SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the period ended January 31, 1996 Commission File No. 1-8100
EATON VANCE CORP.
(Exact name of registrant as specified in its charter)
MARYLAND 04-2718215
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110
(Address of principal executive offices) (Zip Code)
(617) 482-8260
(Registrant's telephone number, including area code)
NONE
(Former name, address and former fiscal year,
if changed since last record)
Indicate by check-mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
YES X NO
Shares outstanding as of January 31, 1996:
Voting common stock - 19,360 shares
Non-Voting common stock - 9,410,386 shares
Page 1 of 18 pages
PART I
FINANCIAL INFORMATION
-2-
<TABLE>
<CAPTION>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets (unaudited)
ASSETS January 31, October 31,
1996 1995
(in thousands)
CURRENT ASSETS:
<S> <C> <C>
Cash and equivalents $ 72,097 $ 67,650
Short-term investments 11,637 11,471
Receivable for investment company shares sold 1,311 1,156
Investment adviser fees and other receivables 2,955 3,342
Prepaid income taxes 3,532 658
Net assets of discontinued operations - 13,961
Other current assets 1,176 364
Total current assets 92,708 98,602
OTHER ASSETS:
Investments:
Real estate 21,412 21,606
Investment in affiliates 11,508 10,113
Investment companies 8,745 7,542
Other investments 5,134 2,338
Notes receivable and receivables from affiliates 1,142 3,458
Deferred sales commissions 202,817 209,542
Equipment and leasehold improvements, net 3,022 2,855
Goodwill (accumulated amortization $2,547 and
$2,422, respectively) 1,404 1,530
Total other assets 255,184 258,984
Total assets $347,892 $357,586
See notes to consolidated financial statements
</TABLE>
-3-
<TABLE>
<CAPTION>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Consolidated Balance Sheets (unaudited) (continued)
LIABILITIES AND January 31, October 31,
SHAREHOLDERS' 1996 1995
EQUITY (in thousands, except share figures)
CURRENT LIABILITIES:
<S> <C> <C>
Payable for investment company shares purchased $ 1,326 $ 1,179
Accrued compensation 3,227 9,341
Accounts payable and accrued expenses 8,898 7,482
Accrued income taxes - 184
Dividend payable 1,606 1,590
Current portion of mortgage notes payable 4,195 4,189
Other current liabilities 770 762
Total current liabilities 20,022 24,727
OTHER LIABILITIES:
6.22% Senior Note 50,000 50,000
Mortgage notes payable 6,039 6,102
Total other liabilities 56,039 56,102
Deferred income taxes 82,340 82,237
Commitments and contingencies - -
SHAREHOLDERS' EQUITY:
Common stock, par value $.0625 per share-
Authorized, 80,000 shares, Issued, 19,360 shares 1 1
Non-voting common stock, par value $.0625 per
share-Authorized, 11,920,000 shares, Issued
9,410,386 and 9,315,712 shares, respectively 588 582
Additional paid-in capital 39,857 53,753
Unrealized gain on investments 2,075 1,186
Notes receivable from stock option exercises (3,533) (3,313)
Retained earnings 150,503 142,311
Total shareholders' equity 189,491 194,520
Total liabilities and shareholders' equity $347,892 $357,586
See notes to consolidated financial statements
</TABLE>
-4-
<TABLE>
<CAPTION>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Consolidated Statements of Income (unaudited)
Three Months Ended
January 31,
1996 1995
(in thousands, except per share figures)
REVENUE:
<S> <C> <C>
Investment adviser and administration fees $23,701 $20,617
Distribution income 19,430 19,753
Income from real estate activities 901 912
Other income 466 256
Total revenue 44,498 41,538
EXPENSES:
Compensation of officers and employees 10,472 9,714
Amortization of deferred sales commissions 12,637 11,683
Other expenses 7,761 8,578
Total expenses 30,870 29,975
Operating income 13,628 11,563
OTHER INCOME (EXPENSE):
Interest income 971 427
Gain on sale of investment 575 -
Equity in net income (loss) of affiliates 1,667 (1,000)
Interest expense (941) (1,223)
Income from continuing operations before income
taxes 15,900 9,767
Income taxes 6,102 4,163
Income from continuing operations 9,798 5,604
Income from discontinued operations, net of income
taxes - 799
NET INCOME $ 9,798 $ 6,403
Earnings per share from continuing operations $ 1.04 $ 0.61
Earnings per share from discontinued operations,
net of income taxes - 0.09
Earnings per share $ 1.04 $ 0.70
Dividends declared, per share $ 0.17 $ 0.16
Average common shares outstanding 9,417 9,132
See notes to consolidated financial statements
</TABLE>
-5-
<TABLE>
<CAPTION>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Consolidated Statements of Cash Flows (unaudited)
Three Months Ended
January 31,
1996 1995
(in thousands)
<S> <C> <C>
Cash and equivalents (including IB&T for 1995),
beginning of period $67,650 $34,025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income from continuing operations 9,798 5,604
Adjustments to reconcile net income to net cash
provided by operating activities:
Equity in net (income) loss of affiliates (1,667) 1,000
Deferred income taxes (67) 2,524
Amortization of deferred sales commissions 12,637 11,683
Depreciation and other amortization 586 542
Payment of sales commissions (14,545) (7,123)
Capitalized sales charges received 8,589 11,294
Gain on sale of investment (575) -
Change in prepaid income taxes (2,874) -
Changes in other assets and liabilities (4,810) (3,641)
Cash used for discontinued operations - (7,747)
Net cash provided by operating activities 7,072 14,136
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to real estate, equipment and
leasehold improvements (375) (370)
Net increase in notes and receivables from affiliates (350) (685)
Net increase in investment companies and
other investments (658) (604)
Proceeds from sale of investments 11,796 -
Purchase of short-term investment (11,575) -
Net cash used for investing activities (1,162) (1,659)
See notes to consolidated financial statements
</TABLE>
-6-
<TABLE>
<CAPTION>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statements of Cash Flows (unaudited) (continued)
Three Months Ended
January 31,
1996 1995
(in thousands)
CASH FLOWS FROM FINANCING ACTIVITIES:
<S> <C> <C>
Payments on notes payable (57) (87)
Proceeds from issuance of non-voting common stock 1,544 1,691
Dividends paid (1,590) (1,464)
Repurchase of non-voting common stock (1,360) (1,305)
Net cash used for financing activities (1,463) (1,165)
Net increase in cash and equivalents 4,447 11,312
Cash and equivalents (including IB&T for 1995),
end of period $72,097 $45,337
NON-CASH INVESTING ACTIVITIES:
Fair value of shares received in exchange for note
receivable from affiliate $ 1,774 $ -
Fair value of shares distributed from gold mining
partnership 271 -
Total non-cash investing activities $ 2,045 $ -
SUPPLEMENTAL INFORMATION:
Interest paid $ 162 $ 444
Income taxes paid $ 9,302 $ 7,365
See notes to consolidated financial statements
</TABLE>
-7-
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited) January 31,
1996
(1) Investment in Affiliates
Investment in affiliates includes an $8.5 million investment in Lloyd
George Management (BVI) Limited (LGM) at January 31, 1996 and October 31,
1995, and a $3.0 million and $1.6 million investment in gold mining
partnerships at January 31, 1996 and October 31, 1995, respectively.
The Company has a 24 percent investment in LGM, an independent investment
management company based in Hong Kong. LGM currently manages a series of
emerging market mutual funds sponsored by the company. At January 31,
1996 the excess of the Company's investment over its equity in the
underlying net assets of LGM was approximately $7.4 million, which is
being amortized over a twenty-year period.
The Company's investment in affiliates also includes an 82 percent
general partnership interest in Fulcrum Management Partners II, L.P.
(FMPII) and a 3 percent limited partnership interest in VenturesTrident
II, L.P. (VTII). FMPII, a Delaware limited partnership of which a
principal officer of the Company is the other general partner, is a 20
percent general partner of VTII, also a Delaware limited partnership
formed to invest in equity securities of public and private gold mining
ventures.
In accordance with the VenturesTrident, L.P. (VT) Limited Partnership
Agreement, as amended, the General Partner terminated the partnership
effective December 31, 1995. On December 29, 1995 VT distributed 662,000
shares of Dakota Mining Corporation with a value of $0.9 million and
769,000 shares of Gold Queen Mining Company Limited with a value of $0.8
million to its partners. The Company's share of this distribution was
100,300 shares of Dakota Mining with a value of $151,000 and 116,600
shares of Golden Queen with a value of $120,000.
(2) Discontinued operations
On November 10, 1995 the Company completed the spinoff of its banking
operations in a tax-free distribution to its shareholders of shares of a
newly created holding company for Investors Bank & Trust Company (IB&T)
named Investors Financial Services Corp. (IFSC). Under the plan of
distribution, the Company transferred to IFSC approximately $14.0 million
of net banking assets, including $10.1 million in cash. Each shareholder
of the Company received 2.799 shares of Common Stock of IFSC and .538
shares of Class A Stock of IFSC for each ten shares of Eaton Vance Corp.
stock held at the close of business on October 30, 1995, which was the
record date of the distribution. Revenue applicable to discontinued
operations was $13.6 million for the three months ended January 31, 1995.
Income taxes applicable to discontinued operations were $0.6 million for
the same period.
-8-
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited) January 31,
1996
(3) Non-Voting Common Stock Options
Options to subscribe to shares of non-voting common stock are summarized
as follows:
<TABLE>
<CAPTION>
Shares Under Option Option Price Range
<S> <C> <C>
Balance, October 31, 1994 732,748 $ 8.75 - 34.00
Exercised (174,327) 8.75 - 15.75
Granted 133,300 27.75 - 30.53
Cancelled/Expired (22,000) 8.75 - 34.00
Balance, October 31, 1995 669,721 8.75 - 34.00
Adjustment for spinoff of IB&T 139,408
Adjusted balance 809,129 $ 7.24 - 28.14
Exercised (121,567) 7.24 - 22.97
Granted 143,770 28.25 - 31.08
Cancelled/Expired (32,855) 26.66 - 28.25
Balance, January 31, 1996 798,477 $13.04 - 31.08
</TABLE>
At January 31, 1996, options for 522,444 shares were exercisable.
Options for 276,033 additional shares will become exercisable over the
next four years. As a result of the spinoff of IFSC, all outstanding
options to subscribe to shares of the Company's non-voting common stock
at November 10, 1995 were adjusted to reflect the decreased value of the
stock. This adjustment resulted in additional options for 139,408 shares
of the Company's non-voting common stock and a decrease in the option
price range to $7.24 - $28.14.
(4) Net Capital Requirements
Two subsidiaries of the Company are subject to the Securities and
Exchange Commission uniform net capital rule (Rule 15c3-1) which requires
such subsidiaries to maintain a certain minimum level of net capital (as
defined). For purposes of this rule, the subsidiaries had net capital of
$55,500,000 and $175,000, respectively, which exceeded their respective
net capital requirements of $310,000 and $5,000 at January 31, 1996.
-9-
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited) January 31,
1996
(5) Equipment and Leasehold Improvements
Equipment and leasehold improvements at January 31, 1996 and October 31,
1995 follow:
<TABLE>
<CAPTION>
January 31, October 31,
1996 1995
(all figures in thousands)
At Cost:
<S> <C> <C>
Furniture and equipment $ 6,921 $ 6,723
Leasehold improvements 481 323
Total 7,402 7,046
Less accumulated depreciation 4,380 4,191
Net book value $ 3,022 $ 2,855
</TABLE>
(6) Real Estate Investments
Real estate investments held at January 31, 1996 and October 31, 1995
follow:
<TABLE>
<CAPTION>
January 31, October 31,
1996 1995
(all figures in thousands)
<S> <C> <C>
Buildings $27,898 $27,831
Land 2,444 2,457
Total 30,342 30,288
Less: Accumulated depreciation 8,652 8,424
Net book value 21,690 21,864
Share of accumulated losses in excess of
partnership interest (278) (258)
Total $21,412 $21,606
</TABLE>
(7) Investment Securities
The Company accounts for investment securities in accordance with
Statement of Financial Accounting Standards (SFAS) No. 115, "Accounting
for Certain Investments in Debt and Equity Securities." SFAS No. 115
requires that certain investments in debt and equity securities be
classified as trading, available-for-sale or held-to-maturity.
Securities classified as trading are to be reported at fair value with
the corresponding unrealized gain or loss included in income. Securities
classified as available-for-sale are to be reported at fair value with
the corresponding unrealized gain or loss included as a separate
component of shareholders' equity. Securities classified as
held-to-maturity are to be recorded at amortized cost.
-10-
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
January 31, 1996
(7) Investment Securities (continued)
Securities classified as available-for-sale are included in the following
balance sheet categories at January 31, 1996 and October 31, 1995 (in
thousands):
<TABLE>
<CAPTION>
January 31, 1996 Estimated Gross Gross
fair unrealized unrealized
value gains losses Cost
<S> <C> <C> <C> <C>
Current Assets:
Short-term investments $11,637 $ 62 $ - $11,575
Investments:
Investment companies $ 8,695 $2,993 $ 37 $ 5,739
Other investments 3,812 536 173 3,449
Total $24,144 $3,591 $210 $20,763
</TABLE>
<TABLE>
<CAPTION>
October 31, 1995 Estimated Gross Gross
fair unrealized unrealized
value gains losses Cost
<S> <C> <C> <C> <C>
Current Assets:
Short-term investments $11,471 $ 471 $ - $11,000
Investments:
Investment companies 7,542 2,597 155 5,100
Other investments 1,018 13 604 1,609
Total $20,031 $ 3,081 $ 759 $17,709
</TABLE>
At January 31, 1996 the unrealized gain included as a separate component
of shareholder's equity was $2,075,000, net of income taxes of
$1,306,000. At October 31, 1995 the unrealized gain included as a
separate component of shareholder's equity was $1,186,000, net of income
taxes of $1,136,000.
Proceeds from the sale of available-for-sale securities during the
quarter ended January 31, 1996 were $11.8 million.
-11-
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited) January 31,
1996
(8) Legal Proceedings
The Company was informed on January 13, 1995 that a National Association
of Securities Dealers (NASD) arbitration panel had awarded a former
wholesaler for the firm $0.6 million in damages and an additional $1.2
million as punitive damages in response to his claim for wrongful
termination of employment. Through January 31, 1996, the Company has
accrued a liability of $2.7 million for these damages. The Company has
appealed the decision to the courts and intends to pursue all legal steps
to overturn the decision.
From time to time, the Company is a party to various employment-related
claims, including claims of discrimination, before federal, state and
local administrative agencies and courts. The Company vigorously defends
itself against these claims. In the opinion of management, after
consultation with counsel, it is unlikely that any adverse determination
in one or more of such claims would have any material adverse effect on
the Company's financial position or results of operations.
(9) Earnings Per Share
Earnings per share for the three months ended January 31, 1996 and 1995
are based upon the weighted average number of common and non-voting
common shares outstanding of 9,417,000 and 9,132,000, respectively.
Earnings per share assuming primary and full dilution have not been
presented because the dilutive effect is immaterial.
(10) In fiscal 1997 the Company will be required to adopt Statement of
Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-
Based Compensation." SFAS No. 123 establishes financial accounting and
reporting standards for stock-based employee compensation plans and
requires certain disclosures about employee stock options based on their
fair value at the date of grant. Management does not anticipate adopting
the "fair value" recognition provisions of SFAS No. 123.
(11) Certain prior year amounts have been reclassified to conform to
current year presentation and to reflect the spinoff of IB&T.
(12) Opinion of Management
In the opinion of management, the unaudited consolidated financial
statements include all adjustments, consisting of normal recurring
adjustments, necessary to present fairly the results for the interim
periods.
-12-
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The Company's primary sources of revenue are investment adviser fees and
distribution fees received from the Eaton Vance funds and separately
managed accounts. Such fees are generally based on the net asset value
of the investment portfolios managed by the Company and fluctuate with
changes in the total value of the assets under management. The Company's
major expenses, other than the amortization of deferred sales
commissions, include employee compensation, occupancy costs, service fees
and other marketing costs.
RESULTS OF OPERATIONS
QUARTER ENDED JANUARY 31, 1996 TO QUARTER ENDED JANUARY 31, 1995
Assets under management of $16.7 billion on January 31, 1996 were 14
percent higher than the $14.6 billion reported a year earlier. Mutual
fund sales increased 133 percent to $0.7 billion in the first quarter of
1996 from $0.3 billion in the first quarter of 1995. Redemptions, in
contrast, decreased 17 percent to $0.5 billion in the first quarter of
1996 from $0.6 billion a year ago. Market appreciation and reinvested
dividends also contributed to the increase in the Company's assets under
management.
On November 10, 1995, the Company completed the spinoff of Investors
Financial Services Corp. (IFSC), the new parent company of Investors Bank
& Trust Company, in a tax-free distribution to Eaton Vance Corp.
shareholders. Under the plan of distribution, the Company transferred
net banking assets totaling $14.0 million, including $10.1 million in
cash and cash equivalents, to the newly formed bank holding company. The
banking business has been treated as a discontinued operation in the
accompanying consolidated statements of income and cash flows.
Total revenue from continuing operations increased $3.0 million to $44.5
million in the first quarter of 1996 from $41.5 million a year earlier.
Investment adviser and distribution fees increased by $2.7 million in
1996 to $43.1 million from $40.4 million a year earlier. The increase in
investment adviser and distribution fees can be attributed primarily to
higher average assets under management in comparison with the same period
a year ago and to new mutual fund sales in excess of redemptions in the
first quarter of 1996.
Total operating expenses increased 3 percent or $0.9 million to $30.9
million in the first quarter of 1996. Compensation expense increased 8
percent to $10.5 million from $9.7 million a year earlier as a result of
an increase in average wages and an increase in incentives associated
with the growth in sales. Amortization expense increased 8 percent to
$12.6 million primarily due to an increase in the gross sales of spread
commission mutual funds. The increases noted in compensation and
amortization expense were offset by a decrease in other expenses due to
the inclusion of a one-time charge of $2.0 million in the first quarter
of 1995 relating to the accrual of a National Association of Securities
Dealers (NASD) arbitration panel award. The Company is vigorously
pursuing all legal steps to overturn the arbitration panel's decision.
-13-
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
The Company's two gold mining partnerships contributed a gain of $1.7
million during the first quarter of 1996 compared to a loss of $1.0
million during the first quarter of 1995. The gain in the first quarter
of 1996 resulted primarily from fluctuations in the portfolio valuations
of the two partnerships. The general partner of VenturesTrident, L.P.,
one of the Company's two gold mining partnerships, terminated that
partnership effective December 31, 1995. In conjunction with the
termination of the partnership and the distribution of the partnership's
assets, the Company received marketable securities with a fair value of
$0.3 million. The Company also received marketable securities with a
fair value of $1.7 million in exchange for a note receivable from the
partnership.
Net income from continuing operations of the Company amounted to $9.8
million for the quarter ended January 31, 1996 compared to $5.6 million
for the quarter ended January 31, 1995. Earnings per share from
continuing operations were $1.04 and $0.61 for the first quarters of 1996
and 1995, respectively.
Total assets, excluding net assets of discontinued banking operations of
$14.0 million at October 31, 1995, increased 1 percent to $347.9 million
at January 31, 1996 from $343.6 million at October 31, 1995. Cash and
cash equivalents and short-term investments increased by $4.6 million to
$83.7 million at January 31, 1996. Deferred sales commissions decreased
$6.7 million to $202.8 million at January 31, 1996, primarily due to an
increase in amortization expense and redemptions in excess of new mutual
fund sales in the spread commission funds.
In fiscal 1997 the Company will be required to adopt Statement of
Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock-
Based Compensation." SFAS No. 123 establishes financial accounting and
reporting standards for stock-based employee compensation plans and
requires certain disclosures about employee stock options based on their
fair value at the date of grant. Management does not anticipate adopting
the "fair value" recognition provisions of SFAS No. 123.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents increased by $4.4 million to $72.1 million at
January 31, 1996. In addition, the Company had short-term investments of
$11.6 million at January 31, 1996.
Cash provided by operating activities in the first quarter of 1996 was
$7.1 million, compared to $14.1 million in the same quarter a year ago.
The decrease can be primarily attributed to an increase in sales
commissions paid to brokers, a decrease in the collection of capitalized
sales charges received on early redemptions and an increase in prepaid
income taxes. In the first quarter of 1996 the Company paid $14.5
million in sales commissions associated with the sale of spread
commission mutual funds, compared to $7.1 million in the same quarter a
year earlier. In contrast, the Company collected only $8.6 million in
capitalized sales charges in the first quarter of 1996 compared to $11.3
million in the first quarter of 1995. The spinoff of IFSC had no
significant impact on cash flows in the first quarter of 1996.
-14-
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED)
Cash used for investing activities was $1.2 million in the first quarter
of 1996. The primary use was the purchase of $11.6 million in short-term
investments following the sale of certain marketable securities.
Significant financing activities during the first quarter of 1996
included the repurchase of 50,000 shares of the Company's non-voting
common stock. On November 17, 1995, a subsidiary of the Company entered
into an agreement to retire an existing mortgage with a remaining unpaid
balance of $4.0 million at January 31, 1996. Based on the terms of the
agreement, the Company expects to realize an extraordinary gain of $1.6
million (net of income taxes of $1.1 million) in fiscal 1996.
On November 10, 1995, the Company completed the spinoff of its interest
in IFSC in a tax-free distribution to the Company's shareholders. The
spinoff resulted in a reduction in shareholders' equity of $14.0 million,
which approximated the carrying value of IFSC at the time of the spinoff.
At January 31, 1996, the Company had no borrowings under its $75.0
million bank credit facility.
-15-
PART II
OTHER INFORMATION
-16-
ITEM 1. LEGAL PROCEEDINGS
From time to time, the Company is a party to various employment-related
claims, including claims of discrimination, before federal, state and
local administrative agencies and courts. The Company vigorously defends
itself against these claims. In the opinion of management, after
consultation with counsel, it is unlikely that any adverse determination
in one or more of such claims would have any material adverse effect on
the Company's financial position or results of operations.
-17-
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
EATON VANCE CORP.
(Registrant)
DATE: March 6, 1996 /s/William M. Steul
(Signature)
William M. Steul
Chief Financial Officer
DATE: March 6, 1996 /s/John P. Rynne
(Signature)
John P. Rynne
Corporate Controller
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000350797
<NAME> EATON VANCE CORP.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1996
<PERIOD-END> JAN-31-1996
<CASH> 72097
<SECURITIES> 11637
<RECEIVABLES> 4266
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 92078
<PP&E> 3022
<DEPRECIATION> 0
<TOTAL-ASSETS> 347892
<CURRENT-LIABILITIES> 20022
<BONDS> 0
<COMMON> 589
0
0
<OTHER-SE> 188902
<TOTAL-LIABILITY-AND-EQUITY> 347892
<SALES> 0
<TOTAL-REVENUES> 44498
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 30870
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 941
<INCOME-PRETAX> 15900
<INCOME-TAX> 6102
<INCOME-CONTINUING> 9798
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9798
<EPS-PRIMARY> 1.04
<EPS-DILUTED> 1.04
</TABLE>
