EATON VANCE SPECIAL INVESTMENT TRUST
N-30D, 1996-08-29
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[LOGO]

EV Marathon
Greater India
Fund

Semi-Annual 
Shareholder Report
June 30, 1996

[GRAPHIC OMITTED]



To Shareholders

EV Marathon Greater India Fund had a total return of 16.5% during the 
six months ended June 30, 1996. That performance was the result of a 
rise in net asset value per share from $6.55 on December 31, 1995 to 
$7.63 on June 30, 1996. It does not include the effect of the Fund's 
maximum contingent deferred sales charge incurred by certain redeeming 
shareholders. In comparison, the Bombay Stock Exchange Index - an 
unmanaged index of 200 common stocks traded in the Indian markets - had 
a return of 21.9% for the same period. The Fund's results reflected a 
rejuvenated Indian market, which made a major turnaround from last 
year's sharp decline, despite the uncertainties of the political 
campaign and the change in political leadership.

India's new United Front government calls for an acceleration of 
economic growth...

In the run-up to the recent national elections, there was much 
uncertainty among investors about the future pace of economic reforms. 
Happily, now that the United Front has formed a new government, the 
ruling coalition has confirmed its intention to keep economic growth and 
free market reforms at the forefront of its political agenda. In its 
initial economic proposals, the new government calls for India's real 
(inflation-adjusted) gross domestic product to grow 7% annually over the 
next decade, compared with 6.2% growth in the year ended March 31. 
Further, the coalition calls for $10 billion a year in foreign 
investment, an increase from the record $2 billion in 1995. Foreign 
investment will be especially encouraged in the infrastructure and 
technology areas. Finally, in the industrial sectors, the government 
targets growth of 12% a year, compared to the 9% industrial growth rate 
last year.

With India's new government, easier rules on foreign investment...

In another favorable development, the new Indian government has made it 
easier for domestic companies to raise funds abroad. In June, the 
Finance Ministry announced new rules governing the issuance of Global 
Depository Receipts (GDRs), removing the limit on the number of 
securities companies may issue. GDRs are foreign currency-denominated 
receipts for shares held by overseas banks and allow an investor to 
purchase foreign shares in their own market rather than in a foreign 
market. These changes should facilitate the flow of dollars and foreign 
investment into Indian infrastructure investments. 

Having encountered significant political changes in recent months, India 
is sure to encounter more challenges in the future. While past trends do 
not guarantee future results, we believe that India's future remains 
bright and should reward long-term investors. In the pages that follow, 
Portfolio Manager Scobie Ward reviews the watershed political events of 
recent months and looks ahead to what these changes may mean for 
investors seeking opportunities in Greater India. 

[PHOTO OF JAMES B. HAWKES OMITTED]

Sincerely

/S/James B. Hawkes

James B. Hawkes, 
President,
August 21, 1996



Management Discussion: Scobie Dickinson Ward

An interview with Scobie Dickinson Ward, Vice President and Director of 
Lloyd George Management, and portfolio manager of the South Asia 
Portfolio.

Q: Scobie, how would you evaluate the Indian market so far in 1996?

A.  The Indian market has turned in a strong performance in the first 
half of 1996. The turnaround from 1995 is especially dramatic given the 
well-documented problems of last year. This year's rally has been fueled 
by strong growth in corporate earnings as well as a continued surge of 
foreign investment into the country. In addition, despite the 
uncertainty that has characterized the political scene, investors are 
increasingly confident that the reform movement will continue its 
course. Finally, unlike last year, when the Indian currency fluctuated 
wildly, the rupee has remained relatively stable since the first of the 
year. These developments have created a favorable backdrop for the 
Indian market.

Q: Most investors have been focused on the recent general elections. 
What do you make of the outcome? 

A.  The intial results of the elections for India's 545-seat parliament 
were largely inconclusive. While dealing a setback to the long-ruling 
Congress Party, the Bharatiya Janata Party (BJP) emerged as the single 
largest party with 195 seats, followed by the Congress Party, with 139 
seats. The Third Front, a political coalition of nine smaller parties, 
gathered a combined total of 200 seats. The BJP was unable to form a 
government and subsequently turned to the United Front, an ad hoc 
coalition of major parties. The new government is headed by Mr. Deve 
Gowda, the former minister of Karnataka, who was largely responsible for 
building the city of Bangalore into India's version of the Silicon 
Valley. It is apparent that, with reform leaders at the top of the new 
India government, foreign investors may be reassured that the India 
economy will continue to travel a road of economic liberalization.

[PHOTO OF SCOBIE D. WARD OMITTED]
caption reads: Scobie D. Ward

Q: That's encouraging for investors. Turning to the Portfolio, where 
have you been focusing your investments?

A.  The Portfolio's country allocations at June 30 were: 86.1% of equity 
investments in India, 10.8% in Pakistan, 1.8% in Sri Lanka, and 1.3% in 
Bangladesh. We have focused increasingly on large-cap, blue chip stocks. 
Because we had increased our cash position during last year's sharp 
market decline, we were well-positioned to buy selected companies at 
depressed levels. As a result, the Portfolio has been able to 
participate in this year's strong rally among the blue chip companies. 

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.

[GRAPHIC TABLE WITH PICTURE OF INDIA WITH SURROUNDING PAKISTAN AND CHINA 
OMITTED]
1st Caption reads: India and Pakistan: At a Glance

                       India         Pakistan
GDP Growth               6.0%             7.0%
Inflation rate          10.3%            10.1%
Total GDP               $310B             $52B
Population               920M             129M
Market cap              $127B            $9.3B
Exchange rate             35 Rp/$           34Rp/$
Market P/E                14               15

2nd Caption reads:India and Pakistan Entering a New Era of Economic 
Cooperation?...

3rd Caption reads: Source: World Bank; Emerging Market Economic
Statistics. Data for 1995. 

Q: Is there a major theme that has characterized the Portfolio in 
recent months?

A.  The Portfolio's emphasis on large cap issues reflects a theme of 
investing in well-capitalized companies that are among the leading 
operators in their particular sectors. These include industrial and 
engineering companies participating in the building of infrastructure, 
consumer companies that are well attuned to Indian spending habits, and 
diversified companies that have an exposure to growth across a wide 
range of industries.

Q: Could you name some of those industry leaders?

A.  Certainly. In the consumer area, Hindustan Lever Limited represents 
a large holding. The company is a diversified multinational offshoot of 
the Unilever Group. Its principal businesses involve personal consumer 
products, such as soap, detergents, shampoo, toothpaste, tea, garments 
and footwear. But the company also has interests in chemicals and 
agricultural products. Hindustan Lever dominates the Indian soap market 
with a 70% market share, while claiming a 35% share of the detergent 
market and a second place share of the toothpaste market. With such a 
high profile, the company is well-poised to benefit from India's 
expanding taste for consumer products, which have consistently shown 
double-digit sales growth.

Q: And what about the industrial sector?

A.  Associated Cement Companies Limited (ACC) is India's largest cement 
manufacturer. The company has undertaken a large capital spending 
program with an eye toward expanding its manufacturing capacity. 
Operating profits rose more than 80% in the first six months of the 
current fiscal year due to improved pricing flexibility and the 
beneficial effect of cost controls. As a prime beneficiary of India's 
growing infrastructural build-up, ACC is expected to enjoy continued 
strong demand in coming years.

Q: Engineering represents the Portfolio's largest industry weighting. 
What kind of stocks have you been buying in that sector?

A.  Larsen & Toubro is India's largest engineering and construction 
company, with a proven track record of expertise in managing large 
projects. Larsen has formed a series of joint ventures to develop 
turnkey projects for power and petrochemical plants. The Indian 
government has made a massive commitment to improving infrastructure, 
with expenditures in these sectors likely to reach $15 billion annually. 
Larsen & Toubro will naturally reap a major share of those revenues. The 
company enjoyed 23% sales growth and 50% earnings growth 
in 1995.

[PIE CHART OMITTED: The Portfolio's common stock investments]
Chart information reads: 

India         86.1%
Pakistan      10.8%
Sri Lanka      1.8%
Bangladesh     1.3%

Footnote reads: Based on market value as of June 30, 1996, excluding 
cash of fixed income securities.

Q. Telecommunications stocks are among the Portfolio's large holdings. 
Let's discuss some of the dimensions of India's telecommunications 
needs.

A.  Clearly, India has massive telecommunications needs. There is just 
one phone line for every 100 inhabitants in the country, according to 
India's Department of Telecommunications. The average penetration rate 
for all other developing nations is five lines per 100 people, while the 
average for Organization of Economic Co-operation and Development 
countries, which represent the world's industrialized societies, is 47 
lines per 100. Therefore, India has one of lowest penetration rates in 
the world. Only one-quarter of India's villages even has a public 
telephone, while applicants for a phone in the cities must wait up to 
two years. According to Indian government reports, India would need to 
spend at least $75 billion just to catch up with developing nations, not 
to mention the industrialized countries. The needs are so imposing that 
no single company can tackle the challenge alone. Therefore, local 
companies are forming ventures with large foreign companies to meet 
those needs.

Q. Could you give us an example of the Portfolio's investments in the 
telecom sector? 

A.  By all means. Videsh Sanchar Nigam Limited (VSNL), the exclusive 
provider of public international telephone services in India, is the 
Portfolio's largest single investment. Unlike some companies that are 
concentrating on domestic telecom needs, VSNL concentrates on the 
international phone business. VSNL provides a linkage of India's 
domestic telecom-munications network with 235 destinations worldwide. 
From gateways in Bombay, Calcutta, Delhi and Madras, the company 
provides international telephone, telex, and telegraph services using 
both satellite and underseas cable links. In addition, VSNL provides 
other value-added services such as leased lines, mobile services, E-
mail, electronic data interchange, and video teleconferencing. 

Q: Pakistani companies comprise about 10% of the Portfolio. What is the 
state of relations between India and Pakistan?

A.  As most investors in the region know, there is a long history of 
political tensions between the two nations. More recently, however, 
there have been signs of a new spirit of economic cooperation. Prime 
Minsiter Bhutto of Pakistan has indicated that she favors normalizing 
trade with India, and as a signatory to the World Trade Organization, 
Pakistan is obligated to extend Most Favored Nation status to India. 
There is hope that the new Indian government will also opt for stronger 
economic ties. 


Recent U.S. investments* in India:

(bullet) Lucent Technologies, Inc. - The designer, developer, and  
         manufacturer of telecommunications systems has been awarded a 
         $107 million contract by the Indian government. The company 
         will build and maintain a wireless telephone system in India.

(bullet) Raytheon Corp. - In a project with India-based Tata Industries, 
         the Massachusetts company is helping construct a $250 million 
         airport in Bangalore. Bangalore is a center of India's software
         industry and is often referred to as India's "Silicon Valley."

(bullet) NIKE., Inc. - In March, the U.S. footwear maker launched the 
         initial sale of its products in India. Produced in Sonepat and 
         marketed through New Delhi-based Sierra Industries, NIKE   
         expects to sell 125,000 pairs of shoes in India within a year. 

*These companies are not owned by the Portfolio.



[GRAPHIC OMITTED]
Caption reads: Indian nationwide subscriber line growth- (Million lines)

Year        Telephone lines (in millions)
- ---------------------------
1991                      5
1992                    5.9
1993                   6.75
1994                      8
1995                    9.5

This chart shows the growth in Indian phone 
lines from 1991 to 1995. The chart is captioned
"Indian Telecom Industry: Oppurtunities Down the Line."
Source: Indian Department of Telecommunications.


Up to now, official trade between the two countries has been limited to 
a narrow range of areas, such as food products and textiles. If trade is 
expanded, India could sell Pakistan vital raw materials, and finished 
products like autos and railway equipment. That would likely benefit 
some of the basic materials companies I mentioned earlier, like 
Associated Cement. For its part, Pakistan could sell India cotton for 
use in its textile industry and scrap iron needed for heavy industry. 
Clearly there are delicate political hurdles to be overcome, but there 
is growing hope for an improving economic relationship. That should give 
companies in both countries a boost. 

Q. Scobie, looking ahead, what is your outlook for the Greater India 
markets?

A.  The mood of investors toward India is brightening once again. 
Foreign investment continues to flow freely into the country. For 
example, in the first five months of 1996 alone, net foreign buying of 
stocks totalled $1.8 billion, compared with $303 million in the same 
period last year. 

And now that the election uncertainties are behind us, the markets will 
likely focus more closely on fundamentals. Corporate profits continue to 
grow impressively, while the reform process, which some investors feared 
would lose momentum in the election aftermath, appears still on track. 
Naturally, there's no guarantee of future performance,  and like all 
foreign markets, Indian investments are subject to political, currency, 
and event risks. But given the attractive valuations and robust profit 
growth, the Indian market appears to be a very good value. I believe 
there will continue to be good opportunities for investors in Indian 
stocks in the months ahead. 



<TABLE>
<CAPTION>

EV Marathon Greater India Fund
Financial Statements

Statement of Assets and Liabilities
June 30, 1996 (Unaudited)
- ------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>            <C>
Assets:
Investment in South Asia Portfolio, at value (Note 1A)
(identified cost, $91,114,041)                                                                         $96,327,660
Deferred organization expenses (Note 1D)                                                                    40,064
                                                                                                       -----------
Total assets                                                                                           $96,367,724
Liabilities:
Payable for Fund shares redeemed                                                        $221,835
Payable to affiliate --
Trustees' fees                                                                               410
Accrued expenses                                                                          34,019
                                                                                     -----------
Total liabilities                                                                                          256,264
                                                                                                       -----------
Net Assets for 12,592,052 shares of beneficial interest outstanding                                    $96,111,460
                                                                                                       ===========

Sources of Net Assets:
Paid-in capital                                                                                        $97,343,952
Accumulated net realized loss from Portfolio                                                            (5,608,588)
Unrealized appreciation of investments from Portfolio                                                    5,213,619
Accumulated net investment loss                                                                           (837,523)
                                                                                                       -----------
Total net assets                                                                                       $96,111,460
                                                                                                       ===========

Net Asset Value, Offering Price and Redemption Price (Note 6) Per Share
($96,111,460 (divided by) 12,592,052 shares of beneficial interest outstanding)                              $7.63
                                                                                                             =====

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations
For the Six Months Ended June 30, 1996 (Unaudited)
- ------------------------------------------------------------------------------------------------------------------
<S>                                                                                     <C>              <C>
Investment Income (Loss) (Note 1B):
Dividend income allocated from Portfolio (net of foreign tax, $34,523)                                    $158,891
Interest income allocated from Portfolio                                                                     1,178
Expenses allocated from Portfolio                                                                         (489,270)
                                                                                                       -----------
Net investment loss from Portfolio                                                                       $(329,201)
Expenses --
Management fee (Note 2)                                                                  $91,215
Distribution costs (Note 5)                                                              305,225
Compensation of Trustees not members of the
Administrator's organization                                                                 447
Transfer and dividend disbursing agent fees                                               39,746
Registration fees                                                                         28,730
Printing and postage                                                                      13,301
Legal and accounting services                                                              7,604
Amortization of organization expenses (Note 1D)                                            7,051
Custodian fee                                                                              2,037
Miscellaneous                                                                             12,966
                                                                                     -----------
Total expenses                                                                                             508,322
                                                                                                       -----------
Net investment loss                                                                                      $(837,523)
                                                                                                       -----------
Realized and Unrealized Gain (Loss) from Portfolio:
Net realized gain (loss) --
Investment transactions (identified cost basis)                                         $572,308
Foreign currency transactions                                                         (1,197,830)
                                                                                     -----------
Net realized loss                                                                                        $(625,522)
Change in unrealized appreciation of investments                                                        14,606,759
                                                                                                       -----------
Net realized and unrealized gain                                                                       $13,981,237
                                                                                                       -----------
Net increase in net assets from operations                                                             $13,143,714
                                                                                                       ===========


See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Statements of Changes in Net Assets
- ------------------------------------------------------------------------------------------------------------------
                                                                                Six Months Ended
                                                                                   June 30, 1996        Year Ended
                                                                                      (Unaudited) December 31,1995
                                                                                     -----------       -----------
<S>                                                                                    <C>               <C>
Increase (Decrease) in Net Assets:
From operations --
Net investment loss                                                                    $(837,523)        $(517,194)
Net realized loss on investments and foreign currency
transactions from Portfolio                                                             (625,522)       (5,072,342)
Change in unrealized appreciation (depreciation) from Portfolio                       14,606,759        (6,856,752)
                                                                                     -----------       -----------
Increase (decrease) in net assets from operations                                    $13,143,714      $(12,446,288)
                                                                                     -----------       -----------
Transactions in shares of beneficial interest  (Note 3) --
Proceeds from sale of shares                                                         $70,312,673        $8,525,965
Cost of shares redeemed                                                               (8,386,321)      (13,962,878)
                                                                                     -----------       -----------
Increase (decrease) in net assets from Fund share transactions                       $61,926,352       $(5,436,913)
                                                                                     -----------       -----------
Net increase (decrease) in net assets                                                $75,070,066      $(17,883,201)
Net Assets:
At beginning of period                                                                21,041,394        38,924,595
                                                                                     -----------       -----------
At end of period (including accumulated net investment
loss of $837,523 and $0, respectively)                                               $96,111,460       $21,041,394
                                                                                     ===========       ===========

See notes to financial statments

</TABLE>



<TABLE>
<CAPTION>

Statement of Cash Flows
For the Six Months Ended June 30,1996 (Unaudited)
- ------------------------------------------------------------------------------------------------
<S>                                                                                 <C>
Increase (Decrease) in Cash:
Cash Flows From (For) Operating Activities --
Purchase of interests in South Asia Portfolio                                       $(70,459,816)
Withdrawal of interests in South Asia Portfolio                                        8,819,617
Operating expenses paid                                                                 (478,757)
                                                                                     -----------
Net cash used for operating activities                                              $(62,118,956)
                                                                                     -----------
Cash Flows From (For) Financing Activities --
Proceeds from shares sold                                                            $70,441,049
Payments for shares redeemed                                                          (8,322,093)
                                                                                     -----------
Net cash provided from financing activities                                           62,118,956
                                                                                     -----------
Net increase in cash                                                                $         --
Cash at Beginning of Period                                                                   --
                                                                                     -----------
Cash at End of Period                                                               $         --
                                                                                     ===========

Reconciliation of Net Increase in Net Assets From
Operations to Net Cash From Operating Activities:
Net increase in net assets from operations                                           $13,143,714
Decrease in deferred organization expense                                                  7,051
Increase in payable to affiliates:  Trustees fees                                            367
Increase in accrued expenses and other liabilities                                        22,147
Net increase in investments                                                          (75,292,235)
                                                                                     -----------
Net cash used for operating activities                                              $(62,118,956)
                                                                                     ===========

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Financial Highlights
- ----------------------------------------------------------------------------------------------------
                                                        Six Months Ended     Year Ended December 31,
                                                            June 30,1996    ------------------------
                                                              (Unaudited)         1995          1994*
                                                          ---------------   ----------    ----------
<S>                                                              <C>           <C>          <C>
Net asset value -- Beginning of period                            $6.550        $9.840       $10.000
                                                                 -------       -------       -------
Income (loss) from operations:
Net investment loss                                              $(0.081)++    $(0.176)      $(0.065)
Net realized and unrealized gain
(loss) on investments                                              1.161        (3.114)       (0.095)
                                                                 -------       -------       -------
Total income (loss) from operations                               $1.080       $(3.290)      $(0.160)
                                                                 -------       -------       -------
Net asset value -- End of period                                  $7.630        $6.550        $9.840
                                                                 =======       =======       =======

Total Return (2)                                                   16.49%       (33.43%)       (1.60%)
Ratios/Supplemental Data:
Net assets, end of period (000 omitted)                          $96,111       $21,041       $38,925
Ratio of net expenses to average net assets (1)(3)                  3.09%+        3.31%         2.54%+
Ratio of net expenses to average net assets after
custodian fee reduction(1)(3)                                       2.72%+        2.90%           --
Ratio of net investment loss to average net assets                 (2.28%)+      (1.74%)       (1.42%)+

*   For the period from the start of business, May 2, 1994, to December 31, 1994.
+   Annualized.
++  Computed using average shares outstanding throughout the period.
(1) Includes the Fund's share of South Asia 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
    payable date. Total return is not computed on an annualized basis.
(3) The annualized expense ratios for the six months ended June 30, 1996 and the year ended
    December 31, 1995 have been adjusted to reflect a change in   reporting requirements.
    The new reporting guidelines require the Fund, as well as the Portfolio, to increase its
    expense ratio by the effect of any expense offset arrangements with its service providers.
    The expense ratio for the period ended December 31, 1994 has not been adjusted to reflect
    this change.

See notes to financial statements

</TABLE>



Notes to Financial Statements
(Unaudited)

(1) Significant Accounting Policies

EV Marathon Greater India Fund (the Fund) is a mutual fund seeking long-
term capital appreciation through the purchase of an interest in a 
separate investment company which invests primarily in equity securities 
of companies in India and surrounding countries of the Indian sub-
continent. The Fund is a diversified series of Eaton Vance Special 
Investment 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 South Asia 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 (72.4% at June 30, 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 1 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. 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, if any, and any net realized capital gains. 
Accordingly, no provision for federal income or excise tax is necessary. 
At December 31, 1995, the Fund, for federal income tax purposes had a 
capital loss carryover of $4,424,196 which will reduce the taxable 
income arising from future net realized gains 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 December 31, 2002 
($7,604) and December 31, 2003 ($4,416,592). Additionally, at December 
31, 1995, net capital losses of $521,848 and net currency losses of 
$55,565 attributable to security and currency transactions incurred 
after October 31, 1995, are treated as arising on the first day of the 
Fund's current taxable year.

D. 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.

E. Distributions to Shareholders -- It is the present policy of the Fund 
to make (a) at least one distribution annually (normally in December) of 
all or substantially all of the investment income allocated to the Fund 
by the Portfolio, if any, less the Fund's direct and allocated expenses 
and (b) at least one distribution annually of all or substantially all 
of the net realized capital gains allocated by the Portfolio to the 
Fund, if any, (reduced by any available capital loss carryforwards from 
prior years). 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 are reclassified to paid-in capital. The tax treatment of 
distributions, if any, for the calendar year will be reported to 
shareholders prior to February 1, 1997 and will be based on tax 
accounting methods which may differ from amounts determined for 
financial statement purposes.

F. Use of Estimates -- The preparation of 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.

H. Interim Financial Information -- The interim financial statements 
relating to June 30, 1996 and for the six month period then ended have 
not been audited by independent certified public accountants, but in the 
opinion of the Fund's management, reflect all adjustments, consisting of 
normal recurring adjustments, necessary for the fair presentation of the 
financial statements.

(2) 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 six months ended June 30, 1996 the fee was equivalent to 
0.25% (annualized) of the Fund's average net assets for such period and 
amounted to $91,215. 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 of EVM. 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.

(3) 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:

                                       Six Months                  Year
                                            Ended                 Ended
                                    June 30, 1996           December 31,
                                       (Unaudited)                 1995
                                    -------------           -----------
Sales                                  10,544,307             1,082,002
Redemptions                            (1,165,651)           (1,824,601)
                                    -------------           -----------

Net increase 
  (decrease)                            9,378,656              (742,599)
                                    =============           ===========


(4) Investment Transactions

For the six months ended June 30, 1996, increases and decreases in the 
Fund's investment in the Portfolio aggregated $70,459,816 and 
$8,819,617, respectively.

(5) 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) 5% 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 the aggregate amount of contingent deferred sales charges (see Note 
6), daily amounts theretofore paid to EVD and amounts theretofore paid 
to EVD by Lloyd George Investment Management (Bermuda) Limited, 
investment adviser for the Portfolio (the Adviser), in consideration of 
EVD's distribution effort. The amount payable to EVD by the Fund 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 accrued 
$273,646 as payable to EVD for the six months ended June 30, 1996, 
representing 0.75% of average daily net assets. The amounts paid by the 
Adviser to EVD are equivalent to 0.15% of the Fund's annual daily 
average net assets and are made from the Adviser's own resources, not 
the Fund's net assets. At June 30, 1996, the amount of Uncovered 
Distribution Charges of EVD calculated under the Plan was approximately 
$4,474,000.

In addition, the Plan authorizes the Fund to make payments of service 
fees to the Principal Underwriter, Authorized Firms and other persons in 
amounts not exceeding 0.25% of the Fund's average daily net assets for 
each fiscal year. The Trustees have initially implemented the Plan by 
authorizing the Fund to make quarterly payments of service fees to the 
Principal Underwriter and Authorized Firms in amounts not expected to 
exceed 0.25% per annum of the Fund's average daily net assets based on 
the value of Fund shares sold by such persons and remaining outstanding 
for at least one year. For the six months ended June 30, 1996 service 
fees amounted to $31,579. Service fee payments will be made for personal 
service and/or the maintenance of shareholder accounts. Service fees 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 where there are no outstanding Uncovered Distribution 
Charges of EVD.

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

(6) Contingent Deferred Sales Charge

A contingent deferred sales charge (CDSC) is imposed on any redemption 
of Fund shares made within six years of purchase. Generally, the CDSC is 
based upon the lower of the net asset value at date of redemption or 
date of purchase. No charge is levied on shares acquired by reinvestment 
of dividends or capital gain distributions. The CDSC is imposed at 
declining rates that begin at 5% in the case of redemptions in the first 
and second year after purchase declining one percentage point each 
subsequent year. No CDSC is levied on shares which have been sold to EVM 
or its affiliates or to their respective employees or clients. CDSC 
charges are paid to EVD to reduce the amount of Uncovered Distribution 
Charges calculated under the Fund's Distribution Plan. CDSC charges 
received when no Uncovered Distribution Charges exist will be credited 
to the Fund. EVD received approximately $140,000 of CDSC paid by 
shareholders for the six months ended June 30, 1996.



<TABLE>
<CAPTION>

South Asia Portfolio
Portfolio of Investments
June 30, 1996
(Unaudited)
- --------------------------------------------------------------------------------------------
Common Stocks -- 94.5%
- --------------------------------------------------------------------------------------------
                                                                       Shares          Value
- --------------------------------------------------------------------------------------------
<S> <C>                                                               <C>         <C>
Bangladesh -- 1.2%
    Apex Spinning & Knitting                                           40,000       $186,826
    Apex Tannery Ltd                                                   40,000        572,905
    Eastern Housing Ltd. (1)                                           90,300        199,590
    Monno Fabrics Ltd. (2)(3)                                         133,000        354,369
    Square Pharmaceuticals Ltd.                                        16,000        255,605
                                                                                ------------
                                                                                  $1,569,295
                                                                                ------------
India -- 81.4%
    Alacrity Housing Ltd.                                             321,000       $145,784
    Asian Paints (India) Ltd. (2)                                     116,800      1,446,324
    Associated Cement Cos. Ltd. (2)                                    84,936      5,820,515
    Bajaj Auto Ltd. (2)                                               162,400      4,562,460
    Bellary Steels & Alloys (2)                                       310,000        166,747
    Enkay Synthetics Ltd. (2)                                          51,750         58,022
    Essar Gujarat (2)                                                   2,105          1,673
    Flex Industries                                                       400          1,657
    Flex Industries (wts) (1)(3)                                        4,274         16,499
    GE Shipping (2)                                                 1,457,700      2,089,523
    Gujarat Ambuja Cements GDR (1)                                    250,000      3,187,500
    Himachal Futuristic Communications (2)                                800            692
    Himachal Telematics Ltd (2)                                        39,100         21,087
    Hindalco Industries Ltd. GDR (1)                                  122,500      4,655,000
    Hindustan Lever Ltd. (2)                                          260,350      6,070,891
    Hindustan Petroleum Corp. (2)                                     100,000      1,114,107
    Hoechst India Ltd. (2)                                            378,500      3,760,290
    Hoechst Schering Agrevo Ltd.                                       20,000        272,495
    Hotel Leela Venture Ltd. (2)                                          750          3,384
    Hotel Leela Venture (wts) (1)                                         340            887
    IFB Industries Ltd. (2)                                           107,800        321,288
    Indian Hotels Co. Ltd. (2)                                        111,250      2,608,360
    Indian Hotels Co. Ltd. GDR (1)(2)                                  35,850      1,030,687
    Indian Petrochemicals Corp. (2)                                   615,000      2,718,883
    Indian Rayon & Industries Ltd. (2)                                153,300      2,145,242
    Indian Rayon & Industries GDR                                     225,000      3,318,750
    Indus Credit & Invest. Corp. (2)                                  629,250      1,607,507
    Infosys Technologies Ltd.                                          85,500      1,735,240
    Innovation Medi Equipment Ltd. (1)                                150,000         13,837
    Karur Vysya Bank (2)                                              146,800      1,150,066
    KEC International Ltd.                                            165,200        616,627
    Kotak Mahindra Finance Ltd (2)                                    372,400        935,493
    Larsen & Toubro (2)                                               200,850     $1,650,470
    Larsen & Toubro Ltd. GDR                                          183,700      3,490,300
    Madras Refinery Ltd. (2)                                           15,300         23,017
    Mahindra & Mahindra (2)                                           370,653      3,792,935
    Mahindra & Mahindra GDR                                           221,667      2,439,456
    Motor Industries (2)                                                6,150      1,335,265
    Murudeshwar Ceramics Ltd. (2)                                     318,240        519,409
    Nagarjuna Construction (2)                                        112,500        253,159
    Orchid Chemicals & Pharmaceuticals (2)                            409,600      1,342,856
    Oriental Bank of Commerce (2)                                     700,000      1,947,204
    Paper Products (rts) (1)                                           12,500         49,673
    Paper Products Ltd. Primary                                        50,000        198,695
    Punjab Wireless Systems                                           100,000        434,998
    Ranbaxy Laboratories Ltd. GDR                                      35,000        717,500
    Ranco Industries Ltd.                                              12,000        429,180
    Rubber Products (2)                                               132,000         62,760
    S & S Industries & Enterprise (2)                                 138,000         38,386
    Sakthi Sugars                                                         400            590
    Shaan Interwell (India)                                           112,700        107,485
    State Bank of India-New (2)                                       777,800      6,628,851
    Sterlite Industries (2)                                           217,800      1,904,127
    Tanil Nadu Newsprint and Paper                                    231,500        939,667
    Tata Chemicals (2)                                                 17,099        125,221
    Tata Engineering & Locomotive (2)                                  58,650        865,682
    Tata Engineering & Locomotive GDR                                 210,261      3,705,868
    Tata Iron & Steel (2)                                             655,000      4,503,938
    Thermax Limited (2)                                               552,200      6,273,577
    Thiru Arooran Sugars (2)                                           50,500        186,346
    Triveni Engineering (2)                                           190,850        257,319
    TTG Industries Ltd. (2)                                           142,600        331,910
    T.V.S. Suzuki                                                     228,550      2,338,698
    Usha Beltron Ltd. GDR                                             108,450        257,569
    Videsh Sanchar Nigam Ltd. (2)                                     202,000      7,740,565
    VST Tillers                                                        94,200        248,133
    W.S. Industries Ltd.                                              102,500         72,736
    Zuari Agrochemicals (2)                                           126,000      1,394,835
                                                                                ------------
                                                                                $108,205,897
                                                                                ------------
Pakistan -- 10.2%
    Adamjee Insurance Co. (2)                                         293,750      1,166,440
    Engro Chemical Pakistan Ltd. (2)                                   60,000        277,675
    Fauji Fertilizer (2)                                              500,000      1,285,530
    Hub Power Company Ltd. GDR (1)                                     50,000     $1,243,750
    Karachi Electric Supply Co. (1)(2)                              1,030,040      1,081,390
    Nishat Chunian Ltd. (1)(2)                                        306,000         50,265
    Pakistan State Oil Co. Ltd. (2)                                   183,679      2,167,104
    Pakistan Telecommunications GDR (1)                                52,250      6,165,500
    Searle Pakistan                                                   137,459        146,275
                                                                                ------------
                                                                                 $13,583,929
                                                                                ------------
Sri Lanka -- 1.7%
    Dev Fin Corp Of Ceylon                                             55,731       $302,237
    Hayleys Ltd.                                                      150,930        511,223
    John Keells Holdings                                               86,852        226,904
    John Keells Holdings GDR                                          118,856        624,000
    Kelani Tyres (1)                                                      480             82
    National Development Bank                                          78,900        277,191
    Royal Ceramic Lanka Ltd. (1)                                      394,900        156,523
    Sampath Bank                                                      186,000        164,201
    Vanik Incorporation Ltd.                                          180,050         38,115
                                                                                ------------
                                                                                  $2,300,476
                                                                                ------------
    Total Common Stocks (identified cost, $117,595,457)                         $125,659,597
                                                                                ------------
- --------------------------------------------------------------------------------------------
Bonds -- 0.1%
- --------------------------------------------------------------------------------------------
                                                                    Principal
                                                                       Amount
                                                                 (000 omitted)         Value
- --------------------------------------------------------------------------------------------
    Flex Industries, 13.5%, 12/31/99 (3)                              US $836        $23,729
    Hotel Leela Venture Ltd. NCD 14%, 4/8/03                               27            660
                                                                                ------------
    Total Bonds (at identified cost, $27,767)                                        $24,389
                                                                                ------------
    Total Investments -- 94.5% (identified cost, $117,623,224)                  $125,683,986
    Other assets, less liabilities -- 5.5%                                         7,346,815
                                                                                ------------
    Net Assets -- 100%                                                          $133,030,801
                                                                                ============

GDR-Global depository receipt

(1) Non-income producing security

(2) The above securities held by the Portfolio on June 30, 1996 are unrestricted securities 
    valued at market prices. Because of the length of the registration process, the Portfolio 
    would temporarily be unable to sell certain of these securities. At June 30, 1996, the 
    aggregate value of these securities amounted to $45,323,904, representing 34.1% of the 
    Portfolio's net assets (Note 5)

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

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

Financial Statements
- --------------------------------------------------------------------------------------------------------------
Statement of Assets and Liabilities
June 30, 1996 (Unaudited)
- --------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>                <C>
Assets:
Investments, at value (Note 1A) (identified cost, $117,623,224)                                   $125,683,986
Cash                                                                                                 8,520,460
Foreign currency, at value (identified cost, $1,169,779)                                             1,159,951
Receivable for investments sold                                                                      1,576,780
Dividends and interest receivable                                                                      228,976
Deferred organization expenses (Note 1C)                                                                49,215
                                                                                                  ------------
Total assets                                                                                      $137,219,368
Liabilities:
Payable for investments purchased                                                $3,864,544
Payable to affiliates:  Trustees fees                                                 3,333
Accrued expenses and other liabilities                                              320,690
                                                                               ------------
Total liabilities                                                                                    4,188,567
                                                                                                  ------------
Net Assets applicable to investors' interest in Portfolio                                         $133,030,801
                                                                                                  ============

Sources of Net Assets:
Net proceeds from capital contributions and withdrawals                                           $124,975,570
Net unrealized appreciation of investments and foreign currency
(computed on the basis of identified cost)                                                           8,055,231
                                                                                                  ------------
Total                                                                                             $133,030,801
                                                                                                  ============

See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

- --------------------------------------------------------------------------------------------------------------
Statement of Operations
For the Six Months Ended June 30, 1996 (Unaudited)
- --------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>                <C>
Investment Income:
Income --
Dividends (net of foreign taxes, $49,867)                                                             $229,986
Interest                                                                                                 1,740
                                                                                                  ------------
Total income                                                                                           231,726

Expenses --
Investment adviser fee (Note 2)                                                    $393,999
Administration fee (Note 2)                                                         131,099
Compensation of Trustees not members of the
Investment Adviser's or Administrator's organization                                  4,418
Custodian fee                                                                       325,761
Legal and accounting services                                                        33,794
Amortization of organization expenses (Note 1C)                                       8,678
Miscellaneous                                                                         9,276
                                                                               ------------
Total expenses                                                                     $907,025
Deduct-reduction of custodian fee                                                   194,531
                                                                               ------------
Net expenses                                                                                           712,494
                                                                                                  ------------
Net investment loss                                                                                  $(480,768)
                                                                                                  ------------
Realized and Unrealized Gain (Loss) on Investments:
Net realized gain (loss) --
Investment transactions (identified cost basis)                                    $700,026
Foreign currency transactions                                                    (1,743,367)
                                                                               ------------
Net realized loss on investments                                                                  $(1,043,341)
Change in unrealized appreciation (depreciation) --
Investments (identified cost basis)                                             $21,642,017
Foreign currency                                                                     36,366
                                                                               ------------
Net unrealized appreciation                                                                         21,678,383
                                                                                                  ------------
Net realized and unrealized gain on investments                                                    $20,635,042
                                                                                                  ------------
Net increase in net assets from operations                                                         $20,154,274
                                                                                                  ============
See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
Statement of Cash Flows
For the Six Months Ended June 30, 1996 (Unaudited)
- -------------------------------------------------------------------------------------------
<S>                                                                           <C>
Increase (Decrease) in Cash:
Cash Flows From (For) Operating Activities --
Purchase of investments                                                        $(87,931,297)
Proceeds from sale of investments                                                19,757,241
Dividends and interest received                                                     151,008
Operating expenses paid                                                            (449,354)
Foreign currency transactions                                                    (1,236,092)
                                                                               ------------
Net cash used for operating activities                                         $(69,708,494)
                                                                               ------------
Cash Flows From (For) Financing Activities --
Proceeds from capital contributions                                            $101,370,713
Payments for capital withdrawals                                                (25,929,523)
                                                                               ------------
Net cash provided from financing activities                                     $75,441,190
                                                                               ------------
Net increase in cash                                                             $5,732,696
Cash at Beginning of Period                                                       2,787,764
                                                                               ------------
Cash at End of Period                                                            $8,520,460
                                                                               ============

Reconciliation of Net Increase in Net Assets From
Operations to Net Cash From Operating Activities:
Net increase in net assets from operations                                      $20,154,274
Increase in receivable for investments sold                                      (1,082,048)
Decrease in foreign currency                                                        470,909
Increase in dividends and interest receivable                                       (80,718)
Decrease in deferred organization expenses                                            8,678
Increase in payable to affiliates:  Trustees fees                                     3,333
Increase in accrued expenses and other liablilities                                 251,128
Increase in payable for investments purchased                                     2,619,395
Net increase in investments                                                     (92,053,445)
                                                                               ------------
Net cash used for operating activities                                         $(69,708,494)
                                                                               ============
See notes to financial statements

</TABLE>



<TABLE>
<CAPTION>

- --------------------------------------------------------------------------------------------------------------
Statements of Changes in Net Assets
- --------------------------------------------------------------------------------------------------------------
                                                                           Six Months Ended
                                                                               June 30,1996         Year Ended
                                                                                (Unaudited)  December 31, 1995
                                                                             -------------- ------------------
<S>                                                                              <C>                <C>
Increase (Decrease) in Net Assets:
From operations --
Net investment loss                                                               $(480,768)          $(78,834)
Net realized loss on investments and foreign currency transactions               (1,043,341)        (7,522,747)
Change in unrealized appreciation (depreciation) of investments                  21,678,383         (9,895,389)
                                                                               ------------       ------------
Increase (decrease) in net assets from operations                               $20,154,274       $(17,496,970)
                                                                               ------------       ------------
Capital transactions --
Contributions                                                                  $101,370,713        $22,408,418
Withdrawals                                                                     (25,929,523)       (24,329,701)
                                                                               ------------       ------------
Increase (Decrease) in net assets resulting from capital transactions           $75,441,190        $(1,921,283)
                                                                               ------------       ------------
Net increase (decrease) in net assets                                           $95,595,464       $(19,418,253)
Net Assets:
At beginning of period                                                           37,435,337         56,853,590
                                                                               ------------       ------------
At end of period                                                               $133,030,801        $37,435,337
                                                                               ============       ============

</TABLE>



<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------
Supplementary Data
- ------------------------------------------------------------------------------------------------------
                                                     Six Months Ended         Year Ended December 31,
                                                        June 30, 1996     ----------------------------
                                                           (Unaudited)            1995            1994*
                                                           ----------       ----------      ----------
<S>                                                             <C>              <C>             <C>
Ratios (to average daily net assets):
Expenses (1)                                                     1.72%+           1.76%           1.16%+
Net expenses, after custodian fee reduction (1)                  1.35%+           1.35%             --
Net investment income (loss)                                    (0.91%)+         (0.18%)          0.01%+
Portfolio Turnover                                                 21%              38%              1%
Average commission rate (per share) (2)                         $0.05               --              --
Annualized.

+   Annualized.

*   For the period from the start of business, May 2, 1994, to December 31, 1994.

(1) The annualized expense ratios for the six months ended June 30, 1996 and year ended December 31, 1995
    have been adjusted to reflect a change in reporting requirements.  The new reporting guidelines require
    the Portfolio to increase its expense ratio by the effect of any expense offset arrangements with its
    service providers.  The expense ratio for the period ended December 31, 1994 has not been adjusted to
    reflect this change.

(2) Average commission rate paid is computed by dividing the total amount of commissions paid during
    the period by the total number of shares purchased and sold during the period.

See notes to financial statements

</TABLE>



Notes to Financial Statements (Unaudited)

(1) Significant Accounting Policies

South Asia Portfolio (the "Portfolio") is registered under the 
Investment Company Act of 1940 as a diversified, open-end management 
investment company which was organized as a trust under the laws of the 
State of New York on January 18, 1994. 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 or, if there 
were no sales, at the mean between the closing bid and asked 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 is treated as a partnership for U.S. 
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 U.S. 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.

C. 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.

D. Financial Futures Contracts -- Upon the entering of a financial 
futures contract, the Portfolio is required to deposit ("initial 
margin") either of 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. 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.

E. 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.

F. 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.

G. Expense Reduction -- Investors Bank & Trust Company (IBT) serves as 
custodian of the Portfolio. Pursuant to the custodian agreement, IBT 
receives a fee reduced by credits which are determined based on the 
average daily cash balances the Portfolio maintains with IBT. All 
significant credit balances used to reduce the Portfolio's custodian 
fees are reported as a reduction of expenses in the statement of 
operations.

H. Use of Estimates -- The preparation of 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.

I. Other -- Investment transactions are accounted for on the date the 
securities 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.

J. Interim Financial Information -- The interim financial statements 
relating to June 30, 1996 and for the six month period then ended have 
not been audited by independent certified public accountants, but in the 
opinion of the Portfolio's management, reflect all adjustments, 
consisting of normal recurring adjustments, necessary for the fair 
presentation of the financial statements.

(2) Investment Adviser Fee and Other 
Transactions with Affiliates

The investment adviser fee is earned by Lloyd George Investment 
Management (Bermuda) Limited (the Adviser) 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 six months ended June 30, 1996, the 
annualized adviser fee was 0.75% of average net assets and amounted to 
$393,999. 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 six months 
ended June 30, 1996, the administration fee was 0.25% (annualized) of 
average net assets and amounted to $131,099. 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 
trustees of the above organizations.

(3) Investment Transactions

For the six months ended June 30, 1996, purchases and sales of 
investments, other than short-term obligations, aggregated $90,550,692 
and $20,839,289 respectively.

(4) Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) 
in value of the investments owned at June 30, 1996, as computed on a 
federal income tax basis, are as follows:

Aggregate cost                        $117,691,790
                                      ============
Gross unrealized appreciation         $ 20,339,136
Gross unrealized depreciation           12,346,940
                                      ------------
  Net unrealized appreciation         $  7,992,196
                                      ============

(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.

Settlement of securities transactions in the Indian subcontinent may be 
delayed and is generally less frequent than in the United States, which 
could affect the liquidity of the Portfolio's assets. The Portfolio may 
be unable to sell securities where the registration process is 
incomplete and may experience delays in receipt of dividends.

(6) 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 or 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 
portfolios and funds at the end of each quarter. The Portfolio did not 
have any significant borrowings or allocated fees during 
the period.



Investment Management

EV Marathon
Greater India Fund
- ----------------
Officers

James B. Hawkes
President, Trustee

Clifford H. Krauss
Vice President

James L. O'Connor
Treasurer

Thomas Otis
Secretary


Trustees

M. Dozier Gardner
President, Eaton Vance Management

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



South Asia
Portfolio
- ----------
Officers

Hon. Robert Lloyd George
President, Trustee

James B. Hawkes
Vice President, Trustee

Scobie Dickinson Ward
Vice President, Assistant Secretary and
Assistant Treasurer

William Walter Raleigh Kerr
Vice President, Secretary and
Assistant Treasurer

James L. O'Connor
Vice President and Treasurer

Thomas Otis
Vice President and Secretary


Trustees

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

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

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

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



Sponsor and Manager of
EV Marathon Greater India Fund

Administrator of South Asia Portfolio
Eaton Vance Management
24 Federal Street
Boston, MA 02110

Adviser of South Asia Portfolio

Lloyd George 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, Inc.
BOS725
P.O. Box 1559
Boston, MA 02104
(800) 262-1122

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 Marathon Greater India Fund
24 Federal Street
Boston, MA 02110

M-GISRC-8/96



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