Eaton Vance Floating-Rate & High Income Fund NCSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number			811-04015

Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)

The Eaton Vance Building, 255 State Street, Boston, Massachusetts					02109
(Address of principal executive offices)					(Zip code)

Maureen A. Gemma The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant’s telephone number, including area code:				(617) 482-8260

Date of fiscal year end:	October 31

Date of reporting period:		October 31, 2007

Item 1. Reports to Stockholders

Annual Report October 31, 2007

EATON VANCE
COMBINED
MONEY
MARKET
FUNDS

Cash Management Fund

Money Market Fund

IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS, AND PROXY VOTING

Privacy. The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy ("Privacy Policy") with respect to nonpublic personal information about its customers:

• Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

• None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer's account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker/dealers.

• Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

• We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Boston Management and Research, and Eaton Vance Distributors, Inc.

In addition, our Privacy Policy only applies to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer's account (i.e., fund shares) is held in the name of a third-party financial adviser/broker-dealer, it is likely that only such adviser's privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents. The Securities and Exchange Commission (the "SEC") permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called "householding" and it helps eliminate duplicate mailings to shareholders.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Portfolio Holdings. Each Eaton Vance Fund and its underlying Portfolio (if applicable) will file a schedule of its portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC's website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC's public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds' and Portfolios' Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12 month period ended June 30, without charge, upon request, by calling 1-800-262-1122. This description is also available on the SEC's website at www.sec.gov.

Eaton Vance Money Market Funds as of October 31, 2007

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Elizabeth S. Kenyon, CFA

Portfolio Manager

Investment Environment

· The fiscal year end for Cash Management Portfolio, Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund has changed from December 31 to October 31. As a result, this is the first annual report for the Funds’ new fiscal year.

· During the year ended October 31, 2007, the U.S. economy began to show signs of slowing but generally remained on solid footing. Third quarter economic growth rose 3.9%, according to preliminary Commerce Department data. The economy grew at annualized rates of 3.8% and 1.3% in the second and first quarters of 2007, respectively, following a 2.5% growth rate achieved in the fourth quarter of 2006. Despite this solid performance, the economy’s resilience was increasingly tested during 2007 by the sluggish housing and financial sectors and a sharp rise in the price of oil.

· In an unscheduled August 17, 2007 meeting, the U.S. Federal Reserve Board (the “Fed”) lowered its Discount Rate – the rate charged to banks borrowing directly from the Fed – to 5.75% from 6.25%. The move was aimed at providing liquidity during a period of increased uncertainty and tighter credit conditions that surfaced rapidly in mid-August 2007. On September 18, 2007, the Fed lowered its Federal Funds Rate to 4.75% from 5.25% – its first rate cut since the Fed stopped raising rates in June 2006 – and lowered the Discount Rate again to 5.25% from 5.75%. The Federal Funds Rate was again lowered on October 31, 2007, to 4.50%.

Asset Allocation*

By net assets

* Asset Allocation information may not be representative of the Portfolio’s current or future investments and may change due to active management.

· At October 31, 2007, Cash Management Portfolio — in which the Funds invest their assets — had 70.4% of its net assets invested in high-quality commercial paper, a highly liquid type of security in which money market funds commonly invest. The Portfolio also invests in high-quality U.S. Government agency securities and other short-term investments.

· During the ten months ended October 31, 2007, shareholders of Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund received $0.040 and $0.031 per share, respectively, in income dividends. Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund had total returns of 4.04% and 3.16%, respectively, during the same period.(1) An investment in one of the money market funds is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Funds seek to maintain a stable net asset value of $1.00 per share, it is possible to lose money by investing in a Fund.

· During the period, management maintained a relatively short weighted average maturity in the Portfolio to allow for more frequent reinvestments and help maintain each Fund’s income stream. Toward the end of the period, management extended the average maturity in the Funds, seeking to lock in more attractive rates in anticipation of Fed rate cuts The Funds have never owned asset-backed commercial paper issued by structured investment vehicles or collateralized debt obligations and do not intend to in the future.

(1) Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested. There is no sales charge.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

The views expressed in this report are those of the portfolio manager and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

Eaton Vance Money Market Funds as of October 31, 2007

FUND EXPENSES

Example: As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2007 – October 31, 2007).

Actual Expenses: The first section of each table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes: The second section of each table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual return of a Fund. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of each table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Eaton Vance Cash Management Fund

	Beginning Account Value (5/1/07)		Ending Account Value (10/31/07)		Expenses Paid During Period* (5/1/07 – 10/31/07)
Actual	$	1,000.00	$	1,024.40	$	3.11
Hypothetical
(5% return per year before expenses)	$	1,000.00	$	1,022.10	$	3.11

* Expenses are equal to the Fund's annualized expense ratio of 0.61% multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on April 30, 2007. The Example reflects the expenses of both the Fund and the Portfolio.

Eaton Vance Money Market Fund

	Beginning Account Value (5/1/07)		Ending Account Value (10/31/07)		Expenses Paid During Period* (5/1/07 – 10/31/07)
Actual	$	1,000.00	$	1,019.20	$	8.40
Hypothetical
(5% return per year before expenses)	$	1,000.00	$	1,016.90	$	8.39

* Expenses are equal to the Fund's annualized expense ratio of 1.65% multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on April 30, 2007. The Example reflects the expenses of both the Fund and the Portfolio.

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS

Statements of Assets and Liabilities

As of October 31, 2007

	Cash Management Fund			Money Market Fund
Assets
Investment in Cash Management Portfolio, at value	$	178,745,667		$	67,514,687
Receivable for Fund shares sold		1,646,601			176,875
Total assets	$	180,392,268		$	67,691,562
Liabilities
Payable for Fund shares redeemed	$	5,241,960		$	1,039,091
Dividends payable		990,863			33,397
Payable to affiliate for Trustees' fees		156			7
Payable to affiliate for distribution and service fees		—			74,344
Accrued expenses		36,909			37,771
Total liabilities	$	6,269,888		$	1,184,610
Net Assets	$	174,122,380		$	66,506,952
Sources of Net Assets
Paid-in capital	$	174,117,923		$	66,507,059
Accumulated net realized loss (computed on the basis of identified cost)		(362	)		(190	)
Accumulated undistributed net investment income		4,819			83
Total	$	174,122,380		$	66,506,952
Shares of Beneficial Interest Outstanding
		174,122,579			66,507,045
Net Asset Value, Offering Price and Redemption Price Per Share
(Net assets ÷ shares of beneficial interest outstanding)	$	1.00		$	1.00

See notes to financial statements
3

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Operations

For the Period Ended October 31, 2007⁽¹⁾

	Cash Management Fund			Money Market Fund
Investment Income
Interest allocated from Portfolio	$	6,381,185		$	2,313,978
Expenses allocated from Portfolio		(596,738	)		(217,293	)
Total investment income from Portfolio	$	5,784,447		$	2,096,685
Expenses
Trustees' fees and expenses	$	1,563		$	149
Distribution and service fees		—			374,558
Legal and accounting services		22,571			21,622
Printing and postage		10,650			8,673
Custodian fee		12,036			8,581
Transfer and dividend disbursing agent fees		57,355			52,947
Registration fees		20,650			18,359
Miscellaneous		4,822			4,514
Total expenses	$	129,647		$	489,403
Net investment income	$	5,654,800		$	1,607,282
Realized and Unrealized Loss from Portfolio
Net realized loss —
Investment transactions (identified cost basis)	$	(55	)	$	(9	)
Net realized loss	$	(55	)	$	(9	)
Net increase in net assets from operations	$	5,654,745		$	1,607,273

⁽¹⁾ For the ten months ended October 31, 2007.

See notes to financial statements
4

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Operations

For the Year Ended December 31, 2006

	Cash Management Fund			Money Market Fund
Investment Income
Interest allocated from Portfolio	$	4,370,009		$	2,342,947
Expenses allocated from Portfolio		(508,896	)		(272,196	)
Total investment income from Portfolio	$	3,861,113		$	2,070,751
Expenses
Trustees' fees and expenses	$	1,698		$	539
Distribution and service fees		—			404,131
Legal and accounting services		20,402			20,076
Printing and postage		9,448			9,854
Custodian fee		16,397			11,154
Transfer and dividend disbursing agent fees		55,829			66,893
Registration fees		30,736			37,632
Miscellaneous		1,846			3,135
Total expenses	$	136,356		$	553,414
Net investment income	$	3,724,757		$	1,517,337
Realized and Unrealized Gain (Loss) from Portfolio
Net realized gain (loss) —
Investment transactions (identified cost basis)	$	(197	)	$	(113	)
Increase from payments by affiliate		35			18
Net loss realized on the disposal of investments which did not meet the Portfolio's investment guidelines		(35	)		(18	)
Net realized loss	$	(197	)	$	(113	)
Net increase in net assets from operations	$	3,724,560		$	1,517,224

See notes to financial statements
5

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

For the Period Ended October 31, 2007⁽¹⁾

Increase (Decrease) in Net Assets	Cash Management Fund			Money Market Fund
From operations —
Net investment income	$	5,654,800		$	1,607,282
Net realized loss from investment transactions		(55	)		(9	)
Net increase in net assets from operations	$	5,654,745		$	1,607,273
Distributions to shareholders —
From net investment income	$	(5,654,800	)	$	(1,607,282	)
Total distributions to shareholders	$	(5,654,800	)	$	(1,607,282	)
Transactions in shares of beneficial interest at Net Asset Value of $1.00 per share —
Proceeds from sale of shares	$	626,885,761		$	82,204,969
Net asset value of shares issued to shareholders in payment of distributions declared		3,184,751			1,269,302
Cost of shares redeemed		(575,931,031	)		(59,064,924	)
Net increase in net assets from Fund share transactions	$	54,139,481		$	24,409,347
Net increase in net assets	$	54,139,426		$	24,409,338
Net Assets
At beginning of period	$	119,982,954		$	42,097,614
At end of period	$	174,122,380		$	66,506,952
Accumulated undistributed net investment income included in net assets
At end of year	$	4,819		$	83

⁽¹⁾ For the ten months ended October 31, 2007.

See notes to financial statements
6

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

For the Year Ended December 31, 2006

Increase (Decrease) in Net Assets	Cash Management Fund			Money Market Fund
From operations —
Net investment income	$	3,724,757		$	1,517,337
Net realized loss from investment transactions, payments by affiliate and the disposal of investments which did not meet the Portfolio's investment guidelines		(197	)		(113	)
Net increase in net assets from operations	$	3,724,560		$	1,517,224
Distributions to shareholders —
From net investment income	$	(3,724,704	)	$	(1,517,308	)
Total distributions to shareholders	$	(3,724,704	)	$	(1,517,308	)
Transactions in shares of beneficial interest at Net Asset Value of $1.00 per share —
Proceeds from sale of shares	$	164,749,685		$	41,881,817
Net asset value of shares issued to shareholders in payment of distributions declared		2,345,894			1,198,865
Cost of shares redeemed		(142,081,892	)		(49,322,436	)
Net increase (decrease) in net assets from Fund share transactions	$	25,013,687		$	(6,241,754	)
Net increase (decrease) in net assets	$	25,013,543		$	(6,241,838	)
Net Assets
At beginning of year	$	94,969,411		$	48,339,452
At end of year	$	119,982,954		$	42,097,614
Accumulated undistributed net investment income included in net assets
At end of year	$	4,819		$	83

See notes to financial statements
7

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

For the Year Ended December 31, 2005

Increase (Decrease) in Net Assets	Cash Management Fund			Money Market Fund
From operations —
Net investment income	$	2,239,721		$	788,564
Net realized loss from investment transactions, payments by affiliate and the disposal of investments which did not meet the Portfolio's investment guidelines		(86	)		(54	)
Net increase in net assets from operations	$	2,239,635		$	788,510
Distributions to shareholders —
From net investment income	$	(2,239,635	)	$	(788,510	)
Total distributions to shareholders	$	(2,239,635	)	$	(788,510	)
Transactions in shares of beneficial interest at Net Asset Value of $1.00 per share —
Proceeds from sale of shares	$	138,809,354		$	43,940,101
Net asset value of shares issued to shareholders in payment of distributions declared		1,366,207			637,780
Cost of shares redeemed		(143,371,207	)		(64,123,257	)
Net decrease in net assets from Fund share transactions	$	(3,195,646	)	$	(19,545,376	)
Net decrease in net assets	$	(3,195,646	)	$	(19,545,376	)
Net Assets
At beginning of year	$	98,165,057		$	67,884,828
At end of year	$	94,969,411		$	48,339,452

See notes to financial statements
8

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Cash Management Fund
	Period Ended			Year Ended December 31,
	October 31, 2007⁽¹⁾			2006			2005			2004			2003			2002
Net asset value — Beginning of period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Income (loss) from operations
Net investment income	$	0.040		$	0.043		$	0.024		$	0.006		$	0.005		$	0.010
Less distributions
From net investment income	$	(0.040	)	$	(0.043	)	$	(0.024	)	$	(0.006	)	$	(0.005	)	$	(0.010	)
Total distributions	$	(0.040	)	$	(0.043	)	$	(0.024	)	$	(0.006	)	$	(0.005	)	$	(0.010	)
Net asset value — End of period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Total Return⁽²⁾		4.04	%⁽⁶⁾		4.40	%⁽³⁾		2.48	%⁽³⁾		0.60	%		0.48	%		1.02	%
Ratios/Supplemental Data
Net assets, end of period (000's omitted)	$	174,122		$	119,983		$	94,969		$	98,165		$	101,364		$	111,741
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		0.62	%⁽⁵⁾		0.75	%		0.80	%		0.79	%		0.68	%		0.79	%
Expenses after custodian fee reduction⁽⁴⁾		0.62	%⁽⁵⁾		0.75	%		0.80	%		0.79	%		0.68	%		0.79	%
Net investment income		4.82	%⁽⁵⁾		4.32	%		2.46	%		0.60	%		0.47	%		1.02	%

⁽¹⁾ For the ten months ended October 31, 2007. The Fund changed its fiscal year-end from December 31 to October 31.

⁽²⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽³⁾ During the years ended December 31, 2006 and December 31, 2005, the investment adviser reimbursed the Fund, through its investment in the Portfolio, for net losses realized on the disposal of investments which did not meet the Portfolio's investment guidelines. The reimbursement was less than $0.01 per share and had no effect on total return for the years ended December 31, 2006 and December 31, 2005.

⁽⁴⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁵⁾ Annualized.

⁽⁶⁾ Not annualized.

See notes to financial statements
9

Eaton Vance Money Market Funds as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Money Market Fund
	Period Ended			Year Ended December 31,
	October 31, 2007⁽¹⁾			2006			2005			2004			2003			2002
Net asset value — Beginning of period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Income (loss) from operations
Net investment income	$	0.031		$	0.033		$	0.014		$	0.001		$	—		$	0.002
Less distributions
From net investment income	$	(0.031	)	$	(0.033	)	$	(0.014	)	$	(0.001	)	$	—		$	(0.002	)
Total distributions	$	(0.031	)	$	(0.033	)	$	(0.014	)	$	(0.001	)	$	—		$	(0.002	)
Net asset value — End of period	$	1.000		$	1.000		$	1.000		$	1.000		$	1.000		$	1.000
Total Return⁽²⁾		3.16	%⁽⁷⁾		3.32	%⁽³⁾		1.45	%⁽³⁾		0.05	%		0.00	%		0.19	%
Ratios/Supplemental Data
Net assets, end of period (000's omitted)	$	66,507		$	42,098		$	48,339		$	67,885		$	100,241		$	158,719
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.66	%⁽⁵⁾		1.80	%		1.82	%		1.31	%⁽⁶⁾		1.17	%⁽⁶⁾		1.61	%⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.66	%⁽⁵⁾		1.80	%		1.82	%		1.31	%⁽⁶⁾		1.17	%⁽⁶⁾		1.61	%⁽⁶⁾
Net investment income		3.78	%⁽⁵⁾		3.30	%		1.40	%		0.04	%		0.00	%		0.20	%

⁽¹⁾For the ten months ended October 31, 2007. The Fund changed its fiscal year-end from December 31 to October 31.

⁽²⁾Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽³⁾During the years ended December 31, 2006 and December 31, 2005, the investment adviser reimbursed the Fund, through its investment in the Portfolio, for net losses realized on the disposal of investments which did not meet the Portfolio's investment guidelines. The reimbursement was less than $0.01 per share and had no effect on total return for the years ended December 31, 2006 and December 31, 2005.

⁽⁴⁾Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁵⁾Annualized.

⁽⁶⁾The principal underwriter voluntarily waived a portion of its distribution fee and the administrator subsidized certain operating expenses (equal to 0.40%, 0.49% and less than 0.01% of average daily net assets for the years ended December 31, 2004, 2003 and 2002, respectively). Absent this waiver and allocation, total return would have been lower.

⁽⁷⁾Not annualized.

See notes to financial statements
10

Eaton Vance Money Market Funds as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Eaton Vance Cash Management Fund (Cash Management Fund) and Eaton Vance Money Market Fund (Money Market Fund) (individually, the Fund and collectively, the Funds) are each a diversified series of Eaton Vance Mutual Funds Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Funds invest all of their investable assets in interests in the Cash Management Portfolio (the Portfolio), a New York trust, having the same investment objective and policies as the Funds. The value of each Fund's investment in the Portfolio reflects each Fund's proportionate interest in the net assets of the Portfolio (10.5% for Cash Management Fund and 4.0% for Money Market Fund at October 31, 2007). The performance of each Fund is directly affected by the performance of the Portfolio. The financial statements of the Por tfolio, including the portfolio of investments, are included elsewhere in this report and should be read in conjunction with each Fund's financial statements.

The following is a summary of significant accounting policies of the Funds. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report.

B Income — The Fund's net investment income or loss consists of the Fund's pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

C Federal Taxes — Each Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2007, the Funds, for federal income tax purposes, had capital loss carryforwards which will reduce each Fund's taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Funds of any liability f or federal income or excise tax. The amounts and expiration dates of the capital loss carryforwards are as follows:

Fund	Amount		Expiration Date
Cash Management	$	5	October 31, 2010

		20	October 31, 2011

		85	October 31, 2013

		197	October 31, 2014

		55	October 31, 2015

Money Market		10	October 31, 2010

		5	October 31, 2011

		53	October 31, 2013

		113	October 31, 2014

		9	October 31, 2015

D Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

E Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Funds. Pursuant to the respective custodian agreements, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance each Fund maintains with SSBT. All credit balances, if any, used to reduce each Fund's custodian fees are reported as a reduction of expenses in the Statements of Operations.

F Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

G Indemnifications — Under the Trust's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Funds, and shareholders are indemnified against personal liability for obligations of the Trust. Additionally, in the normal course of business, each Fund enters into agreements with service providers that may contain indemnification clauses. Each Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against each Fund that have not yet occurred.

Eaton Vance Money Market Funds as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

H Other — Investment transactions are accounted for on a trade date basis.

2 Distributions to Shareholders

The net investment income of each Fund is determined daily, and substantially all of the net investment income so determined is declared daily as a dividend to shareholders of record at the time of declaration. Distributions are paid monthly. Distributions are paid in the form of additional shares or, at the election of the shareholder, in cash.

The Funds distinguish between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital.

The tax character of the distributions declared for the period ended October 31, 2007 and years ended December 31, 2006 and December 31, 2005 was as follows:

Period Ended October 31, 2007	Cash Management Fund		Money Market Fund
Distributions declared from:
Ordinary income	$	5,654,800	$	1,607,282
Year Ended December 31, 2006	Cash Management Fund		Money Market Fund
Distributions declared from:
Ordinary income	$	3,724,704	$	1,517,308
Year Ended December 31, 2005	Cash Management Fund		Money Market Fund
Distributions declared from:
Ordinary income	$	2,239,635	$	788,510

At October 31, 2007, the components of distributable earnings (accumulated losses) on a tax basis were as follows:

	Cash Management Fund			Money Market Fund
Undistributed ordinary income	$	995,682		$	33,480
Capital loss carryforward	$	(362	)	$	(190	)
Other temporary differences	$	(990,863	)	$	(33,397	)

3 Shares of Beneficial Interest

The Funds' Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value).

4 Transactions with Affiliates

Eaton Vance Management (EVM) serves as the administrator of the Funds, but receives no compensation. The Portfolio has engaged Boston Management and Research (BMR), a subsidiary of EVM, to render investment advisory services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. EVM serves as the sub-transfer agent of the Funds and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the period ended October 31, 2007, EVM earned $4,720 and $4,252 from Cash Management Fund and Money Market Fund, respectively, in sub-transfer agent fees. For the year ended December 31, 2006, EVM earned $4,896 and $4,763 from Cash Management Fund and Money Market Fund, respectively, in sub-transfer agent fees. Eaton Vance Distributors, Inc. (EVD), a subsidiary of EVM and the Fund's principal underwriter, also rece ived distribution and service fees from the Money Market Fund (see Note 5) and contingent deferred sales charges (see Note 6) from the Funds.

Except for Trustees of the Funds and the Portfolio who are not members of EVM's or BMR's organizations, officers and Trustees receive remuneration for their services to each Fund out of the investment advisory fee. Certain officers and Trustees of the Funds and the Portfolio are officers of the above organizations.

5 Distribution Plans

The Money Market Fund (the Fund) has in effect a distribution plan (the Plan) pursuant to Rule 12b-1 under the 1940 Act. The Plan requires the Fund to pay EVD 0.75% per annum of its average daily net assets for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 6.25% of the aggregate amount received by the Fund for shares sold plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of

Eaton Vance Money Market Funds as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

Uncovered Distribution Charges of EVD, reduced by the aggregate amount of contingent deferred sales charges (Note 6) and amounts theretofore paid or payable to EVD. For the period ended October 31, 2007 and for the year ended December 31, 2006, the Fund paid or accrued to EVD $318,785 and $344,564, respectively, representing 0.75% of its average daily net assets. At October 31, 2007, the amount of Uncovered Distribution Charges of EVD calculated under the Plan was approximately $13,055,000. The Plan also authorizes the Fund to make payments of service fees to EVD, investment dealers and other persons in amounts not exceeding 0.25% per annum of its average daily net assets. The Trustees approved service fee payments equal to 0.15% per annum of its average daily net assets of shares outstanding for one year or more. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are sepa rate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the period ended October 31, 2007 and for the year ended December 31, 2006 amounted to $55,773 and $59,567, respectively.

6 Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on shares of the Money Market Fund (other than those acquired as the result of an exchange from another Eaton Vance fund) on redemptions of shares made within six years of purchase. The CDSC is imposed at declining rates that begin at 5% in the case of redemptions in the first and second year after purchase, declining one percentage point each subsequent year. Shares of Money Market Fund and Cash Management Fund acquired as a result of an exchange from shares of another Eaton Vance Fund are subject to the original CDSC rate, if any, from the date of original purchase. Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gains distributions. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respecti ve employees or clients and may be waived under certain other limited conditions. CDSCs received on redemptions of Money Market Fund shares are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund's Distribution Plan. CDSCs received on redemptions of Money Market Fund shares when no Uncovered Distribution Charges exist are credited to the Fund. For the period ended October 31, 2007, the Fund was informed that EVD received approximately $27,000 and $114,000 of CDSCs paid by shareholders of the Cash Management Fund and Money Market Fund, respectively.

7 Investment Transactions

Increases and decreases in each Fund's investment in the Portfolio for the period ended October 31, 2007 were as follows:

Cash Management Fund
Increases	$	625,532,672
Decreases		572,988,483
Money Market Fund
Increases	$	82,076,645
Decreases		59,098,620

8 Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management has concluded that as of October 31, 2007, there are no uncertain tax positions that wou ld require financial statement recognition, derecognition, or disclosure.

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157 (FAS 157), "Fair Value Measurements". FAS 157 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosure about fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. Management is currently evaluating the impact the adoption of FAS 157 will have on the Funds' financial statement disclosures.

9 Fiscal Year-End Change

Effective March 12, 2007, Cash Management Fund and Money Market Fund each changed its fiscal year-end from December 31 to October 31.

Eaton Vance Money Market Funds as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees of Eaton Vance Mutual
Funds Trust and Shareholders of the
Eaton Vance Cash Management Fund
and Eaton Vance Money Market Fund:

We have audited the accompanying statements of assets and liabilities of Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund (the "Funds") (each a series of Eaton Vance Mutual Funds Trust) as of October 31, 2007, and the related statements of operations, the statements of changes in net assets, and the financial highlights for the ten month period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The statements of operations and the statements of changes in net assets for the years ended December 31, 2006 and 2005, and the financial highlights for the five years in the period ended December 31, 2006 were audited by other auditors. Those auditors expressed an unqualified opinion on those financial statements and financial highlights in their report dated February 21, 2007.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used an d significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund as of October 31, 2007, the results of their operations, the changes in their net assets, and the financial highlights for the ten month period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Money Market Funds as of October 31, 2007

FEDERAL TAX INFORMATION (Unaudited)

Cash Management Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS

Asset Backed Securities — 3.7%
Principal Amount (000's omitted)		Security	Value
$	1,044	AMCAR, Series 2007-BF, Class A1, 5.319%, 5/6/08	$	1,043,620
	6,792	CARAT, Series 2007-1, Class A1, 5.325%, 5/15/08⁽¹⁾		6,791,576
	15,787	CARAT, Series 2007-2, Class A1A, 5.605%, 8/15/08⁽¹⁾		15,787,405
	9,868	CARAT, Series 2007-3, Class A1, 5.264%, 9/15/08⁽¹⁾		9,868,167
	3,196	CARMX, Series 2007-2, Class A1, 5.328%, 6/16/08		3,196,000
	4,928	DTAOT, Series 2007-A, Class A1, 5.343%, 5/15/08⁽¹⁾		4,928,171
	10,702	FORDO, Series 2007-A, Class A1, 5.349%, 7/15/08⁽¹⁾		10,701,858
	10,000	FORDO, Series 2007-B, Class A1, 5.292%, 10/15/08⁽¹⁾		10,000,000
	1,705	TAROT, Series 2007-A, Class A1, 5.303%, 6/12/08		1,705,010
Total Asset Backed Securities (amortized cost $64,021,807)			$	64,021,807
Certificates of Deposit — 6.4%
Principal Amount (000's omitted)		Security	Value
$	21,000	Deutsche Bank, NY, 4.65%, 4/24/08⁽²⁾	$	21,000,000
	38,000	Royal Bank of Scotland, NY, 5.294%, 7/11/08⁽²⁾		38,000,000
	50,000	Societe Generale, NY, 5.76%, 7/7/08⁽²⁾		50,000,000
Total Certificates of Deposit (amortized cost $109,000,000)			$	109,000,000
Commercial Paper — 70.4%
Principal Amount (000's omitted)		Security	Value
Banks and Money Services — 62.6%
$	8,050	Abbey National, LLC, 4.75%, 11/1/07	$	8,050,000
	25,000	American Express Credit Corp., 5.50%, 12/7/07		24,862,500
	35,000	American General Corp., 5.39%, 11/9/07⁽³⁾		34,958,078
	10,000	BankAmerica Corp., 5.50%, 11/20/07		9,970,972
	9,500	Barclays U.S. Funding, LLC, 4.95%, 1/9/08		9,409,869
	38,000	Barclays U.S. Funding, LLC, 5.135%, 12/10/07		37,788,609
	8,381	Barton Capital Corp., LLC, 4.83%, 11/1/07⁽³⁾		8,381,000
	11,000	Barton Capital Corp., LLC, 4.84%, 12/7/07⁽³⁾		10,946,760
	24,900	Barton Capital Corp., LLC, 5.00%, 1/11/08⁽³⁾		24,654,458
	11,000	Barton Capital Corp., LLC, 5.15%, 11/9/07⁽³⁾		10,987,411
	15,000	Barton Capital Corp., LLC, 5.95%, 11/19/07		14,955,375
	20,000	CAFCO, LLC, 5.13%, 1/10/08⁽³⁾		19,800,500
	10,000	CAFCO, LLC, 5.95%, 1/15/08⁽³⁾		9,876,042
	11,425	CAFCO, LLC, 6.20%, 11/15/07⁽³⁾		11,397,453

Principal Amount (000's omitted)		Security	Value
Banks and Money Services (continued)
$	11,500	CIESCO, LLC, 5.10%, 11/5/07⁽³⁾	$	11,493,483
	16,500	CIESCO, LLC, 5.50%, 11/2/07⁽³⁾		16,497,479
	11,000	CIESCO, LLC, 5.50%, 2/15/08⁽³⁾		10,821,861
	12,500	CIT Group, Inc., 5.16%, 2/15/08⁽³⁾		12,310,083
	10,000	CIT Group, Inc., 5.25%, 12/19/07⁽³⁾		9,930,000
	10,500	CIT Group, Inc., 5.32%, 2/1/08⁽³⁾		10,357,247
	10,000	CIT Group, Inc., 5.37%, 2/7/08⁽³⁾		9,853,817
	11,000	CIT Group, Inc., 5.48%, 2/8/08⁽³⁾		10,834,230
	18,500	CIT Group, Inc., 5.53%, 11/13/07⁽³⁾		18,465,898
	15,500	CIT Group, Inc., 5.63%, 11/20/07⁽³⁾		15,453,944
	10,000	CRC Funding, LLC, 5.05%, 12/14/07⁽³⁾		9,939,681
	11,500	CRC Funding, LLC, 5.85%, 3/5/08⁽³⁾		11,266,406
	7,500	CRC Funding, LLC, 5.88%, 2/8/08⁽³⁾		7,378,725
	25,000	CRC Funding, LLC, 6.05%, 11/14/07⁽³⁾		24,945,382
	12,000	Fortis Funding, LLC, 5.64%, 11/5/07⁽³⁾		11,992,474
	35,000	HSBC Finance Corp., 5.42%, 12/6/07		34,815,569
	25,000	ING (US) Funding, LLC, 4.89%, 1/22/08		24,721,542
	8,075	Kitty Hawk Funding Corp., 4.80%, 1/17/08⁽³⁾		7,992,097
	13,356	Kitty Hawk Funding Corp., 4.80%, 1/29/08⁽³⁾		13,197,509
	8,500	Kitty Hawk Funding Corp., 4.90%, 12/14/07⁽³⁾		8,450,251
	15,000	Kitty Hawk Funding Corp., 4.95%, 11/19/07⁽³⁾		14,962,875
	11,000	Kitty Hawk Funding Corp., 5.11%, 1/11/08⁽³⁾		10,889,141
	7,500	Kitty Hawk Funding Corp., 5.50%, 12/18/07⁽³⁾		7,446,146
	25,000	Merrill Lynch & Co., 4.77%, 12/12/07		24,864,187
	8,000	Morgan Stanley, 5.39%, 2/8/08		7,881,420
	26,400	Morgan Stanley, 5.48%, 11/20/07		26,323,646
	25,000	Morgan Stanley, 5.50%, 11/28/07		24,896,875
	20,000	Nestle Capital Corp., 5.30%, 11/15/07⁽³⁾		19,958,777
	9,500	Old Line Funding Corp., LLC, 4.93%, 11/19/07⁽³⁾		9,476,582
	6,150	Old Line Funding Corp., LLC, 4.95%, 1/22/08⁽³⁾		6,080,659
	16,378	Old Line Funding Corp., LLC, 5.12%, 1/17/08⁽³⁾		16,197,592
	10,000	Old Line Funding Corp., LLC, 5.20%, 11/9/07⁽³⁾		9,988,444
	26,178	Old Line Funding Corp., LLC, 5.70%, 12/13/07⁽³⁾		26,003,916
	8,500	Old Line Funding Corp., LLC, 5.95%, 11/14/07⁽³⁾		8,481,737
	6,000	Old Line Funding Corp., LLC, 6.15%, 12/7/07⁽³⁾		5,963,100
	6,500	Ranger Funding Co., LLC, 4.90%, 11/21/07⁽³⁾		6,482,306
	10,000	Ranger Funding Co., LLC, 4.91%, 1/14/08⁽³⁾		9,899,072
	11,000	Ranger Funding Co., LLC, 5.10%, 11/26/07⁽³⁾		10,961,042
	11,000	Ranger Funding Co., LLC, 5.13%, 1/10/08⁽³⁾		10,890,275
	25,000	Royal Bank of Canada, 5.44%, 11/8/07		24,973,556
	10,000	Royal Bank of Scotland, 5.06%, 12/11/07		9,943,778
	7,000	Sheffield Receivables Corp., 4.90%, 11/15/07⁽³⁾		6,986,661
	8,750	Sheffield Receivables Corp., 4.95%, 11/7/07⁽³⁾		8,742,781
	15,000	Sheffield Receivables Corp., 4.96%, 11/13/07⁽³⁾		14,975,200

See notes to financial statements
16

Cash Management Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal Amount (000's omitted)		Security	Value
Banks and Money Services (continued)
$	24,750	Sheffield Receivables Corp., 5.08%, 1/18/08⁽³⁾	$	24,477,585
	10,000	Sheffield Receivables Corp., 5.17%, 11/9/07⁽³⁾		9,988,511
	10,053	Societe Generale North America, Inc., 4.89%, 1/24/08		9,938,295
	18,500	Societe Generale North America, Inc., 5.15%, 1/7/08		18,322,683
	15,150	Societe Generale North America, Inc., 5.46%, 11/6/07		15,138,511
	20,000	UBS Finance Delaware, LLC, 4.785%, 12/27/07		19,851,133
	23,000	UBS Finance Delaware, LLC, 4.79%, 12/21/07		22,846,986
	39,719	UBS Finance Delaware, LLC, 5.40%, 11/7/07		39,683,253
	18,000	Yorktown Capital, LLC, 4.85%, 11/1/07⁽³⁾		18,000,000
	10,000	Yorktown Capital, LLC, 4.88%, 1/25/08⁽³⁾		9,884,778
	5,741	Yorktown Capital, LLC, 5.00%, 1/14/08⁽³⁾		5,681,995
	6,250	Yorktown Capital, LLC, 5.15%, 12/20/07⁽³⁾		6,206,189
	14,800	Yorktown Capital, LLC, 5.18%, 11/13/07⁽³⁾		14,774,445
	10,000	Yorktown Capital, LLC, 5.75%, 11/27/07⁽³⁾		9,958,472
			$	1,064,779,309
Foods — 1.1%
$	8,000	General Mills, Inc., 5.04%, 1/29/08⁽³⁾	$	7,900,320
	11,000	General Mills, Inc., 5.13%, 11/8/07⁽³⁾		10,989,028
			$	18,889,348
Household Products — 0.3%
$	5,253	Fortune Brands, Inc., 5.25%, 11/14/07⁽³⁾	$	5,243,041
			$	5,243,041
Insurance — 4.3%
$	25,000	Prudential Financial, Inc., 5.05%, 1/25/08⁽³⁾	$	24,701,910
	16,500	Prudential Financial, Inc., 5.67%, 11/15/07⁽³⁾		16,463,618
	16,500	Prudential Financial, Inc., 5.67%, 12/17/07⁽³⁾		16,380,458
	15,000	Prudential Financial, Inc., 5.75%, 11/21/07⁽³⁾		14,952,083
			$	72,498,069
Machinery — 0.6%
$	10,000	Ingersoll-Rand Co., Ltd., 5.07%, 12/7/07⁽³⁾	$	9,949,300
			$	9,949,300
Oil and Gas-Equipment and Services — 0.9%
$	8,600	XTO Energy, Inc., 5.38%, 1/22/08⁽³⁾	$	8,494,612
	6,765	XTO Energy, Inc., 5.38%, 1/29/08⁽³⁾		6,675,022
			$	15,169,634

Principal Amount (000's omitted)		Security	Value
Retail-Food and Drug — 0.6%
$	11,000	CVS Corp., 5.42%, 1/9/08⁽³⁾	$	10,885,728
			$	10,885,728
Total Commercial Paper (amortized cost $1,197,414,429)			$	1,197,414,429
Corporate Bonds & Notes — 17.2%
Principal Amount (000's omitted)		Security	Value
Banks and Money Services — 15.1%
$	14,000	Countrywide Financial Corp., MTN, 5.768%, 12/19/07⁽²⁾	$	14,000,321
	10,000	Countrywide Home Loan, MTN, 3.25%, 5/21/08		9,876,516
	20,000	Credit Agricole SA/London, 5.18%, 10/21/08⁽¹⁾⁽²⁾		20,000,000
	16,000	Diageo Capital PLC, 3.50%, 11/19/07		15,985,205
	23,000	Fortis Bank, NY, 5.169%, 11/19/08⁽¹⁾⁽²⁾		23,000,000
	21,500	General Electric Capital Corp., 5.696%, 1/15/08⁽²⁾		21,495,069
	13,500	John Deere Capital Corp., 5.383%, 9/25/08⁽²⁾		13,500,000
	11,000	Merrill Lynch & Co., 3.70%, 4/21/08		10,891,125
	25,000	Merrill Lynch & Co., 5.175%, 11/17/08⁽²⁾		25,000,000
	9,500	Merrill Lynch & Co., MTN, 3.125%, 7/15/08		9,345,233
	20,000	Morgan Stanley, MTN, 5.118%, 1/11/08⁽²⁾		20,004,348
	25,000	Rabobank Nederland, MTN, 4.53%, 3/12/08⁽²⁾		25,000,000
	20,000	Totta Ireland PLC, 5.122%, 11/6/08⁽¹⁾⁽²⁾		20,000,000
	14,800	Unilever Capital Corp., 5.10%, 11/11/08⁽¹⁾⁽²⁾		14,800,000
	14,730	Washington Mutual, 4.375%, 1/15/08		14,694,490
			$	257,592,307
Insurance — 1.2%
$	20,000	Prudential Financial, Inc., 5.791%, 9/4/08⁽²⁾	$	20,000,000
			$	20,000,000
Telecommunications — 0.9%
$	16,000	Vodafone Group PLC, 3.95%, 1/30/08	$	15,944,447
			$	15,944,447
Total Corporate Bonds & Notes (amortized cost $293,536,754)			$	293,536,754

See notes to financial statements
17

Cash Management Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

U.S. Government Agency Obligations — 1.5%
Principal Amount (000's omitted)		Security	Value
$	25,000	FHLB, 5.375%, 2/28/08	$	25,000,000
Total U.S. Government Agency Obligations (amortized cost $25,000,000)			$	25,000,000
Variable Rate Demand Obligations — 0.5%
Principal Amount (000's omitted)		Security	Value
$	8,000	Miami, FL, (MBIA), (SPA - Wachovia Bank N.A.), 4.75%, 12/1/25⁽²⁾	$	8,000,000
Total Variable Rate Demand Obligations (amortized cost $8,000,000)			$	8,000,000
Total Investments — 99.7% (amortized cost $1,696,972,990)⁽⁴⁾			$	1,696,972,990
Other Assets, Less Liabilities — 0.3%			$	4,621,269
Net Assets — 100.0%			$	1,701,594,259

AMCAR - AmeriCredit Automobile Receivables Trust

CARAT - Capital Auto Receivables Asset Trust

CARMX - Carmax Auto Owner Trust

DTAOT - DT Auto Owner Trust

FHLB - Federal Home Loan Bank

FORDO - Ford Credit Auto Owner Trust

MTN - Medium-Term Note

TAROT - Triad Auto Receivables Owner Trust

⁽¹⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2007, the aggregate value of the securities is $135,877,177 or 8.0% of the Portfolio's net assets.

⁽²⁾ Variable rate obligation. The stated interest rate represents the rate in effect at October 31, 2007.

⁽³⁾ A security which has been issued under section 4(2) of the Securities Act of 1933 and is generally regarded as restricted and illiquid. This security may be resold in transactions exempt from registration or to the public if the security is registered. All such securities held are deemed liquid based on criteria and procedures authorized by the Trustees.

⁽⁴⁾ Cost for federal income taxes is the same.

See notes to financial statements
18

Cash Management Portfolio as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Investments, at amortized cost	$	1,696,972,990
Cash		426
Interest receivable		5,553,299
Total assets	$	1,702,526,715
Liabilities
Payable to affiliate for investment advisory fee	$	833,520
Payable to affiliate for Trustees' fee		2,773
Accrued expenses		96,163
Total liabilities	$	932,456
Net Assets applicable to investors' interest in Portfolio	$	1,701,594,259
Sources of Net Assets
Net proceeds from capital contributions and withdrawals	$	1,701,594,259
Total	$	1,701,594,259

Statements of Operations

For the Period Ended
October 31, 2007⁽¹⁾

Investment Income	Period Ended⁽¹⁾October 31, 2007			Year Ended December 31, 2006
Interest	$	96,036,530		$	14,388,824
Total investment income	$	96,036,530		$	14,388,824
Expenses
Investment adviser fee	$	8,714,325		$	1,360,454
Trustees' fees and expenses		22,782			8,016
Custodian fee		182,662			85,116
Legal and accounting services		113,357			44,598
Miscellaneous		12,978			368
Total expenses	$	9,046,104		$	1,498,552
Deduct — Reduction of custodian fee	$	293		$	18
Total expense reductions	$	293		$	18
Net expenses	$	9,045,811		$	1,498,534
Net investment income	$	86,990,719		$	12,890,290
Realized Gain (Loss)
Net realized gain (loss) — Investment transactions (identified cost basis)	$	(196	)	$	(2,730	)
Increase from payments by affiliate		—			53
Net loss realized on the disposal of investments which did not meet the Portfolio's investment guidelines		—			(53	)
Net realized loss	$	(196	)	$	(2,730	)
Net increase in net assets from operations	$	86,990,523		$	12,887,560

⁽¹⁾ For the ten months ended October 31, 2007.

See notes to financial statements
19

Cash Management Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Period Ended October 31, 2007⁽¹⁾			Year Ended December 31, 2006			Year Ended December 31, 2005
From operations — Net investment income	$	86,990,719		$	12,890,290		$	3,954,413
Net realized loss from investment transactions, payments by affiliate and the disposal of investments which did not meet the Portfolio's investment guidelines		(196	)		(2,730	)		(141	)
Net increase in net assets from operations	$	86,990,523		$	12,887,560		$	3,954,272
Capital transactions — Contributions	$	24,122,874,395		$	3,903,906,779		$	184,089,048
Withdrawals		(23,798,494,086	)		(2,773,384,656	)		(210,117,271	)
Net increase (decrease) in net assets from capital transactions	$	324,380,309		$	1,130,522,123		$	(26,028,223	)
Net increase (decrease) in net assets	$	411,370,832		$	1,143,409,683		$	(22,073,951	)
Net Assets
At beginning of period	$	1,290,223,427		$	146,813,744		$	168,887,695
At end of period	$	1,701,594,259		$	1,290,223,427		$	146,813,744

⁽¹⁾ For the ten months ended October 31, 2007.

See notes to financial statements
20

Cash Management Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Supplementary Data

	Period Ended			Year Ended December 31,
	October 31, 2007⁽¹⁾			2006			2005			2004			2003			2002
Ratios/Supplemental Data
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction		0.51	%⁽²⁾		0.54	%		0.60	%		0.59	%		0.57	%		0.58	%
Expenses after custodian fee reduction		0.51	%⁽²⁾		0.54	%		0.60	%		0.59	%		0.57	%		0.58	%
Net investment income		4.88	%⁽²⁾		4.67	%		2.63	%		0.78	%		0.59	%		1.22	%
Total Return		4.14	%⁽⁴⁾		4.60	%⁽³⁾		2.67	%⁽³⁾		0.78	%		0.60	%		1.22	%

⁽¹⁾ For the ten months ended October 31, 2007. The Portfolio changed its fiscal year end from December 31 to October 31.

⁽²⁾ Annualized.

⁽³⁾ During the years ended December 31, 2006 and December 31, 2005, the investment adviser reimbursed the Portfolio for net losses realized on the disposal of investments which did not meet the Portfolio's investment guidelines. The reimbursement had no effect on total return for the years ended December 31, 2006 and December 31, 2005.

⁽⁴⁾ Not annualized.

See notes to financial statements
21

Cash Management Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Cash Management Portfolio (the Portfolio) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, open-end management investment company. The Portfolio's objective is to provide as high a rate of income as may be consistent with preservation of capital and maintenance of liquidity. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At October 31, 2007, Eaton Vance Cash Management Fund and Eaton Vance Money Market Fund held an approximate 10.5% and 4.0% interest, respectively, in the Portfolio. The Portfolio is also available to other portfolios and funds managed by Boston Management and Research (BMR) and Eaton Vance Management (EVM) and its affiliates for short-term investment purposes. At October 31, 2007, other portfolios and funds managed by BMR and EVM and its affiliates held interests totaling 85.3% of the Portfolio's net assets. At October 31, 20 07, Eaton Vance Tax-Managed Global Diversified Equity Income Fund and Large-Cap Value Portfolio each held a greater than 10% interest in the Portfolio (16.9% and 12.6%, respectively).

The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — The Portfolio values its investment securities utilizing the amortized cost valuation technique permitted by Rule 2a-7 of the 1940 Act, pursuant to which the Portfolio must comply with certain conditions. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium.

B Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C Income — Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually a mong its investors, each investor's distributive share of the Portfolio's net investment income, net realized capital gains and any other items of income, gain, loss, deduction or credit.

E Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Portfolio. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Portfolio maintains with SSBT. All credit balances, if any, used to reduce the Portfolio's custodian fees are reported as a reduction of expenses in the Statement of Operations.

G Indemnifications — Under the Portfolio's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Portfolio. Interestholders in the Portfolio are jointly and severally liable for the liabilities and obligations of the Portfolio in the event that the Portfolio fails to satisfy such liabilities and obligations; provided, however, that, to the extent assets are available in the Portfolio, the Portfolio may, under certain circumstances, indemnify interestholders from and against any claim or liability to which such holder may become subject by reason of being or having been an interestholder in the Portfolio. Additionally, in the normal course of business, the Portfo lio enters into agreements with service providers that may contain indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

Cash Management Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

2 Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by BMR, a subsidiary of EVM, as compensation for management and investment advisory services rendered to the Portfolio. Pursuant to the advisory agreement, BMR receives a monthly advisory fee at the annual rate of 1/2 of 1% of the Portfolio's average daily net assets. However, BMR has contractually agreed to reduce its advisory fee to 0.50% annually of the Portfolio's average daily net assets up to $1 billion, 0.475% annually of average daily net assets of $1 billion but less than $2 billion, 0.450% annually of average daily net assets of $2 billion but less than $5 billion and at reduced rates as daily net as sets exceed that level. This contractual reduction, which cannot be terminated or amended without Trustee consent and decreased without shareholder consent, was accepted by a vote of the Trustees on April 23, 2007. For the period ended October 31, 2007, the fee was equivalent to 0.49% (annualized) of the Portfolio's average daily net assets and amounted to $8,714,325. For the year ended December 31, 2006, the fee was equivalent to 0.50% and amounted to $1,360,454.

3 Purchases and Sales of Investments

Purchases and sales (including maturities and paydowns) of investments during the period ended October 31, 2007, exclusive of U.S. Government and agency securities, aggregated $46,643,261,683 and $46,321,821,035 respectively. Purchases and sales (including maturities) of U.S. Government and agency securities aggregated $25,000,000 and $18,000,000, respectively.

4 Line of Credit

The Portfolio participates with other portfolios and funds managed by EVM and its affiliates in a $200 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Portfolio solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Portfolio based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.07% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. The Portfolio did not have any significant borrowings or allocated fees during the period ended October 31, 2007.

5 Recently Issued Accounting Pronouncements

6 Fiscal Year-End Change

Effective January 1, 2007, the Portfolio changed its fiscal year-end from December 31 to October 31.

Cash Management Portfolio as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees and Investors of
Cash Management Portfolio:

We have audited the accompanying statement of assets and liabilities of Cash Management Portfolio (the "Portfolio"), including the portfolio of investments, as of October 31, 2007, and the related statement of operations, the statement of changes in net assets, and the supplementary data for the ten month period then ended. These financial statements and supplementary data are the responsibility of the Portfolio's management. Our responsibility is to express an opinion on these financial statements and supplementary data based on our audit. The statement of operations for the year ended December 31, 2006, the statements of changes in net assets for the years ended December 31, 2006 and 2005, and the supplementary data for the five years in the period ended December 31, 2006 were audited by other auditors. Those auditors expressed an unqualified opinion on those financial statements and supplementary data in their report dated Fe bruary 21, 2007.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and supplementary data are free of material misstatement. The Portfolio is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles use d and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and supplementary data referred to above present fairly, in all material respects, the financial position of Cash Management Portfolio as of October 31, 2007, the results of its operations, the changes in its net assets, and the supplementary data for the ten month period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Money Market Funds and Cash Management Portfolio

OTHER MATTERS

Change in Independent Registered Public Accounting Firm

On August 6, 2007, PricewaterhouseCoopers LLP resigned in the ordinary course as the independent registered public accounting firm for the Funds and Portfolio.

The reports of PricewaterhouseCoopers LLP on the Funds' and Portfolio's financial statements for each of the last two fiscal years contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. There have been no disagreements with PricewaterhouseCoopers LLP during the Funds' and Portfolio's two most recent fiscal years and any subsequent interim period on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements if not resolved to the satisfaction of PricewaterhouseCoopers LLP, would have caused them to make reference thereto in their reports on the Funds' and Portfolio's financial statements for such years, and there were no reportable events of the kind described in Item 304 (a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

At a meeting held on August 6, 2007, based on Audit Committee recommendations and approvals, the full Board of Trustees of the Funds and Portfolio approved Deloitte & Touche LLP as the Funds' and Portfolio's independent registered public accounting firm for the period ending October 31, 2007. To the best of the Funds' and Portfolio's knowledge, for the fiscal years ended December 31, 2006 and December 31, 2005, and through August 6, 2007, the Funds and Portfolio did not consult with Deloitte & Touche LLP on items which concerned the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Funds' and Portfolio's financial statements or concerned the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).

Eaton Vance Money Market Funds

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS

Overview of the Contract Review Process

The Investment Company Act of 1940, as amended (the "1940 Act"), provides, in substance, that each investment advisory agreement between a fund and its investment adviser will continue in effect from year to year only if its continuance is approved at least annually by the fund's board of trustees, including by a vote of a majority of the trustees who are not "interested persons" of the fund ("Independent Trustees"), cast in person at a meeting called for the purpose of considering such approval.

At a meeting of the Boards of Trustees (each a "Board") of the Eaton Vance group of mutual funds (the "Eaton Vance Funds") held on April 23, 2007, the Board, including a majority of the Independent Trustees, voted to approve continuation of existing advisory and sub-advisory agreements for the Eaton Vance Funds for an additional one-year period. In voting its approval, the Board relied upon the affirmative recommendation of the Special Committee of the Board, which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Special Committee reviewed information furnished for a series of meetings of the Special Committee held in February, March and April 2007. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

• An independent report comparing the advisory and related fees paid by each fund with fees paid by comparable funds;

• An independent report comparing each fund's total expense ratio and its components to comparable funds;

• An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

• Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

• Comparative information concerning fees charged by each adviser for managing other mutual funds and institutional accounts using investment strategies and techniques similar to those used in managing the fund;

• Profitability analyses for each adviser with respect to each fund;

Information about Portfolio Management

• Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed;

• Information concerning the allocation of brokerage and the benefits received by each adviser as a result of brokerage allocation, including information concerning the acquisition of research through "soft dollar" benefits received in connection with the funds' brokerage, and the implementation of a soft dollar reimbursement program established with respect to the funds;

• Data relating to portfolio turnover rates of each fund;

• The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

• Reports detailing the financial results and condition of each adviser;

• Descriptions of the qualifications, education and experience of the individual investment professionals whose responsibilities include portfolio management and investment research for the funds, and information relating to their compensation and responsibilities with respect to managing other mutual funds and investment accounts;

• Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

• Copies of or descriptions of each adviser's proxy voting policies and procedures;

• Information concerning the resources devoted to compliance efforts undertaken by each adviser and its affiliates on behalf of the funds (including descriptions of various compliance programs) and their record of compliance with investment policies and restrictions, including policies with respect to market-timing, late trading and selective portfolio disclosure, and with policies on personal securities transactions;

• Descriptions of the business continuity and disaster recovery plans of each adviser and its affiliates;

Other Relevant Information

• Information concerning the nature, cost and character of the administrative and other non-investment management services provided by Eaton Vance Management and its affiliates;

• Information concerning management of the relationship with the custodian, subcustodians and fund accountants by each adviser or the funds' administrator; and

• The terms of each advisory agreement.

Eaton Vance Money Market Funds

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS _CONT'D

In addition to the information identified above, the Special Committee considered information provided from time to time by each adviser throughout the year at meetings of the Board and its committees. Over the course of the twelve-month period ended April 30, 2007, the Board met ten times and the Special Committee, the Audit Committee and the Governance Committee, each of which is a Committee comprised solely of Independent Trustees, met twelve, fourteen and eight times, respectively. At such meetings, the Trustees received, among other things, presentations by the portfolio managers and other investment professionals of each adviser relating to the investment performance of each fund and the investment strategies used in pursuing the fund's investment objective.

For funds that invest through one or more underlying portfolios, the Board considered similar information about the portfolio(s) when considering the approval of advisory agreements. In addition, in cases where the fund's investment adviser has engaged a sub-adviser, the Board considered similar information about the sub-adviser when considering the approval of any sub-advisory agreement.

The Special Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Special Committee relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating each advisory and sub-advisory agreement and the weight to be given to each such factor. The conclusions reached with respect to each advisory and sub-advisory agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each member of the Special Committee may have placed varying emphasis on particular factors in reaching conclusions with respect to each advisory and sub-advisory agreement.

Results of the Process

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement of the Portfolio, the Board evaluated the nature, extent and quality of services provided to the Portfolio by the Adviser.

The Board considered the Adviser's management capabilities and investment process with respect to the types of investments held by the Portfolio, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Portfolio. The Board specifically noted the Adviser's experience in managing portfolios consisting of high quality money market instruments and short-term obligations. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Portfolio by senior management.

The Board reviewed the compliance programs of the Adviser and relevant affiliates thereof. Among other matters, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment opportunities. The Board also evaluated the responses of the Adviser and its affiliates to requests from regulatory authorities such as the Securities and Exchange Commission and the National Association of Securities Dealers.

The Board considered shareholder and other administrative services provided or managed by Eaton Vance Management and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a part of a large family of funds, including the ability, in many cases, to exchange an investment among different funds without incurring additional sales charges. Each Fund is maintained by the Adviser primarily as an administrative convenience for shareholders of other Eaton Vance Funds and is not actively marketed to the public as a stand-alone investment product.

After consideration of the foregoing factors, among others, the Board concluded that the nature, extent and quality of services provided by the Adviser, taken as a whole, are appropriate and consistent with the terms of the investment advisory agreement.

Eaton Vance Money Market Funds

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS _CONT'D

Fund Performance

The Board compared each Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the one-, three-, five- and ten-year periods ended September 30, 2006 for each Fund. The Board concluded that the performance of each Fund was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including any administrative fee rates, payable by the Portfolio and each Fund (referred to collectively as "management fees"). As part of its review, the Board considered the management fees and each Fund's total expense ratio for the year ended September 30, 2006, as compared to a group of similarly managed funds selected by an independent data provider.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the management fees charged for advisory and related services and each Fund's total expense ratio are reasonable.

Profitability

The Board reviewed the level of profits realized by the Adviser and relevant affiliates thereof in providing investment advisory and administrative services to the Portfolio, each Fund and to all Eaton Vance Funds as a group. The Board considered the level of profits realized without regard to revenue sharing or other payments by the Adviser and its affiliates to third parties in respect of distribution services. The Board also considered other direct or indirect benefits received by the Adviser and its affiliates in connection with its relationship with the Portfolio and the Fund, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Portfolio and other advisory clients.

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Funds, on the other hand, can expect to realize benefits from economies of scale as the assets of the Funds and the Portfolio increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board reviewed data summarizing the increases and decreases in the assets of the Funds and of all Eaton Vance Funds as a group over various time periods, and evaluated the extent to which the total expense ratio of each Fund and the profitability of the Adviser and its affiliates may have been affected by such increases or decreases. The Board noted that, at its request, the Adviser had agreed to add new breakpoints to the advisory fee. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affiliates and each Fund and that, assuming reasonably foreseeable increases in the assets of the Portfolio, the structure of the advisory fee, which now includes breakpoints at several levels, can be expected to cause the Adviser and its affiliates and the Funds to continue to share such benefits equitably.

Eaton Vance Money Market Funds

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and Cash Management Portfolio (the Portfolio) are responsible for the overall management and supervision of the Trust's and Portfolio's affairs. The Trustees and officers of the Trust and the Portfolio are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust and the Portfolio hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Trust and the Portfolio, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Van ce, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, "EVD" refers to Eaton Vance Distributors, Inc. and "Parametric" refers to Parametric Portfolio Associates. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal underwriter, the Portfolio's placement agent and a wholly-owned subsidiary of EVM. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Interested Trustee

Thomas E. Faust Jr. 5/31/58

Trustee and President of the Trust

Trustee since 2007 and President of the Trust since 2002

Chairman, Chief Executive Officer and President of EVC, President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or Officer of 176 registered investment companies and 5 private investment companies in the Eaton Vance Fund Complex. Mr. Faust is an interested person because of his positions with EVM, BMR, EVC and EV which are affiliates of the Trust and the Portfolio.

176

Director of EVC

Noninterested Trustee(s)

Benjamin C. Esty 1/2/63

Trustee

Since 2005

Roy and Elizabeth Simmons Professor of Business Administration, Harvard University Graduate School of Business Administration (since 2003). Formerly, Associate Professor, Harvard University Graduate School of Business Administration (2000-2003).

176

None

Allen R. Freedman 4/3/40

Trustee

Since 2007

Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).

175

Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)

William H. Park 9/19/47

Trustee

Since 2003

Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (since 2006). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005).

176

None

Ronald A. Pearlman 7/10/40

Trustee

Since 2003

Professor of Law, Georgetown University Law Center.

176

None

Norton H. Reamer 9/21/35

Trustee

Trustee of the Trust since 1986 and of the Portfolio since 1993

President, Chief Executive Officer and a Director of Asset Management Finance Corp. (a specialty finance company serving the investment management industry) (since October 2003). President, Unicorn Corporation (an investment and financial advisory services company) (since September 2000). Formerly, Chairman and Chief Operating Officer, Hellman, Jordan Management Co., Inc. (an investment management company) (2000-2003). Formerly, Advisory Director of Berkshire Capital Corporation (investment banking firm) (2002-2003).

176

None

Eaton Vance Money Market Funds

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Noninterested Trustee(s) (continued)

Heidi L. Steiger 7/8/53

Trustee

Since 2007

President, Lowenhaupt Global Advisors, LLC (global wealth management firm) (since 2005); Formerly, President and Contributing Editor, Worth Magazine (2004); Formerly, Executive Vice President and Global Head of Private Asset Management (and various other positions), Neuberger Berman (investment firm) (1986-2004).

173

Director of Nuclear Electric Insurance Ltd. (nuclear insurance provider) and Aviva USA (insurance provider)

Lynn A. Stout 9/14/57

Trustee

Since 1998

Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.

176

None

Ralph F. Verni 1/26/43

Chairman of the Board and Trustee

Chairman of the Board since 2007 and Trustee since 2005

Consultant and private investor.

176

None

Principal Officers who are not Trustees

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

William H. Ahern, Jr. 7/28/59

Vice President of the Trust

Since 1995

Vice President of EVM and BMR. Officer of 74 registered investment companies managed by EVM or BMR.

Cynthia J. Clemson 3/2/63

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Charles B. Gaffney 12/4/72

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Previously, Sector Portfolio Manager and Senior Equity Analyst of Brown Brothers Harriman (1997-2003). Officer of 29 registered investment companies managed by EVM or BMR.

Christine M. Johnston 11/9/72

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 34 registered investment companies managed by EVM or BMR.

Elizabeth S. Kenyon 9/8/59

President of the Portfolio

Since 2002

Vice President of EVM and BMR. Officer of 17 registered investment companies managed by EVM or BMR.

Aamer Khan 6/7/60

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 32 registered investment companies managed by EVM or BMR.

Thomas H. Luster 4/8/62

Vice President

Vice President of the Trust since 2006 and of the Portfolio since 2002

Vice President of EVM and BMR. Officer of 48 registered investment companies managed by EVM or BMR.

Michael R. Mach 7/15/47

Vice President of the Trust

Since 1999

Vice President of EVM and BMR. Officer of 54 registered investment companies managed by EVM or BMR.

Robert B. MacIntosh 1/22/57

Vice President of the Trust

Since 1998

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Duncan W. Richardson 10/26/57

Vice President of the Trust

Since 2001

Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR. Officer of 80 registered investment companies managed by EVM or BMR.

Walter A. Row, III 7/20/57

Vice President of the Trust

Since 2001

Director of Equity Research and a Vice President of EVM and BMR. Officer of 38 registered investment companies managed by EVM or BMR.

Judith A. Saryan 8/21/54

Vice President of the Trust

Since 2003

Vice President of EVM and BMR. Officer of 53 registered investment companies managed by EVM or BMR.

Eaton Vance Money Market Funds

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Principal Officers who are not Trustees (continued)

Susan Schiff 3/13/61

Vice President of the Trust

Since 2002

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Thomas Seto 9/27/62

Vice President of the Trust

Since 2007

Vice President and Director of Portfolio Management of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

David M. Stein 5/4/51

Vice President of the Trust

Since 2007

Managing Director and Chief Investment Officer of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Mark S. Venezia 5/23/49

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Adam A. Weigold 3/22/75

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 70 registered investment companies managed by EVM or BMR.

Kristin S. Anagnost 6/12/65

Treasurer of the Portfolio

Since 2002

Vice President of EVM and BMR. Officer of 97 registered investment companies managed by EVM or BMR.

Barbara E. Campbell 6/19/57

Treasurer of
the Trust

Since 2005

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Maureen A. Gemma 5/24/60

Secretary

Since 2007

Deputy Chief Legal Officer and Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Paul M. O'Neil 7/11/53

Chief Compliance Officer

Since 2004

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

⁽¹⁾ Includes both master and feeder funds in a master-feeder structure.

The SAI for the Funds includes additional information about the Trustees and officers of the Funds and the Portfolio and can be obtained without charge on Eaton Vance's website at www.eatonvance.com or by calling 1-800-225-6265.

This Page Intentionally Left Blank

Portfolio Investment Adviser
Boston Management and Research

The Eaton Vance Building
255 State Street
Boston, MA 02109

Fund Administrator
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Principal Underwriter
Eaton Vance Distributors, Inc.

The Eaton Vance Building
255 State Street
Boston, MA 02109
(617) 482-8260

Custodian
State Street Bank & Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116-5022

Eaton Vance Mutual Funds Trust
The Eaton Vance Building
255 State Street
Boston, MA 02109

This report must be preceded or accompanied by a current prospectus. Before investing, investors should consider carefully a Fund's investment objective(s), risks, and charges and expenses. The Funds' current prospectus contains this and other information about the Funds and is available through your financial advisor. Please read the prospectus carefully before you invest or send money. For further information please call 1-800-225-6265.

131-12/07 MMSRC

Annual Report October 31, 2007

EATON VANCE
TAX-MANAGED
EQUITY ASSET
ALLOCATION
FUND

IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS AND PROXY VOTING

• Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

In addition, our Privacy Policy only applies to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer's account (i.e., fund shares) is held in the name of a third-party financial adviser/ broker-dealer, it is likely that only such adviser's privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Duncan W. Richardson, CFA

Portfolio Manager

The Fund

Performance for the Past Year

·		For the year ended October 31, 2007, the Fund’s Class A shares had a total return of 23.71%. This return was the result of an increase in net asset value (NAV) per share to $16.90 on October 31, 2007, from $14.04 on October 31, 2006, and the distribution of $0.396 per share in capital gains.(1)

·		The Fund’s Class B shares had a total return of 22.89% for the same period, the result of an increase in NAV per share to $16.21 from $13.57, and the distribution of $0.396 per share in capital gains.(1)

·		The Fund’s Class C shares had a total return of 22.85% for the same period, the result of an increase in NAV per share to $16.18 from $13.55, and the distribution of $0.396 per share in capital gains.(1)

·		For comparison, the Russell 3000 Index, a broadbased, unmanaged index of the 3,000 largest U.S. companies, which represents approximately 98% of the investable U.S. equity market, had a total return of 14.53% during the same period. The average return of funds in the Fund’s peer group, the Lipper Multi-Cap Core Funds Classification, was 16.05%.(2)

		See pages 3 and 4 for more performance information, including after-tax returns.

Management Discussion

·		Major equity market indices posted strong returns for the year ended October 31, 2007, despite an increase in volatility to its highest level in nearly four years. Corporate earnings growth proved better than expected, and merger and buyout activity continued at a robust clip, fueling the equity markets. Later in the summer, however, a sub-prime mortgage crisis, coupled with rising food and commodity prices, led to investor fears of both a slowing economy and rising inflation. The Federal Reserve addressed the issues by lowering interest rates, which provided a boost to the equity markets. On average during the course of the year ended October 31, 2007, largecapitalization stocks generally outperformed smalland mid-cap stocks, and growth style investments remained ahead of their value counterparts.

·		In this environment, the Fund outperformed its benchmark, the Russell 3000 Index and its Lipper Multi-Cap Core Funds peer group for the year ended October 31, 2007.(2) The Fund’s performance is a function of the performance of the underlying Portfolios in which it invests, as well as its allocation among these Portfolios. During the year ended October 31, 2007, no changes to the target allocations were made by management.(3)

·		The Fund benefited from its continued emphasis of small- and mid-cap securities through the Tax-Managed Small- and Mid-Cap Portfolios, as well as a sizeable exposure to international securities, which on average outpaced domestic investments, through Tax-Managed International Equity Portfolio. The Fund also retained its emphasis of growth stocks over their value counterparts by emphasizing growth Portfolios. At the end of the period, management continued to be constructive on equities and believed that the market had valuation support of high-quality earnings. A low interest rate environment and slowing economic growth expectations provided a favorable backdrop for U.S. equities, particularly large-capitalization growth stocks, during the year.(3)

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. Fund performance during certain periods reflects the strong stock market performance and/or the strong performance of stocks held during those periods. This performance is not typical and may not be repeated. For performance as of the most recent month end, please refer to www.eatonvance.com.

(1)		These returns do not include the 5.75% maximum sales charge for Class A shares or the applicable contingent deferred sales charge (CDSC) for Class B and Class C shares. If sales charges were deducted, the returns would be lower.

(2)		It is not possible to invest directly in an Index or a Lipper Classification. The Index’s total return does not reflect commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index. The Lipper Average is the average total return, at net asset value, of the funds that are in the same Lipper Classification as the Fund.

(3)		Asset allocation may not be representative of the Fund’s current or future investments and may change due to active management.

·		Continued market volatility is likely, which could potentially work to the Fund’s advantage. Because of the Fund’s multi-asset exposure, its volatility over the past five years has been lower than that of the benchmark Russell 3000 Index.(1) In allocating the Fund’s assets among Eaton Vance Tax-Managed Portfolios, managment continues to seek to maintain broad diversification and emphasize market sectors that Eaton Vance believes offer relatively attractive riskadjusted return prospects based on its assessment of current and future market trends and conditions.(2)

·		In closing, I would like to thank my fellow shareholders for their continued confidence and participation in the Eaton Vance Tax-Managed Equity Asset Allocation Fund.

(1)		It is not possible to invest directly in an Index. The Index’s total return does not reflect commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

(2)		Asset allocation may not be representative of the Fund’s current or future investments and may change due to active management.

Current Allocations* By total net assets

As a percentage of the Fund’s net assets as of October 31, 2007. Fund information may not be representative of the Fund’s current or future investments and may change due to active management. You may obtain free copies of each of the Portfolios’ most recent financial statements by contacting Eaton Vance Distributors, Inc. at 1-800-836- 2414 or from the EDGAR database on the Securities and Exchange Commission’s website (www.sec.gov).

The views expressed throughout this report are those of the portfolio manager and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FUND PERFORMANCE

The line graphs and table set forth below provide information about the Fund’s performance. The line graphs compare the performance of Class A, Class B, and Class C of the Fund with that of the Russell 3000 Index, a broad-based, unmanaged index of the 3,000 largest U.S. companies, which represents approximately 98% of the investable U.S. equity market. The lines on the graphs represent the total returns of a hypothetical investment of $10,000 in each of Class A, Class B, and Class C and the Russell 3000 Index. Class A total returns are presented at net asset value and maximum public offering price. The table includes the total returns of each Class of the Fund at net asset value and public offering price. The performance presented below does not reflect the deduction of taxes, if any, that a shareholder would pay on distributions or redemptions of Fund shares.

Performance(1)	Class A		Class B		Class C
Symbol	EAEAX		EBEAX		ECEAX

Average Annual Total Returns (at net asset value)
One Year	23.71	%	22.89	%	22.85	%
Five Years	16.79		15.92		15.94
Life of Fund†	10.73		9.95		9.91

SEC Average Annual Total Returns (including sales charge or applicable CDSC)
One Year	16.57		17.89		21.85
Five Years	15.42		15.70		15.94
Life of Fund†	9.57		9.83		9.91

†		Inception Dates – Class A: 3/4/02; Class B: 3/4/02; Class C: 3/4/02

(1)		Average annual total returns do not include the 5.75% maximum sales charge for Class A shares or the applicable contingent deferred sales charge (CDSC) for Class B and Class C shares. If sales charges were deducted, the returns would be lower. SEC average annual total returns for Class A reflect the maximum 5.75% sales charge. SEC returns for Class B shares reflect the applicable CDSC based on the following schedule: 5% - 1st and 2nd years; 4% - 3rd year; 3% - 4th year; 2% - 5th year; 1% - 6th year. SEC returns for Class C reflect a 1% CDSC for the first year. Absent an allocation of certain expenses to the administrator, the returns for certain periods would be lower

Total Annual
Operating Expenses(2)	Class A		Class B		Class C
Expense Ratio	1.40	%	2.15	%	2.15	%

(2) From the Fund’s prospectus dated 3/1/07.

Source: Thomson Financial. Investment operations commenced on 3/4/02. It is not possible to invest directly in an Index. The Index’s total returns do not reflect commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. Fund performance during certain periods reflects the strong stock market performance and/or the strong performance of stocks held during those periods. This performance is not typical and may not be repeated. For performance as of the most recent month end, please refer to www.eatonvance.com.

“Return Before Taxes” does not take into consideration shareholder taxes. It is most relevant to tax-free or tax-deferred shareholder accounts. “Return After Taxes on Distributions” reflects the impact of federal income taxes due on Fund distributions of dividends and capital gains. It is most relevant to taxpaying shareholders who continue to hold their shares. “Return After Taxes on Distributions and Sale of Fund Shares” also reflects the impact of taxes on capital gain or loss realized upon a sale of shares. It is most relevant to taxpaying shareholders who sell their shares.

Average Annual Total Returns

(For the periods ended October 31, 2007)

Returns at Net Asset Value (NAV) (Class A)

	One Year		Five Years		Life of Fund
Return Before Taxes	23.71	%	16.79	%	10.73	%
Return After Taxes on Distributions	23.21		16.61		10.57
Return After Taxes on Distributions and Sale of Fund Shares	15.92		14.79		9.36

Returns at Public Offering Price (POP) (Class A)

	One Year		Five Years		Life of Fund
Return Before Taxes	16.57	%	15.42	%	9.57	%
Return After Taxes on Distributions	16.10		15.24		9.42
Return After Taxes on Distributions and Sale of Fund Shares	11.25		13.54		8.33

Average Annual Total Returns

(For the periods ended October 31, 2007)

Returns at Net Asset Value (NAV) (Class B)

	One Year		Five Years		Life of Fund
Return Before Taxes	22.89	%	15.92	%	9.95	%
Return After Taxes on Distributions	22.37		15.74		9.79
Return After Taxes on Distributions and Sale of Fund Shares	15.41		13.99		8.66

Returns at Public Offering Price (POP) (Class B)

	One Year		Five Years		Life of Fund
Return Before Taxes	17.89	%	15.70	%	9.83	%
Return After Taxes on Distributions	17.37		15.51		9.68
Return After Taxes on Distributions and Sale of Fund Shares	12.16		13.79		8.56

Average Annual Total Returns

(For the periods ended October 31, 2007)

Returns at Net Asset Value (NAV) (Class C)

	One Year		Five Years		Life of Fund
Return Before Taxes	22.85	%	15.94	%	9.91	%
Return After Taxes on Distributions	22.33		15.75		9.76
Return After Taxes on Distributions and Sale of Fund Shares	15.38		14.01		8.63

Returns at Public Offering Price (POP) (Class C)

	One Year		Five Years		Life of Fund
Return Before Taxes	21.85	%	15.94	%	9.91	%
Return After Taxes on Distributions	21.33		15.75		9.76
Return After Taxes on Distributions and Sale of Fund Shares	14.73		14.01		8.63

Class A, Class B, and Class C of the Fund commenced investment operations on 3/4/02. Returns at Public Offering Price (POP) reflect the deduction of the maximum initial sales charge or applicable CDSC, while Returns at Net Asset Value (NAV) do not. Absent an allocation of certain expenses to the administrator, the returns for certain periods would be lower.

After-tax returns are calculated using certain assumptions. After-tax returns are calculated using the highest historical individual federal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on a shareholder’s tax situation and the actual characterization of distributions and may differ from those shown. After-tax returns are not relevant to shareholders who hold shares in tax-deferred accounts or to shares held by non-taxable entities. Return After Taxes on Distributions for a period may be the same as Return Before Taxes for the same period because no taxable distributions were made during that period. Return After Taxes on Distributions and Sale of Fund Shares for a period may be greater than or equal to Return After Taxes on Distributions for the same period because of losses realized on the sale of Fund shares.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. Fund performance during certain periods reflects the strong stock market performance and/or the strong performance of stocks held during those periods. This performance is not typical and may not be repeated. For performance as of the most recent month end, please refer to www.eatonvance.com.

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FUND EXPENSES

Example: As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2007 – October 31, 2007).

Actual Expenses: The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes: The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual return of the Fund. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

	Beginning Account Value (5/1/07)		Ending Account Value (10/31/07)		Expenses Paid During Period* (5/1/07 – 10/31/07)
Actual
Class A	$	1,000.00	$	1,110.40	$	7.13
Class B	$	1,000.00	$	1,106.50	$	11.10
Class C	$	1,000.00	$	1,106.70	$	11.10
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.50	$	6.82
Class B	$	1,000.00	$	1,014.70	$	10.61
Class C	$	1,000.00	$	1,014.70	$	10.61

* Expenses are equal to the Fund's annualized expense ratio of 1.34% for Class A shares, 2.09% for Class B shares, and 2.09% for Class C shares multiplied by the average account value over the period multiplied by 184/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on April 30, 2007. The Example reflects the expenses of both the Fund and the Portfolios.

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Investment in Tax-Managed Growth Portfolio, at value (identified cost, $178,408,031)	$	199,151,543
Investment in Tax-Managed Value Portfolio, at value (identified cost, $125,560,769)		186,162,813
Investment in Tax-Managed International Equity Portfolio, at value (identified cost, $105,177,207)		181,385,119
Investment in Tax-Managed Multi-Cap Growth Portfolio, at value (identified cost, $81,781,387)		120,058,060
Investment in Tax-Managed Mid-Cap Core Portfolio, at value (identified cost, $51,123,762)		71,055,636
Investment in Tax-Managed Small-Cap Growth Portfolio, at value (identified cost, $42,047,151)		54,364,355
Investment in Tax-Managed Small-Cap Value Portfolio, at value (identified cost, $18,841,458)		26,911,164
Receivable for Fund shares sold		1,255,384
Total assets	$	840,344,074
Liabilities
Payable for Fund shares redeemed	$	559,320
Payable to affiliate for distribution and service fees		462,138
Payable to affiliate for administration fee		104,157
Payable to affiliate for investment adviser fee		70,300
Payable to affiliate for Trustees' fees		199
Other accrued expenses		205,545
Total liabilities	$	1,401,659
Net Assets	$	838,942,415
Sources of Net Assets
Paid-in capital	$	543,665,296
Accumulated undistributed net realized gain from Portfolios (computed on the basis of identified cost)		56,355,655
Accumulated undistributed net investment income		2,772,539
Net unrealized appreciation from Portfolios (computed on the basis of identified cost)		236,148,925
Total	$	838,942,415
Class A Shares
Net Assets	$	374,979,495
Shares Outstanding		22,186,397
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	16.90
Maximum Offering Price Per Share (100 ÷ 94.25 of $16.90)	$	17.93
Class B Shares
Net Assets	$	154,094,321
Shares Outstanding		9,507,389
Net Asset Value and Offering Price Per Share* (net assets ÷ shares of beneficial interest outstanding)	$	16.21
Class C Shares
Net Assets	$	309,868,599
Shares Outstanding		19,153,993
Net Asset Value and Offering Price Per Share* (net assets ÷ shares of beneficial interest outstanding)	$	16.18
On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

Statement of Operations

For the Year Ended
October 31, 2007

Investment Income
Dividends allocated from Portfolios (net of foreign taxes, $478,063)	$	15,351,302
Interest allocated from Portfolios		838,441
Security lending income allocated from Portfolios, net		152,916
Expenses allocated from Portfolios		(5,352,086	)
Net investment income from Portfolios	$	10,990,573
Expenses
Investment adviser fee	$	663,023
Administration fee		1,059,648
Trustees' fees and expenses		3,532
Distribution and service fees Class A		758,925
Class B		1,461,521
Class C		2,567,101
Transfer and dividend disbursing agent fees		457,792
Legal and accounting services		92,361
Registration fees		63,650
Custodian fee		63,300
Printing and postage		54,386
Miscellaneous		7,201
Total expenses	$	7,252,440
Net investment income	$	3,738,133
Realized and Unrealized Gain (Loss) from Portfolios
Net realized gain (loss) — Investment transactions (identified cost basis)	$	57,917,051
Foreign currency transactions		(103,943	)
Net realized gain	$	57,813,108
Change in unrealized appreciation (depreciation) — Investments (identified cost basis)	$	87,699,385
Securities sold short		(187,459	)
Foreign currency		36,788
Net change in unrealized appreciation (depreciation)	$	87,548,714
Net realized and unrealized gain	$	145,361,822
Net increase in net assets from operations	$	149,099,955

See notes to financial statements
6

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended October 31, 2007			Year Ended October 31, 2006
From operations — Net investment income (loss)	$	3,738,133		$	(227,178	)
Net realized gain from investment transactions, securities sold short and foreign currency transactions		57,813,108			21,153,200
Net change in unrealized appreciation (depreciation) of investments, securities sold short and foreign currency		87,548,714			66,085,645
Net increase in net assets from operations	$	149,099,955		$	87,011,667
Distributions to shareholders — From net realized gain
Class A	$	(7,086,640	)	$	(4,516,935	)
Class B		(4,036,376	)		(3,269,325	)
Class C		(6,336,074	)		(4,277,799	)
Total distributions to shareholders	$	(17,459,090	)	$	(12,064,059	)
Transactions in shares of beneficial interest — Proceeds from sale of shares Class A	$	95,276,815		$	65,245,218
Class B		12,224,925			17,625,159
Class C		70,320,557			49,334,856
Net asset value of shares issued to shareholders in payment of distributions declared Class A		6,172,624			3,962,987
Class B		3,493,464			2,809,766
Class C		4,981,960			3,313,882
Cost of shares redeemed Class A		(42,028,282	)		(28,203,263	)
Class B		(17,824,069	)		(16,417,077	)
Class C		(26,620,838	)		(22,588,349	)
Net asset value of shares exchanged Class A		9,473,074			6,419,182
Class B		(9,473,074	)		(6,419,182	)
Net increase in net assets from Fund share transactions	$	105,997,156		$	75,083,179
Net increase in net assets	$	237,638,021		$	150,030,787
Net Assets
At beginning of year	$	601,304,394		$	451,273,607
At end of year	$	838,942,415		$	601,304,394
Accumulated undistributed net investment income included in net assets
At end of year	$	2,772,539		$	1,867,897

See notes to financial statements
7

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class A
	Year Ended October 31,
	2007			2006			2005			2004			2003
Net asset value — Beginning of year	$	14.040		$	12.100		$	10.790		$	9.930		$	8.190
Income (loss) from operations
Net investment income (loss)⁽¹⁾	$	0.146	⁽²⁾	$	0.053		$	0.018		$	0.002		$	(0.012	)
Net realized and unrealized gain		3.110			2.201			1.292			0.858			1.752
Total income from operations	$	3.256		$	2.254		$	1.310		$	0.860		$	1.740
Less Distributions
From net realized gain	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Total distributions	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Net asset value — End of year	$	16.900		$	14.040		$	12.100		$	10.790		$	9.930
Total Return⁽³⁾		23.71	%		18.96	%		12.14	%		8.66	%⁽⁴⁾		21.25	%
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	374,979		$	247,710		$	169,704		$	134,070		$	82,868
Ratios (As a percentage of average daily net assets):
Expenses⁽⁵⁾⁽⁶⁾		1.35	%		1.40	%		1.43	%		1.46	%		1.52	%
Net investment income (loss)		0.96	%		0.41	%		0.15	%		0.02	%		(0.14	)%
Portfolio Turnover of the Tax-Managed Growth Portfolio		2	%		1	%		1	%		4	%		19	%
Portfolio Turnover of the Tax-Managed Value Portfolio		14	%		26	%		40	%		44	%		76	%
Portfolio Turnover of the Tax-Managed International Equity Portfolio		23	%		25	%		39	%		62	%		100	%
Portfolio Turnover of the Tax-Managed Multi-Cap Growth Portfolio		157	%		181	%		217	%		239	%		224	%
Portfolio Turnover of the Tax-Managed Mid-Cap Core Portfolio		38	%		55	%		53	%		42	%		50	%
Portfolio Turnover of the Tax-Managed Small-Cap Growth Portfolio		78	%		99	%		223	%		282	%		248	%
Portfolio Turnover of the Tax-Managed Small-Cap Value Portfolio		80	%		49	%		24	%		12	%		21	%

⁽¹⁾ Net investment income (loss) per share was computed using average shares outstanding.

⁽²⁾ Net investment income per share reflects a dividend resulting from a corporate action allocated from the Tax-Managed International Equity Portfolio which amounted $0.029 per share. Excluding this dividend, the ratio of net investment income to average daily net assets would have been 0.77%.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ The effect of the net increase from payments by affiliate and net gains (losses) realized through the Fund's investment in Tax-Managed Small-Cap Growth Portfolio (the Portfolio) on the disposal of investments purchased which did not meet the Portfolio's investment guidelines amounted to less than $0.01 per share and had no effect on total return for the year ended October 31, 2004.

⁽⁵⁾ Includes the Fund's share of the Portfolios' allocated expenses.

⁽⁶⁾ The investment adviser waived a portion of its investment adviser fee and/or the administrator subsidized certain operating expenses (equal to 0.01% and 0.01% for 2005 and 2004, respectively).

See notes to financial statements
8

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class B
	Year Ended October 31,
	2007			2006			2005			2004			2003
Net asset value — Beginning of year	$	13.570		$	11.800		$	10.600		$	9.830		$	8.170
Income (loss) from operations
Net investment income (loss)⁽¹⁾	$	0.029	⁽²⁾	$	(0.042	)	$	(0.068	)	$	(0.076	)	$	(0.077	)
Net realized and unrealized gain		3.007			2.126			1.268			0.846			1.737
Total income from operations	$	3.036		$	2.084		$	1.200		$	0.770		$	1.660
Less Distributions
From net realized gain	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Total distributions	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Net asset value — End of year	$	16.210		$	13.570		$	11.800		$	10.600		$	9.830
Total Return⁽³⁾		22.89	%		17.98	%		11.32	%		7.83	%⁽⁴⁾		20.32	%
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	154,094		$	139,586		$	123,431		$	109,471		$	79,854
Ratios (As a percentage of average daily net assets):
Expenses⁽⁵⁾⁽⁶⁾		2.10	%		2.15	%		2.18	%		2.21	%		2.27	%
Net investment income (loss)		0.20	%		(0.33	)%		(0.59	)%		(0.73	)%		(0.88	)%
Portfolio Turnover of the Tax-Managed Growth Portfolio		2	%		1	%		1	%		4	%		19	%
Portfolio Turnover of the Tax-Managed Value Portfolio		14	%		26	%		40	%		44	%		76	%
Portfolio Turnover of the Tax-Managed International Equity Portfolio		23	%		25	%		39	%		62	%		100	%
Portfolio Turnover of the Tax-Managed Multi-Cap Growth Portfolio		157	%		181	%		217	%		239	%		224	%
Portfolio Turnover of the Tax-Managed Mid-Cap Core Portfolio		38	%		55	%		53	%		42	%		50	%
Portfolio Turnover of the Tax-Managed Small-Cap Growth Portfolio		78	%		99	%		223	%		282	%		248	%
Portfolio Turnover of the Tax-Managed Small-Cap Value Portfolio		80	%		49	%		24	%		12	%		21	%

⁽¹⁾ Net investment income (loss) per share was computed using average shares outstanding.

⁽²⁾ Net investment income per share reflects a dividend resulting from a corporate action allocated from the Tax-Managed International Equity Portfolio which amounted $0.028 per share. Excluding this dividend, the ratio of net investment income to average daily net assets would have been 0.01%.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁵⁾ Includes the Fund's share of the Portfolios' allocated expenses.

See notes to financial statements
9

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class C
	Year Ended October 31,
	2007			2006			2005			2004			2003
Net asset value — Beginning of year	$	13.550		$	11.780		$	10.580		$	9.810		$	8.150
Income (loss) from operations
Net investment income (loss)⁽¹⁾	$	0.031	⁽²⁾	$	(0.043	)	$	(0.068	)	$	(0.076	)	$	(0.076	)
Net realized and unrealized gain		2.995			2.127			1.268			0.846			1.736
Total income from operations	$	3.026		$	2.084		$	1.200		$	0.770		$	1.660
Less Distributions
From net realized gain	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Total distributions	$	(0.396	)	$	(0.314	)	$	—		$	—		$	—
Net asset value — End of year	$	16.180		$	13.550		$	11.780		$	10.580		$	9.810
Total Return⁽³⁾		22.85	%		18.01	%		11.34	%		7.85	%⁽⁴⁾		20.37	%
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	309,869		$	214,009		$	158,138		$	124,779		$	85,040
Ratios (As a percentage of average daily net assets):
Expenses⁽⁵⁾⁽⁶⁾		2.10	%		2.15	%		2.18	%		2.21	%		2.27	%
Net investment income (loss)		0.21	%		(0.34	)%		(0.59	)%		(0.73	)%		(0.88	)%
Portfolio Turnover of the Tax-Managed Growth Portfolio		2	%		1	%		1	%		4	%		19	%
Portfolio Turnover of the Tax-Managed Value Portfolio		14	%		26	%		40	%		44	%		76	%
Portfolio Turnover of the Tax-Managed International Equity Portfolio		23	%		25	%		39	%		62	%		100	%
Portfolio Turnover of the Tax-Managed Multi-Cap Growth Portfolio		157	%		181	%		217	%		239	%		224	%
Portfolio Turnover of the Tax-Managed Mid-Cap Core Portfolio		38	%		55	%		53	%		42	%		50	%
Portfolio Turnover of the Tax-Managed Small-Cap Growth Portfolio		78	%		99	%		223	%		282	%		248	%
Portfolio Turnover of the Tax-Managed Small-Cap Value Portfolio		80	%		49	%		24	%		12	%		21	%

⁽¹⁾ Net investment income (loss) per share was computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁵⁾ Includes the Fund's share of the Portfolios' allocated expenses.

See notes to financial statements
10

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Eaton Vance Tax-Managed Equity Asset Allocation Fund (the Fund) is a diversified series of Eaton Vance Mutual Funds Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers three classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B and Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class B shares held for eight years will automatically convert to Class A shares. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund currently invests all of its investable assets in the following seven tax-managed equity portfolios managed by Eaton Vance or its affiliates: Tax-Managed Growth Portfolio, Tax-Managed Value Portfolio, Tax-Managed International Equity Portfolio, Tax-Managed Multi-Cap Growth Portfolio (formerly Tax-Managed Multi-Cap Opportunity Portfolio), Tax-Managed Mid-Cap Core Portfolio, Tax-Managed Small-Cap Growth Portfolio and Tax-Managed Small-Cap Value Portfolio (the Portfolios). Each Portfolio is organized as a New York Trust. The investment objectives and policies of the Portfolios together are similar as those of the Fund. The value of the Fund's investment in each Portfolio reflects the Fund's proportionate interest in the net assets of the Tax-Managed Growth Portfolio, Tax-Managed Value Portfolio, Tax-M anaged International Equity Portfolio, Tax-Managed Multi-Cap Growth Portfolio, Tax-Managed Mid-Cap Core Portfolio, Tax-Managed Small-Cap Growth Portfolio and Tax-Managed Small-Cap Value Portfolio (0.9%, 12.2%, 46.3%, 54.8%, 64.5%, 28.9%, and 45.2%, respectively, at October 31, 2007). The performance of the Fund is directly affected by the performance of the Portfolios. A copy of each Portfolio's financial statements is available on the EDGAR Database on the Securities and Exchange Commission's website (www.sec.gov), at the Commission's public reference room in Washington, DC or upon request from the Fund's principal underwriter, Eaton Vance Distributors Inc. (EVD), by calling 1-800-225-6265.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — The valuation policy of each Portfolio is as follows: Securities listed on a U.S. securities exchange generally are valued at the last sale price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the official NASDAQ closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by an ind ependent pricing service. Exchange-traded options are valued at the last sale price for the day of valuation as quoted on the principal exchange or board of trade on which the options are traded or, in the absence of sales on such date, at the mean between the latest bid and asked prices therefore. Futures positions on securities and currencies generally are valued at closing settlement prices. Short-term debt securities with a remaining maturity of 60 days or less are valued at amortized cost. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service. Other fixed income and debt securities, including listed securities and securities for which price quotations are available, will normally be valued on the basis of valuations furnished by a pricing service. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations and supplied by an independent quotation service. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments held by the Portfolios for which valuations or market quotations are unavailable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolios considering relevant factors, data and information including the marke t value of freely tradable securities of

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

the same class in the principal market on which such securities are normally traded.

The Portfolios may invest in Cash Management Portfolio (Cash Management) and Eaton Vance Cash Collateral Fund, LLC (Cash Collateral), both are affiliated investment companies managed by Boston Management and Research (BMR) and Eaton Vance Management (EVM), respectively. Cash Management values its investment securities utilizing the amortized cost valuation technique permitted by Rule 2a-7 of the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. Investments in Cash Collateral are valued at net asset value per share on the valuation date.

B Income — The Fund's net investment income or loss consists of the Fund's pro-rata share of the net investment income or loss of the Portfolios, less all actual and accrued expenses of the Fund.

E Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Fund. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Fund maintains with SSBT. All credit balances, if any, used to reduce the Fund's custodian fees are reported as a reduction of expenses in the Statement of Operations.

G Indemnifications — Under the Trust's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for obligations of the Trust. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H Other — Investment transactions are accounted for on trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

2 Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and at least one distribution annually of all or substantially all of its net realized capital gains (reduced by available capital loss carryforwards from prior years, if any). Distributions are declared separately for each class of shares. Shareholders may reinvest distributions in shares of the same class of the Fund at the net asset value as of the reinvestment date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between boo k and tax accounting relating to distributions are reclassified to paid-in capital.

The tax character of the distributions declared for the years ended October 31, 2007 and October 31, 2006 were as follows:

	Year Ended October 31,
	2007		2006
Distributions declared from:
Long-Term Capital Gains	$	17,459,090	$	12,064,059

During the year ended October 31, 2007, undistributed net investment income was decreased by $2,833,491,

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

accumulated net realized gain was decreased by $2,848,684 and paid-in-capital was increased by $5,682,175 due to differences in book and tax policies for foreign currency gains and losses, partnership allocations and certain dividends received from Real Estate Investment Trusts (REITs). These reclassifications had no effect on net asset or net asset value per share of the Fund.

At October 31, 2007, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed capital gain	$	35,417,597
Undistributed ordinary income	$	7,245,570
Unrealized appreciation	$	234,385,352
Other temporary differences	$	18,228,600

The differences between components of distributable earnings (accumulated losses) on a tax basis and the amounts reflected in the Statements of Assets and Liabilities are primarily due to wash sales, passive foreign investment companies, partnership allocations, the treatment of short-term capital gains as ordinary for tax purposes and certain dividends received from REITs.

3 Transactions with Affiliates

The investment adviser fee is earned by EVM, as compensation for management and investment advisory services rendered to the Fund. Under the investment advisory agreement, EVM receives a monthly advisory fee in the amount of 0.80% annually of average daily net assets of the Fund up to $500 million and at reduced rates as daily net assets exceed that level. The investment advisory fee payable by the Fund is reduced by the Fund's allocable portion of the investment advisory fees paid by the Portfolios in which it invests. For the year ended October 31, 2007, the Fund's investment advisory fee totaled $5,548,941, of which $4,885,918 was allocated from the Portfolios and $663,023 was paid or accrued directly by the Fund. For the year ended October 31, 2007, the Fund's investment advisory fee, including the fees allocated from the Portfolios, was 0.785% of the Fund's average daily net assets.

An administrative fee is earned by EVM for managing and administering the business affairs of the Fund. Under the administration agreement, EVM earns a fee in the amount of 0.15% per annum of the average daily net assets of the Fund. For the year ended October 31, 2007, the administration fee amounted to $1,059,648.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of those services. For the year ended October 31, 2007, EVM earned $33,476 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), a subsidiary of EVM and the Fund's principal underwriter, received $335,393, as its portion of the sales charge on sales of Class A for the year ended October 31, 2007. EVD also received distribution and service fees from Class A, Class B, and Class C shares (see note 4) and contingent deferred sales charges (see note 5).

Except for Trustees of the Fund and the Portfolios who are not members of EVM's organization, officers and Trustees receive remuneration for their services to the Fund out of the investment advisory fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2007, no significant amounts have been deferred. Certain officers and Trustees of the Fund and of the Portfolios are officers of the above organizations.

4 Distribution Plans

The Fund also has in effect distribution plans for Class B shares (Class B Plan) and Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act (collectively, The Plans). The Class B and Class C Plans require the Fund to pay EVD amounts equal to 0.75% per annum of the Fund's average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 6.25% of the aggregate amount received by the Fund for the Class B and Class C shares sold, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of each respective class, reduced by the aggregate

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

amount of contingent deferred sales charges (see Note 5) and amounts theretofore paid or payable to EVD by each respective class. For the year ended October 31, 2007, the fund paid or accrued to EVD $1,096,141 and $1,925,326 for Class B and Class C shares, respectively representing 0.75% of the average daily net assets of Class B and C shares. At October 31, 2007, the amount of Uncovered Distribution Charges of EVD calculated under the Plans was approximately $2,925,000 and $10,274,000 for Class B and Class C shares, respectively. The Class B and Class C Plans also authorize the Fund to make payments of service fees to EVD, investment dealers, and other persons in amounts not exceeding 0.25% per annum of the Fund's average daily net assets attributable to the Class B and Class C shares. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the s ales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the year ended October 31, 2007 amounted to $365,380, and $641,775, for Class B and Class C shares, respectively.

5 Contingent Deferred Sales Charge

No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSC on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Class B and Class C Plans, respectively (see Note 4). CDSC assessed on Class B and Class C shares when no Uncovered Distribution Charges exist for the respective classes will be credited to the Fund. EVD received approximately $4,000, $153,000 and $26,000 of CDSC paid by shareholders for Class A, Class B and Class C shares, respectively, for the year ended October 31, 2007.

6 Investment Transactions

For the year ended October 31, 2007, increases and decreases in the Fund's investment in the Portfolios were as follows:

Portfolio	Contributions		Withdrawals
Tax-Managed Growth Portfolio	$	43,937,506	$	–
Tax-Managed Value Portfolio		28,354,979		–
Tax-Managed International Equity Portfolio		22,477,668		–
Tax-Managed Multi-Cap Growth Portfolio		–		6,662,676
Tax-Managed Mid-Cap Core Portfolio		–		6,662,676
Tax-Managed Small-Cap Growth Portfolio		–		–
Tax-Managed Small-Cap Value Portfolio		–		–

7 Shares of Beneficial Interest

The Fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

	Year Ended October 31,
Class A	2007			2006
Sales		6,263,745			4,978,140
Issued to shareholders electing to receive payments of distributions in Fund shares		432,864			317,801
Redemptions		(2,780,265	)		(2,162,067	)
Exchanges from Class B shares		621,246			490,894
Net increase		4,537,590			3,624,768
	Year Ended October 31,
Class B	2007			2006
Sales		835,141			1,386,326
Issued to shareholders electing to receive payments of distributions in Fund shares		253,884			231,447
Redemptions		(1,218,791	)		(1,289,718	)
Exchanges to Class A shares		(645,484	)		(506,003	)
Net decrease		(775,250	)		(177,948	)

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

	Year Ended October 31,
Class C	2007			2006
Sales		4,816,611			3,879,369
Issued to shareholders electing to receive payments of distributions in Fund shares		362,588			273,672
Redemptions		(1,819,644	)		(1,784,560	)
Net increase		3,359,555			2,368,481

8 Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management is currently evaluating the impact of applying the various provisions of FIN 48.

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees of Eaton Vance Mutual Funds
Trust and Shareholders of Eaton Vance
Tax-Managed Equity Asset Allocation Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Tax-Managed Equity Asset Allocation Fund (the "Fund") (one of the series of Eaton Vance Mutual Funds Trust) as of October 31, 2007 and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates mad e by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 14, 2007

Eaton Vance Tax-Managed Equity Asset Allocation Fund as of October 31, 2007

FEDERAL TAX INFORMATION (Unaudited)

The Form 1099-DIV you receive in January 2008 will show the tax status of all distributions paid to your account in calendar year 2007. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund. As required by the Internal Revenue Code regulations, shareholders must be notified within 60 days of the Fund's fiscal year end regarding the status of the long-term capital gains distribution.

Long-Term Capital Gains Distribution: The Fund designates $17,459,090 as long-term capital gains distribution.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS

Overview of the Contract Review Process

Information about Fees, Performance and Expenses

• An independent report comparing the advisory and related fees paid by each fund with fees paid by comparable funds;

• An independent report comparing each fund's total expense ratio and its components to comparable funds;

• An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

• Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

• Profitability analyses for each adviser with respect to each fund;

Information about Portfolio Management

• Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed;

• Data relating to portfolio turnover rates of each fund;

• The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

• Reports detailing the financial results and condition of each adviser;

• Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

• Copies of or descriptions of each adviser's proxy voting policies and procedures;

• Descriptions of the business continuity and disaster recovery plans of each adviser and its affiliates;

Other Relevant Information

• Information concerning the nature, cost and character of the administrative and other non-investment management services provided by Eaton Vance Management and its affiliates;

• Information concerning management of the relationship with the custodian, subcustodians and fund accountants by each adviser or the funds' administrator; and

• The terms of each advisory agreement.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS CONT'D

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Special Committee concluded that the continuance of the investment advisory agreement of the Eaton Vance Tax-Managed Equity Asset Allocation Fund (the "Fund") with Eaton Vance Management ("EVM"), as well as the investment advisory agreements of the Tax-Managed Growth Portfolio, the Tax-Managed Mid-Cap Core Portfolio, the Tax-Managed International Equity Portfolio, Tax-Managed Multi-Cap Opportunity Portfolio, Tax-Managed Small-Cap Growth Portfolio, Tax-Managed Small-Cap Value Portfolio and the Tax-Managed Value Portfolio (the "Portfolios"), the portfolios in which the Fund invests, each with Boston Management and Research ("BMR"), including their fee structures, is in the interests of shareholders and, therefore, the Special Committee recommended to the Board approval of each ag reement. In addition, the Special Committee concluded that each of the investment sub-advisory agreements between BMR and Atlanta Capital Asset Management ("Atlanta Capital"), with respect to the Tax-Managed Mid-Cap Core Portfolio, between BMR and Eagle Global Advisors, L.L.C. ("Eagle"), with respect to the Tax-Managed International Equity Portfolio, and between BMR and Fox Asset Management ("Fox"), with respect to the Tax-Managed Small-Cap Value Portfolio, including their fee structures, is in the interests of shareholders and, therefore, the Special Committee recommended to the Board approval of each agreement. The Board accepted the recommendation of the Special Committee as well as the factors considered and conclusions reached by the Special Committee with respect to each agreement. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the investment advisory agreements for the Fund and the Portfolios. EVM and BMR are each referred to as an "Adviser" herein; EVM with respect to the Fund and BMR with respect to the Portfolios. EVM and BMR are affiliates. Eagle, Fox and Atlanta Capital are referred to herein as the "Sub-advisers." Fox and Atlanta Capital are affiliates of EVM and BMR.

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement of the Fund and each Portfolio and the sub-advisory agreements of the relevant Portfolio, the Board evaluated the nature, extent and quality of services provided to each Portfolio by BMR and to the relevant Portfolio by the Sub-adviser and to the Fund by EVM. BMR manages the Portfolios, while EVM allocates the assets of the Fund among the Portfolios.

The Board considered BMR's and the Sub-advisers' management capabilities and investment process with respect to the types of investments held by the Portfolios, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Portfolios. The Board specifically noted BMR's in-house equity research capabilities and experience in managing funds that seek to maximize after-tax returns. For all the Portfolios, the Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Fund and each Portfolio by senior management. The Board also considered the capabilities of each Sub-adviser.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS CONT'D

evaluated the responses of the Adviser and its affiliates to requests from regulatory authorities such as the Securities and Exchange Commission and the National Association of Securities Dealers.

After consideration of the foregoing factors, among others, the Board concluded that the nature, extent and quality of services provided by the Adviser and Sub-advisers, taken as a whole, are appropriate and consistent with the terms of the investment advisory and sub-advisory agreements.

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices for the one- and three-year periods ended September 30, 2006 for the Fund. The Board also considered the performance of the underlying Portfolios. The Board concluded that the Fund's performance was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including any administrative fee rates, payable by the Portfolios and the Fund (referred to collectively as "management fees"). As part of its review, the Board considered the management fees, including administrative fees, and the Fund's total expense ratio for the year ended September 30, 2006, as compared to a group of similarly managed funds selected by an independent data provider. The Board considered the fact that with respect to two of the underlying Portfolios, the Adviser had agreed to waive fees and/or pay expenses of the Portfolios in an additional amount.

Profitability

The Board reviewed the level of profits realized by the Adviser and relevant affiliates thereof in providing investment advisory and administrative services to the Fund, the Portfolios and all Eaton Vance Funds as a group. The Board considered the level of profits realized without regard to revenue sharing or other payments by the Adviser and its affiliates to third parties in respect of distribution services. The Board also considered other direct or indirect benefits received by the Adviser and its affiliates in connection with its relationship with the Fund and the Portfolios, including the benefits of research services that may be available to BMR or the Sub-advisers as a result of securities transactions effected for the Portfolios and other investment advisory clients. The Board also concluded that, in light of its role as a sub-adviser not affiliated with the Adviser, Eagle's profitability in managing the Tax-Managed Inte rnational Equity Portfolio was not a material factor.

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund and the Portfolios increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board reviewed data summarizing the increases and decreases in the assets of the Portfolios and of all Eaton Vance Funds as a group over various time periods, and evaluated the extent to which the total expense ratio of the Fund and the profitability of the Adviser and its affiliates may have been affected by such increases or decreases. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affiliates and the Fund. The Board also concluded that, assuming reasonably foreseeable increases in the assets of the Portfolios, the structure of the advisory fees, which include breakpoints at several asset levels, can be expected to cause the Adviser and its affiliates and the Fund to continue to share such benefits equitably.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) are responsible for the overall management and supervision of the Trust's affairs. The Trustees and officers of the Trust are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Trust, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Vance, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, "Parametric" refer s to Parametric Portfolio Associates and "EVD" refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal underwriter and a wholly-owned subsidiary of EVM. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth

Position
with the
Trust

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Interested Trustee

Thomas E. Faust Jr. 5/31/58

Trustee and President of the Trust

Trustee since 2007 and President of the Trust since 2002

176

Director of EVC

Noninterested Trustee(s)

Benjamin C. Esty 1/2/63

Trustee

Since 2005

176

None

Allen R. Freedman 4/3/40

Trustee

Since 2007

Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).

175

Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)

William H. Park 9/19/47

Trustee

Since 2003

176

None

Ronald A. Pearlman 7/10/40

Trustee

Since 2003

Professor of Law, Georgetown University Law Center.

176

None

Norton H. Reamer 9/21/35

Trustee

Since 1986

176

None

Eaton Vance Tax-Managed Equity Asset Allocation Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position
with the
Trust

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Noninterested Trustee(s) (continued)

Heidi L. Steiger 7/8/53

Trustee

Since 2007

173

Director of Nuclear Electric Insurance Ltd. (nuclear insurance provider) and Aviva USA (insurance provider)

Lynn A. Stout 9/14/57

Trustee

Since 1998

Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.

176

None

Ralph F. Verni 1/26/43

Chairman of
the Board
and Trustee

Chairman of the Board since 2007 and Trustee since 2005

Consultant and private investor.

176

None

Principal Officers who are not Trustees

Name and
Date of Birth

Position
with the
Trust

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

William H. Ahern, Jr. 7/28/59

Vice President

Since 1995

Vice President of EVM and BMR. Officer of 74 registered investment companies managed by EVM or BMR.

Cynthia J. Clemson 3/2/63

Vice President

Since 2005

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Charles B. Gaffney 12/4/72

Vice President

Since 2007

Christine M. Johnston 11/9/72

Vice President

Since 2007

Vice President of EVM and BMR. Officer of 34 registered investment companies managed by EVM or BMR.

Aamer Khan 6/7/60

Vice President

Since 2005

Vice President of EVM and BMR. Officer of 32 registered investment companies managed by EVM or BMR.

Thomas H. Luster 4/8/62

Vice President

Since 2006

Vice President of EVM and BMR. Officer of 48 registered investment companies managed by EVM or BMR.

Michael R. Mach 7/15/47

Vice President

Since 1999

Vice President of EVM and BMR. Officer of 54 registered investment companies managed by EVM or BMR.

Robert B. MacIntosh 1/22/57

Vice President

Since 1998

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Duncan W. Richardson 10/26/57

Vice President

Since 2001

Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR. Officer 80 registered investment companies managed by EVM or BMR.

Walter A. Row, III 7/20/57

Vice President

Since 2001

Director of Equity Research and a Vice President of EVM and BMR. Officer of 38 registered investment companies managed by EVM or BMR.

Judith A. Saryan 8/21/54

Vice President

Since 2003

Vice President of EVM and BMR. Officer of 53 registered investment companies managed by EVM or BMR.

Susan Schiff 3/13/61

Vice President

Since 2002

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Thomas Seto 9/27/62

Vice President

Since 2007

Vice President and Director of Portfolio Management of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Eaton Vance Tax-Managed Equity Asset Allocation Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position
with the
Trust

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Principal Officers who are not Trustees (continued)

David M. Stein 5/4/51

Vice President

Since 2007

Managing Director and Chief Investment Officer of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Mark S. Venezia 5/23/49

Vice President

Since 2007

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Adam A. Weigold 3/22/75

Vice President

Since 2007

Vice President of EVM and BMR. Officer of 70 registered investment companies managed by EVM or BMR.

Barbara E. Campbell 6/19/57

Treasurer

Since 2005

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Maureen A. Gemma 5/24/60

Secretary

Since 2007

Deputy Chief Legal Officer and Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Paul M. O'Neil 7/11/53

Chief
Compliance Officer

Since 2004

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

⁽¹⁾ Includes both master and feeder funds in a master-feeder structure.

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and can be obtained without charge by calling 1-800-225-6265.

This Page Intentionally Left Blank

Investment Adviser of Eaton Vance Tax-Managed Equity Asset Allocation Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Administrator of Eaton Vance Tax-Managed Equity Asset Allocation Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Principal Underwriter
Eaton Vance Distributors, Inc.

The Eaton Vance Building
255 State Street
Boston, MA 02109
(617) 482-8260

Custodian
State Street Bank and Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116-5022

Eaton Vance Tax-Managed Equity Asset Allocation Fund

The Eaton Vance Building

255 State Street

Boston, MA 02109

This report must be preceded or accompanied by a current prospectus. Before investing, investors should consider carefully the Fund's investment objective, risks, and charges and expenses. The Fund's current prospectus contains this and other information about the Fund and is available through your financial advisor. Please read the prospectus carefully before you invest or send money. For further information please call 1-800-225-6265.

1299-12/07 TMEAASRC

Annual Report October 31, 2007

EATON VANCE
DIVERSIFIED
INCOME
FUND

IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS AND PROXY VOTING

• Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

In addition, our Privacy Policy only applies to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer's account (i.e., fund shares) is held in the name of a third-party financial adviser/ broker-dealer, it is likely that only such adviser's privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds' and Portfolios' Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to Portfolio securities during the most recent 12 month period ended June 30, without charge, upon request, by calling 1-800-262-1122. This description is also available on the SEC's website at www.sec.gov.

Eaton Vance Diversified Income Fund as of October 31, 2007

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

The Fund

Performance for the Past Year

· The Fund’s Class A shares had a total return of 5.22% during the year ended October 31, 2007.(1) This return resulted from a decrease in net asset value per share (NAV) to $9.63 on October 31, 2007, from $9.77 on October 31, 2006, and the reinvestment of $0.638 in dividend income.

· The Fund’s Class B shares had a total return of 4.44% for the same period.(1) This return resulted from a decrease in NAV per share to $9.62 on October 31, 2007, from $9.76 on October 31, 2006, and the reinvestment of $0.565 in dividend income.

· The Fund’s Class C shares had a total return of 4.33% for the same period.(1) This return resulted from a decrease in NAV per share to $9.62 on October 31, 2007, from $9.77 on October 31, 2006, and the reinvestment of $0.565 in dividend income.

· For comparison, the Fund’s benchmarks had the following returns: the Merrill Lynch U.S. High Yield Master II Index – an unmanaged index of below investment grade U.S. dollar-denominated corporate bonds publicly issued in the U.S. domestic market – had a total return of 6.85% during the same period.(2) The S&P/LSTA Leveraged Loan Index – an unmanaged index of U.S. dollar-denominated leveraged loans – had a total return of 4.42% during the same period.(2) The Lehman Brothers Intermediate Government Bond Index – an unmanaged index of U.S. government bonds with maturities between one and 10 years – had a total return of 6.01% during the same period.(2)

Management Discussion

· The Fund’s primary investment objective is to provide a high level of current income. The Fund may, as a secondary objective, also seek capital appreciation to the extent consistent with its primary objective of high current income.

· The Fund is structured as a “fund-of-funds” and, accordingly, currently pursues its objectives by investing its assets in three registered investment companies (each a “Portfolio”) that are managed by Eaton Vance Management or its affiliates: Boston Income Portfolio, which normally invests primarily in high-yield, high-risk corporate bonds; Floating Rate Portfolio, which normally invests primarily in interests in senior floating-rate loans; and Government Obligations Portfolio, which primarily invests in mortgage-backed securities (MBS) issued by the U.S. Government or one of its agencies or instrumentalities.

· In the Boston Income Portfolio, the bond market’s correction in the third quarter of 2007 hurt performance, but some of the losses were recovered after the Federal Reserve cut interest rates in September. Among the Portfolio’s stronger performing sectors were metals, specialty retailers, energy and health care. For-profit education companies also held up well. Cyclical sectors — notably home builders and financials — were among the Portfolio’s lagging performers, but the Portfolio remained significantly underweighted in both of these sectors, relative to the Merrill Lynch U.S. High Yield Master II Index, during the period.(3)

· In Floating Rate Portfolio, the loan market underwent a correction in the third quarter of 2007 that was distinguished from previous corrections by the fact that corporate loan default rates remained at historic lows, just 0.5%, according to Standard & Poor’s. Thus, while there were increasing signs of a weakening economy, the exaggerated market decline was

Continued on page 2.

(1)	These returns do not include the 4.75% maximum sales charge for the Fund’s Class A shares or the applicable contingent deferred sales charges (CDSC) for Class B shares and Class C shares. If sales charges were deducted, the returns would be lower.

(2)	It is not possible to invest directly in an Index. The Indices’ total returns do not reflect the expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Indices. Index returns are available as of month end only.

(3)	Portfolio investments may not be representative of the Portfolios’ current or future investments and may change due to active management.

The views expressed throughout this report are those of the portfolio managers and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested. Yield will vary.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

Eaton Vance Diversified Income Fund as of October 31, 2007

PORTFOLIO INFORMATION

primarily based on technical factors. The Fund’s senior loan holdings remained diversified in terms of industry, market and geography — a strategy management believes should help weather an economic downturn. Publishing, cable and satellite television, health care, chemicals and plastics, and business equipment and services were the largest industry weightings. The Fund had a modest exposure to home builders but had no exposure to subprime or mortgage lenders.(1)

· In Government Obligations Portfolio, management maintained a large position in seasoned fixed-rate MBS and a smaller position in adjustable-rate MBS. While the Portfolio’s seasoned MBS had no direct exposure to subprime investments or non-agency MBS, they were nonetheless affected by the overall spread widening in the fixed-income markets.

Diversification by Sectors(2)

By total investments

However, that widening was partially offset by a decline in overall bond yields. With MBS spreads in the 125 basis point range (1.25%) at October 31, 2007, MBS represented, in the view of management, better value than in recent years. Prepayment rates for the Portfolio’s seasoned MBS were slightly lower during the fiscal year, as homeowners were less motivated to refinance their mortgages. With signs of a weaker economy, management extended duration slightly. Duration is an indicator — stated in years — that measures cash flows and expected maturity of a fixed-income security or portfolio, and is used to determine price sensitivity to changes in interest rates. A longer duration increases the Portfolio’s interestrate exposure.(1)

(1)	Portfolio investments may not be representative of the Portfolios’ current or future investments and may change due to active management.

(2)	As of 10/31/07. Sectors are shown as a percentage of the Fund’s total investments. Fund statistics may not be representative of the Fund’s current or future investments and are subject to change due to active management. The Fund expects to allocate its assets approximately equally among Boston Income Portfolio, Government Obligations Portfolio and Floating Rate Portfolio. The Fund’s investment adviser will monitor the Fund’s allocations to the underlying Portfolios and will rebalance whenever actual allocations exceed plus or minus 3% of the Fund’s pre-determined fixed allocation percentages.

Eaton Vance Diversified Income Fund as of October 31, 2007

FUND PERFORMANCE

The line graph and table set forth below provide information about the Fund’s performance. The line graph compares the performance of Class A of the Fund with that of the Merrill Lynch U.S. High Yield Master II Index, an unmanaged index of below investment grade U.S. dollar-denominated corporate bonds publicly issued in the U.S. domestic market; the S&P/LSTA Leveraged Loan Index, an unmanaged index of U.S. dollar-denominated leveraged loans; and the Lehman Brothers Intermediate Government Bond Index, an unmanaged index of U.S. government bonds with maturities between one and 10 years. The lines on the graph represent the total returns of a hypothetical investment of $10,000 in each of Class A and the Merrill Lynch U.S. High Yield Master II Index, the S&P/LSTA Leveraged Loan Index and the Lehman Brothers Intermediate Government Bond Index. Class A total returns are presented at net asset value and maximum public offering price (POP). The table includes the total returns of each Class of the Fund at net asset value and public offering price. The performance presented below does not reflect the deduction of taxes, if any, that a shareholder would pay on distributions or redemptions of Fund shares.

Performance(1)	Class A		Class B		Class C
Share Class Symbol	EADDX		EBDDX		ECDDX

Average Annual Total Returns (at net asset value)
One Year	5.22	%	4.44	%	4.33	%
Life of Fund†	5.29		4.47		4.47

SEC Average Annual Total Returns (including sales charge or applicable CDSC)
One Year	0.19	%	-0.49	%	3.35	%
Life of Fund†	3.53		3.24		4.47

†	Inception dates: Class A: 12/7/04; Class B: 12/7/04; Class C: 12/7/04

(1)	Average Annual Total Returns do not include the 4.75% maximum sales charge for Class A shares or the applicable contingent deferred sales charges (CDSC) for Class B or Class C shares. If sales charges were deducted, the returns would be lower. SEC returns for Class A reflect the maximum 4.75% sales charge. SEC returns for Class B reflect applicable CDSC based on the following schedule: 5% - 1st and 2nd years; 4% - 3rd year; 3% - 4th year; 2% - 5th year; 1% - 6th year. SEC 1-year return for Class C reflects a 1% CDSC.

Total Annual
Operating Expenses(2)	Class A		Class B		Class C

Expense Ratio	1.09	%	1.84	%	1.84	%

(2)	Source: Prospectus dated 3/1/07.

Source: Thomson Financial. Class A of the Fund commenced operations on 12/7/04. A $10,000 hypothetical investment on 12/7/04 at NAV in Class B shares and Class C shares, respectively, would have been valued at $11,351 ($10,967 after deduction of the applicable CDSC) and $11,352, respectively, on 10/31/07. It is not possible to invest directly in an Index. The Indices’ total returns do not reflect expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Indices. Index returns are available as of month-end only.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

Eaton Vance Diversified Income Fund as of October 31, 2007

FUND EXPENSES

Hypothetical Example for Comparison Purposes: The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratios and an assumed rate of return of 5% per year (before expenses), which is not the actual return of the Fund. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Eaton Vance Diversified Income Fund

	Beginning Account Value (5/1/07)		Ending Account Value (10/31/07)		Expenses Paid During Period* (5/1/07 – 10/31/07)
Actual
Class A	$	1,000.00	$	1,010.80	$	5.63
Class B	$	1,000.00	$	1,006.90	$	9.41
Class C	$	1,000.00	$	1,006.90	$	9.41
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,019.60	$	5.65
Class B	$	1,000.00	$	1,015.80	$	9.45
Class C	$	1,000.00	$	1,015.80	$	9.45

* Expenses are equal to the Fund's annualized expense ratio of 1.11% for Class A shares, 1.86% for Class B shares and 1.86% for Class C shares, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on April 30, 2007. The example reflects the expenses of the Fund and the Portfolios.

Eaton Vance Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Investment in Boston Income Portfolio, at value (identified cost, $142,250,281)	$	139,282,506
Investment in Floating Rate Portfolio, at value (identified cost, $141,198,029)		139,289,982
Investment in Government Obligations Portfolio, at value (identified cost, $137,677,422)		138,737,081
Receivable for Fund shares sold		5,731,508
Prepaid expenses		11,279
Total assets	$	423,052,356
Liabilities
Payable for Fund shares redeemed	$	670,006
Dividends payable		646,670
Payable to affiliate for distribution and service fees		228,807
Payable to affiliate for Trustees' fees		333
Accrued expenses		160,549
Total liabilities	$	1,706,365
Net Assets	$	421,345,991
Sources of Net Assets
Paid-in capital	$	428,980,781
Accumulated net realized loss from Portfolios (computed on the basis of identified cost)		(3,988,420	)
Accumulated net investment income		169,793
Net unrealized depreciation from Portfolios (computed on the basis of identified cost)		(3,816,163	)
Total	$	421,345,991
Class A Shares
Net Assets	$	200,163,118
Shares Outstanding		20,782,949
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	9.63
Maximum Offering Price Per Share (100 ÷ 95.25 of $9.63)	$	10.11
Class B Shares
Net Assets	$	38,985,668
Shares Outstanding		4,051,278
Net Asset Value and Offering Price Per Share* (net assets ÷ shares of beneficial interest outstanding)	$	9.62
Class C Shares
Net Assets	$	182,197,205
Shares Outstanding		18,932,230
Net Asset Value and Offering Price Per Share* (net assets ÷ shares of beneficial interest outstanding)	$	9.62
On sales of $25,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

Statement of Operations

For the Year Ended
October 31, 2007

Investment Income
Interest and other income allocated from Portfolios	$	27,136,000
Dividend income allocated from Portfolios		100,940
Expenses allocated from Portfolios		(2,578,864	)
Net investment income from Portfolios	$	24,658,076
Expenses
Trustees' fees and expenses	$	3,743
Distribution and service fees Class A		444,967
Class B		362,811
Class C		1,645,311
Transfer and dividend disbursing agent fees		267,044
Custodian fee		182,355
Registration fees		86,831
Legal and accounting services		49,040
Printing and postage		41,019
Miscellaneous		7,153
Total expenses	$	3,090,274
Net investment income	$	21,567,802
Realized and Unrealized Gain (Loss) from Portfolios
Net realized gain (loss) — Investment transactions (identified cost basis)	$	1,780,760
Financial futures contracts		157,066
Swap contracts		(80,269	)
Foreign currency and forward foreign currency exchange contract transactions		(1,658,930	)
Net realized gain	$	198,627
Change in unrealized appreciation (depreciation) — Investments (identified cost basis)	$	(5,169,237	)
Financial futures contracts		118,612
Swap contracts		89,402
Foreign currency and forward foreign currency exchange contracts		33,326
Net change in unrealized appreciation (depreciation)	$	(4,927,897	)
Net realized and unrealized loss	$	(4,729,270	)
Net increase in net assets from operations	$	16,838,532

See notes to financial statements
5

Eaton Vance Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended October 31, 2007			Year Ended October 31, 2006
From operations — Net investment income	$	21,567,802		$	13,504,898
Net realized gain from investment transactions, financial futures contracts, swaps contracts and foreign currency and forward foreign currency exchange contract transactions		198,627			173,940
Net change in unrealized appreciation (depreciation) from investments, financial futures contracts, swaps contracts and foreign currency and forward foreign currency exchange contracts		(4,927,897	)		2,245,709
Net increase in net assets from operations	$	16,838,532		$	15,924,547
Distributions to shareholders — From net investment income Class A	$	(11,639,357	)	$	(7,323,426	)
Class B		(2,100,586	)		(1,562,528	)
Class C		(9,527,571	)		(6,522,201	)
Total distributions to shareholders	$	(23,267,514	)	$	(15,408,155	)
Transactions in shares of beneficial interest — Proceeds from sale of shares Class A	$	103,643,666		$	82,726,214
Class B		11,774,288			13,707,120
Class C		72,555,582			63,879,837
Net asset value of shares issued to shareholders in payment of distributions declared Class A		8,124,353			5,159,127
Class B		1,367,260			973,870
Class C		6,588,347			4,393,885
Cost of shares redeemed Class A		(53,332,480	)		(30,170,684	)
Class B		(5,406,383	)		(4,834,978	)
Class C		(30,076,238	)		(22,404,604	)
Net increase in net assets from Fund share transactions	$	115,238,395		$	113,429,787
Net increase in net assets	$	108,809,413		$	113,946,179

Net Assets	Year Ended October 31, 2007		Year Ended October 31, 2006
At beginning of year	$	312,536,578	$	198,590,399
At end of year	$	421,345,991	$	312,536,578
Accumulated undistributed net investment income included in net assets
At end of year	$	169,793	$	71,664

See notes to financial statements
6

Eaton Vance Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class A
	Year Ended October 31,						Period Ended
	2007⁽¹⁾			2006⁽¹⁾			October 31, 2005⁽¹⁾⁽²⁾
Net asset value — Beginning of period	$	9.770		$	9.760		$	10.000
Income (loss) from operations
Net investment income	$	0.593		$	0.561		$	0.430
Net realized and unrealized gain (loss)		(0.095	)		0.086			(0.108	)
Total income from operations	$	0.498		$	0.647		$	0.322
Less distributions
From net investment income	$	(0.638	)	$	(0.637	)	$	(0.562	)
Total distributions	$	(0.638	)	$	(0.637	)	$	(0.562	)
Net asset value — End of period	$	9.630		$	9.770		$	9.760
Total Return⁽³⁾		5.22	%		6.84	%		3.29	%⁽⁷⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	200,163		$	144,830		$	86,858
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.10	%		1.09	%		1.17	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.10	%		1.09	%		1.17	%⁽⁵⁾⁽⁶⁾
Net investment income		6.08	%		5.75	%		4.84	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Boston Income Portfolio		84	%		68	%		71	%
Portfolio Turnover of the Floating Rate Portfolio		61	%		50	%		57	%
Portfolio Turnover of the Government Obligations Portfolio		23	%		2	%		30	%

⁽¹⁾Net investment income per share was computed using average shares outstanding.

⁽²⁾For the period from the start of business, December 7, 2004, to October 31, 2005.

⁽³⁾Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾Includes the Fund's share of the Portfolios' allocated expenses.

⁽⁵⁾Annualized.

⁽⁶⁾The investment adviser waived a portion of its advisory fee and the administrator subsidized certain operating expenses (equal to 0.03%).

⁽⁷⁾Not annualized.

See notes to financial statements
7

Eaton Vance Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class B
	Year Ended October 31,						Period Ended
	2007⁽¹⁾			2006⁽¹⁾			October 31, 2005⁽¹⁾⁽²⁾
Net asset value — Beginning of period	$	9.760		$	9.750		$	10.000
Income (loss) from operations
Net investment income	$	0.520		$	0.488		$	0.365
Net realized and unrealized gain (loss)		(0.095	)		0.085			(0.120	)
Total income from operations	$	0.425		$	0.573		$	0.245
Less distributions
From net investment income	$	(0.565	)	$	(0.563	)	$	(0.495	)
Total distributions	$	(0.565	)	$	(0.563	)	$	(0.495	)
Net asset value — End of period	$	9.620		$	9.760		$	9.750
Total Return⁽³⁾		4.44	%		6.05	%		2.49	%⁽⁷⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	38,986		$	31,827		$	21,926
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.85	%		1.84	%		1.92	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.85	%		1.84	%		1.92	%⁽⁵⁾⁽⁶⁾
Net investment income		5.35	%		5.01	%		4.11	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Boston Income Portfolio		84	%		68	%		71	%
Portfolio Turnover of the Floating Rate Portfolio		61	%		50	%		57	%
Portfolio Turnover of the Government Obligations Portfolio		23	%		2	%		30	%

⁽¹⁾Net investment income per share was computed using average shares outstanding.

⁽²⁾For the period from the start of business, December 7, 2004, to October 31, 2005.

⁽³⁾Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾Includes the Fund's share of the Portfolios' allocated expenses.

⁽⁵⁾Annualized.

⁽⁶⁾The investment adviser waived a portion of its advisory fee and the administrator subsidized certain operating expenses (equal to 0.03%).

⁽⁷⁾Not annualized.

See notes to financial statements
8

Eaton Vance Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class C
	Year Ended October 31,						Period Ended
	2007⁽¹⁾			2006⁽¹⁾			October 31, 2005⁽¹⁾⁽²⁾
Net asset value — Beginning of period	$	9.770		$	9.750		$	10.000
Income (loss) from operations
Net investment income	$	0.520		$	0.489		$	0.362
Net realized and unrealized gain (loss)		(0.105	)		0.095			(0.117	)
Total income from operations	$	0.415		$	0.584		$	0.245
Less distributions
From net investment income	$	(0.565	)	$	(0.564	)	$	(0.495	)
Total distributions	$	(0.565	)	$	(0.564	)	$	(0.495	)
Net asset value — End of period	$	9.620		$	9.770		$	9.750
Total Return⁽³⁾		4.33	%		6.16	%		2.49	%⁽⁷⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	182,197		$	135,880		$	89,806
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.85	%		1.84	%		1.92	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.85	%		1.84	%		1.92	%⁽⁵⁾⁽⁶⁾
Net investment income		5.34	%		5.02	%		4.08	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Boston Income Portfolio		84	%		68	%		71	%
Portfolio Turnover of the Floating Rate Portfolio		61	%		50	%		57	%
Portfolio Turnover of the Government Obligations Portfolio		23	%		2	%		30	%

⁽¹⁾Net investment income per share was computed using average shares outstanding.

⁽²⁾For the period from the start of business, December 7, 2004, to October 31, 2005.

⁽³⁾Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾Includes the Fund's share of the Portfolios' allocated expenses.

⁽⁵⁾Annualized.

⁽⁶⁾The investment adviser waived a portion of its advisory fee and the administrator subsidized certain operating expenses (equal to 0.03%).

⁽⁷⁾Not annualized.

See notes to financial statements
9

Eaton Vance Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Eaton Vance Diversified Income Fund (the Fund) is a diversified series of Eaton Vance Mutual Funds Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund was organized under the laws of the Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated December 7, 2004. The Fund offers three classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B and Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 6). Class B shares held for eight years will automatically convert to Class A shares. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Net investment income, other than class-specific expenses, is allocated daily to each class of shares based upon the ratio of the value of each class's paid shares to the total value of all paid shares. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund currently invests all of its investable assets in the following three registered investment companies (each, a Portfolio) managed by Eaton Vance or its affiliates: Boston Income Portfolio, Floating Rate Portfolio, and Government Obligations Portfolio (the Portfolios). Each Portfolio is organized as a New York Trust. The investment objectives and policies of the Portfolios together are similar as those of the Fund. The value of the Fund's investment in each Portfolio reflects the Fund's proportionate interest in the net assets of the Boston Income Port folio, Floating Rate Portfolio, and Government Obligations Portfolio (6.8%, 2.0%, and 20.2%, respectively, at October 31, 2007). The performance of the Fund is directly affected by the performance of the Portfolios. A copy of each Portfolio's financial statements is available on the EDGAR Database on the Securities and Exchange Commission's website (www.sec.gov), at the Commission's public reference room in Washington, DC or upon request from the Fund's principal underwriter, Eaton Vance Distributors Inc. (EVD), by calling 1-800-225-6265.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Boston Income Portfolio's valuation policies are as follows: Securities listed on a U.S. securities exchange are generally valued at the last sale price on the day of valuation, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Listed or unlisted investments for which closing sale prices are not available are valued at the mean between the latest bid and asked prices. Fixed income investments and senior floating-rate loan interests (other than short-term obligations), including listed investments and investment s for which quotations are available, will normally be valued on the basis of market valuations furnished by a pricing service. Short-term obligations, maturing in sixty days or less, are valued at amortized cost, which approximates value. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service. Investments for which there is no quotation or valuation are valued at fair value using methods determined in good faith by or at the direction of the Trustees.

The Portfolio's investments are primarily in interests in senior floating rate loans (Senior Loans). Interests in Senior Loans for which reliable market quotations are readily available are valued on the basis of prices furnished by an independent pricing service. Other Senior Loans are valued at fair value by the investment adviser under procedures approved by the Trustees. In fair valuing a Senior Loan, the investment adviser utilizes one or more of the following valuation techniques: (i) a matrix pricing approach that considers the yield on the Senior Loan relative to yields on other loan interests issued by companies of comparable credit quality; (ii) a comparison of the value of the borrower's outstanding equity and debt to that of comparable public companies; (iii) a discounted cash flow analysis; or (iv) when the investment adviser believes it is likely that a borrower will be liquidated or sold, an analysis of the terms of such liquidation or sale. In certain cases, the investment adviser will use a combination of analytical methods to determine fair value, such as when only a portion of a borrower's assets are likely to be sold. In conducting its assessment and analyses for purposes of determining fair value of a Senior Loan, the investment adviser will use its discretion and judgment in considering and appraising relevant factors. Junior loans are valued in the same manner as Senior Loans. Other portfolio securities (other than short-term obligations, but including listed issues) may be valued on the basis of prices furnished by one or more pricing services which

Eaton Vance Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

determine prices for normal, institutional-size trading units of such securities which may use market information, transactions for comparable securities and various relationships between securities which are generally recognized by institutional traders. The value of interest rate swaps will be based on dealer quotations. Short-term obligations, maturing in sixty days or less, are valued at amortized cost, which approximates value. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service. Over-the-counter options are valued at the mean between the bid and the asked price provided by dealers. Financial futures contracts listed on the commodity exchanges and exchange traded options are valued at closing settlement prices. Repurchase agreements are valued at cost plus accrued interest. Other portfolio securities for which there are no quotations or valuatio ns are valued at fair value as determined in good faith by or at the direction of the Trustees.

Government Obligations Portfolio's valuation policies are as follows: Debt securities (including collateralized mortgage obligations and certain mortgage backed securities ("MBS") normally are valued by independent pricing services. The pricing services consider various factors relating to bonds or loans and/or market transactions to determine market value. Most seasoned 30-year fixed rate MBS are valued by the investment adviser's matrix pricing system. The matrix pricing system also considers various factors relating to bonds and market transactions to determine market value. Options are valued at last sale price on a U.S. exchange or board of trade or, in the absence of a sale, at the mean between the last bid and asked price. Financial futures contracts listed on commodity exchanges are valued at closing settlement prices. Securities for which there is no such quotation or valuation are valued at fair value using methods det ermined in good faith by or at the direction of the Trustees. Short-term obligations, maturing in sixty days or less, are valued at amortized cost, which approximates value. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service.

The Portfolios may invest in Cash Management Portfolio (Cash Management), an affiliated investment company managed by Boston Management and Research (BMR), a subsidiary of Eaton Vance Management (EVM). Cash Management values its investment securities utilizing the amortized cost calculation technique permitted by Rule 2a-7 of the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium.

B Income — The Fund's net investment income or loss consists of the Fund's pro-rata share of the net investment income or loss of the Portfolios, less all actual and accrued expenses of the Fund.

C Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

D Federal Taxes — The Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2007, the Fund, for federal income tax purposes, had a capital loss carryforward of $3,583,517 which will reduce the Fund's taxable income arising from future net realized gain on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shar eholders which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. Such capital loss carryforward will expire on October 31, 2013 ($1,151,435), October 31, 2014 ($1,054,697) and October 31, 2015 ($1,377,385).

F Indemnifications — Under the Trust's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for obligations of the Trust. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

G Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires

Eaton Vance Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

H Other — Investment transactions are accounted for on a trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

2 Distributions to Shareholders

The Fund declares dividends daily to shareholders of record at the time of declaration. Distributions are ordinarily paid monthly. Distributions of allocated realized capital gains, if any, are made at least annually. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date. Distributions are paid in the form of additional shares of the Fund or, at the election of the shareholder, in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital.

The tax character of the distributions declared for the year ended October 31, 2007 and year ended October 31, 2006 were as follows:

	Year Ended October 31,
	2007		2006
Distributions declared from:
Ordinary income	$	23,267,514	$	15,408,155

During the year ended October 31, 2007, accumulated paid-in capital was decreased by $178,283, distributions in excess of net investment income were decreased by $1,797,841, and accumulated net realized loss was increased by $1,619,558 due to differences between book and tax accounting primarily for currency gain (loss) premium amortization swaps, paydown gain/loss and mixed straddles. These reclassifications had no effect on net asset or net asset value per share of the Fund.

At October 31, 2007, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed ordinary income	$	925,344
Capital loss carryforward	$	(3,583,517	)
Unrealized depreciation	$	(4,329,947	)
Other temporary differences	$	(646,670	)

The differences between components of distributable earnings (accumulated loss) on a tax basis and the amounts reflected in the statement of assets and liabilities are primarily due to differences in book and tax policies for wash sales, the timing of recognizing distributions to shareholders, accounting for swaps, partnership allocation, premium amortization and futures contracts.

3 Shares of Beneficial Interest

	Year Ended October 31,
Class A	2007			2006
Sales		10,613,050			8,485,953
Issued to shareholders electing to receive payments of distributions in Fund shares		835,241			529,161
Redemptions		(5,485,351	)		(3,094,584	)
Net increase		5,962,940			5,920,530
	Year Ended October 31,
Class B	2007			2006
Sales		1,206,837			1,407,384
Issued to shareholders electing to receive payments of distributions in Fund shares		140,653			99,979
Redemptions		(555,949	)		(496,300	)
Net increase		791,541			1,011,063
	Year Ended October 31,
Class C	2007			2006
Sales		7,435,545			6,557,592
Issued to shareholders electing to receive payments of distributions in Fund shares		677,831			450,961
Redemptions		(3,095,981	)		(2,302,235	)
Net increase		5,017,395			4,706,318

Eaton Vance Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

4 Investment Advisor Fee and other Transactions with Affiliates

EVM serves as the investment adviser and administrator of the Fund, providing the Fund with investment advisory services (relating to the investment of the Fund's assets in the Portfolios). EVM does not receive a fee for serving as the Fund's investment adviser and administrator. The Portfolios have engaged BMR to render investment advisory services and the Fund is allocated its share of the investment advisory fee paid by each Portfolio in which it invests.

Except for Trustees of the Fund and the Portfolios who are not members of EVM's organization, officers and Trustees receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2007, no significant amounts have been deferred. Certain officers and Trustees of the Fund and of the Portfolio are officers of the above organizations.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of those activities. For the year ended October 31, 2007, EVM received $15,322 in sub-transfer agent fees.

The Fund was informed that EVD, and the Fund's principal underwriter, received $68,710 as its portion of the sales charge on sales of Class A for the year ended October 31, 2007. EVD also received distribution and service fees from Class A, Class B and Class C shares (see note 5) and contingent deferred sales charges (see note 6).

5 Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. The Class A Plan provides that the Fund will pay EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the year ended October 31, 2007 amounted to $444,967 for Class A shares. The Class B and Class C Plans require the Fund to pay EVD amounts equal to 0.75% per annum of the Fund's average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD du ring any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 6.25% of the aggregate amount received by the Fund for the Class B and Class C shares sold, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of each respective class, reduced by the aggregate amount of contingent deferred sales charges (see Note 6) and amounts theretofore paid or payable to EVD by each respective class. The Fund paid or accrued $272,108 and $1,233,983 for Class B and Class C shares, respectively, to or payable to EVD for the year ended October 31, 2007, representing 0.75% per annum of the average daily net assets for Class B and Class C shares. At October 31, 2007, the amount of Uncovered Distribution Charges of EVD calculated under the Plans was approximately $1,694,000 and $11,414,000 for Class B and Class C shares, respectively. The Class B and Class C Plans also a uthorize the Fund to make payments of service fees to EVD, investment dealers, and other persons in amounts not exceeding 0.25% per annum of the Fund's average daily net assets attributable to the Class B and Class C shares. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the year ended October 31, 2007 amounted to $90,703 and $411,328 for Class B and Class C shares, respectively.

6 Contingent Deferred Sales Charge

Eaton Vance Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

certain other limited conditions. CDSC received on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund's Class B and Class C Plans. CDSC received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. EVD received approximately $3,000, $93,000 and $42,000 of CDSC paid by shareholders for Class A, Class B, and Class C shares, respectively, for the year ended October 31, 2007.

7 Investment Transactions

For the year ended October 31, 2007, increases and decreases in the Fund's investment in the Portfolios were as follows:

Portfolio	Contributions		Withdrawals
Boston Income Portfolio	$	43,833,696	$	16,425,143
Floating Rate Portfolio		39,909,304		10,165,199
Government Obligations Portfolio		44,666,186		17,113,179

8 Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management is currently evaluating the impact of applying the various provisions of FIN 48.

Eaton Vance Diversified Income Fund as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance Diversified Income Fund:

We have audited the accompanying statement of assets and liabilities of Diversified Income Fund (one of the series of Eaton Vance Mutual Funds Trust) (the "Fund") as of October 31, 2007, and the related statement of operations, the statement of changes in net assets, and the financial highlights for year then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit. The statement of changes in net assets of the Fund for the year ended October 31, 2006 and the financial highlights for the year ended October 31, 2006 and for the period from the start of business, December 7, 2004, to October 31, 2005 were audited by other auditors. Those auditors expressed an unqualified opinion on those financial statements and financial highlights in their report dated December 2 7, 2006.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and si gnificant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Diversified Income Fund as of October 31, 2007, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 20, 2007

Eaton Vance Diversified Income Fund as of October 31, 2007

FEDERAL TAX INFORMATION (Unaudited)

Eaton Vance Diversified Income Fund as of October 31, 2007

OTHER MATTERS

Change in Independent Registered Public Accounting Firm

On August 6, 2007, PricewaterhouseCoopers LLP resigned in the ordinary course as the independent registered public accounting firm for the Fund.

The reports of PricewaterhouseCoopers LLP on the Fund's financial statements for the last fiscal year and its initial fiscal year contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. There have been no disagreements with PricewaterhouseCoopers LLP during the Fund's most recent fiscal year and its initial fiscal year and any subsequent interim period on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements if not resolved to the satisfaction of PricewaterhouseCoopers LLP, would have caused them to make reference thereto in their reports on the Fund's financial statements for such years, and there were no reportable events of the kind described in Item 304 (a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

At a meeting held on August 6, 2007, based on Audit Committee recommendations and approvals, the full Board of Trustees of the Fund approved Deloitte & Touche LLP as the Fund's independent registered public accounting firm for the fiscal year ending October 31, 2007. To the best of the Fund's knowledge, for the fiscal year ended October 31, 2006 and for the period from the start of business, December 7, 2004, to October 31, 2005, and through August 6, 2007, the Fund did not consult with Deloitte & Touche LLP on items which concerned the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Fund's financial statements or concerned the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).

Eaton Vance Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS

Overview of the Contract Review Process

Information about Fees, Performance and Expenses

• An independent report comparing the advisory and related fees paid by each fund with fees paid by comparable funds;

• An independent report comparing each fund's total expense ratio and its components to comparable funds;

• An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

• Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

• Profitability analyses for each adviser with respect to each fund;

Information about Portfolio Management

• Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed;

• Data relating to portfolio turnover rates of each fund;

• The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

• Reports detailing the financial results and condition of each adviser;

• Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

• Copies of or descriptions of each adviser's proxy voting policies and procedures;

• Descriptions of the business continuity and disaster recovery plans of each adviser and its affiliates;

Other Relevant Information

• Information concerning the nature, cost and character of the administrative and other non-investment management services provided by Eaton Vance Management and its affiliates;

• Information concerning management of the relationship with the custodian, subcustodians and fund accountants by each adviser or the funds' administrator; and

• The terms of each advisory agreement.

Eaton Vance Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS CONT'D

Results of the Process

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement of the Fund and the Portfolios, the Board evaluated the nature, extent and quality of services provided to the Portfolios by BMR and to the Fund by EVM. BMR manages the Portfolios, while EVM allocates the assets of the Fund among the Portfolios and rebalances if the Fund's allocation varies more than 3% from the pre-determined fixed allocation percentages.

The Board considered BMR's management capabilities and investment process with respect to the types of investments held by the Portfolios, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Portfolios. In particular, the Board evaluated the abilities and experience of such investment personnel in analyzing special considerations relevant to investing in senior secured floating-rate loans, high-yield debt, and other investments. With respect to the Floating Rate Portfolio, the Board noted the experience of BMR's 30 bank loan investment professionals and other personnel who provide services to the Portfolios, including five portfolio managers and 17 analysts. With respect to the Boston Income Portfolio, the Board evaluated the abilities and experience of such investment personnel in analyzing special c onsiderations relevant to investing in high-yield debt. With respect to the Government Obligations Portfolio, the Board noted the Adviser's experience in investing in mortgage-backed securities, including seasoned mortgage-backed securities. For all the Portfolios, the Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Fund and each Portfolio in the complex by senior management.

Eaton Vance Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS CONT'D

The Board considered shareholder and other administrative services provided or managed by EVM and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a part of a large family of funds, including the ability, in many cases, to exchange an investment among different funds without incurring additional sales charges.

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the one-year period ended September 30, 2006 for the Fund. The Board also considered the performance of the underlying Portfolios. The Board concluded that the Fund's performance was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including any administrative fee rates, payable by the Fund directly or indirectly through its pro rata share of the expenses of each Portfolio (referred to collectively as "management fees"). As part of its review, the Board considered the Fund's management fees, including administrative fees, and total expense ratio for the year ended September 30, 2006, as compared to a group of similarly managed funds selected by an independent data provider.

Profitability

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund and the Portfolios increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board reviewed data summarizing the increases and decreases in the assets of the Portfolios and of all Eaton Vance Funds as a group over various time periods, and evaluated the extent to which the total expense ratio of the Fund and the profitability of the Adviser and its affiliates may have been affected by such increases or decreases. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affiliates and the Fund and the Portfolios. The Board also concluded that, assuming reasonably foreseeable increases in the assets of the Fund and the Portfolios, the structure of the Portfolio advisory fees, which include breakpoints at several asset levels, can be expected to cause the Adviser and its affiliates and the Fund and the Portfolios to continue to share such benefits equitably.

Eaton Vance Diversified Income Fund

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust), Boston Income Portfolio (BIP), Floating Rate Portfolio (FRP) and Government Obligations Portfolio (GOP) (the Portfolios) are responsible for the overall management and supervision of the Trust's and Portfolios' affairs. The Trustees and officers of the Trust and the Portfolios are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust and the Portfolios hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Trust and the Portfolios, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02 109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Vance, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, "Parametric" refers to Parametric Portfolio Associates and "EVD" refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal underwriter, the Portfolio's placement agent and a wholly-owned subsidiary of EVM. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth

Position(s)
with the
Fund and
Portfolios

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Interested Trustee

Thomas E. Faust Jr.
5/31/58

Trustee and President of the Trust

Trustee since 2007 and President of the Trust since 2002

176

Director of EVC

Noninterested Trustee(s)

Benjamin C. Esty 1/2/63

Trustee

Since 2005

176

None

Allen R. Freedman 4/3/40

Trustee

Since 2007

Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).

175

Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)

William H. Park 9/19/47

Trustee

Since 2003

176

None

Ronald A. Pearlman 7/10/40

Trustee

Since 2003

Professor of Law, Georgetown University Law Center.

176

None

Eaton Vance Diversified Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Fund and
Portfolios

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Noninterested Trustee(s) (continued)

Norton H. Reamer 9/21/35

Trustee

Trustee of the Trust since 1986; of GOP
since 1993; of FRP since 2000 and of BIP since 2001

176

None

Heidi L. Steiger 7/8/53

Trustee

Since 2007

173

Director of Nuclear Electric Insurance Ltd. (nuclear insurance provider) and Aviva USA (insurance provider)

Lynn A. Stout 9/14/57

Trustee

Trustee of the Trust and GOP since 1998; of FRP since 2000 and of BIP since 2001

Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.

176

None

Ralph F. Verni 1/26/43

Chairman of the Board and Trustee

Chairman of the Board since 2007 and Trustee since 2005

Consultant and private investor.

176

None

Principal Officers who are not Trustees

Name and
Date of Birth

Position(s)
with the
Fund and
Portfolios

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

William H. Ahern, Jr. 7/28/59

Vice President of the Trust

Since 1995

Vice President of EVM and BMR. Officer of 74 registered investment companies managed by EVM or BMR.

Cynthia J. Clemson 3/2/63

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Charles B. Gaffney 12/4/72

Vice President of the Trust

Since 2007

Thomas P. Huggins 3/7/66

Vice President of BIP

Since 2001

Vice President of EVM and BMR. Officer of 4 registered investment companies managed by EVM or BMR.

Christine M. Johnston 11/9/72

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 34 registered investment companies managed by EVM or BMR.

Aamer Khan 6/7/60

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 32 registered investment companies managed by EVM or BMR.

Thomas H. Luster 4/8/62

Vice President of the Trust

Since 2006

Vice President of EVM and BMR. Officer of 48 registered investment companies managed by EVM or BMR.

Michael R. Mach 7/15/47

Vice President of the Trust

Since 1999

Vice President of EVM and BMR. Officer of 54 registered investment companies managed by EVM or BMR.

Eaton Vance Diversified Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Fund and
Portfolios

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Principal Officers who are not Trustees (continued)

Robert B. MacIntosh 1/22/57

Vice President of the Trust

Since 1998

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Scott H. Page 11/30/59

President of FRP

Since 2007⁽²⁾

Vice President of EVM and BMR. Officer of 15 registered investment companies managed by EVM or BMR.

Duncan W. Richardson 10/26/57

Vice President of the Trust

Since 2001

Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR. Officer 80 registered investment companies managed by EVM or BMR.

Walter A. Row, III 7/20/57

Vice President of the Trust

Since 2001

Director of Equity Research and a Vice President of EVM and BMR. Officer of 38 registered investment companies managed by EVM or BMR.

Craig Russ 10/30/63

Vice President of FRP

Since 2007

Vice President of EVM and BMR. Officer of 9 registered investment companies managed by EVM or BMR.

Judith A. Saryan 8/21/54

Vice President of the Trust

Since 2003

Vice President of EVM and BMR. Officer of 53 registered investment companies managed by EVM or BMR.

Susan Schiff 3/31/61

Vice President of the Trust and GOP

Vice President of the Trust since 2002 and of GOP since 1993

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Thomas Seto 9/27/62

Vice President of the Trust

Since 2007

Vice President and Director of Portfolio Management of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

David M. Stein 5/4/51

Vice President of the Trust

Since 2007

Managing Director and Chief Investment Officer of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Mark S. Venezia 5/23/49

Vice President of the Trust and President of GOP

Vice President of the Trust since 2007 and President of GOP since 2002

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Adam A. Weigold 3/22/75

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 70 registered investment companies managed by EVM or BMR.

Michael W. Weilheimer 2/11/61

President of BIP

Since 2002

Vice President of EVM and BMR. Officer of 25 registered investment companies managed by EVM or BMR.

Barbara E. Campbell 6/19/57

Treasurer of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Maureen A. Gemma 5/24/60

Secretary

Since 2007

Vice President and Deputy Chief Legal Officer of EVM, and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Dan A. Maalouly 3/25/62

Treasurer of the Portfolios

Since 2005

Vice President of EVM and BMR. Previously, Senior Manager of PricewaterhouseCoopers LLP (1997-2005). Officer of 76 registered investment companies managed by EVM or BMR.

Paul M. O'Neil 7/11/53

Chief Compliance Officer

Since 2004

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

⁽¹⁾ Includes both master and feeder funds in a master-feeder structure.

⁽²⁾ Prior to 2007, Mr. Page served as Vice President of FRP since 2000.

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and the Portfolio and can be obtained without charge by calling 1-800-225-6265.

This Page Intentionally Left Blank

Investment Adviser of Eaton Vance Diversified Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Administrator of Eaton Vance Diversified Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Principal Underwriter
Eaton Vance Distributors, Inc.

The Eaton Vance Building
255 State Street
Boston, MA 02109
(617) 482-8260

Custodian
State Street Bank & Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116-5022

Eaton Vance Diversified Income Fund
The Eaton Vance Building
255 State Street
Boston, MA 02109

This report must be preceded or accompanied by a current prospectus. Before investing, investors should consider carefully the Fund's investment objective(s), risks, and charges and expenses. The Fund's current prospectus contains this and other information about the Fund and is available through your financial advisor. Please read the prospectus carefully before you invest or send money. For further information please call 1-800-225-6265.

2320-12/07 DISRC

Annual Report October 31, 2007

EATON VANCE
DIVIDEND
INCOME
FUND

IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS, AND PROXY VOTING

• Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Eaton Vance Dividend Income Fund as of October 31, 2007

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Aamer Khan, CFA

Co-Portfolio Manager

Judith A. Saryan, CFA

Co-Portfolio Manager

The Fund

Performance for the Past Year

· For the year ended October 31, 2007, Class A shares of Eaton Vance Dividend Income Fund (the “Fund”) had a total return of 18.18%. This return was the result of an increase in net asset value (NAV) per share to $12.64 on October 31, 2007, from $11.41 on October 31, 2006, and the reinvestment of $0.781 per share in dividend income.(1)

· During the same period, the Fund’s Class C shares had a total return of 17.31%. This return was the result of an increase in NAV per share to $12.58 on October 31, 2007, from $11.36 on October 31, 2006, and the reinvestment of $0.694 per share in dividend income.(1)

· During the same period, the Fund’s Class I shares had a total return of 18.45%. This return was the result of an increase in NAV per share to $12.64 on October 31, 2007, from $11.41 on October 31, 2006, and the reinvestment of $0.810 per share in dividend income.(1)

· During the same period, the Fund’s Class R shares had a total return of 18.15%. This return was the result of an increase in NAV per share to $12.66 on October 31, 2007, from $11.40 on October 31, 2006, and the reinvestment of $0.750 per share in dividend income.(1)

· For comparison, the Fund’s benchmark, the Russell 1000 Value Index (the “Index”) — a broad-based, unmanaged index of value stocks — had a total return of 10.83% during the same period. The Fund’s Lipper Classification, Equity Income Funds, had a total return of 13.44% during the same period.(2)

Management Discussion

· During the year ended October 31, 2007, U.S. stock markets moved higher amid a significant increase in volatility. In the first half of the period, investors were cautiously optimistic about the economy, inflation, interest rates, and corporate profits, although markets both in the U.S. and abroad saw sharp declines from late February through mid-March 2007. Markets recovered strongly through mid-July, only to decline again more dramatically in late July and August due to fallout from the subprime mortgage crisis. The Federal Reserve Board (the “Fed”) responded to the subprime situation by lowering the Fed Funds Rate — a key short-term interest rate benchmark — to 4.50% by period’s end. This eased some concerns about the economy and helped move markets higher through early October, though another decline, caused in part by a spike in oil prices, occurred in the final weeks of the period.

· The Fund invests in Dividend Income Portfolio (the “Portfolio”), a registered investment company that invests primarily in a diversified portfolio of equity securities that pay dividends. Reflecting its value-oriented style and a focus on higher-yielding stocks, as well as stock selection and allocation decisions, the Fund outperformed both its benchmark Index and Lipper peer group average return during the year ended October 31, 2007.(2)

· Stock selection was a key driver of the Fund’s performance, although sector allocation decisions were also beneficial. The largest contribution to performance came from the financials sector, both because the Portfolio was underweight this sector, relative to the Index, and also because management’s selections outperformed those in the Index. The second largest contribution came from the materials sector, in which an overweight allocation relative to the Index, along with investment selections in the metals and mining industry, benefited returns. The information technology sector made a solid contribution, primarily due

(1) These returns do not include the 5.75% maximum sales charge for Class A shares or the applicable contingent deferred sales charge (CDSC) for Class C shares. If sales charges were deducted, the returns would be lower. Class I and Class R shares are offered to certain investors at net asset value.

(2) It is not possible to invest directly in an Index or Lipper Classification. The Index’s total return does not reflect commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index. The Lipper return is the average total return, at net asset value, of the funds that are in the same Lipper Classification as the Fund.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

The views expressed throughout this report are those of the portfolio managers and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

Eaton Vance Dividend Income Fund as of October 31, 2007

PORTFOLIO INFORMATION

to stock selection, and the utilities, consumer staples, consumer discretionary and energy sectors also contributed positively.(1),(2)

· Limiting the Fund’s returns relative to the Index were holdings in the health care sector, where selections in the pharmaceutical industry underperformed similar stocks in the Index.(1),(2)

(1) It is not possible to invest directly in an Index. The Index’s total return does not reflect commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

(2) Sector weightings are subject to change due to active management.

Common Stock Investments by Sector(3)

By net assets

(3) As of 10/31/07. Portfolio information may not be representative of the Portfolio’s current or future investments and are subject to change due to active management.

Top Ten Holdings(4)

By net assets

Diamond Offshore Drilling, Inc.	3.0	%
Total SA, ADR	2.4
Occidental Petroleum Corp.	2.3
IBM Corp.	2.2
Nestle SA	2.2
AFLAC, Inc.	2.2
Southern Copper Corp.	2.2
Altria Group, Inc.	2.1
ConocoPhillips	2.1
Loews Corp.-Carolina Group	2.1

(4) Top Ten Holdings represented 22.8% of Portfolio net assets as of 10/31/07. Holdings are subject to change due to active management.

Eaton Vance Dividend Income Fund as of October 31, 2007

FUND PERFORMANCE

The line graph and table set forth below provide information about the Fund’s performance. The line graph compares the performance of Class A of the Fund with that of the Russell 1000 Value Index, a broad-based, unmanaged index of value stocks. The lines on the graph represent the total returns of a hypothetical investment of $10,000 in each of Class A and the Russell 1000 Value Index. Class A total returns are presented at net asset value and maximum public offering price. The table includes the total returns of each Class of the Fund at net asset value and public offering price. The performance presented below does not reflect the deduction of taxes, if any, that a shareholder would pay on distributions or redemptions of Fund shares.

Performance(1)	Class A		Class C		Class I		Class R

Average Annual Total Returns (at net asset value)
One Year	18.18	%	17.31	%	18.45	%	18.15	%
Life of Fund†	19.59		18.61		17.92		17.47

SEC Average Annual Total Returns (including sales charge or applicable CDSC)
One Year	11.34	%	16.31	%	18.45	%	18.15	%
Life of Fund†	15.96		18.61		17.92		17.47

†	Inception Dates – C lass A: 11/30/05; Class C: 11/30/05; Class I: 1/31/06; Class R: 1/31/06

(1)	Average annual total returns do not include the 5.75% maximum sales charge for Class A or the applicable contingent deferred sales charge (CDSC) for Class C shares. If sales charges were deducted, returns would be lower. SEC average annual total returns for Class A reflect the maximum 5.75% sales charge. SEC returns for Class C reflect a 1% CDSC for the first year. Class I and Class R shares are offered to certain investors at net asset value. Absent an allocation of certain expenses to the administrator, the returns would be lower.

Total Annual
Operating Expenses(2)	Class A		Class C		Class I		Class R

Gross Expense Ratio	2.62	%	3.37	%	2.37	%	2.87	%
Net Expense Ratio	1.40		2.15		1.15		1.65

(2) Source: Prospectus dated 3/1/07. Reflects a contractual expense reimbursement that continues through February 28, 2008. Thereafter, the reimbursement may be changed or terminated at any time. Without this reimbursement performance would have been lower.

(2) Source: Thomson Financial. Class A of the Fund commenced investment operations on 11/30/05. A $10,000 hypothetical investment at net asset value in Class C shares on 11/30/05 (inception date), Class I shares on 1/31/06 (inception date) and Class R shares on 1/31/06 (inception date) would have been valued at $13,873, $13,340 and $13,250, respectively, on 10/31/07. It is not possible to invest directly in an Index. The Index’s been incurred if an investor individually purchased or sold the securities represented in the Index. Absent an allocation of certain expenses to the administrator, the returns would be lower.

Eaton Vance Dividend Income Fund as of October 31, 2007

FUND EXPENSES

Hypothetical Example for Comparison Purposes: The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual return of the Fund. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Eaton Vance Dividend Income Fund

	Beginning Account Value (5/1/07)		Ending Account Value (10/31/07)		Expenses Paid During Period* (5/1/07 – 10/31/07)
Actual
Class A	$	1,000.00	$	1,063.10	$	6.97
Class C	$	1,000.00	$	1,058.70	$	10.85
Class I	$	1,000.00	$	1,064.30	$	5.67
Class R	$	1,000.00	$	1,061.60	$	8.26
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.50	$	6.82
Class C	$	1,000.00	$	1,014.70	$	10.61
Class I	$	1,000.00	$	1,019.70	$	5.55
Class R	$	1,000.00	$	1,017.20	$	8.08

* Expenses are equal to the Fund's annualized expense ratio of 1.34% for Class A shares, 2.09% for Class C shares, 1.09% for Class I shares, and 1.59% for Class R shares, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on April 30, 2007. The Example reflects the expenses of both the Fund and the Portfolio.

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Investment in Dividend Income Portfolio, at value (identified cost, $260,006,734)	$	287,068,343
Receivable for Fund shares sold		1,734,035
Total assets	$	288,802,378
Liabilities
Payable for Fund shares redeemed	$	705,947
Payable to affiliate for distribution and service fees		130,518
Payable to affiliate for administration fees		35,085
Payable to affiliate for Trustees' fees		333
Other accrued expenses		82,361
Total liabilities	$	954,244
Net Assets	$	287,848,134
Sources of Net Assets
Paid-in capital	$	270,405,301
Accumulated net realized loss from Portfolio (computed on the basis of identified cost)		(10,047,393	)
Accumulated undistributed net investment income		428,617
Net unrealized appreciation from Portfolio (computed on the basis of identified cost)		27,061,609
Total	$	287,848,134
Class A Shares
Net Assets	$	166,608,840
Shares Outstanding		13,179,373
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	12.64
Maximum Offering Price Per Share (100 ÷ 94.25 of $12.64)	$	13.41
Class C Shares
Net Assets	$	118,841,318
Shares Outstanding		9,445,990
Net Asset Value and Offering Price Per Share* (net assets ÷ shares of beneficial interest outstanding)	$	12.58
Class I Shares
Net Assets	$	2,317,224
Shares Outstanding		183,350
Net Asset Value, Offering Price and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	12.64
Class R Shares
Net Assets	$	80,752
Shares Outstanding		6,380
Net Asset Value, Offering Price and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	12.66

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

Statement of Operations

For the Year Ended
October 31, 2007

Investment Income
Dividends allocated from Portfolio (net of foreign taxes, $485,173)	$	11,693,857
Interest allocated from Portfolio		205,052
Expenses allocated from Portfolio		(1,211,066	)
Net investment income from Portfolio	$	10,687,843
Expenses
Administration fee	$	241,191
Trustees' fees and expenses		1,679
Distribution and service fees Class A		229,350
Class C		673,396
Class R		342
Transfer and dividend disbursing agent fees		151,794
Registration fees		85,188
Printing and postage		29,129
Legal and accounting services		26,732
Custodian fee		24,325
Miscellaneous		9,545
Total expenses	$	1,472,671
Net investment income	$	9,215,172
Realized and Unrealized Gain (Loss) from Portfolio
Net realized gain (loss) — Investment transactions (identified cost basis)	$	(8,698,862	)
Foreign currency transactions		(15,054	)
Net realized loss	$	(8,713,916	)
Change in unrealized appreciation (depreciation) from Portfolio — Investments (identified cost basis)	$	24,625,574
Foreign currency		379
Change in unrealized appreciation (depreciation) — Investments (identified cost basis)		(147,249	)
Foreign currency		200
Net change in unrealized appreciation (depreciation)	$	24,478,904
Net realized and unrealized gain	$	15,764,988
Net increase in net assets from operations	$	24,980,160

See notes to financial statements
5

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
From operations — Net investment income	$	9,215,172		$	1,871,279
Net realized loss from investment transactions and foreign currency transactions		(8,713,916	)		(1,408,936	)
Net change in unrealized appreciation (depreciation) of investments and foreign currency		24,478,904			2,582,705
Net increase in net assets from operations	$	24,980,160		$	3,045,048
Distributions to shareholders — From net investment income Class A	$	(5,859,850	)	$	(500,351	)
Class C		(3,828,527	)		(298,470	)
Class I		(111,236	)		(479	)
Class R		(4,211	)		(641	)
Total distributions to shareholders	$	(9,803,824	)	$	(799,941	)
Transactions in shares of beneficial interest — Proceeds from sale of shares Class A	$	140,876,450		$	28,606,860
Class C		93,500,708			22,333,000
Class I		2,069,784			1,095,000
Class R		59,316			26,066
Net asset value of shares issued to shareholders in payment of distributions declared Class A		4,069,253			352,963
Class C		2,022,070			151,748
Class I		84,895			479
Class R		3,331			641
Cost of shares redeemed Class A		(16,583,175	)		(688,263	)
Class C		(6,119,474	)		(306,784	)
Class I		(1,111,732	)		—
Class R		(16,445	)		—
Net increase in net assets from Fund share transactions	$	218,854,981		$	51,571,710
Net increase in net assets	$	234,031,317		$	53,816,817
Net Assets
At beginning of year	$	53,816,817		$	—
At end of year	$	287,848,134		$	53,816,817
Accumulated undistributed net investment income included in net assets
At end of year	$	428,617		$	1,032,503

(1) For the period from start of business, November 30, 2005, to October 31, 2006.

See notes to financial statements
6

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class A
	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Net asset value — Beginning of year	$	11.410		$	10.000
Income from operations
Net investment income⁽²⁾	$	0.729		$	1.401
Net realized and unrealized gain		1.282			0.487
Total income from operations	$	2.011		$	1.888
Less distributions
From net investment income	$	(0.781	)	$	(0.478	)
Total distributions	$	(0.781	)	$	(0.478	)
Net asset value — End of year	$	12.640		$	11.410
Total Return⁽³⁾		18.18	%		19.26	%⁽⁹⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	166,609		$	29,586
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.36	%		1.41	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.36	%		1.40	%⁽⁵⁾⁽⁶⁾
Net investment income⁽⁴⁾		6.00	%		14.04	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Fund⁽⁷⁾		—			35	%
Portfolio Turnover of the Portfolio		87	%		170	%⁽⁸⁾

⁽¹⁾ For the period from the start of business, November 30, 2005, to October 31, 2006.

⁽²⁾ Net investment income per share was computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁵⁾ The administrator subsidized certain operating expenses (equal to 1.21% of average net assets for the period from the start of business, November 30, 2005, to October 31, 2006).

⁽⁶⁾ Annualized.

⁽⁷⁾ Represents the rate of portfolio activity for the period during which the Fund was making investments directly in securities.

⁽⁸⁾ For the period from the Portfolio's start of business, March 24, 2006, to October 31, 2006.

⁽⁹⁾ Not annualized.

See notes to financial statements
7

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class C
	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Net asset value — Beginning of year	$	11.360		$	10.000
Income from operations
Net investment income⁽²⁾	$	0.644		$	1.322
Net realized and unrealized gain		1.270			0.470
Total income from operations	$	1.914		$	1.792
Less distributions
From net investment income	$	(0.694	)	$	(0.432	)
Total distributions	$	(0.694	)	$	(0.432	)
Net asset value — End of year	$	12.580		$	11.360
Total Return⁽³⁾		17.31	%		18.25	%⁽⁹⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	118,841		$	23,105
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		2.11	%		2.16	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		2.11	%		2.15	%⁽⁵⁾⁽⁶⁾
Net investment income⁽⁴⁾		5.33	%		13.27	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Fund⁽⁷⁾		—			35	%
Portfolio Turnover of the Portfolio		87	%		170	%⁽⁸⁾

⁽¹⁾ For the period from the start of business, November 30, 2005, to October 31, 2006.

⁽²⁾ Net investment income per share was computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁵⁾ The administrator subsidized certain operating expenses (equal to 1.21% of average net assets for the period from the start of business, November 30, 2005, to October 31, 2006).

⁽⁶⁾ Annualized.

⁽⁷⁾ Represents the rate of portfolio activity for the period during which the Fund was making investments directly in securities.

⁽⁸⁾ For the period from the Portfolio's start of business, March 24, 2006, to October 31, 2006.

⁽⁹⁾ Not annualized.

See notes to financial statements
8

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class I
	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Net asset value — Beginning of year	$	11.410		$	10.610
Income (loss) from operations
Net investment income⁽²⁾	$	0.831		$	1.912
Net realized and unrealized gain (loss)		1.209			(0.614	)⁽³⁾
Total income from operations	$	2.040		$	1.298
Less distributions
From net investment income	$	(0.810	)	$	(0.498	)
Total distributions	$	(0.810	)	$	(0.498	)
Net asset value — End of year	$	12.640		$	11.410
Total Return⁽⁴⁾		18.45	%		12.62	%⁽¹⁰⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	2,317		$	1,098
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁵⁾		1.11	%		1.16	%⁽⁶⁾⁽⁷⁾
Expenses after custodian fee reduction⁽⁵⁾		1.11	%		1.15	%⁽⁶⁾⁽⁷⁾
Net investment income⁽⁵⁾		6.87	%		25.28	%⁽⁶⁾⁽⁷⁾
Portfolio Turnover of the Fund⁽⁸⁾		—			35	%
Portfolio Turnover of the Portfolio		87	%		170	%⁽⁹⁾

⁽¹⁾ For the period from the initial issuance of Class I shares, January 31, 2006, to October 31, 2006.

⁽²⁾ Net investment income per share was computed using average shares outstanding.

⁽³⁾ The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of the Fund shares and the amount of the per share realized and unrealized gains and losses at such time.

⁽⁴⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁵⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁶⁾ The administrator subsidized certain operating expenses (equal to 1.21% of average net assets for the period from the initial issuance of shares, January 31, 2006, to October 31, 2006).

⁽⁷⁾ Annualized.

⁽⁸⁾ Represents the rate of portfolio activity for the period during which the Fund was making investments directly in securities.

⁽⁹⁾ For the period from the Portfolio's start of business, March 24, 2006, to October 31, 2006.

⁽¹⁰⁾ Not annualized.

See notes to financial statements
9

Eaton Vance Dividend Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class R
	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Net asset value — Beginning of year	$	11.400		$	10.610
Income from operations
Net investment income⁽²⁾	$	0.788		$	1.162
Net realized and unrealized gain		1.222			0.090
Total income from operations	$	2.010		$	1.252
Less distributions
From net investment income	$	(0.750	)	$	(0.462	)
Total distributions	$	(0.750	)	$	(0.462	)
Net asset value — End of year	$	12.660		$	11.400
Total Return⁽³⁾		18.15	%		12.15	%⁽⁹⁾
Ratios/Supplemental Data
Net assets, end of year (000's omitted)	$	81		$	28
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction⁽⁴⁾		1.61	%		1.66	%⁽⁵⁾⁽⁶⁾
Expenses after custodian fee reduction⁽⁴⁾		1.61	%		1.65	%⁽⁵⁾⁽⁶⁾
Net investment income⁽⁴⁾		6.51	%		14.30	%⁽⁵⁾⁽⁶⁾
Portfolio Turnover of the Fund⁽⁷⁾		—			35	%
Portfolio Turnover of the Portfolio		87	%		170	%⁽⁸⁾

⁽¹⁾ For the period from the initial issuance of Class R shares, January 31, 2006, to October 31, 2006.

⁽²⁾ Net investment income per share was computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁵⁾ The administrator subsidized certain operating expenses (equal to 1.21% of average net assets for the period from the initial issuance of shares, January 31, 2006, to October 31, 2006).

⁽⁶⁾ Annualized.

⁽⁷⁾ Represents the rate of portfolio activity for the period during which the Fund was making investments directly in securities.

⁽⁸⁾ For the period from the Portfolio's start of business, March 24, 2006, to October 31, 2006.

⁽⁹⁾ Not annualized.

See notes to financial statements
10

Eaton Vance Dividend Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Eaton Vance Dividend Income Fund (the Fund) is a diversified series of Eaton Vance Mutual Funds Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers four classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are subject to a contingent deferred sales charge (see Note 6). Class I and Class R shares are offered at net asset value and are not subject to a sales charge. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares base d on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund invests all of its investable assets in interests of the Dividend Income Portfolio (the Portfolio), a New York trust, having the same investment objective and policies as the Fund. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (90.8% at October 31, 2007). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the portfolio of investments, are included elsewhere in this report and should be read in conjunction with the Fund's financial statements.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report.

B Income — The Fund's net investment income or loss consists of the Fund's pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

C Federal Taxes — The Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2007, the Fund, for federal income tax purposes, had a capital loss carryforward of $9,866,279, which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders wh ich would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. Such capital loss carryforward will expire on October 31, 2014 ($1,311,256) and October 31, 2015 ($8,555,023).

G Indemnifications — Under the Trust's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for obligations of the Trust. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

Eaton Vance Dividend Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

H Other — Investment transactions are accounted for on a trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

2 Distribution to Shareholders

It is the present policy of the Fund to make monthly distributions to shareholders of all or substantially all of the net investment income allocated to the Fund by the Portfolio, less the Fund's direct and allocated expenses, and to distribute at least annually (normally in December) all or substantially all of the net realized capital gains allocated to the Fund by the Portfolio (reduced by available capital loss carryforwards from prior years, if any). Distributions are declared separately for each class of shares. Distributions are paid in the form of additional shares of the same class of the Fund or, at the election of the shareholder, in cash. Shareholders may reinvest distributions in additional shares of the same class of the Fund at the net asset value as of the reinvestment date. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital.

The tax character of distributions paid was as follows:

	For the Year Ended October 31, 2007		Period Ended October 31, 2006⁽¹⁾
Distributions declared from:
Ordinary income	$	9,803,824	$	799,941

⁽¹⁾ For the period from the start of business, November 30, 2005, to October 31, 2006.

During the year ended October 31, 2007, the following amounts were reclassified due to differences between book and tax accounting, primarily for foreign currency gain(loss):

Increase (decrease):
Accumulated net realized loss	$	15,234
Accumulated undistributed net investment income	$	(15,234	)

These reclassifications had no effect on the net assets or net asset value per share of the Fund.

As of October 31, 2007, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed ordinary income	$	428,617
Capital loss carryforwards	$	(9,866,279	)
Unrealized appreciation (depreciation)	$	26,880,495

3 Shares of Beneficial Interest

Class A	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Sales		11,623,281			2,624,720
Issued to shareholders electing to receive payments of distributions in Fund shares		334,945			32,394
Redemptions		(1,372,583	)		(63,384	)
Net increase		10,585,643			2,593,730
Class C	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Sales		7,754,795			2,048,157
Issued to shareholders electing to receive payments of distributions in Fund shares		167,204			13,936
Redemptions		(510,023	)		(28,079	)
Net increase		7,411,976			2,034,014

Eaton Vance Dividend Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

Class I	Year Ended October 31, 2007			Period Ended October 31, 2006⁽²⁾
Sales		170,313			96,202
Issued to shareholders electing to receive payments of distributions in Fund shares		7,024			44
Redemptions		(90,233	)		—
Net increase		87,104			96,246
Class R	Year Ended October 31, 2007			Period Ended October 31, 2006⁽²⁾
Sales		4,961			2,413
Issued to shareholders electing to receive payments of distributions in Fund shares		275			59
Redemptions		(1,328	)		—
Net increase		3,908			2,472

⁽¹⁾ For the period from the start of business, November 30, 2005, to October 31, 2006.

⁽²⁾ For the period from the initial issuance of shares, January 31, 2006, to October 31, 2006.

4 Transactions with Affiliates

The administration fee is earned by Eaton Vance Management (EVM) as compensation for managing and administering the business affairs of the Fund. Under the administration agreement, EVM earns a fee in the amount of 0.15% per annum of the average daily net assets of the Fund. For the year ended October 31, 2007, the administration fee amounted to $241,191. The Portfolio has engaged Boston Management and Research (BMR), a subsidiary of EVM, to render investment advisory services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of those services. For the year ended October 31, 2007, EVM received approximately $8,000 in sub-transfer agent fees.

Eaton Vance Distributors, Inc, (EVD), a subsidiary of EVM and the Fund's principal underwriter, received $320,420 as its portion of the sales charge on sales of Class A shares for the year ended October 31, 2007. EVD also received distribution and service fees from Class A, Class C and Class R shares (see Note 5) and contingent deferred sales charges (see Note 6).

Except for Trustees of the Fund and the Portfolio who are not members of EVM's or BMR's organizations, officers and Trustees receive remuneration for their services to the Fund out of the investment adviser fee earned by BMR. Certain officers and Trustees of the Fund and Portfolio are officers of the above organizations.

5 Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. The Class A Plan provides that the Fund will pay EVD a distribution and service fee of 0.25% per annum of the Fund's average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued for the year ended October 31, 2007, amounted to $229,350 for Class A shares. The Fund also has in effect distribution plans for Class C shares (Class C Plan) and Class R shares (Class R Plan) pursuant to Rule 12b-1 of the 1940 Act. The Class C Plan requires the Fund to pay EVD amounts equal to 0.75% per annum of the Fund's average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund . The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 6.25% of the aggregate amount received by the Fund for the Class C shares sold, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of Class C, reduced by the aggregate amount of contingent deferred sales charges (see Note 6) and amounts theretofore paid to EVD by Class C. The Fund paid or accrued $505,047 for Class C shares to or payable to EVD for the year ended October 31, 2007. At October 31, 2007, the amount of Uncovered Distribution Charges of EVD calculated under the Class C Plan was approximately $6,085,000 for Class C shares. The Class R Plan requires the Fund to pay EVD amounts up to 0.50% per annum of the Fund's average daily net assets attributable to Class R shares for providing ongoing distribution services and fac ilities to the Fund. The Trustees of the Fund have currently limited the Class R distribution payments to 0.25% per annum of the Fund's average daily net assets attributable to the Class R shares. The Fund paid or accrued $171 for Class R shares, to or payable to EVD for the year ended October 31, 2007. The Class C and Class R Plans also authorize the Fund to make payments of service fees to EVD, investment dealers and other persons in amounts not exceeding 0.25% per annum of the Fund's average daily

Eaton Vance Dividend Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

net assets attributable to Class C and Class R shares. Service fees are paid for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from sales commissions and distribution fees payable and as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges to EVD. Service fees paid or accrued for the year ended October 31, 2007 amounted to $168,349, and $171, for Class C and Class R shares, respectively.

6 Contingent Deferred Sales Charge

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within eighteen months of purchase (depending upon the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSC are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Plans (see Note 5). CDSC received when no Uncovered Distribution Charges exist will be credited to the Fund. The Fund was informed that EVD received approximately $11,000 and $16,000 of CDSC paid by shareholders for Class A shares and Class C shares, respectively, for the year ended October 31, 2007.

7 Investments Transactions

Increases and decreases in the Fund's investment in the Portfolio aggregated $237,005,517 and $27,916,674 respectively for the year ended October 31, 2007.

8 Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management is currently eva luating the impact of applying the various provisions of FIN 48.

Eaton Vance Dividend Income Fund as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance
Dividend Income Fund:

We have audited the accompanying statement of assets and liabilities of Dividend Income Fund (the "Fund") (one of the series of Eaton Vance Mutual Funds Trust) as of October 31, 2007, and the related statements of operations for the year then ended and the statements of changes in net assets and the financial highlights for the year then ended and the period from the start of business, November 30, 2005, to October 31, 2006. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dividend Income Fund as of October 31, 2007 and the results of its operations for the year then ended and the changes in its net assets and the financial highlights for the year then ended and the period from the start of business, November 30, 2005, to October 31, 2006, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Dividend Income Fund as of October 31, 2007

FEDERAL TAX INFORMATION (Unaudited)

The Form 1099-DIV you receive in January 2008 will show the tax status of all distributions paid to your account in calendar 2007. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund. As required by the Internal Revenue Code regulations, shareholders must be notified within 60 days of the Fund's fiscal year end regarding the status of qualified dividend income for individuals and the dividends received deduction for corporations.

Qualified Dividend Income. The Fund designates $9,346,069, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate of 15%.

Dividends Received Deduction. Corporate shareholders are generally entitled to take the dividends received deduction on the portion of the Fund's dividend distribution that qualifies under tax law. For the Fund's fiscal 2007 ordinary income dividends, 48.3% qualifies for the corporate dividends received deduction.

Dividend Income Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS

Common Stocks — 99.7%
Security	Shares		Value
Aerospace & Defense — 5.9%
General Dynamics Corp.		70,500	$	6,412,680
Lockheed Martin Corp.		54,800		6,030,192
United Technologies Corp.		82,928		6,351,456
			$	18,794,328
Auto Components — 0.7%
Johnson Controls, Inc.		51,000	$	2,229,720
			$	2,229,720
Beverages — 0.8%
Diageo PLC ADR		26,300	$	2,413,025
			$	2,413,025
Capital Markets — 1.6%
Bank of New York Mellon Corp.		35,200	$	1,719,520
Credit Suisse Group ADR		48,500		3,283,450
			$	5,002,970
Commercial Banks — 11.0%
Bank of Nova Scotia⁽¹⁾		41,395	$	2,327,227
Intesa Sanpaolo⁽¹⁾		529,000		4,191,371
KBC Groep NV⁽¹⁾		43,090		6,048,857
National Bank of Greece SA⁽¹⁾		88,200		6,155,491
Standard Chartered PLC⁽¹⁾		161,000		6,256,134
Wachovia Corp.		91,950		4,204,874
Wells Fargo & Co.		164,500		5,594,645
			$	34,778,599
Communications Equipment — 1.0%
Nokia Oyj Sponsored ADR		80,200	$	3,185,544
			$	3,185,544
Computer Peripherals — 2.2%
IBM Corp.		61,081	$	7,092,726
			$	7,092,726
Containers & Packaging — 1.1%
Temple-Inland, Inc.		66,600	$	3,574,422
			$	3,574,422

Security	Shares		Value
Diversified Financial Services — 5.6%
Bank of America Corp.		109,590	$	5,291,005
Citigroup, Inc.		148,133		6,206,773
JPMorgan Chase & Co.		130,000		6,110,000
			$	17,607,778
Diversified Telecommunication Services — 6.0%
AT&T, Inc.		143,967	$	6,016,381
Elisa Oyj⁽¹⁾		45,500		1,351,992
Embarq Corp.		26,800		1,418,256
Telefonos de Mexico SA de CV ADR		62,130		2,272,094
Verizon Communications, Inc.		142,060		6,544,704
Windstream Corp.		101,500		1,365,175
			$	18,968,602
Electric Utilities — 4.2%
CPFL Energia SA ADR		35,800	$	2,381,416
E. ON AG⁽¹⁾		22,466		4,386,670
E. ON AG ADR		2		130
Enel SPA⁽¹⁾		168,000		2,011,887
Fortum Oyj⁽¹⁾		76,092		3,304,647
Scottish and Southern Energy PLC⁽¹⁾		39,900		1,292,654
			$	13,377,404
Energy Equipment & Services — 3.5%
Diamond Offshore Drilling, Inc.		83,388	$	9,442,023
Halliburton Co.		39,000		1,537,380
			$	10,979,403
Food & Staples Retailing — 0.4%
Wal-Mart Stores, Inc.		25,300	$	1,143,813
			$	1,143,813
Food Products — 2.8%
Cadbury Schweppes PLC ADR		36,081	$	1,920,952
Nestle SA⁽¹⁾		15,198		7,015,745
Nestle SA ADR		3		342
			$	8,937,039

See notes to financial statements
17

Dividend Income Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Security	Shares		Value
Hotels, Restaurants & Leisure — 2.0%
McDonald's Corp.		74,400	$	4,441,680
Starwood Hotels & Resorts Worldwide, Inc.		34,400		1,955,984
			$	6,397,664
Household Products — 0.9%
Kimberly-Clark Corp.		16,670	$	1,181,736
Kimberly-Clark de Mexico S.A. de C.V.⁽¹⁾		362,500		1,571,493
			$	2,753,229
Industrial Conglomerates — 1.9%
General Electric Co.		145,450	$	5,986,722
			$	5,986,722
Insurance — 6.9%
AFLAC, Inc.		111,600	$	7,006,248
Brit Insurance Holdings PLC⁽¹⁾		197,500		1,335,751
Chubb Corp.		38,000		2,027,300
Fidelity National Financial, Inc.		149,025		2,293,495
Hartford Financial Services Group, Inc.		30,000		2,910,900
Lincoln National Corp.		98,300		6,130,971
			$	21,704,665
Machinery — 5.8%
Atlas Copco AB, Class A⁽¹⁾		129,200	$	2,168,590
Eaton Corp.		52,000		4,814,160
Illinois Tool Works, Inc.		114,300		6,544,818
Vallourec SA⁽¹⁾		16,300		4,740,700
			$	18,268,268
Media — 1.3%
Time Warner Inc.		234,400	$	4,280,144
			$	4,280,144
Metals & Mining — 5.1%
BHP Billiton, Ltd. ADR		50,600	$	4,415,356
Freeport-McMoRan Copper & Gold, Inc., Class B		40,631		4,781,456
Southern Copper Corp.		50,000		6,985,000
			$	16,181,812

Security	Shares		Value
Multi-Utilities — 1.9%
CMS Energy Corp.		32,000	$	543,040
Consolidated Edison, Inc.		67,000		3,155,030
Energy East Corp.		27,000		752,760
RWE AG⁽¹⁾		10,595		1,445,582
			$	5,896,412
Oil, Gas & Consumable Fuels — 12.9%
Chevron Corp.		70,100	$	6,414,851
ConocoPhillips		78,103		6,635,631
Exxon Mobil Corp.		68,529		6,303,983
Occidental Petroleum Corp.		106,160		7,330,348
Total SA ADR		93,770		7,558,800
Williams Cos., Inc. (The)		178,165		6,501,241
			$	40,744,854
Pharmaceuticals — 5.3%
GlaxoSmithKline PLC ADR		60,454	$	3,098,268
Johnson & Johnson		93,685		6,105,451
Pfizer, Inc.		229,564		5,649,570
Wyeth		37,981		1,847,016
			$	16,700,305
Real Estate Investment Trusts (REITs) — 1.7%
AvalonBay Communities, Inc.		4,800	$	588,720
Simon Property Group, Inc.		47,490		4,944,184
			$	5,532,904
Tobacco — 4.2%
Altria Group, Inc.		92,445	$	6,742,014
Loews Corp. - Carolina Group		76,500		6,562,170
			$	13,304,184
Water Utilities — 1.7%
Severn Trent PLC⁽¹⁾		177,000	$	5,343,197
			$	5,343,197

See notes to financial statements
18

Dividend Income Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Security	Shares		Value
Wireless Telecommunication Services — 1.3%
Vodafone Group PLC ADR		106,500	$	4,182,255
			$	4,182,255
Total Common Stocks (identified cost $283,422,449)			$	315,361,988
Other Investments — 0.0%
Description	Shares		Value
Cairn Energy PLC, Class B, Deferred Shares^(1)(2)(3)		59,500	$	0
Kelda Group PLC, Deferred Shares^(1)(2)(3)		269,800		0
Total Other Investments (identified cost $0)			$	0
Short-Term Investments — 2.8%
Description	Interest (000's omitted)		Value
Investment in Cash Management Portfolio, 4.83%⁽⁴⁾		8,679	$	8,679,217
Total Short-Term Investments (identified cost $8,679,217)			$	8,679,217
Total Investments — 102.5% (identified cost $292,101,666)			$	324,041,205
Other Assets, Less Liabilities — (2.5)%			$	(7,802,415	)
Net Assets — 100.0%			$	316,238,790

ADR - American Depository Receipt

⁽¹⁾ Foreign security.

⁽²⁾ Security valued at fair value using methods determined in good faith by or at the direction of the Trustees.

⁽³⁾ Non-income producing security.

⁽⁴⁾ Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of October 31, 2007.

Country Concentration of Portfolio
Country	Percentage of Net Assets			Value
United States		83.2	%	$	263,093,216
United Kingdom		4.5			14,227,737
Switzerland		2.2			7,015,745
Italy		2.0			6,203,258
Greece		2.0			6,155,491
Belgium		1.9			6,048,857
Germany		1.8			5,832,252
France		1.5			4,740,700
Finland		1.5			4,656,639
Canada		0.7			2,327,227
Sweden		0.7			2,168,590
Mexico		0.5			1,571,493
		102.5	%	$	324,041,205

See notes to financial statements
19

Dividend Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Unaffiliated investments, at value (identified cost, $283,422,449)	$	315,361,988
Affiliated investment, at value (identified cost, $8,679,217)		8,679,217
Cash		1,960
Receivable for investments sold		10,269,302
Dividends and interest receivable		952,070
Interest receivable from affiliated investment		25,415
Tax reclaim receivable		172,393
Total assets	$	335,462,345
Liabilities
Payable for investments purchased	$	18,956,115
Payable to affiliate for investment advisory fees		164,899
Payable to affiliate for Trustees' fees		1,102
Other accrued expenses		101,439
Total liabilities	$	19,223,555
Net Assets applicable to investors' interest in Portfolio	$	316,238,790
Sources of Net Assets
Net proceeds from capital contributions and withdrawals	$	284,290,125
Net unrealized appreciation (computed on the basis of identified cost)		31,948,665
Total	$	316,238,790

Statement of Operations

For the Year Ended
October 31, 2007

Investment Income
Dividends (net of foreign taxes, $568,778)	$	13,822,372
Interest		6,220
Interest income allocated from affiliated investment		235,289
Expenses allocated from affiliated investment		(22,129	)
Total investment income	$	14,041,752
Expenses
Investment adviser fee	$	1,188,555
Trustees' fees and expenses		10,070
Custodian fee		139,385
Legal and accounting services		38,594
Miscellaneous		14,873
Total expenses	$	1,391,477
Net investment income	$	12,650,275
Realized and Unrealized Gain (Loss)
Net realized gain (loss) — Investment transactions (identified cost basis)	$	(9,078,563	)
Foreign currency transactions		(17,137	)
Net realized loss	$	(9,095,700	)
Change in unrealized appreciation (depreciation) — Investments (identified cost basis)	$	27,518,836
Foreign currency		(490	)
Net change in unrealized appreciation (depreciation)	$	27,518,346
Net realized and unrealized gain	$	18,422,646
Net increase in net assets from operations	$	31,072,921

See notes to financial statements
20

Dividend Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
From operations — Net investment income	$	12,650,275		$	3,753,280
Net realized loss from investment transactions and foreign currency transactions		(9,095,700	)		(2,728,786	)
Net change in unrealized appreciation (depreciation) of investments and foreign currency		27,518,346			4,283,270
Net increase in net assets from operations	$	31,072,921		$	5,307,764
Capital transactions — Assets contributed by Eaton Vance Dividend Income Fund	$	—		$	5,112,681
Contributions		242,628,525			67,092,789
Withdrawals		(32,100,952	)		(2,974,948	)
Net increase in net assets from capital transactions	$	210,527,573		$	69,230,522
Net increase in net assets	$	241,600,494		$	74,538,286
Net Assets
At beginning of year	$	74,638,296		$	100,010
At end of year	$	316,238,790		$	74,638,296

(1) For the period from the start of business, March 24, 2006, to October 31, 2006.

See notes to financial statements
21

Dividend Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Supplementary Data

	Year Ended October 31, 2007			Period Ended October 31, 2006⁽¹⁾
Ratios/Supplemental Data
Ratios (As a percentage of average daily net assets):
Expenses before custodian fee reduction		0.76	%		0.88	%⁽²⁾
Expenses after custodian fee reduction		0.76	%		0.88	%⁽²⁾
Net investment income		6.77	%		15.44	%⁽²⁾
Portfolio Turnover		87	%		170	%
Total Return		18.88	%		10.33	%⁽³⁾
Net assets, end of year (000's omitted)	$	316,239		$	74,638

⁽¹⁾ For the period from the start of business, March 24, 2006, to October 31, 2006.

⁽²⁾ Annualized.

⁽³⁾ Not annualized.

See notes to financial statements
22

Dividend Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Dividend Income Portfolio (the Portfolio) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, open-end management investment company. The Portfolio, which was organized as a trust under the laws of the State of New York on February 13, 2006 seeks to achieve total return by investing primarily in a diversified portfolio of equity securities that pay dividends. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At October 31, 2007, the Eaton Vance Dividend Income Fund held a 90.8% interest in the Portfolio. The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Securities listed on a U.S. securities exchange generally are valued at the last sale price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by an independent pricing service. Exchange-traded options are valued at the last sale price for the day of valuation as quoted on the principal exchange or board of trade on which the options are traded or, in the absence of sales on such date, at the mean between the latest bid and asked prices therefore. Futures positions on securities and currencies generally are valued at closing settlement prices. Short-term debt securities with a remaining maturity of 60 days or less are valued at amortized cost. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service. Other fixed income and debt securities, including listed securities and securities for which price quotations are available, will normally be valued on the basis of valuations furnished by a pricing service. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by an independent quotation service. The daily valuation of exchange-traded foreign securities generally is determ ined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments held by the Portfolio for which valuations or market quotations are unavailable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolio considering relevant factors, data and information includi ng the market value of freely tradable securities of the same class in the principal market on which such securities are normally traded.

The Portfolio may invest in Cash Management Portfolio (Cash Management), an affiliated investment company managed by Boston Management and Research (BMR), a subsidiary of Eaton Vance Management (EVM). Cash Management values its investment securities utilizing the amortized cost valuation technique permitted by Rule 2a-7 of the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium.

B Investment Transactions — Investment transactions are accounted for on a trade date basis. Realized gains and losses on securities sold are determined on the basis of identified cost.

C Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Portfolio is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Portfolio's understanding of the applicable countries' tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

Dividend Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor's distributive share of the Portfolio's net investment income, net realized capital gains, and any other items of income, gain, loss, deduction or credit.

F Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

G Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

H Indemnifications — Under the Portfolio's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Portfolio. Interestholders in the Portfolio are jointly and severally liable for the liabilities and obligations of the Portfolio in the event that the Portfolio fails to satisfy such liabilities and obligations; provided, however, that, to the extent assets are available in the Portfolio, the Portfolio may, under certain circumstances, indemnify interestholders from and against any claim or liability to which such holder may become subject by reason of being or having been an interestholder in t he Portfolio. Additionally, in the normal course of business, the Portfolio enters into agreements with service providers that may contain indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

2 Investment Adviser Fee and Other Transactions with Affiliates

Except for Trustees of the Portfolio who are not members of EVM's or BMR's organizations, officers and Trustees receive remuneration for their services to the Portfolio out of such investment adviser fee. Trustees of the Portfolio who are not affiliated with the investment adviser may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2007, no significant amounts have been deferred. Certain officers and Trustees of the Portfolio are officers of the above organizations.

3 Investments Transactions

Purchases and sales of investments, other than short-term obligations, aggregated $381,733,390 and $159,148,428 respectively, for the year ended October 31, 2007.

4 Transfer of Assets

Investment operations began on March 24, 2006 with a transfer of investment assets, and related accounts by Eaton Vance Dividend Income Fund of $5,112,681, in exchange for an interest in the Portfolio, including net unrealized appreciation of $147,049. The transaction was structured for tax purposes to qualify as a tax-free exchange under the Internal Revenue Code.

Dividend Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

5 Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) in value of the investments owned at October 31, 2007, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	292,140,140
Gross unrealized appreciation	$	36,025,064
Gross unrealized depreciation		(4,123,999	)
Net unrealized appreciation	$	31,901,065

6 Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Portfolio, political or financial instability or diplomatic and other developments which could affect such investments. Foreign stock markets, while g rowing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker-dealers and issuers than in the United States.

7 Financial Instruments

The Portfolio may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities to assist in managing exposure to various market risks. These financial instruments may include written options, forward foreign currency contracts and financial futures contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Portfolio has in particular classes of financial instruments and does not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered. The Portfolio did not have any open obligations under these financial ins truments at October 31, 2007.

8 Line of Credit

The Portfolio participates with other portfolios and funds managed by EVM and its affiliates in a $200 million unsecured line of credit agreement with a group of banks. Borrowings will be made by the Portfolio solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Portfolio based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.07% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. The Portfolio did not have any significant borrowings or allocated fees during the year ended October 31, 2007.

9 Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management is currently evaluating the impact of applying the various provisions of FIN 48.

Dividend Income Portfolio as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees and the Investors
of Dividend Income Portfolio:

We have audited the accompanying statement of assets and liabilities of Dividend Income Portfolio (the "Portfolio"), including the portfolio of investments, as of October 31, 2007, and the related statements of operations for the year then ended, the statements of changes in net assets and the supplementary data for the year then ended and the period from the start of business, March 24, 2006, to October 31, 2006. These financial statements and supplementary data are the responsibility of the Portfolio's management. Our responsibility is to express an opinion on these financial statements and supplementary data based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and supplementary data are free of material misstatement. The Portfolio is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles u sed and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian, brokers and agent banks; where replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and supplementary data referred to above present fairly, in all material respects, the financial position of Dividend Income Portfolio as of October 31, 2007, the results of its operations for the year then ended, the changes in its net assets and the supplementary data for the year ended and the period from the start of business, March 24, 2006, to October 31, 2006, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Dividend Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT

Overview of the Contract Review Process

Information about Fees, Performance and Expenses

• An independent report comparing the advisory and related fees paid by each fund with fees paid by comparable funds;

• An independent report comparing each fund's total expense ratio and its components to comparable funds;

• An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

• Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

• Profitability analyses for each adviser with respect to each fund;

Information about Portfolio Management

• Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed;

• Data relating to portfolio turnover rates of each fund;

• The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

• Reports detailing the financial results and condition of each adviser;

• Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

• Copies of or descriptions of each adviser's proxy voting policies and procedures;

• Descriptions of the business continuity and disaster recovery plans of each adviser and its affiliates;

Other Relevant Information

• Information concerning the nature, cost and character of the administrative and other non-investment management services provided by Eaton Vance Management and its affiliates;

• Information concerning management of the relationship with the custodian, subcustodians and fund accountants by each adviser or the funds' administrator; and

• The terms of each advisory agreement.

Eaton Vance Dividend Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Special Committee concluded that the continuance of the investment advisory agreement of Dividend Income Portfolio (the "Portfolio"), the underlying Portfolio in which Eaton Vance Dividend Income Fund (the "Fund") invests, with Boston Management and Research (the "Adviser"), including the fee structure, is in the interests of shareholders and, therefore, the Special Committee recommended to the Board approval of the agreement. The Board accepted the recommendation of the Special Committee as well as the factors considered and conclusions reached by the Special Committee with respect to the agreement. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the investment advisory agreement for the Portfolio.

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement of the Portfolio, the Board evaluated the nature, extent and quality of services provided to the Portfolio by the Adviser.

The Board reviewed the compliance programs of the Adviser and its affiliates. Among other matters, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment opportunities. The Board also evaluated the responses of the Adviser and its affiliates to requests from regulatory authorities such as the Securities and Exchange Commission and the National Association of Securities Dealers.

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the period from inception (November 2005) through September 30, 2006 for the Fund. The Board concluded that the performance of the Fund is satisfactory.

Eaton Vance Dividend Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including any administrative fee rates, payable by the Portfolio and by the Fund (referred to collectively as "management fees"). As part of its review, the Board considered the Portfolio's management fees and the Fund's total expense ratio for the period from inception through September 30, 2006, as compared to a group of similarly managed funds selected by an independent data provider. The Board considered the fact that the Adviser had waived fees and/or paid expenses of the Fund.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded with respect to the Portfolio and the Fund that the management fee charged to the Portfolio and the Fund for advisory and related services and the total expense ratio of the Fund are reasonable.

Profitability

The Board reviewed the level of profits realized by the Adviser and its affiliates in providing investment advisory and administrative services to the Fund and the Portfolio and to all Eaton Vance Funds as a group. The Board considered the level of profits realized without regard to revenue sharing or other payments by the Adviser and its affiliates to third parties in respect of distribution services. The Board also considered other direct or indirect benefits received by the Adviser and its affiliates in connection with its relationship with the Portfolio, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Portfolio and other investment advisory clients.

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board reviewed data summarizing the increases and decreases in the assets of the Fund and of all Eaton Vance Funds as a group over various time periods, and evaluated the extent to which the total expense ratio of the Fund and the profitability of the Adviser and its affiliates may have been affected by such increases or decreases. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affil iates and the Fund. The Board also concluded that, assuming reasonably foreseeable increases in the assets of the Fund, the structure of the Portfolio advisory fee, which includes breakpoints at several asset levels, can be expected to cause the Adviser and its affiliates and the Fund and the Portfolio to continue to share such benefits equitably.

Eaton Vance Dividend Income Fund

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and Dividend Income Portfolio (the Portfolio) are responsible for the overall management and supervision of the Trust's and Portfolio's affairs. The Trustees and officers of the Trust and the Portfolio are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust and the Portfolio hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Trust and the Portfolio, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Van ce, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, "Parametric" refers to Parametric Portfolio Associates and "EVD" refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal underwriter, the Portfolio's placement agent and a wholly-owned subsidiary of EVM. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Interested Trustee

Thomas E. Faust Jr.
5/31/58

Trustee and President of the Trust

Trustee since 2007 and President of the Trust since 2002

176

Director of EVC

Noninterested Trustee(s)

Benjamin C. Esty
1/2/63

Trustee

Trustee of the Trust since 2005 and of the Portfolio since 2006.

176

None

Allen R. Freedman
4/3/40

Trustee

Since 2007

Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).

175

Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)

William H. Park
9/19/47

Trustee

Trustee of the Trust since 2003 and of the Portfolio since 2006.

176

None

Ronald A. Pearlman
7/10/40

Trustee

Trustee of the Trust since 2003 and of the Portfolio since 2006.

Professor of Law, Georgetown University Law Center.

176

None

Norton H. Reamer
9/21/35

Trustee

Trustee of the Trust since 1986 and of the Portfolio since 2006.

176

None

Eaton Vance Dividend Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Noninterested Trustee(s) (continued)

Heidi L. Steiger
7/8/53

Trustee

Since 2007

173

Director of Nuclear Electric Insurance Ltd. (nuclear insurance provider) and Aviva USA (insurance provider)

Lynn A. Stout
9/14/57

Trustee

Trustee of the Trust since 1998 and of the Portfolio since 2006.

Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.

176

None

Ralph F. Verni
1/26/43

Chairman of the Board and Trustee

Chaiman of the Board since 2007; Trustee of the Trust since 2005 and of the Portfolio since 2006.

Consultant and private investor.

176

None

Principal Officers who are not Trustees

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

William H. Ahern, Jr.
7/28/59

Vice President of the Trust

Since 1995

Vice President of EVM and BMR. Officer of 74 registered investment companies managed by EVM or BMR.

Cynthia J. Clemson
3/2/63

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Charles B. Gaffney
12/4/72

Vice President of the Trust

Since 2007

Christine M. Johnston
11/9/72

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 34 registered investment companies managed by EVM or BMR.

Aamer Khan
6/7/60

Vice President

Vice President of the Trust since 2005 and of the Portfolio since 2006

Vice President of EVM and BMR. Officer of 32 registered investment companies managed by EVM or BMR.

Thomas H. Luster
4/8/62

Vice President of the Trust

Since 2006

Vice President of EVM and BMR. Officer of 48 registered investment companies managed by EVM or BMR.

Michael R. Mach
7/15/47

Vice President of the Trust

Since 1999

Vice President of EVM and BMR. Officer of 54 registered investment companies managed by EVM or BMR.

Robert B. MacIntosh
1/22/57

Vice President of the Trust

Since 1998

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Duncan W. Richardson
10/26/57

Vice President of the Trust and President of the Portfolio

Vice President of the Trust since 2001 and President of the Portfolio since 2006

Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR. Officer 80 registered investment companies managed by EVM or BMR.

Walter A. Row, III
7/20/57

Vice President of the Trust

Since 2001

Director of Equity Research and a Vice President of EVM and BMR. Officer of 38 registered investment companies managed by EVM or BMR.

Judith A. Saryan
8/21/54

Vice President

Vice President of the Trust since 2003 and of the Portfolio since 2006

Vice President of EVM and BMR. Officer of 53 registered investment companies managed by EVM or BMR.

Eaton Vance Dividend Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Principal Officers who are not Trustees (continued)

Susan Schiff
3/31/61

Vice President of the Trust

Since 2002

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Thomas Seto
9/27/62

Vice President of the Trust

Since 2007

Vice President and Director of Portfolio Management of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

David M. Stein
5/4/51

Vice President of the Trust

Since 2007

Managing Director and Chief Investment Officer of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Mark S. Venezia
5/23/49

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Adam A. Weigold
3/22/75

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 70 registered investment companies managed by EVM or BMR.

Barbara E. Campbell
6/19/57

Treasurer of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Maureen A. Gemma
5/24/60

Secretary

Since 2007

Deputy Chief Legal Officer and Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Michelle A. Green
8/25/69

Treasurer of the Portfolio

Since 2006

Vice President of EVM and BMR. Officer of 68 registered investment companies managed by EVM or BMR.

Paul M. O'Neil
7/11/53

Chief Compliance Officer

Chief Compliance Officer of the Trust since 2004 and of the Portfolio since 2006

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

⁽¹⁾ Includes both master and feeder funds in a master-feeder structure.

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and the Portfolio and can be obtained without charge by calling 1-800-225-6265.

Investment Adviser of Dividend Income Portfolio
Boston Management and Research

The Eaton Vance Building
255 State Street
Boston, MA 02109

Administrator of Eaton Vance Dividend Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Principal Underwriter
Eaton Vance Distributors, Inc.

The Eaton Vance Building
255 State Street
Boston, MA 02109
(617) 482-8260

Custodian
State Street Bank and Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116-5022

Eaton Vance Dividend Income Fund
The Eaton Vance Building
255 State Street
Boston, MA 02109

2634-12/07 DIVISRC

Annual Report October 31, 2007

EATON VANCE EMERGING
MARKETS
INCOME
FUND

IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS, AND PROXY VOTING

• Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Mark S. Venezia, CFA

Portfolio Manager

Performance Since Inception

· The Fund’s Class A shares had a total return of 10.44% during the period from inception on June 27, 2007 through October 31, 2007.(1)

· In comparison, the JP Morgan Government Bond Index – Emerging Market Global Diversified (Unhedged), an unmanaged broad-based index that currently comprises the local currency, fixed rate coupon issues of 13 markets greater than 1-year in maturity, had a return of 9.80% for the period from June 30, 2007 through October 31, 2007.(2)

Management Discussion

· The Fund seeks to provide total return. The Fund invests at least 80% of its total net assets in securities denominated in currencies of emerging market countries, fixed-income instruments issued by emerging market entities or sovereigns and/or derivative instruments denominated in or based on the currencies, interest rates or issues of, emerging market countries. The Fund invests its assets in Emerging Markets Income Portfolio (the “Portfolio”), a separate registered investment company with the same objective and investment policies as the Fund.

· As the Fund commenced operations in June, the global bond markets were encountering increasing volatility. The U.S. credit squeeze resulted in broad deleveraging and a flight to quality in the global bond markets. Some high-yield – including senior secured loans – and emerging markets reacted negatively, while the flight to quality benefited the G7 sovereigns, the Euro and the Yen. Amid the turmoil, central banks – including the Federal Reserve – injected liquidity to preserve economic stability. While the credit squeeze and a weakening U.S. economy concerned investors, stronger domestic economies insulated some Asian and Latin American countries from slowing U.S. demand.

· The Portfolio had a generally unhedged exposure to the emerging markets, even when those currencies were tied to the Euro. Not surprisingly, the Fund’s NAV reflected the volatility of the markets during this turbulent period, rallying sharply in September after an initial decline in July and August. Amid the prolonged depreciation of the dollar, the Portfolio’s Euro-related positions added to the gains from individual emerging markets.

· The Portfolio was widely diversified during the period. In Asia, the Portfolio’s largest exposure was in Malaysia, whose export-oriented economy has benefited from the Asian region’s broad economic uptrend. Following the de-pegging of its currency, the Ringgit, from the U.S. dollar and the easing of capital controls, Malaysia has seen an inflow of investment, a stronger economy and an appreciating currency.(3)

· In Eastern Europe, Poland was the Portfolio’s largest currency position during the period. Improving economic fundamentals, large remittances from abroad and the recent election of a reform-minded government committed to selling state-owned industries and convergence with the Euro have pushed Poland’s currency higher. The Portfolio cross-hedged some of its Eastern Europe investments – which have attractive yields spreads over the Euro – with short-Euro positions.(3)

· The Portfolio also had positions in northern and sub- Saharan Africa. Unlike some other developing economies, these countries tend to be de-linked from broad short-term global financial tides. Egyptian T-bills remained attractive, as high energy prices produced a continuing influx of Middle Eastern petro-dollars into the Egyptian financial markets.(3)

· In Latin America, Brazil was the Portfolio’s largest position during the period. Brazil’s government has stabilized its economy in recent years, resulting in lower inflation, an accumulation of reserves and an inflow of capital – trends that have resulted in a further appreciation of Brazil’s currency.(3)

· The Fund’s duration was 3.2 years at October 31, 2007. Duration is a measure of the sensitivity of a fund or a fixed-income security to changes in interest rates. A shorter duration instrument normally has less exposure to interest rate risk than longer duration instruments.

The views expressed throughout this report are those of the portfolio manager and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

(1)	These returns do not include the 4.75% maximum sales charge for the Fund’s Class A shares. If sales charges were deducted, the returns would be lower. Absent a voluntary allocation of expenses to the adminsitrator, the returns would be lower.

(2)	It is not possible to invest directly in an Index. The Index’s total return does not reflect the commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

(3)	Fund allocations are subject to change due to active management.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

PORTFOLIO PROFILE

Securities Holdings (excludes derivatives)(1)

By total net assets

(1) Securities Holdings reflect the Portfolio’s investments as of 10/31/07. SecuritiesHoldings do not reflect derivatives positions. For International and Emerging Market exposures please refer to the Regional Currency Exposure table. Portfolio Statistics may not be representative of the Portfolio’s current or future investments and are subject to change due to active management.

Regional Currency Exposures (including derivatives)(2)

By total net assets

(2)

The Regional Currency Exposures reflects the Portfolio’s investments as of 10/31/07. Total exposures may exceed 100% due to implicit leverage created by derivatives. Portfolio Statistics may not be representative of the Portfolio’s current or future investments and are subject to change due to active management.

Currency Positions (including derivatives)(3)

By total net assets

Poland	15.0	%
Turkey	14.1
Malaysia	13.3
Brazil	12.3
Indonesia	11.7
Mexico	10.1
Czech Republic	9.8
Hungary	9.3
South Africa	7.3
Egypt	6.1
Slovakia	3.1
Iceland	2.9
Philippines	2.4
Peru	2.2
India	2.1
Russia	2.0
Nigeria	1.5
Chile	1.4
Colombia	1.0
Uruguay	0.9
Ghana	0.9
Kazakhstan	0.8
Romania	0.7
South Korea	0.5
Guatemala	0.5
Uganda	0.5
Zambia	0.2
Botswana	0.1
Mauritius	0.1
Kenya	0.1

(3)

Currency Positions reflect the Portfolio’s investments as of 10/31/07. Currency exposures include all long foreign exchange denominated assets and all long currency derivatives. Net short positions and other foreign derivatives are excluded. Short Currency Exposures are 11.0%. Other Foreign Long derivatives are 11.5%. Other Foreign Short Derivatives are 5.5%. All numbers are a percentage of net assets. Total exposures may exceed 100% due to implicit leverage created by derivatives. Portfolio Statistics may not be representative of the Portfolio’s current or future investments and are subject to change due to active management.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FUND PERFORMANCE

The line graph and table set forth below provide information about the Fund’s performance. The line graph compares the performance of Class A of the Fund with that of the JP Morgan Government Bond Index - Emerging Market Global Diversified (Unhedged), an unmanaged broad-based index that currently comprises the local currency, fixed rate coupon issues of 13 markets greater than 1-year in maturity. The lines on the graph represent the total returns of a hypothetical investment of $10,000 in Class A of the Fund and in the JP Morgan Government Bond Index - Emerging Market Global Diversified (Unhedged). The table includes the total returns of Class A of the Fund at net asset value and public offering price. The performance presented below does not reflect the deduction of taxes, if any, that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Fund Performance(1) As of 10/31/07	Class A
Share Class Symbol	EAEIX

Cumulative Total Return (at net asset value)
Life of Fund†	10.44	%

SEC Cumulative Total Return (including sales charge or applicable CDSC)
Life of Fund†	5.18	%

† Inception Date – Class A: 6/27/07.

(1)	Cumulative Total Return does not include the 4.75% maximum sales charge for Class A shares. If sales charges were deducted, the returns would be lower. SEC Cumulative Total Return for Class A reflects the maximum 4.75% sales charge. Absent a voluntary allocation of expenses to the administrator, the returns would be lower.

Total Annual
Operating Expenses(2)	Class A

Expense Ratio	1.25	%

(2)	Source: Prospectus dated 6/27/07.

Comparison of Change in Value of a $10,000 Investment in Eaton Vance Emerging Markets Income Fund, Class A vs. the JP Morgan Government Bond Index – Emerging Market Global Diversified (Unhedged) (JP Morgan Index)*

* Sources: Thomson Financial; Lipper. Class A of the Fund commenced operations on 6/27/07. Index data is available as of month end only. It is not possible to invest directly in an Index. The Index’s total return does not reflect the expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FUND EXPENSES

Example: As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 27, 2007 – October 31, 2007). The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2007 – October 31, 2007).

Eaton Vance Emerging Markets Income Fund

	Beginning Account Value (6/27/07)		Ending Account Value (10/31/07)		Expenses Paid During Period (6/27/07 – 10/31/07)
Actual*
Class A	$	1,000.00	$	1,104.40	$	4.58	***
Hypothetical**
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.90	$	6.36	***

* Actual expenses are equal to the Fund's annualized expense ratio of 1.25% for Class A shares, multiplied by average account value over the period, multiplied by 127/365 (to reflect the period from the start of business, June 27, 2007 to October 31, 2007). The Example assumes that the $1,000 was invested at the net asset per share determined at the start of business on June 27, 2007. This Example reflects the expenses of both the Fund and the Portfolio.

** Hypothetical expenses are equal to the Fund's annualized expense ratio of 1.25% for Class A shares, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Example assumes that $1,000 was invested at the net asset value per share determined at the start of business, June 27, 2007. The Example reflects the expenses of both the Fund and the Portfolio.

*** Absent a voluntary allocation of expenses to the administrator, the expenses would have been higher.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Investment in Emerging Markets Income Portfolio, at value (identified cost, $7,632)	$	8,031
Receivable from the administrator		29,343
Total assets	$	37,374
Liabilities
Dividends payable	$	64
Payable to affiliate for distribution and service fees		11
Accrued expenses		26,429
Total liabilities	$	26,504
Net Assets	$	10,870
Sources of Net Assets
Paid-in capital	$	10,231
Accumulated undistributed net realized gain from Portfolio		302
Accumulated distributions in excess of net investment income		(62	)
Net unrealized appreciation from Portfolio		399
Total	$	10,870
Class A Shares
Net Assets	$	10,870
Shares Outstanding		1,010
Net Asset Value and Redemption Price Per Share (net assets ÷ shares of beneficial interest outstanding)	$	10.77
Maximum Offering Price Per Share (100 ÷ 95.25 of $10.77)	$	11.31
On sales of $25,000 or more, the offering price of Class A shares is reduced.

Statement of Operations

For the Period Ended
October 31, 2007⁽¹⁾

Investment Income
Interest allocated from Portfolio (net of foreign taxes, $7)	$	209
Expenses allocated from Portfolio		(36	)
Net investment income from Portfolio	$	173
Expenses
Distribution and service fees Class A	$	11
Legal and accounting services		20,753
Printing and postage		3,549
Custodian fee		2,728
Registration fees		1,500
Miscellaneous		678
Total expenses	$	29,219
Deduct — Allocation of expenses to the administrator	$	29,211
Total expense reductions	$	29,211
Net expenses	$	8
Net investment income	$	165
Realized and Unrealized Gain (Loss) from Portfolio
Net realized gain (loss) — Investment transactions	$	17
Swap contracts		1
Foreign currency and forward foreign currency exchange contract transactions		308
Net realized gain	$	326
Change in unrealized appreciation (depreciation) — Investments	$	244
Swap contracts		10
Foreign currency and forward foreign currency exchange contracts		145
Net change in unrealized appreciation (depreciation)	$	399
Net realized and unrealized gain	$	725
Net increase in net assets from operations	$	890

⁽¹⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

See notes to financial statements
5

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets	Period Ended October 31, 2007⁽¹⁾
From operations — Net investment income	$	165
Net realized gain from investment transactions, swap contracts and foreign currency and forward foreign currency exchange contract transactions		326
Net change in unrealized appreciation (depreciation) from investments, swap contracts and foreign currency and forward foreign currency exchange contracts		399
Net increase in net assets from operations	$	890
Distributions to shareholders — From net investment income Class A	$	(252	)
Total distributions to shareholders	$	(252	)
Transactions in shares of beneficial interest — Proceeds from sale of shares Class A	$	10,100
Capital contribution from administrator		132
Net increase in net assets from Fund share transactions	$	10,232
Net increase in net assets	$	10,870
Net Assets
At beginning of period	$	—
At end of period	$	10,870
Accumulated distributions in excess of net investment income included in net assets
At end of period	$	(87	)

⁽¹⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

See notes to financial statements
6

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

	Class A
	Period Ended October 31, 2007⁽¹⁾⁽²⁾
Net asset value — Beginning of period	$	10.000
Income (loss) from operations
Net investment income	$	0.165
Net realized and unrealized gain		0.732
Total income from operations	$	0.897
Less distributions
From net investment income	$	(0.259	)
Total distributions	$	(0.259	)
Capital contribution from administrator	$	0.132
Net asset value — End of period	$	10.77
Total Return⁽³⁾		10.44	%⁽⁴⁾⁽⁸⁾
Ratios/Supplemental Data
Net assets, end of period (000's omitted)	$	11
Ratios (As a percentage of average daily net assets):
Expenses⁽⁵⁾		1.25	%⁽⁶⁾⁽⁷⁾
Net investment income		4.67	%⁽⁶⁾⁽⁷⁾
Portfolio Turnover of the Portfolio		2	%

⁽¹⁾ Net investment income per share was computed using average shares outstanding.

⁽²⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Includes the Fund's share of the Portfolio's allocated expenses.

⁽⁶⁾ Annualized.

⁽⁷⁾ The administrator subsidized certain operating expenses (equal to 287.76% of average daily net assets for the period from the start of business, June 27, 2007 to October 31, 2007).

⁽⁸⁾ Absent a capital contribution by the administrator in the period, total return would have been 9.12%.

See notes to financial statements
7

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Eaton Vance Emerging Markets Income Fund (the Fund), is a non-diversified series of Eaton Vance Mutual Funds Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers one class of shares. Class A shares are generally sold subject to a sales charge imposed at the time of purchase. The Fund invests all of its investable assets in interests in the Emerging Markets Income Portfolio (the Portfolio), a New York trust, having the same investment objective and policies as the Fund. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (0.01% at October 31, 2007). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the portfolio of i nvestments, are included elsewhere in this report and should be read in conjunction with the Fund's financial statements.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report.

B Income — The Fund's net investment income or loss consists of the Fund's pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management has concluded th at as of October 31, 2007, there are no uncertain tax positions that would require financial statement recognition, derecognition, or disclosure.

G Indemnifications — Under the Trust's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for obligations of the Trust. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H Other — Investment transactions are accounted for on a trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

2 Distributions to Shareholders

The Fund declares dividends daily to shareholders of record at the time of declaration. Distributions are generally paid monthly. Distributions of realized capital gains, if any, are made at least annually. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital.

The tax character of distributions declared for the period from start of business, June 27, 2007 to October 31, 2007 was as follows:

	Period Ended October 31, 2007
Distributions declared from:
Ordinary income	$	252

During the period from the start of business, June 27, 2007 to October 31, 2007, accumulated distributions in excess of net investment income was decreased by $25, accumulated undistributed net realized gain was decreased by $24, and paid-in capital was decreased by $1, due to differences between book and tax accounting primarily for foreign currency gain (loss) and accounting for swaps. These reclassifications had no effect on the net assets or net asset value per share of the Fund.

As of October 31, 2007, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed ordinary income	$	230
Undistributed long-term capital gains	$	154
Unrealized appreciation	$	319
Other temporary differences	$	(64	)

The differences between components of distributable earnings (accumulated losses) on a tax basis and the amount reflected in the Statements of Assets and Liabilities are primarily due to differences in book and tax policies for the timing of recognizing distributions to shareholders, accounting for swaps and foreign currency transactions.

3 Transactions with Affiliates

Eaton Vance Management (EVM) serves as the administrator of the Fund, but receives no compensation. The Fund has engaged EVM to render investment advisory services. Under the investment advisory agreement, EVM receives a monthly advisory fee equal to 0.65% annually of the average daily net assets of the Fund up to $1 billion that are invested directly in securities. On net assets of $1 billion and over that are invested directly in securities, the annual fee is reduced. For the period from the start of business, June 27, 2007, to October 31, 2007 the Fund held no direct investments and incurred no direct advisory fees. To the extent the Fund's assets are invested in the Portfolio, the Fund is allocated its share of the Portfolio's advisory fee. The Portfolio has engaged Boston Management and Research (BMR), a subsidiary of EVM, to render investment advisory services at the Portfolio level, (See Note 2 of the Portfolio's notes to financial statements which are included elsewhere in this report). Pursuant to a voluntary expense reimbursement, the administrator was allocated $29,211 of the Fund's operating expenses for the period ended October 31, 2007. During the period ended October 31, 2007, the administrator reimbursed the Fund $132 for forgone investment return resulting from the payment by the Fund of expenses that the administrator had intended to pay on behalf of the Fund. EVM serves as the sub-transfer agent of the Fund and receives an aggregate fee based upon the actual expenses incurred by EVM in the performance of those services. For the period from the start of business June 27, 2007 to October 31, 2007, EVM received no sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors Inc. (EVD), the Fund's principal underwriter and a subsidiary of EVM, received no sales charge on sales of Class A shares for the period from the start of business, June 27, 2007, to October 31, 2007. EVD received distribution and service fees from Class A shares (see Note 4).

Except for Trustees of the Fund and the Portfolio who are not members of EVM's and BMR's organizations, officers and Trustees receive remuneration for their services to the Fund out of the investment advisory fee. Certain officers and Trustees of the Fund and of the Portfolio are officers of the above organizations.

4 Distribution Plans

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the period from start of business, June 27, 2007 to October 31, 2007 for Class A shares amounted to $11.

5 Contingent Deferred Sales Charges

Class A shares may be subject to a 1% contingent deferred sales charge (CDSC) if redeemed within eighteen months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gains distributions. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. From the start of business, June 27, 2007 to October 31, 2007, there were no CDSC fees paid by shareholders of Class A shares.

6 Investment Transactions

Increases and decreases in the Fund's investment in the Portfolio aggregated $10,100 and $2,966, respectively for the period from the start of business, June 27, 2007 to October 31, 2007.

7 Shares of Beneficial Interest

The Fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Transactions in Fund shares were as follows:

Class A	Period Ended October 31, 2007⁽¹⁾
Sales		1,010
Net increase		1,010

⁽¹⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

At October 31, 2007 EVM owned 100% of the outstanding shares of the Fund.

8 Recently Issued Accounting Pronouncements

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance Emerging Markets Income Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Emerging Markets Income Fund (the Fund) (one of the series of Eaton Vance Mutual Funds Trust) as of October 31, 2007, the related statement of operations, the statement of changes in net assets and the financial highlights from the start of business, June 27, 2007 to October 31, 2007. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and si gnificant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance Emerging Markets Income Fund as of October 31, 2007, the results of its operations, the changes in its net assets and the financial highlights from the start of business, June 27, 2007 to October 31, 2007, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Emerging Markets Income Fund as of October 31, 2007

FEDERAL TAX INFORMATION (Unaudited)

Emerging Markets Income Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS

Bonds & Notes — 64.6%
Security	Principal		U.S. $ Value
Brazil — 9.4%
Letra Tesouro Nacional, 0.00%, 1/1/09	BRL	2,200,000	$	1,114,990
Nota Do Tesouro Nacional, 10.00%, 1/1/14	BRL	3,810,000		2,027,921
Nota Do Tesouro Nacional, 10.00%, 1/1/10	BRL	3,775,000		2,108,474
Total Brazil (identified cost $4,980,589)			$	5,251,385
Czech Republic — 4.6%
Czech Republic, 3.55%, 10/18/12	CZK	12,300,000	$	642,696
Czech Republic, 3.80%, 3/22/09	CZK	11,820,000		635,202
Czech Republic, 3.80%, 4/11/15	CZK	12,370,000		643,893
Czech Republic, 4.00%, 4/11/17	CZK	12,420,000		645,793
Total Czech Republic (identified cost $2,233,344)			$	2,567,584
Egypt — 6.0%
Arab Republic of Egypt, 8.75%, 7/18/12⁽¹⁾	EGP	4,500,000	$	850,494
Egyptian Treasury Bill, 0.00%, 11/6/07	EGP	3,400,000		615,593
Egyptian Treasury Bill, 0.00%, 1/8/08	EGP	10,650,000		1,907,079
Total Egypt (identified cost $3,285,983)			$	3,373,166
Ghana — 0.9%
Republic of Ghana, 13.00%, 8/2/10⁽²⁾ GHS		470,000	$	488,067
Total Ghana (identified cost $503,347)			$	488,067
Hungary — 9.1%
Hungary Government Bond, 6.50%, 8/12/09	HUF	380,000,000	$	2,166,133
Hungary Government Bond, 6.75%, 2/24/17	HUF	221,000,000		1,284,958
Hungary Government Bond, 7.25%, 6/12/12	HUF	277,000,000		1,624,037
Total Hungary (identified cost $4,832,577)			$	5,075,128
Indonesia — 8.8%
Indonesia Government, 9.75%, 5/15/37	IDR	11,804,000,000	$	1,243,721
Indonesia Government, 12.50%, 3/15/13	IDR	28,503,000,000		3,647,081
Total Indonesia (identified cost $4,923,059)			$	4,890,802

Security	Principal		U.S. $ Value
Mexico — 9.0%
Mexican Fixed Rate Bonds, 9.00%, 12/24/09	MXN	22,100,000	$	2,118,075
Mexican Fixed Rate Bonds, 9.00%, 12/22/11	MXN	15,500,000		1,515,577
Mexican Fixed Rate Bonds, 10.00%, 12/5/24	MXN	12,450,000		1,391,889
Total Mexico (identified cost $4,980,186)			$	5,025,541
Nigeria — 1.4%
Nigeria Treasury Bill, 0.00%, 9/4/08⁽²⁾	NGN	11,660,000	$	90,570
Republic of Nigeria, 9.35%, 8/31/17	NGN	16,595,000		132,870
Republic of Nigeria, 12.00%, 4/28/09	NGN	27,583,000		241,553
Republic of Nigeria, 17.00%, 12/16/08	NGN	36,700,000		335,450
Total Nigeria (identified cost $783,325)			$	800,443
Peru — 2.2%
Republic of Peru, 6.90%, 8/12/37⁽¹⁾	PEN	1,460,000	$	514,058
Republic of Peru, 8.60%, 8/12/17	PEN	1,000,000		392,350
Republic of Peru, 12.25%, 8/10/11	PEN	730,000		294,428
Total Peru (identified cost $1,117,445)			$	1,200,836
Poland — 4.4%
Poland Government Bond, 4.75%, 4/25/12	PLN	2,010,000	$	773,654
Poland Government Bond, 6.00%, 5/24/09	PLN	2,350,000		944,683
Poland Government Bond, 6.25%, 10/24/15	PLN	1,800,000		748,589
Total Poland (identified cost $2,203,366)			$	2,466,926
Slovakia — 3.0%
Slovak Republic, 4.90%, 2/5/10	SKK	20,800,000	$	914,266
Slovak Republic, 5.30%, 5/12/19	SKK	16,900,000		774,566
Total Slovakia (identified cost $1,621,888)			$	1,688,832
Turkey — 4.8%
Turkey Government Bond, 0.00%, 2/4/09 TRL		3,800,000	$	2,676,952
Total Turkey (identified cost $2,438,055)			$	2,676,952

See notes to financial statements
13

Emerging Markets Income Portfolio as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Security	Principal		U.S. $ Value
Uruguay — 1.0%
Republic of Uruguay, 5.00%, 9/14/18⁽³⁾	UYU	11,474,957	$	567,846
Total Uruguay (identified cost $528,258)			$	567,846
Total Bonds & Notes (identified cost $34,431,422)			$	36,073,508
Call Options Purchased — 0.1%
Security	Contracts (000's omitted)		Value
South Korean Won Call Option, Expires 7/28/2009, Strike Price 905.2		905,200	$	29,084
Total Call Options Purchased (identified cost $20,625)			$	29,084
Put Options Purchased — 0.0%
Security	Contracts (000's omitted)		Value
South Korean Won Put Option, Expires 7/28/2009, Strike Price 905.2		905,200	$	18,711
Total Put Options Purchased (identified cost $21,650)			$	18,711
Short-Term Investments — 32.1%
Description	Interest (000's omitted)		Value
Investment in Cash Management Portfolio, 4.83%⁽⁴⁾		17,883	$	17,883,275
Total Short-Term Investments (identified cost $17,883,275)			$	17,883,275
Total Investments — 96.8% (identified cost $52,356,972)			$	54,004,578
Other Assets, Less Liabilities — 3.2%			$	1,808,195
Net Assets — 100.0%			$	55,812,773

BRL - Brazilian Real

CZK - Crech Koruna

EGP - Egyptian Pound

GHS - Ghanaian Cedi

HUF - Hungarian Forint

IDR - Indonesian Rupiah

MXN - Mexican Peso

NGN - Nigerian Naira

PEN - Peruvian Sol

PLN - Polish Zloty

SKK - Slovak Koruna

TRL - Turkish Lira

UYU - Uruguayo Peso

⁽²⁾ Security valued at fair value using methods determined in good faith by or at the direction of the Trustees.

⁽³⁾ Bond pays a coupon of 5% on the face at the end of the payment period. Principal grows with the Uruguayan inflation rate. Original face of the bond is UYU 4,900,000.

See notes to financial statements
14

Emerging Markets Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets
Unaffiliated investments, at value (identified cost, $34,473,697)	$	36,121,303
Affiliated investment, at value (identified cost, $17,883,275)		17,883,275
Foreign currency, at value (identified cost, $34,993)		35,898
Interest receivable		789,417
Interest receivable from affiliated investment		82,879
Receivable for open swap contracts		74,335
Receivable for open forward foreign currency contracts		917,500
Receivable for closed forward foreign currency contracts		161,405
Total assets	$	56,066,012
Liabilities
Payable to affiliate for investment advisory fee	$	21,968
Payable for open swap contracts		3,819
Payable for open forward foreign currency contracts		106,544
Payable for closed forward foreign currency contracts		7,187
Accrued expenses and other liabilities		113,721
Total liabilities	$	253,239
Net Assets applicable to investors' interest in Portfolio	$	55,812,773
Sources of Net Assets
Net proceeds from capital contributions and withdrawals	$	53,247,346
Net unrealized appreciation (computed on the basis of identified cost)		2,565,427
Total	$	55,812,773

Statement of Operations

For the Period Ended
October 31, 2007⁽¹⁾

Investment Income
Interest (net of foreign taxes, $39,918)	$	705,283
Interest income allocated from affiliated investment		432,616
Expenses allocated from affliated investment		(42,577	)
Total investment income	$	1,095,322
Expenses
Investment adviser fee	$	74,040
Legal and accounting services		51,886
Custodian fee		32,162
Miscellaneous		997
Total expenses	$	159,085
Net investment income	$	936,237
Realized and Unrealized Gain
Net realized gain — Investment transactions (identified cost basis)	$	2,953
Swap contracts		3,387
Foreign currency and forward foreign currency exchange contract transactions		1,807,876
Net realized gain	$	1,814,216
Change in unrealized appreciation (depreciation) — Investments (identified cost basis)	$	1,647,606
Swap contracts		70,516
Foreign currency and forward foreign currency exchange contracts		847,305
Net change in unrealized appreciation (depreciation)	$	2,565,427
Net realized and unrealized gain	$	4,379,643
Net increase in net assets from operations	$	5,315,880

⁽¹⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

See notes to financial statements
15

Emerging Markets Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets	Period Ended October 31, 2007⁽¹⁾
From operations — Net investment income	$	936,237
Net realized gain from investment transactions, swap contracts, and foreign currency and forward foreign currency exchange contract transactions		1,814,216
Net change in unrealized appreciation (depreciation) from investments, swap contracts, and foreign currency and forward foreign currency exchange contracts		2,565,427
Net increase in net assets from operations	$	5,315,880
Capital transactions — Contributions	$	58,250,069
Withdrawals		(7,868,186	)
Net increase in net assets from capital transactions	$	50,381,883
Net increase in net assets	$	55,697,763
Net Assets
At beginning of period	$	115,010
At end of period	$	55,812,773

⁽¹⁾ For the period from the start of business, June 27, 2007 to October 31, 2007.

See notes to financial statements
16

Emerging Markets Income Portfolio as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Supplementary Data

	Period Ended October 31, 2007⁽¹⁾
Ratios/Supplemental Data
Ratios (As a percentage of average daily net assets):
Expenses		1.13	%⁽²⁾
Net investment income		5.25	%⁽²⁾
Portfolio Turnover		2	%
Total Return		10.48	%⁽³⁾
Net assets, end of period (000's omitted)	$	55,813

⁽¹⁾ For the period from the start of business on June 27, 2007 to October 31, 2007.

⁽²⁾ Annualized.

⁽³⁾ Not annualized.

See notes to financial statements
17

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS

1 Significant Accounting Policies

Emerging Markets Income Portfolio (the Portfolio) is a New York trust, registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a non-diversified open-end management investment company. The Portfolio's investment objective is to seek total return. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At October 31, 2007, Eaton Vance Emerging Markets Income Fund and Eaton Vance Strategic Income Fund held an approximate 0.01% and 85.2% interest, respectively, in the Portfolio.

The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America.

A Investment Valuation — Debt securities, including those issued by foreign entities, will normally be valued on the basis of market valuations furnished by pricing services. The pricing services consider various factors relating to bonds or loans and/or market transactions to determine market value. Marketable securities that are listed on foreign or U.S. securities exchanges are valued at closing sale prices on the exchange where such securities are principally traded. Equity securities listed in the NASDAQ Global or Global Select Market are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sale prices are not available are valued at the mean between the latest available bid and ask prices. When valuing foreign investments that meet certain criteria, the Trustees have approved the use of a fair-value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable or other instruments that have strong correlation to the fair-valued securities. Financial futures contracts and options thereon listed on commodity exchanges and exchange-traded options are valued at closing settlement prices. The value of interest rate swaps are generally based upon a dealer quotation. Credit default swaps are valued by broker dealers (usually the counterparty to the agreement). Short-term debt securities and money-market securities (of U.S. issuers) maturing in sixty days or less are valued at amortized cost, which approximates market value. If short-term debt securities are acquired with a remaining maturity of more than sixty days, they will be valued by a pricing service. Other short-term instruments, including those issued by foreign entities, are valued by a pricing service, if available, or other market quotations.

Foreign exchange rates for foreign exchange forward contracts and for the translation of non-U.S. dollar-denominated investments into U.S. dollars are obtained from a pricing service. Sovereign credit default swaps are valued by a pricing service. Foreign interest rate swaps and over-the-counter currency options are valued using inputs from a third party into a valuation model. Investments for which market quotations are not readily available and investments for which the price of the security is not believed to represent its fair market value, are valued at fair value using methods determined in good faith by or at the direction of the Trustees.

C Income — Interest income is determined on the basis of interest accrued, adjusted for amortization of premium or accretion of discount. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Portfolio is informed of the ex-dividend date.

D Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor's distributive share of the Portfolio' s net investment income, net realized capital gains and any other items of income, gain, loss, deduction or credit.

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management has concluded that as of October 31, 2007, there are no uncertain tax positions that would require financial statement recognition, derecognition, or disclosure.

E Financial Futures Contracts — The Portfolio may enter into financial futures contracts. The Portfolio's investment in financial futures contracts is designed for hedging against changes in interest rates or as a substitute for the purchase of securities. Upon entering into a financial futures contract, the Portfolio is required to deposit with the broker, either in cash or securities an amount equal to a certain percentage of the purchase price (initial margin). Subsequent payments, known as variation margin, are made or received by the Portfolio each business day, depending on the daily fluctuations in the value of the underlying security, and are recorded as unrealized gains or losses by the Portfolio. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Portfolio may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. In entering such contracts, the Portfolio bears the risk if the counterparties do not perform under the contracts' terms.

F Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Portfolio. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Portfolio maintains with SSBT. All credit balances, if any, used to reduce the Portfolio's custodian fees are reported as a reduction of expenses in the Statement of Operations.

G Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on invest ments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

H Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

I Indemnifications — Under the Portfolio's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Portfolio. Interestholders in the Portfolio are jointly and severally liable for the liabilities and obligations of the Portfolio in the event that the Portfolio fails to satisfy such liabilities and obligations; provided, however, that, to the extent assets are available in the Portfolio, the Portfolio may, under certain circumstances, indemnify interestholders from and against any claim or liability to which such holder may become subject by reason of being or having been an interestholder in the Portfolio. Additionally, in the normal course of business, the Portfo lio enters into agreements with service providers that may contain indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

J Purchased Options — Upon the purchase of a call or put option, the premium paid by the Portfolio is included in the Statement of Assets and Liabilities as an investment. The amount of the investment is subsequently marked-to-market to reflect the current market value of the option purchased, in accordance with the Portfolio's policies on investment valuations discussed above. If an option which the Portfolio has purchased expires on the stipulated expiration date, the Portfolio will realize a loss in the amount of the cost of the option. If the Portfolio enters into a closing sale transaction, the Portfolio will realize a gain or loss, depending on whether the sales proceeds from the closing sale transaction are greater or less than the cost of the option. If a Portfoli o exercises a put option, it will realize a gain or loss from the sale of the underlying security, and the proceeds from such sale will be decreased by the premium originally paid. If the Portfolio exercises a call option, the cost of the security which the Portfolio purchases upon exercise will be increased by the premium originally paid.

K Written Options — Upon the writing of a call or a put option, an amount equal to the premium received by the Portfolio is included in the Statement of Assets and Liabilities

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

as a liability. The amount of the liability is subsequently marked-to-market to reflect the current value of the option written in accordance with the Portfolio's policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Portfolio. The Portfolio, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities underlying the written option.

L Forward Foreign Currency Exchange Contracts — The Portfolio may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. The Portfolio enters into forward contracts for hedging purposes as well as non-hedging purposes. The forward foreign currency exchange contract is adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until such time as the contract has been closed or offset by another contract with the same broker for the same settlement date and currency. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from movements in the value of a foreign currency relative to the U.S. dollar.

M Interest Rate Swaps — The Portfolio may enter into interest rate swap agreements to enhance return, to hedge against fluctuations in securities prices or interest rates, or as substitution for the purchase or sale of securities. Pursuant to these agreements, the Portfolio makes periodic payments at a fixed interest rate and, in exchange, receives payments based on the interest rate of a benchmark industry index. Payments received or made are recorded as realized gains or losses. During the term of the outstanding swap agreement, changes in the underlying value of the swap are recorded as unrealized gains or losses. The value of the swap is determined by changes in the relationship between two rates of interest. The Portfolio is exposed to credit loss in the event of non - -performance by the swap counterparty. Risk may also arise from movements in interest rates.

N Total Return Swaps — The Portfolio may enter into swap agreements to enhance return, to hedge against fluctuations in securities prices or interest rates or as substitution for the purchase or sale of securities. In a total return swap, the Portfolio makes payments at a rate equal to a predetermined spread to the one or three-month LIBOR. In exchange, the Portfolio receives payments based on the rate of return of a benchmark industry index or basket of securities. During the term of the outstanding swap agreement, changes in the underlying value of the swap are recorded as unrealized gains and losses. Periodic payments received or made are recorded as realized gains or losses. The value of the swap is determined by changes in the relationship between the rate of interest and the benchmark industry index or basket of securities. The Portfolio is exposed to credit loss in the event of nonperformance by the swap counterparty. However, the Portfolio does not anticipate nonperformance by the counterparty. Risk may also arise from the unanticipated movements in value of interest rates, securities, or the index.

O Credit Default Swaps — The Portfolio may enter into credit default swap contracts to buy or sell protection against default on an individual issuer or a basket of issuers of bonds. When the Portfolio is the buyer of a credit default swap contract, the Portfolio is entitled to receive the par (or other agreed-upon) value of a referenced debt obligation (or basket of debt obligations) from the counterparty to the contract in the event of a default by a third party, such as a U.S. or foreign corporate issuer, on the debt obligation. In return, the Portfolio pays the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the Portfolio would have spent the stream of payments and received no benefit from the contract. When the Portfolio is the seller of a credit default swap contract, it receives the stream of payments, but is obligated to pay upon default of the referenced debt obligation. As the seller, the Portfolio effectively adds leverage to its portfolio because, in addition to its total net assets, the Portfolio is subject to investment exposure on the notional amount of the swap. The interest fee paid or received on the swap contract, which is based on a specified interest rate on a fixed notional amount, is accrued daily as a component of unrealized appreciation (depreciation) and is recorded as realized gain upon receipt or realized loss upon payment. The Portfolio also records an increase or decrease to unrealized appreciation (depreciation) in an amount equal to the daily valuation. Up-front payments or receipts, if any, are recorded as other assets or other liabilities, respectively, and amortized over the life of the swap contract as realized gains or losses. The Portfolio segr egates assets in the form of cash and cash equivalents in an amount equal to the aggregate market value of the credit default swap of which it is the seller, marked to market on a daily basis. These transactions involve certain risks, including the risk that the seller may be unable to fulfill the transaction.

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

2 Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by BMR as compensation for management and investment advisory services rendered to the Portfolio. Pursuant to the investment advisory agreement, BMR receives a monthly advisory fee at the annual rate of 0.65% annually of the average daily net assets of the Portfolio up to $1 billion, and at reduced rates as daily net assets exceed that level. The portion of the advisory fee payable by Cash Management on the Portfolio's investment of cash therein is credited against the Portfolio's advisory fee. For the period from the start of business, June 27, 2007, to October 31, 2007, the Portfolio's advisory fee totaled $114,815 of which $40,775 was allocated from Cash Management and $74,040 was paid or accrued directly by the Portfolio. BMR serves as administrator of the Portfolio but currently does not receive any fees.

Except for Trustees of the Portfolio who are not members of EVM's or BMR's organization, officers and Trustees receive remuneration for their services to the Portfolio out of the investment advisory fee. Trustees of the Portfolio who are not affiliated with the investment adviser may elect to defer receipt of all or a portion of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the period from the start of business, June 27, 2007 to October 31, 2007, no significant amounts have been deferred. Certain officers and Trustees of the Portfolio are officers of the above organizations.

3 Line of Credit

4 Purchases and Sales of Investments

The Portfolio invests primarily in foreign government and U.S. Government debt securities. The ability of the issuers of the debt securities to meet their obligations may be affected by economic developments in a specific industry or country. The Portfolio regularly invests in lower rated and comparable quality unrated high yield securities. These investments have different risks than investments in debt securities rated investment grade and held by the Portfolio. Risk of loss upon default by the borrower is significantly greater with respect to such debt securities than with other debt securities because these securities are generally unsecured and are more sensitive to adverse economic conditions, such as recession or increasing interest rates, than are investment grade issuers. At October 31, 2007, the Portfolio had invested approximately 17.28% of its net assets or approximately $9,650,000 in high yield securities. Purchases and sales of investments, other than short-term obligations, for the period from the start of business, June 27, 2007, to October 31, 2007 were as follows:

Purchases
Investments (non-U.S. Government)	$	34,803,104
	$	34,803,104
Sales
Investments (non-U.S. Government)	$	425,538
	$	425,538

5 Financial Instruments

The Portfolio may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities to assist in managing exposure to various market risks. These financial instruments may include forward foreign currency exchange contracts, interest rate swaps, credit default swaps and financial futures contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Portfolio has in particular classes of financial instruments and does not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

A summary of obligations under these financial instruments at October 31, 2007 is as follows:

Forward Foreign Currency Exchange Contracts

Sales

Settlement
Date(s)

Deliver

In Exchange For

Net Unrealized
Depreciation

11/6/07

Canadian Dollar

United States Dollar

487,500

497,726

(15,547

)

11/14/07

Canadian Dollar
426,000

United States Dollar
446,323

(2,207

)

11/5/07

Chilean Peso
377,000,000

United States Dollar
762,695

(1,236

)

11/1/07

Icelandic Krona
27,300,000

Euro
314,335

(1,949

)

11/8/07

New Zealand Dollar
530,000

United States Dollar
398,549

(8,850

)

11/5/07

Polish Zloty
3,844,000

Euro
1,056,044

(5,156

)

11/1/07

Serbia
26,000,000

Euro
336,134

184

11/5/07

Slovakia Koruna
34,000,000

United States Dollar
1,427,731

(50,164

)

11/1/07

United States Dollar
3,736

Euro
2,588

(84,917

)

Purchases

Settlement
Date(s)

In Exchange For

Deliver

Net Unrealized
Appreciation
(Depreciation)

11/30/07

Botswana Pula
315,000

United States Dollar
49,493

$3,638

12/4/07

Brazilian Real
2,504,000

United States Dollar
1,430,530

3,539

11/5/07

Chilean Peso
377,000,000

United States Dollar
740,741

23,190

11/13/07

Chilean Peso
377,000,000

United States Dollar
762,726

1,184

11/16/07

Colombian Peso
1,159,000,000

United States Dollar
588,923

(7,505

)

11/19/07

Czech Republic Koruna
52,660,000

United States Dollar
2,711,638

122,546

7/21/08

Guatemalan Quetzal
2,059,994

United States Dollar
263,866

(616

)

11/1/07

Icelandic Krona
27,300,000

Euro Dollar
316,705

(1,481

)

Settlement
Date(s)

In Exchange For

Deliver

Net Unrealized
Appreciation
(Depreciation)

11/5/07

Icelandic Krona

Euro Dollar

42,500,000

481,423

13,945

11/16/07

Icelandic Krona
27,300,000

Euro Dollar
317,793

(4,722

)

12/3/07

Icelandic Krona
27,300,000

Euro Dollar
311,786

1,962

11/5/07

Indian Rupee
10,588,000

United States Dollar
265,630

3,584

11/13/07

Indian Rupee
10,518,000

United States Dollar
265,405

1,924

11/26/07

Indian Rupee
10,528,000

United States Dollar
266,329

1,083

12/3/07

Indian Rupee
14,272,000

United States Dollar
360,677

1,708

11/13/07

Indonesian Rupiah
2,451,000,000

United States Dollar
268,956

248

11/26/07

Indonesian Rupiah
8,844,015,000

United States Dollar
962,666

7,749

10/14/08

Kazakh Tenge
51,456,000

United States Dollar
411,648

(3,166

)

11/5/07

Kenyan Shilling
3,300,000

United States Dollar
49,361

(34

)

11/9/07

Malaysian Ringgit
24,000,000

United States Dollar
7,058,824

139,015

11/13/07

Malaysian Ringgit
728,000

United States Dollar
215,417

2,942

1/18/08

Maritian Rand
1,595,500

United States Dollar
52,408

152

11/20/07

Mexican Peso
5,000,000

United States Dollar
461,476

5,042

11/9/07

New Turkish Lira
2,192,704

United States Dollar
1,835,052

32,176

11/19/07

New Turkish Lira
3,897,704

United States Dollar
3,196,936

111,432

11/30/07

Philippine Peso
59,000,000

United States Dollar
1,352,529

(3,411

)

11/5/07

Polish Zloty
3,844,000

Euro
1,027,102

47,030

11/8/07

Polish Zloty
3,150,000

Euro
860,914

10,616

11/19/07

Polish Zloty
7,700,000

United States Dollar
2,938,483

132,256

11/26/07

Polish Zloty
3,844,000

Euro
1,055,644

5,085

11/13/07

Romanian Leu
951,500

Euro
283,016

3,720

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

Settlement
Date(s)

In Exchange For

Deliver

Net Unrealized
Appreciation
(Depreciation)

11/6/07

Russian Ruble

United States Dollar

27,050,000

1,082,618

13,371

11/1/07

Serbia
26,000,000

Euro
336,352

(500

)

11/5/07

Slovakia Koruna
34,000,000

United States Dollar
1,419,861

58,034

11/19/07

South African Rand
26,662,790

United States Dollar
3,904,634

161,829

4/4/08

Uganda Shilling
439,470,000

United States Dollar
246,917

1,510

2/7/08

Zambian Kwacha
403,690,000

United States Dollar
98,094

6,798

895,873

At October 31, 2007, closed forward foreign currency purchases and sales excluded above amounted to a receivable of $161,405 and a payable of $7,187.

Credit Default Swaps

The Portfolio has entered into credit default swaps whereby the Portfolio is buying or selling protection against default exposing the Portfolio to risks associated with changes in credit spreads of the underlying instruments.

Counterparty	Reference Entity	Buy/ Sell	Notional Amount (000s omitted)		Pay/ Receive Annual Fixed Rate			Termination Date	Net Unrealized Appreciation (Depreciation)
Lehman
Brothers, Inc.	Turkey
	(Republic of)	Buy	$	1,057		1.45	%	7/20/12	$	4,062
Lehman Brothers, Inc.	CDX.EM. 8 Index*	Buy		2,000		1.75		12/20/12		(3,610	)
									$	452

* CDX. EM. 8 Index is composed of issues from (i) Latin America; (ii) Eastern Europe, the Middle East and Africa; and (iii) Asia as determined by Markit Partners.

Interest Rate Swaps

Counterparty

Notional
Amount
(000's
omitted)

Fund Pay/
Receive
Floating
Rate

Floating
Rate Index

Annual
Fixed Rate

Termination
Date

Net
Unrealized
Appreciation
(Depreciation)

J.P. Morgan
Chase, N.A

ZAR

36,500

Pay

3 month
Jibar

9.05%

October 12, 2015

$70,273

J.P. Morgan
Chase, N.A

BRL

1,466

Pay

Brazilian
Interbank
Deposit Rate

11.34

January 2, 2009

(209)

$70,064

At October 31, 2007, the Portfolio had sufficient cash and/or securities segregated to cover commitments under these contracts.

6 Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) of investments of the Portfolio at October 31, 2007, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	52,438,770
Gross unrealized appreciation	$	1,641,917
Gross unrealized depreciation		(76,109	)
Net unrealized appreciation	$	1,565,808

The net unrealized appreciation at October 31, 2007 on foreign currency, forward foreign currency exchange contracts and swap contracts on a federal income tax basis was $917,821.

7 Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Certain foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Portfolio, political or financial instability or diplomatic and other developments which could affect such investments. Foreign stock markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker-dealers and issuers than in the United States.

Emerging Markets Income Portfolio as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

8 Recently Issued Accounting Pronouncements

Emerging Markets Income Portfolio as of October 31, 2007

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees and Investors
of Emerging Markets Income Portfolio:

We have audited the accompanying statement of assets and liabilities of Emerging Markets Income Portfolio (the "Portfolio"), including the portfolio of investments, as of October 31, 2007, and the related statement of operations, the statements of changes in net assets, and the supplementary data from the start of business, June 27, 2007 to October 31, 2007. These financial statements and supplementary data are the responsibility of the Portfolio's management. Our responsibility is to express an opinion on these financial statements and supplementary data based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and supplementary data are free of material misstatement. The Portfolio is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and sig nifying estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2007 by correspondence with the custodian and brokers. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and supplementary data referred to above present fairly, in all material respects, the financial position of Emerging Markets Income Portfolio as of October 31, 2007, the results of its operations, the changes in its net assets, and the supplementary data from the the start of business, June 27, 2007 to October 31, 2007, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 17, 2007

Eaton Vance Emerging Markets Income Fund

BOARD OF TRUSTEES' APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS

Overview of the Contract Review Process

The Investment Company Act of 1940, as amended (the "1940 Act"), provides, in substance, that for a fund to enter into an investment advisory agreement with an investment adviser, the fund's board of trustees, including a majority of the trustees who are not "interested persons" of the fund ("Independent Trustees"), must approve the agreement and its terms at an in-person meeting called for the purpose of considering such approval.

At a meeting of the Boards of Trustees (each a "Board") of the Eaton Vance group of mutual funds (the "Eaton Vance Funds") held on March 12, 2007, the Board, including a majority of the Independent Trustees, voted to approve the investment advisory agreement of the Emerging Markets Income Fund (the "Fund") with Eaton Vance Management ("EVM"), as well as the investment advisory agreement of the Emerging Markets Income Portfolio (the "Portfolio"), the portfolio in which the Fund will invest substantially all of its assets, with Boston Management and Research ("BMR"), an affiliate of EVM (EVM, with respect to the Fund, and BMR, with respect to the Portfolio, are each referred to herein as the "Adviser"). The Board reviewed information furnished for the March 2007 meeting as well as information previously furnished with respect to the approval of other investment advisory agreements for other Eaton Vance Funds. Such information incl uded, among other things, the following:

Information about Fees and Expenses

• The advisory and related fees to be paid by the Fund directly or indirectly through the Portfolio and the estimated expense ratio of the Fund;

• Comparative information concerning fees charged by the Adviser for managing other mutual funds and institutional accounts using investment strategies and techniques similar to those to be used in managing the Fund and the Portfolio, and concerning fees charged by other advisers for managing funds similar to the Fund and Portfolio;

Information about Portfolio Management

• Descriptions of the investment management services to be provided to the Fund and the Portfolio, including the investment strategies and processes to be employed;

• Information concerning the allocation of brokerage and the benefits expected to be received by the Adviser as a result of brokerage allocation, including information concerning the acquisition of research through "soft dollar" benefits received in connection with the Eaton Vance Funds' brokerage, and the implementation of the soft dollar reimbursement program established with respect to the Eaton Vance Funds;

• The procedures and processes to be used to determine the fair value of Fund and Portfolio assets and actions to be taken to monitor and test the effectiveness of such procedures and processes;

Information about the Adviser

• Reports detailing the financial results and condition of the Adviser;

• Descriptions of the qualifications, education and experience of the individual investment professionals whose responsibilities include portfolio management and investment research for the Fund and the Portfolio, and information relating to their compensation and responsibilities with respect to managing other mutual funds and investment accounts;

• Copies of the Codes of Ethics of the Adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

• Information concerning the resources devoted to compliance efforts undertaken by the Adviser and its affiliates on behalf of the Eaton Vance Funds (including descriptions of various compliance programs) and their record of compliance with investment policies and restrictions, including policies with respect to market-timing, late trading and selective portfolio disclosure, and with policies on personal securities transactions;

• Descriptions of the business continuity and disaster recovery plans of the Adviser and its affiliates;

Other Relevant Information

• Information concerning the nature, cost and character of the administrative and other non-investment management services to be provided by Eaton Vance Management and its affiliates;

• Information concerning management of the relationship with the custodian, subcustodians and fund accountants by the Adviser or the administrator; and

• The terms of the advisory agreement for the Fund and for the Portfolio.

Eaton Vance Emerging Markets Income Fund

BOARD OF TRUSTEES' APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS CONT'D

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Board concluded that the investment advisory agreement of the Fund with EVM, as well as the terms of the investment advisory agreement of the Portfolio with BMR, including the fee structure of each agreement, is in the interests of shareholders and, therefore, the Board, including a majority of the Independent Trustees, voted to approve the investment advisory agreements for the Fund and the Portfolio.

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreements of the Fund and the Portfolio, the Board evaluated the nature, extent and quality of services provided to the Fund by EVM and the Portfolio by BMR. The Board considered EVM's and BMR's management capabilities and investment process with respect to the types of investments to be held by the Fund and the Portfolio, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Portfolio and the Fund. The Board specifically noted EVM's and BMR's expertise with respect to emerging markets and in-house research capabilities. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to each fund in the complex by senior management.

The Board noted that under the terms of the investment advisory agreement of the Fund, EVM may invest assets of the Fund directly in securities, for which it may receive a fee, or in the Portfolio, for which it receives no separate fee but for which BMR receives an advisory fee from the Portfolio. The Trustees considered the potential benefits to the Fund of the ability to make direct investments, such as an improved ability to: manage the Fund's duration, or other general market exposures, using certain derivatives; add exposure to specific market sectors or asset classes without changing the Portfolio's investments, which would affect any other fund investing in the Portfolio; hedge some of the general market risks of the Portfolio while retaining the value added by the individual manager; and hedge a portion of the exposures of the Portfolio while retaining others (e.g., hedging the U.S. government exposure of the Portfolio w hile retaining its exposure to high-grade corporate bonds).

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates to be paid by the Fund directly or indirectly through its pro rata share of the expenses of the Portfolio (referred to as "management fees"). As part of its review, the Board considered the Fund's management fees and estimated expense ratio for a one-year period.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the management fees proposed to be charged for advisory and related services and the Fund's total expense ratio are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund and the Portfolio, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund and the Portfolios increase. The Board noted the structure of the advisory fee, which includes breakpoints at several asset levels both at the Fund and at the Portfolio level. Based upon the foregoing, the Board concluded that the Adviser and its affiliates and the Fund and the Portfolio can be expected to share such benefits equitably.

Eaton Vance Emerging Markets Income Fund

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and Emerging Markets Income Portfolio (the Portfolio) are responsible for the overall management and supervision of the Trust's and Portfolio's affairs. The Trustees and officers of the Trust and the Portfolio are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Trust and the Portfolio hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Trust and the Portfolio, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to E aton Vance, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, "Parametric" refers to Parametric Portfolio Associates and "EVD" refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal underwriter, the Portfolio's placement agent and a wholly-owned subsidiary of EVM. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Interested Trustee

Thomas E. Faust Jr.
5/31/58

Trustee and President of the Trust

Trustee since 2007 and President of the Trust since 2002

Chairman, Chief Executive Officer and President of EVC, President of EV, Cheif Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or Officer of 176 registered investment companies and 5 private investment companies in the Eaton Vance Fund Complex. Mr. Faust is an interested person because of his positions with EVM, BMR, EVC and EV which are affiliates of the Trust and Portfolio.

176

Director of EVC

Noninterested Trustee(s)

Benjamin C. Esty
1/2/63

Trustee

Trustee of the Trust since 2005 and of the Portfolio since 2007

176

None

Allen R. Freedman
4/3/40

Trustee

Since 2007

Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).

175

Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)

William H. Park
9/19/47

Trustee

Trustee of the Trust since 2003 and of the Portfolio since 2007

176

None

Ronald A. Pearlman
7/10/40

Trustee

Trustee of the Trust since 2003 and of the Portfolio since 2007

Professor of Law, Georgetown University Law Center.

176

None

Norton H. Reamer
9/21/35

Trustee

Trustee of the Trust since 1986 and of the Portfolio since 2007

176

None

Eaton Vance Emerging Markets Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Number of Portfolios
in Fund Complex
Overseen By
Trustee⁽¹⁾

Other Directorships Held

Noninterested Trustee(s) (continued)

Heidi L. Steiger
7/8/53

Trustee

Since 2007

173

Director of Nuclear Electric Insurance Ltd. (nuclear insurance provider) and Aviva USA (insurance provider).

Lynn A. Stout
9/14/57

Trustee

Trustee of the Trust since 1998 and of the Portfolio since 2007

Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.

176

None

Ralph F. Verni
1/26/43

Chairman of the Board and Trustee

Chairman of the Board and Trustee of the Portfolio since 2007; Trustee of the Trust since 2005

Consultant and private investor.

176

None

Principal Officers who are not Trustees

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

William H. Ahern, Jr.
7/28/59

Vice President of the Trust

Since 1995

Vice President of EVM and BMR. Officer of 74 registered investment companies managed by EVM or BMR.

John R. Baur
2/10/70

Vice President of the Portfolio

Since 2007

Vice President of EVM and BMR. Previously, attended business school at Johnson Graduate School of Business (2002-2005). Officer of 4 registered investment companies managed by EVM or BMR.

Michael A. Cirami
12/24/75

Vice President of the Portfolio

Since 2007

Vice President of EVM and BMR. Previously, attended business school at the University of Rochester Simon School of Business (2001-2003). Officer of 4 registered investment companies managed by EVM or BMR.

Cynthia J. Clemson
3/2/63

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Charles B. Gaffney
12/4/72

Vice President of the Trust

Since 2007

Christine M. Johnston
11/9/72

Vice President

Since 2007

Vice President of EVM and BMR. Officer of 34 registered investment companies managed by EVM or BMR.

Aamer Khan
6/7/60

Vice President of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 32 registered investment companies managed by EVM or BMR.

Thomas H. Luster
4/8/62

Vice President of the Trust

Since 2006

Vice President of EVM and BMR. Officer of 48 registered investment companies managed by EVM or BMR.

Michael R. Mach
7/15/47

Vice President of the Trust

Since 1999

Vice President of EVM and BMR. Officer of 54 registered investment companies managed by EVM or BMR.

Robert B. MacIntosh
1/22/57

Vice President of the Trust

Since 1998

Vice President of EVM and BMR. Officer of 89 registered investment companies managed by EVM or BMR.

Duncan W. Richardson
10/26/57

Vice President of the Trust

Since 2001

Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR. Officer 80 registered investment companies managed by EVM or BMR.

Eaton Vance Emerging Markets Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth

Position(s)
with the
Trust and
the Portfolio

Term of
Office and
Length of
Service

Principal Occupation(s)
During Past Five Years

Principal Officers who are not Trustees (continued)

Walter A. Row, III
7/20/57

Vice President of the Trust

Since 2001

Director of Equity Research and a Vice President of EVM and BMR. Officer of 38 registered investment companies managed by EVM or BMR.

Judith A. Saryan
8/21/54

Vice President of the Trust

Since 2003

Vice President of EVM and BMR. Officer of 53 registered investment companies managed by EVM or BMR.

Susan Schiff
3/13/61

Vice President

Vice President of the Trust since 2002 and of the Portfolio since 2007

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Thomas Seto
9/27/62

Vice President of the Trust

Since 2007

Vice President and Director of Portfolio Management of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

David M. Stein
5/4/51

Vice President of the Trust

Since 2007

Managing Director and Chief Investment Officer of Parametric. Officer of 30 registered investment companies managed by EVM or BMR.

Mark S. Venezia
5/23/49

Vice President of the Trust and President of the Portfolio

Since 2007

Vice President of EVM and BMR. Officer of 35 registered investment companies managed by EVM or BMR.

Adam A. Weigold
3/22/75

Vice President of the Trust

Since 2007

Vice President of EVM and BMR. Officer of 70 registered investment companies managed by EVM or BMR.

Barbara E. Campbell
6/19/57

Treasurer of the Trust

Since 2005

Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Maureen A. Gemma
5/24/60

Secretary

Since 2007

Vice President and Deputy Chief Legal Officer of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.

Dan A. Maalouly
3/35/62

Treasurer of the Portfolio

Since 2007

Vice President of EVM and BMR. Previously, Senior Manager at Pricewaterhouse Coopers LLP (1997-2005). Officer of 76 registered investment companies managed by EVM or BMR.

Paul M. O'Neil
7/11/53

Chief Compliance Officer

Chief Compliance Officer of the Trust since 2004 and of the Portfolio since 2007

Vice President of EVM and BMR. Officer of 178 registered investment companies managed by EVM or BMR.

⁽¹⁾ Includes both master and feeder funds in a master-feeder structure.

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and the Portfolio and can be obtained without charge on Eaton Vance's website at eatonvance.com or by calling 1-800-225-6265.

This Page Intentionally Left Blank

Investment Adviser of Emerging Markets Income Portfolio
Boston Management and Research

The Eaton Vance Building
255 State Street
Boston, MA 02109

Investment Adviser and Administrator of Emerging Markets Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Principal Underwriter
Eaton Vance Distributors, Inc.

The Eaton Vance Building
255 State Street
Boston, MA 02109
(617) 482-8260

Custodian
State Street Bank and Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 9653
Providence, RI 02940-9653
(800) 262-1122

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116-5022

Eaton Vance Emerging Markets Income Fund
The Eaton Vance Building
255 State Street
Boston, MA 02109

3040-12/07 EMISRC

Annual Report October 31, 2007

EATON VANCE EQUITY
RESEARCH
FUND