DEPOSITORS FUND OF BOSTON INC
N-30D, 1995-05-31
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<PAGE>
                                TO SHAREHOLDERS

DEPOSITORS  FUND HAD A TOTAL  RETURN OF 16.6  PERCENT  DURING THE 12 MONTHS THAT
ENDED  MARCH 31,  1995.  That return  represented  a rise in net asset value per
share to $95.16 from $82.66,  and the reinvestment of $1.09 in income dividends.
By comparison,  the S&P 500 Index,  an unmanaged  index of common stocks,  had a
total return of 15.5 percent during the same period.

- -------------------------------------
THE FUND HAD A TOTAL  RETURN OF 16.6  PERCENT  DURING  THE 12 MONTHS  THAT ENDED
MARCH 31, 1995.
- -------------------------------------

DURING  1994 THE  ECONOMY  GREW  MORE  RAPIDLY  THAN MANY  ECONOMISTS  AND MONEY
MANAGERS ANTICIPATED AT THE START OF THE YEAR. In response to this strength, and
in an attempt to keep inflation in check, the Federal Reserve raised  short-term
interest  rates six times in 1994 and once again in early 1995. It usually takes
several  months before a rise in interest  rates starts to have an effect on the
rate of growth of the economy; in recent months, there have been some signs that
the economy is slowing down.

IN THE  FIRST  HALF OF THE  FUND'S  FISCAL  YEAR,  THE  STOCK  MARKET  WAS WEAK,
SERIOUSLY   HAMPERED  BY  RISING   INTEREST   RATES.   As  might  be   expected,
interest-sensitive  stocks such as insurance  companies and utilities were among
the poorer performers.  Cyclical stocks were among the better  performers,  with
earnings for capital goods and basic materials companies exceeding expectations.
Health care stocks, led by drug companies,  and technology stocks gained solidly
during this period.

DURING THE SECOND HALF OF THE PERIOD, INVESTOR SENTIMENT CHANGED. Overall market
performance  improved as interest  rates stopped their rapid ascent and fears of
runaway inflation dissipated.  Market leadership shifted from cyclical stocks to
other sectors less exposed to a slowing economy.

THE FUND'S SUPERIOR  PERFORMANCE  DURING THE PERIOD WAS LED BY STOCKS IN SEVERAL
OF ITS  SECTORS.  Health  care  stocks  were up  significantly  during the year.
Pfizer,  Inc.,  the Fund's largest  holding in this sector,  gained more than 50
percent for the year.  The prices of computer and  electronics  stocks also were
higher. Hewlett Packard Co. was the Fund's largest holding in this sector at the
end of the 12 months.  It,  too,  appreciated  more than 50 percent  during that
period.

- -----------------------

Photo of Landon T. Clay

- -----------------------

THE LARGEST  OVERALL  POSITION IN THE FUND WAS HELD BY GENERAL RE CORP., A MAJOR
REINSURANCE  COMPANY. It benefited from the growth stock rally, rising more than
26 percent in the 12-month  period.  Other  sectors  posting gains were oils and
manufacturing, while retail and railroads declined.

MOST ECONOMISTS  BELIEVE THAT INTEREST RATES WILL PEAK IN THE FIRST HALF OF 1995
AND THAT ECONOMIC GROWTH RATES WILL DECLINE,  THOUGH NOT TO RECESSIONARY LEVELS.
If this "soft  landing"  is  achieved,  corporate  profitability  should be well
maintained  and the stock  market  should be as rewarding to investors as it was
during much of 1994.

NO MATTER HOW ECONOMIC  CONDITIONS MAY CHANGE, WE REMAIN CONVINCED THAT OVER THE
LONG TERM, INVESTING IN A REPRESENTATIVE PORTFOLIO OF HIGH-QUALITY COMMON STOCKS
IS LIKELY TO DELIVER SOUND PERFORMANCE.  That remains the strategy of Depositors
Fund,  and we are  confident  the  Fund  will  continue  to  participate  in the
economy's ongoing growth.

- -------------------------------------
"NO MATTER HOW  ECONOMIC  CONDITIONS MAY  CHANGE, WE REMAIN CONVINCED THAT OVER
THE LONG TERM,  INVESTING IN  A REPRESENTATIVE PORTFOLIO OF HIGH-QUALITY COMMON 
STOCKS IS LIKELY TO DELIVER SOUND PERFORMANCE."
- -------------------------------------

Sincerely,

/S/ LANDON T. CLAY
    Landon T. Clay
    President
    May 19, 1995
<PAGE>


                        DEPOSITORS FUND OF BOSTON, INC.
                                 MARCH 31, 1995
                                  (UNAUDITED)

                                                           VALUE
TEN LARGEST HOLDINGS                                   (IN MILLIONS)
- -------------------------------------------------------------------------------
General Re Corp.                                            $4.2
- -------------------------------------------------------------------------------
PepsiCo Inc.                                                 4.2
- -------------------------------------------------------------------------------
Coca-Cola Co.                                                3.8
- -------------------------------------------------------------------------------
Hewlett-Packard Co.                                          3.6
- -------------------------------------------------------------------------------
Pfizer Inc.                                                  3.1
- -------------------------------------------------------------------------------
Houghton Mifflin Co.                                         3.0
- -------------------------------------------------------------------------------
McDonald's Corp.                                             2.5
- -------------------------------------------------------------------------------
Union Pacific Corp.                                          2.5
- -------------------------------------------------------------------------------
McCormick & Co., Non-voting                                  2.2
- -------------------------------------------------------------------------------
Astra AB - Series A                                          2.1
- -------------------------------------------------------------------------------

                                                       PERCENTAGE OF
FIVE LARGEST INDUSTRY HOLDINGS                           NET ASSETS
- -------------------------------------------------------------------------------
Drugs & Medical                                             14.4%
- -------------------------------------------------------------------------------
Consumer Products                                           13.2
- -------------------------------------------------------------------------------
Publishing and Printing                                     10.9
- -------------------------------------------------------------------------------
Insurance                                                    9.3
- -------------------------------------------------------------------------------
Electronics                                                  6.0
- -------------------------------------------------------------------------------
<PAGE>

INVESTMENT CHANGES
SIX MONTHS ENDED MARCH 31, 1995
(UNAUDITED)
- -------------------------------------------------------------------------------
                                                        Shares Owned
                                                  Sept. 30            Mar 31
- -------------------------------------------------------------------------------
DECREASES*
- -------------------------------------------------------------------------------
Bowne & Co., Inc.                                 123,240            108,120
- -------------------------------------------------------------------------------
Coca-Cola Co.                                      80,006             67,206
- -------------------------------------------------------------------------------
Donnelley (R.R.) & Sons Co.                        63,156             54,876
- -------------------------------------------------------------------------------
Flightsafety International Ltd.                    25,100             15,000
- -------------------------------------------------------------------------------
Hewlett-Packard Co.                                41,700             30,240
- -------------------------------------------------------------------------------
*Includes investments paid in kind on redemptions.
<PAGE>




                        DEPOSITORS FUND OF BOSTON, INC.
                            PORTFOLIO OF INVESTMENTS
                                 MARCH 31, 1995
- -------------------------------------------------------------------------------
                             COMMON STOCKS - 96.3%
- -------------------------------------------------------------------------------
Name of Company                                   Shares      Value
- -------------------------------------------------------------------------------
AEROSPACE - 1.9%
Boeing Co.                                        20,920   $ 1,127,065
                                                           -----------

AIR TRANSPORTATION - 1.1%
Flightsafety International Ltd.                   15,000   $   686,250
                                                           -----------

BUSINESS PRODUCTS & SERVICES - 3.8%
Moore Corp., Ltd.                                 19,075   $   371,963
Reuters Holdings PLC, ADR                         42,000     1,932,000
                                                           -----------
                                                           $ 2,303,963
                                                           -----------
CHEMICALS - 2.6%
Monsanto Co.                                      19,336   $ 1,551,714
                                                           -----------

COMPUTER & BUSINESS EQUIPMENT - 2.8%
Digital Equipment Corp.*                           8,325   $   315,309
International Business Machines Corp.             14,400     1,179,000
Novell Inc.*                                      10,000       190,000
                                                           -----------
                                                           $ 1,684,309
                                                           -----------
CONSUMER PRODUCTS - 13.2%
Coca-Cola Co.                                     67,206   $ 3,797,139
PepsiCo Inc.                                     106,985     4,172,415
                                                           -----------
                                                           $ 7,969,554
                                                           -----------
DRUGS & MEDICAL - 14.4%
Astra AB - Series A                               80,000   $ 2,127,536
Baxter International Inc.                         23,950       784,362
Genentech Inc.* (Redeemable
Common)                                           16,500       773,437
Merck & Co., Inc.                                 15,660       667,507
Pfizer Inc.                                       36,000     3,087,000
Sofamor/Danek Group, Inc.*                        50,000     1,225,000
                                                           -----------
                                                           $ 8,664,842
                                                           -----------
ELECTRONICS - 6.0%
Hewlett-Packard Co.                               30,240   $ 3,640,140
                                                           -----------

FINANCIAL - 2.1%
Federal National Mortgage Association             15,655   $ 1,273,926
                                                           -----------

FOOD PROCESSING - 3.6%
McCormick & Co., Non-voting                       95,940   $ 2,170,643
                                                           -----------

FOREST PRODUCTS - 2.1%
Champion International Corp.                      11,638   $   503,344
Weyerhaeuser Co.                                  19,380       753,398
                                                           -----------
                                                           $ 1,256,742
                                                           -----------
INSURANCE - 9.3%
General Re Corp.                                  31,920   $ 4,213,440
St. Paul Cos., Inc.                               27,620     1,381,000
                                                           -----------
                                                           $ 5,594,440
                                                           -----------
OIL, INTEGRATED INTERNATIONAL - 5.0%
Exxon Corp.                                       19,998   $ 1,334,866
Phillips Petroleum Co.                            45,000     1,648,125
                                                           -----------
                                                           $ 2,982,991
                                                           -----------
OTHER CAPITAL GOODS - 1.1%
Parker Hannifin Corp.                             14,913   $   659,900
                                                           -----------

PETROLEUM SERVICES AND EQUIPMENT - 4.1%
Baker Hughes Inc.                                 39,234   $   799,393
Dresser Industries, Inc.                          79,800     1,695,750
                                                           -----------
                                                           $ 2,495,143
                                                           -----------
PUBLISHING AND PRINTING - 10.9%
Bowne & Co., Inc.                                108,120   $ 1,743,435
Donnelley (R.R.) & Sons Co.                       54,876     1,886,363
Houghton Mifflin Co.                              63,700     2,962,050
                                                           -----------
                                                           $ 6,591,848
                                                           -----------
RAILROADS - 5.1%
CSX Corp.                                          7,635   $   601,256
Union Pacific Corp.                               44,530     2,449,150
                                                           -----------
                                                           $ 3,050,406
                                                           -----------
RESTAURANTS - 4.1%
McDonald's Corp.                                  72,000   $ 2,457,000
                                                           -----------

RETAIL - 3.1%
Toys "R" Us, Inc.*                                72,000   $ 1,845,000
                                                           -----------
    TOTAL COMMON STOCKS
      (IDENTIFIED COST, $10,908,674)                       $58,005,876
                                                           -----------

- --------------------------------------------------------------------------------
                     SHORT-TERM OBLIGATION - 3.3%
- --------------------------------------------------------------------------------
                                                    Face Amount
                                                    (000 Omitted)   Value
- -------------------------------------------------------------------------------

Ford Motor Credit Corp.,
  5.98% due 04/06/95, at amortized cost              $  2,000     $ 1,998,344
                                                                  -----------
    TOTAL INVESTMENTS
      (IDENTIFIED COST, $12,907,018) - 99.6%                      $60,004,220
    OTHER ASSETS, LESS LIABILITIES - 0.4%                             246,613
                                                                  -----------
    NET ASSETS -  100%                                            $60,250,833
                                                                  ===========

*Non-income producing security.

                       See notes to financial statements
<PAGE>



                              FINANCIAL STATEMENTS
                      STATEMENT OF ASSETS AND LIABILITIES
- -------------------------------------------------------------------------------
                                March 31, 1995
- -------------------------------------------------------------------------------
ASSETS:
  Investments, at value (Note 1A) 
   (identified cost, $12,907,018)                                 $60,004,220
  Cash                                                                113,223
  Dividends receivable                                                143,165
                                                                  -----------
      Total assets                                                $60,260,608
LIABILITIES:
  Payable to affiliates --
    Custodian fee                                        $1,240
    Directors' fees                                       1,542
  Accrued expenses                                        6,993
                                                         ------
      Total liabilities                                                 9,775
                                                                  -----------
NET ASSETS for 633,137 shares of capital stock outstanding        $60,250,833
                                                                  ===========

SOURCES OF NET ASSETS:
  Accumulated net realized gain on investment
    transactions (computed on the basis of identified
    cost), less the excess of cost of capital stock
    redeemed over proceeds from sales of capital stock
    (including shares issued to shareholders electing
    to receive payment of distributions in capital
    stock)                                                        $26,778,238
  Accumulated distributions of net realized gain on
    investments as computed for federal income tax
    purposes                                                       (7,889,247)
  Distributions in excess of net investment income                    (70,678)
  Unrealized appreciation of investments (computed on
    the basis of identified cost)                                  47,097,202
  Federal tax on undistributed net realized long-term
    capital gain, paid on behalf of shareholders (Note 1B)         (5,664,682)
                                                                  -----------
      Total                                                       $60,250,833
                                                                  ===========
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
  ($60,250,833 / 633,137 shares of capital stock outstanding)       $95.16
                                                                    ======
                                                                   
                      See notes to financial statements
<PAGE>



                            STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
                       For the Year Ended March 31, 1995
- --------------------------------------------------------------------------------

INVESTMENT INCOME:

  Income --
    Dividends                                                      $1,113,901
    Interest                                                           59,049
                                                                   ----------
      Total income                                                 $1,172,950

  Expenses --
    Investment adviser fee (Note 4)                     $  350,354
    Compensation of Directors not members of the
     Investment Adviser's organization                       6,237
    Custodian fees (Note 4)                                 36,157
    Legal and accounting services                           25,006
    Printing and postage                                    24,007
    Transfer and dividend disbursing agent fees             15,000
    Miscellaneous                                            5,613
                                                        ----------
      Total expenses                                                  462,374
                                                                   ----------
        Net investment income                                      $  710,576

REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
   Net realized gain on investments, computed on the
     basis of identified cost ($606,766 net gain as
     computed for federal income tax purposes)          $3,624,776
   Increase in unrealized appreciation
     of investments                                      4,423,113
                                                        ----------
       Net realized and unrealized gain
         on investments                                             8,047,889
                                                                   ----------
         Net increase in net assets from operations                $8,758,465
                                                                   ==========

                       See notes to financial statements
<PAGE>

                     STATEMENTS OF CHANGES IN NET ASSETS
- ------------------------------------------------------------------------------
                                                   Year Ended March 31,
                                                 ------------------------
                                                   1995            1994
                                                 --------        --------
INCREASE (DECREASE) IN NET ASSETS:
  From operations --
    Net investment income                      $   710,576        $   647,098
    Net realized gain on investments             3,624,776          2,696,580
    Increase (decrease) in unrealized
      appreciation of investments                4,423,113         (5,657,031)
                                               -----------        -----------
      Increase (decrease) in net assets
       from operations                         $ 8,758,465         (2,313,353)
  Undistributed net investment income
    included in net asset value of shares
    redeemed and issued                              --                  (148)

  Distributions to shareholders --
    From net investment income                    (703,364)          (632,628)

  Net decrease from capital stock
   transactions (exclusive of amounts
   allocated to net investment income)          (2,839,262)        (4,145,717)
                                               -----------        -----------
      Net increase (decrease) in net assets    $ 5,215,839         (7,091,846)

NET ASSETS:
  At beginning of year                          55,034,994         62,126,840
                                               -----------        -----------
  At end of year (including distributions in
    excess of net investment income of $70,678
    and $77,890, respectively)                 $60,250,833        $55,034,994
                                               ===========        ===========

                       See notes to financial statements
<PAGE>

<TABLE>
<CAPTION>
                                                       FINANCIAL HIGHLIGHTS
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                   Year Ended March 31,
                                                              ----------------------------------------------------------------------
                                                                1995          1994           1993           1992           1991
                                                               ------       ------           -----         ------         ------
<S>                                                           <C>          <C>             <C>            <C>            <C>    
NET ASSET VALUE, beginning of year                            $82.660      $86.990         $82.070        $72.750        $63.420
                                                              -------      -------         -------        -------        -------
  INCOME FROM OPERATIONS:

    Net investment income                                     $ 1.095      $ 0.920         $ 0.958        $ 1.061        $ 1.099
    Net realized and unrealized gain (loss) on investments     12.495       (4.330)          4.962          9.399          9.421
                                                              -------      -------         -------        -------        -------
      Total income (loss) from operations                     $13.590       (3.410)        $ 5.920        $10.460        $10.520
                                                              -------      -------         -------        -------        -------
  LESS DISTRIBUTIONS:
    From net investment income                                $(1.090)     $(0.920)        $(0.958)       $(1.064)       $(1.190)
    From paid-in capital                                          --           --           (0.042)        (0.076)          --
                                                              -------      -------         -------        -------        -------
      Total distributions                                     $(1.090)     $(0.920)        $(1.000)       $(1.140)       $(1.190)
                                                              -------      -------         -------        -------        -------
NET ASSET VALUE, end of year                                  $95.160      $82.660         $86.990        $82.070        $72.750
                                                              =======      =======         =======        =======        =======

TOTAL RETURN<F1>                                               16.56%      (3.94)%           7.31%         14.47%         16.86%

RATIOS/SUPPLEMENTAL DATA:
  Net assets, end of period (000's omitted)                   $60,251      $55,035         $62,127        $63,824        $58,514
  Ratio of expenses to average net assets                       0.83%        0.81%           0.82%          0.83%          0.90%
  Ratio of net investment income to   
    average net assets                                          1.27%        1.09%           1.13%          1.38%          1.71%

PORTFOLIO TURNOVER                                                 0%           5%              2%             5%             7%

- ----------
<FN>
<F1>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 registered under the Investment Company Act of 1940, as amended,  as
a  diversified,  open-end,  management  investment  company.  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 securities 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. FEDERAL  TAXES -- The Fund's  policy is to comply with the  provisions of the
Internal  Revenue  Code  available  to  regulated  investment  companies  and to
distribute to  shareholders  each year all of its taxable income from dividends,
interest and net realized short-term capital gain. Accordingly, no provision for
federal  income or excise tax is  necessary.  At March 31, 1995,  the Fund,  for
Federal income tax purposes, had a capital loss carryover of $149,841 which will
reduce the Fund's  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 the  distributions  to  shareholders  which would
otherwise be necessary to relieve the Fund of any liability  for federal  income
or excise tax. Such capital loss  carryover  will expire on March 31, 2002.  The
Fund generally  designates as undistributed  any taxable net realized  long-term
gain (but reserves the right to  distribute  such gain in any year) and pays the
federal  tax  thereon  on  behalf  of  shareholders.  Provision  for such tax is
recorded on the Fund's  records on the last  business  day of the Fund's  fiscal
year because the Internal Revenue Code provides that such tax is allocated among
shareholders of record on that date.

C.  EQUALIZATION  -- Prior to April 1, 1994,  the Fund  followed the  accounting
practice known as equalization by which a portion of the proceeds from the sales
and costs of  reacquisitions  of Fund shares was allocated to undistributed  net
investment  income.  As of  April 1,  1994,  the  Fund  discontinued  the use of
equalization.  This  change had no effect on the Fund's  net  assets,  net asset
value per share, or its net increase or decrease in net assets from  operations.
Discontinuing  the  use of  equalization  will  result  in a  simpler  and  more
meaningful financial statement presentation.

D. OTHER --  Investment  transactions  are  accounted for on a trade date basis.
Dividend  income and dividends to  shareholders  are recorded on the ex-dividend
date.

E.  DISTRIBUTIONS  --  Generally  accepted  accounting  principles  require that
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.

<PAGE>
(2) CAPITAL STOCK
At March 31, 1995,  there were 5,860,670 shares of $1.00 par value capital stock
authorized. Transactions in capital stock were as follows:
<TABLE>
<CAPTION>
                                                                        YEAR ENDED MARCH 31,
                                                        -------------------------------------------------
                                                                 1995                      1994
                                                        -------------------------------------------------
                                                         SHARES       AMOUNT       SHARES      AMOUNT
                                                         ------       ------       ------      ------
<S>                                                     <C>        <C>            <C>       <C>          
Redemptions                                             (33,818)   $(2,937,924)  (49,352)   $(4,232,715)
Issued to shareholders electing to receive
  payment of distributions in capital stock               1,118         98,662     1,025         86,998
                                                         ------    -----------     ------   ----------- 
    Net decrease                                        (32,700)   $(2,839,262)   (48,327)  $(4,145,717)
                                                         ======    ===========     ======   =========== 
</TABLE>

- ------------------------------------------------------------------------------
(3) INVESTMENT TRANSACTIONS
Sales of investments other than short-term  obligations,  aggregated $1,692,445.
There were no  purchases of  investments.  In  addition,  investments  having an
aggregate  market value of $2,814,133 at dates of redemption were distributed in
payment for capital stock redeemed.

- ------------------------------------------------------------------------------
(4) INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment  adviser fee, computed at the monthly rate of 5/96 of 1% ( 5/8 of
1% annually) of the Fund's average  monthly net assets,  was paid to Eaton Vance
Management (EVM) as compensation for management and investment advisory services
rendered to the Fund.  Except as to directors of the Fund who are not members of
EVM's  organization,  officers  and  directors  receive  remuneration  for their
services to the Fund out of such  investment  adviser fee. 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.  Certain of the officers and
directors  of  the  Fund  are  officers  and  directors/trustees  of  the  above
organizations. Directors of the Fund that are not affiliated with the Investment
Adviser may elect to defer  receipt of all or a percentage  of their annual fees
in accordance with the terms of the Trustees Deferred Compensation Plan. For the
year ended March 31, 1995, no significant amounts have been deferred.

- ------------------------------------------------------------------------------
(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 on the daily 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 March 31,  1995,  as  computed  on a federal  income tax basis,  are as
follows:

Aggregate cost                                                     $12,907,018
                                                                   ===========
Gross unrealized appreciation                                      $47,144,702
Gross unrealized depreciation                                           47,500
                                                                   -----------
    Net unrealized appreciation                                    $47,097,202
                                                                   ===========
<PAGE>


INDEPENDENT AUDITORS' REPORT

- --------------------------------------------------------------------------------
To the Board of Directors and Shareholders of
Depositors Fund of Boston, Inc.:

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of investments, of Depositors Fund of Boston, Inc. as of March 31,
1995,  and the related  statement  of  operations  for the year then ended,  the
statements of changes in net assets for the years ended March 31, 1995 and 1994,
and the  financial  highlights  for each  of  the years in the five-year  period
ended March 31, 1995.  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 securities owned at March
31, 1995, 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 Depositors Fund of
Boston,  Inc. at March 31, 1995, 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
May 5, 1995





<PAGE>

                           INVESTMENT MANAGEMENT

DEPOSITORS FUND       OFFICERS AND STAFF       INDEPENDENT DIRECTORS
OF BOSTON, INC.       LANDON T. CLAY           DONALD R. DWIGHT
24 Federal Street      President, Director      President, Dwight Partners, Inc.
Boston, MA 02110      JAMES B. HAWKES           Chairman ,Newspapers of
                       Vice President           New England, Inc.
                      PETER F. KIELY           SAMUEL L. HAYES, III
                       Vice President, Director Jacob H. Schiff Professor of 
                      JAMES L. O'CONNOR         Investment Banking, Harvard
                       Treasurer                University Graduate School of
                      THOMAS OTIS               Business  Administration
                       Clerk                   NORTON H. REAMER
                      JAMES F. ALBAN            President and Director,
                       Assistant Treasurer      United Asset Management
                      JANET E. SANDERS          Corporation
                       Assistant  Treasurer    JOHN L. THORNDIKE
                       and Assistant Clerk      Director, Fiduciary Company
                      A. JOHN MURPHY            Incorporated
                       Assistant Secretary     JACK L. TREYNOR
                      PORTFOLIO MANAGER         Investment Adviser
                      THOMAS E. FAUST, JR.      and Consultant
                      ----------------------------------------------------------
                      DEPOSITORS FUND OF       TRANSFER AND DIVIDEND 
                      BOSTON, INC.             DISBURSING AGENT
                      24 Federal Street         The Shareholder
                      Boston, MA 02110          Services Group, Inc.
                                                BOS725
                      INVESTMENT ADVISER        P.O. Box 1559
                      Eaton Vance Management    Boston, MA 02104
                      24 Federal Street         800-262-1122
                      Boston, MA 02110

                      CUSTODIAN                 AUDITORS
                      Investors Bank & Trust    Deloitte & Touche LLP
                        Company                 125 Summer Street
                      24 Federal Street         Boston, MA 02110
                      Boston, MA 02110
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                                      DEPOSITORS FUND
                                      OF BOSTON, INC.

                                          SUMMARY
                                 NET ASSET VALUE PER SHARE
                         ---------------------------------------
                         PAST SIX MONTHS
                         ---------------------------------------
                         March 31, 1995                   $95.16
                         ---------------------------------------
                         September 30, 1994               $84.86
                         ---------------------------------------
                         PAST YEAR
                         ---------------------------------------
                         March 31, 1995                   $95.16
                         ---------------------------------------
                         March 31, 1994                   $82.66
                         ---------------------------------------
                         LIFE OF FUND
                         ---------------------------------------
                         March 31, 1995                   $95.16
                         ---------------------------------------
                         April 26, 1965                   $17.49
                         ---------------------------------------
                         CHANGE (4/26/65 to 3/31/95) in:
                         ---------------------------------------
                         Share value                    +444.08%
                         ---------------------------------------
                         Share value plus cumulative
                          Federal taxes paid by Fund*   +456.05%
                         ---------------------------------------
                         Dow Jones Industrial Average   +353.50%
                         ---------------------------------------
                         Standard & Poor's 500          +463.30%
                         ---------------------------------------
                         *Realized  capital  gains are  generally
                         retained by the Fund and the federal tax
                         thereon    is   paid   on    behalf   of
                         shareholders.   Such  taxes   aggregated
                         $2.094  per  share  over the life of the
                         Fund.

                         The Dow Jones Industrial Average and the
                         Standard  &  Poor's  500  are  unmanaged
                         lists of common stocks.


                         DEPOSITORS FUND
                            OF BOSTON

                         An Eaton Vance
                          Exchange Fund

                          Annual Report
                         March 31, 1995


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