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<TYPE>EX-99.77B ACCT LTTR
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<FILENAME>ex77b.txt
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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,
2010, 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 generally accepted accounting principles.   A company's internal
control over financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts
and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of a company's assets that could have a
material effect on the financial statements.

Because of 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 company's annual or interim financial statements will not be prevented or
detected on a timely basis.

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
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, 2010.

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.

TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
November 19, 2010
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