sitpea96final.htm - Generated by SEC Publisher for SEC Filing

485BPOS 1 sitpea96final.htm EATON VANCE SPECIAL INVESTMENT TRUST PEA #96 DTD 7-31-09 sitpea96final.htm - Generated by SEC Publisher for SEC Filing

As filed with the Securities and Exchange Commission on July 30, 2009

1933 Act File No. 2-27962

1940 Act File No. 811-1545


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933	¨
POST-EFFECTIVE AMENDMENT NO. 96	x
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940	¨
AMENDMENT NO. 83	x

EATON VANCE SPECIAL INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
Two International Place, Boston, Massachusetts 02110
(Address of Principal Executive Offices)
(617) 482-8260
(Registrant’s Telephone Number)
MAUREEN A. GEMMA
Two International Place, Boston, Massachusetts 02110
(Name and Address of Agent for Service)


It is proposed that this filing will become effective pursuant to Rule 485 (check appropriate box):

¨ immediately upon filing pursuant to paragraph (b)	¨ on (date) pursuant to paragraph (a)(1)
x on July 31, 2009 pursuant to paragraph (b)	¨ 75 days after filing pursuant to paragraph (a)(2)
¨ 60 days after filing pursuant to paragraph (a)(1)	¨ on (date) pursuant to paragraph (a)(2)

If appropriate, check the following box:

¨ This post effective amendment designates a new effective date for a previously filed post-effective amendment.

Large-Cap Growth Portfolio and Small-Cap Portfolio have also executed this Registration Statement.

Explanatory Note

Parts A and B of this Post-Effective Amendment No. 96 to the Registration Statement of Eaton Vance Special Investment Trust (the “Amendment”) are incorporated by reference to the Prospectus (Part A) and Statement of Additional Information (Part B) for Eaton Vance Large-Cap Growth Fund and Eaton Vance Small-Cap Fund (the “Funds”) each dated May 1, 2009, as previously filed electronically with the Securities and Exchange Commission on April 27, 2009 (Accession No. 0000940394-09-000291), and Part A is hereby supplemented as indicated in the Amendment. This Amendment is being filed to supplement the Prospectus to add Class R shares of the Funds, each separate series of the Registrant.


EATON VANCE LARGE-CAP GROWTH FUND
EATON VANCE SMALL-CAP FUND
Supplement to Prospectus dated May 1, 2009

1.	As of the date of this Supplement the Funds now offer Class R shares.

2.	"Performance Information.": No performance is shown for Class R shares because they have not been offered prior to the
date of this Supplement.

3.	The following is added to each Fund’s Annual Fund Operating Expenses and Example tables that appear in "Fund Fees and
Expenses." and "Example." under "Fund Summaries":


Annual Operating Expenses for Large-Cap Growth Fund
(expenses that are deducted from Fund and Portfolio assets)	Class R

Management Fees	0.80%
Distribution and Service (12b-1) Fees	0.50%
Other Expenses⁽¹⁾	0.41%
Acquired Fund Fees and Expenses⁽²⁾	0.02%
Total Annual Fund Operating Expenses	1.73%
Advisory Fee Reduction⁽³⁾	(0.02)%
Expense Reimbursement⁽⁴⁾	(0.21)%
Net Annual Fund Operating Expenses	1.50%

(1)	"Other Expenses" for Class R is estimated.
(2)	Reflects the Fund’s portion of the fees and expenses allocated to Large-Cap Growth Portfolio in connection with its investment in another investment company (Cash Management Portfolio).
(3)	The investment advisory fee for Large-Cap Growth Portfolio was reduced by its allocable portion of Cash Management Portfolio’s advisory fee (see "Management and Organization").
(4)	The administror has agreed to reimburse the Fund’s expenses to the extent that Total Annual Fund Operating Expenses (other than Acquired Fund Fees and Expenses allocated from unaffiliated investment companies) exceed 1.50% for Class R shares. This expense reimbursement will continue through April 30, 2010. Thereafter, the expense reimbursement may be changed or terminated at any time. The expense reimbursement relates to ordinary operating expenses only and amounts reimbursed may be subject to recoupment by the administrator.


Annual Operating Expenses for Small-Cap Fund
(expenses that are deducted from Fund and Portfolio assets)	Class R

Management Fees	0.90%
Distribution and Service (12b-1) Fees	0.50%
Other Expenses⁽¹⁾	0.85%
Acquired Fund Fees and Expenses⁽²⁾	0.05%
Total Annual Fund Operating Expenses	2.30%
Advisory Fee Reduction⁽³⁾	(0.04)%
Expense Reimbursement⁽⁴⁾	(0.50)%
Net Annual Fund Operating Expenses	1.76%

(1)	"Other Expenses" for Class R is estimated.
(2)	Reflects the Fund’s portion of the fees and expenses allocated to Small-Cap Portfolio in connection with its investment in another investment company (Cash Management Portfolio) for cash management purposes and other investment companies for investment purposes. A portion of these fees and expenses are not included in the Financial Highlights tables for the classes presented; accordingly, Net Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets indicated in the Financial Highlights table for such classes.
(3)	The investment advisory fee for Small-Cap Portfolio was reduced by its allocable portion of Cash Management Portfolio’s advisory fee (see "Management and Organization").
(4)	The administator has agreed to reimburse the Fund’s expenses to the extent that Total Annual Fund Operating Expenses (other than Acquired Fund Fees and Expenses allocated from unaffiliated investment companies) exceed 1.75% for Class R shares. This expense reimbursement will continue through April 30, 2010. Thereafter, the expense reimbursement may be changed or terminated at any time. The expense reimbursement relates to ordinary operating expenses only and amounts reimbursed may be subject to recoupment by the administrator.

Example. These Examples are intended to help you compare the cost of investing in a Fund with the cost of investing in other mutual funds. Each Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. Each Example also assumes that your investment has a 5% return each year and that the operating expenses remain the same as stated in the Fund Fees and Expenses tables above, except that any fee reduction or expense reimbursement (including Acquired Fund Fees and Expenses reimbursements) is only applied during the period it is in effect. Although your actual costs may be higher or lower, based on these assumptions your costs would be:


	1 Year	3 Years	5 Years	10 Years

Large-Cap Growth Fund Class R shares	$153	$518	$ 909	$2,002
Small-Cap Fund Class R shares	$179	$658	$1,165	$2,556

4. The following is added as the last sentence to the paragraph under "Financial Highlights":

Financial Highlights information is not provided for Class R shares of Large-Cap Growth Fund and Small-Cap Fund because the Class had not yet commenced operations for either Fund as of December 31, 2008.


July 31, 2009	COMBEQPS


PART C - OTHER INFORMATION

Item 23.	Exhibits (with inapplicable items omitted)

(a) (1)	Amended and Restated Declaration of Trust dated September 27, 1993, filed as Exhibit (1)(a)
	to Post-Effective Amendment No. 42 filed July 17, 1995 and incorporated herein by reference.

(2)	Amendment to the Declaration of Trust dated June 23, 1997 filed as Exhibit (1)(b) to Post-
	Effective Amendment No. 48 filed October 10, 1997 (Accession No. 0000950156-97-000868)
	and incorporated herein by reference.

(3)	Amendment dated August 11, 2008 to the Declaration of Trust filed as Exhibit (a)(3) to Post-
	Effective Amendment No. 90 filed August 28, 2008 (Accession No. 0000940394-08-001208)
	and incorporated herein by reference.

(4)	Amended and Restated Establishment and Designation of Series of Shares of Beneficial
	Interest, Without Par Value, as amended and restated effective June 15, 2009 filed herewith.

(b) (1)	By-Laws filed as Exhibit (2)(a) to Post-Effective Amendment No. 42 filed July 17, 1995 and
	incorporated herein by reference.

(2)	Amendment to By-Laws dated December 13, 1993 filed as Exhibit (2)(b) to Post-Effective
	Amendment No. 42 filed July 17, 1995 and incorporated herein by reference.

(3)	Amendment to By-Laws dated June 18, 2002 filed as Exhibit (b)(3) to Post-Effective
	Amendment No. 65 filed October 23, 2002 and incorporated herein by reference.

(4)	Amendment to By-Laws dated February 7, 2005 filed as Exhibit (b)(4) to Post-Effective
	Amendment No. 74 filed April 29, 2005 (Accession No. 0000940394-05-000457) and
	incorporated herein by reference.

(5)	Amendment to By-Laws dated December 11, 2006 filed as Exhibit (b)(5) to Post-Effective
	Amendment No. 83 filed December 27, 2006 and incorporated herein by reference.

(6)	Amendment to By-Laws dated August 11, 2008 filed as Exhibit (b)(6) to Post-Effective
	Amendment No. 90 filed August 28, 2008 (Accession No. 0000940394-08-001208) and
	incorporated herein by reference.

(c)	Reference is made to Item 23(a) and 23(b) above.

(d) (1)	Investment Advisory Agreement with Eaton Vance Management for EV Traditional Emerging
	Growth Fund dated December 31, 1996 filed as Exhibit (5)(e) to Post-Effective Amendment
	No. 45 filed December 31, 1996 (Accession No. 0000940394-96-000391) and incorporated
	herein by reference.

(2)	Investment Advisory Agreement with Eaton Vance Management for Eaton Vance Institutional
	Short Term Income Fund dated October 21, 2002 filed as Exhibit (d)(2) to Post-Effective
	Amendment No. 66 filed December 30, 2002 (Accession No. 0000940394-02-000786) and
	incorporated herein by reference.

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(3)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Small-Cap Value Fund, and Boston Management and Research dated April 13,
	2004 filed as Exhibit (d)(3) to Post-Effective Amendment No. 70 filed April 28, 2004
	(Accession No. 0000940394-04-000434) and incorporated herein by reference.

(4)	Investment Sub-Advisory Agreement between Boston Management and Research and Fox
	Asset Management LLC for Eaton Vance Small-Cap Value Fund dated April 13, 2004 filed as
	Exhibit (d)(4) to Post-Effective Amendment No. 70 filed April 28, 2004 and incorporated
	herein by reference.

(5)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Real Estate Fund, and Eaton Vance Management dated February 13, 2006 filed as
	Exhibit (d)(5) to Post-Effective Amendment No. 75 filed February 14, 2006 and incorporated
	herein by reference.

(6)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Capital & Income Strategies Fund, and Eaton Vance Management dated
	November 13, 2006 filed as Exhibit (d)(6) to Post-Effective Amendment No. 83 filed
	December 27, 2006 and incorporated herein by reference.

(7)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Equity Asset Allocation Fund, and Eaton Vance Management dated November
	13, 2006 filed as Exhibit (d)(7) to Post-Effective Amendment No. 83 filed December 27, 2006
	and incorporated herein by reference.

(8) (a)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Enhanced Equity Option Income Fund, and Eaton Vance Management dated
	February 11, 2008 filed as Exhibit (d)(8) to Post-Effective Amendment No. 87 filed February
	28, 2008 (Accession No. 0000940394-08-000203) and incorporated herein by reference.

(b)	Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Special Investment Trust
on behalf of Eaton Vance Enhanced Equity Option Income Fund and Eaton Vance
	Management filed as Exhibit (d)(8)(b) to Post-Effective Amendment No. 90 filed August 28,
	2008 (Accession No. 0000940394-08-001208) and incorporated herein by reference.

(9) (a)	Investment Sub-Advisory Agreement between Eaton Vance Management and Parametric Risk
	Advisors LLC for Eaton Vance Enhanced Equity Option Income Fund dated February 11,
	2008 filed as Exhibit (d)(9) to Post-Effective Amendment No. 89 filed April 25, 2008
	(Accession No. 0000940394-08-000678) and incorporated herein by reference.

(b)	Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Management and
	Parametric Risk Advisors LLC for Eaton Vance Enhanced Equity Option Income Fund filed as
	Exhibit (d)(9)(b) to Post-Effective Amendment No. 90 filed August 28, 2008 (Accession No.
	0000940394-08-001208) and incorporated herein by reference.

(10) (a)	Investment Advisory Agreement between Eaton Vance Special Investment Trust, on behalf of
	Eaton Vance Risk-Managed Equity Option Income Fund, and Eaton Vance Management dated
	February 11, 2008 filed as Exhibit (d)(10) to Post-Effective Amendment No. 87 filed February
	28, 2008 (Accession No. 0000940394-08-000203) and incorporated herein by reference.

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(b)	Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Special Investment Trust
	on behalf of Eaton Vance Risk-Managed Equity Option Income Fund and Eaton Vance
	Management filed as Exhibit (a)(10)(b) to Post-Effective Amendment No. 90 filed August 28,
	2008 (Accession No. 0000940394-08-001208) and incorporated herein by reference.

(11)(a)	Investment Sub-Advisory Agreement between Eaton Vance Management and Parametric Risk
	Advisors LLC for Eaton Vance Risk-Managed Equity Option Income Fund dated February 11,
	2008 filed as Exhibit (d)(11) to Post-Effective Amendment No. 89 filed April 25, 2008
(Accession No. 0000940394-08-000678) and incorporated herein by reference.

(b)	Fee Reduction Agreement dated June 16, 2008 between Eaton Vance Management and
	Parametric Risk Advisors LLC for Eaton Vance Risk-Managed Equity Option Income Fund
	filed as Exhibit (d)(11)(b) to Post-Effective Amendment No. 90 filed August 28, 2008
(Accession No. 0000940394-08-001208) and incorporated herein by reference.

(e) (1) (a)	Amended and Restated Distribution Agreement between Eaton Vance Special Investment
	Trust and Eaton Vance Distributors, Inc. effective June 16, 2003 with attached Schedule A
	filed as Exhibit (e)(1)(a) to Post-Effective Amendment No. 68 filed July 9, 2003 and
	incorporated herein by reference.

(b)	Schedule A effective December 10, 2007 to Amended and Restated Distribution Agreement
	dated June 16, 2003 filed as Exhibit (e)(1)(b) to Post-Effective Amendment No. 86 filed
	December 14, 2007 (Accession No. 0000940394-07-002080) and incorporated herein by
	reference.

(2)	Selling Group Agreement between Eaton Vance Distributors, Inc. and Authorized Dealers
	filed as Exhibit (e)(2) to Post-Effective Amendment No. 85 filed April 26, 2007 and
	incorporated herein by reference.

(f)	The Securities and Exchange Commission has granted the Registrant an exemptive order that
	permits the Registrant to enter into deferred compensation arrangements with its independent
	Trustees. See in the Matter of Capital Exchange Fund, Inc., Release No. IC-20671 (November
	1, 1994).

(g) (1)	Custodian Agreement with Investors Bank & Trust Company dated March 24, 1994 filed as
	Exhibit (8) to Post-Effective Amendment No. 42 filed July 17, 1995 and incorporated herein
	by reference.

(2)	Amendment to Custodian Agreement with Investors Bank & Trust Company dated October
	23, 1995 filed as Exhibit (8)(b) to Post-Effective Amendment No. 43 filed April 29, 1996
(Accession No. 0000940394-96-000194) and incorporated herein by reference.

(3)	Amendment to Master Custodian Agreement with Investors Bank & Trust Company dated
	December 21, 1998 filed as Exhibit (g)(3) to the Registration Statement of Eaton Vance
	Municipals Trust (File Nos. 33-572, 811-4409) (Accession No. 0000950156-99-000050) filed
	January 25, 1999 and incorporated herein by reference.

(4)	Extension Agreement dated August 31, 2005 to Master Custodian Agreement with Investors
	Bank & Trust Company filed as Exhibit (j)(2) to the Eaton Vance Tax-Managed Global Buy-
	Write Opportunities Fund N-2, Pre-Effective Amendment No. 2 (File Nos. 33-123961, 811-
	21745) filed September 26, 2005 (Accession No. 0000950135-05-005528) and incorporated
	herein by reference.

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(5)	Delegation Agreement dated December 11, 2000 with Investors Bank & Trust Company filed
	as Exhibit (j)(e) to the Eaton Vance Prime Rate Reserves N-2, Amendment No. 5 (File Nos.
	333-32267, 811-05808) filed April 3, 2001 (Accession No. 0000940394-01-000125) and
	incorporated herein by reference.

(h) (1) (a)	Management Contract between Eaton Vance Special Investment Trust (on behalf of certain of
	its series) and Eaton Vance Management filed as Exhibit (5)(a)(1) to Post-Effective
	Amendment No. 48 filed October 10, 1997 and incorporated herein by reference.

(b)	Amended Schedule A-1 dated November 17, 1997 filed as Exhibit (5)(a)(2) to Post-Effective
	Amendment No. 49 filed December 15, 1997 (Accession No. 0000950156-97-000988) and
	incorporated herein by reference.

(2)	Management Agreement between Eaton Vance Special Investment Trust on behalf of Eaton
	Vance Institutional Short Term Treasury Fund and Eaton Vance Management filed as Exhibit
	(h)(2) to Post-Effective Amendment No. 52 filed October 20, 1998 (Accession No.
	0000950156-98-000643) and incorporated herein by reference.

(3) (a)	Amended Administrative Services Agreement between Eaton Vance Special Investment Trust
	(on behalf of each of its series listed on Schedule A) and Eaton Vance Management dated June
	19, 1995 filed as Exhibit (9) to Post-Effective Amendment No. 42 filed July 17, 1995 and
	incorporated herein by reference.

(b)	Amendment to Schedule A dated June 23, 1997 to the Amended Administrative Services
	Agreement filed as Exhibit (9)(a)(2) to Post-Effective Amendment No. 48 filed October 10,
	1997 and incorporated herein by reference.

(4) (a)	Administrative Services Agreement between Eaton Vance Special Investment Trust (on behalf
	of each of its series listed on Schedule A) and Eaton Vance Management dated October 15,
	2007 filed as Exhibit (h)(4)(a) to Post-Effective Amendment No. 86 filed December 14, 2007
(Accession No. 0000940394-07-002080) and incorporated herein by reference.

(b)	Amendment to Schedule A dated February 11, 2008 to Administrative Services Agreement
	filed herewith.

(5)	Administrative Services Agreement between Eaton Vance Special Investment Trust on behalf
	of Eaton Vance Institutional Short Term Income Fund and Eaton Vance Management dated
	October 21, 2002 filed as Exhibit (h)(5) to Post-Effective Amendment No. 66 filed December
	30, 2002 and incorporated herein by reference.

(6) (a)	Transfer Agency Agreement dated August 1, 2008 between PNC Global Investment Servicing
	Inc. and Eaton Vance Management filed as Exhibit (h)(1) to Post-Effective Amendment No. 70
	of Eaton Vance Series Trust II (File Nos. 02-42722, 811-02258) (Accession No. 0000940394-
	08-001324) filed October 27, 2008 and incorporated herein by reference.

(b) Red Flags Services Amendment to the Transfer Agency Agreement effective May 1,
2009 with attached Schedule A effective April 30, 2009 filed as Exhibit (h)(2)(b) to
Post-Effective Amendment No. 31 of Eaton Vance Municipals Trust II (File Nos. 33-71320,
811-8134) filed May 28, 2009 (Accession No. 0000940394-09-000411) and incorporated herein
by reference.

(7)	Sub-Transfer Agency Services Agreement effective August 1, 2005 between PFPC Inc. and
	Eaton Vance Management filed as Exhibit (h)(4) to Post-Effective No. 109 of Eaton Vance
	Mutual Funds Trust (File Nos. 2-90946, 811-4015) filed August 25, 2005 (Accession No.
	0000940394-05-000983) and incorporated herein by reference.

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(8)	Expense Reduction Agreement effective March 27, 2006 between Eaton Vance Special
	Investment Trust, Eaton Vance Management and Lloyd George Investment Management
	(Bermuda) Ltd. filed as Exhibit (h)(8) to Post-Effective Amendment No. 77 filed April 27,
	2006 (Accession No. 0000940394-06-000423) and incorporated herein by reference.

(9)	Fee Reduction Agreement dated October 15, 2007 between Eaton Vance Special Investment
	Trust on behalf of Eaton Vance Balanced Fund and Eaton Vance Management filed as Exhibit
	(h)(9) to Post-Effective Amendment No. 86 filed December 14, 2007 (Accession No.
	0000940394-07-002080) and incorporated herein by reference.

(10)(a)	Expense Waivers/Reimbursements Agreement between Eaton Vance Management and the
	Trusts (on behalf of certain of their series) listed on Schedule A thereto dated October 16,
	2007 filed as Exhibit (h)(5) to Post-Effective Amendment No. 131 of Eaton Vance Mutual
	Funds Trust (File Nos. 02-90946, 811-4015) filed November 26, 2007 (Accession No.
	0000940394-07-002010) and incorporated herein by reference.

(b)	Amended Schedule A effective May 1, 2009 to the Expense Waivers/Reimbursements
	Agreement filed as Exhibit (h)(10)(b) to Post-Effective Amendment No. 94 filed April 27,
	2009 (Accession No. 0000940394-09-000291) and incorporated herein by reference.

(i)	Opinion of Internal Counsel dated July 30, 2009 filed herewith.

(j)	Consent of Independent Registered Public Accounting Firm for Eaton Vance Large-Cap
	Growth Fund and Eaton Vance Small-Cap Fund dated July 30, 2009 filed herewith.

(m) (1) (a)	Eaton Vance Special Investment Trust Class A Distribution Plan adopted June 23, 1997 and
	amended April 24, 2006 with attached Schedule A filed as Exhibit (m)(1)(a) to Post-Effective
Amendment No. 81 filed July 7, 2006 and incorporated herein by reference.

(b)	Amended Schedule A to Class A Distribution Plan dated November 17, 2008 filed as Exhibit
	(m)(1)(b) to Post-Effective Amendment No. 91 filed January 2, 2009 (Accession No.
	0000940394-09-000005) and incorporated herein by reference.

(2) (a)	Eaton Vance Special Investment Trust Class A Distribution Plan adopted June 23, 1997 (for
	each of its Series listed on Schedule A) filed as Exhibit (15)(b) to Post-Effective Amendment
	No. 48 filed October 10, 1997 and incorporated herein by reference.

(b)	Amended Schedule A-1 dated November 17, 1997 filed as Exhibit (15)(b)(1) to Post-Effective
	Amendment No. 49 filed December 17, 1997 and incorporated herein by reference.

(3) (a)	Eaton Vance Special Investment Trust Class B Distribution Plan adopted June 23, 1997 filed as
	Exhibit (15)(c) to Post-Effective Amendment No. 48 filed October 10, 1997 and incorporated
	herein by reference.

(b)	Amended Schedule A to Class B Distribution Plan filed as Exhibit (m)(3)(b) to Post-Effective
	Amendment No. 64 filed August 23, 2002 (Accession No. 0000940394-02-000512) and
	incorporated herein by reference.

(4) (a)	Eaton Vance Special Investment Trust Class C Distribution Plan adopted June 23, 1997 filed as
	Exhibit (15)(d) to Post-Effective Amendment No. 48 filed October 10, 1997 and incorporated
	herein by reference.

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(b)	Amended Schedule A to Class C Distribution Plan filed as Exhibit (m)(4)(b) to Post-Effective
	Amendment No. 86 filed December 14, 2007 (Accession No. 0000940394-07-002080) and
	incorporated herein by reference.

(5) (a)	Eaton Vance Special Investment Trust Class R Distribution Plan adopted June 16, 2003 filed as
	Exhibit (5)(a) to Post-Effective Amendment No. 68 filed July 9, 2003 and incorporated herein
	by reference.

(b)	Amended Schedule A effective June 15, 2009 to Class R Distribution Plan filed herewith.

(n) (1)	Amended and Restated Multiple Class Plan for Eaton Vance Funds dated August 6, 2007 filed
	as Exhibit (n) to Post-Effective Amendment No. 128 of Eaton Vance Mutual Funds Trust (File
	Nos. 02-90946, 811-4015) filed August 10, 2007 (Accession No. 0000940394-07-000956) and
	incorporated herein by reference.

(2)	Schedule A effective June 15, 2009 to Amended and Restated Multiple Class Plan filed as
	Exhibit (10)(d)(ii) to Eaton Vance Municipals Trust N-14 (File Nos. 33-71320, 811-8134)
	filed June 22, 2009 (Accession No. 0000940394-09-000456) and incorporated herein by
	reference.

(3)	Schedule B effective June 15, 2009 to Amended and Restated Multiple Class Plan filed as
	Exhibit (10)(d)(iii) to Eaton Vance Municipals Trust N-14 (File Nos. 33-71320, 811-8134)
	filed June 22, 2009 (Accession No. 0000940394-09-000456) and incorporated herein by
	reference.

(4)	Schedule C effective June 15, 2009 to Amended and Restated Multiple Class Plan filed as
	Exhibit (10)(d)(iv) toEaton Vance Municipals Trust N-14 (File Nos. 33-71320, 811-8134) filed
	June 22, 2009 (Accession No. 0000940394-09-000456) and incorporated herein by reference.

(p) (1)	Code of Ethics adopted by Eaton Vance Corp., Eaton Vance Management, Boston
	Management and Research, Eaton Vance Distributors, Inc. and the Eaton Vance Funds
	effective September 1, 2000, as revised June 15, 2009 filed as Exhibit (p)(1) to Post-Effective
	Amendment No. 144 of Eaton Vance Mutual Funds Trust (File Nos. 02-90946, 811-4015) filed
	June 30, 2009 (Accession No. 0000940394-09-000528) and incorporated herein by reference.

(2)	Code of Ethics adopted by the Lloyd George Management Group, which includes: Lloyd
	George Management (BVI) Ltd, Lloyd George Investment Management (Bermuda) Ltd,
	Lloyd George Management (Hong Kong) Ltd, Lloyd George Investment Management (Hong
	Kong) Limited, Lloyd George Management (Europe) Ltd, Lloyd George Management
	(Singapore) Pte Ltd and the LGM Funds effective December 2004, as revised October 2008
	filed as Exhibit (p)(2) to Post-Effective Amendment No. 102 of Eaton Vance Growth Trust
	(File Nos. 2-22019 and 811-1241) filed December 24, 2008 (Accession No. 0000940394-08-
	001633) and incorporated herein by reference.

(3)	Code of Ethics adopted by Fox Asset Management LLC effective January 31, 2006, as revised
	April 21, 2008 filed as Exhibit (p)(3) to Post-Effective Amendment No. 89 filed April 25, 2008
(Accession No. 0000940394-08-000678) and incorporated herein by reference.

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(4)	Code of Ethics adopted by Parametric Risk Advisors LLC effective January 1, 2009 filed as
	Exhibit (p)(4) to Post-Effective Amendment No. 92 filed February 26, 2009 (Accession No.
	0000940394-09-000145) and incorporated herein by reference.

(q) (1)	Power of Attorney for Eaton Vance Special Investment Trust dated November 1, 2005 filed as
	Exhibit (q) to Post-Effective Amendment No. 102 of Eaton Vance Municipals Trust (File Nos.
	33-52, 811-4409) filed November 29, 2005 (Accession No. 0000940394-05-001357) and
	incorporated herein by reference.

(2)	Power of Attorney for Capital Growth Portfolio, Emerging Markets Portfolio, Investment
	Grade Income Portfolio, Large Cap Core Portfolio, Large-Cap Value Portfolio, Small-Cap
	Growth Portfolio, Special Equities Portfolio, South Asia Portfolio and Utilities Portfolio dated
	November 1, 2005, filed as Exhibit (q)(2) to Post-Effective Amendment No. 93 of Eaton
	Vance Growth Trust (File Nos. 2-22019, 811-1241) filed December 23, 2005 (Accession No.
	0000940394-05-001402) and incorporated herein by reference.

(3)	Power of Attorney for Capital Growth Portfolio, Large-Cap Value Portfolio, Small-Cap
	Growth Portfolio, South Asia Portfolio and Utilities Portfolio dated November 1, 2005, filed
	as Exhibit (q)(3) to Post-Effective Amendment No. 93 of Eaton Vance Growth Trust (File Nos.
	2-22019, 811-1241) filed December 23, 2005 (Accession No. 0000940394-05-001402) and
	incorporated herein by reference.

(4)	Power of Attorney for Special Equities Portfolio filed as Exhibit (q)(5) to Post-Effective
	Amendment No. 93 of Eaton Vance Growth Trust (File Nos. 2-22019, 811-1241) filed
	December 23, 2005 (Accession No. 0000940394-05-001402) and incorporated herein by
	reference.

(5)	Power of Attorney for Eaton Vance Special Investment Trust dated November 1, 2005 filed as
	Exhibit (q)(2) to Post-Effective Amendment No. 94 of Eaton Vance Growth Trust (File Nos. 2-
	22019, 811-1241) filed January 27, 2006 (Accession No. 0000940394-06-001402) and
	incorporated herein by reference.

(6)	Powers of Attorney for Emerging Markets Portfolio and South Asia Portfolio dated November
	1, 2005 filed as Exhibit (q)(7) to Post-Effective Amendment No. 94 of Eaton Vance Growth
	Trust (File Nos. 2-22019, 811-1241) filed January 27, 2006 (Accession No. 0000940394-06-
	001402) and incorporated herein by reference.

(7)	Power of Attorney for Eaton Vance Special Investment Trust dated January 25, 2006, filed as
	Exhibit (q)(2) to Post-Effective Amendment No. 104 of Eaton Vance Growth Trust (File Nos.
	33-572, 811-4409) filed January 30, 2006 (Accession No. 0000940394-06-001408) and
	incorporated herein by reference.

(8)	Power of Attorney for Capital Growth Portfolio, Emerging Markets Portfolio, Investment
	Grade Income Portfolio, Large-Cap Value Portfolio, Small-Cap Growth Portfolio, South Asia
	Portfolio and Utilities Portfolio dated January 25, 2006 filed as Exhibit (q)(8) to Post-Effective
	Amendment No. 75 filed February 14, 2006 (Accession No. 0000940394-06-000187) and
	incorporated herein by reference.

(9)	Power of Attorney for Investment Grade Income Portfolio and Large-Cap Core Portfolio dated
	November 1, 2005 filed as Exhibit (q)(17) to Post-Effective Amendment No. 112 of Eaton
	Vance Mutual Funds Trust (File Nos. 2-90946, 811-4015) filed February 27, 2006 (Accession
	No. 0000940394-06-000201) and incorporated herein by reference.

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(10)	Powers of Attorney for Special Investment Trust dated April 23, 2007 filed as Exhibit (q)(10)
	to Post-Effective Amendment No. 85 filed April 26, 2007 (Accession No. 0000940394-07-
	000430) and incorporated herein by reference.

(11)	Power of Attorney for Capital Growth Portfolio, Emerging Markets Portfolio, Investment
	Portfolio, Large-Cap Growth Portfolio, Large-Cap Value Portfolio, Small-Cap Growth
	Portfolio, South Asia Portfolio, Special Equities Portfolio and Utilities Portfolio dated April
	23, 2007 filed as Exhibit (q)(11) to Post-Effective Amendment No. 85 filed April 26, 2007
	(Accession No. 0000940394-07-000430) and incorporated herein by reference.

(12)	Power of Attorney for Capital Growth Portfolio, Emerging Markets Portfolio, Investment
	Grade Income Portfolio, Large-Cap Value Portfolio, Small-Cap Growth Portfolio, South Asia
	Portfolio and Utilities Portfolio dated April 23, 2007 filed as Exhibit (q)(12) to Post-Effective
	Amendment No. 85 filed April 26, 2007 (Accession No. 0000940394-07-000430) and
	incorporated herein by reference.

(13)	Power of Attorney for Special Equities Portfolio dated April 23, 2007 filed as Exhibit (q)(13)
	to Post-Effective Amendment No. 85 filed April 26, 2007 (Accession No. 0000940394-07-
	000430) and incorporated herein by reference.

(14)	Power of Attorney for International Equity Portfolio dated April 23, 2007 filed as Exhibit
(q)(14) to Post-Effective Amendment No. 85 filed April 26, 2007 (Accession No.
	0000940394-07-000430) and incorporated herein by reference.

(15)	Power of Attorney for Capital Growth Portfolio, Growth Portfolio, International Equity
	Portfolio, Large-Cap Growth Portfolio, Large-Cap Value Portfolio, Small-Cap Growth
	Portfolio, Special Equities Portfolio and Utilities Portfolio dated April 23, 2007 filed as
	Exhibit (q)(15) to Post-Effective Amendment No. 85 filed April 26, 2007 (Accession No.
	0000940394-07-000430) and incorporated herein by reference.

(16)	Power of Attorney for Investment Grade Income Portfolio dated April 23, 2007 filed as
	Exhibit (q)(16) to Post-Effective Amendment No. 85 filed April 26, 2007 (Accession No.
	0000940394-07-000430) and incorporated herein by reference.

(17)	Power of Attorney for Eaton Vance Special Investment Trust dated November 12, 2007 filed
	filed as Exhibit (q)(17) to Post-Effective Amendment No. 86 filed December 14, 2007
	(Accession No. 0000940394-07-002080) and incorporated herein by reference.

(18)	Power of Attorney for Eaton Vance Special Investment Trust dated January 1, 2008 filed as
	Exhibit (q)(18) to Post-Effective Amendment No. 87 filed February 28, 2008 (Accession No.
	0000940394-08-000203) and incorporated herein by reference.

(19)	Power of Attorney for Boston Income Portfolio, Capital Growth Portfolio, Dividend Builder
	Portfolio, Emerging Markets Portfolio, International Equity Portfolio, Investment Grade
	Income Portfolio, Large-Cap Growth Portfolio, Large-Cap Value Portfolio, Small-Cap Growth
	Portfolio, South Asia Portfolio, and Special Equities Portfolio dated January 1, 2008 filed as
	Exhibit (q)(19) to Post-Effective Amendment No. 89 filed April 25, 2008 (Accession No.
	0000940394-08-000678) and incorporated herein by reference.

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(20)	Power of Attorney for Eaton Vance Special Investment Trust dated November 17, 2008 filed as
	Exhibit (q)(20) to Post-Effective Amendment No. 91 filed January 2, 2009 (Accession No.
	0000940394-09-000005) and incorporated herein by reference.

(21)	Power of Attorney for Boston Income Portfolio, Capital Growth Portfolio, Dividend Builder
	Portfolio, Emerging Markets Portfolio, Greater India Portfolio, International Equity Portfolio,
	Investment Grade Income Portfolio, Large-Cap Growth Portfolio, Large-Cap Value Portfolio,
	Small-Cap Portfolio and Special Equities Portfolio dated November 17, 2008 filed as Exhibit
(q)(21) to Post-Effective Amendment No. 91 filed January 2, 2009 (Accession No.
	0000940394-09-000005) and incorporated herein by reference.

Item 24. Persons Controlled by or Under Common Control

Not applicable

Item 25. Indemnification

Article IV of the Registrant’s Amended and Restated Declaration of Trust permits Trustee and officer indemnification by By-Law, contract and vote. Article XI of the By-Laws contains indemnification provisions. Registrant’s Trustees and officers are insured under a standard mutual fund errors and omissions insurance policy covering loss incurred by reason of negligent errors and omissions committed in their capacities as such.

The distribution agreement of the Registrant also provides for reciprocal indemnity of the principal underwriter, on the one hand, and the Trustees and officers, on the other.

Item 26. Business and other Connections of Investment Advisers

Reference is made to: (i) the information set forth under the caption “Management and Organization” in the Statement of Additional Information; (ii) the Eaton Vance Corp. Form 10-K filed under the Securities Exchange Act of 1934 (File No. 1-8100); and (iii) the Form ADV of Eaton Vance Management (File No. 801-15930), Boston Management & Research (File No. 43127), Lloyd George Investment Management (Bermuda) Ltd. (File No. 801-40889), Fox Asset Management, LLC (File No. 801-26379 ) and Parametric Risk Advisors LLC (File No. 801-67738) filed with the Commission, all of which are incorporated herein by reference.

Item 27. Principal Underwriters

(a) Registrant’s principal underwriter, Eaton Vance Distributors, Inc., a wholly-owned subsidiary of Eaton Vance Corp., is the principal underwriter for each of the registered investment companies named below:


Eaton Vance Growth Trust		Eaton Vance Mutual Funds Trust
Eaton Vance Investment Trust		Eaton Vance Series Trust II
Eaton Vance Managed Income Term Trust		Eaton Vance Special Investment Trust
Eaton Vance Municipals Trust		Eaton Vance Variable Trust
Eaton Vance Municipals Trust II
(b)

(1)	(2)	(3)
Name and Principal	Positions and Offices	Positions and Offices
Business Address*	with Principal Underwriter	with Registrant

Julie Andrade	Vice President	None
Michelle Baran	Vice President	None
Ira Baron	Vice President	None
Jeffrey P. Beale	Vice President	None
Matthew Bennett	Vice President	None
Stephanie H. Brady	Vice President	None
Timothy Breer	Vice President	None

C-9


Mark Burkhard	Vice President	None
Eric Caplinger	Vice President	None
Mark Carlson	Vice President	None
Tiffany Cayarga	Vice President	None
Randy Clark	Vice President	None
Michael Collins	Vice President	None
Daniel C. Cataldo	Vice President and Treasurer	None
Patrick Cosgrove	Vice President	None
Peter Crowley	Vice President	None
Rob Curtis	Vice President	None
Russell E. Curtis	Vice President and Chief Operations Officer	None
Kevin Darrow	Vice President	None
Derek Devine	Vice President	None
Todd Dickinson	Vice President	None
John Dolan	Vice President	None
Brian Dunkley	Vice President	None
James Durocher	Senior Vice President	None
Margaret Egan	Vice President	None
Robert Ellerbeck	Vice President	None
Daniel Ethier	Vice President	None
Troy Evans	Vice President	None
Lawrence L. Fahey	Vice President	None
Thomas E. Faust Jr.	Director	Trustee
Richard A. Finelli	Vice President	None
Daniel Flynn	Vice President	None
James Foley	Vice President	None
J. Timothy Ford	Vice President	None
Kathleen Fryer	Vice President	None
Anne Marie Gallagher	Vice President	None
William M. Gillen	Senior Vice President	None
Hugh S. Gilmartin	Vice President	None
David Gordon	Vice President	None
Linda Grasso	Vice President	None
John Greenway	Vice President	None
Jorge Gutierrez	Vice President	None
Peter Hartman	Vice President	None
Richard Hein	Vice President	None
Joseph Hernandez	Vice President	None
Perry D. Hooker	Vice President	None
Christian Howe	Vice President	None
Thomas Hughes	Vice President	None
Jonathan Isaac	Vice President	None
Elizabeth Johnson	Vice President	None
Lisa M. Jones	Vice President	None
Paul F. Jones	Vice President	None
Steve Jones	Vice President	None
Sean Kelly	Vice President	None
Kathleen Krivelow	Vice President	None
David Lefcourt	Vice President	None
Coleen Lynch	Vice President	None
John Macejka	Vice President	None
Christopher Marek	Vice President	None
Frederick S. Marius	Vice President, Secretary, Clerk and Chief Legal Officer	None
Geoff Marshall	Vice President	None
Christopher Mason	Vice President	None
Judy Snow May	Vice President	None
Daniel McCarthy	Vice President	None
Don McCaughey	Vice President	None
Andy McClelland	Vice President	None
Dave McDonald	Vice President	None
Tim McEwen	Vice President	None
Jac McLean	Senior Vice President	None
David Michaud	Vice President	None
Mark Milan	Vice President	None
Morgan C. Mohrman	Vice President	None
Don Murphy	Vice President	None
James A. Naughton	Vice President	None
Matthew Navins	Vice President	None
Mark D. Nelson	Vice President	None
Scott Nelson	Vice President	None
Linda D. Newkirk	Vice President	None
Paul Nicely	Vice President	None
Andrew Ogren	Vice President	None

C-10


Stephen O’Loughlin	Vice President	None
Philip Pace	Vice President	None
Shannon McHugh Price	Vice President	None
James Putman	Vice President	None
James Queen	Vice President	None
David Richman	Vice President	None
Michael Shea	Vice President	None
Alan Simeon	Vice President	None
Randy Skarda	Vice President	None
Kerry Smith	Vice President	None
Bill Squadroni	Vice President	None
David Stokkink	Vice President	None
Mike Sullivan	Vice President	None
Frank Sweeney	Vice President	None
Gigi Szekely	Vice President and Chief Compliance Officer	None
Brian Taranto	Vice President and Chief Administrative Officer	None
Stefan Thielen	Vice President	None
Michael Tordone	Vice President	None
John M. Trotsky	Vice President	None
John Vaughan	Vice President	None
Randolph Verzillo	Vice President	None
Greg Walsh	Vice President	None
Stan Weiland	Vice President	None
Robert J. Whelan	Vice President and Director	None
Greg Whitehead	Vice President	None
Steve Widder	Vice President	None
Matthew J. Witkos	President, Chief Executive Officer and Director	None
Joseph Yasinski	Vice President	None
Trey Young	Vice President	None
Gregor Yuska	Vice President	None

^*Address is Two International Place, Boston, MA 02110

(c) Not applicable

Item 28. Location of Accounts and Records

All applicable accounts, books and documents required to be maintained by the Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder are in the possession and custody of the Registrant’s custodian, State Street Bank and Trust Company, 200 Clarendon Street, 16th Floor, Mail Code ADM27, Boston, MA 02116, and its transfer agent, PNC Global Investment Servicing (U.S.) Inc., 4400 Computer Drive, Westborough, MA 01581-5120, with the exception of certain corporate documents and portfolio trading documents which are in the possession and custody of the administrator and investment adviser or sub-adviser. Registrant is informed that all applicable accounts, books and documents required to be maintained by registered investment advisers are in the custody and possession of the relevant investment adviser or sub-adviser.

Item 29. Management Services

Not applicable

Item 30. Undertakings

None

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Amendment to the Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Boston, and the Commonwealth of Massachusetts, on July 30, 2009.

EATON VANCE SPECIAL INVESTMENT TRUST

By: Thomas E. Faust Jr.*
Thomas E. Faust Jr., President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities indicated on July 30, 2009.


Signature	Title


Thomas E. Faust Jr.*	President (Chief Executive Officer) and Trustee
Thomas E. Faust Jr.

/s/ Barbara E. Campbell	Treasurer (and Principal Financial and Accounting Officer)
Barbara E. Campbell

Benjamin C. Esty*	Trustee
Benjamin C. Esty

Allen R. Freedman*	Trustee
Allen R. Freedman

William H. Park*	Trustee
William H. Park

Ronald A. Pearlman*	Trustee
Ronald A. Pearlman

Helen Frame Peters*	Trustee
Helen Frame Peters

Heidi L. Steiger*	Trustee
Heidi L. Steiger

Lynn A. Stout*	Trustee
Lynn A. Stout

Ralph F. Verni*	Trustee
Ralph F. Verni

*By: /s/ Maureen A. Gemma
Maureen A. Gemma, As attorney-in-fact

C-12

SIGNATURES

Large-Cap Growth Portfolio has duly caused this Amendment to the Registration Statement on Form N-1A of Eaton Vance Special Investment Trust (File No. 2-27962) to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Boston and the Commonwealth of Massachusetts on July 30, 2009.

LARGE-CAP GROWTH PORTFOLIO

By: /s/ Duncan W. Richardson
Duncan W. Richardson, President

This Amendment to the Registration Statement on Form N-1A of Eaton Vance Special Investment Trust (File No. 2-27962) has been signed below by the following persons in the capacities indicated on July 30, 2009.


Signature	Title


/s/ Duncan W. Richardson	President (Chief Executive Officer)
Duncan W. Richardson

/s/ Barbara E. Campbell	Treasurer (Principal Financial and Accounting Officer)
Barbara E. Campbell

Benjamin C. Esty*	Trustee
Benjamin C. Esty

Thomas E. Faust Jr.*	Trustee
Thomas E. Faust Jr.

Allen R. Freedman*	Trustee
Allen R. Freedman

William H. Park*	Trustee
William H. Park

Ronald A. Pearlman*	Trustee
Ronald A. Pearlman

Helen Frame Peters*	Trustee
Helen Frame Peters

Heidi L. Steiger*	Trustee
Heidi L. Steiger

Lynn A. Stout*	Trustee
Lynn A. Stout

Ralph F. Verni*	Trustee
Ralph F. Verni

*By: /s/ Maureen A. Gemma
Maureen A. Gemma (As attorney-in-fact)

C-13

SIGNATURES

Small-Cap Portfolio has duly caused this Amendment to the Registration Statement on Form N-1A of Eaton Vance Special Investment Trust (File No. 2-27962) to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Boston and the Commonwealth of Massachusetts on July 30, 2009.

SMALL-CAP PORTFOLIO

By: /s/ Duncan W. Richardson
Duncan W. Richardson, President


Signature	Title


/s/ Duncan W. Richardson	President (Chief Executive Officer)
Duncan W. Richardson

/s/ Barbara E. Campbell	Treasurer (Principal Financial and Accounting Officer)
Barbara E. Campbell

Benjamin C. Esty*	Trustee
Benjamin C. Esty

Thomas E. Faust Jr.*	Trustee
Thomas E. Faust Jr.

Allen R. Freedman*	Trustee
Allen R. Freedman

William H. Park*	Trustee
William H. Park

Ronald A. Pearlman*	Trustee
Ronald A. Pearlman

Helen Frame Peters*	Trustee
Helen Frame Peters

Heidi L. Steiger*	Trustee
Heidi L. Steiger

Lynn A. Stout*	Trustee
Lynn A. Stout

Ralph F. Verni*	Trustee
Ralph F. Verni

*By: /s/ Maureen A. Gemma
Maureen A. Gemma (As attorney-in-fact)

C-14

EXHIBIT INDEX

The following exhibits are filed as part of this amendment to the Registration Statement pursuant to Rule 483 of Regulation C.


Exhibit No.	Description

(a) (4)	Amended and Restated Establishment and Designation of Series of Shares of Beneficial
	Interest, Without Par Value, as amended and restated effective June 15, 2009

(h) (4) (b)	Amendment to Schedule A dated February 11, 2008 to Administrative Services Agreement

(i)	Opinion of Internal Counsel dated July 30, 2009

(j)	Consent of Independent Registered Public Accounting Firm for Eaton Vance Large-Cap Growth Fund and Eaton Vance Small-Cap Fund dated
	July 30, 2009.

(m) (5) (b)	Amended Schedule A effective June 15, 2009 to the Class R Distribution Plan

C-15