EXHIBIT 3.1
Chapman and Cutler LLP
111 West Monroe
Chicago, Illinois 60603
September 21, 2011
Guggenheim Funds Distributors, Inc.
2455 Corporate West Drive
Lisle, Illinois 60532
Re: Guggenheim Defined Portfolios, Series 817
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Ladies and Gentlemen:
We have served as counsel to Guggenheim Defined Portfolios, Series 817
(hereinafter referred to as the "Fund"), in connection with the issuance, under
the Reference Trust Agreement dated the date hereof between Guggenheim Funds
Distributors, Inc., as Depositor, and The Bank of New York Mellon, as Trustee,
of Units of fractional undivided interest in the one or more Trusts of said Fund
(hereinafter referred to as the "Units").
In connection therewith, we have examined such pertinent records and
documents and matters of law as we have deemed necessary in order to enable us
to express the opinions hereinafter set forth.
Based upon the foregoing, we are of the opinion that:
1. The execution and delivery of the Reference Trust Agreement
and the establishment of book entry positions evidencing the
Units in the Trust(s) of the Fund have been duly authorized;
and
2. The book entry positions evidencing the Units in the Trust(s)
of the Fund when duly established in accordance with the
aforementioned Reference Trust Agreement, will constitute
valid and binding obligations of such Trust(s) and the
Depositor in accordance with the terms thereof.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 333-175817) relating to the Units referred to
above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.
Respectfully submitted,
/s/ Chapman and Cutler LLP
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Chapman and Cutler LLP