FINANCIAL INTERMEDIARY CLASS DISTRIBUTION PLAN OF

                        LEGG MASON INVESTMENT TRUST, INC.

                          LEGG MASON OPPORTUNITY TRUST



         WHEREAS, Legg Mason Investment Trust, Inc. (the "Corporation") is an

open-end management investment company registered under the Investment Company

Act of 1940, as amended ("1940 Act"), and has offered, and intends to continue

offering, for public sale shares of common stock known as the Legg Mason

Opportunity Trust (the "Fund");



         WHEREAS, the Corporation has registered the offering of its shares of

common stock under a Registration Statement filed with the Securities and

Exchange Commission and that Registration Statement is in effect as of the date

hereof;



         WHEREAS, the Corporation desires to adopt a Distribution Plan pursuant

to Rule 12b-1 under the 1940 Act with respect to the Fund's Financial

Intermediary Class of shares (the "Class"), and the Board of Directors has

determined that there is a reasonable likelihood that adoption of the

Distribution Plan will benefit the Fund and shareholders of the Class;



         WHEREAS, the Corporation has employed Legg Mason Wood Walker,

Incorporated ("Legg Mason") as principal underwriter of the shares of the

Corporation;



         NOW, THEREFORE, the Corporation hereby adopts this Distribution Plan

(the "Plan") in accordance with Rule I2b-1 under the 1940 Act on the following

terms and conditions:



         1.       A.      The Fund shall pay to Legg Mason, as compensation For

Legg Mason's services as principal underwriter of the Fund's Financial

Intermediary Class shares, a distribution fee at the rate hot to exceed 0.15% on

an annualized basis of the average daily net assets attributable to Financial

Intermediary Class shares of the Fund, such fee to be calculated and accrued

daily and paid monthly or at such other intervals as the Board shall determine.



                  B.       The Fund shall pay to Legg Mason, as compensation for

ongoing services provided to the investors in Financial Intermediary Class

shares of the Fund, a service fee at the rate not to exceed 0.25% on an

annualized basis of the average daily net assets attributable to Financial

Intermediary Class shares of the Fund, such fees to be calculated and accrued

daily and paid monthly or at such other intervals as the Board shall determine.



                  C.       The Fund may pay a distribution or service fee to

Legg Mason at a lesser rate than the fees specified in paragraph 1.A and 1.B..

respectively, of this Plan as approved in the manner specified in paragraph 3 of

this Plan. Amounts payable hereunder are payable without regard to the

aggregate amount that may be paid over the years, provided that, so long as the

limitations set forth in Conduct Rule 2830 of the National Association of

Securities Dealers, Inc. ("NASD") remain in effect and apply to distributors

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