<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- 21411
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Eaton Vance Senior Floating-Rate Trust
--------------------------------------
(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)
October 31
----------
Date of Fiscal Year End
October 31, 2004
----------------
Date of Reporting Period
ITEM 1. REPORTS TO STOCKHOLDERS
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[EV LOGO]
[GRAPHIC IMAGE]
ANNUAL REPORT OCTOBER 31, 2004
[GRAPHIC IMAGE]
EATON VANCE SENIOR FLOATING-RATE TRUST
<Page>
PRIVACY NOTICE
The Eaton Vance organization is committed to ensuring your financial privacy.
Each of the financial institutions identified below has in effect the following
policy ("Privacy Policy") with respect to nonpublic personal information about
its customers:
- Only such information received from you, through application forms or
otherwise, and information about your Eaton Vance fund transactions will be
collected. This may include information such as name, address, social
security, tax status, account balances and transactions.
- None of such information about you (or former customers) will be disclosed
to anyone, except as permitted by law (which includes disclosure to
employees necessary to service your account). In the normal course of
servicing a customer's account, Eaton Vance may share information with
unaffiliated third parties that perform various required services such as
transfer agents, custodians and broker/dealers.
- Policies and procedures (including physical, electronic and procedural
safeguards) are in place that are designed to protect the confidentiality
of such information.
- We reserve the right to change our Privacy Policy at any time upon proper
notification to you. Customers may want to review our Policy periodically
for changes by accessing the link on our homepage: www.eatonvance.com.
Our pledge of privacy applies to the following entities within the Eaton Vance
organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton
Vance Investment Counsel, Boston Management and Research, and Eaton Vance
Distributors, Inc.
In addition, our Privacy Policy only applies to those Eaton Vance customers who
are individuals and who have a direct relationship with us. If a customer's
account (i.e., fund shares) is held in the name of a third-party financial
adviser/broker-dealer, it is likely that only such adviser's privacy policies
apply to the customer. This notice supersedes all previously issued privacy
disclosures.
For more information about Eaton Vance's Privacy Policy, please call
1-800-262-1122.
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.
The Fund will file a schedule of its portfolio holdings on Form N-Q with the
Securities and Exchange Commission (the "SEC") for the first and third quarters
of each fiscal year. The Fund's Form N-Q will be available on the Eaton Vance
website www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the
EDGAR database on the SEC's website at www.sec.gov. Form N-Q may also be
reviewed and copied at the SEC's public reference room in Washington, D.C. (call
1-800-732-0330 for information on the operation of the public reference room).
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 and information on how the Fund or Portfolio voted proxies relating
to portfolio securities during the 12 month period ended June 30 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 SENIOR FLOATING-RATE TRUST AS OF OCTOBER 31, 2004
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
THE TRUST
PERFORMANCE FOR THE PERIOD ENDED OCTOBER 31, 2004
- - Based on the Trust's October 2004 monthly dividend of $0.093 and a closing
share price of $19.94, the Trust had a market yield of 5.60%.(1) The Trust's
market yield represented a yield advantage over many other income-producing
vehicles during the period.
- - Based on share price (traded on the New York Stock Exchange), the Trust had a
total return of 9.45% for the period from inception on November 28, 2003
through October 31, 2004. That return was the result of an increase in share
price from $19.10 on November 28, 2003 to $19.94 on October 31, 2004 and the
reinvestment of $0.900 in regular monthly dividends.(1)
- - Based on net asset value, the Trust had a total return of 4.13% for the
period from inception on November 28, 2003 through October 31, 2004. That
return was the result of a decrease in net asset value per share from $19.10
on November 28, 2003 to $18.97 on October 31, 2004, and the reinvestment of
all distributions.
- - For performance comparison, the S&P/Loan Syndications and Trading Association
(LSTA) Index , had a return of 4.90% for the period from November 28, 2003
through October 31, 2004.(2)
THE TRUST'S INVESTMENTS
- - The Trust's investment objective is to provide a high level of current
income. The Trust may, as a secondary objective, also seek preservation of
capital to the extent consistent with its primary goal of high current
income. The Trust invests primarily in senior secured floating-rate loans. As
a result, the Trust may be well-positioned to take advantage of a rise in
short-term interest rates. The Trust also employs leverage in the form of
Auction Preferred Shares.(3)
PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. RETURNS ARE HISTORICAL
AND ARE CALCULATED BY DETERMINING THE PERCENTAGE CHANGE IN NET ASSET VALUE
OR SHARE PRICE (AS APPLICABLE) WITH ALL DISTRIBUTIONS REINVESTED. INVESTMENT
RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY
BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. PERFORMANCE IS FOR THE
STATED TIME PERIOD ONLY; DUE TO MARKET VOLATILITY, THE FUND'S CURRENT
PERFORMANCE MAY BE LOWER OR HIGHER THAN THE QUOTED RETURN.
- - The Trust's senior floating-rate loan investments included 305 borrowers,
ranging across 35 industries at October 31, 2004. The Trust's average loan
size was just 0.26% of loan assets (based on net assets), and no industry
constituted more than 11.0% of the Trust's loan investments. Automotive,
telecommunications, leisure goods and activities, health care and publishing
were the Trust's largest loan sector weightings.*
- - Due to improving fundamentals and strong technical factors in the loan
market, loan credit spreads for new issues narrowed and prices averaged
above-par in the secondary market. These trends have increased the importance
of diligent credit risk-management.
- - In economically sensitive areas, the Trust included the publishing and
printing sector, such as newspapers with relatively stable, locally-based
advertising revenues. Examples of other cyclical investments were chemical
companies and container and glass producers, which should benefit from
increase demand.
- - The Trust's high-yield corporate bond holdings constituted 17.1% of its net
assets at October 31, 2004 (10.8% of total investments). This component
provided a yield enhancement for the Trust and performed well during the past
year.
- - At October 31, 2004, the Trust had leverage in the amount of approximately
38% of the Trust's total assets. The Trust uses leverage through the issuance
of preferred shares. Use of financial leverage creates an opportunity for
increased income, but, at the same time, creates special risks (including the
likelihood of greater volatility of net asset value and market price of
common shares).
*HOLDINGS AND SECTOR WEIGHTINGS ARE SUBJECT TO CHANGE DUE TO ACTIVE
MANAGEMENT.
THE VIEWS EXPRESSED IN THIS REPORT ARE THOSE OF THE PORTFOLIO MANAGERS AND
ARE CURRENT ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON THE
COVER. THESE VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED UPON MARKET OR
OTHER CONDITIONS, AND 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.
FUND INFORMATION
AS OF OCTOBER 31, 2004
PERFORMANCE(4)
<Table>
Average Annual Total Return (by share price, NYSE)
Life of Fund (11/28/03) 9.45%
Average Annual Total Return (at net asset value)
Life of Fund (11/28/03) 4.13%
</Table>
SHARES OF THE TRUST ARE NOT INSURED BY THE FDIC AND ARE NOT DEPOSITS OR
OTHER OBLIGATIONS OF, OR GUARANTEED BY, ANY DEPOSITORY INSTITUTION. SHARES
ARE SUBJECT TO INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL
INVESTED. YIELD WILL VARY.
(1) THE TRUST'S MARKET YIELD IS CALCULATED BY DIVIDING THE MOST RECENT DIVIDEND
PER SHARE BY THE SHARE MARKET PRICE AT THE END OF THE PERIOD AND
ANNUALIZING THE RESULT. (2) IT IS NOT POSSIBLE TO INVEST DIRECTLY IN AN
INDEX. THE INDEX'S TOTAL RETURN DOES NOT REFLECT THE COMMISSIONS OR
EXPENSES THAT WOULD HAVE BEEN INCURRED IF AN INVESTOR INDIVIDUALLY
PURCHASED OR SOLD THE SECURITIES REPRESENTED IN THE INDEX. (3) IN THE EVENT
OF A RISE IN LONG-TERM INTEREST RATES, THE VALUE OF THE TRUST'S INVESTMENT
PORTFOLIO COULD DECLINE, WHICH WOULD REDUCE THE ASSET COVERAGE FOR ITS
AUCTION PREFERRED SHARES. (4) RETURNS ARE HISTORICAL AND ARE CALCULATED BY
DETERMINING THE PERCENTAGE CHANGE IN SHARE PRICE OR NET ASSET VALUE WITH
ALL DISTRIBUTIONS REINVESTED. PERFORMANCE RESULTS REFLECT THE EFFECT OF
LEVERAGE RESULTING FROM THE TRUST'S ISSUANCE OF AUCTION PREFERRED SHARES.
2
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EATON VANCE SENIOR FLOATING-RATE TRUST as of October 31, 2004
PORTFOLIO OF INVESTMENTS
SENIOR, FLOATING RATE INTERESTS -- 132.4%(1)
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
AEROSPACE AND DEFENSE -- 1.6%
ALLIANT TECHSYSTEMS, INC.
$ 3,514,400 Term Loan, 5.67%, Maturing March 31, 2011 $ 3,562,723
ARINC, Inc.
995,000 Term Loan, 4.12%, Maturing March 10, 2010 1,007,437
STANDARD AERO HOLDINGS, INC.
703,872 Term Loan, 4.51%, Maturing August 24, 2012 713,990
TRANSDIGM, INC.
1,995,000 Term Loan, 5.23%, Maturing July 22, 2010 2,023,056
UNITED DEFENSE INDUSTRIES, INC.
1,181,350 Term Loan, 3.97%, Maturing June 30, 2009 1,193,016
VOUGHT AIRCRAFT INDUSTRIES, INC.
932,400 Term Loan, 6.49%, Maturing December 31, 2006 940,558
160,361 Term Loan, 6.49%, Maturing July 24, 2007 162,265
264,812 Term Loan, 6.49%, Maturing July 24, 2008 267,957
- --------------------------------------------------------------------------------------------------
$ 9,871,002
- --------------------------------------------------------------------------------------------------
AIR TRANSPORT -- 0.2%
UNITED AIRLINES, INC.
$ 1,000,000 DIP Loan, 8.00%, Maturing June 30, 2005 $ 1,011,250
- --------------------------------------------------------------------------------------------------
$ 1,011,250
- --------------------------------------------------------------------------------------------------
AUTOMOTIVE -- 9.9%
ACCURIDE CORP.
$ 3,265,625 Term Loan, 4.61%, Maturing January 21, 2007 $ 3,349,307
4,975,000 Term Loan, 5.13%, Maturing June 13, 2007 5,108,703
COLLINS & AIKMAN PRODUCTS, CO.
2,599,200 Revolving Loan, 5.81%, Maturing August 31, 2009 2,595,951
DAYCO PRODUCTS, LLC
2,892,750 Term Loan, 3.98%, Maturing June 23, 2011 2,939,757
DURA OPERATING CORP.
2,231,143 Term Loan, 4.46%, Maturing March 31, 2007 2,248,807
EXIDE TECHNOLOGIES
1,240,000 Term Loan, 5.25%, Maturing May 5, 2010 1,243,100
1,240,000 Term Loan, 5.25%, Maturing May 5, 2010 1,243,100
FEDERAL-MOGUL CORP.
7,076,029 Revolving Loan, 4.19%, Maturing December 31, 2004 6,547,541
2,559,019 Term Loan, 4.19%, Maturing February 24, 2005 2,381,487
HLI OPERATING CO., INC.
6,680,312 Term Loan, 3.95%, Maturing June 3, 2009 6,771,124
KEY AUTOMOTIVE GROUP
1,556,414 Term Loan, 4.88%, Maturing June 29, 2010 1,575,383
KEYSTONE AUTOMOTIVE OPERATIONS
$ 3,739,130 Term Loan, 4.88%, Maturing October 30, 2009 $ 3,787,623
PLASTECH ENGINEERED PRODUCTS
881,379 Term Loan, 5.09%, Maturing March 31, 2010 896,253
R.J. TOWER CORP.
1,745,625 Term Loan, 8.94%, Maturing January 29, 2010 1,751,080
TENNECO AUTOMOTIVE, INC.
4,243,794 Term Loan, 4.84%, Maturing December 12, 2009 4,323,365
1,924,137 Term Loan, 4.84%, Maturing December 12, 2010 1,961,017
THE GOODYEAR TIRE & RUBBER CO.
3,750,000 Term Loan, 5.16%, Maturing March 31, 2006 3,805,080
1,000,000 Term Loan, 5.69%, Maturing March 31, 2006 1,019,375
TI AUTOMOTIVE LIMITED
1,200,000 Term Loan, 5.23%, Maturing June 30, 2011 1,192,500
TRW AUTOMOTIVE, INC.
2,010,420 Term Loan, 4.13%, Maturing February 27, 2009 2,037,058
6,040,427 Term Loan, 4.13%, Maturing February 27, 2011 6,141,731
- --------------------------------------------------------------------------------------------------
$ 62,919,342
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BEVERAGE AND TOBACCO -- 1.3%
CONSTELLATION BRANDS, INC.
$ 2,375,000 Term Loan, 3.50%, Maturing November 30, 2008 $ 2,389,207
DS WATERS, L.P.
1,507,205 Term Loan, 4.83%, Maturing November 7, 2009 1,468,017
SOUTHERN WINE & SPIRITS OF AMERICA
3,818,887 Term Loan, 4.32%, Maturing June 28, 2008 3,869,605
SUNNY DELIGHT BEVERAGES CO.
640,000 Term Loan, 5.98%, Maturing August 20, 2010 644,800
- --------------------------------------------------------------------------------------------------
$ 8,371,629
- --------------------------------------------------------------------------------------------------
BUILDING AND DEVELOPMENT -- 4.5%
BRE/HOMESTEAD, LLC
$ 4,000,000 Term Loan, 5.87%, Maturing January 11, 2006 $ 3,992,500
DMB/CHII, LLC
1,471,075 Term Loan, 4.38%, Maturing March 3, 2009 1,474,752
FORMICA CORP.
51,366 Term Loan, 6.89%, Maturing June 10, 2010 51,623
125,551 Term Loan, 6.89%, Maturing June 10, 2010 126,179
64,208 Term Loan, 6.89%, Maturing June 10, 2010 64,529
185,928 Term Loan, 6.89%, Maturing June 10, 2010 186,858
LANDSOURCE COMMUNITIES, LLC
6,011,000 Term Loan, 4.50%, Maturing March 31, 2010 6,112,436
MAAX CORP.
817,950 Term Loan, 4.61%, Maturing June 4, 2011 827,663
</Table>
See notes to financial statements
3
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
BUILDING AND DEVELOPMENT (CONTINUED)
NCI BUILDING SYSTEMS, INC.
$ 770,000 Term Loan, 3.82%, Maturing June 18, 2010 $ 779,866
NEWKIRK MASTER, L.P.
482,856 Term Loan, 9.70%, Maturing November 24, 2006 490,099
NEWKIRK TENDER HOLDINGS, LLC
1,806,929 Term Loan, 7.87%, Maturing May 25, 2006 1,824,998
1,444,444 Term Loan, 7.87%, Maturing May 25, 2006 1,458,889
NORTEK, INC.
1,800,000 Term Loan, 4.74%, Maturing August 27, 2011 1,828,499
PLY GEM INDUSTRIES, INC.
700,000 Term Loan, 4.37%, Maturing February 12, 2011 706,782
1,310,913 Term Loan, 4.37%, Maturing February 12, 2011 1,323,613
231,338 Term Loan, 4.37%, Maturing February 12, 2011 233,579
ST. MARYS CEMENT, INC.
5,945,025 Term Loan, 3.98%, Maturing December 4, 2010 6,006,336
W9/GPT REAL ESTATE, L.P.
900,000 Term Loan, 4.09%, Maturing March 27, 2006 900,000
- --------------------------------------------------------------------------------------------------
$ 28,389,201
- --------------------------------------------------------------------------------------------------
BUSINESS EQUIPMENT AND SERVICES -- 3.3%
ALLIED SECURITY HOLDINGS, LLC
$ 750,000 Term Loan, 6.23%, Maturing June 30, 2010 $ 759,375
BAKER & TAYLOR, INC.
1,200,000 Term Loan, 9.00%, Maturing May 6, 2011 1,200,000
BUHRMANN US, INC.
3,171,065 Term Loan, 4.32%, Maturing December 31, 2010 3,214,667
GLOBAL IMAGING SYSTEMS, INC.
490,035 Term Loan, 3.74%, Maturing May 10, 2010 496,160
INFOUSA, INC.
1,000,000 Term Loan, 4.48%, Maturing March 25, 2009 1,012,500
IRON MOUNTAIN, INC.
2,333,138 Term Loan, 3.56%, Maturing April 2, 2011 2,350,053
KNOLL, INC.
3,350,000 Term Loan, 4.84%, Maturing September 30, 2011 3,396,062
LANGUAGE LINE, INC.
2,763,158 Term Loan, 4.50%, Maturing June 11, 2011 2,794,243
MITCHELL INTERNATIONAL, INC.
425,213 Term Loan, 8.25%, Maturing August 13, 2011 430,661
1,246,875 Term Loan, 8.25%, Maturing August 13, 2012 1,247,654
QUINTILES TRANSNATIONAL CORP.
994,975 Term Loan, 6.23%, Maturing September 25, 2009 1,008,034
WILLIAMS SCOTSMAN, INC.
2,687,904 Term Loan, 5.01%, Maturing December 31, 2006 2,724,863
- --------------------------------------------------------------------------------------------------
$ 20,634,272
- --------------------------------------------------------------------------------------------------
CABLE AND SATELLITE TELEVISION -- 7.3%
ADELPHIA COMMUNICATIONS CORP.
$ 1,812,399 DIP Loan, 4.25%, Maturing March 31, 2005 $ 1,821,084
ATLANTIC BROADBAND FINANCE, LLC
4,294,434 Term Loan, 5.23%, Maturing February 10, 2011 4,364,219
BRAGG COMMUNICATION, INC.
1,050,000 Term Loan, 4.46%, Maturing August 31, 2011 1,059,844
CANADIEN CABLE ACQUISITION
1,500,000 Term Loan, 4.98%, Maturing July 27, 2011 1,515,937
CEBRIDGE CONNECTIONS, INC.
1,502,450 Term Loan, 8.06%, Maturing February 23, 2009 1,508,554
1,592,000 Term Loan, 8.06%, Maturing February 23, 2010 1,588,020
CHARTER COMMUNICATIONS OPERATING, LLC
12,319,125 Term Loan, 5.61%, Maturing April 27, 2011 12,239,174
DIRECTV HOLDINGS, LLC
4,955,510 Term Loan, 3.88%, Maturing March 6, 2010 5,029,223
INSIGHT MIDWEST HOLDINGS, LLC
5,195,663 Term Loan, 3.37%, Maturing December 31, 2009 5,278,289
1,985,000 Term Loan, 4.75%, Maturing December 31, 2009 2,016,016
MEDIACOM BROADBAND
5,985,000 Term Loan, 4.26%, Maturing September 30, 2010 6,048,591
NTL, INC.
2,300,000 Term Loan, 5.20%, Maturing April 13, 2012 2,324,437
UGS CORP.
1,376,550 Term Loan, 4.21%, Maturing May 27, 2011 1,398,919
- --------------------------------------------------------------------------------------------------
$ 46,192,307
- --------------------------------------------------------------------------------------------------
CHEMICALS AND PLASTICS -- 7.0%
BRENNTAG AG
$ 2,975,000 Term Loan, 4.73%, Maturing December 9, 2011 $ 3,027,062
HERCULES, INC.
880,575 Term Loan, 3.95%, Maturing October 8, 2010 888,280
HUNTSMAN INTERNATIONAL, LLC
7,000,000 Term Loan, 5.19%, Maturing December 31, 2010 7,124,250
HUNTSMAN, LLC
2,200,000 Term Loan, 5.44%, Maturing March 31, 2010 2,234,146
INNOPHOS, INC.
396,455 Term Loan, 3.37%, Maturing August 13, 2010 403,392
INVISTA B.V.
3,715,613 Term Loan, 4.75%, Maturing April 29, 2011 3,787,603
1,637,388 Term Loan, 4.75%, Maturing April 29, 2011 1,665,019
ISP CHEMCO, INC.
1,492,500 Term Loan, 4.12%, Maturing March 27, 2011 1,509,291
KRATON POLYMER
4,277,663 Term Loan, 4.22%, Maturing December 5, 2008 4,316,877
</Table>
See notes to financial statements
4
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
CHEMICALS AND PLASTICS (CONTINUED)
NALCO CO.
$ 6,594,684 Term Loan, 4.43%, Maturing November 4, 2010 $ 6,717,820
POLYMER GROUP, INC.
489,167 Term Loan, 4.37%, Maturing April 27, 2010 493,345
1,750,000 Term Loan, 4.37%, Maturing April 27, 2011 1,758,750
ROCKWOOD SPECIALTIES GROUP, INC.
3,450,000 Term Loan, 4.63%, Maturing July 30, 2012 3,489,082
SOLO CUP CO.
2,700,523 Term Loan, 4.32%, Maturing February 27, 2011 2,732,872
UNITED INDUSTRIES CORP.
1,027,425 Term Loan, 4.63%, Maturing April 29, 2011 1,044,763
997,500 Term Loan, 4.63%, Maturing October 31, 2011 1,015,580
WELLMAN, INC.
2,250,000 Term Loan, 6.76%, Maturing February 10, 2009 2,289,843
- --------------------------------------------------------------------------------------------------
$ 44,497,975
- --------------------------------------------------------------------------------------------------
CLOTHING / TEXTILES -- 0.2%
THE WILLIAM CARTER CO.
$ 1,220,506 Term Loan, 4.23%, Maturing September 30, 2008 $ 1,237,797
- --------------------------------------------------------------------------------------------------
$ 1,237,797
- --------------------------------------------------------------------------------------------------
CONGLOMERATES -- 2.1%
AMSTED INDUSTRIES, INC.
$ 3,600,441 Term Loan, 4.70%, Maturing October 15, 2010 $ 3,638,696
BLOUNT, INC.
666,667 Term Loan, 6.88%, Maturing February 9, 2011 678,334
GOODMAN GLOBAL HOLDINGS, INC.
2,702,382 Term Loan, 4.03%, Maturing November 21, 2009 2,729,406
JOHNSON DIVERSEY, INC.
1,691,371 Term Loan, 4.30%, Maturing November 30, 2009 1,721,392
PP ACQUISITION CORP.
2,294,250 Term Loan, 4.21%, Maturing November 12, 2011 2,324,362
ROPER INDUSTRIES, INC.
2,454,375 Term Loan, 3.74%, Maturing December 29, 2008 2,462,813
- --------------------------------------------------------------------------------------------------
$ 13,555,003
- --------------------------------------------------------------------------------------------------
CONTAINERS AND GLASS PRODUCTS -- 7.4%
BALL CORP.
$ 1,729,627 Term Loan, 3.73%, Maturing December 31, 2009 $ 1,752,977
BERRY PLASTICS CORP.
2,141,455 Term Loan, 3.71%, Maturing July 22, 2010 2,172,239
BWAY CORP.
664,111 Term Loan, 4.19%, Maturing June 30, 2011 674,281
CELANESE AG
$ 1,500,000 Term Loan, 5.48%, Maturing June 4, 2011 $ 1,528,125
1,300,000 Term Loan, 5.48%, Maturing December 8, 2011 1,323,833
CONSOLIDATED CONTAINER HOLDING
1,197,000 Term Loan, 4.61%, Maturing December 15, 2008 1,210,466
DR. PEPPER/SEVEN UP BOTTLING
6,508,704 Term Loan, 4.71%, Maturing December 19, 2010 6,603,080
GRAHAM PACKAGING HOLDINGS CO.
4,055,866 Term Loan, 4.03%, Maturing October 7, 2011 4,117,973
2,000,000 Term Loan, 4.03%, Maturing October 7, 2012 2,049,584
GRAPHIC PACKAGING INTERNATIONAL, INC.
6,099,011 Term Loan, 4.51%, Maturing August 8, 2009 6,214,892
GREIF BROS. CORP.
427,500 Term Loan, 3.88%, Maturing August 31, 2008 432,202
IPG (US), INC.
685,000 Term Loan, 4.14%, Maturing July 28, 2011 697,416
OWENS-ILLINOIS, INC.
1,887,141 Term Loan, 4.64%, Maturing April 1, 2007 1,917,415
892,857 Term Loan, 4.64%, Maturing April 1, 2008 908,668
1,334,286 Term Loan, 4.75%, Maturing April 1, 2008 1,356,802
PRINTPACK HOLDINGS, INC
1,440,785 Term Loan, 6.86%, Maturing April 30, 2009 1,455,193
SILGAN HOLDINGS, INC.
4,252,809 Term Loan, 5.75%, Maturing December 31, 2008 4,304,642
SOLA INTERNATIONAL, INC.
3,900,000 Term Loan, 4.34%, Maturing December 11, 2009 3,953,625
STONE CONTAINER CORP.
2,492,874 Term Loan, 6.25%, Maturing June 30, 2009 2,507,285
502,479 Term Loan, 6.25%, Maturing June 30, 2009 505,933
U.S. CAN CORP.
1,492,500 Term Loan, 5.89%, Maturing January 10, 2010 1,494,366
- --------------------------------------------------------------------------------------------------
$ 47,180,997
- --------------------------------------------------------------------------------------------------
COSMETICS / TOILETRIES -- 1.1%
AMERICAN SAFETY RAZOR COMPANY
$ 333,334 Term Loan, 9.11%, Maturing October 29, 2011 $ 338,334
CHURCH & DWIGHT CO., INC.
2,294,250 Revolving Loan, 3.71%, Maturing May 30, 2011 2,324,362
PRESTIGE BRANDS, INC.
1,791,000 Term Loan, 6.86%, Maturing April 7, 2011 1,809,283
2,000,000 Term Loan, 6.86%, Maturing April 7, 2011 2,039,166
REVLON CONSUMER PRODUCTS CORP
580,000 Term Loan, 3.88%, Maturing July 9, 2010 589,335
- --------------------------------------------------------------------------------------------------
$ 7,100,480
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
5
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
ECOLOGICAL SERVICES AND EQUIPMENT -- 4.1%
ALDERWOODS GROUP, INC.
$ 368,090 Term Loan, 4.61%, Maturing August 19, 2010 $ 374,877
ALLIED WASTE INDUSTRIES, INC.
1,535,714 Term Loan, 4.66%, Maturing January 15, 2009 1,553,711
6,341,073 Term Loan, 4.66%, Maturing January 15, 2010 6,414,236
1,096,403 Term Loan, 4.66%, Maturing January 15, 2010 1,108,223
CASELLA WASTE SYSTEMS, INC.
2,475,000 Term Loan, 4.71%, Maturing January 24, 2010 2,506,712
CULLIGAN INTERNATIONAL CO.
675,000 Term Loan, 4.34%, Maturing September 30, 2011 685,412
ENVIRONMENTAL SYSTEMS, INC.
1,581,986 Term Loan, 12.01%, Maturing December 12, 2008 1,601,761
2,500,000 Term Loan, 12.01%, Maturing December 12, 2010 2,593,750
IESI CORP.
1,089,000 Term Loan, 5.08%, Maturing September 30, 2010 1,106,016
IONICS, INC.
1,694,893 Term Loan, 4.73%, Maturing February 13, 2011 1,716,609
NATIONAL WATERWORKS, INC.
1,000,000 Term Loan, 4.73%, Maturing November 22, 2009 1,011,667
SENSUS METERING SYSTEMS, INC.
385,435 Term Loan, 4.65%, Maturing December 17, 2010 389,209
2,569,565 Term Loan, 6.00%, Maturing December 17, 2010 2,594,726
SYNAGRO TECHNOLOGIES
522,183 Term Loan, 4.05%, Maturing April 15, 2008 524,793
WASTE CONNECTIONS, INC.
1,980,000 Term Loan, 3.62%, Maturing October 22, 2010 2,004,132
- --------------------------------------------------------------------------------------------------
$ 26,185,834
- --------------------------------------------------------------------------------------------------
ELECTRONICS / ELECTRICAL -- 2.4%
AMPHENOL CORP.
$ 2,320,000 Term Loan, 3.76%, Maturing May 6, 2010 $ 2,338,850
COMMUNICATIONS & POWER, INC.
1,144,250 Term Loan, 4.94%, Maturing July 23, 2010 1,162,367
ENERSYS CAPITAL, INC.
1,097,250 Term Loan, 4.84%, Maturing March 17, 2011 1,111,651
FAIRCHILD SEMICONDUCTOR CORP.
740,625 Term Loan, 3.23%, Maturing June 19, 2008 750,578
INVENSYS INTERNATIONAL HOLDING
3,064,594 Term Loan, 6.08%, Maturing September 5, 2009 3,108,647
MEMEC GROUP, LTD.
1,875,000 Term Loan, 10.00%, Maturing June 15, 2010 1,879,219
SEAGATE TECHNOLOGY HOLDINGS
2,156,000 Term Loan, 4.50%, Maturing November 22, 2006 2,189,148
SECURITYCO, INC.
$ 997,500 Term Loan, 5.94%, Maturing June 28, 2010 $ 999,994
1,000,000 Term Loan, 5.94%, Maturing June 28, 2011 1,005,000
VIASYSTEMS, INC.
750,000 Term Loan, 6.49%, Maturing September 30, 2009 757,187
- --------------------------------------------------------------------------------------------------
$ 15,302,641
- --------------------------------------------------------------------------------------------------
EQUIPMENT LEASING -- 1.1%
UNITED RENTALS, INC.
$ 1,121,250 Term Loan, 4.63%, Maturing February 14, 2011 $ 1,132,930
5,578,219 Term Loan, 4.63%, Maturing February 14, 2011 5,648,644
- --------------------------------------------------------------------------------------------------
$ 6,781,574
- --------------------------------------------------------------------------------------------------
FARMING / AGRICULTURE -- 0.3%
CENTRAL GARDEN & PET CO.
$ 989,975 Term Loan, 4.21%, Maturing May 19, 2009 $ 1,001,731
THE SCOTTS CO.
840,000 Term Loan, 3.44%, Maturing September 30, 2010 847,546
- --------------------------------------------------------------------------------------------------
$ 1,849,277
- --------------------------------------------------------------------------------------------------
FINANCIAL INTERMEDIARIES -- 0.7%
COINSTAR, INC.
$ 698,250 Term Loan, 4.29%, Maturing July 7, 2011 $ 710,033
REFCO GROUP LTD, LLC
3,430,000 Term Loan, 4.46%, Maturing August 5, 2011 3,440,005
- --------------------------------------------------------------------------------------------------
$ 4,150,038
- --------------------------------------------------------------------------------------------------
FOOD PRODUCTS -- 5.4%
ACOSTA SALES CO., INC.
$ 1,000,000 Term Loan, 4.61%, Maturing August 13, 2010 $ 1,010,000
AMERICAN SEAFOODS HOLDINGS, LLC
1,651,432 Term Loan, 5.29%, Maturing March 31, 2009 1,662,270
ATKINS NUTRITIONAL, INC.
964,377 Term Loan, 4.12%, Maturing November 26, 2009 796,575
DEL MONTE CORP.
2,087,826 Term Loan, 4.38%, Maturing December 20, 2010 2,127,298
DOAN PET CARE CO.
656,355 Term Loan, 4.38%, Maturing December 29, 2006 660,731
DOANE PET CARE CO.
607,539 Term Loan, 7.23%, Maturing December 29, 2005 611,589
DOLE FOOD CO., INC.
607,712 Term Loan, 4.39%, Maturing September 29, 2008 616,828
</Table>
See notes to financial statements
6
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
FOOD PRODUCTS (CONTINUED)
INTERSTATE BRANDS CORP.
$ 1,969,231 Term Loan, 4.75%, Maturing July 19, 2007 $ 1,930,463
LAND O' LAKES
590,062 Term Loan, 5.59%, Maturing October 1, 2007 600,511
MERISANT CO.
3,714,786 Term Loan, 4.88%, Maturing January 31, 2010 3,777,473
MICHAEL FOODS, INC.
4,367,000 Term Loan, 4.48%, Maturing November 20, 2010 4,431,142
6,000,000 Term Loan, 4.48%, Maturing November 20, 2011 6,174,378
PINNACLE FOODS HOLDINGS CORP.
4,383,933 Term Loan, 4.98%, Maturing November 25, 2010 4,427,773
1,237,817 Term Loan, 4.98%, Maturing November 25, 2010 1,248,390
REDDY ICE GROUP, INC.
702,492 Term Loan, 4.46%, Maturing July 31, 2009 710,834
2,107,476 Term Loan, 4.46%, Maturing July 31, 2009 2,133,382
SEMINIS VEGETABLE SEEDS, INC.
1,402,895 Term Loan, 4.46%, Maturing September 30, 2009 1,423,353
- --------------------------------------------------------------------------------------------------
$ 34,342,990
- --------------------------------------------------------------------------------------------------
FOOD SERVICE -- 3.6%
AFC ENTERPRISES, INC.
$ 2,101,691 Term Loan, 4.95%, Maturing December 31, 2004 $ 2,075,419
856,798 Term Loan, 4.95%, Maturing May 23, 2009 860,867
BUFFETS, INC.
418,182 Term Loan, 5.48%, Maturing June 28, 2009 420,273
2,285,153 Term Loan, 5.48%, Maturing June 28, 2009 2,296,579
CARROLS CORP.
1,742,235 Term Loan, 6.00%, Maturing November 30, 2007 1,753,124
CKE RESTAURANTS, INC.
537,736 Term Loan, 4.88%, Maturing July 2, 2008 549,163
DENNY'S, INC.
470,000 Term Loan, 5.16%, Maturing September 21, 2009 480,428
DOMINO'S, INC.
6,915,684 Term Loan, 4.25%, Maturing June 25, 2010 7,056,162
GATE GOURMET BORROWER, LLC
2,980,000 Term Loan, 9.50%, Maturing December 31, 2008 3,039,600
JACK IN THE BOX, INC.
2,977,500 Term Loan, 4.30%, Maturing January 8, 2011 3,020,302
WEIGHT WATCHERS INTERNATIONAL
925,000 Term Loan, 6.76%, Maturing March 31, 2010 931,937
- --------------------------------------------------------------------------------------------------
$ 22,483,854
- --------------------------------------------------------------------------------------------------
FOOD / DRUG RETAILERS -- 2.0%
CUMBERLAND FARMS, INC.
$ 927,828 Term Loan, 4.50%, Maturing September 8, 2008 $ 935,367
GENERAL NUTRITION CENTERS, INC.
2,972,513 Term Loan, 9.50%, Maturing December 5, 2009 3,005,953
GIANT EAGLE, INC.
1,984,119 Term Loan, 3.70%, Maturing August 6, 2009 2,010,161
RITE AID CORP.
1,695,000 Term Loan, 3.64%, Maturing September 22, 2009 1,714,069
THE JEAN COUTU GROUP (PJC), INC.
2,675,000 Term Loan, 5.69%, Maturing July 30, 2011 2,719,533
THE PANTRY, INC.
2,158,364 Term Loan, 4.44%, Maturing March 12, 2011 2,192,088
- --------------------------------------------------------------------------------------------------
$ 12,577,171
- --------------------------------------------------------------------------------------------------
FOREST PRODUCTS -- 1.2%
APPLETON PAPERS, INC.
$ 1,000,000 Term Loan, 4.16%, Maturing June 11, 2010 $ 1,012,750
BUCKEYE TECHNOLOGIES, INC.
3,934,583 Term Loan, 4.41%, Maturing April 15, 2010 3,995,243
KOCH CELLULOSE, LLC
197,887 Term Loan, 4.22%, Maturing May 7, 2011 201,041
788,696 Term Loan, 4.22%, Maturing May 7, 2011 801,266
RLC INDUSTRIES CO.
1,529,357 Term Loan, 3.96%, Maturing February 24, 2010 1,538,916
- --------------------------------------------------------------------------------------------------
$ 7,549,216
- --------------------------------------------------------------------------------------------------
HEALTHCARE -- 8.9%
ACCREDO HEALTH, INC.
$ 1,980,038 Term Loan, 3.71%, Maturing April 30, 2011 $ 1,994,888
ALLIANCE IMAGING, INC.
1,230,821 Term Loan, 4.41%, Maturing June 10, 2008 1,227,552
AMN HEALTHCARE, INC.
1,618,707 Term Loan, 5.04%, Maturing October 2, 2008 1,627,812
ARDENT HEALTH SERVICES, INC.
1,075,000 Term Loan, 7.00%, Maturing July 12, 2011 1,076,008
COLGATE MEDICAL, LTD.
1,668,182 Term Loan, 4.72%, Maturing December 30, 2008 1,682,778
COMMUNITY HEALTH SYSTEMS, INC.
7,246,446 Term Loan, 3.54%, Maturing July 5, 2010 7,277,504
CONCENTRA OPERATING CORP.
3,960,000 Term Loan, 4.30%, Maturing June 30, 2009 4,006,201
</Table>
See notes to financial statements
7
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
HEALTHCARE (CONTINUED)
CONMED CORP.
$ 2,686,569 Term Loan, 4.26%, Maturing December 31, 2007 $ 2,717,914
DAVITA, INC.
6,431,117 Term Loan, 3.98%, Maturing March 31, 2009 6,520,046
ENCORE MEDICAL IHC, INC.
1,600,000 Term Loan, 4.84%, Maturing October 4, 2010 1,625,000
ENVISION WORLDWIDE, INC.
1,300,000 Term Loan, 6.84%, Maturing September 30, 2010 1,303,250
EXPRESS SCRIPTS, INC.
1,492,500 Term Loan, 3.23%, Maturing February 13, 2010 1,504,316
FHC HEALTH SYSTEMS, INC.
650,000 Term Loan, 4.21%, Maturing December 18, 2009 658,125
928,571 Term Loan, 7.79%, Maturing December 18, 2009 940,179
KINETIC CONCEPTS, INC.
3,442,402 Term Loan, 4.67%, Maturing October 3, 2009 3,486,148
KNOWLEDGE LEARNING CORP.
4,758,807 Term Loan, 5.23%, Maturing May 15, 2010 4,782,601
LEINER HEALTH PRODUCTS, INC.
992,513 Term Loan, 4.89%, Maturing May 27, 2011 1,007,400
MAGELLAN HEALTH SERVICES, INC.
1,111,111 Term Loan, 4.61%, Maturing August 15, 2008 1,119,444
1,972,222 Term Loan, 4.61%, Maturing August 15, 2008 1,987,014
MARINER HEALTH CARE, INC.
1,932,097 Term Loan, 4.71%, Maturing December 31, 2009 1,939,343
TEAM HEALTH, INC.
2,228,800 Term Loan, 5.23%, Maturing March 23, 2011 2,249,695
TRIAD HOSPITALS HOLDINGS
3,134,708 Term Loan, 4.15%, Maturing March 31, 2008 3,182,513
VANGUARD HEALTH HOLDING CO., LLC
1,235,000 Term Loan, 5.58%, Maturing September 23, 2011 1,256,999
VWR INTERNATIONAL, INC.
1,189,933 Term Loan, 5.21%, Maturing April 7, 2011 1,210,757
- --------------------------------------------------------------------------------------------------
$ 56,383,487
- --------------------------------------------------------------------------------------------------
HOME FURNISHINGS -- 1.5%
SEALY MATTRESS CO.
$ 3,069,783 Term Loan, 4.17%, Maturing April 6, 2012 $ 3,113,911
SIMMONS CO.
5,470,593 Term Loan, 3.96%, Maturing December 19, 2011 5,532,137
TERMPUR-PEDIC, INC.
994,962 Term Loan, 3.94%, Maturing June 30, 2009 1,001,492
- --------------------------------------------------------------------------------------------------
$ 9,647,540
- --------------------------------------------------------------------------------------------------
INDUSTRIAL EQUIPMENT -- 3.1%
BUCYRUS INTERNATIONAL, INC.
$ 212,313 Term Loan, 4.04%, Maturing July 28, 2010 $ 215,895
CHART INDUSTRIES, INC.
2,772,680 Term Loan, 5.61%, Maturing September 15, 2009 2,767,481
DOUGLAS DYNAMICS HOLDINGS, INC.
294,455 Term Loan, 4.25%, Maturing March 30, 2010 298,871
900,000 Term Loan, 4.25%, Maturing March 30, 2011 922,500
FLOWSERVE CORP.
2,069,087 Term Loan, 4.65%, Maturing June 30, 2009 2,103,357
GLEASON CORP.
500,000 Term Loan, 4.65%, Maturing July 27, 2011 506,250
750,000 Term Loan, 4.65%, Maturing January 31, 2012 757,500
ITRON, INC.
3,557,568 Term Loan, 4.25%, Maturing December 17, 2010 3,593,883
PROFESSIONAL PAINT, INC.
475,000 Term Loan, 5.38%, Maturing September 30, 2011 481,531
REXNORD CORP.
2,441,071 Term Loan, 5.20%, Maturing November 30, 2009 2,465,482
SPX CORP.
4,595,516 Term Loan, 3.94%, Maturing September 30, 2009 4,650,087
TEREX CORP.
874,457 Term Loan, 3.94%, Maturing June 30, 2009 885,935
- --------------------------------------------------------------------------------------------------
$ 19,648,772
- --------------------------------------------------------------------------------------------------
INSURANCE -- 1.1%
ALLIANT RESOURCES GROUP, INC.
$ 1,396,500 Term Loan, 5.67%, Maturing August 31, 2011 $ 1,398,246
CCC INFORMATION SERVICES GROUP
1,005,967 Term Loan, 4.96%, Maturing August 20, 2010 1,013,511
CONSECO, INC.
4,490,000 Term Loan, 5.41%, Maturing June 22, 2010 4,584,479
- --------------------------------------------------------------------------------------------------
$ 6,996,236
- --------------------------------------------------------------------------------------------------
LEISURE GOODS / ACTIVITIES / MOVIES -- 9.2%
AMF BOWLING WORLDWIDE, INC.
$ 2,663,144 Term Loan, 4.48%, Maturing August 27, 2009 $ 2,683,951
BOMBARDIER RECREATIONAL PRODUCTS, INC.
2,387,725 Term Loan, 6.88%, Maturing December 18, 2010 2,428,018
1,050,000 Term Loan, 6.88%, Maturing December 18, 2010 1,067,719
CINEMARK, INC.
1,990,000 Term Loan, 4.54%, Maturing March 31, 2011 2,012,388
HOLLYWOOD ENTERTAINMENT CORP.
1,000,000 Term Loan, 5.75%, Maturing March 31, 2008 1,004,375
</Table>
See notes to financial statements
8
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
LEISURE GOODS / ACTIVITIES / MOVIES (CONTINUED)
LIONS GATE ENTERTAINMENT, INC.
$ 2,222,222 Term Loan, 4.23%, Maturing December 31, 2008 $ 2,241,667
LOEWS CINEPLEX ENTERTAINMENT
3,000,000 Term Loan, 5.23%, Maturing July 30, 2011 3,041,250
METRO-GOLDWYN-MAYER STUDIO, INC.
8,850,000 Term Loan, 4.48%, Maturing April 26, 2011 8,892,038
PENN NATIONAL GAMING, INC.
800,940 Term Loan, 4.48%, Maturing July 31, 2006 814,622
REGAL CINEMAS CORP.
7,042,843 Term Loan, 3.88%, Maturing November 10, 2010 7,137,921
SCIENTIFIC GAMES CORP.
3,970,000 Term Loan, 4.50%, Maturing December 31, 2009 4,029,550
SIX FLAGS THEME PARKS, INC.
7,902,817 Term Loan, 4.34%, Maturing June 30, 2009 7,964,562
UNIVERSAL CITY DEVELOPMENT
3,734,847 Term Loan, 4.17%, Maturing June 30, 2007 3,748,853
WMG ACQUISITION CORP.
9,569,431 Term Loan, 4.53%, Maturing February 28, 2011 9,717,241
YANKEES HOLDINGS & YANKEENETS
400,714 Term Loan, 6.63%, Maturing June 25, 2007 407,226
874,286 Term Loan, 6.63%, Maturing June 25, 2007 888,493
- --------------------------------------------------------------------------------------------------
$ 58,079,874
- --------------------------------------------------------------------------------------------------
LODGING AND CASINOS -- 3.7%
ALLIANCE GAMING CORP.
$ 6,507,303 Term Loan, 3.54%, Maturing September 5, 2009 $ 6,584,577
ARGOSY GAMING CO.
2,125,000 Term Loan, 3.82%, Maturing June 30, 2011 2,143,594
CNL RESORT HOTEL, L.P.
1,560,000 Term Loan, 4.34%, Maturing August 18, 2006 1,560,000
GLOBALCASH ACCESS, LLC
1,145,625 Term Loan, 3.74%, Maturing March 10, 2010 1,166,389
ISLE OF CAPRI CASIONS, INC.
1,134,375 Term Loan, 4.12%, Maturing April 25, 2008 1,148,555
MARINA DISTRICT FINANCE CO., INC.
2,775,000 Term Loan, 9.34%, Maturing October 14, 2011 2,796,390
PINNACLE ENTERTAINMENT, INC.
1,375,000 Term Loan, 4.98%, Maturing August 27, 2010 1,395,625
SEMINOLE TRIBE OF FLORIDA
625,000 Term Loan, 6.00%, Maturing September 30, 2011 631,250
VENETIAN CASINO RESORT, LLC
1,640,909 Term Loan, 5.31%, Maturing June 15, 2011 1,671,335
WYNDHAM INTERNATIONAL, INC.
4,455,911 Term Loan, 4.53%, Maturing June 30, 2006 4,467,051
- --------------------------------------------------------------------------------------------------
$ 23,564,766
- --------------------------------------------------------------------------------------------------
NONFERROUS METALS / MINERALS -- 0.9%
COMPASS MINERALS GROUP, INC.
$ 480,746 Term Loan, 4.30%, Maturing November 28, 2009 $ 488,158
CONSOL ENERGY, INC.
1,370,000 Term Loan, 4.34%, Maturing June 30, 2010 1,398,685
FOUNDATION COAL CORP.
1,775,000 Term Loan, 4.04%, Maturing July 30, 2011 1,797,188
MAGNEQUENCH, INC.
960,586 Term Loan, 9.34%, Maturing September 30, 2009 967,791
1,300,000 Term Loan, 9.34%, Maturing December 31, 2009 1,319,500
- --------------------------------------------------------------------------------------------------
$ 5,971,322
- --------------------------------------------------------------------------------------------------
OIL AND GAS -- 3.1%
DRESSER, INC.
$ 1,132,534 Term Loan, 4.46%, Maturing March 31, 2007 $ 1,144,567
DYNEGY HOLDINGS, INC.
3,142,125 Term Loan, 5.84%, Maturing May 28, 2010 3,211,842
GETTY PETROLEUM MARKETING, INC.
2,015,833 Term Loan, 5.23%, Maturing May 19, 2010 2,048,591
LA GRANGE ACQUISITION, L.P.
5,375,000 Term Loan, 4.96%, Maturing January 18, 2008 5,464,026
LYONDELL-CITGO REFINING, L.P.
1,680,788 Term Loan, 3.59%, Maturing May 21, 2007 1,693,393
MAGELLAN MIDSTREAM HOLDINGS
525,359 Term Loan, 4.13%, Maturing June 17, 2008 533,239
SEMGROUP, L.P.
695,000 Term Loan, 5.33%, Maturing August 27, 2010 705,425
WILLIAMS PRODUCTION RMT CO.
4,714,375 Term Loan, 4.94%, Maturing May 30, 2007 4,792,949
- --------------------------------------------------------------------------------------------------
$ 19,594,032
- --------------------------------------------------------------------------------------------------
PUBLISHING -- 7.5%
ADVANSTAR COMMUNICATIONS
$ 584,554 Term Loan, 4.58%, Maturing November 17, 2007 $ 587,964
AMERICAN MEDIA OPERATIONS, INC.
556,431 Term Loan, 4.81%, Maturing April 1, 2007 564,429
3,764,470 Term Loan, 4.81%, Maturing April 1, 2008 3,823,290
CBD MEDIA, LLC
2,418,542 Term Loan, 4.71%, Maturing December 31, 2009 2,450,285
DEX MEDIA EAST, LLC
857,209 Term Loan, 3.78%, Maturing November 8, 2008 867,300
6,299,313 Term Loan, 3.78%, Maturing May 8, 2009 6,391,176
DEX MEDIA WEST, LLC
1,900,260 Term Loan, 3.78%, Maturing September 9, 2009 1,924,692
4,867,184 Term Loan, 3.78%, Maturing March 9, 2010 4,943,234
</Table>
See notes to financial statements
9
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
PUBLISHING (CONTINUED)
FREEDOM COMMUNICATIONS
$ 2,650,000 Term Loan, 4.04%, Maturing May 18, 2012 $ 2,694,388
HERALD MEDIA, INC.
284,288 Term Loan, 7.45%, Maturing July 22, 2011 288,196
625,000 Term Loan, 7.45%, Maturing January 22, 2012 635,352
LAMAR MEDIA CORP.
2,239,600 Term Loan, 5.59%, Maturing June 30, 2010 2,267,595
MERRILL COMMUNICATIONS, LLC
1,330,000 Term Loan, 4.48%, Maturing February 9, 2009 1,345,379
MORRIS PUBLISHING GROUP, LLC
440,000 Term Loan, 3.63%, Maturing September 30, 2010 443,713
660,000 Term Loan, 3.63%, Maturing March 31, 2011 668,044
NEBRASKA BOOK CO., INC.
1,452,700 Term Loan, 4.67%, Maturing March 4, 2011 1,472,675
R.H. DONNELLEY CORP.
4,962,562 Term Loan, 6.50%, Maturing June 30, 2011 5,040,619
SP NEWSPRINT CO.
2,088,333 Term Loan, 4.86%, Maturing January 9, 2010 2,119,658
3,866,667 Term Loan, 4.86%, Maturing January 9, 2010 3,924,667
SUN MEDIA CORP.
1,290,224 Term Loan, 4.13%, Maturing February 7, 2009 1,300,304
TRANSWESTERN PUBLISHING CO., LLC
857,937 Term Loan, 4.09%, Maturing February 25, 2011 868,930
1,592,001 Term Loan, 4.09%, Maturing February 25, 2011 1,614,638
368,000 Term Loan, 4.09%, Maturing August 24, 2012 372,083
WEEKLY READER CORP.
985,000 Term Loan, 6.76%, Maturing March 18, 2009 983,153
- --------------------------------------------------------------------------------------------------
$ 47,591,764
- --------------------------------------------------------------------------------------------------
RADIO AND TELEVISION -- 4.6%
ADAMS OUTDOOR ADVERTISING, L.P.
$ 997,500 Term Loan, 5.58%, Maturing October 15, 2011 $ 1,011,423
350,000 Term Loan, 4.61%, Maturing April 15, 2012 356,344
CANWEST MEDIA, INC.
3,162,795 Term Loan, 4.07%, Maturing August 15, 2009 3,206,284
CUMULUS MEDIA, INC.
1,995,000 Term Loan, 4.50%, Maturing March 28, 2010 2,027,419
GRAY TELEVISION, INC.
2,194,500 Term Loan, 3.72%, Maturing December 31, 2010 2,224,674
LIN TELEVISION CORP.
1,078,000 Term Loan, 4.23%, Maturing December 31, 2007 1,091,571
1,012,000 Term Loan, 4.23%, Maturing December 31, 2007 1,025,493
NEP SUPERSHOOTERS, L.P.
1,500,000 Term Loan, 4.67%, Maturing August 3, 2011 1,507,500
NEXSTAR BROADCASTING, INC.
$ 320,983 Term Loan, 3.73%, Maturing December 31, 2010 $ 321,384
175,273 Term Loan, 3.73%, Maturing December 31, 2010 175,821
RAINBOW NATIONAL SERVICES, LLC
2,786,888 Term Loan, 4.50%, Maturing March 31, 2012 2,835,659
RAYCOM NATIONAL, LLC
2,275,000 Term Loan, 4.50%, Maturing February 24, 2012 2,289,219
SINCLAIR TELEVISION GROUP, INC.
2,640,000 Term Loan, 3.96%, Maturing December 31, 2009 2,668,599
SPANISH BROADCASTING SYSTEM
2,729,375 Term Loan, 4.86%, Maturing October 31, 2009 2,763,492
SUSQUEHANNA MEDIA CO.
5,250,000 Term Loan, 4.05%, Maturing March 31, 2012 5,327,112
- --------------------------------------------------------------------------------------------------
$ 28,831,994
- --------------------------------------------------------------------------------------------------
RAIL INDUSTRIES -- 0.3%
RAILAMERICA, INC.
$ 1,893,816 Term Loan, 3.94%, Maturing September 29, 2011 $ 1,926,168
223,870 Term Loan, 3.94%, Maturing September 29, 2011 227,694
- --------------------------------------------------------------------------------------------------
$ 2,153,862
- --------------------------------------------------------------------------------------------------
RETAILERS (EXCEPT FOOD AND DRUG) -- 4.4%
ADVANCE STORES CO., INC.
$ 2,632,464 Term Loan, 4.25%, Maturing November 30, 2007 $ 2,645,626
ALIMENTATION COUCHE-TARD, INC.
1,215,306 Term Loan, 4.61%, Maturing December 17, 2010 1,229,485
AMERICAN ACHIEVEMENT CORP.
696,500 Term Loan, 4.66%, Maturing March 25, 2011 707,383
CKS AUTO, INC.
6,716,250 Term Loan, 4.88%, Maturing June 20, 2009 6,796,005
COINMACH LAUNDRY CORP.
1,273,594 Term Loan, 4.64%, Maturing July 25, 2009 1,288,519
FTD, INC.
2,985,000 Term Loan, 4.38%, Maturing February 28, 2011 3,031,641
HARBOR FREIGHT TOOLS USA, INC.
2,135,000 Term Loan, 3.88%, Maturing July 15, 2010 2,157,018
HOME INTERIORS & GIFTS, INC.
885,938 Term Loan, 6.42%, Maturing March 31, 2011 855,594
JOSTEN'S CORP.
2,558,621 Term Loan, 4.38%, Maturing October 4, 2011 2,600,198
ORIENTAL TRADING CO., INC
3,000,000 Term Loan, 4.75%, Maturing January 8, 2011 3,059,376
ORIENTAL TRADING CO., INC.
950,829 Term Loan, 4.75%, Maturing August 4, 2010 965,685
</Table>
See notes to financial statements
10
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT BORROWER/TRANCHE DESCRIPTION VALUE
- --------------------------------------------------------------------------------------------------
RETAILERS (EXCEPT FOOD AND DRUG) (CONTINUED)
PETRO STOPPING CENTER, L.P.
$ 531,250 Term Loan, 4.48%, Maturing February 9, 2007 $ 539,219
SAVERS, INC.
798,000 Term Loan, 10.48%, Maturing August 4, 2009 804,484
1,000,000 Term Loan, 10.48%, Maturing August 4, 2010 1,012,500
STEWART ENTERPRISES, INC.
324,442 Term Loan, 4.20%, Maturing January 31, 2006 327,483
- --------------------------------------------------------------------------------------------------
$ 28,020,216
- --------------------------------------------------------------------------------------------------
SURFACE TRANSPORT -- 2.4%
HORIZON LINES, LLC
$ 947,625 Term Loan, 4.73%, Maturing July 7, 2011 $ 964,998
LAIDLAW INTERNATIONAL, INC.
6,046,615 Term Loan, 5.59%, Maturing June 19, 2009 6,147,708
NFIL HOLDING CORP.
1,305,054 Term Loan, 4.31%, Maturing February 27, 2010 1,323,407
NFIL HOLDINGS CORP.
428,571 Term Loan, 4.08%, Maturing February 27, 2010 435,268
QUALITY DISTRIBUTION, LLC
1,221,889 Term Loan, 5.07%, Maturing November 13, 2009 1,197,452
SIRVA WORLDWIDE, INC.
4,882,353 Term Loan, 4.34%, Maturing December 31, 2010 4,925,074
- --------------------------------------------------------------------------------------------------
$ 14,993,907
- --------------------------------------------------------------------------------------------------
TELECOMMUNICATIONS -- 9.8%
AMERICAN TOWER, L.P.
$ 2,493,750 Term Loan, 4.48%, Maturing August 31, 2011 $ 2,530,573
CENTENNIAL CELLULAR OPERATING
4,825,750 Term Loan, 5.48%, Maturing February 9, 2011 4,889,517
CINCINNATI BELL, INC.
4,380,964 Term Loan, 4.54%, Maturing June 30, 2008 4,427,512
CONSOLIDATED COMMUNICATIONS, INC.
2,093,000 Term Loan, 4.34%, Maturing October 14, 2011 2,113,930
D&E COMMUNICATIONS, INC.
992,474 Term Loan, 4.52%, Maturing December 31, 2011 1,007,051
DOBSON CELLULAR SYSTEMS, INC.
4,950,000 Term Loan, 5.38%, Maturing March 31, 2010 4,937,318
MEDIACOM ILLINOIS, LLC
2,820,000 Term Loan, 4.26%, Maturing March 31, 2013 2,842,662
NEXTEL COMMUNICATIONS
6,126,100 Term Loan, 3.73%, Maturing December 15, 2010 6,150,862
NEXTEL PARTNERS OPERATION CORP.
2,450,000 Term Loan, 4.31%, Maturing May 31, 2011 2,491,599
NTELOS, INC.
$ 497,461 Term Loan, 5.71%, Maturing July 25, 2008 $ 496,528
PANAMSAT CORP.
5,129,241 Term Loan, 4.66%, Maturing August 20, 2011 5,163,920
QWEST CORP.
10,000,000 Term Loan, 6.50%, Maturing June 4, 2007 10,409,820
SBA SENIOR FINANCE, INC.
3,551,385 Term Loan, 5.21%, Maturing October 31, 2008 3,588,011
SPECTRASITE COMMUNICATIONS, INC.
2,990,444 Term Loan, 4.11%, Maturing June 30, 2007 2,998,387
1,145,295 Term Loan, 5.23%, Maturing December 31, 2007 1,148,302
VALOR TELECOMMUNICATIONS ENTERPRISES, LLC
1,468,450 Term Loan, 6.02%, Maturing June 30, 2008 1,486,805
WESTERN WIRELESS CORP.
5,231,888 Term Loan, 4.94%, Maturing May 28, 2011 5,318,308
- --------------------------------------------------------------------------------------------------
$ 62,001,105
- --------------------------------------------------------------------------------------------------
UTILITIES -- 5.2%
ALLEGHENY ENERGY SUPPLY CO.
$ 3,963,695 Term Loan, 3.70%, Maturing March 8, 2011 $ 3,989,709
CENTERPOINT ENERGY, INC.
9,100,511 Term Loan, 4.88%, Maturing October 7, 2006 9,146,014
COGENTRIX DELAWARE HOLDINGS, INC.
3,084,500 Term Loan, 4.34%, Maturing February 26, 2009 3,141,048
COLETO CREEK WLE, L.P.
1,032,413 Term Loan, 4.23%, Maturing June 30, 2011 1,052,846
NRG ENERGY, INC.
1,637,802 Term Loan, 4.74%, Maturing June 23, 2010 1,692,259
2,890,893 Term Loan, 4.74%, Maturing June 23, 2010 2,985,569
NUI UTILITIES
983,607 Term Loan, 5.20%, Maturing November 24, 2004 987,295
5,016,393 Term Loan, 5.20%, Maturing November 24, 2004 5,035,205
PIKE ELECTRIC, INC.
479,169 Term Loan, 4.13%, Maturing July 1, 2012 488,054
PLAINS RESOURCES, INC.
614,286 Term Loan, 5.09%, Maturing July 23, 2010 622,924
TETON POWER FUNDING, LLC
3,819,519 Term Loan, 5.16%, Maturing March 12, 2011 3,881,586
- --------------------------------------------------------------------------------------------------
$ 33,022,509
- --------------------------------------------------------------------------------------------------
TOTAL SENIOR, FLOATING RATE INTERESTS
(IDENTIFIED COST $833,494,498) $ 838,685,236
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
11
<Page>
COMMON STOCKS -- 2.5%
<Table>
<Caption>
SHARES/RIGHTS SECURITY VALUE
- --------------------------------------------------------------------------------------------------
795,800 ING Prime Rate Trust $ 6,167,450
1,097,000 Van Kampen Senior Income Trust 9,510,990
- --------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(IDENTIFIED COST, $15,753,789) $ 15,678,440
- --------------------------------------------------------------------------------------------------
</Table>
WARRANTS -- 0.0%
<Table>
<Caption>
SHARES/RIGHTS SECURITY VALUE
- --------------------------------------------------------------------------------------------------
190 Mueller Holdings, Inc., Exp. 4/15/14(2)(3) $ 11,495
- --------------------------------------------------------------------------------------------------
TOTAL WARRANTS
(IDENTIFIED COST, $0) $ 11,495
- --------------------------------------------------------------------------------------------------
</Table>
CORPORATE BONDS & NOTES -- 17.1%
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
AEROSPACE AND DEFENSE -- 0.2%
ARGO TECH CORP., SR. NOTES
$ 840 9.25%, 6/1/11(3) $ 919,800
SEQUA CORP.
500 8.875%, 4/1/08 548,750
STANDARD AERO HOLDINGS, INC., SR. SUB. NOTES
75 8.25%, 9/1/14(3) 79,687
- --------------------------------------------------------------------------------------------------
$ 1,548,237
- --------------------------------------------------------------------------------------------------
AIR TRANSPORT -- 0.3%
AMERICAN AIRLINES
$ 750 7.80%, 10/1/06 $ 627,731
AMR CORP.
175 9.00%, 8/1/12 107,625
CONTINENTAL AIRLINES
811 7.033%, 6/15/11 627,420
DELTA AIRLINES NOTES
1,000 7.90%, 12/15/09 470,000
- --------------------------------------------------------------------------------------------------
$ 1,832,776
- --------------------------------------------------------------------------------------------------
AUTOMOTIVE -- 0.6%
COLLINS & AIKMAN FLOOR COVER
$ 300 9.75%, 2/15/10 $ 322,125
KEYSTONE AUTOMOTIVE OPERATIONS, INC., SR. SUB. NOTES
1,500 9.75%, 11/1/13 1,631,250
METALDYNE CORP.
$ 350 11.00%, 6/15/12(3) $ 295,750
METALDYNE CORP., SR. NOTES
605 10.00%, 11/1/13(3) 580,800
TENNECO AUTOMOTIVE, INC., SERIES B
615 11.625%, 10/15/09 656,512
TENNECO AUTOMOTIVE, INC., SERIES B, SR. SEC. NOTES
255 10.25%, 7/15/13 298,350
- --------------------------------------------------------------------------------------------------
$ 3,784,787
- --------------------------------------------------------------------------------------------------
BEVERAGE AND TOBACCO -- 0.0%
NORTH ATLANTIC TRADING CO., SR. NOTES
$ 185 9.25%, 3/1/12 $ 180,375
- --------------------------------------------------------------------------------------------------
$ 180,375
- --------------------------------------------------------------------------------------------------
BROADCAST RADIO AND TELEVISION -- 0.7%
FISHER COMMUNICATIONS, INC., SR. NOTES
$ 100 8.625%, 9/15/14(3) $ 106,000
NEXSTAR FINANCE HOLDINGS LLC, INC., SR. DISC. NOTES
110 11.375%, 4/1/13 85,250
PAXSON COMMUNICATIONS CORP.
4,000 4.35%, 1/15/10(3) 4,045,000
- --------------------------------------------------------------------------------------------------
$ 4,236,250
- --------------------------------------------------------------------------------------------------
BUILDING AND DEVELOPMENT -- 0.4%
COLEMAN CABLE, INC., SR. NOTES
$ 105 9.875%, 10/1/12(3) $ 108,675
INTERLINE BRANDS, INC., SR. SUB. NOTES
750 11.50%, 5/15/11 836,250
MAAX CORP., SR. SUB. NOTES
115 9.75%, 6/15/12(3) 124,200
PLY GEM INDUSTRIES, INC., SR. SUB. NOTES
175 9.00%, 2/15/12(3) 175,437
1,000 9.00%, 2/15/12(3) 1,002,500
THL BUILDCO (NORTEK, INC.), SR. SUB. NOTES
215 8.50%, 9/1/14(3) 228,975
- --------------------------------------------------------------------------------------------------
$ 2,476,037
- --------------------------------------------------------------------------------------------------
BUILDING MATERIALS -- 0.0%
AINSWORTH LUMBER, SR. NOTES
$ 210 7.25%, 10/1/12(3) $ 213,675
RMCC ACQUISITION CO., SR. SUB. NOTES
145 9.50%, 11/1/12(3) 145,797
- --------------------------------------------------------------------------------------------------
$ 359,472
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
12
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
BUSINESS EQUIPMENT AND SERVICES -- 0.4%
ALLIED SECURITY ESCROW, SR. SUB. NOTES
$ 65 11.375%, 7/15/11(3) $ 68,575
AMERCO, INC.
310 9.00%, 3/15/09 328,600
QUINTILES TRANSNATIONAL CORP., SR. SUB. NOTES
2,000 10.00%, 10/1/13 2,190,000
WILLIAMS SCOTSMAN, INC., SR. NOTES
15 10.00%, 8/15/08 16,425
- --------------------------------------------------------------------------------------------------
$ 2,603,600
- --------------------------------------------------------------------------------------------------
CABLE AND SATELLITE TELEVISION -- 0.6%
CABLEVISION SYSTEMS CORP., SR. NOTES
$ 35 8.00%, 4/15/12(3) $ 37,800
CHARTER COMMUNICATIONS HOLDINGS, LLC, SR. NOTES
900 10.25%, 1/15/10 742,500
CSC HOLDINGS, INC., SR. SUB. NOTES
1,000 10.50%, 5/15/16 1,147,500
INSIGHT COMMUNICATIONS, SR. DISC. NOTES
195 12.25%, 2/15/11 191,587
KABEL DEUTSCHLAND GMBH
485 10.625%, 7/1/14(3) 545,625
UGS CORP., SR. SUB. NOTES
985 10.00%, 6/1/12(3) 1,108,125
- --------------------------------------------------------------------------------------------------
$ 3,773,137
- --------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 0.5%
DRESSER-RAND GROUP, INC., SR. SUB. NOTES
$ 440 7.375%, 11/1/14(3) $ 463,100
ERICO INTERNATIONAL CORP., SR. SUB. NOTES
2,000 8.875%, 3/1/12 2,100,000
MUELLER GROUP, INC., SR. SUB. NOTES
635 10.00%, 5/1/12(3) 688,975
MUELLER HOLDINGS, INC., DISC. NOTES
190 14.75%, 4/15/14(3) 122,550
- --------------------------------------------------------------------------------------------------
$ 3,374,625
- --------------------------------------------------------------------------------------------------
CHEMICALS AND PLASTICS -- 1.0%
AVECIA GROUP PLC
$ 200 11.00%, 7/1/09 $ 189,000
BCP CAYLUX HOLDINGS, SR. SUB. NOTES
480 9.625%, 6/15/14(3) 540,000
BORDEN U.S. FINANCE/NOVA SCOTIA FINANCE, SR. NOTES
175 9.00%, 7/15/14(3) 192,281
HUNTSMAN LLC
$ 435 11.625%, 10/15/10 $ 514,931
INNOPHOS, INC., SR. SUB. NOTES
110 8.875%, 8/15/14(3) 119,075
LYONDELL CHEMICAL CO.
10 9.50%, 12/15/08 10,950
LYONDELL CHEMICAL CO., SR. NOTES
1,193 10.50%, 6/1/13 1,413,705
NALCO CO., SR. SUB. NOTES
605 8.875%, 11/15/13(3) 666,256
OM GROUP, INC.
1,765 9.25%, 12/15/11 1,855,456
POLYONE CORP.
250 10.625%, 5/15/10 278,750
RHODIA SA, SR. NOTES
545 10.25%, 6/1/10 594,050
- --------------------------------------------------------------------------------------------------
$ 6,374,454
- --------------------------------------------------------------------------------------------------
CLOTHING / TEXTILES -- 0.1%
LEVI STRAUSS & CO.
$ 395 7.00%, 11/1/06 $ 388,581
LEVI STRAUSS & CO., SR. NOTES
320 11.625%, 1/15/08 328,000
PHILLIPS VAN-HEUSEN, SR. NOTES
110 7.25%, 2/15/11(3) 115,775
- --------------------------------------------------------------------------------------------------
$ 832,356
- --------------------------------------------------------------------------------------------------
CONGLOMERATES -- 0.1%
AMSTED INDUSTRIES, INC., SR. NOTES
$ 615 10.25%, 10/15/11(3) $ 679,575
- --------------------------------------------------------------------------------------------------
$ 679,575
- --------------------------------------------------------------------------------------------------
CONSUMER PRODUCTS -- 0.6%
AEARO CO. I, SR. SUB. NOTES
$ 155 8.25%, 4/15/12(3) $ 161,200
AMSCAN HOLDINGS, INC., SR. SUB. NOTES
35 8.75%, 5/1/14(3) 35,350
CHATTEM INC.
1,000 7.00%, 3/1/14 1,032,500
FEDDERS NORTH AMERICA, INC.
240 9.875%, 3/1/14 194,400
GFSI, INC., SR. SUB. NOTES, SERIES B
1,025 9.625%, 3/1/07 1,009,625
</Table>
See notes to financial statements
13
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
CONSUMER PRODUCTS (CONTINUED)
OXFORD INDUSTRIES, INC., SR. NOTES
$ 20 8.875%, 6/1/11(3) $ 21,700
RAYOVAC CORP., SR. SUB. NOTES
455 8.50%, 10/1/13 501,637
RIDDELL BELL HOLDINGS, SR. SUB. NOTES
40 8.375%, 10/1/12(3) 41,500
SAMSONITE CORP., SR. SUB. NOTES
365 8.875%, 6/1/11 390,550
TRUE TEMPER SPORTS, INC., SR. SUB. NOTES
65 8.375%, 9/15/11 59,475
WH HOLDINGS LTD./WH CAPITAL CORP., SR. NOTES
175 9.50%, 4/1/11 192,500
- --------------------------------------------------------------------------------------------------
$ 3,640,437
- --------------------------------------------------------------------------------------------------
CONTAINERS AND GLASS PRODUCTS -- 0.4%
GRAHAM PACKAGING CO., SR. NOTES
$ 85 8.50%, 10/15/12(3) $ 89,675
GRAHAM PACKAGING CO., SR. SUB. NOTES
165 9.875%, 10/15/14(3) 175,725
INTERTAPE POLYMER US, INC., SR. SUB. NOTES
315 8.50%, 8/1/14(3) 314,606
PLIANT CORP.
1,000 11.125%, 6/15/09 895,000
STONE CONTAINER CORP., SR. NOTES
750 7.375%, 7/15/14(3) 804,375
- --------------------------------------------------------------------------------------------------
$ 2,279,381
- --------------------------------------------------------------------------------------------------
ECOLOGICAL SERVICES AND EQUIPMENT -- 0.1%
ALDERWOODS GROUP, INC., SR. NOTES
$ 110 7.75%, 9/15/12(3) $ 119,350
IMCO RECYCLING, SR. NOTES
100 9.00%, 11/15/14(3)(4) 100,000
WASTE SERVICES, INC., SR. SUB. NOTES
500 9.50%, 4/15/14(3) 472,500
- --------------------------------------------------------------------------------------------------
$ 691,850
- --------------------------------------------------------------------------------------------------
ENERGY -- 0.0%
HARVEST OPERATIONS CORP., SR. NOTES
$ 330 7.875%, 10/15/11(3) $ 343,612
- --------------------------------------------------------------------------------------------------
$ 343,612
- --------------------------------------------------------------------------------------------------
ENGINEERING -- 0.0%
SHAW GROUP, INC., SR. NOTES
$ 120 10.75%, 3/15/10 $ 128,700
- --------------------------------------------------------------------------------------------------
$ 128,700
- --------------------------------------------------------------------------------------------------
EQUIPMENT LEASING -- 0.1%
UNITED RENTALS NORTH AMERICA, INC.
$ 210 6.50%, 2/15/12 $ 208,950
UNITED RENTALS NORTH AMERICA, INC., SR. SUB. NOTES
220 7.00%, 2/15/14 204,050
- --------------------------------------------------------------------------------------------------
$ 413,000
- --------------------------------------------------------------------------------------------------
FINANCIAL INTERMEDIARIES -- 0.7%
CARLYLE HIGH YIELD PARTNERS, SERIES 2004-6A, CLASS C
$ 1,000 4.36%, 8/15/16(3) $ 1,000,000
CRYSTAL US HOLDINGS/US HOLDINGS 3, LLC, SR. DISC. NOTES
480 10.50%, 10/1/14(3) 304,800
DRYDEN LEVERAGED LOAN, SERIES 2004-6A, CLASS C1
1,500 4.055%, 7/30/16(3)(4) 1,500,000
E*TRADE FINANCIAL CORP., SR. NOTES
240 8.00%, 6/15/11(3) 254,400
FIRST CLO, LTD., SR. SUB. NOTES
1,000 Variable Rate, 3.96%, 7/27/16(3) 1,000,000
REFCO FINANCE HOLDINGS, LLC, SR. SUB. NOTES
430 9.00%, 8/1/12(3) 466,550
- --------------------------------------------------------------------------------------------------
$ 4,525,750
- --------------------------------------------------------------------------------------------------
FOOD PRODUCTS -- 0.4%
MERISANT CO., SR. NOTES
$ 255 9.75%, 7/15/13(3) $ 238,425
PINNACLE FOODS HOLDINGS CORP., SR. SUB. NOTES
2,115 8.25%, 12/1/13(3) 2,009,250
UNITED AGRICULTURAL PRODUCTS, SR. NOTES
95 8.25%, 12/15/11(3) 103,075
- --------------------------------------------------------------------------------------------------
$ 2,350,750
- --------------------------------------------------------------------------------------------------
FOOD, BEVERAGES AND TOBACCO -- 0.1%
ASG CONSOLIDATED, LLC/ASG FINANCE, INC., SR. DISC. NOTES
$ 400 11.50%, 11/1/11(3) $ 257,000
PIERRE FOODS, INC., SR. SUB. NOTES
320 9.875%, 7/15/12(3) 326,400
- --------------------------------------------------------------------------------------------------
$ 583,400
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
14
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
FOOD / DRUG RETAILERS -- 0.3%
GENERAL NUTRITION CENTERS, SR. SUB. NOTES
$ 1,000 8.50%, 12/1/10(3) $ 1,012,500
JEAN COUTU GROUP, INC., SR. SUB. NOTES
735 8.50%, 8/1/14(3) 753,375
- --------------------------------------------------------------------------------------------------
$ 1,765,875
- --------------------------------------------------------------------------------------------------
FOREST PRODUCTS -- 0.3%
BOISE CASCADE, LLC, SR. NOTES, VARIABLE RATE
$ 145 5.005%, 10/15/12(3) $ 148,987
BOISE CASCADE, LLC, SR. SUB. NOTES
185 7.125%, 10/15/14(3) 194,029
CARAUSTAR INDUSTRIES, INC., SR. SUB. NOTES
460 9.875%, 4/1/11 501,400
GEORGIA-PACIFIC CORP.
65 9.50%, 12/1/11 81,250
NEWARK GROUP, INC., SR. SUB. NOTES
870 9.75%, 3/15/14(3) 909,150
- --------------------------------------------------------------------------------------------------
$ 1,834,816
- --------------------------------------------------------------------------------------------------
HEALTH CARE -- 0.8%
HEALTHSOUTH CORP.
$ 75 7.625%, 6/1/12 $ 73,125
HEALTHSOUTH CORP., SR. NOTES
75 8.375%, 10/1/11 75,187
INVERNESS MEDICAL INNOVATIONS, INC., SR. SUB. NOTES
1,545 8.75%, 2/15/12(3) 1,599,075
MEDICAL DEVICE MANUFACTURING, INC., SR. SUB. NOTES
235 10.00%, 7/15/12(3) 252,625
NATIONAL MENTOR, INC., SR. SUB. NOTES
120 9.625%, 12/1/12(3) 123,600
OMEGA HEALTHCARE INVESTORS, INC., SR. NOTES
110 7.00%, 4/1/14(3) 113,300
TENET HEALTHCARE CORP.
500 7.375%, 2/1/13 475,000
TENET HEALTHCARE CORP., SR. NOTES
525 9.875%, 7/1/14(3) 552,562
US ONCOLOGY, INC., SR. NOTES
220 9.00%, 8/15/12(3) 238,700
US ONCOLOGY, INC., SR. SUB. NOTES
425 10.75%, 8/15/14(3) 465,375
VANGUARD HEALTH HOLDINGS II, SR. SUB. NOTES
475 9.00%, 10/1/14(3) 498,750
VWR INTERNATIONAL, INC., SR. SUB. NOTES
305 8.00%, 4/15/14(3) 328,637
- --------------------------------------------------------------------------------------------------
$ 4,795,936
- --------------------------------------------------------------------------------------------------
HOUSING -- 0.1%
INTERFACE, INC.
$ 500 10.375%, 2/1/10 $ 577,500
- --------------------------------------------------------------------------------------------------
$ 577,500
- --------------------------------------------------------------------------------------------------
INDUSTRIAL EQUIPMENT -- 0.1%
MILACRON ESCROW CORP.
$ 445 11.50%, 5/15/11(3) $ 465,025
- --------------------------------------------------------------------------------------------------
$ 465,025
- --------------------------------------------------------------------------------------------------
LEISURE GOODS / ACTIVITIES / MOVIES -- 0.3%
LCE ACQUISITION CORP., SR. SUB. NOTES
$ 320 9.00%, 8/1/14(3) $ 336,800
MARQUEE HOLDINGS, INC., SR. DISC. NOTES
590 12.00%, 8/15/14(3) 365,800
MARQUEE, INC., SR. NOTES
325 8.625%, 8/15/12(3) 356,687
SIX FLAGS, INC., SR. NOTES
1,000 8.875%, 2/1/10 962,500
190 9.625%, 6/1/14 182,400
UNIVERSAL CITY DEVELOPMENT PARTNERS, SR. NOTES
40 11.75%, 4/1/10 46,800
- --------------------------------------------------------------------------------------------------
$ 2,250,987
- --------------------------------------------------------------------------------------------------
LODGING AND CASINOS -- 0.7%
FELCOR LODGING L.P., SR. NOTES, VARIABLE RATE
$ 140 5.84%, 6/1/11(3) $ 145,250
INN OF THE MOUNTAIN GODS, SR. NOTES
1,000 12.00%, 11/15/10 1,165,000
MAJESTIC STAR CASINO LLC
465 9.50%, 10/15/10 482,437
MGM GRAND, INC.
110 6.875%, 2/6/08 120,312
OED CORP./DIAMOND JO LLC
355 8.75%, 4/15/12(3) 335,475
PREMIER ENTERTAINMENT BILOXI, LLC/PREMIER FINANCE BILOXI CORP.
30 10.75%, 2/1/12(3) 32,100
SENECA GAMING CORP., SR. NOTES
230 7.25%, 5/1/12(3) 243,800
TRUMP ATLANTIC CITY ASSOCIATES, INC.
535 11.25%, 5/1/06 472,137
TRUMP HOLDINGS AND FUNDING, SR. NOTES
540 11.625%, 3/15/10 577,800
WYNN LAS VEGAS LLC/CORP.
670 12.00%, 11/1/10 840,850
- --------------------------------------------------------------------------------------------------
$ 4,415,161
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
15
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
MANUFACTURING -- 0.3%
THERMADYNE HOLDINGS CORP., SR. SUB. NOTES
$ 2,180 9.25%, 2/1/14 $ 2,081,900
- --------------------------------------------------------------------------------------------------
$ 2,081,900
- --------------------------------------------------------------------------------------------------
MEDIA -- 0.0%
VERTIS, INC., SUB. NOTES
$ 40 13.50%, 12/7/09(3) $ 41,800
- --------------------------------------------------------------------------------------------------
$ 41,800
- --------------------------------------------------------------------------------------------------
NONFERROUS METALS / MINERALS -- 0.1%
ALPHA NATURAL RESOURCES, SR. NOTES
$ 135 10.00%, 6/1/12(3) $ 150,525
ISPAT INLAND ULC, SR. NOTES
305 9.75%, 4/1/14(3) 372,100
- --------------------------------------------------------------------------------------------------
$ 522,625
- --------------------------------------------------------------------------------------------------
OIL AND GAS -- 0.8%
BELDEN & BLAKE CORP., SR. NOTES
$ 65 8.75%, 7/15/12(3) $ 70,525
COASTAL CORP.
225 9.625%, 5/15/12 245,812
COMSTOCK RESOURCE, INC.
1,000 6.875%, 3/1/12 1,040,000
CONTINENTAL RESOURCES
1,000 10.25%, 8/1/08 1,040,500
DENBURY RESOURCES, INC.
20 7.50%, 4/1/13 21,800
DYNEGY HOLDINGS, INC., SR. NOTES
460 10.125%, 7/15/13(3) 538,200
EL PASO CORP., SR. NOTES
65 7.00%, 5/15/11 65,650
EL PASO PRODUCTION HOLDING CO.
215 7.75%, 6/1/13 225,213
GIANT INDUSTRIES
225 8.00%, 5/15/14 235,688
HANOVER COMPRESSOR CO., SR. NOTES
85 8.625%, 12/15/10 93,925
HANOVER COMPRESSOR CO., SUB. NOTES
550 0.00%, 3/31/07 470,250
MARKWEST ENERGY PARTNERS, L.P./MARKWEST ENERGY FINANCE CORP., SR. NOTES
105 6.875%, 11/1/14(3) 107,625
NGC CORP.
$ 80 7.125%, 5/15/18 $71,200
145 7.625%, 10/15/26 127,238
PARKER DRILLING CO., SR. NOTES
100 9.625%, 10/1/13 111,750
PETROBRAS INTERNATIONAL FINANCE CO.
260 7.75%, 9/15/14 261,625
TRANSMONTAIGNE, INC., SR. SUB. NOTES
80 9.125%, 6/1/10 89,400
UNITED REFINING CO., SR. NOTES
225 10.50%, 8/15/12(3) 228,938
- --------------------------------------------------------------------------------------------------
$ 5,045,339
- --------------------------------------------------------------------------------------------------
PUBLISHING -- 0.6%
ADVANSTAR COMMUNICATIONS, INC.
$ 1,000 10.75%, 8/15/10 $ 1,120,000
ADVERTISING DIRECT SOLUTIONS, SR. NOTES
80 9.25%, 11/15/12(3) 83,900
AMERICAN MEDIA, INC., SERIES B
315 10.25%, 5/1/09 333,113
CBD MEDIA, INC., SR. SUB. NOTES
125 8.625%, 6/1/11 131,563
DEX MEDIA WEST LLC, SR. SUB. NOTES
107 9.875%, 8/15/13 127,063
HOLLINGER PARTICIPATION TRUST, SR. NOTES, (PIK)
164 12.125%, 11/15/10(3) 201,319
HOUGHTON MIFFLIN CO., SR. SUB. NOTES
1,035 9.875%, 2/1/13 1,128,150
LIBERTY GROUP OPERATING
500 9.375%, 2/1/08 506,250
PRIMEDIA, INC., SR. NOTES
315 8.875%, 5/15/11 329,963
- --------------------------------------------------------------------------------------------------
$ 3,961,321
- --------------------------------------------------------------------------------------------------
RADIO AND TELEVISION -- 0.2%
CANWEST MEDIA, INC., SR. SUB. NOTES
$ 500 10.625%, 5/15/11 $ 567,500
RAINBOW NATIONAL SERVICES, LLC, SR. NOTES
180 8.75%, 9/1/12(3) 193,500
RAINBOW NATIONAL SERVICES, LLC, SR. SUB. DEBS.
685 10.375%, 9/1/14(3) 750,075
- --------------------------------------------------------------------------------------------------
$ 1,511,075
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
16
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
RETAILERS (EXCEPT FOOD AND DRUG) -- 0.6%
AFFINITY GROUP, INC., SR. SUB. NOTES
$ 1,000 9.00%, 2/15/12 $ 1,075,000
COINMACH CORP., SR. NOTES
65 9.00%, 2/1/10 67,600
HOME INTERIORS & GIFTS, INC., SR. SUB. NOTES
155 10.025%, 6/1/08 134,075
J CREW OPERATING CORP., SR. SUB. NOTES
165 10.375%, 10/15/07 170,363
PCA LLC/PCA FINANCE CORP., SR. NOTES
895 11.875%, 8/1/09 854,725
PETRO STOPPING CENTERS LP/PETRO FINANCIAL CORP., SR. NOTES
1,145 9.00%, 2/15/12 1,230,875
- --------------------------------------------------------------------------------------------------
$ 3,532,638
- --------------------------------------------------------------------------------------------------
SEMICONDUCTORS -- 0.3%
ADVANCED MICRO DEVICES, INC., SR. NOTES
$ 750 7.75%, 11/1/12(3) $ 755,625
AMKOR TECHNOLOGIES, INC.
100 5.75%, 6/1/06 95,500
AMKOR TECHNOLOGIES, INC., SR. NOTES
220 7.125%, 3/15/11 190,850
725 7.75%, 5/15/13 628,938
- --------------------------------------------------------------------------------------------------
$ 1,670,913
- --------------------------------------------------------------------------------------------------
SURFACE TRANSPORT -- 0.1%
HORIZON LINES, LLC
$ 230 9.00%, 11/1/12(3) $ 249,838
OMI CORP., SR. NOTES
100 7.625%, 12/1/13 106,125
QUALITY DISTRIBUTION LLC/QD CAPITAL CORP.
115 9.00%, 11/15/10(3) 107,669
- --------------------------------------------------------------------------------------------------
$ 463,632
- --------------------------------------------------------------------------------------------------
TECHNOLOGY -- 0.3%
NEW ASAT (FINANCE) LTD., SR. NOTES
$ 1,545 9.25%, 2/1/11(3) $ 1,359,600
NORTEL NETWORKS LTD.
65 6.125%, 2/15/06 66,788
165 4.25%, 9/1/08 159,431
STRATUS TECHNOLOGIES, INC., SR. NOTES
605 10.375%, 12/1/08 517,275
- --------------------------------------------------------------------------------------------------
$ 2,103,094
- --------------------------------------------------------------------------------------------------
TELECOMMUNICATIONS -- 1.2%
AIRGATE PCS, INC., SR. NOTES, VARIABLE RATE
$ 105 5.85%, 10/15/11(3) $ 108,150
ALAMOSA DELAWARE, INC., SR. DISC. NOTES
130 12.00%, 7/31/09 139,100
ALAMOSA DELAWARE, INC., SR. NOTES
220 11.00%, 7/31/10 258,500
120 8.50%, 1/31/12 127,800
CENTENNIAL CELLULAR OPERATING CO., LLC, SR. SUB. NOTES
65 10.75%, 12/15/08 67,925
CENTENNIAL CELLULAR OPERATING CO./CENTENNIAL COMMUNICATIONS CORP., SR. NOTES
335 10.125%, 6/15/13 365,150
DOBSON CELLULAR SYSTEMS, INC., VARIABLE RATE
100 6.95%, 11/1/11(3) 103,250
INMARSAT FINANCE PLC
520 7.625%, 6/30/12(3) 527,800
LCI INTERNATIONAL, INC., SR. NOTES
795 7.25%, 6/15/07 733,388
NEW SKIES SATELLITES NV, SR. NOTES, VARIABLE RATE
195 7.438%, 11/1/11(3) 198,413
NEW SKIES SATELLITES NV, SR. SUB. NOTES
260 9.125%, 11/1/12(3) 267,150
PANAMSAT CORP., SR. NOTES
420 9.00%, 8/15/14(3) 447,300
QWEST CAPITAL FUNDING, INC.
55 7.75%, 8/15/06 56,788
70 7.90%, 8/15/10 68,075
QWEST SERVICES CORP.
525 14.00%, 12/15/10(3) 626,063
RURAL CELLULAR CORP., VARIABLE RATE
2,000 5.61%, 3/15/10(3) 2,070,000
SBA TELECOMMUNICATIONS, SR. DISC. NOTES
185 9.75%, 12/15/11 156,788
UBIQUITEL OPERATING CO., SR. NOTES
245 9.875%, 3/1/11 266,438
US UNWIRED, INC., SERIES B
455 10.00%, 6/15/12 494,813
WESTERN WIRELESS CORP., SR. NOTES
260 9.25%, 7/15/13 278,200
- --------------------------------------------------------------------------------------------------
$ 7,361,091
- --------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
17
<Page>
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
UTILITIES -- 2.7%
CALPINE CORP., SR. NOTES
$ 55 8.25%, 8/15/05 $ 54,038
310 7.625%, 4/15/06 289,850
500 8.75%, 7/15/07 360,000
395 8.50%, 7/15/10(3) 292,300
DOW JONES CDX HY
14,000 8.00%, 12/29/09(3) 14,332,500
MISSION ENERGY HOLDING CO.
215 13.50%, 7/15/08 273,588
NORTHWESTERN CORP., SR. NOTES
40 5.875%, 11/1/14(3) 41,450
NRG ENERGY, INC., SR. NOTES
1,165 8.00%, 12/15/13(3) 1,288,781
- --------------------------------------------------------------------------------------------------
$ 16,932,507
- --------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(IDENTIFIED COST $106,723,002) $ 108,345,796
- --------------------------------------------------------------------------------------------------
</Table>
COMMERCIAL PAPER -- 4.4%
<Table>
<Caption>
PRINCIPAL AMOUNT
(000'S OMITTED) SECURITY VALUE
- --------------------------------------------------------------------------------------------------
CORTEZ CAPITAL CORP.
$ 4,268 1.78%, 11/1/04 $ 4,267,578
RANGER FUNDING CO., LLC
5,000 1.78%, 11/4/04 4,998,764
YORKTOWN CAPITAL, LLC
18,561 1.78%, 11/8/04 18,552,740
- --------------------------------------------------------------------------------------------------
$ 27,819,082
- --------------------------------------------------------------------------------------------------
TOTAL COMMERCIAL PAPER
(IDENTIFIED COST $27,819,082) $ 27,819,082
- --------------------------------------------------------------------------------------------------
</Table>
SHORT-TERM INVESTMENTS -- 2.2%
<Table>
<Caption>
PRINCIPAL MATURITY
AMOUNT DATE BORROWER RATE AMOUNT
- --------------------------------------------------------------------------------------
$ 13,914,000 11/01/04 Investors Bank and Trust
Company Time Deposit 1.88% $ 13,914,000
- --------------------------------------------------------------------------------------
TOTAL SHORT-TERM INVESTMENTS
(AT AMORTIZED COST) $ 13,914,000
- --------------------------------------------------------------------------------------
TOTAL INVESTMENTS -- 158.6%
(IDENTIFIED COST $997,704,371) $ 1,004,454,049
- --------------------------------------------------------------------------------------
OTHER ASSETS, LESS LIABILITIES -- 3.7% $ 23,456,213
- --------------------------------------------------------------------------------------
AUCTION PREFERRED SHARES PLUS
CUMULATIVE UNPAID
DIVIDENDS -- (62.3)% $ (394,326,263)
- --------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON
SHARES -- 100.0% $ 633,583,999
- --------------------------------------------------------------------------------------
</Table>
Note: The Trust has made commitments to fund specified amounts under certain
existing credit arrangments. Pursuant to the terms of these arrangements,
the Trust had unfunded loan commitments of $5,471,841 as of October 31,
2004.
PIK - Payment In Kind.
(1) Senior floating-rate interests often require prepayments from excess cash
flows or permit the borrower to repay at its election. The degree to which
borrowers repay, whether as a contractual requirement or at their
election, cannot be predicted with accuracy. As a result, the actual
remaining maturity may be substantially less than the stated maturities
shown. However, it is anticipated that the senior floating-rate interests
will have an expected average life of approximately two to three years.
The stated interest rate represents the weighted average interest rate of
all contracts within the senior loan facility.
(2) Non-income producing security.
(3) Security exempt from registration under Rule 144A of the Securities Act of
1933. These securities may be sold in transactions exempt from
registration, normally to qualified institutional buyers. At October 31,
2004, the aggregate value of the securities is $58,510,994 or 9.2% of the
Trust's net assets.
(4) Security valued at fair value using methods determined in good faith by or
at the direction of the Trustees.
See notes to financial statements
18
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST as of October 31, 2004
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
AS OF OCTOBER 31, 2004
<Table>
ASSETS
Investments, at value (identified cost, $997,704,371) $ 1,004,454,049
Cash 7,834,156
Receivable for investments sold 374,541
Receivable from the Transfer Agent 264,680
Receivable for open swap contracts 107,351
Dividends and interest receivable 5,890,441
Cash collateral segregated for credit default swaps 11,600,000
Prepaid expenses 79,811
- --------------------------------------------------------------------------------
TOTAL ASSETS $ 1,030,605,029
- --------------------------------------------------------------------------------
LIABILITIES
Payable for investments purchased $ 2,464,682
Payable to affiliate for Trustees' fees 1,412
Accrued expenses 228,673
- --------------------------------------------------------------------------------
TOTAL LIABILITIES $ 2,694,767
- --------------------------------------------------------------------------------
AUCTION PREFERRED SHARES (15,760 SHARES OUTSTANDING) AT
LIQUIDATION VALUE PLUS CUMULATIVE UNPAID DIVIDENDS 394,326,263
- --------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHARES $ 633,583,999
- --------------------------------------------------------------------------------
SOURCES OF NET ASSETS
Common Shares, $0.01 par value, unlimited number of shares
authorized, 33,403,970 shares issued and outstanding $ 334,040
Additional paid-in capital 632,846,491
Accumulated net realized loss (computed on the basis of
identified cost) (6,757,854)
Undistributed net investment income 539,293
Net unrealized appreciation (computed on the basis of
identified cost) 6,622,029
- --------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHARES $ 633,583,999
- --------------------------------------------------------------------------------
NET ASSET VALUE PER COMMON SHARE
($633,583,999 DIVIDED BY 33,403,970 COMMON SHARES
ISSUED AND OUTSTANDING) $ 18.97
- --------------------------------------------------------------------------------
</Table>
STATEMENT OF OPERATIONS
FOR THE PERIOD ENDED
OCTOBER 31, 2004(1)
<Table>
INVESTMENT INCOME
Interest $ 37,474,023
Dividends 711,282
- --------------------------------------------------------------------------------
TOTAL INVESTMENT INCOME $ 38,185,305
- --------------------------------------------------------------------------------
EXPENSES
Investment adviser fee $ 6,599,223
Trustees' fees and expenses 9,885
Preferred shares remarketing agent fee 755,616
Custodian fee 212,510
Printing and postage 141,583
Legal and accounting services 126,062
Transfer and dividend disbursing agent fees 55,189
Organization expenses 7,500
Miscellaneous 96,827
- --------------------------------------------------------------------------------
TOTAL EXPENSES $ 8,004,395
- --------------------------------------------------------------------------------
Deduct --
Reduction of custodian fee $ 2,241
Reduction of Investment Adviser fee 1,754,115
Expense reimbursement 7,500
- --------------------------------------------------------------------------------
TOTAL EXPENSE REDUCTIONS $ 1,763,856
- --------------------------------------------------------------------------------
NET EXPENSES $ 6,240,539
- --------------------------------------------------------------------------------
NET INVESTMENT INCOME $ 31,944,766
- --------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss)--
Investment transactions (identified cost basis) $ (4,090,790)
Swap contracts 286,378
- --------------------------------------------------------------------------------
NET REALIZED LOSS $ (3,804,412)
- --------------------------------------------------------------------------------
Change in unrealized appreciation (depreciation)--
Investments (identified cost basis) $ 6,749,678
Swap contracts (127,649)
- --------------------------------------------------------------------------------
NET CHANGE IN UNREALIZED APPRECIATION $ 6,622,029
- --------------------------------------------------------------------------------
NET REALIZED AND UNREALIZED GAIN $ 2,817,617
- --------------------------------------------------------------------------------
DISTRIBUTIONS TO PREFERRED SHAREHOLDERS FROM INCOME $ (4,366,536)
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 30,395,847
- --------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, November 28, 2003, to
October 31, 2004.
See notes to financial statements
19
<Page>
STATEMENT OF CHANGES IN NET ASSETS
<Table>
<Caption>
PERIOD ENDED
OCTOBER 31, 2004(1)
- --------------------------------------------------------------------------------
INCREASE (DECREASE)
IN NET ASSETS
From operations --
Net investment income $ 31,944,766
Net realized loss from investment transactions and swap
contracts (3,804,412)
Net change in unrealized appreciation (depreciation)
from investments and swap contracts 6,622,029
Distributions to preferred shareholders from net
investment income (4,366,536)
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 30,395,847
- --------------------------------------------------------------------------------
Distributions to common shareholders --
From net investment income $ (29,992,379)
- --------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS TO COMMON SHAREHOLDERS $ (29,992,379)
- --------------------------------------------------------------------------------
Capital share transactions --
Proceeds from sale of common shares(2) $ 635,075,000
Reinvestment of distributions to common shareholders 2,824,407
Offering costs and preferred shares underwriting
discounts (4,818,876)
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS $ 633,080,531
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS $ 633,483,999
- --------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHARES
At beginning of period $ 100,000
- --------------------------------------------------------------------------------
AT END OF PERIOD $ 633,583,999
- --------------------------------------------------------------------------------
UNDISTRIBUTED NET INVESTMENT INCOME
INCLUDED IN NET ASSETS APPLICABLE TO
COMMON SHARES
AT END OF PERIOD $ 539,293
- --------------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, November 28, 2003, to October
31, 2004.
(2) Proceeds from sales of shares net of sales load paid of $29,925,000.
See notes to financial statements
20
<Page>
FINANCIAL HIGHLIGHTS
SELECTED DATA FOR A COMMON SHARE OUTSTANDING DURING THE PERIODS STATED
<Table>
<Caption>
PERIOD ENDED
OCTOBER 31, 2004(1)(2)
- -------------------------------------------------------------------------------------------------
Net asset value -- Beginning of period (Common shares)(3) $ 19.100
- -------------------------------------------------------------------------------------------------
INCOME (LOSS) FROM OPERATIONS
Net investment income $ 0.968
Net realized and unrealized gain 0.080
Distribution to preferred shareholders from net investment income (0.132)
- -------------------------------------------------------------------------------------------------
TOTAL INCOME FROM OPERATIONS $ 0.916
- -------------------------------------------------------------------------------------------------
LESS DISTRIBUTIONS TO COMMON SHAREHOLDERS
From net investment income $ (0.900)
- -------------------------------------------------------------------------------------------------
TOTAL DISTRIBUTIONS TO COMMON SHAREHOLDERS $ (0.900)
- -------------------------------------------------------------------------------------------------
PREFERRED AND COMMON SHARES OFFERING COSTS CHARGED TO PAID-IN CAPITAL $ (0.027)
- -------------------------------------------------------------------------------------------------
PREFERRED SHARES UNDERWRITING DISCOUNTS $ (0.119)
- -------------------------------------------------------------------------------------------------
NET ASSET VALUE -- END OF PERIOD (COMMON SHARES) $ 18.970
- -------------------------------------------------------------------------------------------------
MARKET VALUE -- END OF PERIOD (COMMON SHARES) $ 19.940
- -------------------------------------------------------------------------------------------------
TOTAL INVESTMENT RETURN ON NET ASSET VALUE(4) 4.13%
- -------------------------------------------------------------------------------------------------
TOTAL INVESTMENT RETURN ON MARKET VALUE(4) 9.45%
- -------------------------------------------------------------------------------------------------
</Table>
See notes to financial statements
21
<Page>
<Table>
<Caption>
PERIOD ENDED
OCTOBER 31, 2004(1)(2)
- -------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA+ ++
Net assets applicable to common shares, end of period (000's omitted) $ 633,584
Ratios (As a percentage of average net assets applicable to common
shares):
Net expenses(5) 1.08%(6)
Net expenses after custodian fee reduction 1.08%(6)
Net investment income(5) 5.51%(6)
Portfolio Turnover 95%
+ The operating expenses of the Trust reflect a reduction of the
investment advisor fee and a reimbursement of expenses by the
Advisor. Had such actions not been taken, the ratios and net
investment income per share would have been as follows:
Ratios (As a percentage of average net assets applicable to common
shares):
Expenses(5) 1.38%(6)
Expenses after custodian fee reduction 1.38%(6)
Net investment income(5) 5.21%(6)
Net investment income per share $ 0.914
++ The ratios reported are based on net assets applicable solely to
common shares. The ratios based on net assets, including amounts
related to preferred shares, are as follows:
Ratios (As a percentage of average total net assets):
Net expenses 0.71%(6)
Net expenses after custodian fee reduction 0.71%(6)
Net investment income 3.63%(6)
+ The operating expenses of the Trust reflect a reduction of the
investment advisor fee and a reimbursement of expenses by the
Advisor. Had such actions not been taken, the ratios would have
been as follows:
Ratios (As a percentage of average total net assets):
Expenses 0.91%(6)
Expenses after custodian fee reduction 0.91%(6)
Net investment income 3.43%(6)
Senior Securities:
Total preferred shares outstanding 15,760
Asset coverage per preferred share(7) $ 65,223
Involuntary liquidation preference per preferred share(8) $ 25,000
Approximate market value per preferred share(8) $ 25,000
</Table>
(1) Computed using average common shares outstanding.
(2) For the period from the start of business, November 28, 2003, to October
31, 2004.
(3) Net asset value at beginning of period reflects the deduction of the sales
load of $0.90 per share paid by the shareholder from the $20.00 offering
price.
(4) Total investment return on net asset value is calculated assuming a
purchase at the offering price of $20.00 less the sales load of $0.90 per
share paid by the shareholder on the first day and a sale at the net asset
value on the last day of the period reported. Total investment return on
market value is calculated assuming a purchase at the offering price of
$20.00 less the sales load of $0.90 per share paid by the shareholder on
the first day and a sale at the current market price on the last day of the
period reported. Total investment return on net asset value and total
investment return on market value are not computed on an annualized basis.
(5) Ratios do not reflect the effect of dividend payments to preferred
shareholders. Ratios to average net assets applicable to common shares
reflect the Fund's leveraged capital structure.
(6) Annualized.
(7) Calculated by subtracting the Fund's total liabilities (not including the
preferred shares) from the Fund's total assets, and dividing this by the
number of preferred shares outstanding.
(8) Plus accumulated and unpaid dividends.
See notes to financial statements
22
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST as of October 31, 2004
NOTES TO FINANCIAL STATEMENTS
1 SIGNIFICANT ACCOUNTING POLICIES
Eaton Vance Senior Floating-Rate Trust (the Trust) is registered under the
Investment Company Act of 1940, as amended, as a diversified closed-end
management investment company. The Trust, which was organized as a
Massachusetts business trust on August 5, 2003, seeks to provide a high level
of current income. The Trust may, as a secondary objective, also seek
preservation of capital to the extent consistent with its primary goal of
high current income. The Trust pursues its objectives by investing primarily
in senior, secured floating rate loans (Senior Loans). The following is a
summary of significant accounting policies of the Trust. The policies are in
conformity with accounting principles generally accepted in the United States
of America.
A INVESTMENT VALUATION -- Certain senior loans are deemed to be liquid if
reliable market quotations are readily available for them. Liquid Senior
Loans are valued on the basis of prices furnished by a pricing service. Other
Senior Loans are valued at fair value by the Trust's investment advisor,
Eaton Vance Management (EVM), under procedures established by the Trustees as
permitted by Section 2(a)(41) of the Investment Company Act of 1940. Such
procedures include the consideration of relevant factors, data and
information relating to fair value, including (i) the characteristics of and
fundamental analytical data relating to the Senior Loan, including the cost,
size, current interest rate, period until next interest rate reset, maturity
and base lending rate of the Senior Loan, the terms and conditions of the
Senior Loan and any related agreements, and the position of the Senior Loan
in the Borrower's debt structure; (ii) the nature, adequacy and value of the
collateral, including the Trust's rights, remedies and interests with respect
to the collateral; (iii) the creditworthiness of the Borrower, based on an
evaluation of its financial condition, financial statements and information
about the Borrower's business, cash flows, capital structure and future
prospects; (iv) information relating to the market for the Senior Loan,
including price quotations for and trading in the Senior Loan, and interests
in similar Senior Loans and the market environment and investor attitudes
towards the Senior Loan and interests in similar Senior Loans; (v) the
experience, reputation, stability and financial condition of the agent and
any intermediate participant in the Senior Loan; and (vi) general economic
and market conditions affecting the fair value of the Senior Loan. Other
portfolio securities (other than short-term obligations, but including listed
issues) may be valued on the basis of prices furnished by one or more pricing
services which determine prices for normal, institutional-size trading units
of such securities which may use market information, transactions for
comparable securities and various relationships between securities which are
generally recognized by institutional traders. In certain circumstances,
portfolio securities will be valued at the last sale price on the exchange
that is the primary market for such securities, or the average of the last
quoted bid price and asked price for those securities for which the
over-the-counter market is the primary market or for listed securities in
which there were no sales during the day. Marketable securities listed in the
NASDAQ National Market System are valued at the NASDAQ official closing
price. The value of swaps will be based on dealer quotations. Short-term
obligations which mature in 60 days or less, are valued at amortized cost, if
their original term to maturity when acquired by the Trust was 60 days or
less or are valued at amortized cost using their value on the 61st day prior
to maturity, if their original term to maturity when acquired by the Trust
was more than 60 days, unless in each case this is determined not to
represent fair value. OTC options are valued at the mean between bid and
asked price provided by dealers. Financial futures contracts listed on
commodity exchanges and exchange traded options 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. Repurchase agreements are valued at cost
plus accrued interest. Other portfolio securities for which there are no
quotations or valuations are valued at fair value as determined in good faith
by or on behalf of the Trustees.
B INCOME -- Interest income from Senior Loans is recorded on the accrual
basis at the then-current interest rate, while all other interest income is
determined on the basis of interest accrued, adjusted for amortization of
premium or accretion of discount. Dividend income is recorded on the
ex-dividend date for dividends received in cash and/or securities.
C FEDERAL TAXES -- The Trust'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 October 31, 2004, the Trust, for
federal income tax purposes, had a capital loss carryover of $5,860,075 which
will reduce the Trust's taxable income arising from future net realized gains
on investments, if any, to the extent permitted by the Internal Revenue Code,
and thus will reduce the amount of the distributions to shareholders
23
<Page>
which would otherwise be necessary to relieve the Trust of any liability for
federal income or excise tax. Such capital loss carryover will expire on
October 31, 2012.
D INVESTMENT TRANSACTIONS -- Investment transactions are recorded on a trade
date basis. Realized gains and losses from such transactions are determined
using the specific identification method. Securities purchased or sold on a
when-issued or delayed delivery basis may be settled a month or more after
the transaction date. The securities so purchased are subject to market
fluctuations during this period. To the extent that when-issued or delayed
delivery purchases are outstanding, the Trust instructs the custodian to
segregate assets in a separate account, with a current value at least equal
to the amount of its purchase commitments.
E OFFERING COSTS -- Costs incurred by the Trust in connection with the
offering of the common shares and preferred shares were recorded as a
reduction of capital paid in excess of par applicable to common shares.
F EXPENSE REDUCTION -- Investors Bank & Trust Company (IBT) serves as
custodian of the Trust. Pursuant to the custodian agreement, IBT receives a
fee reduced by credits which are determined based on the average daily cash
balance the Trust maintains with IBT. All credit balances used to reduce the
Trust's custodian fees are reported as a reduction of expenses on the
Statement of Operations.
G WRITTEN OPTIONS -- Upon the writing of a call or a put option, an amount
equal to the premium received by the Trust 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 Trust'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 Trust. The Trust, 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.
H PURCHASED OPTIONS -- Upon the purchase of a call or put option, the premium
paid by the Trust 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 Trust's policies on investment valuations discussed above. If an
option which the Trust has purchased expires on the stipulated expiration
date, the Trust will realize a loss in the amount of the cost of the option.
If the Trust enters into a closing sale transaction, the Trust 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 the Trust
exercises a put option, it will realize a gain or loss from the sale of the
underlying security, and the proceeds from such sale will be decreased by the
premium originally paid. If the Trust exercises a call option, the cost of
the security which the Trust purchases upon exercise will be increased by the
premium originally paid.
I FINANCIAL FUTURES CONTRACTS -- Upon entering into a financial futures
contract, the Trust 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 Trust (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 Trust.
If the Trust enters into a closing transaction, the Trust 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 Trust's investment in financial futures contracts is designed only
to hedge against anticipated future changes in interest rates. Should
interest rates move unexpectedly, the Trust may not achieve the anticipated
benefits of the financial futures contracts and may realize a loss.
J REVERSE REPURCHASE AGREEMENTS -- The Trust may enter into reverse
repurchase agreements. Under such an agreement, the Trust temporarily
transfers possession, but not ownership, of a security to a counterparty, in
return for cash. At the same time, the Trust agrees to repurchase the
security at an agreed-upon price and time in the future. The Trust may enter
into reverse repurchase agreements for temporary purposes, such as to Trust
withdrawals, or for use as hedging instruments where the underlying security
is denominated in a foreign currency. As a form of leverage, reverse
repurchase agreements may increase the risk of fluctuation in the market
value of the Trust's assets or in its yield. Liabilities to counterparties
under reverse repurchase agreements are recognized in the
24
<Page>
Statement of Assets and Liabilities at the same time at which cash is
received by the Trust. The securities underlying such agreements continue to
be treated as owned by the Trust and remain in the Portfolio of Investments.
Interest charged on amounts borrowed by the Trust under reverse repurchase
agreements is accrued daily.
K TOTAL RETURN SWAPS -- The Trust may enter into swap agreements to hedge
against fluctuations in securities prices, interest rates or market
conditions; to change the duration of the overall portfolio; to mitigate
default risk; or for other risk management purposes. Pursuant to these
agreements, the Trust makes monthly payments at a rate equal to a
predetermined spread to the one-month LIBOR. In exchange, the Trust receives
payments based on the rate of return of a benchmark industry index. During
the term of the outstanding swap agreement, changes in the underlying value
of the swap are recorded as unrealized gains and losses. Payments received or
made at the end of the measurement period are recorded as realized gains and
losses. The value of the swap is determined by changes in the relationship
between the rate of interest and the benchmark industry index. The Trust is
exposed to credit loss in the event of non-performance by the swap
counterparty. However, the Trust does not anticipate non-performance by the
counterparty. Risk may also arise from the unanticipated movements in value
of interest rates or the index.
L CREDIT DEFAULT SWAPS -- The Trust may enter into credit default swap
contracts for risk management purposes, including diversification. When the
Trust is the buyer of a credit default swap contract, the Trust is entitled
to receive the par (or other agreed-upon) value of a referenced debt
obligation from the counterparty to the contract in the event of a default by
a third party, such as a U.S. or foreign corporate issuer, on the debt
obligation. In return, the Trust would pay the counterparty a periodic stream
of payments over the term of the contract provided that no event of default
has occurred. If no default occurs, the Trust would have spent the stream of
payments and received no benefit from the contract. When the Trust is the
seller of a credit default swap contract, it receives the stream of payments,
but is obligated to pay upon default of the referenced debt obligation. As
the seller, the Trust would effectively add leverage to its portfolio
because, in addition to its total net assets, the Trust would be subject to
investment exposure on the notional amount of the swap. The Trust will
segregate assets in the form of cash and cash equivalents in an amount equal
to the aggregate market value of the credit default swaps of which it is the
seller, marked to market on a daily basis. These transactions involve certain
risks, including the risk that the seller may be unable to fulfill the
transaction.
M 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.
N 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 Trust, and
shareholders are indemnified against personal liability for obligations of
the Trust. Additionally, in the normal course of business, the Trust enters
into agreements with service providers that may contain indemnification
clauses. The Trust's maximum exposure under these arrangements is unknown as
this would involve future claims that may be made against the Trust that have
not yet occurred.
O 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.
2 AUCTION PREFERRED SHARES
The Trust issued 3,940 shares of Auction Preferred Shares (APS) Series A,
3,940 shares of Auction Preferred Shares (APS) Series B, 3,940 shares of
Auction Preferred Shares (APS) Series C, and 3,940 shares of Auction
Preferred Shares (APS) Series D on January 26, 2004 in a public offering. The
underwriting discount and other offering costs were recorded as a reduction
of the capital of the common shares. Dividends on the APS, which accrue
daily, are cumulative at a rate which was established at the offering of the
APS and have been reset every 28 days thereafter by an auction. Dividend
rates ranged from 1.10% to 1.98% for Series A shares, 1.109% to 1.85% for
Series B shares, 1.08% to 1.90% for Series C shares and 1.09% to 1.95% for
Series D shares.
The APS are redeemable at the option of the Trust, at a redemption price
equal to $25,000 per share, plus accumulated and unpaid dividends on any
dividend payment date. The APS are also subject to mandatory redemption at a
redemption price equal to $25,000 per share, plus accumulated and unpaid
dividends, if the Trust
25
<Page>
is in default for an extended period on its asset maintenance requirements
with respect to the APS. If the dividends on the APS shall remain unpaid in
an amount equal to two full years' dividends, the holders of the APS as a
class have the right to elect a majority of the Board of Trustees. In
general, the holders of the APS and the common shares have equal voting
rights of one vote per share, except that the holders of the APS, as a
separate class, have the right to elect at least two members of the Board of
Trustees. The APS have a liquidation preference of $25,000 per share, plus
accumulated and unpaid dividends. The Trust is required to maintain certain
asset coverage with respect to the APS as defined in the Trust's By-Laws and
the Investment Company Act of 1940. The Trust pays an annual fee equivalent
to 0.25% of the preferred shares' liquidation value for the remarketing
efforts associated with the preferred auctions.
3 DISTRIBUTION TO SHAREHOLDERS
The Trust intends to make monthly distributions of net investment income,
after payment of any dividends on any outstanding Auction Preferred Shares.
In addition, at least annually, the Trust intends to distribute net capital
gain, if any. Distributions are recorded on the ex-dividend date.
Distributions to preferred shareholders are recorded daily and are payable at
the end of each dividend period. Each dividend payment period for the Auction
Preferred Shares is generally twenty-eight days. The applicable dividend rate
for the Auction Preferred Shares on October 31, 2004 was 1.98%, 1.85%, 1.87%,
and 1.93%, for Series A, Series B, Series C, and Series D Shares,
respectively. For the period ended October 31, 2004, the Trust paid dividends
to Auction Preferred shareholders amounting to $1,091,236, $1,090,483,
$1,091,666 and $1,093,151 for Series A, Series B, Series C, and Series D
Shares, respectively, representing an average APS dividend rate for such
period of 1.462%, 1.428%, 1.452%, and 1.475%, respectively.
The Trust distinguishes between distributions on a tax basis and a financial
reporting basis. Accounting principals 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. These differences relate
primarily to the method for amortizing premiums.
The tax character of distributions paid for the period from the start of
business, November 28, 2003, to October 31, 2004 was as follows:
<Table>
<Caption>
PERIOD ENDED
OCTOBER 31, 2004
-----------------------------------------------------------------------------
Distributions declared from:
Ordinary income $ 34,358,915
</Table>
During the period from the start of business, November 28, 2003, to October
31, 2004, undistributed net investment income was decreased by $2,953,442,
and accumulated net realized loss was increased by $2,953,442 primarily due
to differences between book and tax accounting. This change had no effect on
the net assets or the net asset value per share.
As of October 31, 2004, the components of distributable earnings (accumulated
losses) on a tax basis were as follows:
<Table>
Undistributed income $ 539,293
Capital loss carryforwards $ (5,860,075)
Unrealized gain $ 5,724,250
</Table>
4 INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment adviser fee, computed at an annual rate of 0.75% of the
average daily gross assets of the Trust, was earned by Eaton Vance Management
(EVM), as compensation for management and investment advisory services
rendered to the Trust. For the period from the start of business, November
28, 2003 to October 31, 2004, the fee was equivalent to 0.75% (annualized) of
the Trust's average daily gross assets for such period and amounted to
$6,599,223.
In addition, the Adviser has contractually agreed to reimburse the Trust for
fees and other expenses in the amount of 0.20% of the average daily gross
assets of the Trust for the first five full years of the Trust's operations,
0.15% of average weekly gross assets in year 6, 0.10% in year 7 and 0.05% in
year 8. For the period from the start of business, November 28, 2003 to
October 31, 2004 the Investment Adviser waived $1,754,115 of its advisory
fee.
Certain officers and Trustees of the Trust are officers of the above
organization.
26
<Page>
5 PURCHASES AND SALES OF INVESTMENTS
Purchases and sales of investments, other than short-term obligations and
including paydowns, aggregated $1,755,435,162 and $793,206,854 respectively,
for the period from the start of business, November 28, 2003 to October 31,
2004.
6 COMMON SHARES OF BENEFICIAL INTEREST
The Agreement and Declaration of Trust permits the Trustees to issue an
unlimited number of full and fractional $0.01 par value common shares of
beneficial interest. Transactions in common shares were as follows:
<Table>
<Caption>
PERIOD ENDED
OCTOBER 31, 2004(1)
-----------------------------------------------------------------------------
Sales 33,255,000
Issued to shareholders electing to receive payments of
distributions in Fund shares 148,970
-----------------------------------------------------------------------------
NET INCREASE 33,403,970
-----------------------------------------------------------------------------
</Table>
(1) For the period from the start of business, November 28, 2003, to October
31, 2004.
7 FEDERAL INCOME TAX BASIS OF UNREALIZED APPRECIATION (DEPRECIATION)
The cost and unrealized appreciation (depreciation) in value of investments
owned by the Trust at October 31, 2004, as computed on a federal income tax
basis, were as follows:
<Table>
AGGREGATE COST $ 998,602,150
-----------------------------------------------------------------------------
Gross unrealized appreciation $ 9,828,612
Gross unrealized depreciation (3,976,713)
-----------------------------------------------------------------------------
NET UNREALIZED APPRECIATION $ 5,851,899
-----------------------------------------------------------------------------
</Table>
8 FINANCIAL INSTRUMENTS
The Trust may trade in financial instruments with off-balance sheet risk in
the normal course of its investing activities to assist in managing exposure
to various market risks. These financial instruments include written options
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 Trust 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.
At October 31, 2004, the Trust had entered into Credit Default Swaps with
Credit Suisse First Boston dated January 9, 2004 and January 27, 2004 whereby
the Trust will receive 2.45% per year times the notional amounts of
$5,800,000 and $5,800,000, respectively. The Trust makes payment only upon a
default event on underlying loan assets (50 in total, each representing 2% of
the notional value of the swap). At October 31, 2004, The Trust had
sufficient cash segregated to cover potential obligations arising from open
swap contracts.
9 ANNUAL MEETING OF SHAREHOLDERS (UNAUDITED)
The Trust held its Annual Meeting of Shareholders on August 19, 2004. The
following action was taken by the shareholders:
ITEM 1: The election of Lynn A. Stout and Samuel L. Hayes, III as Trustees of
the Trust for a three-year term expiring in 2007. Mr. Hayes was
designated the Nominee to be elected solely by APS shareholders:
<Table>
<Caption>
NUMBER OF SHARES
NOMINEE FOR TRUSTEE -----------------------
ELECTED BY ALL SHAREHOLDERS FOR WITHHELD
-------------------------------------------------------------------------------
Lynn A. Stout 26,413,858 166,483
<Caption>
NUMBER OF SHARES
NOMINEE FOR TRUSTEE -----------------------
ELECTED BY APS SHAREHOLDERS FOR WITHHELD
-------------------------------------------------------------------------------
Samuel L. Hayes, III 10,202 18
</Table>
27
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST as of October 31, 2004
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE TRUSTEES AND SHAREHOLDERS OF EATON VANCE SENIOR FLOATING-RATE TRUST:
We have audited the accompanying statement of assets and liabilities of Eaton
Vance Senior Floating-Rate Trust (the Trust), including the portfolio of
investments as of October 31, 2004, and the related statement of operations, the
statement of changes in net assets, and the financial highlights for the period
from the start of business, November 28, 2003, to October 31, 2004. These
financial statements and financial highlights are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audit.
We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities held as of October 31, 2004 by correspondence with the custodian and
brokers; where replies were not received from brokers, we performed other
auditing procedures. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
Eaton Vance Senior Floating-Rate Trust at October 31, 2004, the results of its
operations, the changes in its net assets, and the financial highlights for the
period from the start of business, November 28, 2003, to October 31, 2004, in
conformity with accounting principles generally accepted in the United States of
America.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 22, 2004
28
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST as of October 31, 2004
FEDERAL TAX INFORMATION (Unaudited)
The Form 1099-DIV you receive in January 2005 will show the tax status of all
distributions paid to your account in calendar 2004. Shareholders are advised to
consult their own tax adviser with respect to the tax consequences of their
investment in the Fund.
29
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST
DIVIDEND REINVESTMENT PLAN
The Trust offers a dividend reinvestment plan (the Plan) pursuant to which
shareholders may elect to have dividends and capital gains distributions
reinvested in common shares (the Shares) of the Trust. You may elect to
participate in the Plan by completing the Dividend Reinvestment Plan Application
Form. If you do not participate, you will receive all distributions in cash paid
by check mailed directly to you by PFPC Inc. as dividend paying agent. On the
distribution payment date, if the net asset value per Share is equal to or less
than the market price per Share plus estimated brokerage commissions then new
Shares will be issued. The number of Shares shall be determined by the greater
of the net asset value per Share or 95% of the market price. Otherwise, Shares
generally will be purchased on the open market by the Plan Agent. Distributions
subject to income tax (if any) are taxable whether or not shares are reinvested.
If your shares are in the name of a brokerage firm, bank, or other nominee, you
can ask the firm or nominee to participate in the Plan on your behalf. If the
nominee does not offer the Plan, you will need to request that your shares be
re-registered in your name with the Trust's transfer agent, PFPC, Inc. or you
will not be able to participate.
The Plan Agent's service fee for handling distributions will be paid by the
Trust. Each participant will be charged their pro rata share of brokerage
commissions on all open-market purchases.
Plan participants may withdraw from the Plan at any time by writing to the Plan
Agent at the address noted on the following page. If you withdraw, you will
receive shares in your name for all Shares credited to your account under the
Plan. If a participant elects by written notice to the Plan Agent to have the
Plan Agent sell part or all of his or her Shares and remit the proceeds, the
Plan Agent is authorized to deduct a $5.00 fee plus brokerage commissions from
the proceeds.
If you wish to participate in the Plan and your shares are held in your own
name, you may complete the form on the following page and deliver it to the Plan
Agent.
Any inquires regarding the Plan can be directed to the Plan Agent, PFPC, Inc.,
at 1-800-331-1710.
30
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST
APPLICATION FOR PARTICIPATION IN DIVIDEND REINVESTMENT PLAN
This form is for shareholders who hold their common shares in their own names.
If your common shares are held in the name of a brokerage firm, bank, or other
nominee, you should contact your nominee to see if it will participate in the
Plan on your behalf. If you wish to participate in the Plan, but your brokerage
firm, bank, or nominee is unable to participate on your behalf, you should
request that your common shares be re-registered in your own name which will
enable your participation in the Plan.
The following authorization and appointment is given with the understanding that
I may terminate it at any time by terminating my participation in the Plan as
provided in the terms and conditions of the Plan.
----------------------------------------------
Please print exact name on account:
----------------------------------------------
Shareholder signature Date
----------------------------------------------
Shareholder signature Date
Please sign exactly as your common shares are
registered. All persons whose names appear on
the share certificate must sign.
YOU SHOULD NOT RETURN THIS FORM IF YOU WISH TO RECEIVE YOUR DIVIDENDS AND
DISTRIBUTIONS IN CASH. THIS IS NOT A PROXY.
THIS AUTHORIZATION FORM, WHEN SIGNED, SHOULD BE MAILED TO THE FOLLOWING ADDRESS:
Eaton Vance Senior Floating-Rate Trust
c/o PFPC, Inc.
P.O. Box 43027
Providence, RI 02940-3027
800-331-1710
NUMBER OF EMPLOYEES
The Trust is organized as a Massachusetts business trust and is registered under
the Investment Company Act of 1940, as amended, as a diversified closed-end
management investment company and has no employees.
NUMBER OF SHAREHOLDERS
As of October 31, 2004, our records indicate that there are 16 registered
shareholders and approximately 24,177 shareholders owning the Trust shares in
street name, such as through brokers, banks, and financial intermediaries.
If you are a street name shareholder and wish to receive our reports directly,
which contain important information about the Trust, please write or call:
Eaton Vance Distributors, Inc.
The Eaton Vance Building
255 State Street
Boston, MA 02109
1-800-225-6265
NEW YORK STOCK EXCHANGE SYMBOL
The New York Stock Exchange symbol is EFR.
31
<Page>
EATON VANCE SENIOR FLOATING-RATE TRUST
MANAGEMENT AND ORGANIZATION
Trust Management. The Trustees of Eaton Vance Senior Floating-Rate Trust (the
Trust) are responsible for the overall management and supervision of the Trust's
affairs. The Trustees and officers of the Trust are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Trustees and officers of the Trust hold
indefinite terms of office. The "noninterested Trustees" consist of those
Trustees who are not "interested persons" of the Trust, as that term is defined
under the 1940 Act. The business address of each Trustee and officer is The
Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used
below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Vance, Inc.,
"EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and
Research, 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 Trust's
principal underwriter and a wholly-owned subsidiary of EVM.
<Table>
<Caption>
TERM OF NUMBER OF PORTFOLIOS
POSITION(S) OFFICE AND IN FUND COMPLEX
NAME AND WITH THE LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY
DATE OF BIRTH TRUST SERVICE DURING PAST FIVE YEARS TRUSTEE(1) OTHER DIRECTORSHIPS HELD
- -----------------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE
James B. Hawkes Trustee and Since 2003 Chairman, President and 192 Director of EVC
11/9/41 Vice President Chief Executive Officer of
BMR, EVC, EVM and EV;
Director of EV; Vice
President and Director of
EVD. Trustee and/or officer
of 192 registered investment
companies in the Eaton Vance
Fund Complex. Mr. Hawkes is
an interested person because
of his positions with BMR,
EVM, EVC and EV, which are
affiliates of the Trust.
NONINTERESTED TRUSTEE(S)
Samuel L. Hayes, III Trustee Since 2003 Jacob H. Schiff Professor of 192 Director of Tiffany & Co.
2/23/35 Investment Banking Emeritus, (specialty retailer) and
Harvard University Graduate Telect, Inc.
School of Business (telecommunication
Administration. services company)
William H. Park Trustee Since 2003 President and Chief 192 None
9/19/47 Executive Officer, Prizm
Capital Management, LLC
(investment management firm)
(since 2002). Executive Vice
President and Chief
Financial Officer, United
Asset Management Corporation
( a holding company owning
institutional investment
management firms)
(1982-2001).
Ronald A. Pearlman Trustee Since 2003 Professor of Law, Georgetown 192 None
7/10/40 University Law Center (since
1999). Tax Partner,
Covington & Burling,
Washington, DC (1991-2000).
Norton H. Reamer Trustee Since 2003 President and Chief 192 None
9/21/35 Executive Officer of Asset
Management Finance Corp. (a
specialty finance company
serving the investment
management industry) (since
October 2003). President,
Unicorn Corporation (an
investment and financial
advisory services company)
(since September 2000).
Formerly, Chairman, 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 2003 Professor of Law, University 192 None
9/14/57 of California at Los Angeles
School of Law (since July
2001). Formerly, Professor
of Law, Georgetown
University Law Center.
</Table>
32
<Page>
PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES
<Table>
<Caption>
TERM OF
POSITION(S) OFFICE AND
NAME AND WITH THE LENGTH OF PRINCIPAL OCCUPATION(S)
DATE OF BIRTH TRUST SERVICE DURING PAST FIVE YEARS
- ----------------------------------------------------------------------------------------------
Thomas E. Faust Jr. President Since 2003 Executive Vice President of EVM, BMR,
5/31/58 EVC and EV; Chief 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 55 registered
investment companies managed by EVM or
BMR.
Scott H. Page Vice President Since 2003 Vice President EVM and BMR. Officer of
11/30/59 13 registered investment companies
managed by EVM or BMR.
Craig Russ Vice President Since 2003 Vice President EVM and BMR. Officer of 1
10/30/63 registered investment companies managed
by EVM or BMR.
Payson F. Swaffield Vice President Since 2003 Vice President of EVM and BMR. Officer
8/13/56 of 13 registered investment companies
managed by EVM or BMR.
Michael Weilheimer Vice President Since 2003 Vice President of EVM and BMR. Officer
2/11/61 of 10 registered investment companies
managed by EVM or BMR.
Alan R. Dynner Secretary Since 2003 Vice President, Secretary and Chief
10/10/40 Legal Officer of BMR, EVM, EVD, EV and
EVC. Officer of 192 registered
investment companies managed by EVM or
BMR.
Barbara E. Campbell Treasurer Since 2003 Vice President of EVM and BMR. Officer
6/19/57 of 192 registered investment companies
managed by EVM or BMR.
Paul M. O'Neil Chief Compliance Since 2004 Vice President of EVM and BMR. Officer
7/11/53 Officer of 192 registered investment companies
managed by EVM or BMR.
</Table>
(1) Includes both master and feeder funds in a master-feeder structure.
The SAI for the Trust includes additional information about the Trustees and
officers of the Trust and can be obtained without charge by calling
1-800-225-6265.
In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed
Company Manual, the Fund's Annual CEO Certification certifying as to compliance
with NYSE's Corporate Governance Listing Standards was submitted to the Exchange
on August 19, 2004.
33
<Page>
INVESTMENT ADVISER OF EATON VANCE SENIOR FLOATING-RATE TRUST
EATON VANCE MANAGEMENT
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
ADMINISTRATOR OF EATON VANCE SENIOR FLOATING-RATE TRUST
EATON VANCE MANAGEMENT
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
CUSTODIAN
INVESTORS BANK & TRUST COMPANY
200 CLARENDON STREET
BOSTON, MA 02116
TRANSFER AGENT
PFPC INC.
ATTN: EATON VANCE FUNDS
P.O. BOX 43027
PROVIDENCE, RI 02940-3027
(800) 331-1710
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
DELOITTE & TOUCHE LLP
200 BERKELEY STREET
BOSTON, MA 02116-5022
EATON VANCE SENIOR FLOATING-RATE TRUST
THE EATON VANCE BUILDING
255 STATE STREET
BOSTON, MA 02109
<Page>
2025-12/04 CE-FLRTSRC
<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
(a)-(d)
The following table presents aggregate fees billed to the registrant for its
first fiscal years ended October 31, 2004 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 such period.
The Trust commenced operations on November 28, 2003. The following table
presents the aggregate fees billed to the Trust for the Trust's first fiscal
year ended October 31, 2004 by the Fund's principal accountant for professional
services rendered for the audit of the Trust's annual financial statements and
fees billed for other services rendered by the principal accountant during such
period.
<Table>
<Caption>
FISCAL YEARS ENDED 10/31/04*
- ----------------------------------------------------------------
Audit Fees $ 64,891
Audit-Related Fees(1) $ 4,950
</Table>
<Page>
<Table>
Tax Fees(2) $ 6,100
All Other Fees(3) $ 0
----------------
Total $ 75,941
================
</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 and specifically include fees for the performance of certain
agreed-upon procedures relating to the registrant's auction preferred shares.
(2) Tax fees consist of the aggregate fees billed for professional services
rendered by the principal accountant relating to tax compliance, tax advice, and
tax planning and specifically include fees for tax return preparation.
(3) All other fees consist of the aggregate fees billed for products and
services provided by the registrant's principal accountant other than audit,
audit-related, and tax services.
* The Trust commenced operations on November 28, 2003.
(e)(1) The registrant's audit committee has adopted policies and procedures
relating to the pre-approval of services provided by the registrant's principal
accountant (the "Pre-Approval Policies"). The Pre-Approval Policies establish a
framework intended to assist the audit committee in the proper discharge of its
pre-approval responsibilities. As a general matter, the Pre-Approval Policies
(i) specify certain types of audit, audit-related, tax, and other services
determined to be pre-approved by the audit committee; and (ii) delineate
specific procedures governing the mechanics of the pre-approval process,
including the approval and monitoring of audit and non-audit service fees.
Unless a service is specifically pre-approved under the Pre-Approval Policies,
it must be separately pre-approved by the audit committee.
The Pre-Approval Policies and the types of audit and non-audit services
pre-approved therein must be reviewed and ratified by the registrant's audit
committee at least annually. The registrant's audit committee maintains full
responsibility for the appointment, compensation, and oversight of the work of
the registrant's principal accountant.
(e)(2) No services described in paragraphs (b)-(d) above were approved by the
registrant's audit committee pursuant to the "de minimis exception" set forth in
Rule 2-01 (c)(7)(i)(C) of Regulation S-X.
(f) Not applicable.
(g) The following table presents (i) the aggregate non-audit fees (i.e., fees
for audit-related, tax, and other services) billed to the registrant by the
registrant's principal accountant for the registrant's first fiscal year; and
(ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other
services) billed to the Eaton Vance organization by the registrant's principal
accountant for the same time period.
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<Table>
<Caption>
FISCAL YEARS ENDED 10/31/04*
- ----------------------------------------------------------------
Registrant $ 11,050
Eaton Vance (1) $ 340,730
</Table>
(1) Eaton Vance Management, a subsidiary of Eaton Vance Corp., acts as the
registrant's investment adviser and administrator.
* The Trust commenced operations on November 28, 2003.
(h) The registrant's audit committee has considered whether the provision by
the registrant's principal accountant of non-audit services to the registrant's
investment adviser and any entity controlling, controlled by, or under common
control with the adviser that provides ongoing services to the registrant that
were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is
compatible with maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not required in this filing.
ITEM 6. SCHEDULE OF INVESTMENTS
Please see schedule of investments contained in the Report to Stockholders
included under Item 1 of this Form N-CSR.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES
Not required in this filing.
ITEM 8. 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
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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.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
EATON VANCE SENIOR FLOATING-RATE TRUST
By: /s/ Thomas E. Faust Jr.
----------------------------------------
Thomas E. Faust Jr.
President
Date: December 22, 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: December 22, 2004
By: /s/ Thomas E. Faust Jr.
---------------------------------------
Thomas E. Faust Jr.
President
Date: December 22, 2004