EATON VANCE MUNICIPALS TRUST
N-30D, 1995-06-01
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TO SHAREHOLDERS

In the six months that ended March 31, 1995, EV Traditional  National Municipals
Fund paid to its shareholders monthly income dividends of $0.344 per share.

Based on the most recent  dividend paid and the Fund's net asset value of $10.29
per share on March 31, 1995, the Fund's  annualized  distribution  rate was 6.75
percent. To equal that rate in a taxable investment, a couple in the combined 36
percent tax bracket would have to receive 10.55 percent.

During 1994 the economy remained stronger than economists and money managers had
anticipated  at the start of the year. In response to this  strength,  and in an
attempt to keep  inflation  in check,  the  Federal  Reserve  raised  short-term
interest rates six times in 1994 and once again in 1995.  Long-term  rates moved
upward as well and, as a result, the prices of municipal bonds dropped.

But the market  slide was not the only  concern in 1994.  Many  shareholders  of
Eaton Vance tax free mutual funds may have  wondered  whether the problems  that
surfaced in Orange County,  California had in any way affected their  investment
in our  non-California  tax free funds.  The answer is no.  After a brief period
during which the value of California  bonds  declined,  the market realized that
this was a local problem; other Eaton Vance portfolios were not impacted.

Despite the difficulties that beset the market in 1994, we feel optimistic about
prospects for 1995. The market now appears  convinced  that the Federal  Reserve
is, in fact, keeping a tight watch on inflation.  And, while it is impossible to
predict the outcomes of government  initiatives,  it appears that  proposals put
forth by the new  Congress  to cut  spending  and taxes  could  have an  overall
positive effect if enacted.

This  report  features  some  changes  which we hope  will  help  you to  better
understand your investment,  and how your Portfolio's  holdings help provide the
means for the Federal  government,  as well as state and local  governments,  to
fund such projects as roads,  bridges,  hospitals  and schools.  The Fund review
includes  a  Portfolio  Overview,  or  snapshot,  as well as  comments  from the
portfolio manager. In addition, we are profiling a specific bond holding.

Regardless of what lies ahead for the economy, the goal of your Fund remains the
same: to provide you with a competitive  distribution  of tax free income from a
portfolio of high-quality municipal bonds.+
<PAGE>

30-Year treasuries chart, revised.

This chart is entitled as follows:  "In 1994, long-term interest rates hit their
highest level in 3 years."

Below the title is a  three-dimensional  line graph labeled,  "Month-end 30-year
Treasuries  rate." The axis  ascending  on the left side of the chart is labeled
from 5% to 8% at one-percent intervals.  Along the bottom of the chart, the axis
lists dates from 3/92 to 3/95, at one-year intervals.

The high point of interest  rates during that period,  8.04%,  is labeled on the
chart and occurred near the end of the period being measured.

Attachment: DeltaGraph plot points.

 Interest Rate           Month

     7.35                2/92
     7.6                 3/92
     7.82                4/92
     7.85                5/92
     8.1                 6/92
     7.92                7/92
     7.78                8/92
     7.46                9/92
     7.53                10/92
     7.58                11/92
     7.31                12/92
     7.31                1/93
     6.92                2/93
     6.65                3/93
     6.29                4/93
     6.28                5/93
     6.31                6/93
     5.99                7/93
     5.99                8/93
     6.16                9/93
     6.63                10/93
     6.76                11/93
     6.97                12/93
     6.89                1/94
     6.95                2/94
     6.89                3/94
     7.23                4/94
     7.39                5/94
     7.36                6/94
     7.63                7/94
     7.34                8/94
     7.44                9/94
     7.46                10/94
     7.82                11/94
     7.89                12/94
     8.04                1/95
     7.97                2/95


Sincerely,

[Photo of Thomas J. Fetter]

/s/ Thomas J. Fetter
Thomas J. Fetter
President
May 19, 1995

+ A portion of the  Portfolio's  income could be subject to Federal  alternative
minimum tax.
<PAGE>

MANAGEMENT REPORT
PORTFOLIO OVERVIEW

[Graphic of United States]

Based on market value as of March 31, 1995
Number of issues                    266

Average quality                     BBB+

Investment grade                    67.1%

Effective maturity (years)          17.7

Largest sectors:
   Transportation                   15.8%
   Hospitals                        11.7
   Industrials                      11.0
   Insured special tax revenue       8.7*
   Refunded and escrowed             8.6

*Private  insurance  does not  remove  the  market  risk  associated  with  this
investment.


An  interview  with  Thomas  M.  Metzold,  manager  of the  National  Municipals
Portfolio.

Q.  TOM,  HOW WOULD YOU DESCRIBE THE  INVESTMENT  CLIMATE IN THE SIX MONTHS THAT
    ENDED MARCH 31?

A.  It really was two very  different  periods.  September,  October and part of
    November  were a  continuation  of the market  slide that had begun  several
    months  earlier.Suffice  it to say that these months  helped  contribute  to
    making 1994 the worst year for the bond market in recent memory.

    However,  by mid-November,  the bond market began to rally, and this upswing
    continued through the first quarter of 1995.

    I should also mention that through active Portfolio management, we were able
    to take advantage of rising  interest rates and increase the annual dividend
    $.01 per share as of January 10, 1995.

Q.  AS THE MARKET CORRECTED DURING 1994, HOW DID YOU REACT?

A.  In a down  market,  investors  may be tempted to change  what  they've  been
    doing:  to sell off their  investments  or to change  their  philosophy.  We
    didn't do either of these  things.We  didn't  shorten  the  duration  of the
    Portfolio,  on the belief  that there was going to be a market  recovery.  A
    strategy of the  Portfolio is to invest in bonds of longer  maturity.  So we
    stayed the course, and as the market has recovered in 1995, it's paid off.

Q.  IS  THERE  A  LESSON  TO  BE LEARNED FROM THE PERFORMANCE OF THE FUND DURING
    THESE PERIODS?

A.  Absolutely.  This  Fund  should  be only one part of an  investor's  overall
    portfolio  strategy  and  should be viewed as a  long-term  investment.  The
    serious  long-term  investor  should  know  that the  market  will have down
    periods  as well as up  periods  and that  history  shows  that  after  each
    downturn  there is usually a recovery.  So even six months or nine months of
    down performance should not cause a change in investment philosophy.

Q.  DID  YOU PUT ANY  SPECIAL  STRATEGIES  INTO  EFFECT TO DEAL WITH THE  MARKET
    DOWNTURN?

A.  During the  sell-off,  we were able to upgrade the quality of the  Portfolio
    while rates were rising.  That was possible  because  quality  spreads - the
    difference  in prices  between  bonds of varying  quality - became so narrow
    that, in effect, you didn't have to pay very much to get additional quality.

Q.  WHAT STRATEGIES ARE YOU USING TO TAKE ADVANTAGE OF THE CURRENT MARKET?

A.  We've reduced our exposure to hospitals.Regardless of the health care reform
    proposals in Washington,  there is a health care reform being imposed by the
    marketplace.  Competition  in the health care industry has stiffened  around
    the country and has reduced the  profitability  of many  hospitals.  We feel
    there are better places to invest our shareholders' money right now.

Q.  WHAT ARE THOSE AREAS?

A.  We believe  that it makes  sense to take  advantage  of a major  demographic
    trend,  the so-called  graying of America.  We're  investing more heavily in
    elderly housing,  nursing homes and assisted living projects. There are many
    more opportunities for profit in these areas today.

Q.  CAN YOU GIVE AN EXAMPLE?

A.  Janus Park,  located in Liverpool, NY, is a nursing home alternative, and it
    derives its  competitive  advantage from  the high prices that people pay in
    nursing homes.  This facility offers an  elderly person his or her own small
    apartment  but also  provides  the  security  of  available  meals and linen
    services if needed. In addition,  a home health  care agency is available at
    Janus Park to provide as little or as much assistance  as is required. Janus
    Park can provide  full  nursing home care that costs  less than at a regular
    nursing home.

    In  addition  to cost,  another  big  advantage  is  dignity.  For  example,
    residents furnish their apartments with their own  belongings.We  think this
    is a concept  that not only makes  sense from the  standpoint  of  providing
    care, but from the standpoint of cost as well.

Q.  WHAT OTHER KINDS OF INVESTMENTS ARE A GROWING PART OF THE PORTFOLIO?

A.  There's a  category  that we call  Lifecare.  This  consists  of  facilities
    referred to as Continuing  Care Retirement  Communities.  These provide more
    care levels than  facilities  such as Janus Park,  depending on the needs of
    the residents.  For example, these facilities generally will have apartments
    to  accommodate  those who are still able to live  independently.  There are
    intermediate facilities  for those who need some help but who do not need an
    institutional  level of care.  Finally,  many of the facilities provide full
    nursing  home care.  In states  whose  licensing  requirements  do not allow
    nursing homes to be a part of such facilities,  residents are transferred to
    a separate  nursing  home when they reach the point of needing that level of
    care.

Q.  DURING 1994,  ONE OF THE BIGGEST  INVESTMENT  STORIES WAS ORANGE  COUNTY,CA.
    HOW DID THOSE PROBLEMS AFFECT THE PORTFOLIO?

A.  Direct Orange County credits were the ones that were really  affected by the
    county's problems,  and the Portfolio didn't own any of them.  Actually,  we
    saw the  situation  in  California  as an  opportunity,  because for a brief
    period,  the Orange County  problems caused prices of a number of California
    bonds to drop. That gave us the chance to buy bonds that were inexpensive or
    that offered a higher yield than we could normally obtain.

Q.  ANOTHER MAJOR  INVESTMENT  STORY WAS  DENVER  INTERNATIONAL  AIRPORT,  WHOSE
    OPENING WAS  DELAYED  SEVERAL  TIMES.  DID  THE  PORTFOLIO  HOLD ANY OF THAT
    AIRPORT'S BONDS DURING THE SIX MONTHS THAT ENDED MARCH 31, 1995?

A.  Yes. The Denver  Airport  presented  an  interesting  investment  situation.
    Continuing  problems  with an  innovative  luggage-handling  system  created
    uncertainty  over when, if ever,  the airport  would  open.As a result,  the
    airport's bonds were trading at low prices.  It was a pretty sure thing that
    the airport would open,  because there really was no alternative,  as anyone
    who has seen Stapleton Airport,  which used to serve Denver,  would know. So
    we did, in fact,  buy some of these  bonds,  and held them through the price
    increase that occurred once the airport actually did open.

    Since then,  however,  I've sold some of them,  for two  reasons.  First,  I
    wanted to take advantage of the price  increases that we'd seen.  Second,  I
    anticipated  another  decrease in price,  once it became apparent that there
    would be the  inevitable  glitches  that  accompany the opening of any major
    public works project.

Q. WHAT'S YOUR OUTLOOK ON BONDS?

A.  In the short  term,  there  could be  periods of  volatility.   But we don't
    anticipate the high rates of economic growth that would  trigger  inflation.
    That's a good sign for long-term bond investors.

[Photograph of Janus Park ]

JANUS PARK, LIVERPOOL, NY
(Photo: Trinca Photography)

[Photograph of Thomas M. Metzold]

THOMAS M. METZOLD

<PAGE>


              EV TRADITIONAL NATIONAL MUNICIPALS FUND
                     FINANCIAL STATEMENTS
                STATEMENT OF ASSETS AND LIABILITIES

- ------------------------------------------------------------------------------
                          March 31, 1995 (Unaudited)
- ------------------------------------------------------------------------------
ASSETS:
  Investment in National Municipals Portfolio, at value (Note1A)
    (identified cost, $12,961,020)                                $13,654,847
  Receivable for Fund shares sold                                     315,577
  Receivable from the Administrator (Note 4)                           42,098
  Deferred organization expenses (Note 1D)                             45,085
                                                                  -----------
      Total assets                                                $14,057,607
LIABILITIES:
  Dividends payable                                     $51,679
  Payable for Fund shares redeemed                           21
  Accrued expenses                                       44,915
                                                        -------
      Total liabilities                                                96,615
                                                                  -----------
NET ASSETS for 1,356,338 shares of beneficial interest            $13,960,992
                                                                  ===========
SOURCES OF NET ASSETS:
  Paid-in capital                                                 $13,585,738
  Accumulated net realized loss on investment
    transactions (computed on the basis of identified
    cost)                                                            (315,605)
  Distribution in excess of net investment income                      (2,968)
  Unrealized appreciation of investments from
    Portfolio (computed on the basis of identified
    cost)                                                             693,827
                                                                  -----------
      Total                                                       $13,960,992
                                                                  ===========
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
  ($13,960,992 / 1,356,338 shares of beneficial interest)           $10.29
                                                                    ======
COMPUTATION OF OFFERING PRICE PER SHARE
  offering price per share (100/96.25 of $10.29)                    $10.69
                                                                    ======
On sales of $50,000 or more, the offering price is reduced.

                     See notes to financial statements
<PAGE>

                           STATEMENT OF OPERATIONS

- --------------------------------------------------------------------------------
              For the Six Months Ended March 31, 1995 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (NOTE 1B):
  Interest income allocated from Portfolio                           $ 351,729
  Expenses allocated from Portfolio                                    (23,167)
                                                                     ---------
      Net investment income from Portfolio                           $ 328,562
  Expenses --
    Amortization of organization expense (Note 1D)        $  5,604
    Custodian fee (Note 4)                                     667
    Printing and postage                                    23,839
    Registration costs                                      17,233
    Accounting services                                      3,052
    Transfer and dividend disbursing agent fees              2,344
    Miscellaneous                                            1,083
                                                          --------
      Total expenses                                       $53,822
  Deduct preliminary allocation of expenses to the
   Administrator (Note 4)                                   42,098
                                                          --------
      Net expenses                                                      11,724
                                                                     ---------
        Net investment income                                        $ 316,838
                                                                     ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized loss from Portfolio on investment
   transactions (identified cost basis)                              $(313,450)
  Change in unrealized appreciation of investments                     768,822
                                                                     ---------
        Net realized and unrealized gain                             $ 455,372
                                                                     ---------
          Net increase in net assets from operations                 $ 772,210
                                                                     =========

                    See notes to financial statements
<PAGE>


                      STATEMENT OF CHANGES IN NET ASSETS
- ------------------------------------------------------------------------------
                                                     SIX MONTHS
                                                        ENDED       YEAR ENDED
                                                      MARCH 31,    SEPTEMBER
                                                        1995           30,
                                                     (UNAUDITED)      1994*
                                                    -------------  ------------
INCREASE (DECREASE) IN NET ASSETS:
  From operations --
    Net investment income                          $     316,838  $    45,613
    Net realized loss on investments                    (313,450)      (2,155)
    Change in unrealized appreciation
     (depreciation) of investments                       768,822      (74,995)
                                                   -------------  -----------
      Net increase (decrease) in net assets from
       operations                                  $     772,210  $   (31,537)
                                                   -------------  -----------

  Distributions to shareholders (Note 2) --
    From net investment income                     $    (316,838) $   (45,613)
    In excess of net investment income                    (2,711)        (257)
                                                   -------------  -----------
      Total distributions to shareholders          $    (319,549) $   (45,870)
                                                   -------------  -----------

  Transactions in shares of beneficial interest
   (Note 3) --
    Proceeds from sales of shares                  $   9,596,037  $ 4,487,847
    Net asset value of shares issued to
      shareholders in payment of distributions
      declared                                           169,804       21,360
    Cost of shares redeemed                             (538,901)    (150,409)
                                                   -------------  -----------
      Increase in net assets from Fund share
       transactions                                $   9,226,940  $ 4,358,798
                                                   -------------  -----------
        Net increase in net assets                 $   9,679,601  $ 4,281,391
NET ASSETS:
  At beginning of period                               4,281,391       --
                                                   -------------  -----------

  At end of period (including distributions in
    excess of net investment income of
    $2,968 and $257, respectively)                 $  13,960,992  $ 4,281,391
                                                   =============  ===========

*For the period from the start of business, April 5, 1994, to September 30,
 1994.

                     See notes to financial statements
<PAGE>

                             FINANCIAL HIGHLIGHTS

- ------------------------------------------------------------------------------
                                                 SIX MONTHS
                                                    ENDED
                                                  MARCH 31,        YEAR ENDED
                                                    1995          SEPTEMBER 30,
                                                (UNAUDITED)           1994*
                                                -----------       ------------
NET ASSET VALUE, beginning of period             $10.000            $10.000
                                                 -------            -------
INCOME FROM OPERATIONS:
  Net investment income                          $ 0.341            $ 0.334
  Net realized and unrealized gain 
    on investments                                 0.293              0.002++
                                                 -------            -------
      Total income from operations               $ 0.634            $ 0.336
                                                 -------            -------
LESS DISTRIBUTIONS:
  From net investment income                     $(0.341)           $(0.334)
  In excess of net investment income              (0.003)            (0.002)
                                                 -------            -------
      Total distributions                        $(0.344)           $(0.336)
                                                 -------            -------
NET ASSET VALUE, end of period                   $10.290            $10.000
                                                 =======            =======
TOTAL RETURN\2/                                     6.5%              3.34%

RATIOS/SUPPLEMENTAL DATA**:
  Net assets, end of period (000 omitted)        $13,961            $ 4,281
  Ratio of net expenses to average daily 
   net assets\1/                                   0.74%+             0.43%+
  Ratio of net investment income to 
   average daily net assets                        6.68%+             5.97%+

**For the six months  ended  March 31, 1995 and for the period from the start of
  business,  April 5, 1994, to September 30, 1994, the operating expenses of the
  Fund reflect an allocation of expenses to the  Administrator.  Had such action
  not been taken, net investment income per share and the ratios would have been
  as follows:

NET INVESTMENT INCOME PER SHARE                  $ 0.296            $ 0.255
                                                 =======            =======
RATIOS (As a percentage of average
   daily net assets):
    Expenses\1/                                    1.62%+             1.84%+
    Net investment income                          5.80%+             4.56%+
 
*  For the period from the start of business,  April 5, 1994,  to September  30,
   1994.
+  Computed on an annualized basis.
++ The per share amount is not in accord with the net  realized  and  unrealized
   gains and losses for the period because of the timing of sales of Fund shares
   and the amount of per share realized and unrealized  gains and losses at such
   time.
\1/Includes  the  Fund's  share of  National  Municipals  Portfolio's  allocated
   expenses.
\2/Total  investment  return is calculated  assuming a purchase at the net asset
   value on the first  day and a sale at the net asset  value on the last day of
   each period reported. Dividends and distributions,  if any, are assumed to be
   reinvested at the net asset value on the payable date.
<PAGE>

(1) SIGNIFICANT ACCOUNTING POLICIES
EV Traditional  National  Municipals Fund (the Fund) is a diversified  series of
Eaton Vance  Municipals  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 the
National Municipals 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  (0.6% at March 31,  1995).  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  Trust  in  the  preparation  of  its  financial
statements.  The policies are in conformity with generally  accepted  accounting
principles.

A. INVESTMENT VALUATION -- 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 taxable and tax-exempt  income,
including any net realized gain on  investments.  Accordingly,  no provision for
federal income or excise tax is necessary.  At September 30, 1994, the Fund, for
federal  income tax purposes  had a capital loss  carryover of $1,648 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 September 30, 2002. Dividends paid by
the Fund from net interest on  tax-exempt  municipal  bonds  allocated  from the
Portfolio are not includable by  shareholders as gross income for federal income
tax purposes because the Fund and Portfolio intend to meet certain  requirements
of the Internal Revenue Code applicable to regulated  investment companies which
will  enable the Fund to pay  exempt-  interest  dividends.  The portion of such
interest,  if any, earned on private activity bonds issued after August 7, 1986,
may be considered a tax preference item to shareholders.

D. DEFERRED ORGANIZATION EXPENSES -- Costs incurred by a Fund in connection with
its  organization,  including  registration  costs,  are being  amortized on the
straight-line  basis over five years,  beginning on the date each Fund commenced
operations.

E. OTHER -- Investment transactions are accounted for on a trade date basis.

F. INTERIM FINANCIAL INFORMATION -- The interim financial statements relating to
March 31,  1995,  and for the six months  then  ended  have not been  audited by
independent  certified  public  accountants,  but in the  opinion  of the Fund's
management  reflect  all  adjustments,   consisting  only  of  normal  recurring
adjustments necessary for the fair presentation of the financial statements.


- ------------------------------------------------------------------------------
(2) DISTRIBUTIONS TO SHAREHOLDERS
The net income of the Fund is determined daily and  substantially all of the net
income so determined is declared as a dividend to  shareholders of record at the
time of declaration.  Distributions are paid monthly. Distributions of allocated
realized  capital gains,  if any, are made at least annually.  Shareholders  may
reinvest capital gain  distributions in additional shares of the Fund at the net
asset value as of the ex-dividend  date.  Distributions  are paid in the form of
additional  shares or, at the  election of the  shareholder,  in cash.  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 relating to distributions are reclassified to paid-in capital.

- ------------------------------------------------------------------------------
(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
                                       ENDED
                                     MARCH 31,         YEAR ENDED
                                       1995           SEPTEMBER 30,
                                    (UNAUDITED)           1994*
                                    -----------       ------------
Sales                                 966,352            440,844
Issued to shareholders electing
  to receive payments of
  distributions in Fund shares         17,119              2,103
Redemptions                           (55,306)           (14,774)
                                      -------            -------
    Net increase                      928,165            428,173
                                      =======            =======

*For  the  period  from  the  start of business, April 5, 1994, to September 30,
1994.

- ------------------------------------------------------------------------------
(4) TRANSACTIONS WITH AFFILIATES
Eaton  Vance  Management  (EVM)  serves as the  administrator  of the Fund,  but
receives no  compensation.  The  Portfolio  has engaged  Boston  Management  and
Research (BMR), a subsidiary of EVM, to render investment advisory services. See
Note 2 of the  Portfolio's  Notes to  Financial  Statements  which are  included
elsewhere  in this  report.  To enhance  the net income of the Fund,  $42,098 of
expenses  related to the operation of the Fund were allocated,  on a preliminary
basis,  to EVM.  Except as to Trustees of the Fund and the Portfolio who are not
members  of  EVM's  or  BMR's   organization,   officers  and  Trustees  receive
remuneration for their services to the Fund out of such investment  adviser fee.
Eaton  Vance  Distributors,  Inc.  (EVD),  a  subsidiary  of EVM and the  Fund's
principal  underwriter,  received approximately $260 as its portion of the sales
charge  on sales  of Fund  shares  for the six  months  ended  March  31,  1995.
Investors Bank & Trust Company (IBT),  an affiliate of EVM,  serves as custodian
to the Fund and the Portfolio.  Pursuant to the respective custodian agreements,
IBT receives a fee reduced by credits which are determined  based on the average
cash  balances  the Fund or the  Portfolio  maintains  with IBT.  Certain of the
officers  and  Trustees of the Fund and of the  Portfolio  are  officers  and/or
directors/trustees of the above organizations (Note 5).

- -----------------------------------------------------------------------------
(5) SERVICE PLAN
The  Fund  adopted  a  Service  Plan on  March  7,  1994  designed  to meet  the
requirements  of Rule 12b-1  under the  Investment  Company  Act of 1940 and the
service fee  requirements  of the  revised  sales  charge  rule of The  National
Association of Securities Dealers,  Inc. The Service Plan provides that the Fund
may  make  service  fee  payments  to the  Principal  Underwriter,  Eaton  Vance
Distributors,  Inc.  (EVD), a subsidiary of Eaton Vance  Management,  Authorized
Firms or other  persons in amounts  not  exceeding  0.25% of the Fund's  average
daily net assets for any fiscal year.  The Trustees have  initially  implemented
the Plan by authorizing  the Fund to make quarterly  service fee payments to the
Principal Underwriter and Authorized Firms in amounts not exceeding 0.25% of the
Fund's  average  daily net assets for any fiscal year which is  attributable  to
shares of the Fund sold by such persons and remaining  outstanding  for at least
one year.  Service  fee  payments  are made for  personal  services  and/or  the
maintenance of shareholder  accounts.  No provision for service fee payments was
made for the six months ended March 31, 1995.
  
     Certain of the officers and Trustees of the Fund are officers and directors
of EVD.
<PAGE>
- ------------------------------------------------------------------------------
(6) INVESTMENT TRANSACTIONS
Increases  and  decreases in the Fund's  investment in the Portfolio for the six
months ended March 31, 1995 aggregated $9,521,792 and $774,668, respectively.
<PAGE>

                         NATIONAL MUNICIPALS PORTFOLIO
                            PORTFOLIO OF INVESTMENTS
                                 MARCH 31, 1995
- --------------------------------------------------------------------------------
                        TAX-EXEMPT INVESTMENTS - 99.96%
- --------------------------------------------------------------------------------
RATINGS (UNAUDITED)
- -------------------
                      PRINCIPAL
           STANDARD   AMOUNT
MOODY'S    & POOR'S   (000 OMITTED)  SECURITY                       VALUE
- --------------------------------------------------------------------------------
                                     UTILITY REVENUE BONDS - 3.6%
Baa2       BBB        $ 10,000       Brazos River Authority,
                                      Texas, PCR, Texas
                                      Utilities Electric
                                      Company, 9.25%, 3/1/18      $   11,114,900
Aa         AA           10,000       Lewis County, Washington,
                                      Cowlitz Falls
                                      Hydroelectric Project,
                                      5.5%, 10/1/22                    8,972,700
Aa         AA           15,000       Los Angeles, California,
                                      Department of Water &
                                      Power, 5%, 10/15/33             12,187,650
Aa         AA           29,700       Washington Public Power
                                      Supply System, Project
                                      2, 4.8%, 7/1/04                 27,155,601
Aaa        AAA          16,340       Washington Public Power
                                      Supply System, Project
                                      2, 5%, 7/1/09                   14,860,740
NR         NR            5,000       West Feliciana,
                                      Louisiana, PCR, Gulf
                                      States Utilities
                                      Company Project,
                                      (AMT), 9%, 5/1/15                5,635,050
                                                                  --------------
                                                                  $   79,926,641
                                                                  --------------
                                     HEALTH CARE - 1.2%
NR         NR         $ 17,070       Bell County, Texas,
                                      Health Facilities, Care
                                      Institution Inc., 9%,
                                      11/1/24                     $   17,746,143
NR         NR            5,460       Hillsborough County,
                                      Florida, IDA, Center
                                      for Independent Living,
                                      Tampa Projects, 11%, 
                                      3/1/19(3)                        4,313,400
NR         NR            4,650       Hillsborough County,
                                      Florida, IDA, Center
                                      for Independent Living,
                                      Tampa Projects, 10.25%,
                                      3/1/09(3)                        3,673,500
                                                                  --------------
                                                                  $   25,733,043
                                                                  --------------
                                     HOSPITAL - 11.7%
NR         BBB        $  7,000       Arizona Health
                                      Facilities, Phoenix
                                      Memorial, 8.2%, 6/1/21      $    7,349,020
NR         NR            2,475       Berlin, Maryland,
                                      Atlantic General,
                                      8.375%, 6/1/22                   2,591,127
Baa1       BBB+         12,700       Butler County,
                                      Pennsylvania, Butler
                                      Memorial, 8%, 7/1/16            13,402,945
Baa        NR           10,180       Chaves County, New
                                      Mexico, Eastern New
                                      Mexico Medical Center,
                                      7.25%, 12/1/22                  10,206,366
NR         BBB+          8,405       Christian County,
                                      Kentucky, Jennie Stuart
                                      Medical Center, 7.625%,
                                      4/1/10                           8,715,733
Baa        BBB          35,000       Colorado Health
                                      Facilities, Rocky
                                      Mountain Adventist
                                      Healthcare,
                                      6.625%, 2/1/22                  32,814,950
NR         BBB-          3,000       Colorado Health
                                      Facilities, National
                                      Jewish Center For
                                      Immunology and
                                      Respiratory Medicine,
                                      6.875%, 2/15/12                  2,913,840
NR         BBB-          3,000       Colorado Health
                                      Facilities, National
                                      Jewish Center For
                                      Immunology and
                                      Respiratory Medicine,
                                      7.1%, 2/15/22                    2,929,410
Baa1       NR            4,000       Crossville, Tennessee,
                                      HEFA, Cumberland
                                      Medical Center, 6.75%,
                                      11/1/12                          3,935,040
Baa1       BBB           5,000       District of Columbia,
                                      Washington Hospital
                                      Center Issue-Medlantic
                                     Healthcare Group, Inc.,
                                      7.125%, 8/15/19                  4,850,650
NR         A-            5,000       Dubuque, Iowa, Finley
                                      Hospital Project,
                                      6.875%, 1/1/12                   5,156,600
NR         NR            1,355       Grant County, New Mexico,
                                      Gila Regional Medical
                                      Center, 10%, 2/1/12              1,473,427
NR         BBB-          5,860       Grove City Area Hospital
                                      Authority, Pennsylvania,
                                      United Community
                                      Hospital, 8.125%, 7/01/12        6,013,708
NR         BBB-          4,000       Hawaii Department of
                                      Budget and Finance,
                                      Special Purpose Mortgage
                                      Revenue, Wahiawa General
                                      Hospital, 7.5%, 7/1/12           4,055,120
NR         NR            4,885       Health Services Authority
                                      of Hazelton, Luzerne
                                      County, Pennsylvania,
                                      Hazelton-Saint Joseph
                                      Medical Center, 8.375%,
                                      7/1/12                           4,993,007
NR         BBB+          4,650       Illinois, Chicago
                                      Osteopathic Health
                                      Systems, 7.125%, 5/15/11         4,722,587
NR         BBB+          4,500       Illinois, Chicago
                                      Osteopathic Health
                                      Systems, 7.25%, 5/15/22          4,544,235
Baa1       NR            1,000       Illinois HFA, Holy Cross
                                      Hospital, 6.7%, 3/1/14             959,620
Baa1       NR            2,650       Illinois HFA, Holy Cross
                                      Hospital, 6.75%, 3/1/24          2,493,359
Baa        NR            4,500       Indiana Health Facility
                                      Financing Authority,
                                      Memorial Hospital and
                                      Health Care Center,
                                      7.4%, 3/1/22                     4,549,275
Baa        BBB-          4,000       Jefferson County Health
                                      Facilities, Texas,
                                      Baptist Health Care,
                                      8.3%, 10/1/14                    4,261,400
Baa1       NR            6,250       La Fourche Parish,
                                      Louisiana, Hospital
                                      Service District #3,
                                      6%, 10/1/23                      5,346,875
Baa1       BBB+          3,750       Louisiana Public
                                      Facilities Authority,
                                      Woman's Hospital
                                      Foundation, 7.25%,
                                      10/1/22                          3,762,713
Baa        BB+          10,000       Maricopa County, Arizona,
                                      Sun Health Corporation,
                                      8.125%, 4/1/12                  10,476,100
Baa        NR            2,000       Marshall County, Alabama,
                                      Guntersville-Arab
                                      Medical Center, 7%, 
                                      10/1/09                          2,016,560
Baa        NR            2,000       Marshall County, Alabama,
                                      Guntersville-Arab
                                      Medical Center, 7%, 
                                      10/1/13                          1,981,560
NR         BBB           6,000       Midland County Hospital
                                      District, Memorial
                                      Hospital and Medical
                                      Center, 0%, 6/1/07               2,691,060
NR         BBB           6,500       Midland County Hospital
                                      District, Memorial
                                      Hospital and Medical
                                      Center, 0%, 6/1/11               2,153,905
Ba         NR            5,000       Mississippi Hospital
                                      Equipment and
                                      Facilities Authority,
                                      Magnolia Hospital,
                                      7.375%, 10/1/21                  4,586,750
NR         BBB           5,470       Montgomery, Ohio, Dayton
                                      Osteopathic Hospital,
                                      6%, 12/1/12                      4,909,325
Ba1        NR            3,090       Montgomery County,
                                      Pennsylvania, United
                                      Hospitals, Inc., 7.5%,
                                      11/1/13                          3,071,306
Ba1        NR            2,000       Montgomery County,
                                      Pennsylvania, United
                                      Hospitals, Inc., 7.5%,
                                      11/1/14                          1,947,860
Ba1        NR            4,465       Montgomery County,
                                      Pennsylvania, United
                                      Hospitals, Inc., 7.5%,
                                      11/1/15                          4,332,702
Baa        NR            8,405       New Hampshire HEFA,
                                      Frisbie Memorial
                                      Hospital, 6.125%, 
                                      10/1/13                          7,616,022
A          BBB+         10,000       Philadelphia,
                                      Pennsylvania, Albert
                                      Einstein Medical
                                      Center, 7%, 10/1/21             10,088,900
Baa1       BBB+          9,000       Philadelphia,
                                      Pennsylvania, Graduate
                                      Health System Obligated
                                      Group, 6.625%, 7/1/21            8,362,350
NR         A-            1,100       Philadelphia,
                                      Pennsylvania, Children's
                                      Seashore House, 7%,
                                      8/15/17                          1,117,996
NR         A-            3,400       Philadelphia,
                                      Pennsylvania,Children's
                                      Seashore House, 7%,
                                      8/15/22                          3,455,624
Baa1       A-            7,000       Philadelphia,
                                      Pennsylvania, Temple
                                      University Hospital,
                                      6.625%, 11/15/23                 6,880,370
Baa        NR            5,000       Prince George's County,
                                      Maryland, Greater
                                      Southeast Healthcare
                                      System Issue, 6.375% 
                                      1/1/23                           4,404,300
Baa1       BBB+         10,000       Randolph County Building
                                      Commission, West
                                      Virginia, Davis
                                      Memorial Hospital,
                                      7.65%, 11/1/21                  10,354,600
NR         BB+           8,000       Scranton-Lackawanna
                                      Health and Welfare
                                      Authority,
                                      Pennsylvania, Moses
                                      Taylor Hospital, 8.25%,
                                      7/1/09                           8,204,720
Baa        BBB           8,000       South Dakota HEFA,
                                      Prairie Lakes Health
                                      Care System Issue,
                                      7.25%, 4/1/22                    8,011,120
NR         NR            5,220       Vermont Educational and
                                      Health Buildings
                                      Financing Agency,
                                      Northwestern Medical
                                      Center Project, 9.75%,
                                      9/1/18                           5,561,648
NR         BBB-          1,000       West Virginia HFA, Logan
                                      General Hospital,
                                      8.625%, 4/1/01                   1,045,570
NR         BBB-          1,750       West Virginia HFA, Logan
                                      General Hospital,
                                      8.75%, 4/1/13                    1,803,112
NR         NR            5,000       Winslow, Arizona, IDA,
                                      Winslow Memorial
                                      Hospital, 9.5%, 6/1/22           5,464,100
                                                                  --------------
                                                                  $  262,578,567
                                                                  --------------
                                     LIFE CARE - 7.2%
NR         NR         $  8,616       Albuquerque, New Mexico,
                                      First Mortgage IDR, La
                                      Vida Llena Retirement
                                      Center 8.625%, 2/1/20       $    8,314,440
NR         NR            8,500       Albuquerque, New Mexico,
                                      First Mortgage IDR, La
                                      Vida Llena Retirement
                                      Center 8.85%, 2/1/23             8,393,750
NR         NR            5,744       Albuquerque, New Mexico,
                                      First Mortgage IDR, La
                                      Vida Llena Retirement
                                      Center 2.25%, 2/1/23             1,550,880
NR         NR           10,000       Atlantic Beach, Florida,
                                      Fixed Rate Improvement,
                                      Fleet Landing Project,
                                      8%, 10/1/24                     10,237,600
NR         NR            5,185       Collier County, IDA,
                                      Florida, Retirement
                                      Rental, Beverly
                                      Enterprises-Florida,
                                      Inc., 10.75%, 3/1/03             6,069,405
NR         NR           12,555       Dekalb Private Hospital,
                                      Georgia GF/Atlanta,
                                      8.5%, 3/1/25                    11,905,781
NR         NR            4,415       Florence, Kentucky,
                                      Housing Facilities,
                                      Bluegrass RHF Housing,
                                      Inc., 9.5%, 7/1/17               4,701,666
NR         NR            6,690       Fulton County Residential
                                      Care Facilities for the
                                      Elderly Authority,
                                      Georgia, Lenbrook
                                      Square Foundation,
                                      Inc., 9.75%, 1/1/17              7,244,869
Baa1       NR           10,000       Indianapolis, Indiana,
                                      National Benevolent
                                      Association-Robin Run
                                      Village, 7.625%, 10/1/22        10,302,600
NR         NR            4,500       Kansas City, Missouri,
                                      IDA, Kingswood United
                                      Methodist Manor,
                                      9%, 11/15/13                     4,737,960
NR         NR            2,100       Loudon County, Virginia,
                                      IDA, Residential Care,
                                      Falcons Landing,
                                      9.25%, 11/1/04                   2,222,745
NR         NR           20,400       Loudon County, Virginia,
                                      IDA, Residential Care,
                                      Falcons Landing,
                                      8.75%, 11/1/24                  20,443,860
NR         NR           18,545       Lousiana HFA - HCC
                                      Assisted Living Group
                                      1, 9%, 3/1/25                   17,626,652
NR         NR            1,950       New Hampshire Higher
                                      Educational & Health
                                      Facilities, Riverwoods
                                      at Exeter, 8%, 3/1/01            1,979,971
NR         NR           10,000       New Hampshire Higher
                                      Educational & Health
                                      Facilities, Riverwoods
                                      at Exeter, 9%, 3/1/23           10,508,900
NR         NR            3,500       New Jersey EDA, Cadbury
                                      Corporation-1991
                                      Project, 7.5%, 7/1/21            3,107,370
NR         NR           20,000       New Jersey EDA, Keswick
                                      Pines Project, 8.75%,
                                      1/1/24                          19,726,400
NR         NR            7,500       Vermont IDA, Wake Robin
                                      Corporation, 8.75%, 
                                      4/1/23                           7,827,075
NR         NR            4,500       Vermont IDA, Wake Robin
                                      Corporation, 8.75%, 
                                      3/1/23                           4,762,440
                                                                  --------------
                                                                  $  161,664,364
                                                                  --------------
                                     NURSING HOME - 6.6%
NR         NR         $ 13,680       Bell County, Texas,
                                      Riverside Healthcare,
                                      Inc.-Normandy Terrace,
                                      9%, 4/1/23                  $   14,252,645
NR         NR            5,500       Dauphin County IDA,
                                      Pennsylvania,
                                      Susquehanna Center
                                      Nursing Facility, 10%,
                                      6/1/21(3)                        3,575,000
NR         NR            5,000       Delaware County,
                                      Pensylvania, Mainline-
                                      Haverford Nursing and
                                      Rehabilitation Centers,
                                      9%, 8/1/22                       5,379,000
NR         NR              930       Jefferson County IDA,
                                      Missouri, Cedar Hills
                                      Retirement Village,
                                      12%, 12/1/15                       996,467
NR         NR            3,825       Lackawanna County,
                                      Pennsylvania IDA,
                                      Edella Street
                                      Associates, 
                                      8.875%, 9/1/14                   4,092,597
NR         NR            3,605       Luzerne County,
                                      Pennsylvania, IDA,
                                      River Street
                                      Associates,
                                      8.75%, 6/15/07                   3,821,480
NR         NR            6,455       Massachusetts HEFA,
                                      Fairview Extended Care
                                      Services, Inc.,
                                      10.125%, 1/1/11                  6,975,338
NR         NR            6,750       Missouri HEFA, Bethesda
                                      Health Group of St.
                                      Louis, Inc.,
                                      6.625%, 8/15/05                  6,667,313
NR         NR           14,000       Missouri HEFA, Bethesda
                                      Health Group of St.
                                      Louis, Inc., 7.5%, 
                                      8/15/12                         14,029,680
NR         NR           12,500       Montgomery County,
                                      Pennsylvania, IDA,
                                      Advancement of
                                      Geriatric Health Care
                                      Institute, 8.375%, 
                                      7/1/23                          12,200,500
NR         NR            5,000       New Jersey EDA, Claremont
                                      Health System, Inc.,
                                      9.10%, 9/1/22                    5,164,550
NR         NR            5,915       New Jersey EDA, Victoria
                                      Health Corporation,
                                      7.75%, 1/1/24                    5,774,282
NR         NR            3,490       Okaloosa County, Florida,
                                      Beverly Enterprises-
                                      Florida, Inc.,
                                      10.75%, 10/1/03                  3,840,640
NR         NR            3,500       Philadelphia,
                                      Pennsylvania, The
                                      Philadelphia Protestant
                                      Home Project,
                                      8.625%, 7/1/21                   3,490,165
Baa1       BBB           4,630       Racine County, Wisconsin,
                                      Health Center, 8.125%,
                                      8/1/21                           4,851,962
NR         NR            5,000       Rhode Island Health and
                                      Education Building,
                                      Steere House, 8.25%, 
                                      7/1/15                           5,220,100
NR         NR            7,915       Roseville, Minnesota,
                                      Elder Care Facility,
                                      Care Institute, Inc.,
                                      7.75%, 11/1/23                   7,771,422
NR         NR           12,430       St. Paul, Minnesota,
                                      Housing and
                                      Redevelopment, Care
                                      Institute, Inc.-
                                      Highland, 8.75%, 11/1/24        12,260,579
NR         NR            5,000       Sussex County, Delaware,
                                      Delaware Health
                                      Corporation, 7.6%, 
                                      1/1/24                           4,868,350
NR         NR            5,000       Sussex County, Delaware,
                                      Delaware Health
                                      Corporation, 7.5%, 1/1/14        5,039,450
NR         NR            4,500       Tarrant County Health
                                      Facilities, Texas, 3927
                                      Foundation, Inc.,
                                      10.25%, 9/1/19                   4,861,440
NR         NR            1,805       Upshur County, West
                                      Virginia County
                                      Commission, Holbrook
                                      Nursing Home, Inc.,
                                      10.25%, 4/1/12                   1,907,127
NR         NR            6,000       Westmoreland County,
                                      Pennsylvania, IDA,
                                      Highland Health System,
                                      Inc., 9.25%, 6/1/22              6,157,320
NR         NR            3,605       Wood County, West
                                      Virginia, West Virginia
                                      Rehabilitation Services,
                                      Inc., (AMT), 9.5%, 12/1/15       3,905,152
                                                                  --------------
                                                                  $  147,102,559
                                                                  --------------
                                     SINGLE & MULTI-FAMILY HOUSING - 3.2%
Aa         AA-        $ 10,000       California Housing
                                      Finance Agency, (AMT),
                                      "RIBS", Variable Rate,
                                      8/1/23(1)                   $    9,987,500
NR         NR            7,000       Chester County,
                                      Pennsylvania, IDB,
                                      Senior Life Choice of
                                      Paoli, L.P.,
                                      8.05%, 1/1/24                    6,534,640
NR         NR            9,500       Lake Creek Affordable
                                      Housing Corporation,
                                      Multifamily Housing,
                                      8%, 12/1/23                      9,627,585
NR         NR            8,000       Los Angeles County
                                      Housing Authority,
                                      California, Multifamily
                                      Housing, Corporate Fund
                                      for Housing Projects,
                                      10.5%, 12/1/29                   8,310,000
NR         BBB+          2,000       Massachusetts Housing
                                      Finance Authority,
                                      Multifamily, Harbor
                                      Point Revenue, (AMT),
                                      8%, 12/1/15                      2,079,440
NR         A             3,530       Nashville and Davidson
                                      County, Tennessee,
                                      Metropolitan IDB, The
                                      Park at Hermitage
                                      Project, 5.9%, 2/1/19            3,207,464
NR         NR            3,345       Minneapolis Community
                                      Development,
                                      Multifamily, Lindsay
                                      Brothers,
                                      9.5%, 12/1/07                    3,278,100
NR         NR            2,185       Minneapolis Community
                                      Development,
                                      Multifamily, Lindsay
                                      Brothers,
                                      1.5%, 12/1/07                      655,500
NR         NR            4,800       North Little Rock
                                      Residential Housing
                                      Facilities, Arkansas,
                                      Parkstone Place, 9.75%,
                                      8/1/21                           4,951,776
NR         NR            4,000       North Miami, Florida,
                                      Health Care Facilities,
                                      The Imperial Club,
                                      8%, 1/1/13                       3,640,000
NR         NR            8,925       North Miami, Florida,
                                      Health Care Facilities,
                                      The Imperial Club,
                                      9.25%, 1/1/13                    9,354,025
NR         NR            5,000       Village of North Syracuse
                                      Housing Authority, AJM
                                      Senior Housing, Inc.,
                                      Janus Park,8%, 6/1/24            4,695,350
NR         NR            5,800       Ridgeland, Mississippi,
                                      Urban Renewal, The
                                      Orchard Limited,
                                      7.75%, 12/1/15                   5,552,340
                                                                  --------------
                                                                  $   71,873,720
                                                                  --------------
                                     HOTELS - 0.6%
NR         NR         $  3,885       Chandler, Arizona, IDA,
                                      SMP II Limited Partner,
                                      Resort/Convention
                                      Center, 7.5%, 12/1/15       $    3,885,000
NR         NR            1,929       Illinois Development
                                      Finance Authority,
                                      Comfort Inn-O'Hare,
                                      10%, 5/1/16                      1,928,574
NR         NR            1,071       Illinois Development
                                      Finance Authority,
                                      Comfort Inn-O'Hare,
                                      2.5%, 5/1/16                       107,143
NR         NR            1,025       Kirksville, Missouri,
                                      IDA, Holiday Inn,
                                      10.5%, 7/1/03(3)                   563,750
NR         NR            3,615       Kirksville, Missouri,
                                      IDA, Holiday Inn, 11%,
                                      7/1/16(3)                        1,988,250
NR         NR            4,205       Niagara County, New York,
                                      IDA, Wintergarden Inn
                                      Associate,
                                      9.75%, 6/1/11(3)                 2,312,750
NR         NR            1,795       Orange Beach, Alabama,
                                      Romar Hotels, Inc.,
                                      10.5%, 4/1/16                    1,897,297
                                                                  --------------
                                                                  $   12,682,764
                                                                  --------------
                                     GENERAL OBLIGATIONS - 1.2%
A1         A          $ 14,500       California, 4.75%, 9/1/23    $   11,559,835
Ba1        BBB          10,000       Detroit, Michigan,
                                      Unlimited Tax, 8.7%,
                                      4/1/10                          11,058,000
Ba1        BBB           3,500       Detroit, Michigan,
                                      Unlimited Tax, Series
                                      1991, 8%, 4/1/11                 3,779,195
                                                                  --------------
                                                                  $   26,397,030
                                                                  --------------
                                     LEASE/COP - 1.2%
A          A-         $  5,000       California Public Works,
                                      Community College, 6%,
                                      10/1/14                     $    4,827,500
A          A            16,500       Indiana Transportation
                                      Finance, Airport
                                      Facilities, 6.25%,
                                      11/1/16                         16,344,900
NR         A-            3,500       Plymouth County,
                                      Massachusetts, COP,
                                      Plymouth County
                                      Correctional,
                                      7%, 4/1/22                       3,617,355
NR         NR            2,500       St. Louis, Missouri,
                                      Convention and Sports
                                      Facility, 7.9%, 8/15/21          2,671,400
                                                                  --------------
                                                                  $   27,461,155
                                                                  --------------
                                     TRANSPORTATION - 15.8%
Baa2       BB+        $ 28,000       Chicago, Illinois, O'Hare
                                      International, American
                                      Airlines, (AMT),
                                      7.875%, 11/1/25             $   29,211,280
Baa2       BB+          20,275       Chicago, Illinois, O'Hare
                                      International, American
                                      Airlines, 8.2%, 12/1/24         22,244,514
Baa2       BB+          41,000       Dallas-Fort Worth, Texas,
                                      International Airport
                                      Facility, American
                                      Airlines, (AMT), 7.25%,
                                      11/1/30                         41,347,680
Baa        BB            8,000       Denver, Colorado, Airport
                                      System Revenue, (AMT),
                                      7%, 11/15/25                     7,875,040
Baa        BB            7,800       Denver, Colorado, Airport
                                      System Revenue, (AMT),
                                      8%, 11/15/17                     8,056,074
Baa        BB            5,725       Denver, Colorado, Airport
                                      System Revenue, (AMT),
                                      7.5%, 11/15/23                   5,848,889
Baa3       BB           95,500       Denver, Colorado, United
                                      Airlines, (AMT),
                                      6.875%, 10/1/32(2)              91,135,650
NR         NR            2,000       Florida Mid-Bay Bridge
                                      Authority, 7.5%,
                                      10/1/17                          2,175,440
A          A-            5,000       Hawaii Airports, (AMT),
                                      7%, 7/1/18                       5,166,600
Ba1        BB           73,000       Kenton County Airport
                                      Board, Kentucky, Delta
                                      Airlines, (AMT),
                                      6.125%, 2/1/22                  64,351,690
NR         NR            2,200       Los Angeles International
                                      Airport, Continental
                                      Airlines, (AMT),
                                      9%, 8/1/08                       2,375,868
NR         NR            4,425       Los Angeles International
                                      Airport, Continental
                                      Airlines, (AMT),
                                      9%, 8/1/17                       4,702,448
NR         BBB           4,000       New York State Thruway
                                      Authority, Cross-
                                      Westchester Expressway,
                                      0%, 1/1/99                       3,183,720
NR         BBB           1,000       New York State Thruway
                                      Authority, Cross-
                                      Westchester Expressway,
                                      0%, 1/1/02                         657,900
NR         BBB           4,000       New York State Thruway
                                      Authority, Cross-
                                      Westchester Expressway,
                                      0%, 1/1/03                       2,539,880
NR         BBB           2,940       New York State Thruway
                                      Authority, Cross-
                                      Westchester Expressway,
                                      0%, 1/1/04                       1,694,146
NR         BBB           2,905       New York State Thruway
                                      Authority, Cross-
                                      Westchester Expressway,
                                      0%, 1/1/06                       1,460,518
A1         AA-          15,000       Port Authority of New
                                      York and New Jersey,
                                      (AMT), Variable Rate,
                                      1/15/27(1)                      15,128,400
B2         NR           11,000       Port Authority of New
                                      York and New Jersey, La
                                      Guardia Airport,
                                      Continental and Eastern
                                      Airlines, (AMT),
                                      9.125%, 12/1/15                 12,225,950
A1         AA-           5,000       Port of Seattle,
                                      Washington, (AMT), 6%,
                                      12/1/14                          4,820,700
A1         AA-           4,500       Port of Seattle,
                                      Washington, (AMT), 6%,
                                      11/1/17                          4,338,180
NR         NR           46,210       San Joaquin Hills,
                                      California, Toll Roads,
                                      0%, 1/1/20                       7,778,991
NR         NR           72,685       San Joaquin Hills,
                                      California, Toll Roads,
                                      0%, 1/1/21                      11,245,822
NR         NR           29,225       San Joaquin Hills,
                                      California, Toll Roads,
                                      0%, 1/1/22                       4,205,478
                                                                  --------------
                                                                  $  353,770,858
                                                                  --------------
                                     WATER & SEWER - 0.6%
A          A-         $ 10,000       New York City Municipal
                                      Water Finance
                                      Authority, 6.25%, 
                                      6/15/21                     $    9,973,100
Baa        BBB           4,000       Philadelphia,
                                      Pennsylvania, Municipal
                                      Water Finance
                                      Authority, 7%, 8/1/18            4,112,360
                                                                  --------------
                                                                  $   14,085,460
                                                                  --------------
                                     SOLID WASTE - 3.0%
Baa2       BBB+       $  6,050       Carbon County, Utah,
                                      Laidlaw, (AMT), 7.5%,
                                      2/1/10                      $    6,196,834
NR         BBB-          1,000       Greater Detroit Resource
                                      Recovery Authority,
                                      Michigan, A,
                                      9.25%, 12/13/08                  1,050,500
NR         BBB-          3,000       Greater Detroit Resource
                                      Recovery Authority,
                                      Michigan, E,
                                      9.25%, 12/13/08                  3,134,520
NR         BBB-          2,000       Greater Detroit Resource
                                      Recovery Authority,
                                      Michigan, G,
                                      9.25%, 12/13/08                  2,101,000
NR         BBB-          4,000       Greater Detroit Resource
                                      Recovery Authority,
                                      Michigan, H,
                                      9.25%, 12/13/08                  4,179,360
Ba         NR            2,000       Mercer County, New
                                      Jersey, Improvement
                                      Authority, (AMT), 0%,
                                      4/1/14                             456,120
Ba         NR            5,000       Mercer County, New
                                      Jersey, Improvement
                                      Authority, (AMT), 0%,
                                      4/1/15                           1,054,900
Ba         NR           10,000       Mercer County, New
                                      Jersey, Improvement
                                      Authority, (AMT), 0%,
                                      4/1/16                           1,951,700
A          NR            8,000       Northeast Maryland Waste
                                      Disposal Authority,
                                      Montgomery County
                                      Project, (AMT), 6.3%, 
                                      7/1/16                           7,780,240
NR         NR           35,000       Robbins, Cook County,
                                      Illinois, Robbins
                                      Resource Recovery
                                      Partners, L.P.,
                                      9.25%, 8/15/16                  37,904,300
                                                                  --------------
                                                                  $   65,809,474
                                                                  --------------
                                     COGENERATION FACILITIES - 2.4%
NR         NR         $ 21,150       New Jersey EDA, Vineland
                                      Cogeneration Limited
                                      Partnership Project,
                                      (AMT), 7.875%, 6/1/19       $   22,105,980
NR         NR            3,000       Palm Beach County,
                                      Florida, Solid Waste
                                      IDR, Osceola Power
                                      Limited Partnership
                                      Project, (AMT), 6.85%,
                                      1/1/14                           2,898,420
NR         NR           11,500       Palm Beach County,
                                      Florida, Solid Waste
                                      IDR, Osceola Power
                                      Limited
                                      PartnershipProject,
                                      (AMT), 6.95%, 1/1/22            11,119,465
NR         NR            4,250       Pennsylvania EDA,
                                      Northampton Generating
                                      Project, (AMT), 6.6%,
                                      1/1/19                           3,867,245
NR         NR            5,100       Pennsylvania EDA,
                                      Northampton Generating
                                      Project, (AMT), 6.5%,
                                      1/1/13                           4,735,248
NR         NR           10,000       Pennsylvania EDA, Colver
                                      Project, (AMT), 8.05%,
                                      12/1/15                         10,172,200
                                                                  --------------
                                                                  $   54,898,558
                                                                  --------------
                                     INDUSTRIALS - 11.0%
Baa2       NR         $  3,000       Camden, Alabama, IDB,
                                      MacMillan Bloedel
                                      Project, 7.75%, 5/1/09      $    3,152,010
NR         NR            4,370       College Park, Georgia,
                                      Airport Parking
                                      Venture, 7%, 5/15/16             3,933,000
Baa1       BBB          24,000       Courtland, Alabama, IDB,
                                      Champion International
                                      Corporation, (AMT), 7%,
                                      6/1/22                          24,287,520
Baa1       BBB          19,700       Courtland, Alabama, IDB,
                                      Champion International
                                      Corporation, (AMT),
                                      6.375%, 3/1/29                  18,644,277
Baa1       BBB          13,800       Dickenson County,
                                      Michigan, Champion
                                      International
                                      Corporation,
                                      5.85%, 10/1/18                  12,852,354
NR         NR            8,040       East Chicago, Indiana,
                                      PCR, Inland Steel
                                      Company Project #9,
                                      (AMT), 10%, 11/1/11              8,691,240
Ba3        B             5,000       East Chicago, Indiana,
                                      PCR, Inland Steel
                                      Company Project #11,
                                      7.125%, 6/1/07                   5,119,850
Baa1       BBB          19,000       Gulf Coast Waste
                                      Disposal, Texas,
                                      Champion International
                                      Corporation,
                                      (AMT), 6.875%, 12/1/28          19,075,810
NR         NR            7,456       Gwinnett County, Georgia,
                                      IDR, Plastics/
                                      Packaging, Inc., (AMT),
                                      10.75%, 5/1/13(3)                5,964,966
NR         A             3,000       Jackson, Tennessee, IDR,
                                      BICC Cables
                                      Corporation, (AMT),
                                      7.125%, 5/1/01                   3,141,420
Baa1       BBB-         10,000       Maine Finance Authority,
                                      Great Northern Paper,
                                      Inc., Project-Bowater
                                      Incorporated, (AMT),
                                      7.75%, 10/1/22                  10,507,000
NR         BB+           5,000       Maine Solid Waste
                                      Disposal, Boise Cascade
                                      Corporation, (AMT),
                                      7.9%, 6/1/15                     5,167,150
NR         NR            1,810       Massachusetts Industrial
                                      Finance Agency, IDR,
                                      Boston Beer Company,
                                      (AMT), 11.5%, 7/15/07            2,037,789
Baa1       BBB-          5,000       McMinn County, Tennessee,
                                      IDB, Calhoun Newsprint
                                      Company Project-Bowater
                                      Incorporated, (AMT),
                                      7.4%, 12/1/22                    5,176,900
NR         NR            4,370       Middleboro,
                                      Massachusetts, IDR,
                                      Read Corporation, 9.5%,
                                      10/1/10                          3,714,500
Baa2       BBB-          7,500       Pennsylvania, EDA,
                                      MacMillan Bloedel
                                      Project, (AMT), 7.6%,
                                      12/1/20                          7,922,925
Baa1       BBB+         10,000       Pennsylvania, EDA, Sun
                                      Company, Inc. (R&M),
                                      (AMT), 7.6%, 12/1/24            10,635,300
B3         BB-           6,000       Polk County, Florida,
                                      IDR, IMC Fertilizer,
                                      Inc., 1992, (AMT),
                                      7.60%, 1/1/15                    6,100,500
B1         BB-          15,075       Polk County, Florida,
                                      IDR, IMC Fertilizer,
                                      Inc., 1991, (AMT),
                                      7.525%, 1/1/15                  15,270,372
Baa3       BBB-         12,000       Port of Corpus Christi,
                                      Texas, Valero Refining
                                      & Marketing Company,
                                      10.25%, 6/1/17                  13,430,520
NR         NR            2,770       Savannah, Georgia, IDR,
                                      Intercat-Savannah,
                                      Inc., (AMT), 9.75%, 
                                      7/1/10                           2,950,244
NR         NR            4,000       Savannah, Georgia, IDR,
                                      Intercat-Savannah,
                                      Inc., (AMT), 9%, 1/1/15          4,178,200
A1         AA-          47,620       Valdez, Alaska, Marine
                                      Terminal, BP Pipelines,
                                      Inc., 5.5%, 10/1/28             42,328,942
A1         AA-          12,280       Valdez, Alaska, Marine
                                      Terminal, BP Pipelines,
                                      Inc., 5.65%, 12/1/28            11,168,536
                                                                  --------------
                                                                  $  245,451,325
                                                                  --------------
                                     INSURED UTILITY REVENUE BONDS -1.2%
Aaa        AAA        $ 10,000       Puerto Rico Telephone
                                      Authority, (MBIA),
                                      Variable Rate,
                                      1/25/07(1)                  $    9,650,000
Aaa        AAA          21,000       Sacramento, California,
                                      Municipal Utility
                                      District, (MBIA),
                                      4.75%, 9/1/21                   17,043,180
                                                                  --------------
                                                                  $   26,693,180
                                                                  --------------
                                     INSURED TRANSPORTATION - 2.4%
Aaa        AAA        $ 10,000       Metropolitan Washington
                                      Airports Authority,
                                      (MBIA), (AMT),
                                      6.25%, 10/1/21              $    9,923,100
Aaa        AAA          14,400       Metropolitan Washington
                                      Airports Authority,
                                      (MBIA), Variable Rate,
                                      10/1/21(1)                      12,852,000
Aaa        AAA          18,200       Mobile, Alabama, Airport
                                      Authority, (MBIA),
                                      6.25%, 10/1/00                  18,740,176
Aaa        AAA           3,680       Mobile, Alabama, Airport
                                      Authority, (MBIA),
                                      (AMT), 6.375%, 10/1/14           3,811,192
Aaa        AAA          10,000       Triborough Bridge and
                                      Tunnel Authority,
                                      "Rites", (MBIA),
                                      Variable Rate,
                                      1/1/19(1)                       10,071,000
                                                                  --------------
                                                                  $   55,397,468
                                                                  --------------
                                     INSURED HOSPITAL - 1.1%
Aaa        AAA        $ 10,300       Louisiana Public
                                      Facilities, St. Francis
                                      Medical Center, (FSA),
                                      Variable Rate,
                                      7/1/18(1)                   $    7,213,811
Aaa        AAA          10,000       Louisville, Kentucky,
                                      Alliant Health System,
                                      Inc., (MBIA), Variable
                                      Rate, 10/1/14(1)                10,787,500
Aaa        AAA           7,000       Montgomery County,
                                      Pennsylvania, Abington
                                      Memorial Hospital,
                                      (AMBAC), Variable Rate,
                                      6/1/11(1)                        7,710,220
                                                                  --------------
                                                                  $   25,711,531
                                                                  --------------
                                     INSURED SPECIAL TAX REVENUE - 8.7%
Aaa        AAA        $ 20,000       Los Angeles County
                                      (California),
                                      Metropolitan
                                      Transportation,
                                      (AMBAC), 4.75%, 7/1/18      $   16,537,200
Aaa        AAA          92,995       Metropolitan Pier and
                                      Exposition Authority,
                                      Illinois, McCormick
                                      Place Expansion Project,
                                      (MBIA), 0%, 6/15/28             10,834,847
Aaa        AAA          92,995       Metropolitan Pier and
                                      Exposition Authority,
                                      Illinois, McCormick
                                      Place Expansion Project,
                                      (FGIC), 0%, 6/15/29             10,155,054
Aaa        AAA           3,415       New Orleans Regional
                                      Transit Authority,
                                      Louisiana, Sales Tax,
                                      (FGIC), 0%, 12/1/12              1,137,571
Aaa        AAA          10,935       New Orleans Regional
                                      Transit Authority,
                                      Louisiana, Sales Tax,
                                      (FGIC), 0%, 12/1/15              2,968,306
Aaa        AAA          10,000       New Orleans Regional
                                      Transit Authority,
                                      Louisiana, Sales Tax,
                                      (FGIC), 0%, 12/1/21              1,816,200
Aaa        AAA           2,165       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/09            2,228,564
Aaa        AAA           2,305       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/10            2,356,471
Aaa        AAA           2,450       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/11            2,483,394
Aaa        AAA           2,600       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/12            2,624,180
Aaa        AAA           2,765       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/13            2,785,986
Aaa        AAA           2,935       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/14            2,949,704
Aaa        AAA           3,120       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/15            3,132,979
Aaa        AAA          33,080       Paramount Redevelopment
                                      Project #1, Tax
                                      Allocation Refunding,
                                      (MBIA), 6.25%, 8/1/23           32,945,364
Aaa        AAA          28,000       Pennsylvania
                                      Intergovernmental
                                      Corporation Authority,
                                      City of Philadelphia
                                      Refunding Program,
                                      (FGIC), 5.35%, 6/15/07          27,505,240
Aaa        AAA          21,655       Rancho Mirage,
                                      California, Water
                                      District Financing,
                                      (AMBAC),4.75%, 8/15/21          17,576,714
Aaa        AAA          13,350       Rancho Mirage,
                                      California, Whitewater
                                      Redevelopment Project,
                                      (MBIA), 5%, 4/1/24              11,411,981
Aaa        AAA          40,000       South Orange, California,
                                      Public Financing,
                                      Foothill Area, (FGIC),
                                      5.5%, 8/15/15                   37,220,000
Aaa        AAA           7,000       Utah Municipal Finance
                                      Corporation, Local
                                      Government Revenue,
                                      (FSA), 0%, 3/1/10                2,791,110
Aaa        AAA           6,000       Utah Municipal Finance
                                      Corporation, Local
                                      Government Revenue,
                                      (FSA), 0%, 3/1/11                2,238,900
                                                                  --------------
                                                                  $  193,699,765
                                                                  --------------
                                     INSURED INDUSTRIALS - 0.4%
Aaa        AAA        $ 11,950       Chicago, Illinois, The
                                      Peoples Gas Light and
                                      Coke Company, (AMBAC),
                                      "RIBS", (AMT), Variable
                                      Rate, 12/1/23(1)            $   10,202,313
                                                                  --------------
                                     INSURED HOUSING - 0.4%
Aaa        AAA        $    845       Mississippi Home
                                      Corporation, (FGIC),
                                      9.25%, 3/1/12               $      921,075
Aaa        AAA           7,525       SCA Multifamily Mortgage,
                                      IDB, Hamilton County,
                                      Tennessee, (AMT),
                                      7.35%, 1/1/30                    7,808,693
                                                                  --------------
                                                                  $    8,729,768
                                                                  --------------
                                     INSURED GENERAL OBLIGATION STATE &
                                     SCHOOL DISTRICT - 0.9%
Aaa        AAA        $ 10,000       California, (FSA), 4.75%,
                                      9/1/18                      $    8,274,000
Aaa        AAA          15,000       California, (FGIC),
                                      4.75%, 9/1/23                   12,092,850
                                                                  --------------
                                                                  $   20,366,850
                                                                  --------------
                                     INSURED WATER & SEWER - 0.6%
Aaa        AAA        $  5,150       Harrisburg, Pennsylvania,
                                      Water Revenue Bonds,
                                      "RIBS", Variable Rate,
                                      8/11/16(1)                  $    4,081,787
Aaa        AAA          10,000       New York City Municipal
                                      Water Finance
                                      Authority, (FSA),
                                      Variable Rate,
                                      6/15/21(1)                      10,062,500
                                                                  --------------
                                                                  $   14,144,287
                                                                  --------------
                                     REFUNDED & ESCROWED - 8.6%
NR         AAA        $ 70,000       Bakersfield, California,
                                      Bakersfield Assisted
                                      Living Center, 0%, 
                                      4/15/21                     $   11,109,700
Baa1       BBB           2,200       Bexar County, Texas,
                                      Health Facilities, St.
                                      Luke's Lutheran, 7%, 
                                      5/1/21                           2,456,674
NR         AAA          85,905       Colorado HFA, Retirement
                                      Housing, Liberty Heights
                                      Project, 0%, 7/15/24             9,529,442
NR         AAA          27,870       Colorado HFA, Retirement
                                      Housing, Liberty Heights
                                      Project, 0%, 7/15/20             4,174,647
Aaa        NR           27,100       Colorado HFA, Retirement
                                      Housing, Liberty Heights
                                      Project, 0%, 7/15/22             3,493,190
NR         NR            3,780       Edinburg Hospital
                                      Authority, Texas,
                                      Edinburg General
                                      Hospital, 10%, 7/1/11            3,931,238
NR         NR            7,000       Florida, Mid-Bay Bridge
                                      Authority Revenue
                                      Bonds, 6.875%, 10/1/22           7,870,870
NR         NR            1,820       Hyland Hills Park and
                                      Recreation District,
                                      Adams County, Colorado,
                                      9.75%, 7/1/01                    1,935,297
NR         NR            2,430       Hyland Hills Park and
                                      Recreation District,
                                      Adams County, Colorado,
                                      9.9%, 7/1/04                     2,600,853
NR         NR            1,615       Hyland Hills Park and
                                      Recreation District,
                                      Adams County, Colorado,
                                      10%, 7/1/06                      1,730,489
NR         AAA         143,260       Illinois Development
                                      Finance Authority,
                                      Regency Park at
                                      Lincolnwood,
                                      0%, 7/15/25                     14,742,887
NR         AAA         183,500       Illinois Development
                                      Finance Authority,
                                      Regency Park at
                                      Lincolnwood,
                                      0%, 7/15/23                     21,942,930
NR         NR            4,000       Jackson County, Oklahoma,
                                      Jackson County Memorial
                                      Hospital, 9%, 8/1/15             4,430,280
NR         AAA          12,750       Louisiana Public
                                      Facilities Authority,
                                      Southern Baptist
                                      Hospitals, Inc.,
                                      8%, 5/15/12                     15,014,272
Aaa        NR          145,500       Mississippi Housing
                                      Finance Corporation,
                                      Single Family Mortgage,
                                      0%, 6/1/15                      39,705,494
NR         NR            6,130       North Salt Lake Municipal
                                      Building Authority,
                                      Davis County, Utah,
                                      8.625%, 12/1/17                  7,518,506
NR         NR            9,265       Scottsdale IDA, Arizona,
                                      Westminster Village,
                                      Inc., 10%, 6/1/07               10,478,252
Aaa        AAA          19,165       Texas Turnpike Authority,
                                      Houston Ship Channel
                                      Bridge, 0%, 1/1/20              25,345,712
Aaa        AAA           2,675       Washington Public Power
                                      Supply System, Nuclear
                                      Project No. 1,
                                      14.375%, 7/1/01                  3,928,238
                                                                  --------------
                                                                  $  191,938,971
                                                                  --------------
                                     STUDENT LOANS  - 0.2%
NR         NR         $  4,000       Arizona Educational Loan
                                      Marketing Corporation,
                                      (AMT), 6.3%, 12/1/08        $    3,830,320
                                                                  --------------

                                     COLLEGES & UNIVERSITIES - 0.7%
NR         BBB-       $  3,300       Massachusetts Health and
                                      Educational Facilities,
                                      Nichols College,
                                      7%, 10/1/20                 $    3,326,202
Baa        NR            3,900       Mississippi Educational
                                      Facilities Authority,
                                      Tougaloo College,
                                      6.5%, 6/1/18                     3,902,418
Baa1       NR            4,000       New Hampshire Higher
                                      Educational and Health,
                                      Saint Anselm College,
                                      6.375%, 7/1/23                   3,707,280
NR         NR            4,460       New Hampshire Higher
                                      Educational and Health,
                                      Franklin Pierce
                                      Law Center, 7.5%, 7/1/22         4,621,496
                                                                  --------------
                                                                  $   15,557,396
                                                                  --------------
                                     TAX ALLOCATION  - 0.2%
Baa        BBB        $  3,915       Inglewood, California
                                      Public Financing
                                      Authority, In-Town,
                                      Manchester-Prairie and
                                      North Inglewood
                                      Industrial Park
                                      Redevelopment Projects-
                                      Redevelopment Loans
                                      7%, 5/1/22                  $    3,988,250
                                                                  --------------

                                     SPECIAL ASSESSMENT - 0.8%
A          BBB        $  8,000       Hoffman Estates,
                                      Illinois, Economic
                                      Development Project
                                      Area, 0%, 5/15/05           $    4,146,000
A          BBB          11,000       Hoffman Estates,
                                      Illinois, Economic
                                      Development Project
                                      Area, 0%, 5/15/06                5,285,170
A          BBB          17,460       Hoffman Estates,
                                      Illinois, Economic
                                      Development Project
                                      Area, 0%, 5/15/07                7,808,112
                                                                  --------------
                                                                  $   17,239,282
                                                                  --------------
                                     MISCELLANEOUS  - 4.4%
NR         NR         $  7,055       American Samoa Economic
                                      Development, Executive
                                      Office Building,
                                      10.125%, 9/1/08             $    7,775,316
NR         NR           11,500       Harris County, Texas,
                                      Space Center Houston
                                      Project, 9.25%, 8/15/15          9,775,000
NR         A-           16,500       Los Angeles Regional
                                      Airports Improvement
                                      Corporation, LAXFuel,
                                      (AMT), 6.5%, 1/1/32             15,831,914
NR         NR            4,825       Mille Lacs Capital
                                      Improvements, Mille
                                      Lacs Band of Chippewa
                                      Indians, 9.25%, 11/1/12          5,271,360
NR         NR           22,500       New Jersey, Sports &
                                      Exhibition Authority,
                                      Monmouth Park Project,
                                      8%, 1/1/25                      23,470,650
NR         NR           10,200       Orange County Community
                                      Activity Center Revenue
                                      Bonds, 8%, 3/1/24                9,974,478
NR         NR           19,500       Retama, Texas, Special
                                      Facilities Revenue,
                                      Retama Race Track,
                                      8.75%, 12/15/18                 19,058,325
NR         NR            6,654       Rhode Island Depositors
                                      Economic Protection
                                      Corporation, 10%, 7/1/07         7,335,600
                                                                  --------------
                                                                  $   98,492,643
                                                                  --------------
                                     TOTAL TAX-EXEMPT INVESTMENTS
                                      (identified cost
                                      $2,148,754,102)             $2,235,427,542
                                     TAXABLE INVESTMENT --  0.04%
NR         NR         $  1,000       Ridgeland, Mississippi,
                                      Urban Renewal, The
                                      Orchard Limited
                                      Project, 9%, 12/1/00
                                      (identified cost,
                                      $1,000,000)                      1,000,000
                                                                  --------------
                                     TOTAL INVESTMENTS
                                      (identified cost,
                                      $2,149,754,102)             $2,236,427,542
                                                                  ==============

(1) The above designated securities have been issued as inverse floater bonds.
(2) A portion of the above securities market value was segregated to cover
    margin requirements for open financial futures contracts.
(3) Non-income producing security.
(4) At March 31, 1995, the concentration of the Portfolio's investments in the
    various states determined as a percentage of total investments is as
    follows:
        California                                                 12.5%
        Other, representing less than 10% individually             87.5%

The Portfolio invests primarily in debt securities issued by municipalities. The
ability of the issuers of the debt  securities to meet their  obligations may be
affected by economic  developments in a specific  industry or  municipality.  In
order to reduce the risk  associated with such economic  developments,  at March
31, 1995,  15.7% of the securities in the portfolio of investments are backed by
bond insurance of various financial guaranty assurance  agencies.  The aggregate
percentage  by  financial   institution  ranges  from  2.3%  to  8.0%  of  total
investments.

Note:  The  classification  of securities by industry  sector set forth above is
unaudited.


                       See notes to financial statements

<PAGE>

                              FINANCIAL STATEMENTS

                      STATEMENT OF ASSETS AND LIABILITIES
- --------------------------------------------------------------------------------
                                 March 31, 1995
- --------------------------------------------------------------------------------
ASSETS:

  Investments, at value (Note 1A) (identified cost,
    $2,149,754,102)                                             $2,236,427,542
  Cash                                                                     376
  Receivable for investments sold                                    9,626,457
  Interest receivable                                               44,261,997
  Deferred organization expenses (Note 1D)                              56,371
                                                                --------------
      Total assets                                              $2,290,372,743
LIABILITIES:
  Demand note payable                            $42,304,000
  Payable for investments purchased                1,599,704
  Payable to affiliate --
    Trustees' fees                                     7,131
  Accrued expenses                                    97,947
                                                 -----------
      Total liabilities                                             44,008,782
                                                                --------------
NET ASSETS applicable to investors' interest in Portfolio       $2,246,363,961
                                                                ==============
SOURCES OF NET ASSETS:
  Net proceeds from capital contributions and
    withdrawals                                                 $2,168,217,421
  Unrealized appreciation of investments and
    financial futures contracts (computed on the
    basis of identified cost)                                       78,146,540
                                                                --------------
      Total                                                     $2,246,363,961
                                                                ==============



                       See notes to financial statements
<PAGE>

                            STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
                    For the six months ended March 31, 1995
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
  Interest income (Note 1B)                                       $ 82,735,460
  Expenses --
    Investment adviser fee (Note 2)                  $  4,931,250
    Compensation of Trustees not members
      of the Investment Adviser's organization             14,258
    Custodian fee (Note 2)                                 57,246
    Interest expense                                      297,072
    Legal and accounting services                          63,683
    Amortization of organization expense (Note 1D)          9,729
    Bond pricing                                           25,936
    Miscellaneous                                          36,752
                                                     ------------
        Total expenses                                               5,435,926
                                                                  ------------
          Net investment income                                   $ 77,299,534
                                                                  ------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized loss on investment transactions
    (identified cost basis)                                       $(70,999,376)
  Change in unrealized appreciation (depreciation) --
    Investments                                      $128,619,637
    Financial futures contracts                        (8,526,900)
                                                     ------------
  Net change in unrealized appreciation                            120,092,737
                                                                  ------------
        Net realized and unrealized gain on investments           $ 49,093,361
                                                                  ------------
          Net increase in net assets from operations              $126,392,895
                                                                  ============



                       See notes to financial statements

<PAGE>

                      STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
                                             SIX MONTHS       YEAR ENDED
                                             ENDED            SEPTEMBER 30,
                                             MARCH 31, 1995   1994
                                             ---------------  ---------------
INCREASE (DECREASE) IN NET ASSETS:
  From operations --
    Net investment income                     $   77,299,534   $  144,467,768
    Net realized gain (loss) on investment
      transactions                               (70,999,376)      (8,642,077)
    Change in unrealized appreciation
      (depreciation) of investments              120,092,737     (224,012,810)
                                              --------------   --------------
      Net increase (decrease) in net assets
        from operations                       $  126,392,895   $  (88,187,119)
                                              --------------   --------------
  Capital transactions --
    Contributions                             $  240,896,047   $  760,864,297
    Withdrawals                                 (331,861,267)    (545,063,348)
                                              --------------   --------------
      Increase (decrease) in net assets
        resulting from capital transactions   $  (90,965,220)  $  215,800,949
                                              --------------   --------------
        Total increase in net assets          $   35,427,675   $  127,613,830
NET ASSETS:
  At beginning of year                         2,210,936,286    2,083,322,456
                                              --------------   --------------
  At end of year                              $2,246,363,961   $2,210,936,286
                                              ==============   ==============


- --------------------------------------------------------------------------------
                               SUPPLEMENTARY DATA
- --------------------------------------------------------------------------------
                                                       YEAR ENDED SEPTEMBER 30,
                                      SIX MONTHS ENDED ------------------------
                                       MARCH 31, 1995       1994       1993*
                                      ----------------      ----       ----
RATIOS (As a percentage of average
    net assets):
  Expenses                                  0.50%+          0.50%      0.47%+
  Net investment income                     7.17%+          6.55%      6.58%+
PORTFOLIO TURNOVER                            32%             40%        13%

+ Computed on an annualized basis.
* For the period from the start of business, February 1, 1993 to September 30,
  1993.



                       See notes to financial statements

<PAGE>

                         NOTES TO FINANCIAL STATEMENTS

- --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
National Municipals 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 May 1,
1992. The  Declaration  of Trust permits the Trustees to issue  interests in the
Portfolio.  The following is a summary of significant accounting policies of the
Portfolio.  The policies are in conformity  with generally  accepted  accounting
principles.

A. INVESTMENT  VALUATIONS -- Municipal bonds are normally valued on the basis of
valuations furnished by a pricing service.Taxable obligations, if any, for which
price  quotations are readily  available are normally valued at the mean between
the latest bid and asked prices. Futures contracts listed on commodity exchanges
are valued at closing settlement  prices.  Short-term  obligations,  maturing in
sixty days or less,  are valued at amortized  cost,  which  approximates  value.
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. INCOME -- Interest  income is  determined  on the basis of interest  accrued,
adjusted  for  amortization  of premium or discount  when  required  for federal
income tax purposes.

C. INCOME  TAXES -- The  Portfolio is treated as a  partnership  for 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
ultimately  responsible  for  the  payment  of  any  taxes.  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  Internal  Revenue  Code) in order for its  investors to satisfy  them.  The
Portfolio will allocate at least  annually  among its investors each  investors'
distributive  share of the  Portfolio's  net  taxable  (if any) and tax-  exempt
investment  income,  net realized  capital gains, and any other items of income,
gain,  loss,  deduction or credit.  Interest income received by the Portfolio on
investments in municipal bonds,  which is excludable from gross income under the
Internal  Revenue  Code,  will retain its status as income  exempt from  Federal
income tax when  allocated  to the  Portfolio's  investors.  The portion of such
interest,  if any, earned on private  activity bonds issued after August 7, 1986
may be considered a tax preference item for investors.

D.  DEFERRED  ORGANIZATION  EXPENSES  --  Costs  incurred  by the  Portfolio  in
connection with its organization are being amortized on the straight-line  basis
over five years.

E.  FINANCIAL  FUTURES  CONTRACTS  -- Upon the  entering of a financial  futures
contract, the Portfolio is required to deposit ("initial margin") either in 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 the
daily fluctuations in the value of the underlying security, and are recorded for
book purposes as unrealized  gains or losses by the Portfolio.  The  Portfolio's
investment  in financial  futures  contracts is designed  only to hedge  against
anticipated  future  changes  in  interest  rates.  Should  interest  rates move
unexpectedly,  the  Portfolio  may not achieve the  anticipated  benefits of the
financial futures contracts and may realize a loss.

F. LEGAL  FEES -- Legal  fees and other  related  expenses  incurred  as part of
negotiations  of the terms and  requirements of capital  infusions,  or that are
expected to result in the  restructuring of or a plan of  reorganization  for an
investment are recorded as realized losses.  Ongoing  expenditures to protect or
enhance an investment are treated as operating expenses.

G. WHEN-ISSUED AND DELAYED DELIVERY  TRANSACTIONS -- The Portfolio may engage in
when-issued or delayed delivery transactions. The Portfolio records when- issued
securities on trade date and maintains  security  positions such that sufficient
liquid  assets will be available to make payment for the  securities  purchased.
Securities  purchased on a when-issued  or delayed  delivery basis are marked to
market daily and begin accruing interest on settlement date.

H. OTHER -- Investment transactions are accounted for on a trade date basis.

- --------------------------------------------------------------------------------
(2) INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment  adviser fee is earned by Boston Management and Research (BMR), a
wholly-owned  subsidiary of Eaton Vance  Management  (EVM), as compensation  for
management and investment  advisory services rendered to the Portfolio.  The fee
is based upon a  percentage  of average  daily net assets plus a  percentage  of
gross income,  (i.e., income other than gains from the sale of securities).  For
the  six  months  ended  March  31,  1995,  the  fee  was  equivalent  to  0.46%
(annualized) of the Portfolio's  average net assets for such period and amounted
to  $4,931,250.  Except as to Trustees of the  Portfolio  who are not members of
EVM's or BMR's  organization,  officers and Trustees  receive  remuneration  for
their services to the Portfolio out of such  investment  adviser fee.  Investors
Bank & Trust Company (IBT),  an affiliate of EVM and BMR, 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.  Certain of the  officers  and  Trustees  of the
Portfolio are officers and directors/trustees of the above organizations.

Trustees of the Portfolio  that are not affiliated  with the Investment  Adviser
may  elect to defer  receipt  of all or a  percentage  of their  annual  fees in
accordance with the terms of the Trustees  Deferred  Compensation  Plan. For the
six months ended March 31, 1995, no significant amounts have been deferred.

- --------------------------------------------------------------------------------
(3) INVESTMENTS
Purchases and sales of investments,  other than U.S.  Government  securities and
short term obligations, aggregated $698,087,837 and $685,042,420, respectively.

- --------------------------------------------------------------------------------
(4) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized  appreciation/depreciation  in value of the  investments
owned at March 31,  1995,  as  computed on a federal  income tax basis,  were as
follows:


Aggregate cost                                                  $2,149,754,102
                                                                ==============
Gross unrealized appreciation                                   $  121,419,499
Gross unrealized depreciation                                       34,746,059
                                                                --------------
    Net unrealized appreciation                                 $   86,673,440
                                                                ==============

- --------------------------------------------------------------------------------
(5) LINE OF CREDIT
The Portfolio  participates  with other  portfolios and funds managed by BMR and
EVM in a $120 million  unsecured line of credit  agreement with a bank. The line
of credit  consists  of a $20  million  committed  facility  and a $100  million
discretionary  facility.  Borrowings  will be made by the  Portfolio  solely  to
facilitate  the  handling  of  unusual  and/or  unanticipated   short-term  cash
requirements.  Interest is charged to each Portfolio  based on its borrowings at
an amount  above  either the bank's  adjusted  certificate  of deposit  rate,  a
variable  adjusted  certificate  of deposit rate,  or a federal funds  effective
rate.  In  addition,  a fee  computed  at an annual rate of 1/4 of 1% on the $20
million  committed  facility and on the daily unused portion of the $100 million
discretionary facility is allocated among the participating funds and Portfolios
at the end of each quarter. For the six months ended March 31, 1995, the average
daily loan  balance was  $17,085,667  and the average  interest  rate was 7.07%,
respectively.  The  maximum  borrowings  at any month end  during the six months
ended March 31, 1995 was $42,381,000. At March 31, 1995 the Portfolio had a loan
of $42,304,000 outstanding.

- --------------------------------------------------------------------------------
(6) FINANCIAL INSTRUMENTS
The Portfolio  regularly trades in financial  instruments with off-balance sheet
risk in the normal  course of its  investing  activities  to assist in  managing
exposure to various market risks.  These financial  instruments  include written
options and futures contracts and may involve, to a varying degree,  elements of
risk in excess of the amounts recognized for financial statement purposes.

The  notional  or  contractual  amounts  of  these  instruments   represent  the
investment the Portfolio has in particular classes of financial  instruments and
does not  necessarily  represent the amounts  potentially  subject to risk.  The
measurement of the risks  associated  with these  instruments is meaningful only
when all related and offsetting transactions are considered.

A summary of obligations under these financial  instruments at March 31, 1995 is
as follows:

 FUTURES CONTRACTS                                           NET UNREALIZED
  EXPIRATION DATE         CONTRACTS            POSITION       DEPRECIATION
 -----------------        ---------            --------      --------------
      6/95         5,000 U.S. Treasury Bonds     Short          8,526,900
                                                                =========

At March 31, 1995, the Portfolio had sufficient cash and/or  securities to cover
margin requirements on open futures contracts.


<PAGE>
                          INDEPENDENT AUDITORS' REPORT
- --------------------------------------------------------------------------------

To the Trustees and Investors of
National Municipals Portfolio:

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of investments,  of National Municipals  Portfolio as of March 31,
1995,  the related  statement of operations  for the six months then ended,  the
statement  of changes in net assets for the six months  ended March 31, 1995 and
for the year ended  September  30, 1994 and the  supplementary  data for the six
months ended March 31, 1995,  for the year ended  September 30, 1994 and for the
period from the start of  business,  February 1, 1993,  to  September  30, 1993.
These financial  statements and supplementary data are the responsibility of the
Trust's  management.  Our  responsibility  is to  express  an  opinion  on these
financial statements and supplementary data based on our audits.


We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance about whether the financial  statements and  supplementary
data are free of material misstatement.  An audit includes examining,  on a test
basis,  evidence  supporting  the  amounts  and  disclosures  in  the  financial
statements.  Our procedures  included  confirmation of securities owned at March
31, 1995 by  correspondence  with the custodian and brokers;  where replies were
not received from brokers, we performed other auditing procedures. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion, such financial statements and supplementary data present fairly,
in  all  material  respects,  the  financial  position  of  National  Municipals
Portfolio at March 31, 1995, the results of its  operations,  the changes in its
net assets,  and its  supplementary  data for the  respective  stated periods in
conformity with generally accepted accounting principles.





                                                  DELOITTE & TOUCHE LLP

Boston, Massachusetts
May 5, 1995


<PAGE>

                           INVESTMENT MANAGEMENT

EV TRADITIONAL        OFFICERS                  INDEPENDENT TRUSTEES
NATIONAL              THOMAS J. FETTER          DONALD R. DWIGHT
MUNICIPALS FUND       President                 President, Dwight Partners, Inc.
24 Federal Street     JAMES B. HAWKES             Chairman, Newspapers of
Boston, MA 02110      Vice President, Trustee     New England, Inc.
                      ROBERT B. MACINTOSH       SAMUEL L. HAYES, III
                      Vice President            Jacob H. Schiff Professor of 
                      JAMES L. O'CONNOR           Investment Banking, Harvard
                      Treasurer                   University Graduate School of
                      THOMAS OTIS                 Business  Administration
                      Secretary                  NORTON H. REAMER
                      BARBARA E.CAMPBELL           President and Director,
                      Assistant Treasurer          United Asset Management
                      DOUGLAS C. MILLER            Corporation
                      Assistant  Treasurer       JOHN L. THORNDIKE
                      JANET E. SANDERS             Director, Fiduciary Company
                      Assistant Treasurer and      Incorporated
                      Assistant Secretary        JACK L. TREYNOR
                      A. JOHN MURPHY               Investment Adviser
                      Assistant Secretary          and Consultant
                      ----------------------------------------------------------
NATIONAL              OFFICERS                  INDEPENDENT TRUSTEES
MUNICIPALS            THOMAS J. FETTER          DONALD R. DWIGHT
PORTFOLIO             President                 President, Dwight Partners, Inc.
24 Federal Street     JAMES B. HAWKES             Chairman, Newspapers of
Boston, MA 02110      Vice President, Trustee     New England, Inc.
                      ROBERT B. MACINTOSH       SAMUEL L. HAYES, III
                      Vice President            Jacob H. Schiff Professor of 
                      JAMES L. O'CONNOR           Investment Banking, Harvard
                      Treasurer                   University Graduate School of
                      THOMAS OTIS                 Business  Administration
                      Secretary                 NORTON H. REAMER
                      BARBARA E.CAMPBELL           President and Director,
                      Assistant Treasurer          United Asset Management
                      JANET E. SANDERS             Corporation
                      Assistant  Treasurer and  JOHN L. THORNDIKE
                      Assistant Secretary         Director, Fiduciary Company
                      A. JOHN MURPHY              Incorporated
                      Assistant Secretary       JACK L. TREYNOR
                      PORTFOLIO MANAGER           Investment Adviser
                      THOMAS M. METZOLD           and Consultant 


<PAGE>
INVESTMENT ADVISER OF
NATIONAL MUNICIPALS PORTFOLIO
Boston Management and Research
24 Federal Street
Boston, MA 02110

ADMINISTRATOR OF
EV TRADITIONAL NATIONAL
MUNICIPALS FUND
Eaton Vance Management
24 Federal Street
Boston, MA 02110

PRINCIPAL UNDERWRITER
Eaton Vance Distributors, Inc.
24 Federal Street
Boston, MA 0210
(617) 482-8260

CUSTODIAN
Investors Bank & Trust Company
24 Federal Street
Boston, MA 02110

TRANSFER AGENT
The Shareholder Services Group, Inc.
BOS725
P.O. Box 1559
Boston, MA 02104

INDEPENDENT AUDITORS
Deloitte & Touche LLP
125 Summer Street
Boston, MA 02110

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 TRADITIONAL
NATIONAL MUNICIPALS FUND
24 FEDERAL STREET
BOSTON, MA 02110

T-NASRC

EV TRADTIONAL
NATIONAL
MUNICIPALS FUND

[Photograph of Capitol Building]

SEMI-ANNUAL
SHAREHOLDER REPORT
MARCH 31, 1995



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