the

Statements

Operations.

Realized

foreign

exchange

gains

losses

arise

from

sales

foreign

currencies,

currency

gains

losses

realized

between

the

trade

and

settlement

dates

securities

transactions

and

the

difference

between

the

recorded

amounts

dividends,

interest,

and

foreign

withholding

taxes

and

the

U.S.

dollar

equivalent

the

amounts

actually

received

paid.

Net

unrealized

foreign

exchange

gains

and

losses

arise

from

changes

foreign

exchange

rates

foreign

denominated

assets

and

liabilities

other

than

investments

securities

held

the

end

the

reporting

period.

Securities

Purchased

When-Issued,

Forward

Commitment or

Delayed

Delivery

Basis

Certain

all

Funds

may

purchase

securities

when-

issued,

forward

commitment

delayed

delivery

basis,

with

payment

and

delivery

scheduled

for

future

date.

These

transactions

are

subject

market

fluctuations

and

are

subject

the

risk

that

the

value

delivery

may

less

than

the

trade

date

purchase

price.

Although

the

Funds

will

generally

purchase

these

securities

with

the

intention

holding

the

securities, they

may

sell

the

securities

before

the

settlement

date.

Derivative

Financial

Instruments

Certain

all

Funds

invested

derivative

financial

instruments

order

manage

risk

gain

exposure

various

other

investments

markets.

Derivatives

are

financial

contracts

based

underlying

notional

amount,

require

initial

investment

initial

net

investment

that

smaller

than

would

normally

required

have

similar

response

changes

market

factors,

and

Organization

and

Significant

Accounting

Policies

(continued)

Financial

Instrument

Valuation

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

require

permit

net

settlement.

Derivatives

contain

various

risks

including

the

potential

inability

the

counterparty

fulfill

their

obligations

under

the

terms

the

contract,

the

potential

for

illiquid

secondary

market,

and/or

the

potential

for

market

movements

which

expose

the

Fund

gains

losses

excess

the

amounts

shown

the

Statements

Assets

and

Liabilities.

Realized

gain

and

loss

and

unrealized

appreciation

and

depreciation

these

contracts

for

the

period

are

included

the

Statements

Operations.

Derivative

counterparty

credit

risk

managed

through

formal

evaluation

the

creditworthiness

all

potential

counterparties.

Certain

all

Funds

attempt

reduce

their

exposure

counterparty

credit

risk

OTC

derivatives,

whenever

possible,

entering

into

International

Swaps

and

Derivatives

Association

(ISDA)

master

agreements

with

certain

counterparties.

These

agreements

contain

various

provisions,

including

but

not

limited

collateral

requirements,

events

default,

early

termination.

Termination

events

applicable

the

counterparty

include

certain

deteriorations

the

credit

quality

the

counterparty.

Termination

events

applicable

the

Funds

include

failure

the

Funds

maintain

certain

net

asset

levels

and/or

limit

the

decline

net

assets

over

various

periods

time.

the

event

default

early

termination,

the

ISDA

master

agreement

gives

the

non-defaulting

party

the

right

net

and

close-out

all

transactions

traded,

whether

not

arising

under

the

ISDA

agreement,

one

net

amount

payable

one

counterparty

the

other.

However,

absent

event

default

early

termination,

OTC

derivative

assets

and

liabilities

are

presented

gross

and

not

offset

the

Statements

Assets

and

Liabilities.

Early

termination

the

counterparty

may

result

immediate

payment

the

Funds

any

net

liability

owed

that

counterparty

under

the

ISDA

agreement.

June

30,

2024,

certain

all

Funds

had

OTC

derivatives

net

liability

position

and

the

aggregate

value

collateral

pledged

for

such

contracts

was

follows:

Collateral

requirements

differ

type

derivative.

Collateral

initial

margin

requirements

are

set

the

broker

exchange

clearing

house

for

exchange

traded

and

centrally

cleared

derivatives.

Initial

margin

deposited

held

the

exchange

and

can

the

form

cash

and/or

securities.

For

OTC

derivatives

traded

under

ISDA

master

agreement,

posting

collateral

required

either

the

Fund

the

applicable

counterparty

the

total

net

exposure

all

OTC

derivatives

with

the

applicable

counterparty

exceeds

the

minimum

transfer

amount,

which

typically

ranges

from

$100,000

$250,000,

and

can

vary

depending

the

counterparty

and

the

type

agreement.

Generally,

collateral

determined

the

Fund

business

each

day

and

any

additional

collateral

required

due

changes

derivative

values

may

delivered

the

Fund

the

counterparty

the

business

day,

within

few

business

days.

Collateral

pledged

and/or

received

the

Fund

for

OTC

derivatives,

any,

held

segregated

accounts

with

the

Fund's

custodian/counterparty

broker

and

can

the

form

cash

and/or

securities.

Unrestricted

cash

may

invested

according

the

Funds'

investment

objectives.

the

extent

that

the

amounts

due

the

Fund

from

its

counterparties

are

not

subject

collateralization

are

not

fully

collateralized,

the

Fund

bears

the

risk

loss

from

counterparty

non-performance.

June

30,

2024,

certain

all

Funds

received

U.S.

Treasury

Bonds

and

Notes

collateral

for

derivatives,

follows:

Certain

all

Funds

entered

into

exchange

traded

futures

contracts

primarily

manage

exposure

certain

foreign

currencies

and

equity

price

risk.

futures

contract

agreement

between

the

Fund

and

counterparty

buy

sell

asset

specified

price

future

date.

Required

initial

margins

are

pledged

the

Fund,

and

the

daily

change

fair

value

accounted

for

variation

margin

payable

Net

Liability

Position

Aggregate

Value

Collateral

Pledged

Franklin

Mutual

Global

Discovery

Fund

$–

Franklin

Mutual

Quest

Fund

$385,881

$628,272

Franklin

Mutual

Fund

$17,561

$–

Collateral

Received

Franklin

Mutual

Global

Discovery

Fund

$7,294,214

Franklin

Mutual

Quest

Fund

$1,157,606

Franklin

Mutual

Fund

$–

Organization

and

Significant

Accounting

Policies

(continued)

Derivative

Financial

Instruments

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

receivable

the

Statements

Assets

and

Liabilities.

June

30,

2024,

Franklin

Mutual

Beacon

Fund

and

Franklin

International

Value

Fund

had

futures

contracts.

Certain

all

Funds

entered

into

OTC

forward

exchange

contracts

primarily

manage exposure

certain

foreign

currencies.

forward

exchange

contract

agreement

between

the

Fund

and

counterparty

buy

sell

foreign

currency at

specific

exchange

rate

future

date.

June

30,

2024,

Franklin

Mutual

Beacon

Fund

and

Franklin

Mutual

International

Value

Fund

had

forward

exchange

contracts.

Certain

all

Funds

purchased

wrote

exchange

traded

option

contracts

primarily

manage

exposure

equity

price

risk.

option

contract

entitling

the

holder

purchase

sell

specific

amount

units

asset

notional

amount

swap

(swaption),

specified

price.

When

option

purchased

written,

amount

equal

the

premium

paid

received

recorded

asset

liability,

respectively.

Upon

exercise

option,

the

acquisition

cost

sales

proceeds

the

underlying

investment

adjusted

any

premium

received

paid.

Upon

expiration

option,

any

premium

received

paid

recorded

realized

gain

loss.

Upon

closing

option

other

than

through

expiration

exercise,

the

difference

between

the

premium

received

paid

and

the

cost

the

position

recorded

realized

gain

loss.

At June

30,

2024, the

Funds had

option

contracts.

See

Note

10 regarding

other

derivative

information.

Securities

Sold

Short

Certain

all

Funds

are

engaged

selling

securities

short,

which

obligates

the

Fund

replace

borrowed

security

with

the

same

security

current

fair

value.

The

Fund

incurs

loss

the

price

the

security

increases

between

the

date

the

short

sale

and

the

date

which

the

Fund

replaces

the

borrowed

security.

The

Fund

realizes

gain

the

price

the

security

declines

between

those

dates.

Gains

are

limited

the

price

which

the

Fund

sold

the

security

short,

while

losses

are

potentially

unlimited

size.

The

Fund

required

establish

margin

account

with

the

broker

lending

the

security

sold

short.

While

the

short

sale

outstanding,

the

broker

retains

the

proceeds

the

short

sale

the

extent

necessary

meet

margin

requirements

until

the

short

position

closed

out.

deposit

must

also

maintained

with

the

Fund's

custodian/counterparty

broker

consisting

cash

and/or

securities

having

value

equal

specified

percentage

the

value

the

securities

sold

short.

The

Fund

may

receive

income

from

the

investment

cash collateral. The

Fund

obligated

pay

fees

for

borrowing

the

securities

sold

short

and

required

pay

the

counterparty

any

dividends

and/or

interest

due

securities

sold

short.

Such

dividends

and/or

interest

and

any

security

borrowing

fees

are

recorded

expense

the

Fund.

June

30,

2024,

the

Funds

had

open securities

sold

short.

Senior

Floating

Rate

Interests

Certain

all

Funds

invest

senior

secured

corporate

loans

that

pay

interest

rates

which

are

periodically

reset

reference

base

lending

rate

plus

spread.

These

base

lending

rates

are

generally

the

prime

rate

offered

designated

U.S.

bank

the

Secured

Overnight

Financing

Rate

(SOFR).

Senior

secured

corporate

loans

often

require

prepayment

principal

from

excess

cash

flows

the

discretion

the

borrower.

result,

actual

maturity

may

substantially

less

than

the

stated

maturity.

Senior

secured

corporate

loans

which

the

Funds

invest

are

generally

readily

marketable,

but

may

subject

certain

restrictions

resale.

Income

and

Deferred

Taxes

is each

Fund's

policy

qualify

regulated

investment

company

under

the

Internal

Revenue

Code. Each

Fund

intends

distribute

shareholders

substantially

all

its

taxable

income

and

net

realized

gains

relieve

from

federal

income

and excise

taxes.

result,

provision

for

U.S.

federal

income

taxes

required.

The

Funds

may

subject

foreign

taxation

income

received,

capital

gains

the

sale

securities

and

certain

foreign

currency

transactions

the

foreign

jurisdictions

which

the

Funds

invest.

Foreign

taxes,

any,

are

recorded

based

the

tax

regulations

and

rates

that

exist

the

foreign

markets

which

the

Funds

invest.

When

capital

gain

tax

determined

apply,

certain

all

Funds

record

estimated

deferred

tax

liability

amount

that

would

payable

the

securities

were

disposed

the

valuation

date.

Organization

and

Significant

Accounting

Policies

(continued)

Derivative

Financial

Instruments

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

result

several

court

cases,

certain

countries

across

the

European

Union,

certain

all

Funds

filed

additional

tax

reclaims

for

previously

withheld

taxes

dividends

earned

those

countries

(EU

reclaims). Income

recognized,

any,

for

reclaims

reflected

other

income

the

Statements of

Operations

and

any

receivable,

any,

reflected

European

Union

tax

reclaims

the

Statements

Assets

and

Liabilities.

Any

fees

associated

with

these

filings

are

reflected

other

expenses

the

Statements

Operations.

When

uncertainty

exists

the

ultimate

resolution

these

proceedings,

the

likelihood

receipt

these

reclaims,

and

the

potential

timing

payment,

amounts

are

reflected

the

financial

statements.

For

U.S.

income

tax

purposes,

reclaims

received

the

Funds,

any,

reduce

the

amount

foreign

taxes

Fund

shareholders

can

use

tax

deductions

or credits

their income

tax

returns.

the

event

that

reclaims

received

the

Funds during a

fiscal

year

exceed

foreign

withholding

taxes

paid

the

Funds,

and

the Funds

previously

passed through

its

shareholders

foreign

taxes

incurred

the

Funds

used

credit

deduction

shareholder’s

income

tax

return,

the

Funds will

enter

into

closing

agreement

with

the

Internal

Revenue

Service

(IRS)

order

pay

the

associated

tax

liability

behalf

the Funds'

shareholders.

Franklin

Mutual

Global

Discovery

Fund

and

Franklin

Mutual International

Value

Fund previously

determined

enter

into

closing

agreement

with

the

IRS

and

recorded

any

adjustments

estimated

payments

reduction

income,

reflected

the

Statements

Operations.

Each

Fund

may

recognize

income

tax

liability

its

uncertain

tax

positions

under

U.S.

GAAP

when

the

uncertain

tax

position

has

less

than

50%

probability

that

will

sustained

upon

examination

the

tax

authorities

based

its

technical

merits.

June

30,

2024, each

Fund

has

determined

that

tax

liability

required

its

financial

statements

uncertain

tax

positions

for

any

open

tax

years

(or

expected

taken

future

tax

years).

Open

tax

years

are

those

that

remain

subject

examination

and

are

based

the

statute

limitations

each

jurisdiction

which

the

Fund

invests.

Security

Transactions,

Investment

Income,

Expenses

and

Distributions

Security

transactions

are

accounted

for

trade

date.

Realized

gains

and

losses

security

transactions

are

determined

specific

identification

basis.

Interest

income

(including

interest

income

from

payment-in-kind

securities,

any)

and

estimated

expenses

are

accrued

daily.

Amortization

premium

and

accretion

discount

debt

securities

are

included

interest

income.

Paydown

gains

and

losses

are

recorded

adjustment

interest

income.

Certain

all

Funds

may

receive

other

income

from

investments

senior

secured

corporate

loans

unfunded

commitments,

including

amendment

fees,

consent

fees

commitment

fees.

These

fees

are

recorded

income

when

received

the

Funds. Facility

fees

are

recognized

income

over

the

expected

term

the

loan. Dividend

income

and

dividends

declared

securities

sold

short

are

recorded

the

ex-

dividend

date

except

for

certain

dividends

from

securities

where

the

dividend

rate

not

available.

such

cases,

the

dividend

recorded

soon

the

information

received

the

Fund.

Distributions

shareholders

are

recorded

the ex-dividend

date.

Distributable

earnings

are

determined

according

income

tax

regulations

(tax

basis)

and

may

differ

from

earnings

recorded

accordance

with

U.S.

GAAP.

These

differences

may

permanent

temporary.

Permanent

differences

are

reclassified

among

capital

accounts

reflect

their

tax

character.

These

reclassifications

have

impact

net

assets

the

results

operations.

Temporary

differences

are

not

reclassified,

they

may

reverse

subsequent

periods.

Common

expenses

incurred

the

Trust

are

allocated

among

the

Funds

based

the

ratio

net

assets

each

Fund

the

combined

net

assets

the

Trust

based

the

ratio

number

shareholders

each

Fund

the

combined

number

shareholders

the

Trust.

Fund

specific

expenses

are

charged

directly

the

Fund

that

incurred

the

expense.

Realized

and

unrealized

gains

and

losses

and

net

investment

income,

excluding

class

specific

expenses,

are

allocated

daily

each

class

based

upon

the

relative

proportion

net

assets

each

class.

Differences

per

distributions

class

are

generally

due

differences

class

specific

expenses.

Organization

and

Significant

Accounting

Policies

(continued)

Income

and

Deferred

Taxes

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Accounting

Estimates

The

preparation

financial

statements

accordance

with

U.S.

GAAP

requires

management

make

estimates

and

assumptions

that

affect

the

reported

amounts

assets

and

liabilities

the

date

the

financial

statements

and

the

amounts

income

and

expenses

during

the

reporting

period.

Actual

results

could

differ

from

those

estimates.

Guarantees

and

Indemnifications

Under

the Trust's

organizational

documents,

its

officers

and trustees

are

indemnified

the Trust against

certain

liabilities

arising

out

the

performance

their

duties

the

Trust.

Additionally,

the

normal

course

business,

the Trust,

behalf

the

Funds, enters

into

contracts

with

service

providers

that

contain

general

indemnification

clauses.

The Trust's

maximum

exposure

under

these

arrangements

unknown

this

would

involve

future

claims

that

may

made

against

the Trust

that

have

not

yet

occurred.

Currently,

the Trust

expects

the

risk

loss

remote.

Beneficial

Interest

June

30,

2024,

there

were

unlimited

number

authorized

(without

par value).

Transactions

the

Funds'

were

follows:

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

...................................

2,614,073

$42,092,142

1,999,336

$62,595,401

issued

reorganization

(Note

12)

............

—

3,663,438

115,654,746

redeemed

...............................

(10,000,749)

(162,269,233)

(6,454,280)

(202,275,375)

Net

increase

(decrease)

..........................

(7,386,676)

$(120,177,091)

(791,506)

$(24,025,228)

Year

ended

December

31,

2023

sold

...................................

4,437,383

$67,628,142

6,493,289

$192,343,022

issued

reinvestment

distributions

..........

7,747,967

117,768,870

6,430,200

192,529,780

redeemed

...............................

(16,970,020)

(258,661,368)

(16,103,822)

(477,459,153)

Net

increase

(decrease)

..........................

(4,784,670)

$(73,264,356)

(3,180,333)

$(92,586,351)

Class

Six

Months

ended

June

30,

2024

sold

...................................

989,834

$15,797,383

3,872,822

$117,751,741

issued

reorganization

(Note

12)

............

—

7,630,056

233,632,313

redeemed

...............................

(4,028,295)

(64,254,935)

(13,899,002)

(423,114,379)

Net

increase

(decrease)

..........................

(3,038,461)

$(48,457,552)

(2,396,124)

$(71,730,325)

Year

ended

December

31,

2023

sold

...................................

3,822,581

$56,821,255

12,430,769

$354,657,476

issued

reinvestment

distributions

..........

3,127,595

46,870,576

11,607,296

337,331,008

redeemed

...............................

(9,284,571)

(139,070,180)

(29,263,600)

(840,991,551)

Net

increase

(decrease)

..........................

(2,334,395)

$(35,378,349)

(5,225,535)

$(149,003,067)

Class

Organization

and

Significant

Accounting

Policies

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

...................................

52,994

$850,838

248,420

$7,603,584

issued

reorganization

(Note

12)

............

—

363,201

11,182,954

redeemed

..............................

(146,211)

(2,349,027)

(1,224,154)

(37,374,635)

Net

increase

(decrease)

..........................

(93,217)

$(1,498,189)

(612,533)

$(18,588,097)

Year

ended

December

31,

2023

sold

...................................

247,854

$3,701,522

1,033,148

$29,371,188

issued

reinvestment

distributions

..........

57,121

863,345

341,034

9,989,953

redeemed

..............................

(501,112)

(7,544,971)

(3,879,460)

(111,592,703)

Net

increase

(decrease)

..........................

(196,137)

$(2,980,104)

(2,505,278)

$(72,231,562)

Class

Six

Months

ended

June

30,

2024

sold

...................................

3,952

$61,487

185,029

$5,515,308

redeemed

...............................

(21,562)

(342,806)

(395,959)

(11,763,851)

Net

increase

(decrease)

..........................

(17,610)

$(281,319)

(210,930)

$(6,248,543)

Year

ended

December

31,

2023

sold

...................................

18,489

$270,366

429,189

$12,115,643

issued

reinvestment

distributions

..........

5,116

75,382

262,654

7,496,446

redeemed

...............................

(29,611)

(436,136)

(968,250)

(27,383,099)

Net

increase

(decrease)

..........................

(6,006)

$(90,388)

(276,407)

$(7,771,010)

Class

Six

Months

ended

June

30,

2024

sold

...................................

533,314

$8,620,307

969,835

$30,366,816

issued

reorganization

(Note

12)

............

—

86,927

2,743,420

redeemed

...............................

(2,161,724)

(34,582,397)

(1,848,124)

(58,004,676)

Net

increase

(decrease)

..........................

(1,628,410)

$(25,962,090)

(791,362)

$(24,894,440)

Year

ended

December

31,

2023

sold

...................................

11,297,222

$167,926,159

3,299,551

$96,011,358

issued

reinvestment

distributions

..........

337,258

5,123,040

1,121,127

33,536,170

redeemed

...............................

(3,482,773)

(53,637,666)

(7,418,871)

(218,920,051)

Net

increase

(decrease)

..........................

8,151,707

$119,411,533

(2,998,193)

$(89,372,523)

Beneficial

Interest

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

International

Value

Fund

Franklin

Mutual

Quest

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

...................................

1,242,804

$30,737,953

3,707,364

$51,895,966

redeemed

...............................

(1,561,205)

(38,451,981)

(12,234,464)

(171,456,745)

Net

increase

(decrease)

..........................

(318,401)

$(7,714,028)

(8,527,100)

$(119,560,779)

Year

ended

December

31,

2023

sold

...................................

2,869,081

$64,544,782

7,677,545

$100,748,804

issued

reinvestment

distributions

..........

429,392

9,719,452

6,346,294

85,180,750

redeemed

...............................

(2,905,391)

(65,644,430)

(23,915,512)

(315,887,514)

Net

increase

(decrease)

..........................

393,082

$8,619,804

(9,891,673)

$(129,957,960)

Class

Six

Months

ended

June

30,

2024

sold

...................................

451,748

$10,793,071

1,027,851

$14,168,746

redeemed

...............................

(1,038,051)

(24,768,859)

(4,042,466)

(55,667,552)

Net

increase

(decrease)

..........................

(586,303)

$(13,975,788)

(3,014,615)

$(41,498,806)

Year

ended

December

31,

2023

sold

...................................

1,613,523

$35,351,619

3,767,135

$47,938,201

issued

reinvestment

distributions

..........

259,480

5,654,768

1,867,301

24,613,784

redeemed

...............................

(2,037,327)

(44,463,739)

(10,596,089)

(136,618,773)

Net

increase

(decrease)

..........................

(164,324)

$(3,457,352)

(4,961,653)

$(64,066,788)

Class

Six

Months

ended

June

30,

2024

sold

...................................

15,724

$382,305

91,535

$1,250,618

redeemed

..............................

(92,630)

(2,240,453)

(383,902)

(5,264,938)

Net

increase

(decrease)

..........................

(76,906)

$(1,858,148)

(292,367)

$(4,014,320)

Year

ended

December

31,

2023

sold

...................................

69,828

$1,540,194

354,346

$4,490,786

issued

reinvestment

distributions

..........

4,753

101,955

73,656

969,074

redeemed

..............................

(434,200)

(9,639,473)

(950,031)

(12,159,108)

Net

increase

(decrease)

..........................

(359,619)

$(7,997,324)

(522,029)

$(6,699,248)

Class

Six

Months

ended

June

30,

2024

sold

...................................

18,605

$440,106

22,436

$304,710

redeemed

...............................

(3,356)

(78,326)

(29,271)

(393,928)

Net

increase

(decrease)

..........................

15,249

$361,780

(6,835)

$(89,218)

Year

ended

December

31,

2023

sold

...................................

62,165

$1,277,450

51,152

$644,174

issued

reinvestment

distributions

..........

632

13,359

8,687

112,506

redeemed

...............................

(59,492)

(1,270,088)

(149,547)

(1,899,673)

Net

increase

(decrease)

..........................

3,305

$20,721

(89,708)

$(1,142,993)

Class

Beneficial

Interest

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

International

Value

Fund

Franklin

Mutual

Quest

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

...................................

457,042

$11,659,559

149,666

$2,090,595

redeemed

...............................

(37,806)

(932,487)

(291,022)

(4,074,898)

Net

increase

(decrease)

..........................

419,236

$10,727,072

(141,356)

$(1,984,303)

Year

ended

December

31,

2023

sold

...................................

358,652

$7,982,647

404,126

$5,306,369

issued

reinvestment

distributions

..........

8,181

185,406

102,520

1,375,044

redeemed

...............................

(1,534,035)

(33,600,653)

(718,549)

(9,466,912)

Net

increase

(decrease)

..........................

(1,167,202)

$(25,432,600)

(211,903)

$(2,785,499)

Franklin

Mutual

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

..................................................................

1,902,201

$48,109,154

redeemed

..............................................................

(8,313,404)

(210,786,849)

Net

increase

(decrease)

.........................................................

(6,411,203)

$(162,677,695)

Year

ended

December

31,

2023

sold

..................................................................

4,454,850

$105,270,805

issued

reinvestment

distributions

.........................................

8,371,198

199,292,980

redeemed

..............................................................

(19,667,301)

(464,987,072)

Net

increase

(decrease)

.........................................................

(6,841,253)

$(160,423,287)

Class

Six

Months

ended

June

30,

2024

sold

..................................................................

2,148,565

$53,611,448

redeemed

..............................................................

(8,717,196)

(217,751,738)

Net

increase

(decrease)

.........................................................

(6,568,631)

$(164,140,290)

Year

ended

December

31,

2023

sold

..................................................................

11,359,311

$265,229,190

issued

reinvestment

distributions

.........................................

6,356,326

148,932,805

redeemed

..............................................................

(20,314,755)

(471,837,597)

Net

increase

(decrease)

.........................................................

(2,599,118)

$(57,675,602)

Class

Beneficial

Interest

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Fund

Amount

Class

Six

Months

ended

June

30,

2024

sold

..................................................................

79,609

$2,008,891

redeemed

.............................................................

(388,358)

(9,765,276)

Net

increase

(decrease)

.........................................................

(308,749)

$(7,756,385)

Year

ended

December

31,

2023

sold

..................................................................

862,035

$19,944,926

issued

reinvestment

distributions

.........................................

80,423

1,877,660

redeemed

.............................................................

(6,010,694)

(142,121,090)

Net

increase

(decrease)

.........................................................

(5,068,236)

$(120,298,504)

Class

Six

Months

ended

June

30,

2024

sold

..................................................................

63,199

$1,575,833

redeemed

..............................................................

(186,736)

(4,645,631)

Net

increase

(decrease)

.........................................................

(123,537)

$(3,069,798)

Year

ended

December

31,

2023

sold

..................................................................

157,693

$3,630,210

issued

reinvestment

distributions

.........................................

89,320

2,081,736

redeemed

..............................................................

(366,027)

(8,521,884)

Net

increase

(decrease)

.........................................................

(119,014)

$(2,809,938)

Class

Six

Months

ended

June

30,

2024

sold

..................................................................

1,157,973

$28,598,806

redeemed

..............................................................

(797,443)

(20,219,939)

Net

increase

(decrease)

.........................................................

360,530

$8,378,867

Year

ended

December

31,

2023

sold

..................................................................

694,918

$16,140,974

issued

reinvestment

distributions

.........................................

727,055

17,303,237

redeemed

..............................................................

(1,626,591)

(38,569,525)

Net

increase

(decrease)

.........................................................

(204,618)

$(5,125,314)

May

include

portion

Class

that

were

automatically

converted

Class

Beneficial

Interest

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Transactions

with

Affiliates

Franklin

Resources,

Inc.

the

holding

company

for

various

subsidiaries

that

together

are

referred

Franklin

Templeton.

Certain

officers

and trustees

the Trust are

also

officers

and/or

directors

the

following

subsidiaries:

Management

Fees

Franklin

Mutual

Beacon

Fund

and

Franklin

Mutual

Quest

Fund

pay

investment

management

fee,

calculated

daily

and

paid

monthly,

to Franklin

Mutual based

the

average

daily

net

assets

each

the

Funds

follows:

Franklin

Mutual

Global

Discovery

Fund pays

investment

management fee,

calculated

daily

and

paid

monthly,

to Franklin

Mutual based

on the

average

daily

net

assets

the

Fund

follows:

Franklin

Mutual

International

Value

Fund pays

investment

management fee,

calculated

daily

and

paid

monthly,

to Franklin

Mutual based

on the

average

daily

net

assets

the

Fund

follows:

Subsidiary

Affiliation

Franklin

Mutual

Advisers,

LLC

(Franklin

Mutual)

Investment

manager

Franklin

Templeton

Services,

LLC

(FT

Services)

Administrative

manager

Franklin

Distributors,

LLC

(Distributors)

Principal

underwriter

Franklin

Templeton

Investor

Services,

LLC

(Investor

Services)

Transfer

agent

Annualized

Fee

Rate

Net

Assets

0.675%

and

including

billion

0.645%

Over

billion,

and

including

billion

0.625%

Over

billion,

and

including

$10

billion

0.615%

excess

$10

billion

Annualized

Fee

Rate

Net

Assets

0.845%

and

including

billion

0.825%

Over

billion,

and

including

$10

billion

0.805%

Over

$10

billion,

and

including

$13

billion

0.785%

Over

$13

billion,

and

including

$16

billion

0.765%

Over

$16

billion,

and

including

$19

billion

0.745%

Over

$19

billion,

and

including

$22

billion

0.725%

Over

$22

billion,

and

including

$25

billion

0.705%

Over

$25

billion,

and

including

$28

billion

0.685%

excess

$28

billion

Annualized

Fee

Rate

Net

Assets

0.800%

and

including

billion

0.770%

Over

billion,

and

including

billion

0.750%

Over

billion,

and

including

billion

0.730%

excess

billion

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Franklin

Mutual

Fund pays

investment

management fee,

calculated

daily

and

paid

monthly,

to Franklin

Mutual based

on the

average

daily

net

assets

the

Fund

follows:

For

the

period

ended

June

30,

2024,

each

Fund's

annualized

gross

effective

investment

management

fee

rate

based

average

daily

net

assets

was

follows:

Administrative

Fees

Under

agreement

with

Franklin

Mutual,

Services

provides

administrative

services

the

Funds.

The

fee

paid

Franklin

Mutual

based

each

of the

Fund's

average

daily

net

assets,

and

not

additional

expense

the

Funds.

Distribution

Fees

The

Board

has

adopted

distribution

plans

for

each

class,

with

the

exception

Class Z

and Class

R6 shares,

pursuant

Rule

12b-1

under

the

1940

Act.

Under

the

Funds'

Class

reimbursement

distribution

plans,

the

Funds

reimburse

Distributors

for

costs

incurred

connection

with

the

servicing,

sale

and

distribution

of each

Fund's

the

maximum

annual

plan

rate.

Under

the

Class

reimbursement

distribution

plans,

costs

exceeding

the

maximum

for

the

current

plan

year

cannot

reimbursed

subsequent

periods.

addition,

under

the

Funds'

Class

and

R compensation

distribution

plans,

the

Funds

pay

Distributors

for

costs

incurred

connection

with

the

servicing,

sale

and

distribution

of each

Fund's

the

maximum

annual

plan

rate

for

each

class.

The

plan

year,

for

purposes

monitoring

compliance

with

the

maximum

annual

plan

rates,

February

through

January

for

each

Fund.

The

maximum

annual

plan

rates,

based

the

average

daily

net

assets,

for

each

class,

are

follows:

Annualized

Fee

Rate

Net

Assets

0.675%

and

including

billion

0.645%

Over

billion,

and

including

$10

billion

0.625%

Over

$10

billion,

and

including

$15

billion

0.595%

Over

$15

billion,

and

including

$20

billion

0.585%

Over

$20

billion,

and

including

$25

billion

0.565%

Over

$25

billion,

and

including

$30

billion

0.555%

Over

$30

billion,

and

including

$35

billion

0.545%

excess

$35

billion

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Gross

effective

investment

management

fee

rate

...................

0.675%

0.840%

0.800%

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Gross

effective

investment

management

fee

rate

....................................

0.675%

0.666%

Transactions

with

Affiliates

(continued)

Management

Fees

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

The

Board

has

set

the

current

rate

0.25%

per

year

for

Class

until

further

notice

and

approval

the

Board.

Sales

Charges/Underwriting

Agreements

Front-end

sales

charges

and

contingent

deferred

sales

charges

(CDSC)

not

represent

expenses

the

Funds.

These

charges

are

deducted

from

the

proceeds

sales

fund

prior

investment

from

redemption

proceeds

prior

remittance,

applicable.

Distributors

has

advised

the

Funds

the

following

commission

transactions

the

sales

and

redemptions

the

Funds'

for

the

period:

Transfer

Agent

Fees

Each

class

shares pays

transfer

agent

fees,

calculated

monthly

and

paid

monthly, to

Investor

Services

for

its

performance

shareholder

servicing

obligations. The

fees

are based

fixed

margin

earned

Investor

Services

and

are allocated

the Funds

based

upon

relative

assets

and

relative

transactions. In

addition,

each

class reimburses

Investor

Services

for

out

pocket

expenses

incurred

and,

except

for

Class

R6, reimburses

shareholder

servicing

fees

paid

third

parties.

These

fees

paid

third

parties

are

accrued

and

allocated

daily

based

upon

their

relative

proportion

such

classes'

aggregate

net

assets.

Class

pays

Investor

Services

transfer

agent

fees

allocated

specifically

that

class

based

upon

its

relative

assets

and

relative

transactions.

For

the

period

ended

June

30,

2024,

the Funds

paid

transfer

agent

fees

noted

the

Statements of

Operations

which

the

following

amounts

were

retained

Investor

Services:

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Class

...............................

0.35%

Class

...............................

1.00%

Class

...............................

0.50%

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Class

...............................

0.35%

Class

...............................

1.00%

Class

...............................

0.50%

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Sales

charges

retained

net

commissions

paid

unaffiliated

brokers/

dealers

..................................................

$14,109

$98,688

$4,614

CDSC

retained

............................................

$634

$8,355

$104

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Sales

charges

retained

net

commissions

paid

unaffiliated

brokers/dealers

.............

$10,619

$40,128

CDSC

retained

.............................................................

$888

$1,216

Transactions

with

Affiliates

(continued)

Distribution

Fees

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Waiver

and

Expense

Reimbursements

Franklin

Mutual

has

contractually

agreed

advance

waive

limit

its

fees

and

assume

its

own

expense

certain

expenses

otherwise

payable

Franklin

Mutual

Global

Discovery

Fund

that

the

operating

expenses

(excluding

interest

expense,

distribution

fees,

acquired

fund

fees

and

expenses,

expenses

securities

sold

short,

and

certain

non-routine

expenses

costs,

including

those

relating

litigation,

indemnification,

reorganizations,

and

liquidations)

for

each

class

the

Fund

not

exceed

1.00%

based

the

average

net

assets

each

class

until

April

30,

2025.

Total

expenses

waived

paid

are

not

subject

recapture

subsequent

the

Fund's

fiscal

year

end.

Franklin

Mutual

has

contractually

agreed

advance

waive

limit

its

fees

and

assume

its

own

expense

certain

expenses

otherwise

payable

Franklin

Mutual

International

Value

Fund

that

the

operating

expenses

(excluding

interest

expense,

distribution

fees,

acquired

fund

fees

and

expenses,

expenses

securities

sold

short,

and

certain

non-routine

expenses

costs,

including

those

relating

litigation,

indemnification,

reorganizations,

and

liquidations)

for

each

class

the

Fund

not

exceed

0.95%

based

the

average

net

assets

each

class

until

April

30,

2025.

Total

expenses

waived

paid

are

not

subject

recapture

subsequent

the

Fund's

fiscal

year

end.

Transfer

agent

fees

Class

Franklin

Mutual

Beacon

Fund,

Franklin

Mutual

International

Value

Fund

and

Franklin

Mutual

Quest

Fund

have

been

capped

that

transfer

agent

fees

for

that

class

not

exceed

0.02%

based

the

average

net

assets

the

class

until

April

30,

2025.

Transfer

agent

fees

Class

Franklin

Mutual

Global

Discovery

Fund

and

Franklin

Mutual

Fund

have

been

capped

that

transfer

agent

fees

for

that

class

not

exceed

0.03%

based

the

average

net

assets

the

class

until

April

30,

2025.

Independent

Trustees'

Retirement

Plan

January

1993,

the

Trust

adopted

Independent

Trustees’

Retirement

Plan

(Plan).

The

Plan

unfunded

defined

benefit

plan

that

provides

benefit

payments

Trustees

whose

length

service

and

retirement

age

meets

the

eligibility

requirements

the

Plan.

Benefits

under

the

Plan

are

based

years

service

and

fees

paid

each

trustee

the

time

retirement.

Effective

December

1996,

the

Plan

was

closed

new

participants.

During

the

period

ended

June

30,

2024,

the

Fund’s

projected

benefit

obligation

and

benefit

payments

under

the

Plan

were

follows:

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Transfer

agent

fees

.........................................

$357,609

$1,424,959

$116,040

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Transfer

agent

fees

..........................................................

$341,701

$875,243

Transactions

with

Affiliates

(continued)

Transfer

Agent

Fees

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Income

Taxes

For

tax

purposes,

capital

losses

may

carried

over

offset

future

capital

gains.

December

31,

2023,

the

capital

loss

carryforwards

were

follows:

Includes

436

505

from

the

acquired

Franklin

Mutual

International

Fund,

which

may

carried

over

offset

future

capital

gains,

subject

certain

limitations.

For

tax

purposes,

the

Funds

may

elect

defer

any

portion

post-October

capital

loss

late-year

ordinary

loss

the

first

day

the

following

fiscal

year.

At December

31,

2023,

the

deferred

losses

were

follows:

June

30,

2024,

the

cost

investments

and

net

unrealized

appreciation

(depreciation) for

income

tax

purposes

were

follows:

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Projected

benefit

obligation

June

30,

2024

..........

$151,167

$731,060

$97,884

Increase

(decrease)

projected

benefit

obligation

......

$248

$732

$60

Benefit

payments

made

retired

trustees

.............

$(8,508)

$(8,282)

$(2,108)

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Projected

benefit

obligation

June

30,

2024

..........

$206,365

$654,758

Increase

(decrease)

projected

benefit

obligation

......

$211

$541

Benefit

payments

made

retired

trustees

.............

$(7,031)

$(18,789)

The

projected

benefit

obligation

included

trustees’

fees

and

expenses

the

Statements

Assets

and

Liabilities.

The

increase

(decrease)

projected

benefit

obligation

reflected

trustees’

fees

and

expenses

the

Statements

Operations.

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Franklin

Mutual

Quest

Fund

Capital

loss

carryforwards

not

subject

expiration:

Short

term

..............................................

—

149,942,380

Long

term

..............................................

1,436,505

127,083,463

457,674,639

Total

capital

loss

carryforwards

.............................

$1,436,505

$127,083,463

$607,617,019

Franklin

Mutual

Beacon

Fund

Post-October

capital

losses

.....................................................................

$7,101,188

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Cost

investments

........................................

$2,478,471,418

$7,348,432,707

$691,851,664

Unrealized

appreciation

......................................

$732,337,750

$2,136,343,751

$148,706,066

Unrealized

depreciation

......................................

(102,416,055)

(267,859,381)

(20,620,102)

Net

unrealized

appreciation

(depreciation)

........................

$629,921,695

$1,868,484,370

$128,085,964

Independent

Trustees'

Retirement

Plan

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Differences

between

income

and/or

capital

gains

determined

book

basis

and

tax

basis

are

primarily

due

differing

treatments

foreign

currency

transactions,

wash

sales,

reclaims,

passive

foreign

investment

company

shares,

bond

discounts

and

premiums,

tax

straddles,

derivative

financial

instruments

and

corporate

actions.

Investment

Transactions

Purchases

and

sales

of investments

(excluding

short

term

securities

and

securities

sold

short) for

the

period

ended

June

30,

2024,

were

follows:

Credit

Risk

and

Defaulted

Securities

June

30,

2024, Franklin

Mutual

Quest

Fund had 17.9% of

its

portfolio

invested

high

yield

securities,

senior

secured

floating

rate

loans,

other

securities rated

below

investment

grade

and

unrated

securities.

These

securities

may

sensitive

economic

conditions

causing

greater

price

volatility

and

are

potentially

subject

greater

risk

loss

due

default

than

higher

rated

securities.

The

Funds

may

purchase

the

pre-default

defaulted

debt

distressed

companies.

Distressed

companies

are

financially

troubled

and

could

are

already

involved

financial

restructuring

bankruptcy.

Risks

associated

with

purchasing

these

securities

include

the

possibility

that

the

bankruptcy

other

restructuring

process

takes

longer

than

expected,

that

distributions

restructuring

are

less

than

anticipated,

either

both

which

may

result

unfavorable

consequences

the

Funds.

becomes

probable

that

the

income

debt

securities,

including

those

distressed

companies,

will

not

collected,

the

Funds

discontinue

accruing

income

and

recognize

adjustment

for

uncollectible

interest.

June

30,

2024,

the

aggregate

long

value

distressed

company

securities

for

which

interest

recognition

has

been

discontinued

for

Franklin

Mutual

Quest

Fund

was

$261,360,

representing

less

than

0.1%

the

Fund's

net

assets.

For

information

specific

securities,

see

the

accompanying

Schedule

Investments.

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Cost

investments

.........................................................

$2,503,282,008

$5,528,514,185

Unrealized

appreciation

.......................................................

$347,435,053

$1,655,218,271

Unrealized

depreciation

.......................................................

(190,921,467)

(182,420,192)

Net

unrealized

appreciation

(depreciation)

.........................................

$156,513,586

$1,472,798,079

Franklin

Mutual

Beacon

Fund

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Purchases

...............................................

$320,016,277

$1,418,948,969

$192,814,108

Sales

...................................................

$481,397,978

$1,726,268,216

$189,571,442

Franklin

Mutual

Quest

Fund

Franklin

Mutual

Fund

Purchases

................................................................

$562,579,059

$1,130,191,046

Sales

....................................................................

$622,946,076

$1,234,628,160

Income

Taxes

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

June

30,

2024,

Franklin

Mutual

Beacon

Fund,

Franklin

Mutual

Global

Discovery

Fund,

Franklin

Mutual

International

Value

Fund

and

Franklin

Mutual

Fund

did

not

hold

any

distressed

company

securities

for

which

interest

recognition

has

been

discontinued.

Concentration

Risk

Investing

foreign

securities

may

include

certain

risks

and

considerations

not

typically

associated

with

investing

U.S.

securities,

such

fluctuating

currency

values

and

changing

local,

regional

and

global

economic,

political

and

social

conditions,

which

may

result

greater

market

volatility.

Political

and

financial

uncertainty

many

foreign

regions

may

increase

market

volatility

and

the

economic

risk

investing

foreign

securities.

addition,

certain

foreign

securities

may

not

liquid

U.S.

securities.

Certain

investments

Chinese

companies

are

made

through

special

structure

known

VIE.

VIE

structure,

foreign

investors,

such

as Franklin

Mutual

Global

Discovery

Fund

and

Franklin

Mutual

International

Value

Fund,

will

only

own

stock

shell

company

rather

than

directly

the

VIE,

which

must

owned

Chinese

nationals

(and/or

Chinese

companies)

obtain

the

licenses

and/or

assets

required

operate

restricted

prohibited

sector

China.

The

value

the

shell

company

derived

from

its

ability

consolidate

the

VIE

into

its

financials

pursuant

contractual

arrangements

that

allow

the

shell

company

exert

degree

control

over,

and

obtain

economic

benefits

arising

from,

the

VIE

without

formal

legal

ownership.

While

VIEs

are

longstanding

industry

practice

and

are

well

known

Chinese

officials

and

regulators,

the

structure

historically

has

not

been

formally

recognized

under

Chinese

law

and

uncertain

whether

Chinese

officials

regulators

will

withdraw

their

implicit

acceptance

the

structure.

also

uncertain

whether

the

contractual

arrangements,

which

may

subject

conflicts

interest

between

the

legal

owners

the

VIE

and

foreign

investors,

would

enforced

Chinese

courts

arbitration

bodies.

Prohibitions

these

structures

the

Chinese

government,

the

inability

enforce

such

contracts,

from

which

the

shell

company

derives

its

value,

would

likely

cause

the

VIE-structured

holding(s)

suffer

significant,

detrimental,

and

possibly

permanent

losses,

and

turn,

adversely

affect

the

Funds'

returns

and

net

asset

value.

Restricted

Securities

Certain

all

Funds

invest

securities

that

are

restricted

under

the

Securities

Act

1933

(1933

Act).

Restricted

securities

are

often

purchased

private

placement

transactions,

and

cannot

sold

without

prior

registration

unless

the

sale

pursuant

exemption

under

the

1933

Act.

Disposal

these

securities

may

require

greater

effort

and

expense,

and

prompt

sale

acceptable

price

may

difficult.

The

Funds

may

have

registration

rights

for

restricted

securities.

The

issuer

generally

incurs

all

registration

costs.

June

30,

2024,

investments

restricted

securities,

excluding

securities

exempt

from

registration

under

the

1933

Act,

were

follows:

Principal

Amount

Issuer

Acquisition

Date

Cost

Value

Franklin

Mutual

Quest

Fund

106,532

Inclusive

Language

Services

LLC,

Membership

Interests,

...............................

4/30/14

—

60,749,073

113,053,307

Sorenson

Communications

LLC,

First

Lien,

Term

Loan,

PIK,

8%,

4/01/30

.........................

4/01/22

6/28/24

110,855,871

106,057,814

28,709,594

Sorenson

Communications

LLC,

First

Lien,

Term

Loan,

PIK,

10%,

4/01/30

........................

4/01/22

6/28/24

28,741,923

31,131,458

Tenerity,

Inc.

...............................

1/31/22

204

Credit

Risk

and

Defaulted

Securities

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

10.

Other

Derivative

Information

June

30,

2024,

investments

derivative

contracts

are

reflected

the

Statements

Assets

and

Liabilities

follows:

Principal

Amount/

Issuer

Acquisition

Date

Cost

Value

Franklin

Mutual

Quest

Fund

(continued)

1,714,983

Windstream

Holdings,

Inc.

.....................

9/21/20

6/09/23

14,021,182

22,336,968

Total

Restricted

Securities

(Value

8.4%

Net

Assets)

..............

$153,619,180

$220,275,340

Issuer

Acquisition

Date

Cost

Value

Franklin

Mutual

Fund

2,243,497

Windstream

Holdings,

Inc.

.....................

9/21/20

6/09/23

18,342,152

29,220,651

Total

Restricted

Securities

(Value

0.4%

Net

Assets)

..............

$18,342,152

$29,220,651

Asset

Derivatives

Liability

Derivatives

Derivative

Contracts

Not

Accounted

for

Hedging

Instruments

Statement

Assets

and

Liabilities

Location

Fair

Value

Statement

Assets

and

Liabilities

Location

Fair

Value

Franklin

Mutual

Global

Discovery

Fund

Foreign

exchange

contracts

Variation

margin

futures

contracts

1,557,630

Variation

margin

futures

contracts

—

Unrealized

appreciation

OTC

forward

exchange

contracts

12,608,249

Unrealized

depreciation

OTC

forward

exchange

contracts

619,443

Total

....................

$14,165,879

$619,443

Franklin

Mutual

Quest

Fund

Foreign

exchange

contracts

Variation

margin

futures

contracts

79,783

Variation

margin

futures

contracts

—

Unrealized

appreciation

OTC

forward

exchange

contracts

2,781,421

Unrealized

depreciation

OTC

forward

exchange

contracts

761,310

Total

....................

$2,861,204

$761,310

Franklin

Mutual

Fund

Foreign

exchange

contracts

Variation

margin

futures

contracts

171,187

Variation

margin

futures

contracts

—

Unrealized

appreciation

OTC

forward

exchange

contracts

38,792

Unrealized

depreciation

OTC

forward

exchange

contracts

19,406

Total

....................

$209,979

$19,406

This

amount

reflects

the

cumulative

appreciation

(depreciation)

futures

contracts

reported

the

Schedules

Investments.

Only

the

variation

margin

receivable/

payable

period

end

separately

reported

within

the

Statements

Assets

and

Liabilities.

Prior

variation

margin

movements

were

recorded

cash

upon

receipt

payment.

Restricted

Securities

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

For

the

period

ended

June

30,

2024,

the

effect

derivative

contracts

the

Statements

Operations

was

follows:

Derivative

Contracts

Not

Accounted

for

Hedging

Instruments

Statement

Operations

Location

Net

Realized

Gain

(Loss)

for

the

Period

Statement

Operations

Location

Net

Change

Unrealized

Appreciation

(Depreciation)

for

the

Period

Franklin

Mutual

Global

Discovery

Fund

Net

realized

gain

(loss)

from:

Net

change

unrealized

appreciation

(depreciation)

on:

Foreign

exchange

contracts

.....

Futures

contracts

$1,950,651

Futures

contracts

$8,398,501

Forward

exchange

contracts

26,612,052

Forward

exchange

contracts

31,065,934

Total

.......................

$28,562,703

$39,464,435

Franklin

Mutual

International

Value

Fund

Net

realized

gain

(loss)

from:

Net

change

unrealized

appreciation

(depreciation)

on:

Equity

contracts

..............

Futures

contracts

48,410

Futures

contracts

(23,793)

Total

.......................

$48,410

$(23,793)

Franklin

Mutual

Quest

Fund

Net

realized

gain

(loss)

from:

Net

change

unrealized

appreciation

(depreciation)

on:

Foreign

exchange

contracts

.....

Futures

contracts

(125,116)

Futures

contracts

656,305

Forward

exchange

contracts

1,247,060

Forward

exchange

contracts

8,296,774

Equity

contracts

..............

Investments

(275,855)

Investments

275,855

Total

.......................

$846,089

$9,228,934

Franklin

Mutual

Fund

Net

realized

gain

(loss)

from:

Net

change

unrealized

appreciation

(depreciation)

on:

Foreign

exchange

contracts

.....

Futures

contracts

(317,838)

Futures

contracts

529,791

Forward

exchange

contracts

(911,015)

Forward

exchange

contracts

1,107,075

Total

.......................

$(1,228,853)

$1,636,866

Purchased

option

contracts

are

included

net

realized

gain

(loss)

from

investments

and

net

change

unrealized

appreciation

(depreciation)

investments

the

Statements

Operations.

10.

Other

Derivative

Information

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

For

the

period

ended

June

30,

2024,

the

average

month

end

notional

amount

futures

contracts

and

options and

the

average

month

end

contract

value for

forward

exchange

contracts,

were

follows:

See

Note

1(d) regarding

derivative

financial

instruments.

11.

Holdings

Voting

Securities

Portfolio

Companies

The

1940

Act

defines

"affiliated

companies"

include

investments

portfolio

companies

which

fund

owns

the

outstanding

voting

securities.

Additionally,

defined

the

1940

Act,

investment

deemed

“Controlled

Affiliate”

fund

when

fund

owns,

either

directly

indirectly,

25%

the

affiliated

companies’

outstanding

has

the

power

exercise

control

over

management

policies

such

company.

During

the

period

ended

June

30,

2024,

investments

“affiliated

companies”

were

follows:

Franklin

Mutual

Global

Discovery

Fund

Franklin

Mutual

International

Value

Fund

Franklin

Mutual

Quest

Fund

Futures

contracts

.....................................

284,261,079

290,284

20,440,811

Forwards

exchange

contracts

............................

712,368,232

–

211,530,945

Options

.............................................

–

133,200

Franklin

Mutual

Fund

Futures

contracts

..........................................................................

23,651,701

Forwards

exchange

contracts

.................................................................

25,535,387

Value

Beginning

Period

Purchases

Sales

Realized

Gain

(Loss)

Net

Change

Unrealized

Appreciation

(Depreciation)

Value

End

Period

Number

Shares/Principal

Amount

Held

End

Period

Investment

Income

Franklin

Mutual

Quest

Fund

Non-Controlled

Affiliates

Dividends

Inclusive

Language

Services

LLC,

Membership

Interests,

.........

25,234,214

—

35,514,859

60,749,073

106,532

—

Wayne

Services

Legacy,

Inc.

..............

93,178

—

(268,664)

268,664

(93,178)

—

Interest

Sorenson

Communications

LLC,

First

Lien,

Term

Loan,

PIK,

8%,

4/01/30

...

96,971,368

4,237,170

—

4,849,276

106,057,814

113,053,307

3,683,351

Sorenson

Communications

LLC,

First

Lien,

Term

Loan,

PIK,

10%,

4/01/30

28,538,278

1,500,573

—

1,092,607

31,131,458

28,709,594

1,562,009

Total

Affiliated

Securities

(Value

7.5%

Net

Assets)

...........

$150,837,038

$5,737,743

$(268,664)

$268,664

$41,363,564

$197,938,345

$5,245,360

10.

Other

Derivative

Information

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

12.

Reorganization

April

26,

2024,

Franklin

Mutual

Global

Discovery

Fund

(Surviving

Fund),

pursuant

plan

reorganization

approved

April

2024,

shareholders

Franklin

Mutual

Financial

Services

Fund

(Acquired

Fund),

series

Franklin

Mutual

Series

Funds,

acquired

100%

the

Acquired

Fund's

net

assets,

primarily

made

investment

securities,

which

included

$107,863,409

unrealized

appreciation,

through

tax-free

exchange

of 11,743,622

the

Surviving

Fund

(valued

$363,213,433).

Immediately

after

the

completion

the

reorganization,

the

combined

net

assets

the

Surviving

Fund

were

$9,409,382,240.

The

primary

purpose

for

the

reorganization

was

combine

the

Acquired

Fund

with

larger

fund

that

had

lower

annual

fund

operating

expenses

(both

before

and

after

fee waivers),

stronger

historical

investment performance

and

similar

investment

goals,

principal

investment

strategies

and

risks.

The

estimated

cost

the

reorganization

was

$232,000

which

the

Surviving

Fund

and

the

Acquired

Fund

each

paid

25%

and

Franklin

Mutual

paid

50%.

The

allocated

portion

the

Surviving

Fund's

reorganization

expenses

are

included

with

other

expenses

the

Statement

Operations.

Assuming

the

reorganization

had

been

completed

January

2024,

the

Surviving

Fund's

pro

forma

results

operations,

would

have

been

follows:

Subsequent

the

reorganization,

the

Surviving

Fund

has

been

managed

single

entity.

Accordingly,

impracticable

identify

the

amounts

revenue

and

earnings

attributable

the

Acquired

Fund’s

assets

after

the

completion

the

reorganization.

Value

Beginning

Period

Purchases

Sales

Realized

Gain

(Loss)

Net

Change

Unrealized

Appreciation

(Depreciation)

Value

End

Period

Number

Shares/Principal

Amount

Held

End

Period

Investment

Income

Franklin

Mutual

Fund

Non-Controlled

Affiliates

Dividends

International

Automotive

Components

Group

Brazil

LLC

..............

213,449

—

(150,618)

(4,654,060)

4,591,229

—

Wayne

Services

Legacy,

Inc.

..............

97,962

—

(282,458)

282,458

(97,962)

—

Total

Affiliated

Securities

(Value

—%

Net

Assets)

...........

$311,411

$—

$(433,076)

$(4,371,602)

$4,493,267

$—

June

30,

2024,

longer

held

the

fund.

May

include

accretion,

amortization,

and/or

other

cost

basis

adjustments.

Period

Net

Investment

Income

Net

Realized

and

Unrealized

Gain

(Loss)

Net

Increase

(Decrease)

Net

Assets

Resulting

from

Operations

For

the

period

January

2024

through

June

30,

2024

.............

$118,547,843

$302,665,714

$421,213,557

11.

Holdings

Voting

Securities

Portfolio

Companies

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

13.

Credit

Facility

The

Funds,

together

with

other

U.S.

registered

and

foreign

investment

funds

(collectively,

Borrowers),

managed

Franklin

Templeton,

are

borrowers

joint

syndicated

senior

unsecured

credit

facility

totaling

$2.675

billion

(Global

Credit

Facility)

which

matures

January

31,

2025.

This

Global

Credit

Facility

provides

source

funds

the

Borrowers

for

temporary

and

emergency

purposes,

including

the

ability

meet

future

unanticipated

unusually

large

redemption

requests.

Under

the

terms

the

Global

Credit

Facility,

the

Funds

shall,

addition

interest

charged

any

borrowings

made

the

Funds

and

other

costs

incurred

the

Funds,

pay

their

fees

and

expenses

incurred

connection

with

the

implementation

and

maintenance

the

Global

Credit

Facility,

based

upon

their

relative

the

aggregate

net

assets

all

the

Borrowers,

including

annual

commitment

fee

0.15%

based

upon

the

unused

portion

the

Global

Credit

Facility.

These

fees

are

reflected

other

expenses

the

Statements

Operations.

During

the

period ended

June

30,

2024,

the

Funds

did

not

use

the

Global

Credit

Facility.

14.

Fair

Value

Measurements

The Funds

fair

value

hierarchy

that

distinguishes

between

market

data

obtained

from

independent

sources

(observable

inputs)

and

the Funds'

own

market

assumptions

(unobservable

inputs).

These

inputs

are

used

determining

the

value

the Funds' financial

instruments

and

are

summarized

the

following

fair

value

hierarchy:

Level

–

quoted

prices

active

markets

for

identical

financial

instruments

Level

–

other

significant

observable

inputs

(including

quoted

prices

for

similar

financial

instruments,

interest

rates,

prepayment

speed,

credit

risk,

etc.)

Level

–

significant

unobservable

inputs

(including

the Funds'

own

assumptions

determining

the

fair

value

financial

instruments)

The

input

levels

are

not

necessarily

indication

the

risk

liquidity

associated

with

financial

instruments

that

level.

summary

inputs

used

June

30,

2024,

valuing

the

Funds'

assets

and

liabilities carried

fair

value,

follows:

Level

Total

Franklin

Mutual

Beacon

Fund

Assets:

Investments

Securities:

Common

Stocks

Aerospace

Defense

...................

—

79,465,031

—

79,465,031

Air

Freight

Logistics

...................

87,079,160

—

87,079,160

Automobiles

..........................

60,409,522

—

60,409,522

Banks

...............................

133,232,302

190,543,735

—

323,776,037

Beverages

...........................

—

109,229,369

—

109,229,369

Building

Products

......................

107,712,442

—

107,712,442

Capital

Markets

........................

95,423,971

—

95,423,971

Consumer

Staples

Distribution

Retail

......

—

71,500,318

—

71,500,318

Diversified

Telecommunication

Services

.....

—

80,855,033

—

80,855,033

Energy

Equipment

Services

.............

70,841,478

—

70,841,478

Entertainment

.........................

100,841,009

—

100,841,009

Financial

Services

......................

76,057,838

—

76,057,838

Health

Care

Equipment

Supplies

.........

114,817,740

—

114,817,740

Health

Care

Providers

Services

..........

63,751,455

—

63,751,455

Household

Products

....................

—

94,152,380

—

94,152,380

Insurance

............................

195,251,475

—

195,251,475

Machinery

............................

98,877,762

—

98,877,762

Media

...............................

64,908,999

—

64,908,999

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Level

Total

Franklin

Mutual

Beacon

Fund

(continued)

Assets:

(continued)

Investments

Securities:

Common

Stocks:

Metals

Mining

.......................

—

61,666,837

—

61,666,837

Oil,

Gas

Consumable

Fuels

.............

65,980,928

113,400,602

—

179,381,530

Personal

Care

Products

.................

—

112,860,889

—

112,860,889

Pharmaceuticals

.......................

182,792,097

182,581,236

—

365,373,333

Retail

REITs

..........................

66,465,350

—

66,465,350

Software

.............................

76,726,195

—

76,726,195

Technology

Hardware,

Storage

Peripherals

—

114,265,154

—

114,265,154

Textiles,

Apparel

Luxury

Goods

..........

—

96,185,636

—

96,185,636

Trading

Companies

Distributors

..........

110,330,345

—

110,330,345

Companies

Liquidation

..................

—

Short

Term

Investments

...................

—

30,186,825

—

30,186,825

Total

Investments

Securities

...........

$1,771,500,068

$1,336,893,045

$—

$3,108,393,113

Franklin

Mutual

Global

Discovery

Fund

Assets:

Investments

Securities:

Common

Stocks

Aerospace

Defense

...................

—

111,741,604

—

111,741,604

Air

Freight

Logistics

...................

173,185,591

—

173,185,591

Automobile

Components

.................

71,009,767

136,206,190

—

207,215,957

Automobiles

..........................

92,556,404

—

92,556,404

Banks

...............................

175,390,163

375,040,459

—

550,430,622

Building

Products

......................

135,842,213

—

135,842,213

Capital

Markets

........................

158,645,767

13,677,297

—

172,323,064

Chemicals

...........................

—

156,031,118

—

156,031,118

Consumer

Finance

.....................

161,882,663

—

161,882,663

Consumer

Staples

Distribution

Retail

......

—

162,401,534

—

162,401,534

Containers

Packaging

.................

—

40,584,305

—

40,584,305

Diversified

Telecommunication

Services

.....

—

204,490,947

—

204,490,947

Electrical

Equipment

....................

—

120,298,302

—

120,298,302

Energy

Equipment

Services

.............

215,835,148

—

215,835,148

Entertainment

.........................

132,468,548

—

132,468,548

Financial

Services

......................

499,392,527

—

499,392,527

Food

Products

........................

139,167,491

134,313,006

—

273,480,497

Health

Care

Equipment

Supplies

.........

184,638,233

—

184,638,233

Health

Care

Providers

Services

..........

513,345,337

143,341,169

—

656,686,506

Household

Durables

....................

121,197,686

—

121,197,686

Household

Products

....................

—

133,897,750

—

133,897,750

Industrial

Conglomerates

................

—

155,703,068

—

155,703,068

Insurance

............................

218,760,265

361,332,915

—

580,093,180

Interactive

Media

Services

..............

—

147,981,042

—

147,981,042

Services

...........................

—

107,011,292

—

107,011,292

Media

...............................

176,053,359

—

176,053,359

Metals

Mining

.......................

—

220,033,132

—

220,033,132

Oil,

Gas

Consumable

Fuels

.............

144,296,283

402,059,689

—

546,355,972

Personal

Care

Products

.................

139,891,410

154,100,683

—

293,992,093

Pharmaceuticals

.......................

342,866,891

348,113,089

—

690,979,980

Real

Estate

Management

Development

....

152,494,745

—

152,494,745

Semiconductors

Semiconductor

Equipment

—

132,246,762

—

132,246,762

Technology

Hardware,

Storage

Peripherals

—

178,652,464

—

178,652,464

Textiles,

Apparel

Luxury

Goods

..........

48,928,198

315,018,081

—

363,946,279

Tobacco

.............................

—

156,448,257

—

156,448,257

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Level

Total

Franklin

Mutual

Global

Discovery

Fund

(continued)

Assets:

(continued)

Investments

Securities:

Common

Stocks:

Trading

Companies

Distributors

..........

330,908,890

—

330,908,890

Corporate

Bonds

........................

—

81,831,748

—

81,831,748

Senior

Floating

Rate

Interests

...............

—

216,178,974

—

216,178,974

Companies

Liquidation

..................

—

Short

Term

Investments

...................

—

165,878,185

—

165,878,185

Total

Investments

Securities

...........

$4,328,757,579

$4,874,613,062

$—

$9,203,370,641

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$12,608,249

$—

$12,608,249

Futures

Contracts

.......................

1,557,630

—

1,557,630

Total

Other

Financial

Instruments

.........

$1,557,630

$12,608,249

$—

$14,165,879

Liabilities:

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$619,443

$—

$619,443

Total

Other

Financial

Instruments

.........

$—

$619,443

$—

$619,443

Franklin

Mutual

International

Value

Fund

Assets:

Investments

Securities:

Common

Stocks

Aerospace

Defense

...................

—

23,852,572

—

23,852,572

Automobile

Components

.................

—

26,138,846

—

26,138,846

Banks

...............................

—

84,384,763

—

84,384,763

Beverages

...........................

—

25,057,122

—

25,057,122

Capital

Markets

........................

—

52,377,300

—

52,377,300

Chemicals

...........................

—

21,556,916

—

21,556,916

Consumer

Staples

Distribution

Retail

......

—

21,541,435

—

21,541,435

Diversified

Telecommunication

Services

.....

—

47,240,730

—

47,240,730

Electrical

Equipment

....................

—

10,335,564

—

10,335,564

Electronic

Equipment,

Instruments

Components

..........................

—

16,322,768

—

16,322,768

Energy

Equipment

Services

.............

27,260,179

—

27,260,179

Food

Products

........................

—

8,246,907

—

8,246,907

Health

Care

Equipment

Supplies

.........

—

22,688,921

—

22,688,921

Household

Durables

....................

—

13,515,622

—

13,515,622

Household

Products

....................

—

14,609,972

—

14,609,972

Industrial

Conglomerates

................

—

18,078,847

—

18,078,847

Insurance

............................

—

52,229,063

—

52,229,063

Interactive

Media

Services

..............

—

14,466,454

—

14,466,454

Services

...........................

—

11,357,897

—

11,357,897

Metals

Mining

.......................

—

40,634,272

—

40,634,272

Multi-Utilities

..........................

—

14,997,679

—

14,997,679

Oil,

Gas

Consumable

Fuels

.............

—

57,888,438

—

57,888,438

Personal

Care

Products

.................

—

15,472,870

—

15,472,870

Pharmaceuticals

.......................

—

65,728,937

—

65,728,937

Professional

Services

...................

—

10,048,172

—

10,048,172

Semiconductors

Semiconductor

Equipment

—

15,872,558

—

15,872,558

Technology

Hardware,

Storage

Peripherals

—

22,675,536

—

22,675,536

Textiles,

Apparel

Luxury

Goods

..........

—

31,519,534

—

31,519,534

Trading

Companies

Distributors

..........

19,444,036

—

19,444,036

Short

Term

Investments

...................

—

14,393,718

—

14,393,718

Total

Investments

Securities

...........

$46,704,215

$773,233,413

$—

$819,937,628

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Level

Total

Franklin

Mutual

Quest

Fund

Assets:

Investments

Securities:

Common

Stocks

Air

Freight

Logistics

...................

38,048,132

—

38,048,132

Automobile

Components

.................

21,670,706

24,464,089

—

46,134,795

Automobiles

..........................

11,942,450

—

11,942,450

Banks

...............................

94,945,295

34,241,106

—

129,186,401

Beverages

...........................

—

35,933,120

—

35,933,120

Building

Products

......................

23,816,002

—

23,816,002

Capital

Markets

........................

—

28,567,437

—

28,567,437

Chemicals

...........................

38,359,140

30,035,211

—

68,394,351

Communications

Equipment

..............

27,190,068

—

60,749,073

87,939,141

Construction

Engineering

...............

31,542,019

—

31,542,019

Consumer

Staples

Distribution

Retail

......

—

28,349,396

—

28,349,396

Containers

Packaging

.................

35,596,075

11,571,478

—

47,167,553

Diversified

Telecommunication

Services

.....

—

39,804,270

22,336,968

62,141,238

Electric

Utilities

........................

62,100,580

—

62,100,580

Energy

Equipment

Services

.............

83,455,117

—

83,455,117

Entertainment

.........................

42,137,187

—

42,137,187

Financial

Services

......................

68,371,970

—

68,371,970

Food

Products

........................

—

28,628,361

—

28,628,361

Health

Care

Equipment

Supplies

.........

39,576,569

—

39,576,569

Health

Care

Providers

Services

..........

145,214,759

21,465,651

—

166,680,410

Household

Products

....................

—

42,474,136

—

42,474,136

Independent

Power

and

Renewable

Electricity

Producers

............................

18,013,256

—

18,013,256

Insurance

............................

112,708,549

76,022,029

—

188,730,578

Media

...............................

51,581,559

—

51,581,586

Metals

Mining

.......................

47,762,228

58,308,936

—

106,071,164

Oil,

Gas

Consumable

Fuels

.............

50,279,374

44,581,406

—

94,860,780

Personal

Care

Products

.................

30,126,260

31,324,935

—

61,451,195

Pharmaceuticals

.......................

76,098,502

76,205,174

—

152,303,676

Professional

Services

...................

43,084,497

—

43,084,497

Real

Estate

Management

Development

....

19,443,931

—

19,443,931

Semiconductors

Semiconductor

Equipment

—

15,387,386

—

15,387,386

Software

.............................

17,979,843

—

17,979,843

Technology

Hardware,

Storage

Peripherals

—

14,170,199

—

14,170,199

Textiles,

Apparel

Luxury

Goods

..........

19,760,371

16,394,057

—

36,154,428

Tobacco

.............................

—

65,258,865

—

65,258,865

Trading

Companies

Distributors

..........

35,320,004

—

35,320,004

Wireless

Telecommunication

Services

.......

3,986,690

—

3,986,690

Warrants

...............................

1,075,304

—

1,075,304

Convertible

Bonds

.......................

—

5,084,925

—

5,084,925

Corporate

Bonds

........................

—

110,543,495

—

110,543,495

Senior

Floating

Rate

Interests

...............

—

223,656,459

137,189,272

360,845,731

Companies

Liquidation

..................

—

Short

Term

Investments

...................

—

83,761,802

—

83,761,802

Total

Investments

Securities

...........

$1,291,186,437

$1,146,233,923

$220,275,340

$2,657,695,700

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$2,781,421

$—

$2,781,421

Futures

Contracts

.......................

79,783

—

79,783

Total

Other

Financial

Instruments

.........

$79,783

$2,781,421

$—

$2,861,204

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Level

Total

Franklin

Mutual

Quest

Fund

(continued)

Liabilities:

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$761,310

$—

$761,310

Total

Other

Financial

Instruments

.........

$—

$761,310

$—

$761,310

Franklin

Mutual

Fund

Assets:

Investments

Securities:

Common

Stocks

Air

Freight

Logistics

...................

149,105,328

—

149,105,328

Automobile

Components

.................

32,900,787

—

32,900,787

Automobiles

..........................

134,531,295

—

134,531,295

Banks

...............................

538,549,466

—

538,549,466

Building

Products

......................

119,439,012

—

119,439,012

Capital

Markets

........................

114,367,678

—

114,367,678

Communications

Equipment

..............

54,118,879

—

54,118,879

Construction

Engineering

...............

110,356,829

—

110,356,829

Consumer

Finance

.....................

116,589,576

—

116,589,576

Consumer

Staples

Distribution

Retail

......

55,221,881

—

55,221,881

Containers

Packaging

.................

104,318,965

30,758,456

—

135,077,421

Diversified

Telecommunication

Services

.....

—

29,220,651

Electric

Utilities

........................

110,741,402

—

110,741,402

Electronic

Equipment,

Instruments

Components

..........................

91,004,282

—

91,004,282

Energy

Equipment

Services

.............

155,607,283

—

155,607,283

Entertainment

.........................

130,020,950

—

130,020,950

Financial

Services

......................

420,520,391

—

420,520,391

Food

Products

........................

116,899,444

—

116,899,444

Health

Care

Equipment

Supplies

.........

270,301,247

—

270,301,247

Health

Care

Providers

Services

..........

393,363,599

—

393,363,599

Household

Durables

....................

103,166,256

—

103,166,256

Insurance

............................

244,512,584

—

244,512,584

Machinery

............................

207,054,919

—

207,054,919

Media

...............................

274,806,669

—

274,806,669

Metals

Mining

.......................

53,191,933

111,607,878

—

164,799,811

Oil,

Gas

Consumable

Fuels

.............

321,109,939

150,237,204

—

471,347,143

Personal

Care

Products

.................

114,340,838

—

114,340,838

Pharmaceuticals

.......................

305,644,178

143,988,151

—

449,632,329

Professional

Services

...................

214,743,941

—

214,743,941

Real

Estate

Management

Development

....

121,179,976

—

121,179,976

Retail

REITs

..........................

157,075,497

—

157,075,497

Software

.............................

248,175,318

—

248,175,318

Specialized

REITs

......................

137,283,208

—

137,283,208

Tobacco

.............................

—

126,496,888

—

126,496,888

Trading

Companies

Distributors

..........

247,805,415

—

247,805,415

Wireless

Telecommunication

Services

.......

87,587,358

—

87,587,358

Corporate

Bonds

........................

—

39,568,174

—

39,568,174

Senior

Floating

Rate

Interests

...............

—

216,401,211

—

216,401,211

Companies

Liquidation

..................

—

Short

Term

Investments

...................

—

97,206,755

—

97,206,755

Total

Investments

Securities

...........

$6,055,636,323

$916,264,717

$29,220,651

$7,001,121,691

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$38,792

$—

$38,792

Futures

Contracts

.......................

171,187

—

171,187

Total

Other

Financial

Instruments

.........

$171,187

$38,792

$—

$209,979

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

reconciliation

which

Level

inputs

are

used

determining

fair

value

presented

when

there

are

significant

Level

assets

and/or

liabilities

the

beginning

and/or

end

the

period

June

30,

2024

the

reconciliation

follows:

Level

Total

Franklin

Mutual

Fund

(continued)

Liabilities:

Other

Financial

Instruments:

Forward

Exchange

Contracts

...............

$—

$19,406

$—

$19,406

Total

Other

Financial

Instruments

.........

$—

$19,406

$—

$19,406

Includes

financial

instruments

determined

have

value.

Includes

foreign

securities

valued

$1,306,706,220,

which

were

categorized

Level

result

the

application

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

information.

Includes

foreign

securities

valued

$4,410,724,155,

which

were

categorized

Level

result

the

application

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

information.

Includes

foreign

securities

valued

$758,839,695,

which

were

categorized

Level

result

the

application

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

information.

Includes

foreign

securities

valued

$723,187,242,

which

were

categorized

Level

result

the

application

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

information.

Includes

foreign

securities

valued

$563,088,577,

which

were

categorized

Level

result

the

application

market

level

fair

value

procedures.

See

the

Financial

Instrument

Valuation

note

for

information.

Balance

Beginning

Period

Purchases

Sales

Transfer

Into

Level

Transfer

Out

Level

Net

Accretion

(Amortiza-

tion)

Net

Realized

Gain

(Loss)

Net

Unr

ealized

Appreciatio

(

Depreciation

)

Balance

End

Period

Net

Change

Unrealized

Appreciation

(Depreciation)

Assets

Held

Period

End

Franklin

Mutual

Quest

Fund

Assets:

Investments

Securities:

Common

Stocks

Automobile

Components

75,183

—

(53,055)

—

(1,639,280)

1,617,152

—

Communications

Equipment

........

25,234,214

—

35,514,859

60,749,073

35,514,859

Diversified

Telecommunication

Services

..........

21,666,778

—

670,190

22,336,968

670,190

Media

...........

—

(7)

Specialty

Retail

.....

93,178

—

(268,664)

—

268,664

(93,178)

—

Warrants

Media

...........

309,776

—

(6,590,959)

6,281,183

—

Senior

Floating

Rate

Interests

Communications

Equipment

........

125,509,646

5,621,545

—

116,198

—

5,941,883

137,189,272

5,941,883

Companies

Liquidation

—

Total

Investments

Securities

............

$172,888,809

$5,621,545

$(321,719)

$—

$116,198

$(7,961,575)

$49,932,082

$220,275,340

$42,126,925

Purchases

include

all

purchases

securities

and

securities

received

corporate

actions.

Sales

include

all

sales

securities,

maturities,

paydowns

and

securities

tendered

corporate

actions.

Includes

financial

instruments

determined

have

value.

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

Notes

Financial

Statements

(unaudited)

franklintempleton.com

Semiannual

Report

Significant

unobservable

valuation

inputs

for

material

Level

3 assets

and/or

liabilities and

impact

fair

value

result

changes

unobservable

valuation

inputs

June

30,

2024,

are

follows:

15.

Subsequent

Events

The

Funds

have

evaluated

subsequent

events

through

the

issuance

the

financial

statements

and

determined

that

events

have

occurred

that

require

disclosure.

Description

Fair

Value

End

Period

Valuation

Technique

Unobservable

Inputs

Amount

Range

(Weighted

Average)

Impact

Fair

Value

Input

Increases

Franklin

Mutual

Quest

Fund

Assets:

Investments

Securities:

Common

Stocks:

Communications

Equipment.

$60,749,073

Market

comparables

Discount

for

lack

marketability

7.6%

Decrease

EBITDA

multiple

7.4x

Increase

revenue

multiple

2.1x

Increase

Diversified

Telecommunication

Services

22,336,968

Market

comparables

Discount

for

lack

marketability

10.0%

Decrease

EBITDA

multiple

4.2x

Increase

Senior

Floating

Rate

Interests:

Communications

Equipment

137,189,272

Discounted

cash

flow

Discount

rate

8.8%

9.3%

(9.2%)

Decrease

All

Other

Investments

c,d

Total

$220,275,340

Weighted

based

the

relative

fair

value

the

financial

instruments.

Represents

the

directional

change

the

fair

value

the

Level

financial

instruments

that

would

result

from

significant

and

reasonable

increase

the

corresponding

input.

significant

and

reasonable

decrease

the

input

would

have

the

opposite

effect.

Significant

increases

and

decreases

these

inputs

isolation

could

result

significantly

higher

lower

fair

value

measurements.

Includes

fair

value

immaterial

assets

and/or

liabilities

developed

using

various

valuation

techniques

and

unobservable

inputs.

May

also

include

values

derived

using

recent

transactions,

private

transaction

prices

non-public

third-party

pricing

information

which

unobservable.

Includes

financial

instruments

determined

have

value.

Abbreviations

List

EBITDA

Earnings

before

interest,

taxes,

depreciation

and

amortization

Enterprise

value

14.

Fair

Value

Measurements

(continued)

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

FRANKLIN

MUTUAL

SERIES

FUNDS

(EACH

SERIES

SUCH

TRUST,

“FUND”)

The

Board

Trustees

(Board),

including

majority

trustees

that

are

not

“interested

persons”

such

term

defined

section

2(a)(19)

the

Investment

Company

Act

1940

(hereinafter

referred

“independent

trustees”),

in-person

meeting

held

May

21,

2024,

unanimously

approved

the

renewal

each

Fund’s

investment

management

agreement.

Prior

meeting

all

the

trustees

for

the

purpose

considering

such

renewal,

the

independent

trustees

participated

two

other

meetings

held

connection

with

the

renewal

process.

Throughout

the

process,

the

independent

trustees

received

assistance

and

advice

from

and

met

separately

with

independent

counsel.

The

independent

trustees

met

with

and

interviewed

officers

the

investment

manager

(including

portfolio

managers),

the

transfer

agent

and

shareholder

services

group

and

the

distributor.

approving

the

renewal

the

investment

management

agreement

for

the

Funds,

the

Board,

including

the

independent

trustees,

determined

that

the

investment

management

fee

structure

was

fair

and

reasonable

and

that

continuance

the

agreement

was

the

best

interests

each

Fund

and

its

shareholders.

reaching

their

decision

the

investment

management

agreement,

the

trustees

took

into

account

information

furnished

throughout

the

year

Board

meetings,

well

information

specifically

requested

and

furnished

for

the

renewal

process,

which

culminated

the

meetings

referred

above

for

the

specific

purpose

considering

such

agreement.

Information

furnished

throughout

the

year

included,

among

others,

reports

each

Fund’s

investment

performance,

expenses,

portfolio

composition,

portfolio

brokerage

execution,

client

commission

arrangements,

derivatives,

securities

lending,

portfolio

turnover,

Rule

12b-1

plan,

distribution,

shareholder

servicing,

legal

and

compliance

matters,

pricing

securities,

sales

and

redemptions,

and

marketing

support

payments

made

financial

intermediaries,

well

third-party

survey

transfer

agent

fees

charged

funds

within

the

Franklin

Templeton

(FT)

complex

comparison

those

charged

other

fund

complexes

deemed

comparable.

Also,

financial

statements

and

other

information

about

the

scope

and

quality

services

provided

the

investment

manager

and

its

affiliates

and

enhancements

such

services

over

the

past

year

were

provided.

addition,

the

trustees

received

periodic

reports

throughout

the

year

and

during

the

renewal

process

relating

compliance

with

the

Funds’

investment

policies

and

restrictions.

During

the

renewal

process,

the

independent

trustees

considered

the

investment

manager’s

methods

operation

within

the

group

and

its

activities

behalf

other

clients.

Changes

and

Disagreements

with

Accountants

For

the

period

covered

this

report

Not

applicable.

Results

Meeting(s)

Shareholders

For

the

period

covered

this

report

Not

applicable.

Remuneration

Paid

Directors,

Officers

and

Others

For

the

period

covered

this

report

Refer

the

financial

statements

included

herein.

Board

Approval

Management

and

Subadvisory

Agreements

For

the

period

covered

this

report

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

The

Board

also

reviewed

and

considered

annual

report

payments

made

the

Funds

financial

intermediaries,

well

memorandum

relating

third-party

servicing

arrangements.

The

Board

acknowledged

the

ongoing

integration

the

Putnam

family

funds

into

the

family

funds

and

management’s

continued

development

strategies

address

areas

heightened

concern

the

mutual

fund

industry,

including

various

regulatory

initiatives

and

continuing

geopolitical

concerns.

The

information

obtained

the

trustees

during

the

renewal

process

also

included

special

report

prepared

Broadridge

Financial

Solutions,

Inc.,

independent

third-party

analyst

that

utilizes

data

from

Lipper,

Inc.

(Lipper),

comparing

each

Fund’s

investment

performance

and

expenses

with

those

other

mutual

funds

deemed

comparable

such

Fund

selected

Lipper

(Broadridge

Section

15(c)

Report).

The

trustees

reviewed

the

Broadridge

Section

15(c)

Report

and

its

usefulness

the

renewal

process

with

respect

matters

such

comparative

fees,

expenses,

expense

ratios,

performance

and

volatility.

They

concluded

that

the

report

continues

reliable

resource

the

performance

their

duties.

addition,

the

trustees

received

Profitability

Study

(Profitability

Study)

prepared

management

discussing

the

profitability

from

its

overall

U.S.

fund

operations,

well

individual

fund-by-fund

basis.

Over

the

past

year,

the

Board

and

counsel

the

independent

trustees

continued

receive

reports

management’s

handling

recent

regulatory

inquiries

and

pending

legal

actions

against

the

investment

manager

and

its

affiliates.

The

independent

trustees

were

satisfied

with

the

actions

taken

date

management

response

such

regulatory

and

legal

matters.

The

trustees

reviewed

the

personnel,

operations,

financial

condition

and

investment

management

capabilities,

methodologies

and

resources

the

investment

manager.

part

this

review,

particular

attention

was

given

management’s

diligent

risk

management

program,

including

continual

monitoring

and

management

cybersecurity,

liquidity

and

counterparty

credit

risk,

and

attention

given

derivatives

and

other

complex

instruments

that

are

held

and

expected

held

each

Fund

and

how

such

instruments

are

used

carry

out

each

Fund’s

investment

goal(s).

The

Board

also

took

into

account,

among

other

things,

management’s

efforts

establishing

global

credit

facility

for

the

benefit

the

Funds

and

other

accounts

managed

provide

source

cash

for

temporary

and

emergency

purposes

meet

unusual

redemption

requests

well

the

strong

financial

position

the

investment

manager’s

parent

company

and

its

commitment

the

mutual

fund

business.

The

Board

noted

management’s

continuing

efforts

and

expenditures

establishing

effective

business

continuity

plans

and

developing

strategies

address

areas

heightened

concern

the

mutual

fund

industry,

such

cybersecurity

and

liquidity

risk

management.

The

Board

acknowledged

management’s

continued

development

strategies

address

areas

heightened

concern

the

mutual

fund

industry,

including

various

regulatory

initiatives

and

continuing

geopolitical

concerns.

The

Board

also

recognized

management’s

commitment

facilitating

Board

oversight

particular

areas,

including

derivatives

and

payments

intermediaries,

enhanced

reporting.

addition

the

above

and

other

matters

considered

the

trustees

throughout

the

course

the

year,

the

following

discussion

relates

certain

primary

factors

relevant

the

Board’s

decision.

This

discussion

the

information

and

factors

considered

the

Board

(including

the

information

and

factors

discussed

above)

not

intended

exhaustive,

but

rather

summarizes

certain

factors

considered

the

Board.

view

the

wide

variety

factors

considered,

the

Board

did

not,

unless

otherwise

noted,

find

practicable

quantify

otherwise

assign

relative

weights

the

foregoing

factors.

addition,

individual

trustees

may

have

assigned

different

weights

various

factors.

NATURE,

EXTENT

AND

QUALITY

SERVICES

The

trustees

reviewed

the

nature,

extent

and

quality

the

services

provided,

and

provided,

the

investment

manager.

The

trustees

cited

the

investment

manager’s

ability

implement

each

Fund’s

disciplined

value

investment

approach

and

its

long-term

relationship

with

each

Fund

reasons

that

shareholders

choose

invest,

and

remain

invested,

the

Funds.

The

trustees

reviewed

each

Fund’s

portfolio

management

team,

including

its

performance,

staffing,

skills

and

compensation

program.

With

respect

portfolio

manager

compensation,

management

assured

the

trustees

that

each

Fund’s

long-term

performance

significant

component

incentive-based

compensation

and

noted

that

portion

portfolio

manager’s

incentive-based

compensation

paid

pre-

designated

funds

from

the

portfolio

manager’s

fund

management

area.

The

trustees

noted

that

the

portfolio

manager

compensation

program

aligned

the

interests

the

portfolio

managers

with

that

shareholders

the

Funds.

The

trustees

discussed

with

management

various

other

products,

portfolios

and

entities

that

are

advised

the

investment

manager

and

the

allocation

assets

and

expenses

among

and

within

them,

well

their

relative

fees

and

reasons

for

differences

with

respect

thereto

and

any

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

potential

conflicts.

During

regular

Board

meetings

and

the

aforementioned

meetings

the

independent

trustees,

the

trustees

received

reports

and

presentations

the

investment

manager’s

best

execution

trading

policies.

The

trustees

considered

periodic

reports

provided

them

showing

that

the

investment

manager

complied

with

the

investment

policies

and

restrictions

each

Fund

well

other

reports

periodically

furnished

the

Board

covering

matters

such

the

compliance

portfolio

managers

and

other

management

personnel

with

the

code

ethics

covering

the

investment

management

personnel,

the

adherence

fair

value

pricing

procedures

established

the

Board

and

the

accuracy

net

asset

value

calculations.

The

Board

noted

the

extent

the

benefits

provided

the

Funds’

shareholders

from

being

part

the

group

funds,

including

the

right

exchange

investments

between

funds

(same

class)

without

sales

charge,

the

ability

reinvest

dividends

from

any

the

Funds

into

other

funds

and

the

right

combine

holdings

other

funds

obtain

reduced

sales

charges.

The

Board

specifically

noted

FT’s

commitment

technological

innovation

and

advancement,

including

its

initiative

create

new

enterprise-wide

artificial

intelligence

platform.

The

Board

also

noted

the

investment

manager’s

significant

efforts

developing

and

implementing

compliance

procedures

established

accordance

with

SEC

and

other

requirements.

The

Board

considered

the

nature,

extent

and

quality

the

services

provided

under

each

Fund’s

other

service

agreements

determine

that,

overall

basis,

Fund

shareholders

were

well

served.

this

connection,

the

Board

also

took

into

account

transfer

agent

and

shareholder

services

provided

the

Funds’

shareholders

affiliate

the

investment

manager,

and

favorable

periodic

reports

shareholder

services

conducted

independent

third

parties.

While

such

considerations

directly

affected

the

trustees’

decision

renewing

each

Fund’s

transfer

agent

and

shareholder

services

agreement,

the

Board

also

considered

these

commitments

incidental

benefits

Fund

shareholders

deriving

from

the

investment

management

relationship.

Based

their

review,

the

trustees

were

satisfied

with

the

nature

and

quality

the

overall

services

provided,

and

provided,

the

investment

manager

and

its

affiliates

each

Fund

and

its

shareholders

and

were

confident

the

abilities

the

management

team

continue

the

disciplined

value

investment

approach

each

Fund

and

provide

quality

services

such

Fund

and

its

shareholders.

INVESTMENT

PERFORMANCE.

The

trustees

reviewed

and

placed

significant

emphasis

the

investment

performance

the

Funds

over

the

one-,

three-,

five-

and

10-year

periods

ended

December

31,

2023.

They

considered

the

history

performance

each

Fund

relative

various

benchmarks.

part

their

review,

they

inquired

management

regarding

benchmarks

and

restrictions

permitted

investments.

Consideration

was

also

given

performance

the

context

available

levels

cash

during

the

periods.

The

trustees

had

meetings

during

the

year,

including

the

meetings

referred

above

held

connection

with

the

renewal

process,

with

each

Fund’s

portfolio

managers

discuss

performance

and

the

management

such

Fund.

addition

the

materials

provided

management

connection

with

the

renewal

process,

the

independent

trustees

requested

throughout

the

year

(and

received)

additional

presentations

from

the

investment

manager

and

senior

management

regarding

the

performance

the

investment

manager

and

the

Funds.

part

these

presentations,

the

investment

manager

and

senior

management

reviewed

enhancements

that

have

been

made,

and

are

being

made,

the

investment

manager’s

investment

process.

Particular

attention

assessing

performance

was

given

the

Broadridge

Section

15(c)

Report.

That

report

showed

the

investment

performance

each

Fund

(Class

shares)

comparison

other

funds

determined

comparable

Lipper.

Franklin

Mutual

Fund.

The

comparable

funds

the

Fund,

chosen

Lipper,

included

all

retail

and

institutional

multi-cap

value

funds.

The

Fund

had

total

returns

the

second-best

performing

quintile

for

the

one-year

period

ended

December

31,

2023,

and

had

annualized

total

returns

for

the

three-,

five-

and

10-year

periods

the

lowest

performing

quintile.

The

trustees

also

compared

Fund

performance

other

industry

benchmarks,

including

measures

risk-adjusted

performance

fund,

part

their

evaluation

investment

performance.

The

trustees

discussed

with

management

the

reasons

for

the

relative

underperformance

for

the

three-,

five-

and

10-year

periods

ended

December

31,

2023.

The

Board

was

encouraged

the

improved

performance

for

the

one-year

period,

but

noted

that

such

relative

improvement

would

not

have

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

significant

impact

the

relative

performance

for

the

three-,

five-,

and

10-year

periods

ended

December

31,

2023.

The

Board

did

not

believe

that

any

changes

with

respect

the

Fund

were

warranted

the

time,

particularly

light

the

continued

enhancements

the

investment

manager’s

personnel

and

investment

process.

The

Board

noted

that

would

continue

monitor

future

performance.

Franklin

Mutual

Global

Discovery

Fund.

The

comparable

funds

the

Fund,

chosen

Lipper,

included

all

retail

and

institutional

global

multi-cap

value

funds.

The

Fund

had

total

returns

the

second-best

performing

quintile

for

the

one-year

period

ended

December

31,

2023,

had

annualized

total

returns

for

the

three-year

period

the

best

performing

quintile,

had

annualized

total

returns

for

the

five-year

period

the

middle

performing

quintile,

and

had

annualized

total

returns

for

the

10-year

period

the

second-lowest

performing

quintile.

The

trustees

also

compared

Fund

performance

other

industry

benchmarks,

including

measures

risk-adjusted

performance

fund,

part

their

evaluation

investment

performance.

The

trustees

discussed

with

management

the

reasons

for

the

relative

underperformance

for

the

10-year

period

ended

December

31,

2023.

The

Board

did

not

believe

that

any

changes

with

respect

the

Fund

were

warranted

the

time,

particularly

light

the

continued

enhancements

the

investment

manager’s

personnel

and

investment

process.

The

Board

noted

that

would

continue

monitor

future

performance.

Franklin

Mutual

International

Value

Fund.

The

comparable

funds

the

Fund,

chosen

Lipper,

included

all

retail

and

institutional

international

large-cap

value

funds.

The

Fund

had

total

returns

the

middle

performing

quintile

for

the

one-year

period

ended

December

31,

2023,

had

annualized

total

returns

for

the

three-year

period

the

best

performing

quintile,

and

had

annualized

total

returns

for

the

five-

and

10-year

periods

the

second-best

performing

quintile.

The

Board

noted

that,

due

the

repositioning

the

Fund’s

investment

strategy

the

first

half

2023

from

European

international

investment

strategy,

the

Fund’s

performance

the

Broadridge

Section

15(c)

Report

reflected,

large

part,

the

Fund’s

former

investment

strategy.

Taking

into

account

the

foregoing,

the

Board

was

satisfied

with

such

comparative

performance.

The

trustees

also

compared

Fund

performance

other

industry

benchmarks,

including

measures

risk-adjusted

performance

fund,

part

their

evaluation

investment

performance.

The

trustees

concluded

that

the

Fund

had

performed

well

comparison

its

various

benchmarks

and

the

context

the

Fund’s

goals.

Franklin

Mutual

Quest

Fund.

The

comparable

funds

the

Fund,

chosen

Lipper,

included

all

retail

and

institutional

flexible

portfolio

funds.

The

Fund

had

total

returns

the

middle

performing

quintile

for

the

one-year

period

ended

December

31,

2023,

had

annualized

total

returns

for

the

three-year

period

the

second-best

performing

quintile,

and

had

annualized

total

returns

for

the

five-

and

10-year

periods

the

lowest

performing

quintile.

The

trustees

also

compared

Fund

performance

other

industry

benchmarks,

including

measures

risk-adjusted

performance

fund,

part

their

evaluation

investment

performance.

The

trustees

discussed

with

management

the

reasons

for

the

relative

underperformance

for

the

five-

and

10-year

periods

ended

December

31,

2023.

The

Board

did

not

believe

that

any

changes

with

respect

the

Fund

were

warranted

the

time,

particularly

light

the

continued

enhancements

the

investment

manager’s

personnel

and

investment

process.

The

Board

noted

that

would

continue

monitor

future

performance.

Franklin

Mutual

Beacon

Fund.

The

comparable

funds

the

Fund,

chosen

Lipper,

included

all

retail

and

institutional

global

multi-cap

value

funds.

The

Fund

had

total

returns

the

middle

performing

quintile

for

the

one-year

period

ended

December

31,

2023,

had

annualized

total

returns

for

the

three-

and

10-year

periods

also

the

middle

performing

quintile,

and

had

annualized

total

returns

for

the

five-year

period

the

second-lowest

performing

quintile.

The

trustees

also

compared

Fund

performance

other

industry

benchmarks,

including

measures

risk-adjusted

performance

fund,

part

their

evaluation

investment

performance.

The

trustees

discussed

with

management

the

reasons

for

the

relative

underperformance

for

the

five-year

period

ended

December

31,

2023.

The

Board

did

not

believe

that

any

changes

with

respect

the

Fund

were

warranted

the

time,

particularly

light

the

continued

enhancements

the

investment

manager’s

personnel

and

investment

process.

The

Board

noted

that

would

continue

monitor

future

performance.

COMPARATIVE

EXPENSES

AND

MANAGEMENT

PROFITABILITY.

The

trustees

considered

the

cost

the

services

provided

and

provided

and

the

profits

realized

the

investment

manager

and

its

affiliates

from

their

respective

relationships

with

each

Fund.

part

the

renewal

process,

the

trustees

explored

with

management

the

trends

expense

ratios

over

the

past

three

fiscal

years

and

the

reasons

for

any

increases

each

Fund’s

expense

ratios

(or

components

thereof).

considering

the

appropriateness

the

management

fees

and

other

expenses

charged

each

Fund,

the

Board

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

took

into

account

various

factors

including

investment

performance

and

matters

relating

each

Fund’s

operations,

including,

but

not

limited

to,

the

quality

and

experience

its

portfolio

managers

and

research

staff.

Consideration

was

also

given

comparative

analysis

the

Broadridge

Section

15(c)

Report

the

investment

management

fee

and

total

expense

ratio

each

Fund

comparison

those

group

other

funds

selected

Lipper

its

appropriate

Lipper

expense

group.

Lipper

expense

data

based

upon

information

taken

from

each

fund’s

most

recent

annual

report,

which

reflects

historical

asset

levels

that

may

quite

different

from

those

currently

existing,

particularly

period

market

volatility.

While

recognizing

such

inherent

limitation

and

the

fact

that

expense

ratios

generally

increase

assets

decline

and

decrease

assets

grow,

the

Board

believed

the

independent

analysis

conducted

Lipper

appropriate

measure

comparative

expenses.

reviewing

comparative

costs,

emphasis

was

given

each

Fund’s

contractual

management

fees

comparison

the

contractual

management

fees

that

would

have

been

charged

other

funds

within

its

Lipper

expense

group

assuming

they

were

similar

size

such

Fund,

well

the

actual

total

expenses

each

Fund

comparison

those

its

Lipper

expense

group.

The

Lipper

contractual

management

fee

analysis

includes

administrative

charges

being

part

the

management

fee,

and

total

expenses,

for

comparative

consistency,

are

shown

Lipper

for

each

Fund’s

Class

shares.

Franklin

Mutual

Fund.

The

Fund’s

contractual

management

fee

rate

was

the

second-most

expensive

quintile

its

Lipper

expense

group

and

its

total

expenses

were

the

middle

quintile

such

group.

The

Board

was

satisfied

with

such

comparative

fees

and

expenses.

Franklin

Mutual

Global

Discovery

Fund.

The

Fund’s

contractual

management

fee

rate

was

the

most

expensive

quintile

its

Lipper

expense

group

and

its

total

expenses

were

the

second-most

expensive

quintile

such

group.

The

Board

found

such

comparative

fees

and

expenses

acceptable

view

factors

relating

the

Fund’s

operations,

such

the

quality

and

experience

its

portfolio

managers.

Franklin

Mutual

International

Value

Fund.

The

Fund’s

contractual

management

fee

rate

was

the

second-most

expensive

quintile

its

Lipper

expense

group

and

its

total

expenses

were

also

the

second-most

expensive

quintile

such

group.

The

Board

found

such

comparative

fees

and

expenses

acceptable

view

factors

relating

the

Fund’s

operations,

such

the

quality

and

experience

its

portfolio

managers.

Franklin

Mutual

Quest

Fund.

The

Fund’s

contractual

management

fee

rate

was

the

middle

quintile

its

Lipper

expense

group

and

its

total

expenses

were

the

second-least

expensive

quintile

such

group.

The

Board

was

satisfied

with

such

comparative

fees

and

expenses.

Franklin

Mutual

Beacon

Fund.

The

Fund’s

contractual

management

fee

rate

was

the

middle

quintile

its

Lipper

expense

group

and

its

total

expenses

were

the

second-least

expensive

quintile

such

group.

The

Board

was

satisfied

with

such

comparative

fees

and

expenses.

The

trustees

also

reviewed

the

Profitability

Study

addressing

profitability

Franklin

Resources,

Inc.

(FRI),

from

its

overall

U.S.

fund

business,

well

profitability

each

Fund’s

investment

manager

and

its

affiliates,

from

providing

investment

management

and

other

services

each

Fund

during

the

12-month

period

ended

September

30,

2023,

the

most

recent

fiscal

year-end

FRI.

The

trustees

reviewed

the

basis

which

such

reports

are

prepared

and

the

cost

allocation

methodology

utilized

the

Profitability

Study,

being

recognized

that

allocation

methodologies

may

each

reasonable

while

producing

different

results.

The

Board

also

noted

that

independent

registered

public

accounting

firm

has

been

engaged

the

investment

manager

periodically

review

and

assess

the

allocation

methodologies

used

solely

the

Board

with

respect

the

profitability

analysis.

Franklin

Mutual

Series

Funds

franklintempleton.com

Semiannual

Report

The

independent

trustees

met

with

management

discuss

the

Profitability

Study.

This

included,

among

other

things,

comparison

investment

management

income

with

investment

management

expenses

each

Fund;

comparison

underwriting

revenues

and

expenses;

the

relative

relationship

investment

management

and

underwriting

expenses;

shareholder

servicing

profitability;

economies

scale;

and

the

relative

contribution

each

Fund

the

profitability

the

investment

manager

and

its

parent.

discussing

the

Profitability

Study

with

the

Board,

the

investment

manager

stated

its

belief

that

the

costs

incurred

establishing

the

infrastructure

necessary

operate

the

type

mutual

fund

operations

conducted

and

its

affiliates

may

not

fully

reflected

the

expenses

allocated

each

Fund

determining

its

profitability.

The

Board

considered

management’s

outsourcing

certain

operations,

which

effort

has

required

considerable

up-front

expenditures

the

investment

manager

but,

over

the

long

run,

expected

result

greater

efficiencies.

The

Board

also

took

into

account

management’s

expenditures

improving

shareholder

services

provided

each

Fund,

well

the

need

meet

additional

regulatory

and

compliance

requirements

resulting

from

recent

Securities

and

Exchange

Commission

and

other

regulatory

requirements.

The

trustees

also

considered

the

extent

which

the

investment

manager

may

derive

ancillary

benefits

from

the

Funds’

operations,

including

those

derived

from

economies

scale,

discussed

below,

the

allocation

each

Fund’s

brokerage

and

the

use

commission

dollars

pay

for

research

and

other

similar

services.

Based

upon

their

consideration

all

these

factors,

the

trustees

determined

that

the

level

profits

realized

the

investment

manager

and

its

affiliates

providing

services

each

Fund

was

not

excessive

view

the

nature,

quality

and

extent

services

provided.

ECONOMIES

SCALE.

The

Board

considered

economies

scale

realized

the

investment

manager

and

its

affiliates

the

Funds

grow

larger

and

the

extent

which

they

are

shared

with

the

Funds’

shareholders,

for

example,

the

level

the

investment

management

fees

charged,

the

quality

and

efficiency

services

rendered

and

increased

capital

commitments

benefiting

the

Funds

directly

indirectly.

While

recognizing

that

any

precise

determination

inherently

subjective,

the

trustees

noted

that,

based

upon

the

Profitability

Study,

some

funds

increase

size,

some

point

economies

scale

may

result

the

investment

manager

realizing

larger

profit

margin

investment

management

services

provided

such

fund.

The

trustees

also

noted

that

benefits

economies

scale

will

shared

with

each

Fund’s

shareholders

due

the

decline

the

effective

investment

management

fee

rate

breakpoints

are

achieved

such

Fund.

The

trustees

noted

that

breakpoints

had

been

instituted

part

each

Fund’s

investment

management

fees

and

that

the

Board

regularly

evaluates

whether

additional

breakpoints

are

appropriate.

For

Franklin

Mutual

Fund

and

Franklin

Mutual

Global

Discovery

Fund,

the

trustees

assessed

the

savings

shareholders

resulting

from

such

breakpoints

and

believed

they

were,

and

continue

be,

appropriate

and

they

agreed

continue

monitor

the

appropriateness

the

breakpoints.

For

Franklin

Mutual

Beacon

Fund,

Franklin

Mutual

Quest

Fund,

and

Franklin

Mutual

International

Value

Fund,

the

trustees

believed

the

breakpoints

were,

and

continue

be,

appropriate

and

they

agreed

continue

monitor

the

appropriateness

the

breakpoints.

The

trustees

also

considered

the

effects

increase

assets

under

management

would

have

the

investment

management

fees

and

expense

ratio

each

Fund.

the

extent

further

economies

scale

may

realized

the

investment

manager

and

its

affiliates,

the

Board

believed

the

investment

management

fees

provide

sharing

benefits

with

each

Fund

and

its

shareholders.

CONCLUSION

Based

its

review,

consideration

and

evaluation

all

factors

believed

relevant,

including

the

above-described

factors

and

conclusions,

the

Board

unanimously

approved

the

continuation

each

Fund’s

investment

management

agreement

for

additional

one-year

period.

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSRS.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSRS.

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

The information is disclosed as part of the Financial Statements included in Item 7 of this Form N-CSRS.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

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.

(a) Evaluation of Disclosure Controls and Procedures. The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, 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 changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected or is reasonably likely to materially affect the internal control over financial reporting.

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Company.

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.

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.

a.)	The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30e-1).

b.)	Include a copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.
	Not Applicable.


Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment†
Class A	$52	1.02%


Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment†
Class C	$89	1.77%


Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment*^,†
Class A	$61	1.21%


Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment*^,†
Class C	$99	1.96%


Franklin Mutual Beacon Fund
Class A [TEBIX]
Semi-Annual Shareholder Report \| June 30, 2024


Total Net Assets	$3,121,641,544
Total Number of Portfolio Holdings*	36
Portfolio Turnover Rate	10.12%


	WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND?
	Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its:
	• prospectus • proxy voting information • financial information • holdings • tax information


Franklin Mutual Beacon Fund
Class C [TEMEX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Beacon Fund
Class R true
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Beacon Fund
Class R6 [FMBRX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Beacon Fund
Class Z [BEGRX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Global Discovery Fund
Class A [TEDIX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Global Discovery Fund
Class C [TEDSX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Global Discovery Fund
Class R [TEDRX]
Semi-Annual Shareholder Report \| June 30, 2024

Item 1. Reports to Stockholders.


Franklin Mutual Global Discovery Fund
Class R6 [FMDRX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Global Discovery Fund
Class Z [MDISX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual International Value Fund
Class A [TEMIX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual International Value Fund
Class C [TEURX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual International Value Fund
Class R [FMURX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual International Value Fund
Class R6 [FMEUX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual International Value Fund
Class Z [MEURX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Quest Fund
Class A [TEQIX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Quest Fund
Class C [TEMQX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Quest Fund
Class R [FMQSX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Quest Fund
Class R6 [FMQRX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Quest Fund
Class Z [MQIFX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Shares Fund
Class A [TESIX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Shares Fund
Class C [TEMTX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Shares Fund
Class R [TESRX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Shares Fund
Class R6 [FMSHX]
Semi-Annual Shareholder Report \| June 30, 2024


Franklin Mutual Shares Fund
Class Z [MUTHX]
Semi-Annual Shareholder Report \| June 30, 2024

By	/s/ CHRISTOPHER KINGS
	Christopher Kings
	Chief Executive Officer - Finance and Administration

Date	August 29, 2024

By	/s/ JEFFREY WHITE
	Jeffrey White
	Chief Financial Officer, Chief Accounting Officer and Treasurer

Date	August 29, 2024