SecProbe.io

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                                                                   March 7, 2005

James O'Connor
Division of Investment Management
U.S. Securities and Exchange Commission
901 E Street NW
Washington, D.C.  20004

RE:  Evergreen   Equity  Trust,   File  Nos.   333-37453   and  811-08413
     (the "Registrant")
     Post-Effective Amendment No. 73 to the Registration Statement on Form  N-1A
     For the Evergreen Domestic Equity Funds II - Evergreen Discipline Value
     Fund (the "Fund")

Dear Mr. O'Connor:

     In response to your comments to the  Registrant's  Form N-1A filing made on
December 22, 2004,  pursuant to Rule 485(a) for the  Evergreen  Domestic  Equity
Funds,  (accession  no.  0000907244-04-000387),  which you  relayed to us in our
telephone conversation on February 2, 2005, please note the following responses:

Comment:          You noted that pursuant to an interpretation of the AICPA
                  Audit Guide titled "Audits of Investment Companies" the staff
                  of the SEC interprets the Guide to say that a fund is not
                  permitted to take a reimbursement for previously waived
                  expenses for a period longer than three years from when the
                  expense was incurred or, in the alternative, the fund must
                  book a contingent liability for any expenses to be reimbursed.

Response:         The Advisor has decided to give up its ability to recoup
                  waived expenses effective immediately in light of the fact
                  that the Advisor is proposing to, and fully expects approval
                  for, the rescission of the recoupment facility at a Meeting of
                  the Funds' Board of Trustees on March 16-17th, 2005. All
                  disclosure regarding the recoupment of previously waived
                  expenses will be removed from the Funds' prospectuses.

Comment:          You commented that under the heading "Legal Proceedings"
                  please consider adding disclosure discussing the fact that, if
                  Evergreen is unsuccessful in defending against an enforcement
                  action brought by the Securities and Exchange Commission based
                  on the allegations described in the prospectus/proxy
                  statement, EIMC could be barred from serving as investment
                  adviser to the funds.
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Response:         We have carefully considered the disclosure we have included
                  under the heading "Legal Proceedings," which we first produced
                  in August 2004, and we continue to reevaluate it on a frequent
                  basis to ensure that it continues to be accurate and complete.
                  This disclosure has appeared in numerous registration
                  statements filed on Forms N-1A and N-14 and in various other
                  disclosures made to clients, prospective clients and others.
                  While we agree that the described outcome is technically
                  possible, we believe it is sufficiently unlikely so as to
                  render the information immaterial and potentially misleading.
                  We believe that the disclosure provided is fully responsive to
                  Item 5(a)(3) of Form N-1A).

Comment:          In the section entitled "Calculating the Share Price," you
                  asked that we consider whether the description of the fair
                  value policy sufficiently addresses the circumstances where
                  fair value pricing is used in connection with specific types
                  of securities, such as illiquid or thinly traded securities.
                  You noted that in the "Final Rule: Disclosure Regarding Market
                  Timing and Selective Disclosure of Portfolio Holdings"
                  (Release Nos. 33-8408;IC-26418; File No. S7-26-03), the
                  disclosure required by the rule "should be specific to the
                  fund, taking into account its investment objectives, policies,
                  and strategies."

Response:         With respect to securities that may be more prevalent in these
                  types of funds, such as thinly traded and illiquid securities,
                  we believe our fair value policy currently disclosed in the
                  prospectus, which reads "the Funds will `fair value'
                  securities when (i) quotations are not available from any
                  outside source; (ii) quotations are stale and there is no
                  current trading activity in the security; and (iii) closing
                  quotations as received from an outside source do not reflect
                  the current market value," adequately covers these types of
                  securities.

Comment:          You noted that in the section entitled "Calculating the Share
                  Price," we state that the fair value procedures have been
                  adopted by the Board of Trustees but that the disclosure does
                  not clearly state that, in addition, the Board monitors fair
                  value pricing done in conjunction with the procedures.

Response:         In the section entitled "Fund Operating Policies and
                  Procedures", sub-section entitled "Fund Pricing" the
                  disclosure states: "The Board of Trustees also has a Pricing
                  Committee, which reviews fair valuation issues."

Comment:          You have asked us whether our policy described in the section
                  entitled "Short-Term Trading" takes into account arbitrage
                  opportunities that might be particular to securities common to
                  these funds. You noted that the disclosure required by the
                  rules should be specific to the fund, taking into account its
                  investment objectives, policies, and strategies.

Response:         Our short-term trading policy is designed to address the
                  problems of excessive short-term trading in a mutual fund,
                  including these funds. We currently do not see particular
                  arbitrage opportunities for a fund that invests primarily in
                  equity securities that are not already adequately addressed by
                  our disclosure.

Comment:          With respect to the section entitled "Short-Term Trading," you
                  asked if there are any exceptions to our policy to limit
                  investors to three "round-trip" exchanges per quarter and five
                  "round-trip" exchanges per calendar year.
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Response:         We do not have any exceptions to this policy. As we discussed,
                  and as disclosed in the section entitled "Short-Term Trading,"
                  there are instances where we are not able to detect and
                  prevent trading that violates these restrictions, such as when
                  an investor trades through a broker-dealer or through
                  retirement plans which hold the investor's shares in an
                  omnibus account.

Comment:          You have asked us to state supplementally whether we have
                  taken any steps to require short-term trading to be
                  monitored in the omnibus account positions held in the Fund.

Response:         Most of our selling agreements and sub-transfer agent
                  agreements with broker-dealers who sell shares of the
                  Evergreen funds and who hold their clients' positions in
                  omnibus accounts contain terms which require the broker-dealer
                  to comply with applicable provisions in the relevant fund's
                  prospectus, which includes our short-term trading policy. With
                  respect to the broker-dealers who have not agreed to this
                  term, we are currently negotiating to require them to either
                  provide us with a means of monitoring the underlying accounts
                  for compliance with our short-term trading policy or represent
                  that they are monitoring for short-term trading according to
                  mutually acceptable policy.

Comment:          With respect to the section entitled "Portfolio Holdings," you
                  have asked that we expand on the disclosure to more
                  adequately address the requirements described in "Final Rule:
                  Disclosure Regarding Market Timing and Selective
                  Disclosure of Portfolio Holdings" (Release Nos. 33-8408;
                  IC-26418; File No. S7-26-03)

Response:         We have added disclosure to the Fund's SAI to more completely
                  address the specific requirements under the rule. We have also
                  added a cross-reference to the SAI in the summary contained in
                  the prospectus that states, "See `Policy for Dissemination of
                  Portfolio Holdings' in the SAI for a more detailed description
                  of this policy." The new disclosure added to the SAI is as
                  follows:

                  "Policy for Dissemination of Portfolio Holdings

                  A complete listing of portfolio holdings for every Fund as of
                  the calendar quarter end will be available to the public
                  approximately 15 calendar days after the calendar quarter end.
                  Such listing to be posted to EvergreenInvestments.com as soon
                  after the 15 days as possible. In addition, certain Funds
                  (such as Evergreen money market funds) may make available to
                  the public a complete list of holdings as of month end, posted
                  to EvergreenInvestments.com within approximately 15 calendar
                  days after the month end. Once released to the web, there are
                  no restrictions on providing the data to any shareholder or
                  external party.

                  No other dissemination of portfolio holdings is allowed to any
                  shareholder, potential shareholder or party external to
                  Evergreen except for dissemination (i) required by law, (ii)
                  to external subadvisers with respect to the Fund it advises,
                  or (iii) to institutional investment consultants or mutual
                  fund analytical firms (such as Morningstar and Lipper) and, in
                  such cases, only where there are signed confidentiality
                  agreements in place that are approved through Evergreen's
                  legal division. Institutional investment consultants are those
                  organizations who utilize fund holdings data and
                  characteristics such as beta, P/E ratio, etc. to screen
                  investment vehicles for their large, institutional clients.
                  These consultants typically compare the Funds against other
                  investment firms' products to see which is most suitable for
                  the clients. In presentations to clients, these consultants
                  will sometimes provide data regarding the Funds and how they
                  compared to products of other investment advisors. The
                  confidentiality agreements applicable to these situations
                  preclude these firms from providing any client with holdings
                  data until the 15th calendar day after quarter end when the
                  data is available to the public.
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                  This policy applies to affiliates of Evergreen such as
                  Wachovia Trust and Wachovia Securities. Officers of the Funds
                  may authorize disclosure of the Fund's portfolio securities in
                  accordance with this policy. The Fund's Board had reviewed
                  this policy and has designated a chief compliance officer to
                  be responsible for monitoring compliance with the policy. The
                  chief compliance officer reports directly to the Board."

We represent to you, on behalf of the Fund, that:

(i)                  the Fund is responsible for the adequacy and accuracy of
                     the disclosure in the filings;
(ii)                 staff comments or changes to disclosure in response to
                     staff comments in the filings reviewed by the staff do not
                     foreclose the Commission from taking any action with
                     respect to the filing; and
(iii)                the Fund may not assert staff comments as a defense in any
                     proceeding initiated by the Commission or any person under
                     the federal securities laws of the United States.

         We will file an amended prospectus and statement of additional
information pursuant to Rule 497(c) for the Fund on or about March 11, 2005.

         Please feel free to call me at 617-210-3682 with questions or comments.
Thank you.

                                                   Sincerely,

                                                   /s/ Maureen E. Towle, Esq.

                                                   Maureen E. Towle, Esq.
                                                   Legal Department
                                                   Evergreen Investments

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