<PAGE>
TO SHAREHOLDERS
VANCE SANDERS EXCHANGE FUND HAD A TOTAL RETURN OF 4.4 PERCENT DURING THE YEAR
THAT ENDED DECEMBER 31, 1994. That return represented a rise in net asset value
per share to $259.49 from $251.71, and the reinvestment of $3.05 in income
dividends. By comparison, the S&P 500 Index, an unmanaged index of common
stocks, had a return of 1.4 percent during the same period.
SHAREHOLDERS RECEIVED INCOME DIVIDENDS
TOTALING $3.05 DURING THE 12 MONTHS THAT ENDED DECEMBER 31, 1994.
THE ECONOMY CONTINUED TO POST SOLID GROWTH IN 1994. THIRD-QUARTER GROSS DOMESTIC
PRODUCT ROSE 3.4 PERCENT, FOLLOWING A 4.1 PERCENT GAIN IN THE SECOND QUARTER.
The economy was fueled by increases in capital spending by business.Such
spending was up significantly in the past year, according to the U.S. Department
of Commerce. The improved economic activity was reflected in brisk job growth as
well, with November unemployment declining to 5.6 percent.
BY MOST MEASURES, INFLATION CONTINUES TO BE MODEST. However, the Federal Reserve
- - having already raised short-term rates on six occasions in 1994 - is
maintaining a close watch on inflation indices and commodity prices. Core
inflation - which excludes the volatile energy and food categories - remained in
the range of 2.7 percent.
ON THE COMMODITY FRONT, A STRONGER U.S. ECONOMY AND AN IMPROVING ECONOMY ABROAD
INCREASED PRICES FOR KEY BASE METALS. After drifting for some time, crude oil
prices jumped considerably during the summer, leading to a rise in oil stock
prices. These inflation concerns - together with the Fed actions and a
stubbornly weak dollar - pushed long-term Treasury yields to 8.1 percent at
November 30, their highest level since early 1992.
CYCLICAL STOCKS WERE AMONG THE BETTER PERFORMERS DURING THE FIRST HALF OF 1994.
However, during the second six months growth stocks rallied for the first time
in more than a year. This shift benefited the Fund's growth and cyclical growth
stocks. Growth companies with international operations should show better
earnings if there is an economic slowdown in the U.S. next year.
"OVER THE LONG-TERM, INVESTMENTS THAT FOCUS ON A REPRESENTATIVE PORTFOLIO OF
HIGH QUALITY COMMON STOCKS ARE LIKELY TO DELIVER SOUND PERFORMANCE."
[PHOTOGRAPH OF LANDON T. CLAY]
DURING THE YEAR THAT ENDED DECEMBER 31, 1994, THE STRONG FUNDAMENTALS AND
UNDERVALUATION OF TECHNOLOGY STOCKS CAUSED THIS SECTOR TO APPRECIATE. Overall,
health care stocks, regarded in recent years as market laggards, also gained
significantly during the period. In particular, the stocks of drug companies
returned to favor once the debate over health care reform was set aside for this
year.
INTEREST RATE-SENSITIVE STOCKS, INCLUDING THOSE OF INSURANCE AND FINANCE
COMPANIES, WERE AMONG THE MARKET'S WEAKER PERFORMERS DURING THE PERIOD. Bank and
finance company margins are likely to face increasing pressure due to rising
interest rates and a flattening of the yield curve. Utility stocks
underperformed during the period and stocks of retail companies also were down
for the year.
IN THE SHORT TERM, THE MARKET REMAINS VULNERABLE TO FURTHER INCREASES IN
INTEREST RATES. However, over the long term, investments that focus on a
representative portfolio of high-quality common stocks are likely to deliver
sound performance. Because this remains the strategy of Vance, Sanders Exchange
Fund, I have confidence that the Fund will continue to participate in the growth
of the economy.
Sincerely,
/s/Landon T. Clay
LANDON T. CLAY
President
February 21, 1995
- -------------------------------------------------------------------------------
VANCE, SANDERS
EXCHANGE FUND
DECEMBER 31, 1994
(UNAUDITED)
INVESTMENT CHANGES
SIX MONTHS ENDED DECEMBER 31, 1994
- -------------------------------------------------------------------------------
Shares Owned
INCREASES 6/30/94 12/31/94
- -------------------------------------------------------------------------------
Monsanto Co. -- 60,000
- -------------------------------------------------------------------------------
Novell, Inc. 90,000 130,000
- -------------------------------------------------------------------------------
DECREASES*
- -------------------------------------------------------------------------------
Flightsafety International, Inc. 67,000 --
- -------------------------------------------------------------------------------
Gannett Co., Inc. 140,300 113,400
- -------------------------------------------------------------------------------
Intel Corp. 201,880 156,665
- -------------------------------------------------------------------------------
Johnson & Johnson 107,416 82,836
- -------------------------------------------------------------------------------
Schering-Plough Corp. 73,430 64,060
- -------------------------------------------------------------------------------
Zurich Reinsurance Centre, Inc. 75,000 --
- -------------------------------------------------------------------------------
*Includes investments paid in kind on redemptions.
- -------------------------------------------------------------------------------
OTHER CHANGES
Shares
- -------------------------------------------------------------------------------
18,000 Medtronic Inc. in a 2 for 1 stock split.
- -------------------------------------------------------------------------------
<PAGE>
<TABLE>
<CAPTION>
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1994
NAME OF COMPANY SHARES VALUE
- -------------------------------------------------------------------------------------------------
COMMON STOCKS -- 98.2%
- -------------------------------------------------------------------------------------------------
<S> <C> <C>
AGRICULTURE - 2.2%
DEKALB Genetics Corp. Class B* 36,825 $ 985,069
Pioneer Hi-Bred International Inc. 87,000 3,001,500
------------
$ 3,986,569
------------
BUSINESS PRODUCTS AND SERVICES - 5.1%
Automatic Data Processing Inc. 25,520 $ 1,492,920
Millipore Corp. 15,720 760,455
Minnesota Mining & Manufacturing Co. 26,288 1,403,122
Reuters Holdings PLC 132,000 5,791,500
------------
$ 9,447,997
------------
CHEMICALS - 8.7%
Dow Chemical Company 13,917 $ 935,918
Loctite Corp. 141,392 6,574,728
Monsanto Co.* 60,000 4,230,000
Nalco Chemical Co. 131,040 4,389,840
------------
$ 16,130,486
------------
COMPUTER SYSTEMS - 2.5%
Novell Inc.* 130,000 $ 2,226,250
Stratus Computer, Inc.* 65,000 2,470,000
------------
$ 4,696,250
------------
CONSTRUCTION - 1.0%
CBI Industries, Inc. 25,200 $ 645,750
Masco Corp. 55,540 1,256,593
------------
$ 1,902,343
------------
CONSUMER PRODUCTS - 9.2%
Coca-Cola Company 127,968 $ 6,590,352
PepsiCo, Inc. 150,000 5,437,500
Procter & Gamble Co. 80,000 4,960,000
------------
$ 16,987,852
------------
COSMETICS & TOILETRIES - 2.2%
Colgate-Palmolive Co. 21,826 $ 1,383,223
International Flavors & Fragrances, Inc. 60,000 2,775,000
------------
$ 4,158,223
------------
DRUGS - 10.8%
Abbott Laboratories 80,000 $ 2,610,000
ASTRA AB-Series A 250,000 6,456,750
Merck & Co., Inc. 33,746 1,286,566
Pfizer Inc. 63,592 4,912,482
Schering-Plough Corp. 64,060 4,740,440
------------
$ 20,006,238
------------
<PAGE>
NAME OF COMPANY SHARES VALUE
- -------------------------------------------------------------------------------------------------
COMMON STOCKS -- (Continued
- -------------------------------------------------------------------------------------------------
ELECTRICAL EQUIPMENT - 3.0%
AMP Inc. 30,180 $ 2,195,595
Emerson Electric Co. 22,398 1,399,875
General Electric Co. 24,864 1,268,064
Lincoln Electric Co. 19,700 731,362
------------
$ 5,594,896
------------
ELECTRONICS - 6.9%
Intel Corp. 156,665 $ 10,006,977
Raytheon Co. 42,372 2,706,512
------------
$ 12,713,489
------------
FINANCIAL SERVICES - 1.9%
Federal National Mortgage Association 47,800 $ 3,483,425
------------
FOOD DISTRIBUTION - 1.5%
Sysco Corp. 107,760 $ 2,774,820
------------
FOOD PROCESSING - 2.4%
McCormick & Co. Inc., Nonvoting 241,198 $ 4,401,864
------------
INSTRUMENTATION & CONTROLS - 4.0%
General Signal Corp. 68,600 $ 2,186,625
Hewlett-Packard Co. 51,792 5,172,726
------------
$ 7,359,351
------------
INSURANCE - 10.2%
American International Group Inc. 107,062 $ 10,492,076
Marsh & McLennan Companies, Inc. 28,172 2,232,631
Providian Corp. 54,724 1,689,604
General Re Corp. 26,816 3,318,480
Seafield Capital Corp. 35,960 1,231,630
------------
$ 18,964,421
------------
MACHINERY & EQUIPMENT - 0.9%
Parker-Hannifin Corp. 35,820 $ 1,629,810
------------
MEDICAL SUPPLIES & SERVICES - 4.5%
Baxter International Inc. 49,728 $ 1,404,816
Caremark, Inc. 21,112 361,543
Johnson & Johnson 82,836 4,535,271
Medtronic, Inc. 36,000 2,002,500
------------
$ 8,304,130
------------
MINING & METALLURGICAL - 1.9%
Inco Ltd. 124,000 $ 3,549,500
------------
<PAGE>
PORTFOLIO OF INVESTMENTS (Continued)
NAME OF COMPANY SHARES VALUE
- -------------------------------------------------------------------------------------------------
COMMON STOCKS -- (Continued)
- -------------------------------------------------------------------------------------------------
OFFICE EQUIPMENT - 0.4%
International Business Machines Corp. 11,094 $ 815,409
------------
OIL AND GAS - 5.2%
Amoco Corp. 47,928 $ 2,833,743
DEKALB Energy Co., Class B 64,400 1,368,500
Louisiana Land & Exploration Co. 25,000 909,375
Murphy Oil Corp. 29,700 1,262,250
Phillips Petroleum Co. 100,000 3,275,000
------------
$ 9,648,868
------------
PETROLEUM EQUIPMENT & SERVICES - 2.2%
Halliburton Co. 50,700 $ 1,679,437
Schlumberger Ltd. 49,246 2,480,767
------------
$ 4,160,204
------------
PUBLISHING & PRINTING - 6.9%
American Business Products Inc. - GA 97,665 $ 2,173,046
Dun & Bradstreet Corp. 83,300 4,581,500
Gannett Co., Inc. 113,400 6,038,550
------------
$ 12,793,096
------------
RETAIL - 4.6%
Home Depot, Inc. (The) 80,000 $ 3,680,000
Toys "R" Us, Inc.* 161,775 4,934,137
------------
$ 8,614,137
------------
TOTAL COMMON STOCKS
(Identified cost, $37,471,693) $182,123,378
------------
</TABLE>
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
SHORT-TERM OBLIGATIONS - 1.7%
- -------------------------------------------------------------------------------------------------
<S> <C> <C>
American Express Credit Corp.,
5.9%, 1/03/95 $1,900 $ 1,899,380
CXC Inc., 6.0%, 1/03/95 119 118,961
Ford Motor Credit Corp., 5.8%, 1/05/95 1,100 1,099,290
------------
TOTAL SHORT-TERM OBLIGATIONS, AT AMORTIZED COST $ 3,117,631
------------
TOTAL INVESTMENTS
(Identified cost, $40,589,325) - 99.9% $185,241,009
OTHER ASSETS, LESS LIABILITIES - 0.1% 177,066
------------
NET ASSETS - 100% $185,418,075
============
*Non-income producing security.
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL STATEMENTS
STATEMENT OF ASSETS AND LIABILITIES
- ------------------------------------------------------------------------------------------------
December 31, 1994
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS:
Investments, at value (Note 1A) (identified cost, $40,589,325) $185,241,009
Cash 404
Dividends receivable 286,181
------------
Total assets $185,527,594
LIABILITIES:
Payable for partnership shares redeemed $ 259
Payable to affiliates --
Investment advisory fee 91,983
Custodian fee 4,028
Managing General Partners 2,678
Accrued expenses and other liabilities 10,571
----------
Total liabilities 109,519
------------
NET ASSETS for 714,549 shares of partnership interest outstanding $185,418,075
============
NET ASSETS APPLICABLE TO SHARES OF PARTNERSHIP INTEREST OWNED BY:
Limited Partners (704,874 shares) $182,907,512
General Partners --
Managing Partners (547 shares) $ 141,941
Non-Managing Partner (9,128 shares) 2,368,622 2,510,563
---------- ------------
TOTAL NET ASSETS (714,549 shares) $185,418,075
============
SOURCES OF NET ASSETS:
Accumulated net realized gain on investment transactions (computed on the
basis of identified cost), less the excess of cost of partnership
interest redeemed over proceeds from sales of partnership interest
(including shares issued to partners electing to receive payment of
distributions in shares) $ 54,570,651
Accumulated distributions of net realized gain on investments as computed
for federal income tax purposes (16,700,504)
Unrealized appreciation of investments (computed on the basis of
identified cost) 144,651,684
Undistributed net investment income 2,896,244
------------
Total $185,418,075
============
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE OF PARTNERSHIP INTEREST
($185,418,075 / 714,549 shares of partnership interest outstanding) $259.49
=======
</TABLE>
See notes to financial statements
<PAGE>
FINANCIAL STATEMENTS (Continued)
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS
-------------------------------------------------------------------------------------------------------
For the Year Ended December 31, 1994
-------------------------------------------------------------------------------------------------------
<S> <C> <C>
INVESTMENT INCOME:
Income --
Dividends $ 3,514,733
Interest 168,174
------------
Total income $ 3,682,907
Expenses --
Investment adviser fee (Note 4) $ 1,096,383
Compensation of Managing General Partners not members
of the Non-Managing General Partner's organization 10,684
Custodian fee (Note 4) 93,178
Printing and postage 38,385
Legal and accounting services 34,343
Transfer and dividend disbursing agent fees 15,000
Miscellaneous 10,911
-----------
Total expenses 1,298,884
------------
Net investment income $ 2,384,023
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments, computed on the basis
of identified cost($39,422 net loss as computed for
federal income tax purposes) $ 8,358,479
Decrease in unrealized appreciation of investments (2,991,174)
-----------
Net realized and unrealized gain on investments 5,367,305
------------
Net increase in net assets from operations $ 7,751,328
============
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS
------------------------------------------------------------------------------------------------
YEAR ENDED DECEMBER 31,
--------------------------------------
1994 1993
------------------ ------------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS:
From operations --
Net investment income $ 2,384,023 $ 2,282,596
Net realized gain on investments 8,358,479 10,965,049
Decrease in unrealized appreciation of investments (2,991,174) (6,776,775)
------------ ------------
Increase in net assets from operations $ 7,751,328 $ 6,470,870
Distributions to partners --
From net investment income (2,256,662) (2,340,619)
From net realized gain on investment transactions -- (127,205)
Net decrease from transactions in shares of
partnership interest (Note 2) (8,614,936) (11,143,911)
------------ ------------
Net decrease in net assets $ (3,120,270) $ (7,140,865)
NET ASSETS:
At beginning of year 188,538,345 195,679,210
------------ ------------
At end of year (including undistributed net
investment income of $2,896,244 and $2,768,883,
respectively) $185,418,075 $188,538,345
============ ============
See notes to financial statements
</TABLE>
<PAGE>
FINANCIAL STATEMENTS (Continued)
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
----------------------------------------------------------------------------------------
YEAR ENDED DECEMBER 31,
--------------------------------------------------------
1994 1993 1992 1991 1990
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, beginning
of year $251.710 $246.130 $241.030 $181.960 $184.730
-------- -------- -------- -------- --------
INCOME FROM OPERATIONS:
Net investment income $ 3.406 $ 3.141 $ 3.198 $ 3.743 $ 3.635
Net realized and
unrealized gain (loss)
on investments 7.424 5.599 5.012 58.777 (2.115)
------- ------- ------- ------- --------
Total income from
operations $ 10.830 $ 8.740 $ 8.210 $ 62.520 $ 1.520
------- ------- ------- ------- --------
LESS DISTRIBUTIONS:
From net investment income $ (3.050) $ (3.000) $ (3.050) $ (3.450) $ (3.850)
From net realized gain on
investments -- (0.160) (0.060) -- (0.440)
------- ------- ------- ------- -------
Total distributions $ (3.050) $ (3.160) $ (3.110) $ (3.450) $ (4.290)
------- ------- ------- ------- -------
NET ASSET VALUE, end of year $259.490 $251.710 $246.130 $241.030 $181.960
======== ======== ======== ======== ========
TOTAL RETURN (1) 4.39% 3.63% 3.50% 34.76% 0.79%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year
(000's omitted) $185,418 $188,538 $195,679 $201,607 $161,704
Ratio of expenses to
average net assets 0.71% 0.71% 0.71% 0.71% 0.76%
Ratio of net investment
income to average net
assets 1.31% 1.22% 1.31% 1.70% 1.93%
PORTFOLIO TURNOVER 3% 3% 5% 7% 7%
(1) Total investment 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 payable date.
See notes to financial statements
</TABLE>
<PAGE>
NOTES TO FINANCIAL STATEMENTS
-------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
The Fund is a limited partnership formed under The Uniform Limited Partnership
Act of California, and is registered under the Investment Company Act of 1940 as
amended, as a diversified, open-end, management investment company. Under the
Partnership Agreement, all partnership interests, whether of a limited partner
or a general partner, are represented by shares of the same class. 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 - Investments listed on security exchanges or in the
NASDAQ National Market are valued at closing sale prices. Listed or unlisted
investments for which closing sale prices are not available are valued at
closing bid prices. Short-term obligations, maturing in 60 days or less, are
valued at amortized cost, which approximates value.
B. INCOME TAXES AND DISTRIBUTIONS TO PARTNERS - No provision is made by the Fund
for federal or state taxes on the taxable income of the partnership because each
partner is individually responsible for the payment of any taxes on his share of
such taxable income. The Managing General Partners will make quarterly
distributions to the partners from the Fund's net investment income and it is
their present intention to distribute each year approximately 30% of any taxable
net realized gain from investment transactions.
C. OTHER - Investment transactions are accounted for on a trade date basis.
Dividend income and distributions to partners are recorded on the ex-dividend
date.
------------------------------------------------------------------------------
(2) SHARES OF PARTNERSHIP INTEREST
Transactions in shares of partnership interest were as follows:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
-----------------------
1994 1993
-------------------------------------------- --------------------------------------------
SHARES SHARES
------------------------- -----------------------
GENERAL LIMITED GENERAL LIMITED
PARTNERS PARTNERS AMOUNT PARTNERS PARTNERS AMOUNT
-------- -------- -------------- -------- -------- -------------
<S> <C> <C> <C> <C> <C> <C>
Redemptions -- (35,476) $(8,859,649) -- (47,051) $(11,394,786)
Issued to partners
electing to receive
payment of
distributions in shares 114 894 244,713 117 918 250,875
--- -------- ------------ --- ----- -------------
Net increase
(decrease) 114 (34,582) $(8,614,936) 117 (46,133) $(11,143,911)
=== ======== ============ === ======= =============
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
(3) INVESTMENT TRANSACTIONS
Purchases and sales of investments, other than short-term obligations,
aggregated $5,506,970 and $5,921,281, respectively. In addition, investments
having an aggregate market value of $8,583,461 at dates of redemption were
distributed in payment for shares of partnership interest redeemed.
- --------------------------------------------------------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS (Continued)
(4) INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment adviser fee, computed at the monthly rate of .05 of 1% (1/12 of
an annual rate of 0.6 of 1%) of average monthly net assets, was paid to Eaton
Vance Management (EVM) as compensation for management and investment advisory
services rendered to the Fund. The Fund pays the compensation of its Managing
General Partners who are not members of EVM's organization. The custodian fee
was paid to Investors Bank & Trust Company (IBT), an affiliate of EVM, for its
services as custodian of the Fund. Pursuant to the custodian agreement, IBT
receives a fee reduced by credits which are determined based on the average
daily cash balances the Fund maintains with IBT. One of the Managing General
Partners of the Fund is an officer and trustee of EVM and that organization is
the Non-Managing General Partner of the Fund.
- -------------------------------------------------------------------------------
(5) LINE OF CREDIT
The Fund participates with other funds managed by EVM 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 Fund solely to facilitate the handling of unusual
and/or unanticipated short-term cash requirements. Interest is charged to each
fund 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 the unused portion of the
$100 million discretionary facility is allocated among the participating funds
at the end of each quarter. The Fund did not have any significant borrowings or
allocated fees during the year.
- --------------------------------------------------------------------------------
(6) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized appreciation/depreciation in value of the investments
owned at December 31, 1994, as computed on a federal income tax basis, are as
follows:
Aggregate cost $ 40,589,325
-----------
Gross unrealized appreciation $144,651,684
Gross unrealized depreciation --
-----------
Net unrealized appreciation $144,651,684
===========
- --------------------------------------------------------------------------------
(7) DISTRIBUTION
On December 19, 1994, the Managing General Partners of the Fund declared a
distribution from net investment income of $0.80 per share, payable on January
16, 1995, to holders of shares of record on January 3, 1995.
<PAGE>
INDEPENDENT AUDITORS' REPORT
- --------------------------------------------------------------------------------
To the Partners of
Vance, Sanders Exchange Fund
(A California Limited Partnership):
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of Vance, Sanders Exchange Fund (A California
Limited Partnership) as of December 31, 1994, and the related statement of
operations for the year then ended, the statement of changes in net assets for
the years ended December 31, 1994 and 1993, and the financial highlights for
each of the years in the five-year period ended December 31, 1994. These
financial statements and financial highlights are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our 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. Our procedures included confirmation of the securities owned as of
December 31, 1994, by correspondence with the custodian. 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 Vance, Sanders
Exchange Fund (A California Limited Partnership) as of December 31, 1994, 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
February 3, 1995
<PAGE>
VANCE, SANDERS
EXCHANGE FUND
(A California
Limited Partnership)
24 Federal Street
Boston, MA 02110
MANAGEMENT INVESTMENT
MANAGING GENERAL PARTNERS ADVISER
LANDON T. CLAY Eaton Vance
Chairman, Eaton Vance Management
Management 24 Federal Street
DONALD R. DWIGHT Boston, MA 02110
President, CUSTODIAN
Dwight Partners, Inc. Investors Bank & Trust
Chairman, Newspapers of New Company
England, Inc. 24 Federal Street
SAMUEL L. HAYES, III Boston, MA 02110
Jacob H. Schiff Professor of TRANSFER AND
Investment Banking, Harvard DIVIDEND
University DISBURSING AGENT
Graduate School of The Shareholder
Business Administration Services Group, Inc.
NORTON H. REAMER BOS725
President and Director, P.O. Box 1559
United Asset Management Boston, MA 02104
Corporation
JOHN L. THORNDIKE
Director, Fiduciary Trust
Company
JACK L. TREYNOR
Investment Adviser and
Consultant
NON-MANAGING
GENERAL PARTNER
EATON VANCE MANAGEMENT
OFFICERS
James L. O'Connor
Treasurer
Thomas Otis
Secretary
James F. Alban
Assistant Treasurer
Janet E. Sanders
Assistant Treasurer
and Assistant Secretary
PORTFOLIO
MANAGER
Thomas E. Faust, Jr.
EATON VANCE
The Boston Tradition
24 Federal Street, Boston, Massachusetts 02110
VANCE, SANDERS
EXCHANGE FUND
An Eaton Vance
Exchange Fund
Annual Report
December 31, 1994
