EATON VANCE FLORIDA MUNICIPAL INCOME TRUST
8-A12B/A, 1999-01-22
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                   ----------

                                    FORM 8-A

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(B) OR (G) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   EATON VANCE FLORIDA MUNICIPAL INCOME TRUST
             (Exact Name of Registrant as Specified in its Charter)


            MASSACHUSETTS                               04-6880056
(State of Incorporation or Organization)              (I.R.S. Employer
                                                    Identification No.)

24 FEDERAL STREET, BOSTON, MASSACHUSETTS                    02110       
(Address of Principal Executive Offices)                    (Zip Code)

If this form relates to the  registration  of a class of securities  pursuant to
Section  12(b)  of  the  Exchange  Act  and is  effective  pursuant  to  General
Instruction A.(c), check the following box.                      /X/

If this form relates to the  registration  of a class of securities  pursuant to
Section  12(g)  of  the  Exchange  Act  and is  effective  pursuant  to  General
Instruction A.(d), check the following box.                      / /

Securities  Act  registration  statement file number to which this form relates:
333-68723.

Securities to be registered pursuant to Section 12(b) of the Act:

      Title of Each Class                       Name of Each Exchange on which
      to be so Registered                       Each Class is to be Registered
      -------------------                       ------------------------------

      Shares of Beneficial Interest,                  New York Stock Exchange
      $0.01 Par Value Per Share

Securities to be registered pursuant to Section 12(g) of the Act:

                              None              
                              ----              
                        (Title of Class)


<PAGE>



                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.     DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

      The  description  of  the  Registrant's  securities  to be  registered  is
incorporated  by  reference  to the  description  contained  under  the  caption
"Description of Capital Shares" in the  Registrant's  Registration  Statement on
Form  N-2  (Nos.  333-68723  and  811-09143)  as filed  electronically  with the
Securities  and  Exchange   Commission  on  December  11,  1998  (Accession  No.
0000940394-98-000413)("Registration  Statement on Form N-2"), as the same may be
amended.

Item 2.     EXHIBITS.

      (a)  The following exhibits are being filed with the Commission:

           1.  Registrant's  Registration Statement on Form N-2, which was filed
               electronically  with the  Securities  and Exchange  Commission on
               December   11,   1998   (Accession   No.    0000940394-98-000413)
               ("Registration Statement on Form N-2"), is incorporated herein by
               reference;

           2.  Form of Specimen  Certificate for Registrant's  Shares, par value
               $.01 per share, which was filed  electronically as exhibit (d) to
               the   Registrant's   Registration   Statement  on  Form  N-2,  is
               incorporated herein by reference;

           3.  Declaration   of   Trust   of   Registrant,   which   was   filed
               electronically  as exhibit (a) to the  Registrant's  Registration
               Statement on Form N-2, is incorporated herein by reference;

           4.  By-laws of Registrant, which were filed electronically as exhibit
               (b) to the Registrant's  Registration  Statement on Form N-2, are
               incorporated herein by reference.




                                      -2-

<PAGE>



                                    SIGNATURE

      Pursuant to the requirements of Section 12 of the Securities  Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be signed
on its behalf by the  undersigned,  thereto  duly  authorized,  this 14th day of
December, 1998.


                              EATON VANCE FLORIDA MUNICIPAL INCOME TRUST



                              By:  /s/ Alan R. Dynner
                                   -----------------------
                              Name: Alan R. Dynner
                              Title:  Vice President



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