Eaton Vance Floating-Rate & High Income Fund (EIFHX) N-CSR 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)

Two International Place, Boston, Massachusetts 02110

(Address of Principal Executive Offices)

Maureen A. Gemma

Two International Place, Boston, Massachusetts 02110

(Name and Address of Agent for Services)

(617) 482-8260

(Registrant’s Telephone Number)

September 30*

Date of Fiscal Year End

September 30, 2012

Date of Reporting Period

* Certain series of the Registrant recently changed fiscal year end from December 31 to September 30.

Item 1. Reports to Stockholders

Eaton Vance Atlanta Capital Horizon Growth Fund   Annual Report September 30, 2012    

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.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Annual Report September 30, 2012

Eaton Vance

Atlanta Capital Horizon Growth Fund

Table of Contents

Management’s Discussion of Fund Performance	2
Performance	3
Fund Profile	4
Endnotes and Additional Disclosures	5
Fund Expenses	6
Financial Statements	7
Report of Independent Registered Public Accounting Firm	22
Federal Tax Information	23
Board of Trustees’ Contract Approval	24
Management and Organization	27
Important Notices	29

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Management’s Discussion of Fund Performance¹

Economic and Market Conditions

Global equity markets went on a roller coaster ride during the 12-month period ended September 30, 2012. Reacting to the swings of the European sovereign debt crisis along with concerns about a slowing global economy, investors drove stocks up and down in repeated cycles through the period. In the fourth quarter of 2011, global equities bottomed out in early October and then rallied strongly before cooling off in the final two months of 2011. However, amid positive economic signals in January 2012, global stock markets began a sustained rally that continued through late March, driving some indices to multi-year highs. The market rally fizzled in April as the European debt crisis again intensified and economic indicators weakened in the United States, China and much of the rest of the world. In contrast to the previous two years, however, global equities rebounded during the summer months of 2012 amid hopes for a resolution to the European crisis and expectations of another round of economic stimulus by the U.S. Federal Reserve. In the final two weeks of the period, however, stocks slipped amid renewed worries about Europe and the trajectory of corporate profits. An encouraging report from the U.S. housing market provided a bright spot toward quarter-end.

With the summer rebound, major U.S. equity indices ended the 12-month period with strong double-digit gains. The blue chip Dow Jones Industrial Average² rose 26.52% for the one-year period. The broader U.S. equity market, as represented by the S&P 500 Index, gained 30.20%, while the technology-laden NASDAQ Composite Index added 30.53%.

In terms of market capitalization, small-cap stocks led the way over large- and mid-cap stocks during the period. As measured by the Russell 2000 Index, small caps returned 31.91% for the 12 months ended September 30, 2012. The large-cap Russell 1000 Index gained 30.06%, while the S&P MidCap 400 Index rose 28.54%. In general, value stocks narrowly outperformed growth stocks during the one-year period.

Fund Performance

For the fiscal year ended September 30, 2012, Eaton Vance Atlanta Capital Horizon Growth Fund (the Fund) had a total return of 15.35% for Class A shares at net asset value (NAV). By comparison, the Fund’s benchmark, the Russell Midcap Growth Index (the Index), returned 26.69% during the period. The Fund underperformed the Index largely due to stock selection, with sector allocation also detracting.

Much of the Fund’s underperformance versus the Index occurred in the fourth quarter of 2011, when the market feared a renewed global recession. The Fund’s positioning was at odds with that view. In addition, during this final quarter of 2011, stocks in the Index with lower growth rates generally outperformed those with higher growth rates. This hurt Fund performance relative to the Index, due to the Fund’s focus on companies with higher growth rates. For the 12-month period, among the 10 economic sectors in the Index, the Fund achieved positive returns in seven of the eight sectors in which it was invested. The Index recorded positive returns in all 10 sectors.

Consumer staples was the Fund’s biggest laggard on a sector basis, with stock selection in the food products industry responsible for most of the underperformance relative to the Index. A stock detracting from Fund performance was a leading coffee company in the food products industry. A major packaged food company also detracted, as it dealt with accounting issues. The health care sector was another drag on the Fund’s relative performance versus the Index, with holdings in the health care technology industry underperforming. In addition, the Fund’s lack of exposure to the biotechnology industry hurt relative results versus the Index, as this industry was a strong performer within the Index. Also detracting from the Fund’s relative performance versus the Index was the information technology sector, where holdings in the communications equipment industry were a notable laggard. Two large network equipment providers were among the Fund’s biggest individual stock detractors.

On the positive side, energy was the Fund’s best-performing sector relative to the Index. Within the sector, the energy equipment and services industry contributed to relative results versus the Index, thanks to both stock selection and an overweight position. One of the Fund’s top-performing individual stocks was a major offshore oilfield services company. The Fund’s holdings in the oil, gas & consumable fuels industry also delivered positive performance versus the Index. An independent oil and gas producer was among the Fund’s top-performing individual stocks. The financials sector further contributed to the Fund’s relative results versus the Index, thanks to both stock selection and an overweight position. In the capital markets industry, a leading asset management firm was one of the Fund’s leading individual stock contributors. Overall, a leading contributor to Fund performance was its holding in an online marketplace serving Latin America that was not represented in the Index.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Performance^2,3

Portfolio Managers Richard B. England, CFA, Brian P. Mansfield and Glenn H. Shaw, CFA, each of Atlanta Capital Management Company, LLC.

% Average Annual Total Returns	Inception Date		��	One Year			Five Years			Ten Years			Since Inception
Class A at NAV		3/4/2002			15.35	%		3.23	%		8.51	%		—
Class A with 5.75% Maximum Sales Charge		—			8.72			2.02			7.87			—
Class B at NAV		3/4/2002			14.49			2.47			7.70			—
Class B with 5% Maximum Sales Charge		—			10.23			2.18			7.70			—
Class C at NAV		3/4/2002			14.51			2.45			7.70			—
Class C with 1% Maximum Sales Charge		—			13.65			2.45			7.70			—
Class I at NAV		5/2/2011			15.69			—			—			–5.67	%
Russell Midcap Growth Index		—			26.69	%		2.53	%		11.10	%		—
S&P MidCap 400 Index		—			28.54			3.82			10.76			—
% Total Annual Operating Expense Ratios4				Class A			Class B			Class C			Class I
Gross					1.73	%		2.48	%		2.48	%		1.48	%
Net					1.40			2.15			2.15			1.15

Growth of $10,000

This graph shows the change in value of a hypothetical investment of $10,000 in Class A of the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.

	Period Beginning		At NAV		With Maximum Sales Charge
Class B		9/30/02	$	21,016	N.A.
Class C		9/30/02	$	21,002	N.A.
Class I		5/2/11	$	9,206	N.A.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

3

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Fund Profile

Sector Allocation (% of net assets) ⁵

Top 10 Holdings (% of net assets)⁵

Cognizant Technology Solutions Corp., Class A	3.3	%
Allergan, Inc.	2.8
Stericycle, Inc.	2.4
C.H. Robinson Worldwide, Inc.	2.4
MSCI, Inc., Class A	2.3
Intuit, Inc.	2.2
Illumina, Inc.	2.2
First Republic Bank	2.2
IntercontinentalExchange, Inc.	2.2
Expeditors International of Washington, Inc.	2.2
Total	24.2	%

See Endnotes and Additional Disclosures in this report.

4

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Endnotes and Additional Disclosures

¹  The views expressed in this report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund. This commentary may contain statements that are not historical facts, referred to as “forward looking statements”. The Fund’s actual future results may differ significantly from those stated in any forward looking statement, depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks discussed from time to time in the Fund’s filings with the Securities and Exchange Commission.

²  Dow Jones Industrial Average is a price-weighted average of 30 blue-chip stocks that are generally the leaders in their industry. S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. NASDAQ Composite Index is a market capitalization-weighted index of all domestic and international securities listed on NASDAQ. Russell 2000 Index is an unmanaged index of 2,000 U.S. small-cap stocks. Russell 1000 Index is an unmanaged index of 1,000 U.S. large-cap stocks. S&P MidCap 400 Index is an unmanaged index of 400 U.S. mid-cap stocks. Russell Midcap Growth Index is an unmanaged index of U.S. mid-cap growth stocks. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

³  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

⁴  Source: Fund prospectus. Net expense ratio reflects a contractual expense reimbursement that continues through 2/28/13. Without the reimbursement, performance would have been lower.

⁵  Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

5

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Fund Expenses

Example:  As a Fund shareholder, 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 and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing 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 (April 1, 2012 – September 30, 2012).

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 Fund return. 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 be higher.

	Beginning Account Value (4/1/12)		Ending Account Value (9/30/12)		Expenses Paid During Period* (4/1/12 – 9/30/12)			Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	920.00	$	6.72	**		1.40	%
Class B	$	1,000.00	$	916.80	$	10.30	**		2.15	%
Class C	$	1,000.00	$	916.70	$	10.30	**		2.15	%
Class I	$	1,000.00	$	921.70	$	5.52	**		1.15	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.00	$	7.06	**		1.40	%
Class B	$	1,000.00	$	1,014.30	$	10.83	**		2.15	%
Class C	$	1,000.00	$	1,014.30	$	10.83	**		2.15	%
Class I	$	1,000.00	$	1,019.30	$	5.81	**		1.15	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 183/366 (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 March 31, 2012.

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

6

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Portfolio of Investments

Common Stocks — 96.3%
Security	Shares		Value
Aerospace & Defense — 1.4%
B/E Aerospace, Inc.(1)		13,040	$	548,984
			$	548,984
Air Freight & Logistics — 4.6%
C.H. Robinson Worldwide, Inc.		16,310	$	954,951
Expeditors International of Washington, Inc.		23,520		855,187
			$	1,810,138
Beverages — 1.0%
Dr Pepper Snapple Group, Inc.		8,980	$	399,879
			$	399,879
Capital Markets — 1.6%
Affiliated Managers Group, Inc.(1)		5,200	$	639,600
			$	639,600
Chemicals — 3.5%
Airgas, Inc.		9,730	$	800,779
Ecolab, Inc.		9,180		594,956
			$	1,395,735
Commercial Banks — 2.2%
First Republic Bank		25,215	$	868,909
			$	868,909
Commercial Services & Supplies — 4.5%
Stericycle, Inc.(1)		10,690	$	967,659
Waste Connections, Inc.		26,720		808,280
			$	1,775,939
Communications Equipment — 3.2%
F5 Networks, Inc.(1)		5,325	$	557,528
Juniper Networks, Inc.(1)		40,845		698,858
			$	1,256,386
Construction & Engineering — 1.5%
Chicago Bridge & Iron Co. NV – NY Shares		15,470	$	589,252
			$	589,252

Security	Shares		Value
Diversified Financial Services — 4.5%
IntercontinentalExchange, Inc.(1)		6,480	$	864,497
MSCI, Inc., Class A(1)		25,640		917,655
			$	1,782,152
Electrical Equipment — 1.2%
AMETEK, Inc.		13,310	$	471,840
			$	471,840
Electronic Equipment, Instruments & Components — 2.0%
Amphenol Corp., Class A		13,905	$	818,726
			$	818,726
Energy Equipment & Services — 5.0%
Cameron International Corp.(1)		10,550	$	591,538
Core Laboratories NV		4,765		578,852
Oceaneering International, Inc.		7,470		412,718
Weatherford International, Ltd.(1)		32,490		411,973
			$	1,995,081
Food Products — 2.7%
Mead Johnson Nutrition Co.		7,060	$	517,357
TreeHouse Foods, Inc.(1)		10,280		539,700
			$	1,057,057
Health Care Equipment & Supplies — 4.1%
Edwards Lifesciences Corp.(1)		4,115	$	441,828
Intuitive Surgical, Inc.(1)		1,345		666,622
Varian Medical Systems, Inc.(1)		8,530		514,530
			$	1,622,980
Health Care Technology — 1.1%
Cerner Corp.(1)		5,740	$	444,333
			$	444,333
Hotels, Restaurants & Leisure — 2.2%
Arcos Dorados Holdings, Inc., Class A		26,420	$	407,660
Wynn Resorts, Ltd.		4,170		481,385
			$	889,045
Insurance — 1.7%
Markel Corp.(1)		1,455	$	667,103
			$	667,103

7 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Portfolio of Investments — continued

Security	Shares		Value
Internet & Catalog Retail — 0.9%
priceline.com, Inc.(1)		610	$	377,425
			$	377,425
Internet Software & Services — 1.9%
MercadoLibre, Inc.		9,175	$	757,396
			$	757,396
IT Services — 3.3%
Cognizant Technology Solutions Corp., Class A(1)		18,570	$	1,298,414
			$	1,298,414
Life Sciences Tools & Services — 4.1%
Illumina, Inc.(1)		18,260	$	880,132
Mettler-Toledo International, Inc.(1)		4,395		750,402
			$	1,630,534
Machinery — 2.7%
IDEX Corp.		17,010	$	710,508
Joy Global, Inc.		6,585		369,155
			$	1,079,663
Multiline Retail — 3.1%
Dollar Tree, Inc.(1)		8,420	$	406,476
Kohl’s Corp.		11,300		578,786
Nordstrom, Inc.		4,340		239,481
			$	1,224,743
Oil, Gas & Consumable Fuels — 3.1%
Denbury Resources, Inc.(1)		30,420	$	491,587
QEP Resources, Inc.		23,020		728,813
			$	1,220,400
Pharmaceuticals — 4.3%
Allergan, Inc.		11,930	$	1,092,549
Perrigo Co.		5,210		605,246
			$	1,697,795
Professional Services — 0.9%
IHS, Inc.(1)		3,590	$	349,487
			$	349,487

Security	Shares		Value
Road & Rail — 2.1%
J.B. Hunt Transport Services, Inc.		15,870	$	825,875
			$	825,875
Semiconductors & Semiconductor Equipment — 1.9%
Broadcom Corp., Class A(1)		22,290	$	770,788
			$	770,788
Software — 6.3%
Informatica Corp.(1)		13,320	$	463,669
Intuit, Inc.		14,970		881,434
Red Hat, Inc.(1)		6,980		397,441
salesforce.com, inc.(1)		4,865		742,837
			$	2,485,381
Specialty Retail — 8.1%
Bed Bath & Beyond, Inc.(1)		8,850	$	557,550
CarMax, Inc.(1)		27,505		778,392
O’Reilly Automotive, Inc.(1)		7,090		592,866
Tiffany & Co.		11,190		692,437
Ulta Salon, Cosmetics & Fragrance, Inc.		6,050		582,645
			$	3,203,890
Textiles, Apparel & Luxury Goods — 5.6%
Coach, Inc.		10,750	$	602,215
Deckers Outdoor Corp.(1)		10,420		381,789
Fossil, Inc.(1)		6,460		547,162
lululemon athletica, inc.(1)		6,665		492,810
Ralph Lauren Corp.		1,300		196,599
			$	2,220,575
Total Common Stocks (identified cost $35,787,968)			$	38,175,505

8 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Portfolio of Investments — continued

Short-Term Investments — 4.1%
Description	Interest (000’s omitted)		Value
Eaton Vance Cash Reserves Fund, LLC, 0.12%(2)	$	1,628	$	1,627,716
Total Short-Term Investments (identified cost $1,627,716)			$	1,627,716
Total Investments — 100.4% (identified cost $37,415,684)			$	39,803,221
Other Assets, Less Liabilities — (0.4)%			$	(175,535	)
Net Assets — 100.0%			$	39,627,686

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

⁽¹⁾  Non-income producing security.

⁽²⁾  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 September 30, 2012.

9 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Statement of Assets and Liabilities

Assets	September 30, 2012
Unaffiliated investments, at value (identified cost, $35,787,968)	$	38,175,505
Affiliated investment, at value (identified cost, $1,627,716)		1,627,716
Cash		657
Dividends receivable		22,175
Interest receivable from affiliated investment		149
Receivable for Fund shares sold		14,056
Total assets	$	39,840,258
Liabilities
Payable for Fund shares redeemed	$	103,009
Payable to affiliates:
Investment adviser fee		26,539
Administration fee		4,976
Distribution and service fees		15,955
Other		7,420
Accrued expenses		54,673
Total liabilities	$	212,572
Net Assets	$	39,627,686
Sources of Net Assets
Paid-in capital	$	36,850,119
Accumulated net realized gain		409,990
Accumulated net investment loss		(19,960	)
Net unrealized appreciation		2,387,537
Total	$	39,627,686
Class A Shares
Net Assets	$	26,305,279
Shares Outstanding		2,117,885
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	12.42
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	13.18
Class B Shares
Net Assets	$	2,654,901
Shares Outstanding		238,611
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	11.13
Class C Shares
Net Assets	$	9,795,754
Shares Outstanding		881,132
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	11.12
Class I Shares
Net Assets	$	871,752
Shares Outstanding		69,924
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	12.47

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.

10 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Statement of Operations

Investment Income	Year Ended September 30, 2012
Dividends (net of foreign taxes, $1,601)	$	266,392
Interest allocated from affiliated investment		1,279
Expenses allocated from affiliated investment		(155	)
Total investment income	$	267,516
Expenses
Investment adviser fee	$	360,536
Administration fee		67,601
Distribution and service fees
Class A		74,866
Class B		36,496
Class C		108,960
Trustees’ fees and expenses		2,225
Custodian fee		50,058
Transfer and dividend disbursing agent fees		56,671
Legal and accounting services		32,981
Printing and postage		17,215
Registration fees		60,320
Miscellaneous		14,954
Total expenses	$	882,883
Deduct —
Allocation of expenses to affiliates	$	144,430
Total expense reductions	$	144,430
Net expenses	$	738,453
Net investment loss	$	(470,937	)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	830,598
Investment transactions allocated from affiliated investment		25
Net realized gain	$	830,623
Change in unrealized appreciation (depreciation) —
Investments	$	6,005,860
Net change in unrealized appreciation (depreciation)	$	6,005,860
Net realized and unrealized gain	$	6,836,483
Net increase in net assets from operations	$	6,365,546

11 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31, 2010
From operations —
Net investment loss	$	(470,937	)	$	(392,156	)	$	(258,750	)
Net realized gain from investment transactions and capital gain distributions received		830,623			14,898,797			1,836,462
Net change in unrealized appreciation (depreciation) from investments		6,005,860			(15,015,219	)		6,991,663
Net increase (decrease) in net assets from operations	$	6,365,546		$	(508,578	)	$	8,569,375
Distributions to shareholders —
From net realized gain
Class A	$	(7,326,162	)	$	(144,701	)	$	—
Class B		(972,355	)		(14,870	)		—
Class C		(2,828,659	)		(31,816	)		—
Class I		(96,894	)		—			—
Total distributions to shareholders	$	(11,224,070	)	$	(191,387	)	$	—
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	4,966,712		$	18,152,783		$	12,426,937
Class B		801,601			2,396,084			789,675
Class C		2,303,167			6,139,116			1,213,807
Class I		1,181,313			1,750			—
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		6,557,260			133,727			—
Class B		808,325			12,075			—
Class C		2,478,644			27,314			—
Class I		96,698			—			—
Cost of shares redeemed
Class A		(12,803,560	)		(24,822,393	)		(9,399,726	)
Class B		(1,472,330	)		(961,139	)		(426,149	)
Class C		(4,057,403	)		(2,054,666	)		(1,969,717	)
Class I		(346,166	)		—			—
Net asset value of shares exchanged
Class A		825,641			757,086			795,952
Class B		(825,641	)		(757,086	)		(795,952	)
Net increase (decrease) in net assets from Fund share transactions	$	514,261		$	(975,349	)	$	2,634,827
Net increase (decrease) in net assets	$	(4,344,263	)	$	(1,675,314	)	$	11,204,202
Net Assets
At beginning of period	$	43,971,949		$	45,647,263		$	34,443,061
At end of period	$	39,627,686		$	43,971,949		$	45,647,263
Accumulated net investment loss included in net assets
At end of period	$	(19,960	)	$	(47,336	)	$	(38,364	)

⁽¹⁾  For the eleven months ended September 30, 2011.

12 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Financial Highlights

	Class A
	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31,
							2010			2009			2008			2007
Net asset value — Beginning of period	$	14.100		$	14.410		$	11.610		$	9.910		$	15.400		$	13.890
Income (Loss) From Operations
Net investment loss(2)	$	(0.105	)	$	(0.088	)(3)	$	(0.060	)	$	(0.012	)	$	(0.035	)	$	(0.049	)
Net realized and unrealized gain (loss)		1.904			(0.166	)		2.860			1.712			(4.430	)		2.299
Total income (loss) from operations	$	1.799		$	(0.254	)	$	2.800		$	1.700		$	(4.465	)	$	2.250
Less Distributions
From net realized gain	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Total distributions	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Net asset value — End of period	$	12.420		$	14.100		$	14.410		$	11.610		$	9.910		$	15.400
Total Return(4)		15.35	%		(1.81	)%(5)		24.12	%		17.15	%		(31.02	)%		16.93	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	26,305		$	29,725		$	35,125		$	24,813		$	16,196		$	24,406
Ratios (as a percentage of average daily net assets):
Expenses(6)(7)		1.40	%		1.52	%(8)(9)		1.60	%(9)		1.60	%(9)		1.60	%(9)		1.64	%(9)
Net investment loss		(0.81	)%		(0.59	)%(3)(8)		(0.46	)%		(0.11	)%		(0.26	)%		(0.34	)%
Portfolio Turnover of the Portfolio(10)		—			16	%(5)		33	%		42	%		40	%		38	%
Portfolio Turnover of the Fund		50	%		52	%(5)(11)		—			—			—			—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Net investment loss per share reflects special dividends allocated from the Portfolio, which amounted to $0.015 per share, for the period while the Fund was making investments directly in the Portfolio. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (0.69)%.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁷⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee and/or the administrator of the Fund subsidized certain operating expenses (equal to 0.32%, 0.21%, 0.09%, 0.31%, 0.06% and 0.07% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the years ended October 31, 2010, 2009, 2008 and 2007, respectively). A portion of the waiver and subsidy was borne by the sub-adviser. Absent this waiver and/or subsidy, total return would be lower.

⁽⁸⁾  Annualized.

⁽⁹⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  For the period from April 22, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Tax-Managed Mid-Cap Core Portfolio, a Massachusetts business trust having the same investment objective and polices as the Fund, in which the Fund invested all of its investable assets prior to April 22, 2011.

13 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Financial Highlights — continued

	Class B
	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31,
							2010			2009			2008			2007
Net asset value — Beginning of period	$	13.060		$	13.450		$	10.920		$	9.380		$	14.740		$	13.420
Income (Loss) From Operations
Net investment loss(2)	$	(0.183	)	$	(0.195	)(3)	$	(0.146	)	$	(0.075	)	$	(0.127	)	$	(0.151	)
Net realized and unrealized gain (loss)		1.732			(0.139	)		2.676			1.615			(4.208	)		2.211
Total income (loss) from operations	$	1.549		$	(0.334	)	$	2.530		$	1.540		$	(4.335	)	$	2.060
Less Distributions
From net realized gain	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Total distributions	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Net asset value — End of period	$	11.130		$	13.060		$	13.450		$	10.920		$	9.380		$	14.740
Total Return(4)		14.49	%		(2.53	)%(5)		23.17	%		16.42	%		(31.56	)%		16.07	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	2,655		$	3,790		$	3,327		$	3,102		$	3,316		$	5,950
Ratios (as a percentage of average daily net assets):
Expenses(6)(7)		2.15	%		2.25	%(8)(9)		2.35	%(9)		2.35	%(9)		2.35	%(9)		2.39	%(9)
Net investment loss		(1.56	)%		(1.39	)%(3)(8)		(1.21	)%		(0.80	)%		(1.01	)%		(1.08	)%
Portfolio Turnover of the Portfolio(10)		—			16	%(5)		33	%		42	%		40	%		38	%
Portfolio Turnover of the Fund		50	%		52	%(5)(11)		—			—			—			—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Net investment loss per share reflects special dividends allocated from the Portfolio, which amounted to $0.014 per share, for the period while the Fund was making investments directly in the Portfolio. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.49)%.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁷⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee and/or the administrator of the Fund subsidized certain operating expenses (equal to 0.32%, 0.21%, 0.09%, 0.31%, 0.06% and 0.07% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the years ended October 31, 2010, 2009, 2008 and 2007, respectively). A portion of the waiver and subsidy was borne by the sub-adviser. Absent this waiver and/or subsidy, total return would be lower.

⁽⁸⁾  Annualized.

⁽⁹⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  For the period from April 22, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Tax-Managed Mid-Cap Core Portfolio, a Massachusetts business trust having the same investment objective and polices as the Fund, in which the Fund invested all of its investable assets prior to April 22, 2011.

14 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Financial Highlights — continued

	Class C
	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31,
							2010			2009			2008			2007
Net asset value — Beginning of period	$	13.050		$	13.430		$	10.910		$	9.370		$	14.740		$	13.420
Income (Loss) From Operations
Net investment loss(2)	$	(0.182	)	$	(0.198	)(3)	$	(0.145	)	$	(0.080	)	$	(0.127	)	$	(0.151	)
Net realized and unrealized gain (loss)		1.731			(0.126	)		2.665			1.620			(4.218	)		2.211
Total income (loss) from operations	$	1.549		$	(0.324	)	$	2.520		$	1.540		$	(4.345	)	$	2.060
Less Distributions
From net realized gain	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Total distributions	$	(3.479	)	$	(0.056	)	$	—		$	—		$	(1.025	)	$	(0.740	)
Net asset value — End of period	$	11.120		$	13.050		$	13.430		$	10.910		$	9.370		$	14.740
Total Return(4)		14.51	%		(2.46	)%(5)		23.10	%		16.44	%		(31.63	)%		16.07	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	9,796		$	10,456		$	7,195		$	6,528		$	5,273		$	8,735
Ratios (as a percentage of average daily net assets):
Expenses(6)(7)		2.15	%		2.25	%(8)(9)		2.35	%(9)		2.35	%(9)		2.35	%(9)		2.39	%(9)
Net investment loss		(1.55	)%		(1.42	)%(3)(8)		(1.20	)%		(0.84	)%		(1.02	)%		(1.08	)%
Portfolio Turnover of the Portfolio(10)		—			16	%(5)		33	%		42	%		40	%		38	%
Portfolio Turnover of the Fund		50	%		52	%(5)(11)		—			—			—			—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Net investment loss per share reflects special dividends allocated from the Portfolio, which amounted to $0.013 per share, for the period while the Fund was making investments directly in the Portfolio. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.51)%.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁷⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee and/or the administrator of the Fund subsidized certain operating expenses (equal to 0.32%, 0.21%, 0.09%, 0.31%, 0.06% and 0.07% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the years ended October 31, 2010, 2009, 2008 and 2007, respectively). A portion of the waiver and subsidy was borne by the sub-adviser. Absent this waiver and/or subsidy, total return would be lower.

⁽⁸⁾  Annualized.

⁽⁹⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  For the period from April 22, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Tax-Managed Mid-Cap Core Portfolio, a Massachusetts business trust having the same investment objective and polices as the Fund, in which the Fund invested all of its investable assets prior to April 22, 2011.

15 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Financial Highlights — continued

	Class I
	Year Ended September 30, 2012			Period Ended September 30,  2011(1)
Net asset value — Beginning of period	$	14.110		$	17.730
Income (Loss) From Operations
Net investment loss(2)	$	(0.072	)	$	(0.058	)
Net realized and unrealized gain (loss)		1.911			(3.562	)
Total income (loss) from operations	$	1.839		$	(3.620	)
Less Distributions
From net realized gain	$	(3.479	)	$	—
Total distributions	$	(3.479	)	$	—
Net asset value — End of period	$	12.470		$	14.110
Total Return(3)		15.69	%		(20.42	)%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	872		$	1
Ratios (as a percentage of average daily net assets):
Expenses(5)(6)		1.15	%		1.15	%(7)
Net investment loss		(0.58	)%		(0.86	)%(7)
Portfolio Turnover		50	%		52	%(4)(8)

⁽¹⁾  For the period from the commencement of operations, May 2, 2011, to September 20, 2011.

⁽²⁾  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⁾  Not annualized.

⁽⁵⁾  The administrator of the Fund subsidized certain operating expenses (equal to 0.32% and 0.38% of average daily net assets for the year ended September 30, 2012 and the period ended September 30, 2011, respectively). A portion of the subsidy was borne by the sub-adviser. Absent this subsidy, total return would be lower.

⁽⁶⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁷⁾  Annualized.

⁽⁸⁾  For the period from April 22, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

16 See Notes to Financial Statements.

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Notes to Financial Statements

1  Significant Accounting Policies

Eaton Vance Atlanta Capital Horizon Growth 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’s investment objective is to seek total return. The Fund offers four 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 I shares are sold at net asset value and are not subject to a sales charge. Class B shares automatically convert to Class A shares eight years after their purchase as described in the Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance fund or through reinvestment of distributions. 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 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 — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing 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 a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under 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. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities based on available market quotations provided by a third party pricing service.

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 — 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 Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends, interest, and capital gains have been provided for in accordance with the Fund’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.

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 September 30, 2012, the Fund had a net investment loss of $20,996 incurred after October 31, 2011. This net loss is treated as arising on the first day of the Fund’s taxable year ending September 30, 2013.

As of September 30, 2012, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  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.

17

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Notes to Financial Statements — continued

F  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  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 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. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. 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.

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 to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. 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. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

The tax character of distributions declared for the year ended Septemer 30, 2012, eleven months ended September 30, 2011 and the year ended October 31, 2010 was as follows:

	Year Ended September 30, 2012		Period Ended September 30,  2011(1)		Year Ended October 31, 2010
Distributions declared from:
Long-term capital gains	$	11,224,070	$	191,387	$	—

⁽¹⁾  For the eleven months ended September 30, 2011.

During the year ended September 30, 2012, accumulated net investment loss was decreased by $498,313 and accumulated net realized gain was decreased by $498,313 due to differences between book and tax accounting, primarily for net operating losses and distributions from real estate investments trusts. These reclassifications had no effect on the net assets or net asset value per share of the Fund.

As of September 30, 2012, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed long-term capital gains	$	847,138
Post October ordinary losses	$	(20,996	)
Net unrealized appreciation	$	1,951,425

The differences between components of distributable earnings (accumulated losses) on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to wash sales, partnership allocations and investments in partnerships.

18

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Notes to Financial Statements — continued

3  Investment Adviser and Administration Fees and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.80% of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the year ended September 30, 2012, the investment adviser fee amounted to $360,536 or 0.80% of the Fund’s average daily net assets. Pursuant to a sub-advisory agreement, BMR pays Atlanta Capital Management Company, LLC (Atlanta Capital), an affiliate of EVM, a portion of its adviser fee for sub-advisory services provided to the Fund. The administration fee is earned by EVM for administering the business affairs of the Fund and is computed at an annual rate of 0.15% of the Fund’s average daily net assets. For the year ended September 30, 2012, the administration fee amounted to $67,601.

EVM and Atlanta Capital have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only) exceed 1.40%, 2.15%, 2.15% and 1.15% of the Fund’s average daily net assets for Class A, Class B, Class C and Class I, respectively. This agreement may be changed or terminated after February 28, 2013. Pursuant to this agreement, EVM and Atlanta Capital were allocated $144,430 in total of the Fund’s operating expenses for the year ended September 30, 2012.

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 these services. For the year ended September 30, 2012, EVM earned $3,457 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $6,031 as its portion of the sales charge on sales of Class A shares for the year ended September 30, 2012. 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).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with the investment adviser and administrator 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 September 30, 2012, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of the above organizations.

4  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. Pursuant to the Class A Plan, the Fund pays 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 September 30, 2012 amounted to $74,866 for Class A shares.

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. Pursuant to the Class B and Class C Plans, the Fund pays EVD amounts equal to 0.75% per annum of its 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 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 5) and amounts theretofore paid or payable to EVD by each respective class. For the year ended September 30, 2012, the Fund paid or accrued to EVD $27,372 and $81,720 for Class B and Class C shares, respectively, representing 0.75% of the average daily net assets of Class B and Class C shares. At September 30, 2012, the amounts of Uncovered Distribution Charges of EVD calculated under the Class B and Class C Plans were approximately $139,000 and $884,000, respectively.

Pursuant to the Class B and Class C Plans, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. 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 September 30, 2012 amounted to $9,124 and $27,240 for Class B and Class C shares, respectively.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase and 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 18 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 gain distributions. The CDSC for Class B shares 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. Class C shares are subject to a 1% CDSC if redeemed within one year of purchase. 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. CDSCs received on Class B and Class C redemptions are paid to

19

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Notes to Financial Statements — continued

EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class B and Class C Plans. CDSCs received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the year ended September 30, 2012, the Fund was informed that EVD received approximately $1,000, $8,000 and $2,000 of CDSCs paid by Class A, Class B and Class C shareholders, respectively.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $21,636,568 and $33,772,620, respectively, for the year ended September 30, 2012.

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:

Class A	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31, 2010
Sales		373,594			1,105,673			960,667
Issued to shareholders electing to receive payments of distributions in Fund shares		583,386			8,368			—
Redemptions		(1,008,925	)		(1,490,626	)		(720,756	)
Exchange from Class B shares		61,677			47,949			60,603
Net increase (decrease)		9,732			(328,636	)		300,514
Class B	Year Ended September 30, 2012			Period Ended September 30,  2011(1)			Year Ended October 31, 2010
Sales		65,080			156,856			63,307
Issued to shareholders electing to receive payments of distributions in Fund shares		79,795			811			—
Redemptions		(128,662	)		(63,230	)		(35,298	)
Exchange to Class A shares		(67,871	)		(51,587	)		(64,788	)
Net increase (decrease)		(51,658	)		42,850			(36,779	)
Class C	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Year Ended October 31, 2010
Sales		193,949			399,089			98,682
Issued to shareholders electing to receive payments of distributions in Fund shares		244,925			1,836			—
Redemptions		(359,087	)		(135,198	)		(161,673	)
Net increase (decrease)		79,787			265,727			(62,991	)
Class I	Year Ended September 30, 2012			Period Ended September 30,  2011(2)
Sales		88,276			100
Issued to shareholders electing to receive payments of distributions in Fund shares		8,588			—
Redemptions		(27,040	)		—
Net increase		69,824			100

⁽¹⁾  For the eleven months ended September 30, 2011.

⁽²⁾  Class I commenced operations on May 2, 2011.

20

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Notes to Financial Statements — continued

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at September 30, 2012, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	37,851,796
Gross unrealized appreciation	$	3,556,857
Gross unrealized depreciation		(1,605,432	)
Net unrealized appreciation	$	1,951,425

9 Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund 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 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the year ended September 30, 2012.

10  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At September 30, 2012, the hierarchy of inputs used in valuing the Fund’s investments, which are carried at value, were as follows:

Asset Description	Level 1			Level 2		Level 3		Total
Common Stocks	$	38,175,505	*	$	—	$	—	$	38,175,505
Short-Term Investments		—			1,627,716		—		1,627,716
Total Investments	$	38,175,505		$	1,627,716	$	—	$	39,803,221

* The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Fund held no investments or other financial instruments as of September 30, 2011 whose fair value was determined using Level 3 inputs. At September 30, 2012, there were no investments transferred between Level 1 and Level 2 during the year then ended.

21

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Report of Independent Registered Public Accounting Firm

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance Atlanta Capital Horizon Growth Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Atlanta Capital Horizon Growth Fund (the “Fund”) (one of the funds constituting Eaton Vance Mutual Funds Trust), including the portfolio of investments, as of September 30, 2012, and the related statement of operations for the year then ended, the statements of changes in net assets for the year then ended, for the eleven month period ended September 30, 2011 and for the year ended October 31, 2010, and the financial highlights for the year then ended, for the eleven month period ended September 30, 2011, and for each of the four years in the period ended October 31, 2010. 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. Our procedures included confirmation of securities owned as of September 30, 2012, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance Atlanta Capital Horizon Growth Fund, including the portfolio of investments, as of September 30, 2012, the results of its operations for the year then ended, the changes in its net assets for the year then ended, for the eleven month period ended September 30, 2011 and for the year ended October 31, 2010, and the financial highlights for the year then ended, for the eleven month period ended September 30, 2011 and for each of the four years in the period ended October 31, 2010, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 15, 2012

22

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Federal Tax Information (Unaudited)

The Form 1099-DIV you receive in January 2013 will show the tax status of all distributions paid to your account in calendar year 2012. 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 and/or regulations, shareholders must be notified regarding the status of capital gains dividends.

Capital Gains Dividends.  The Fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2012, $12,071,531 or, if subsequently determined to be different, the net capital gain of such year.

23

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Board of Trustees’ Contract Approval

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 continuation 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, 2012, 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 Contract Review Committee of the Board, which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Contract Review Committee reviewed information furnished by each adviser to the Eaton Vance Funds (including information specifically requested by the Board) for a series of meetings of the Contract Review Committee held between February and April 2012, as well as information considered during prior meetings of the committee. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

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

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

Ÿ An independent report comparing the investment performance of each fund (including, where relevant, yield data, Sharpe ratios and information ratios) to the investment performance of comparable funds over various time periods;

Ÿ Data regarding investment performance in comparison to benchmark indices and customized peer groups, in each case as approved by the Board with respect to the funds;

Ÿ For each fund, comparative information concerning the fees charged and the services provided by each adviser in managing other accounts (including mutual funds, other collective investment funds and institutional accounts) using investment strategies and techniques similar to those used in managing such fund;

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

Information about Portfolio Management and Trading

Ÿ Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed, and any changes in portfolio management processes and personnel;

Ÿ Information about 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 client commission arrangements and the fund’s policies with respect to “soft dollar” arrangements;

Ÿ Data relating to portfolio turnover rates of each fund;

Ÿ 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;

Ÿ Information about each adviser’s processes for monitoring best execution of portfolio transactions, and other policies and practices of each adviser with respect to trading;

Information about each Adviser

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

Ÿ 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;

Ÿ 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;

Ÿ Copies of or descriptions of each adviser’s policies and procedures relating to proxy voting, the handling of corporate actions and class actions;

Ÿ 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;

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

Ÿ A description of Eaton Vance Management’s procedures for overseeing third party advisers and sub-advisers, including with respect to regulatory and compliance issues, investment management and other matters;

24

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Board of Trustees’ Contract Approval — continued

Other Relevant Information

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

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

Ÿ The terms of each advisory agreement.

In addition to the information identified above, the Contract Review 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, 2012, with respect to one or more funds, the Board met ten times and the Contract Review Committee, the Audit Committee, the Governance Committee, the Portfolio Management Committee and the Compliance Reports and Regulatory Matters Committee, each of which is a Committee comprised solely of Independent Trustees, met ten, nineteen, seven, eight and fourteen times respectively. At such meetings, the Trustees participated in investment and performance reviews with the portfolio managers and other investment professionals of each adviser relating to each fund. The Board and its Committees considered the investment and trading strategies used in pursuing each fund’s investment objective, including, where relevant, the use of derivative instruments, as well as risk management techniques. The Board and its Committees also evaluated issues pertaining to industry and regulatory developments, compliance procedures, fund governance and other issues with respect to the funds, and received and participated in reports and presentations provided by Eaton Vance Management and other fund advisers with respect to such matters.

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 Contract Review Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Contract Review 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 Contract Review 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

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Contract Review Committee concluded that the continuation of the investment advisory agreement of Eaton Vance Atlanta Capital Horizon Growth Fund (formerly Eaton Vance Tax-Managed Mid-Cap Core Fund) (the “Fund”) with Boston Management and Research (the “Adviser”) and the sub-advisory agreement with Atlanta Capital Management Company, LLC (the “Sub-adviser”), an affiliate of Eaton Vance Management, including their fee structures, is in the interests of shareholders and, therefore, the Contract Review Committee recommended to the Board approval of each agreement. The Board accepted the recommendation of the Contract Review Committee as well as the factors considered and conclusions reached by the Contract Review Committee with respect to the agreements. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the investment advisory agreement and the sub-advisory agreement for the Fund.

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement and the sub-advisory agreement of the Fund, the Board evaluated the nature, extent and quality of services provided to the Fund by the Adviser and the Sub-adviser.

The Board considered the Adviser’s and the Sub-adviser’s management capabilities and investment process with respect to the types of investments held by the Fund, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund, including recent changes to such personnel. With respect to the Adviser, the Board considered the Adviser’s responsibilities supervising the Sub-adviser. With respect to the Sub-Adviser, the Board took into account the resources available to the Sub-Adviser in fulfilling its duties under the sub-advisory agreement and the Sub-Adviser’s business reputation and its options strategy and its past experience in implementing such strategy. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation methods of the Adviser to recruit and retain investment personnel, and the time and attention devoted to the Fund by senior management.

The Board reviewed the compliance programs of the Adviser and relevant affiliates thereof, including the Sub-adviser. 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 in recent years from regulatory authorities such as the Securities and Exchange Commission and the Financial Industry Regulatory Authority.

25

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Board of Trustees’ Contract Approval — continued

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.

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

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-, three- and five-year periods ended September 30, 2011 for the Fund. The Board concluded that the performance of the Fund was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including administrative fee rates payable by the Fund (referred to as “management fees”). As part of its review, the Board considered the management fees and the Fund’s total expense ratio for the year ended September 30, 2011, as compared to a group of similarly managed funds selected by an independent data provider. The Board noted that the Adviser had waived fees and/or paid expenses for the Fund. The Board also considered factors that had an impact on Fund expense ratios, as identified by management in response to inquiries from the Contract Review Committee, as well as actions taken by management in recent years to reduce expenses at the Eaton Vance fund complex level, including the negotiation of reduced fees for transfer agency and custody services.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser and the Sub-adviser, the Board concluded that the management fees charged for advisory and related services are reasonable.

Profitability

The Board reviewed the level of profits realized by the Adviser and relevant affiliates thereof, including the Sub-adviser, in providing investment advisory and administrative services to the 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, including the Sub-adviser, in connection with their relationships with the Fund, including the benefits of research services that may be available to the Adviser or the Sub-adviser as a result of securities transactions effected for the Fund 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, including the Sub-adviser, 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 Fund currently shares in the benefits from economies of scale. The Board also concluded that, assuming reasonably foreseeable increases in the assets of the Fund, the structure of the advisory fee, which includes breakpoints at several asset levels, will allow the Fund to continue to benefit from economies of scale in the future.

26

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

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 Two International Place, Boston, Massachusetts 02110. 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 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 EVC. 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. Each Trustee oversees 186 portfolios in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other Eaton Vance funds. Each Trustee and officer serves until his or her successor is elected.

Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Interested Trustee
Thomas E. Faust Jr. 1958	Trustee	Since 2007	Chairman, Chief Executive Officer and President of EVC, Director and President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or officer of 186 registered investment companies. Mr. Faust is an interested person because of his positions with EVM, BMR, EVD, EVC and EV, which are affiliates of the Trust. Directorships in the Last Five Years.(1)Director of EVC and Hexavest Inc.
Noninterested Trustees
Scott E. Eston 1956	Trustee	Since 2011	Private investor. Formerly held various positions at Grantham, Mayo, Van Otterloo and Co., L.L.C. (investment management firm) (1997-2009), including Chief Operating Officer (2002-2009), Chief Financial Officer (1997-2009) and Chairman of the Executive Committee (2002-2008); President and Principal Executive Officer, GMO Trust (open-end registered investment company) (2006-2009). Former Partner, Coopers and Lybrand L.L.P. (now PricewaterhouseCoopers) (public accounting firm) (1987-1997). Directorships in the Last Five Years. None.
Benjamin C. Esty 1963	Trustee	Since 2005	Roy and Elizabeth Simmons Professor of Business Administration and Finance Unit Head, Harvard University Graduate School of Business Administration. Directorships in the Last Five Years.(1)None.
Allen R. Freedman 1940	Trustee	Since 2007	Private Investor. Former Chairman (2002-2004) and a Director (1983-2004) of Systems & Computer Technology Corp. (provider of software to higher education). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007). Former Chairman and a Director of Indus International, Inc. (provider of enterprise management software to the power generating industry) (2005-2007). Former Chief Executive Officer of Assurant, Inc. (insurance provider) (1979-2000). Directorships in the Last Five Years.(1)Director of Stonemor Partners, L.P. (owner and operator of cemeteries). Formerly, Director of Assurant, Inc. (insurance provider) (1979-2011).
William H. Park 1947	Trustee	Since 2003	Consultant and private investor. Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm) (1972-1981). Directorships in the Last Five Years.(1)None.
Ronald A. Pearlman 1940	Trustee	Since 2003	Professor of Law, Georgetown University Law Center. Formerly, Deputy Assistant Secretary (Tax Policy) and Assistant Secretary (Tax Policy), U.S. Department of the Treasury (1983-1985). Formerly, Chief of Staff, Joint Committee on Taxation, U.S. Congress (1988-1990). Directorships in the Last Five Years.(1)None.

27

Eaton Vance

Atlanta Capital Horizon Growth Fund

September 30, 2012

Management and Organization — continued

Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Noninterested Trustees (continued)
Helen Frame Peters 1948	Trustee	Since 2008	Professor of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm) (1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998). Directorships in the Last Five Years.(1) Formerly, Director of BJ’s Wholesale Club, Inc. (wholesale club retailer) (2004-2011). Formerly, Trustee of SPDR Index Shares Funds and SPDR Series Trust (exchange traded funds) (2000-2009). Formerly, Director of Federal Home Loan Bank of Boston (a bank for banks) (2007-2009).
Lynn A. Stout 1957	Trustee	Since 1998	Distinguished Professor of Corporate and Business Law, Jack G. Clarke Business Law Institute, Cornell University Law School. Formerly, the Paul Hastings Professor of Corporate and Securities Law (2006-2012) and Professor of Law (2001-2006), University of California at Los Angeles School of Law. Directorships in the Last Five Years.(1)None.
Harriett Tee Taggart 1948	Trustee	Since 2011	Managing Director, Taggart Associates (a professional practice firm). Formerly, Partner and Senior Vice President, Wellington Management Company, LLP (investment management firm) (1983-2006). Directorships in the Last Five Years. Director of Albemarle Corporation (chemicals manufacturer) (since 2007) and The Hanover Group (specialty property and casualty insurance company) (since 2009). Formerly, Director of Lubrizol Corporation (specialty chemicals) (2007-2011).
Ralph F. Verni 1943	Chairman of the Board and Trustee	Chairman of the Board since 2007 and Trustee since 2005	Consultant and private investor. Formerly, Chief Investment Officer (1982-1992), Chief Financial Officer (1988-1990) and Director (1982-1992), New England Life. Formerly, Chairperson, New England Mutual Funds (1982-1992). Formerly, President and Chief Executive Officer, State Street Management & Research (1992-2000). Formerly, Chairperson, State Street Research Mutual Funds (1992-2000). Formerly, Director, W.P. Carey, LLC (1998-2004) and First Pioneer Farm Credit Corp. (2002-2006). Directorships in the Last Five Years.(1) None.
Principal Officers who are not Trustees
Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) During Past Five Years
Duncan W. Richardson 1957	President	Since 2011	Director of EVC and Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR.
Payson F. Swaffield 1956	Vice President	Since 2011	Vice President and Chief Income Investment Officer of EVM and BMR.
Barbara E. Campbell 1957	Treasurer	Since 2005	Vice President of EVM and BMR.
Maureen A. Gemma 1960	Vice President, Secretary and Chief Legal Officer	Vice President since 2011, Secretary since 2007 and Chief Legal Officer since 2008	Vice President of EVM and BMR.
Paul M. O’Neil 1953	Chief Compliance Officer	Since 2004	Vice President of EVM and BMR.

⁽¹⁾ During their respective tenures, the Trustees (except Mr. Eston and Ms.Taggart) also served as trustees of one or more of the following Eaton Vance funds (which operated in the years noted): Eaton Vance Credit Opportunities Fund (launched in 2005 and terminated in 2010); Eaton Vance Insured Florida Plus Municipal Bond Fund (launched in 2002 and terminated in 2009); and Eaton Vance National Municipal Income Trust (launched in 1998 and terminated in 2009).

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and can be obtained without charge on Eaton Vance’s website at www.eatonvance.com or by calling 1-800-262-1122.

28

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

29

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Investment Adviser

Boston Management and Research

Two International Place

Boston, MA 02110

Sub-Adviser

Atlanta Capital Management Company, LLC

1075 Peachtree Street NE

Suite 2100

Atlanta, GA 30309

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) 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

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

1301-11/12 TMMCCSRC

Eaton Vance Build America Bond Fund   Annual Report September 30, 2012    

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.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Annual Report September 30, 2012

Eaton Vance

Build America Bond Fund

Table of Contents

Management’s Discussion of Fund Performance	2
Performance	3
Fund Profile	4
Endnotes and Additional Disclosures	5
Fund Expenses	6
Financial Statements	7
Report of Independent Registered Public Accounting Firm	20
Federal Tax Information	21
Board of Trustees’ Contract Approval	22
Management and Organization	25
Important Notices	27

Eaton Vance

Build America Bond Fund

September 30, 2012

Management’s Discussion of Fund Performance¹

Economic and Market Conditions

In the early months of the period, investors appeared to worry about intensifying debt problems in Europe, high U.S. unemployment, a stagnant housing market, and the lingering Congressional deadlock that left businesses perplexed about the direction of tax and regulatory policy. The S&P 500 Index,² which had fallen sharply in the late summer of 2011, continued to drift down through November of 2011.

Beginning in mid-December of 2011, however, an equity rally took hold and continued into early April 2012, fueled by stronger economic growth in the fourth quarter, falling unemployment, and what the markets perceived as a successful restructuring of Greek debt. Then in May 2012, the third annual mid-year economic slowdown arrived, instigated by renewed concerns in Europe, slowing growth in China, and continuing political uncertainty in the United States with the upcoming presidential election. Despite a slowdown in consumer spending and weakening employment data, however, stocks moved upward intermittently from June through the end of the period—in part because investors anticipated that worsening economic news would prompt the U.S. Federal Reserve (the Fed) to initiate another round of quantitative easing to stimulate the economy. This also drove U.S. Treasury yields to all time lows in July 2012. The Fed proved the markets right when it initiated a new, open-ended round of quantitative easing just weeks before period-end.

Against this backdrop, Build America Bonds (BABs) rallied during the one-year period ending September 30, 2012. The strongest driver of performance versus the Barclays Capital U.S. Aggregate Local Authorities Index (the Index) was increasing demand for this scarce asset class, as the BAB taxable municipal bond program expired on December 31, 2010, ending new issuance of BABs. This dynamic narrowed spreads between BABs and Treasuries, leading BABs to outperform Treasuries for the period.

Since BABs are highly correlated to U.S. Treasury bonds, overall performance versus the Index benefited from the decline in Treasury yields during the period, driven by a worldwide “flight to quality” (the perceived safety of Treasuries and other high-rated issues) and the Federal Reserve’s Operation Twist (central bank’s swapping of its short-term holdings for long-term Treasury bonds).

Fund Performance

For the fiscal year ending September 30, 2012, Eaton Vance Build America Bond Fund (the Fund) Class A shares at net asset value (NAV) had a total return of 8.96%, outperforming the 8.89% return of the Fund’s Index.

The Fund’s overall strategy is to invest primarily in taxable municipal obligations. During the period, the Fund was underweight in A-rated⁶ credits and overweight in higher-quality AA and AAA issues relative to the Index.

As mentioned earlier, increasing demand for the asset class, falling Treasury yields, and tightening spreads drove BABs performance during the fiscal year. Key drivers of the Fund’s relative outperformance versus the Index included security selection and active trading of Fund holdings. Taxable BABs are a relatively new asset class often traded in non-traditional municipal accounts.

In contrast, certain factors in the Fund’s defensive positioning detracted from relative performance versus the Index. During a period when lower-rated bonds outperformed higher-rated issues, the Fund’s underweighting in A-rated bonds dragged on performance versus the Index. In addition, the Fund’s overweight in callable bonds, which tend to underperform in an up market, was also a drag on performance versus the Index. In the decreasing interest-rate environment of the Fund’s fiscal period, longer-duration bonds outperformed shorter-duration bonds, so bonds priced to a shorter call underperformed longer, non-callable bonds.

An underweight to California general obligation bonds, which performed well during the period, also detracted from results versus the Index.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Build America Bond Fund

September 30, 2012

Performance^2,3

Portfolio Managers Cynthia J. Clemson and Craig R. Brandon, CFA

% Average Annual Total Returns	Inception Date			One Year			Since Inception
Class A at NAV		11/17/2009			8.96	%		13.15	%
Class A with 4.75% Maximum Sales Charge		—			3.78			11.25
Class C at NAV		11/17/2009			8.14			12.37
Class C with 1% Maximum Sales Charge		—			7.14			12.37
Class I at NAV		11/17/2009			9.14			13.40
Barclays Capital U.S. Aggregate Local Authorities Index		11/17/2009			8.89	%		10.49	%
% Total Annual Operating Expense Ratios4	Class A			Class C			Class I
Gross		1.36	%		2.11	%		1.11	%
Net		0.95			1.70			0.70
% Distribution Rates/Yields5	Class A			Class C			Class I
Distribution Rate		3.99	%		3.24	%		4.22	%
SEC 30-day Yield		2.82			2.21			3.19

Growth of $10,000

This graph shows the change in value of a hypothetical investment of $10,000 in Class A of the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.

	Period Beginning		At NAV		With Maximum Sales Charge
Class C		11/17/09	$	13,977	N.A.
Class I		11/17/09	$	14,349	N.A.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

3

Eaton Vance

Build America Bond Fund

September 30, 2012

Fund Profile

See Endnotes and Additional Disclosures in this report.

4

Eaton Vance

Build America Bond Fund

September 30, 2012

Endnotes and Additional Disclosures

¹  The views expressed in this report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund. This commentary may contain statements that are not historical facts, referred to as “forward looking statements”. The Fund’s actual future results may differ significantly from those stated in any forward looking statement, depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks discussed from time to time in the Fund’s filings with the Securities and Exchange Commission.

²  S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. Barclays Capital U.S. Aggregate Local Authorities Index is an unmanaged index that measures the performance of U.S. investment-grade fixed-rate debt issued directly or indirectly by local government authorities. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

³  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

⁴  Source: Fund prospectus. Net expense ratio reflects a contractual expense reimbursement that continues through 2/28/13. Without the reimbursement, performance would have been lower.

⁵  The Distribution Rate is based on the Fund’s last regular distribution per share in the period (annualized) divided by the Fund’s NAV at the end of the period. The Fund’s distributions may be composed of ordinary income, tax-exempt income, net realized capital gains and return of capital. SEC Yield is a standardized measure based on the estimated yield to maturity of a fund’s investments over a 30-day period and is based on the maximum offer price at the date specified. The SEC Yield is not based on the distributions made by the Fund, which may differ. Yield reflects the effect of fee waivers and expense reimbursements.

⁶  Ratings are based on Moody’s, S&P or Fitch, as applicable. Credit ratings are based largely on the rating agency’s investment analysis at the time of rating and the rating assigned to any particular security is not necessarily a reflection of the issuer’s current financial condition. The rating assigned to a security by a rating agency does not necessarily reflect its assessment of the volatility of a security’s market value or of the liquidity of an investment in the security. If securities are rated differently by the rating agencies, the higher rating is applied. Ratings of BBB or higher by Standard and Poor’s or Fitch (Baa or higher by Moody’s) are considered to be investment grade quality.

Fund profile subject to change due to active management.

5

Eaton Vance

Build America Bond Fund

September 30, 2012

Fund Expenses

Example:  As a Fund shareholder, 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 and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing 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 (April 1, 2012 – September 30, 2012).

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 Fund return. 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 be higher.

	Beginning Account Value (4/1/12)		Ending Account Value (9/30/12)		Expenses Paid During Period* (4/1/12 – 9/30/12)			Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,058.30	$	4.89	**		0.95	%
Class C	$	1,000.00	$	1,054.30	$	8.73	**		1.70	%
Class I	$	1,000.00	$	1,059.60	$	3.60	**		0.70	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,020.30	$	4.80	**		0.95	%
Class C	$	1,000.00	$	1,016.50	$	8.57	**		1.70	%
Class I	$	1,000.00	$	1,021.50	$	3.54	**		0.70	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 183/366 (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 March 31, 2012.

** Absent an allocation of certain expenses to an affiliate, the expenses would be higher.

6

Eaton Vance

Build America Bond Fund

September 30, 2012

Portfolio of Investments

Taxable Municipal Securities — 96.8%(1)
Security	Principal Amount (000’s omitted)		Value
Education — 6.9%
Massachusetts College Building Authority, 5.832%, 5/1/30	$	2,500	$	3,083,425
University of Massachusetts Building Authority, 6.573%, 5/1/39		2,220		2,548,005
University of Michigan, 6.172%, 4/1/30		530		618,160
University of Texas, 6.276%, 8/15/41		1,715		2,041,913
			$	8,291,503
Electric Utilities — 7.7%
American Municipal Power-Ohio, Inc., 7.499%, 2/15/50	$	1,000	$	1,373,110
Los Angeles, CA, Department of Water and Power, 6.166%, 7/1/40		540		628,268
Los Angeles, CA, Department of Water and Power, 7.00%, 7/1/41		505		620,590
Municipal Electric Authority of Georgia, 6.655%, 4/1/57		1,000		1,165,370
Nebraska Public Power District, 5.323%, 1/1/30		1,000		1,168,910
Northern Illinois Municipal Power Agency, 7.62%, 1/1/30		1,000		1,306,770
Sacramento, CA, Municipal Utility District, 6.156%, 5/15/36		1,100		1,367,003
San Antonio, TX, Electric & Gas Revenue, 6.168%, 2/1/41		1,440		1,654,603
			$	9,284,624
General Obligations — 33.6%
Ann Arbor, MI, 5.40%, 5/1/23	$	1,000	$	1,157,440
California, 7.55%, 4/1/39		140		191,859
California, 7.70%, 11/1/30		2,380		2,926,115
California, 7.95%, 3/1/36		125		150,331
Commonwealth of Massachusetts, 4.91%, 5/1/29		1,575		1,854,846
Commonwealth of Massachusetts, 5.456%, 12/1/39		2,000		2,526,340
Commonwealth of Pennsylvania, 5.85%, 7/15/30		1,705		1,956,198
Connecticut, 5.632%, 12/1/29		1,155		1,411,826
Dallas, TX, Independent School District, (PSF Guaranteed), 6.45%, 2/15/35		2,040		2,570,094
Denton County, TX, 5.968%, 7/15/35		1,000		1,157,670
Denver, CO, 5.65%, 8/1/30		1,250		1,425,487
Denver, CO, City & County School District No. 1, 5.664%, 12/1/33		895		1,137,652
Detroit, MI, School District, 7.747%, 5/1/39		2,000		2,553,980
Florida, Board of Education, 5.50%, 6/1/27		1,000		1,160,000
Florida, Board of Education, 5.75%, 6/1/35		1,195		1,339,404
Kauai, HI, 5.763%, 8/1/33		265		314,780
Metropolitan Government of Nashville and Davidson County, TN, 5.707%, 7/1/34		1,560		1,989,265
Mississippi, 5.245%, 11/1/34		2,000		2,435,460

Security	Principal Amount (000’s omitted)		Value
General Obligations (continued)
Montgomery County, PA, 6.03%, 9/1/39	$	1,365	$	1,564,072
New York, NY, 5.676%, 10/1/34		1,055		1,212,121
New York, NY, 6.646%, 12/1/31		1,500		1,843,680
Phoenix, AZ, 5.269%, 7/1/34		395		466,716
San Antonio, TX, Independent School District, 6.247%, 8/15/35		1,245		1,491,037
San Antonio, TX, Independent School District, 6.397%, 8/15/40		500		596,705
Santa Monica, CA, Community College District, 6.763%, 8/1/34		2,425		2,850,612
Shelby County, TN, 5.75%, 4/1/34		270		297,651
Southwest Regional Sanitary Sewer & Water Authority, MI, 6.50%, 4/1/40		805		911,550
Texas, 5.517%, 4/1/39		175		231,635
Washington, 5.09%, 8/1/33		500		606,640
			$	40,331,166
Hospital — 0.7%
King County, WA, Public Hospital District No. 1, 7.90%, 6/15/30	$	250	$	284,883
King County, WA, Public Hospital District No. 1, 8.00%, 6/15/40		500		564,250
			$	849,133
Lease Revenue / Certificates of Participation — 5.7%
New Jersey Transportation Trust Fund Authority, 6.104%, 12/15/28	$	2,775	$	3,233,152
North Carolina Turnpike Authority, (Triangle Expressway System), 6.70%, 1/1/39		2,615		3,036,826
Oregon Department of Administrative Services, 6.18%, 5/1/35		500		563,415
			$	6,833,393
Other Revenue — 3.1%
Battery Park City Authority, NY, 6.375%, 11/1/39	$	1,290	$	1,506,965
Florida State Board of Education, Lottery Revenue, 6.584%, 7/1/29		340		411,475
New York, NY, Transitional Finance Authority, (Building Aid), 7.128%, 7/15/30		1,500		1,861,500
			$	3,779,940
Special Tax Revenue — 17.6%
Connecticut, 5.74%, 12/1/29	$	2,500	$	3,054,075
Dallas, TX, Area Rapid Transit, 6.249%, 12/1/34		1,265		1,456,521
District of Columbia, 5.591%, 12/1/34		1,045		1,315,352
Iowa, Special Obligation, 6.75%, 6/1/34		1,865		2,214,352
Kansas Department of Transportation, 4.596%, 9/1/35		130		148,789
Massachusetts School Building Authority, 5.715%, 8/15/39		980		1,286,338
Miami-Dade County, FL, Transit Sales Surtax Revenue, 5.534%, 7/1/32		1,000		1,099,960

7 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Special Tax Revenue (continued)
New York City Transitional Finance Authority, 5.508%, 8/1/37	$	1,000	$	1,272,980
New York City Transitional Finance Authority, Future Tax Revenue, 5.882%, 11/1/31		1,010		1,159,056
New York Urban Development Corp., 5.77%, 3/15/39		1,385		1,725,211
Oregon Department of Transportation, (Highway User Tax), 5.784%, 11/15/30		2,000		2,559,220
Oregon Department of Transportation, (Highway User Tax), 5.834%, 11/15/34		525		692,302
Santa Clara, CA, Valley Transportation Authority, 5.876%, 4/1/32		2,500		3,105,400
			$	21,089,556
Transportation — 6.6%
Florida Department of Transportation Authority, 6.80%, 7/1/39	$	1,990	$	2,376,756
Maryland Transportation Authority, 5.788%, 7/1/29		850		1,105,595
Missouri Highways and Transportation Commission, 5.445%, 5/1/33		2,000		2,483,280
New Hampshire, Federal Highway, 4.334%, 9/1/22		260		288,397
Port of Seattle, WA, 7.00%, 5/1/36		1,385		1,655,491
			$	7,909,519
Water and Sewer — 14.9%
Chesapeake, VA, Water and Sewer Revenue, 6.283%, 7/1/40	$	775	$	909,455
Denver, CO, City & County Board of Water Commissioners, 5.05%, 12/15/35		1,000		1,085,230
Hamilton County, OH, Sewer System Revenue, 6.50%, 12/1/34		1,000		1,187,440
Hampton Roads Sanitation District, VA, 5.814%, 11/1/29		470		573,625
Jea, FL, Water and Sewer Revenue, 6.21%, 10/1/33		100		132,746
Knoxville, TN, Wastewater System Revenue, 6.50%, 4/1/43		570		662,437
Metropolitan Water District of Southern California, 6.538%, 7/1/39		1,525		1,819,813
New York, NY, Municipal Water Finance Authority, 6.452%, 6/15/41		2,450		2,904,132
Northeast Ohio Regional Sewer District, 6.038%, 11/15/40		855		996,169
Seattle, WA, Drain and Wastewater Revenue, 5.55%, 11/1/39		2,500		3,156,725
Seattle, WA, Water System Revenue, 5.62%, 8/1/30		2,500		3,160,450
Washington County, OR, Clean Water Services, 5.701%, 10/1/30		1,000		1,243,890
			$	17,832,112
Total Taxable Municipal Securities — 96.8% (identified cost $108,940,481)			$	116,200,946

Short-Term Investments — 7.1%
Description	Interest (000’s omitted)		Value
Eaton Vance Cash Reserves Fund, LLC, 0.12%(2)	$	8,492	$	8,491,586
Total Short-Term Investments (identified cost $8,491,586)			$	8,491,586
Total Investments — 103.9% (identified cost $117,432,067)			$	124,692,532
Other Assets, Less Liabilities — (3.9)%			$	(4,624,466	)
Net Assets — 100.0%			$	120,068,066

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

PSF – Permanent School Fund

At September 30, 2012, the concentration of the Fund’s investments in the various states, determined as a percentage of net assets, is as follows:

California	11.4%
New York	11.2%
Others, representing less than 10% individually	74.2%

⁽¹⁾  Build America Bonds. Represent taxable municipal obligations issued pursuant to the America Recovery and Reinvestment Act of 2009 or other legislation providing for the issuance of taxable municipal debt on which the issuer receives federal support.

⁽²⁾  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 September 30, 2012.

8 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Statement of Assets and Liabilities

Assets	September 30, 2012
Unaffiliated investments, at value (identified cost, $108,940,481)	$	116,200,946
Affiliated investment, at value (identified cost, $8,491,586)		8,491,586
Interest receivable		1,809,625
Interest receivable from affiliated investment		500
Receivable for Fund shares sold		865,136
Receivable from affiliate		5,923
Total assets	$	127,373,716
Liabilities
Payable for investments purchased	$	6,529,268
Payable for Fund shares redeemed		490,704
Distributions payable		126,902
Payable to affiliates:
Investment adviser fee		58,116
Distribution and service fees		37,177
Accrued expenses		63,483
Total liabilities	$	7,305,650
Net Assets	$	120,068,066
Sources of Net Assets
Paid-in capital	$	112,605,180
Accumulated net realized gain		202,653
Accumulated distributions in excess of net investment income		(232	)
Net unrealized appreciation		7,260,465
Net Assets	$	120,068,066
Class A Shares
Net Assets	$	44,174,723
Shares Outstanding		3,505,421
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	12.60
Maximum Offering Price Per Share
(100 ÷ 95.25 of net asset value per share)	$	13.23
Class C Shares
Net Assets	$	35,407,329
Shares Outstanding		2,810,714
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	12.60
Class I Shares
Net Assets	$	40,486,014
Shares Outstanding		3,213,044
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	12.60

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.

9 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Statement of Operations

Investment Income	Year Ended September 30, 2012
Interest	$	3,523,923
Interest allocated from affiliated investment		4,315
Expenses allocated from affiliated investment		(587	)
Total investment income	$	3,527,651
Expenses
Investment adviser fee	$	475,987
Distribution and service fees
Class A		88,809
Class C		229,472
Trustees’ fees and expenses		3,907
Custodian fee		51,177
Transfer and dividend disbursing agent fees		57,971
Legal and accounting services		34,618
Printing and postage		19,791
Registration fees		37,622
Miscellaneous		25,039
Total expenses	$	1,024,393
Deduct —
Allocation of expenses to affiliate	$	149,848
Total expense reductions	$	149,848
Net expenses	$	874,545
Net investment income	$	2,653,106
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	1,758,555
Investment transactions allocated from affiliated investment		99
Net realized gain	$	1,758,654
Change in unrealized appreciation (depreciation) —
Investments	$	1,907,566
Net change in unrealized appreciation (depreciation)	$	1,907,566
Net realized and unrealized gain	$	3,666,220
Net increase in net assets from operations	$	6,319,326

10 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Year Ended September 30, 2012			Period Ended September 30, 2011(1)			Period Ended October 31, 2010(2)
From operations —
Net investment income	$	2,653,106		$	1,889,270		$	827,260
Net realized gain (loss) from investment transactions		1,758,654			(1,083,035	)		11,130
Net change in unrealized appreciation (depreciation) from investments		1,907,566			4,971,006			381,893
Net increase in net assets from operations	$	6,319,326		$	5,777,241		$	1,220,283
Distributions to shareholders —
From net investment income
Class A	$	(1,428,732	)	$	(874,358	)	$	(536,506	)
Class C		(749,608	)		(480,630	)		(159,496	)
Class I		(885,612	)		(580,807	)		(145,536	)
From net realized gain
Class A		—			(9,631	)		—
Class C		—			(5,751	)		—
Class I		—			(5,778	)		—
Total distributions to shareholders	$	(3,063,952	)	$	(1,956,955	)	$	(841,538	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	39,440,546		$	11,967,747		$	33,269,028
Class C		24,492,184			5,879,771			13,346,970
Class I		47,390,749			7,776,124			15,388,845
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		1,320,847			787,567			476,933
Class C		566,954			413,440			130,107
Class I		403,280			389,327			67,173
Cost of shares redeemed
Class A		(21,501,497	)		(17,896,396	)		(7,456,060	)
Class C		(4,444,385	)		(6,830,858	)		(559,655	)
Class I		(20,805,713	)		(10,222,675	)		(1,176,692	)
Net increase (decrease) in net assets from Fund share transactions	$	66,862,965		$	(7,735,953	)	$	53,486,649
Net increase (decrease) in net assets	$	70,118,339		$	(3,915,667	)	$	53,865,394
Net Assets
At beginning of period	$	49,949,727		$	53,865,394		$	—
At end of period	$	120,068,066		$	49,949,727		$	53,865,394
Accumulated undistributed (distributions in excess of) net investment income included in net assets
At end of period	$	(232	)	$	(232	)	$	9,869

⁽¹⁾  For the eleven months ended September 30, 2011.

⁽²⁾  For the period from the start of business, November 17, 2009, to October 31, 2010.

11 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Financial Highlights

	Class A
	Year Ended September 30, 2012			Period Ended September 30,  2011(1)			Period Ended October 31,  2010(2)
Net asset value — Beginning of period	$	12.040		$	10.840		$	10.000
Income (Loss) From Operations
Net investment income(3)	$	0.430		$	0.469		$	0.455
Net realized and unrealized gain		0.627			1.216			0.796
Total income from operations	$	1.057		$	1.685		$	1.251
Less Distributions
From net investment income	$	(0.497	)	$	(0.481	)	$	(0.411	)
From net realized gain		—			(0.004	)		—
Total distributions	$	(0.497	)	$	(0.485	)	$	(0.411	)
Net asset value — End of period	$	12.600		$	12.040		$	10.840
Total Return(4)		8.96	%		16.18	%(5)		12.64	%(5)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	44,175		$	23,327		$	26,862
Ratios (as a percentage of average daily net assets):
Expenses(6)		0.95	%		0.95	%(7)(8)		0.95	%(7)(8)
Net investment income		3.50	%		4.79	%(7)		4.38	%(7)
Portfolio Turnover of the Portfolio(9)		—			22	%(5)		1	%(5)
Portfolio Turnover of the Fund		24	%		10	%(5)(10)		—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  For the period from the start of business, November 17, 2009, to October 31, 2010.

⁽³⁾  Computed using average shares outstanding.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  The investment adviser of the Portfolio or Fund and administrator subsidized certain operating expenses equal to 0.19%, 0.41% and 1.16% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the period from the start of business, November 17, 2009, to October 31, 2010, respectively.

⁽⁷⁾  Annualized.

⁽⁸⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽⁹⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  For the period from March 1, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Build America Bond Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to March 1, 2011.

12 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Financial Highlights — continued

	Class C
	Year Ended September 30, 2012			Period Ended September 30,  2011(1)			Period Ended October 31,  2010(2)
Net asset value — Beginning of period	$	12.040		$	10.840		$	10.000
Income (Loss) From Operations
Net investment income(3)	$	0.337		$	0.396		$	0.371
Net realized and unrealized gain		0.627			1.215			0.819
Total income from operations	$	0.964		$	1.611		$	1.190
Less Distributions
From net investment income	$	(0.404	)	$	(0.407	)	$	(0.350	)
From net realized gain		—			(0.004	)		—
Total distributions	$	(0.404	)	$	(0.411	)	$	(0.350	)
Net asset value — End of period	$	12.600		$	12.040		$	10.840
Total Return(4)		8.14	%		15.50	%(5)		11.91	%(5)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	35,407		$	13,684		$	13,003
Ratios (as a percentage of average daily net assets):
Expenses(6)		1.70	%		1.70	%(7)(8)		1.70	%(7)(8)
Net investment income		2.74	%		4.05	%(7)		3.56	%(7)
Portfolio Turnover of the Portfolio(9)		—			22	%(5)		1	%(5)
Portfolio Turnover of the Fund		24	%		10	%(5)(10)		—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  For the period from the start of business, November 17, 2009, to October 31, 2010.

⁽³⁾  Computed using average shares outstanding.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  The investment adviser of the Portfolio or Fund and administrator subsidized certain operating expenses equal to 0.19%, 0.41% and 1.16% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the period from the start of business, November 17, 2009, to October 31, 2010, respectively.

⁽⁷⁾  Annualized.

⁽⁸⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽⁹⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  For the period from March 1, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Build America Bond Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to March 1, 2011.

13 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Financial Highlights — continued

	Class I
	Year Ended September 30, 2012			Period Ended September 30,  2011(1)			Period Ended October 31,  2010(2)
Net asset value — Beginning of period	$	12.050		$	10.840		$	10.000
Income (Loss) From Operations
Net investment income(3)	$	0.458		$	0.495		$	0.460
Net realized and unrealized gain		0.620			1.225			0.808
Total income from operations	$	1.078		$	1.720		$	1.268
Less Distributions
From net investment income	$	(0.528	)	$	(0.506	)	$	(0.428	)
From net realized gain		—			(0.004	)		—
Total distributions	$	(0.528	)	$	(0.510	)	$	(0.428	)
Net asset value — End of period	$	12.600		$	12.050		$	10.840
Total Return(4)		9.14	%		16.55	%(5)		12.81	%(5)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	40,486		$	12,939		$	14,001
Ratios (as a percentage of average daily net assets):
Expenses(6)		0.70	%		0.70	%(7)(8)		0.70	%(7)(8)
Net investment income		3.70	%		5.07	%(7)		4.45	%(7)
Portfolio Turnover of the Portfolio(9)		—			22	%(5)		1	%(5)
Portfolio Turnover of the Fund		24	%		10	%(5)(10)		—

⁽¹⁾  For the eleven months ended September 30, 2011. The Fund changed its fiscal year-end from October 31 to September 30.

⁽²⁾  For the period from the start of business, November 17, 2009, to October 31, 2010.

⁽³⁾  Computed using average shares outstanding.

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

⁽⁵⁾  Not annualized.

⁽⁶⁾  The investment adviser of the Portfolio or Fund and administrator subsidized certain operating expenses equal to 0.19%, 0.41% and 1.16% of average daily net assets for the year ended September 30, 2012, the period ended September 30, 2011 and the period from the start of business, November 17, 2009, to October 31, 2010, respectively.

⁽⁷⁾  Annualized.

⁽⁸⁾  Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽⁹⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹⁰⁾  For the period from March 1, 2011 through September 30, 2011 when the Fund was making investments directly in securities.

References to Portfolio herein are to Build America Bond Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to March 1, 2011.

14 See Notes to Financial Statements.

Eaton Vance

Build America Bond Fund

September 30, 2012

Notes to Financial Statements

1  Significant Accounting Policies

Eaton Vance Build America Bond 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’s primary investment objective is current income and its secondary investment objective is capital appreciation. The Fund offers three 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 generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold 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 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 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 — Debt obligations (including short-term obligations with a remaining maturity of more than sixty days) are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and asked prices, broker/dealer quotations, prices or yields of securities with similar characteristics, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under 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. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities in the same manner as debt obligations described above.

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 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.

As of September 30, 2012, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  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.

F  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  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.

15

Eaton Vance

Build America Bond Fund

September 30, 2012

Notes to Financial Statements — continued

H  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. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. 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.

I When-Issued Securities and Delayed Delivery Transactions — The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. At the time the transaction is negotiated, the price of the security that will be delivered is fixed. The Fund maintains security positions for these commitments such that sufficient liquid assets will be available to make payments upon settlement. Securities purchased on a delayed delivery or when-issued basis are marked-to-market daily and begin earning interest on settlement date. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.

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 are made at least annually. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. 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. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

The tax character of distributions declared for the year ended September 30, 2012, eleven months ended September 30, 2011 and the period ended October 31, 2010 was as follows:

	Year Ended September 30, 2012		Eleven Months Ended September 30, 2011		Period Ended October 31, 2010(1)
Distributions declared from:
Ordinary income	$	3,063,952	$	1,956,955	$	841,538

⁽¹⁾  For the period from the start of business, November 17, 2009, to October 31, 2010.

During the year ended September 30, 2012, accumulated net realized gain was decreased by $410,846 and accumulated distributions in excess of net investment income was decreased by $410,846 due to differences between book and tax accounting, primarily for amortization of premium. These reclassifications had no effect on the net assets or net asset value per share of the Fund.

As of September 30, 2012, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

Undistributed ordinary income	$	123,809
Undistributed long-term capital gains	$	627,102
Net unrealized appreciation	$	6,838,877
Other temporary differences	$	(126,902	)

The differences between components of distributable earnings (accumulated losses) on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to the timing of recognizing distributions to shareholders, investments in partnerships and amortization of premium.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.60% of the Fund’s average daily net assets up to $1 billion, and at reduced rates on daily net assets of $1 billion or more, and is payable monthly. For the year ended September 30, 2012, the investment adviser fee amounted to

16

Eaton Vance

Build America Bond Fund

September 30, 2012

Notes to Financial Statements — continued

$475,987 or 0.60% of the Fund’s average daily net assets. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund.

EVM serves as the administrator of the Fund but receives no compensation. EVM has agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only) exceed 0.95%, 1.70% and 0.70% of the Fund’s average daily net assets for Class A, Class C and Class I, respectively. This agreement may be changed or terminated after February 28, 2013. Pursuant to this agreement, EVM was allocated $149,848 of the Fund’s operating expenses for the year ended September 30, 2012.

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 these services. For the year ended September 30, 2012, EVM earned $2,235 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $58,848 as its portion of the sales charge on sales of Class A shares for the year ended September 30, 2012. EVD also received distribution and service fees from Class A and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund 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 September 30, 2012, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of the above organizations.

4  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. Pursuant to the Class A Plan, the Fund pays 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 September 30, 2012 amounted to $88,809 for Class A shares.

The Fund also has in effect a distribution plan for Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its 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 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 5) and amounts theretofore paid or payable to EVD by Class C. For the year ended September 30, 2012, the Fund paid or accrued to EVD $172,104 for Class C shares, representing 0.75% of the average daily net assets of Class C shares. At September 30, 2012, the amount of Uncovered Distribution Charges of EVD calculated under the Class C Plan was approximately $2,161,000.

Pursuant to the Class C Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. 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 September 30, 2012 amounted to $57,368 for Class C shares.

5  Contingent Deferred Sales Charges

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 18 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 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. CDSCs received on Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class C Plan. CDSCs received on Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the year ended September 30, 2012, the Fund was informed that EVD received approximately $5,000 of CDSCs paid by Class C shareholders and no CDSCs paid by Class A shareholders.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $85,168,608 and $18,210,972, respectively, for the year ended September 30, 2012.

17

Eaton Vance

Build America Bond Fund

September 30, 2012

Notes to Financial Statements — continued

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:

Class A	Year Ended September 30, 2012			Eleven Months Ended September 30, 2011			Period Ended October 31, 2010(1)
Sales		3,230,891			1,078,710			3,116,228
Issued to shareholders electing to receive payments of distributions in Fund shares		106,996			73,391			43,491
Redemptions		(1,769,224	)		(1,693,359	)		(681,703	)
Net increase (decrease)		1,568,663			(541,258	)		2,478,016
Class C	Year Ended September 30, 2012			Eleven Months Ended September 30, 2011			Period Ended October 31, 2010(1)
Sales		1,991,574			540,542			1,239,315
Issued to shareholders electing to receive payments of distributions in Fund shares		45,887			38,554			11,851
Redemptions		(363,341	)		(642,500	)		(51,168	)
Net increase (decrease)		1,674,120			(63,404	)		1,199,998
Class I	Year Ended September 30, 2012			Eleven Months Ended September 30, 2011			Period Ended October 31, 2010(1)
Sales		3,830,174			719,229			1,392,224
Issued to shareholders electing to receive payments of distributions in Fund shares		32,649			36,823			6,139
Redemptions		(1,723,909	)		(973,404	)		(106,881	)
Net increase (decrease)		2,138,914			(217,352	)		1,291,482

⁽¹⁾ For the period from the start of business, November 17, 2009, to October 31, 2010.

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at September 30, 2012, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	117,853,655
Gross unrealized appreciation	$	7,086,619
Gross unrealized depreciation		(247,742	)
Net unrealized appreciation	$	6,838,877

9  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is

18

Eaton Vance

Build America Bond Fund

September 30, 2012

Notes to Financial Statements — continued

charged to the Fund 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 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the year ended September 30, 2012.

10  Liquidity Risk

The ability of municipalities to issue Build America Bonds expired on December 31, 2010. As a result, the number of Build America Bonds available in the market is limited and there can be no assurance that Build America Bonds will be actively traded. In addition, illiquidity may negatively affect the value of such bonds.

11  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At September 30, 2012, the hierarchy of inputs used in valuing the Fund’s investments, which are carried at value, were as follows:

Asset Description	Level 1		Level 2		Level 3		Total
Taxable Municipal Securities	$	—	$	116,200,946	$	—	$	116,200,946
Short-Term Investments		—		8,491,586		—		8,491,586
Total Investments	$	—	$	124,692,532	$	—	$	124,692,532

The Fund held no investments or other financial instruments as of September 30, 2011 whose fair value was determined using Level 3 inputs. At September 30, 2012, there were no investments transferred between Level 1 and Level 2 during the year then ended.

19

Eaton Vance

Build America Bond Fund

September 30, 2012

Report of Independent Registered Public Accounting Firm

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance Build America Bond Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Build America Bond Fund (the “Fund”) (one of the funds constituting Eaton Vance Mutual Funds Trust), including the portfolio of investments, as of September 30, 2012, and the related statement of operations for the year then ended, and the statements of changes in net assets and the financial highlights for the year then ended, for the eleven month period ended September 30, 2011, and for the period from the start of business, November 17, 2009, to October 31, 2010. 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. Our procedures included confirmation of securities owned as of September 30, 2012, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance Build America Bond Fund as of September 30, 2012, 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, for the eleven month period ended September 30, 2011, and for the period from the start of business, November 17, 2009, to October 31, 2010, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 16, 2012

20

Eaton Vance

Build America Bond Fund

September 30, 2012

Federal Tax Information (Unaudited)

The Form 1099-DIV you receive in January 2013 will show the tax status of all distributions paid to your account in calendar year 2012. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund.

The Fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2012, $627,102 or, if subsequently determined to be different, the net capital gain of such year.

21

Eaton Vance

Build America Bond Fund

September 30, 2012

Board of Trustees’ Contract Approval

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 continuation 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, 2012, 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 Contract Review Committee of the Board, which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Contract Review Committee reviewed information furnished by each adviser to the Eaton Vance Funds (including information specifically requested by the Board) for a series of meetings of the Contract Review Committee held between February and April 2012, as well as information considered during prior meetings of the committee. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

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

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

Ÿ An independent report comparing the investment performance of each fund (including, where relevant, yield data, Sharpe ratios and information ratios) to the investment performance of comparable funds over various time periods;

Ÿ Data regarding investment performance in comparison to benchmark indices and customized peer groups, in each case as approved by the Board with respect to the funds;

Ÿ For each fund, comparative information concerning the fees charged and the services provided by each adviser in managing other accounts (including mutual funds, other collective investment funds and institutional accounts) using investment strategies and techniques similar to those used in managing such fund;

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

Information about Portfolio Management and Trading

Ÿ Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed, and any changes in portfolio management processes and personnel;

Ÿ Information about 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 client commission arrangements and the fund’s policies with respect to “soft dollar” arrangements;

Ÿ Data relating to portfolio turnover rates of each fund;

Ÿ 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;

Ÿ Information about each adviser’s processes for monitoring best execution of portfolio transactions, and other policies and practices of each adviser with respect to trading;

Information about each Adviser

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

Ÿ 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;

Ÿ 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;

Ÿ Copies of or descriptions of each adviser’s policies and procedures relating to proxy voting, the handling of corporate actions and class actions;

Ÿ 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;

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

Ÿ A description of Eaton Vance Management’s procedures for overseeing third party advisers and sub-advisers, including with respect to regulatory and compliance issues, investment management and other matters;

22

Eaton Vance

Build America Bond Fund

September 30, 2012

Board of Trustees’ Contract Approval — continued

Other Relevant Information

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

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

Ÿ The terms of each advisory agreement.

In addition to the information identified above, the Contract Review 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, 2012, with respect to one or more funds, the Board met ten times and the Contract Review Committee, the Audit Committee, the Governance Committee, the Portfolio Management Committee and the Compliance Reports and Regulatory Matters Committee, each of which is a Committee comprised solely of Independent Trustees, met ten, nineteen, seven, eight and fourteen times respectively. At such meetings, the Trustees participated in investment and performance reviews with the portfolio managers and other investment professionals of each adviser relating to each fund. The Board and its Committees considered the investment and trading strategies used in pursuing each fund’s investment objective, including, where relevant, the use of derivative instruments, as well as risk management techniques. The Board and its Committees also evaluated issues pertaining to industry and regulatory developments, compliance procedures, fund governance and other issues with respect to the funds, and received and participated in reports and presentations provided by Eaton Vance Management and other fund advisers with respect to such matters.

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 Contract Review Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Contract Review 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 Contract Review 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

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Contract Review Committee concluded that the continuation of the investment advisory agreement of Eaton Vance Build America Bond Fund (the “Fund”) with Boston Management and Research (the “Adviser”), including its fee structure, is in the interests of shareholders and, therefore, the Contract Review Committee recommended to the Board approval of the agreement. The Board accepted the recommendation of the Contract Review Committee as well as the factors considered and conclusions reached by the Contract Review 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 Fund.

Nature, Extent and Quality of Services

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

The Board considered the Adviser’s management capabilities and investment process with respect to the types of investments held by the Fund, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. The Board considered, where relevant, the abilities and experience of such investment personnel in analyzing factors such as credit risk and special considerations relevant to investing in income securities, including municipal bonds. The Board noted the Adviser’s in-house research capabilities. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation methods of the Adviser to recruit and retain investment personnel, and the time and attention devoted to the Fund 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 in recent years from regulatory authorities such as the Securities and Exchange Commission and the Financial Industry Regulatory Authority.

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.

23

Eaton Vance

Build America Bond Fund

September 30, 2012

Board of Trustees’ Contract Approval — continued

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.

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, 2011 for the Fund. The Board concluded that the performance of the Fund was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates payable by the Fund (referred to as “management fees”). As part of its review, the Board considered the management fees and the Fund’s total expense ratio for the year ended September 30, 2011, as compared to a group of similarly managed funds selected by an independent data provider. The Board noted that the Adviser had waived fees and/or paid expenses for the Fund. The Board also considered factors that had an impact on Fund expense ratios, as identified by management in response to inquiries from the Contract Review Committee, as well as actions taken by management in recent years to reduce expenses at the Eaton Vance fund complex level, including the negotiation of reduced fees for transfer agency and custody services.

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 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 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 their relationships with the Fund, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Fund 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 Fund currently shares in the benefits from economies of scale. The Board also concluded that, assuming reasonably foreseeable increases in the assets of the Fund, the structure of the advisory fee, which includes breakpoints at several asset levels, will allow the Fund to continue to benefit from economies of scale in the future.

24

Eaton Vance

Build America Bond Fund

September 30, 2012

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 Two International Place, Boston, Massachusetts 02110. 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 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 EVC. 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. Each Trustee oversees 186 portfolios in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other Eaton Vance funds. Each Trustee and officer serves until his or her successor is elected.

Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Interested Trustee
Thomas E. Faust Jr. 1958	Trustee	Since 2007	Chairman, Chief Executive Officer and President of EVC, Director and President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or officer of 186 registered investment companies. Mr. Faust is an interested person because of his positions with EVM, BMR, EVD, EVC and EV, which are affiliates of the Trust. Directorships in the Last Five Years.(1) Director of EVC and Hexavest Inc.
Noninterested Trustees
Scott E. Eston 1956	Trustee	Since 2011	Private investor. Formerly held various positions at Grantham, Mayo, Van Otterloo and Co., L.L.C. (investment management firm) (1997-2009), including Chief Operating Officer (2002-2009), Chief Financial Officer (1997-2009) and Chairman of the Executive Committee (2002-2008); President and Principal Executive Officer, GMO Trust (open-end registered investment company) (2006-2009). Former Partner, Coopers and Lybrand L.L.P. (now PricewaterhouseCoopers) (public accounting firm) (1987-1997). Directorships in the Last Five Years. None.
Benjamin C. Esty 1963	Trustee	Since 2005	Roy and Elizabeth Simmons Professor of Business Administration and Finance Unit Head, Harvard University Graduate School of Business Administration. Directorships in the Last Five Years.(1) None.
Allen R. Freedman 1940	Trustee	Since 2007	Private Investor. Former Chairman (2002-2004) and a Director (1983-2004) of Systems & Computer Technology Corp. (provider of software to higher education). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007). Former Chairman and a Director of Indus International, Inc. (provider of enterprise management software to the power generating industry) (2005-2007). Former Chief Executive Officer of Assurant, Inc. (insurance provider) (1979-2000). Directorships in the Last Five Years.(1)Director of Stonemor Partners, L.P. (owner and operator of cemeteries). Formerly, Director of Assurant, Inc. (insurance provider) (1979-2011).
William H. Park 1947	Trustee	Since 2003	Consultant and private investor. Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm) (1972-1981). Directorships in the Last Five Years.(1)None.
Ronald A. Pearlman 1940	Trustee	Since 2003	Professor of Law, Georgetown University Law Center. Formerly, Deputy Assistant Secretary (Tax Policy) and Assistant Secretary (Tax Policy), U.S. Department of the Treasury (1983-1985). Formerly, Chief of Staff, Joint Committee on Taxation, U.S. Congress (1988-1990). Directorships in the Last Five Years.(1)None.

25

Eaton Vance

Build America Bond Fund

September 30, 2012

Management and Organization — continued

Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Noninterested Trustees (continued)
Helen Frame Peters 1948	Trustee	Since 2008	Professor of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm) (1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998). Directorships in the Last Five Years.(1) Formerly, Director of BJ’s Wholesale Club, Inc. (wholesale club retailer) (2004-2011). Formerly, Trustee of SPDR Index Shares Funds and SPDR Series Trust (exchange traded funds) (2000-2009). Formerly, Director of Federal Home Loan Bank of Boston (a bank for banks) (2007-2009).
Lynn A. Stout 1957	Trustee	Since 1998	Distinguished Professor of Corporate and Business Law, Jack G. Clarke Business Law Institute, Cornell University Law School. Formerly, the Paul Hastings Professor of Corporate and Securities Law (2006-2012) and Professor of Law (2001-2006), University of California at Los Angeles School of Law. Directorships in the Last Five Years.(1)None.
Harriett Tee Taggart 1948	Trustee	Since 2011	Managing Director, Taggart Associates (a professional practice firm). Formerly, Partner and Senior Vice President, Wellington Management Company, LLP (investment management firm) (1983-2006). Directorships in the Last Five Years. Director of Albemarle Corporation (chemicals manufacturer) (since 2007) and The Hanover Group (specialty property and casualty insurance company) (since 2009). Formerly, Director of Lubrizol Corporation (specialty chemicals) (2007-2011).
Ralph F. Verni 1943	Chairman of the Board and Trustee	Chairman of the Board since 2007 and Trustee since 2005	Consultant and private investor. Formerly, Chief Investment Officer (1982-1992), Chief Financial Officer (1988-1990) and Director (1982-1992), New England Life. Formerly, Chairperson, New England Mutual Funds (1982-1992). Formerly, President and Chief Executive Officer, State Street Management & Research (1992-2000). Formerly, Chairperson, State Street Research Mutual Funds (1992-2000). Formerly, Director, W.P. Carey, LLC (1998-2004) and First Pioneer Farm Credit Corp. (2002-2006). Directorships in the Last Five Years.(1) None.
Principal Officers who are not Trustees
Name and Year of Birth	Position(s) with the Trust	Length of Service	Principal Occupation(s) During Past Five Years
Duncan W. Richardson 1957	President	Since 2011	Director of EVC and Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR.
Payson F. Swaffield 1956	Vice President	Since 2011	Vice President and Chief Income Investment Officer of EVM and BMR.
Barbara E. Campbell 1957	Treasurer	Since 2005	Vice President of EVM and BMR.
Maureen A. Gemma 1960	Vice President, Secretary and Chief Legal Officer	Vice President since 2011, Secretary since 2007 and Chief Legal Officer since 2008	Vice President of EVM and BMR.
Paul M. O’Neil 1953	Chief Compliance Officer	Since 2004	Vice President of EVM and BMR.

⁽¹⁾ During their respective tenures, the Trustees (except Mr. Eston and Ms. Taggart) also served as trustees of one or more of the following Eaton Vance funds (which operated in the years noted): Eaton Vance Credit Opportunities Fund (launched in 2005 and terminated in 2010); Eaton Vance Insured Florida Plus Municipal Bond Fund (launched in 2002 and terminated in 2009); and Eaton Vance National Municipal Income Trust (launched in 1998 and terminated in 2009).

The SAI for the Fund includes additional information about the Trustees and officers of the Fund and can be obtained without charge on Eaton Vance’s website at www.eatonvance.com or by calling 1-800-262-1122.

26

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

27

This Page Intentionally Left Blank

Investment Adviser

Boston Management and Research

Two International Place

Boston, MA 02110

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) 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

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

4595-11/12 BABSRC

Eaton Vance Municipal Income Funds   Annual Report September 30, 2012    

AMT-Free    •    National

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.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Annual Report September 30, 2012

Eaton Vance

Municipal Income Funds

Table of Contents

Management’s Discussion of Fund Performance	2
Performance and Fund Profile
AMT-Free Municipal Income Fund	4
National Municipal Income Fund	6
Endnotes and Additional Disclosures	8
Fund Expenses	9
Financial Statements	11
Report of Independent Registered Public Accounting Firm	51
Federal Tax Information	53
Board of Trustees’ Contract Approval	54
Management and Organization	57
Important Notices	60

Eaton Vance

Municipal Income Funds

September 30, 2012

Management’s Discussion of Fund Performance¹

Economic and Market Conditions

In the early months of the period, investors appeared to worry about intensifying debt problems in Europe, high U.S. unemployment, and a stagnant housing market and the lingering Congressional deadlock that left businesses perplexed about the direction of tax and regulatory policy. The S&P 500 Index,² which had fallen sharply in the late summer of 2011, continued to drift down through November of 2011.

Beginning in mid-December of 2011, however, an equity rally took hold and continued into early April 2012, fueled by stronger economic growth in the fourth quarter, falling unemployment, and what the markets perceived as a successful restructuring of Greek debt. Then in May 2012, the third annual mid-year economic slowdown arrived, instigated by renewed concerns in Europe, slowing growth in China, and continuing political uncertainty in the United States with the upcoming presidential election. Despite a slowdown in consumer spending and weakening employment data, however, stocks moved upward intermittently from June through the end of the period — in part because investors anticipated that worsening economic news would prompt the U.S. Federal Reserve (the Fed) to initiate another round of quantitative easing to stimulate the economy. This also drove U.S. Treasury yields to all time lows in July 2012. The Fed proved the markets right when it initiated a new, open-ended round of quantitative easing just weeks before period-end.

Against this backdrop, municipal bonds rallied during the one-year period ending September 30, 2012, led by the long end of the yield curve. The Funds’ primary benchmark, the Barclays Capital Municipal Bond Index (the Index) — an unmanaged index of municipal bonds traded in the United States — returned 8.32% for the period, while the Barclays Capital Long (22+) Municipal Bond Index returned 12.21%. As yields on high quality bonds fell, investors moved out on the yield curve, buying longer maturity municipal bonds to potentially take advantage of higher yields. In their quest for income during a period of historically low interest rates, investors also favored lower quality, higher yielding issues over higher quality bonds. As a result, longer duration, lower credit quality bonds were the best performers in the municipals space during the period.

Municipal bonds offered higher taxable-equivalent yields than Treasuries during the period. The ratio of 30-year

AAA⁷ municipal yields to 30-year Treasury yields — which historically has averaged less than 100% because municipal yields are federally tax-exempt — began the period at 122.4%, making municipal bonds very attractive relative to Treasuries. Investor recognition of this anomaly was likely the main factor that drove the ratio down to 101.6% by period-end, and the increased interest in municipal bonds caused them to outperform Treasuries for the one-year period ending September 30, 2012.

Fund Performance

For the 9-month fiscal period ending September 30, 2012, Eaton Vance AMT-Free Municipal Income Fund Class A shares at net asset value (NAV) had a total return of 12.06%, outperforming the 6.06% return of the Index during the same 9-month period. Meanwhile, for the 12-month fiscal period ending September 30, 2012, Eaton Vance National Municipal Income Fund Class A shares at NAV had a total return of 14.42%, outperforming the 8.32% return of the Index during the same period.

The Funds’ overall strategy is to invest primarily in bonds with maturities of ten years or more, in order to capture their generally higher yields and greater income payments at the long end of the yield curve. Management tends to hedge to various degrees against the greater potential risk of volatility at the long end of the yield curve by shorting Treasury futures in seeking to provide downside protection. Hedging is a risk management strategy intended to moderate both upside and downside performance.

The Funds’ overweighting in longer maturity bonds, during a period when yield-hungry investors favored longer maturity, longer duration bonds, was a primary contributor to the Funds’ performance versus the Index. In addition, the Funds were overweighted in zero-coupon bonds, which were the strongest performing coupon structure during each Fund’s respective fiscal period. Security selection and an overweighting in bonds rated BBB and below aided the Funds’ relative performance versus the Index as well.

Leveraged⁶ investments also helped results versus the Index. Management holds leveraged investments in seeking to enhance the Funds’ tax-exempt income. The use of leveraged investments has the effect of achieving additional exposure to the municipal market and magnifies a Fund’s exposure to its underlying investments in both up and down markets. As a result, leveraged investments aided

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Municipal Income Funds

September 30, 2012

Management’s Discussion of Fund Performance — continued

Fund Performance — continued

relative performance versus the Index because municipal bonds delivered strong performance during the both the nine-month and twelve-month fiscal periods.

Fund-specific Results

Eaton Vance AMT-Free Municipal Income Fund’s Class A shares at NAV had a total return of 12.06%, outpacing the 6.06% return of the Index. As previously mentioned, drivers of outperformance versus the Index included an overweighting in bonds with maturities of 20 years or more and in zero-coupon bonds. An overweighting and security selection in bonds rated BBB also contributed to performance. Finally, exposure to leveraged investments helped results versus the Index. Detractors from performance versus the Index included an underweight in lease and appropriation backed bonds, which was the Fund’s best performing sector. Also, as intended, the Fund’s Treasury hedge detracted from results versus the Index during its 9-month fiscal period.

Eaton Vance National Municipal Income Fund Class A shares at NAV had a total return of 14.42%, outperforming the 8.32% return of the Index. As previously mentioned, drivers of outperformance versus the Index included an overweighting in bonds with maturities of 20 years or more and in zero-coupon bonds. An overweighting and security selection in bonds rated BBB also contributed to performance. Finally, exposure to leveraged investments helped results versus the Index. Detractors from performance versus the Index included an underweight in water and sewer bonds, which were the Fund’s best performing sector. Also, as intended, the Fund’s Treasury hedge detracted from results versus the Index during the fiscal period.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

3

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Performance^2,3

Portfolio Manager Cynthia J. Clemson

% Average Annual Total Returns	Inception Date		One Year			Five Years			Ten Years			Since Inception
Class A at NAV		1/6/1998		15.19	%		4.48	%		4.57	%		—
Class A with 4.75% Maximum Sales Charge		—		9.76			3.47			4.06			—
Class B at NAV		1/14/1998		14.27			3.70			3.81			—
Class B with 5% Maximum Sales Charge		—		9.27			3.36			3.81			—
Class C at NAV		5/2/2006		14.39			3.72			—			3.68	%
Class C with 1% Maximum Sales Charge		—		13.39			3.72			—			3.68
Class I at NAV		3/16/1978		15.44			4.72			4.83			—
Barclays Capital Municipal Bond Index		—		8.32	%		6.05	%		5.03	%		—
Barclays Capital Long (22+) Municipal Bond Index		—		12.21			6.20			5.67			—
% Total Annual Operating Expense Ratios4			Class A			Class B			Class C			Class I
Gross				0.97	%		1.73	%		1.73	%		0.72	%
Net of Interest Expense				0.85			1.61			1.61			0.60
% Distribution Rates/Yields5			Class A			Class B			Class C			Class I
Distribution Rate				4.08	%		3.34	%		3.35	%		4.33	%
Taxable-Equivalent Distribution Rate				6.28			5.14			5.15			6.66
SEC 30-day Yield				2.27			1.64			1.64			2.63
Taxable-Equivalent SEC 30-day Yield				3.49			2.52			2.52			4.05
% Total Leverage6
Residual Interest Bond (RIB)													12.27	%

Growth of $250,000

This graph shows the change in value of a hypothetical investment of $250,000 in Class I of the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.

Growth of $10,000	Period Beginning	At NAV	With Maximum Sales Charge
Class A	9/30/02	$15,633	$14,898
Class B	9/30/02	$14,535	N.A.
Class C	5/2/06	$12,607	N.A.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

4

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Fund Profile

Credit Quality (% of total investments)⁷

The above chart includes the ratings of securities held by special purpose vehicles established in connection with the RIB financing.⁶ Absent such securities, credit quality (% of total investments) is as follows:⁷

AAA	18.8	%	BB	1.5	%
AA	38.1		B	0.2
A	24.7		Not Rated	4.2
BBB	12.5

See Endnotes and Additional Disclosures in this report.

5

Eaton Vance

National Municipal Income Fund

September 30, 2012

Performance^2,3

Portfolio Manager Thomas M. Metzold, CFA

% Average Annual Total Returns	Inception Date			One Year			Five Years			Ten Years
Class A at NAV		4/5/1994			14.42	%		3.15	%		4.80	%
Class A with 4.75% Maximum Sales Charge		—			8.95			2.16			4.29
Class B at NAV		12/19/1985			13.57			2.38			4.10
Class B with 5% Maximum Sales Charge		—			8.57			2.06			4.10
Class C at NAV		12/3/1993			13.58			2.38			4.03
Class C with 1% Maximum Sales Charge		—			12.58			2.38			4.03
Class I at NAV		7/1/1999			14.71			3.41			5.06
Barclays Capital Municipal Bond Index		—			8.32	%		6.05	%		5.03	%
Barclays Capital Long (22+) Municipal Bond Index		—			12.21			6.20			5.67
% Total Annual Operating Expense Ratios4	Class A			Class B			Class C			Class I
Gross		0.82	%		1.57	%		1.57	%		0.56	%
Net of Interest Expense		0.69			1.44			1.44			0.43
% Distribution Rates/Yields5	Class A			Class B			Class C			Class I
Distribution Rate		4.47	%		3.73	%		3.74	%		4.72	%
Taxable-Equivalent Distribution Rate		6.88			5.74			5.75			7.26
SEC 30-day Yield		3.37			2.80			2.80			3.79
Taxable-Equivalent SEC 30-day Yield		5.18			4.31			4.31			5.83
% Total Leverage6
RIB											12.77	%

Growth of $10,000

This graph shows the change in value of a hypothetical investment of $10,000 in Class C of the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.

	Period Beginning	At NAV	With Maximum Sales Charge
Class A	9/30/02	$15,985	$15,232
Class B	9/30/02	$14,954	N.A.
Class I	9/30/02	$16,393	N.A.

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

6

Eaton Vance

National Municipal Income Fund

September 30, 2012

Fund Profile

Credit Quality (% of total investments)⁷

The above chart includes the ratings of securities held by special purpose vehicles established in connection with the RIB financing.⁶ Absent such securities, credit quality (% of total investments) is as follows:⁷

AAA	11.1	%	BB	1.8	%
AA	37.4		B	3.7
A	33.8		Not Rated	2.4
BBB	9.8

See Endnotes and Additional Disclosures in this report.

7

Eaton Vance

Municipal Income Funds

September 30, 2012

Endnotes and Additional Disclosures

¹  The views expressed in this report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund. This commentary may contain statements that are not historical facts, referred to as “forward looking statements”. The Fund’s actual future results may differ significantly from those stated in any forward looking statement, depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks discussed from time to time in the Fund’s filings with the Securities and Exchange Commission.

²  S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. Barclays Capital Municipal Bond Index is an unmanaged index of municipal bonds traded in the U.S. Barclays Capital Long (22+) Municipal Bond Index is an unmanaged index of municipal bonds traded in the U.S. with maturities of 22 years or more. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

³  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

⁴  Total annual operating expense ratios are as stated in the Fund’s most recent prospectus. Net expense ratio excludes interest expense relating to the Fund’s liability with respect to floating rate notes held by third parties in conjunction with residual interest bond transactions by the Fund. The Fund also records offsetting interest income in an amount equal to this expense relating to the municipal obligations underlying such transactions and, as a result, net asset value and performance have not been affected by this expense.

⁵  The Distribution Rate is based on the Fund’s last regular distribution per share in the period (annualized) divided by the Fund’s NAV at the end of the period. The Fund’s distributions may be composed of ordinary income, tax-exempt income, net realized capital gains and return of capital. Taxable-equivalent performance is based on the highest combined federal and state income tax rates, where applicable. Lower tax rates would result in lower tax-equivalent performance. Actual tax rates will vary depending on your income, exemptions and deductions. Rates do not include local taxes. SEC Yield is a standardized measure based on the estimated yield to maturity of a fund’s investments over a 30-day period and is based on the maximum offer price at the date specified. The SEC Yield is not based on the distributions made by the Fund, which may differ.

⁶  Fund employs RIB financing. The leverage created by RIB investments provides an opportunity for increased income but, at the same time, creates special risks (including the likelihood of greater volatility of NAV). The cost of leverage rises and falls with changes in short-term interest rates. See “Floating Rate Notes Issued in Conjunction with Securities Held” in the notes to the financial statements for more information about RIB financing. RIB leverage represents the amount of Floating Rate Notes outstanding at period end as a percentage of Fund net assets plus Floating Rate Notes. Floating Rate Notes reflect the effect of RIBs purchased in secondary market transactions, if applicable.

⁷  Ratings are based on Moody’s, S&P or Fitch, as applicable. Credit ratings are based largely on the rating agency’s investment analysis at the time of rating and the rating assigned to any particular security is not necessarily a reflection of the issuer’s current financial condition. The rating assigned to a security by a rating agency does not necessarily reflect its assessment of the volatility of a security’s market value or of the liquidity of an investment in the security. If securities are rated differently by the rating agencies, the higher rating is applied. Ratings of BBB or higher by Standard and Poor’s or Fitch (Baa or higher by Moody’s) are considered to be investment grade quality.

Fund profile subject to change due to active management.

   Important Notice to Shareholders

The fiscal year end of Eaton Vance AMT-Free Municipal Income Fund was changed to September 30th. As a result, Management’s Discussion of Fund Performance and certain other sections of the report, where noted, cover a nine-month period.

8

Eaton Vance

Municipal Income Funds

September 30, 2012

Fund Expenses

Example:  As a Fund shareholder, 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 and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing 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 (April 1, 2012 – September 30, 2012).

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 Fund return. 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 each 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 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 be higher.

Eaton Vance AMT-Free Municipal Income Fund

	Beginning Account Value (4/1/12)		Ending Account Value (9/30/12)		Expenses Paid During Period* (4/1/12 – 9/30/12)		Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,071.20	$	4.97		0.96	%
Class B	$	1,000.00	$	1,067.50	$	8.84		1.71	%
Class C	$	1,000.00	$	1,067.50	$	8.84		1.71	%
Class I	$	1,000.00	$	1,072.40	$	3.68		0.71	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,020.20	$	4.85		0.96	%
Class B	$	1,000.00	$	1,016.50	$	8.62		1.71	%
Class C	$	1,000.00	$	1,016.50	$	8.62		1.71	%
Class I	$	1,000.00	$	1,021.50	$	3.59		0.71	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 183/366 (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 March 31, 2012.

9

Eaton Vance

Municipal Income Funds

September 30, 2012

Fund Expenses — continued

Eaton Vance National Municipal Income Fund

	Beginning Account Value (4/1/12)		Ending Account Value (9/30/12)		Expenses Paid During Period* (4/1/12 – 9/30/12)		Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,057.70	$	4.01		0.78	%
Class B	$	1,000.00	$	1,053.80	$	7.86		1.53	%
Class C	$	1,000.00	$	1,053.80	$	7.86		1.53	%
Class I	$	1,000.00	$	1,059.00	$	2.73		0.53	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,021.10	$	3.94		0.78	%
Class B	$	1,000.00	$	1,017.40	$	7.72		1.53	%
Class C	$	1,000.00	$	1,017.40	$	7.72		1.53	%
Class I	$	1,000.00	$	1,022.40	$	2.68		0.53	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 183/366 (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 March 31, 2012.

10

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Portfolio of Investments

Tax-Exempt Investments — 111.4%
Security	Principal Amount (000’s omitted)		Value
Bond Bank — 3.1%
Idaho Bond Bank Authority, 5.25%, 9/15/25	$	1,160	$	1,380,087
Idaho Bond Bank Authority, 5.375%, 9/15/27		1,555		1,855,908
New York Environmental Facilities Corp., 5.00%, 10/15/15(1)		9,900		11,551,815
New York Environmental Facilities Corp., 5.00%, 10/15/35		100		116,685
			$	14,904,495
Education — 9.1%
Alexandria, VA, Industrial Development Authority, (Episcopal High School), 3.75%, 1/1/30	$	1,615	$	1,701,128
Georgia Private Colleges and Universities Authority, (Emory University), 5.00%, 9/1/38(1)		9,990		11,327,861
Massachusetts Health and Educational Facilities Authority, (Harvard University), 5.50%, 11/15/36		11,000		13,400,640
Missouri Health and Educational Facilities Authority, (Washington University), 5.375%, 3/15/39(1)		4,110		4,799,288
New York Dormitory Authority, (Columbia University), 5.00%, 10/1/41		790		923,052
New York Dormitory Authority, (State University Educational Facilities), 4.00%, 5/15/28		2,470		2,739,526
Oregon Facilities Authority, (Lewis & Clark College), 5.625%, 10/1/36		1,530		1,795,486
Oregon Facilities Authority, (Reed College), 5.125%, 7/1/41		1,265		1,458,279
University of Virginia, 5.00%, 6/1/40		4,475		5,193,014
			$	43,338,274
Electric Utilities — 4.9%
Apache County, AZ, Industrial Development Authority, (Tucson Electric Power Co.), 4.50%, 3/1/30	$	1,630	$	1,711,728
Chula Vista, CA, (San Diego Gas and Electric), 5.875%, 2/15/34		3,520		4,171,129
Hawaii Department of Budget and Finance, (Hawaiian Electric Co.), 6.50%, 7/1/39		1,000		1,175,150
Omaha, NE, Public Power District, 5.00%, 2/1/37(2)		1,075		1,250,408
Omaha, NE, Public Power District, 5.00%, 2/1/39(2)		625		723,119
San Antonio, TX, (Electric and Gas Systems), 5.00%, 2/1/34(1)		7,000		7,908,390
Vernon, CA, Electric System Revenue, 5.125%, 8/1/21		5,505		6,147,709
			$	23,087,633
Escrowed / Prerefunded — 3.0%
Foothill/Eastern Transportation Corridor Agency, CA, Escrowed to Maturity, 0.00%, 1/1/18	$	10,000	$	9,432,100
Savannah, GA, Economic Development Authority, Escrowed to Maturity, 0.00%, 12/1/21		6,000		4,914,480
			$	14,346,580

Security	Principal Amount (000’s omitted)		Value
General Obligations — 17.5%
Banks School District No. 13, Washington County, OR, 3.00%, 6/15/21	$	1,150	$	1,285,815
Bonneville and Bingham Counties, ID, Joint School District No. 93, 5.00%, 9/15/31		80		98,375
California, 5.00%, 10/1/41		500		554,870
California, 5.00%, 4/1/42		3,525		3,923,889
California, 5.25%, 10/1/29		560		659,058
California, 5.25%, 10/1/32		3,480		4,041,881
Clackamas County, OR, School District No. 46, 0.00%, 6/15/32		2,350		1,184,635
Clackamas County, OR, School District No. 46, 0.00%, 6/15/33		5,880		2,839,628
Clackamas County, OR, School District No. 46, 0.00%, 6/15/34		8,500		3,929,550
Clackamas County, OR, School District No. 46, 0.00%, 6/15/36		4,630		1,938,674
Clark County, NV, 5.00%, 6/1/38(1)		10,000		10,935,100
Deschutes and Jefferson Counties, OR, School District No. 2J, 0.00%, 6/15/24		1,175		854,954
Deschutes and Jefferson Counties, OR, School District No. 2J, 0.00%, 6/15/25		3,700		2,575,792
Hawaii, 5.00%, 12/1/31		1,000		1,204,260
Honolulu City and County, HI, 5.25%, 8/1/33		1,245		1,523,345
Honolulu City and County, HI, 5.25%, 8/1/34		1,525		1,844,335
Howell Public Schools, MI, 4.00%, 5/1/23		140		158,472
Howell Public Schools, MI, 4.25%, 5/1/24		200		228,362
Howell Public Schools, MI, 4.25%, 5/1/25		155		175,068
Louisiana, 4.00%, 8/1/30(1)		3,680		4,042,517
Louisiana, 4.00%, 8/1/31(1)		3,660		4,000,819
Newton, MA, 5.00%, 4/1/39		1,610		1,821,956
Ohio, 4.00%, 2/1/29		310		341,887
Ohio, 4.00%, 2/1/30		310		340,606
Port of Houston Authority of Harris County, TX, 5.00%, 10/1/39		2,500		3,012,425
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/24		1,565		1,138,725
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/25		1,605		1,117,337
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/26		1,615		1,080,096
Santa Clara County, CA, (Election of 2008), 5.00%, 8/1/39(1)(3)		7,700		8,827,819
South Carolina, 3.25%, 8/1/30		2,330		2,372,126
Texas, 5.00%, 8/1/38(2)		795		935,159
Texas, 5.00%, 8/1/41(2)		1,375		1,613,562
Washington, 4.00%, 7/1/27		2,510		2,834,166
Washington, 4.00%, 7/1/28		2,475		2,775,267
Washington, 5.25%, 2/1/36(1)		6,000		7,069,500
			$	83,280,030

11 See Notes to Financial Statements.

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Health Care – Miscellaneous — 0.3%
Suffolk County, NY, Industrial Development Agency, (Alliance of Long Island Agencies), Series A, Class B, 7.50%, 9/1/15	$	135	$	136,920
Suffolk County, NY, Industrial Development Agency, (Alliance of Long Island Agencies), Series A, Class D, 7.50%, 9/1/15		100		101,422
Tax Revenue Exempt Securities Trust, Community Health Provider, (Pooled Loan Program Various States Trust Certificates), 6.00%, 12/1/36(4)		109		109,861
Tax Revenue Exempt Securities Trust, Community Health Provider, (Pooled Loan Program Various States Trust Certificates), Series 1, 5.50%, 12/1/36(4)		387		387,699
Tax Revenue Exempt Securities Trust, Community Health Provider, (Pooled Loan Program Various States Trust Certificates), Series 2, 5.50%, 12/1/36(4)		460		461,547
			$	1,197,449
Hospital — 15.1%
California Health Facilities Financing Authority, (Catholic Healthcare West), 5.25%, 3/1/28	$	535	$	610,119
California Health Facilities Financing Authority, (Cedars-Sinai Medical Center), 5.00%, 8/15/39		2,955		3,232,356
California Health Facilities Financing Authority, (Providence Health System), 5.50%, 10/1/39		5,175		5,925,686
California Health Facilities Financing Authority, (Sutter Health), 5.25%, 8/15/31		1,325		1,537,371
California Statewide Communities Development Authority, (John Muir Health), 5.00%, 7/1/29		1,330		1,462,096
California Statewide Communities Development Authority, (John Muir Health), 5.125%, 7/1/39		2,465		2,667,845
California Statewide Communities Development Authority, (Kaiser Permanente), 5.00%, 3/1/41		2,595		2,744,887
California Statewide Communities Development Authority, (Kaiser Permanente), 5.00%, 4/1/42		1,980		2,183,900
Camden County, NJ, Improvement Authority, (Cooper Health System), 5.00%, 2/15/35		1,080		1,117,022
Charlotte-Mecklenburg, NC, Hospital Authority, (Carolinas HealthCare System), 5.00%, 1/15/43		335		375,559
Harris County, TX, Cultural Education Facilities Finance Corp., (Baylor College of Medicine), 5.00%, 11/15/37		1,690		1,864,374
Highlands County, FL, Health Facilities Authority, (Adventist Health System), 5.25%, 11/15/36		6,480		6,936,775
Idaho Health Facilities Authority, (Trinity Health Credit Group), 6.25%, 12/1/33		2,985		3,586,687
Illinois Finance Authority, (Provena Healthcare), 7.75%, 8/15/34		7,120		9,267,392
Kansas Development Finance Authority, (Adventist Health System), 5.75%, 11/15/38		5,230		6,134,110
Knox County, TN, Health, Educational and Housing Facilities Board, (Covenant Health), 0.00%, 1/1/38		2,490		714,680
Knox County, TN, Health, Educational and Housing Facilities Board, (Covenant Health), 0.00%, 1/1/42		7,410		1,721,195

Security	Principal Amount (000’s omitted)		Value
Hospital (continued)
Maricopa County, AZ, Industrial Development Authority, (Catholic Healthcare West), 5.50%, 7/1/26	$	4,150	$	4,342,228
Massachusetts Development Finance Agency, (Tufts Medical Center), 6.75%, 1/1/36		785		962,441
Massachusetts Health and Educational Facilities Authority, (Lowell General Hospital), 5.00%, 7/1/30		400		418,952
New York Dormitory Authority, (NYU Hospital Center), 5.625%, 7/1/37		1,865		2,043,648
New York Dormitory Authority, (Orange Regional Medical Center), 6.125%, 12/1/29		2,870		3,177,434
New York Dormitory Authority, (Orange Regional Medical Center), 6.25%, 12/1/37		3,380		3,703,196
Oneida County, NY, Industrial Development Agency, (St. Elizabeth Medical Center), 5.75%, 12/1/19		1,505		1,506,791
Orange County, FL, Health Facilities Authority, (Orlando Health, Inc.), 5.00%, 10/1/42		2,065		2,236,333
Orange County, FL, Health Facilities Authority, (Orlando Health, Inc.), 5.375%, 10/1/23		1,000		1,152,380
			$	71,625,457
Housing — 0.3%
Lake Creek, CO, (Affordable Housing Corp.), 6.25%, 12/1/23	$	1,040	$	1,072,011
Texas Student Housing Corp., (University of North Texas), 9.375%, 7/1/49(5)		285		170,912
			$	1,242,923
Industrial Development Revenue — 2.0%
Brazos River, TX, Harbor Navigation District, (Dow Chemical Co.), 4.95%, 5/15/33	$	4,000	$	4,330,040
Hardeman County, TN, (Correctional Facilities Corp.), 7.75%, 8/1/17		530		530,170
Selma, AL, Industrial Development Board, (International Paper Co.), 5.80%, 5/1/34		2,670		3,034,268
St. Charles Parish, LA, (Valero Energy Corp.), 4.00% to 6/1/22 (Put Date), 12/1/40		1,665		1,814,084
			$	9,708,562
Insured – Education — 0.5%
Virginia College Building Authority, (Washington and Lee University), (NPFG), 5.25%, 1/1/31	$	1,750	$	2,295,143
			$	2,295,143
Insured – Electric Utilities — 1.7%
Long Island Power Authority, NY, Electric System Revenue, (BHAC), 5.75%, 4/1/33	$	5,415	$	6,635,433

12 See Notes to Financial Statements.

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Insured – Electric Utilities (continued)
Ohio Municipal Electric Generation Agency, (NPFG), 0.00%, 2/15/29	$	2,865	$	1,472,495
			$	8,107,928
Insured – General Obligations — 0.3%
Frisco, TX, Independent School District, (AGM), (PSF Guaranteed), 4.00%, 8/15/40	$	300	$	307,416
Yuma and La Paz Counties, AZ, Community College District, (Arizona Western College), (NPFG), 3.75%, 7/1/31		1,170		1,207,452
			$	1,514,868
Insured – Hospital — 1.4%
Harrisonburg, VA, Industrial Development Authority, (Rockingham Memorial Hospital), (AMBAC), 4.50%, 8/15/36	$	6,295	$	6,592,376
			$	6,592,376
Insured – Lease Revenue / Certificates of Participation — 0.7%
Anaheim, CA, Public Financing Authority, (Anaheim Public Improvements), (AGM), 0.00%, 9/1/31	$	8,680	$	3,412,108
			$	3,412,108
Insured – Other Revenue — 0.6%
Harris County-Houston, TX, Sports Authority, (NPFG), 0.00%, 11/15/34	$	10,600	$	3,066,898
			$	3,066,898
Insured – Special Tax Revenue — 6.8%
Alabama Public School and College Authority, (AGM), 2.50%, 12/1/27(6)	$	12,660	$	12,495,547
Ceres, CA, Redevelopment Agency, (Ceres Redevelopment Project Area No. 1), (AMBAC), 4.00%, 11/1/31		3,480		3,249,241
Massachusetts, Special Obligation, Dedicated Tax Revenue, (FGIC), (NPFG), 5.50%, 1/1/27		6,000		7,653,060
Massachusetts, Special Obligation, Dedicated Tax Revenue, (FGIC), (NPFG), 5.50%, 1/1/30		2,565		3,316,673
McKay Landing Metropolitan District No. 2, CO, (AMBAC), 4.25%, 12/1/36		1,300		1,207,076
Puerto Rico Sales Tax Financing Corp., (AMBAC), 0.00%, 8/1/54		14,440		1,233,032
Puerto Rico Sales Tax Financing Corp., (NPFG), 0.00%, 8/1/45		7,505		1,161,774
San Jose, CA, Redevelopment Agency, (Merged Area Redevelopment Project), (XLCA), 4.25%, 8/1/36		1,990		1,802,641
			$	32,119,044

Security	Principal Amount (000’s omitted)		Value
Insured – Transportation — 4.2%
Alameda, CA, Corridor Transportation Authority, (NPFG), 0.00%, 10/1/31	$	10,000	$	3,914,900
Chicago, IL, (O’Hare International Airport), (AGM), 4.75%, 1/1/34		5,050		5,386,784
E-470 Public Highway Authority, CO, (NPFG), 0.00%, 9/1/39		7,120		1,576,368
Metropolitan Transportation Authority, NY, (AGM), 4.00%, 11/15/30		1,535		1,649,434
New Orleans, LA, Aviation Board, (AGC), 6.00%, 1/1/23		1,040		1,247,948
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/21		6,845		4,983,092
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/32		3,755		1,162,586
			$	19,921,112
Insured – Water and Sewer — 3.5%
Chicago, IL, Wastewater Transmission Revenue, (BHAC), 5.50%, 1/1/38	$	4,305	$	4,808,082
DeKalb County, GA, Water and Sewerage Revenue, (AGM), 5.25%, 10/1/32		5,260		6,615,818
Detroit, MI, Sewage Disposal System, (AGM), 5.00%, 7/1/39		4,825		5,137,081
			$	16,560,981
Lease Revenue / Certificates of Participation — 1.0%
New Jersey Health Care Facilities Financing Authority, (Hospital Asset Transformation Program), 5.75%, 10/1/31	$	3,970	$	4,673,285
			$	4,673,285
Nursing Home — 0.2%
Montgomery County, PA, Industrial Development Authority, (Advancement of Geriatric Health Care Institute), 8.375%, 7/1/23	$	865	$	865,735
			$	865,735
Other Revenue — 4.5%
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.00%, 7/15/30	$	1,175	$	1,378,357
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.25%, 7/15/40		1,320		1,539,886
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.375%, 7/15/43		720		844,150
Central Falls, RI, Detention Facility Corp., 7.25%, 7/15/35		1,220		1,060,156
Mohegan Tribe of Indians Gaming Authority, CT, 6.25%, 1/1/21(4)		1,000		1,001,260
New York, NY, Transitional Finance Authority, (Building Aid), 6.00%, 7/15/38		7,250		8,578,997
Otero County, NM, Jail Project Revenue, 5.50%, 4/1/13		90		89,913

13 See Notes to Financial Statements.

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Other Revenue (continued)
Otero County, NM, Jail Project Revenue, 5.75%, 4/1/18	$	545	$	528,890
Salt Verde Financial Corp., AZ, Senior Gas Revenue, 5.00%, 12/1/37		2,735		3,009,293
Seminole Tribe, FL, 5.50%, 10/1/24(4)		1,150		1,241,390
White Earth Band of Chippewa Indians, MN, 6.375%, 12/1/26(4)		2,390		2,053,010
			$	21,325,302
Senior Living / Life Care — 2.7%
Colorado Health Facilities Authority, (Covenant Retirement Communities, Inc.), 5.00%, 12/1/35	$	3,300	$	3,412,728
Fairfax County, VA, Economic Development Authority, (Goodwin House, Inc.), 5.125%, 10/1/37		1,885		1,947,525
Fairfax County, VA, Economic Development Authority, (Goodwin House, Inc.), 5.125%, 10/1/42		2,255		2,322,650
Kansas City, MO, Industrial Development Authority, (Kingswood United Methodist Manor), 5.875%, 11/15/29		1,480		1,472,763
Maryland Health and Higher Educational Facilities Authority, (Charlestown Community, Inc.), 6.125%, 1/1/30		1,650		1,922,811
North Miami, FL, (Imperial Club), 6.125%, 1/1/42(7)		1,480		651,215
Tempe, AZ, Industrial Development Authority, (Friendship Village of Tempe), 6.00%, 12/1/32		160		172,378
Tempe, AZ, Industrial Development Authority, (Friendship Village of Tempe), 6.25%, 12/1/42		660		714,753
			$	12,616,823
Special Tax Revenue — 9.8%
Baltimore, MD, (Clipper Mill), 6.25%, 9/1/33	$	2,476	$	2,583,260
Baltimore, MD, (Strathdale Manor), 7.00%, 7/1/33		744		775,508
Bridgeville, DE, (Heritage Shores Special Development District), 5.45%, 7/1/35		1,250		1,017,525
Capistrano, CA, Unified School District, 6.00%, 9/1/33		1,000		1,014,040
Illinois, Sales Tax Revenue, 5.00%, 6/15/31		845		978,273
Illinois, Sales Tax Revenue, 5.00%, 6/15/32		815		938,799
Illinois, Sales Tax Revenue, 5.00%, 6/15/33		865		991,394
Massachusetts Bay Transportation Authority, 5.00%, 7/1/41		1,145		1,340,074
Massachusetts Bay Transportation Authority, 5.25%, 7/1/34		4,040		4,730,274
Massachusetts Bay Transportation Authority, 5.25%, 7/1/34(1)		9,000		12,157,380
New York Dormitory Authority, Personal Income Tax Revenue, 5.00%, 3/15/34		5,000		5,825,800
New York, NY, Transitional Finance Authority, Future Tax Revenue, 5.25%, 2/1/30		4,930		5,926,402
Puerto Rico Sales Tax Financing Corp., 5.25%, 8/1/57		5,995		6,313,994
River Hall, FL, Community Development District, (Capital Improvements), 5.45%, 5/1/36		1,180		1,070,036
Tiverton, RI, (Villages on Mount Hope Bay), 6.875%, 5/1/22		795		805,709
			$	46,468,468

Security	Principal Amount (000’s omitted)		Value
Transportation — 15.4%
Central Texas Regional Mobility Authority, 5.75%, 1/1/31	$	415	$	486,314
Metropolitan Transportation Authority, NY, 6.25%, 11/15/23		2,250		2,878,245
Metropolitan Transportation Authority, NY, 6.50%, 11/15/28		5,000		6,416,700
New Jersey Transportation Trust Fund Authority, (Transportation System), 6.00%, 12/15/38		4,820		5,671,309
New Jersey Turnpike Authority, 5.00%, 1/1/35		3,410		3,959,112
New Jersey Turnpike Authority, 5.25%, 1/1/40		4,000		4,511,080
New York Liberty Development Corp., (One World Trade Center), 5.00%, 12/15/41		3,625		4,084,904
New York Liberty Development Corp., (4 World Trade Center), 5.00%, 11/15/31		1,270		1,449,172
Pennsylvania Turnpike Commission, 5.25%, 6/1/39		1,070		1,178,209
Pennsylvania Turnpike Commission, 5.50%, 12/1/41		645		729,469
Pennsylvania Turnpike Commission, 6.375%, (0.00% until 12/1/17), 12/1/38		11,500		11,328,305
Port Authority of New York and New Jersey, 5.00%, 11/15/37(1)		5,000		5,498,300
Port Authority of New York and New Jersey, 5.25%, 7/15/36		3,595		4,261,944
Texas Private Activity Bond Surface Transportation Corp., (LBJ Express Managed Lanes Project), 7.00%, 6/30/34		3,500		4,330,865
Texas Private Activity Bond Surface Transportation Corp., (North Tarrant Express Managed Lanes Project), 6.875%, 12/31/39		2,980		3,593,880
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/27		225		137,756
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/28		225		131,992
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/30		300		160,869
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/31		180		92,005
Triborough Bridge and Tunnel Authority, NY, 5.25%, 11/15/34(1)		10,000		12,011,800
			$	72,912,230
Water and Sewer — 2.8%
Metropolitan St. Louis, MO, Sewer District, 5.00%, 5/1/42	$	1,000	$	1,170,600
New York, NY, Municipal Water Finance Authority, (Water and Sewer System), 5.75%, 6/15/40(1)(3)		6,855		8,292,288
Portland, OR, Water System, 5.00%, 5/1/35		3,265		3,830,498
			$	13,293,386
Total Tax-Exempt Investments — 111.4% (identified cost $462,907,667)			$	528,477,090
Other Assets, Less Liabilities — (11.4)%			$	(53,955,172	)
Net Assets — 100.0%			$	474,521,918

14 See Notes to Financial Statements.

Eaton Vance

AMT-Free Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

AGC	–	Assured Guaranty Corp.
AGM	–	Assured Guaranty Municipal Corp.
AMBAC	–	AMBAC Financial Group, Inc.
BHAC	–	Berkshire Hathaway Assurance Corp.
FGIC	–	Financial Guaranty Insurance Company
NPFG	–	National Public Finance Guaranty Corp.
PSF	–	Permanent School Fund
XLCA	–	XL Capital Assurance, Inc.

At September 30, 2012, the concentration of the Fund’s investments in the various states, determined as a percentage of net assets, is as follows:

New York	21.9%
California	15.1%
Others, representing less than 10% individually	74.4%

The Fund invests primarily in debt securities issued by municipalities. The ability of the issuers of the debt securities to meet their obligations may be affected by economic developments in a specific industry or municipality. In order to reduce the risk associated with such economic developments, at September 30, 2012, 17.7% of total investments are backed by bond insurance of various financial institutions and financial guaranty assurance agencies. The aggregate percentage insured by an individual financial institution ranged from 0.2% to 6.6% of total investments.

⁽¹⁾  Security represents the municipal bond held by a trust that issues residual interest bonds (see Note 1I).

⁽²⁾  When-issued security.

⁽³⁾  Security (or a portion thereof) has been pledged as collateral for residual interest bond transactions. The aggregate value of such collateral is $6,775,107.

⁽⁴⁾  Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be sold in certain transactions (normally to qualified institutional buyers) and remain exempt from registration. At September 30, 2012, the aggregate value of these securities is $5,254,767 or 1.1% of the Fund’s net assets.

⁽⁵⁾  Defaulted bond.

⁽⁶⁾  Security (or a portion thereof) has been segregated to cover payable for when-issued securities.

⁽⁷⁾  Security is in default and making only partial interest payments.

15 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments

Tax-Exempt Municipal Securities — 108.1%
Security	Principal Amount (000’s omitted)		Value
Bond Bank — 1.8%
New York Environmental Facilities Corp., (New York City Municipal Water Finance Authority), 4.00%, 6/15/26	$	27,125	$	31,347,820
New York Environmental Facilities Corp., (New York City Municipal Water Finance Authority), 4.00%, 6/15/27		12,880		14,770,011
Oklahoma Water Resources Board, 5.25%, 4/1/36		14,165		17,031,571
Rickenbacker Port Authority, OH, (OASBO Expanded Asset Pooled Financing Program), 5.375%, 1/1/32		25,530		32,152,993
			$	95,302,395
Cogeneration — 0.7%
Maryland Energy Financing Administration, (AES Warrior Run), (AMT), 7.40%, 9/1/19	$	22,150	$	22,274,040
Pennsylvania Economic Development Financing Authority, (Northampton Generating), (AMT), 6.50%, 1/1/13(1)		1,300		820,547
Pennsylvania Economic Development Financing Authority, (Northampton Generating), (AMT), 6.60%, 1/1/19(1)		21,950		14,172,237
Pennsylvania Economic Development Financing Authority, (Northampton Generating), Junior Liens, (AMT), 6.875%, 1/1/11(1)		1,500		294,285
Pennsylvania Economic Development Financing Authority, (Northampton Generating), Junior Liens, (AMT), 6.95%, 1/1/21(1)		5,000		1,009,250
			$	38,570,359
Education — 1.8%
Massachusetts Health and Educational Facilities Authority, (Massachusetts Institute of Technology), 5.50%, 7/1/36	$	4,750	$	5,725,887
Missouri Health and Educational Facilities Authority, (Washington University), 5.375%, 3/15/39(2)		45,615		53,265,092
New York Dormitory Authority, (Columbia University), 5.00%, 10/1/41		8,690		10,153,570
Oregon Facilities Authority, (Lewis & Clark College), 5.625%, 10/1/36		14,470		16,980,834
Oregon Facilities Authority, (Reed College), 5.125%, 7/1/41		8,485		9,781,423
			$	95,906,806
Electric Utilities — 4.7%
Colorado Springs, CO, Utilities System Revenue, 4.00%, 11/15/30	$	23,315	$	25,799,913

Security	Principal Amount (000’s omitted)		Value
Electric Utilities (continued)
Hawaii Department of Budget and Finance, (Hawaiian Electric Co.), 6.50%, 7/1/39	$	8,600	$	10,106,290
JEA, FL, Electric System Revenue, 4.00%, 10/1/28		2,285		2,495,837
JEA, FL, Electric System Revenue, 4.00%, 10/1/29		3,440		3,741,069
JEA, FL, Electric System Revenue, 4.00%, 10/1/30		5,510		5,961,930
JEA, FL, Electric System Revenue, 4.00%, 10/1/31		3,085		3,323,563
Omaha, NE, Public Power District, 5.00%, 2/1/37(3)		11,755		13,673,063
Omaha, NE, Public Power District, 5.00%, 2/1/39(3)		6,875		7,954,306
Puerto Rico Electric Power Authority, 5.00%, 7/1/42		34,430		34,242,357
Puerto Rico Electric Power Authority, 5.25%, 7/1/31		20,025		20,778,741
Puerto Rico Electric Power Authority, 5.25%, 7/1/40		10,000		10,030,700
San Antonio, TX, (Electric and Gas Systems), 5.00%, 2/1/34(2)		41,100		46,433,547
Vernon, CA, Electric System Revenue, 5.125%, 8/1/21		51,375		57,373,031
			$	241,914,347
Escrowed / Prerefunded — 0.1%
Bexar County, TX, Health Facilities Development Corp., (St. Luke’s Lutheran Hospital), Escrowed to Maturity, 7.00%, 5/1/21	$	2,400	$	3,264,480
			$	3,264,480
General Obligations — 15.3%
Banks School District No. 13, Washington County, OR, 0.00%, 6/15/23	$	940	$	735,183
Banks School District No. 13, Washington County, OR, 0.00%, 6/15/24		1,405		1,056,448
Banks School District No. 13, Washington County, OR, 0.00%, 6/15/25		1,450		1,040,288
Banks School District No. 13, Washington County, OR, 0.00%, 6/15/26		1,495		1,037,022
Bonneville and Bingham Counties, ID, Joint School District No. 93, 5.00%, 9/15/31		790		971,455
California, 5.00%, 4/1/42		35,345		39,344,640
Clark County, NV, 5.00%, 6/1/38(2)		94,200		103,008,642
Conroe, TX, Independent School District, (PSF Guaranteed), 5.25%, 2/15/33		12,840		15,737,218
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/25		500		343,875
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/26		2,590		1,704,790
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/27		2,650		1,660,808
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/28		2,500		1,496,600
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/29		2,590		1,476,455

16 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
General Obligations (continued)
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/30	$	2,000	$	1,080,740
David Douglas School District No. 40, Multnomah County, OR, 0.00%, 6/15/31		1,500		768,045
Forest Grove School District No. 15, Washington County, OR, 0.00%, 6/15/28		3,050		1,841,468
Forest Grove School District No. 15, Washington County, OR, 0.00%, 6/15/29		3,440		1,973,597
Forest Grove School District No. 15, Washington County, OR, 0.00%, 6/15/30		4,110		2,254,458
Forest Grove School District No. 15, Washington County, OR, 0.00%, 6/15/31		3,075		1,585,532
Hawaii, 5.00%, 12/1/31		19,000		22,880,940
Howell Public Schools, MI, 4.00%, 5/1/23		1,460		1,652,632
Howell Public Schools, MI, 4.25%, 5/1/24		2,100		2,397,801
Howell Public Schools, MI, 4.25%, 5/1/25		1,605		1,812,799
Klein, TX, Independent School District, (PSF Guaranteed), 5.00%, 2/1/36		14,180		16,503,109
Louisiana, 4.00%, 8/1/28(2)		23,200		25,737,848
Louisiana, 4.00%, 8/1/28		5		5,547
Louisiana, 4.00%, 8/1/29(2)		23,940		26,428,084
Louisiana, 4.00%, 8/1/29		15		16,559
Louisiana, 4.00%, 8/1/30(2)		15,760		17,312,518
Louisiana, 4.00%, 8/1/30		10		10,985
Louisiana, 4.00%, 8/1/31(2)		15,920		17,402,470
Louisiana, 4.00%, 8/1/31		10		10,931
Newton, MA, 5.00%, 4/1/36		5,275		5,999,732
Newton, MA, 5.00%, 4/1/39		11,480		12,991,342
North East Independent School District, TX, (PSF Guaranteed), 4.00%, 8/1/33		3,460		3,829,009
North East Independent School District, TX, (PSF Guaranteed), 4.00%, 8/1/34		3,595		3,942,672
Ohio, 4.00%, 2/1/29		3,220		3,551,209
Ohio, 4.00%, 2/1/30		3,245		3,565,379
Port of Houston Authority of Harris County, TX, (AMT), 5.625%, 10/1/38(2)		41,620		47,328,599
Port of Houston Authority of Harris County, TX, (AMT), 5.625%, 10/1/38		10,000		11,371,600
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/24		7,945		5,780,941
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/25		11,945		8,315,631
Salem-Keizer, OR, School District No. 24J, 0.00%, 6/15/26		11,485		7,681,053
San Francisco City and County, CA, 4.00%, 6/15/29		9,820		10,685,437
San Francisco, CA, Bay Area Rapid Transit District, (Election of 2004), 4.75%, 8/1/37(2)		36,300		39,937,260

Security	Principal Amount (000’s omitted)		Value
General Obligations (continued)
Santa Clara County, CA, (Election of 2008), 5.00%, 8/1/39(2)(4)	$	57,400	$	65,807,378
South-Western City School District, OH, 4.25%, 12/1/28		2,000		2,221,840
South-Western City School District, OH, 4.375%, 12/1/29		1,500		1,671,360
South-Western City School District, OH, 4.50%, 12/1/30		1,250		1,406,950
Texas, 5.00%, 8/1/38(3)		8,670		10,198,521
Texas, 5.00%, 8/1/41(3)		15,065		17,678,778
Texas, (AMT), 5.00%, 8/1/31		8,000		9,407,440
Texas, (AMT), 5.00%, 8/1/36		10,465		12,013,820
Texas, (Texas Transportation Commission), 4.50%, 4/1/33(2)		40,875		45,157,065
Washington, 4.00%, 7/1/27		26,070		29,436,941
Washington, 4.00%, 7/1/28		25,750		28,873,990
Washington, 4.00%, 8/1/31		15,785		17,339,980
Washington, 4.00%, 8/1/32		16,435		17,950,636
Washington, 5.00%, 2/1/31		15,720		18,616,567
Washington, 5.00%, 2/1/33		21,255		24,875,152
Will County, IL, Community Unit School District No. 365-U, (Valley View), 5.75%, 11/1/31		12,995		15,722,001
			$	794,647,770
Health Care – Miscellaneous — 0.0%(5)
Tax Revenue Exempt Securities Trust, Community Health Provider, (Pooled Loan Program Various States Trust Certificates), 5.50%, 12/1/36(6)	$	634	$	636,011
Tax Revenue Exempt Securities Trust, Community Health Provider, (Pooled Loan Program Various States Trust Certificates), 5.875%, 12/1/36(6)		680		682,636
			$	1,318,647
Hospital — 13.6%
Alabama Special Care Facilities Financing Authority, (Ascension Health), 5.00%, 11/15/39(2)(4)	$	34,260	$	36,620,172
California Health Facilities Financing Authority, (Catholic Healthcare West), 5.25%, 3/1/28		5,700		6,500,337
California Health Facilities Financing Authority, (Providence Health System), 5.50%, 10/1/39(2)(4)		36,700		42,023,702
California Health Facilities Financing Authority, (Sutter Health), 5.25%, 8/15/31		13,675		15,866,829
California Statewide Communities Development Authority, (John Muir Health), 5.00%, 7/1/29		10,670		11,729,744
California Statewide Communities Development Authority, (John Muir Health), 5.125%, 7/1/39		19,735		21,358,993
California Statewide Communities Development Authority, (Kaiser Permanente), 5.00%, 3/1/41		49,645		52,512,495

17 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Hospital (continued)
California Statewide Communities Development Authority, (Kaiser Permanente), 5.00%, 4/1/42	$	20,900	$	23,052,282
California Statewide Communities Development Authority, (Sutter Health), 5.25%, 11/15/48		59,270		63,839,124
Camden County, NJ, Improvement Authority, (Cooper Health System), 5.00%, 2/15/35		12,725		13,161,213
Charlotte-Mecklenburg, NC, Hospital Authority, (Carolinas HealthCare System), 5.00%, 1/15/43		3,415		3,828,454
Harris County, TX, Cultural Education Facilities Finance Corp., (Baylor College of Medicine), 5.00%, 11/15/37		18,350		20,243,353
Highlands County, FL, Health Facilities Authority, (Adventist Health System), 5.25%, 11/15/36		18,195		19,477,566
Illinois Finance Authority, (Provena Healthcare), 7.75%, 8/15/34		53,260		69,323,216
Massachusetts Development Finance Agency, (Tufts Medical Center), 6.75%, 1/1/36		7,510		9,207,560
Massachusetts Health and Educational Facilities Authority, (Lowell General Hospital), 5.00%, 7/1/30		4,060		4,252,363
Michigan Hospital Finance Authority, (Henry Ford Health System), 5.25%, 11/15/46		16,520		17,552,170
New York Dormitory Authority, (NYU Hospital Center), 5.625%, 7/1/37		12,795		14,020,633
Oneida County, NY, Industrial Development Agency, (St. Elizabeth Medical Center), 6.00%, 12/1/29		4,000		4,002,400
Orange County, FL, Health Facilities Authority, (Orlando Health, Inc.), 5.125%, 10/1/26		2,545		2,824,263
Orange County, FL, Health Facilities Authority, (Orlando Health, Inc.), 5.375%, 10/1/23		4,150		4,782,377
Orange County, FL, Health Facilities Authority, (Orlando Health, Inc.), 5.375%, 10/1/41		41,400		45,046,926
South Miami, FL, Health Facilities Authority, (Baptist Health South Florida Obligated Group), 5.00%, 8/15/37(2)		63,000		67,745,160
South Miami, FL, Health Facilities Authority, (Baptist Health South Florida Obligated Group), 5.00%, 8/15/42(2)		75,000		80,369,250
Tarrant County, TX, Cultural Education Facilities Finance Corp., (Scott & White Healthcare), 5.25%, 8/15/40		17,685		19,524,063
Washington Township Health Care District, 6.25%, 7/1/39		16,675		19,222,773
Wisconsin Health and Educational Facilities Authority, (Wheaton Franciscan Healthcare System), 5.125%, 8/15/30		8,475		8,840,527
Wisconsin Health and Educational Facilities Authority, (Wheaton Franciscan Healthcare System), 5.25%, 8/15/31		8,865		9,348,852
			$	706,276,797

Security	Principal Amount (000’s omitted)		Value
Housing — 2.0%
Arkansas Development Finance Authority, MFMR, (Park Apartments), (AMT), 5.95%, 12/1/28	$	6,035	$	4,950,933
Lake Creek, CO, (Affordable Housing Corp.), 6.25%, 12/1/23		7,785		8,024,622
Texas Student Housing Corp., (University of Northern Texas), 6.85%, 7/1/31		10,640		8,286,113
Virginia Housing Development Authority, (AMT), 5.20%, 10/1/26(2)		23,335		25,161,664
Virginia Housing Development Authority, (AMT), 5.30%, 7/1/35		6,500		6,881,160
Virginia Housing Development Authority, (AMT), 23.858%, 10/1/35(6)(7)(8)		6,940		9,179,885
Virginia Housing Development Authority, Series A, (AMT), 5.10%, 10/1/35(9)		18,345		19,418,182
Virginia Housing Development Authority, Series A1, (AMT), 5.10%, 10/1/35		18,750		19,721,625
			$	101,624,184
Industrial Development Revenue — 4.4%
Austin, TX, (CargoPort Development LLC), (AMT), 8.30%, 10/1/21	$	5,530	$	5,613,558
Broward County, FL, (Lynxs CargoPort), (AMT), 6.75%, 6/1/19(1)		1,805		719,094
Denver City and County, CO, (United Airlines), (AMT), 5.25%, 10/1/32		12,360		12,503,500
Denver City and County, CO, (United Airlines), (AMT), 5.75%, 10/1/32		33,290		34,510,744
Hardeman County, TN, (Correctional Facilities Corp.), 7.75%, 8/1/17		3,500		3,501,120
Houston, TX, (Continental Airlines), (AMT), 6.75%, 7/1/29		41,750		41,920,757
Mississippi Business Finance Corp., (Air Cargo), (AMT), 7.25%, 7/1/34		175		92,017
New Jersey Economic Development Authority, (Continental Airlines), (AMT), 9.00% to 6/1/13 (Put Date), 6/1/33		9,590		10,031,332
New Jersey Economic Development Authority, (New Jersey-American Water Co., Inc.), (AMT), 5.70%, 10/1/39		53,150		59,649,182
New York Liberty Development Corp., (Goldman Sachs Group, Inc.), 5.50%, 10/1/37		49,635		60,574,058
			$	229,115,362
Insured – Electric Utilities — 0.8%
Long Island Power Authority, NY, Electric System Revenue, (BHAC), 5.50%, 5/1/33	$	36,660	$	43,170,449
			$	43,170,449

18 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Insured – General Obligations — 1.2%
Geary County, KS, Unified School District No. 475, (NPFG), 3.00%, 9/1/26	$	3,825	$	3,772,559
Los Angeles, CA, Unified School District, (Election of 2005), (AGM), 4.75%, 7/1/32(2)		51,625		57,765,278
			$	61,537,837
Insured – Hospital — 1.0%
Maryland Health and Higher Educational Facilities Authority, (LifeBridge Health), (AGC), 4.75%, 7/1/47(2)	$	38,800	$	40,333,764
Medford, OR, Hospital Facilities Authority, (Asante Health System), (AGM), 5.50%, 8/15/28		12,000		14,178,840
			$	54,512,604
Insured – Housing — 0.2%
Rhode Island Housing and Mortgage Finance Corp., (Rental Housing Program), (AGM), (AMT), 5.50%, 10/1/49	$	10,310	$	10,677,552
			$	10,677,552
Insured – Other Revenue — 3.6%
Golden State Tobacco Securitization Corp., CA, (AGM), 0.00%, 6/1/26	$	50,700	$	28,124,304
Golden State Tobacco Securitization Corp., CA, (AMBAC), 0.00%, 6/1/24		24,985		15,410,748
Harris County-Houston, TX, Sports Authority, (NPFG), 0.00%, 11/15/34		68,155		19,719,286
Harris County-Houston, TX, Sports Authority, (NPFG), 0.00%, 11/15/41		25,000		4,490,750
New York, NY, Industrial Development Agency, (Queens Baseball Stadium), (AGC), 6.375%, 1/1/39		11,725		13,844,528
New York, NY, Industrial Development Agency, (Queens Baseball Stadium), (AGC), 6.50%, 1/1/46		6,085		7,202,084
New York, NY, Industrial Development Agency, (Queens Baseball Stadium), (AMBAC), 5.00%, 1/1/31		8,080		8,291,131
New York, NY, Industrial Development Agency, (Queens Baseball Stadium), (AMBAC), 5.00%, 1/1/39		11,350		11,584,605
New York, NY, Industrial Development Agency, (Queens Baseball Stadium), (AMBAC), 5.00%, 1/1/46		16,615		16,919,719
New York, NY, Industrial Development Agency, (Yankee Stadium), (AGC), 7.00%, 3/1/49		50,000		61,466,000
			$	187,053,155
Insured – Special Tax Revenue — 6.5%
Illinois Sports Facility Authority, (AMBAC), 0.00%, 6/15/23	$	20,805	$	13,860,499
Illinois Sports Facility Authority, (AMBAC), 0.00%, 6/15/24		31,010		19,695,071

Security	Principal Amount (000’s omitted)		Value
Insured – Special Tax Revenue (continued)
Illinois Sports Facility Authority, (AMBAC), 0.00%, 6/15/25	$	17,000	$	10,263,070
Massachusetts, Special Obligation, Dedicated Tax Revenue, (FGIC), (NPFG), 5.50%, 1/1/29		11,000		14,130,270
Massachusetts, Special Obligation, Dedicated Tax Revenue, (FGIC), (NPFG), 5.50%, 1/1/30		3,080		3,982,594
Metropolitan Pier and Exposition Authority, IL, (McCormick Place Expansion), (NPFG), 0.00%, 12/15/24		14,715		9,089,897
Miami-Dade County, FL, Professional Sports Franchise Facilities, (AGC), 0.00%, 10/1/35		84,310		26,937,045
Miami-Dade County, FL, Professional Sports Franchise Facilities, (AGC), 0.00%, 10/1/44(9)		218,400		41,332,200
Miami-Dade County, FL, Professional Sports Franchise Facilities, (AGC), 0.00%, 10/1/45		156,345		27,998,263
Miami-Dade County, FL, Professional Sports Franchise Facilities, (AGC), 0.00%, 10/1/48		60,720		9,052,745
Miami-Dade County, FL, Professional Sports Franchise Facilities, (AGC), 0.00%, 4/1/49		50,000		7,236,500
Puerto Rico Infrastructure Financing Authority, (AMBAC), 0.00%, 7/1/29		1,425		555,607
Puerto Rico Infrastructure Financing Authority, (FGIC), 0.00%, 7/1/30		2,000		719,960
Puerto Rico Sales Tax Financing Corp., (AMBAC), 0.00%, 8/1/54		1,201,820		102,623,410
Puerto Rico Sales Tax Financing Corp., (NPFG), 0.00%, 8/1/45		220,840		34,186,032
Regional Transportation Authority, LA, (FGIC), (NPFG), 0.00%, 12/1/21		6,800		4,358,188
San Jose, CA, Redevelopment Agency, (Merged Area Redevelopment Project), (XLCA), 4.25%, 8/1/36		13,690		12,401,086
			$	338,422,437
Insured – Student Loan — 1.8%
Massachusetts Educational Financing Authority, (AGC), (AMT), 6.35%, 1/1/30	$	47,470	$	53,295,044
Massachusetts Educational Financing Authority, (AMBAC), (AMT), 4.70%, 1/1/33		41,710		42,241,802
			$	95,536,846
Insured – Transportation — 6.6%
E-470 Public Highway Authority, CO, (NPFG), 0.00%, 9/1/37	$	13,335	$	3,342,551
E-470 Public Highway Authority, CO, (NPFG), 0.00%, 9/1/38		22,385		5,268,086
Metropolitan Transportation Authority, NY, (AGM), 4.00%, 11/15/30		16,805		18,057,813

19 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Insured – Transportation (continued)
Miami-Dade County, FL, (Miami International Airport), (AGM), (AMT), 5.25%, 10/1/41	$	52,480	$	56,547,725
North Texas Tollway Authority, (AGC), 0.00%, 1/1/33		104,265		42,201,259
North Texas Tollway Authority, (AGC), 6.20%, (0.00% until 1/1/15), 1/1/42		58,690		63,505,515
North Texas Tollway Authority, (BHAC), 5.75%, 1/1/48		2,150		2,501,998
Puerto Rico Highway and Transportation Authority, (AGC), (CIFG), 5.25%, 7/1/41(2)(4)		2,500		2,734,275
San Jose, CA, Airport, (AGM), (AMBAC), (BHAC), (AMT), 5.00%, 3/1/37		38,705		40,829,130
San Jose, CA, Airport, (AGM), (AMBAC), (BHAC), (AMT), 6.00%, 3/1/47		21,420		24,122,347
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/22		46,300		32,009,042
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/32		31,045		9,611,842
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/34		119,480		32,705,260
Texas Turnpike Authority, (Central Texas Turnpike System), (AMBAC), 0.00%, 8/15/35		30,935		7,954,626
			$	341,391,469
Lease Revenue / Certificates of Participation — 2.7%
Hudson Yards Infrastructure Corp., NY, 5.75%, 2/15/47	$	38,385	$	45,401,778
Michigan Building Authority, 6.00%, 10/15/38		1,000		1,159,670
Mohave County, AZ, Industrial Development Authority, (Mohave Prison LLC), 8.00%, 5/1/25		38,660		48,085,695
North Carolina, Capital Improvement Limited Obligation Bonds, 5.25%, 5/1/31		36,925		44,315,908
			$	138,963,051
Nursing Home — 0.5%
Hillsborough County, FL, Industrial Development Authority, (Tampa Bay Retirement Center), 8.00%, 6/1/25	$	7,885	$	7,906,526
Mississippi Business Finance Corp., (Magnolia Healthcare), 7.99%, 7/1/25		9,780		7,990,651
Montgomery County, PA, Industrial Development Authority, (Advancement of Geriatric Health Care Institute), 8.375%, 7/1/23		8,415		8,422,153
Westmoreland County, PA, Industrial Development Authority, (Highland Health Systems, Inc.), 9.25%, 6/1/22		1,645		1,275,813
			$	25,595,143

Security	Principal Amount (000’s omitted)		Value
Other Revenue — 7.0%
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.00%, 7/15/30	$	12,735	$	14,939,046
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.25%, 7/15/40		14,295		16,676,261
Brooklyn, NY, Arena Local Development Corp., (Barclays Center), 6.375%, 7/15/43		7,785		9,127,368
Central Falls, RI, Detention Facility Corp., 7.25%, 7/15/35		250		217,245
Children’s Trust Fund, PR, Tobacco Settlement, 0.00%, 5/15/50		13,795		1,051,455
Children’s Trust Fund, PR, Tobacco Settlement, 0.00%, 5/15/55		5,210		145,932
Golden State Tobacco Securitization Corp., CA, 5.75%, 6/1/47		33,100		28,333,931
Michigan Tobacco Settlement Finance Authority, 6.00%, 6/1/48		41,945		34,777,438
Michigan Tobacco Settlement Finance Authority, 6.875%, 6/1/42		27,650		27,857,652
New York, NY, Industrial Development Agency, (Bronx Parking Development Co., LLC), 5.875%, 10/1/46		12,330		6,608,017
New York, NY, Transitional Finance Authority, (Building Aid), 5.00%, 7/15/36		20,155		23,208,684
Non-Profit Preferred Funding Trust, Various States, 4.47%, 9/15/37(6)		12,000		10,171,440
Non-Profit Preferred Funding Trust, Various States, 4.72%, 9/15/37(6)		19,000		15,336,800
Salt Verde Financial Corp., AZ, Senior Gas Revenue, 5.00%, 12/1/37		20,625		22,693,481
Seminole Tribe, FL, 5.25%, 10/1/27(6)		1,000		1,062,510
Seminole Tribe, FL, 5.50%, 10/1/24(6)		11,915		12,861,885
Seminole Tribe, FL, 5.75%, 10/1/22(6)		2,100		2,305,737
Texas Municipal Gas Acquisition and Supply Corp., 6.25%, 12/15/26		80,270		98,737,719
Tobacco Settlement Financing Corp., NJ, 5.00%, 6/1/41		32,000		26,730,240
Tobacco Settlement Financing Corp., VA, 5.00%, 6/1/47		13,070		9,406,087
			$	362,248,928
Senior Living / Life Care — 0.3%
Colorado Health Facilities Authority, (Covenant Retirement Communities, Inc.), 5.00%, 12/1/35	$	400	$	413,664
Logan County, CO, (TLC Care Choices, Inc.), 6.875%, 12/1/23(10)		410		209,338
New Jersey Economic Development Authority, (Forsgate), (AMT), 8.625%, 6/1/25(1)		9,345		4,672,780
North Miami, FL, (Imperial Club), 6.125%, 1/1/42(10)		16,435		7,231,565
Plantation Health Facilities Authority, FL, (Covenant Village of Florida), 5.125%, 12/1/22		1,750		1,751,470
			$	14,278,817

20 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Special Tax Revenue — 4.8%
Covington Park, FL, Community Development District, (Capital Improvements), 5.00%, 5/1/21	$	185	$	186,691
Detroit, MI, Downtown Development Authority, 0.00%, 7/1/20		2,000		1,359,820
Dupree Lakes, FL, Community Development District, 5.375%, 5/1/37		910		846,127
Dupree Lakes, FL, Community Development District, 6.83%, 11/1/15		360		364,903
Heritage Harbor South Community Development District, FL, (Capital Improvements), 6.20%, 5/1/35		570		597,725
Heritage Harbor South Community Development District, FL, (Capital Improvements), 6.50%, 5/1/34		440		452,769
Illinois, Sales Tax Revenue, 5.00%, 6/15/31		9,030		10,454,212
Illinois, Sales Tax Revenue, 5.00%, 6/15/32		8,700		10,021,530
Illinois, Sales Tax Revenue, 5.00%, 6/15/33		9,250		10,601,610
Massachusetts Bay Transportation Authority, 5.00%, 7/1/41		11,355		13,289,551
Massachusetts Bay Transportation Authority, 5.25%, 7/1/34(9)		29,055		34,019,337
New River, FL, Community Development District, (Capital Improvements), 5.00%, 5/1/13(1)		230		0
New River, FL, Community Development District, (Capital Improvements), 5.35%, 5/1/38(1)		80		0
New River, FL, Community Development District, (Capital Improvements), Series 2010A-1, 5.75%, (0.00% to 11/1/12), 5/1/38		170		118,745
New River, FL, Community Development District, (Capital Improvements), Series 2010A-2, 5.75%, (0.00% to 11/1/14), 5/1/38		430		192,365
New River, FL, Community Development District, (Capital Improvements), Series 2010B-1, 5.00%, (0.00% to 11/1/12), 5/1/15		260		230,522
New River, FL, Community Development District, (Capital Improvements), Series 2010B-2, 5.00%, (0.00% to 11/1/13), 5/1/18		335		151,464
New York Dormitory Authority, Personal Income Tax Revenue, 5.00%, 3/15/42		54,685		63,077,507
New York, NY, Transitional Finance Authority, Future Tax Revenue, 5.00%, 5/1/39		23,500		27,295,955
New York, NY, Transitional Finance Authority, Future Tax Revenue, 5.25%, 2/1/30		27,875		33,508,816
Puerto Rico Sales Tax Financing Corp., 0.00%, 8/1/56		483,025		36,618,125
River Hall, FL, Community Development District, (Capital Improvements), 5.45%, 5/1/36		1,095		992,957
Southern Hills Plantation I, FL, Community Development District, 5.80%, (0.00% until 11/1/12), 5/1/35		410		277,021
Southern Hills Plantation I, FL, Community Development District, 5.80%, 5/1/35		555		477,233

Security	Principal Amount (000’s omitted)		Value
Special Tax Revenue (continued)
Sterling Hill, FL, Community Development District, 6.20%, 5/1/35	$	1,665	$	1,476,688
Tiverton, RI, (Villages on Mount Hope Bay), 6.875%, 5/1/22		400		405,388
University Square, FL, Community Development District, 6.75%, 5/1/20		4,670		4,675,230
			$	251,692,291
Student Loan — 1.0%
Iowa Student Loan Liquidity Corp., 5.25%, 12/1/22	$	14,800	$	16,579,552
Iowa Student Loan Liquidity Corp., 5.50%, 12/1/27		8,180		8,712,436
New Jersey Higher Education Student Assistance Authority, (AMT), 5.00%, 12/1/22		4,875		5,490,030
New Jersey Higher Education Student Assistance Authority, (AMT), 5.00%, 12/1/27		10,010		10,891,380
New Jersey Higher Education Student Assistance Authority, (AMT), 5.50%, 12/1/25		7,130		8,336,824
New Jersey Higher Education Student Assistance Authority, (AMT), 5.75%, 12/1/27		800		939,280
			$	50,949,502
Transportation — 22.6%
Central Texas Regional Mobility Authority, 5.75%, 1/1/31	$	4,260	$	4,992,038
Chicago, IL, (O’Hare International Airport), Series 2012A, (AMT), 5.00%, 1/1/31		15,595		17,100,697
Chicago, IL, (O’Hare International Airport), Series 2012B, (AMT), 5.00%, 1/1/31		6,000		6,579,300
Chicago, IL, (O’Hare International Airport), Series 2012B, (AMT), 5.00%, 1/1/32		6,840		7,489,184
Dallas and Fort Worth, TX, (Dallas/Fort Worth International Airport), (AMT), 5.00%, 11/1/35		35,000		37,989,700
Dallas and Fort Worth, TX, (Dallas/Fort Worth International Airport), (AMT), 5.00%, 11/1/38		46,040		49,938,667
Dallas and Fort Worth, TX, (Dallas/Fort Worth International Airport), (AMT), 5.00%, 11/1/42		38,820		41,983,830
Illinois Toll Highway Authority, 5.25%, 1/1/29		18,160		20,812,813
Illinois Toll Highway Authority, 5.25%, 1/1/30(2)(4)		18,180		20,810,282
Los Angeles, CA, Department of Airports, (Los Angeles International Airport), 5.00%, 5/15/35(2)(4)		16,200		18,412,272
Metropolitan Transportation Authority, NY, 5.25%, 11/15/38		14,565		16,670,371
Metropolitan Transportation Authority, NY, 6.25%, 11/15/23		19,475		24,912,809
Miami-Dade County, FL, (Miami International Airport), 5.00%, 10/1/41		15,870		17,514,132
Miami-Dade County, FL, (Miami International Airport), 5.50%, 10/1/36		50,590		58,271,586

21 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Security	Principal Amount (000’s omitted)		Value
Transportation (continued)
New Jersey Transportation Trust Fund Authority, (Transportation System), 0.00%, 12/15/36	$	91,425	$	29,719,525
New Jersey Transportation Trust Fund Authority, (Transportation System), 5.875%, 12/15/38		55,250		64,480,617
New Jersey Transportation Trust Fund Authority, (Transportation System), 2008 Series A, 0.00%, 12/15/38		50,000		14,365,000
New Jersey Transportation Trust Fund Authority, (Transportation System), 2009 Series A, 0.00%, 12/15/38		108,655		30,929,732
New York Liberty Development Corp., (One World Trade Center), 5.00%, 12/15/41		18,230		20,542,840
New York Liberty Development Corp., (4 World Trade Center), 5.00%, 11/15/31		16,310		18,611,015
New York Thruway Authority, 5.00%, 1/1/37		11,365		12,929,051
New York Thruway Authority, 5.00%, 1/1/42		13,910		15,729,289
North Texas Tollway Authority, 5.75%, 1/1/38		66,265		73,214,211
Orlando-Orange County, FL, Expressway Authority, Series A, 5.00%, 7/1/35		15,000		16,835,850
Orlando-Orange County, FL, Expressway Authority, Series A, 5.00%, 7/1/40		14,735		16,367,343
Pennsylvania Turnpike Commission, 5.25%, 6/1/39		9,305		10,246,015
Pennsylvania Turnpike Commission, 5.35%, (0.00% until 12/1/15), 12/1/30		13,010		12,761,509
Pennsylvania Turnpike Commission, 5.45%, (0.00% until 12/1/15), 12/1/35		12,125		11,651,034
Pennsylvania Turnpike Commission, 5.50%, 12/1/41		4,980		5,632,181
Pennsylvania Turnpike Commission, 6.00%, (0.00% until 12/1/15), 12/1/34		25,000		24,705,250
Pennsylvania Turnpike Commission, 6.50%, 12/1/36		10,000		12,304,100
Philadelphia, PA, Airport Revenue, (AMT), 5.00%, 6/15/26		20,845		23,470,011
Philadelphia, PA,, Airport Revenue, (AMT), 5.00%, 6/15/27		20,675		23,177,089
Port Authority of New York and New Jersey, 5.00%, 10/15/36		23,175		26,012,779
Port Authority of New York and New Jersey, 5.25%, 7/15/36		13,465		15,963,027
Port Authority of New York and New Jersey, (AMT), 4.50%, 4/1/37		19,035		20,603,294
Port Authority of New York and New Jersey, (AMT), 4.75%, 4/15/37		16,365		17,541,316
Port Authority of New York and New Jersey, (AMT), 4.75%, 4/15/37(2)		80,490		86,275,621
Port Authority of New York and New Jersey, (AMT), 5.00%, 10/1/30		13,215		15,333,893
Port Authority of New York and New Jersey, (AMT), 5.00%, 10/1/31		9,800		11,345,068

Security	Principal Amount (000’s omitted)		Value
Transportation (continued)
Port Authority of New York and New Jersey, (AMT), 5.00%, 10/15/41	$	13,750	$	15,246,275
Port Authority of New York and New Jersey, (AMT), 5.25%, 9/15/23(2)		28,890		33,549,668
San Francisco City and County, CA, Airport Commission, (San Francisco International Airport), (AMT), 5.00%, 5/1/28		7,000		7,993,020
Texas Private Activity Bond Surface Transportation Corp., (LBJ Express Managed Lanes Project), 7.00%, 6/30/34		29,200		36,131,788
Texas Private Activity Bond Surface Transportation Corp., (North Tarrant Express Managed Lanes Project), 6.875%, 12/31/39		24,110		29,076,660
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/27		2,275		1,392,869
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/28		2,275		1,334,583
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/30		6,850		3,673,176
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/31		6,845		3,498,753
Triborough Bridge and Tunnel Authority, NY, 0.00%, 11/15/32		49,115		24,143,461
Triborough Bridge and Tunnel Authority, NY, 5.25%, 11/15/34(2)		38,980		46,821,996
			$	1,177,086,590
Water and Sewer — 3.1%
Detroit, MI, Sewage Disposal System, 5.00%, 7/1/32	$	10,330	$	11,066,632
Detroit, MI, Sewage Disposal System, 5.25%, 7/1/39		17,215		18,456,374
Metropolitan St. Louis, MO, Sewer District, 5.00%, 5/1/42		9,000		10,535,400
Metropolitan Water District of Southern California, 5.00%, 7/1/37(2)		34,800		40,037,400
New York, NY, Municipal Water Finance Authority, (Water and Sewer System), 5.75%, 6/15/40(2)(4)		42,030		50,842,430
San Antonio, TX, Water System, 4.00%, 5/15/28		27,050		30,220,801
			$	161,159,037
Total Tax-Exempt Municipal Securities — 108.1% (identified cost $5,134,465,648)			$	5,622,216,855

22 See Notes to Financial Statements.

Eaton Vance

National Municipal Income Fund

September 30, 2012

Portfolio of Investments — continued

Taxable Municipal Securities — 5.4%
Security	Principal Amount (000’s omitted)		Value
Electric Utilities — 1.5%
Municipal Electric Authority of Georgia, 6.655%, 4/1/57(11)	$	67,770	$	78,977,125
			$	78,977,125
General Obligations — 3.0%
California, 7.30%, 10/1/39(11)	$	14,685	$	19,633,404
California, 7.35%, 11/1/39(11)		4,595		6,230,223
California, 7.50%, 4/1/34(11)		39,990		53,523,016
California, 7.70%, 11/1/30(11)		5,750		7,069,395
California, 7.95%, 3/1/36(11)		46,495		55,917,212
Detroit, MI, School District, 7.747%, 5/1/39(11)		11,475		14,653,460
			$	157,026,710
Lease Revenue / Certificates of Participation — 0.1%
New Jersey Transportation Trust Fund Authority, 6.104%, 12/15/28(11)	$	5,350	$	6,233,285
			$	6,233,285
Transportation — 0.8%
Port Authority of New York and New Jersey, 4.458%, 10/1/62(3)	$	40,000	$	40,050,840
			$	40,050,840
Total Taxable Municipal Securities — 5.4% (identified cost $275,737,242)			$	282,287,960
Total Investments — 113.5% (identified cost $5,410,202,890)			$	5,904,504,815
Other Assets, Less Liabilities — (13.5)%			$	(702,115,019	)
Net Assets — 100.0%			$	5,202,389,796

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

AGC	–	Assured Guaranty Corp.
AGM	–	Assured Guaranty Municipal Corp.
AMBAC	–	AMBAC Financial Group, Inc.
AMT	–	Interest earned from these securities may be considered a tax preference item for purposes of the Federal Alternative Minimum Tax.
BHAC	–	Berkshire Hathaway Assurance Corp.
CIFG	–	CIFG Assurance North America, Inc.
FGIC	–	Financial Guaranty Insurance Company
MFMR	–	Multi-Family Mortgage Revenue
NPFG	–	National Public Finance Guaranty Corp.
PSF	–	Permanent School Fund
XLCA	–	XL Capital Assurance, Inc.

At September 30, 2012, the concentration of the Fund’s investments in the various states, determined as a percentage of net assets, is as follows:

New York	20.7%
Texas	18.4%
California	17.0%
Florida	10.7%
Others, representing less than 10% individually	46.7%

The Fund invests primarily in debt securities issued by municipalities. The ability of the issuers of the debt securities to meet their obligations may be affected by economic developments in a specific industry or municipality. In order to reduce the risk associated with such economic developments, at September 30, 2012, 19.2% of total investments are backed by bond insurance of various financial institutions and financial guaranty assurance agencies. The aggregate percentage insured by an individual financial institution ranged from less than 0.1% to 6.7% of total investments.

⁽¹⁾  Defaulted bond.

⁽²⁾  Security represents the municipal bond held by a trust that issues residual interest bonds (see Note 1I).

⁽³⁾  When-issued security.

⁽⁴⁾  Security (or a portion thereof) has been pledged as collateral for residual interest bond transactions. The aggregate value of such collateral is $85,925,511.

⁽⁵⁾  Amount is less than 0.05%.

⁽⁶⁾  Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be sold in certain transactions (normally to qualified institutional buyers) and remain exempt from registration. At September 30, 2012, the aggregate value of these securities is $52,236,904 or 1.0% of the Fund’s net assets.

⁽⁷⁾  Security is subject to a shortfall agreement which may require the Fund to pay amounts to a counterparty in the event of a significant decline in the market value of the security held by the trust that issued the residual interest bond. In case of a shortfall, the maximum potential amount of payments the Fund could ultimately be required to make under the agreement is $27,760,000. However, such shortfall payment would be reduced by the proceeds from the sale of the security held by the trust that issued the residual interest bond.

⁽⁸⁾  Security has been issued as a leveraged residual interest bond with a variable interest rate. The stated interest rate represents the rate in effect at September 30, 2012.

⁽⁹⁾  Security (or a portion thereof) has been segregated to cover payable for when-issued securities.

⁽¹⁰⁾  Security is in default and making only partial interest payments.

⁽¹¹⁾  Build America Bond. Represents taxable municipal obligation issued pursuant to the America Recovery and Reinvestment Act of 2009 or other legislation providing for the issuance of taxable municipal debt on which the issuer receives federal support.

23 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Statements of Assets and Liabilities

	September 30, 2012
Assets	AMT-Free Fund			National Fund
Investments —
Identified cost	$	462,907,667		$	5,410,202,890
Unrealized appreciation		65,569,423			494,301,925
Investments, at value	$	528,477,090		$	5,904,504,815
Cash	$	6,448,161		$	52,278
Restricted cash*		1,000,000			34,150,000
Interest receivable		6,027,172			70,716,757
Receivable for investments sold		5,583,480			83,906,200
Receivable for Fund shares sold		373,437			14,307,893
Receivable for variation margin on open financial futures contracts		27,828			1,375,001
Total assets	$	547,937,168		$	6,109,012,944
Liabilities
Payable for floating rate notes issued	$	66,350,000		$	733,713,000
Demand note payable		—			19,200,000
Payable for investments purchased		917,411			40,142,359
Payable for when-issued securities		4,488,083			89,181,571
Payable for Fund shares redeemed		777,214			15,131,922
Distributions payable		325,288			4,034,167
Payable to affiliates:
Investment adviser fee		173,504			1,367,211
Distribution and service fees		104,710			1,489,537
Interest expense and fees payable		126,597			1,630,919
Accrued expenses		152,443			732,462
Total liabilities	$	73,415,250		$	906,623,148
Net Assets	$	474,521,918		$	5,202,389,796
Sources of Net Assets
Paid-in capital	$	550,351,752		$	5,941,379,098
Accumulated net realized loss		(142,684,801	)		(1,246,871,756	)
Accumulated undistributed net investment income		1,465,933			9,561,591
Net unrealized appreciation		65,389,034			498,320,863
Net Assets	$	474,521,918		$	5,202,389,796
Class A Shares
Net Assets	$	293,544,233		$	2,975,655,402
Shares Outstanding		30,582,094			291,778,815
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	9.60		$	10.20
Maximum Offering Price Per Share
(100 ÷ 95.25 of net asset value per share)	$	10.08		$	10.71
Class B Shares
Net Assets	$	5,236,424		$	103,613,064
Shares Outstanding		549,131			10,160,908
Net Asset Value and Offering Price Per Share**
(net assets ÷ shares of beneficial interest outstanding)	$	9.54		$	10.20
Class C Shares
Net Assets	$	50,099,397		$	980,798,819
Shares Outstanding		5,248,651			96,174,036
Net Asset Value and Offering Price Per Share**
(net assets ÷ shares of beneficial interest outstanding)	$	9.55		$	10.20
Class I Shares
Net Assets	$	125,641,864		$	1,142,322,511
Shares Outstanding		11,984,583			111,985,638
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	10.48		$	10.20

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

* Represents restricted cash on deposit at the broker for open financial futures contracts.

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

24 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Statements of Operations

	AMT-Free Fund						National Fund
Investment Income	Nine Months Ended September 30, 2012			Year Ended December 31, 2011			Year Ended September 30, 2012
Interest	$	18,457,490		$	28,398,243		$	274,253,272
Total investment income	$	18,457,490		$	28,398,243		$	274,253,272
Expenses
Investment adviser fee	$	1,607,833		$	2,199,618		$	16,308,924
Distribution and service fees
Class A		577,425			769,138			7,257,927
Class B		45,746			103,076			1,143,203
Class C		354,928			434,097			9,484,405
Trustees’ fees and expenses		15,382			13,817			68,000
Custodian fee		144,497			164,131			695,264
Transfer and dividend disbursing agent fees		120,933			161,881			1,929,771
Legal and accounting services		83,923			83,602			174,787
Printing and postage		31,221			36,384			226,505
Registration fees		52,409			78,689			162,621
Interest expense and fees		374,934			548,758			5,561,799
Miscellaneous		53,541			55,120			532,169
Total expenses	$	3,462,772		$	4,648,311		$	43,545,375
Deduct —
Reduction of custodian fee	$	3,668		$	3,436		$	17,992
Total expense reductions	$	3,668		$	3,436		$	17,992
Net expenses	$	3,459,104		$	4,644,875		$	43,527,383
Net investment income	$	14,998,386		$	23,753,368		$	230,725,889
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	221,987		$	(15,021,798	)	$	72,817,355
Financial futures contracts		(3,296,250	)		(14,425,465	)		(141,076,757	)
Swap contracts		—			(3,087,183	)		—
Net realized loss	$	(3,074,263	)	$	(32,534,446	)	$	(68,259,402	)
Change in unrealized appreciation (depreciation) —
Investments	$	40,657,614		$	59,063,870		$	432,340,894
Financial futures contracts		714,360			(1,809,353	)		51,429,690
Swap contracts		—			(119,000	)		—
Net change in unrealized appreciation (depreciation)	$	41,371,974		$	57,135,517		$	483,770,584
Net realized and unrealized gain	$	38,297,711		$	24,601,071		$	415,511,182
Net increase in net assets from operations	$	53,296,097		$	48,354,439		$	646,237,071

25 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Statements of Changes in Net Assets

	AMT-Free Fund
	Nine Months Ended September 30, 2012			Year Ended December 31,
Increase (Decrease) in Net Assets				2011			2010
From operations —
Net investment income	$	14,998,386		$	23,753,368		$	34,587,151
Net realized loss from investment transactions, financial futures contracts and swap contracts		(3,074,263	)		(32,534,446	)		(4,537,602	)
Net change in unrealized appreciation (depreciation) from investments, financial futures contracts and swap contracts		41,371,974			57,135,517			(31,057,212	)
Net increase (decrease) in net assets from operations	$	53,296,097		$	48,354,439		$	(1,007,663	)
Distributions to shareholders —
From net investment income
Class A	$	(9,761,483	)	$	(15,483,695	)	$	(20,920,638	)
Class B		(159,199	)		(442,545	)		(699,775	)
Class C		(1,230,918	)		(1,854,364	)		(2,294,569	)
Class I		(3,784,410	)		(5,281,700	)		(10,156,859	)
Total distributions to shareholders	$	(14,936,010	)	$	(23,062,304	)	$	(34,071,841	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	33,880,654		$	55,633,479		$	52,480,445
Class B		336,450			461,154			723,725
Class C		6,047,372			5,655,512			12,209,266
Class I		28,626,835			22,704,897			61,031,196
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		8,299,346			11,657,848			15,047,359
Class B		113,410			276,699			415,686
Class C		848,908			1,193,795			1,364,425
Class I		2,657,036			3,252,773			3,517,187
Cost of shares redeemed
Class A		(75,808,231	)		(135,424,615	)		(168,326,763	)
Class B		(873,347	)		(2,297,151	)		(4,239,608	)
Class C		(4,514,089	)		(15,750,550	)		(16,931,280	)
Class I		(16,414,791	)		(59,257,421	)		(118,832,090	)
Net asset value of shares exchanged
Class A		2,669,709			4,269,162			2,359,646
Class B		(2,669,709	)		(4,269,162	)		(2,359,646	)
Net decrease in net assets from Fund share transactions	$	(16,800,447	)	$	(111,893,580	)	$	(161,540,452	)
Net increase (decrease) in net assets	$	21,559,640		$	(86,601,445	)	$	(196,619,956	)
Net Assets
At beginning of period	$	452,962,278		$	539,563,723		$	736,183,679
At end of period	$	474,521,918		$	452,962,278		$	539,563,723
Accumulated undistributed net investment income included in net assets
At end of period	$	1,465,933		$	1,465,250		$	1,465,930

26 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Statements of Changes in Net Assets — continued

	National Fund
	Year Ended September 30,
Increase (Decrease) in Net Assets	2012			2011
From operations —
Net investment income	$	230,725,889		$	283,224,498
Net realized loss from investment transactions and financial futures contracts		(68,259,402	)		(293,243,190	)
Net change in unrealized appreciation (depreciation) from investments and financial futures contracts		483,770,584			(144,121,920	)
Net increase (decrease) in net assets from operations	$	646,237,071		$	(154,140,612	)
Distributions to shareholders —
From net investment income
Class A	$	(142,373,836	)	$	(177,475,542	)
Class B		(4,767,756	)		(6,661,777	)
Class C		(39,387,478	)		(50,477,322	)
Class I		(45,196,462	)		(38,012,065	)
Total distributions to shareholders	$	(231,725,532	)	$	(272,626,706	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	317,496,688		$	305,947,887
Class B		1,973,451			5,916,584
Class C		107,685,560			102,020,733
Class I		538,748,264			623,865,442
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		110,453,071			116,299,417
Class B		3,612,439			3,976,312
Class C		26,941,458			29,178,939
Class I		36,133,409			26,583,229
Cost of shares redeemed
Class A		(587,169,042	)		(1,435,135,445	)
Class B		(19,698,921	)		(36,854,333	)
Class C		(167,582,529	)		(406,844,462	)
Class I		(305,377,746	)		(363,327,373	)
Issued in connection with tax-free reorganizations (See Note 12)
Class A		—			206,613,331
Class B		—			11,795,254
Class C		—			25,397,666
Class I		—			342,574
Net asset value of shares exchanged
Class A		14,370,975			10,854,791
Class B		(14,370,975	)		(10,854,791	)
Net increase (decrease) in net assets from Fund share transactions	$	63,216,102		$	(784,224,245	)
Net increase (decrease) in net assets	$	477,727,641		$	(1,210,991,563	)
Net Assets
At beginning of year	$	4,724,662,155		$	5,935,653,718
At end of year	$	5,202,389,796		$	4,724,662,155
Accumulated undistributed net investment income included in net assets
At end of year	$	9,561,591		$	10,394,407

27 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Statements of Cash Flows

	AMT-Free Fund						National Fund
Cash Flows From Operating Activities	Nine Months Ended September 30, 2012			Year Ended December 31, 2011			Year Ended September 30, 2012
Net increase in net assets from operations	$	53,296,097		$	48,354,439		$	646,237,071
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating activities:
Investments purchased		(131,091,331	)		(103,928,321	)		(3,195,827,774	)
Investments sold		142,180,630			292,320,555			3,189,440,697
Net amortization/accretion of premium (discount)		(2,037,136	)		(4,250,593	)		(36,270,442	)
Increase in restricted cash		(1,000,000	)		—			(34,150,000	)
Decrease (increase) in interest receivable		(222,634	)		2,455,161			(551,056	)
Increase in receivable for variation margin on open financial futures contracts		(27,828	)		—			(1,375,001	)
Decrease in receivable for open swap contracts		—			119,000			—
Decrease in payable for variation margin on open financial futures contracts		(148,281	)		(84,594	)		(3,734,374	)
Decrease in payable to affiliate for investment adviser fee		(2,236	)		(62,386	)		(6,048	)
Increase (decrease) in payable to affiliate for distribution and service fees		(1,716	)		(24,925	)		48,193
Decrease in payable to affiliate for Trustees’ fees		(3,715	)		(2,692	)		—
Increase (decrease) in interest expense and fees payable		13,540			(93,903	)		60,875
Decrease in accrued expenses		(6,876	)		(70,216	)		(10,650	)
Net change in unrealized (appreciation) depreciation from investments		(40,657,614	)		(59,063,870	)		(432,340,894	)
Net realized (gain) loss from investments		(221,987	)		15,021,798			(72,817,355	)
Net cash provided by operating activities	$	20,068,913		$	190,689,453		$	58,703,242
Cash Flows From Financing Activities
Proceeds from Fund shares sold	$	68,909,796		$	85,084,271		$	960,878,618
Fund shares redeemed		(98,913,788	)		(216,079,203	)		(1,080,816,921	)
Distributions paid, net of reinvestments		(3,084,256	)		(7,239,462	)		(55,746,254	)
Proceeds from secured borrowings		11,010,000			17,100,000			116,595,000
Repayment of secured borrowings		(5,505,000	)		(48,875,000	)		(58,920,000	)
Increase (decrease) in demand note payable		—			(7,000,000	)		19,200,000
Net cash used in financing activities	$	(27,583,248	)	$	(177,009,394	)	$	(98,809,557	)
Net increase (decrease) in cash	$	(7,514,335	)	$	13,680,059		$	(40,106,315	)
Cash at beginning of period	$	13,962,496		$	282,437		$	40,158,593
Cash at end of period	$	6,448,161		$	13,962,496		$	52,278
Supplemental disclosure of cash flow information:
Noncash financing activities not included herein consist of:
Reinvestment of dividends and distributions	$	11,918,700		$	16,381,115		$	177,140,377
Cash paid for interest and fees		361,394			642,661			5,500,924

28 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights

	AMT-Free Fund — Class A
	Nine Months Ended September 30,  2012(1)			Year Ended December 31,
				2011			2010			2009			2008			2007
Net asset value — Beginning of period	$	8.840		$	8.320		$	8.800		$	7.030		$	9.590		$	10.160
Income (Loss) From Operations
Net investment income(2)	$	0.296		$	0.437		$	0.436		$	0.429		$	0.421		$	0.409
Net realized and unrealized gain (loss)		0.758			0.505			(0.487	)		1.763			(2.569	)		(0.573	)
Total income (loss) from operations	$	1.054		$	0.942		$	(0.051	)	$	2.192		$	(2.148	)	$	(0.164	)
Less Distributions
From net investment income	$	(0.294	)	$	(0.422	)	$	(0.429	)	$	(0.422	)	$	(0.412	)	$	(0.406	)
Total distributions	$	(0.294	)	$	(0.422	)	$	(0.429	)	$	(0.422	)	$	(0.412	)	$	(0.406	)
Net asset value — End of period	$	9.600		$	8.840		$	8.320		$	8.800		$	7.030		$	9.590
Total Return(3)		12.06	%(4)		11.68	%		(0.79	)%		31.71	%		(23.07	)%		(1.66	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	293,544		$	299,566		$	345,914		$	464,221		$	454,906		$	623,368
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		0.84	%(5)		0.85	%		0.83	%		0.84	%		0.81	%		0.78	%(6)
Interest and fee expense(7)		0.11	%(5)		0.12	%		0.13	%		0.11	%		0.32	%		0.31	%
Total expenses before custodian fee reduction		0.95	%(5)		0.97	%		0.96	%		0.95	%		1.13	%		1.09	%(6)
Expenses after custodian fee reduction excluding interest and fees		0.84	%(5)		0.85	%		0.83	%		0.84	%		0.80	%		0.75	%(6)
Net investment income		4.24	%(5)		5.19	%		4.90	%		5.20	%		4.80	%		4.15	%
Portfolio Turnover		26	%(4)		20	%		15	%		46	%		73	%		64	%

⁽¹⁾  The Fund changed its fiscal year-end from December 31 to September 30.

⁽²⁾ 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 and do not reflect the effect of sales charges.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Annualized.

⁽⁶⁾ The investment adviser was allocated a portion of the Fund’s operating expenses (equal to less than 0.005% of average daily net assets for the year ended December 31, 2007).

⁽⁷⁾ Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

29 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	AMT-Free Fund — Class B
	Nine Months Ended September 30,  2012(1)			Year Ended December 31,
				2011			2010			2009			2008			2007
Net asset value — Beginning of period	$	8.780		$	8.270		$	8.740		$	6.980		$	9.530		$	10.100
Income (Loss) From Operations
Net investment income(2)	$	0.242		$	0.372		$	0.368		$	0.365		$	0.353		$	0.335
Net realized and unrealized gain (loss)		0.758			0.495			(0.477	)		1.755			(2.562	)		(0.577	)
Total income (loss) from operations	$	1.000		$	0.867		$	(0.109	)	$	2.120		$	(2.209	)	$	(0.242	)
Less Distributions
From net investment income	$	(0.240	)	$	(0.357	)	$	(0.361	)	$	(0.360	)	$	(0.341	)	$	(0.328	)
Total distributions	$	(0.240	)	$	(0.357	)	$	(0.361	)	$	(0.360	)	$	(0.341	)	$	(0.328	)
Net asset value — End of period	$	9.540		$	8.780		$	8.270		$	8.740		$	6.980		$	9.530
Total Return(3)		11.50	%(4)		10.76	%		(1.43	)%		30.80	%		(23.75	)%		(2.44	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	5,236		$	7,771		$	13,078		$	19,252		$	21,293		$	37,610
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		1.59	%(5)		1.61	%		1.58	%		1.59	%		1.56	%		1.53	%(6)
Interest and fee expense(7)		0.11	%(5)		0.12	%		0.13	%		0.11	%		0.32	%		0.31	%
Total expenses before custodian fee reduction		1.70	%(5)		1.73	%		1.71	%		1.70	%		1.88	%		1.84	%(6)
Expenses after custodian fee reduction excluding interest and fees		1.59	%(5)		1.61	%		1.58	%		1.59	%		1.55	%		1.50	%(6)
Net investment income		3.50	%(5)		4.46	%		4.16	%		4.47	%		4.02	%		3.41	%
Portfolio Turnover		26	%(4)		20	%		15	%		46	%		73	%		64	%

⁽¹⁾ The Fund changed its fiscal year-end from December 31 to September 30.

⁽²⁾ 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 and do not reflect the effect of sales charges.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Annualized.

⁽⁶⁾ The investment adviser was allocated a portion of the Fund’s operating expenses (equal to less than 0.005% of average daily net assets for the year ended December 31, 2007).

⁽⁷⁾ Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

30 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	AMT-Free Fund — Class C
	Nine Months Ended September 30,  2012(1)			Year Ended December 31,
				2011			2010			2009			2008			2007
Net asset value — Beginning of period	$	8.790		$	8.280		$	8.750		$	6.990		$	9.540		$	10.100
Income (Loss) From Operations
Net investment income(2)	$	0.242		$	0.371		$	0.367		$	0.365		$	0.352		$	0.333
Net realized and unrealized gain (loss)		0.758			0.496			(0.475	)		1.755			(2.561	)		(0.565	)
Total income (loss) from operations	$	1.000		$	0.867		$	(0.108	)	$	2.120		$	(2.209	)	$	(0.232	)
Less Distributions
From net investment income	$	(0.240	)	$	(0.357	)	$	(0.362	)	$	(0.360	)	$	(0.341	)	$	(0.328	)
Total distributions	$	(0.240	)	$	(0.357	)	$	(0.362	)	$	(0.360	)	$	(0.341	)	$	(0.328	)
Net asset value — End of period	$	9.550		$	8.790		$	8.280		$	8.750		$	6.990		$	9.540
Total Return(3)		11.49	%(4)		10.76	%		(1.42	)%		30.76	%		(23.73	)%		(2.34	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	50,099		$	43,863		$	50,369		$	56,641		$	47,494		$	49,953
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		1.59	%(5)		1.61	%		1.57	%		1.59	%		1.56	%		1.52	%(6)
Interest and fee expense(7)		0.11	%(5)		0.12	%		0.13	%		0.11	%		0.32	%		0.31	%
Total expenses before custodian fee reduction		1.70	%(5)		1.73	%		1.70	%		1.70	%		1.88	%		1.83	%(6)
Expenses after custodian fee reduction excluding interest and fees		1.59	%(5)		1.61	%		1.57	%		1.59	%		1.55	%		1.49	%(6)
Net investment income		3.48	%(5)		4.42	%		4.14	%		4.44	%		4.06	%		3.41	%
Portfolio Turnover		26	%(4)		20	%		15	%		46	%		73	%		64	%

⁽¹⁾  The Fund changed its fiscal year-end from December 31 to September 30.

⁽²⁾  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 and do not reflect the effect of sales charges.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Annualized.

⁽⁶⁾  The investment adviser was allocated a portion of the Fund’s operating expenses (equal to less than 0.005% of average daily net assets for the year ended December 31, 2007).

⁽⁷⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

31 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	AMT-Free Fund — Class I
	Nine Months Ended September 30,  2012(1)			Year Ended December 31,
				2011			2010			2009			2008			2007
Net asset value — Beginning of period	$	9.660		$	9.090		$	9.610		$	7.670		$	10.480		$	11.100
Income (Loss) From Operations
Net investment income(2)	$	0.341		$	0.500		$	0.500		$	0.491		$	0.484		$	0.474
Net realized and unrealized gain (loss)		0.819			0.554			(0.528	)		1.932			(2.817	)		(0.623	)
Total income (loss) from operations	$	1.160		$	1.054		$	(0.028	)	$	2.423		$	(2.333	)	$	(0.149	)
Less Distributions
From net investment income	$	(0.340	)	$	(0.484	)	$	(0.492	)	$	(0.483	)	$	(0.477	)	$	(0.471	)
Total distributions	$	(0.340	)	$	(0.484	)	$	(0.492	)	$	(0.483	)	$	(0.477	)	$	(0.471	)
Net asset value — End of period	$	10.480		$	9.660		$	9.090		$	9.610		$	7.670		$	10.480
Total Return(3)		12.27	%(4)		11.87	%		(0.50	)%		31.98	%		(22.88	)%		(1.38	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	125,642		$	101,762		$	130,202		$	196,069		$	123,810		$	215,985
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		0.59	%(5)		0.60	%		0.57	%		0.59	%		0.56	%		0.53	%(6)
Interest and fee expense(7)		0.11	%(5)		0.12	%		0.13	%		0.11	%		0.32	%		0.31	%
Total expenses before custodian fee reduction		0.70	%(5)		0.72	%		0.70	%		0.70	%		0.88	%		0.84	%(6)
Expenses after custodian fee reduction excluding interest and fees		0.59	%(5)		0.60	%		0.57	%		0.59	%		0.55	%		0.50	%(6)
Net investment income		4.48	%(5)		5.42	%		5.14	%		5.43	%		5.02	%		4.41	%
Portfolio Turnover		26	%(4)		20	%		15	%		46	%		73	%		64	%

⁽¹⁾  The Fund changed its fiscal year-end from December 31 to September 30.

⁽²⁾  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⁾  Not annualized.

⁽⁵⁾  Annualized.

⁽⁶⁾  The investment adviser was allocated a portion of the Fund’s operating expenses (equal to less than 0.005% of average daily net assets for the year ended December 31, 2007).

⁽⁷⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

32 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	National Fund — Class A
	Year Ended September 30,
	2012			2011			2010			2009			2008
Net asset value — Beginning of year	$	9.360		$	10.020		$	10.040		$	9.060		$	11.490
Income (Loss) From Operations
Net investment income(1)	$	0.477		$	0.549		$	0.527		$	0.527		$	0.533
Net realized and unrealized gain (loss)		0.842			(0.682	)		(0.022	)		0.984			(2.431	)
Total income (loss) from operations	$	1.319		$	(0.133	)	$	0.505		$	1.511		$	(1.898	)
Less Distributions
From net investment income	$	(0.479	)	$	(0.527	)	$	(0.525	)	$	(0.531	)	$	(0.532	)
Total distributions	$	(0.479	)	$	(0.527	)	$	(0.525	)	$	(0.531	)	$	(0.532	)
Net asset value — End of year	$	10.200		$	9.360		$	10.020		$	10.040		$	9.060
Total Return(2)		14.42	%		(1.00	)%		5.36	%		17.97	%		(17.03	)%
Ratios/Supplemental Data
Net assets, end of year (000’s omitted)	$	2,975,655		$	2,872,630		$	3,971,060		$	4,811,295		$	3,987,956
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		0.67	%		0.69	%		0.67	%		0.70	%		0.64	%
Interest and fee expense(3)		0.11	%		0.13	%		0.13	%		0.23	%		0.46	%
Total expenses before custodian fee reduction		0.78	%		0.82	%		0.80	%		0.93	%		1.10	%
Expenses after custodian fee reduction excluding interest and fees		0.67	%		0.69	%		0.67	%		0.70	%		0.63	%
Net investment income		4.88	%		6.04	%		5.45	%		6.22	%		5.00	%
Portfolio Turnover		59	%		18	%		20	%		46	%		64	%

⁽¹⁾  Computed using average shares outstanding.

⁽²⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽³⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

33 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	National Fund — Class B
	Year Ended September 30,
	2012			2011			2010			2009			2008
Net asset value — Beginning of year	$	9.360		$	10.020		$	10.050		$	9.060		$	11.490
Income (Loss) From Operations
Net investment income(1)	$	0.405		$	0.480		$	0.455		$	0.464		$	0.454
Net realized and unrealized gain (loss)		0.840			(0.681	)		(0.029	)		0.992			(2.435	)
Total income (loss) from operations	$	1.245		$	(0.201	)	$	0.426		$	1.456		$	(1.981	)
Less Distributions
From net investment income	$	(0.405	)	$	(0.459	)	$	(0.456	)	$	(0.466	)	$	(0.449	)
Total distributions	$	(0.405	)	$	(0.459	)	$	(0.456	)	$	(0.466	)	$	(0.449	)
Net asset value — End of year	$	10.200		$	9.360		$	10.020		$	10.050		$	9.060
Total Return(2)		13.57	%		(1.73	)%		4.51	%		17.18	%		(17.69	)%
Ratios/Supplemental Data
Net assets, end of year (000’s omitted)	$	103,613		$	122,288		$	160,946		$	179,657		$	138,052
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		1.42	%		1.44	%		1.42	%		1.45	%		1.39	%
Interest and fee expense(3)		0.11	%		0.13	%		0.13	%		0.23	%		0.46	%
Total expenses before custodian fee reduction		1.53	%		1.57	%		1.55	%		1.68	%		1.85	%
Expenses after custodian fee reduction excluding interest and fees		1.42	%		1.44	%		1.42	%		1.45	%		1.38	%
Net investment income		4.15	%		5.29	%		4.70	%		5.48	%		4.25	%
Portfolio Turnover		59	%		18	%		20	%		46	%		64	%

⁽¹⁾  Computed using average shares outstanding.

⁽²⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽³⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

34 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	National Fund — Class C
	Year Ended September 30,
	2012			2011			2010			2009			2008
Net asset value — Beginning of year	$	9.360		$	10.020		$	10.050		$	9.060		$	11.490
Income (Loss) From Operations
Net investment income(1)	$	0.404		$	0.481		$	0.455		$	0.464		$	0.453
Net realized and unrealized gain (loss)		0.841			(0.682	)		(0.029	)		0.992			(2.434	)
Total income (loss) from operations	$	1.245		$	(0.201	)	$	0.426		$	1.456		$	(1.981	)
Less Distributions
From net investment income	$	(0.405	)	$	(0.459	)	$	(0.456	)	$	(0.466	)	$	(0.449	)
Total distributions	$	(0.405	)	$	(0.459	)	$	(0.456	)	$	(0.466	)	$	(0.449	)
Net asset value — End of year	$	10.200		$	9.360		$	10.020		$	10.050		$	9.060
Total Return(2)		13.58	%		(1.74	)%		4.51	%		17.18	%		(17.69	)%
Ratios/Supplemental Data
Net assets, end of year (000’s omitted)	$	980,799		$	932,773		$	1,281,278		$	1,367,785		$	1,143,256
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		1.42	%		1.44	%		1.42	%		1.45	%		1.39	%
Interest and fee expense(3)		0.11	%		0.13	%		0.13	%		0.23	%		0.46	%
Total expenses before custodian fee reduction		1.53	%		1.57	%		1.55	%		1.68	%		1.85	%
Expenses after custodian fee reduction excluding interest and fees		1.42	%		1.44	%		1.42	%		1.45	%		1.38	%
Net investment income		4.13	%		5.29	%		4.70	%		5.46	%		4.25	%
Portfolio Turnover		59	%		18	%		20	%		46	%		64	%

⁽¹⁾  Computed using average shares outstanding.

⁽²⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽³⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

35 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Financial Highlights — continued

	National Fund — Class I
	Year Ended September 30,
	2012			2011			2010			2009			2008
Net asset value — Beginning of year	$	9.360		$	10.020		$	10.040		$	9.060		$	11.490
Income (Loss) From Operations
Net investment income(1)	$	0.499		$	0.565		$	0.552		$	0.550		$	0.559
Net realized and unrealized gain (loss)		0.844			(0.675	)		(0.024	)		0.983			(2.429	)
Total income (loss) from operations	$	1.343		$	(0.110	)	$	0.528		$	1.533		$	(1.870	)
Less Distributions
From net investment income	$	(0.503	)	$	(0.550	)	$	(0.548	)	$	(0.553	)	$	(0.560	)
Total distributions	$	(0.503	)	$	(0.550	)	$	(0.548	)	$	(0.553	)	$	(0.560	)
Net asset value — End of year	$	10.200		$	9.360		$	10.020		$	10.040		$	9.060
Total Return(2)		14.71	%		(0.75	)%		5.61	%		18.28	%		(16.81	)%
Ratios/Supplemental Data
Net assets, end of year (000’s omitted)	$	1,142,323		$	796,970		$	522,370		$	217,630		$	144,692
Ratios (as a percentage of average daily net assets):
Expenses excluding interest and fees		0.42	%		0.43	%		0.42	%		0.44	%		0.40	%
Interest and fee expense(3)		0.11	%		0.13	%		0.13	%		0.23	%		0.46	%
Total expenses before custodian fee reduction		0.53	%		0.56	%		0.55	%		0.67	%		0.86	%
Expenses after custodian fee reduction excluding interest and fees		0.42	%		0.43	%		0.42	%		0.44	%		0.39	%
Net investment income		5.09	%		6.23	%		5.70	%		6.47	%		5.26	%
Portfolio Turnover		59	%		18	%		20	%		46	%		64	%

⁽¹⁾  Computed using average shares outstanding.

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

⁽³⁾  Interest and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1I).

36 See Notes to Financial Statements.

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements

1  Significant Accounting Policies

Eaton Vance AMT-Free Municipal Income Fund (AMT-Free Fund) and Eaton Vance National Municipal Income Fund (National Fund) (each individually referred to as the Fund, and collectively, the Funds) are a diversified series of Eaton Vance Mutual Funds Trust and Eaton Vance Municipals Trust, respectively (collectively, the Trusts). The Trusts are Massachusetts business trusts registered under the Investment Company Act of 1940, as amended (the 1940 Act), as open-end management investment companies. The Funds seek to provide current income exempt from regular federal income tax. The Funds offer four 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 I shares are sold at net asset value and are not subject to a sales charge. Class B shares of each Fund automatically convert to Class A shares eight years after their purchase as described in each Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance fund or through reinvestment of distributions. 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 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 — Debt obligations (including short-term obligations with a remaining maturity of more than sixty days) are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and asked prices, broker/dealer quotations, prices or yields of securities with similar characteristics, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Financial futures contracts are valued at the closing settlement price established by the board of trade or exchange on which they are traded. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of a Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions and Related Income — 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. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

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 taxable, if any, and tax-exempt 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. Each Fund intends to satisfy conditions which will enable it to designate distributions from the interest income generated by its investments in non-taxable municipal securities, which are exempt from regular federal income tax when received by each Fund, as exempt-interest dividends. For National Fund, the portion of such interest, if any, earned on private activity bonds issued after August 7, 1986, may be considered a tax preference item to shareholders.

At September 30, 2012, the Funds, for federal income tax purposes, had capital loss carryforwards and current year deferred capital losses which will reduce the respective 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 for federal income or excise tax. The current year deferred capital losses are treated as arising on the first day of the Funds’ next taxable year and are

37

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

treated as realized prior to the utilization of the capital loss carryforward. The amounts and expiration dates of the capital loss carryforwards and the amounts of the current year deferred capital losses are as follows:

Expiration Date	AMT-Free Fund		National Fund
September 30, 2013	$	1,429,405	$	2,604,551
September 30, 2014		—		390,519
September 30, 2015		12,777,842		1,392,026
September 30, 2016		23,678,685		52,850,319
September 30, 2017		55,876,213		9,883,906
September 30, 2018		10,549,691		792,861,604
September 30, 2019		—		56,374,590
Total capital loss carryforward	$	104,311,836	$	916,357,515
Current year deferred capital losses	$	38,745,826	$	364,347,602

Included in the amounts above for National Fund is a capital loss carryforward of $18,487,169 as a result of reorganizations on November 5, 2010 and September 23, 2011 (see Note 12). Utilization of this capital loss carryforward may be limited in accordance with certain income tax regulations.

As of September 30, 2012, the Funds had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. Each Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

D  Expenses — The majority of expenses of the Trusts 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 custodian agreement, 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  Legal Fees — Legal fees and other related expenses incurred as part of negotiations of the terms and requirement of capital infusions, or that are expected to result in the restructuring of, or a plan of reorganization for, an investment are recorded as realized losses. Ongoing expenditures to protect or enhance an investment are treated as operating expenses.

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 each 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. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as a Trust) could be deemed to have personal liability for the obligations of the Trust. However, each Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. 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.

I  Floating Rate Notes Issued in Conjunction with Securities Held — The Funds may invest in residual interest bonds, also referred to as inverse floating rate securities, whereby a Fund may sell a variable or fixed rate bond to a broker for cash. At the same time, the Fund buys a residual interest in the assets and cash flows of a Special-Purpose Vehicle (the SPV), (which is generally organized as a trust), set up by the broker. The broker deposits a bond into the SPV with the same CUSIP number as the bond sold to the broker by the Fund, and which may have been, but is not required to be, the bond purchased from the Fund (the Bond). The SPV also issues floating rate notes (Floating Rate Notes) which are sold to third-parties. The residual interest bond held by a Fund gives the Fund the right (1) to cause the holders of the Floating Rate Notes to generally tender their notes at par, and (2) to have the broker transfer the Bond held by the SPV to the Fund, thereby terminating the SPV. Should the Fund exercise such right, it would generally pay the broker the par amount due on the Floating Rate Notes and exchange the residual interest bond for the underlying Bond. Pursuant to generally accepted accounting principles for transfers and servicing of financial assets and extinguishment of liabilities, the Funds account for the transaction described above as a secured borrowing by including the Bond in their Portfolio of Investments and the Floating Rate Notes as a liability under the caption “Payable for floating

38

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

rate notes issued” in their Statement of Assets and Liabilities. The Floating Rate Notes have interest rates that generally reset weekly and their holders have the option to tender their notes to the broker for redemption at par at each reset date. Accordingly, the fair value of the payable for floating rate notes issued approximates its carrying value. If measured at fair value, the payable for floating rate notes would have been considered as Level 2 in the fair value hierarchy (see Note 11) at September 30, 2012. Interest expense related to the Funds’ liability with respect to Floating Rate Notes is recorded as incurred. The SPV may be terminated by the Fund, as noted above, or by the broker upon the occurrence of certain termination events as defined in the trust agreement, such as a downgrade in the credit quality of the underlying Bond, bankruptcy of or payment failure by the issuer of the underlying Bond, the inability to remarket Floating Rate Notes that have been tendered due to insufficient buyers in the market, or the failure by the SPV to obtain renewal of the liquidity agreement under which liquidity support is provided for the Floating Rate Notes up to one year. At September 30, 2012, the amounts of the Funds’ Floating Rate Notes and related interest rates and collateral were as follows:

	AMT-Free Fund		National Fund
Floating Rate Notes Outstanding	$	66,350,000	$	733,713,000
Interest Rate or Range of Interest Rates (%)		0.18 - 0.25		0.19 - 0.38
Collateral for Floating Rate Notes Outstanding	$	108,422,877	$	1,137,321,437

The Funds’ average Floating Rate Notes outstanding and the average annual interest rate including fees were as follows:

	AMT-Free Fund						National Fund
	Nine Months Ended September 30, 2012			Year Ended December 31, 2011			Year Ended September 30, 2012
Average Floating Rate Notes Outstanding	$	65,285,164		$	69,175,699		$	710,290,623
Average Interest Rate		0.77	%		0.79	%		0.78	%

The Funds may enter into shortfall and forbearance agreements with the broker by which a Fund agrees to reimburse the broker, in certain circumstances, for the difference between the liquidation value of the Bond held by the SPV and the liquidation value of the Floating Rate Notes, as well as any shortfalls in interest cash flows. The Funds had no shortfalls as of September 30, 2012.

The Funds may also purchase residual interest bonds from brokers in a secondary market transaction without first owning the underlying bond. Such transactions are not required to be treated as secured borrowings. Shortfall agreements, if any, related to residual interest bonds purchased in a secondary market transaction are disclosed in the Portfolio of Investments.

The Funds’ investment policies and restrictions expressly permit investments in residual interest bonds. Such bonds typically offer the potential for yields exceeding the yields available on fixed rate bonds with comparable credit quality and maturity. These securities tend to underperform the market for fixed rate bonds in a rising long-term interest rate environment, but tend to outperform the market for fixed rate bonds when long-term interest rates decline. The value and income of residual interest bonds are generally more volatile than that of a fixed rate bond. The Funds’ investment policies do not allow the Funds to borrow money except as permitted by the 1940 Act. Management believes that the Funds’ restrictions on borrowing money and issuing senior securities (other than as specifically permitted) do not apply to Floating Rate Notes issued by the SPV and included as a liability in the Funds’ Statement of Assets and Liabilities. As secured indebtedness issued by an SPV, Floating Rate Notes are distinct from the borrowings and senior securities to which the Funds’ restrictions apply. Residual interest bonds held by the Funds are securities exempt from registration under Rule 144A of the Securities Act of 1933.

J  Financial Futures Contracts — Upon entering into a financial futures contract, a Fund 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 Fund 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 Fund. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. Futures contracts have minimal counterparty risk as they are exchange traded and the clearinghouse for the exchange is substituted as the counterparty, guaranteeing counterparty performance.

K  When-Issued Securities and Delayed Delivery Transactions — The Funds may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. At the time the transaction is negotiated, the price of the security that will be delivered is fixed. The Funds maintain security positions for these commitments such that sufficient liquid assets will be available to make payments upon settlement. Securities purchased on a delayed delivery or when-issued basis are marked-to-market daily and begin earning interest

39

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

on settlement date. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.

L  Statement of Cash Flows — The cash amount shown in the Statement of Cash Flows of a Fund is the amount included in the Fund’s Statement of Assets and Liabilities and represents the cash on hand at its custodian and does not include any short-term investments.

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 as a dividend to shareholders of record at the time of declaration. Distributions are declared separately for each class of shares. Distributions are paid monthly. Distributions of realized capital gains (reduced by available capital loss carryforwards, if any) are made at least annually. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of a Fund at the net asset value as of the reinvestment date or, at the election of the shareholder, receive distributions 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. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

The tax character of distributions declared for the nine months ended September 30, 2012 and the years ended December 31, 2011 and December 31, 2010 for AMT-Free Fund was as follows:

	Nine Months Ended September 30, 2012		Year Ended December 31,
			2011		2010
Distributions declared from:
Tax-exempt income	$	14,879,965	$	23,022,757	$	33,984,168
Ordinary income	$	56,045	$	39,547	$	87,673

The tax character of distributions declared for the years ended September 30, 2012 and September 30, 2011 for National Fund was as follows:

	Year Ended September 30,
	2012		2011
Distributions declared from:
Tax-exempt income	$	225,587,022	$	271,004,962
Ordinary income	$	6,138,510	$	1,621,744

During the nine months ended September 30, 2012 for AMT-Free Fund and the year ended September 30, 2012 for National Fund, the following amounts were reclassified due to expired capital loss carryfowards and differences between book and tax accounting, primarily for accretion of market discount.

	AMT-Free Fund			National Fund
Change in:
Paid-in capital	$	(4,273,717	)	$	(4,550,028	)
Accumulated net realized loss	$	4,335,410		$	4,383,201
Accumulated undistributed net investment income	$	(61,693	)	$	166,827

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

40

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

As of September 30, 2012, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

	AMT-Free Fund			National Fund
Undistributed tax-exempt income	$	1,791,221		$	14,349,589
Capital loss carryforward and deferred capital losses	$	(143,057,662	)	$	(1,280,705,117	)
Net unrealized appreciation	$	65,761,895		$	531,400,393
Other temporary differences	$	(325,288	)	$	(4,034,167	)

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, residual interest bonds, futures contracts, accretion of market discount, defaulted bond interest, expenditures on defaulted bonds and the timing of recognizing distributions to shareholders.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Eaton Vance Management (EVM) for AMT-Free Fund and Boston Management and Research (BMR), a subsidiary of EVM, for National Fund as compensation for management and investment advisory services rendered to each Fund. The fee is based upon a percentage of average daily net assets plus a percentage of gross income (i.e., income other than gains from the sale of securities) as presented in the following table and is payable monthly.

Daily Net Assets	Annual Asset Rate			Daily Income Rate
Up to $500 million		0.300	%		3.00	%
$500 million up to $1billion		0.275			2.75
$1 billion up to $1.5 billion		0.250			2.50
$1.5 billion up to $2 billion		0.225			2.25
$2 billion up to $3 billion		0.200			2.00
$3 billion and over		0.175			1.75

The investment adviser fees incurred by the Funds and the effective annual rates, as a percentage of average daily net assets, were as follows:

	AMT-Free Fund						National Fund
	Nine Months Ended September 30, 2012			Year Ended December 31, 2011			Year Ended September 30, 2012
Investment Adviser Fee	$	1,607,833		$	2,199,618		$	16,308,924
Effective Annual Rate		0.45	%		0.48	%		0.34	%

EVM serves as administrator of each Fund, but receives no compensation. EVM serves as the sub-transfer agent of each Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Funds’ principal underwriter, received a portion of the sales charge on sales of Class A shares of the Funds. 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). Sub-transfer agent fees earned by EVM and Class A sales charges that the Funds were informed were received by EVD were as follows:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
EVM’s Sub-Transfer Agent Fees	$	5,224	$	8,508	$	75,023
EVD’s Class A Sales Charges	$	28,164	$	16,700	$	552,669

41

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

Officers and Trustees of the Funds who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Funds out of the investment adviser fee. Trustees of the Funds who are not affiliated with the investment advisers 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 nine months ended September 30, 2012 for AMT-Free Fund and the year ended September 30, 2012 for National Fund, no significant amounts have been deferred. Certain officers and Trustees of the Funds are officers of the above organizations.

4  Distribution Plans

Each Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, each Fund pays 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 each 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 Class A shares amounted to the following:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
Class A Distribution and Service Fees	$	577,425	$	769,138	$	7,257,927

Each 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. Pursuant to the Class B and Class C Plans, each Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the respective Funds. Each 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) 5% and 6.25% of the aggregate amount received by each Fund for Class B and Class C shares sold, respectively, 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 5) and amounts theretofore paid or payable to EVD by each respective class. The Funds paid or accrued to EVD the following distribution fees, representing 0.75% (annualized) of the average daily net assets of each Fund’s Class B and Class C shares:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
Class B Distribution Fees	$	34,309	$	77,307	$	857,402
Class C Distribution Fees	$	266,196	$	325,573	$	7,113,304

At September 30, 2012, the amounts of Uncovered Distribution Charges of EVD calculated under the Class B and Class C Plans were approximately as follows:

��	ATM-Free Fund		National Fund
Class B	$	561,000	$	7,557,000
Class C	$	3,931,000	$	159,217,000

Pursuant to the Class B and Class C Plans, each Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of the average daily net assets attributable to that class. 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

42

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued amounted to the following:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
Class B Service Fees	$	11,437	$	25,769	$	285,801
Class C Service Fees	$	88,732	$	108,524	$	2,371,101

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase and 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 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 gain distributions. The CDSC for Class B shares 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. Class C shares are subject to a 1% CDSC if redeemed within one year of purchase. 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. CDSCs received on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under each Fund’s Class B and Class C Plans. CDSCs received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to each Fund. The Funds were informed that EVD received approximately the following amounts of CDSCs paid by Class A, Class B and Class C shareholders:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
Class A	$	27,000	$	12,000	$	38,000
Class B	$	6,000	$	13,000	$	136,000
Class C	$	2,000	$	5,000	$	46,000

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, for the nine months ended September 30, 2012 for AMT-Free Fund and for the year ended September 30, 2012 for National Fund were as follows:

	AMT-Free Fund		National Fund
Purchases	$	134,440,998	$	3,252,712,414
Sales	$	147,524,355	$	3,249,173,894

43

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

7  Shares of Beneficial Interest

Each 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 Funds) and classes. Transactions in Fund shares were as follows:

AMT-Free Fund
	Nine Months Ended September 30, 2012			Year Ended December 31,
Class A				2011			2010
Sales		3,629,796			6,686,640			5,975,975
Issued to shareholders electing to receive payments of distributions in Fund shares		887,574			1,380,238			1,693,755
Redemptions		(8,112,300	)		(16,233,014	)		(19,140,061	)
Exchange from Class B shares		288,058			503,584			266,385
Net decrease		(3,306,872	)		(7,662,552	)		(11,203,946	)
	Nine Months Ended September 30, 2012			Year Ended December 31,
Class B				2011			2010
Sales		36,623			54,142			81,435
Issued to shareholders electing to receive payments of distributions in Fund shares		12,216			33,023			47,092
Redemptions		(94,870	)		(276,880	)		(481,142	)
Exchange to Class A shares		(289,671	)		(506,469	)		(268,011	)
Net decrease		(335,702	)		(696,184	)		(620,626	)
	Nine Months Ended September 30, 2012			Year Ended December 31,
Class C				2011			2010
Sales		654,771			667,393			1,386,969
Issued to shareholders electing to receive payments of distributions in Fund shares		91,222			142,188			154,501
Redemptions		(487,033	)		(1,903,690	)		(1,928,886	)
Net increase (decrease)		258,960			(1,094,109	)		(387,416	)
	Nine Months Ended September 30, 2012			Year Ended December 31,
Class I				2011			2010
Sales		2,797,000			2,470,334			6,261,763
Issued to shareholders electing to receive payments of distributions in Fund shares		259,889			352,435			362,666
Redemptions		(1,611,882	)		(6,601,329	)		(12,704,378	)
Net increase (decrease)		1,445,007			(3,778,560	)		(6,079,949	)

44

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

National Fund
	Year Ended September 30,
Class A	2012			2011
Sales		32,466,746			33,822,944
Issued to shareholders electing to receive payments of distributions in Fund shares		11,281,344			12,833,910
Redemptions		(60,345,084	)		(158,725,437	)
Issued in connection with tax-free reorganizations (see Note 12)		—			21,314,183
Exchange from Class B shares		1,455,731			1,197,593
Net decrease		(15,141,263	)		(89,556,807	)
	Year Ended September 30,
Class B	2012			2011
Sales		207,352			647,309
Issued to shareholders electing to receive payments of distributions in Fund shares		369,639			439,277
Redemptions		(2,027,550	)		(4,102,302	)
Issued in connection with tax-free reorganizations (see Note 12)		—			1,210,866
Exchange to Class A shares		(1,455,864	)		(1,196,948	)
Net decrease		(2,906,423	)		(3,001,798	)
	Year Ended September 30,
Class C	2012			2011
Sales		10,979,045			11,176,046
Issued to shareholders electing to receive payments of distributions in Fund shares		2,752,860			3,220,879
Redemptions		(17,219,521	)		(45,266,710	)
Issued in connection with tax-free reorganizations (see Note 12)		—			2,605,759
Net decrease		(3,487,616	)		(28,264,026	)
	Year Ended September 30,
Class I	2012			2011
Sales		54,466,388			70,162,242
Issued to shareholders electing to receive payments of distributions in Fund shares		3,682,402			2,936,964
Redemptions		(31,293,652	)		(40,151,940	)
Issued in connection with tax-free reorganizations (see Note 12)		—			36,396
Net increase		26,855,138			32,983,662

45

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of each Fund at September 30, 2012, as determined on a federal income tax basis, were as follows:

	AMT-Free Fund			National Fund
Aggregate cost	$	396,365,195		$	4,639,391,422
Gross unrealized appreciation	$	71,560,214		$	687,133,080
Gross unrealized depreciation		(5,798,319	)		(155,732,687	)
Net unrealized appreciation	$	65,761,895		$	531,400,393

9  Line of Credit

The Funds participate with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Funds solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to each Fund 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 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Funds, a Fund may be unable to borrow some or all of its requested amounts at any particular time. At September 30, 2012, the National Fund had a balance outstanding pursuant to this line of credit of $19,200,000 at an interest rate of 1.14%. Based on the short-term nature of the borrowings under the line of credit and variable interest rate, the carrying value of the borrowings approximated its fair value at September 30, 2012. If measured at fair value, borrowings under the line of credit would have been considered as Level 2 in the fair value hierarchy (see Note 11) at September 30, 2012. The Funds’ average borrowings or allocated fees during the nine months ended September 30, 2012 and year ended December 31, 2011 for AMT-Free Fund and the year ended September 30, 2012 for National Fund were not significant.

10  Financial Instruments

The Funds may trade in financial instruments with off-balance sheet risk in the normal course of their investing activities. These financial instruments may include 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 a Fund has in particular classes of financial instruments and do 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.

A summary of obligations under these financial instruments at September 30, 2012 is as follows:

Futures Contracts
Fund	Expiration Month/Year		Contracts	Position	Aggregate Cost			Value			Net Unrealized Appreciation (Depreciation)
AMT-Free		12/12	325 U.S. 10-Year Treasury Note	Short	$	(43,135,538	)	$	(43,382,422	)	$	(246,884	)
		12/12	182 U.S. 30-Year Treasury Bond	Short		(27,252,745	)		(27,186,250	)		66,495
National		12/12	11,000 U.S. 30-Year Treasury Bond	Short	$	(1,647,143,938	)	$	(1,643,125,000	)	$	4,018,938

At September 30, 2012, the Funds had sufficient cash and/or securities to cover commitments under these contracts.

Each Fund is subject to interest rate risk in the normal course of pursuing its investment objective. Because the Funds hold fixed-rate bonds, the value of these bonds may decrease if interest rates rise. The Funds purchase and sell U.S. Treasury futures contracts to hedge against changes in interest rates. During the year ended December 31, 2011, the AMT-Free Fund also entered into interest rate swap contracts to hedge against interest rate risk.

46

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

The fair values of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is interest rate risk at September 30, 2012 were as follows:

	AMT-Free Fund			National Fund
Asset Derivative:
Futures Contracts	$	66,495	(1)	$	4,018,938	(1)
Total	$	66,495		$	4,018,938
Liability Derivative:
Futures Contracts	$	(246,884	)(1)	$	—
Total	$	(246,884	)	$	—

⁽¹⁾  Amount represents cumulative unrealized appreciation or (depreciation) on futures contracts in the Futures Contracts table above. Only the current day’s variation margin on open futures contracts is reported within the Statement of Assets and Liabilities as Receivable or Payable for variation margin, as applicable.

The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is interest rate risk was as follows:

	AMT-Free Fund						National Fund
	Nine Months Ended September 30, 2012			Year Ended December 31, 2011			Year Ended September 30, 2012
Realized Gain (Loss) on Derivatives Recognized in Income	$	(3,296,250	)(1)	$	(17,512,648	)(1)	$	(141,076,757	)(1)
Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income	$	714,360	(2)	$	(1,928,353	)(2)	$	51,429,690	(2)

⁽¹⁾  Statement of Operations location: Net realized gain (loss) – Financial futures contracts and Swap contracts.

⁽²⁾  Statement of Operations location: Change in unrealized appreciation (depreciation) – Financial futures contracts and Swap contracts.

The average notional amounts of futures contracts and interest rate swaps outstanding, which are indicative of the volume of this derivative type, were approximately as follows:

	AMT-Free Fund				National Fund
	Nine Months Ended September 30, 2012		Year Ended December 31, 2011		Year Ended September 30, 2012
Average Notional Amount:
Futures Contracts	$	50,700,000	$	60,700,000	$	1,123,077,000
Interest Rate Swaps	$	—	$	10,212,000	$	—

11  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

47

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At September 30, 2012, the hierarchy of inputs used in valuing the Funds’ investments and open derivative instruments, which are carried at value, were as follows:

AMT-Free Fund
Asset Description	Level 1			Level 2		Level 3		Total
Tax-Exempt Investments	$	—		$	528,477,090	$	—	$	528,477,090
Total Investments	$	—		$	528,477,090	$	—	$	528,477,090
Futures Contracts	$	66,495		$	—	$	—	$	66,495
Total	$	66,495		$	528,477,090	$	—	$	528,543,585
Liability Description
Futures Contracts	$	(246,884	)	$	—	$	—	$	(246,884	)
Total	$	(246,884	)	$	—	$	—	$	(246,884	)
National Fund
Asset Description	Level 1			Level 2		Level 3		Total
Tax-Exempt Municipal Securities	$	—		$	5,622,216,855	$	—	$	5,622,216,855
Taxable Municipal Securities		—			282,287,960		—		282,287,960
Total Investments	$	—		$	5,904,504,815	$	—	$	5,904,504,815
Futures Contracts	$	4,018,938		$	—	$	—	$	4,018,938
Total	$	4,018,938		$	5,904,504,815	$	—	$	5,908,523,753

The Funds held no investments or other financial instruments as of December 31, 2011 for AMT-Free Fund and September 30, 2011 for National Fund whose fair value was determined using Level 3 inputs. At September 30, 2012, there were no investments transferred between Level 1 and Level 2 during the nine months then ended for AMT-Free Fund and the year then ended for National Fund.

12  Reorganizations

As of the close of business on November 5, 2010, National Fund acquired the net assets of Eaton Vance Colorado Municipal Income Fund (Colorado Fund), Eaton Vance Kansas Municipal Income Fund (Kansas Fund), Eaton Vance Louisiana Municipal Income Fund (Louisiana Fund) and Eaton Vance Insured Municipal Income Fund (Insured Municipal Fund) pursuant to a plan of reorganization approved by the shareholders of Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund, respectively. The purpose of the transaction was to combine five funds managed by BMR with substantially similar investment objectives and policies. The acquisitions were accomplished by a tax-free exchange of shares of Class A, Class B and

48

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

Class C of National Fund for shares of Class A, Class B and Class C of Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund, respectively, each outstanding on November 5, 2010 as follows:

			Colorado Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		3,247,499		3,558,048	$	31,976,171
Class B		94,115		94,725		926,689
Class C		37,987		38,180		374,031
Total					$	33,276,891
			Kansas Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		2,596,155		2,627,740	$	25,562,779
Class B		158,464		161,804		1,560,296
Class C		491,031		500,782		4,834,892
Total					$	31,957,967
			Louisiana Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		3,349,857		3,470,731	$	32,984,036
Class B		125,510		123,006		1,235,824
Class C		186,853		182,877		1,839,824
Total					$	36,059,684
			Insured Municipal Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		4,659,330		4,490,831	$	45,877,629
Class B		541,464		527,252		5,331,476
Class C		1,294,834		1,260,396		12,749,455
Total					$	63,958,560

The investment portfolios of Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund, with a fair value of $30,622,881, $31,607,779, $35,585,159 and $64,165,026, respectively, and identified cost of $29,839,329, $30,716,468, $34,256,112 and $59,929,201, respectively, were the principal assets acquired by National Fund. For financial reporting purposes, assets received and shares issued by National Fund were recorded at fair value; however, the identified cost of the investments received from Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund were carried forward to align ongoing reporting of National Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The aggregate net assets of National Fund immediately before the acquisition were $5,770,396,398. The net assets of Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund at that date of $33,276,891, $31,957,967, $36,059,684 and $63,958,560, respectively, including $3,085,526, $3,215,307, $2,499,092 and $4,257,813 of accumulated net realized losses, respectively, and $783,552, $891,311, $1,329,047 and $4,235,825 of unrealized appreciation, respectively, were combined with those of National Fund, resulting in combined net assets of $5,935,649,500.

49

Eaton Vance

Municipal Income Funds

September 30, 2012

Notes to Financial Statements — continued

As of the close of business on September 23, 2011, National Fund acquired the net assets of Eaton Vance Michigan Municipal Income Fund (Michigan Fund) and Eaton Vance Rhode Island Municipal Income Fund (Rhode Island Fund) pursuant to a plan of reorganization approved by the shareholders of Michigan Fund and Rhode Island Fund, respectively. The purpose of the transaction was to combine three funds managed by BMR with substantially similar investment objectives and policies. The acquisitions were accomplished by a tax-free exchange of shares of Class A, Class B, Class C and Class I of National Fund for shares of Class A, Class C and Class I of Michigan Fund and shares of Class A, Class B, Class C and Class I of Rhode Island Fund, each outstanding on September 23, 2011 as follows:

			Michigan Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		4,220,837		4,499,004	$	39,718,916
Class C		281,359		299,701		2,647,593
Class I		27,961		29,777		263,183
Total					$	42,629,692
			Rhode Island Fund
	Shares of National Fund Issued		Shares Exchanged		Net Assets
Class A		3,240,505		3,458,368	$	30,493,800
Class B		291,313		303,793		2,740,969
Class C		313,695		327,038		2,951,871
Class I		8,435		9,000		79,391
Total					$	36,266,031

The investment portfolios of Michigan Fund and Rhode Island Fund, with a fair value of $42,947,891 and $37,055,797, respectively, and identified cost of $40,409,776 and $36,656,183, respectively, were the principal assets acquired by National Fund. For financial reporting purposes, assets received and shares issued by National Fund were recorded at fair value; however, the identified cost of the investments received from Michigan Fund and Rhode Island Fund were carried forward to align ongoing reporting of National Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The aggregate net assets of National Fund immediately before the acquisition were $4,679,605,758. The net assets of Michigan Fund and Rhode Island Fund at that date of $42,629,692 and $36,266,031, respectively, including $4,442,360 and $5,082,783 of accumulated net realized losses, respectively, and $2,538,115 and $399,614 of unrealized appreciation, respectively, were combined with those of National Fund, resulting in combined net assets of $4,758,501,481.

Assuming the acquisitions had been completed on October 1, 2010, the beginning of National Fund’s annual reporting period, National Fund’s pro forma results of operations for the year ended September 30, 2011 are as follows:

Net investment income	$	287,781,436
Net realized loss	$	(294,501,005	)
Net decrease in net assets from operations	$	(154,992,618	)

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it was not practicable to separate the amounts of revenue and earnings of Colorado Fund, Kansas Fund, Louisiana Fund and Insured Municipal Fund since November 5, 2010 and Michigan Fund and Rhode Island Fund since September 23, 2011, through the year ended September 30, 2011.

13  Fiscal Year-End Change

Effective August 7, 2012, the fiscal year-end of AMT-Free Fund was changed from December 31 to September 30.

50

Eaton Vance

Municipal Income Funds

September 30, 2012

Report of Independent Registered Public Accounting Firm

To the Trustees of Eaton Vance Mutual Funds Trust and Shareholders of Eaton Vance AMT-Free Municipal Income Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance AMT-Free Municipal Income Fund (the “Fund”) (one of the funds constituting Eaton Vance Mutual Funds Trust), including the portfolio of investments, as of September 30, 2012, and the related statements of operations and cash flows for the nine month period ended September 30, 2012 and for the year ended December 31, 2011, the statements of changes in net assets for the nine month period ended September 30, 2012 and for the years ended December 31, 2011 and 2010, and the financial highlights for the nine month period ended September 30, 2012 and each of the five years in the period ended December 31, 2011. 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. Our procedures included confirmation of securities owned as of September 30, 2012, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance AMT-Free Municipal Income Fund as of September 30, 2012, the results of its operations and cash flows for the nine month period ended September 30, 2012 and for the year ended December 31, 2011, the changes in its net assets for the nine month period ended September 30, 2012 and for the years ended December 31, 2011 and 2010, and the financial highlights for the nine month period ended September 30, 2012 and each of the five years in the period ended December 31, 2011, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 19, 2012

51

Eaton Vance

Municipal Income Funds

September 30, 2012

Report of Independent Registered Public Accounting Firm — continued

To the Trustees of Eaton Vance Municipals Trust and Shareholders of Eaton Vance National Municipal Income Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance National Municipal Income Fund (“the Fund”) (one of the funds constituting Eaton Vance Municipals Trust), including the portfolio of investments, as of September 30, 2012, and the related statements of operations and cash flows 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 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 significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned at September 30, 2012, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance National Municipal Income Fund as of September 30, 2012, the results of its operations and its cash flows 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

November 19, 2012

52

Eaton Vance

Municipal Income Funds

September 30, 2012

Federal Tax Information (Unaudited)

The Form 1099-DIV you receive in January 2013 will show the tax status of all distributions paid to your account in calendar year 2012. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Funds. As required by the Internal Revenue Code and/or regulations, shareholders must be notified regarding exempt-interest dividends.

Exempt-Interest Dividends. The Funds designate the following percentages of dividends from net investment income as exempt-interest dividends:

AMT-Free Municipal Income Fund	99.62	%
National Municipal Income Fund	97.35	%

53

Eaton Vance

Municipal Income Funds

September 30, 2012

Board of Trustees’ Contract Approval

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 continuation 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, 2012, 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 Contract Review Committee of the Board, which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Contract Review Committee reviewed information furnished by each adviser to the Eaton Vance Funds (including information specifically requested by the Board) for a series of meetings of the Contract Review Committee held between February and April 2012, as well as information considered during prior meetings of the committee. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

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

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

Ÿ An independent report comparing the investment performance of each fund (including, where relevant, yield data, Sharpe ratios and information ratios) to the investment performance of comparable funds over various time periods;

Ÿ Data regarding investment performance in comparison to benchmark indices and customized peer groups, in each case as approved by the Board with respect to the funds;

Ÿ For each fund, comparative information concerning the fees charged and the services provided by each adviser in managing other accounts (including mutual funds, other collective investment funds and institutional accounts) using investment strategies and techniques similar to those used in managing such fund;

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

Information about Portfolio Management and Trading

Ÿ Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed, and any changes in portfolio management processes and personnel;

Ÿ Information about 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 client commission arrangements and the fund’s policies with respect to “soft dollar” arrangements;

Ÿ Data relating to portfolio turnover rates of each fund;

Ÿ 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;

Ÿ Information about each adviser’s processes for monitoring best execution of portfolio transactions, and other policies and practices of each adviser with respect to trading;

Information about each Adviser

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

Ÿ 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;

Ÿ 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;

Ÿ Copies of or descriptions of each adviser’s policies and procedures relating to proxy voting, the handling of corporate actions and class actions;

Ÿ 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;

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

Ÿ A description of Eaton Vance Management’s procedures for overseeing third party advisers and sub-advisers, including with respect to regulatory and compliance issues, investment management and other matters;

54

Eaton Vance

Municipal Income Funds

September 30, 2012

Board of Trustees’ Contract Approval — continued

Other Relevant Information

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

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

Ÿ The terms of each advisory agreement.

In addition to the information identified above, the Contract Review 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, 2012, with respect to one or more funds, the Board met ten times and the Contract Review Committee, the Audit Committee, the Governance Committee, the Portfolio Management Committee and the Compliance Reports and Regulatory Matters Committee, each of which is a Committee comprised solely of Independent Trustees, met ten, nineteen, seven, eight and fourteen times respectively. At such meetings, the Trustees participated in investment and performance reviews with the portfolio managers and other investment professionals of each adviser relating to each fund. The Board and its Committees considered the investment and trading strategies used in pursuing each fund’s investment objective, including, where relevant, the use of derivative instruments, as well as risk management techniques. The Board and its Committees also evaluated issues pertaining to industry and regulatory developments, compliance procedures, fund governance and other issues with respect to the funds, and received and participated in reports and presentations provided by Eaton Vance Management and other fund advisers with respect to such matters.

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 Contract Review Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Contract Review 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 Contract Review 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

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Contract Review Committee concluded that the continuation of the investment advisory agreements of the following funds:

Ÿ Eaton Vance AMT-Free Municipal Income Fund

Ÿ Eaton Vance National Municipal Income Fund

(the “Funds”), each with Eaton Vance Management or an affiliate (the “Adviser”), including their fee structures, is in the interests of shareholders and, therefore, the Contract Review Committee recommended to the Board approval of each agreement. The Board accepted the recommendation of the Contract Review Committee as well as the factors considered and conclusions reached by the Contract Review Committee with respect to each agreement. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the investment advisory agreement for each Fund.

Nature, Extent and Quality of Services

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

The Board considered the Adviser’s management capabilities and investment process with respect to the types of investments held by each Fund, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Funds. In particular, the Board considered, where relevant, the abilities and experience of such investment personnel in analyzing factors such as credit risk, tax efficiency, and special considerations relevant to investing in municipal obligations. The Board considered the Adviser’s large municipal bond team, which includes portfolio managers and credit specialists who provide services to the Funds. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation methods of the Adviser to recruit and retain investment personnel, and the time and attention devoted to each Fund 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 in recent years from regulatory authorities such as the Securities and Exchange Commission and the Financial Industry Regulatory Authority.

55

Eaton Vance

Municipal Income Funds

September 30, 2012

Board of Trustees’ Contract Approval — continued

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.

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 agreements.

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, and assessed each Fund’s performance on the basis of total return and current income return. The Board’s review included comparative performance data for the one-, three-, five- and ten-year periods ended September 30, 2011 for each Fund. The Board considered the impact of extraordinary market conditions in recent years on each Fund’s performance relative to its peer universe in light of, among other things, the Adviser’s efforts to generate competitive levels of tax exempt current income over time through investments in higher quality municipal bonds with longer maturities. The Board noted that the Adviser had taken action to restructure each Fund’s portfolio as part of a long-term strategy for managing interest rate risk, consistent with each Fund’s objective of providing current income, and that performance had improved relative to peer funds over recent periods. The Board concluded that each Fund’s performance had been satisfactory on the basis of current income return, and that it was appropriate to continue to monitor the effectiveness of the actions taken by the Adviser to improve Fund performance on the basis of total return, which it noted had improved for periods ended as of December 31, 2011.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates payable by each Fund (referred to 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, 2011, as compared to a group of similarly managed funds selected by an independent data provider. The Board also considered factors that had an impact on Fund expense ratios, as identified by management in response to inquiries from the Contract Review Committee, as well as actions taken by management in recent years to reduce expenses at the Eaton Vance fund complex level, including the negotiation of reduced fees for transfer agency and custody services.

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 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 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 their relationships with the Funds, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Funds 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 each Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of each 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 each 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 each 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 each Fund currently shares in the benefits from economies of scale. The Board also concluded that, assuming reasonably foreseeable increases in the assets of each Fund, the structure of each advisory fee, which includes breakpoints at several asset levels, will allow each Fund to continue to benefit from economies of scale in the future.

56

Eaton Vance

Municipal Income Funds

September 30, 2012

Management and Organization

Fund Management.  The Trustees of Eaton Vance Municipals Trust (MT) and Eaton Vance Mutual Funds Trust (MFT) (collectively, the Trusts) are responsible for the overall management and supervision of the Trusts’ affairs. The Trustees and officers of the Trusts 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 Trusts hold indefinite terms of office. The “Noninterested Trustees” consist of those Trustees who are not “interested persons” of the Trusts, as that term is defined under the 1940 Act. The business address of each Trustee and officer is Two International Place, Boston, Massachusetts 02110. 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 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 Funds’ principal underwriter and a wholly-owned subsidiary of EVC. 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. Each Trustee oversees 186 portfolios in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other Eaton Vance funds. Each Trustee and officer serves until his or her successor is elected.

Name and Year of Birth	Position(s) with the Trusts	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Interested Trustee
Thomas E. Faust Jr. 1958	Trustee	Since 2007	Chairman, Chief Executive Officer and President of EVC, Director and President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or officer of 186 registered investment companies. Mr. Faust is an interested person because of his positions with EVM, BMR, EVD, EVC and EV, which are affiliates of the Trusts. Directorships in the Last Five Years.(1) Director of EVC and Hexavest Inc.
Noninterested Trustees
Scott E. Eston 1956	Trustee	Since 2011	Private investor. Formerly held various positions at Grantham, Mayo, Van Otterloo and Co., L.L.C. (investment management firm) (1997-2009), including Chief Operating Officer (2002-2009), Chief Financial Officer (1997-2009) and Chairman of the Executive Committee (2002-2008); President and Principal Executive Officer, GMO Trust (open-end registered investment company) (2006-2009). Former Partner, Coopers and Lybrand L.L.P. (now PricewaterhouseCoopers) (public accounting firm) (1987-1997). Directorships in the Last Five Years. None.
Benjamin C. Esty 1963	Trustee	Since 2005	Roy and Elizabeth Simmons Professor of Business Administration and Finance Unit Head, Harvard University Graduate School of Business Administration. Directorships in the Last Five Years.(1) None.
Allen R. Freedman 1940	Trustee	Since 2007	Private Investor. Former Chairman (2002-2004) and a Director (1983-2004) of Systems & Computer Technology Corp. (provider of software to higher education). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007). Former Chairman and a Director of Indus International, Inc. (provider of enterprise management software to the power generating industry) (2005-2007). Former Chief Executive Officer of Assurant, Inc. (insurance provider) (1979-2000). Directorships in the Last Five Years.(1) Director of Stonemor Partners, L.P. (owner and operator of cemeteries). Formerly, Director of Assurant, Inc. (insurance provider) (1979-2011).
William H. Park 1947	Trustee	Since 2003	Consultant and private investor. Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm) (1972-1981). Directorships in the Last Five Years.(1) None.
Ronald A. Pearlman 1940	Trustee	Since 2003	Professor of Law, Georgetown University Law Center. Formerly, Deputy Assistant Secretary (Tax Policy) and Assistant Secretary (Tax Policy), U.S. Department of the Treasury (1983-1985). Formerly, Chief of Staff, Joint Committee on Taxation, U.S. Congress (1988-1990). Directorships in the Last Five Years.(1) None.

57

Eaton Vance

Municipal Income Funds

September 30, 2012

Management and Organization — continued

Name and Year of Birth	Position(s) with the Trusts	Length of Service	Principal Occupation(s) and Directorships During Past Five Years and Other Relevant Experience
Noninterested Trustees (continued)
Helen Frame Peters 1948	Trustee	Since 2008	Professor of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm) (1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998). Directorships in the Last Five Years.(1) Formerly, Director of BJ’s Wholesale Club, Inc. (wholesale club retailer) (2004-2011). Formerly, Trustee of SPDR Index Shares Funds and SPDR Series Trust (exchange traded funds) (2000-2009). Formerly, Director of Federal Home Loan Bank of Boston (a bank for banks) (2007-2009).
Lynn A. Stout 1957	Trustee	Since 1998	Distinguished Professor of Corporate and Business Law, Jack G. Clarke Business Law Institute, Cornell University Law School. Formerly, the Paul Hastings Professor of Corporate and Securities Law (2006-2012) and Professor of Law (2001-2006), University of California at Los Angeles School of Law. Directorships in the Last Five Years.(1) None.
Harriett Tee Taggart 1948	Trustee	Since 2011	Managing Director, Taggart Associates (a professional practice firm). Formerly, Partner and Senior Vice President, Wellington Management Company, LLP (investment management firm) (1983-2006). Directorships in the Last Five Years. Director of Albemarle Corporation (chemicals manufacturer) (since 2007) and The Hanover Group (specialty property and casualty insurance company) (since 2009). Formerly, Director of Lubrizol Corporation (specialty chemicals) (2007-2011).
Ralph F. Verni 1943	Chairman of the Board and Trustee	Chairman of the Board since 2007 and Trustee since 2005	Consultant and private investor. Formerly, Chief Investment Officer (1982-1992), Chief Financial Officer (1988-1990) and Director (1982-1992), New England Life. Formerly, Chairperson, New England Mutual Funds (1982-1992). Formerly, President and Chief Executive Officer, State Street Management & Research (1992-2000). Formerly, Chairperson, State Street Research Mutual Funds (1992-2000). Formerly, Director, W.P. Carey, LLC (1998-2004) and First Pioneer Farm Credit Corp. (2002-2006). Directorships in the Last Five Years.(1) None.
Principal Officers who are not Trustees
Name and Year of Birth	Position(s) with the Trusts	Length of Service	Principal Occupation(s) During Past Five Years
Thomas M. Metzold 1958	President of MT	Since 2010	Vice President of EVM and BMR.
Duncan W. Richardson 1957	President of MFT	Since 2011	Director of EVC and Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR.
Payson F. Swaffield 1956	Vice President	Since 2011	Vice President and Chief Income Investment Officer of EVM and BMR.
Barbara E. Campbell 1957	Treasurer	Since 2005	Vice President of EVM and BMR.
Maureen A. Gemma 1960	Vice President, Secretary and Chief Legal Officer	Vice President since 2011, Secretary since 2007 and Chief Legal Officer since 2008	Vice President of EVM and BMR.

58

Eaton Vance

Municipal Income Funds

September 30, 2012

Management and Organization — continued

Name and Year of Birth	Position(s) with the Trusts	Length of Service	Principal Occupation(s) During Past Five Years
Principal Officers who are not Trustees (continued)
Paul M. O’Neil 1953	Chief Compliance Officer	Since 2004	Vice President of EVM and BMR.

⁽¹⁾  During their respective tenures, the Trustees (except Mr. Eston and Ms. Taggart) also served as trustees of one or more of the following Eaton Vance funds (which operated in the years noted): Eaton Vance Credit Opportunities Fund (launched in 2005 and terminated in 2010); Eaton Vance Insured Florida Plus Municipal Bond Fund (launched in 2002 and terminated in 2009); and Eaton Vance National Municipal Income Trust (launched in 1998 and terminated in 2009).

The SAI for the Funds includes additional information about the Trustees and officers of the Funds and can be obtained without charge on Eaton Vance’s website at www.eatonvance.com or by calling 1-800-262-1122.

59

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

60

Investment Advisers

AMT-Free Municipal Income Fund

Eaton Vance Management

Two International Place

Boston, MA 02110

National Municipal Income Fund

Boston Management and Research

Two International Place

Boston, MA 02110

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) 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

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

448-11/12 HMSRC

Item 2. Code of Ethics

Not required in this filing.

Item 3. Audit Committee Financial Expert

The registrant’s Board has designated William H. Park, an independent trustee, as its audit committee financial expert. Mr. Park is a certified public accountant who is a consultant and private investor. Previously, he served as the Chief Financial Officer of Aveon Group, L.P. (an investment management firm), as the Vice Chairman of Commercial Industrial Finance Corp. (specialty finance company), as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm), as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (an institutional investment management firm) and as a Senior Manager at Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm).

Item 4. Principal Accountant Fees and Services

(a)-(d)

Eaton Vance Atlanta Capital Horizon Growth Fund, Eaton Vance Build America Bond Fund and Eaton Vance AMT-Free Municipal Income Fund (the “Fund(s)”) are series of Eaton Vance Mutual Funds Trust (the “Trust”), a Massachusetts business trust, which, including the Funds, contains a total of 33 series (the “Series”). The Trust is registered under the Investment Company Act of 1940 as an open-end management investment company. This Form N-CSR relates to the Funds’ annual reports.

The following tables present the aggregate fees billed to each Fund for the Fund’s fiscal period from November 1, 2010 to September 30, 2011 and the fiscal year ended September 30, 2012 by the Fund’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the Funds’ annual financial statements and fees billed for other services rendered by D&T during those periods.

Eaton Vance Atlanta Capital Horizon Growth Fund

Fiscal Years Ended	9/30/11		9/30/12
Audit Fees	$	10,315	$	23,550
Audit-Related Fees(1)	$	0	$	0
Tax Fees(2)	$	7,080	$	7,230
All Other Fees(3)	$	300	$	310
Total	$	17,695	$	31,090

Eaton Vance Build America Bond Fund

Fiscal Years Ended	9/30/11		9/30/12
Audit Fees	$	21,550	$	21,570
Audit-Related Fees(1)	$	0	$	0
Tax Fees(2)	$	8,500	$	8,750
All Other Fees(3)	$	300	$	0
Total	$	30,350	$	30,320

⁽¹⁾  Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of financial statements and are not reported under the category of audit fees.

⁽²⁾  Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation.

⁽³⁾  All other fees consist of the aggregate fees billed for products and services provided by the principal accountant other than audit, audit-related, and tax services.

Eaton Vance AMT-Free Municipal Income Fund recently changed its fiscal-year end from December 31 to September 30. Accordingly, the following table presents the aggregate fees billed to the Fund for the Fund’s fiscal year ended December 31, 2010 and December 31, 2011, and the fiscal period from January 1, 2012 to September 30, 2012 by the Fund’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the Fund’s annual financial statements and fees billed for other services rendered by D&T during those periods.

Eaton Vance AMT-Free Municipal Income Fund

Fiscal Years Ended	12/31/10		12/31/11		9/30/12
Audit Fees	$	51,570	$	62,060	$	64,480
Audit-Related Fees(1)	$	0	$	0	$	0
Tax Fees(2)	$	6540	$	12,410	$	12,760
All Other Fees(3)	$	1,000	$	300	$	310
Total	$	59,110	$	74,770	$	77,550

⁽¹⁾  Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of financial statements and are not reported under the category of audit fees.

⁽²⁾  Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation.

⁽³⁾  All other fees consist of the aggregate fees billed for products and services provided by the principal accountant other than audit, audit-related, and tax services.

The various Series comprising the Trust have differing fiscal year ends (January 31, September 30, October 31, November 30 or December 31). The following table presents the aggregate audit, audit-related, tax, and other fees billed to all of the Series in the Trust by D&T for the last two fiscal years of each Series and the fiscal period from November 1, 2010 to September 30, 2011.

Fiscal Years Ended*	10/31/10		12/31/10		1/31/11**		9/30/11		10/31/11		12/31/11		1/31/12		9/30/12
Audit Fees	$	527,835	$	90,920	$	21,550	$	31,865	$	522,885	$	135,300	$	88,300	$	109,600
Audit-Related Fees(1)	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
Tax Fees(2)	$	258,500	$	27,000	$	11,500	$	15,580	$	250,180	$	51,570	$	25,420	$	28,740
All Other Fees(3)	$	28,500	$	4,900	$	500	$	600	$	22,300	$	1,500	$	2,100	$	620
Total	$	814,835	$	122,820	$	33,550	$	48,045	$	795,365	$	188,370	$	115,820	$	138,960

* Information is not presented for fiscal years ended 11/30/10 and 11/30/11, as no Series in the Trust with such fiscal year ends were in operation during those periods.

** Series commenced operations on April 1, 2010.

⁽¹⁾  Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of financial statements and are not reported under the category of audit fees.

⁽²⁾  Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation.

⁽³⁾  All other fees consist of the aggregate fees billed for products and services provided by the principal accountant other than audit, audit-related, and tax services.

(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”). The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities. As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees. Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.

The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually. The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.

(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.

(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed for services rendered to all of the Series in the Trust by D&T for the last two fiscal years of each Series and the fiscal period from November 1, 2010 to September 31, 2011; and (ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the Eaton Vance organization by D&T for the last two fiscal years of each Series.

Fiscal Years Ended*	10/31/10		12/31/10		1/31/11**		9/30/11		10/31/11		12/31/11		1/31/12		9/30/12
Registrant(1)	$	287,000	$	31,900	$	12,000	$	16,180	$	272,480	$	53,070	$	27,520	$	29,360
Eaton Vance(2)	$	278,901	$	250,973	$	205,107	$	226,431	$	226,431	$	334,561	$	414,561	$	606,619

* Information is not presented for fiscal years ended 11/30/10 and 11/30/11, as no Series in the Trust with such fiscal year ends were in operation during those periods.

** Series commenced operations on April 1, 2010.

⁽¹⁾ Includes all of the Series of the Trust. During the fiscal years reported above, certain of the Funds were “feeder” funds in a “master-feeder” fund structure or funds of funds.

⁽²⁾  Various subsidiaries of Eaton Vance Corp. act in either an investment advisory and/or service provider capacity with respect to the Series and/or their respective “master” funds (if applicable).

(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants

Not required in this filing.

Item 6. Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not required in this filing.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not required in this filing.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not required in this filing.

Item 10. Submission of Matters to a Vote of Security Holders

No Material Changes.

Item 11. Controls and Procedures

(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b) There have been no changes in the registrant’s internal controls over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

(a)(1) Registrant’s Code of Ethics – Not applicable (please see Item 2).

(a)(2)(i) Treasurer’s Section 302 certification.

(a)(2)(ii) President’s Section 302 certification.

(b) Combined Section 906 certification.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Eaton Vance Mutual Funds Trust

By:	/s/ Duncan W. Richardson
	Duncan W. Richardson
	President
Date: November 13, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Barbara E. Campbell
	Barbara E. Campbell
	Treasurer
Date: November 13, 2012

By:	/s/ Duncan W. Richardson
	Duncan W. Richardson
	President
Date: November 13, 2012