Rule 24f-2 Notice
Keyport Variable Investment Trust
File #33-59216
1. Keyport Variable Investment Trust
One Financial Center
Boston, MA 02111
2. Name of each series or class of funds for
which this notice is filed:
Colonial-Keyport Growth and Income Fund
Colonial-Keyport Utilities Fund
Colonial-Keyport International Fund for Growth
Colonial-Keyport Strategic Income Fund
Colonial-Keyport US Fund for Growth
Newport-Keyport Tiger Fund
3. Investment Company Act File # 811-7556
Securities Act File Number # 33-59216
4. Last day of fiscal year for which this notice
is filed: 12/31/96
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 24-f2(a)(1),if applicable:
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 24-f2 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: 0
9. Number and aggregate sale price of securities sold
during the fiscal year: Shares 0
Dollars $ 0
10. Number and aggregate sale price of securities sold
during the fiscal year in reliance upon registration
pursuant to rule 24f-2: Shares 0
Dollars $ 0
11. Number and aggregate sale price of securities issued
during the fiscal year in connection with dividend
reinvestment plans, if applicable: (Included in
Item 10)
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the
fiscal year in reliance on rule 24f-2: $ 0
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans: (Included in
12 (i) above)
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year: $ 0
(iv) Aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing
fees pursuant to rule 24e-2: 0
(v) Net aggregate price of securities sold and issued
during the fiscal year in reliance on rule 24f-2: $ 0
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law
or regulation: 0.0003030303
(vii)Fee due:* $ 0
13. Date of Mailing or wire transfer of filing fee
to the Commission's lockbox depository
This report has been signed below by the following
persons on behalf of the issuer and in the
capacities and on the date indicated. 02/26/97
* The funds are not responsible for a minimum fee per Caroline Miller at
the SEC (2/27/96)
By ________________________
Peter L. Lydecker
Vice President
February 26, 1997
February 26, 1997
Keyport Variable Investment Trust
Federal Reserve Plaza
600 Atlantic Avenue
Boston, Massachusetts 02110
Ladies and Gentlemen:
Keyport Variable Investment Trust, a Massachusetts business
trust (the "Trust"), is filing with the securities and Exchange
Commission a Rule 24f-2 Notice (the "Notice") on behalf of its
various series (the "Funds") containing the information specified
in paragraph (b)(1) of Rule 24f-2 under the Investment Company
Act of 1940 (the "Rule"). The Trust has previously filed a
Registration statement under the Securities Act of 1933 (File No.
33-59216) (the "Registration Statement") containing the
declaration authorized by paragraph (a) (1) of the Rule to the
effect that an indefinite number of shares of beneficial interest
of the Trust without par value (the "Shares") was being
registered by the Registration Statement. I am a Vice President
and Associate General Counsel of Liberty Financial Companies,
Inc., which is the parent holding company for the investment
advisors and the administrator to the Trust. I also am an
Assistant Secretary of the Trust.
The effect of the Notice, when accompanied by (i) the filing
fee, if any, payable as prescribed by paragraph (c) of the Rule
and (ii) this Opinion, will be to make definite in number the
number of shares sold by the various Funds of the Trust during
the fiscal year ended December 31, 1996 in reliance upon the Rule
(the "Rule 24f-2 Shares").
I have examined copies, either certified or otherwise proven
to my satisfaction to be genuine, of the Trust's Agreement and
Declaration of Trust as now in effect, the minutes of meetings of
Trustees of the Trust and other documents relating to the
organization and operation of the Trust. I have also reviewed
the Registration Statement and the form of the Rule 24f-2 Notice
being filed by the Trust, and am generally familiar with the
business affairs of the Trust.
The Trust has advised me that the Rule 24f-2 Shares were
sold in the manner contemplated by the Trust's current prospectus
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.
I am a member of the Bar of The Commonwealth of
Massachusetts, and the opinion rendered below are limited to the
laws of Massachusetts.
Based upon the foregoing, it is my opinion that:
The Trust has been duly organized and is legally existing
under the laws of The Commonwealth of Massachusetts.
The Trust is authorized to issue an unlimited number of
Shares.
The Rule 24f-2 Shares were legally issued and are fully paid
and non-assessable (except that as to 4.365 shares of the
Colonial-Keyport Utilities Fund, 633.238 shares of the Colonial-
Keyport Growth and Income Fund, 2,526.651 shares of the Colonial-
Keyport U.S. Fund for Growth, and 6,051.587 shares of the Newport-
Keyport Tiger Fund, payment had not been received and was not
then due in ordinary course of business as of December 31, 1996).
However, I note that, as set forth in the Registration Statement,
shareholders of the Trust might, under certain circumstances, be
liable for transactions effected by the Trust.
I hereby consent to the filing of this opinion with the
Securities and Exchange Commission together with the Rule 24f-2
Notice of the Trust, and to the filing of this opinion under the
securities laws of any state where such filing may be necessary.
Sincerely,
/S/KEVIN M. CAROME
Kevin M. Carome
Vice President and
Associate General Counsel
Liberty Financial Companies, Inc.
