<DOCUMENT>
<TYPE>EX-99.77B ACCT LTTR
<SEQUENCE>2
<FILENAME>ex77b.txt
<DESCRIPTION>AUDITOR LETTER
<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,
2013, 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, 2013.

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 20, 2013
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