<DOCUMENT>
<TYPE>EX-99.77B ACCT LTTR
<SEQUENCE>2
<FILENAME>ex77b.txt
<TEXT>
EXHIBIT 77B

TAIT, WELLER & BAKER LLP
Certified Public Accountants

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and Board of Trustees
Ellsworth Fund Ltd.
Morristown, New Jersey

In planning and performing our audit of the financial statements of the
Ellsworth Fund Ltd. (the "Fund") as of and for the year ended September 30,
2007, in accordance with the standards of the Public Company Accounting
Oversight Board (United States), we considered their 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 express no such opinion.

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 company's internal
control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with accounting
principles generally accepted in the United States of America. Such internal
control includes policies and procedures that provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use or
disposition of a company's assets that could have a material effect on the
financial statements.

Because of 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 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 reportable possibility that a material misstatement of the
company's annual or interim financial statements will not be prevented or
detected on a timely basis. A significant deficiency is a deficiency, or
combination of deficiencies, in internal control over financial reporting that
is less severe than a material weakness, yet important enough to merit
attention by those responsible for oversight of the company's financial
reporting.

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 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, which we
consider to be material weaknesses, as defined above, as of September 30, 2007.
This report is intended solely for the information and use of management,
Shareholders and Board of Trustees of Ellsworth Fund Ltd. and the Securities
and Exchange Commission, and is not intended to be and should not be used by
anyone other than these specified parties.

/s/TAIT, WELLER & BAKER LLP

TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
November 12, 2007

</TEXT>
</DOCUMENT>
