<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)
December 31
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Date of Fiscal Year End
December 31, 2003
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Date of Reporting Period
ITEM 1. REPORTS TO STOCKHOLDERS
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[EV LOGO]
MANAGED INVESTMENTS
[GRAPHIC IMAGE]
ANNUAL REPORT DECEMBER 31, 2003
[GRAPHIC IMAGE]
EATON VANCE GOVERNMENT OBLIGATIONS FUND
[GRAPHIC IMAGE]
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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 GOVERNMENT OBLIGATIONS FUND as of December 31, 2003
LETTER TO SHAREHOLDERS
[PHOTO OF THOMAS E. FAUST JR.]
Thomas E. Faust Jr.
President
Eaton Vance Government Obligations Fund Class A shares had a total return of
- -0.35% for the year ended December 31, 2003.(1) That return was the result of a
decrease in net asset value (NAV) per share from $10.00 on December 31, 2002 to
$9.33 on December 31, 2003, and the reinvestment of $0.640 in dividends.
Class B shares had a total return of -1.03% for the same period, the result of a
decrease in NAV per share from $8.61 on December 31, 2002 to $8.04 on December
31, 2003, and the reinvestment of $0.486 in dividends.(1)
Class C shares had a total return of -1.02% for the same period, the result of a
decrease in NAV per share from $8.61 on December 31, 2002 to $8.04 on December
31, 2003, and the reinvestment of $0.486 in dividends.(1)
The U.S. economy showed renewed life in 2003...
After a prolonged slowdown, the U.S. economy marched toward recovery in 2003, as
Gross Domestic Product grew 8.2% in the third quarter of 2003, followed by a
4.0% rise in the fourth quarter. The data suggested that an economy plagued by
numerous false starts in the past year had finally gained some traction, as
consumer spending picked up, with tax cuts adding to discretionary incomes.
Capital spending - which had been very slow to recover - also rebounded
somewhat, as companies increased their investment in new technology and
machinery.
Inflation, meanwhile, has been restrained. Prices for finished goods remained
fairly stable, although health care costs continued to rise and prices for
manufacturing inputs and commodities such as oil and natural gas remained high.
With inflation generally under control, the Federal Reserve has maintained an
accommodative monetary policy, holding its Federal Funds rate - a key short-term
interest rate barometer - at 1.00%, where it has stood since June.
A very difficult year for the mortgage-backed securities market...
This was a very challenging year for the mortgage-backed securities (MBS)
market, as low interest rates and record refinancings severely hindered
performance. However, as is frequently the case with market overreactions, the
past year's difficulties may have created interesting opportunities in the
seasoned segment of the MBS market. We believe the historical success of Eaton
Vance Government Obligations Fund has demonstrated a sound, long-term,
fixed-income strategy. The Fund will maintain its focus on this segment of the
MBS market and continue to seek attractive yields in high-quality investments.
In the following pages, portfolio manager Susan Schiff reviews developments
within the Fund and the mortgage securities market in 2003.
Sincerely,
/s/ Thomas E. Faust
Thomas E. Faust Jr.
President
February 5, 2004
FUND INFORMATION
as of December 31, 2003
<Table>
<Caption>
PERFORMANCE(2) CLASS A CLASS B CLASS C
- -----------------------------------------------------------------------------------------
Average Annual Total Returns (at net asset value)
One Year -0.35% -1.03% -1.02%
Five Years 5.16 4.38 4.35
Ten Years 5.44 4.75 4.62
Life of Fund+ 7.83 4.69 4.57
SEC Average Annual Total Returns (including sales
charge or applicable CDSC)
One Year -5.10% -5.70% -1.95%
Five Years 4.14 4.08 4.35
Ten Years 4.93 4.75 4.62
Life of Fund+ 7.56 4.69 4.57
</Table>
+ Inception Dates - Class A: 8/24/84; Class B: 11/1/93; Class C:11/1/93
(1) These returns do not include the 4.75% maximum sales charge for the Fund's
Class A shares or the applicable contingent deferred sales charges (CDSC)
for Class B and Class C shares. (2) 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 4.75%
sales charge. SEC returns for Class B reflect applicable CDSC based on the
following schedule: 5% - 1st and 2nd years; 4% - 3rd year; 3% - 4th year;
2% - 5th year; 1% -6th year. SEC 1-Year return for Class C reflects a 1%
CDSC.
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. Performance is for the stated time
period only; due to market volatility, the Fund's current performance may
be different.
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>
EATON VANCE GOVERNMENT OBLIGATIONS FUND AS OF DECEMBER 31, 2003
MANAGEMENT DISCUSSION
[PHOTO OF SUSAN SCHIFF]
Susan Schiff
Portfolio Manager
AN INTERVIEW WITH SUSAN SCHIFF, PORTFOLIO MANAGER OF GOVERNMENT OBLIGATIONS
PORTFOLIO.
Q: SUSAN, DURING A MOST EVENTFUL 12 MONTHS, 2003 PROVED TO BE A TRANSITION YEAR
FOR THE ECONOMY AND FOR MANY OF THE FINANCIAL MARKETS. WHAT FACTORS IMPACTED
THE MORTGAGE SECURITIES MARKET DURING THE YEAR?
A: 2003 was one of the worst-performing years on record for the mortgage-backed
securities (MBS) market. The key to the sector's poor performance was the
massive scale of refinancings on the part of homeowners. With mortgage rates
at 40-year lows, we saw a tidal wave of refundings, as homeowners sought to
lock in low interest rates. As a result, prepayment rates for mortgages rose
to record levels. Prepayment rates for some generic MBS reached an annualized
rate of 85% - well above past cycle peaks. Even rates for SEASONED MBS - the
Fund's primary investment universe and historically a segment of the market
characterized by relatively stable prepayment rates - rose to record levels,
reaching 55% at their peak. The result was significant prepayment-related
losses for MBS, which accounted for the sector's poor performance in 2003.
Q: INTEREST RATES HAVE BEEN LOW FOR THE PAST TWO YEARS. WHAT MADE THE
RE-FINANCING BOOM SO STRONG IN 2003?
A: Obviously, a record-low interest rate environment was the most compelling
reason. The Federal Reserve, which had made 11 separate rate cuts in 2002,
again lowered its benchmark Federal Funds rate in June 2003 by 25 basis
points (0.25%), to 1.00%, its lowest level in 45 years. But a number of other
trends contributed further to the surge in refinancings. The rise in real
estate prices in recent years was a key factor. Homeowners found that the
value of their home equity had risen significantly and represented an easily
tapped source of funds.
Another contributing factor was the three-year stock market decline from
2000-2002. Despite a partial recovery in 2003, many investors still had
severe losses, which made their home equity stand out even more. Finally,
technology has had an impact on the pace of refundings. The increased flow of
information about mortgage refinancings and the relative ease of the process
has made people less reticent about refinancing than they were a decade ago.
Q: HOW WOULD YOU EVALUATE THE FUND'S PERFORMANCE DURING THE YEAR?
A: The Fund had a sub-par performance in 2003, as rising prepayment rates
negatively impacted the entire MBS sector. Even when MBS spreads began to
narrow, the seasoned segment - the Fund's primary investment universe -
underperformed. Spreads for generic MBS over similar maturity Treasuries
narrowed significantly from June through December alone, declining
approximately 130 basis points
[CHART]
DIVERSIFICATION BY SECTORS (1)
<Table>
Other 0.6%
Government National Mortgage Assn. 37.0%
Federal National Mortgage Assn. 34.3%
Federal Home Loan Mortgage Corp. 22.4%
Agency Debentures 4.0%
Collateralized Mortgage Obligations 1.7%
</Table>
(1) Because the Portfolio is actively managed, Sector Diversification is
subject to change.
3
<Page>
(1.30%). However, spreads for seasoned MBS narrowed by just 20 basis points
(0.20%) during the same period, as that segment of the market was constrained
by concerns over unusually high prepayment rates. The Fund's performance was
further impaired by the underperformance of premium MBS. These securities
have coupons above prevailing rates and, therefore, trade above par. However,
as mortgages were refinanced, principal payments were made at par, resulting
in significant losses for investors.
In that environment, the Fund's -0.35% return for Class A shares
underperformed the 1.51% return of its peer group, the Lipper
Short-Intermediate Government Funds classification.(1) The Fund's benchmark,
the Lehman Brothers Intermediate Government Bond Index, had a 2.29% return
for the year, reflecting, in part, a zero weighting in mortgage-backed
securities.(1)
Q: WAS THE YEAR-END VALUATION OF SEASONED MBS OUT OF CHARACTER WITH HISTORICAL
TRENDS?
A: In my view, yes. The MBS market suffered through an unusually difficult
period in 2003, with record-low interest rates and soaring prepayment rates.
As a result, the seasoned segment of the market ended the year valued at
levels well below its generic counterpart. Past trends would suggest that the
market should revert to its historical norms. Not surprisingly, we have
recently seen seasoned prepayment rates fall dramatically from their peaks.
While, of course, there is no guarantee that past trends will repeat, if
historical patterns hold true, it's likely that spreads for seasoned MBS will
narrow over time. At a minimum, lower prepayment rates should support that
part of the market.
Q: WHAT ADJUSTMENTS HAVE YOU MADE TO THE FUND IN LIGHT OF THIS ANOMALY?
A: The Fund continued to maintain its emphasis on the seasoned segment of the
MBS market. We believe that is where the current value resides in the MBS
market. However, we have reduced the Fund's holdings in government agency
securities, including Federal National Mortgage Association (Fannie Mae)
bonds and Federal Home Loan Mortgage Corp. (Freddie Mac) bonds. Spreads in
these sectors narrowed in 2003 relative to Treasuries. We have redeployed
the proceeds of these sales to what we believe are now undervalued seasoned
MBS. We maintained the Fund's duration - a measure of the Fund's sensitivity
to changes in interest rates - in the lower end of its range, around 2.6
years at December 31.
(1) It is not possible to invest directly in a Lipper Classification or Index.
THE VIEWS EXPRESSED IN THIS REPORT ARE THOSE OF THE PORTFOLIO MANAGER AND ARE
CURRENT ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON THE COVER.
THESE VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED UPON MARKET OR OTHER
CONDITIONS, AND EATON VANCE DISCLAIMS ANY RESPONSIBILITY TO UPDATE SUCH VIEWS.
THESE VIEWS MAY NOT BE RELIED ON AS INVESTMENT ADVICE AND, BECAUSE INVESTMENT
DECISIONS FOR AN EATON VANCE FUND ARE BASED ON MANY FACTORS, MAY NOT BE RELIED
ON AS AN INDICATION OF TRADING INTENT ON BEHALF OF ANY EATON VANCE FUND.
4
<Page>
[CHART]
Comparison of Change in Value of a $10,000 Investment in Eaton Vance Government
Obligations Fund Class A vs. the Lehman Brothers Intermediate Govt. Bond Index
and Lipper Short-Intermediate Govt. Fund Classification* December 31, 1993 -
December 31, 2003
EATON VANCE GOVERNMENT OBLIGATIONS FUND- CLASS A
Inception: 8/24/84
<Table>
<Caption>
FUND FUND LEHMAN INTERMEDIATE LIPPER SHORT-INTERMEDIATE
VALUE AT VALUE WITH GOVT BOND GOVT FUND
DATE NAV SALES CHARGE INDEX INDEX
- --------------------------------------------------------------------------------------------------------------------------
12/31/1993 10,000 9,525 10,000 10,000
1/31/1994 10,079 9,602 10098.78 9957.75
2/28/1994 9,971 9,499 9960.15 9842.84
3/31/1994 9,815 9,351 9814.86 9704.97
4/30/1994 9,727 9,267 9751.37 9631.78
5/31/1994 9,720 9,260 9758.34 9621.20
6/30/1994 9,718 9,258 9760.31 9617.56
7/31/1994 9,841 9,376 9888.49 9720.89
8/31/1994 9,866 9,399 9917.28 9740.95
9/30/1994 9,784 9,321 9835.31 9669.30
10/31/1994 9,787 9,324 9837.28 9667.05
11/30/1994 9,754 9,292 9793.49 9620.01
12/31/1994 9,797 9,333 9825.46 9641.13
1/31/1995 9,948 9,478 9985.30 9779.49
2/28/1995 10,145 9,665 10177.87 9948.78
3/31/1995 10,204 9,721 10233.93 10003.02
4/30/1995 10,321 9,833 10352.56 10102.73
5/31/1995 10,585 10,084 10644.51 10345.04
6/30/1995 10,641 10,138 10712.24 10408.59
7/31/1995 10,622 10,120 10717.39 10412.01
8/31/1995 10,745 10,237 10805.87 10493.71
9/30/1995 10,813 10,301 10878.29 10560.27
10/31/1995 10,961 10,442 10997.53 10667.56
11/30/1995 11,068 10,544 11131.61 10780.38
12/31/1995 11,165 10,637 11241.46 10881.16
1/31/1996 11,245 10,713 11336.30 10962.13
2/29/1996 11,120 10,594 11216.46 10862.94
3/31/1996 11,094 10,569 11165.25 10819.64
4/30/1996 11,072 10,548 11132.67 10790.86
5/31/1996 11,047 10,524 11126.92 10781.99
6/30/1996 11,197 10,667 11239.94 10875.06
7/31/1996 11,220 10,689 11274.79 10909.55
8/31/1996 11,218 10,687 11287.67 10915.63
9/30/1996 11,400 10,861 11433.57 11050.05
10/31/1996 11,565 11,018 11620.99 11216.29
11/30/1996 11,726 11,171 11761.28 11341.68
12/31/1996 11,670 11,118 11697.95 11290.44
1/31/1997 11,699 11,146 11742.95 11337.61
2/28/1997 11,782 11,224 11762.04 11366.81
3/31/1997 11,737 11,182 11695.07 11306.98
4/30/1997 11,820 11,261 11827.04 11420.96
5/31/1997 11,906 11,342 11919.15 11498.38
6/30/1997 11,997 11,429 12021.12 11590.74
7/31/1997 12,229 11,650 12242.78 11776.04
8/31/1997 12,159 11,584 12195.96 11745.00
9/30/1997 12,284 11,703 12328.53 11856.04
10/31/1997 12,407 11,821 12472.16 11965.77
11/30/1997 12,410 11,823 12499.58 11986.70
12/31/1997 12,517 11,925 12601.39 12077.42
1/31/1998 12,608 12,012 12765.78 12208.97
2/28/1998 12,599 12,003 12752.30 12200.20
3/31/1998 12,621 12,024 12791.99 12232.68
4/30/1998 12,628 12,030 12853.05 12280.24
5/31/1998 12,707 12,106 12941.38 12361.35
6/30/1998 12,777 12,173 13028.50 12424.81
7/31/1998 12,784 12,179 13078.65 12466.65
8/31/1998 13,059 12,441 13326.06 12644.82
9/30/1998 13,287 12,658 13636.95 12859.69
10/31/1998 13,089 12,470 13659.53 12849.05
11/30/1998 13,149 12,527 13617.71 12843.29
12/31/1998 13,212 12,587 13670.74 12900.79
1/31/1999 13,231 12,605 13731.65 12956.21
2/28/1999 13,137 12,515 13543.32 12808.54
3/31/1999 13,248 12,621 13633.17 12901.81
4/30/1999 13,318 12,688 13670.13 12933.93
5/31/1999 13,235 12,609 13586.20 12857.86
6/30/1999 13,131 12,510 13605.89 12835.20
7/31/1999 13,160 12,537 13607.86 12822.92
8/31/1999 13,075 12,457 13626.95 12818.22
9/30/1999 13,265 12,638 13743.77 12946.83
10/31/1999 13,294 12,665 13771.04 12977.18
11/30/1999 13,312 12,682 13780.58 12989.68
12/31/1999 13,286 12,657 13737.25 12960.06
1/31/2000 13,244 12,617 13691.19 12913.66
2/29/2000 13,378 12,745 13804.52 13020.68
3/31/2000 13,418 12,783 13962.09 13128.71
4/30/2000 13,455 12,819 13956.48 13134.11
5/31/2000 13,451 12,815 13993.76 13143.25
6/30/2000 13,668 13,021 14216.02 13342.52
7/31/2000 13,746 13,096 14310.41 13422.45
8/31/2000 13,900 13,242 14470.86 13567.13
9/30/2000 14,046 13,381 14597.21 13685.80
10/31/2000 14,149 13,480 14697.36 13762.62
11/30/2000 14,367 13,688 14912.96 13948.75
12/31/2000 14,498 13,812 15176.13 14153.71
1/31/2001 14,725 14,028 15377.93 14331.81
2/28/2001 14,873 14,170 15519.29 14447.67
3/31/2001 14,926 14,220 15631.71 14538.30
4/30/2001 14,961 14,253 15582.32 14521.59
5/31/2001 15,078 14,365 15646.86 14588.87
6/30/2001 15,125 14,409 15696.71 14622.37
7/31/2001 15,419 14,689 15989.73 14877.92
8/31/2001 15,541 14,806 16131.69 14994.72
9/30/2001 15,847 15,098 16476.07 15259.44
10/31/2001 16,119 15,356 16733.02 15477.17
11/30/2001 15,932 15,178 16533.34 15297.82
12/31/2001 15,811 15,063 16453.34 15220.01
1/31/2002 15,901 15,149 16524.40 15301.21
2/28/2002 16,047 15,288 16661.06 15438.10
3/31/2002 15,782 15,035 16410.01 15219.97
4/30/2002 16,075 15,315 16717.12 15478.31
5/31/2002 16,156 15,391 16833.63 15590.36
6/30/2002 16,310 15,538 17044.07 15736.50
7/31/2002 16,630 15,843 17365.27 15969.78
8/31/2002 16,662 15,874 17563.59 16122.94
9/30/2002 16,898 16,099 17865.40 16332.42
10/31/2002 16,922 16,122 17853.28 16335.25
11/30/2002 16,834 16,037 17711.92 16233.76
12/31/2002 17,051 16,245 18039.33 16489.81
1/31/2003 17,021 16,216 17999.48 16464.17
2/28/2003 17,107 16,297 18202.65 16632.46
3/31/2003 17,085 16,277 18206.44 16622.07
4/30/2003 17,173 16,361 18257.65 16680.50
5/31/2003 17,283 16,465 18544.30 16867.25
6/30/2003 17,241 16,425 18513.85 16834.30
7/31/2003 16,941 16,140 18064.48 16437.96
8/31/2003 16,860 16,062 18097.05 16475.64
9/30/2003 17,082 16,274 18489.31 16775.91
10/31/2003 16,907 16,107 18307.95 16637.75
11/30/2003 16,921 16,120 18309.31 16644.52
12/31/2003 16,991 16,187 18452.04 16753.17
</Table>
<Table>
<Caption>
PERFORMANCE(2) CLASS A CLASS B CLASS C
- -----------------------------------------------------------------------------------------
Average Annual Total Returns (at net asset value)
One Year -0.35% -1.03% -1.02%
Five Years 5.16 4.38 4.35
Ten Years 5.44 4.75 4.62
Life of Fund+ 7.83 4.69 4.57
SEC Average Annual Total Returns (including sales
charge or applicable CDSC)
One Year -5.10% -5.70% -1.95%
Five Years 4.14 4.08 4.35
Ten Years 4.93 4.75 4.62
Life of Fund+ 7.56 4.69 4.57
</Table>
+ Inception Dates - Class A: 8/24/84; Class B: 11/1/93; Class C:11/1/93
* Sources: Thomson Financial; Lipper Inc.. Investment operations commenced
8/24/84. The chart compares the Fund's total return with that of the Lehman
Brothers Intermediate Government Bond Index, a broad-based, unmanaged market
index of intermediate-maturity, U.S. government bonds. The chart also
includes a comparison to the Lipper Short-Intermediate Government Fund
Classification, the fund peer classification of Eaton Vance Government
Obligations Fund. Returns are calculated by determining the percentage change
in net asset value (NAV) with all distributions reinvested. The lines on the
chart represent the total returns of $10,000 hypothetical investments in the
Fund and the Index. An investment in the Fund's Class B shares on 12/31/93 at
net asset value would have been worth $15,901 on December 31, 2003. An
investment in the Fund's Class C shares on 12/31/93 at net asset value would
have been worth $15,705 on December 31, 2003. The Index's and
Classification's total returns do not reflect commissions or expenses that
would have been incurred if an investor individually purchased or sold the
securities represented in them. It is not possible to invest directly in an
Index or Lipper Classification.
** 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 4.75% sales charge. SEC returns for Class B
reflect applicable CDSC based on the following schedule: 5% - 1st and 2nd
years; 4% - 3rd year; 3% - 4th year; 2% - 5th year; 1% - 6th year. SEC 1-year
return for Class C reflects a 1% CDSC.
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. Performance is for the stated time
period only; due to market volatility, the Fund's current performance may be
different. The performance graph and table above do not reflect the deduction
of taxes that a shareholder would incur on Fund distributions or the
redemption of Fund shares.
5
<Page>
EATON VANCE GOVERNMENT OBLIGATIONS FUND as of December 31, 2003
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
AS OF DECEMBER 31, 2003
<Table>
ASSETS
Investment in Government Obligations Portfolio, at value
(identified cost, $1,424,215,689) $ 1,438,107,761
Receivable for Fund shares sold 1,076,341
- -------------------------------------------------------------------------------------
TOTAL ASSETS $ 1,439,184,102
- -------------------------------------------------------------------------------------
LIABILITIES
Payable for Fund shares redeemed $ 7,286,163
Dividends payable 3,463,671
Payable to affiliate for distribution and service fees 96,637
Payable to affiliate for Trustees' fees 932
Accrued expenses 407,940
- -------------------------------------------------------------------------------------
TOTAL LIABILITIES $ 11,255,343
- -------------------------------------------------------------------------------------
NET ASSETS $ 1,427,928,759
- -------------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Paid-in capital $ 1,579,079,529
Accumulated net realized loss from Portfolio (computed on
the basis of identified cost) (161,579,171)
Accumulated net investment loss (3,463,671)
Net unrealized appreciation from Portfolio (computed on
the basis of identified cost) 13,892,072
- -------------------------------------------------------------------------------------
TOTAL $ 1,427,928,759
- -------------------------------------------------------------------------------------
CLASS A SHARES
NET ASSETS $ 435,021,869
SHARES OUTSTANDING 46,601,585
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
(net assets DIVIDED BY shares of beneficial interest
outstanding) $ 9.33
MAXIMUM OFFERING PRICE PER SHARE
(100 DIVIDED BY 95.25 of $9.33) $ 9.80
- -------------------------------------------------------------------------------------
CLASS B SHARES
NET ASSETS $ 555,947,262
SHARES OUTSTANDING 69,110,375
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE
(NOTE 7)
(net assets DIVIDED BY shares of beneficial interest
outstanding) $ 8.04
- -------------------------------------------------------------------------------------
CLASS C SHARES
NET ASSETS $ 436,959,628
SHARES OUTSTANDING 54,376,154
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE
(NOTE 7)
(net assets DIVIDED BY shares of beneficial interest
outstanding) $ 8.04
- -------------------------------------------------------------------------------------
</Table>
On sales of $25,000 or more, the offering price of Class A shares is reduced.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2003
<Table>
INVESTMENT INCOME
Interest allocated from Portfolio $ 45,892,788
Security lending income allocated from Portfolio 4,791,315
Expenses allocated from Portfolio (12,032,781)
- -------------------------------------------------------------------------------------
NET INVESTMENT INCOME FROM PORTFOLIO $ 38,651,322
- -------------------------------------------------------------------------------------
EXPENSES
Trustees' fees and expenses $ 3,437
Distribution and service fees
Class A 1,322,121
Class B 6,371,569
Class C 5,424,537
Transfer and dividend disbursing agent fees 1,419,712
Printing and postage 221,321
Registration fees 112,394
Legal and accounting services 45,152
Custodian fee 34,625
Miscellaneous 94,295
- -------------------------------------------------------------------------------------
TOTAL EXPENSES $ 15,049,163
- -------------------------------------------------------------------------------------
NET INVESTMENT INCOME $ 23,602,159
- -------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) FROM PORTFOLIO
Net realized gain (loss) --
Investment transactions (identified cost basis) $ 10,046,395
Financial futures contracts (16,880,227)
- -------------------------------------------------------------------------------------
NET REALIZED LOSS $ (6,833,832)
- -------------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis) $ (40,927,834)
Financial futures contracts 8,277,577
- -------------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) $ (32,650,257)
- -------------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED LOSS $ (39,484,089)
- -------------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS FROM OPERATIONS $ (15,881,930)
- -------------------------------------------------------------------------------------
</Table>
SEE NOTES TO FINANCIAL STATEMENTS
6
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
<Table>
<Caption>
INCREASE (DECREASE) YEAR ENDED YEAR ENDED
IN NET ASSETS DECEMBER 31, 2003 DECEMBER 31, 2002
- ---------------------------------------------------------------------------------------------------
From operations --
Net investment income $ 23,602,159 $ 35,554,895
Net realized gain (loss) (6,833,832) 293,717
Net change in unrealized
appreciation (depreciation) (32,650,257) 34,618,565
- ---------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS $ (15,881,930) $ 70,467,177
- ---------------------------------------------------------------------------------------------------
Distributions to shareholders --
From net investment income
Class A $ (34,620,580) $ (24,292,150)
Class B (36,850,819) (22,121,831)
Class C (31,409,859) (15,348,077)
Tax return of capital
Class A (251,788) (964,305)
Class B (267,683) (1,162,708)
Class C (228,475) (813,335)
- ---------------------------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS TO SHAREHOLDERS $ (103,629,204) $ (64,702,406)
- ---------------------------------------------------------------------------------------------------
Transactions in shares of beneficial interest --
Proceeds from sale of shares
Class A $ 340,265,998 $ 366,615,033
Class B 237,654,294 410,481,825
Class C 310,242,531 419,241,248
Net asset value of shares issued to
shareholders in payment of distributions declared
Class A 19,628,532 13,304,947
Class B 18,519,333 10,625,289
Class C 16,268,812 8,345,356
Cost of shares redeemed
Class A (362,386,019) (198,357,084)
Class B (239,728,258) (80,215,877)
Class C (323,939,061) (89,789,349)
- ---------------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM
FUND SHARE TRANSACTIONS $ 16,526,162 $ 860,251,388
- ---------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS $ (102,984,972) $ 866,016,159
- ---------------------------------------------------------------------------------------------------
NET ASSETS
At beginning of year $ 1,530,913,731 $ 664,897,572
- ---------------------------------------------------------------------------------------------------
AT END OF YEAR $ 1,427,928,759 $ 1,530,913,731
- ---------------------------------------------------------------------------------------------------
ACCUMULATED NET INVESTMENT LOSS INCLUDED IN NET ASSETS
AT END OF YEAR $ (3,463,671) $ (3,141,921)
- ---------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
7
<Page>
FINANCIAL HIGHLIGHTS
<Table>
<Caption>
CLASS A
---------------------------------------------------------------------
YEAR ENDED DECEMBER 31,
---------------------------------------------------------------------
2003(1) 2002(1) 2001(1)(2) 2000(1) 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 10.000 $ 9.950 $ 9.810 $ 9.700 $ 10.400
- ------------------------------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment income $ 0.184 $ 0.401 $ 0.549 $ 0.717 $ 0.745
Net realized and unrealized gain (loss) (0.214) 0.350 0.311 0.127 (0.689)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ (0.030) $ 0.751 $ 0.860 $ 0.844 $ 0.056
- ------------------------------------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS
From net investment income $ (0.635) $ (0.674) $ (0.720) $ (0.718) $ (0.743)
From tax return of capital (0.005) (0.027) (0.016) (0.013)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS $ (0.640) $ (0.701) $ (0.720) $ (0.734) $ (0.756)
- ------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 9.330 $ 10.000 $ 9.950 $ 9.810 $ 9.700
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) (0.35)% 7.84% 9.06% 9.12% 0.56%
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000's omitted) $ 435,022 $ 474,595 $ 291,249 $ 183,657 $ 195,162
Ratios (As a percentage of average daily net assets):
Expenses(4) 1.06% 1.11% 1.25% 1.21% 1.23%
Interest expense(4) 0.01% 0.00%(5) 0.02% 0.02% 0.02%
Net investment income 1.90% 4.03% 5.50% 7.44% 7.43%
Portfolio Turnover of the Portfolio 67% 41% 21% 22% 18%
</Table>
(1) Net investment income per share was computed using average shares
outstanding.
(2) The Fund, through its investment in the Portfolio, adopted the provisions
of the revised AICPA Audit and Accounting Guide for Investment Companies
and began amortizing market premium on fixed-income securities.
Additionally, the Portfolio reclassified net losses realized on prepayments
received on mortgage-backed securities that were previously included in
realized gains/losses to interest income. The effect of these changes on
net investment income per share and on the ratio of net investment income
to average net assets for the year ended December 31, 2001 was a decrease
of $0.161 per share and 1.61%, respectively. Per share data and ratios for
the periods prior to January 1, 2001 have not been restated to reflect this
change in presentation.
(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) Represents less than 0.01%.
SEE NOTES TO FINANCIAL STATEMENTS
8
<Page>
<Table>
<Caption>
CLASS B
---------------------------------------------------------------------
YEAR ENDED DECEMBER 31,
---------------------------------------------------------------------
2003(1) 2002(1) 2001(1)(2) 2000(1) 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 8.610 $ 8.570 $ 8.450 $ 8.350 $ 8.950
- ------------------------------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment income $ 0.096 $ 0.282 $ 0.409 $ 0.557 $ 0.576
Net realized and unrealized gain (loss) (0.179) 0.297 0.266 0.109 (0.594)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ (0.083) $ 0.579 $ 0.675 $ 0.666 $ (0.018)
- ------------------------------------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS
From net investment income $ (0.483) $ (0.512) $ (0.555) $ (0.550) $ (0.569)
From tax return of capital (0.004) (0.027) -- (0.016) (0.013)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS $ (0.487) $ (0.539) $ (0.555) $ (0.566) $ (0.582)
- ------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 8.040 $ 8.610 $ 8.570 $ 8.450 $ 8.350
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) (1.03)% 7.00% 8.23% 8.33% (0.20)%
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000's omitted) $ 555,947 $ 583,804 $ 240,472 $ 120,557 $ 116,913
Ratios (As a percentage of average daily net assets):
Expenses(4) 1.81% 1.86% 1.99% 1.95% 1.98%
Interest expense(4) 0.01% 0.00%(5) 0.02% 0.02% 0.02%
Net investment income 1.15% 3.29% 4.75% 6.72% 6.68%
Portfolio Turnover of the Portfolio 67% 41% 21% 22% 18%
</Table>
(1) Net investment income per share was computed using average shares
outstanding.
(2) The Fund, through its investment in the Portfolio, adopted the provisions
of the revised AICPA Audit and Accounting Guide for Investment Companies
and began amortizing market premium on fixed-income securities.
Additionally, the Portfolio reclassified net losses realized on prepayments
received on mortgage-backed securities that were previously included in
realized gains/losses to interest income. The effect of these changes on
net investment income per share and on the ratio of net investment income
to average net assets for the year ended December 31, 2001 was a decrease
of $0.138 per share and 1.61%, respectively. Per share data and ratios for
the periods prior to January 1, 2001 have not been restated to reflect this
change in presentation.
(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) Represents less than 0.01%.
SEE NOTES TO FINANCIAL STATEMENTS
9
<Page>
<Table>
<Caption>
CLASS C
---------------------------------------------------------------------
YEAR ENDED DECEMBER 31,
---------------------------------------------------------------------
2003(1) 2002(1) 2001(1)(2) 2000(1) 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------
Net asset value -- Beginning of year $ 8.610 $ 8.570 $ 8.450 $ 8.360 $ 8.960
- ------------------------------------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment income $ 0.096 $ 0.282 $ 0.392 $ 0.551 $ 0.576
Net realized and unrealized gain (loss) (0.179) 0.297 0.283 0.105 (0.594)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL INCOME (LOSS) FROM OPERATIONS $ (0.083) $ 0.579 $ 0.675 $ 0.656 $ (0.018)
- ------------------------------------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS
From net investment income $ (0.483) $ (0.512) $ (0.555) $ (0.550) $ (0.569)
From tax return of capital (0.004) (0.027) -- (0.016) (0.013)
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS $ (0.487) $ (0.539) $ (0.555) $ (0.566) $ (0.582)
- ------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF YEAR $ 8.040 $ 8.610 $ 8.570 $ 8.450 $ 8.360
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN(3) (1.02)% 6.99% 8.18% 8.19% (0.20)%
- ------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000's omitted) $ 436,960 $ 472,515 $ 133,176 $ 32,837 $ 30,833
Ratios (As a percentage of average daily net assets):
Expenses(4) 1.81% 1.85% 1.99% 2.04% 1.98%
Interest expense(4) 0.01% 0.00%(5) 0.02% 0.02% 0.02%
Net investment income 1.15% 3.29% 4.55% 6.64% 6.67%
Portfolio Turnover of the Portfolio 67% 41% 21% 22% 18%
</Table>
(1) Net investment income per share was computed using average shares
outstanding.
(2) The Fund, through its investment in the Portfolio, adopted the provisions
of the revised AICPA Audit and Accounting Guide for Investment Companies
and began amortizing market premium on fixed-income securities.
Additionally, the Portfolio reclassified net losses realized on prepayments
received on mortgage-backed securities that were previously included in
realized gains/losses to interest income. The effect of these changes on
net investment income per share and on the ratio of net investment income
to average net assets for the year ended December 31, 2001 was a decrease
of $0.139 per share and 1.61%, respectively. Per share data and ratios for
the periods prior to January 1, 2001 have not been restated to reflect this
change in presentation.
(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) Represents less than 0.01%.
SEE NOTES TO FINANCIAL STATEMENTS
10
<Page>
EATON VANCE GOVERNMENT OBLIGATIONS FUND as of December 31, 2003
NOTES TO FINANCIAL STATEMENTS
1 SIGNIFICANT ACCOUNTING POLICIES
Eaton Vance Government Obligations Fund (the Fund) is a diversified 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 is a series of Eaton Vance Mutual
Funds Trust. 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 subject to a
contingent deferred sales charge (see Note 7). Effective August 1, 2003, the
Fund began offering Class R shares although none were issued as of December
31, 2003. Each class represents a pro rata interest in the Fund, but votes
separately on class-specific matters and (as noted below) is subject to
different expenses. Realized and unrealized gains and losses are allocated
daily to each class of shares based on the relative net assets of each class
to the total net assets of the Fund. Net investment income, other than
class-specific expenses, is allocated daily to each class based upon the
ratio of the value of each class' paid shares to the total value of all paid
shares. Each class of shares differs in its distribution plan and certain
other class-specific expenses. The Fund invests all of its investable assets
in interests in the Government Obligations 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 (95% at December 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 consists of the Fund's pro rata
share of the net investment income of the Portfolio, less all actual and
accrued expenses of the Fund.
C FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code applicable to regulated investment companies and to
distribute to shareholders each year all of its taxable income, including any
net realized gain on investments. Accordingly, no provision for federal
income or excise tax is necessary. At December 31, 2003, the Fund, for
federal income tax purposes, had a capital loss carryover of $138,415,141
which will reduce the Fund's taxable income arising from future net realized
gain on investment transactions, if any, to the extent permitted by the
Internal Revenue Code and thus will reduce the amount of distributions to
shareholders which would otherwise be necessary to relieve the Fund of any
liability for federal income tax. The capital loss carryovers will expire on
December 31, 2004 ($10,207,058), December 31, 2005 ($4,786,337), December 31,
2006 ($3,525,680), December 31, 2007 ($16,400,527), December 31, 2008
($4,071,870), December 31, 2010 ($21,056,795), and December 31, 2011
($78,366,874). At December 31, 2003, net capital losses of $18,694,276
attributable to security transactions incurred after October 31, 2003, are
treated as arising on the first day of the Fund's taxable year ending
December 31, 2004. At December 31, 2003 the undistributed ordinary income on
a tax basis was $0 and differed from accumulated net investment loss due to
the timing difference between book and tax recognition of distributions to
shareholders.
D OTHER -- Investment transactions are accounted for on a trade-date basis.
E EXPENSES -- The majority of expenses of the Trust are directly identifiable
to an individual fund. Expenses which are not readily identifiable to a
specific fund are allocated taking into consideration, among other things,
the nature and type of expense and the relative size of the funds.
F USE OF ESTIMATES -- The preparation of the financial statements in
conformity with accounting principles generally accepted in the United States
of America requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of income and expense during the
reporting period. Actual results could differ from those estimates.
G INDEMNIFICATIONS -- Under the Trust's organizational documents, its
officers and Trustees may be indemnified against certain liabilities and
expenses arising out of the performance of their duties to the Fund and
shareholders are indemnified against personal liability for the obligations
of the Trust. Additionally, in the normal
11
<Page>
course of business, the Fund enters into agreements with service providers
that may contain indemnification clauses. The Fund's maximum exposure under
these arrangements is unknown as this would involve future claims that may be
made against the Fund that have not yet occurred.
2 DISTRIBUTIONS TO SHAREHOLDERS
The net income of the Fund is determined daily and substantially all of the
net income so determined is declared as a dividend to shareholders of record
at the time of declaration. Distributions are paid monthly. Distributions of
allocated realized capital gains, if any, are made at least annually.
Shareholders may reinvest capital gain distributions in additional shares of
the Fund at the net asset value as of the ex-dividend date. Distributions are
paid in the form of additional shares or, at the election of the shareholder,
in cash. The Fund distinguishes between distributions on a tax basis and a
financial reporting basis. Accounting principles generally accepted in the
United States of America require that only distributions in excess of tax
basis earnings and profits be reported in the financial statements as a
return of capital. Permanent differences between book and tax accounting
relating to distributions are reclassified to paid-in capital. Differences
between book and tax accounting relating to distributions primarily relate to
the different treatment for paydown gains/losses on mortgage-backed
securities, expired capital loss carryforwards, futures transactions, mixed
straddle adjustments and premium amortization.
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). Such shares may be issued in a number of different series (such as
the Fund) and classes. Transactions in Fund shares were as follows:
<Table>
<Caption>
YEAR ENDED DECEMBER 31,
-------------------------------
CLASS A 2003 2002
----------------------------------------------------------------------------
Sales 34,711,549 36,806,666
Issued to shareholders electing to receive
payments of distributions in Fund shares 2,030,568 1,339,070
Redemptions (37,601,087) (19,954,934)
----------------------------------------------------------------------------
NET INCREASE (DECREASE) (858,970) 18,190,802
----------------------------------------------------------------------------
<Caption>
YEAR ENDED DECEMBER 31,
-------------------------------
CLASS B 2003 2002
----------------------------------------------------------------------------
Sales 28,099,509 47,832,740
Issued to shareholders electing to receive
payments of distributions in Fund shares 2,223,770 1,240,890
Redemptions (28,980,488) (9,360,782)
----------------------------------------------------------------------------
NET INCREASE 1,342,791 39,712,848
----------------------------------------------------------------------------
<Caption>
YEAR ENDED DECEMBER 31,
-------------------------------
CLASS C 2003 2002
----------------------------------------------------------------------------
Sales 36,700,073 48,893,819
Issued to shareholders electing to receive
payments of distributions in Fund shares 1,955,754 974,992
Redemptions (39,180,872) (10,516,196)
----------------------------------------------------------------------------
NET INCREASE (DECREASE) (525,045) 39,352,615
----------------------------------------------------------------------------
</Table>
4 INVESTMENT TRANSACTIONS
Increases and decreases in the Fund's investment in the Portfolio for the
year ended December 31, 2003 aggregated $900,264,025 and $986,211,127,
respectively.
5 TRANSACTIONS WITH AFFILIATES
Eaton Vance Management (EVM) serves as the administrator of the Fund, but
receives no compensation. The Portfolio has engaged Boston Management and
Research (BMR), a subsidiary of EVM, to render investment advisory services.
See Note 3 of the Portfolio's Notes to Financial Statements which are
included elsewhere in this report. Certain officers and Trustees of the Fund
and Portfolio are officers of the above organizations. Except as to 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. 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 December 31, 2003, EVM
earned $118,572 in sub-transfer agent fees. The Fund was informed that Eaton
Vance Distributors, Inc. (EVD), a subsidiary of EVM and the Fund's principal
underwriter, received $233,755 as its portion of the sales charge on sales of
Class A shares for the year ended December 31, 2003.
12
<Page>
6 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) 5% and 6.25% of the aggregate amount received by the Fund for the
Class B and Class C shares sold, respectively, plus (ii) interest calculated
by applying the rate of 1% over the prevailing prime rate to the outstanding
balance of Uncovered Distribution Charges of EVD of each respective class,
reduced by the aggregate amount of contingent deferred sales charges (see
Note 7) and daily amounts theretofore paid to EVD by each respective class.
The Fund paid or accrued $4,778,677 and $4,068,403 for Class B and Class C
shares, respectively, to or payable to EVD for the year ended December 31,
2003, representing 0.75% of the average daily net assets for Class B and
Class C shares, respectively. At December 31, 2003, the amounts of Uncovered
Distribution Charges of EVD calculated under the Plans were approximately
$23,485,000 and $50,704,000 for Class B and Class C shares, respectively.
The Plans authorize the Fund to make payments of service fees to EVD,
investment dealers and other persons in amounts not exceeding 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 will be 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 December 31, 2003 amounted to
$1,322,121, $1,592,892 and $1,356,134 for Class A, Class B, and Class C
shares, respectively.
7 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. The Class B CDSC is imposed at declining rates
that begin at 5% in the first and second year of redemption after purchase,
declining one percentage point in 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 are paid to EVD to reduce the amount of Uncovered
Distribution Charges calculated under the Fund's Distribution Plans (see Note
6). CDSC charges received when no Uncovered Distribution Charges exist will
be credited to the Fund. The Fund was informed that EVD received
approximately $2,297,000 and $521,000 of CDSC paid by shareholders for Class
B shares and Class C shares, respectively, for the year ended December 31,
2003.
13
<Page>
EATON VANCE GOVERNMENT OBLIGATIONS FUND as of December 31, 2003
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES AND SHAREHOLDERS OF EATON VANCE GOVERNMENT OBLIGATIONS FUND
In our opinion, the accompanying statement of assets and liabilities, and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
Eaton Vance Government Obligations Fund, a series of Eaton Vance Mutual Funds
Trust (the "Fund") at December 31, 2003, and the results of its operations, the
changes in its net assets and the financial highlights for the periods
indicated, in conformity with accounting principles generally accepted in the
United States of America. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Fund's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with auditing standards generally accepted in
the United States of America, which require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Boston, Massachusetts
February 24, 2004
14
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO AS OF DECEMBER 31, 2003
PORTFOLIO OF INVESTMENTS
U.S. GOVERNMENT
AGENCY OBLIGATIONS -- 5.0%
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- ------------------------------------------------------------------------------------------------
Federal National Mortgage Assn., 6.125%, 3/15/12 $ 68,000 $ 75,860,392
- ------------------------------------------------------------------------------------------------
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS
(IDENTIFIED COST, $74,740,773) $ 75,860,392
- ------------------------------------------------------------------------------------------------
</Table>
MORTGAGE PASS-THROUGHS -- 117.7%
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- ------------------------------------------------------------------------------------------------
Federal Home Loan Mortgage Corp.:
5.50%, with various maturities to 2011 $ 23 $ 23,809
6.00%, with various maturities to 2026 2,663 2,778,262
6.25%, with maturity at 2008 13 13,172
6.50%, with various maturities to 2024(1) 65,778 69,551,053
6.75%, with various maturities to 2007 12 12,229
6.87%, with maturity at 2024 1,809 1,927,824
7.00%, with various maturities to 2019(1) 52,037 55,655,956
7.089%, with maturity at 2023 3,628 3,890,828
7.25%, with maturity at 2022 6,427 6,907,358
7.50%, with various maturities to 2028 26,830 29,017,935
7.625%, with maturity at 2019 2,464 2,688,064
7.75%, with various maturities to 2018 294 316,333
7.78%, with maturity at 2022 972 1,056,555
7.85%, with maturity at 2020 2,165 2,377,238
8.00%, with various maturities to 2028 71,377 77,976,723
8.13%, with maturity at 2019 3,570 3,944,089
8.15%, with various maturities to 2021 1,612 1,769,322
8.25%, with various maturities to 2017 3,164 3,387,448
8.50%, with various maturities to 2027 28,926 31,898,314
8.75%, with various maturities to 2016 2,642 2,836,709
9.00%, with various maturities to 2027 60,747 67,859,167
9.25%, with various maturities to 2017 3,055 3,348,024
9.50%, with various maturities to 2026 17,461 19,749,970
9.75%, with various maturities to 2018 1,370 1,502,903
10.00%, with various maturities to 2025 19,205 22,295,203
10.50%, with various maturities to 2021 11,880 13,957,905
10.75%, with maturity at 2011 418 469,975
11.00%, with various maturities to 2021 15,399 18,171,950
11.25%, with maturity at 2014 391 448,856
11.50%, with various maturities to 2017 1,566 1,843,329
11.75%, with maturity at 2011 221 255,145
12.00%, with various maturities to 2019 2,956 3,557,457
12.25%, with various maturities to 2019 332 393,980
12.50%, with various maturities to 2019 6,910 8,319,602
12.75%, with various maturities to 2015 84 101,311
13.00%, with various maturities to 2019 910 1,116,070
13.25%, with various maturities to 2019 106 129,676
13.50%, with various maturities to 2019 $ 1,832 $ 2,224,222
14.00%, with various maturities to 2016 315 386,244
14.50%, with various maturities to 2014 30 38,216
14.75%, with maturity at 2010 108 130,225
15.00%, with various maturities to 2013 720 908,411
15.25%, with maturity at 2012 32 41,586
15.50%, with maturity at 2011 11 13,834
16.00%, with maturity at 2012 38 49,282
16.25%, with various maturities to 2012 29 36,300
- ------------------------------------------------------------------------------------------------
$ 465,378,064
- ------------------------------------------------------------------------------------------------
Federal National Mortgage Assn.:
0.25%, with maturity at 2014 $ 11 $ 10,453
3.50%, with maturity at 2007 2 1,833
5.00%, with maturity at 2017 18 18,964
5.25%, with maturity at 2006 9 9,734
5.50%, with maturity at 2006 12 12,638
6.00%, with various maturities to 2024 2,179 2,277,816
6.50%, with various maturities to 2026(1) 220,694 233,012,792
6.75%, with maturity at 2007 3 3,519
7.00%, with various maturities to 2017 110,204 117,651,466
7.25%, with various maturities to 2017 1,019 1,094,013
7.50%, with various maturities to 2029 74,514 80,399,934
7.75%, with various maturities to 2008 149 157,968
7.875%, with maturity at 2021 3,297 3,622,663
7.979%, with maturity at 2030 469 516,306
8.00%, with various maturities to 2027 71,864 78,327,520
8.25%, with various maturities to 2025 4,177 4,515,987
8.33%, with maturity at 2020 1,696 1,878,586
8.50%, with various maturities to 2027 35,954 39,634,422
8.575%, with maturity at 2021 1,697 1,887,171
8.75%, with various maturities to 2017 2,893 3,121,987
8.881%, with maturity at 2010 653 716,984
9.00%, with various maturities to 2030 14,180 15,747,597
9.125%, with maturity at 2011 479 532,803
9.25%, with various maturities to 2016 661 728,032
9.50%, with various maturities to 2030 15,539 17,535,749
9.704%, with maturity at 2025 349 404,046
9.75%, with maturity at 2019 82 94,809
9.92%, with maturity at 2021 433 501,704
10.00%, with various maturities to 2027 14,644 16,967,174
10.036%, with maturity at 2020 551 636,923
10.053%, with maturity at 2023 565 661,958
10.29%, with maturity at 2021 641 752,692
10.294%, with maturity at 2021 325 380,073
10.365%, with maturity at 2025 495 578,753
10.50%, with various maturities to 2025 3,973 4,625,109
11.00%, with various maturities to 2025 7,781 9,162,042
11.137%, with maturity at 2019 649 769,185
11.50%, with various maturities to 2020 4,913 5,812,577
11.534%, with maturity at 2025 307 371,750
11.591%, with maturity at 2018 982 1,167,144
11.75%, with various maturities to 2017 634 758,145
</Table>
SEE NOTES TO FINANCIAL STATEMENTS
15
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- ------------------------------------------------------------------------------------------------
12.00%, with various maturities to 2020 $ 10,841 $ 13,026,823
12.25%, with various maturities to 2015 568 686,364
12.267%, with maturity at 2021 553 670,249
12.50%, with various maturities to 2021 3,080 3,720,313
12.707%, with maturity at 2015 887 1,087,485
12.75%, with various maturities to 2015 596 721,074
13.00%, with various maturities to 2019 2,288 2,747,907
13.25%, with various maturities to 2015 567 689,768
13.50%, with various maturities to 2015 1,435 1,779,473
13.75%, with maturity at 2011 22 26,603
14.00%, with various maturities to 2014 53 65,093
14.50%, with various maturities to 2014 66 82,019
14.75%, with maturity at 2012 1,096 1,373,404
15.00%, with various maturities to 2013 1,084 1,375,534
15.50%, with maturity at 2012 158 202,143
15.75%, with maturity at 2011 5 6,970
16.00%, with maturity at 2012 643 826,057
- ------------------------------------------------------------------------------------------------
$ 676,148,300
- ------------------------------------------------------------------------------------------------
Government National Mortgage Assn.:
6.50%, with various maturities to 2026(1) 241,030 255,058,887
7.00%, with various maturities to 2025(1) 120,914 129,556,824
7.25%, with various maturities to 2022 330 350,309
7.50%, with various maturities to 2024 26,563 28,845,253
8.00%, with various maturities to 2027 75,646 82,875,594
8.25%, with various maturities to 2019 736 810,635
8.30%, with maturity at 2020 281 311,257
8.50%, with various maturities to 2018 10,985 12,181,878
9.00%, with various maturities to 2027 49,201 55,197,495
9.50%, with various maturities to 2026(1) 32,162 36,274,254
10.00%, with various maturities to 2025 4,288 4,849,993
11.00%, with various maturities to 2020 3,678 4,372,943
11.50%, with maturity at 2013 48 56,349
12.00%, with various maturities to 2015 2,947 3,545,324
12.50%, with various maturities to 2019 1,289 1,565,074
13.00%, with various maturities to 2014 275 337,549
13.50%, with maturity at 2011 10 12,066
14.00%, with maturity at 2015 30 38,260
14.50%, with maturity at 2014 10 12,456
15.00%, with various maturities to 2013 216 276,779
16.00%, with various maturities to 2012 56 72,200
- ------------------------------------------------------------------------------------------------
$ 616,601,379
- ------------------------------------------------------------------------------------------------
Collateralized Mortgage Obligations:
Federal Home Loan Mortgage Corp.,
Series 1896, Class Z, 6.00%, due 2026 5,227 5,409,488
Federal National Mortgage Assn.,
Series 1993-120, Class K, 7.00%, due 2022 5,320 5,398,523
Federal National Mortgage Assn.,
Series 1993-16, Class Z, 7.50%, due 2023 3,207 3,446,949
Federal National Mortgage Assn.,
Series 1993-39, Class Z, 7.50%, due 2023 $ 7,240 $ 7,778,692
Federal National Mortgage Assn.,
Series G93-29, Class Z, 7.00%, due 2023 9,751 10,361,503
- ------------------------------------------------------------------------------------------------
$ 32,395,155
- ------------------------------------------------------------------------------------------------
TOTAL MORTGAGE PASS-THROUGHS
(IDENTIFIED COST $1,778,704,251) $ 1,790,522,898
- ------------------------------------------------------------------------------------------------
</Table>
U.S. TREASURY OBLIGATIONS -- 0.5%
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- ------------------------------------------------------------------------------------------------
U.S. Treasury Bond, 7.125%, 2/15/23(2) $ 6,000 $ 7,490,394
- ------------------------------------------------------------------------------------------------
TOTAL U.S. TREASURY OBLIGATIONS
(IDENTIFIED COST, $6,275,765) $ 7,490,394
- ------------------------------------------------------------------------------------------------
</Table>
SHORT-TERM INVESTMENTS -- 0.2%
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- ------------------------------------------------------------------------------------------------
Investors Bank and Trust Time Deposit,
1.01%, 1/2/04 $ 3,929 $ 3,929,000
- ------------------------------------------------------------------------------------------------
TOTAL SHORT-TERM INVESTMENTS
(AT AMORTIZED COST, $3,929,000) $ 3,929,000
- ------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS -- 123.4%
(IDENTIFIED COST $1,863,649,789) $ 1,877,802,684
- ------------------------------------------------------------------------------------------------
OTHER ASSETS, LESS LIABILITIES -- (23.4)% $ (356,515,015)
- ------------------------------------------------------------------------------------------------
NET ASSETS -- 100.0% $ 1,521,287,669
- ------------------------------------------------------------------------------------------------
</Table>
(1) A portion of this security is on loan at December 31, 2003.
(2) Security (or a portion thereof) has been segregated to cover margin
requirements on open financial futures contracts.
SEE NOTES TO FINANCIAL STATEMENTS
16
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO AS OF DECEMBER 31, 2003
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
AS OF DECEMBER 31, 2003
<Table>
ASSETS
Investments, at value including $348,717,747
of securities on loan (identified cost, $1,863,649,789) $ 1,877,802,684
Cash 327
Receivable for investments sold 3,555,370
Interest receivable 12,587,612
- -------------------------------------------------------------------------------------------
TOTAL ASSETS $ 1,893,945,993
- -------------------------------------------------------------------------------------------
LIABILITIES
Collateral for securities loaned $ 372,130,748
Payable for daily variation margin on open financial futures contracts 462,500
Payable to affiliate for Trustees' fees 6,986
Accrued expenses 58,090
- -------------------------------------------------------------------------------------------
TOTAL LIABILITIES $ 372,658,324
- -------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO INVESTORS' INTEREST IN PORTFOLIO $ 1,521,287,669
- -------------------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Net proceeds from capital contributions and withdrawals $ 1,508,046,602
Net unrealized appreciation (computed on the basis of identified cost) 13,241,067
- -------------------------------------------------------------------------------------------
TOTAL $ 1,521,287,669
- -------------------------------------------------------------------------------------------
</Table>
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2003
<Table>
INVESTMENT INCOME
Interest $ 48,225,447
Security lending income, net 5,036,096
- -------------------------------------------------------------------------------------------
TOTAL INVESTMENT INCOME $ 53,261,543
- -------------------------------------------------------------------------------------------
EXPENSES
Investment adviser fee $ 11,983,292
Trustees' fees and expenses 29,104
Custodian fee 388,994
Legal and accounting services 55,156
Interest expense 135,608
Miscellaneous 50,437
- -------------------------------------------------------------------------------------------
TOTAL EXPENSES $ 12,642,591
- -------------------------------------------------------------------------------------------
NET INVESTMENT INCOME $ 40,618,952
- -------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) --
Investment transactions (identified cost basis) $ 9,968,047
Financial futures contracts (17,535,578)
- -------------------------------------------------------------------------------------------
NET REALIZED LOSS $ (7,567,531)
- -------------------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis) $ (42,680,125)
Financial futures contracts 8,537,406
- -------------------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) $ (34,142,719)
- -------------------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED LOSS $ (41,710,250)
- -------------------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS FROM OPERATIONS $ (1,091,298)
- -------------------------------------------------------------------------------------------
</Table>
SEE NOTES TO FINANCIAL STATEMENTS
17
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
<Table>
<Caption>
INCREASE (DECREASE) YEAR ENDED YEAR ENDED
IN NET ASSETS- DECEMBER 31, 2003 DECEMBER 31, 2002
- -----------------------------------------------------------------------------------------------------
From operations --
Net investment income $ 40,618,952 $ 44,751,237
Net realized gain (loss) (7,567,531) 360,261
Net change in unrealized
appreciation (depreciation) (34,142,719) 35,242,970
- -----------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS $ (1,091,298) $ 80,354,468
- -----------------------------------------------------------------------------------------------------
Capital transactions --
Contributions $ 984,539,314 $ 1,229,453,821
Withdrawals (1,034,972,621) (412,516,376)
- -----------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS
FROM CAPITAL TRANSACTIONS $ (50,433,307) $ 816,937,445
- -----------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS $ (51,524,605) $ 897,291,913
- -----------------------------------------------------------------------------------------------------
NET ASSETS
At beginning of year $ 1,572,812,274 $ 675,520,361
- -----------------------------------------------------------------------------------------------------
AT END OF YEAR $ 1,521,287,669 $ 1,572,812,274
- -----------------------------------------------------------------------------------------------------
</Table>
STATEMENT OF CASH FLOWS
<Table>
<Caption>
YEAR ENDED
INCREASE (DECREASE) IN CASH DECEMBER 31, 2003
- --------------------------------------------------------------------------------------------
Cash Flows From (Used For) Operating Activities --
Purchase of investments $ (1,670,743,765)
Proceeds from sales of investments and principal repayments 1,434,486,901
Interest received, including net securities lending income 137,389,555
Interest paid (135,608)
Operating expenses paid (12,527,072)
Net purchase of short-term investments (435,000)
Financial futures contracts transactions (16,541,845)
Repayment of collateral for securities loaned, net 170,400,248
Decrease in unrealized loss from futures transactions 8,537,406
- --------------------------------------------------------------------------------------------
NET CASH FROM OPERATING ACTIVITIES $ 50,430,820
- --------------------------------------------------------------------------------------------
Cash Flows From (Used For) Financing Activities --
Proceeds from capital contributions $ 984,539,314
Payments for capital withdrawals (1,034,972,621)
- --------------------------------------------------------------------------------------------
NET CASH USED FOR FINANCING ACTIVITIES $ (50,433,307)
- --------------------------------------------------------------------------------------------
NET DECREASE IN CASH $ (2,487)
- --------------------------------------------------------------------------------------------
CASH AT BEGINNING OF YEAR $ 2,814
- --------------------------------------------------------------------------------------------
CASH AT END OF YEAR $ 327
- --------------------------------------------------------------------------------------------
RECONCILIATION OF NET DECREASE IN NET ASSETS
FROM OPERATIONS TO NET CASH FROM
OPERATING ACTIVITIES
Net decrease in net assets from operations $ (1,091,298)
Decrease in receivable for investments sold 22,553
Decrease in payable for investments purchased (9,772,561)
Decrease in interest receivable 1,171,376
Decrease in receivable for daily variation margin 993,733
Increase in payable to affiliate 733
Decrease in accrued expenses (23,861)
Decrease in prepaid expenses 3,039
Increase in collateral for securities loaned 170,400,248
Net increase in investments (111,273,142)
- --------------------------------------------------------------------------------------------
NET CASH FROM OPERATING ACTIVITIES $ 50,430,820
- --------------------------------------------------------------------------------------------
</Table>
SEE NOTES TO FINANCIAL STATEMENTS
18
<Page>
SUPPLEMENTARY DATA
<Table>
<Caption>
YEAR ENDED DECEMBER 31,
----------------------------------------------------------------------
2003 2002 2001 (1) 2000 1999
- ---------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratios (As a percentage of average daily net assets):
Expenses 0.70% 0.75% 0.81% 0.84% 0.83%
Interest expense 0.01% 0.00%(2) 0.02% 0.02% 0.02%
Net investment income 2.26% 4.41% 5.91% 7.77% 7.79%
Portfolio Turnover 67% 41% 21% 22% 18%
- -----------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN* 0.01% 8.24% 9.52% -- --
- -----------------------------------------------------------------------------------------------------------------------------
NET ASSETS, END OF YEAR (000'S OMITTED) $ 1,521,288 $ 1,572,812 $ 675,520 $ 339,990 $ 345,200
- -----------------------------------------------------------------------------------------------------------------------------
</Table>
(1) The Portfolio adopted the provisions of the revised AICPA Audit and
Accounting Guide for Investment Companies and began amortizing market
premium on fixed income securities. Additionally, the Portfolio
reclassified net losses realized on prepayments received on mortgage-backed
securities that were previously included in realized gains/losses to
interest income. The effect of these changes for the year ended December
31, 2001 was a decrease in the ratio of net investment income to average
net assets from 7.51% to 5.91%.
(2) Represents less than 0.01%.
* Total return is required to be disclosed for fiscal years beginning after
December 15, 2000.
SEE NOTES TO FINANCIAL STATEMENTS
19
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO as of December 31, 2003
NOTES TO FINANCIAL STATEMENTS
1 SIGNIFICANT ACCOUNTING POLICIES
Government Obligations 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 in 1992, seeks to achieve a high
current return by investing primarily in mortgage-backed securities (MBS)
issued, backed or otherwise guaranteed by the U.S. government or its agencies
or instrumentalities. The Declaration of Trust permits the Trustees to issue
beneficial interests in the Portfolio. At December 31, 2003, the Eaton Vance
Government Obligations Fund had a 95% interest in the Portfolio. The
following is a summary of significant accounting policies of the Portfolio.
The policies are in conformity with accounting principles generally accepted
in the United States of America.
A INVESTMENT VALUATION -- Seasoned mortgage backed, pass-through securities
are valued using an independent matrix pricing system applied by the adviser
which takes into account closing bond valuations, yield differentials,
anticipated prepayments and interest rates provided by dealers. Debt
securities (other than seasoned mortgage backed, pass-through securities) are
normally valued on the basis of valuations furnished by dealers or a pricing
service. Options are valued at last sale price on a U.S. exchange or board of
trade or, in the absence of a sale, at the mean between the last bid and
asked price. Financial futures contracts listed on commodity exchanges are
valued at closing settlement prices. Securities for which there is no such
quotation or valuation are valued at fair value using methods determined in
good faith by or at the direction of the Trustees. Short-term obligations
having remaining maturities of 60 days or less are valued at amortized cost,
which approximates value.
B INCOME -- Interest income is determined on the basis of interest accrued,
adjusted for amortization of premium or accretion of discount.
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. Since at least one of
the Portfolio's investors is a regulated investment company that invests all
or substantially all of its assets in the Portfolio, the Portfolio normally
must satisfy the applicable source of income and diversification requirements
(under the 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 EXPENSE REDUCTION -- Investors Bank & Trust Company (IBT) serves as
custodian to the Portfolio. Pursuant to the custodian agreement, IBT receives
a fee reduced by credits which are determined based on the average daily cash
balances the Portfolio maintains with IBT. All significant credit balances
used to reduce the Portfolio's custodian fees are reported as a reduction of
expenses on the Statement of Operations. For the year ended December 31,
2003, $1,504 in credit balances were used to reduce the Portfolio's custodian
fee.
E WRITTEN OPTIONS -- Upon the writing of a call or a put option, an amount
equal to the premium received by the Portfolio is included in the Statement
of Assets and Liabilities as a liability. The amount of the liability is
subsequently marked-to-market to reflect the current value of the option
written in accordance with the Portfolio's policies on investment valuations
discussed above. Premiums received from writing options which expire are
treated as realized gains. Premiums received from writing options which are
exercised or are closed are added to or offset against the proceeds or amount
paid on the transaction to determine the realized gain or loss. If a put
option is exercised, the premium reduces the cost basis of the securities
purchased by the Portfolio. The Portfolio, as writer of an option, may have
no control over whether the underlying securities may be sold (call) or
purchased (put) and, as a result, bears the market risk of an unfavorable
change in the price of the securities underlying the written option.
F PURCHASED OPTIONS -- Upon the purchase of a call or put option, the premium
paid by the Portfolio is included in the Statement of Assets and Liabilities
as an investment. The amount of the investment is subsequently
marked-to-market to reflect the current market value of the option purchased,
in accordance with the Portfolio's policies on investment valuations
discussed above. If an option which the Portfolio has purchased expires on
the stipulated expiration date, the Portfolio will realize a loss in the
amount of the cost of the option. If the Portfolio enters into a closing sale
transaction, the Portfolio will realize a gain or loss, depending on whether
the sales proceeds from the closing sale transaction are greater or less than
the cost of the option. If a Portfolio exercises a put option, it will
realize a gain or loss from the sale of the underlying security, and the
proceeds from such sale will be decreased
20
<Page>
by the premium originally paid. If the Portfolio exercises a call option, the
cost of the security which the Portfolio purchases upon exercise will be
increased by the premium originally paid.
G FINANCIAL FUTURES CONTRACTS -- Upon entering into a financial futures
contract, the Portfolio is required to deposit an amount (initial margin)
either in cash or securities 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
the daily fluctuations in the value of the underlying securities, and are
recorded for book purposes as unrealized gains or losses by the Portfolio.
If the Portfolio enters into a closing transaction, the Portfolio will
realize, for book purposes, a gain or loss equal to the difference between
the value of the financial futures contract to sell and the financial futures
contract to buy. The Portfolio's investment in financial futures contracts is
designed only to hedge against anticipated future changes in interest rates.
Should interest rates move unexpectedly, the Portfolio may not achieve the
anticipated benefits of the financial futures contracts and may realize a
loss.
H OTHER -- Investment transactions are accounted for on the date the
securities are purchased or sold. Realized gains and losses are computed
based on the specific identification of securities sold.
I 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.
J INDEMNIFICATIONS -- Under the Portfolio's organizational documents, its
officers and Trustees may be indemnified against certain liabilities and
expenses arising out of the performance of their duties to the Portfolio.
Interestholders in the Portfolio are jointly and severally liable for the
liabilities and obligations of the Portfolio in the event that the Portfolio
fails to satisfy such liabilities and obligations; provided however, that, to
the extent assets are available in the Portfolio, the Portfolio may, under
certain circumstances, indemnify interestholders from and against any claim
or liability to which such holder may become subject by reason of being or
having been an interestholder in the Portfolio. Additionally, in the normal
course of business, the Portfolio enters into agreements with service
providers that may contain indemnification clauses. The Portfolio's maximum
exposure under these arrangements is unknown as this would involve future
claims that may be made against the Portfolio that have not yet occurred.
K STATEMENT OF CASH FLOWS -- The cash amount shown in the Statement of Cash
Flows is the amount included in the Portfolio's Statement of Assets and
Liabilities and represents cash on hand at its custodian and does not include
any short-term investments at December 31, 2003.
2 PURCHASES AND SALES OF INVESTMENTS
Purchases and sales of investments, other than short-term obligations and
including paydowns, aggregated $1,660,971,204 and $1,433,912,999,
respectively.
3 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.
The fee is computed at the monthly rate of 0.0625% (0.75% per annum) of the
Portfolio's average daily net assets up to $500 million, 0.6875% (per annum)
from $500 million to $1 billion, 0.6250% (per annum) from $1 billion to $1.5
billion, 0.5625% (per annum) from $1.5 billion to $2 billion and at reduced
rates as daily net assets exceed that level. For the year ended December 31,
2003, the fee was equivalent to 0.67% of the Portfolio's average net assets
for such period and amounted to $11,983,292. Except as to 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 such
investment adviser fee. Trustees of the Portfolio that are not affiliated
with the Investment Adviser may elect to defer receipt of all or a percentage
of their annual fees in accordance with the terms of the Trustees Deferred
Compensation Plan. For the year ended December 31, 2003, no significant
amounts have been deferred.
Certain officers and Trustees of the Portfolio are officers of the above
organizations.
21
<Page>
4 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 average
daily loan balance for the year ended December 31, 2003 was $8,333,973 and
the average interest rate was 1.63%.
5 SECURITIES LENDING AGREEMENT
The Portfolio has established a securities lending agreement with brokers in
which the Portfolio lends portfolio securities to a broker in exchange for
collateral consisting of either cash or U.S. government securities in an
amount at least equal to the market value of the securities on loan. Under
the agreement, the Portfolio continues to earn interest on the securities
loaned. Collateral received is generally cash, and the Portfolio invests the
cash and receives any interest on the amount invested but it must also pay
the broker a loan rebate fee computed as a varying percentage of the
collateral received. The loan rebate fee paid by the Portfolio offsets a
portion of the interest income received and amounted to $3,792,118 for the
year ended December 31, 2003. At December 31, 2003, the value of the
securities loaned and the value of the collateral amounted to $362,913,753
and $372,130,748, respectively. In the event of counterparty default, the
Portfolio is subject to potential loss if it is delayed or prevented from
exercising its right to dispose of the collateral. The Portfolio bears risk
in the event that invested collateral is not sufficient to meet obligations
due on the loans.
6 FEDERAL INCOME TAX BASIS OF UNREALIZED APPRECIATION (DEPRECIATION)
The cost and unrealized appreciation (depreciation) in value of the
investments owned at December 31, 2003, as computed on a federal income tax
basis, were as follows:
<Table>
AGGREGATE COST $ 1,869,371,789
-------------------------------------------------------------
Gross unrealized appreciation $ 14,206,535
Gross unrealized depreciation (5,775,640)
-------------------------------------------------------------
NET UNREALIZED APPRECIATION $ 8,430,895
-------------------------------------------------------------
</Table>
7 FINANCIAL INSTRUMENTS
The Portfolio regularly trades 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 and financial futures contracts, and may involve, to
a varying degree, elements of risk in excess of the amounts recognized for
financial statement purposes. The notional or contractual amounts of these
instruments represent the investment the Portfolio has in particular classes
of financial instruments and does not necessarily represent the amounts
potentially subject to risk. The measurement of the risks associated with
these instruments is meaningful only when all related and offsetting
transactions are considered. A summary of obligations under these financial
instruments at December 31, 2003 is as follows:
FUTURES CONTRACTS
<Table>
<Caption>
EXPIRATION NET UNREALIZED
DATE(S) CONTRACTS POSITION DEPRECIATION
----------------------------------------------------------------------------------------
3/04 3,700 US Treasury Five Year Note Short $ (911,828)
</Table>
At December 31, 2003, the Portfolio had sufficient cash and/or securities to
cover margin requirements on any open futures contracts.
22
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO as of December 31, 2003
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES AND INVESTORS
OF GOVERNMENT OBLIGATIONS PORTFOLIO
In our opinion, the accompanying statement of assets and liabilities, including
the portfolio of investments, and the related statements of operations, of
changes in net assets and of cash flows and the supplementary data present
fairly, in all material respects, the financial position of Government
Obligations Portfolio (the "Portfolio") at December 31, 2003, and the results of
its operations, the changes in its net assets, its cash flows and the
supplementary data for the periods indicated, in conformity with accounting
principles generally accepted in the United States of America. These financial
statements and supplementary data (hereafter referred to as "financial
statements") are the responsibility of the Portfolio's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with auditing standards generally accepted in the United States of America,
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which included
confirmation of securities at December 31, 2003 by correspondence with the
custodian, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Boston, Massachusetts
February 24, 2004
23
<Page>
EATON VANCE GOVERNMENT OBLIGATIONS FUND
MANAGEMENT AND ORGANIZATION
FUND MANAGEMENT. The Trustees of Eaton Vance Mutual Funds Trust (the Trust) and
Government Obligations Portfolio (the Portfolio) are responsible for the overall
management and supervision of the Trust's and Portfolio's affairs. The Trustees
and officers of the Trust and the Portfolio are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Trustees and officers of the Trust and the
Portfolio hold indefinite terms of office. The "noninterested Trustees" consist
of those Trustees who are not "interested persons" of the Trust and the
Portfolio, as that term is defined under the 1940 Act. The business address of
each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston,
Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV"
refers to Eaton Vance, Inc., "EVM" refers to Eaton Vance Management, "BMR"
refers to Boston Management and Research and "EVD" refers to Eaton Vance
Distributors, Inc. EVC and EV are the corporate parent and trustee,
respectively, of EVM and BMR. EVD is the Fund's principal underwriter, 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
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS TRUSTEE(1) OTHER DIRECTORSHIPS HELD
- -----------------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE(S)
Jessica M. Bibliowicz Trustee Since 1998 Chairman, President and Chief 193 Director of National
11/28/59 Executive Officer of National Financial Partners
Financial Partners (financial
services company) (since
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 Trustee of Chairman, President and Chief 195 Director of EVC
11/9/41 the Trust Executive Officer of BMR, EVC,
since 1991; EVM and EV; Director of EV;
of the Vice President and Director of
Portfolio EVD. Trustee and/or officer of
since 1992 195 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 Fund and the
Portfolio.
NONINTERESTED TRUSTEE(S)
Samuel L. Hayes, III Trustee Trustee of Jacob H. Stiff Professor of 195 Director of Tiffany & Co.
2/23/35 the Trust Investment Banking Emeritus, (specialty retailer) and
since 1986; Harvard University Graduate Telect, Inc.
of the School of Business (telecommunication
Portfolio Administration. services company)
since 1993
William H. Park Trustee Since 2003 President and Chief Executive 192 None
9/19/47 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, Georgetown 192 None
7/10/40 University Law Center (since
1999). Tax Partner, Covington &
Burling, Washington, DC
(1991-2000).
</Table>
24
<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
DATE OF BIRTH THE PORTFOLIO SERVICE DURING PAST FIVE YEARS TRUSTEE(1) OTHER DIRECTORSHIPS HELD
- -----------------------------------------------------------------------------------------------------------------------------------
NONINTERESTED TRUSTEE(S) (CONTINUED)
Norton H. Reamer Trustee Trustee of President, Chief Executive 195 None
9/21/35 the Trust Officer and a Director of Asset
since 1986; Management Finance Corp. (a
of the specialty finance company
Portfolio serving the investment
since 1993 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 Since 1998 Professor of Law, University of 195 None
9/14/57 California at Los Angeles
School of Law (since July
2001). Formerly, Professor of
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 Trust Since 2002 Executive Vice President of EVM, BMR, EVC and EV; Chief
5/31/58 Investment Officer of EVM and BMR and Director of EVC. Chief
Executive 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 54 registered
investment companies managed by EVM or BMR.
William H. Ahern, Jr. Vice President Since 1995 Vice President of EVM and BMR. Officer of 35 registered
7/28/59 of the Trust investment companies managed by EVM or BMR.
Thomas J. Fetter Vice President Since 1997 Vice President of EVM and BMR. Trustee and President of The
8/20/43 of the Trust Massachusetts Health & Education Tax-Exempt Trust. Officer of
127 registered investment companies managed by EVM or BMR.
Michael R. Mach Vice President Since 1999 Vice President of EVM and BMR. Previously, Managing Director
7/15/47 of the Trust and Senior Analyst for Robertson Stephens (1998-1999).
Officer of 26 registered investment companies managed by EVM
or BMR.
Robert B. MacIntosh Vice President Since 1998 Vice President of EVM and BMR. Officer of 127 registered
1/22/57 of the Trust investment companies managed by EVM or BMR.
Duncan W. Richardson Vice President Since 2001 Senior Vice President and Chief Equity Investment Officer of
10/26/57 of the Trust EVM and BMR. Officer of 42 registered investment companies
managed by EVM or BMR.
Walter A. Row, III Vice President Since 2001 Director of Equity Research and a Vice President of EVM and
7/20/57 of the Trust BMR. Officer of 22 registered investment companies managed by
EVM or BMR.
Judith A. Saryan Vice President Since 2003 Vice President of EVM and BMR. Previously, Portfolio Manager
8/21/54 of the Trust and Equity Analyst for State Street Global Advisers
(1980-1999). Officer of 25 registered investment companies
managed by EVM or BMR.
</Table>
25
<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
- -----------------------------------------------------------------------------------------------------------------------------------
Susan Schiff Vice President Vice President Vice President of EVM and BMR. Officer of 26 registered
3/13/61 of the Trust since investment companies managed by EVM or BMR.
2002;
of the Portfolio
since 1993
Mark Venezia President Since 2002(2) Vice President of EVM and BMR. Officer of 3 registered
5/23/49 of the Portfolio investment companies managed by EVM or BMR.
Alan R. Dynner Secretary Since 1997 Vice President, Secretary and Chief Legal Officer of BMR,
10/10/40 EVM, EVD, EV and EVC. Officer of 195 registered investment
companies managed by EVM or BMR.
Barbara E. Campbell Treasurer Since 2002(2) Vice President of EVM and BMR. Officer of 195 registered
6/19/57 of the Portfolio investment companies managed by EVM or BMR.
James L. O'Connor Treasurer Since 1989 Vice President of BMR, EVM and EVD. Officer of 116 registered
4/1/45 of the Trust investment companies managed by EVM or BMR.
</Table>
(1) Includes both master and feeder funds in a master-feeder structure.
(2) Prior to 2002, Mr. Venezia served as Vice President of the Portfolio since
1993 and Ms. Campbell served as Assistant Treasurer of the Portfolio since
1998.
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.
26
<Page>
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<Page>
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<Page>
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<Page>
INVESTMENT ADVISER OF GOVERNMENT OBLIGATIONS PORTFOLIO
BOSTON MANAGEMENT AND RESEARCH
The Eaton Vance Building
255 State Street
Boston, MA 02109
ADMINISTRATOR OF EATON VANCE GOVERNMENT OBLIGATIONS 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 ACCOUNTANTS
PRICEWATERHOUSECOOPERS LLP
125 High Street
Boston, MA 02110
EATON VANCE GOVERNMENT OBLIGATIONS 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.
<Page>
140-2/04 GOSRC
<Page>
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
<Page>
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, Chief Executive Officer and a Director of Asset Management Finance
Corp. (a specialty finance company serving the investment management industry)
and is President of Unicorn Corporation (an investment and financial advisory
services company). Formerly, Mr. Reamer was Chairman of Hellman, Jordan
Management Co., Inc. (an investment management company) and Advisory Director of
Berkshire Capital Corporation (an investment banking firm), Chairman of the
Board of UAM and Chairman, President and Director of the UAM Funds (mutual
funds).
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
(a)-(d)
The following table presents aggregate fees billed to the registrant for the
fiscal years ended December 31, 2002, and 2003 by the registrant's principal
accountant for professional services rendered for the audit of the registrant's
annual financial statements and fees billed for other services rendered by the
principal accountant during those periods.
<Table>
<Caption>
YEARS ENDED DECEMBER 31, 2003 2002
- --------------------------------------------------------------------------
Audit Fees $ 21,250 $ 18,100
Audit-Related Fees(1) 0 0
Tax Fees(2) 12,485 9,475
All Other Fees(3) 0 0
----------------------------
Total $ 33,735 $ 27,575
============================
</Table>
(1) Audit-related fees consist of the aggregate fees billed for assurance and
related services that are reasonably related to the performance of the audit of
the registrant's financial statements and are not reported under the category of
audit fees.
(2) Tax fees consist of the aggregate fees billed for professional services
rendered by the principal accountant relating to tax compliance, tax advice, and
tax planning and specifically include fees for tax return preparation and other
related tax compliance/planning matters.
(3) All other fees consist of the aggregate fees billed for products and
services provided by the registrant's principal accountant other than audit,
audit-related, and tax services.
(e)(1) The registrant's audit committee has adopted policies and procedures
relating to the pre-approval of services provided by the registrant's principal
accountant (the "Pre-Approval Policies"). The Pre-Approval Policies establish a
framework intended to assist the audit committee in the proper discharge of its
pre-approval responsibilities. As a general matter, the Pre-Approval Policies
(i) specify certain types of audit, audit-related, tax, and other services
determined to be pre-approved by the audit committee; and (ii) delineate
specific procedures governing the mechanics of the pre-approval process,
including the approval and monitoring of audit and non-audit service fees.
Unless a service is
<Page>
specifically pre-approved under the Pre-Approval Policies, it must be separately
pre-approved by the audit committee.
The Pre-Approval Policies and the types of audit and non-audit services
pre-approved therein must be reviewed and ratified by the registrant's audit
committee at least annually. The registrant's audit committee maintains full
responsibility for the appointment, compensation, and oversight of the work of
the registrant's principal accountant.
(e)(2) No services described in paragraphs (b)-(d) above were approved by the
registrant's audit committee pursuant to the "de minimis exception" set forth in
Rule 2-01 (c)(7)(i)(C) of Regulation S-X.
(f) Not applicable.
(g) Aggregate non-audit fees (i.e., fees for audit-related, tax, and other
services) billed by the registrant's principal accountant for services rendered
to the registrant for each of the registrant's last two fiscal years (2002 and
2003) were $ 9,475 and $12,485, respectively. Aggregate non-audit fees (i.e.,
fees for audit-related, tax, and other services) billed by the registrant's
principal accountant for services rendered to the Eaton Vance organization
(which includes the registrant's investment adviser and any entity controlling,
controlled by, or under common control with the adviser that provides ongoing
services to the registrant) for each of the registrant's last two fiscal years
(2002 and 2003) were $0 and $0, respectively.
(h) The registrant's audit committee has considered whether the provision by the
registrant's principal accountant of non-audit services to the registrant's
investment adviser and any entity controlling, controlled by, or under common
control with the adviser that provides ongoing services to the registrant that
were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is
compatible with maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not Required in 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
<Page>
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.
<Page>
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 GOVERNMENT OBLIGATIONS
FUND)
By: /s/ Thomas E. Faust Jr.
-------------------------------
Thomas E. Faust Jr.
President
Date: February 11, 2004
-----------------
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: February 11, 2004
-----------------
By: /s/ Thomas E. Faust Jr
-------------------------------
Thomas E. Faust Jr
President
Date: February 11, 2004
-----------------