<Page>
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811-04015
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Eaton Vance Mutual Funds Trust
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(Exact Name of Registrant as Specified in Charter)
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
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(Address of Principal Executive Offices)
Alan R. Dynner
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
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(Name and Address of Agent for Services)
(617) 482-8260
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(Registrant's Telephone Number)
October 31
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Date of Fiscal Year End
October 31, 2003
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Date of Reporting Period
<Page>
ITEM 1. REPORTS TO STOCKHOLDERS
<Page>
[EATON VANCE LOGO]
[PHOTO IMAGE]
ANNUAL REPORT OCTOBER 31, 2003
[PHOTO IMAGE]
EATON VANCE TAX-MANAGED MID-CAP CORE FUND
[PHOTO IMAGE]
<Page>
EATON VANCE FUNDS
EATON VANCE MANAGEMENT
BOSTON MANAGEMENT AND RESEARCH
EATON VANCE DISTRIBUTORS, INC.
PRIVACY NOTICE
The Eaton Vance organization is committed to ensuring your financial
privacy. This notice is being sent to comply with privacy regulations of
the Securities and Exchange Commission. Each of the above financial
institutions has in effect the following policy with respect to nonpublic
personal information about its customers:
- Only such information received from you, through application forms or
otherwise, and information about your Eaton Vance fund transactions will
be collected.
- 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).
- Policies and procedures (including physical, electronic and procedural
safeguards) are in place that are designed to protect the
confidentiality of such information.
For more information about Eaton Vance's privacy policies,
call: 1-800-262-1122.
IMPORTANT NOTICE
REGARDING DELIVERY OF
SHAREHOLDER DOCUMENTS
The Securities and Exchange Commission permits funds to deliver only one
copy of shareholder documents, including prospectuses, proxy statements and
shareholder reports, to fund investors with multiple accounts at the same
residential or post office box address. This practice is often called
"householding" and it helps eliminate duplicate mailings to shareholders.
EATON VANCE, OR YOUR FINANCIAL ADVISER, MAY HOUSEHOLD THE MAILING OF YOUR
DOCUMENTS INDEFINITELY UNLESS YOU INSTRUCT EATON VANCE, OR YOUR FINANCIAL
ADVISER, OTHERWISE.
If you would prefer that your Eaton Vance documents not be householded,
please contact Eaton Vance at 1-800-262-1122, or contact your financial
adviser.
Your instructions that householding not apply to delivery of your Eaton
Vance documents will be effective within 30 days of receipt by Eaton Vance
or your financial adviser.
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 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 without charge, upon request, by calling 1-800-262-1122. This
description is also available on the Securities and Exchange Commission's
website at http://www.sec.gov.
<Page>
EATON VANCE TAX-MANAGED MID-CAP CORE FUND AS OF OCTOBER 31, 2003
LETTER TO SHAREHOLDERS
[PHOTO OF THOMAS E. FAUST JR.]
Thomas E. Faust Jr.
President
In the one-year period from October 31, 2002, to October 31, 2003, the Fund's
Class A shares had a return of 25.09%. That return was the result of an increase
in net asset value (NAV) per share from $8.53 on October 31, 2002, to $10.67 on
October 31, 2003.(1) The Fund's Class B shares had a return of 24.15% for the
same period, the result of an increase in NAV per share from $8.49 to $10.54.(1)
The Fund's Class C shares had a return of 24.15% for the same period, the result
of an increase in NAV per share from $8.49 to $10.54.(1) Additional information
about the Fund's performance (including after-tax performance) appears on
page 6.
For comparison, the Fund's benchmark index, the S&P MidCap 400 Index - a
broad-based, unmanaged market index commonly used to measure U.S. mid-cap stock
performance - posted a return of 30.70% for the period from October 31, 2002, to
October 31, 2003.(2)
A CLOSER LOOK AT THE JOBS AND GROWTH TAX RELIEF RECONCILIATION ACT OF 2003...
In May of this year, Congress passed legislation that included several
provisions that affect individual investors. The most important aspects of the
Jobs and Growth Tax Relief Reconciliation Act of 2003 for individuals are a
lowering of tax rates for ordinary income and long-term capital gains and a
change in the tax treatment of qualifying dividend income, which is now taxed at
the same rates as long-term capital gains, rather than as ordinary income.
The biggest change for equity investors is that qualifying dividend income is
now taxed at much lower rates than other investment income and short-term gains
(maximum rate of 15% vs. 35%). The spread between short-term and long-term
capital gains tax rates has also increased. These changes increase the
importance of achieving a mix of returns that emphasizes long-term gains and
qualifying dividends over less favorably taxed short-term gains and
non-qualifying dividends and other investment income. Deferring taxes on
long-term gains continues to be of significant value, particularly for investors
with longer time horizons and for assets earmarked for inheritance.
WITH TODAY'S LOWER TAX RATES, IT IS STILL IMPORTANT FOR INVESTORS TO CONSIDER
TAX EFFECTS...
Taxes continue to be the single largest cost borne by long-term equity
investors. Strategies to minimize tax effects can add substantial value to
taxable accounts without sacrificing performance or adding to portfolio risk.
Just as before, it makes sense for taxpayers to invest in funds that share their
objective of after-tax returns.
Sincerely,
/s/ Thomas E. Faust Jr.
Thomas E. Faust Jr.
President
December 5, 2003
TEN LARGEST HOLDINGS(3)
<Table>
Ace Ltd. 2.2%
Microchip Technology, Inc. 2.2
Omnicom Group, Inc. 2.1
A.G. Edwards, Inc. 2.1
Brinker International, Inc. 2.1
Affiliated Managers Group, Inc. 2.0
Cox Radio, Inc. Class A 2.0
Legg Mason, Inc. 2.0
Affiliated Computer Services, Inc. 1.9
Newfield Exploration Co. 1.9
</Table>
(1) These returns do not include the 5.75% maximum sales charge for the Fund's
Class A shares or the applicable contingent deferred sales charges (CDSC)
for Class B and Class C shares. Returns are historical and are calculated by
determining the percentage change in net asset value with all distributions
reinvested.
(2) It is not possible to invest directly in an Index.
(3) Ten largest holdings accounted for 20.5% of the Portfolio's net assets.
Holdings are subject to change.
Past performance is no guarantee of future results. Investment return and
principal value will fluctuate so that shares, when redeemed, may be worth
more or less than their original cost.
MUTUAL 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.
2
<Page>
MANAGEMENT DISCUSSION
[PHOTO OF WILLIAM R. HACKNEY, III, CHARLES B. REED & PAUL J. MARSHALL]
AN INTERVIEW WITH ATLANTA CAPITAL MANAGEMENT'S PAUL J. MARSHALL, VICE PRESIDENT
AND DIRECTOR OF RESEARCH; WILLIAM R. HACKNEY, III, MANAGING PARTNER; AND CHARLES
B. REED, VICE PRESIDENT, WHO CONSTITUTE THE INVESTMENT TEAM MANAGING TAX-MANAGED
MID-CAP CORE PORTFOLIO
Q: WHAT WAS THE OVERALL MARKET ENVIRONMENT FOR THE FUND FOR THE YEAR ENDING
OCTOBER 31, 2003?
A: The stock market environment for medium capitalization equities was
favorable and much improved from the prior year. The mid-cap market, as
measured by the S&P MidCap 400 Index, rose 30.70% in the 12 months ending
October 31, 2003, outpacing the 20.79% advance in the larger-capitalization
S&P 500 Index.* A number of forces underpinned this favorable investment
climate. First, there has been fiscal stimulus from tax cuts and increased
government spending over the past two years. This stimulus has been
accompanied by an accommodative monetary policy from the Federal Reserve
Board, which has pushed short-term interest rates to their lowest levels in
almost 50 years. The combination of fiscal stimulus and low interest rates
kept the U.S. economy on a steady, moderate growth path and helped
corporate earnings recover from their depressed levels of 2001 and 2002.
All the elements for a classic economic and stock market recovery seemed to
fall into place last year.
Q: CAN YOU GIVE THE SHAREHOLDERS A SUMMARY OF THE FUND'S PERFORMANCE OVER THE
LAST YEAR?
A: We are pleased to report that the Fund's Class A shares had a return of
25.09% for the 12 months ending October 31, 2003. The Fund's performance
was led by sharp gains in information technology and basic materials stocks
held by the Portfolio. In general, the economically sensitive industrial
sectors of the economy turned in the strongest stock market performance,
while the more defensive consumer-related sectors turned in more moderate
price performance. This was true for the Portfolio's holdings as well.
Q: WHAT FACTORS ACCOUNTED FOR THE FUND'S PERFORMANCE RELATIVE TO THE BENCHMARK
DURING THE PERIOD?
A: The Fund's returns trailed the gain in the S&P MidCap 400 Index* primarily
due to the exceptionally strong performance of lower-quality, lower-priced
companies in 2003. Various studies have shown that during the first nine
months of 2003: the stock of companies reporting current losses have
outperformed companies with earnings; low-priced stocks have outperformed
higher-priced stocks; and companies with erratic earnings patterns have
outperformed companies with more stable earnings patterns. However, in
keeping with our investment objective of achieving long-term, after-tax
returns, the Portfolio focused on mid-cap companies that we believe possess
solid fundamentals. Therefore, we did not participate in many of the
lesser-quality names that led the rally. This collectively accounted for
the Fund's entire performance shortfall versus its benchmark, particularly
in certain technology-related sectors and the health care sector of the
Portfolio.
Q: DID THE PORTFOLIO'S ECONOMIC SECTOR WEIGHTING INFLUENCE ITS INVESTMENT
RETURNS VERSUS ITS BENCHMARK, THE S&P MIDCAP 400 INDEX?*
A: Yes. We took advantage of a cyclical turn in the economy and overweighted
those sectors, relative to the benchmark, that would benefit from an
improvement in industrial production and corporate profits. In particular,
stocks held by the Portfolio in information technology and industrials
contributed significantly to overall performance on an absolute basis. A
slight overweighting in energy stocks and an underweighting in utilities
also added to returns. An underweight in health care detracted slightly
from performance.
* It is not possible to invest directly in an Index.
3
<Page>
Q: WHAT STOCKS AND INDUSTRIES MOST NEGATIVELY IMPACTED THE FUND'S PERFORMANCE
OVER THE PAST 12 MONTHS?
A: The two industries that detracted the most from performance were oil and
gas exploration & production (E&P) companies within the energy sector and
the computer services and integrated systems companies within the
information technology sector. E&P stocks lagged the market despite
significant increases in natural gas and crude oil prices. Apparently, many
investors believed that recent high energy prices would not be sustainable
over the long term. The computer services and integrated systems companies
held by the Portfolio lagged the overall market primarily because of their
"defensive" nature, which is reflective of the high levels of recurring
revenue. Last year, investors seemed to be seeking less defensive stocks,
those with more leverage to an improving economy and IT spending
environment. In the current environment, the earnings growth of the
defensive technology companies cannot keep pace with many of the
semiconductor, hardware, and software stocks within the sector. We believe
both the E&P and computer services and integrated systems industries have
favorable long term growth prospects, so we have continued to maintain
significant exposure to the industries in the Portfolio.
Q: WHAT STOCKS AND INDUSTRIES MOST POSITIVELY IMPACTED THE FUND'S PERFORMANCE
OVER THE PAST 12 MONTHS?
A: The stocks that contributed the most to performance over the last 12 months
included holdings in the business services, manufacturing,
engineering/construction, and finance/investment management industries.
Business services holdings benefited from the pent-up demand created by the
plunge in technology spending over the last three years, especially as
corporate profits began to emerge from depressed levels. Stocks held by the
Portfolio in manufacturing, engineering and construction were driven by the
improvement in industrial production and the subsequent turn in corporate
earnings that gave many companies the flexibility to start investing for
future growth. Finance/investment management companies were the prime
beneficiaries of the rebound in the stock market and the willingness of
investors, both institutional and retail, to plow money back into the stock
market.
Q: ANY FINAL THOUGHTS FOR THE SHAREHOLDERS?
A: We remain cautiously optimistic on both the economy and the market. Further
gains in the stock market, however, should be dependent on a further
resurgence in earnings, not a rise in valuations or the price/earnings
ratios. The recent advance in the broad market has been led by
lower-quality, lower-priced stocks with little or no current earnings. In
the initial phases of a stock market recovery, it's not unusual for these
more "speculative" issues to turn in the best performance simply because
they were often the types of stocks that declined the most during the
preceding bear market. Looking ahead, we would expect earnings power and
balance sheet strength to play a more important role in stock performance.
THE VIEWS EXPRESSED IN THIS REPORT ARE THOSE OF THE PORTFOLIO MANAGERS AND
ARE CURRENT ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON
THE COVER. THESE VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED UPON MARKET
OR OTHER CONDITIONS, AND ATLANTA CAPITAL DISCLAIMS ANY RESPONSIBILITY TO
UPDATE SUCH VIEWS. THESE VIEWS MAY NOT BE RELIED ON AS INVESTMENT ADVICE
AND, BECAUSE INVESTMENT DECISIONS FOR A FUND ARE BASED ON MANY FACTORS, MAY
NOT BE RELIED ON AS AN INDICATION OF TRADING INTENT ON BEHALF OF ANY FUND.
4
<Page>
PERFORMANCE
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
EATON VANCE MID-CAP CORE FUND CLASS A VS. THE S&P MIDCAP 400 INDEX*
March 31, 2002 - October 31, 2003
EATON VANCE TAX-MANAGED MID-CAP CORE FUND- CLASS A
Inception: 3/4/02
<Table>
<Caption>
FUND FUND S&P
VALUE AT VALUE WITH MID-CAP 400
DATE NAV SALES CHARGE INDEX
- ---------- ---------- -------------- -----------
3/31/2002 10,000 9425 10,000
4/30/2002 9,971 9400 9,947
5/31/2002 9,961 9390.91 9,769
6/30/2002 9,315 8781.82 9,071
7/31/2002 8,544 8054.55 8,185
8/31/2002 8,544 8054.55 8,217
9/30/2002 7,898 7445.46 7,572
10/31/2002 8,226 7754.55 7,892
11/30/2002 8,650 8154.55 8,338
12/31/2002 8,370 7890.91 8,013
1/31/2003 8,177 7709.09 7,657
2/28/2003 8,033 7572.73 7,551
3/31/2003 8,120 7654.55 7,658
4/30/2003 8,573 8081.82 8,206
5/31/2003 9,161 8636.36 8,874
6/30/2003 9,315 8781.82 9,006
7/31/2003 9,585 9036.36 9,318
8/31/2003 9,904 9336.36 9,729
9/30/2003 9,662 9109.09 9,599
10/31/2003 10,289 9700 10,315
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
EATON VANCE MID-CAP CORE FUND CLASS B VS. THE S&P MIDCAP 400 INDEX*
March 31, 2002 - October 31, 2003
EATON VANCE TAX-MANAGED MID-CAP CORE FUND- CLASS B
Inception: 3/4/02
<Table>
<Caption>
FUND FUND S&P
VALUE AT VALUE WITH MID-CAP 400
DATE NAV SALES CHARGE INDEX
- ---------- ---------- -------------- -----------
3/31/2002 10,000 10,000 10,000
4/30/2002 9961.43 9961.43 9,947
5/31/2002 9951.78 9951.78 9,769
6/30/2002 9296.04 9296.04 9,071
7/31/2002 8524.59 8524.59 8,185
8/31/2002 8514.95 8514.95 8,217
9/30/2002 7868.85 7868.85 7,572
10/31/2002 8187.08 8187.08 7,892
11/30/2002 8601.73 8601.73 8,338
12/31/2002 8331.72 8331.72 8,013
1/31/2003 8129.22 8129.22 7,657
2/28/2003 7974.93 7974.93 7,551
3/31/2003 8061.72 8061.72 7,658
4/30/2003 8505.3 8505.3 8,206
5/31/2003 9083.89 9083.89 8,874
6/30/2003 9228.54 9228.54 9,006
7/31/2003 9488.91 9488.91 9,318
8/31/2003 9807.13 9807.13 9,729
9/30/2003 9556.41 9556.41 9,599
10/31/2003 10163.9 10163.93 10,315
Less 5% 500
10/31/2003 9,664
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
EATON VANCE MID-CAP CORE FUND CLASS C VS. THE S&P MIDCAP 400 INDEX*
March 31, 2002 - October 31, 2003
EATON VANCE TAX-MANAGED MID-CAP CORE FUND- CLASS C
Inception: 3/4/02
<Table>
<Caption>
FUND FUND S&P
VALUE AT VALUE WITH MID-CAP 400
DATE NAV SALES CHARGE INDEX
- ---------- ---------- -------------- -----------
3/31/2002 10,000 N/A 10,000
4/30/2002 9,961 9,947
5/31/2002 9,942 9,769
6/30/2002 9,296 9,071
7/31/2002 8,525 8,185
8/31/2002 8,515 8,217
9/30/2002 7,869 7,572
10/31/2002 8,187 7,892
11/30/2002 8,602 8,338
12/31/2002 8,332 8,013
1/31/2003 8,129 7,657
2/28/2003 7,975 7,551
3/31/2003 8,062 7,658
4/30/2003 8,496 8,206
5/31/2003 9,084 8,874
6/30/2003 9,229 9,006
7/31/2003 9,489 9,318
8/31/2003 9,797 9,729
9/30/2003 9,547 9,599
10/31/2003 10,164 10,315
</Table>
<Table>
<Caption>
PERFORMANCE** CLASS A CLASS B CLASS C
- ----------------------------------------------------------------------------------------
Average Annual Total Returns (at net asset value)
One Year 25.09% 24.15% 24.15
Life of Fund+ 3.96% 3.20% 3.20%
SEC Average Annual Total Returns (including sales charge or applicable CDSC)
One Year 17.90% 19.15% 23.15%
Life of Fund+ 0.34% 0.24% 3.20%
</Table>
+ Inception Dates - Class A: 3/4/02; Class B: 3/4/02; Class C: 3/4/02
* Source: Thomson Financial. Investment operations commenced 3/4/02.
The chart compares the Fund's total return with that of the S&P MidCap 400
Index, a broad-based, unmanaged index commonly used to measure U.S. mid-cap
stock performance. Returns are calculated by determining the percentage
change in net asset value with all distributions reinvested. The lines on the
chart represent the total returns of a $10,000 hypothetical investment in the
Fund and in the S&P MidCap 400 Index. The graph and performance table do not
reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares. The Index's total returns do
not reflect any commissions or expenses that would have been incurred if an
investor individually purchased or sold the securities represented in the
Index. It is not possible to invest directly in the Index.
** Returns are historical and are calculated by determining the percentage
change in net asset value with all distributions reinvested. SEC returns for
Class A reflect the maximum 5.75% sales charge. SEC returns for Class B
reflects applicable CDSC based on the following schedule: 5% - 1st and 2nd
years; 4% - 3rd year; 3% - 4th year; 2% - 5th year; 1% - 6th year. SEC return
for Class C reflects a 1% CDSC imposed in the first year.
Past performance is no guarantee of future results. Investment return and
principal value will fluctuate so that shares, when redeemed, may be worth
more or less than their original cost.
5
<Page>
The tables below set forth the pre-tax and after-tax performance for the
Fund. After-tax performance reflects the impact of federal income taxes on
Fund distributions of dividends and capital gains, as well as capital gains
taxes on the sale of Fund shares, while pre-tax performance does not. Because
the objective of the Fund is to provide long-term, after-tax returns to
shareholders, it is important for investors to know the effect of taxes on
the Fund's return.
AVERAGE ANNUAL TOTAL RETURNS
(FOR THE YEAR ENDED OCTOBER 31, 2003)
RETURNS AT NET ASSET VALUE (NAV) (CLASS A)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 25.09% 3.96%
Return After Taxes on Distributions 25.09% 3.96%
Return After Taxes on Distributions
and Sale of Fund Shares 16.31% 3.37%
</Table>
RETURNS AT PUBLIC OFFERING PRICE (POP) (CLASS A)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 17.90% 0.34%
Return After Taxes on Distributions 17.90% 0.34%
Return After Taxes on Distributions
and Sale of Fund Shares 11.64% 0.29%
</Table>
AVERAGE ANNUAL TOTAL RETURNS
(FOR THE YEAR ENDED OCTOBER 31, 2003)
RETURNS AT NET ASSET VALUE (NAV) (CLASS B)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 24.15% 3.20%
Return After Taxes on Distributions 24.15% 3.20%
Return After Taxes on Distributions
and Sale of Fund Shares 15.70% 2.72%
</Table>
RETURNS AT PUBLIC OFFERING PRICE (POP) (CLASS B)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 19.15% 0.24%
Return After Taxes on Distributions 19.15% 0.24%
Return After Taxes on Distributions
and Sale of Fund Shares 12.45% 0.20%
</Table>
AVERAGE ANNUAL TOTAL RETURNS
(FOR THE YEAR ENDED OCTOBER 31, 2003)
RETURNS AT NET ASSET VALUE (NAV) (CLASS C)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 24.15% 3.20%
Return After Taxes on Distributions 24.15% 3.20%
Return After Taxes on Distributions
and Sale of Fund Shares 15.70% 2.72%
</Table>
RETURNS AT PUBLIC OFFERING PRICE (POP) (CLASS C)
<Table>
<Caption>
ONE YEAR LIFE OF FUND
Return Before Taxes 23.15% 3.20%
Return After Taxes on Distributions 23.15% 3.20%
Return After Taxes on Distributions
and Sale of Fund Shares 15.05% 2.72%
</Table>
Class A, Class B, and Class C commenced operations on 3/4/02. Returns at Public
Offering Price (POP) reflect the deduction of the maximum sales charge, while
Returns at Net AssetValue (NAV)do not.
After-tax returns are calculated using the highest historical individual federal
income tax rate and do not reflect the impact of state and local taxes. Actual
after-tax returns depend on a shareholder's tax situation and may differ from
those shown. After-tax returns are not relevant for shareholders who hold shares
in tax-deferred accounts or to shares held by non-taxable entities. Return After
Taxes on Distributions for a period may be the same as the Return Before Taxes
for that period because no distributions were paid during that period. Also,
Return After Taxes on Distributions and Sale of Fund shares for a period may be
greater than Return After Taxes on Distributions for the same period because of
realized losses on the sale of Fund shares.
Past performance (both before and after taxes)is no guarantee of future results.
Investment return and principal value will fluctuate so that shares, when
redeemed, may be worth more or less than their original cost. Performance is for
the stated time period only; due to market volatility, the Fund's current
performance may be different.
6
<Page>
EATON VANCE TAX-MANAGED MID-CAP CORE FUND AS OF OCTOBER 31, 2003
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
AS OF OCTOBER 31, 2003
<Table>
ASSETS
Investment in Tax-Managed Mid-Cap Portfolio, at value
(identified cost, $12,883,685) $ 15,191,461
Receivable for Fund shares sold 41,014
Receivable from affiliate 72,048
- -----------------------------------------------------------------------------------------------
TOTAL ASSETS $ 15,304,523
- -----------------------------------------------------------------------------------------------
LIABILITIES
Payable for Fund shares redeemed $ 26,006
Payable to affiliate for distribution and service fees 3,005
Payable to affiliate for Trustees' fees 28
Accrued expenses 26,823
- -----------------------------------------------------------------------------------------------
TOTAL LIABILITIES $ 55,862
- -----------------------------------------------------------------------------------------------
NET ASSETS $ 15,248,661
- -----------------------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Paid-in capital $ 13,650,300
Accumulated net realized loss from Portfolio (computed on
the basis of identified cost) (709,415)
Net unrealized appreciation from Portfolio (computed on the basis of
identified cost) 2,307,776
- -----------------------------------------------------------------------------------------------
TOTAL $ 15,248,661
- -----------------------------------------------------------------------------------------------
CLASS A SHARES
NET ASSETS $ 7,053,762
SHARES OUTSTANDING 661,192
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
(net assets DIVIDED BY shares of beneficial interest outstanding) $ 10.67
MAXIMUM OFFERING PRICE PER SHARE
(100 DIVIDED BY 94.25 of $10.67) $ 11.32
- -----------------------------------------------------------------------------------------------
CLASS B SHARES
NET ASSETS $ 4,139,311
SHARES OUTSTANDING 392,577
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE
(net assets DIVIDED BY shares of beneficial interest outstanding) $ 10.54
- -----------------------------------------------------------------------------------------------
Class C Shares
Net Assets $ 4,055,588
Shares Outstanding 384,746
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets DIVIDED BY shares of beneficial interest outstanding) $ 10.54
- -----------------------------------------------------------------------------------------------
</Table>
On sales of $50,000 or more, the offering price of Class A shares is reduced.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED
OCTOBER 31, 2003
<Table>
INVESTMENT INCOME
Dividends allocated from Portfolio $ 74,268
Interest allocated from Portfolio 1,067
Expenses allocated from Portfolio (97,587)
- -----------------------------------------------------------------------------------------------
NET INVESTMENT LOSS FROM PORTFOLIO $ (22,252)
- -----------------------------------------------------------------------------------------------
EXPENSES
Administration fee $ 14,774
Trustees' fees and expenses 45
Distribution and service fees
Class A 12,170
Class B 23,549
Class C 26,261
Registration fees 49,939
Transfer and dividend disbursing agent fees 17,764
Custodian fee 15,036
Legal and accounting services 12,081
Printing and postage 6,146
Miscellaneous 2,068
- -----------------------------------------------------------------------------------------------
TOTAL EXPENSES $ 179,833
- -----------------------------------------------------------------------------------------------
Deduct --
Allocation of Fund expenses to affiliate $ 72,048
- -----------------------------------------------------------------------------------------------
TOTAL EXPENSE REDUCTIONS $ 72,048
- -----------------------------------------------------------------------------------------------
NET EXPENSES $ 107,785
- -----------------------------------------------------------------------------------------------
NET INVESTMENT LOSS $ (130,037)
- -----------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) FROM PORTFOLIO
Net realized gain (loss) --
Investment transactions (identified cost basis) $ (453,964)
- -----------------------------------------------------------------------------------------------
NET REALIZED LOSS $ (453,964)
- -----------------------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis) $ 2,940,801
- -----------------------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) $ 2,940,801
- -----------------------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED GAIN $ 2,486,837
- -----------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 2,356,800
- -----------------------------------------------------------------------------------------------
</Table>
See notes to financial statements.
7
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
<Table>
<Caption>
YEAR ENDED PERIOD ENDED
OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- --------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
From operations --
Net investment loss $ (130,037) $ (29,238)
Net realized loss (453,964) (255,412)
Net change in unrealized
appreciation (depreciation) 2,940,801 (633,025)
- ------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS $ 2,356,800 $ (917,675)
- ------------------------------------------------------------------------------------------
Transactions in shares of beneficial interest --
Proceeds from sale of shares
Class A $ 4,050,864 $ 5,085,324
Class B 2,673,304 1,514,606
Class C 2,704,082 2,162,624
Cost of shares redeemed
Class A (2,547,843) (161,573)
Class B (352,433) (106,793)
Class C (860,036) (352,590)
- ------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM
FUND SHARE TRANSACTIONS $ 5,667,938 $ 8,141,598
- ------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS $ 8,024,738 $ 7,223,923
- ------------------------------------------------------------------------------------------
NET ASSETS
At beginning of year $ 7,223,923 $ --
- ------------------------------------------------------------------------------------------
AT END OF YEAR $ 15,248,661 $ 7,223,923
- ------------------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 4, 2002, to October 31,
2002.
See notes to financial statements.
8
<Page>
FINANCIAL HIGHLIGHTS
<Table>
<Caption>
CLASS A
---------------------------------------------
YEAR ENDED PERIOD ENDED
OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- ------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 8.530 $ 10.000
- ------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment loss(2) $ (0.087) $ (0.047)
Net realized and unrealized gain (loss) 2.227 (1.423)
- ------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ 2.140 $ (1.470)
- ------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 10.670 $ 8.530
- ------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) 25.09% (14.70)%
- ------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA+
Net assets, end of year (000's omitted) $ 7,054 $ 4,394
Ratios (As a percentage of average daily net assets):
Net expenses(4) 1.70% 1.65%(5)
Net investment loss (0.93)% (0.80)%(5)
Portfolio Turnover of the Portfolio 50% 13%
- ------------------------------------------------------------------------------------------------------
+ The operating expenses of the Fund reflect an allocation
of expenses to the Administrator. Had such action not
been taken, the ratios and net investment loss per share
would have been as follows:
Ratios (As a percentage of average daily net assets):
Expenses(4) 2.43% 4.78%(5)
Net investment loss (1.66)% (3.93)%(5)
Net investment loss per share $ (0.155) $ (0.231)
- ------------------------------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 4, 2002, to October 31,
2002.
(2) Net investment loss per share was computed using average shares
outstanding.
(3) Returns are historical and are calculated by determining the percentage
change in net asset value with all distributions reinvested. Total return
is not computed on an annualized basis.
(4) Includes the Fund's share of the Portfolio's allocated expenses.
(5) Annualized.
See notes to financial statements.
9
<Page>
<Table>
<Caption>
CLASS B
---------------------------------------------
YEAR ENDED PERIOD ENDED
OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- ------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 8.490 $ 10.000
- ------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment loss(2) $ (0.158) $ (0.089)
Net realized and unrealized gain (loss) 2.208 (1.421)
- ------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ 2.050 $ (1.510)
- ------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 10.540 $ 8.490
- ------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) 24.15% (15.10)%
- ------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA+
Net assets, end of year (000's omitted) $ 4,139 $ 1,254
Ratios (As a percentage of average daily net assets):
Net expenses(4) 2.45% 2.40%(5)
Net investment loss (1.69)% (1.52)%(5)
Portfolio Turnover of the Portfolio 50% 13%
- ------------------------------------------------------------------------------------------------------
+ The operating expenses of the Fund reflect an allocation
of expenses to the Administrator. Had such action not
been taken, the ratios and net investment loss per share
would have been as follows:
Ratios (As a percentage of average daily net assets):
Expenses(4) 3.18% 5.53%(5)
Net investment loss (2.42)% (4.65)%(5)
Net investment loss per share $ (0.226) $ (0.272)
- ------------------------------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 4, 2002, to October 31,
2002.
(2) Net investment loss per share was computed using average shares
outstanding.
(3) Returns are historical and are calculated by determining the percentage
change in net asset value with all distributions reinvested. Total return
is not computed on an annualized basis.
(4) Includes the Fund's share of the Portfolio's allocated expenses.
(5) Annualized.
See notes to financial statements.
10
<Page>
<Table>
<Caption>
CLASS C
---------------------------------------------
YEAR ENDED PERIOD ENDED
OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- ------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 8.490 $ 10.000
- ------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment loss(2) $ (0.157) $ (0.090)
Net realized and unrealized gain (loss) 2.207 (1.420)
- ------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ 2.050 $ (1.510)
- ------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 10.540 $ 8.490
- ------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) 24.15% (15.10)%
- ------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA+
Net assets, end of year (000's omitted) $ 4,056 $ 1,575
Ratios (As a percentage of average daily net assets):
Net expenses(4) 2.45% 2.40%(5)
Net investment loss (1.70)% (1.52)%(5)
Portfolio Turnover of the Portfolio 50% 13%
- ------------------------------------------------------------------------------------------------------
+ The operating expenses of the Fund reflect an allocation
of expenses to the Administrator. Had such action not
been taken, the ratios and net investment loss per share
would have been as follows:
Ratios (As a percentage of average daily net assets):
Expenses(4) 3.18% 5.53%(5)
Net investment loss (2.43)% (4.65)%(5)
Net investment loss per share $ (0.225) $ (0.275)
- ------------------------------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 4, 2002, to October 31,
2002.
(2) Net investment loss per share was computed using average shares
outstanding.
(3) Returns are historical and are calculated by determining the percentage
change in net asset value with all distributions reinvested. Total return
is not computed on an annualized basis.
(4) Includes the Fund's share of the Portfolio's allocated expenses.
(5) Annualized.
See notes to financial statements.
11
<Page>
EATON VANCE TAX-MANAGED MID-CAP CORE FUND AS OF OCTOBER 31, 2003
NOTES TO FINANCIAL STATEMENTS
1 SIGNIFICANT ACCOUNTING POLICIES
Eaton Vance Tax-Managed Mid-Cap Core Fund (the Fund) is a diversified series
of Eaton Vance Mutual Funds Trust (the Trust). The Trust is an entity of the
type commonly known as a Massachusetts business trust and is registered under
the Investment Company Act of 1940, as amended, as an open-end management
investment company. The Fund offers three classes of shares. Class A shares
are generally sold subject to a sales charge imposed at time of purchase.
Class B and Class C shares are sold at net asset value and are generally
subject to a contingent deferred sales charge (see Note 6). Class B shares
held for eight years will automatically convert to Class A shares. Each class
represents a pro-rata interest in the Fund, but votes separately on
class-specific matters and (as noted below) is subject to different expenses.
Realized and unrealized gains and losses and net investment income and
losses, other than class-specific expenses, are allocated daily to each class
of shares based on the relative net assets of each class to the total net
assets of the Fund. Each class of shares differs in its distribution plan and
certain other class-specific expenses. The Fund invests all of its investable
assets in interests of the Tax-Managed Mid-Cap Core Portfolio (the
Portfolio), a New York Trust, having the same investment objective as the
Fund. The value of the Fund's investment in the Portfolio reflects the Fund's
proportionate interest in the net assets of the Portfolio (32.9% at October
31, 2003). The performance of the Fund is directly affected by the
performance of the Portfolio. The financial statements of the Portfolio,
including the Portfolio of Investments, are included elsewhere in this report
and should be read in conjunction with the Fund's financial statements.
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. The
policies are in conformity with accounting principles generally accepted in
the United States of America.
A INVESTMENT VALUATION -- Valuation of securities by the Portfolio is
discussed in Note 1A of the Portfolio's Notes to Financial Statements which
are included elsewhere in this report.
B INCOME -- The Fund's net investment income or loss consists of the Fund's
pro-rata share of the net investment income or loss of the Portfolio, less
all actual and accrued expenses of the Fund determined in accordance with
accounting principles generally accepted in the United States of America
C EXPENSES -- The majority of expenses of the Trust are directly identifiable
to an individual fund. Expenses which are not readily identifiable to a
specific fund are allocated taking into consideration, among other things,
the nature and type of expense and the relative size of the funds.
D FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code applicable to regulated investment companies and to
distribute to shareholders, each year, all of its net investment income, and
any net realized capital gains. Accordingly, no provision for federal income
or excise tax is necessary. At October 31, 2003, the Fund did not have any
undistributed long term gains. At October 31, 2003, the Fund, for federal
income tax purposes, had a capital loss carryover of $592,222 which will
reduce the taxable income arising from future net realized gain on
investments, if any, to the extent permitted by the Internal Revenue Code and
thus will reduce the amount of distributions to shareholders which would
otherwise be necessary to relieve the Fund of any liability for federal
income or excise tax. Such loss carryover will expire on October 31, 2011
($340,282) and October 31, 2010 ($251,940).
E OTHER -- Investment transactions are accounted for on a trade-date basis.
Dividends to shareholders are recorded on the ex-dividend date.
F USE OF ESTIMATES -- The preparation of the financial statements in
conformity with accounting principles generally accepted in the United States
of America requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of income and expense during the
reporting period. Actual results could differ from those estimates.
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, if any, and at least one distribution annually of all or
substantially all of its net realized capital gains, if any. Distributions
are paid in the form of additional shares of the Fund or, at the election of
the shareholder, in cash. Shareholders may reinvest all distributions in
additional shares of the Fund at the net asset value as of the close of
business on the ex-dividend date. The Fund distinguishes between
distributions on a tax basis and a financial reporting basis. Accounting
principles generally accepted in the United States of America require that
only distributions in excess of tax basis earnings and
12
<Page>
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.
3 SHARES OF BENEFICIAL INTEREST
The Fund's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional shares of beneficial interest (without par
value). Transactions in Fund shares were as follows:
<Table>
<Caption>
YEAR ENDED PERIOD ENDED
CLASS A OCTOBER 31, 2003 OCTOBER 31, 2002(1)
-----------------------------------------------------------------------
Sales 435,916 533,609
Redemptions (290,054) (18,279)
-----------------------------------------------------------------------
NET INCREASE 145,862 515,330
-----------------------------------------------------------------------
<Caption>
YEAR ENDED PERIOD ENDED
CLASS B OCTOBER 31, 2003 OCTOBER 31, 2002(1)
-----------------------------------------------------------------------
Sales 283,375 159,604
Redemptions (38,524) (11,878)
-----------------------------------------------------------------------
NET INCREASE 244,851 147,726
-----------------------------------------------------------------------
<Caption>
YEAR ENDED PERIOD ENDED
CLASS C OCTOBER 31, 2003 OCTOBER 31, 2002(1)
-----------------------------------------------------------------------
Sales 295,005 225,822
Redemptions (95,893) (40,188)
-----------------------------------------------------------------------
NET INCREASE 199,112 185,634
-----------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 4, 2002, to October 31,
2002.
4 TRANSACTIONS WITH AFFILIATES
The administration fee is earned by Eaton Vance Management (EVM) as
compensation for managing and administering the business affairs of the Fund.
Under the administration agreement, EVM earns a fee in the amount of 0.15%
per annum of average daily net assets of the Fund. For the year ended October
31, 2003, the administration fee amounted to $14,774. To reduce the
investment loss of the Fund, EVM was allocated $72,048 of the Fund's
operating expenses for the year ended October 31, 2003. The Portfolio has
engaged Boston Management and Research (BMR), a subsidiary of EVM, to render
investment advisory services. See Note 2 of the Portfolio's Notes to
Financial Statements which are included elsewhere in this report. EVM serves
as the sub-transfer agent of the Fund and receives from the transfer agent an
aggregate fee based upon the actual expenses incurred by EVM in the
performance of those services. For the year ended October 31, 2003, no
significant amounts have been accrued or paid.
Except for Trustees of the Fund and the Portfolio who are not members of
EVM's or BMR's organization, officers and Trustees receive remuneration for
their services to the Fund out of the investment adviser fee earned by BMR.
Trustees of the Fund that are not affiliated with EVM or BMR may elect to
defer receipt of all or a percentage of their annual fees in accordance with
the terms of the Trustees Deferred Compensation Plan. For the year ended
October 31, 2003, no significant amounts have been deferred.
Eaton Vance Distributors, Inc. (EVD), a subsidiary of EVM and the Fund's
principal underwriter, received $8,865 as its portion of the sales charge on
sales of Class A shares for the year ended October 31, 2003.
Certain officers and Trustees of the Fund and of the Portfolio are officers
of the above organizations.
5 DISTRIBUTION AND SERVICE PLANS
The Fund 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 Investment
Company Act of 1940 and a service plan for Class A shares (Class A Plan)
(collectively, the Plans). The Class B and Class C Plans require the Fund to
pay EVD amounts equal to 1/365 of 0.75% of the Fund's average daily net
assets attributable to Class B and Class C shares, for providing ongoing
distribution services and facilities to the Fund. The Fund will automatically
discontinue payments to EVD during any period in which there are no
outstanding Uncovered Distribution Charges, which are equivalent to the sum
of (i) 6.25% of the aggregate amount received by the Fund for the Class B and
Class C shares sold, plus (ii) interest calculated by applying the rate of 1%
over the prevailing prime rate to the outstanding balance of Uncovered
Distribution Charges of EVD of each respective class, reduced by the
aggregate amount of contingent deferred sales charges (see Note 6) and daily
amounts theretofore paid to EVD by each respective class. The Fund paid or
accrued $17,662 and $19,696 for Class B and Class C shares, respectively, for
the year ended October 31, 2003, representing 0.75% of the average daily net
assets for Class B and Class C shares, respectively. At October 31, 2003, the
amount of Uncovered Distribution Charges of EVD calculated under the Plans
was approximately $156,000 and $157,000 for Class B and Class C shares,
respectively.
13
<Page>
The Plans authorize the Fund to make payments of service fees to EVD,
investment dealers and other persons in amounts equal to 0.25% of the Fund's
average daily net assets attributable to Class A, Class B and Class C shares
for each fiscal year. Service fee payments are made for personal services
and/or the maintenance of shareholder accounts. Service fees are separate and
distinct from the sales commissions and distribution fees payable by the Fund
to EVD and, as such, are not subject to automatic discontinuance when there
are no outstanding Uncovered Distribution Charges of EVD. Service fees for
the year ended October 31, 2003 amounted to $12,170, $5,887 and $6,565 for
Class A, Class B and Class C shares, respectively.
6 CONTINGENT DEFERRED SALES CHARGE
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. 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. Class A shares may be subject to a 1% CDSC if
redeemed within one year of purchase (depending upon the circumstances of
purchase). The Class B CDSC is imposed at declining rates that begin at 5% in
the case of redemptions in the first and second year after purchase,
declining one percentage point each subsequent year. Class C shares will be
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. CDSC charges received on Class B and Class C
redemptions are paid to EVD to reduce the amount of Uncovered Distribution
Charges calculated under the Class B and Class C Plans, respectively (see
Note 5). CDSC charges assessed on Class B and Class C shares when no
Uncovered Distribution Charges exist for the respective classes will be
credited to the Fund. The Fund was informed that EVD received approximately
$5,000 and $300 of CDSC paid by shareholders for Class B and Class C shares,
respectively, for the year ended October 31, 2003.
7 INVESTMENT TRANSACTIONS
Increases and decreases in the Fund's investment in the Portfolio for the
year ended October 31, 2003 aggregated $9,428,917 and $3,815,724,
respectively.
8 SHAREHOLDER MEETING
The Fund held a Special Meeting of Shareholders on June 6, 2003 to elect
Trustees. The results of the vote were as follows:
<Table>
<Caption>
NUMBER OF SHARES
------------------------------
NOMINEE FOR TRUSTEE AFFIRMATIVE WITHHOLD
------------------------------------------------------------
Jessica M. Bibliowicz 783,172 25,697
Donald R. Dwight 783,172 25,697
James B. Hawkes 783,172 25,697
Samuel L. Hayes, III 783,172 25,697
William H. Park 783,172 25,697
Norton H. Reamer 783,172 25,697
Lynn A. Stout 783,172 25,697
</Table>
Each nominee was also elected a Trustee of the Portfolio. Donald R. Dwight
retired as a Trustee effective July 1, 2003 pursuant to the mandatory
retirement policy of the Trust.
14
<Page>
EATON VANCE TAX-MANAGED MID-CAP CORE FUND AS OF OCTOBER 31, 2003
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES OF EATON VANCE
MUTUAL FUNDS TRUST AND SHAREHOLDERS OF
EATON VANCE TAX-MANAGED MID-CAP CORE FUND:
We have audited the accompanying statement of assets and liabilities of Eaton
Vance Tax-Managed Mid-Cap Core Fund (the "Fund") (one of the series of Eaton
Vance Mutual Funds Trust) as of October 31, 2003, 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 and the period from the
start of business, March 4, 2002, to October 31, 2002. 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 auditing standards generally accepted
in the United States of America. 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. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Eaton
Vance Tax-Managed Mid-Cap Core Fund as of October 31, 2003, the results of its
operations for the year then ended, the changes in its net assets and its
financial highlights for the year then ended and the period from the start of
business, March 4, 2002, to October 31, 2002, in conformity with accounting
principles generally accepted in the United States of America.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 16, 2003
15
<Page>
TAX-MANAGED MID-CAP CORE PORTFOLIO AS OF OCTOBER 31, 2003
PORTFOLIO OF INVESTMENTS
COMMON STOCKS -- 97.3%
<Table>
<Caption>
SECURITY SHARES VALUE
- ---------------------------------------------------------------------------------
ADVERTISING AGENCIES -- 2.1%
Omnicom Group, Inc. 12,300 $ 981,540
- ---------------------------------------------------------------------------------
$ 981,540
- ---------------------------------------------------------------------------------
AIRLINES -- 1.3%
SkyWest, Inc. 31,900 $ 589,831
- ---------------------------------------------------------------------------------
$ 589,831
- ---------------------------------------------------------------------------------
BANKS - REGIONAL -- 3.1%
City National Corp. 9,500 $ 571,995
SouthTrust Corp. 15,200 484,120
Synovus Financial Corp. 13,800 380,880
- ---------------------------------------------------------------------------------
$ 1,436,995
- ---------------------------------------------------------------------------------
BROADCASTING AND RADIO -- 2.0%
Cox Radio, Inc. Class A(1) 42,100 $ 931,252
- ---------------------------------------------------------------------------------
$ 931,252
- ---------------------------------------------------------------------------------
BUILDING PRODUCTS -- 1.1%
Valspar Corp. 11,000 $ 524,700
- ---------------------------------------------------------------------------------
$ 524,700
- ---------------------------------------------------------------------------------
BUSINESS SERVICES - MISCELLANEOUS -- 5.8%
ChoicePoint, Inc.(1) 23,366 $ 818,745
Fair Isaac Corp. 7,200 459,216
Fiserv, Inc.(1) 13,400 473,288
SEI Investments Co. 14,700 428,064
The Reynolds and Reynolds Co., Class A 18,700 507,892
- ---------------------------------------------------------------------------------
$ 2,687,205
- ---------------------------------------------------------------------------------
CHEMICALS -- 1.8%
Air Products and Chemicals, Inc. 18,700 $ 849,167
- ---------------------------------------------------------------------------------
$ 849,167
- ---------------------------------------------------------------------------------
COMPUTER SERVICES -- 1.7%
SunGard Data Systems, Inc.(1) 27,200 $ 762,960
- ---------------------------------------------------------------------------------
$ 762,960
- ---------------------------------------------------------------------------------
COMPUTER SOFTWARE -- 1.2%
National Instruments Corp. 12,500 $ 532,250
- ---------------------------------------------------------------------------------
$ 532,250
- ---------------------------------------------------------------------------------
COMPUTERS - INTEGRATED SYSTEMS -- 3.8%
Adobe Systems, Inc. 8,800 $ 385,792
Affiliated Computer Services, Inc.(1) 18,100 885,633
Jack Henry & Associates, Inc. Class A 25,000 499,500
- ---------------------------------------------------------------------------------
$ 1,770,925
- ---------------------------------------------------------------------------------
COSMETICS & TOILETRIES -- 1.8%
Alberto-Culver Co. Class A 13,100 $ 830,409
- ---------------------------------------------------------------------------------
$ 830,409
- ---------------------------------------------------------------------------------
DISTRIBUTION / WHOLESALE -- 1.7%
CDW Corp. 13,100 $ 786,655
- ---------------------------------------------------------------------------------
$ 786,655
- ---------------------------------------------------------------------------------
EDUCATION -- 1.4%
Education Management Corp.(1) 10,500 $ 663,390
- ---------------------------------------------------------------------------------
$ 663,390
- ---------------------------------------------------------------------------------
ELECTRICAL EQUIPMENT -- 1.7%
Cooper Industries Ltd. Class A 14,400 $ 761,760
- ---------------------------------------------------------------------------------
$ 761,760
- ---------------------------------------------------------------------------------
ELECTRONICS - EQUIPMENT / INSTRUMENTS -- 1.6%
Amphenol Corp. Class A(1) 12,700 $ 746,125
- ---------------------------------------------------------------------------------
$ 746,125
- ---------------------------------------------------------------------------------
ELECTRONICS - SEMICONDUCTORS -- 1.5%
QLogic Corp.(1) 12,600 $ 706,230
- ---------------------------------------------------------------------------------
$ 706,230
- ---------------------------------------------------------------------------------
ENGINEERING AND CONSTRUCTION -- 1.8%
Jacobs Engineering Group, Inc.(1) 17,900 $ 829,128
- ---------------------------------------------------------------------------------
$ 829,128
- ---------------------------------------------------------------------------------
</Table>
See notes to financial statements.
16
<Page>
<Table>
<Caption>
SECURITY SHARES VALUE
- ---------------------------------------------------------------------------------
FINANCE - INVESTMENT MANAGEMENT -- 7%
Affiliated Managers Group, Inc.(1) 13,000 $ 942,500
Ambac Financial Group, Inc. 7,700 544,698
Franklin Resources, Inc. 17,700 839,334
Legg Mason, Inc. 11,100 924,075
- ---------------------------------------------------------------------------------
$ 3,250,607
- ---------------------------------------------------------------------------------
FOOD - WHOLESALE / DISTRIBUTION -- 1.5%
Performance Food Group Co.(1) 19,000 $ 707,750
- ---------------------------------------------------------------------------------
$ 707,750
- ---------------------------------------------------------------------------------
GAS DISTRIBUTION -- 1.1%
Piedmont Natural Gas Co., Inc. 12,100 $ 480,733
- ---------------------------------------------------------------------------------
$ 480,733
- ---------------------------------------------------------------------------------
HEALTHCARE SERVICES -- 2.5%
First Health Group Corp.(1) 17,100 $ 417,411
WellPoint Health Networks, Inc.(1) 8,000 711,200
- ---------------------------------------------------------------------------------
$ 1,128,611
- ---------------------------------------------------------------------------------
HOUSEHOLD PRODUCTS -- 1.9%
Mohawk Industries, Inc.(1) 11,700 $ 867,204
- ---------------------------------------------------------------------------------
$ 867,204
- ---------------------------------------------------------------------------------
INSURANCE -- 2.2%
Ace Ltd. 28,300 $ 1,018,800
- ---------------------------------------------------------------------------------
$ 1,018,800
- ---------------------------------------------------------------------------------
INSURANCE BROKERS -- 1.8%
Arthur J. Gallagher & Co., Inc. 28,500 $ 831,915
- ---------------------------------------------------------------------------------
$ 831,915
- ---------------------------------------------------------------------------------
INVESTMENT SERVICES -- 2.1%
A.G. Edwards, Inc. 24,200 $ 980,100
- ---------------------------------------------------------------------------------
$ 980,100
- ---------------------------------------------------------------------------------
MANUFACTURING -- 4.1%
Danaher Corp. 5,900 $ 488,815
Dover Corp. 19,500 760,890
Nucor Corp. 11,700 641,511
- ---------------------------------------------------------------------------------
$ 1,891,216
- ---------------------------------------------------------------------------------
MEDICAL - HOSPITALS -- 1.8%
Health Management Associates, Inc. Class A 37,100 $ 821,765
- ---------------------------------------------------------------------------------
$ 821,765
- ---------------------------------------------------------------------------------
MEDICAL DEVICES -- 1.5%
Varian Medical Systems, Inc.(1) 10,700 $ 684,158
- ---------------------------------------------------------------------------------
$ 684,158
- ---------------------------------------------------------------------------------
MEDICAL PRODUCTS -- 5.3%
Biomet, Inc. 18,400 $ 659,824
C.R. Bard, Inc. 8,700 696,435
Patterson Dental Co.(1) 9,200 588,616
Renal Care Group, Inc.(1) 13,200 495,132
- ---------------------------------------------------------------------------------
$ 2,440,007
- ---------------------------------------------------------------------------------
MEDICAL SERVICES / SUPPLIES -- 1.8%
DENTSPLY International, Inc. 19,100 $ 844,029
- ---------------------------------------------------------------------------------
$ 844,029
- ---------------------------------------------------------------------------------
MULTI-UTILITIES -- 1.8%
Questar Corp. 26,700 $ 847,725
- ---------------------------------------------------------------------------------
$ 847,725
- ---------------------------------------------------------------------------------
OFFICE ELECTRONICS / TECHNOLOGY -- 1.8%
Zebra Technologies Corp. Class A(1) 14,250 $ 811,537
- ---------------------------------------------------------------------------------
$ 811,537
- ---------------------------------------------------------------------------------
OIL AND GAS - EXPLORATION AND PRODUCTION -- 5.8%
Apache Corp. 9,425 $ 657,111
EOG Resources, Inc. 13,600 573,104
Newfield Exploration Co.(1) 21,900 870,087
Pogo Producing Co. 13,300 556,073
- ---------------------------------------------------------------------------------
$ 2,656,375
- ---------------------------------------------------------------------------------
PERSONAL PRODUCTS -- 1.1%
Estee Lauder Companies Inc., (The) Class A 14,000 $ 523,460
- ---------------------------------------------------------------------------------
$ 523,460
- ---------------------------------------------------------------------------------
PRINTING AND BUSINESS PRODUCTS -- 1.5%
Avery Dennison Corp. 13,200 $ 694,056
- ---------------------------------------------------------------------------------
$ 694,056
- ---------------------------------------------------------------------------------
</Table>
See notes to financial statements.
17
<Page>
<Table>
<Caption>
SECURITY SHARES VALUE
- ---------------------------------------------------------------------------------
PUBLISHING -- 1.6%
E.W. Scripps Co. 8,000 $ 743,280
- ---------------------------------------------------------------------------------
$ 743,280
- ---------------------------------------------------------------------------------
RETAIL - DISCOUNT -- 1.1%
Family Dollar Stores, Inc. 11,300 $ 492,793
- ---------------------------------------------------------------------------------
$ 492,793
- ---------------------------------------------------------------------------------
RETAIL - RESTAURANTS -- 3.8%
Brinker International, Inc.(1) 30,000 $ 954,900
Sonic Corp.(1) 28,400 789,804
- ---------------------------------------------------------------------------------
$ 1,744,704
- ---------------------------------------------------------------------------------
RETAIL - SPECIALTY AND APPAREL -- 2.4%
Bed Bath and Beyond, Inc.(1) 11,100 $ 468,864
Tiffany & Co. 13,000 616,850
- ---------------------------------------------------------------------------------
$ 1,085,714
- ---------------------------------------------------------------------------------
SEMICONDUCTORS &
SEMICONDUCTOR EQUIPMENT -- 2.2%
Microchip Technology, Inc. 30,650 $ 1,002,562
- ---------------------------------------------------------------------------------
$ 1,002,562
- ---------------------------------------------------------------------------------
TELECOMMUNICATIONS -- 1.3%
CenturyTel, Inc. 16,700 $ 597,025
- ---------------------------------------------------------------------------------
$ 597,025
- ---------------------------------------------------------------------------------
TRANSPORTATION -- 2.9%
C.H. Robinson Worldwide, Inc. 16,300 $ 638,634
Expeditors International of Washington, Inc 18,000 675,720
- ---------------------------------------------------------------------------------
$ 1,314,354
- ---------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(IDENTIFIED COST $37,950,093) $ 44,851,002
- ---------------------------------------------------------------------------------
TOTAL INVESTMENTS -- 97.3%
(IDENTIFIED COST $37,950,093) $ 44,851,002
- ---------------------------------------------------------------------------------
OTHER ASSETS, LESS LIABILITIES -- 2.7% $ 1,261,269
- ---------------------------------------------------------------------------------
NET ASSETS -- 100.0% $ 46,112,271
- ---------------------------------------------------------------------------------
</Table>
(1) Non-income producing security.
See notes to financial statements.
18
<Page>
TAX-MANAGED MID-CAP CORE PORTFOLIO AS OF OCTOBER 31, 2003
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
AS OF OCTOBER 31, 2003
<Table>
ASSETS
Investments, at value (identified cost, $37,950,093) $ 44,851,002
Cash 1,128,349
Receivable for investments sold 684,463
Interest and dividends receivable 11,317
- --------------------------------------------------------------------------------------
TOTAL ASSETS $ 46,675,131
- --------------------------------------------------------------------------------------
LIABILITIES
Payable for investments purchased $ 539,190
Payable to affiliate for Trustees' fees 62
Accrued expenses 23,608
- --------------------------------------------------------------------------------------
TOTAL LIABILITIES $ 562,860
- --------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO INVESTORS' INTEREST IN PORTFOLIO $ 46,112,271
- --------------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Net proceeds from capital contributions and withdrawals $ 39,211,362
Net unrealized appreciation (computed on the basis of identified cost) 6,900,909
- --------------------------------------------------------------------------------------
TOTAL $ 46,112,271
- --------------------------------------------------------------------------------------
</Table>
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED
OCTOBER 31, 2003
<Table>
INVESTMENT INCOME
Dividends $ 216,653
Interest 3,060
- --------------------------------------------------------------------------------------
TOTAL INVESTMENT INCOME $ 219,713
- --------------------------------------------------------------------------------------
EXPENSES
Investment adviser fee $ 229,597
Trustees' fees and expenses 192
Custodian fee 30,994
Legal and accounting services 20,933
Miscellaneous 2,898
- --------------------------------------------------------------------------------------
TOTAL EXPENSES $ 284,614
- --------------------------------------------------------------------------------------
NET INVESTMENT LOSS $ (64,901)
- --------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) --
Investment transactions (identified cost basis) $ (927,356)
- --------------------------------------------------------------------------------------
NET REALIZED LOSS $ (927,356)
- --------------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis) $ 8,290,032
- --------------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) $ 8,290,032
- --------------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED GAIN $ 7,362,676
- --------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 7,297,775
- --------------------------------------------------------------------------------------
</Table>
See notes to financial statements.
19
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
<Table>
<Caption>
INCREASE (DECREASE) YEAR ENDED PERIOD ENDED
IN NET ASSETS OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- -----------------------------------------------------------------------------
From operations --
Net investment loss $ (64,901) $ (49,816)
Net realized loss (927,356) (577,498)
Net change in unrealized
appreciation (depreciation) 8,290,032 (1,389,123)
- -----------------------------------------------------------------------------
NET INCREASE (DECREASE) IN
NET ASSETS FROM OPERATIONS $ 7,297,775 $ (2,016,437)
- -----------------------------------------------------------------------------
Capital transactions --
Contributions $ 25,984,940 $ 19,978,729
Withdrawals (4,319,456) (913,290)
- -----------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM
CAPITAL TRANSACTIONS $ 21,665,484 $ 19,065,439
- -----------------------------------------------------------------------------
NET INCREASE IN NET ASSETS $ 28,963,259 $ 17,049,002
- -----------------------------------------------------------------------------
NET ASSETS
At beginning of year $ 17,149,012 $ 100,010
- -----------------------------------------------------------------------------
AT END OF YEAR $ 46,112,271 $ 17,149,012
- -----------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 1, 2002, to October 31,
2002.
See notes to financial statements.
20
<Page>
SUPPLEMENTARY DATA
<Table>
<Caption>
YEAR ENDED PERIOD ENDED
OCTOBER 31, 2003 OCTOBER 31, 2002(1)
- ------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratios (As a percentage of average daily net assets):
Expenses 0.99% 1.68%(2)
Net investment loss (0.22)% (0.81)%(2)
Portfolio Turnover 50% 13%
- ------------------------------------------------------------------------------------------------------
TOTAL RETURN 25.97% (14.72)%(3)
- ------------------------------------------------------------------------------------------------------
NET ASSETS, END OF YEAR (000'S OMITTED) $ 46,112 $ 17,149
- ------------------------------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, March 1, 2002, to October 31,
2002.
(2) Annualized.
(3) Total return is not computed on an annualized basis.
See notes to financial statements.
21
<Page>
TAX-MANAGED MID-CAP CORE PORTFOLIO AS OF OCTOBER 31, 2003
NOTES TO FINANCIAL STATEMENTS
1 SIGNIFICANT ACCOUNTING POLICIES
Tax-Managed Mid-Cap Core Portfolio (the Portfolio) is registered under the
Investment Company Act of 1940, as amended, as a diversified open-end
management investment company. The Portfolio, which was organized as a trust
under the laws of the State of New York on December 10, 2001, seeks to
achieve long-term, after-tax returns by investing in a diversified portfolio
of common stocks of mid-cap companies. The Declaration of Trust permits the
Trustees to issue interests in the Portfolio. At October 31, 2003, Eaton
Vance Tax-Managed Mid-Cap Core Fund held an approximate 32.9% interest in the
Portfolio and one other investor owned an interest greater than 10% that
equaled 66.8%. The following is a summary of significant accounting policies
consistently followed by the Portfolio in the preparation of its financial
statements. The policies are in conformity with accounting principles
generally accepted in the United States of America.
A INVESTMENT VALUATION -- Marketable securities, including options, that are
listed on foreign or U.S. securities exchanges are valued at closing sale
prices on the exchange where such securities are principally traded.
Marketable securities listed in the NASDAQ National Market System are valued
at the NASDAQ official closing price. Unlisted or listed securities for which
closing sale prices are not available are generally valued at the mean
between the latest bid and ask prices. Futures positions on securities or
currencies are generally valued at closing settlement prices. Short-term debt
securities with a remaining maturity of 60 days or less are valued at
amortized cost, which approximates fair value. Other fixed income and debt
securities, including listed securities and securities for which price
quotations are available, will normally be valued on the basis of valuations
furnished by a pricing service. Investments for which valuations or market
quotations are unavailable are valued at fair value using methods determined
in good faith by or at the direction of the Trustees.
B INCOME -- Dividend income is recorded on the ex-dividend date for dividends
received in cash and/or securities. However, if the ex-dividend date has
passed, certain dividends from foreign securities are recorded as the
Portfolio is informed of the ex-dividend date. Interest income is recorded on
the accrual basis.
C INCOME TAXES -- The Portfolio is treated as a partnership for federal tax
purposes. No provision is made by the Portfolio for federal or state taxes on
any taxable income of the Portfolio because each investor in the Portfolio is
ultimately responsible for the payment of any taxes on its share of taxable
income. Since the Portfolio's investors include regulated investment
companies that invest all or substantially all of their assets in the
Portfolio, the Portfolio normally must satisfy the applicable source of
income and diversification requirements (under the Internal Revenue Code) in
order for its investors to satisfy them. The Portfolio will allocate at least
annually among its investors each investor's distributive share of the
Portfolio's net investment income, net realized capital gains, and any other
items of income, gain, loss, deduction or credit.
D FINANCIAL FUTURES CONTRACT -- Upon entering a financial futures contract,
the Portfolio is required to deposit either in cash or securities an amount
(initial margin) equal to a certain percentage of the purchase price
indicated in the financial futures contract. Subsequent payments are made or
received by the Portfolio (margin maintenance) each day, dependent on daily
fluctuations in the value of the underlying security, and are recorded for
book purposes as unrealized gains or losses by the Portfolio. The Portfolio's
investment in financial futures contracts is designed to hedge against
anticipated future changes in price of current or anticipated Portfolio
positions. Should prices move unexpectedly, the Portfolio may not achieve the
anticipated benefits of the financial futures contracts and may realize a
loss.
E PUT OPTIONS -- Upon the purchase of a put option by the Portfolio, the
premium paid is recorded as an investment, the value of which is
marked-to-market daily. When a purchased option expires, the Portfolio will
realize a loss in the amount of the cost of the option. When the Portfolio
enters into a closing sale transaction, the Portfolio will realize a gain or
loss depending on whether the sales proceeds from the closing sale
transaction are greater or less than the cost of the option. When the
Portfolio exercises a put option, settlement is made in cash. The risk
associated with purchasing options is limited to the premium originally paid.
F SECURITIES SOLD SHORT -- The Portfolio may sell a security short if it owns
at least an equal amount of the security sold short or another security
convertible or exchangeable for an equal amount of the security sold short.
Such transactions are done in anticipation of a decline in the market price
of the securities or in order to hedge portfolio positions. The Portfolio
will generally borrow the security sold in order to make delivery to the
buyer. Upon executing the transaction, the Portfolio records the proceeds as
deposits with brokers in the Statement of Assets and Liabilities and
establishes an offsetting payable
22
<Page>
for securities sold short for the securities due on settlement. The
proceeds are retained by the broker as collateral for the short position.
The liability is marked-to-market and the Portfolio is required to pay the
lending broker any dividend or interest income earned while the short
position is open. A gain or loss is recorded when the security is delivered
to the broker. The Portfolio may recognize a loss on the transaction if the
market value of the securities sold increases before the securities are
delivered.
G FOREIGN CURRENCY TRANSLATION -- Investment valuations, other assets and
liabilities initially expressed in foreign currencies are converted each
business day into U.S. dollars based upon current exchange rates. Purchases
and sales of foreign investment securities and income and expenses are
converted into U.S. dollars based upon currency exchange rates prevailing on
the respective dates of such transactions. Recognized gains or losses on
investment transactions attributable to foreign currency exchange rates are
recorded for financial statement purposes as net realized gains and losses on
investments. That portion of unrealized gains and losses on investments that
results from fluctuations in foreign currency exchange rates is not
separately disclosed.
H USE OF ESTIMATES -- The preparation of the financial statements in
conformity with accounting principles generally accepted in the United States
of America requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of income and expense during the
reporting period. Actual results could differ from those estimates.
I OTHER -- Investment transactions are accounted for on a trade date basis.
2 INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment adviser fee is earned by Boston Management and Research (BMR),
a wholly-owned subsidiary of Eaton Vance Management (EVM), as compensation
for management and investment advisory services rendered to the Portfolio.
Under the advisory agreement, BMR receives a monthly advisory fee equal to
0.80% annually of the average daily net assets of the Portfolio up to $500
million, and at reduced rates as daily net assets exceed that level. For the
year ended October 31, 2003, the advisory fee amounted to $229,597. Pursuant
to a sub-advisory agreement, BMR has delegated the investment management of
the Portfolio to Atlanta Capital Management Company, LLC (Atlanta Capital), a
majority-owned subsidiary of Eaton Vance. BMR pays Atlanta Capital a monthly
fee for sub-advisory services provided to the Portfolio equal to 0.55%
annually of the average daily net assets up to $500 million, and at reduced
rates as daily net assets exceed that level. Except for Trustees of the
Portfolio who are not members of EVM's or BMR's organization, officers and
Trustees receive remuneration for their services to the Portfolio out of the
investment adviser fee. Trustees of the Portfolio that are not affiliated
with BMR may elect to defer receipt of all or a percentage of their annual
fees in accordance with the terms of the Trustees Deferred Compensation Plan.
For the year ended October 31, 2003, no significant amounts have been
deferred.
Certain officers and Trustees of the Portfolio are officers of the above
organizations.
3 INVESTMENT TRANSACTIONS
Purchases and sales of investments, other than short-term obligations,
aggregated $34,655,917 and $14,180,550, respectively, for the year ended
October 31, 2003.
4 FEDERAL INCOME TAX BASIS OF UNREALIZED APPRECIATION (DEPRECIATION)
The cost and unrealized appreciation (depreciation) in value of the
investments owned at October 31, 2003, as computed on a federal income tax
basis, were as follows:
<Table>
AGGREGATE COST $ 38,204,563
-----------------------------------------------------
Gross unrealized appreciation $ 6,819,922
Gross unrealized depreciation (173,483)
-----------------------------------------------------
NET UNREALIZED APPRECIATION $ 6,646,439
-----------------------------------------------------
</Table>
5 FINANCIAL INSTRUMENTS
The Portfolio may trade in financial instruments with off-balance sheet risk
in the normal course of its investing activities to assist in managing
exposure to various market risks. These financial instruments include written
options, forward foreign currency exchange contracts, and financial futures
contracts and may involve, to a varying degree, elements of risk in excess of
the amounts recognized for financial statement purposes.
The notional or contractual amounts of these instruments represent the
investment the Portfolio has in particular classes of financial instruments
and does not necessarily represent the amounts potentially subject to risk.
The measurement of the risks associated with these instruments is meaningful
only when all related and offsetting
23
<Page>
transactions are considered. The Portfolio did not have any open obligations
under these financial instruments at October 31, 2003.
6 LINE OF CREDIT
The Portfolio participates with other portfolios and funds managed by BMR and
EVM and its affiliates in a $150 million unsecured line of credit agreement
with a group of banks. Borrowings will be made by the Portfolio solely to
facilitate the handling of unusual and/or unanticipated short-term cash
requirements. Interest is charged to each participating portfolio or 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 0.10% on
the daily unused portion of the line of credit is allocated among the
participating portfolios and funds at the end of each quarter. The Portfolio
did not have any significant borrowings or allocated fees for the year ended
October 31, 2003.
7 INTERESTHOLDER MEETING
The Portfolio held a Special Meeting of Interestholders on June 6, 2003 to
elect Trustees. The results of the vote were as follows:
<Table>
<Caption>
INTEREST IN THE PORTFOLIO
-------------------------
NOMINEE FOR TRUSTEE AFFIRMATIVE WITHHOLD
---------------------------------------------------------
Jessica M. Bibliowicz 99% 1%
Donald R. Dwight 99% 1%
James B. Hawkes 99% 1%
Samuel L. Hayes, III 99% 1%
William H. Park 99% 1%
Norton H. Reamer 99% 1%
Lynn A. Stout 99% 1%
</Table>
Results are rounded to the nearest whole number. Donald R. Dwight retired as
a Trustee effective July 1, 2003 pursuant to the mandatory retirement policy
of the Portfolio.
24
<Page>
TAX-MANAGED MID-CAP CORE PORTFOLIO AS OF OCTOBER 31, 2003
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES AND INVESTORS OF TAX-MANAGED MID-CAP CORE PORTFOLIO:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of Tax-Managed Mid-Cap Core Portfolio (the
Portfolio) as of October 31, 2003, and the related statement of operations, and
the statements of changes in net assets and the supplementary data for the year
then ended and the period from the start of business, March 1, 2002, to October
31, 2002. These financial statements and supplementary data are the
responsibility of the Portfolio's management. Our responsibility is to express
an opinion on these financial statements and supplementary data based on our
audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements and supplementary data are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities held as of October 31, 2003 by correspondence with the custodian and
brokers; where replies were not received from brokers, we performed other
auditing procedures. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements and supplementary data present fairly,
in all material respects, the financial position of Tax-Managed Mid-Cap Core
Portfolio at October 31, 2003, the results of its operations for the year then
ended, and the changes in its net assets and the supplementary data for the year
then ended and the period from the start of business, March 1, 2002, to October
31, 2002, in conformity with accounting principles generally accepted in the
United States of America.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 16, 2003
25
<Page>
EATON VANCE TAX-MANAGED MID-CAP CORE FUND
MANAGEMENT AND ORGANIZATION
FUND MANAGEMENT. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and
Tax-Managed Mid-Cap Core Portfolio (the Portfolio) are responsible for the
overall management and supervision of the Trust's and Portfolio's affairs. The
Trustees and officers of the Trust and the Portfolio are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Trustees and officers of the Trust and the
Portfolio hold indefinite terms of office. The "noninterested Trustees" consist
of those Trustees who are not "interested persons" of the Trust, as that term is
defined under the 1940 Act. The business address of each Trustee and officer is
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used
below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Vance, Inc.,
"EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and
Research, "EVD" refers to Eaton Vance Distributors, Inc. and "Atlanta Capital"
refers to Atlanta Capital Management Company, LLC. EVC and EV are the corporate
parent and trustee, respectively, of EVM and BMR. EVD is the Fund's principal
underwriter, the Portfolio's placement agent and a wholly-owned subsidiary of
EVM.
<Table>
<Caption>
POSITION(S) TERM OF NUMBER OF PORTFOLIOS
WITH THE OFFICE AND IN FUND COMPLEX
NAME AND TRUST AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY OTHER DIRECTORSHIPS
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS TRUSTEE(1) HELD
- ------------------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE(S)
Jessica M. Trustee Trustee of Chairman, President and 192 Director of National
Bibliowicz the Trust Chief Executive Officer of Financial Partners
11/28/59 since 1998; National Financial
of the Partners (financial
Portfolio services company) (since
since 2001 April 1999). President and
Chief Operating Officer of
John A. Levin & Co.
(registered investment
adviser) (July 1997 to
April 1999) and a Director
of Baker, Fentress &
Company, which owns John
A. Levin & Co. (July 1997 to
April 1999). Ms.Bibliowicz
is an interested person
because of her affiliation
with a brokerage firm.
James B. Hawkes Trustee of the Trustee of Chairman, President and 194 Director of EVC
11/9/41 Trust; Trustee the Trust Chief Executive Officer of
and President since 1991; BMR, EVC, EVM and EV;
of the Portfolio Trustee and Director of EV; Vice
President of President and Director of
the Portfolio EVD. Trustee and/or
since 2001 officer of 194 registered
investment companies in
the Eaton Vance Fund
Complex. Mr.Hawkes is an
interested person because
of his positions with BMR,
EVM, EVC and EV, which are
affiliates of the Trust
and the Portfolio.
NONINTERESTED TRUSTEE(S)
Samuel L. Hayes, III Trustee Trustee of Jacob H. Schiff Professor 194 Director of Tiffany &
2/23/35 the Trust of Investment Banking Co. (specialty
since 1986; Emeritus, Harvard retailer) and Telect,
of the University Graduate School Inc.
Portfolio of Business Administration. (telecommunication
since 2001 services company)
William H. Park Trustee Since 2003 President and Chief 191 None
9/19/47 Executive Officer, Prizm
Capital Management, LLC
(investment management
firm) (since 2002).
Executive Vice President
and Chief Financial
Officer, United Asset
Management Corporation (a
holding company owning
institutional investment
management firms)
(1982-2001).
Ronald A. Pearlman Trustee Since 2003 Professor of Law, 191 None
7/10/40 Georgetown University Law
Center (since 1999). Tax
Partner, Covington &
Burling, Washington, DC
(1991-2000).
</Table>
26
<Page>
<Table>
<Caption>
POSITION(S) TERM OF NUMBER OF PORTFOLIOS
WITH THE OFFICE AND IN FUND COMPLEX
NAME AND TRUST AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY OTHER DIRECTORSHIPS
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS TRUSTEE(1) HELD
- ------------------------------------------------------------------------------------------------------------------------------------
NONINTERESTED TRUSTEE(S) (CONTINUED)
Norton H. Reamer Trustee Trustee of President and Chief 194 None
9/21/35 the Trust Executive Officer of Asset
since 1986; Management Finance Corp.
of the (a specialty finance
Portfolio company serving the
since 2001 investment management
industry) (since
October 2003). President,
Unicorn Corporation (an
investment and financial
advisory services company)
(since September 2000).
Formerly, Chairman,
Hellman, Jordan Management
Co., Inc. (an investment
management company)
(2000-2003). Formerly,
Advisory Director of
Berkshire Capital
Corporation (investment
banking firm) (2002-2003).
Formerly, Chairman of the
Board, United Asset
Management Corporation (a
holding company owning
institutional investment
management firms) and
Chairman, President and
Director, UAM Funds
(mutual funds) (1980-2000).
Lynn A. Stout Trustee Trustee of Professor of Law, 194 None
9/14/57 the Trust University of California
since 1998; at Los Angeles School of
of the Law (since July 2001).
Portfolio Formerly, Professor of
since 2001 Law, Georgetown University
Law Center.
</Table>
PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES
<Table>
<Caption>
POSITION(S) TERM OF
WITH THE OFFICE AND
NAME AND TRUST AND LENGTH OF PRINCIPAL OCCUPATION(S)
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS
- --------------------------------------------------------------------------------------------------------------------
Thomas E. Faust Jr. President of the President of Executive Vice President of EVM, BMR, EVC and EV;
5/31/58 Trust; Vice the Trust Chief Investment Officer of EVM and BMR and
President of the since 2002; Director of EVC. Chief Executive Officer of
Portfolio Vice President Belair Capital Fund LLC, Belcrest Capital Fund
of the LLC, Belmar Capital Fund LLC, Belport Capital
Portfolio Fund LLC and Belrose Capital Fund LLC (private
since 2001 investment companies sponsored by EVM). Officer
of 53 registered investment companies managed by
EVM or BMR.
William H. Ahern, Jr. Vice President of Since 1995 Vice President of EVM and BMR. Officer of 35
7/28/59 the Trust registered investment companies managed by EVM or
BMR.
Thomas J. Fetter Vice President of Since 1997 Vice President of EVM and BMR. Trustee and
8/20/43 the Trust President of The Massachusetts Health & Education
Tax-Exempt Trust. Officer of 127 registered
investment companies managed by EVM or BMR.
William R. Hackney, III Vice President of Since 2001 Managing Partner and member of the Executive
4/12/48 the Portfolio Committee of Atlanta Capital. Officer of 3
registered investment companies managed by EVM or
BMR.
Michael R. Mach Vice President of Since 1999 Vice President of EVM and BMR. Previously,
7/15/47 the Trust Managing Director and Senior Analyst for
Robertson Stephens (1998-1999). Officer of 25
registered investment companies managed by EVM or
BMR.
Robert B. MacIntosh Vice President of Since 1998 Vice President of EVM and BMR. Officer of 127
1/22/57 the Trust registered investment companies managed by EVM or
BMR.
Paul J. Marshall Vice President of Since 2001 Vice President of Atlanta Capital. Portfolio
5/2/65 the Portfolio manager for Bank of America Capital Management
(1995-2000). Officer of 3 registered investment
companies managed by EVM or BMR.
Charles B. Reed Vice President of Since 2001 Vice President of Atlanta Capital. Portfolio
10/9/65 the Portfolio manager with the Florida State Board of
Administration (1995-1998). Officer of 2
registered investment companies managed by EVM or
BMR.
</Table>
27
<Page>
<Table>
<Caption>
POSITION(S) TERM OF
WITH THE OFFICE AND
NAME AND TRUST AND LENGTH OF PRINCIPAL OCCUPATION(S)
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS
- --------------------------------------------------------------------------------------------------------------------
PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES (CONTINUED)
Duncan W. Richardson Vice President of Since 2001 Senior Vice President and Chief Equity Investment
10/26/57 the Trust Officer of EVM and BMR. Officer of 41 registered
investment companies managed by EVM or BMR.
Walter A. Row, III Vice President of Since 2001 Director of Equity Research and a Vice President of
7/20/57 the Trust EVM and BMR. Officer of 22 registered investment
companies managed by EVM or BMR.
Judith A. Saryan Vice President of Since 2003 Vice President of EVM and BMR. Previously, Portfolio
8/21/54 the Trust Manager and Equity Analyst for State Street Global
Advisers (1980-1999). Officer of 24 registered
investment companies managed by EVM or BMR.
Susan Schiff Vice President of Since 2002 Vice President of EVM and BMR. Officer of 26
3/13/61 the Trust registered investment companies managed by EVM or
BMR.
Alan R. Dynner Secretary Secretary of Vice President, Secretary and Chief Legal Officer of
10/10/40 the Trust BMR, EVM, EVD, EV and EVC. Officer of 194 registered
since 1997; of investment companies managed by EVM or BMR.
the Portfolio
since 2001
Michelle A. Alexander Treasurer of the Since 2002 Vice President of EVM and BMR. Chief Financial
8/25/69 Portfolio Officer of Belair Capital Fund LLC, Belcrest Capital
Fund LLC, Belmar Capital Fund LLC, Belport Capital
Fund LLC and Belrose Capital Fund LLC (private
investment companies sponsored by EVM). Officer of
85 registered investment companies managed by EVM or
BMR.
James L. O'Connor Treasurer of the Since 1989 Vice President of BMR, EVM and EVD. Officer of 115
4/1/45 Trust registered investment companies managed by EVM or
BMR.
</Table>
(1) Includes both master and feeder funds in a master-feeder structure.
The SAI for the Fund includes additional information about the Trustees and
officers of the Fund and the Portfolio and can be obtained without charge by
calling 1-800-225-6265.
28
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INVESTMENT ADVISER OF TAX-MANAGED MID-CAP CORE PORTFOLIO
BOSTON MANAGEMENT AND RESEARCH
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
SUB-ADVISER OF TAX-MANAGED MID-CAP CORE PORTFOLIO
ATLANTA CAPITAL MANAGEMENT COMPANY LLC
1349 WEST PEACHTREE STREET
SUITE 1600
ATLANTA, GA 30309
ADMINISTRATOR OF EATON VANCE TAX-MANAGED MID-CAP CORE FUND
EATON VANCE MANAGEMENT
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
PRINCIPAL UNDERWRITER
EATON VANCE DISTRIBUTORS, INC.
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
(617) 482-8260
CUSTODIAN
INVESTORS BANK & TRUST COMPANY
200 CLARENDON STREET
BOSTON, MA 02116
TRANSFER AGENT
PFPC INC.
ATTN: EATON VANCE FUNDS
P.O. BOX 9653
PROVIDENCE, RI 02940-9653
(800) 262-1122
INDEPENDENT AUDITORS
DELOITTE & TOUCHE LLP
200 BERKELEY STREET
BOSTON, MA 02116-5022
EATON VANCE TAX-MANAGED MID-CAP CORE FUND
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
THIS REPORT MUST BE PRECEDED OR ACCOMPANIED BY A CURRENT PROSPECTUS WHICH
CONTAINS MORE COMPLETE INFORMATION ON THE FUND, INCLUDING ITS SALES CHARGES
AND EXPENSES. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE YOU INVEST
OR SEND MONEY.
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1301-12/03 TMMCCSRC
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ITEM 2. CODE OF ETHICS
The registrant has adopted a code of ethics applicable to its Principal
Executive Officer, Principal Financial Officer and Principal Accounting Officer.
The registrant undertakes to provide a copy of such code of ethics to any person
upon request, without charge, by calling 1-800-262-1122.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
The registrant's Board has designated William H. Park, Samuel L. Hayes, III and
Norton H. Reamer, each an independent trustee, as its audit committee financial
experts. Mr. Park is a certified public accountant who is the President and
Chief Executive Officer of Prizm Capital Management, LLC (a fixed income
investment management firm). Previously, he served as Executive Vice President
and
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Chief Financial Officer of United Asset Management Corporation ("UAM") (a
holding company owning institutional investment management firms). Mr. Hayes is
the Jacob H. Schiff Professor of Investment Banking Emeritus of the Harvard
University Graduate School of Business Administration. Mr. Reamer is the
President of Unicorn Capital (an investment and financial advisory services
company), Chairman of Hellman, Jordan Management Co., Inc. (an investment
management company) and Advisory Director of Berkshire Capital Corporation (an
investment banking firm). Previously, Mr. Reamer was Chairman of the Board of
UAM and Chairman, President and Director of the UAM Funds (mutual funds).
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not Required in Filing.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not Required in Filing.
ITEM 6. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES
Not required in this filing.
ITEM 8. [RESERVED]
ITEM 9. 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 significant changes in the registrant's internal controls
or in other factors that could significantly affect these controls subsequent to
the date of their evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
ITEM 10. 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.
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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 (ON BEHALF OF EATON VANCE TAX-MANAGED MID-CAP
CORE FUND)
By: /S/ Thomas E. Faust Jr.
-----------------------
Thomas E. Faust Jr.
President
Date: December 16, 2003
-----------------
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/ James L. O'Connor
---------------------
James L. O'Connor
Treasurer
Date: December 16, 2003
-----------------
By: /S/ Thomas E. Faust Jr.
-----------------------
Thomas E. Faust Jr.
President
Date: December 16, 2003
-----------------