SC TO-C

     As filed with the Securities and Exchange Commission on August 22, 2005

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                                   SCHEDULE TO
                             Tender Offer Statement
      Under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange
                                   Act of 1934
                           --------------------------
                    EVERGREEN UTILITIES AND HIGH INCOME FUND
                                (Name of Issuer)
                           --------------------------

                    EVERGREEN UTILITIES AND HIGH INCOME FUND
                  (Names of Filing Persons (Offeror and Issuer)


                           Common Shares, No Par Value
                         (Title of Class of Securities)


                                   30034Q 10 9
                      (CUSIP Number of Class of Securities)
                           --------------------------
                           Michael H. Koonce, Esquire
                               200 Berkeley Street
                        Boston, Massachusetts 02116-5034
                            Telephone: (617) 210-3663
            (Name, address and telephone number of person authorized
       to receive notices and communications on behalf of filing persons)


                            CALCULATION OF FILING FEE

=====================================   ========================================
    Transaction Valuation                           Amount Of Filing Fee*
- -------------------------------------   ----------------------------------------
             N/A                                            N/A
=====================================   ========================================

*     No filing fee is required because this filing contains only preliminary
      communications made before the commencement of a tender offer.

[ ]  Check the box if any part of the fee is offset as provided by Rule
     0-11(a)(2) and identify the filing with which the offsetting fee was
     previously paid. Identify the previous filing by registration statement
     number or the Form or Schedule and the date of its filing.

     Amount Previously Paid:   N/A              Form or Registration No.: N/A
     Filing Party:             N/A              Date Filed:               N/A

[X]   Check the box if the filing relates to preliminary communications made
      before the commencement of a tender offer.

      Check the appropriate boxes below to designate any transactions to which
      the statement relates:
[ ]   third-party tender offer subject to Rule 14d-1.
[X]   issuer tender offer subject to Rule 13e-4.
[ ]   going-private transaction subject to Rule 13e-3.
[ ]   amendment to Schedule 13D under Rule 13d-2.

      Check the following box if the filing is a final amendment reporting the
      results of the tender offer: [ ]

Items 1-11.  Not Applicable.

Item 12.  Materials to be Filed as Exhibits.

     (a)(5)(i)     Text of Press Release issued by Evergreen Investments with
                   respect to Evergreen Utilities and High Income Fund on August
                   22, 2005.


Item 13.  Information Required by Schedule 13E-3.

         Not Applicable.

EX-99.(A)(5)(I)

                                                                   PRESS RELEASE


                                For Immediate Release
                                22 August 2005

                                Media Inquiries
                                Dan Flaherty 617.210.3887
                                dflaherty@evergreeninvestments.com


[LOGO]
Evergreen Investments(SM)

EVERGREEN INVESTMENTS TO PROPOSE THAT EVERGREEN UTILITIES AND HIGH INCOME FUND
MAKE A TENDER OFFER TO REPURCHASE SHARES

BOSTON - Evergreen Investments announced today that it would propose to the
Board of Trustees of Evergreen Utilities and High Income Fund (AMEX:ERH) that
the fund make a tender offer to repurchase up to 5 percent of the fund's
outstanding shares at net asset value. The Board is expected to consider this
recommendation at a meeting on September 21, 2005. The Board of Trustees'
consideration is subject to certain conditions set forth in the fund's
prospectus dated April 27, 2004.

As described in the fund's prospectus, under the Enhanced Liquidity Plan, the
Board is required to consider repurchasing shares in the event that the fund's
common shares trade at a discount to net asset value of greater than 5 percent
for at least 15 out of 20 trading days during a predetermined measurement
period. The measurement period commenced on August 1, 2005. As of the close of
business on August 19, 2005, the fund had traded at a discount of greater than 5
percent for 15 days, initiating the recommendation that the Board consider a
tender offer.

In the event the Board approves the tender offer, the tender offer will be made
only by the Offer to Purchase and the related Letter of Transmittal, which would
be mailed to shareholders on or about September 26, 2005. Shareholders should
read these documents carefully when they are available because they will contain
important information. These documents will also be available to investors for
free at the website of the Securities and Exchange Commission (www.sec.gov). The
Offer to Purchase and Letter of Transmittal will also be able to be obtained at
no charge by contacting EquiServe Trust Company, N.A., the fund's information
agent, as provided in the Offer to Purchase.

ABOUT EVERGREEN INVESTMENTS

Evergreen Investments is the brand name under which Wachovia Corporation
(NYSE:WB) conducts its investment management business and is a leading asset
management firm serving more than four million individual and institutional
investors through a broad range of investment products. Led by 350 investment
professionals, Evergreen Investments strives to meet client investment
objectives through disciplined,



                                                                   PRESS RELEASE

[LOGO]
Evergreen Investments(SM)

team-based asset management. Evergreen Investments manages more than $249.9
billion in assets (as of June 30, 2005). For more information on Evergreen,
please visit www.evergreeninvestments.com.


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