ROPES & GRAY LLP LETTERHEAD]Evergreen Municipal Trust /De/ • April 25th, 2008
We have acted as counsel in connection with the Agreement and Plan of Reorganization (the “Agreement”) dated as of December 21, 2007 between and among Evergreen Municipal Trust, a Delaware statutory trust (the “Trust”), on behalf of one of its series, Evergreen Alabama Municipal Bond Fund (“Target Fund”), the Trust, on behalf of one of its series, Evergreen Municipal Bond Fund (“Acquiring Fund”), and Evergreen Investment Management Company, LLC. The Agreement describes a proposed transaction (the “Transaction”) to occur as of the date of this letter (the “Closing Date”), pursuant to which Acquiring Fund will acquire substantially all of the assets of Target Fund in exchange for shares of beneficial interest in Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by Acquiring Fund of all of the liabilities of Target Fund following which the Acquiring Fund Shares received by Target Fund will be distributed by Target Fund to its shareholders in liquidation and termination of Ta
ROPES & GRAY LLP LETTERHEAD]Evergreen Municipal Trust /De/ • April 25th, 2008
We have acted as counsel in connection with the Agreement and Plan of Reorganization (the “Agreement”) dated as of December 21, 2007 between and among Evergreen Municipal Trust, a Delaware statutory trust (the “Trust”), on behalf of one of its series, Evergreen Virginia Municipal Bond Fund (“Target Fund”), the Trust, on behalf of one of its series, Evergreen Municipal Bond Fund (“Acquiring Fund”), and Evergreen Investment Management Company, LLC. The Agreement describes a proposed transaction (the “Transaction”) to occur as of the date of this letter (the “Closing Date”), pursuant to which Acquiring Fund will acquire substantially all of the assets of Target Fund in exchange for shares of beneficial interest in Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by Acquiring Fund of all of the liabilities of Target Fund following which the Acquiring Fund Shares received by Target Fund will be distributed by Target Fund to its shareholders in liquidation and termination of T
ROPES & GRAY LLP LETTERHEAD]Evergreen Municipal Trust /De/ • April 25th, 2008
We have acted as counsel in connection with the Agreement and Plan of Reorganization (the “Agreement”) dated as of December 21, 2007 between and among Evergreen Municipal Trust, a Delaware statutory trust (the “Trust”), on behalf of one of its series, Evergreen Maryland Municipal Bond Fund (“Target Fund”), the Trust, on behalf of one of its series, Evergreen Municipal Bond Fund (“Acquiring Fund”), and Evergreen Investment Management Company, LLC. The Agreement describes a proposed transaction (the “Transaction”) to occur as of the date of this letter (the “Closing Date”), pursuant to which Acquiring Fund will acquire substantially all of the assets of Target Fund in exchange for shares of beneficial interest in Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by Acquiring Fund of all of the liabilities of Target Fund following which the Acquiring Fund Shares received by Target Fund will be distributed by Target Fund to its shareholders in liquidation and termination of T
ROPES & GRAY LLP LETTERHEAD]Evergreen Municipal Trust /De/ • April 25th, 2008
We have acted as counsel in connection with the Agreement and Plan of Reorganization (the “Agreement”) dated as of December 21, 2007 between and among Evergreen Municipal Trust, a Delaware statutory trust (the “Trust”), on behalf of one of its series, Evergreen Georgia Municipal Bond Fund (“Target Fund”), the Trust, on behalf of one of its series, Evergreen Municipal Bond Fund (“Acquiring Fund”), and Evergreen Investment Management Company, LLC. The Agreement describes a proposed transaction (the “Transaction”) to occur as of the date of this letter (the “Closing Date”), pursuant to which Acquiring Fund will acquire substantially all of the assets of Target Fund in exchange for shares of beneficial interest in Acquiring Fund (the “Acquiring Fund Shares”) and the assumption by Acquiring Fund of all of the liabilities of Target Fund following which the Acquiring Fund Shares received by Target Fund will be distributed by Target Fund to its shareholders in liquidation and termination of Ta
