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CORRESP
 1
 filename1.htm

 November 20, 2025

 Filed via EDGAR
 Rolf Sundwall, Mark Brunhofer, Lulu Cheng, Irene Paik and Justin Dobbie
 U.S. Securities and Exchange Commission
 Division of Corporation Finance – Office of Crypto Assets
 100 F Street, NE
 Washington, DC 20549

 Subject:

 Franklin XRP ETF Trust (the “Trust”)
 Amendment No. 3 to Registration Statement on Form S-1
 Filed November 4, 2025
 (File No. 333-285706)

 Dear Mr. Sundwall, Mr. Brunhofer, Ms. Cheng, Ms. Paik and Mr. Dobbie:
 On behalf of the Trust, submitted herewith via the EDGAR system are supplemental responses to the comments of the staff (the “Staff”) of the U.S. Securities and Exchange
 Commission (the “Commission”) provided via written correspondence dated September 18, 2025 with regard to the Trust’s pre-effective Amendment No. 1 to its Registration Statement on Form S-1 (the “Registration Statement”) with respect to the Franklin
 XRP ETF series of the Trust (the “Fund”), which was filed with the Commission on August 22, 2025 under the Securities Act of 1933 (the “1933 Act”).  The Staff’s comments are summarized below, followed by the Trust’s supplemental responses thereto, as
 reflected in pre-effective Amendment No. 3 to the Registration Statement, which was filed with the Commission on November 4, 2025.  The Trust notes that the following responses supplement responses previously provided to the Commission in connection
 with the filing of pre-effective Amendment No. 2 to the Registration Statement, as filed with the Commission on October 10, 2025. Terms not defined herein have the meaning set forth for that term in the Registration Statement.
 Amendment No. 1 to Registration Statement on Form S-1
 General

 1.

 Comment :  To the extent that you intend to use a fact sheet, please provide us with a copy for our review.

 Response : The fact sheet has been attached as Exhibit A hereto.  The Trust also notes that the fact sheet is substantially similar to the form of fact sheet used for the other
 Franklin spot digital asset ETPs previously submitted to the Staff in connection with the launch of those ETPs.
 Limits on XRP Supply, page 75

 2.

 Comment : Please address the burning of XRP as transaction fees and the resulting potential deflationary pressure over time.

 Response : The Registration Statement has been further revised to add the disclosure responsive to this comment in the section of the Registration Statement cited in the
 comment.

 1

 The Sponsor, page 117

 3.

 Comment : Please revise to discuss the Sponsor's experience sponsoring exchange-traded products and specifically its experience related to crypto asset markets. Revise your risk factors on page 45 as appropriate.

 Response : The Registration Statement has been further revised to add the disclosure responsive to this comment in the section of the Registration Statement cited in the
 comment.
 U.S. Federal Income Tax Consequences, page 132

 4.

 Comment : We note that your discussion of tax consequences is based on the assumption that the Fund will be treated as a grantor trust for U.S. federal income tax purposes. Please revise to provide an opinion of counsel as to grantor
 trust status and describe the reasons for and level of any uncertainty, if applicable.

 Response : The Registration Statement has been further revised in response to this comment.  The Trust also confirms that an opinion of counsel as to the grantor trust status was
 filed as Exhibit 8.1 to the Registration Statement, as filed with the Commission on November 4, 2025.

 Please do not hesitate to contact J. Stephen Feinour, Jr. at (215) 564-8521 if you have any questions or wish to discuss any of the above responses presented above.
 Very truly yours,

 /s/ Julie Patel

 Julie Patel
 Vice President and Secretary of Franklin

 Holdings, LLC, Sponsor of the Trust

 cc:  Navid J. Tofigh, Franklin Templeton
        J. Stephen Feinour, Jr., Stradley Ronon Stevens & Young, LLP
 Miranda Sturgis, Stradley Ronon Stevens & Young, LLP

 2

 Exhibit A