EATON VANCE SPECIAL INVESTMENT TRUST
24 Federal Street
Boston, MA 02110
February 24, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Rule 24f-2 Notice for
Eaton Vance Special Investment Trust
1933 Act File No. 2-27962
1940 Act File No. 811-1545
In accordance with the provisions of Rule 24f-2 under the Investment
Company Act of 1940, Eaton Vance Special Investment Trust, hereby files
its Rule 24f-2 Notice.
This Rule 24f-2 Notice is being filed for the fiscal year ended
December 31, 1996 ("Fiscal Year").
No shares of the Trust's series which have been registered under the
Securities Act of 1933 (other than pursuant to Rule 24f-2) remained unsold
at the beginning of the Fiscal Year.
3,211,739 shares of the Trust, with an aggregate cost of $22,064,646,
were registered during the Fiscal Year, pursuant to Rule 24e-2.
26,490,030 shares of the Trust's series, with an aggregate sales price
of $206,384,901, were sold during the Fiscal Year in reliance upon the
Declaration of the Trust pursuant to Rule 24f-2 which registered an
indefinite amount of securities. Attached to this Rule 24f-2 Notice,
and made part hereof, is an opinion of counsel indicating that the
securities, the registration of which the Notice makes definite in
number, were legally issued, fully paid, and non-assessable by the Trust.
8,345,931 shares of the Trust's series, with an aggregate sales price
of $75,636,284, were issued during the Fiscal Year in connection with
the Trust's dividend reinvestment plan.
For the Fiscal Year, the Trust's series sold an aggregate of
34,835,961 shares, including those issued pursuant to its dividend
reinvestment plan, with an aggregate sales price of $282,021,185.
In accordance with subsection (c) of Rule 24f-2, $8,601.39 has been
wired per instructions, which represents the registration fee. Such
fee is based on the actual aggregate sale price for which such
securities were sold during the fiscal year, reduced by the actual
aggregate redemption price of the shares redeemed by the Fund during
the fiscal year.
Rule 24f-2 Notice for Page 2
Eaton Vance Special Investment Trust
1933 Act File No. 2-27962
1940 Act File No. 811-1545
Aggregate Sale Price for Shares
Sold During Fiscal Year Pursuant
to Rule 24f-2 $206,384,901
.
Aggregate Price of Shares Issued
During Fiscal Year In Connection
with Dividend Reinvestment Plans. $ 75,636,284
Aggregate Price of Shares Sold $282,021,185
Reduced by the Difference Between
(1) Aggregate Redemption Price of
Shares Redeemed During the
Fiscal Year. $231,571,964
and
(2) Aggregate Redemption Price of
Redeemed Shares Previously
Applied by Trust Pursuant to
Rule 24e-2(a) in Filings Made
Pursuant to Section 24(e)(1) of
Investment Company Act of 1940 $ 22,064,646
Equals $ 28,384,575
Any questions regarding the matter should be addressed to Julia Clarke,
Eaton Vance Management, 24 Federal Street, Boston, Massachusetts 02110.
Sincerely,
Eaton Vance Management
/s/Douglas C. Miller
Douglas C. Miller
Assistant Treasurer
Enclosures (Opinion of Counsel)
EATON VANCE SPECIAL INVESTMENT TRUST
24 Federal Street
Boston, MA 02110
OPINION OF COUNSEL
February 24, 1997
Eaton Vance Management
24 Federal Street
Boston, MA 02110
RE: Rule 24f-2 Notice for
Eaton Vance Special Investment Trust
1933 Act File No. 2-27962
1940 Act File No. 811-1545
Gentlemen:
By filing of the captioned Notice pursuant to Rule 24f-2 under the
Investment Company Act of 1940, as amended, the Trust made definite
the registration under the Securities Act of 1933 of 34,835,961 shares
sold, including those sold pursuant to its dividend reinvestment plan,
in reliance upon said Rule 24f-2 during the fiscal year ended December
31, 1996.
It is the opinion of the undersigned that such shares were legally
issued, fully paid and nonassessable.
Sincerely,
Eaton Vance Management
/s/Eric G. Woodbury
Eric G. Woodbury
Vice President
Member of Massachusetts Bar
