<Page>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811-08012
---------
Government Obligations Portfolio
--------------------------------
(Exact Name of registrant as Specified in Charter)
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
-----------------------------------------------------------------------
(Address of Principal Executive Offices)
Alan R. Dynner
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
-----------------------------------------------------------------------
(Name and Address of Agent for Services)
(617) 482-8260
--------------
(registrant's Telephone Number)
December 31
-----------
Date of Fiscal Year End
June 30, 2004
-------------
Date of Reporting Period
ITEM 1. REPORTS TO STOCKHOLDERS
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO as of June 30, 2004
PORTFOLIO OF INVESTMENTS (UNAUDITED)
U.S. GOVERNMENT AGENCY OBLIGATIONS -- 0.8%
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------------------
Federal National Mortgage Assn., 6.125%, 3/15/12 $ 8,000 $ 8,639,872
- -------------------------------------------------------------------------------------------
TOTAL U.S. GOVERNMENT AGENCY
OBLIGATIONS
(IDENTIFIED COST, $8,729,312) $ 8,639,872
- -------------------------------------------------------------------------------------------
MORTGAGE PASS-THROUGHS -- 126.3%
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------------------
Federal Home Loan Mortgage Corp.:
5.50%, with various maturities to 2011(3) $ 18 $ 18,308
6.00%, with various maturities to 2026(3) 2,259 2,334,565
6.25%, with maturity at 2008(3) 9 9,435
6.50%, with various maturities to 2024(3) 51,846 54,321,981
6.75%, with various maturities to 2007(3) 9 8,902
6.87%, with maturity at 2024(3) 1,452 1,535,112
7.00%, with various maturities to 2026(3) 40,395 42,830,549
7.089%, with maturity at 2023(3) 2,925 3,125,468
7.25%, with maturity at 2022(3) 5,018 5,381,502
7.50%, with various maturities to 2028(3) 20,569 22,050,887
7.625%, with maturity at 2019(3) 1,920 2,075,416
7.75%, with various maturities to 2018(3) 208 221,692
7.78%, with maturity at 2022(3) 612 664,211
7.85%, with maturity at 2020(3) 1,739 1,891,622
8.00%, with various maturities to 2028(3) 58,976 63,720,194
8.13%, with maturity at 2019(3) 3,214 3,514,334
8.15%, with various maturities to 2021(3) 1,357 1,472,277
8.25%, with various maturities to 2017(3) 2,436 2,581,709
8.50%, with various maturities to 2027(3) 25,273 27,601,003
8.75%, with various maturities to 2016(3) 1,973 2,091,468
9.00%, with various maturities to 2027(3) 46,752 51,750,908
9.25%, with various maturities to 2017(3) 3,002 3,267,601
9.50%, with various maturities to 2026(3) 14,347 16,084,017
9.75%, with various maturities to 2018(3) 1,156 1,256,280
10.00%, with various maturities to 2025(3) 15,659 17,890,050
10.50%, with various maturities to 2021(3) 9,193 10,628,216
10.75%, with maturity at 2011(3) 343 379,272
11.00%, with various maturities to 2021(3) 13,186 15,311,057
11.25%, with maturity at 2014 312 352,493
11.50%, with various maturities to 2017 1,326 1,535,369
11.75%, with maturity at 2011 207 234,433
12.00%, with various maturities to 2019 2,550 3,019,444
12.25%, with various maturities to 2019 271 316,093
12.50%, with various maturities to 2019 5,693 6,733,863
12.75%, with various maturities to 2015 71 83,602
13.00%, with various maturities to 2019 793 955,769
13.25%, with various maturities to 2019 89 107,490
13.50%, with various maturities to 2019 1,481 1,763,153
14.00%, with various maturities to 2016 $ 293 $ 353,169
14.50%, with various maturities to 2014 27 34,742
14.75%, with maturity at 2010 96 112,504
15.00%, with various maturities to 2013 617 763,365
15.25%, with maturity at 2012 31 39,562
15.50%, with maturity at 2011 11 13,547
16.00%, with maturity at 2012 38 48,041
16.25%, with various maturities to 2012 20 24,995
- -------------------------------------------------------------------------------------------
$ 370,509,670
- -------------------------------------------------------------------------------------------
Federal National Mortgage Assn.:
0.25%, with maturity at 2014 $ 9 $ 8,930
3.50%, with maturity at 2007 1 1,264
5.25%, with maturity at 2006 8 7,709
5.50%, with maturity at 2006 9 9,330
6.00%, with various maturities to 2024 1,891 1,954,929
6.50%, with various maturities to 2026(1) 171,488 179,442,488
6.75%, with maturity at 2007 2 2,052
7.00%, with various maturities to 2029 85,746 90,851,696
7.25%, with various maturities to 2023 657 696,502
7.50%, with various maturities to 2029 52,605 56,437,911
7.75%, with maturity at 2008 110 115,334
7.875%, with maturity at 2021 2,880 3,135,980
7.979%, with maturity at 2030 356 388,071
8.00%, with various maturities to 2027 55,370 60,040,949
8.25%, with various maturities to 2025 3,143 3,366,807
8.33%, with maturity at 2020 1,421 1,561,824
8.50%, with various maturities to 2027 28,035 30,633,362
8.575%, with maturity at 2021 1,372 1,508,813
8.75%, with various maturities to 2017 2,091 2,231,988
8.881%, with maturity at 2010 543 587,606
9.00%, with various maturities to 2030 11,268 12,357,530
9.125%, with maturity at 2011 333 364,868
9.25%, with various maturities to 2016 529 573,400
9.50%, with various maturities to 2030 13,892 15,499,583
9.704%, with maturity at 2025 283 320,272
9.75%, with maturity at 2019 81 91,283
9.92%, with maturity at 2021 384 435,616
10.00%, with various maturities to 2027 12,073 13,771,881
10.036%, with maturity at 2020 415 472,485
10.053%, with maturity at 2023 462 533,173
10.29%, with maturity at 2021 539 622,247
10.294%, with maturity at 2021 303 348,769
10.365%, with maturity at 2025 375 432,557
10.50%, with various maturities to 2025 3,286 3,763,780
11.00%, with various maturities to 2025 6,486 7,514,157
11.137%, with maturity at 2019 594 693,047
11.50%, with various maturities to 2020 4,268 4,964,995
11.534%, with maturity at 2025 271 323,131
11.591%, with maturity at 2018 813 949,732
11.75%, with various maturities to 2017 531 622,803
12.00%, with various maturities to 2020 9,146 10,816,435
12.25%, with various maturities to 2015 521 617,441
12.267%, with maturity at 2021 394 466,505
</Table>
See notes to financial statements
11
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------------------
12.50%, with various maturities to 2021 $ 2,665 $ 3,165,971
12.707%, with maturity at 2015 728 876,087
12.75%, with various maturities to 2015 556 661,141
13.00%, with various maturities to 2019 1,778 2,096,807
13.25%, with various maturities to 2015 479 571,215
13.50%, with various maturities to 2015 1,228 1,495,407
13.75%, with maturity at 2011 17 20,717
14.00%, with various maturities to 2014 50 60,944
14.50%, with various maturities to 2014 63 76,380
14.75%, with maturity at 2012 965 1,186,130
15.00%, with various maturities to 2013 974 1,211,851
15.50%, with maturity at 2012 133 166,850
15.75%, with maturity at 2011 4 5,233
16.00%, with maturity at 2012 562 709,468
- -------------------------------------------------------------------------------------------
$ 521,843,436
- -------------------------------------------------------------------------------------------
Government National Mortgage Assn.:
6.50%, with various maturities to 2026(1) $ 190,505 $ 199,765,188
7.00%, with various maturities to 2025(1) 94,477 100,287,220
7.25%, with various maturities to 2022 281 298,909
7.31%, with maturity at 2027 1,548 1,657,324
7.50%, with various maturities to 2024 21,278 22,877,112
8.00%, with various maturities to 2027 59,899 64,994,994
8.25%, with various maturities to 2019 594 647,985
8.30%, with maturity at 2020 253 278,099
8.50%, with various maturities to 2018 10,128 11,107,578
9.00%, with various maturities to 2027 41,028 45,631,836
9.50%, with various maturities to 2026(1) 26,366 29,538,026
10.00%, with various maturities to 2025 8,709 9,872,923
10.50%, with various maturities to 2020 8,166 9,443,569
11.00%, with various maturities to 2020 3,133 3,664,737
11.50%, with maturity at 2013 40 46,596
12.00%, with various maturities to 2015 2,629 3,111,343
12.50%, with various maturities to 2019 1,044 1,244,796
13.00%, with various maturities to 2014 264 318,918
13.50%, with maturity at 2011 9 11,224
14.00%, with maturity at 2015 29 36,773
14.50%, with maturity at 2014 9 10,400
15.00%, with various maturities to 2013 209 263,268
16.00%, with various maturities to 2012 54 67,581
- -------------------------------------------------------------------------------------------
$ 505,176,399
- -------------------------------------------------------------------------------------------
Collateralized Mortgage Obligations:
Federal Home Loan Mortgage Corp.,
Series 1577, Class PH, 6.30%, due 2023 $ 2,496 $ 2,589,151
Federal Home Loan Mortgage Corp.,
Series 1666, Class H, 6.25%, due 2023 5,049 5,262,049
Federal Home Loan Mortgage Corp.,
Series 1822, Class Z, 6.90%, due 2026 7,704 8,157,255
Federal Home Loan Mortgage Corp.,
Series 1896, Class Z, 6.00%, due 2026 3,980 4,103,787
Federal Home Loan Mortgage Corp.,
Series 24, Class ZE, 6.25%, due 2023 1,008 1,056,252
Federal National Mortgage Assn.,
Series 1993-120, Class K, 7.00%, due 2022 905 912,878
Federal National Mortgage Assn.,
Series 1993-149, Class M, 7.00%, due 2023 $ 2,654 $ 2,820,971
Federal National Mortgage Assn.,
Series 1993-16, Class Z, 7.50%, due 2023 2,483 2,660,236
Federal National Mortgage Assn.,
Series 1993-250, Class Z, 7.00%, due 2023 1,748 1,851,286
Federal National Mortgage Assn.,
Series 1993-39, Class Z, 7.50%, due 2023 5,775 6,201,011
Federal National Mortgage Assn.,
Series 2000-49, Class A, 8.00%, due 2027 5,012 5,431,683
Federal National Mortgage Assn.,
Series G93-29, Class Z, 7.00%, due 2023 7,625 8,072,757
- -------------------------------------------------------------------------------------------
$ 49,119,316
- -------------------------------------------------------------------------------------------
TOTAL MORTGAGE PASS-THROUGHS
(IDENTIFIED COST $1,450,501,339) $ 1,446,648,821
- -------------------------------------------------------------------------------------------
U.S. TREASURY OBLIGATIONS -- 0.6%
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------------------
U.S. Treasury Bond, 7.125%, 2/15/23(2) $ 6,000 $ 7,275,240
- -------------------------------------------------------------------------------------------
TOTAL U.S. TREASURY OBLIGATIONS
(IDENTIFIED COST, $6,272,104) $ 7,275,240
- -------------------------------------------------------------------------------------------
COMMERCIAL PAPER -- 1.2%
<Caption>
PRINCIPAL
AMOUNT
SECURITY (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------------------
San Paolo IMI, 1.44%, 7/1/04 $ 13,400 $ 13,400,000
- -------------------------------------------------------------------------------------------
TOTAL COMMERCIAL PAPER
(AT AMORTIZED COST, $13,400,000) $ 13,400,000
- -------------------------------------------------------------------------------------------
TOTAL INVESTMENTS -- 128.9%
(IDENTIFIED COST $1,478,902,755) $ 1,475,963,933
- -------------------------------------------------------------------------------------------
OTHER ASSETS, LESS LIABILITIES -- (28.9)% $ (331,003,884)
- -------------------------------------------------------------------------------------------
NET ASSETS -- 100.0% $ 1,144,960,049
- -------------------------------------------------------------------------------------------
</Table>
(1) All or a portion of these securities were on loan at June 30, 2004.
(2) Security (or a portion thereof) has been segregated to cover margin
requirements on open financial futures contracts.
(3) All or a portion of these securities represents collateral held in
connection with securities lending.
See notes to financial statements
12
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO as of June 30, 2004
FINANCIAL STATEMENTS (UNAUDITED)
STATEMENT OF ASSETS AND LIABILITIES
AS OF JUNE 30, 2004
<Table>
ASSETS
Investments, at value (including $333,462,853 of securities on loan)
(identified cost, $1,478,902,755) $ 1,475,963,933
Cash 65,814
Receivable for investments sold 2,538,634
Interest receivable 9,465,415
- ----------------------------------------------------------------------------------------
TOTAL ASSETS $ 1,488,033,796
- ----------------------------------------------------------------------------------------
LIABILITIES
Collateral for securities loaned $ 341,885,676
Payable for daily variation margin on open financial futures contracts 1,100,000
Payable to affiliate for Trustees' fees 7,073
Accrued expenses 80,998
- ----------------------------------------------------------------------------------------
TOTAL LIABILITIES $ 343,073,747
- ----------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO INVESTORS' INTEREST IN PORTFOLIO $ 1,144,960,049
- ----------------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Net proceeds from capital contributions and withdrawals $ 1,150,469,153
Net unrealized depreciation (computed on the basis of identified cost) (5,509,104)
- ----------------------------------------------------------------------------------------
TOTAL $ 1,144,960,049
- ----------------------------------------------------------------------------------------
</Table>
STATEMENT OF OPERATIONS
<Table>
<Caption>
FOR THE SIX MONTHS ENDED
JUNE 30, 2004
INVESTMENT INCOME
Interest $ 23,920,703
Security lending income, net 4,382,783
- ----------------------------------------------------------------------------------------
TOTAL INVESTMENT INCOME $ 28,303,486
- ----------------------------------------------------------------------------------------
EXPENSES
Investment adviser fee $ 4,654,025
Trustees' fees and expenses 14,232
Custodian fee 182,216
Legal and accounting services 29,475
Interest expense 25,772
Miscellaneous 8,104
- ----------------------------------------------------------------------------------------
TOTAL EXPENSES $ 4,913,824
- ----------------------------------------------------------------------------------------
Deduct --
Reduction of custodian fee $ 95
- ----------------------------------------------------------------------------------------
TOTAL EXPENSE REDUCTIONS $ 95
- ----------------------------------------------------------------------------------------
NET EXPENSES $ 4,913,729
- ----------------------------------------------------------------------------------------
NET INVESTMENT INCOME $ 23,389,757
- ----------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) --
Investment transactions (identified cost basis) $ 514,233
Financial futures contracts 1,580,095
- ----------------------------------------------------------------------------------------
NET REALIZED GAIN $ 2,094,328
- ----------------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis) $ (17,091,717)
Financial futures contracts (1,658,454)
- ----------------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) $ (18,750,171)
- ----------------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED LOSS $ (16,655,843)
- ----------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 6,733,914
- ----------------------------------------------------------------------------------------
</Table>
See notes to financial statements
13
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
<Table>
<Caption>
SIX MONTHS ENDED
INCREASE (DECREASE) JUNE 30, 2004 YEAR ENDED
IN NET ASSETS (UNAUDITED) DECEMBER 31, 2003
- ---------------------------------------------------------------------------------
From operations --
Net investment income $ 23,389,757 $ 40,618,952
Net realized gain (loss) on investment
transactions and financial
futures contracts 2,094,328 (7,567,531)
Net change in unrealized appreciation
(depreciation) on investments
and financial futures contracts (18,750,171) (34,142,719)
- ---------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS $ 6,733,914 $ (1,091,298)
- ---------------------------------------------------------------------------------
Capital transactions --
Contributions $ 108,315,765 $ 984,539,314
Withdrawals (491,377,299) (1,034,972,621)
- ---------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS FROM CAPITAL
TRANSACTIONS $ (383,061,534) $ (50,433,307)
- ---------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS $ (376,327,620) $ (51,524,605)
- ---------------------------------------------------------------------------------
NET ASSETS
At beginning of period $ 1,521,287,669 $ 1,572,812,274
- ---------------------------------------------------------------------------------
AT END OF PERIOD $ 1,144,960,049 $ 1,521,287,669
- ---------------------------------------------------------------------------------
</Table>
STATEMENT OF CASH FLOWS (UNAUDITED)
<Table>
<Caption>
SIX MONTHS ENDED
INCREASE (DECREASE) IN CASH JUNE 30, 2004
- ----------------------------------------------------------------------------------------
Cash Flows From (Used For) Operating Activities --
Purchase of investments $ (57,023,234)
Proceeds from sales of investments and
principal repayments 424,862,352
Interest received, including net securities
lending income 59,335,568
Interest paid (20,324)
Operating expenses paid (4,870,410)
Net purchase of short-term investments (9,471,000)
Financial futures contracts transactions 2,217,595
Repayment of collateral for securities loaned, net (30,245,072)
Increase in unrealized loss from
futures transactions (1,658,454)
- ----------------------------------------------------------------------------------------
NET CASH FROM OPERATING ACTIVITIES $ 383,127,021
- ----------------------------------------------------------------------------------------
Cash Flows From (Used For) Financing Activities --
Proceeds from capital contributions $ 108,315,765
Payments for capital withdrawals (491,377,299)
- ----------------------------------------------------------------------------------------
NET CASH USED FOR FINANCING ACTIVITIES $ (383,061,534)
- ----------------------------------------------------------------------------------------
NET INCREASE IN CASH $ 65,487
- ----------------------------------------------------------------------------------------
CASH AT BEGINNING OF PERIOD $ 327
- ----------------------------------------------------------------------------------------
CASH AT END OF PERIOD $ 65,814
- ----------------------------------------------------------------------------------------
RECONCILIATION OF NET INCREASE IN NET ASSETS
FROM OPERATIONS TO NET CASH FROM
OPERATING ACTIVITIES
Net increase in net assets from operations $ 6,733,914
Decrease in receivable for investments sold 1,016,736
Decrease in interest receivable 3,122,197
Increase in payable for daily variation margin 637,500
Increase in payable to affiliate 87
Increase in accrued expenses 22,908
Decrease in collateral for securities loaned (30,245,072)
Net decrease in investments 401,838,751
- ----------------------------------------------------------------------------------------
NET CASH FROM OPERATING ACTIVITIES $ 383,127,021
- ----------------------------------------------------------------------------------------
</Table>
See notes to financial statements
14
<Page>
SUPPLEMENTARY DATA
<Table>
<Caption>
SIX MONTHS ENDED YEAR ENDED DECEMBER 31,
JUNE 30, 2004 ----------------------------------------------------------------
(UNAUDITED) 2003 2002 2001(1) 2000 1999
- -----------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratios (As a percentage of average
daily net assets):
Expenses 0.73%(3) 0.70% 0.75% 0.81% 0.84% 0.83%
Expenses after custodian fee reduction 0.73%(3) 0.70% 0.75% 0.81% 0.84% 0.83%
Interest expense 0.00%(2)(3) 0.01% 0.00%(2) 0.02% 0.02% 0.02%
Net investment income 3.52%(3) 2.26% 4.41% 5.91% 7.77% 7.79%
Portfolio Turnover 3% 67% 41% 21% 22% 18%
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL RETURN* 0.52% 0.01% 8.24% 9.52% -- --
- -----------------------------------------------------------------------------------------------------------------------------------
NET ASSETS, END OF PERIOD (000'S OMITTED) $ 1,144,960 $ 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%.
(3) Annualized.
* Total return is required to be disclosed for fiscal years beginning after
December 15, 2000.
See notes to financial statements
15
<Page>
GOVERNMENT OBLIGATIONS PORTFOLIO as of June 30, 2004
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
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, insured, guaranteed or otherwise backed 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 June 30, 2004, the Eaton
Vance Government Obligations Fund had a 96% 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 credit balances used to reduce
the Portfolio's custodian fees are reported as a reduction of expenses on the
Statement of Operations. For the six months ended June 30, 2004, $95 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
16
<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 June 30, 2004.
L INTERIM FINANCIAL STATEMENTS -- The interim financial statements relating
to June 30, 2004 and for the six months then ended have not been audited by
an independent registered public accounting firm, but in the opinion of the
Portfolio's management reflect all adjustments, consisting only of normal
recurring adjustments, necessary for the fair presentation of the financial
statements.
2 PURCHASES AND SALES OF INVESTMENTS
Purchases and sales of investments, other than short-term obligations and
including paydowns, aggregated $57,023,234 and $423,845,616, 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.
Under its investment advisory agreement with the Portfolio, BMR receives a
fee computed at the monthly rate of 0.0625% (0.75% per annum) of the
Portfolio's average daily net assets up to $500 million. On net assets of
$500 million or more, BMR has contractually agreed to reduce its advisory fee
as follows: 0.6875% annually on average daily net assets of $500 million but
less than $1 billion; 0.6250% of average daily net assets of $1 billion but
less than $1.5 billion; 0.5625% of average daily net assets of $1.5 billion
but less than $2 billion; 0.5000% of average daily net assets of $2 billion
but less than $2.5 billion; and 0.4375% of average daily net assets of $2.5
billion and over. These contractual fee reductions are intended to continue
indefinitely. For the six months ended June 30, 2004, the fee was equivalent
to 0.70% (annualized) of the Portfolio's average net assets for such period
and amounted to $4,654,025. Except as to Trustees of the Portfolio who are
not members of EVM's or BMR's organization, officers and Trustees receive
17
<Page>
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 six months ended June 30, 2004, no significant
amounts have been deferred.
Certain officers and Trustees of the Portfolio are officers of the above
organizations.
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 six months ended June 30, 2004 was $3,044,505 and
the average interest rate was 1.70%.
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 $1,929,717 for the
six months ended June 30, 2004. At June 30, 2004, the value of the securities
loaned and the value of the collateral amounted to $333,462,853 and
$341,885,676, 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 June 30, 2004, as computed on a federal income tax
basis, were as follows:
<Table>
AGGREGATE COST $ 1,479,085,465
--------------------------------------------------------
Gross unrealized appreciation $ 8,616,732
Gross unrealized depreciation (11,738,264)
--------------------------------------------------------
NET UNREALIZED DEPRECIATION $ (3,121,532)
--------------------------------------------------------
</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 June 30, 2004 is as follows:
FUTURES CONTRACTS
<Table>
<Caption>
EXPIRATION AGGREGATE NET UNREALIZED
DATE(S) CONTRACTS POSITION FACE VALUE VALUE DEPRECIATION
----------------------------------------------------------------------------------------------
9/04 2,200 U.S Treasury
Five Year Note Short (236,542,218) (239,112,500) (2,570,282)
----------------------------------------------------------------------------------------------
</Table>
At June 30, 2004, the Portfolio had sufficient cash and/or securities to
cover margin requirements on any open futures contracts.
18
<Page>
INVESTMENT MANAGEMENT
GOVERNMENT OBLIGATIONS PORTFOLIO
OFFICERS TRUSTEES
Mark Venezia James B. Hawkes
President
Samuel L. Hayes, III
Susan Schiff
Vice President and William H. Park
Portfolio Manager
Ronald A. Pearlman
Barbara E. Campbell
Treasurer Norton H. Reamer
Alan R. Dynner Lynn A. Stout
Secretary
19
<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 (investment management
firm). Previously, he served as Executive Vice President and 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
Not required in this filing
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not required in this filing.
ITEM 6. SCHEDULE OF INVESTMENTS
Please see schedule of investments contained in the Report to Stockholders
included under Item 1 of this Form N-CSR.
<Page>
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES
Not required in this filing.
ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not required in this filing.
ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Effective February 9, 2004, the Governance Committee of the Board of Trustees
formalized the procedures by which a Fund's shareholders may recommend nominees
to the registrant's Board of Trustees. The Governance Committee shall, when
identifying candidates for the position of Independent Trustee, consider any
such candidate recommended by a shareholder of a Fund if such recommendation
contains sufficient background information concerning the candidate, and is
received in a sufficiently timely manner (and in any event no later than the
date specified for receipt of shareholder proposals in any applicable proxy
statement with respect to a Fund). Shareholders shall be directed to address any
such recommendations to the attention of the Governance Committee, c/o the
Secretary of the Fund.
ITEM 10. CONTROLS AND PROCEDURES
(a) It is the conclusion of the registrant's principal executive officer and
principal financial officer that the effectiveness of the registrant's current
disclosure controls and procedures (such disclosure controls and procedures
having been evaluated within 90 days of the date of this filing) provide
reasonable assurance that the information required to be disclosed by the
registrant has been recorded, processed, summarized and reported within the time
period specified in the Commission's rules and forms and that the information
required to be disclosed by the registrant has been accumulated and communicated
to the registrant's principal executive officer and principal financial officer
in order to allow timely decisions regarding required disclosure.
(b) There have been no changes in the registrant's internal controls over
financial reporting during the period that has materially affected, or is
reasonably likely to materially affect the registrant's internal control over
financial reporting.
ITEM 11. 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.
GOVERNMENT OBLIGATIONS PORTFOLIO
By: /s/ Mark S. Venezia
-------------------------------------
Mark. S. Venezia
President
Date: August 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/ Barbara E. Campbell
-------------------------------------
Barbara E. Campbell
Treasurer
Date: August 11, 2004
---------------
By: /s/ Mark S. Venezia
------------------------------------------
Mark S. Venezia
President
Date: August 11, 2004
---------------