REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of
Victory Portfolios

In planning and performing our audit of the financial statements
of Victory Diversified Stock Fund, Victory NewBridge Large Cap
Growth Fund, Victory Special Value Fund, Victory Strategic Allocation
Fund, Victory INCORE Fund for Income, Victory INCORE Investment
Grade Convertible Fund, Victory Sycamore Established Value Fund and
Victory Sycamore Small Company Opportunity Fund (the "Funds"), each
a series of Victory Portfolios, as of and for the year ended October
31, 2020, in accordance with the standards of the Public Company
Accounting Oversight Board (United States), we considered the Funds'
internal control over financial reporting, including controls over
safeguarding securities, as a basis for designing our auditing
procedures for the purpose of expressing our opinion on the financial
statements and to comply with the requirements of Form N-CEN, but not
for the purpose of expressing an opinion on the effectiveness of the
Funds' internal control over financial reporting.  Accordingly, we
express no such opinion.

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

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

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

Our consideration of the Funds' internal control over financial
reporting was for the limited purpose described in the first
paragraph and would not necessarily disclose all deficiencies
in internal control that might be material weaknesses under
standards established by the Public Company Accounting Oversight
Board (United States).  However, we noted no deficiencies in the
Funds' internal control over financial reporting and its operation,
including controls over safeguarding securities, that we consider to
be a material weakness as defined above as of October 31, 2020.

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


COHEN & COMPANY, LTD.
Cleveland, Ohio
December 23, 2020