LOOMIS SAYLES INVESTMENT TRUST

SCHEDULE 14A INFORMATION

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LOOMIS SAYLES INVESTMENT TRUST
------------------------------
(Name of Registrant as Specified In Its Charter)

LOOMIS SAYLES INVESTMENT TRUST
------------------------------
(Name of Person(s) Filing Proxy Statement)

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--------------

[LOGO] LOOMIS SAYLES Investment Trust

March 24, 2003

[PHOTO] Dear Shareholders:

Robert Blanding
A special meeting of shareholders will be held on May 14, 2003.
The purpose of the meeting is to elect Trustees for Loomis Sayles
Investment Trust.

Enclosed you will find a summary of the proposal and information
about how to cast your vote. Please read the entire
proxy statement prior to voting since the summary is meant to be a brief
overview for your reference.

This is an opportunity to voice your opinion on matters that affect your
fund, and ultimately, your investment.

If you have any questions or would like additional information before you
vote, please call us at (888) 226-9699.

Sincerely,

/s/ Robert Blanding
Robert J. Blanding
Trustee and President
Loomis Sayles Investment Trust

[LOGO] LOOMIS SAYLES Investment Trust
Summary of the Proposal

Below is a brief overview of the proposal to be voted on by shareholders of
Loomis Sayles Investment Trust. Your vote is important to us. Please read the
entire enclosed proxy statement prior to voting. We appreciate your investment
in Loomis Sayles Investment Trust and look forward to serving you in the future.

- --------------------------------------------------------------------------------

What is the proposal?

To elect as Trustees of Loomis Sayles Investment Trust, in addition to its
current Trustees, the nine current Trustees of the CDC Nvest Funds Complex. The
CDC Nvest Funds Complex is a distinct family of mutual funds, the majority of
which are advised by CDC IXIS Asset Management Advisers, L.P. (an affiliate of
Loomis, Sayles & Company, L.P.). The election of these nominees would
facilitate the consolidation of the Board of Trustees of Loomis Sayles
Investment Trust with those of the CDC Nvest Funds Complex.

How is a consolidated Board of Trustees beneficial to shareholders?

A consolidated Board of Trustees offers even greater depth and experience in
the oversight of mutual fund operations and will continue to safeguard the best
interests of shareholders.

Why are shareholders being asked to elect new Trustees?

Securities and Exchange Commission rules provide that a board of trustees
cannot elect new trustees unless, immediately after such election, at least
two-thirds of the trustees have been elected by shareholders. Shareholders at a
prior shareholder meeting elected all four current Loomis Sayles Investment
Trust Trustees - Messrs. Alaimo, Benjamin, Blanding and Chenault. Since the
proposal calls for the election of the nine current Trustees of the CDC Nvest
Funds Complex, it necessitates holding an election at this time.

Is the cost of the vote and special meeting an expense of my fund?

No. Any costs associated with the proxy solicitation and meeting will be
borne by Loomis, Sayles & Company, L.P. (the investment advisor of Loomis
Sayles Investment Trust), not the mutual funds.

Who is eligible to vote for the Trustees?

Shareholders of record at the close of business on February 26, 2003 (the
"Record Date") are eligible to vote.

How many of the nominees will be Independent Trustees if elected?

Ten of the thirteen nominees - all but Messrs. Blanding, Hailer and Voss -
will not be "interested persons" of Loomis Sayles Investment Trust (will be
"Independent Trustees") as defined in the Investment Company Act of 1940 if
elected by shareholders. Independent Trustees are integral to the oversight of
fund operations and representing the interests of shareholders.

When will the new Trustees take office?

If elected, the new Trustees will take office immediately following the
shareholder meeting, currently scheduled to be held on May 14, 2003.

For details on how to cast your vote, please refer to the enclosed proxy
statement and proxy card(s).

Please note that if you own more than one fund you will find enclosed a proxy
card for each fund. Please be sure to mark, sign and date all proxy cards and
return them in the enclosed envelope.

As a Loomis Sayles Investment Trust shareholder, you now have the option of
receiving your Fund's financial reports and prospectus(es) via e-mail. To apply
for this benefit at this time, you must vote your proxy via the Internet. See
the enclosed proxy card(s) for more details on how to vote your proxy via the
Internet.

If you have questions, please call (888) 226-9699.

LOOMIS SAYLES INVESTMENT TRUST

Notice of Special Meeting of Shareholders

To the Shareholders of the Loomis Sayles Investment Trust:

A Special Meeting of the shareholders of Loomis Sayles Investment Trust, a
Massachusetts business trust (the "Trust"), will be held on May 14, 2003 at
3:00 p.m. Eastern Standard Time on the 34th floor of One Financial Center,
Boston, Massachusetts, for the following purposes:

1. To elect Trustees.

2. To transact any other business that may properly come before the meeting
or any adjournment thereof.

Shareholders of record at the close of business on February 26, 2003 are
entitled to notice of and to vote at the meeting.

By Order of the Trustees

Sheila M. Barry
Secretary

March 24, 2003

We urge you to mark, sign, date and mail the enclosed proxy card(s) in the
enclosed envelope(s) or to vote by telephone or the Internet so you will be
represented at the meeting.

SPECIAL MEETING OF SHAREHOLDERS

LOOMIS SAYLES INVESTMENT TRUST
One Financial Center
Boston, Massachusetts 02111

PROXY STATEMENT

The enclosed proxy is solicited by the Trustees of Loomis Sayles Investment
Trust (the "Trust") for use at a special meeting of shareholders of the Trust
(the "Meeting") to be held at its offices on May 14, 2003 and at any
adjournments thereof, for the purposes set forth in the accompanying Notice of
Special Meeting of Shareholders. Only shareholders of record at the close of
business on February 26, 2003 (the "Record Date") are entitled to vote at the
meeting or at any adjourned session thereof. As of the Record Date, there were
issued and outstanding 68,554,660.502 shares of the Trust consisting of the
following number of shares of each of the following series (the "Funds") and
each class thereof, if applicable:

Outstanding
Shares as of the
Fund Record Date
---- ----------------

Loomis Sayles Benchmark Core Bond Fund
Institutional Class............................... 1,700,400.722
Retail Class...................................... 1,875.525
Admin Class....................................... 1,047.084
Loomis Sayles Core Plus Fixed Income Fund............ 618,412.505
Loomis Sayles Fixed Income Fund...................... 32,634,574.932
Loomis Sayles Institutional High Income Fund......... 11,953,190.069
Loomis Sayles Intermediate Duration Fixed Income Fund 4,050,107.972
Loomis Sayles Investment Grade Fixed Income Fund..... 11,015,964.479
Loomis Sayles Mid Cap Growth Fund.................... 1,250,023.936
Loomis Sayles Provident Fund......................... 1,528,840.398
Loomis Sayles Small Company Growth Fund.............. 3,800,222.880

Each whole share is entitled to one vote as to any matter on which it is
entitled to vote and each fractional share is entitled to a proportionate
fractional vote. All shares are entitled to vote on the proposal to elect
Trustees.

The President's Letter to Shareholders, the Summary of the Proposal, the
Notice of Special Meeting of Shareholders, the Proxy Card(s) and this Proxy
Statement are being mailed to shareholders of record as of the Record Date on
or about March 24, 2003. A copy of the Annual Report of the Trust for its
fiscal year ended September 30, 2002, including financial statements, can be
obtained without charge by writing to Loomis, Sayles & Company, L.P. at One
Financial Center, Boston, Massachusetts 02111 or by calling (888) 226-9699.

Shares represented by duly executed proxies will be voted for the election
of the nominees named herein as Trustees, unless such authority has been
withheld. If no instructions are made, the proxy will be voted for the election
of the nominees named herein as Trustees.

Proxies may be revoked at any time before they are voted by a written
revocation received by the Secretary of the Trust, by properly executing a
later-dated proxy or by attending the Meeting and voting in person.

Proxies will be solicited primarily by mailing this Proxy Statement and its
enclosures, but supplementary solicitations may also be made by mail,
telephone, telegraph or personal interview by officers of the Trust or by
officers, employees or agents of the Funds' investment advisor, Loomis, Sayles
& Company, L.P. ("Loomis Sayles") and its affiliates. In addition, D.F. King &
Co., Inc. and Equiserve, Inc. have been retained to assist in the solicitation
of proxies at a cost which is not expected to exceed $10,000, plus any
reimbursement for their out-of-pocket expenses. The cost of the solicitation
will be borne by Loomis Sayles.

I. ELECTION OF TRUSTEES

The Trustees have fixed at thirteen the number of Trustees for election at
the Meeting. Joseph Alaimo, Edward A. Benjamin, Robert J. Blanding and Paul G.
Chenault are the only nominees that are presently Trustees of the Trust. Each
of the nominees is also a nominee for election as a trustee of Loomis Sayles
Funds, a separate group of mutual funds also advised by Loomis Sayles ("LSF"
and together with the Trust, the "Loomis Sayles Fund Complex"). Furthermore,
Messrs. Benjamin, Blanding and Chenault are expected to be appointed as
trustees of the CDC Nvest Funds Complex,/1/ a separate family of funds that,
except for the CDC Nvest AEW Real Estate Income Fund (which is advised by AEW
Management and Advisors, L.P.) and the CDC Nvest Targeted Equity Fund (which is
advised by Capital Growth Management Limited Partnership), are advised by CDC
IXIS Asset Management Advisors, L.P. (an affiliate of Loomis Sayles) in late
May 2003. Each remaining nominee, except for Mr. Alaimo, currently serves as
trustee of the CDC Nvest Funds Complex. The nomination of the nominees as
Trustees of the Trust is intended in part to effect a consolidation of the
boards of trustees of the CDC Nvest Funds Complex and the Loomis Sayles Fund
Complex (the "CDC-Loomis Fund Complex"). The board consolidation may be
followed by certain mergers, reorganizations and liquidations involving various
funds in the CDC-Loomis Fund Complex.

Each of the nominees has agreed to serve as a Trustee of the Trust if
elected. If any of the nominees should be unavailable for election at the time
of the Meeting (which is not presently anticipated), the persons named as
proxies may vote for other persons in their discretion or the Trustees may vote
to fix the number of Trustees at fewer than thirteen. The Trust's Agreement and
Declaration of Trust does not provide for the annual election of Trustees.
However, in accordance with the Investment Company Act of 1940 (the "1940
Act"), (i) the Trust will hold a shareholders' meeting for the election of
Trustees at such times as less than a majority of the Trustees holding office
have been elected by shareholders, and (ii) if, after filling a vacancy on the
Board of Trustees, less than two-thirds of the Trustees holding office would
have been elected by the shareholders, that vacancy may only be filled by a
vote of the shareholders. In addition, Trustees may be removed from office by a
written consent signed by the holders of two-thirds of the outstanding shares
of the Trust and filed with the Trust's custodian, or by vote of the holders of
two-thirds of the outstanding shares of the Trust at a meeting duly called for
such purpose, which meeting shall be held upon the written request of the
shareholders holding not less than 10% of the Trust's outstanding shares.

In connection with the October 30, 2000 acquisition of Loomis Sayles' parent
companies by its current parent company, at least 75% of the Board of Trustees
of
- --------
/1/ The CDC Nvest Funds Complex is composed of the following six trusts: CDC
Nvest Funds Trust I, which consists of 15 separate series, CDC Nvest Funds
Trust II, which consists of 5 separate series, CDC Nvest Funds Trust III,
which consists of 3 separate series, CDC Nvest Companies Trust I, which
consists of 1 series, CDC Nvest Cash Management Trust, which consists of 1
series and CDC Nvest Tax Exempt Money Market Trust, which consists of 1
series.

the Trust must be comprised of Trustees who are not "interested persons" (as
defined in the 1940 Act) of the Trust or Loomis Sayles ("Independent Trustees")
for a period of three years following the acquisition (i.e. until October 30,
2003) for such acquisition to fall within the "safe harbor" afforded by Section
15(f) of the 1940 Act (relating to the receipt of compensation in connection
with the sale of a mutual fund advisory business). Since each of Mr. Alaimo,
Mr. Benjamin and Mr. Chenault is a current Independent Trustee, the Board of
Trustees currently satisfies this requirement. Likewise, if the thirteen
nominees for election as Trustees (Messrs. Alaimo, Allison, Benjamin, Blanding,
Cain, Chenault, Cowan, Darman, Hailer, Shane, Voss and White and Ms. Moose (the
"Nominees")) are elected as Trustees, Messrs. Alaimo, Allison, Benjamin, Cain,
Chenault, Cowan, Darman, Shane and White and Ms. Moose would be Independent
Trustees, so that the Board of Trustees would continue to satisfy this
requirement.

Set forth below are the names of the Nominees together with certain
information about them:

Nominees for Interested Trustee*

Number of
Portfolios in
Fund
Complex
Term of Overseen
Office and Principal or to be Other
Position(s) Length of Occupation(s) Overseen Directorships
Name, Address Held with Time During Past by Nominee Held by
and Age Trust Served** 5 Years for Trustee Trustee
- ---------------------- -------------- ----------- ------------------- ------------- -------------

Robert J. Blanding*** Trustee and Less than President, 22++ 0
555 California Street, President 1 Year Chairman, Director
San Francisco, CA (Formerly, (Served as and Chief
(55 Years Old) Executive Executive Executive Officer,
Vice President Vice Loomis Sayles
and Vice President
President) for 5 Years
and Vice
President
for 3
Years)
John T. Hailer**** N/A N/A President and Chief 48+ Trustee, AEW
399 Boylston Street Executive Officer, Real Estate
Boston, MA 02116 CDC IXIS Asset Income Fund
(42 Years Old) Management
Distributors, L.P.;
formerly, Senior
Vice President,
Fidelity
Investments

- --------
+ Assumes election to the boards of trustees of the Loomis Sayles Fund Complex.
++ 48, if also elected to the boards of trustees of the CDC Nvest Funds Complex.

Peter S. Voss***** N/A N/A Director, President 48+ Trustee,
399 Boylston Street and Chief Harris Associates
Boston, MA 02116 Executive Officer, Investment
(56 Years Old) CDC IXIS Asset Trust; Trustee,
Management North AEW Real
America, L.P. Estate Income
Fund
Nominees for Disinterested Trustee
Joseph Alaimo****** Trustee 3 Years Chairman, 22 Formerly,
N. Bank Lane, Wayne Hummer Director,
Lake Forest, Illinois Investment Trust Wintrust
(72 Years Old) Financial
Corporation
Graham T. Allison, Jr. N/A N/A Douglas Dillon 48+ Director,
399 Boylston Street Professor and Taubman
Boston, MA 02116 Director of the Centers, Inc.;
(62 Years Old) Belfer Center for Board Member,
Science and USEC Inc.;
International Trustee, AEW
Affairs, John F. Real Estate
Kennedy School of Income Fund
Government,
Harvard University
Edward A. Benjamin Trustee Less than 1 Director, Precision 24*++ 0*
71 Sierra Rosa Loop Year Corporation (optics
Santa Fe, NM 87506 manufacturer);
(64 Years Old) Director, Coal,
Energy Investments
& Management,
LLC; formerly,
Partner, Ropes &
Gray (law firm)
until 1999
Daniel M. Cain N/A N/A President and CEO, 48+ Trustee,
452 Fifth Avenue Cain Brothers & Universal Health
New York, NY 10018 Company, Realty Income
(58 Years Old) Incorporated Trust; Director,
(investment PASC; Trustee,
banking) AEW Real
Estate Income
Fund

- --------
* In addition to serving as a trustee of the Trust and LSF, Mr. Benjamin
serves as a trustee of the New England Zenith Fund, two series of which are
advised by Loomis Sayles and its affiliates.
+ Assumes election to the boards of trustees of the Loomis Sayles Fund Complex.
++ 48, if also elected to the boards of trustees of the CDC Nvest Funds Complex.

Paul G. Chenault Trustee 3 Years Retired; formerly, 22++ Director, Mailco
5852 Pebble Beach Trustee of Variable Office Products,
Way Investors Series Inc.
San Luis Obispo, CA 93401 Trust. From August
(68 Years Old) 1997 to September
1997, Vice
President of
Loomis Sayles and
prior to October
1995, Senior Vice
President and Chief
Investment Officer,
XL Capital Ltd.,
Hamilton, Bermuda
Kenneth J. Cowan N/A N/A Retired 48+ Trustee, AEW
399 Boylston Street Real Estate
Boston, MA 02116 Income Fund
(70 Years Old)
Richard Darman N/A N/A Partner, The 48+ Director and
399 Boylston Street Carlyle Group Vice Chairman,
Boston, MA 02116 (investments); AES
(59 Years Old) Formerly, Corporation;
Professor, John F. Trustee, AEW
Kennedy School of Real Estate
Government, Income Fund
Harvard University
Sandra O. Moose N/A N/A Senior Vice 48+ Director,
One Exchange Place President and Verizon
Boston, MA 02109 Director, The Communications;
(61 Years Old) Boston Consulting Director, Rohm
Group, Inc. and Haas
(management Company;
consulting) Trustee, AEW
Real Estate
Income Fund

- --------
+ Assumes election to the boards of trustees of the Loomis Sayles Fund Complex.
++ 48, if also elected to the boards of trustees of the CDC Nvest Funds Complex.

John A. Shane N/A N/A President, 48+ Director,
200 Unicorn Park Drive Palmer Service Eastern Bank
Woburn, MA 01801 Corporation Corporation;
(70 Years Old) (venture capital Director,
organization) Gensym
Corporation;
Director,
Overland
Storage, Inc.;
Director, Abt
Associates Inc.;
Trustee, AEW
Real Estate
Income Fund
Pendleton P. White****** N/A N/A Retired 48+ Trustee, AEW
6 Breckenridge Lane Real Estate
Savannah, GA 31411 Income Fund
(72 Years Old)

- --------
+ Assumes election to the boards of trustees of the Loomis Sayles Fund
Complex.
* "Interested persons" (as defined in the 1940 Act) of the Trust.
** Each Trustee serves for an indefinite term in accordance with the
Trust's Agreement and Declaration of Trust until the date the Trustee
dies, resigns or is removed, or, if sooner, until the election and
qualification of the Trustee's successor.
*** Mr. Blanding is deemed an "interested person" of the Trust and Loomis
Sayles by virtue of his position as an officer and director of Loomis
Sayles.
**** Mr. Hailer is deemed an "interested person" of the Trust and Loomis
Sayles by virtue of his position as an officer and director of CDC IXIS
Asset Management Distributors, L.P.
***** Mr. Voss is deemed an "interested person" of the Trust and Loomis
Sayles by virtue of his position as an officer and director of Loomis
Sayles.
****** If elected as Trustees, Messrs. Alaimo and White are expected to retire
by December 31, 2003.

The following table sets forth the dollar range of shares owned by each
Trustee as of December 31, 2002 of (i) each individual Fund and (ii) all of the
funds in the Loomis Sayles Fund Complex:

Nominees for Interested Trustee:

Robert J.
Dollar Range of Fund Shares Blanding John T. Hailer Peter S. Voss
- --------------------------- ------------- -------------- -------------

Loomis Sayles Benchmark Core Bond Fund none none none
Loomis Sayles Core Plus Fixed Income
Fund none none none
Loomis Sayles Fixed Income Fund none none none
Loomis Sayles Institutional High Income
Fund over $100,000 none none
Loomis Sayles Intermediate Duration Fixed
Income Fund none none none
Loomis Sayles Investment Grade Fixed
Income Fund none none none
Loomis Sayles Mid Cap Growth Fund none none none
Loomis Sayles Provident Fund none none none
Loomis Sayles Small Company Growth
Fund none none none

Aggregate Dollar Range of Fund Shares in
Funds Overseen or to be Overseen by the
Nominee in the Loomis Sayles Fund Complex: over $100,000 over $100,000 over $100,000

Nominees for Disinterested Trustee:

Dollar Range Joseph Graham T. Edward A. Daniel M. Paul G. Kenneth J. Richard Sandra O. John A. Pendleton
of Fund Shares Alaimo Allison, Jr. Benjamin Cain Chenault Cowan Darman Moose Shane P. White
- -------------- -------- ------------ --------- --------- --------- ---------- ------- --------- ------- ---------

Loomis Sayles
Benchmark
Core Bond
Fund none none none none none none none none none none
Loomis Sayles
Core Plus
Fixed Income
Fund none none none none none none none none none none
Loomis Sayles
Fixed Income
Fund none none none none none none none none none none
Loomis Sayles
Institutional
High Income
Fund none none none none none none none none none none
Loomis Sayles
Intermediate
Duration
Fixed Income over
Fund $100,000 none none none none none none none none none
Loomis Sayles
Investment
Grade Fixed
Income Fund none none none none none none none none none none
Loomis Sayles
Mid Cap
Growth Fund none none none none none none none none none none
Loomis Sayles
Provident
Fund none none none none none none none none none none
Loomis Sayles
Small
Company
Growth Fund none none none none none none none none none none

Aggregate
Dollar
Range of
Fund Shares
in Funds
Overseen or
to be
Overseen by
the Nominee
in the
Loomis
Sayles Fund over $ 50,001-
Complex: $100,000 none none none $100,000 none none none none none

Each Trustee who is not an "interested person" (as defined in the 1940 Act)
of the Trust is compensated at the rate of $5,000 per in-person meeting per
annum. In addition, each Trustee receives an annual retainer of $20,000 and is
reimbursed for travel expenses in connection with attendance at meetings.
Currently, these fees are

allocated ratably among all the funds in the Loomis Sayles Fund Complex. It is
expected that following the consolidation of the boards of trustees of the CDC
Nvest Funds Complex and the Loomis Sayles Fund Complex, these fees will be
increased in recognition of the increased responsibilities of the Trustees and
will be allocated ratably among all the funds in the CDC-Loomis Fund Complex.
The Trust pays no compensation to its officers or to Trustees who are
"interested persons" (as defined in the 1940 Act) of the Trust.

The following table sets forth the compensation received by the Trustees
during fiscal year 2002:

Compensation Table
For the Fiscal Year Ended September 30, 2002

(1) (2) (3) (4) (5)
Total
Pension or Compensation
Retirement Estimated From Fund
Aggregate Benefits Accrued Annual Complex
Name of Person*, Compensation as Part of Fund Benefits Upon Paid to
Position from Trust Expenses Retirement Trustee
---------------- ------------ ---------------- ------------- ------------

Edward A. Benjamin,
Trustee $ 0 N/A N/A $12,161**
Charles J. Finlayson,
Trustee $10,000 N/A N/A $10,000
Timothy J. Hunt,
Trustee $10,000 N/A N/A $10,000

- --------
* On October 15, 2002, new members of the Board of Trustees were elected to
succeed Messrs. Finlayson and Hunt. The newly elected Trustees, Robert J.
Blanding (Interested Trustee) and Joseph Alaimo, Edward A. Benjamin and Paul
G. Chenault (each an Independent Trustee) received no compensation from the
Trust during the fiscal year ended September 30, 2002.
**Total compensation figures include compensation received from the series of
the New England Zenith Fund advised by Loomis Sayles and its affiliates
(four prior to May 1, 2002, two thereafter).

The Trustees of the Trust who are Independent Trustees perform the functions
of audit, nominating and governance and contract review committees. Their
responsibilities as such include review of financial and accounting controls
and procedures; recommendations as to the selection of the independent
accountants; review of the scope of the audit; review of financial statements
and audit reports; and review of the independence of the independent
accountants and approval of fees and assignments relating to all activities of
the independent accountants on the Trust's behalf. In addition, the Independent
Trustees have responsibility for the nomination of other Independent Trustees,
and review and make recommendations to the Board as to contracts requiring
approval of a majority of the Independent Trustees and any other contracts
which may be referred to them by the Board. During the most recently completed
fiscal year, in performing the functions of the audit committee, the
Independent Trustees met twice, in performing the functions

of the nominating and governance committee, the Independent Trustees met twice
and in performing the functions of the contract review committee, the
Independent Trustees met twice.

The following table shows the shares of the Trust held, if any, as of
December 31, 2002 by each Nominee rounded to the nearest whole share. Unless
otherwise noted, each of the shareholders named below has sole investment power
and sole voting power with respect to the shares of the Trust beneficially
owned.

Number of
Shares Owned Percent
as of December 31, of Class
Nominees 2002 Held
-------- ------------------ --------

LOOMIS SAYLES INSTITUTIONAL HIGH INCOME
FUND
Robert J. Blanding............................ 109,847 *
All Nominees and executive officers as a group 1,238,628 10.4%
LOOMIS SAYLES INTERMEDIATE DURATION
FIXED INCOME FUND
Joseph Alaimo................................. 11,414 *
All Nominees and executive officers as a group 21,164 *

- --------
* Less than 1%.

In 2002, the Trust held four Board meetings. Each of the current Trustees
attended at least 75% of the meetings of the Board of Trustees and committees
thereof of which such Trustee is a member held during the time of such
Trustee's service as a Trustee.

The Agreement and Declaration of Trust and the By-Laws of the Trust provide
that the Trust will indemnify its Trustees and officers against liabilities and
expenses incurred in connection with litigation in which they may be involved
because of their offices with the Trust, unless it is determined in the manner
specified in the By-Laws that they have not acted in good faith in the
reasonable belief that their actions were in the best interests of the Trust,
and except that no such person shall be indemnified against any liability to
the Trust or its shareholders arising by reason of willful misfeasance, bad
faith, gross negligence or reckless disregard of the duties involved in the
conduct of such person's office.

The Trustees unanimously recommend the election of each Nominee for Trustee
listed above.

Required Vote. The vote of a plurality of the shares represented at the
Meeting (all Funds voting together as a single class) is required to elect the
Nominees as Trustees.

II. OTHER INFORMATION

The following table lists the executive officers of the Trust, their ages,
addresses and the length of time such person served as an executive officer of
the Trust. Each such person has been elected to the indicated office of the
Trust by the Trustees of the Trust. Each officer's principal occupation for the
past five years is listed; similar prior positions within the same company are
omitted.

Term of
Position(s) Office and
Held with Length of Principal Occupation(s)
Name, Address and Age** Trust Time Served* During Past 5 Years
- ------------------------- --------------- ---------------- -------------------------------

Sheila M. Barry Secretary 6 Years Assistant General Counsel and
(57 Years Old) Vice President, Loomis Sayles.
Robert J. Blanding Trustee and Less than 1 Year President, Chairman, Director
555 California Street, President (Served as and Chief Executive Officer,
San Francisco, California (Formerly, Executive Vice Loomis Sayles.
(55 Years Old) Executive Vice President for 5
President and Years and as
Vice President) Vice President
for 3 Years)
Kevin Charleston Treasurer Less than 1 Year Vice President, Director and
(37 Years Old) (Formerly, Vice (Served as Vice Chief Financial Officer, Loomis
President) President for 1 Sayles. Formerly, Senior Vice
Year) President and Treasurer, Nvest
Companies, L.P.
Christopher R. Ely Vice President 4 Years Vice President and Director,
(47 Years Old) Loomis Sayles.
Philip C. Fine Vice President 4 Years Vice President, Loomis Sayles.
(53 Years Old)
Daniel J. Fuss Executive Vice Less than 1 Year Vice Chairman, Director,
(69 Years Old) President. (Served as Loomis Sayles
(Formerly, President
President) for 8 years)
Kathleen C. Gaffney Vice President 6 Years Vice President, Loomis Sayles.
(41 Years Old)
Joseph R. Gatz Vice President 3 Years Vice President, Loomis Sayles.
39533 Woodward Ave. Formerly, Portfolio Manager,
Bloomfield Hills, MI Bank One Investment Advisers
(41 Years Old) Corporation.
Dean A. Gulis Vice President 3 Years Vice President, Loomis Sayles.
39533 Woodward Ave.
Bloomfield Hills, MI
(47 Years Old)
Robert G. Ix Vice President Less than 1 Year Vice President, Loomis Sayles.
(38 Years Old) Formerly, Portfolio Manager at
The Bank of New York.

* Each executive officer serves for an indefinite term in accordance with the
current By-Laws of the Trust until the date his or her successor is elected
and qualified, or until he or she sooner dies, resigns, is removed or
becomes disqualified.
** Except as indicated, the address of each executive officer is One Financial
Center, Boston, Massachusetts 02111.

Position(s) Term of Office
Held with and Length of Principal Occupation(s)
Name, Address and Age** Trust Time Served* During Past 5 Years
- ----------------------- -------------- ---------------- ------------------------------

Steven Kaseta Vice President 1 Year Vice President, Loomis Sayles.
(48 Years Old)
Peter Palfrey Vice President Less than 1 year Vice President, Loomis Sayles.
(41 Years Old) Formerly, Vice President and
Portfolio Manager, Back Bay
Advisors, L.P.
Nicholas H. Palmerino Assistant 7 Years Senior Vice President, CDC
(38 Years Old) Treasurer IXIS Asset Management
Services, Inc. Formerly, Vice
President, Loomis Sayles.
Lauren Pitalis Vice President 1 Year Vice President, Loomis Sayles.
(42 Years Old)
Craig Smith Vice President 2 Years Vice President, Loomis Sayles.
227 W. Monroe Street,
Chicago, IL
(38 Years Old)
David L. Smith Vice President 4 Years Vice President, Loomis Sayles.
(43 Years Old)
Frederick E. Sweeney, Jr. Vice President 4 Years Vice President, Loomis Sayles.
(41 Years Old)
Daniel G. Thelen Vice President 3 Years Vice President, Loomis Sayles.
39533 Woodward Ave.
Bloomfield Hills, MI
(45 Years Old)
Kurt Wagner Vice President 1 Year Vice President, Loomis Sayles.
227 W. Monroe Street
Chicago, IL
(43 Years Old)
Gregory B. Woodgate Assistant 2 Years Vice President, Loomis Sayles.
(32 Years Old) Treasurer

Loomis Sayles serves as investment adviser to the Funds, and Loomis Sayles
Distributors, L.P. (the "Distributor") serves as distributor and principal
underwriter to the Funds. The address of Loomis Sayles and the Distributor is
One Financial Center, Boston, Massachusetts 02111. It is expected that CDC IXIS
Asset Management Distributors, L.P. will replace the Distributor as the
distributor and principal underwriter to the Funds on or about July 1, 2003.

PricewaterhouseCoopers LLP serves as independent accountants to the Funds.
Representatives of PricewaterhouseCoopers LLP are not expected to be present at

the Meeting, but have been given the opportunity to make a statement if they so
desire and will be available should any matter arise requiring their presence.

As of February 26, 2003, the following persons owned beneficially (within
the meaning of Rule 13d-3 under the Securities Exchange Act of 1934) or of
record 5% or more of the outstanding shares of the indicated classes of the
following Funds:

Percent
Number of of Class
Shareholder Address Shares Owned Held
- ----------- ------- ------------ --------

LOOMIS SAYLES BENCHMARK CORE BOND FUND
Institutional Class Shares

Asbestos Workers Local #84 Pension Plan 36 East Warner Road 449,044.506 26.41%
Akron, OH 44319

Comerica Bank P.O. Box 7500 MC 3446 773,421.474 45.48%
City of Livonia Retiree Health/Disability Detroit, MI 48275

AAUW-- Educational Foundation Finance Department 196,725.877 11.57%
1111 Sixteenth Street, NW
Washington, D.C. 20036

Southeastern Michigan Chapter, NECA P.O. Box 385 152,753.517 8.98%
Southfield, MI 48037

Retail Class Shares

Loomis, Sayles & Co, L.P. One Financial Center 1,033.663 55.11%
Boston, MA 02111-2621

Kathleen M. Heck & Otto A. Heck 11 Milltown Rd 346.935 18.50%
JTWROS Sockton, NJ 08559

Michael Davis Barnett & Joan Dymmd 15 Ruggles Rd 479.845 25.58%
Barnett JTWROS Orleans, MA 02653

Admin Class Shares

Loomis, Sayles & Co, L.P. One Financial Center 1,032.009 98.56%
Boston, MA 02111-2621
LOOMIS SAYLES CORE PLUS FIXED INCOME FUND

Union Bank of CA NA P.O. Box 85484 236,619.335 38.26%
Union Bank TR Nominee FBO San Diego, CA 92186-5484
CMT Omnibus--Reinvest

Union Bank of California NA P.O. Box 85484 242,406.475 39.20%
Union Bank TR Nominee FBO San Diego, CA 92186-5484
CMT Omnibus

The Northern Trust Company trustee of the P.O. Box 92994 113,201.617 18.31%
Baker Hughes Company, Inc. Chicago, IL 60675

Percent
Number of of Class
Shareholder Address Shares Owned Held
- ----------- ------- --------------- --------

LOOMIS SAYLES FIXED INCOME FUND

Marsh & McLennan Companies Inc. 1166 Avenue of the 10,739,560.362 32.91%
Marsh & McLennan Defined Benefit Plan Americas
New York, NY 10036

Amvescap National Trust Agent for Fleet P.O. Box 105779 992,412.622 8.30%
National Bank FBO Loomis Sayles Atlanta, GA 30348

Charles Schwab & Co. Inc. 101 Montgomery St. 1,626,228.559 13.60%
San Francisco, CA 94104

The Northern Trust TTEE FBO P.O. Box 92956 3,378,419.103 10.35%
Reliant Energy--DV Chicago, IL 60675

USC Educational Foundation 900 Assembly St., Ste. 400 2,044,362.118 6.26%
Columbia, SC 29201

Wake Forest University P.O. Box 7354 2,513,749.070 7.70%
Reynolds Hall Room 203
1834 Wake Forest Road
Winston-Salem, NC 27109

Stonehill College 320 Washington St. 1,977,769.191 6.06%
Easton, MA 02357

Massachusetts Water Resources 100 First Ave. 1,964,420.217 6.02%
Authority Charlestown Navy Yard
Boston, MA 02129

Somerville Retirement System 50 Evergreen Ave. 1,932,511.064 5.92%
City Hall Annex
Somerville, MA 02145
LOOMIS SAYLES INSTITUTIONAL HIGH INCOME FUND

Blue Cross Blue Shield of 401 Park Drive 3,471,249.513 29.04%
Massachusetts, Inc. Boston, MA 02215
Landmark Center

Mills College 5000 MacArthur Blvd. 1,060,052.081 8.87%
Oakland, CA 94613

Energen Corporation 605 21st Street 675,931.467 5.65%
Retirement Income Plan North Birmingham, AL
35203-2777

Worcester Polytechnic Institute 100 Institute Road 840,077.366 7.03%
Worcester, MA 01609

Daniel J. Fuss 44 Longfellow Rd. 916,827.651 7.67%
Wellesley, MA 02481

City of Dearborn Heights 6045 Fenton Ave. 713,207.751 5.97%
Policemen and Firemen Ret. Dearborn Heights, MI 48127

Percent
Number of of Class
Shareholder Address Shares Owned Held
- ----------- ------- ------------------- --------

LOOMIS SAYLES INTERMEDIATE DURATION FIXED INCOME FUND

Trustees of Clark University 950 Main Street 1,861,516.054 45.96%
Worcester, MA 01610

Youngstown Area Jewish 505 Gypsy Lane 501,771.484 12.39%
Foundation Youngstown, OH 44504

Wells Fargo Bank MN NA FBO P.O. Box 1533 793,596.211 19.59%
Syntegra Inc. 12762405 Minneapolis, MN 55480

Charles Schwab & Co. Inc. 101 Montgomery St. 548,051.451 13.53%
San Francisco, CA 94194
LOOMIS SAYLES INVESTMENT GRADE FIXED INCOME FUND

Braintree Contributory 71 Cleveland Avenue 1,681,048.842 15.26%
Retirement System Braintree, MA 02184

Jupiter & Co. c/o Investors Bank & P.O. Box 9130 FPG 90 892,852.011 8.11%
Trust Boston, MA 02117

FMB Trust Company NA FBO P.O. Box 1596 734,624.160 6.67%
York College Baltimore, MD 21203

Harrington Memorial Hospital 100 South Street 684,446.377 6.21%
Endowment Southbridge, MA 01550

Bost & Co A/C MAFF1683002 P.O. Box 3198 1,337,053.141 12.14%
Mellon Bank NA Pittsburgh, PA 15230
Mutual Funds Department

Teamsters Local 522 2185 Lemoine Ave. 1,209,574.886 10.98%
Fort Lee, NY 07024

BNY Midwest Trust 209 West Jackson Blvd. 603,485.909 5.48%
Trustee for AGCO Corp. Chicago, IL 60606

National Cable Satellite Corp. 400 North Capital St., NW 700,238.280 6.36%
Suite 650
Washington, DC 20001
LOOMIS SAYLES MID CAP GROWTH FUND

City of Cambridge Contributory 225 Bent Street 1,250,000.000 100%
Retirement System Cambridge, MA 02141
LOOMIS SAYLES PROVIDENT FUND

Brockton Health Corp. Endowment 680 Centre Street 745,039.788 48.73%
Brockton, MA 02302

Loomis, Sayles & Co., L.P. One Financial Center 151,065.811 9.88%
Boston, MA 02111

Brockton Hospital Pension Trust 680 Centre Street 593,512.063 38.82%
Brockton, MA 02302

Percent
Number of of Class
Shareholder Address Shares Owned Held
- ----------- ------- ----------------- --------

LOOMIS SAYLES SMALL COMPANY GROWTH FUND

Massachusetts Water Resources 100 First Avenue 628,899.188 16.55%
Authority Retirement System Charlestown Navy Yard
Charlestown, MA
02129-2043

Saxon & Co. P.O. Box 7780-1888 562,648.631 14.81%
A/C #21-70-001-3938901 Philadelphia, PA
19182-0001

Northern Arizona Healthcare 1200 N. Beaver 447,269.303 11.77%
Flagstaff, AZ 86001

Westfield Contributory Retirement 59 Court St. 355,788.698 9.36%
System PO Box 106
Westfield, MA 01086

Detroit Institute of Arts Founders 5200 Woodward Ave. 348,858.306 9.18%
Society Detroit, MI 48202

Strafe & Co PO Box 160 332,883.411 8.76%
Westerville, OH 43086

Wisconsin Province of the Society of 3400 West Wisconsin Ave. 264,514.644 6.96%
Jesus Milwaukee, WI 53208

The University of Memphis 108 Billy Mac Jones 395,144.127 10.40%
Foundation Building
Memphis, TN 38152

In the event that sufficient votes in favor of the election of any of the
Nominees are not received by May 14, 2003, the persons named as proxies may
propose one or more adjournments of the Meeting to permit further solicitation
of proxies. Any such adjournment will require the affirmative vote of a
majority of the shares present in person or by proxy at the session of the
Meeting to be adjourned. The persons named as proxies will vote in favor of
such adjournment those proxies which they are entitled to vote in favor of the
election of all of the Nominees. They will vote against such adjournment those
proxies required to be voted against the election of any of the Nominees and
will not vote any proxies that direct them to abstain from voting on the
election of the Nominees.

Although the Meeting is called to transact any other business that may
properly come before it, the only business that management intends to present
or knows that others will present is the business mentioned in the Notice of
Special Meeting. However, if any additional matters properly come before the
Meeting, and on all matters incidental to the conduct of the Meeting, it is the
intention of the persons named in the enclosed proxy to vote the proxy in
accordance with their judgment on such matters unless previously instructed to
the contrary by means of written instructions from a shareholder received by
the Secretary of the Trust.

Shareholder Proposals at Future Meetings. Because the Trust does not hold
regular meetings of shareholders, no particular date is anticipated for the
next shareholder meeting. Shareholders who wish to submit a proposal to be
included in the Trust's proxy materials for the next meeting of shareholders,
if any, must deliver notice of the proposal within a reasonable time before the
Trust begins to print and mail its proxy materials. As of March 24, 2003, the
Trust has not received any shareholder proposals and thus none is included in
these proxy materials. Shareholders who wish to make a proposal at the next
meeting of shareholders, if any, that will not be included in the Trust's proxy
materials must notify the Trust a reasonable time before it begins to print and
mail its proxy materials for that meeting. If a shareholder who wishes to
submit a proposal fails to timely notify the Trust, the proxies solicited for
the meeting will have discretionary authority to vote on the shareholder's
proposal if it is properly brought before the meeting. If a shareholder makes a
timely notification, the proxies may still exercise discretionary voting
authority to the extent permitted by the Securities and Exchange Commission's
proxy rules. You may submit shareholder proposals to Sheila M. Barry,
Secretary, Loomis Sayles Investment Trust, One Financial Center, Boston,
Massachusetts 02111.

Quorum and Methods of Tabulation. Forty percent (40%) of the shares entitled
to vote, present in person or represented by proxy, constitutes a quorum for
the transaction of business with respect to the election of Trustees at the
Meeting. Votes cast by proxy or in person at the meeting will be counted by
persons appointed by the Trust as tellers (the "Tellers") for the Meeting.

The Tellers will count the total number of votes cast "for" election of each
Nominee for purposes of determining whether sufficient affirmative votes have
been cast. The Tellers will count shares represented by proxies that reflect
abstentions and "broker non-votes" (i.e., shares held by brokers or nominees as
to which (i) instructions have not been received from the beneficial owners or
the persons entitled to vote and (ii) the broker or nominee does not have
discretionary voting power on a particular matter) as shares that are present
and entitled to vote on the matter for purposes of determining the presence of
a quorum. With respect to the election of Trustees, neither abstentions nor
broker non-votes have any effect on the outcome of the election.

[X]PLEASE MARK VOTES
AS IN THIS EXAMPLE

1. To elect Trustees
- ----------------------------------
LOOMIS SAYLES INVESTMENT TRUST
- ----------------------------------

(01) Joseph Alaimo (08) Richard Darman For All With- For All
(02) Graham T. Allison, Jr. (09) John T. Hailer Nominees hold Except
(03) Edward A. Benjamin (10) Sandra O. Moose [_] [_] [_]
(04) Robert J. Blanding (11) John A. Shane
(05) Daniel M. Cain (12) Peter S. Voss
(06) Paul G. Chenault (13) Pendleton P. White
(07) Kenneth J. Cowan

NOTE: If you do not wish your shares voted "For" a particular nominee,
CONTROL NUMBER: mark the "For All Except" box and strike a line through the name(s) of the
RECORD DATE SHARES: nominee(s). Your shares will be voted for the remaining nominee(s).

------------
Please be sure to sign and date this Proxy. Date Mark box at right if an address change or comment
- ----------------------------------------------------------- has been noted on the reverse side of this card. [_]

- -------Shareholder sign here---------Co-owner sign here---

DETACH CARD DETACH CARD

Your vote is important. Please vote immediately.

- -------------------------------------- ----------------------------------
Vote-by-Internet [GRAPHIC] Vote-by-Telephone [GRAPHIC]

1. Log on to the Internet and go OR 1. Call toll-free
to http://www.eproxyvote. 1-877-PRX-VOTE (1-877-779-8683)
com/lsbdx

2. Enter your Voter Control Number 2. Enter your Voter Control Number
listed above and follow the easy listed above and follow the
steps outlined on the secured easy recorded instructions.
website.
- -------------------------------------- ----------------------------------
If you vote over the Internet or by telephone, please do not mail your card.

SPECIAL MEETING OF SHAREHOLDERS

LOOMIS SAYLES INVESTMENT TRUST

One Financial Center
Boston, Massachusetts 02111

THIS PROXY IS SOLICITED BY THE TRUSTEES

The undersigned hereby appoints Kevin P. Charleston, Lauren B. Pitalis and
Sheila M. Barry, and each of them separately, as proxies with power of
substitution to each, and hereby authorizes them to represent and to vote all of
the shares of the Loomis Sayles Investment Trust (the "Trust") that the
undersigned would be entitled to vote if personally present at the Special
Meeting of the Shareholders of the Trust (the "Meeting") to be held at its
offices on May 14, 2003 and at any adjournments thereof, for the purposes set
forth in the accompanying Notice of Special Meeting of Shareholders. Only
shareholders of record at the close of business on February 26, 2003 (the
"Record Date") are entitled to vote at the meeting or at any adjourned session
thereof.

THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN BY
THE UNDERSIGNED SHAREHOLDER AND IN THE PROXIES' DISCRETION ON SUCH OTHER MATTERS
THAT MAY PROPERLY COME BEFORE THE MEETING. IF NO DIRECTION IS MADE, THIS PROXY
WILL BE VOTED FOR THE ELECTION OF TRUSTEES AS SET FORTH IN PROPOSAL 1.

- --------------------------------------------------------------------------------
PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED
ENVELOPE.
- --------------------------------------------------------------------------------

Please sign exactly as your name appears on the books of the Trust. Joint owners
should each sign personally. Trustees and other fiduciaries should indicate the
capacity in which they sign, and where more than one name appears, a majority
must sign. If a corporation, this signature should be that of an authorized
officer who should state his or her title.

HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
________________________________ ________________________________
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