[Mentor   Institutional   Trust  Proxy  2nd   Solicitation   Letter--Mentor
Investment Group letterhead--Paul Costello Signature]

'Date'


Dear Mentor Shareholder:

We recently mailed you a proxy statement  containing several important proposals
outlined  below.  We have not yet received enough votes to approve the proposals
for the shareholder meeting scheduled for October 15, 1999.

YOUR VOTE IS VERY IMPORTANT! The Fund's Trustees have carefully reviewed all the
proposals  and  believe  they are in the best  interest  of  shareholders.  They
recommend you vote FOR the proposals.

Broad-based proposals affecting all fund shareholders:

o    The conversion of each Fund into a series of a Delaware business trust will
     provide both consistency across the fund family and flexibility compared to
     the  previous  forms of  organization.  In  addition,  Delaware  law offers
     certain  advantages for business trusts and some important  protections for
     shareholders.

o    Changing the investment  objective to non-fundamental for those Funds where
     it is now  fundamental  and changing  certain  fundamental  restrictions to
     non-fundamental  gives each Fund greater  flexibility to respond to market,
     regulatory or industry changes. These reclassifications are not intended to
     alter any Fund's investment objective or any Fund's investment approach.

o    Adopting  standardized  investment  restrictions across all funds will help
     provide  operational  efficiencies and make it easier to monitor compliance
     with these restrictions.  Standardized investment restrictions also make it
     easier for the funds and their  investment  advisers to respond  quickly to
     market,  regulatory  or  industry  developments.  These  changes  will  not
     substantially affect the way the funds are currently managed.

Convenient Ways to Vote

o    Use the enclosed  Proxy Card to record your  vote--either  FOR,  AGAINST or
     ABSTAIN then return the card in the postage paid envelope provided, or

o    Complete  the  enclosed  Proxy  Card and FAX  both  sides of the card to
     800.451.8683, or

o    Call 800.690.6903 and record your vote by telephone. Please have your Proxy
     Card at hand when you call and enter the 12 digit  Control  Number found on
     the card, then follow the simple instructions, or

o    Vote on the Internet by going to the website www.proxyvote.com or go to the
     Proxy    Voting    link    on    the    Evergreen    Funds    website    at
     www.evergreen-funds.com.  Enter the 12 digit  Control  Number found on your
     Proxy Card, then follow the simple instructions.

If you have already voted, thank you for your participation and please disregard
this letter.

We  sincerely  appreciate  your  vote and hope you will take a moment to help us
obtain the  necessary  votes to pass the proposals  affecting  your Fund. If you
have any questions about these proposals, please call Shareholder Communications
Corporation at 800.645.7816 between the hours of 8:00 a.m. and 6:00 p.m. Eastern
time.


Sincerely,




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