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                           November 9, 2021

       Craig S. Tyle
       General Counsel
       Franklin Holdings, LLC
       One Franklin Parkway
       San Mateo, CA 94403-1906

                                                        Re: Franklin Holdings
Trust
                                                            Amendment No. 2 to
Draft Registration Statement on Form S-1
                                                            Submitted October
25, 2021
                                                            CIK No. 0001858258

       Dear Mr. Tyle:

             We have reviewed your amended draft registration statement and
have the following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment No. 2 to Draft Registration Statement on Form S-1

       Prospectus Summary, page 3

   1.                                                   Please revise the
section "Franklin Responsibly Sourced Gold ETF" on page 3 to disclose
                                                        whether there are any
limits as to how much pre-2012 LBMA gold bullion the fund can
                                                        hold at any time.
Describe the circumstances under which London Good Delivery gold
                                                        bullion bars produced
after January 2012 would not be available and the custodian would
                                                        have to hold pre-2012
LBMA gold bullion. Explain what portion of the LBMA market is
                                                        comprised of London
Good Delivery gold bullion bars produced after January 2012.
 Craig S. Tyle
Franklin Holdings, LLC
November 9, 2021
Page 2
The LBMA Responsible Sourcing Programme
Environmental, Social and Governance ("ESG") Metric Adherence, page 18

2.    We note your response to our prior comment 4 and reissue in part. Please
tell us if there
      are any numeric environmental, social, and governance metric adherence
requirements as
      part of the LBMA Responsible Sourcing Programme, and if so, please
describe the
      calculation of specific metrics. Provide any quantitative disclosure
related to such metrics
      such as specific thresholds, ceilings, etc. In this regard we note your
disclosure on page
      18 related to the general metrics and risks addressed in the LBMA
Guidance. As an
      additional matter, disclose, quantitatively if available, the "specific
parameters around this
      assessment" discussed in the last paragraph on page 18.
Special Considerations Relating to Recycled Gold, page 19

3.    Disclose here what portion of London Good Delivery gold bullion bars
produced after
      January 2012 is comprised of recycled gold. In addition, state whether
there is any upper
      limit to the amount of recycled gold that may be used in London Good
Delivery gold
      bullion bars produced after January 2012.
General

4.    Please provide us with a supplemental discussion comparing the
responsible sourcing
      standards of this product with the gold that is sourced for other similar
gold products.
       You may contact David Irving at (202) 551-3321 or Sharon Blume at (202)
551-3474 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Tonya K. Aldave at (202) 551-3601 or John Dana Brown at (202) 551-3859
with any
other questions.



                                                             Sincerely,
FirstName LastNameCraig S. Tyle
                                                             Division of
Corporation Finance
Comapany NameFranklin Holdings, LLC
                                                             Office of Finance
November 9, 2021 Page 2
cc:       Amy C. Fitzsimmons, Esq.
FirstName LastName