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

811-21563

 

Eaton Vance Short Duration Diversified Income Fund

(Exact name of registrant as specified in charter)

 

The Eaton Vance Building, 255 State Street, Boston, Massachusetts

 

02109

(Address of principal executive offices)

 

(Zip code)

 

Maureen A. Gemma
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(617) 482-8260

 

 

Date of fiscal year end:

October 31

 

 

Date of reporting period:

April 30, 2008

 

 



 

Item 1. Reports to Stockholders

 



Semiannual Report April 30, 2008

EATON VANCE
SHORT
DURATION
DIVERSIFIED
INCOME
FUND



IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS AND PROXY VOTING

Privacy. The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy ("Privacy Policy") with respect to nonpublic personal information about its customers:

•  Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

•  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.

Delivery of Shareholder Documents. The Securities and Exchange Commission (the "SEC") permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called "householding" and it helps eliminate duplicate mailings to shareholders.

Eaton Vance, or your financial 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.

Portfolio Holdings. The Fund and its underlying Portfolio (if applicable) will file a schedule of its portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC's website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC's public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds' and Portfolios' Boards. You may obtain a description of these policies and procedures and information on how the Fund or Portfolio voted proxies relating to portfolio securities during the most recent 12 month period ended June 30, without charge, upon request, by calling 1-800-262-1122. This description is also available on the SEC's website at www.sec.gov.




 

Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

 

INVESTMENT UPDATE

 

 

Payson F. Swaffield, CFA

 

Co-Portfolio Manager

 

 

 

Mark S. Venezia, CFA

 

Co-Portfolio Manager

 

 

 

 

Scott H. Page, CFA

 

Co-Portfolio Manager

 

 

 

 

Susan Schiff, CFA

 

Co-Portfolio Manager

 

 

 

 

Catherine C. McDermott

 

Co-Portfolio Manager

 

 

 

 

Christine Johnston, CFA

 

Co-Portfolio Manager

 

 

Economic and Market Conditions

 

·             In the senior loan market, the price dislocation in the credit markets that began in the second half of 2007 worsened during the first quarter of 2008. What began as a reaction to the unrelated but growing subprime mortgage problem, grew into a substantial market wide sell off that affected not just the loan market but other fixed income and equity asset classes as well. The impact on the bank loan asset class was significant and unprecedented. Average loan prices, which had fallen about 4-5% by December 2007, declined a further 7-8% by mid-February before recovering somewhat by the end of that month. Along with the tentative return of market

confidence, loan prices have been rising since mid-March, and are up approximately 4-5% from their mid-February bottom. Management is cautiously optimistic that the worst is behind us and the market could possibly see continued price firming in the coming months ahead. Default rates in the marketplace have increased to 1%, but remain well below historical averages of 3%. While management believes that default rates are likely to rise beyond the currently low level, management also believes that, in certain instances, default risks are priced into the asset class.

 

·             The six months ended April 30, 2008 was also one of the most volatile periods in decades for the mortgage-backed securities (MBS) market. During the period, seasoned MBS yield spreads widened approximately 100 basis points. The credit crunch, which began in 2007 as a result of problems associated with subprime lending, worsened in early 2008 amid declining home values and a weakening economy. As foreclosures surged among subprime borrowers, investors became increasingly risk-averse, even with respect to higher-quality, agency-backed MBS, and the MBS market reflected investor concerns. At mid-March, the financial markets began to stabilize, as the Federal Reserve (the “Fed”) initiated several unprecedented actions to inject liquidity into the credit markets. Those moves included a series of dramatic interest rate cuts, the introduction of innovative lending facilities and the rescue of troubled Bear Stearns. In the wake of the Fed’s emergency actions, the MBS markets stabilized, although credit remained tight by historical standards.

 

·             The foreign markets were characterized by increasing volatility during the period amid the growing credit crisis and concerns over financial stability. While the global economy continued to generate growth, there were increasing concerns about inflation tied to soaring energy and food costs, as well as wariness about the impact of a slowing U.S. economy on global growth. Selected emerging bond markets fared well, posting stronger growth rates relative to developed countries. Western Europe continued to moderate, with inflation pushing above the European Central Bank’s target zone. Many European countries outside the Eurozone generated faster growth rates. Commodity-rich Latin America experienced surging global demand for energy and materials. Central banks raised interest rates

 

Eaton Vance Short Duration Diversified Income Fund

Total Return Performance 10/31/07 – 4/30/08

 

NYSE Symbol

 

EVG

 

At Market(1)

 

 

0.37

%

At Net Asset Value (NAV)(1)

 

 

-1.05

%

Lipper Global Income Funds Average (At NAV)(2)

 

 

0.2 9

%

Lipper Global Income Funds Average (At Share Price)(2)

 

 

2.67

%

Total Distributions per share

 

 

$

0.710

 

Distribution Rate(3)

On NAV

 

8.10

%

 

On Market

 

8.96

%

 

Please refer to page 3 for additional performance information.

 


(1)

Performance results reflect the effect of leverage resulting from the Fund’s derivative instruments and the reinvestment of securities lending collateral.

 

 

(2)

It is not possible to invest directly in a Lipper Classification. The Lipper total return is the average total return, at net asset value and at share price, of the funds that are in the same Lipper Classification as the Fund.

 

 

(3)

The Distribution Rate is based on the Fund’s most recent monthly distribution per share (annualized) divided by the Fund’s NAV or market price at the end of the period. The Fund’s monthly distributions may be comprised of ordinary income, net realized capital gains and return of capital.

 

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. The Fund’s performance at market share price will differ from its results at NAV. Although share price performance generally reflects investment results over time, during shorter periods, returns at share price can also be affected by factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for the Fund’s shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, 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. For performance as of the most recent month end, please refer to www.eatonvance.com.

 

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

 

1



 

to counter higher inflation in both regions. Asian interest rates remained relatively stable, as rising inflation was offset by concerns over slower global demand. The prolonged weakness of the U.S. dollar gave investors in foreign securities added returns from currency appreciation, with the Euro, the Polish Zloty, the Malaysian Ringgit registering especially noteworthy gains against the U.S. dollar.

 

Management Discussion

 

·             The Fund’s investment objective is to provide a high level of current income. In pursuing the Fund’s objective, the Fund’s investments have been allocated primarily to senior, secured loans, mortgage-backed securities (MBS) and foreign obligations.

 

·             As of April 30, 2008, the Fund’s senior loan holdings remained diversified with respect to industry, geography, and borrower. The largest industry holdings were healthcare, publishing and cable and satellite television. Most of these industries tended to be non-cyclical, and within each there was further diversity of individual borrowers and geography, with larger sized exposures possessing good capital structures, strong collateral value and attractive yield. Exposure to more highly cyclical industries, such as home builders, was minimal. There continued to be no exposure to subprime or mortgage lenders as of April 30, 2008.The Fund’s exposure to senior, secured loans was a drag on performance for the six-month period.

 

·             The Fund’s seasoned MBS holdings contributed positively to its performance. Importantly, the declining bond yields outpaced the spread widening in this sector, producing positive returns for the six-month period. While the Fund’s seasoned MBS felt the impact of the credit crunch, management believes that the underlying credit quality of this segment remains sound. Typically, the mortgages underlying seasoned MBS were originated in the 1980s or 1990s. Due to significant appreciation in home prices since that time, these mortgages typically have lower loan-to-value ratios, meaning that these homeowners have more equity in their homes than the average borrower. In addition, these securities are guaranteed by government agencies. All of these factors together place seasoned MBS among the highest quality securities in the U.S. fixed-income markets. Importantly, the Fund had no exposure to the subprime lending market or to non-agency MBS. The Fund increased its exposure to 10- and 15-year seasoned fixed-rate MBS. In the view of management, that segment represented the most undervalued area of the market from a relative value standpoint. Prepayment rates for the Fund’s seasoned MBS remained in the mid-teens.

 

·             The Fund’s foreign investments consisted primarily of long and short forward currency contracts, foreign-denominated sovereign bonds and other derivatives. The Fund’s exposure to emerging market currencies, through its investments in local debt and derivative instruments, was another positive contributor to the Fund’s performance during the period.

 

·             The Fund’s largest Asian position remained Malaysia, with additional positions in Indonesia, India and the Philippines. Malaysia has been a standout in Asia, registering higher GDP growth and a rise in disposable income. While providing higher yields than China, Malaysia’s currency, the Ringgit, has appreciated in concert with the Chinese Renminbi.

 

·             In Eastern Europe, Poland remained the Fund’s largest position. Poland continued to benefit from strong wage growth and a favorable balance of payments helped by continuing remittances from abroad. A recent series of interest rate hikes have gained the government credibility in its fight against inflation.

 

·             In Latin America, Brazil was the Fund’s largest position. In addition to benefiting from rising commodity prices, Brazil’s strong monetary policies have produced attractive yields and currency appreciation. The Fund’s Brazilian position has benefited as Brazil’s government has stabilized its economy in recent years, resulting in lower inflation, an accumulation of reserves and an inflow of capital – trends that have resulted in a further appreciation of Brazil’s currency.

 

·             The Fund retained positions in small economies that are de-linked from global trends. The largest of these was in Egypt, which has enjoyed a favorable balance of payments due to increased tourism, rising Suez Canal transit fees and an infusion of petro-dollars. The government has given its non-independent central bank the leeway to let its currency, the Egyptian Pound, appreciate in an effort to fight inflation – a move that has helped the Fund’s position. Elsewhere, the Fund had a large short position in South Africa. Plagued with slow growth and high inflation, the country’s mining and manufacturing base has been constrained by energy brownouts.

 

The views expressed throughout 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 the investment adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund. Portfolio information provided in the report may not be representative of the Fund’s current or future investments and may change due to active management.

 

2



 

Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

 

FUND PERFORMANCE

 

·             The Fund employs leverage through the use of derivative instruments and reinvestment of securities lending collateral. Due to liquidity constraints during the period, the Fund lowered its leverage through securities lending, resulting in a decline in economic leverage from approximately 54% at October 31, 2007 to approximately 47% of total leveraged assets at April 30, 2008. The Fund’s leverage was comprised of approximately 11% through securities lending and approximately 36% through derivative instruments. Use of leverage creates an opportunity for increased total return but, at the same time, creates special risks (including the likelihood of greater volatility of net asset value and market price).

 

·             Effective January 30, 2008, Catherine C. McDermott assumed co-portfolio management responsibilities for Eaton Vance Short Duration Diversified Income Fund. Ms. McDermott joined Eaton Vance in 2000 as a senior financial analyst and Vice President. Previously, Ms. McDermott was a principal and analyst with CypressTree Investment Management in Boston and Financial Security Assurance in New York.

 

Performance(1)

 

 

 

New York Stock Exchange Symbol

 

EVG

 

 

 

 

 

Average Annual Total Returns (by share price, NYSE)

 

 

 

Six Months

 

0.37

%

One Year

 

-8.58

 

Life of Fund (2/28/05)

 

2.06

 

 

Average Annual Total Returns (at net asset value)

 

 

 

Six Months

 

-1.05

%

One Year

 

2.63

 

Life of Fund (2/28/05)

 

5.36

 

 


(1) Performance results reflect the effects of leverage.

 

Fund Composition

 

Fund Allocations(2)

 

By total leveraged assets

 

 


(2)

Fund Allocations are as of 4/30/08 and are as a percentage of the Fund’s total leveraged assets. Total leveraged assets include all assets of the Fund (including those acquired with financial leverage), the notional value of long and short forward foreign currency contracts and other foreign obligations derivatives held by the Fund. Fund Allocations as a percentage of the Fund’s net assets amounted to 189.0% as of 4/30/08. Fund Allocations are subject to change due to active management. Please refer to definition of total leveraged assets within the Notes to Financial Statements included herein.

 

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. The Fund’s performance at market share price will differ from its results at NAV. Although share price performance generally reflects investment results over time, during shorter periods, returns at share price can also be affected by factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for the Fund’s shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, 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. For performance as of the most recent month end, please refer to www.eatonvance.com.

 

3



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited)

Senior Floating-Rate Interests — 48.4%(1)      
Principal
Amount*
  Borrower/Tranche Description   Value  
Aerospace and Defense — 0.6%      
ACTS Aero Technical Support & Service, Inc.      
  187,773     Term Loan, 5.96%, Maturing October 5, 2014   $ 157,730    
DAE Aviation Holdings, Inc.      
  114,894     Term Loan, 6.52%, Maturing July 31, 2014     113,063    
  114,122     Term Loan, 6.65%, Maturing July 31, 2014     112,303    
Evergreen International Aviation      
  265,072     Term Loan, 7.75%, Maturing October 31, 2011     235,914    
Hexcel Corp.      
  388,666     Term Loan, 4.54%, Maturing March 1, 2012     377,006    
Vought Aircraft Industries, Inc.      
  181,818     Term Loan, 4.95%, Maturing December 17, 2011     169,924    
  793,155     Term Loan, 5.12%, Maturing December 17, 2011     749,201    
            $ 1,915,141    
Air Transport — 0.4%      
Delta Air Lines, Inc.      
  347,375     Term Loan, 6.15%, Maturing April 30, 2014   $ 277,900    
Northwest Airlines, Inc.      
  1,094,000     DIP Loan, 4.72%, Maturing August 21, 2008     953,421    
            $ 1,231,321    
Automotive — 3.6%      
Accuride Corp.      
  535,682     Term Loan, 6.24%, Maturing January 31, 2012   $ 519,611    
Adesa, Inc.      
  918,063     Term Loan, 4.95%, Maturing October 18, 2013     872,733    
Affina Group, Inc.      
  845,732     Term Loan, 5.90%, Maturing November 30, 2011     752,702    
Allison Transmission, Inc.      
  820,875     Term Loan, 5.57%, Maturing September 30, 2014     771,549    
ATU AFM Auto Holding GmbH & Co.      
EUR 750,000     Term Loan, 7.93%, Maturing August 20, 2013     779,423    
AxleTech International Holding, Inc.      
  425,000     Term Loan, 9.19%, Maturing April 21, 2013     393,125    
Chrysler Financial      
  498,747     Term Loan, 6.80%, Maturing August 1, 2014     455,176    
Dayco Europe S.R.I.      
EUR 364,551     Term Loan, 8.55%, Maturing June 21, 2010     524,662    
Dayco Products, LLC      
  496,519     Term Loan, 7.35%, Maturing June 21, 2011     392,871    
Delphi Corp.      
  1,000,000     DIP Loan, 6.38%, Maturing July 1, 2008     965,938    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Automotive (continued)      
Ford Motor Co.      
  493,750     Term Loan, 5.80%, Maturing December 15, 2013   $ 454,944    
General Motors Corp.      
  913,412     Term Loan, 5.06%, Maturing November 29, 2013     860,463    
Goodyear Tire & Rubber Co.      
  675,000     Term Loan, 4.54%, Maturing April 30, 2010     641,250    
HLI Operating Co., Inc.      
EUR 27,273     Term Loan, 4.26%, Maturing May 30, 2014     36,941    
EUR 1,320,327     Term Loan, 7.39%, Maturing May 30, 2014     1,788,387    
Keystone Automotive Operations, Inc.      
  239,545     Term Loan, 6.30%, Maturing January 12, 2012     192,834    
LKQ Corp.      
  249,039     Term Loan, 4.97%, Maturing October 12, 2014     247,171    
TriMas Corp.      
  1,070,313     Term Loan, 5.39%, Maturing August 2, 2011     990,039    
  300,117     Term Loan, 5.16%, Maturing August 2, 2013     277,608    
            $ 11,917,427    
Beverage and Tobacco — 0.3%      
Culligan International Co.      
EUR 300,000     Term Loan, 9.12%, Maturing May 31, 2013   $ 249,882    
Liberator Midco, Ltd.      
EUR 250,000     Term Loan, 7.02%, Maturing October 27, 2013     373,934    
EUR 250,000     Term Loan, 7.39%, Maturing October 27, 2014     373,934    
            $ 997,750    
Building and Development — 1.5%      
Brickman Group Holdings, Inc.      
  600,000     Term Loan, Maturing January 23, 2014(2)   $ 562,500    
Building Materials Corp. of America      
  395,025     Term Loan, 5.69%, Maturing February 22, 2014     332,479    
Epco/Fantome, LLC      
  460,000     Term Loan, 5.49%, Maturing November 23, 2010     399,763    
Hovstone Holdings, LLC      
  132,500     Term Loan, 7.27%, Maturing February 28, 2009     111,194    
LNR Property Corp.      
  704,000     Term Loan, 6.36%, Maturing July 3, 2011     589,380    
Panolam Industries Holdings, Inc.      
  155,749     Term Loan, 5.44%, Maturing September 30, 2012     129,272    
PLY GEM Industries, Inc.      
  524,887     Term Loan, 5.45%, Maturing August 15, 2011     452,340    
  16,417     Term Loan, 5.45%, Maturing August 15, 2011     14,148    

 

See notes to financial statements
4



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Building and Development (continued)      
Realogy Corp.      
  257,899     Term Loan, 5.99%, Maturing September 1, 2014   $ 221,350    
  957,913     Term Loan, 5.72%, Maturing September 1, 2014     822,159    
TRU 2005 RE Holding Co.      
  575,000     Term Loan, 5.71%, Maturing December 9, 2008     531,875    
United Subcontractors, Inc.      
  250,000     Term Loan, 12.21%, Maturing June 27, 2013(8)     125,000    
Wintergames Acquisition ULC      
  738,694     Term Loan, 6.14%, Maturing April 24, 2009     703,606    
            $ 4,995,066    
Business Equipment and Services — 2.9%      
Acxiom Corp.      
  488,995     Term Loan, 5.80%, Maturing September 15, 2012   $ 477,382    
Affinion Group, Inc.      
  908,129     Term Loan, 5.56%, Maturing October 17, 2012     858,182    
Allied Security Holdings, LLC      
  354,242     Term Loan, 5.87%, Maturing June 30, 2010     331,216    
Education Management, LLC      
  433,534     Term Loan, 4.50%, Maturing June 1, 2013     387,742    
Info USA, Inc.      
  195,525     Term Loan, 4.70%, Maturing February 14, 2012     187,704    
Intergraph Corp.      
  421,020     Term Loan, 5.08%, Maturing May 29, 2014     398,215    
Mitchell International, Inc.      
  193,038     Term Loan, 4.67%, Maturing March 28, 2014     184,592    
N.E.W. Holdings I, LLC      
  270,038     Term Loan, 5.43%, Maturing May 22, 2014     231,895    
Protection One, Inc.      
  191,997     Term Loan, 5.23%, Maturing March 31, 2012     166,078    
Sabre, Inc.      
  1,364,593     Term Loan, 4.88%, Maturing September 30, 2014     1,158,285    
Sitel (Client Logic)      
  292,041     Term Loan, 5.14%, Maturing January 29, 2014     211,730    
SunGard Data Systems, Inc.      
  1,925,463     Term Loan, 4.88%, Maturing February 11, 2013     1,828,534    
TDS Investor Corp.      
EUR 525,796     Term Loan, 6.98%, Maturing August 23, 2013     730,611    
Valassis Communications, Inc.      
  510,618     Term Loan, 4.45%, Maturing March 2, 2014     476,364    
  114,527     Term Loan, 6.00%, Maturing March 2, 2014     106,844    
VWR International, Inc.      
  450,000     Term Loan, 5.20%, Maturing June 28, 2013     420,750    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Business Equipment and Services (continued)      
WAM Acquisition, S.A.      
EUR 153,716     Term Loan, 6.96%, Maturing May 4, 2014   $ 224,173    
EUR 93,087     Term Loan, 6.96%, Maturing May 4, 2014     135,754    
EUR 153,716     Term Loan, 7.21%, Maturing May 4, 2015     224,173    
EUR 93,087     Term Loan, 7.21%, Maturing May 4, 2015     135,754    
West Corp.      
  691,267     Term Loan, 5.28%, Maturing October 24, 2013     633,614    
            $ 9,509,592    
Cable and Satellite Television — 3.5%      
Cequel Communications, LLC      
  475,000     Term Loan, 7.74%, Maturing May 5, 2014   $ 385,937    
  1,017,673     Term Loan, 9.24%, Maturing May 5, 2014     812,103    
Charter Communications Operating, Inc.      
  1,986,853     Term Loan, 4.90%, Maturing April 28, 2013     1,760,020    
CW Media Holdings, Inc.      
  199,000     Term Loan, 5.95%, Maturing February 15, 2015     193,030    
Insight Midwest Holdings, LLC      
  1,029,375     Term Loan, 4.69%, Maturing April 6, 2014     981,399    
Kabel Deutschland GmbH      
EUR 1,000,000     Term Loan, 6.14%, Maturing March 31, 2012     1,448,566    
Orion Cable GmbH      
EUR 375,000     Term Loan, 7.44%, Maturing October 31, 2014     554,541    
EUR 375,000     Term Loan, 7.64%, Maturing October 31, 2015     554,959    
ProSiebenSat.1 Media AG      
EUR 91,800     Term Loan, 6.77%, Maturing March 2, 2015     102,786    
EUR 9,415     Term Loan, 6.25%, Maturing June 26, 2015     12,014    
EUR 231,985     Term Loan, 6.25%, Maturing June 26, 2015     296,015    
EUR 91,800     Term Loan, 7.02%, Maturing March 2, 2016     102,786    
UPC Broadband Holding B.V.      
EUR 1,150,000     Term Loan, 6.36%, Maturing October 16, 2011     1,631,758    
  1,550,000     Term Loan, 4.46%, Maturing December 31, 2014     1,461,360    
YPSO Holding SA      
EUR 496,137     Term Loan, 6.89%, Maturing July 28, 2014     636,830    
EUR 191,468     Term Loan, 6.89%, Maturing July 28, 2014     245,764    
EUR 312,395     Term Loan, 6.89%, Maturing July 28, 2014     400,983    
            $ 11,580,851    
Chemicals and Plastics — 2.2%      
Brenntag Holding GmbH and Co.      
EUR 1,061,751     Term Loan, 8.52%, Maturing December 23, 2013   $ 1,396,819    
Cognis GmbH      
  400,000     Term Loan, 4.80%, Maturing September 15, 2013     361,500    

 

See notes to financial statements
5



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Chemicals and Plastics (continued)      
Foamex L.P.      
  211,265     Term Loan, 5.97%, Maturing February 12, 2013   $ 174,822    
Georgia Gulf Corp.      
  212,633     Term Loan, 5.25%, Maturing October 3, 2013     201,204    
INEOS Group      
  240,000     Term Loan, 4.88%, Maturing December 14, 2013     224,475    
  240,000     Term Loan, 5.38%, Maturing December 14, 2014     224,475    
Innophos, Inc.      
  437,248     Term Loan, 4.70%, Maturing August 10, 2010     414,293    
Kleopatra      
  225,000     Term Loan, 5.21%, Maturing January 3, 2016     162,281    
EUR 200,000     Term Loan, 7.24%, Maturing January 3, 2016     224,388    
Kranton Polymers, LLC      
  651,010     Term Loan, 4.75%, Maturing May 12, 2013     544,407    
Lucite International Group Holdings      
  181,875     Term Loan, 5.15%, Maturing July 7, 2013     163,119    
  64,399     Term Loan, 5.15%, Maturing July 7, 2013     57,758    
MacDermid, Inc.      
EUR 403,596     Term Loan, 6.98%, Maturing April 12, 2014     556,097    
Millenium Inorganic Chemicals      
  300,000     Term Loan, 8.45%, Maturing October 31, 2014     229,500    
Propex Fabrics, Inc.      
  235,192     Term Loan, 9.24%, Maturing July 31, 2012     152,875    
Rockwood Specialties Group      
EUR 1,455,000     Term Loan, 6.60%, Maturing July 30, 2012     2,112,382    
            $ 7,200,395    
Clothing / Textiles — 0.1%      
Hanesbrands, Inc.      
  250,000     Term Loan, 6.66%, Maturing March 5, 2014   $ 248,437    
St. John Knits International, Inc.      
  115,533     Term Loan, 5.90%, Maturing March 23, 2012     106,290    
            $ 354,727    
Conglomerates — 1.6%      
Doncasters (Dunde HoldCo 4 Ltd.)      
  124,984     Term Loan, 5.22%, Maturing July 13, 2015   $ 109,049    
  124,984     Term Loan, 5.72%, Maturing July 13, 2015     109,049    
GBP 250,000     Term Loan, 10.04%, Maturing January 13, 2016     408,488    
ISS Holdings A/S      
EUR 122,807     Term Loan, 6.65%, Maturing December 31, 2013     178,600    
EUR 877,193     Term Loan, 6.65%, Maturing December 31, 2013     1,275,712    
Jarden Corp.      
  203,873     Term Loan, 4.45%, Maturing January 24, 2012     194,373    
  498,744     Term Loan, 5.20%, Maturing January 24, 2012     488,947    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Conglomerates (continued)      
Polymer Group, Inc.      
  1,215,905     Term Loan, 4.92%, Maturing November 22, 2012   $ 1,082,156    
RGIS Holdings, LLC      
  42,536     Term Loan, 5.20%, Maturing April 30, 2014     36,873    
  850,714     Term Loan, 5.30%, Maturing April 30, 2014     737,463    
US Investigations Services, Inc.      
  522,368     Term Loan, 5.60%, Maturing February 21, 2015     474,049    
Vertrue, Inc.      
  248,750     Term Loan, 5.70%, Maturing August 16, 2014     225,119    
            $ 5,319,878    
Containers and Glass Products — 1.8%      
Berry Plastics Corp.      
  540,759     Term Loan, 5.10%, Maturing April 3, 2015   $ 492,260    
Consolidated Container Co.      
  321,750     Term Loan, 5.15%, Maturing March 28, 2014     252,172    
Crown Americas, Inc.      
EUR 980,000     Term Loan, 6.09%, Maturing November 15, 2012     1,479,989    
JSG Acquisitions      
EUR 500,000     Term Loan, 6.51%, Maturing December 31, 2014     737,365    
EUR 500,000     Term Loan, 6.65%, Maturing December 31, 2014     737,365    
Pregis Corp.      
  975,000     Term Loan, 4.95%, Maturing October 12, 2011     906,750    
Smurfit-Stone Container Corp.      
  428,496     Term Loan, 2.50%, Maturing November 1, 2010     417,891    
  244,516     Term Loan, 5.01%, Maturing November 1, 2011     238,464    
  723,500     Term Loan, 5.03%, Maturing November 1, 2011     705,594    
            $ 5,967,850    
Cosmetics / Toiletries — 0.2%      
Bausch & Lomb, Inc.      
  40,000     Term Loan, 3.60%, Maturing April 30, 2015(3)   $ 39,560    
  159,600     Term Loan, 5.95%, Maturing April 30, 2015     157,846    
Prestige Brands, Inc.      
  579,161     Term Loan, 6.90%, Maturing April 7, 2011     560,338    
            $ 757,744    
Drugs — 0.4%      
Pharmaceutical Holdings Corp.      
  140,826     Term Loan, 6.14%, Maturing January 30, 2012   $ 133,785    
Stiefel Laboratories, Inc.      
  160,489     Term Loan, 4.97%, Maturing December 28, 2013     154,871    
  209,824     Term Loan, 4.97%, Maturing December 28, 2013     202,480    

 

See notes to financial statements
6



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Drugs (continued)      
Warner Chilcott Corp.      
  184,671     Term Loan, 4.73%, Maturing January 18, 2012   $ 177,822    
  536,908     Term Loan, 4.84%, Maturing January 18, 2012     516,998    
            $ 1,185,956    
Ecological Services and Equipment — 0.6%      
Big Dumpster Merger Sub, Inc.      
  97,283     Term Loan, 4.95%, Maturing February 5, 2013   $ 82,204    
Blue Waste B.V. (AVR Acquisition)      
EUR 500,000     Term Loan, 6.87%, Maturing April 1, 2015     713,741    
Sensus Metering Systems, Inc.      
  359,361     Term Loan, 5.46%, Maturing December 17, 2010     323,425    
  24,789     Term Loan, 6.88%, Maturing December 17, 2010     22,310    
Waste Services, Inc.      
  422,420     Term Loan, 5.15%, Maturing March 31, 2011     419,252    
Wastequip, Inc.      
  400,217     Term Loan, 4.95%, Maturing February 5, 2013     338,183    
            $ 1,899,115    
Electronics / Electrical — 2.1%      
Aspect Software, Inc.      
  506,892     Term Loan, 5.63%, Maturing July 11, 2011   $ 475,211    
  500,000     Term Loan, 9.75%, Maturing July 11, 2013     430,000    
Freescale Semiconductor, Inc.      
  1,209,688     Term Loan, 4.46%, Maturing December 1, 2013     1,051,054    
Infor Enterprise Solutions Holdings      
  744,379     Term Loan, 6.45%, Maturing July 28, 2012     618,765    
  388,371     Term Loan, 6.45%, Maturing July 28, 2012     322,834    
  250,000     Term Loan, 8.20%, Maturing March 2, 2014     162,917    
  91,667     Term Loan, 8.95%, Maturing March 2, 2014     55,458    
  158,333     Term Loan, 8.95%, Maturing March 2, 2014     103,181    
Invensys International Holding      
EUR 650,000     Term Loan, 6.48%, Maturing December 15, 2010     976,566    
Network Solutions, LLC      
  206,866     Term Loan, 5.24%, Maturing March 7, 2014     172,733    
Open Solutions, Inc.      
  321,807     Term Loan, 5.15%, Maturing January 23, 2014     267,703    
Sensata Technologies Finance Co.      
  989,924     Term Loan, 4.66%, Maturing April 27, 2013     904,131    
Spectrum Brands, Inc.      
  16,486     Term Loan, 2.56%, Maturing March 30, 2013     15,105    
  327,303     Term Loan, 6.89%, Maturing March 30, 2013     299,891    
SS&C Technologies, Inc.      
  397,671     Term Loan, 4.83%, Maturing November 23, 2012     369,834    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Electronics / Electrical (continued)      
Vertafore, Inc.      
  491,297     Term Loan, 5.59%, Maturing January 31, 2012   $ 454,450    
  275,000     Term Loan, 9.09%, Maturing January 31, 2013     240,625    
            $ 6,920,458    
Equipment Leasing — 0.3%      
AWAS Capital, Inc.      
  591,833     Term Loan, 8.63%, Maturing March 22, 2013   $ 517,854    
Maxim Crane Works, L.P.      
  248,125     Term Loan, 4.71%, Maturing June 29, 2014     220,831    
United Rentals, Inc.      
  77,260     Term Loan, 2.60%, Maturing February 14, 2011     75,393    
  182,719     Term Loan, 5.10%, Maturing February 14, 2011     178,303    
            $ 992,381    
Farming / Agriculture — 0.1%      
BF Bolthouse HoldCo, LLC      
  375,000     Term Loan, 8.20%, Maturing December 16, 2013   $ 348,750    
            $ 348,750    
Financial Intermediaries — 0.3%      
Jupiter Asset Management Group      
GBP 220,143     Term Loan, 7.84%, Maturing June 30, 2015   $ 375,508    
LPL Holdings, Inc.      
  498,741     Term Loan, 4.70%, Maturing December 18, 2014     465,076    
Travelex America Holdings, Inc.      
  125,000     Term Loan, 5.54%, Maturing October 31, 2013     116,562    
  125,000     Term Loan, 6.04%, Maturing October 31, 2014     116,562    
            $ 1,073,708    
Food Products — 2.4%      
Acosta, Inc.      
  614,063     Term Loan, 5.12%, Maturing July 28, 2013   $ 585,662    
Advantage Sales & Marketing, Inc.      
  990,831     Term Loan, 4.70%, Maturing March 29, 2013     936,335    
American Seafoods Group, LLC      
  683,900     Term Loan, 4.36%, Maturing September 30, 2011     636,027    
BL Marketing, Ltd.      
GBP 300,000     Term Loan, 8.41%, Maturing December 20, 2013     561,486    
GBP 300,000     Term Loan, 8.91%, Maturing December 20, 2014     561,486    
Black Lion Beverages III B.V.      
EUR 1,000,000     Term Loan, 8.92%, Maturing January 24, 2016     1,341,853    

 

See notes to financial statements
7



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Food Products (continued)      
Charden International B.V.      
EUR 243,802     Term Loan, 6.90%, Maturing March 14, 2014   $ 356,485    
EUR 243,802     Term Loan, 7.40%, Maturing March 14, 2015     356,484    
Michael Foods, Inc.      
  197,824     Term Loan, 6.70%, Maturing November 21, 2010     192,878    
Pinnacle Foods Finance, LLC      
  1,066,938     Term Loan, 5.44%, Maturing April 2, 2014     998,031    
Reddy Ice Group, Inc.      
  925,000     Term Loan, 4.46%, Maturing August 9, 2012     800,125    
Ruby Acquisitions, Ltd.      
GBP 441,631     Term Loan, 8.58%, Maturing January 5, 2015     763,152    
            $ 8,090,004    
Food Service — 1.1%      
Aramark Corp.      
GBP 543,125     Term Loan, 8.13%, Maturing January 27, 2014   $ 1,011,145    
Buffets, Inc.      
  269,371     DIP Loan, 11.25%, Maturing January 22, 2009     270,045    
  52,500     Term Loan, 4.73%, Maturing May 1, 2013     30,384    
  393,017     Term Loan, 11.39%, Maturing November 1, 2013     227,458    
Denny's, Inc.      
  37,000     Term Loan, 2.70%, Maturing March 31, 2012     35,057    
  150,000     Term Loan, 4.70%, Maturing March 31, 2012     142,125    
JRD Holdings, Inc.      
  615,856     Term Loan, 5.20%, Maturing June 26, 2014     594,301    
OSI Restaurant Partners, LLC      
  18,797     Term Loan, 2.67%, Maturing May 9, 2013     16,408    
  221,800     Term Loan, 5.00%, Maturing May 9, 2014     193,613    
QCE Finance, LLC      
  275,000     Term Loan, 8.45%, Maturing November 5, 2013     222,292    
Selecta      
EUR 741,246     Term Loan, 7.14%, Maturing June 28, 2015     1,009,790    
            $ 3,752,618    
Food / Drug Retailers — 0.9%      
General Nutrition Centers, Inc.      
  795,741     Term Loan, 4.95%, Maturing September 16, 2013   $ 707,712    
Iceland Foods Group, Ltd.      
GBP 250,000     Term Loan, 7.91%, Maturing May 2, 2014     465,017    
GBP 250,000     Term Loan, 8.41%, Maturing May 2, 2015     465,429    
Roundy's Supermarkets, Inc.      
  1,304,022     Term Loan, 5.47%, Maturing November 3, 2011     1,224,476    
            $ 2,862,634    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Forest Products — 0.1%      
Newpage Corp.      
  374,063     Term Loan, 6.31%, Maturing December 5, 2014   $ 372,400    
            $ 372,400    
Healthcare — 4.0%      
Accellent, Inc.      
  1,010,714     Term Loan, 5.84%, Maturing November 22, 2012   $ 878,058    
American Medical Systems      
  397,671     Term Loan, 5.38%, Maturing July 20, 2012     376,793    
AMR HoldCo, Inc.      
  319,415     Term Loan, 5.00%, Maturing February 10, 2012     303,445    
Biomet, Inc.      
  771,125     Term Loan, 5.70%, Maturing December 26, 2014     757,791    
EUR 348,250     Term Loan, 7.73%, Maturing December 26, 2014     518,243    
Cardinal Health 409, Inc.      
  421,813     Term Loan, 4.95%, Maturing April 10, 2014     376,468    
Carestream Health, Inc.      
  942,971     Term Loan, 5.47%, Maturing April 30, 2013     803,882    
Carl Zeiss Vision Holding GmbH      
  400,000     Term Loan, 5.14%, Maturing March 23, 2015     302,000    
Community Health Systems, Inc.      
  58,074     Term Loan, 0.00%, Maturing July 25, 2014(3)     55,717    
  1,134,810     Term Loan, 5.34%, Maturing July 25, 2014     1,088,763    
Dako EQT Project Delphi      
  250,000     Term Loan, 6.44%, Maturing December 12, 2016     202,150    
DJO Finance, LLC      
  199,500     Term Loan, 5.70%, Maturing May 15, 2014     194,762    
HCA, Inc.      
  928,150     Term Loan, 4.95%, Maturing November 18, 2013     882,947    
Health Management Association, Inc.      
  1,091,572     Term Loan, 4.45%, Maturing February 28, 2014     1,010,093    
IM U.S. Holdings, LLC      
  322,563     Term Loan, 4.67%, Maturing June 26, 2014     299,445    
Invacare Corp.      
  213,450     Term Loan, 5.14%, Maturing February 12, 2013     199,042    
LifeCare Holdings, Inc.      
  219,375     Term Loan, 6.95%, Maturing August 11, 2012     189,759    
MultiPlan Merger Corp.      
  485,352     Term Loan, 5.38%, Maturing April 12, 2013     458,506    
National Mentor Holdings, Inc.      
  16,800     Term Loan, 3.16%, Maturing June 29, 2013     14,448    
  278,244     Term Loan, 4.70%, Maturing June 29, 2013     239,290    
Nyco Holdings      
EUR 307,765     Term Loan, 6.98%, Maturing December 29, 2014     406,754    
EUR 307,765     Term Loan, 7.73%, Maturing December 29, 2015     406,754    

 

See notes to financial statements
8



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Healthcare (continued)      
P&F Capital S.A.R.L.      
EUR 209,223     Term Loan, 7.34%, Maturing February 21, 2014   $ 313,525    
EUR 65,049     Term Loan, 7.34%, Maturing February 21, 2014     97,476    
EUR 125,235     Term Loan, 7.34%, Maturing February 21, 2014     187,666    
EUR 100,494     Term Loan, 7.34%, Maturing February 21, 2014     150,591    
EUR 94,595     Term Loan, 7.84%, Maturing February 21, 2015     142,120    
EUR 35,135     Term Loan, 7.84%, Maturing February 21, 2015     52,787    
EUR 72,973     Term Loan, 7.84%, Maturing February 21, 2015     109,635    
EUR 297,297     Term Loan, 7.84%, Maturing February 21, 2015     446,662    
ReAble Therapeutics Finance, LLC      
  449,697     Term Loan, 4.70%, Maturing November 16, 2013     424,683    
Select Medical Corp.      
  495,358     Term Loan, 4.63%, Maturing February 24, 2012     453,748    
Select Medical Corp.      
  482,881     Term Loan, 5.06%, Maturing February 24, 2012     442,319    
Viant Holdings, Inc.      
  497,494     Term Loan, 4.95%, Maturing June 25, 2014     422,870    
            $ 13,209,192    
Home Furnishings — 0.4%      
Interline Brands, Inc.      
  277,663     Term Loan, 4.61%, Maturing June 23, 2013   $ 262,392    
  191,848     Term Loan, 4.61%, Maturing June 23, 2013     181,296    
Oreck Corp.      
  447,185     Term Loan, 7.66%, Maturing February 2, 2012(8)     208,388    
Simmons Co.      
  806,601     Term Loan, 5.61%, Maturing December 19, 2011     725,941    
            $ 1,378,017    
Industrial Equipment — 1.4%      
Brand Energy and Infrastructure Services, Inc.      
  198,120     Term Loan, 6.02%, Maturing February 7, 2014   $ 178,803    
CEVA Group PLC U.S.      
  262,114     Term Loan, 5.70%, Maturing January 4, 2014     237,869    
  266,408     Term Loan, 5.72%, Maturing January 4, 2014     244,429    
  762,419     Term Loan, 5.86%, Maturing January 4, 2014     699,520    
EPD Holdings (Goodyear Engineering Products)      
  87,281     Term Loan, 5.37%, Maturing July 13, 2014     72,334    
  609,438     Term loan, 5.40%, Maturing July 13, 2014     505,071    
  200,000     Term Loan, 8.65%, Maturing July 13, 2015     128,000    
Generac Acquisition Corp.      
  367,146     Term Loan, 5.18%, Maturing November 7, 2013     297,756    
Gleason Corp.      
  174,893     Term Loan, 4.65%, Maturing June 30, 2013     162,651    
  20,089     Term Loan, 4.65%, Maturing June 30, 2013     18,683    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Industrial Equipment (continued)      
John Maneely Co.      
  537,636     Term Loan, 6.03%, Maturing December 8, 2013   $ 485,601    
Polypore, Inc.      
  843,625     Term Loan, 5.11%, Maturing July 3, 2014     805,662    
Sequa Corp.      
  498,750     Term Loan, 5.95%, Maturing November 30, 2014     478,800    
TFS Acquisition Corp.      
  221,625     Term Loan, 6.20%, Maturing August 11, 2013     206,111    
            $ 4,521,290    
Insurance — 0.8%      
CCC Information Services Group, Inc.      
  568,938     Term Loan, 4.91%, Maturing February 10, 2013   $ 551,870    
Conseco, Inc.      
  788,010     Term Loan, 4.86%, Maturing October 10, 2013     604,142    
Crawford & Company      
  351,143     Term Loan, 5.45%, Maturing October 31, 2013     327,441    
Crump Group, Inc.      
  265,325     Term Loan, 5.70%, Maturing August 4, 2014     244,099    
Hub International Holdings, Inc.      
  132,059     Term Loan, 4.40%, Maturing June 13, 2014(3)     119,018    
  587,878     Term Loan, 5.20%, Maturing June 13, 2014     529,825    
U.S.I. Holdings Corp.      
  223,312     Term Loan, 5.45%, Maturing May 4, 2014     209,914    
            $ 2,586,309    
Leisure Goods / Activities / Movies — 1.7%      
24 Hour Fitness Worldwide, Inc.      
  396,900     Term Loan, 5.93%, Maturing June 8, 2012   $ 355,225    
Bombardier Recreational Products      
  524,051     Term Loan, 5.32%, Maturing June 28, 2013     465,531    
HEI Acquisition, LLC      
  550,000     Term Loan, 6.91%, Maturing April 13, 2014     467,500    
Metro-Goldwyn-Mayer Holdings, Inc.      
  1,622,972     Term Loan, 5.95%, Maturing April 8, 2012     1,303,958    
National CineMedia, LLC      
  725,000     Term Loan, 4.62%, Maturing February 13, 2015     675,804    
Revolution Studios Distribution Co., LLC      
  333,123     Term Loan, 6.62%, Maturing December 21, 2014     308,139    
  225,000     Term Loan, 9.87%, Maturing June 21, 2015     173,250    
Six Flags Theme Parks, Inc.      
  843,625     Term Loan, 5.20%, Maturing April 30, 2015     753,727    

 

See notes to financial statements
9



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Leisure Goods / Activities / Movies (continued)      
Universal City Development Partners, Ltd.      
  925,455     Term Loan, 4.63%, Maturing June 9, 2011   $ 903,475    
Zuffa, LLC      
  496,250     Term Loan, 4.88%, Maturing June 20, 2016     334,969    
            $ 5,741,578    
Lodging and Casinos — 1.1%      
Bally Technologies, Inc.      
  924,772     Term Loan, 7.36%, Maturing September 5, 2009   $ 909,166    
Harrah's Operating Co.      
  500,000     Term Loan, Maturing January 28, 2015(2)     470,535    
Herbst Gaming, Inc.      
  1,000,000     Term Loan, Maturing December 2, 2011(2)     715,625    
Isle of Capri Casinos, Inc.      
  569,228     Term Loan, 4.45%, Maturing November 30, 2013     503,766    
  171,629     Term Loan, 4.45%, Maturing November 30, 2013     151,892    
  227,691     Term Loan, 4.45%, Maturing November 30, 2013     201,507    
New World Gaming Partners, Ltd.      
  290,938     Term Loan, 5.19%, Maturing June 30, 2014     248,024    
  58,333     Term Loan, 5.19%, Maturing June 30, 2014     49,729    
VML US Finance, LLC      
  133,333     Term Loan, 4.95%, Maturing May 25, 2012     127,425    
  266,667     Term Loan, 4.95%, Maturing May 25, 2013     254,850    
            $ 3,632,519    
Nonferrous Metals / Minerals — 0.5%      
Euramax International, Inc.      
  167,105     Term Loan, 10.98%, Maturing June 28, 2013   $ 117,183    
  82,895     Term Loan, 10.98%, Maturing June 28, 2013     58,130    
Murray Energy Corp.      
  727,500     Term Loan, 7.91%, Maturing January 28, 2010     691,125    
Neo Material Technologies, Inc.      
  221,712     Term Loan, 6.62%, Maturing August 31, 2009     218,387    
Noranda Aluminum Acquisition      
  523,439     Term Loan, 5.07%, Maturing May 18, 2014     497,267    
Thompson Creek Metals Co.      
  209,706     Term Loan, 7.48%, Maturing October 26, 2012     207,609    
            $ 1,789,701    
Oil and Gas — 0.5%      
Concho Resources, Inc.      
  320,275     Term Loan, 7.15%, Maturing March 27, 2012   $ 318,273    
Dresser, Inc.      
  300,000     Term Loan, 8.82%, Maturing May 4, 2015     278,250    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Oil and Gas (continued)      
Enterprise GP Holdings, L.P.      
  300,000     Term Loan, 4.96%, Maturing October 31, 2014   $ 295,125    
Primary Natural Resources, Inc.      
  490,000     Term Loan, 5.00%, Maturing July 28, 2010     464,814    
Targa Resources, Inc.      
  87,903     Term Loan, 2.57%, Maturing October 31, 2012     84,563    
  232,647     Term Loan, 6.83%, Maturing October 31, 2012     223,807    
            $ 1,664,832    
Publishing — 4.7%      
American Media Operations, Inc.      
  1,000,000     Term Loan, 7.25%, Maturing January 31, 2013   $ 916,250    
CanWest MediaWorks, Ltd.      
  223,312     Term Loan, 5.09%, Maturing July 10, 2014     214,380    
GateHouse Media Operating, Inc.      
  175,000     Term Loan, 4.75%, Maturing August 28, 2014     118,672    
  375,000     Term Loan, 5.09%, Maturing August 28, 2014     254,297    
Idearc, Inc.      
  2,819,337     Term Loan, 4.71%, Maturing November 17, 2014     2,333,002    
Laureate Education, Inc.      
  59,434     Term Loan, 0.00%, Maturing August 17, 2014(3)     55,036    
  399,177     Term Loan, 5.97%, Maturing August 17, 2014     369,638    
MediaNews Group, Inc.      
  270,188     Term Loan, 5.13%, Maturing August 2, 2013     198,588    
Mediannuaire Holding      
EUR 250,000     Term Loan, 6.61%, Maturing October 10, 2014     317,900    
EUR 250,000     Term Loan, 7.11%, Maturing October 10, 2015     318,483    
Nebraska Book Co., Inc.      
  721,899     Term Loan, 5.13%, Maturing March 4, 2011     664,147    
Nielsen Finance, LLC      
  972,539     Term Loan, 5.10%, Maturing August 9, 2013     922,291    
Philadelphia Newspapers, LLC      
  212,965     Term Loan, 6.60%, Maturing June 29, 2013     182,085    
Reader's Digest Association, Inc. (The)      
  915,750     Term Loan, 4.94%, Maturing March 2, 2014     771,061    
Seat Pagine Gialle SpA      
EUR 1,566,254     Term Loan, 4.39%, Maturing May 25, 2012     2,223,100    
Trader Media Corp.      
GBP 437,625     Term Loan, 8.00%, Maturing March 23, 2015     720,115    
Tribune Co.      
  490,000     Term Loan, 5.48%, Maturing May 17, 2009     467,337    
  794,000     Term Loan, 5.54%, Maturing May 17, 2014     590,538    
World Directories Acquisition      
EUR 877,676     Term Loan, 6.39%, Maturing May 31, 2014     1,181,412    
Xsys US, Inc.      
EUR 1,000,000     Term Loan, 6.98%, Maturing September 27, 2014     1,363,844    

 

See notes to financial statements
10



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Publishing (continued)      
YBR Acquisition BV      
EUR 450,000     Term Loan, 7.27%, Maturing June 30, 2013   $ 648,760    
EUR 450,000     Term Loan, 7.77%, Maturing June 30, 2014     649,461    
            $ 15,480,397    
Radio and Television — 1.9%      
Block Communications, Inc.      
  268,813     Term Loan, 4.70%, Maturing December 22, 2011   $ 255,372    
CMP KC, LLC      
  485,594     Term Loan, 6.75%, Maturing May 5, 2013     376,335    
NEP II, Inc.      
  173,249     Term Loan, 4.95%, Maturing February 16, 2014     157,296    
Nexstar Broadcasting, Inc.      
  384,197     Term Loan, 4.45%, Maturing October 1, 2012     353,461    
  363,713     Term Loan, 4.65%, Maturing October 1, 2012     334,616    
PanAmSat Corp.      
  229,879     Term Loan, 5.18%, Maturing January 3, 2014     218,457    
  229,810     Term Loan, 5.18%, Maturing January 3, 2014     218,392    
  229,810     Term Loan, 5.18%, Maturing January 3, 2014     218,392    
Paxson Communications Corp.      
  850,000     Term Loan, 5.96%, Maturing January 15, 2012     680,000    
SFX Entertainment      
  367,091     Term Loan, 5.45%, Maturing June 21, 2013     337,724    
Tyrol Acquisition 2 SAS      
EUR 250,000     Term Loan, 6.39%, Maturing January 19, 2015     329,603    
EUR 250,000     Term Loan, 6.65%, Maturing January 19, 2016     329,603    
Univision Communications, Inc.      
  200,000     Term Loan, 5.36%, Maturing March 29, 2009     192,333    
  2,024,990     Term Loan, 5.15%, Maturing September 29, 2014     1,710,485    
Young Broadcasting, Inc.      
  490,000     Term Loan, 5.25%, Maturing November 3, 2012     442,838    
  243,125     Term Loan, 5.36%, Maturing November 3, 2012     219,724    
            $ 6,374,631    
Rail Industries — 0.1%      
RailAmerica, Inc.      
  450,000     Term Loan, 5.32%, Maturing August 14, 2008   $ 438,750    
            $ 438,750    
Retailers (Except Food and Drug) — 0.8%      
American Achievement Corp.      
  307,411     Term Loan, 4.98%, Maturing March 25, 2011   $ 284,356    
Josten's Corp.      
  375,045     Term Loan, 6.72%, Maturing October 4, 2011     361,294    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Retailers (Except Food and Drug) (continued)      
Neiman Marcus Group, Inc.      
  205,696     Term Loan, 4.76%, Maturing April 5, 2013   $ 196,911    
Orbitz Worldwide, Inc.      
  313,425     Term Loan, 5.79%, Maturing July 25, 2014     269,546    
Oriental Trading Co., Inc.      
  300,000     Term Loan, 8.87%, Maturing January 31, 2013     225,000    
  455,102     Term Loan, 5.23%, Maturing July 31, 2013     368,633    
Rent-A-Center, Inc.      
  277,527     Term Loan, 4.92%, Maturing November 15, 2012     261,222    
Rover Acquisition Corp.      
  419,688     Term Loan, 5.03%, Maturing October 26, 2013     382,125    
Savers, Inc.      
  101,250     Term Loan, 5.48%, Maturing August 11, 2012     95,175    
  110,481     Term Loan, 5.49%, Maturing August 11, 2012     103,852    
The Yankee Candle Company, Inc.      
  184,654     Term Loan, 4.61%, Maturing February 6, 2014     168,589    
            $ 2,716,703    
Steel — 0.3%      
Algoma Acquisition Corp.      
  708,611     Term Loan, 7.33%, Maturing June 20, 2013   $ 657,237    
Niagara Corp.      
  297,750     Term Loan, 7.86%, Maturing June 29, 2014     247,133    
            $ 904,370    
Surface Transport — 0.1%      
Swift Transportation Co., Inc.      
  501,163     Term Loan, 6.50%, Maturing May 10, 2014   $ 373,471    
            $ 373,471    
Telecommunications — 1.9%      
Alltell Communication      
  498,747     Term Loan, 5.55%, Maturing May 16, 2014   $ 459,297    
  771,125     Term Loan, 5.47%, Maturing May 16, 2015     710,131    
Asurion Corp.      
  425,000     Term Loan, 6.10%, Maturing July 13, 2012     393,302    
  250,000     Term Loan, 9.39%, Maturing January 13, 2013     224,688    
BCM Luxembourg, Ltd.      
EUR 375,000     Term Loan, 6.61%, Maturing September 30, 2014     545,493    
EUR 375,000     Term Loan, 6.86%, Maturing September 30, 2015     545,987    
EUR 500,000     Term Loan, 8.98%, Maturing March 31, 2016     713,255    
Intelsat Bermuda, Ltd.      
  300,000     Term Loan, 5.20%, Maturing February 1, 2014     299,775    
Intelsat Subsidiary Holding Co.      
  295,500     Term Loan, 5.18%, Maturing July 3, 2013     283,089    

 

See notes to financial statements
11



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Telecommunications (continued)      
IPC Systems, Inc.      
GBP 297,750     Term Loan, 8.27%, Maturing May 31, 2014   $ 451,127    
Macquarie UK Broadcast Ventures, Ltd.      
GBP 225,000     Term Loan, 7.95%, Maturing December 26, 2014     387,693    
Stratos Global Corp.      
  305,500     Term Loan, 5.44%, Maturing February 13, 2012     290,416    
Windstream Corp.      
  871,025     Term Loan, 4.22%, Maturing July 17, 2013     851,894    
            $ 6,156,147    
Utilities — 1.2%      
AEI Finance Holding, LLC      
  75,414     Revolving Loan, 2.60%, Maturing March 30, 2012   $ 66,742    
  556,141     Term Loan, 5.69%, Maturing March 30, 2014     492,185    
Astoria Generating Co.      
  375,000     Term Loan, 6.35%, Maturing August 23, 2013     346,875    
BRSP, LLC      
  513,866     Term Loan, 7.91%, Maturing July 13, 2009     477,895    
Calpine Corp.      
  247,505     DIP Loan, 5.58%, Maturing March 30, 2009     233,295    
NRG Energy, Inc.      
  556,432     Term Loan, 4.20%, Maturing June 1, 2014     535,079    
  1,139,215     Term Loan, 4.20%, Maturing June 1, 2014     1,095,498    
TXU Texas Competitive Electric Holdings Co., LLC      
  223,875     Term Loan, 6.58%, Maturing October 10, 2014     214,780    
  721,375     Term Loan, 6.58%, Maturing October 10, 2014     691,574    
            $ 4,153,923    
Total Senior Floating-Rate Interests
(identified cost $170,370,094)
  $ 160,367,596    
Mortgage-Backed Securities — 51.4%      
Collateralized Mortgage Obligations — 9.1%      
Principal
Amount
(000's omitted)
  Security   Value  
Federal Home Loan Mortgage Corp.:      
$ 7,386     Series 2113, Class QG, 6.00%, 1/15/29   $ 7,498,917    
  4,058     Series 2167, Class BZ, 7.00%, 6/15/29(4)     4,235,719    
  4,993     Series 2182, Class ZB, 8.00%, 9/15/29(4)     5,343,025    
Federal National Mortgage Association:      
  279     Series 1989-89, Class H, 9.00%, 11/25/19     305,571    
  605     Series 1991-122, Class N, 7.50%, 9/25/21     638,721    
  5,564     Series 1993-84, Class M, 7.50%, 6/25/23(4)     5,940,123    
  1,653     Series 1997-28, Class ZA, 7.50%, 4/20/27     1,754,336    
  1,473     Series 1997-38, Class N, 8.00%, 5/20/27     1,580,465    

 

Principal
Amount
(000's omitted)
  Security   Value  
Collateralized Mortgage Obligations (continued)      
$ 2,660     Series G-33, Class PT, 7.00%, 10/25/21(4)   $ 2,775,241    
Total Collateralized Mortgage Obligations
(identified cost $29,776,765)
  $ 30,072,118    
Mortgage Pass-Throughs — 42.3%      
Principal
Amount
(000's omitted)
  Security   Value  
Federal Home Loan Mortgage Corp.:      
$ 2,495     6.00%, with maturity at 2014(4)   $ 2,574,201    
  2,654     6.15%, with maturity at 2027     2,728,752    
  7,677     6.50%, with maturity at 2019(4)     8,006,155    
  6,432     7.00%, with various maturities to 2013     6,649,299    
  4,987     7.50%, with maturity at 2024     5,392,738    
  7,129     8.00%, with various maturities to 2031     7,691,280    
  7,338     8.50%, with various maturities to 2031     8,087,237    
  725     9.00%, with maturity at 2031     823,016    
  761     9.50%, with various maturities to 2022     851,708    
  1,743     11.50%, with maturity at 2019(5)     1,942,660    
            $ 44,747,046    
Federal National Mortgage Association:      
$ 13,576     5.00%, with maturity at 2013(4)   $ 13,691,281    
  3,176     5.50%, with maturity at 2029(4)     3,177,930    
  4,002     6.321%, with maturity at 2032(4)(6)     4,100,317    
  9,618     6.50%, with maturity at 2018(4)     9,990,239    
  9,062     7.00%, with various maturities to 2032     9,543,093    
  17,142     7.50%, with various maturities to 2031(4)     18,398,102    
  5,378     8.00%, with various maturities to 2029     5,833,173    
  1,127     8.50%, with maturity at 2027     1,230,000    
  2,245     9.00%, with various maturities to 2029     2,522,502    
  361     9.50%, with maturity at 2014     385,395    
  2,218     10.00%, with various maturities to 2031     2,505,526    
            $ 71,377,558    
Government National Mortgage Association:      
$ 8,118     7.50%, with maturity at 2025   $ 8,768,489    
  7,808     8.00%, with various maturities to 2027     8,566,748    
  4,082     9.00%, with maturity at 2026     4,647,410    
  750     9.50%, with maturity at 2025     851,934    
  977     11.00%, with maturity at 2018     1,098,252    
            $ 23,932,833    
Total Mortgage Pass-Throughs
(identified cost $138,369,633)
  $ 140,057,437    
Total Mortgage-Backed Securities
(identified cost $168,146,398)
  $ 170,129,555    

 

See notes to financial statements
12



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Asset-Backed Securities — 0.1%      
Principal
Amount
(000's omitted)
  Security   Value  
$ 500     Centurion CDO 9 Ltd., Series 2005-9A, Class Note,
9.35%, 7/17/19
  $ 346,672    
Total Asset-Backed Securities
(identified cost $500,000)
  $ 346,672    
Corporate Bonds & Notes — 1.4%      
Principal
Amount
(000's omitted)
  Security   Value  
Building and Development — 0.2%      
Grohe Holding, Variable Rate      
EUR 500     7.622%, 1/15/14(6)   $ 710,336    
            $ 710,336    
Cable and Satellite Television — 0.9%      
Iesy Hessen & ISH NRW, Variable Rate      
EUR 2,000     7.723%, 4/15/13   $ 2,981,463    
            $ 2,981,463    
Financial Intermediaries — 0.3%      
ING Bank NV      
$ 1,000     10.80%, 6/12/08   $ 998,285    
            $ 998,285    
Telecommunications — 0.0%      
Qwest Corp., Sr. Notes, Variable Rate      
$ 200     6.05%, 6/15/13(6)   $ 192,500    
            $ 192,500    
Total Corporate Bonds & Notes
(identified cost $4,296,116)
  $ 4,882,584    
Foreign Corporate Bonds & Notes — 0.9%      
Principal
Amount
(000's omitted)
  Security   Value  
Index Linked Notes — 0.9%      
JP Morgan Chilean Inflation Linked Note      
$ 2,000     7.433%, 11/17/15(7)   $ 2,869,299    
Total Foreign Corporate Bonds & Notes
(identified cost $2,000,000)
  $ 2,869,299    

 

Foreign Government Securities — 4.2%  
Principal
Amount
(000's omitted)
  Security   Value  
Ghanaian Government Bond  
GHS 730     13.69%, 3/15/10   $ 729,733    
GHS 320     13.50%, 3/29/10     318,787    
GHS 1,300     13.67%, 6/15/12     1,251,212    
Indonesia Government  
IDR 31,371,000     11.00%, 12/15/12     3,241,873    
Kenyan Treasury Bond  
KES 4,050     9.50%, 3/23/09     65,718    
Nota Do Tesouro Nacional  
BRL 2,702     6.00%, 5/15/15(9)     1,453,148    
Republic of Iceland  
ISK 162,821     9.50%, 6/13/08     2,167,432    
Republic of Nigeria  
NGN 45,900     0.00%, 9/4/08     377,571    
NGN 119,000     17.00%, 12/16/08     1,069,683    
NGN 39,700     12.00%, 4/28/09     347,550    
Republic of Sri Lanka  
LKR 38,900     11.50%, 11/1/08     349,618    
Republic of Uganda  
UGX 384,700   0.00%, 10/23/08     214,407    
Republic of Uruguay  
UYU 42,911     5.00%, 9/14/18(10)     2,390,826    
Total Foreign Government Securities
(identified cost $13,903,407)
  $ 13,977,558    
Currency Options Purchased — 0.1%  

 

Description   Principal
Amount of Contracts
(000's omitted)
  Strike
Price
  Expiration
Date
  Value  
Euro Put Option   EUR 300       1.2738     10/2/08   $ 392    
Euro Put Option   EUR 300       1.2950     10/10/08     551    
Euro Put Option   EUR 300       1.2990     10/16/08     616    
Euro Put Option   EUR 300       1.3155     10/30/08     869    
Euro Put Option   EUR 300       1.3195     11/13/08     1,042    
Euro Put Option   EUR 300       1.3540     11/26/08     1,691    
Euro Put Option   EUR 300       1.3506     12/11/08     1,840    
Euro Put Option   EUR 300       1.3270     1/8/09     1,770    
Euro Put Option   EUR 300       1.3375     2/12/09     2,443    
Euro Put Option   EUR 300       1.3705     4/8/09     4,302    
Euro Put Option   EUR 300       1.3745     5/13/09     5,049    
South Korean Won
Call Option
  KRW 1,864,800       932.4     3/3/09     5,650    
South Korean Won
Call Option
  KRW 1,831,000       915.5     6/2/09     4,816    

 

See notes to financial statements
13



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Description   Principal
Amount of Contracts
(000's omitted)
  Strike
Price
  Expiration
Date
  Value  
South Korean Won
Put Option
  KRW 1,864,800       932.4     3/3/09   $ 133,501    
South Korean Won
Put Option
  KRW 1,831,000       915.5     6/2/09     156,953    
Total Currency Options Purchased
(identified cost $339,458)
  $ 321,485    
Short-Term Investments — 12.3%  
Foreign Government Securities — 6.7%  

 

Principal
Amount*
(000's omitted)
  Security   Value  
Bank of Georgia Group      
GEL 2,765     7.00%, 5/30/08(8)   $ 1,887,482    
GEL 2,031     8.25%, 10/10/08(8)     1,386,953    
Central Bank of Iceland      
ISK 100,000     15.25%, 9/24/08(6)     1,335,381    
Egyptian Treasury Bill      
EGP 10,650     0.00%, 5/6/08     1,979,493    
EGP 3,900     0.00%, 5/13/08     724,101    
EGP 4,350     0.00%, 5/20/08     806,777    
EGP 1,375     0.00%, 5/27/08     254,737    
EGP 3,950     0.00%, 6/3/08     730,989    
EGP 49,625     0.00%, 6/10/08     9,173,470    
EGP 2,275     0.00%, 6/24/08     419,624    
EGP 11,675     0.00%, 7/1/08     2,151,089    
EGP 6,975     0.00%, 7/8/08     1,283,647    
Total Foreign Government Securities
(identified cost $21,975,327)
  $ 22,133,743    
Other Securities — 5.6%      
Description   Interest/Principal
(000's omitted)
  Value  
  Investment in Cash Management Portfolio, 2.49%(11)     $ 16,957     $ 16,957,466    
  State Street Bank and Trust Time Deposit,
1.50%, 5/1/08
      1,550       1,550,000    
Total Other Securities
(identified cost $18,507,466)
  $ 18,507,466    
Total Short-Term Investments
(identified cost $40,482,793)
  $ 40,641,209    

 

    Value  
Gross Investments — 118.8%
(identified cost $400,038,266)
  $ 393,535,958    
Less Unfunded Loan
Commitments — (0.0)%
  $ (166,887 )  
Net Investments — 118.8%
(identified cost $399,871,379)
  $ 393,369,071    
Other Assets, Less Liabilities — (18.8)%   $ (62,198,706 )  
Net Assets — 100.0%   $ 331,170,365    

 

BRL - Brazilian Real

DIP - Debtor in Possession

EGP - Egyptian Pound

EUR - Euro

GBP - British Pound

GEL - Georgian Lari

GHS - Ghanaian Cedi

IDR - Indonesian Rupiah

ISK - Icelandic Krona

KES - Kenyan Shilling

KRW - South Korean Won

LKR - Sri Lankan Rupee

NGN - Nigerian Naira

UGX - Ugandan Shilling

UYU - Uruguayan Peso

*  In U.S. dollars unless otherwise indicated.

(1)  Senior floating-rate interests often require prepayments from excess cash flows or permit the borrower to repay at their 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 four years. The stated interest rate represents the weighted average interest rate of all contracts within the senior loan facility. Senior Loans typically have rates of interest which are redetermined either daily, monthly, quarterly or semi-annually by reference to a base lending rate, plus a premium. These base lending rates are primarily the London-Interbank Offered Rate ("LIBOR"), and secondarily the prime rate offered by one or more major United States banks (the "Prime Rate") and the certificate of deposit ("CD") rate or other base lending rates used by commercial lenders.

See notes to financial statements
14



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

(2)  This Senior Loan will settle after April 30, 2008, at which time the interest rate will be determined.

(3)  Unfunded or partially unfunded loan commitments. See Note 1G for description.

(4)  All or a portion of this security was on loan at period-end.

(5)  Security (or a portion thereof) has been segregated to cover margin requirements on open financial futures contracts.

(6)  Adjustable rate security. Rate shown is the rate at April 30, 2008.

(7)  Bond pays a coupon of 3.8% on the face at the end of the payment period. Principal is adjusted based on changes in the Chilean UF (Unidad de Fumento) Rate.

(8)  Security valued at fair value using methods determined in good faith by or at the direction of the Trustees.

(9)  Bond pays a 6% coupon on the face at the end of the payment period. Principal is adjusted based on the ICPA (Amplified Consumer Price Index) as determined by the Brazilian Institute of Geography and Statistics. The original face is BRL 1,569,000 and the current face is BRL 2,701,860.

(10)  Bond pays a coupon of 5% on the face at the end of the payment period. Principal is adjusted with the Uruguayan inflation rate. Original face of the bond is UYU 38,030,000 and current face is UYU 42,910,881.

(11)  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of April 30, 2008.

See notes to financial statements
15




Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

FINANCIAL STATEMENTS (Unaudited)

Statement of Assets and Liabilities

As of April 30, 2008

Assets  
Unaffiliated investments, at value including $65,710,161 of
securities on loan (identified cost, $382,913,913)
  $ 376,411,605    
Affiliated investment, at value (identified cost, $16,957,466)     16,957,466    
Cash     1,000,046    
Foreign currency, at value (identified cost, $1,544,628)     1,551,244    
Receivable for investments sold     1,524,266    
Interest receivable     4,070,338    
Interest receivable from affiliated investment     35,407    
Receivable for open forward foreign currency exchange contracts     799,672    
Receivable for open swap contracts     304,357    
Receivable for closed forward foreign currency exchange contracts     41,124    
Prepaid expenses     18,904    
Total assets   $ 402,714,429    
Liabilities  
Collateral for securities loaned   $ 67,138,565    
Payable for investments purchased     2,113,355    
Payable for open swap contracts     1,015,815    
Payable for open forward foreign currency exchange contracts     546,229    
Payable for daily variation margin on open financial futures contracts     236,185    
Payable for closed forward foreign currency exchange contracts     99,075    
Payable to affiliate for investment adviser fee     241,033    
Payable to affiliate for Trustees' fees     2,428    
Accrued expenses     151,379    
Total liabilities   $ 71,544,064    
Net Assets   $ 331,170,365    
Sources of Net Assets  
Common shares, $0.01 par value, unlimited number of shares authorized,
18,886,596 shares issued and outstanding
  $ 188,866    
Additional paid-in capital     350,124,414    
Accumulated net realized loss (computed on the basis of identified cost)     (10,669,451 )  
Accumulated distributions in excess of net investment income     (2,015,163 )  
Net unrealized depreciation (computed on the basis of identified cost)     (6,458,301 )  
Net Assets   $ 331,170,365    
Net Asset Value  
($331,170,365 ÷ 18,886,596 common shares issued and outstanding)   $ 17.53    

 

Statement of Operations

For the Six Months Ended
April 30, 2008

Investment Income  
Interest (net of foreign taxes, $25,447)   $ 11,154,649    
Securities lending income, net     1,821,932    
Interest income allocated from affiliated investment     116,028    
Expenses allocated from affiliated investment     (15,340 )  
Total investment income   $ 13,077,269    
Expenses  
Investment adviser fee   $ 2,103,854    
Trustees' fees and expenses     9,060    
Custodian fee     236,976    
Legal and accounting services     56,195    
Transfer and dividend disbursing agent fees     19,507    
Printing and postage     11,045    
Miscellaneous     43,726    
Total expenses   $ 2,480,363    
Deduct —
Reduction of investment adviser fee
  $ 564,814    
Reduction of custodian fee     287    
Total expense reductions   $ 565,101    
Net expenses   $ 1,915,262    
Net investment income   $ 11,162,007    
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) —
Investment transactions (identified cost basis)
  $ (2,165,674 )  
Financial futures contracts     (721,050 )  
Swap contracts     (521,823 )  
Foreign currency and forward foreign currency exchange
contract transactions
    (1,894,938 )  
Net realized loss   $ (5,303,485 )  
Change in unrealized appreciation (depreciation) —
Investments (identified cost basis)
  $ (11,592,871 )  
Financial futures contracts     494,108    
Swap contracts     582,507    
Foreign currency and forward foreign currency exchange contracts     (386,470 )  
Net change in unrealized appreciation (depreciation)   $ (10,902,726 )  
Net realized and unrealized loss   $ (16,206,211 )  
Net decrease in net assets from operations   $ (5,044,204 )  

 

See notes to financial statements
16



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease)
in Net Assets
  Six Months Ended
April 30, 2008
(Unaudited)
  Year Ended
October 31, 2007
 
From operations —
Net investment income
  $ 11,162,007     $ 21,313,467    
Net realized gain (loss) from investment
transactions, financial futures  
contracts, swap contracts, and 
foreign currency and forward  
foreign currency exchange  
contract transactions
    (5,303,485 )     4,458,263    
Net change in unrealized appreciation
(depreciation) of investments,  
financial futures contracts, swap  
contracts, and foreign currency and  
forward foreign currency  
exchange contracts
    (10,902,726 )     2,815,225    
Net increase (decrease) in net assets
from operations
  $ (5,044,204 )   $ 28,586,955    
Distributions to shareholders —
From net investment income
  $ (13,405,706 )*   $ (26,792,626 )  
Total distributions to shareholders   $ (13,405,706 )   $ (26,792,626 )  
Capital share transactions —
Reinvestment of distributions
to shareholders
  $     $ 585,011    
Total increase in net assets from capital
share transactions
  $     $ 585,011    
Net increase (decrease) in net assets   $ (18,449,910 )   $ 2,379,340    
Net Assets  
At beginning of period   $ 349,620,275     $ 347,240,935    
At end of period   $ 331,170,365     $ 349,620,275    
Accumulated undistributed (distributions in excess of) net investment income included in net assets  
At end of period   $ (2,015,163 )   $ 228,536    

 

* A portion of the distributions may be deemed a tax return of capital at year-end. See Note 2.

Statement of Cash Flows

Cash Flows From
Operating Activities
  For the
Six Months Ended
April 30, 2008
(Unaudited)
 
Net decrease in net assets from operations   $ (5,044,204 )  
Adjustments to reconcile net decrease in net assets from
operations to net cash provided by operating activities:
 
Investments purchased     (40,954,397 )  
Investments sold     182,425,010    
Increase in short-term investments     (34,685,155 )  
Net amortization of premium (discount)     1,497,934    
Decrease in interest receivable     124,805    
Increase in interest receivable from affiliated investment     (10,259 )  
Decrease in payable for investments purchased     (3,947,196 )  
Increase in receivable for investments sold     (1,468,273 )  
Decrease in receivable for daily variation margin
on open financial futures contracts
    6,370    
Increase in receivable for open swap contracts     (196,298 )  
Decrease in receivable for open forward foreign
currency exchange contracts
    765,146    
Decrease in prepaid expenses     7,436    
Decrease in receivable for closed forward foreign
currency exchange contracts
    768,706    
Increase in payable for daily variation margin on open
financial futures contracts
    236,185    
Decrease in payable for open swap contracts     (386,209 )  
Decrease in payable for open forward foreign
currency exchange contracts
    (333,081 )  
Increase in payable for closed forward foreign currency
exchange contracts
    45,838    
Decrease in payable to affiliate for investment adviser fee     (27,919 )  
Increase in payable to affiliate for Trustees' fees     1,008    
Decrease in unfunded loan commitments     (1,298,062 )  
Decrease in collateral for securities loaned     (101,039,079 )  
Decrease in accrued expenses     (173,706 )  
Net change in unrealized (appreciation) depreciation
on long-term investments
    11,751,287    
Net realized (gain) loss on long-term investments     2,401,259    
Net cash provided by operating activities   $ 10,467,146    
Cash Flows From Financing Activities  
Cash distributions paid net of reinvestments   $ (13,405,706 )  
Net cash used in financing activities   $ (13,405,706 )  
Net decrease in cash   $ (2,938,560 )  
Cash at beginning of period   $ 5,489,850    
Cash at end of period   $ 2,551,290    

 

See notes to financial statements
17




Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

FINANCIAL STATEMENTS CONT'D

Financial Highlights

    Six Months Ended
April 30, 2008
  Year Ended October 31,   Period Ended  
    (Unaudited)   2007   2006   October 31, 2005(1)   
Net asset value — Beginning of period   $ 18.510     $ 18.420     $ 18.570     $ 19.100 (2)   
Income (loss) from operations  
Net investment income(3)   $ 0.591     $ 1.129     $ 1.015     $ 0.540    
Net realized and unrealized gain (loss)     (0.861 )     0.381       0.238       (0.250 )  
Total income (loss) from operations   $ (0.270 )   $ 1.510     $ 1.253     $ 0.290    
Less distributions  
From net investment income   $ (0.710 )*   $ (1.420 )   $ (1.322 )   $ (0.667 )  
Tax return of capital                 (0.081 )     (0.113 )  
Total distributions   $ (0.710 )   $ (1.420 )   $ (1.403 )   $ (0.780 )  
Offering costs charged to paid-in-capital(3)    $     $     $     $ (0.040 )  
Net asset value — End of period   $ 17.530     $ 18.510     $ 18.420     $ 18.570    
Market value — End of period   $ 15.85     $ 16.500     $ 17.750     $ 16.070    
Total Investment Return on Net Asset Value(4)      (1.05 )%(7)      8.82 %     7.73 %     1.71 %(5)(7)   
Total Investment Return on Market Value(4)      0.37 %(7)      0.66 %     19.96 %     (11.98 )%(5)(7)   
Ratios/Supplemental Data  
Net assets, end of period (000's omitted)   $ 331,170     $ 349,620     $ 347,241     $ 350,146    
Expenses before custodian fee reduction     1.14 %(6)     1.14 %     1.11 %     1.02 %(6)  
Expenses after custodian fee reduction     1.14 %(6)     1.14 %     1.11 %     1.01 %(6)  
Net investment income     6.60 %(6)     6.12 %     5.50 %     4.26 %(6)  
Portfolio Turnover     9 %     114 %     56 %     89 %  

 

(1)  For the period from the start of business, February 28, 2005, to October 31, 2005.

(2)  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.

(3)  Computed using average common shares outstanding.

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

(5)  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 with all distributions reinvested. 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 with all distributions reinvested.

(6)  Annualized.

(7)  Not annualized.

*  A portion of the distributions may be deemed a tax return of capital at year-end. See Note 2.

See notes to financial statements
18




Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited)

1  Significant Accounting Policies

Eaton Vance Short Duration Diversified Income Fund (the Fund) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, closed-end management investment company. The Fund's primary investment objective is to provide a high level of current income, with a secondary objective of seeking capital appreciation to the extent consistent with its primary goal.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Interests in senior floating-rate loans (Senior Loans) for which reliable market quotations are readily available are valued on the basis of prices furnished by an independent pricing service. Other Senior Loans are valued at fair value by the investment adviser under procedures approved by the Trustees. In fair valuing a Senior Loan, the investment adviser utilizes one or more of the following valuation techniques: (i) a matrix pricing approach that considers the yield on the Senior Loan relative to yields on other loan interests issued by companies of comparable credit quality; (ii) a comparison of the value of the borrower's outstanding equity and debt to that of comparable public companies; (iii) a discounted cash flow analysis; or (iv) when the investment adviser believes it is likely that a borrower will be liquidated or sold, an analysis of the terms of such liquidation or sale. In certain cases, the investment adviser will use a combination of analytical methods to determine fair value, such as when only a portion of a borrower's assets are likely to be sold. In conducting its assessment and analyses for purposes of determining fair value of a Senior Loan, the investment adviser will use its discretion and judgment in considering and appraising relevant factors. Fair value determinations are made by the portfolio managers of the Fund based on information available to such managers. The portfolio managers of other funds managed by the investment adviser that invest in Senior Loans may not possess the same information about a Senior Loan borrower as the portfolio managers of the Fund. At times, the fair value of a Senior Loan determined by the portfolio managers of other funds managed by the investment adviser that invest in Senior Loans may vary from the fair value of the same Senior Loan determined by the portfolio managers of the Fund. The fair value of each Senior Loan is periodically reviewed and approved by the investment adviser's Valuation Committee and by the Trustees based upon procedures approved by the Trustees. Junior loans are valued in the same manner as Senior Loans.

Debt obligations, including listed securities and securities for which quotations are available and forward contracts will normally be valued on the basis of market valuations provided by dealers or pricing services. The pricing services consider various factors relating to bonds and/or market transactions to determine market value. Most seasoned fixed rate 30-year mortgage-backed securities (MBS) are valued through the use of the investment adviser's matrix pricing system, which takes into account bond prices, yield differentials, anticipated prepayments and interest rates provided by dealers. Short-term debt securities (excluding those that are non-U.S. dollar denominated) with a remaining maturity of sixty days or less are valued at amortized cost, which approximates market value. If short-term debt securities are acquired with a remaining maturity of more than sixty days, they will be valued by a pricing service. Foreign exchange rates for foreign exchange forward contracts and for the translation of non-U.S. dollar-denominated investments into U.S. dollars are obtained from a pricing service. Sovereign credit default swaps, foreign interest rate swaps and over-the-counter currency options are valued by a pricing service. Investments for which market quotations are not readily available and investments for which the price of the security is not believed to represent its fair market value, are valued at fair value using methods determined in good faith by or at the direction of the Trustees considering relevant factors, data and information including the market value of freely tradable securities of the same class in the principal market on which such securities are normally traded.

The Fund may invest in Cash Management Portfolio (Cash Management), an affiliated investment company managed by Boston Management and Research, a subsidiary of Eaton Vance Management (EVM). Cash Management values its investment securities utilizing the amortized cost valuation technique permitted by Rule 2a-7 of the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and


19



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

losses on investments sold are determined on the basis of identified cost.

C  Income — Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount. Fees associated with loan amendments are recognized immediately.

D  Federal Taxes — The Fund's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2007, the Fund, for federal income tax purposes, had a capital loss carryforward of $4,288,738 which will reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. Such capital loss carryforward will expire on October 31, 2013 ($2,603,915) and October 31, 2014 ($1,684,823).

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management has concluded that as of April 30, 2008, there are no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. Each of the Fund's federal tax returns filed in the 3-year period ended October 31, 2007 remains subject to examination by the Internal Revenue Service.

E  Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Fund. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Fund maintains with SSBT. All credit balances, if any, used to reduce the Fund's custodian fees are reported as a reduction of expenses in the Statement of Operations.

F  Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

G  Unfunded Loan Commitments — The Fund may enter into certain credit agreements all or a portion of which may be unfunded. The Fund is obligated to fund these commitments at the borrower's discretion. The commitments are disclosed in the accompanying Portfolio of Investments.

H  Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

I  Indemnifications — Under the Fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for the obligations of the Fund. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.


20



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

J  Financial Futures Contracts — The Fund may enter into financial futures contracts. The Fund's investment in financial futures contracts is designed for hedging against changes in interest rates or as a substitute for the purchase of securities. Upon entering into a financial futures contract, the Fund is required to deposit with the broker, either in cash or securities an amount equal to a certain percentage of the purchase price (initial margin). Subsequent payments, known as variation margin, are made or received by the Fund each business day, depending on the daily fluctuations in the value of the underlying security, and are recorded as unrealized gains or losses by the Fund. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. In entering such contracts, the Fund bears the risk if the counterparties do not perform under the contracts' terms.

K  Forward Foreign Currency Exchange Contracts — The Fund may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. The Fund may enter into forward contracts for hedging purposes as well as non-hedging purposes. The forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded as unrealized until such time as the contracts have been closed or offset by another contract with the same broker for the same settlement date and currency. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from movements in the value of a foreign currency relative to the U.S. dollar.

L  Purchased Options — Upon the purchase of a call or put option, the premium paid by the Fund 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 Fund's policies on investment valuations discussed above. If an option which the Fund has purchased expires on the stipulated expiration date, the Fund will realize a loss in the amount of the cost of the option. If the Fund enters into a closing sale transaction, the Fund 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 Fund 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 Fund exercises a call option, the cost of the security which the Fund purchases upon exercise will be increased by the premium originally paid.

M  Interest Rate Swaps — The Fund may enter into interest rate swap agreements to enhance return, to hedge against fluctuations in securities prices or interest rates, or as substitution for the purchase or sale of securities. Pursuant to these agreements, the Fund makes periodic payments at a fixed interest rate and, in exchange, receives payments based on the interest rate 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 or losses. The value of the swap is determined by changes in the relationship between two rates of interest. The Fund is exposed to credit loss in the event of non-performance by the swap counterparty. Risk may also arise from movements in interest rates.

N  Credit Default Swaps — The Fund may enter into credit default swap contacts to buy or sell protection against default on an individual issuer or a basket of issuers of bonds. When the Fund is a buyer of a credit default swap contract, the Fund is entitled to receive the par (or other agreed-upon) value of a referenced debt obligation (or basket of debt obligations) from the counterparty to the contract in the event of default by a third party, such as a U.S. or foreign corporate issuer, on the debt obligation. In return, the Fund pays 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 Fund would have spent the stream of payments and received no benefits from the contract. When the Fund 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 obligations. As the seller, the Fund effectively adds leverage to its portfolio because, in addition to its total net assets, the Fund is subject to investment exposure on the notional amount of the swap. The interest fee paid or received on the swap contract, which is based on a specified interest rate on a fixed notional amount, is accrued daily as a component of unrealized appreciation (depreciation) and is recorded as realized gain upon receipt or realized loss upon payment. The Fund also records an increase or decrease to unrealized appreciation (depreciation) in an amount equal to the daily valuation. Up-front payment or receipts, if any, are recorded as other assets or other liabilities, respectively, and amortized over the life of the


21



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

swap contract as realized gains or losses. The Fund segregates 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.

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

P  Interim Financial Statements — The interim financial statements relating to April 30, 2008 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund's management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

The Fund intends to make monthly distributions to shareholders and at least one distribution annually of all or substantially all of its net realized capital gains, if any. In its distributions, the Fund intends to include amounts attributable to the imputed interest on foreign currency exposures through long and short positions in forward currency exchange contracts (represented by the difference between the foreign currency spot rate and the foreign currency forward rate) and the imputed interest derived from certain other derivative positions. Distributions are recorded on the ex-dividend date. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income. In certain circumstances, a portion of distributions to shareholders may include a return of capital component. For the six months ended April 30, 2008, the amount of distributions estimated to be a tax return of capital was approximately $687,000. The final determination of tax characteristics of the Fund's distributions will occur at the end of the year, at which time it will be reported to the shareholders.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by EVM as compensation for management and investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.75% of the Fund's average daily total leveraged assets, subject to the limitation described below, and is payable monthly. Total leveraged assets as referred to herein represent net assets plus liabilities or obligations attributable to investment leverage and the notional value of long and short forward currency contracts, futures contracts and swaps held by the Fund. The notional value of a contract for purposes of calculating total leveraged assets is the stated dollar value of the underlying reference instrument at the time the derivative position is entered into and remains constant throughout the life of the derivative contract. However, the derivative contracts are marked to market daily and any unrealized appreciation or depreciation is reflected in the Fund's net assets. When the Fund holds both long and short forward currency contracts in the same foreign currency, the offsetting positions are netted for purposes of determining total leveraged assets. When the Fund holds other long and short positions in foreign obligations denominated in the same currency, total leveraged assets are calculated by excluding the smaller of the long or short position.

The advisory agreement provides that if investment leverage exceeds 40% of the Fund's total leveraged assets, EVM will not receive a management fee on total leveraged assets in excess of this amount. As of April 30, 2008, the Fund's investment leverage was 47% of its total leveraged assets. The portion of the adviser fee payable by Cash Management on the Fund's investment of cash therein is credited against the Fund's adviser fee. For the six months ended April 30, 2008, the Fund's adviser fee totaled $2,118,050 of which $14,196 was allocated from Cash Management and $2,103,854 was paid or accrued directly by the Fund. EVM also serves as administrator of the Fund, but receives no compensation.

In addition, EVM has contractually agreed to reimburse the Fund for fees and other expenses at an annual rate of 0.20% of the Fund's average daily total leveraged assets during the first five full years of the Fund's operations, 0.15% of the Fund's average daily total leveraged assets in year six, 0.10% in year seven and 0.05% in year eight. Pursuant to this agreement, EVM waived $564,814 of its advisory fee for the six months ended April 30, 2008.

Except for Trustees of the Fund who are not members of EVM's organization, officers and Trustees receive remuneration for their services to the Fund out of the


22



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

investment adviser fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended April 30, 2008, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

4  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations and including maturities, paydowns and principal repayments on Senior Loans, for the six months ended April 30, 2008 were as follows:

Purchases  
Investments (non-U.S. Government)   $ 27,145,462    
U.S. Government Securities     13,808,935    
    $ 40,954,397    
Sales  
Investments (non-U.S. Government)   $ 111,155,155    
U.S. Government Securities     71,269,855    
    $ 182,425,010    

 

Included in sales are proceeds of $50,191,075 from the sale of securities by the Fund to investment companies advised by EVM or its affiliates. Such transactions were executed in accordance with affiliated transaction procedures approved by the Fund's Trustees.

5  Common Shares of Beneficial Interest

Common shares issued pursuant to the Fund's dividend reinvestment plan for the six months ended April 30, 2008 and the year ended October 31, 2007 were none and 31,596, respectively.

6  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at April 30, 2008, as determined on a federal income tax basis, were as follows:

Aggregate cost   $ 401,078,874    
Gross unrealized appreciation   $ 7,376,920    
Gross unrealized depreciation     (15,086,723 )  
Net unrealized depreciation   $ (7,709,803 )  

 

7  Financial Instruments

The Fund 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 may include forward foreign currency exchange contracts, financial futures contracts, credit default swaps and interest rate swaps 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 Fund has in particular classes of financial instruments and does not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.

A summary of obligations under these financial instruments at April 30, 2008 is as follows:

Forward Foreign Currency Exchange Contracts

Sales

Settlement Date   Deliver   In Exchange For   Net Unrealized
Appreciation
(Depreciation)
 
5/02/08
  British Pound Sterling
745,617
  United States Dollar
1,478,558
    $1,827    
5/30/08
  British Pound Sterling
3,117,243
  United States Dollar
6,211,200
    48,916    
5/06/08
  Canadian Dollar
6,977,000
  United States Dollar
6,873,147
    (54,365 )  
5/27/08
  Euro
2,334,000
  United States Dollar
3,722,870
    92,262    
5/30/08
  Euro
25,973,429
  United States Dollar
40,581,405
    183,801    
5/05/08
  Euro
26,895
  United States Dollar
70,927
    29,055    
5/05/08
  Ghanian Cedi
3,997
  United States Dollar
3,950
    (28 )  
5/28/08
  New Zealand Dollar
5,038,110
  United States Dollar
3,998,798
    77,632    
5/12/08
  South African Rand
43,318,983
  United States Dollar
5,635,063
    (94,258 )  
            $ 284,842    

 


23



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

Purchases

Settlement Date   In Exchange For   Deliver   Net Unrealized
Appreciation
(Depreciation)
 
5/27/08
  Botswana Pula
542,000
  United States Dollar
81,614
    $2,495    
5/07/08
  Icelandic Krona
241,940,008
  Euro
2,110,251
    (54,916 )  
5/13/08
  Icelandic Krona
188,379,000
  Euro
1,648,254
    (51,476 )  
5/12/08
  Indian Rupee
68,500,000
  United States Dollar
1,710,362
    (21,042)    
5/19/08
  Indian Rupee
68,841,000
  United States Dollar
1,722,748
    (26,011 )  
5/27/08
  Indian Rupee
137,250,000
  United States Dollar
3,432,108
    (51,539 )  
6/02/08
  Indian Rupee
69,042,000
  United States Dollar
1,711,078
    (11,373 )  
5/12/08
  Indonesian Rupiah
16,026,000,000
  United States Dollar
1,732,166
    3,913    
5/19/08
  Indonesian Rupiah
15,000,000,000
  United States Dollar
1,625,312
    (1,986 )  
5/27/08
  Indonesian Rupiah
36,929,375,000
  United States Dollar
4,001,883
    (9,838 )  
5/19/08
  Kazakh Tenge
207,000,000
  United States Dollar
1,706,794
    9,694    
6/18/08
  Kazakh Tenge
199,000,000
  United States Dollar
1,634,765
    9,730    
10/14/08
  Kazakh Tenge
251,700,000
  United States Dollar
2,013,600
    37,183    
5/27/08
  Kenyan Shilling
30,028,519
  United States Dollar
485,580
    (1,262 )  
5/08/08
  Malaysian Ringgit
17,250,000
  United States Dollar
5,412,104
    48,250    
5/15/08
  Malaysian Ringgit
4,365,000
  United States Dollar
1,371,305
    10,264    
5/20/08
  Malaysian Ringgit
13,500,000
  United States Dollar
4,271,611
    977    
5/22/08
  Malaysian Ringgit
8,650,000
  United States Dollar
2,748,649
    (11,106 )  
5/27/08
  Malaysian Ringgit
5,880,000
  United States Dollar
1,874,582
    (13,819 )  
5/30/08
  Malaysian Ringgit
8,650,000
  United States Dollar
2,763,049
    (25,819 )  
7/15/08
  Mauritian Rupee
11,800,000
  United States Dollar
466,772
    (16,774 )  

 

Settlement Date   In Exchange For   Deliver   Net Unrealized
Appreciation
(Depreciation)
 
5/12/08
  Mexican Peso
16,338,000
  United States Dollar
1,559,699
    $(6,182)    
5/05/08
  New Turkish Lira
3,104,291
  United States Dollar
2,375,309
    51,755    
5/20/08
  New Turkish Lira
3,105,000
  United States Dollar
2,306,321
    108,333    
5/27/08
  New Turkish Lira
2,914,758
  United States Dollar
2,235,244
    25,831    
5/12/08
  Philippine Peso
72,872,000
  United States Dollar
1,762,556
    (39,366 )  
5/12/08
  Polish Zloty
26,122,500
  Euro
7,554,550
    9,865    
5/28/08
  Polish Zloty
11,806,250
  Euro
3,449,699
    (54,500 )  
6/05/08
  Polish Zloty
8,224,250
  Euro
2,377,157
    964    
6/05/08
  Ugandan Shilling
1,124,090,089
  United States Dollar
664,081
    67    
5/07/08
  Zambian Kwacha
1,620,900,000
  United States Dollar
419,392
    46,858    
            $ (30,830 )  

 

At April 30, 2008, closed forward foreign currency purchases and sales contracts excluded above amounted to a receivable of $41,124 and a payable of $99,075.

Futures Contracts

Expiration
Date
  Contracts   Position   Aggregate
Cost
  Value   Net
Unrealized
Appreciation
 
  6/08     21 Japan
10 Year Bond
  Short   $ (27,887,492 )   $ (27,488,279 )   $ 399,213    

 

Description of the underlying instruments to Futures Contracts:

•  Japan 10-Year Bond: Japanese Government Bonds (JGB) having a maturity of 7 years or more but less than 11 years.


24



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

Credit Default Swaps  
Counterparty   Reference
Entity
  Buy/
Sell
  Notional
Amount
(000's
omitted)
  Pay/
Receive
Annual
Fixed
Rate
  Termination
Date
  Net
Unrealized
Appreciation
(Depreciation)
 
Barclays                                
   
Bank PLC:   Iceland   Sell   $ 800       1.88 %   3/20/18   $ 16,601    
    Turkey
(Republic of)
  Buy     900       2.13     1/20/13     6,329    
    Turkey
(Republic of)
  Buy     1,100       2.12     1/20/13     8,193    
Credit Suisse                                
   
First Boston, Inc.:   Italy   Buy     6,800       0.20     12/20/16     65,271    
    Philippines
(Republic of the)
  Buy     5,000       2.15     9/20/11     (103,716)    
    Turkey
(Republic of)
  Buy     10,000       2.01     3/20/10     (135,719)    
    Turkey
(Republic of)
  Buy     880       2.11     1/20/13     6,921    
JPMorgan                                
   
Chase Bank:   Iceland   Sell     1,300       1.70     3/20/18     9,431    
    Iceland   Sell     2,600       1.75     3/20/18     28,610    
    Iceland   Sell     800       1.90     3/20/18     17,801    
    Iceland   Sell     1,000       2.10     3/20/23     41,750    
    Iceland   Sell     1,000       2.45     3/20/23     75,593    
    Indonesia   Buy     10,000       2.09     9/20/11     (97,141 )  
    Philippines
(Republic of the)
  Buy     5,000       2.17     9/20/11     (106,878)    
    Turkey
(Republic of)
  Buy     10,000       2.00     3/20/10     (133,895)    
    Turkey
(Republic of)
  Buy     3,740       2.12     1/20/13     27,857    
                                $ (272,992 )  

 

Interest Rate Swaps  
Counterparty   Notional
Amount
  Fund
Pay/Receive
Floating Rate
  Floating
Rate Index
  Annual
Fixed Rate
  Termination
Date
  Net
Unrealized
Depreciation
 
Barclays     12,000,000                  
   
Bank PLC:     MYR     Pay   KLIBOR     3.85 %   March 27, 2012   $ (18,968 )  
JP Morgan     10,259,445         Brazilian Interbank            
   
Chase Bank:     BRL     Pay   Deposit Rate     11.34     January 2, 2009     (48,566 )  
    3,693,637       Brazilian Interbank              
   
    BRL     Pay   Deposit Rate     12.73     January 2, 2012     (55,615 )  
    4,309,749       Brazilian Interbank              
   
    BRL     Pay   Deposit Rate     10.35     January 2, 2012     (315,317 )  
                        $ (438,466 )  

 

  BRL     Brazilian Real  
  MYR     Malaysian Ringgit  
  KLIBOR     Kuala Lumpur Interbank Offered Rate  

 

At April 30, 2008, the Fund had sufficient cash and/or securities to cover commitments under these contracts.

8  Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Certain foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Fund, political or financial instability or diplomatic and other developments which could affect such investments. Foreign stock markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker-dealers and issuers than in the United States.

9  Securities Lending Agreement

The Fund has established a securities lending agreement in which the Fund lends portfolio securities to a broker in exchange for collateral consisting of either cash or U.S. government securities in an amount at least equal to the market value of the securities on loan. Under the agreement, the Fund continues to earn interest on the securities loaned. Collateral received is generally cash, and the Fund invests the cash and receives any interest on the amount invested but it must pay the broker a loan rebate fee computed as a varying percentage of the collateral received. The loan rebate fee paid by the Fund offsets a portion of the interest income received and amounted to $2,787,502 for the six months ended April 30, 2008. At April 30, 2008, the value of the securities loaned and the value of the collateral amounted to $65,710,161 and $67,138,565, respectively. In the event of counterparty default, the Fund is subject to potential loss if it is delayed or prevented from exercising its right to dispose of the collateral. The Fund bears risk in the event that invested collateral is not sufficient to meet obligations due on loans. The Fund has the right under the lending agreement to recover the securities from the borrower on demand.


25



Eaton Vance Short Duration Diversified Income Fund as of April 30, 2008

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

10  Recently Issued Accounting Pronouncements

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157 (FAS 157), "Fair Value Measurements". FAS 157 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosure about fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. As of April 30, 2008, management does not believe the adoption of FAS 157 will impact the amounts reported in the financial statements; however, additional disclosures may be required about the inputs used to develop the measurements of fair value and the effect of certain of the measurements on changes in net assets for the period.

In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161 (FAS 161), "Disclosures about Derivative Instruments and Hedging Activities". FAS 161 requires enhanced disclosures about an entity's derivative and hedging activities, including qualitative disclosures about the objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk related contingent features in derivative instruments. FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund's financial statement disclosures.


26




Eaton Vance Short Duration Diversified Income Fund

ANNUAL MEETING OF SHAREHOLDERS (Unaudited)

The Fund held its Annual Meeting of Shareholders on February 29, 2008. The following action was taken by the shareholders of the Fund:

Item 1:  The election of Norton H. Reamer, Lynn A. Stout and Ralph F. Verni as Class III Trustees of the Fund for a three-year term expiring in 2011, Thomas E. Faust Jr. and Allen R. Freedman as Class I Trustees of the Fund for a one-year term expiring in 2009 and Heidi L. Steiger as Class II Trustee of the Fund for a two-year term expiring in 2010.

Nominee for Trustee   Number of Shares  
Elected by All Shareholders   For   Withheld  
Thomas E. Faust Jr.     16,570,455       653,472    
Allen R. Freedman     16,562,662       661,265    
Norton H. Reamer     16,563,905       660,022    
Heidi L. Steiger     16,572,405       651,522    
Lynn A. Stout     16,575,695       648,232    
Ralph F. Verni     16,572,371       651,556    

 


27



Eaton Vance Short Duration Diversified Income Fund

DIVIDEND REINVESTMENT PLAN

The Fund offers a dividend reinvestment plan (the Plan) pursuant to which shareholders may elect to have dividends and capital gains distributions automatically reinvested in shares (the Shares) of the Fund. You may 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 American Stock Transfer & Trust Company 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 Fund's transfer agent American Stock Transfer & Trust Company, or you will not be able to participate.

The Plan Agent's service fee for handling distributions will be paid by the Fund. 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 inquiries regarding the Plan can be directed to the Plan Agent, American Stock Transfer & Trust Company, at 1-866-706-0514.


28




Eaton Vance Short Duration Diversified Income Fund

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 Short Duration Diversified Income Fund
American Stock Transfer & Trust Company
P.O. Box 922
Wall Street Station
New York, NY 10269-0560

Number of Employees

The Fund 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 April 30, 2008, our records indicate that there are 18 registered shareholders and approximately 14,208 shareholders owning the Fund shares in street name, such as through brokers, banks, and financial intermediaries.

If you are a street name shareholder and wish to receive Fund reports directly, which contain important information about the Fund, please write or call:

Eaton Vance Distributors, Inc.
The Eaton Vance Building7
255 State Street
Boston, MA 02109
1-800-225-6265

New York Stock Exchange symbol

The New York Stock Exchange Symbol is EVG.


29



Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT

Overview of the Contract Review Process

The Investment Company Act of 1940, as amended (the "1940 Act"), provides, in substance, that each investment advisory agreement between a fund and its investment adviser will continue in effect from year to year only if its continuance is approved at least annually by the fund's board of trustees, including by a vote of a majority of the trustees who are not "interested persons" of the fund ("Independent Trustees"), cast in person at a meeting called for the purpose of considering such approval.

At a meeting of the Boards of Trustees (each a "Board") of the Eaton Vance group of mutual funds (the "Eaton Vance Funds") held on April 21, 2008, the Board, including a majority of the Independent Trustees, voted to approve continuation of existing advisory and sub-advisory agreements for the Eaton Vance Funds for an additional one-year period. In voting its approval, the Board relied upon the affirmative recommendation of the Contract Review Committee of the Board (formerly the Special Committee), which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Contract Review Committee reviewed information furnished for a series of meetings of the Contract Review Committee held in February, March and April 2008. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

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

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

•  An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

•  Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

•  Comparative information concerning fees charged by each adviser for managing other mutual funds and institutional accounts using investment strategies and techniques similar to those used in managing the fund;

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

Information about Portfolio Management

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

•  Information concerning the allocation of brokerage and the benefits received by each adviser as a result of brokerage allocation, including information concerning the acquisition of research through "soft dollar" benefits received in connection with the funds' brokerage, and the implementation of a soft dollar reimbursement program established with respect to the funds;

•  Data relating to portfolio turnover rates of each fund;

•  The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

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

•  Descriptions of the qualifications, education and experience of the individual investment professionals whose responsibilities include portfolio management and investment research for the funds, and information relating to their compensation and responsibilities with respect to managing other mutual funds and investment accounts;

•  Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

•  Copies of or descriptions of each adviser's proxy voting policies and procedures;

•  Information concerning the resources devoted to compliance efforts undertaken by each adviser and its affiliates on behalf of the funds (including descriptions of various compliance programs) and their record of compliance with investment policies and restrictions, including policies with respect to market-timing, late trading and selective portfolio disclosure, and with policies on personal securities transactions;

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

Other Relevant Information

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

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

•  The terms of each advisory agreement.


30



Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

In addition to the information identified above, the Contract Review Committee considered information provided from time to time by each adviser throughout the year at meetings of the Board and its committees. Over the course of the twelve-month period ended April 30, 2008, the Board met eleven times and the Contract Review Committee, the Audit Committee and the Governance Committee, each of which is a Committee comprised solely of Independent Trustees, met twelve, seven and five times, respectively. At such meetings, the Trustees received, among other things, presentations by the portfolio managers and other investment professionals of each adviser relating to the investment performance of each fund and the investment strategies used in pursuing the fund's investment objective. The Portfolio Management Committee and the Compliance Reports and Regulatory Matters Committee are newly established and did not meet during the twelve-month period ended April 30, 2008.

For funds that invest through one or more underlying portfolios, the Board considered similar information about the portfolio(s) when considering the approval of advisory agreements. In addition, in cases where the fund's investment adviser has engaged a sub-adviser, the Board considered similar information about the sub-adviser when considering the approval of any sub-advisory agreement.

The Contract Review Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Contract Review Committee relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating each advisory and sub-advisory agreement and the weight to be given to each such factor. The conclusions reached with respect to each advisory and sub-advisory agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each member of the Contract Review Committee may have placed varying emphasis on particular factors in reaching conclusions with respect to each advisory and sub-advisory agreement.

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Contract Review Committee concluded that the continuance of the investment advisory agreement between the Eaton Vance Short Duration Diversified Income Fund (the "Fund"), and Eaton Vance Management (the "Adviser"), including its fee structure, is in the interests of shareholders and, therefore, the Contract Review Committee recommended to the Board approval of the agreement. The Board accepted the recommendation of the Contract Review Committee as well as the factors considered and conclusions reached by the Contract Review Committee with respect to the agreement. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the investment advisory agreement for the Fund.

Nature, Extent and Quality of Services

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

The Board considered the Adviser's management capabilities and investment process with respect to the types of investments held by the Fund, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. In particular, the Board evaluated the abilities and experience of such investment personnel in analyzing factors such as credit risk and special considerations relevant to investing in senior, secured floating-rate loans, foreign debt obligations, including debt of emerging market issuers, and mortgage-backed securities. The Board considered the Adviser's in-house research capabilities as well as other resources available to personnel of the Adviser. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Fund by senior management.

The Board also reviewed the compliance programs of the Adviser and relevant affiliates thereof. Among other matters, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment opportunities. The Board also evaluated the responses of the Adviser and its affiliates to requests from regulatory authorities such as the Securities and Exchange Commission.

The Board considered shareholder and other administrative services provided or managed by Eaton Vance Management and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a part of a large family of funds.

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


31



Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the one-year period ended September 30, 2007 for the Fund. On the basis of the foregoing and other relevant information, the Board concluded that the performance of the Fund was satisfactory.

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates, including any administrative fee rates, payable by the Fund (referred to as "management fees"). The Board noted the nature of the management fees which are charged on total leveraged assets, and its relationship to the investment objectives of the Fund. The Board concluded that the fees were appropriate in light of the manner in which the leverage will be used by the Adviser in managing the portfolio.

As part of its review, the Board considered the Fund's management fees and total expense ratio for the year ended September 30, 2007, as compared to a group of similarly managed funds selected by an independent data provider. The Board considered the fact that the Adviser had waived fees and/or paid expenses for the Fund.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the management fees charged for advisory and related services and the Fund's total expense ratio are reasonable.

Profitability

The Board reviewed the level of profits realized by the Adviser and relevant affiliates thereof in providing investment advisory and administrative services to the Fund and to all Eaton Vance Funds as a group. The Board considered the level of profits realized with and without regard to revenue sharing or other payments by the Adviser and its affiliates to third parties in respect of distribution services. The Board also considered other direct or indirect benefits received by the Adviser and its affiliates in connection with its relationship with the Fund.

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board also considered the fact that the Fund is not continuously offered and concluded that, in light of the level of the Adviser's profits with respect to the Fund, the implementation of breakpoints in the advisory fee schedule is not appropriate at this time. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affiliates and the Fund.


32




Eaton Vance Short Duration Diversified Income Fund

OFFICERS AND TRUSTEES

Officers
Payson F. Swaffield
President
John R. Baur
Vice President
Michael A. Cirami
Vice President
Christine M. Johnston
Vice President
Catherine C. McDermott
Vice President
Scott H. Page
Vice President
Susan Schiff
Vice President
Mark S. Venezia
Vice President
Barbara E. Campbell
Treasurer
Maureen A. Gemma
Secretary
Paul M. O'Neil
Chief Compliance Officer
  Trustees
Ralph F. Verni
Chairman
Benjamin C. Esty
Thomas E. Faust Jr.
Allen R. Freedman
William H. Park
Ronald A. Pearlman
Norton H. Reamer
Heidi L. Steiger
Lynn A. Stout
 

 


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Investment Adviser and Administrator of Eaton Vance Short Duration Diversified Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Custodian
State Street Bank and Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
American Stock Transfer & Trust Company

59 Maiden Lane
Plaza Level
New York, NY 10038

Eaton Vance Short Duration Diversified Income Fund
The Eaton Vance Building
255 State Street
Boston, MA 02109



2319-6/08  CE-SDDISRC




 

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 and Norton H. Reamer, each an independent trustee, as its audit committee financial experts.  Mr. Park is a certified public accountant who is the Vice Chairman of Commercial Industrial Finance Corp (specialty finance company). Previously, he served as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm) and as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (“UAM”) (a holding company owning institutional investment management firms). 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 and Chief Operating Officer of Hellman, Jordan Management Co., Inc. (an investment management company) and Advisory Director of Berkshire Capital Corporation (an investment banking firm), Chairman of the Board of UAM and Chairman, President and Director of the UAM Funds (mutual funds).

 

Item 4. Principal Accountant Fees and Services

 

Not required in this filing

 

Item 5.  Audit Committee of Listed registrants

 

Not required in this filing.

 

Item 6. Schedule of Investments

 

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

 

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

 

The Board of Trustees of the Trust has adopted a proxy voting policy and procedure (the “Fund Policy”), pursuant to which the Trustees have delegated proxy voting responsibility to the Fund’s investment adviser and adopted the investment adviser’s proxy voting policies and procedures (the “Policies”) which are described below.  The Trustees will review the Fund’s proxy voting records from time to time and will annually consider approving the Policies for the upcoming year.  In the event that a conflict of interest arises between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund, the investment adviser will generally refrain from voting the proxies related to the companies giving rise to such conflict until it consults with the Board’s Contract Review Committee except as contemplated under the Fund Policy.  The Board’s Contract Review Committee will instruct the investment adviser on the appropriate course of action.

 

The Policies are designed to promote accountability of a company’s management to its shareholders and to align the interests of management with those shareholders. An independent proxy voting service (“Agent”), currently Institutional Shareholder Services, Inc., has been retained to assist in the voting of proxies through the provision of vote analysis, implementation and recordkeeping and disclosure services.  The investment adviser will generally vote proxies through the Agent.  The Agent is required to vote all proxies and/or refer then back to the investment adviser pursuant to the Policies.  It is

 



 

generally the policy of the investment adviser to vote in accordance with the recommendation of the Agent.  The Agent shall refer to the investment adviser proxies relating to mergers and restructurings, and the disposition of assets, termination, liquidation and mergers contained in mutual fund proxies.  The investment adviser will normally vote against anti-takeover measures and other proposals designed to limit the ability of shareholders to act on possible transactions, except in the case of closed-end management investment companies.  The investment adviser generally supports management on social and environmental proposals.  The investment adviser may abstain from voting from time to time where it determines that the costs associated with voting a proxy outweighs the benefits derived from exercising the right to vote or the economic effect on shareholders interests or the value of the portfolio holding is indeterminable or insignificant.

 

In addition, the investment adviser will monitor situations that may result in a conflict of interest between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund by maintaining a list of significant existing and prospective corporate clients.  The investment adviser’s personnel responsible for reviewing and voting proxies on behalf of the Fund will report any proxy received or expected to be received from a company included on that list to the personal of the investment adviser identified in the Policies. If such personnel expects to instruct the Agent to vote such proxies in a manner inconsistent with the guidelines of the Policies or the recommendation of the Agent, the personnel will consult with members of senior management of the investment adviser to determine if a material conflict of interests exists.  If it is determined that a material conflict does exist, the investment adviser will seek instruction on how to vote from the Contract Review Committee.

 

Information on how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 is available (1) without charge, upon request, by calling 1-800-262-1122, and (2) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

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

 

Christine M. Johnston, Catherine C. McDermott, Scott H. Page, Susan Schiff, Mark S. Venezia, and other Eaton Vance Management (“EVM”) investment professionals comprise the investment team responsible for the overall management of the Fund’s investments as well as allocations among the Fund’s three principal investment categories.

 

Ms. Johnston has been with Eaton Vance since 1994 and is a Vice President of EVM and Boston Management and Research, an Eaton Vance subsidiary (“BMR”). Ms. McDermott joined Eaton Vance in 2000 and is a Vice President of EVM and BMR. Mr. Page has been an Eaton Vance portfolio manager since 1996 and is a Vice President of EVM and BMR.  He is head of Eaton Vance’s Senior Loan Group. Ms. Schiff has been an Eaton Vance portfolio manager since 1991 and is a Vice President of EVM and BMR. Mr. Venezia has been with Eaton Vance since 1984 and is a Vice President of EVM and BMR. He is head of Eaton Vance’s Global Bond Department. This information is provided as of the date of filing of this report.

 

The following tables show, as of the Fund’s most recent fiscal year end, the number of accounts each portfolio manager managed in each of the listed categories and the total assets in the accounts managed

 



 

within each category.  The table also shows the number of accounts with respect to which the advisory fee is based on the performance of the account, if any, and the total assets in those accounts.

 

 

 

Number
of All
Accounts

 

Total Assets
of All
Accounts*

 

Number of
Accounts
Paying a
Performance
Fee

 

Total assets of
Accounts Paying
a Performance
Fee*

 

Christine M. Johnston

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

3

 

$

3,997.9

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Catherine C. McDermott

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

2

 

$

3,614.3

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Scott H. Page

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

11

 

$

16,073.1

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

6387.5

 

6

 

$

3,219.9

 

Other Accounts

 

2

 

$

1,006.7

 

0

 

$

0

 

Susan Schiff

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

5

 

$

4,361.1

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Mark S. Venezia

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

10

 

$

5,614.2

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

 


*In millions of dollars. For registered investment companies, assets represent net assets of all open-end investment companies and gross assets of all closed-end investment companies.

 

The following table shows the dollar range of Fund shares beneficially owned by each portfolio manager as of the Fund’s most recent fiscal year end.

 



 

Portfolio
Manager

 

Dollar Range of
Equity Securities
Owned in the
Fund

 

Christine M. Johnston

 

None

 

Catherine C. McDermott

 

None

 

Scott H. Page

 

None

 

Susan Schiff

 

None

 

Mark S. Venezia

 

$100,001-$500,000

 

 

Potential for Conflicts of Interest.  The portfolio managers manage multiple investment portfolios.  Conflicts of interest may arise between a portfolio manager’s management of the Fund and his or her management of these other investment portfolios. Potential areas of conflict may include allocation of a portfolio manager’s time, investment opportunities and trades among investment portfolios, including the Fund, personal securities transactions and use of Fund portfolio holdings information.   In addition, some investment portfolios may compensate the investment adviser or sub-adviser based on the performance of the securities held by that account. The existence of such a performance based fee may create additional conflicts of interest for a portfolio manager in the allocation of management time and investment opportunities.  EVM has adopted policies and procedures that it believes are reasonably designed to address these conflicts.  There is no guarantee that such policies and procedures will be effective or that all potential conflicts will be anticipated.

 

Portfolio Manager Compensation Structure

 

Compensation of EVM’s portfolio managers and other investment professionals has three primary components: (1) a base salary, (2) an annual cash bonus, and (3) annual stock-based compensation consisting of options to purchase shares of EVC’s nonvoting common stock and/or restricted shares of EVC’s nonvoting common stock. EVM’s investment professionals also receive certain retirement, insurance and other benefits that are broadly available to all EVM’s employees. Compensation of EVM’s investment professionals is reviewed primarily on an annual basis. Cash bonuses, stock-based compensation awards, and adjustments in base salary are typically paid or put into effect at or shortly after the October 31st fiscal year end of EVC.

 

Method to Determine Compensation. EVM compensates its portfolio managers based primarily on the scale and complexity of their portfolio responsibilities and the total return performance of managed funds and accounts versus appropriate peer groups or benchmarks. Performance is normally based on periods ending on the September 30th preceding fiscal year end. Fund performance is evaluated primarily versus peer groups of funds as determined by Lipper Inc. and/or Morningstar, Inc. In evaluating the performance of a fund and its manager, primary emphasis is normally placed on three-year performance, with secondary consideration of performance over longer and shorter periods. For funds that are tax-managed or otherwise have an objective of after-tax returns, performance is measured net of taxes. For other funds, performance is evaluated on a pre-tax basis. In addition to rankings within

 



 

peer groups of funds on the basis of absolute performance, consideration may also be given to risk-adjusted performance. For funds with an investment objective other than total return (such as current income), consideration will also be given to the fund’s success in achieving its objective. For managers responsible for multiple funds and accounts, investment performance is evaluated on an aggregate basis, based on averages or weighted averages among managed funds and accounts. Funds and accounts that have performance-based advisory fees are not accorded disproportionate weightings in measuring aggregate portfolio manager performance.

 

The compensation of portfolio managers with other job responsibilities (such as heading an investment group or providing analytical support to other portfolios) will include consideration of the scope of such responsibilities and the managers’ performance in meeting them.

 

EVM seeks to compensate portfolio managers commensurate with their responsibilities and performance, and competitive with other firms within the investment management industry. EVM participates in investment-industry compensation surveys and utilizes survey data as a factor in determining salary, bonus and stock-based compensation levels for portfolio managers and other investment professionals. Salaries, bonuses and stock-based compensation are also influenced by the operating performance of EVM and its parent company. The overall annual cash bonus pool is based on a substantially fixed percentage of pre-bonus operating income. While the salaries of EVM’s portfolio managers are comparatively fixed, cash bonuses and stock-based compensation may fluctuate significantly from year to year, based on changes in manager performance and other factors as described herein. For a high performing portfolio manager, cash bonuses and stock-based compensation may represent a substantial portion of total compensation.

 

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

 

No such purchases this period.

 

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

 

No Material Changes.

 

Item 11. Controls and Procedures

 

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

 

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

 



 

Item 12. Exhibits

 

(a)(1)

 

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

(a)(2)(i)

 

Treasurer’s Section 302 certification.

(a)(2)(ii)

 

President’s Section 302 certification.

(b)

 

Combined Section 906 certification.

 



 

Signatures

 

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

 

Eaton Vance Short Duration Diversified Income Fund

 

By:

/s/Payson F. Swaffield

 

 

Payson F. Swaffield

 

President

 

 

 

 

Date:

June 12, 2008

 

 

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:

June 12, 2008

 

 

 

By:

/s/Payson F. Swaffield

 

 

Payson F. Swaffield

 

President

 

 

 

 

Date:

June 12, 2008