<DOCUMENT>
<TYPE>EX-99.77B ACCT LTTR
<SEQUENCE>4
<FILENAME>auditletter.txt
<DESCRIPTION>AUDIT LETTER
<TEXT>


Report of Independent Registered Public Accounting Firm


To the Board of Trustees and Shareholders of
Franklin Universal Trust


In planning and performing our audit of the financial
statements of Franklin Universal Trust (the Fund) as
of and for the year ended August 31, 2007, in accordance
with the standards of the Public Company Accounting
Oversight Board (United States), we considered the
Fund's internal control over financial reporting,
including control activities for 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-SAR,
but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over
financial reporting.  Accordingly, we do not express
an opinion on the effectiveness of the Fund's internal
control over financial reporting.

The management of the Fund 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. Such internal control over financial
reporting includes policies andprocedures that 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 control deficiency 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
significant deficiency is a control deficiency, or
combination of control deficiencies, that adversely
affects the fund?s ability to initiate, authorize, record,
process or report external financial data reliably in
accordance with generally accepted accounting principles
such that there is more than a remote likelihood that a
misstatement of the fund?s annual or interim financial
statements that is more than inconsequential will not be
prevented or detected. A material weakness is a control
deficiency, or combination of control deficiencies, that
results in more than a remote likelihood that a material
misstatement of the annual or interim financial statements
will not be prevented or detected.

Our consideration of the Fund's internal control over
financial reporting was for the limited purpose described
in the first paragraph and would not necessarily disclose
all deficiencies in internal control over financial
reporting that might be significant deficiencies or material
weaknesses under standards established by the Public Company
Accounting Oversight Board (United States). However, we noted
no deficiencies in the Fund's internal control over financial
reporting and its operation, including controls for
safeguarding securities, that we consider to be material
weaknesses as defined above as of August 31, 2007.

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




October 18, 2007


</TEXT>
</DOCUMENT>
