EATON VANCE GROWTH TRUST
N-30D, 1996-10-31
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[LOGO: HOUSE]

[PHOTO OF CITY AND BAY OMITTED]

EV Classic

Greater China

Growth Fund

Annual Shareholder Report

August 31, 1996



To Shareholders

EV Classic Greater China Growth Fund had a total return of 4.2% for 
the year ended August 31, 1996. That performance was the result of a 
rise in net asset value per share from $8.12 on August 31, 1995 to 
$8.46 on August 31, 1996. It does not include the effect of the 
Fund's 1% contingent deferred sales charge on shareholders redeeming 
within the first year. By comparison, the Peregrine Asia 100* - an 
unmanaged index of common stocks in the Greater China region - rose 
6.1% during the same period. 

The China markets were quite volatile during the year, influenced by 
trade tensions between the U.S. and China, as well as political 
tensions in Taiwan, Korea and Thailand. Nonetheless, the markets 
moved generally higher as investors were drawn to the region's 
strong corporate profit growth.

China announces the convertibility 
of its currency...

On July 1, 1996, China reached an important economic milestone: the 
convertibility of its currency, the yuan. Convertibility will allow 
foreign companies to easily buy and sell foreign currency in Chinese 
banks. The new procedure will be more liquid and convenient than the 
cumbersome "swap" markets of the past. This move by the Chinese 
government is significant because it now assures foreign companies 
investing in China that they can reliably send their profits back 
home. In addition, it adds a further degree of confidence for 
foreign companies operating in China. Finally, a convertible 
currency moves China one step closer to qualifying for membership in 
the World Trade Organization. 

* It is not possible to invest directly in the Index.

The China region markets look forward to 1997...

On July 1, 1997, political and legal jurisdiction over Hong Kong 
will officially pass from Great Britain to China. With that transfer 
of power, a new era for China and Hong Kong will begin. Hong Kong 
will gain unprecedented access to China's vast markets, while China 
will incorporate the valuable banking and financial infrastructure 
needed to do business in the modern global economy.

The impact of Hong Kong's investment in China has already been felt 
in some areas. In Guangdong province, for example, where many Hong 
Kong manufacturers have already established plants, the monthly wage 
is twice that of the average China wage. While the future will bring 
many challenges and risks, the combination of Hong Kong and China is 
likely to result in an economic powerhouse. We are very enthusiastic 
about the growth prospects of the new China. We believe shareholders 
of EV Classic Greater China Growth Fund will share in that growth.
 
Sincerely,

/S/James B. Hawkes

James B. Hawkes,
President
October 20, 1996
[PHOTO OF JAMES B. HAWKES OMITTED]


Management Discussion: Adaline M. Ko

An interview with Adaline M. Ko, Director of Lloyd George 
Management, Ltd., the Investment Adviser to the Greater China Growth 
Portfolio.

Q: Adaline, what were some of the factors in the Fund's performance 
during its fiscal year?

A:  The Fund again managed a positive return during a period marked 
by continuing market volatility as well as the uncertainty that 
characterized the U.S. economy. The latter was especially evident in 
Hong Kong. By far the largest weighting in the Portfolio - Hong Kong 
rose about 20% from mid-November 1995 through mid-February of this 
year. However, soon thereafter, the Hong Kong market felt the impact 
of rising U.S. interest rates, as long-term U.S. Treasury yields, 
which stood at 5.95% in January, rose to the 7% level by the end of 
August. With interest rate concerns increasing investors' caution, 
the Hong Kong market fluctuated in a relatively narrow trading range 
for the balance of the fiscal period. 

Fund shares are not guaranteed 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.

Moreover, despite the political intrigue and market volatility, the 
strong economic story of the China region remains intact. While some 
political tensions remain, investors have focused increasingly on 
fundamentals, which are strongly positive.

Q: How have the other Greater China markets performed in the past 
year?

A:  The other China region markets turned in a mixed showing. The 
strongest performer has been Taiwan, which rose more than 30% in the 
past year. That is especially noteworthy in light of Taiwan's 
difficult relationship with mainland China for much of that period. 
Taiwan got right back to business following its watershed 
presidential elections in June and the market responded very well. 

The Philippines was another strong performer, up 16%. Second quarter 
1996 GDP growth reached 5.8%, the country's strongest economic 
performance since 1990, while inflation slowed in August for the 
fifth consecutive month. Elsewhere, Malaysia rose about 10% during 
the period, supported by solid earnings gains. 

Other China region markets fared less well during the year. Korea 
suffered from political scandals and the jolt to investor confidence 
stemming from the trials of the former presidents, while Thailand 
continued to battle high inflation and interest rate pressures




[GRAPHIC VERTICAL BAR CHART OMITTED: 1996 Gross Domestic Product Growth*]

Caption reads: Despite a tight monetary policy and a continuing, successful
fight aganist inflation, China's economic growth continues to outpace that
of many industrialized powers.

[GRAPHICS OMITTED: each bar of the chart is topped with the flag of the 
Country represented]

Germany             +1.1%

United Kingdom      +1.8%

United States       +2.7%

Japan               +3.4%

China               +9.8%

Footnote reads:
*For 12 months ended June 30, 1996 
 Source: Bloomberg Financial

Q: Have you made any major changes to the Portfolio?

A:  We made some small changes to the Portfolio, but continue to 
focus on countries and companies that are registering strong 
earnings growth. We've increased our weighting in Hong Kong to 46% 
of the Portfolio's holdings. Hong Kong remains our favored avenue to 
the China market. Hong Kong is highly leveraged to U.S. interest 
rates and therefore remains very sensitive to the ebb and flow of 
U.S. economic data. However, Hong Kong-based companies continue to 
post impressive earnings growth, making them attractive to the 
region's investors. Importantly, with the change in Hong Kong's 
jurisdiction from Britain to China less than a year away, investors 
are increasingly sanguine about the prospects for a peaceful and 
orderly turnover.

We also increased our weightings slightly in Malaysia and Taiwan, 
while trimming our commitments to Thailand and Singapore. 

Q: How have the Fund's larger investments fared in the past year?

A:  The Fund's large core holdings continued to do well. Hutchison 
Whampoa, for example, saw earnings rise 75% in the first half of 
1996 alone. The company grew all of its core businesses, but 
benefited especially from strength in its retail and telecom 
holdings. Hutchison's A.S. Watson retail group enjoyed brisk profit 
growth despite a difficult retail climate for Hong Kong consumers. 
Meanwhile, the successful flotation of Orange, the company's telecom 
division, brought HK$4.1 billion into the company's coffers.

Another large core holding, HSBC, the parent of Hang Seng Bank, saw 
profits rise more than 33% in the first half. The company enjoyed 
wider net interest margins - the difference between what the bank 
pays for deposits and what it earns from loans. The company's 
impressive results reflect its commanding position among banks in 
the Greater China economy.

Q. You mentioned increasing your investments in Taiwan. In light of 
the recent saber-rattling between China and Taiwan, what is your 
outlook for the Taiwan market?

A.  The Taiwan market has done very well in 1996, although it's also 
been among the region's most volatile markets. That volatility was 
due in large part to Taiwan's precarious political relationship with 
mainland China, but was also influenced by slowing export demand, 
sluggish domestic demand, and falling prices for key products and 
commodities.

Following the tensions with China early in the year, as Taiwan held 
its first democratic elections, the two countries have established 
an uneasy truce that should enable them to improve trade conditions. 
There are already some modest signs of progress. For example, 
Taiwan's indirect trade with China increased to $10.5 billion in the 
first half of 1996. Separately, the Taiwan Ministry of Trade 
recently approved $95 million in direct investment in China by 
Taiwan companies. 

[GRAPHIC PIE CHART OMITTED: Greater China Growth Portfolio: Asset Allocation]

Caption reads: Based on market value as of August 31, 1996

Indonesia           2.0%

Mainland China      0.6%

Hong Kong          45.9%

Malaysia           10.7%

Thailand            9.6%

Singapore           7.8%

Korea               7.7%

Philippines         6.6%

Taiwan              6.3%

Other               2.8%

Economically, it now appears that Taiwan is back on track. Fourth 
quarter GDP is expected  to rise to 6.5% from 4.9% a year ago, 
according to a study by Hong Kong & Shanghai Bank.  And reflecting 
that growth, corporate earnings growth for Taiwanese companies in 
1997 is expected to be in the 15%-to-20% range. That kind of 
earnings growth is likely to generate strong momentum in the stock 
market.



[GRAPHIC OF COUNTRY OF CHINA WITH OIL RIG & OIL STORAGE TANK, COAL CAR
FULL OF COAL AND UNIVERSAL NUCLEAR POWER SYMBOL OMITTED:]

Captions reads: China's energy needs*: Soaring demand for all sectors.

Oil & Natural Gas Exploration:      609 Mil. Tons

Coal Production:                  1,252 Mil. Tons

Hydro/Nuclear:                       79 Mil. Tons

Footnote reads:
*Estimated fuel needs by year 2015
Source: DRI/McGraw-Hill


[GRAPHIC OMITTED: China's Energy Needs: 
A Twenty-Year, $1 Trillion 
Building Program.]

China's Estimated Energy Expenditures 
by the year 2015:

Fuel                   Energy Demand:

Electric power          $550 billion 

Oil                      180 billion 

Coal                     180 billion 

Natural Gas               90 billion

Footnote reads:
Source: DRI/McGraw-Hill

Q. Where have you been investing in Taiwan?

A.  While Taiwan remains a fairly small portion of the Portfolio, at 
6.3%, we have increased our commitments there since our last report. 
We have focused on companies like Nan Ya Plastic and Formosa 
Chemical Fiber, as these sectors, which have experienced weak 
pricing in a sluggish economic climate, should strengthen with an 
improving economy. Finally, the finance sector has offered some 
attractive opportunities. The government's loose monetary policy 
should boost business for financial companies such as Cathay 
Insurance.

Q. You also indicated an increased interest in Malaysia.

A.  Yes. Early in the year, there were concerns that the Malaysian 
economy might be overheating. However, those fears have since proved 
unwarranted. The Malaysia market has recently consolidated gains 
made early in the year, but should be on firm footing for the rest 
of the year. Moreover, we remain positive on the Malaysian market, 
which is trading at a multiple of 18.8 times prospective 1997 
earnings, close to its 6-year historic low of 18 times earnings. 
Corporate earnings have been much stronger than anticipated. 
Earnings reports, due out in the next few weeks, may add some 
support to the market, since expectations are quite positive for the 
half-year results.

Q. Where have you invested in Malaysia?

A.  The Fund's largest Malaysian investment is Sime Darby. The 
company has interests across a wide range of industries throughout 
the China region. In addition to maintaining plantations throughout 
Malaysia, Sime Darby also has an exposure in manufacturing, property 
develop-ment, and the financial services industry. Interestingly, it 
also owns auto dealer franchises for BMW, Ford, Alfa Romeo, and 
Mitsubishi for certain parts of the China region.

Q. You mentioned having trimmed your investments in Thailand. What 
occasioned that change?

A.  We've scaled back our investments in Thailand because of 
increasing concerns over high inflation. Market conditions have been 
further aggravated by disappointing first quarter earnings. Domestic 
interest rates are not likely to come down by the desired 1%-2% 
unless there is a significant reduction in the current account 
deficit, which is likely to remain a problem well into the fourth 
quarter. Given recent conditions, the Bank of Thailand has indicated 
a reluctance to ease its recent tight monetary policies. Finally, 
investors have been fixated on the stability of the present Thai 
government. So there have been ample reasons to exercise caution in 
Thailand. 

Q. What sort of Thai companies have you retained as investments?

A.  We've generally focused on blue chip companies that should 
maintain strong earnings momentum despite the questions over 
politics and the economy. The economy has continued to weaken due to 
a tight monetary policy, and it is less likely now that the economy 
will hit its economic targets for 1996. An interest rate decline 
could set the stage for an earnings recovery. But until we see 
confirmation of that, we are staying with reliable blue chips like 
Electricity Generating Company and Siam Commercial Bank. Electricity 
Generating is the holding company that is the among the key players 
in Thailand's efforts to privatize its electric utility industry, 
while Siam Commercial is among Thailand's leading financial services 
companies. 

Q. Turning to mainland China, how is the economy doing?

A.  The Chinese government recently announced a cut in interest 
rates, the second such reduction this year. The move was aimed at 
continuing strong economic growth. Importantly, the government took
pains to emphasize that it was not abandoning its "appropriately 
tight monetary policies." Thus, China will keep a close watch on 
inflation, and that should be very reassuring to investors.



Recent U.S. Investments* in China:

(bullet) Revlon, Inc. - the U.S. cosmetics giant has formed a joint 
         venture with Sunstar Group, a Beijing-based investment firm. The new 
         company will be based in Shanghai and will represent Revlon's first 
         manufacturing facility in China.

(bullet) Wal-Mart - the Arkansas-based discount retailer has opened 
         Supercenter and Sam's outlets in Shenzhen at a cost of $50 million. 
         The company plans to open 35 stores in China by the year 2000.

(bullet) Freightliner, Inc. - the U.S. truck manufac-turer is 
         creating a joint venture with Chinese public sector authorities. The 
         new company, Shanghai Freightliner Truck, is scheduled to start 
         production in 1997 and is expected to assemble 4,000 vehicles 
         annually.

Footnote reads:
* These U.S. companies are not investments of the
  Portfolio.

China imposed a credit squeeze in mid-1993 to help curb inflation, 
and the results have been most impressive. The government expects 
that inflation will fall below its target of 10% for 1996, while 
economic growth is expected to be in the 9%-to-10% range. The 
Portfolio maintains a very modest exposure to mainland companies at 
present. As I indicated earlier, we continue to favor Hong Kong as 
the most liquid and convenient investment vehicle into China.

Q. Adaline, what do you anticipate in the year ahead for Hong Kong 
and China?

A.  Happily, there is an increasing sense of calm regarding the 
transfer of Hong Kong to China's jurisdiction, now less than a year 
away. I believe that China clearly recognizes what a valuable asset 
it will have in Hong Kong. And, for their part, the Hong Kong 
business establishment is committed to making the most of this great 
opportunity. Of course there will be the usual political 
gamesmanship, which is to be expected. As I have reminded share-
holders in the past, political change is among the risks of 
investing in a foreign country. 

But in the final analysis, the potential benefits for Hong Kong and 
China, following the transfer, are too vast to ignore. China has 
made tremendous progress in fighting inflation and is gradually 
spreading economic liberalism to the interior of the country. Hong 
Kong will bring  needed expertise and many decades of professional 
management. It should prove to be an exciting partnership.



[GRAPHIC WORM CHART OMITTED: Comparison of change in Value of a $10,000
Investment in EV Classic Greater China Growth Fund and the Peregrine 
Asia 100 Index]

Caption reads: From December 31, 1993 through August 31, 1996

Inset box info reads:
- ----------------------------------------------------------------
                       AVERAGE                          Value of
                        ANNUAL      1     Life     Investment at
                       RETURNS   Year  of Fund*             8/31
- ----------------------------------------------------------------
                     With CDSC    3.2%   -6.09%           $8,481
- ----------------------------------------------------------------
                  Without CDSC    4.2%   -6.09%           $8,481
- ----------------------------------------------------------------

Data from worm chart reads:

      Date     Fund      Index
  --------  -------    -------
  12/31/93  $10,000    $10,000
   1/31/94   $9,440     $9,702
   2/28/94   $9,000     $9,169
   3/31/94   $7,940     $8,360
   4/30/94   $8,040     $8,556
   5/31/94   $8,400     $8,916
   6/30/94   $7,900     $8,495
   7/31/94   $8,410     $8,920
   8/31/94   $9,030     $9,527
   9/30/94   $8,960     $9,970
  10/31/94   $8,910     $9,529
  11/30/94   $8,080     $8,798
  12/31/94   $8,000     $8,729
   1/31/95   $7,118     $7,881
   2/28/95   $7,720     $8,299
   3/31/95   $7,820     $8,389
   4/30/95   $7,710     $8,200
   5/31/95   $8,401     $8,813
   6/30/95   $8,261     $8,646
   7/31/95   $8,502     $8,735
   8/31/95   $8,141     $8,243
   9/30/95   $8,261     $8,343
  10/31/95   $8,070     $8,193
  11/30/95   $7,880     $7,962
  12/31/95   $8,191     $8,282
   1/31/96   $8,983     $8,668
   2/28/96   $8,832     $8,751
   3/31/96   $8,722     $8,866
   4/30/96   $8,913     $9,401
   5/31/96   $8,983     $9,235
   6/30/96   $8,742     $9,186
   7/31/96   $8,191     $8,486
   8/31/96   $8,481     $8,746

Footnote reads:
Past performance is not indicative of future results. Investment 
returns and principal value will fluctuate so that an investor's
shares, when redeemed, may be worth more or less than their original
cost. Source: Towers Data Systems, Bethesda, MD.

* Investment operations commenced on 12/28/93

+ Index information is available only at month-end; therefore, the line 
  comparison begins at the next month-end following the commencement of the
  Fund's investment operations.


Fund Performance

In accordance with guidelines issued by the Securities and Exchange 
Commission, we are including a performance chart that compares your 
Fund's total return with that of a broad-based investment index. The 
lines on the chart represent the total returns of $10,000 
hypothetical investments in EV Classic Greater China Growth Fund, 
and the unmanaged Peregrine Asia 100 Index.

The Total Return Figures

The solid blue line on the chart represents the Fund's performance 
at net asset value. The Fund's total return figure reflects Fund 
expenses and transaction costs, and the reinvestment of dividends 
and capital gains.

The black line represents the performance of the Peregrine Asia 100 
Index, a broad-based, widely recognized unmanaged index of 100 
common stocks traded in the China region. The Index's total return 
does not reflect any commissions or expenses that would be incurred 
if an investor individually purchased or sold the securities 
represented in the Index. It is not possible to invest directly in 
the Index.



EV Classic Greater China Growth Fund
Financial Statements

<TABLE>
<CAPTION>

Statement of Assets and Liabilities
August 31, 1996
<S>                                                                                <C>                 <C>
Assets:
Investment in Greater China Growth Portfolio, at value (Note 1A)
(identified cost, $17,115,339)                                                                          $  18,800,618
Receivable for Fund shares sold                                                                                57,588
Deferred organization expenses (Note 1E)                                                                       23,360
                                                                                                        -------------
Total assets                                                                                            $  18,881,566

Liabilities:
Payable for Fund shares redeemed                                                    $      64,687
Payable to affiliate --
Trustees' fees (Note 3)                                                                        30
Accrued expenses                                                                           14,455
                                                                                    -------------
Total liabilities                                                                                              79,172
                                                                                                        -------------
Net Assets for 2,222,320 shares of beneficial interest outstanding                                      $  18,802,394
                                                                                                        =============
Sources of Net Assets:
Paid-in capital                                                                                         $  21,069,525
Accumulated net realized loss on investment transactions from the Portfolio                                (3,568,146)
Accumulated distributions in excess of net investment income                                                 (384,264)
Unrealized appreciation of investments from Portfolio
(computed on the basis of identified cost)                                                                  1,685,279
                                                                                                        -------------
Total                                                                                                   $  18,802,394
                                                                                                        =============
Net Asset Value, Offering Price, and Redemption Price Per Share (Note 7)
($18,802,394 (divided by) 2,222,320 shares of beneficial interest outstanding)                                $  8.46
                                                                                                              =======

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
For the Year Ended August 31, 1996
<S>                                                                                     <C>                <C>
Investment Income (Note 1B):
Investment income allocated from Portfolio (net of foreign taxes of $37,625)                                $     420,054
Expenses allocated from Portfolio                                                                                (228,941)
                                                                                                            -------------
Net investment income from Portfolio                                                                        $     191,113
Expenses --
Management fee (Note 3)                                                                  $      50,917
Compensation of Trustees not members of the
Administrator's organization (Note 3)                                                              611
Custodian fee (Note 1C)                                                                          2,618
Distribution fees (Note 6)                                                                     203,664
Transfer and dividend disbursing agent fees                                                     28,150
Printing and postage                                                                            33,885
Legal and accounting services                                                                   10,090
Registration fees                                                                               29,735
Amortization of organization expenses (Note 1E)                                                 10,028
Miscellaneous                                                                                    6,103
                                                                                         -------------
Total expenses                                                                                                    375,801
                                                                                                            -------------
Net investment loss                                                                                         $    (184,688)
                                                                                                            -------------
Realized and Unrealized Gain (Loss) from Portfolio:
Net realized gain (loss) from Portfolio (identified cost basis) --
Investment transactions (net of foreign capital gains taxes of $65,567)                  $    (168,619) 
Foreign currency and forward foreign currency exchange contract                                (46,622)

                                                                                         -------------
Net realized loss                                                                                           $    (215,241)
Change in unrealized appreciation                                                                               1,317,029
                                                                                                            -------------
Net realized and unrealized gain                                                                            $   1,101,788
                                                                                                            -------------
Net increase in net assets from operations                                                                  $     917,100
                                                                                                            =============

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statements of Changes in Net Assets
                                                                                 Year Ended August 31,
                                                                       ------------------------------------
                                                                            1996                  1995
                                                                       --------------        --------------
<S>                                                                   <C>                   <C>
Increase (Decrease) in Net Assets:
From operations --
Net investment loss                                                    $    (184,688)        $   (135,671)
Net realized loss                                                           (215,241)          (2,187,569)
Change in unrealized appreciation (depreciation)
from Portfolio                                                            (1,317,029)            (194,248)
                                                                       -------------        -------------
Net increase (decrease) in net assets from operations                  $     917,100        $  (2,517,488) 
                                                                       -------------        -------------
Distributions to shareholders -- (Note 2)
In excess of net investment income                                     $          --        $     (59,285) 
                                                                       -------------        -------------
Transactions in shares of beneficial interest (Note 4) --
Proceeds from sale of shares                                           $  13,070,195        $  15,194,416
Net asset value of shares issued to shareholders
in payment of distributions declared                                              --               54,632
Cost of shares redeemed                                                  (16,392,547)         (17,894,214) 
                                                                       -------------        -------------
Decrease in net assets from Fund share transactions                    $  (3,322,352)       $  (2,645,166) 
                                                                       -------------        -------------
Net decrease in net assets                                             $  (2,405,252)       $  (5,221,939)
Net Assets:
At beginning of year                                                      21,207,646           26,429,585
                                                                       -------------        -------------
At end of year (including distributions in excess of net
investment income of $384,264 and
$139,381, respectively)                                                $  18,802,394        $  21,207,646
                                                                       =============        =============

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Financial Highlights
                                                                                         Year Ended August 31,
                                                                           --------------------------------------------
                                                                                 1996            1995           1994*
                                                                               --------        --------       --------
<S>                                                                           <C>             <C>            <C>
Net Asset Value, beginning of year                                             $  8.120        $  9.030       $ 10.000
                                                                               --------        --------       --------
Income (Loss) from operations:
Net investment loss                                                            $ (0.092)       $ (0.037)      $ (0.033)
Net realized and unrealized gain
(loss) on investments                                                             0.432          (0.853)        (0.937) 
                                                                               --------        --------       --------
Total income (loss) from operations                                            $  0.340        $ (0.890)      $ (0.970) 
                                                                               --------        --------       --------
Less distributions:
In excess of net investment income                                             $     --        $ (0.020)      $     --
                                                                               --------        --------       --------
Net Asset Value, end of year                                                   $  8.460        $  8.120       $  9.030
                                                                               ========        ========       ========
Total Return (2)                                                                   4.19%          (9.85%)        (9.70%)
Ratios/Supplemental Data:
Net assets, end of year (000 omitted)                                          $ 18,802        $ 21,208       $ 26,430
Ratio of net expenses to average daily net assets (1)(3)                           3.03%           3.04%          2.75%+
Ratio of net expenses to average daily net assets
after custodian fee reduction (1)(3)                                               2.97%             --             --
Ratio of net investment loss to average daily net assets                          (0.91%)         (0.59%)        (0.74%)+

 +  Computed on an annualized basis.
 *  For the period from December 28, 1993 (start of business) to August 31, 1994.
(1) Includes the Fund's share of Greater China Growth Portfolio's allocated expenses.
(2) Total return is calculated assuming a purchase at the net asset value on the first day and a sale at the net asset 
    value on the last day of each period reported.  Dividends and distributions, if any, are assumed to be reinvested 
    at the net asset value on the record date. Total return is computed on a non-annualized basis.
(3) The expense ratios for the year ended August 31, 1996 have been adjusted to reflect a change in reporting 
    requirements.  The new reporting guidelines require each Fund, as well as its corresponding Portfolio, to increase 
    its expense ratio by the effect of any expense offset arrangements with its service providers.  The expense ratios 
    for each of the periods ended on or before August 31, 1995 have not been adjusted to reflect this change.

See notes to financial statements

</TABLE>



Notes to Financial Statements

(1) Significant Accounting Policies

EV Classic Greater China Growth Fund (the Fund) is a diversified 
series of Eaton Vance Growth Trust (the Trust). The Trust is an 
entity of the type commonly known as a Massachusetts business trust 
and is registered under the Investment Company Act of 1940, as 
amended, as an open-end, management investment company. The Fund 
invests all of its investable assets in interests in Greater China 
Growth Portfolio (the Portfolio), a New York Trust, having the same 
investment objective as the Fund. The value of the Fund's investment 
in the Portfolio reflects the Fund's proportionate interest in the 
net assets of the Portfolio (3.7% at August 31, 1996). The 
performance of the Fund is directly affected by the performance of 
the Portfolio. The financial statements of the Portfolio, including 
the portfolio of investments, are included elsewhere in this report 
and should be read in conjunction with the Fund's financial 
statements. The following is a summary of significant accounting 
policies consistently followed by the Fund in the preparation of its 
financial statements. The policies are in conformity with generally 
accepted accounting principles.

A. Investment Valuations - Valuation of securities by the Portfolio 
is discussed in Note 1A of the Portfolio's Notes to Financial 
Statements which are included elsewhere in this report.

B. Income - The Fund's net investment income consists of the Fund's 
pro rata share of the net investment income of the Portfolio, less 
all actual and accrued expenses of the Fund determined in accordance 
with generally accepted accounting principles.

C. Expense Reduction - The Fund has entered into an arrangement with 
its custodian agent whereby interest earned on uninvested cash 
balances are used to offset custodian fees. All significant 
reductions are reported as a reduction of expenses in the statement 
of operations. Prior to November 10, 1995, Investors Bank & Trust 
Company (the custodian) was an affiliate of Eaton Vance Management.

D. Federal Taxes - The Fund's policy is to comply with the 
provisions of the Internal Revenue Code applicable to regulated 
investment companies and to distribute to shareholders each year all 
of its net investment income, and any net realized capital gains. 
Accordingly, no provision for federal income or excise tax is 
necessary. At August 31, 1996, the Fund, for federal income tax 
purposes, had capital loss carryovers which will reduce the taxable 
income arising from future net realized gain on investments, if any, 
to the extent permitted by the Internal Revenue Code and thus will 
reduce the amount of distributions to shareholders which would 
otherwise be necessary to relieve the Fund of any liability for 
federal income or excise tax. The amounts and expiration dates of 
the capital loss carryovers are as follows: 

           Amounts               Expires
      ----------------      ----------------
         $1,396,831              8/31/04
            337,254              8/31/03
            834,707              8/31/02

Additionally, net capital losses of $38,736 attributable to security 
and currency transactions included after October 31, 1995, are 
treated as arising on the first day of the Fund's next taxable year.

E. Deferred Organization Expenses - Costs incurred by the Fund in 
connection with its organization, including registration costs, are 
being amortized on the straight-line basis over five years.

F. Use of Estimates - The preparation of the financial statements in 
conformity with generally accepted accounting principles 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 revenue and expense 
during the reporting period. Actual results could differ from those 
estimates.

G. Other - Investment transactions are accounted for on a trade-date 
basis.



(2) Distributions to Shareholders

It is the present policy of the Fund to make at least one 
distribution annually (normally in December) of all or substantially 
all of the investment income allocated to the Fund by the Portfolio, 
less the Fund's direct and allocated expenses and at least one 
distribution annually of all or substantially all of the net 
realized capital gains (reduced by any available capital loss 
carryforwards from prior years) allocated by the Portfolio to the 
Fund, if any. 

Shareholders may reinvest all distributions in shares of the Fund at 
the per share net asset value as of the close of business on the record 
date. The Fund distinguishes between distributions on a tax basis and a 
financial reporting basis. Generally accepted accounting principles 
require that only distributions in excess of tax basis earnings and profits 
be reported in the financial statements as a return of capital. 

Differences in the recognition or classification of income between 
the financial statements and tax earnings and profits which result 
in temporary over distributions for financial statement purposes are 
classified as distributions in excess of net investment income or 
accumulated net realized gains. Permanent differences between book 
and tax accounting relating to distributions are reclassified to 
paid-in capital. 

During the year ended August 31, 1996, $95,378 was reclassified from 
accumulated net investment loss to accumulated distributions in 
excess of net investment income ($60,195) and paid-in capital 
($35,180), due to permanent differences between book and tax 
accounting for currency gains and losses, foreign taxes and net 
operating loss. Net investment income, net realized losses and net 
assets were not affected by those reclassifications.

(3) Management Fee and Other Transactions with Affiliates

The management fee is earned by Eaton Vance Management (EVM) as 
compensation for management and administration of the business 
affairs of the Fund. The fee is based on a percentage of average 
daily net assets. For the year ended August 31, 1996 the fee was 
equivalent to .25% of the Fund's average daily net assets for such 
period and amounted to $50,917. Except as to 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 such management fee. 
Certain officers and Trustees of the Fund and the Portfolio are officers 
and directors/trustees of the above organizations. In addition, investment 
adviser and administrative fees are paid by the Portfolio to EVM and its 
affiliates. 

See Note 2 of the Portfolio's Notes to Financial Statements which are
included elsewhere in this report.



(4) Shares of Beneficial Interest

The Declaration of Trust permits the Trustees to issue an unlimited 
number of full and fractional shares of beneficial interest (without 
par value). Transactions in Fund shares were as follows:

                                          For the Year Ended
                              --------------------------------------
                               August 31, 1996      August 31, 1995
                              --------------------------------------
Sales                              1,541,301           1,851,528
Issued to shareholders 
electing to receive payments 
of distributions in Fund shares           --               6,929
Redemptions                       (1,930,989)         (2,173,165)
                                  ----------          ----------
Net decrease                        (389,688)           (314,708)
                                  ==========          ==========

(5) Investment Transactions

Increases and decreases in the Fund's investment in the Portfolio 
aggregated $13,027,315 and $16,842,938, respectively.

(6) Distribution Plan

The Fund has adopted a distribution plan (the "Plan") pursuant to 
Rule 12b-1 under the Investment Company Act of 1940. The Plan 
requires the Fund to pay the Principal Underwriter, Eaton Vance 
Distributors, Inc. (EVD) amounts equal to 1/365 of 0.75% of the 
Fund's daily net assets, for providing ongoing distribution services 
and facilities to the Fund. The Fund will automatically discontinue 
payments to EVD during any period in which there are no outstanding 
Uncovered Distribution Charges, which are equivalent to the sum of 
(i) 6.25% of the aggregate amount received by the Fund for shares 
sold plus, (ii) distribution fees calculated by applying the rate of 
1% over the prevailing prime rate to the outstanding balance of 
Uncovered Distribution Charges of EVD reduced by amounts theretofore 
paid to EVD. The amount payable to EVD with respect to each day is 
accrued on such day as a liability of the Fund and, accordingly, 
reduces the Fund's net assets. The Fund paid or accrued $152,748 to 
or payable to EVD for the year ended August 31, 1996, representing 
0.75% of average daily net assets. At August 31, 1996 the amount of 
Uncovered Distribution Charges of EVD calculated under the Plan was 
approximately $2,909,659.

In addition, the Plan permits the Fund to make monthly payments of 
service fees to the Principal Underwriter in amounts not expected to 
exceed 0.25% of the Fund's average daily net assets for any fiscal 
year. The Fund paid or accrued service fees to or payable to EVD for 
the year ended August 31, 1996 in the amount of $50,916. During the 
first year after a purchase of Fund shares, EVD will retain the 
service fee as reimbursement for the service fee payment made to the 
Authorized Firm at the time of sale. EVD made monthly service fee 
payments to Authorized Firms in amounts anticipated to be equivalent 
to 0.25%, annualized, of the assets maintained in the Fund by their 
customers. EVD currently expects to pay to an Authorized Firm a 
service fee at the time of sale equal to 0.25% of the purchase price 
of the shares sold by such Firm and monthly payments of service fees 
in amounts not expecting to exceed 0.25% per annum of the Funds' 
average daily net assets based on a value of Fund shares sold by 
such Firm and remaining outstanding for at least one year. During 
the first year after a purchase of Fund shares, EVD will retain the 
service fee as reimbursement for the service fee payment made to an 
Authorized Firm at the time of sale. Service fee payments are made 
for personal services and/or the maintenance of shareholder 
accounts. Service fees paid to EVD and Authorized Firms are separate 
and distinct from the sales commissions and distribution fees 
payable by the Fund to EVD, and as such are not subject to automatic 
discontinuance when there are no outstanding Uncovered Distribution 
Charges of EVD.

Certain officers and Trustees of the Fund are officers or directors 
of EVD.

(7) Contingent Deferred Sales Charge

Shares purchased on or after January 30, 1995 and redeemed during 
the first year after purchase (except shares acquired through the 
reinvestment of distributions) generally will be subject to a 
contingent deferred sales charge (CDSC) at a rate of one percent of 
redemption proceeds, exclusive of all reinvestments and capital 
appreciation in the account. No contingent deferred sales charge is 
imposed on exchanges for shares of other funds in the Eaton Vance 
Classic Group of Funds or Eaton Vance Money Market Fund which are 
distributed with a contingent deferred sales charge. EVD received 
approximately $2,512 of CDSC for the year ended August 31, 1996.



Independent Auditors' Report

To the Trustees and Shareholders of
Eaton Vance Growth Trust:

We have audited the accompanying statement of assets and liabilities 
of EV Classic Greater China Growth Fund (one of the series 
constituting Eaton Vance Growth Trust) as of August 31, 1996, and 
the related statement of operations for the year ended, the 
statements of changes in net assets for the years ended August 31, 
1996 and 1995, and the financial highlights for the years ended 
August 31, 1996 and 1995 and for the period from the start of 
business, December 28, 1993, to August 31, 1994. These financial 
statements and financial highlights are the responsibility of the 
Trust's management. Our responsibility is to express an opinion on 
these financial statements and financial highlights based on our 
audits.

We conducted our audits in accordance with generally accepted 
auditing standards. Those standards require that we plan and perform 
the audit to obtain reasonable assurance about whether the financial 
statements and financial highlights are free of material 
misstatement. An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the 
overall financial statement presentation. We believe that our audits 
provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights 
present fairly, in all material respects, the financial position of 
the EV Classic Greater China Growth Fund series of the Eaton Vance 
Growth Trust at August 31, 1996, the results of its operations, the 
changes in its net assets and its financial highlights for the 
respective stated periods in conformity with generally accepted 
accounting principles.

                                          DELOITTE & TOUCHE LLP
Boston, Massachusetts
October 4, 1996


<TABLE>
<CAPTION>

Portfolio of Investments
August 31, 1996

STOCKS AND WARRANTS -- 97.8%
- ---------------------------------------------------------------------------------------
                                                                 Shares           Value
- ---------------------------------------------------------------------------------------
<S>                                                          <C>            <C>
China -- 0.6%
Shanghai Yaohua Pilkington                                    5,683,563      $2,841,782
                                                                           ------------
Hong Kong -- 45.9%
Chen Hsong Holdings                                          10,820,000      $6,227,076
Cheung Kong Holdings Ltd.                                     3,650,000      25,608,818
Cheung Kong Infrastructure                                    1,482,000       2,424,575
China Merchants Hai Hong Holdings                             8,000,000       2,741,781
China Overseas Land & Investment                             20,000,000       6,272,471
China Resources Enterprises                                   7,672,000       6,895,890
China Travel International                                    8,322,000       2,394,720
China Travel International Warrants *                         2,064,400         170,872
CIM Company Ltd. (1)                                          1,800,000       3,026,306
Cosco Pacific Ltd.                                            7,000,000       5,386,565
Giordano Holdings Ltd.                                        1,500,000       1,241,561
Guangnan Holdings Ltd.                                        8,980,000       5,516,541
Hang Seng Bank                                                  760,000       7,789,504
Hong Kong Land Holdings Ltd.                                  2,020,000       4,585,400
Hong Kong Telecommunications Ltd.                             2,773,000       4,644,260
HSBC Holdings PLC                                             1,500,000      25,898,192
Hutchison Whampoa                                             4,400,000      26,631,489
Jardine Matheson Holdings                                       590,800       3,722,040
Li & Fung Ltd.                                                7,184,000       6,503,712
National Mutual Ltd.                                         14,694,000      12,257,352
New World Development                                         4,000,000      19,399,395
Ng Fung Hong Ltd.                                             8,752,000       4,244,588
Oriental Press Group Ltd.                                     8,200,000       4,215,488
CP Pokphand Co. Ltd.                                         17,338,000       5,886,067
San Miguel Brewery Ltd.                                       3,170,000       1,240,171
Siu Fung Ceramics Holdings                                   28,284,000       4,389,540
Sun Hung Kai Properties Ltd.                                  1,427,000      13,933,745
Tingyi (Cayman Island) Holding Co.                            8,696,000       2,035,612
Varitronix International Ltd.                                 3,282,000       6,197,098
VTECH Holdings Ltd.                                           3,000,000       5,528,828
Wharf Holdings Ltd.                                           1,581,200       5,971,268
Zhenhai Refining & Chemical Co.                               3,158,000         959,793
                                                                           ------------
                                                                           $233,940,718
                                                                           ------------

Indonesia -- 2.0%
PT HM Sampoerna (Foreign)                                      571,500     $  5,502,701
PT Lippo Bank (Foreign) (2)                                  3,200,000        4,918,873
                                                                           ------------
                                                                            $10,421,574
                                                                           ------------

Republic of Korea -- 7.7%
Haitai Electronics Co.                                         188,750       3,432,865
Hansol Paperboard Co. Ltd.                                           8              70
Korea Electric Power Corp.                                     301,200      10,830,424
Korea Exchange Bank                                            999,499      12,218,812
Korea Mobile Telecom Corp.                                         230         255,740
Pohang Iron & Steel Co. Ltd.                                    52,630       4,089,090
Samsung Electronics (New)                                       18,996       1,412,092
Samsung Electronics (Ord)                                       38,146       2,970,662
Samsung Fire & Marine Insurance                                  4,510       2,698,576
Samsung Fire & Marine Insurance Pfd.                             3,920       1,123,438
                                                                          ------------
                                                                           $39,031,769
                                                                          ------------

Malaysia -- 10.7%
Berjaya Sports Toto Bhd                                      1,200,000      $4,451,574
Ekran Bhd                                                      830,000       3,528,374
Hong Leong Industries Bhd                                      312,000       1,438,941
Konsortium Perkapalan Bhd                                      375,000       2,361,139
Kumpulan Guthrie Bhd (2)                                     2,350,000       3,769,801
Land & General Bhd                                           3,580,000       6,546,942
Magnum Corp. Bhd                                             1,700,000       2,754,361
Malayan Banking Bhd                                            400,000       3,801,885
MBF Capital Bhd                                              3,800,000       5,425,306
RJ Reynolds Bhd                                              1,000,000       2,887,508
Sime Darby Bhd                                               3,300,000      11,183,076
Tan Chong Motor Holdings Bhd                                 3,494,000       6,193,495
                                                                          ------------
                                                                           $54,342,402
                                                                          ------------

The Philippines -- 6.6%
Bacnotan Consolidated Industries                               544,272      $2,659,546
Belle Corp.                                                 30,591,000       8,174,728
Fortune Cement Corp.                                         7,000,000       3,607,559
Philippine Long Distance Telephone ADR **                      144,700       8,663,913
Pilipino Telephone                                           7,200,000       9,482,726
San Miguel Corp. Class B                                        23,199          75,721
SM Prime Holdings                                            4,598,280       1,105,904
                                                                          ------------
                                                                           $33,770,097
                                                                          ------------

Singapore -- 7.8%
Cerebos Pacific Ltd.                                         1,129,000      $9,388,273
Clipsal Industries Holdings Ltd.                             2,400,000       6,696,000
Clipsal Industries Holdings Ltd. Warrants                      234,000         181,350
Overseas Union Bank (Foreign)                                1,640,000      11,422,886
Sembawang Maritime                                           1,799,000       4,628,557
Straits Steamship Land                                       2,000,000       6,851,457
Straits Steamship Land Warrants *                              613,125         797,455
                                                                          ------------
                                                                           $39,965,978
                                                                          ------------

Taiwan -- 6.3%
Cathay Life Insurance                                        1,049,950      $6,421,829
China Motor Co. Ltd.                                         1,688,200       2,194,184
China Steel                                                  7,935,000       7,742,168
Formosa Chemical Fiber                                       1,573,578       1,901,985
Formosa Plastics                                               964,590       2,036,815
Grand Pacific Petrochemical                                  1,736,500       1,681,656
Nan Ya Plastic                                               3,813,076       7,218,711
Standard Foods Taiwan Ltd.                                   1,024,000       2,180,905
Wan Hai Lines Ltd.                                             428,750         991,194
                                                                          ------------
                                                                           $32,369,447
                                                                          ------------

Thailand -- 9.6%
Bangkok Bank Co. Ltd. (Foreign)                                291,200      $3,682,434
Bangkok Bank Co. Ltd. (Public) (2)                             250,000       2,153,725
Dhana Siam Finance                                           1,205,800       5,765,730
Electricity Generating (Foreign)                             3,965,970      11,754,505
Krung Thai Bank Ltd. (Foreign)                               1,548,000       6,667,931
Saha Union Corp. Ltd. (Local) (2)                            1,555,300       2,089,713
Siam Cement (Local) (2)                                        163,210       6,011,133
Siam Commercial Bank                                           850,000      10,681,683
Thailand Military Bank (Foreign)                                99,000         367,753
                                                                          ------------
                                                                           $49,174,607
                                                                          ------------

United States -- 0.6%
AES China Generating Co. Ltd.                                  210,000      $1,837,500
Pacific Basin Bulk Shipping                                     84,500       1,309,750
Pacific Basin Bulk Shipping Warrants *                          84,500          79,219
                                                                          ------------

                                                                            $3,226,469
                                                                          ------------

Total Stocks and Warrants (Identified cost, $425,476,900)                 $499,084,843
Other Assets Less Liabilities -- 2.2%                                       11,212,716
                                                                          ------------
Net Assets -- 100.0%                                                      $510,297,559
                                                                          ============


 *  Non-income producing security
**  ADR -- American Depository Receipt
(1) Security valued at fair value using methods determined in good faith by or at the 
    direction of the Trustees.
(2) The above securities held by the Portfolio on August 31, 1996, are unrestricted 
    securities valued at market prices. Because of the length of the registration process, 
    the Portfolio would temporarily be unable to sell these securities. At August 31, 1996,
    the aggregate value of these securities amounted to $18,943,245 representing 3.7% of 
    the net assests (Note 5).

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statement of Assets and Liabilities
August 31, 1996
<S>                                                                     <C>            <C>
Assets:
Investments, at value (Note 1A) (Identified cost, $425,476,900)                         $ 499,084,843
Cash denominated in foreign currencies (cost, $3,755,508)                                   3,740,380
Cash                                                                                        7,041,766
Receivable for investments sold                                                               273,004
Dividends and interest receivable                                                           1,369,810
Deferred organization expenses (Note 1D)                                                       34,515
                                                                                         ------------
Total assets                                                                             $511,544,318

Liabilities:
Payable for investments purchased                                        $608,312
Payable for foreign capital gains tax                                     507,411
Payable for forward foreign currency exchange contracts                       400
Payable to affiliate --
Trustees' fees (Note 2)                                                     2,500
Accrued expenses                                                          128,136
                                                                         --------
Total liabilities                                                                           1,246,759
                                                                                         ------------
Net Assets  applicable to investors' interest in Portfolio                               $510,297,559
                                                                                         ============
Sources of Net Assets:
Net proceeds from capital contributions and withdrawals                                  $436,707,543
Net unrealized appreciation of investments                                                 73,590,016
(computed on the basis of identified cost                                                ------------
Total                                                                                    $510,297,559
                                                                                         ============

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
For the Year Ended August 31, 1996

<S>                                                                       <C>                 <C>
Investment Income:
Income --
Dividends (net of foreign taxes of $1,044,675)                                                 $11,539,535
Interest                                                                                           116,558
                                                                                               -----------
Total income                                                                                   $11,656,093

Expenses --
Investment adviser fee (Note 2)                                            $ 4,211,398
Administration fee (Note 2)                                                  1,404,681 
Compensation of Trustees not members of the
Investment Adviser's or Administrator's organizations (Note 2)                  20,833
Custodian fee (Note 1C)                                                        962,477
Legal and audit fees                                                            43,767
Amortization of organization expenses (Note 1D)                                 28,716
Miscellaneous                                                                   29,564
                                                                           -----------
Total expenses                                                             $ 6,701,436
Deduct reduction of custodian fee (Note 1C)                                    346,868 
                                                                           -----------
Net expenses                                                                                     6,354,568
                                                                                               -----------
Net investment income                                                                          $ 5,301,525
                                                                                               -----------
Realized and Unrealized Gain (Loss) on Investments:
Net realized gain (loss) --
Investment transactions computed (net of foreign capital gains
taxes of $1,805,874)                                                       $15,071,040
Foreign currency                                                            (1,283,543)
                                                                           -----------
Net realized gain                                                                              $13,787,497
Change in unrealized appreciation --
Investments (identified cost basis)                                        $15,902,819
Foreign currency                                                               738,472
                                                                           -----------
Increase in unrealized appreciation                                                             16,641,291
                                                                                               -----------
Net realized and unrealized gain on investments                                                $30,428,788
                                                                                               -----------
Net increase in net assets from operations                                                     $35,730,313
                                                                                               ===========

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statements of Changes in Net Assets
                                                                        For the Year Ended August 31,
                                                                    ------------------------------------
                                                                          1996                   1995
                                                                    ----------------     ---------------
<S>                                                                 <C>                  <C>
Increase (Decrease) in Net Assets:
From operations --
Net investment income                                                $   5,301,525        $   8,672,881
Net realized gain (loss) on investment transactions                     13,787,497          (29,095,245)
Change in unrealized appreciation (depreciation)
of investments and foreign currency                                     16,641,291          (40,394,548)
                                                                     -------------        -------------
Increase (decrease) in net assets from operations                    $  35,730,313        $ (60,816,912)
                                                                     -------------        -------------
Capital transactions --
Contributions                                                        $ 135,099,898        $ 129,870,307
Withdrawals                                                           (250,949,710)        (211,249,014) 
                                                                     -------------        -------------
Decrease in net assets resulting from capital transactions           $(115,849,812)       $ (81,378,707) 
                                                                     -------------        -------------
Total decrease in net assets                                         $ (80,119,499)       $(142,195,619)
Net Assets:
At beginning of year                                                   590,417,058          732,612,677
                                                                     -------------        -------------
At end of year                                                       $ 510,297,559        $ 590,417,058
                                                                     =============        =============

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Supplementary Data
- ------------------------------------------------------------------------------------------------------------
                                                                         Year Ended August 31,
                                                    --------------------------------------------------------
                                                        1996          1995             1994           1993*
                                                    ----------     ----------       ----------    ---------- 
<S>                                                   <C>           <C>              <C>          <C>
Ratios (As a percentage of average net assets):
Expenses (1)                                           1.19%          1.10%            1.15%        1.38%+
Expenses after custodian fee reduction                 1.12%            --               --           --
Net investment income                                  0.94%          1.35%            0.73%        0.38%+
Portfolio Turnover                                       42%            32%              36%          18%
Average Commission Rate Paid **                     $0.0070             --               --           --
Net Assets, end of period (000 omitted)            $510,298       $590,417         $732,613     $208,043

+   Computed on an annualized basis.

*   For the period from the start of business, October 28, 1992, to August 31, 1993.

**  Average commission rate paid is computed by dividing the total dollar amount of commissions paid 
    during the fiscal year by the total number of shares purchased and sold during the fiscal year for 
    which commissions were charged. For fiscal years beginning on or after September 1, 1995, a Fund is 
    required to disclose its average commission rate per share for security trades on which commissions 
    are charged.

(1) The expense ratios for the year ended August 31, 1996 have been adjusted to reflect a change in 
    reporting requirements.  The new reporting guidelines require each Portfolio to increase its expense 
    ratio by the effect of any offset arrangements with its service providers.  The expense ratios for 
    each of the three periods ended on or before August 31, 1995 have not been adjusted to reflect this 
    change.

See notes to financial statements

</TABLE>



Notes to Financial Statements

(1) Significant Accounting Policies


Greater China Growth Portfolio (the "Portfolio") is registered under 
the Investment Company Act of 1940 as a diversified, open-end 
investment company which was organized as a trust under the laws of 
the State of New York on September 1, 1992. The Declaration of Trust 
permits the Trustees to issue interests in the Portfolio. The 
following is a summary of the significant accounting policies of the 
Portfolio. The policies are in conformity with generally accepted 
accounting principles.

A. Investment Valuations -- Marketable securities, including 
options, that are listed on foreign or U.S. securities exchanges or 
in the NASDAQ National Market System are valued at closing sale 
prices, on the exchange where such securities are principally 
traded. Futures positions on securities or currencies are generally 
valued at closing settlement prices. Unlisted or listed securities 
for which closing sale prices are not available are valued at the 
mean between the latest bid and asked prices. Short-term debt 
securities with a remaining maturity of 60 days or less are valued 
at amortized cost. Other fixed income and debt securities, including 
listed securities and securities for which price quotations are 
available, will normally be valued on the basis of valuations 
furnished by a pricing service. Investments for which valuations or 
market quotations are unavailable are valued at fair value using 
methods determined in good faith by or at the direction of the 
Trustees.

B. Federal Taxes -- The Portfolio has elected to be treated as a 
partnership for Federal tax purposes. No provision is made by the 
Portfolio for federal or state taxes on any taxable income of the 
Portfolio because each investor in the Portfolio is individually 
responsible for the payment of any taxes on its share of such 
income. Since some of the Portfolio's investors are regulated 
investment companies that invest all or substantially all of their 
assets in the Portfolio, the Portfolio normally must satisfy the 
applicable source of income and diversification requirements, (under 
the Internal Revenue Code), in order for its investors to satisfy 
them. The Portfolio will allocate, at least annually among its 
investors, each investor's distributive share of the Portfolio's net 
investment income, net realized capital gains, and any other items 
of income, gain, loss, deduction or credit. Withholding taxes on 
foreign dividends and capital gains have been provided for in 
accordance with the Portfolio's understanding of the applicable 
countries' tax rules and rates.

C. Expense Reduction - The Portfolio has entered into an arrangement 
with its custodian agent whereby interest earned on uninvested cash 
balances are used to offset custodian fees. All significant 
reductions are reported as a reduction of expenses in the statement 
of operations. Prior to November 10, 1995, Investors Bank & Trust 
Company (the custodian) was an affiliate of Eaton Vance Management.

D. Deferred Organization Expenses -- Costs incurred by the Portfolio 
in connection with its organization, including registration costs, 
are being amortized on the straight-line basis over five years.

E. Futures Contracts -- Upon the entering of a financial futures 
contract, the Portfolio is required to deposit ("initial margin") 
either in cash or securities an amount equal to a certain percentage 
of the purchase price indicated in the financial futures contract. 
Subsequent payments are made or received by the Portfolio ("margin 
maintenance") each day, dependent on daily fluctuations in the value 
of the underlying security, and are recorded for book purposes as 
unrealized gains or losses by the Portfolio. The Portfolio's 
investment in financial futures contracts is designed only to hedge 
against anticipated future changes in interest or currency exchange 
rates. Should interest or currency exchange rates move unexpectedly, 
the Portfolio may not achieve the anticipated benefits of the 
financial futures contracts and may realize a loss. If the Portfolio 
enters into a closing transaction, the Portfolio will realize, for 
book purposes, a gain or loss equal to the difference between the 
value of the financial futures contract to sell and financial 
futures contract to buy.

F. Use of Estimates - The preparation of the financial statements in 
conformity with generally accepted accounting principles 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 revenue and expense 
during the reporting period. Actual results could differ from those 
estimates.

G. Foreign Currency Translation -- Investment valuations, other 
assets, and liabilities initially expressed in foreign currencies 
are converted each business day into U.S. dollars based upon current 
exchange rates. Purchases and sales of foreign investment securities 
and income and expenses are converted into U.S. dollars based upon 
currency exchange rates prevailing on the respective dates of such 
transactions. Recognized gains or losses on investment transactions 
attributable to foreign currency 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 
result from fluctuations in foreign currency exchange rates are not 
separately disclosed.

H. Forward Foreign Currency Exchange Contracts -- The Portfolio 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. 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. The Portfolio will 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 for financial statement purposes as unrealized 
until such time as the contracts have been closed or offset.

I. Other -- Investment transactions are accounted for on the date 
the investments are purchased or sold. Dividend income is recorded 
on the ex-dividend date. However, if the ex-dividend date has 
passed, certain dividends from foreign securities are recorded as 
the Portfolio is informed of the ex-dividend date. Interest income 
is recorded on the accrual basis.

(2) Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Lloyd George Management 
(Bermuda) Limited (the Adviser), an affiliate of Eaton Vance, as 
compensation for management and investment advisory services 
rendered to the Portfolio. Under the advisory agreement, the Adviser 
receives a monthly fee of 0.0625% (0.75% annually) of the average 
daily net assets of the Portfolio up to $500,000,000, and at reduced 
rates as daily net assets exceed that level. For the year ended 
August 31, 1996 the adviser fee was.74% of average net assets. In 
addition, an administrative fee is earned by Eaton Vance Management 
(EVM) for managing and administering the business affairs of the 
Portfolio. Under the administration agreement, EVM earns a monthly 
fee in the amount of 1/48th of 1% (equal to 0.25% annually) of the 
average daily net assets of the Portfolio up to $500,000,000, and at 
reduced rates as daily net assets exceed that level. For the year 
ended August 31, 1996, the administration fee was .25% of average 
net assets. Except as to Trustees of the Portfolio who are not 
members of the Adviser or EVM's organization, officers and Trustees 
receive remuneration for their services to the Portfolio out of such 
investment adviser and administrative fees. Certain of the officers 
and Trustees of the Portfolio are officers or directors/trustees of 
the above organizations.

(3) Investment Transactions

Purchases and sales of investments, other than short-term 
obligations, aggregated $232,081,781 and $331,006,372, respectively.

(4) Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) in value of the 
investments owned at August 31, 1996, as computed on a federal 
income tax basis, are as follows:

Aggregate cost                                    $425,476,900
                                                  ============
Gross unrealized appreciation                     $101,645,054
Gross unrealized depreciation                       28,037,111
                                                  ------------
Net unrealized appreciation                        $73,607,943
                                                  ============

(5) 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. 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 Portfolio, 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.



(6) Financial Instruments

The Portfolio regularly trades in financial instruments with off-
balance sheet risk in the normal course of its investing activities 
to assist in managing exposure to various market risks. These 
financial instruments include written options, forward foreign 
currency exchange contracts and financial futures contracts and may 
involve, to a varying degree, elements of risk in excess of the 
amounts recognized for financial statement purposes. 

The notional or contractual amounts of these instruments represent 
the investment the Portfolio has in particular classes of financial 
instruments and does not necessarily represent the amounts 
potentially subject to risk. The measurement of the risks associated 
with these instruments is meaningful only when all related and 
offsetting transactions are considered. 

A summary of obligations under these financial instruments at August 
31, 1996 is as follows:

Forward Foreign Currency Exchange Contracts
Purchases
- -------------------------------------------
                                      Deliver 
Settlement                          (in United       Net Unrealized
Date          In Exchange for     States Dollars)      Appreciation
- ----------   ------------------  ----------------   ----------------
9/3/96        Malaysian Ringgit      $415,865             $400


(7) Line of Credit

The Portfolio participates with other portfolios and funds managed 
by EVM and its affiliates in a $120 million unsecured line of credit 
agreement with a bank. The line of credit consists of a $20 million 
committed facility and a $100 million discretionary facility. 
Borrowings will be made by the Portfolio solely to facilitate the 
handling of unusual and/or unanticipated short-term cash 
requirements. Interest is charged to each portfolio based on its 
borrowings at an amount above either the bank's adjusted certificate 
of deposit rate, a variable adjusted certificate of deposit rate, or 
a federal funds effective rate. In addition, a fee computed at an 
annual rate of 1/4 of 1% on the $20 million committed facility and 
on the daily unused portion of the $100 million discretionary 
facility is allocated among the participating funds and portfolios 
at the end of each quarter. The Portfolio did not have any 
significant borrowings or allocated fees during the year.



Independent Auditors' Report

To the Trustees and Investors of
Greater China Growth Portfolio:

We have audited the accompanying statement of assets and 
liabilities, including the portfolio of investments, of Greater 
China Growth Portfolio as of August 31, 1996, and the related 
statement of operations for the year then ended, and the statements 
of changes in net assets for the years ended August 31, 1996 and 
1995, and the supplementary data for each of the years in the three 
year period ended August 31, 1996, and for the period from the start 
of business, October 28, 1992 to August 31, 1993. These financial 
statements and financial highlights are the responsibility of the 
Portfolio's management. Our responsibility is to express an opinion 
on these financial statements and supplementary data based on our 
audits.

We conducted our audits in accordance with generally accepted 
auditing standards. Those standards require that we plan and perform 
the audit to obtain reasonable assurance about whether the financial 
statements and supplementary data are free of material misstatement. 
An audit includes examining on a test basis, evidence supporting the 
amounts and disclosures in the financial statements. Our procedures 
included confirmation of the securities owned at August 31, 1996, by 
correspondence with the custodian and brokers; where replies were 
not received from brokers, we performed other auditing procedures. 
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the 
overall financial statement presentation. We believe that our audits 
provide a reasonable basis for our opinion.

In our opinion, the financial statements and supplementary data 
present fairly, in all material respects, the financial position of 
Greater China Growth Portfolio at August 31, 1996, the results of 
its operations, the changes in its net assets and its supplementary 
data for the respective stated periods, in conformity with generally 
accepted accounting principles.

                                             DELOITTE & TOUCHE LLP
Boston, Massachusetts
October 4, 1996



EV Classic
Greater China
Growth Fund
Officers

Officers
- --------------------
James B. Hawkes
President, Trustee

M. Dozier Gardner
Vice President

William D. Burt
Vice President

Barclay Tittmann
Vice President

James L. O'Connor
Treasurer

Thomas Otis
Secretary

Independent Trustees
- --------------------
Donald R. Dwight
President, Dwight Partners, Inc.
Chairman, Newspapers of New England, Inc.

Samuel L. Hayes, III
Jacob H. Schiff Professor of Investment Banking, 
Harvard University Graduate School of Business 
Administration

Norton H. Reamer
President and Director, United Asset 
Management Corporation

John L. Thorndike
Director, Fiduciary Company Incorporated 

Jack L. Treynor
Investment Adviser and Consultant


Greater China 
Growth Portfolio

Officers
- --------------------
Hon. Robert Lloyd George
President, Trustee and Co-Portfolio Manager

James B. Hawkes
Vice President and Trustee

Scobie Dickinson Ward
Vice President, Assistant Secretary, 
Assistant Treasurer and Co-Portfolio Manager

William Walter Raleigh Kerr
Vice President and Assistant Treasurer

James L. O'Connor
Vice President and Treasurer

Thomas Otis
Vice President and Secretary

Independent Trustees
- --------------------
Hon. Edward K.Y. Chen
Professor and Director, Center for Asian Studies, 
University of Hong Kong

Donald R. Dwight
President, Dwight Partners, Inc.
Chairman, Newspapers of New England, Inc.

Samuel L. Hayes, III
Jacob H. Schiff Professor of Investment Banking, 
Harvard University Graduate School of Business 
Administration

Norton H. Reamer
President and Director, United Asset 
Management Corporation



Sponsor and Manager of
EV Classic Greater China
Growth Fund & Administrator of
Greater China Growth Portfolio

Eaton Vance Management
24 Federal Street
Boston, MA 02110

Adviser of Greater China
Growth Portfolio

Lloyd George Investment Management 
(Bermuda) Limited
3808 One Exchange Square
Central, Hong Kong

Principal Underwriter

Eaton Vance Distributors, Inc.
24 Federal Street
Boston, MA 02110
(617) 482-8260

Custodian

Investors Bank & Trust Company
89 South Street
P.O. Box 1537
Boston, MA 02205-1537

Transfer Agent

First Data Investor Services Group
P.O. Box 5123
Westborough, MA 01581-5123

Independent Auditors

Deloitte & Touche LLP
125 Summer Street
Boston, MA 02110



This report must be preceded or accompanied by a current prospectus 
which contains more complete information on the Fund, including its 
distribution plan, sales charges and expenses. Please read the 
prospectus carefully before you invest or send money.

EV Classic 
Greater China Growth Fund
24 Federal Street
Boston, MA 02110                C-CGSRC-10/96



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