SecProbe.io

CORRESP
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filename1.htm

    January 9, 2024

    VIA EDGAR

    U.S. Securities and Exchange Commission

    Division of Corporation Finance

    100 F Street, NE

    Washington, D.C. 20549

            Re:

            Request for Acceleration of Effectiveness

            Franklin Templeton Digital Holdings Trust (the “Registrant”)

            Registration Statement on Form S-1

            File No. 333-274474

    Ladies and Gentlemen:

    Pursuant to Rule 461 under the Securities Act of 1933, as amended (the "Securities Act"), the Registrant hereby requests that the effective date of the Registrant’s Registration Statement on Form S-1 as
      amended be accelerated so that it will become effective at 5:00 p.m., Eastern time on  January 10, 2024, or as soon as practicable thereafter. The Registrant hereby confirms that it is aware of its obligations
      under the Securities Act and the Securities Exchange Act of 1934, as amended.

    Please direct questions or comments relating to this filing to J. Stephen Feinour, Jr. at (215) 564-8521 or, to Miranda L. Sturgis, Esq. at (215) 564-8131.

            Sincerely,

            FRANKLIN TEMPLETON DIGITAL HOLDINGS TRUST

            By: Franklin Holdings, LLC,

            as its Sponsor

            By:

            /s/ David Mann

            Name:

            David Mann

            Title:

            President and Chief Executive Officer

            CC:

            Julie Sterner Patel

            J. Stephen Feinour, Jr.

            Miranda Sturgis