EVERGREEN INVESTMENT TRUST
24F-2NT, 1997-02-28
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                                   FORM 24F-2
                        Annual Notice of Securities Sold
                              Pusuant to Rule 24f-2
- --------------------------------------------------------------------------------


1.   Names and address of issuer:

     EVERGREEN INVESTMENT TRUST
     2500 Westchester Avenue
     Purchase, New York 10577


2.   Name  of each series or class of funds for which this notice is filed:

     
     EVERGREEN BALANCED FUND
     EVERGREEN VALUE FUND
     EVERGREEN UTILITY FUND
     

3.   Investment Company Act File Number:     811-4154

     Securities Act File Number:             2-94560



4.   Last day of fiscal year for which this notice is filed:

     December 31, 1996


5.   Check box if this  notice is being filed more than 180 days after the close
     of the issuer's fiscal year for purposes of reporting securities sold after
     the close of the fiscal year but before  termination  of the issuer's 24f-2
     declaration:


                                                                 [ ]


6.   Date of termination of issuer's declaration under rule 24f-2(a)(1), if
     applicable (see Instruction A.6):




7.   Number and amount of  securities of the same class or series which had been
     registered  under the  Securities  Act of 1933 other than  pursuant to rule
     24f-2 in a prior fiscal year, but which remained unsold at the beginning of
     the fiscal year:  0

                            


8.   Number and amount of securities registered during the fiscal year other
     than pursuant to rule 24f-2:

                            NONE


9.   Number and aggregate sale price of securities sold during the fiscal year:

     EVERGREEN BALANCED FUND       17,615,086              $ 234,757,248
     EVERGREEN VALUE FUND          23,955,391                507,456,534 
     EVERGREEN UTILITY FUND         1,166,289                 12,497,663
                                   __________________      _________________
                                   42,736,766 Shares       $ 754,711,445

10.  Number and aggregate sale price of securities  [*35] sold during the fiscal
     year in reliance upon registration pursuant to rule 24f-2:

     EVERGREEN BALANCED FUND       17,615,086              $ 234,757,248    
     EVERGREEN VALUE FUND          23,955,391                507,456,534   
     EVERGREEN UTILITY FUND         1,166,289                 12,497,663   
                                   __________________      _________________
                                   42,736,766 Shares       $ 754,711,445   
                                   

11.  Number and aggregate sale price of securities issued during the fiscal year
     in  connection  with  dividend   reinvestment  plans,  if  applicable  (see
     Instruction B.7):

     EVERGREEN BALANCED FUND       4,918,327               $ 64,783,444     
     EVERGREEN VALUE FUND          8,964,847                187,361,591  
     EVERGREEN UTILITY FUND          670,395                  7,082,140
                                   __________________      _________________
                                  14,553,569 Shares        $259,227,175    

     
12.  Calculation of registration fee:

     (i)  Aggregate sale price of securities sold during the fiscal year in
          reliance on rule 24f-2 (from Item 10):  

     EVERGREEN BALANCED FUND      17,615,086              $ 234,757,248   
     EVERGREEN VALUE FUND         23,955,391                507,456,534  
     EVERGREEN UTILITY FUND        1,166,289                 12,497,663   
                                  __________________      _________________  
                                  42,736,766 Shares       $ 754,711,445   
                                  

     (ii) Aggregate price of shares issued in connection with dividend
          reinvestment plans (from Item 11, if applicable): $

     EVERGREEN BALANCED FUND       4,918,327               $ 64,783,444    
     EVERGREEN VALUE FUND          8,964,847                187,361,591   
     EVERGREEN UTILITY FUND          670,395                  7,082,140    
                                   __________________      _________________ 
                                  14,553,569 Shares        $259,227,175  
                                  

    (iii) Aggregate price of shares redeemed or repurchased during the fiscal
          year (if applicable):  $ 

     EVERGREEN BALANCED FUND       24,484,417              $328,365,114    
     EVERGREEN VALUE FUND          17,312,147               375,117,185
     EVERGREEN UTILITY FUND         2,897,510                30,379,907  
                                   __________________      _________________
                                   44,694,074 Shares       $733,862,206
     
     (iv) Aggregate price of shares redeemed or repurchased and previously
          applied as a reduction to filing fees pursuant to rule 24e-2
          (if applicable):  N/A


     (v)  Net aggregate  price of  securities  sold and issued during the fiscal
          year in reliance on rule 24f-2  [line (i),  plus line (ii),  less line
          (iii), plus line (iv) (if applicable): $ 280,076,414


     (vi) Multiplier prescibed by Section 6(b) of the Securities Act of 1933 or
          other applicable law or regulation (see Instruction C.6): / 3300


    (vii) Fee due [line (i) or line (v) multiplied by line (vi)]:  $ 84,872



13.  Check box if fees are being remitted to the Commission's lockbox depository
     as described in section 3a of the Commission's Rules of Informal and Other
     Procedures (17 CFR 202.3a).  [x]



     Date of mailing or wire transfer of filing fees to the Commission's lockbox
     depository:

     February 28, 1997

     SIGNATURES

     This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.


     By (Signature and Title) *    John J. Pileggi
                              President & Treasurer

                               /s/ John J. Pileggi
                                   ---------------------



     Date  February 28, 1997







                              JAMES P. WALLIN, ESQ.
                             2500 WESTCHESTER AVENUE
                            Purchase, New York 10577





                                                      February 28, 1997


Evergreen Investment Trust
2500 Westchester Avenue
Purchase, New York 10577

Dear Sirs:

     Evergreen Investment Trust, a Massachusetts  business trust (the "Fund"),is
filing with the Securities  and Exchange  Commission a Rule 24f-2 notice on Form
24F-2  containing the  information  specified in paragraph  (b)(1) of Rule 24f-2
under the Investment  Company Act of 1940 (the "Rule"). I have been advised that
in its  Registration  Statement  on Form N-1A,  the Fund  filed the  declaration
authorized  by  paragraph  (a)(1) of the Rule to the effect  that an  indefinite
number  of  shares  of  beneficial  interest  of the Fund  (the  "Shares")  were
registered by the Registration  Statement.  The effect of the Rule 24f-2 Notice,
when  accompanied by the filing fee, if any,  payable as prescribed by paragraph
(c) of the Rule and by this  Opinion,  will be to make  definite  in number  the
number of  shares  of  beneficial  interest  of the Fund  sold by the  Evergreen
Balanced  Fund,  Evergreen  Utility  Fund,  Evergreen  Value  Fund  ("Balanced",
"Utility" and "Value",  respectively)  series of the Fund ( the "Series") during
the period ended  December  31, 1996 in reliance  upon the Rule (the "Rule 24f-2
Shares").

     I have, as counsel,  participated  in various  proceedings  relating to the
Fund and to the Rule 24f-2 Shares. I have examined  copies,  either certified or
otherwise proved to our satisfaction to be genuine, of the Fund's Declaration of
Trust, as now in effect, the minutes of meetings of the Trustees of the Fund and
other documents  relating to the  organization and operation of the Fund. I have
also  reviewed  the form of the Rule 24f-2  Notice being filed by the Fund. I am
generally familiar with the business affairs of the Fund.

     The Fund has advised me that the Rule 24f-2  Shares were sold in the manner
contemplated  by the  prospectus of each Series current at the time of sale, and
that the Rule 24f-2 Shares were sold for a  consideration  not less than the net
asset value  thereof as required by the  Investment  Company Act of 1940 and not
less than the par value thereof.

     Based upon the foregoing,  it is my opinion that the Rule 24f-2 Shares were
legally issued and are fully paid and  non-assessable.  However,  I note that as
set forth in the Registration  Statement,  the Fund's  shareholders might, under
certain circumstances, be liable for transactions effected by the Fund.


     I hereby  consent to the filing of this  Opinion  with the  Securities  and
Exchange  Commission together with the Rule 24f-2 Notice of the Fund, and to the
filing of this Opinion under the securities laws of any state.

     I am a member  of the Bar of the  State of New York and do not hold  myself
out as being  conversant with the laws of any  jurisdiction  other than those of
the  United  States of America  and the State of New York.  I note that I am not
licensed to practice law in The Commonwealth of Massachusetts, and to the extent
that any  opinion  expressed  herein  involves  the law of  Massachusetts,  such
opinion  should be understood to be based solely upon my review of the documents
referred to above,  the  published  statutes  of that  Commonwealth  and,  where
applicable,  published cases,  rules or regulations of regulatory bodies of that
Commonwealth.


                                                  Very truly yours,

                                                 /s/James P. Wallin
                                                ---------------------
                                                  James P. Wallin
<PAGE>


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