EATON VANCE INVESTMENT TRUST
N-30D, 1995-05-12
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<PAGE>

TO SHAREHOLDERS

During  the six  months  that  ended  March 31,  1995,  EV  Marathon  California
Municipals Fund paid to its shareholders  monthly income dividends of $0.251 per
share and capital gains of $0.117 per share.

Based on the most  recent  dividend  paid and the Funds net asset value of $9.35
per share on March 31, 1995,  the Funds  annualized  distribution  rate was 5.19
percent.  To equal that rate in a taxable  investment,  a couple in the combined
43.04 percent tax bracket would have to receive 9.11 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, had in any way affected their investment.  The answer
is no. After a brief period during which the value of California bonds declined,
the market  realized that this was a county  problem.  From that point on, other
California investments were not significantly 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 invest-ment,  and how your portfolios  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 5, 1995

+  A portion of the  Portfolios  income could be subject to Federal  alternative
   minimum tax.
<PAGE>
MANAGEMENT REPORT

California  rebounded  somewhat  from  the  recession  during  1994,  though  it
continued to lag behind the national  economy.  The state was later than most to
enter the recession and is now later than most in terms of recovery.

That  tardiness  was  compounded  by  defense  cutbacks,  both in  terms of base
closings and cuts  experienced by defense  contractors,  many of which are major
employers in the state.

Californias  economy is expected  to  continue to recover,  though the pace will
probably  remain  slower  than that of the  nation.  The state  appears  to have
revenues and expenditures  better  balanced,  and credit rating agencies seem to
agree that its rating has stabilized.

The well-documented  financial problems of Orange County had virtually no effect
on the Portfolio, which owns no direct Orange County credits. The Portfolio does
own bonds of five issuers that  invested in the Orange County  investment  pool,
but there has been no adverse effect on the creditworthiness of these issuers.

          PORTFOLIO OVERVIEW

          Based on market value as of March 31, 1995

          Number of issues ..................    114
          Average quality ...................      A+
          Investment grade ..................   87.2%
          Effective maturity (years) ........   15.82
Largest sectors:
   Lease Revenue ............................   17.7%
   Escrowed .................................   15.3
   Tax allocation ...........................    9.1
   Housing ..................................    8.7
   Insured utilities ........................    7.5*

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

YOUR INVESTMENT AT WORK
Central Valley
Financing Authority
Carson Cogeneration Project

The CVFA is using  the  money  raised  by the  sale of  these  bonds to  finance
construction of a cogeneration  project.  This facility will generate electrical
power that will be purchased by the Sacramento Municipal Utility District.

This project is the first of four cogeneration  plants planned in the Sacramento
area that will replace power that is now  purchased  from Pacific Gas & Electric
Co. and Southern California Edison Co.

FROM THE PORTFOLIO MANAGER

[Photo of Robert B. MacIntosh]

"We agree with the credit rating agencies that have given California a rating in
the A range and we believe that the states rating has  stabilized at that level.
Approximately  8.5 percent of the Portfolio  consists of state-backed  bonds, an
indication  of our belief that the ratings  have  bottomed and will improve over
time.

"We have adopted a strategy of maintaining a low exposure to health care because
it is an extremely  competitive  industry in the United States, and even more so
in California."

- -- Robert B. MacIntosh, Portfolio Manager
<PAGE>

                     EV MARATHON CALIFORNIA MUNICIPALS FUND

                              FINANCIAL STATEMENTS

                      STATEMENT OF ASSETS AND LIABILITIES
- --------------------------------------------------------------------------------
                          March 31, 1995 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:
  Investment in California Tax Free Portfolio,
    at value Note 1A)
    (identified cost, $403,864,393)                              $418,872,672
  Receivable for Fund shares sold                                     482,304
                                                                 ------------
      Total assets                                               $419,354,976
LIABILITIES:
  Dividends payable                                   $950,285
  Payable for Fund shares redeemed                     617,127
  Payable to affiliates --
    Custodian fee                                        1,000
    Trustees fees                                          796
  Accrued expenses                                     263,702
                                                      --------
      Total liabilities                                             1,832,910
                                                                 ------------

NET ASSETS for 44,667,505 shares of beneficial
   interest outstanding                                          $417,522,066
                                                                 ============
SOURCES OF NET ASSETS:
  Paid-in capital                                                $435,011,305
  Accumulated net realized loss on investments
    and financial futures transactions
    (computed on the basis of identified cost)                    (25,891,069)
  Accumulated distributions in excess of net
    realized gain on investments                                   (5,310,866)
  Accumulated distributions in excess of net
    investment income                                              (1,295,583)
  Unrealized appreciation of investments and
    financial futures contracts from Portfolio
    (computed on the basis of identified cost)                     15,008,279
                                                                 ------------
      Total                                                      $417,522,066
                                                                 ============

NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE
  (NOTE 6) PER SHARE ($417,522,066 / 44,667,505 shares
  of beneficial interest outstanding)                              $9.35
                                                                   =====



                       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                       $ 14,351,059
  Expenses allocated from Portfolio                                (1,209,758)
                                                                 ------------
      Total investment income                                    $ 13,141,301
  Expenses --
    Compensation of Trustees not members of
      the Administrator's organization            $      1,608
    Custodian fees (Note 4)                             12,540
    Distribution fees (Note 5)                       1,947,004
    Transfer and dividend disbursing agent
      fees                                             151,455
    Printing and postage                                59,452
    Legal and accounting services                       14,003
    Registration costs                                   1,370
    Miscellaneous                                        8,569
                                                  ------------
      Total expenses                                                 2,196,001
                                                                  ------------
        Net investment income                                     $ 10,945,300
                                                                  ------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS:
  Net realized gain (loss) from Portfolio --
    Investment transactions (identified cost
      basis)                                      $(16,590,337)
    Financial futures contracts                       (211,224)
                                                  ------------
      Net realized loss on investments                           $(16,801,561)
  Change in unrealized appreciation
        (depreciation) of investments                              24,171,847
                                                                 ------------
      Net realized and unrealized gain on
        investments                                              $  7,370,286
                                                                 ------------
        Net increase in net assets from
          operations                                             $ 18,315,586
                                                                 ============


                       See notes to financial statements
<PAGE>

                      STATEMENT OF CHANGES IN NET ASSETS
- ------------------------------------------------------------------------------
                                                            YEAR ENDED
                                                            SEPTEMBER 30,
                                                 ----------------------------
                                                     1995**         1994*
                                                 -------------   ------------
INCREASE (DECREASE) IN NET ASSETS:
  From operations --
    Net investment income                         $ 10,945,300   $ 11,467,925
    Net realized loss on investments               (16,801,561)   (10,559,752)
    Change in unrealized appreciation
      (depreciation) of investments                 24,171,847       (926,810)
                                     
      Net increase (decrease) in net assets
        from operations                           $ 18,315,586   $    (18,637)
                                                  ------------   ------------
  Distributions to shareholders from (Note 2) --
    From net investment income                    $(10,945,300)  $(11,467,925)
    In excess of net investment income                (521,777)    (1,709,784)
    In excess of net realized gain on
      investments                                   (5,310,866)       --
                                                  ------------   ------------
      Total distributions to shareholders         $(16,777,943)  $(13,177,709)
                                                  ------------   ------------

  Transactions in shares of beneficial interest
    (Note 3) --
      Proceeds from sales of shares               $ 16,563,821   $ 20,853,736
      Net asset value of shares issued to
        shareholder in payment of distributions
        declared                                     7,320,394      5,336,955
      Cost of shares redeemed                      (47,490,519)   (36,817,405)
                                                  ------------   ------------
        Decrease in net assets from Fund share
          transactions                            $(23,606,304)  $(10,626,714)
                                                  ------------   ------------
          Net decrease in net assets              $(22,068,661)  $(23,823,060)
NET ASSETS:
  At beginning of period                           439,590,727    463,413,787
                                                  ------------   ------------
  At end of period (including accumulated
    distributions in excess of net investment
    income of $1,295,583 and $1,177,662,
    respectively)                                 $417,522,066   $439,590,727
                                                  ============   ============

 * For the six months ended September 30, 1994. The Fund changed its fiscal year
   end from March 31, to September 30, effective September 30, 1994.

** For the six months ended March 31, 1995 (unaudited).



                       See notes to financial statements
<PAGE>
                             FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                          YEAR ENDED SEPTEMBER 30,        YEAR ENDED MARCH 31,         YEAR ENDED
                          ------------------------    -----------------------------  SEPTEMBER 30,
                             1995<F3>    1994<F1>      1994       1993       1992<F2>     1991
                             -------     -------     -------     -------     -------     -------
<S>                          <C>         <C>         <C>         <C>         <C>         <C>    
NET ASSET VALUE,
  beginning of period        $ 9.290     $ 9.560     $10.200     $ 9.850     $10.000     $ 9.570
                             -------     -------     -------     -------     -------     -------
INCOME FROM
  OPERATIONS:
  Net investment
    income                   $ 0.239     $ 0.240     $ 0.480     $ 0.509     $ 0.264     $ 0.533
  Net realized and
    unrealized gain (loss)
    on investments             0.188      (0.234)     (0.395)      0.524      (0.100)      0.544
                             -------     -------     -------     -------     -------     -------
      Total income from
        operations           $ 0.427     $ 0.006     $ 0.085     $ 1.033     $ 0.164     $ 1.077
                             -------     -------     -------     -------     -------     -------

LESS DISTRIBUTIONS:
  From net investment
    income                   $(0.239)    $(0.240)    $(0.480)    $(0.509)    $(0.264)    $(0.533)
  In excess of net
    investment income         (0.011)     (0.036)     (0.092)     (0.115)     (0.050)     (0.114)
  In excess of net
    realized gain on
    investments               (0.117)       --        (0.153)     (0.059)       --          --
                             -------     -------     -------     -------     -------     -------
      Total
        distributions        $(0.367)    $(0.276)    $(0.725)    $(0.683)    $(0.314)    $(0.647)
                             -------     -------     -------     -------     -------     -------
NET ASSET VALUE,
  end of period              $ 9.350     $ 9.290     $ 9.560     $10.200     $ 9.850     $10.000
                             =======     =======     =======     =======     =======     =======
TOTAL RETURN<F7>                4.87%       0.06%       0.55%      10.82%       3.29%      11.59%
RATIOS/SUPPLEMENTAL
  DATA:
  Net assets, end of
    year (000 omitted)      $417,522    $439,591    $463,414    $438,938    $362,597    $353,990
  Ratio of net expenses to
    average net assets<F5>    1.66%<F4>   1.63%<F4>   1.67%       1.84%       1.87%<F4>   1.90%
  Ratio of net investment 
    income to average
    net assets                5.33%<F4>   5.06%<F4>   4.64%       5.05%       5.28%<F4>   5.42%
PORTFOLIO TURNOVER
  RATE<F6>                      --          --           5%        139%         65%         36%
<FN>
<F1> For the six months ended  September  30, 1994.  The Fund changed its fiscal
     year end from March 31, to September 30, effective September 30, 1994.
<F2> For the six months ended March 31,  1992.  The Fund changed its fiscal year
     end from September 30, to March 31, effective March 31, 1992.
<F3> For the six months ended March 31, 1995 (unaudited).
<F4> Computed on an annualized basis.
<F5> Includes  the Fund's share of  California  Tax Free  Portfolio's  allocated
     expenses for the periods  ended March 31, 1995 and  September  30, 1994 and
     the period from May 3, 1993, to March 31, 1994.
<F6> Portfolio Turnover represents the rate of portfolio activity for the period
     while the Fund was making investments directly in securities. The portfolio
     turnover rate for the period since the Fund transferred  substantially  all
     of its  investable  assets  to the  Portfolio  is shown in the  Portfolio's
     financial statements which are included elsewhere in this report.
<F7> Total  return is  calculated  assuming a purchase at the net asset value on
     the  first  day and a sale at the net  asset  value on the last day of each
     period  reported.  Dividends and  distributions,  if any, are assumed to be
     reinvested at the net asset value on the payable date.
</FN>
</TABLE>
<PAGE>
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)
- --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES

EV Marathon  California  Municipals  Fund (the Fund) is a diversified  series of
Eaton Vance  Investment  Trust (the  Trust).  The Trust is an entity of the type
commonly known as a  Massachusetts  business  trust and is registered  under the
Investment Company Act of 1940, as amended, as an open-end mangement  investment
company.  The Fund  invests all of its  investable  assets in  interests  in the
California Tax Free 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  (98.2% 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  Fund  in  the  preparation  of  its  financial
statements.  The policies are in conformity with generally  accepted  accounting
principles.

A.  INVESTMENT  VALUATIONS  --  Valuation  of  securities  by the  Portfolio  is
discussed in Note 1 of the Portfolio's  Notes to Financial  Statements which are
included elsewhere in this report.

B. INCOME -- The Fund's net  investment  income  consists of the Fund's pro rata
share of the net investment income of the Portfolio, less all actual and accrued
expenses of the Fund determined in accordance with generally accepted accounting
principles.

C. FEDERAL  TAXES -- The Fund's  policy is to comply with the  provisions of the
Internal  Revenue Code  applicable  to  regulated  investment  companies  and to
distribute  to  shareholders  each year all of its taxable  income,  if any, 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
$11,262,006  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.  DISTRIBUTION  COSTS -- For book  purposes,  commissions  paid on the sale of
shares and other distribution costs are charged to operations. For tax purposes,
commissions  paid were charged to paid-in capital prior to November 16, 1994 and
subsequently  charged to operations.  The change in the tax accounting  practice
was prompted by a recent Internal  Revenue Service ruling,  and has no effect on
either the Fund's  current  yield or total  return  (Notes 2 and 5).

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

F.  RECLASSIFICATION  -- Certain  prior year amounts have been  reclassified  to
conform to the current year presentation.
<PAGE>
- --------------------------------------------------------------------------------
G. INTERIM FINANCIAL INFORMATION -- The interim financial statements relating to
March 31, 1995 and for the six month  period then ended have not been audited by
independent  certified  public  accountants,  but in the  opinion  of the Fund's
management,  reflect  all  adjustments,  consisting  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 over-distributions  for financial statement purposes are
classified as  distributions  in excess of net investment  income or accumulated
net realized gains.  Permanent  differences  between book and tax accounting are
reclassified  to paid-in  capital.  During the  period  from  October 1, 1994 to
November 15, 1994, $403,856 was reclassified from distributions in excess of net
investment  income to paid in capital,  due to differences  between book and tax
accounting for distribution costs being considered as permanent differences. Net
investment  income,  net realized gains and net assets were not affected by this
reclassification.

- --------------------------------------------------------------------------------
(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:


                                    YEAR ENDED SEPTEMBER 30,

                                    ----------------------------
                                    1995**           1994*
                                    ----------------------------
  Sales                             1,838,114        2,200,594
  Issued to shareholders electing
    to receive payments of
    distributions in Fund shares       822,946          563,552
  Redemptions                       (5,327,474)      (3,895,080)
                                    -----------      -----------
      Net decrease                  (2,666,414)      (1,130,934)
                                    ===========      ===========

*  For the six months ended September 30, 1994.
** For the six months ended March 31, 1995 (unaudited).
<PAGE>
- --------------------------------------------------------------------------------
(4) TRANSACTIONS WITH AFFILIATES

Eaton Vance Management  (EVM) serves only 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.  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.  Investors Bank & Trust Company (IBT),  an affiliate of EVM, serves
as custodian of 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  Portfolio  are  officers  and
directors/trustees of the above organizations (Note 5).

- --------------------------------------------------------------------------------
(5) DISTRIBUTION PLAN

The Fund has adopted a  distribution  plan (the  "Plan")  pursuant to Rule 12b-1
under the Investment  Company Act of 1940. The Plan requires the Fund to pay the
Principal  Underwriter,  Eaton Vance  Distributors,  Inc. (EVD) amounts equal to
1/365  of  0.75%  of  the  Fund's  daily  net  assets,   for  providing  ongoing
distribution  services and facilities to the Fund.  The Fund will  automatically
discontinue  payments to EVD during any period in which there are no outstanding
Uncovered Distribution Charges, which are equivalent to the sum of (i) 5% of the
aggregate  amount  received by the Fund for shares  sold plus (ii)  distribution
fees calculated by applying the rate of 1% over the prevailing prime rate to the
outstanding  balance of Uncovered  Distribution  Charges of EVD,  reduced by the
aggregate  amount of  contingent  deferred  sales charges (see Note 6) and daily
amounts  theretofore paid to EVD. The amount payable to EVD with respect to each
day is accrued on such day as a liability of the Fund and, accordingly,  reduces
the Fund's net assets.  The Fund paid $1,541,482 to EVD for the six months ended
March 31, 1995,  representing 0.75% (annualized) of daily average net assets. At
March 31, 1995, the amount of Uncovered  Distribution  Charges of EVD calculated
under the Plan was approximately  $8,662,000.

     In addition,  the Plan authorizes the Fund to make payments of service fees
to the Principal Underwriter,  Authorized Firms and other persons in amounts not
exceeding 0.25% of the Fund's average daily net assets for each fiscal year. The
Trustees have initially  implemented  the Plan by  authorizing  the Fund to make
quarterly  payments of service fees to the Principal  Underwriter and Authorized
Firms in amounts not  expected to exceed  0.25% per annum of the Fund's  average
daily net assets  based on the value of Fund  shares  sold by such  persons  and
remaining  outstanding for at least one year. Provision for service fee payments
during the six months  ended March 31, 1995  amounted to  $405,522.  Service fee
payments  will  be  made  for  personal   services  and/or  the  maintenance  of
shareholder  accounts.  Service fees are  separate  and distinct  from the sales
commissions and distribution  fees payable by the Fund to EVD, and, as such, are
not subject to automatic discontinuance where there are no outstanding Uncovered
Distribution Charges of EVD.

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

<PAGE>
- --------------------------------------------------------------------------------
(6) CONTINGENT DEFERRED SALES CHARGE

A contingent  deferred  sales charge (CDSC) is imposed on any redemption of Fund
shares made within six years of purchase.  Generally, the CDSC is based upon the
lower of net asset value at date of redemption or date of purchase. No charge is
levied  on  shares  acquired  by  reinvestment  of  dividends  or  capital  gain
distributions.  The CDSC is imposed at  declining  rates that begin at 5% in the
case of redemptions in the first year and second year after purchase (6% and 5%,
respectively,  for shares  purchased  prior to August 1,  1994),  declining  one
percentage  point each  subsequent  year. No CDSC is levied on shares which have
been sold to EVM or its affiliates or to their respective  employees or clients.
CDSC  charges  are paid to EVD to reduce  the amount of  Uncovered  Distribution
Charges  calculated  under the Fund's  Distribution  Plan. CDSC received when no
Uncovered  Distribution  Charges exist will be credited to the Fund. For the six
months ended March 31, 1995, EVD received approximately $723,000 of CDSC paid by
shareholders.

- --------------------------------------------------------------------------------
(7) INVESTMENT TRANSACTIONS

Increases  and decreases in the Fund's  investment  in the Portfolio  aggregated
$17,756,842 and $60,227,839,  respectively, for the six month period ended March
31, 1995.

<PAGE>
- --------------------------------------------------------------------------------

                        CALIFORNIA TAX FREE PORTFOLIO
                           PORTFOLIO OF INVESTMENTS
                                MARCH 31, 1995
                                 (UNAUDITED)

- --------------------------------------------------------------------------------
                         TAX-EXEMPT INVESTMENTS - 100%
- --------------------------------------------------------------------------------
RATINGS (UNAUDITED)
- -------------------
                    PRINCIPAL
         STANDARD   AMOUNT
MOODY'S  & POOR'S   (000 OMITTED)  SECURITY                         VALUE
- --------------------------------------------------------------------------------
                                   COGENERATION - 3.9%
NR       BBB-       $ 9,985        Central Valley Financing
                                     Authority, Carson Ice-Gen
                                     Project 6.20%, 7/1/20        $  9,531,381
NR       BBB-         2,100        Central Valley Financing
                                     Authority, Carson Ice-Gen
                                     Project 6.10%, 7/1/13           2,006,445
Aa       NR           6,000        University of California at
                                     Los Angeles Chiller/
                                     Cogeneration Project,
                                     5.60%, 11/1/20                  5,413,380
                                                                  ------------
                                                                  $ 16,951,206
                                                                  ------------
                                   ESCROWED TO MATURITY - 15.3%
NR       AAA        $ 3,140        City of Bakersfield
                                     Assisted Living Center,
                                     0%, 4/15/21                  $    498,349
NR       NR             130        City of Commerce Joint
                                     Powers Financing
                                     Authority, 8.00%, 3/1/22          150,705
NR       BBB          2,000        City of Rancho Mirage Joint
                                     Powers Financing
                                     Authority, Civic Center,
                                     7.50%, 4/1/17                   2,274,420
Aaa      AAA         14,285        County of Sacramento,
                                     California, Single Family
                                     Mortgage Revenue Bonds
                                     (GNMA), (AMT), 8.50%, 11/1/16  18,162,949
Aaa      AAA          8,000        County of Sacramento,
                                     California, Single Family
                                     Mortgage Revenue Bonds
                                     (GNMA), (AMT), 8.125%, 7/1/16   9,641,920
Aaa      AAA          6,000        County of Sacramento,
                                     California, Single Family
                                     Mortgage Revenue Bonds
                                     (GNMA), (AMT), 8.25%, 1/1/21    7,570,680
Aaa      AAA          3,000        City and County of San
                                     Francisco Sewer System
                                     Secondary "RITES", (AMBAC),
                                     Variable, 10/1/21 (1)           3,487,320
Baa1     A-           2,375        City of San Luis Obispo,
                                     Capital Improvement
                                     Board, 8.25%, 6/1/06            2,520,564
NR       BBB          1,575        Fontana Public Financing
                                     Authority, North Fontana
                                     Redevelopment Project,
                                     7.75%, 12/1/20                  1,830,276
Aaa      AAA          6,400        Port of Oakland, (BIGI),
                                     0%, 11/1/15                     3,667,392
NR       NR           3,200        Oceanside California
                                     Community Development
                                     Commission, 8.40%, 6/1/18       3,401,440
NR       NR           3,000        Poway Redevelopment Agency,
                                     Paguay Redevelopment
                                     Project, 7.75%, 12/15/21        3,488,280
NR       BBB+         1,000        City of Upland Police
                                     Building Construction
                                     8.20%, 8/1/16                   1,066,480
NR       NR           4,000        Huntington Beach Public
                                     Financing Authority,
                                     Huntington Beach
                                   Redevelopment Projects,
                                     8.375%, 5/1/18                  4,468,560
NR       NR           2,975        Sacramento-Yolo Port
                                     District Port Facilities,
                                     8.30%, 12/1/03                  3,296,746
                                                                  ------------
                                                                  $ 65,526,081
                                                                  ------------
                                   GENERAL OBLIGATION - 1.0%  
AA       Aa         $ 5,000        East Bay Municipal
                                     Utilities District,
                                     Wastewater System
                                     5.00%, 4/1/15                $  4,348,800
                                                                  ------------
                                    HEALTH CARE - 0.8%
NR       NR         $ 3,250        Banning, California, San
                                     Georgonio Pass
                                     Convalescent Hospital,
                                     (AMT), 9.50%, 12/1/11        $  3,356,990
                                                                  ------------

                                   HOSPITALS - 1.0%
NR       BBB+       $ 2,700        City of Stockton,
                                     California, Dameron
                                     Hospital Association,
                                     8.30%, 12/1/14               $  2,853,657
NR       A            1,500        Woodland, California,
                                     Woodland Memorial
                                     Hospital, 8.20%, 8/1/15         1,607,850
                                                                  ------------
                                                                  $  4,461,507
                                                                  ------------
                                   HOUSING - 8.7%
Aa       AA-        $ 2,500        California Housing Finance
                                     Agency, 8.20%, 8/1/17        $  2,635,550
Aa       AA-          1,425        California Housing Finance
                                     Agency, (AMT),
                                     8.60%, 8/1/19                   1,501,907
Aa3      NR              60        California Housing Finance
                                     Agency, 9.875%, 8/1/10             61,324
Aa       AA-          2,500        California Housing Finance
                                     Agency, 8.10%, 8/1/16           2,599,400
A1       A+           2,000        California Housing Finance
                                     Agency, 6.70%, 8/1/15           2,031,560
Aa       AA-          3,835        California Housing Finance
                                     Agency, (AMT),
                                     7.35%, 8/1/11                   4,001,631
Aa       AA-          8,185        California Housing Finance
                                     Agency, (AMT),
                                     7.65%, 8/1/23                   8,574,688
Aa       AA-            840        California Housing Finance
                                     Agency, 7.375%, 8/1/17            887,536
Aa       AA-          5,000        California Housing Finance
                                     Agency, (AMT),
                                     7.40%, 8/1/26 (4)               5,219,600
Aa       AA-          3,875        California Housing Finance
                                     Agency, (AMT),
                                     7.50%, 8/1/25                   4,070,533
NR       NR           2,000        The Housing Authority of
                                     the County of Los
                                     Angeles, 10.50%, 12/1/29        2,077,500
A        NR             845        The Housing Authority of
                                     the County of Los
                                     Angeles, 7.875%, 8/1/16           888,416
NR       A+           2,185        City of Oakland,
                                     California, Housing
                                     Finance Agency,
                                     7.10%, 1/1/10                   2,274,257
NR       AAA            545        County of Riverside,
                                     California Housing
                                     Finance Agency, (GNMA),
                                     (AMT), 6.85%, 10/1/16             573,405
                                                                  ------------
                                                                  $ 37,397,307
                                                                  ------------
                                   INDUSTRIAL DEVELOPMENT/
                                   POLLUTION CONTROL - 0.1%
NR       NR         $ 4,500        City of Long Beach,
                                     California, Kress
                                     Rehabilitation Project,
                                     (AMT), 9.75%, 12/1/16 (2)(3) $    135,000
                                                                  ------------
                                   INSURED EDUCATION - 2.6%
Aaa      AAA        $ 2,670        Regents of the University
                                     of California, (MBIA),
                                     4.75%, 9/1/21                $  2,181,871
Aaa      AAA         10,000        Regents of the University
                                     of California, (AMBAC),
                                     4.70%, 9/1/06                   9,044,600
                                                                  ------------
                                                                  $ 11,226,471
                                                                  ------------
                                   INSURED HOUSING - 0.2%
Aaa      AAA        $   720        California Housing Finance
                                     Agency, (MBIA), (AMT),
                                     7.00%, 8/1/23                $    744,775
                                                                  ------------
                                    INSURED HOSPITALS - 1.1%
Aaa      AAA        $ 5,250        Anaheim Memorial Hospital,
                                     5.125%, 5/15/20              $  4,559,835
                                                                  ------------
                                   INSURED LEASE REVENUE/
                                   CERTIFICATE OF
                                   PARTICIPATION - 5.1%
Aaa      AAA        $ 3,300        California Statewide
                                     Communities Development
                                     Authority, Motion Picture
                                     and Television Fund,
                                     (AMBAC), 5.35%, 1/1/24       $  2,990,724
Aaa      AAA          5,000        Los Angeles County Capital
                                     Asset Leasing
                                     Corporation, "Yield
                                     Enhancement Securities,"
                                     (AMBAC), Variable, 12/1/08      4,926,150
                                   INSURED LEASE REVENUE/
                                     CERTIFICATES OF
                                     PARTICIPATION - CONTINUED
Aaa      AAA        $ 7,700        Moulton Niguel Water
                                     District, (AMBAC),
                                     4.80%, 9/1/17                   6,436,276
Aaa      AAA          4,350        Stockton, California
                                     Wastewater Treatment
                                     Plant, 6.80%, 9/1/24            4,630,314
Aaa      AAA         13,985        Visalia Unified School
                                     District, (MBIA),
                                     0%, 12/1/17                     3,091,804
                                                                  ------------
                                                                  $ 22,075,268
                                                                  ------------
                                   INSURED TAX ALLOCATION - 0.8%
Aaa      AAA        $ 4,500        City of San Jose
                                     Redevelopment Agency,
                                     4.75%, 8/1/24                $  3,643,515
                                                                  ------------
                                   INSURED TRANSPORTATION - 2.9%
Aaa     AAA         10,000        Port of Oakland California,
                                     (AMT), (BIGI), 0%, 11/1/19   $  1,680,200
Aaa     AAA         10,000        Airports Commission City
                                     and County of San
                                     Francisco, California,
                                     San Francisco International
                                     Airport, (MBIA),
                                     6.75%, 5/1/13                  10,591,000
                                                                  ------------
                                                                  $ 12,271,200
                                                                  ------------
                                   INSURED UTILITIES - 7.5%
Aaa      AAA        $ 5,700        Anaheim Public Financing
                                     Authority, Anaheim
                                     Electric Utility,
                                     5.75%, 10/1/22               $  5,428,281
Aaa      AAA          8,000        Northern California Power
                                     Agency "RIBS," (MBIA),
                                     Variable, 9/2/25 (1)            8,471,520
Aaa      AAA          3,500        Sacramento Municipal
                                     Utilities District,
                                     6.375%, 8/15/22                 3,564,995
Aaa      AAA          4,000        Southern California Public
                                     Power Authority, (FGIC),
                                     5.35%, 7/1/12                   3,759,480
Aaa      AAA          6,915        Southern California Public
                                     Power Authority,
                                     5.00%, 1/1/20                   5,941,575
Aaa      AAA          5,000        Southern California Public
                                     Power Authority,
                                     5.75%, 7/1/21                   4,765,600
                                                                  ------------
                                                                  $ 31,931,451
                                                                  ------------
                                   INSURED WATER & SEWER - 2.4%
Aaa      AAA        $ 5,000        East Bay Municipal Utility
                                     District "Yield Curve
                                     Notes," Variable,
                                     6/1/08 (1)                   $  4,455,400
Aaa      AAA          3,500        San Diego Public Facilities
                                     Financing Authority
                                     5.00%, 5/15/23                  2,981,055
Aaa      AAA          3,000        San Diego County Water
                                     Authority, "RITES",
                                     (FGIC), Variable, 
                                     4/22/09(1)                      2,944,200
                                                                  ------------
                                                                  $ 10,380,655
                                                                  ------------
                                   LEASE REVENUE/CERTIFICATES
                                   OF PARTICIPATION - 17.7%
A1       AA-        $ 2,945        City of Beverly Hills,
                                   California, 6.75%, 6/1/19       $ 3,006,874
A1       A-           7,130        California State Public
                                     Works Board, Various
                                     University of California
                                     Projects, 5.00%, 6/1/23         5,787,065
A1       A-           7,000        California State Public
                                     Works Board, Various
                                     University of California
                                     Projects, 5.50%, 6/1/14         6,338,150
A1       A-           3,000        California State Public
                                     Works Board, Various
                                     University of California
                                     Projects, 5.50%, 6/1/10         2,778,660
A        A-           3,500        California State Public
                                     Works Board, California
                                     State Prison-Susanville,
                                     5.375%, 6/1/18                  3,065,685
A        A-           2,800        California State Public
                                     Works Board, California
                                     State Prison-Susanville,
                                     5.375%, 6/1/12                 2,527,812
                                   LEASE REVENUE/CERTIFICATES
                                   OF PARTICIPATION -
                                   CONTINUED
A1       A-         $10,000        California State Public
                                     Works Board, Various
                                     University of California
                                     Projects, 5.25%, 6/1/20         8,504,600
A1       A-          14,325        California State Public
                                     Works Board, Various
                                     University of California
                                     Projects, 5.50%, 6/1/19        12,733,063
A        BBB          2,750        City of Inglewood,
                                     California, Civic Center
                                     Improvement Project,
                                     7.00%, 8/1/19                   2,810,363
A        A-           4,590        County of Los Angeles,
                                     Disney Parking Project,
                                     0%, 3/1/15                      1,171,781
A        A-           3,100        County of Los Angeles,
                                     Disney Parking Project,
                                     0%, 3/1/20                        561,565
A        A-           1,925        County of Los Angeles,
                                     Disney Parking Project,
                                     0%, 3/1/17                        428,428
A        A-           5,000        County of Los Angeles,
                                     Disney Parking Project,
                                     0%, 9/1/17                      1,075,250
A        A-           5,370        County of Los Angeles,
                                     Disney Parking Project,
                                     0%, 3/1/18                      1,115,886
A        A-           1,000        County of Los Angeles,
                                     Disney Parking Project,
                                     6.50%, 3/1/23                     997,360
NR       NR          14,000        Los Angeles County Capital
                                     Asset Leasing Corporation
                                     Marina del Rey,
                                     6.50%, 7/1/08 (5)              13,706,840
Aa       AA           2,700        Orange County Water
                                     District, 5.00%, 8/15/18        2,261,925
NR       A-           2,360        Richmond Joint Powers
                                     Financing Authority,
                                     7.00%, 5/15/07                  2,479,392
Aa       A+           4,000        City of Sacramento
                                     Financing Authority,
                                     5.40%, 11/1/20                  3,596,720
NR       BBB          1,000        Watsonville Mammoth Lakes,
                                     California, 7.875%, 6/1/11      1,066,420
                                                                  ------------
                                                                  $ 76,013,839
                                                                  ------------
                                   MISCELLANEOUS - 2.8%
A        NR         $ 5,445        Association of Bay Area
                                     Governments, Municipal
                                     Financing Pool,
                                     8.05%, 9/1/10 (6)            $  5,820,215
NR       NR           6,500        VRDC-IVRC Trust, Series
                                     1993 F, Variable,
                                      6/29/00 (1)                    6,220,760
                                                                  ------------
                                                                  $ 12,040,975
                                                                  ------------
                                   SOLID WASTE - 0.6%
Baa1     NR         $ 2,350        Mojave Desert and Mountain
                                     Solid Waste Joint Powers
                                     Authority, (AMT),
                                     7.875%, 6/1/20               $  2,506,252
                                                                  ------------
                                   SPECIAL TAX - 6.1%
NR       NR         $ 2,185        City of Fairfield, Green
                                     Valley Road-Mangels
                                     Boulevard Extension
                                     Assessment District,
                                       7.375%, 9/2/18             $  2,222,766
NR       NR             995        City of Fairfield, Green
                                     Valley Road-Mangels
                                     Boulevard Extension
                                   Assessment District,
                                     8.00%, 9/2/11                   1,025,407
NR       NR           3,000        Lincoln Unified School
                                     District, 7.625%, 9/1/21        3,124,980
Baa      NR          16,000        Pleasanton Joint Powers
                                     Financing Authority,
                                     6.15%, 9/2/12                  15,533,600
NR       NR           3,000        County of Riverside
                                     Community Facilities
                                     District, 7.55%, 9/1/17         3,048,120
NR       NR           1,065        County of Riverside
                                     Community Facilities
                                     District, Winchester
                                     Ranch, 8.20%, 9/1/14            1,071,603
                                                                  ------------
                                                                  $ 26,026,476
                                                                  ------------
                                   TAX ALLOCATION - 9.1%
NR       BBB+       $ 2,500        City of Buena Park
                                     Community Redevelopment
                                     Agency, 7.10%, 9/1/14        $  2,476,400
NR       BR           2,945        City of Commerce Joint
                                     Powers Financing
                                     Authority, 8.00%, 3/1/22        3,110,126
NR       BBB          5,000        County of Contra Costa
                                     Public Financing
                                     Authority, 7.10%, 8/1/22        5,077,450
NR       BBB          3,910        Fontana Public Financing
                                     Authority, Downtown
                                     Redevelopment Project
                                     7.00%, 9/1/21                   3,909,609
NR       BBB          8,220        Fontana Redevelopment
                                     Agency, Jurupa Hills
                                     Redevelopment Project
                                     Area, 7.00%, 10/1/14            8,253,620
NR       BBB          2,500        City of Pittsburg
                                     Redevelopment Agency,
                                     7.40%, 8/15/20                  2,591,100
NR       BBB            600        City of Rancho Mirage Joint
                                     Powers Financing
                                     Authority, 7.50%, 4/1/17          627,408
NR       BBB          2,500        County of Riverside
                                     Redevelopment Agency,
                                     7.50%, 10/1/26                  2,595,050
NR       BBB          5,605        San Carlos Redevelopment
                                     Agency, 7.10%, 9/1/17           5,707,459
NR       NR           1,400        City of Simi Valley
                                     Community Development
                                     Agency, 8.20%, 9/1/12           1,418,158
Baa1     BBB+         3,000        Westminster Redevelopment
                                     Agency, 7.30%, 8/1/21           3,049,920
                                                                  ------------
                                                                  $ 38,816,300
                                                                  ------------
                                   TRANSPORTATION - 6.0%
NR       BBB        $ 1,250        Guam Airport Authority,
                                     (AMT), 6.60%, 10/1/10        $  1,249,975
NR       BBB          5,350        Guam Airport Authority,
                                     (AMT), 6.70%, 10/1/23           5,316,242
Aa       AA-          2,000        City of Long Beach Harbor
                                     Revenue Bonds, (AMT),
                                     7.25%, 5/15/19                  2,098,340
A1       A-           1,400        County of Orange,
                                     California Airport
                                     Revenue Bonds,
                                     8.125%, 7/1/16                  1,451,954
Baa3     BB+            840        Puerto Rico Ports
                                     Authority, American
                                     Airlines Project, (AMT),
                                      6.30%, 6/1/23                    790,541
NR       NR          12,000        San Joaquin Hills
                                     Transportation Corridor
                                     Agency, Toll Road Revenue
                                     Bonds, (Fitch: rated
                                     BBB), 0%, 1/1/14                3,177,720
NR       NR          35,975        San Joaquin Hills
                                     Transportation Corridor
                                     Agency, Toll Road Revenue
                                     Bonds, (Fitch: rated
                                     BBB), 0%, 1/1/27                3,674,487
NR       NR           4,940        San Joaquin Hills
                                     Transportation Corridor
                                     Agency, Toll Road Revenue
                                     Bonds, (Fitch: rated
                                     BBB), 7.00%, 1/1/30             4,894,700
Baa1     BBB          1,500        Stockton Port District,
                                     7.95%, 1/1/05                   1,594,515
Baa1     BBB          1,500        Stockton Port District,
                                     8.10%, 1/1/14                   1,621,395
                                                                  ------------
                                                                  $ 25,869,869
                                                                  ------------
                                   UTILITIES - 1.9%
Aa       AA-        $ 7,070        Southern California Public
                                     Power Authority,
                                     0%, 7/1/15                   $  2,011,415
Aa       AA-          5,000        Southern California Public
                                     Power Authority,
                                     5.50%, 7/1/20                   4,573,700
Aa       AA           1,490        Southern California Public
                                     Power Authority,
                                     6.875%, 7/1/15                  1,530,692
                                                                  ------------
                                                                  $  8,115,807
                                                                  ------------
                                   WATER AND SEWER - 2.4%
Aa       AA         $ 1,000        California State Department
                                     of Water Resources,
                                     5.75%, 12/1/19               $    951,910
NR       BBB          3,190        Orange Cove Irrigation
                                     District, 6.625%, 2/1/17        3,173,189
Aa       AA-          7,015        City of Pasadena, Water
                                     Revenue Bonds,
                                     5.00%, 7/1/18                   6,015,924
                                                                  ------------
                                                                  $ 10,141,023
                                                                  ------------
                                   TOTAL TAX-EXEMPT
                                   INVESTMENTS
                                     (identified cost,
                                     $412,848,377)                $428,540,602
                                                                  ============

(1) The above security has been issued as an inverse floater bond.
(2) Non-income producing security.
(3) Security valued at fair value using methods determined in good faith by or
    at the direction of the Trustees.
(4) When-issued security.
(5) At March 31, 1995, the market value of securities segregated to cover
    when-issued  securities amounted to $13,706,840.
(6) At March 31, 1995, the market value of securities segregated to cover
    margin requirements on open financial futures contracts amounted to
    $5,820,215.

The  Portfolio  invests  primarily  in  debt  securities  issued  by  California
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,  22.6% of the  securities  in the portfolio of
investments are backed by bond insurance of various  financial  institutions and
financial guarenty  assurance  agencies.  The aggregate  percentage by financial
institution ranged from 3.9% to 11.1% of total investments.

                      See notes to financial statements
<PAGE>
                              FINANCIAL STATEMENTS
                      STATEMENT OF ASSETS AND LIABILITIES

- --------------------------------------------------------------------------------
                          March 31, 1995 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:

  Investments, at value (Note 1A) (identified cost,
    $412,848,377)                                               $428,540,602
  Cash                                                                   168
  Receivable for investments sold                                  7,710,530
  Interest receivable                                              7,186,431
  Deferred organization expenses (Note 1D)                            17,384
                                                                -------------
      Total assets                                              $443,455,115

LIABILITIES:
  Demand note payable (Note 5)                     $2,743,000
  Payable for investments purchased                 9,054,878
  Payable for when-issued securities (Note 1F)      5,000,000
  Payable to affiliates --
    Custodian fee                                       5,202
    Trustees' fees                                      4,583
  Accrued expenses                                      5,318
                                                    ----------
      Total liabilities                                           16,812,981
                                                               -------------
NET ASSETS applicable to investor's interest in Portfolio       $426,642,134
                                                                ============
                                                               
SOURCES OF NET ASSETS:
  Net proceeds from capital contributions and withdrawals       $411,284,377
  Unrealized appreciation of investments and
    financial futures contracts (computed on the
basis of identified cost)                                         15,357,757
                                                               -------------
      Total                                                     $426,642,134
                                                                ============
                                                               
                      See notes to financial statements
<PAGE>
                            STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
             For the six months ended March 31, 1995 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
  Interest income                                               $ 14,593,296
                                                                -------------
  Expenses --
    Investment adviser fee (Note 2)              $1,071,771
    Compensation of Trustees not members of the
     Investment Adviser's organization                9,163
    Custodian fee (Note 2)                           66,871
    Interest expense (Note 5)                        34,442
    Legal and accounting services                    33,470
    Bond pricing                                      6,384
    Amortization of organization expense (Note 1D)    2,804
    Miscellaneous                                     5,259
                                                 -------------
      Total expenses                                               1,230,164
                                                                -------------
        Net investment income                                   $ 13,363,132
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss) --
    Investment transactions (identified 
      cost basis)                              $(16,868,757)
    Financial futures contracts                    (217,665)
                                               -------------
      Net realized loss on investments                          $(17,086,422)
  Change in unrealized appreciation
    (depreciation) --
    Investments                                $ 25,514,964
    Financial futures contracts                    (811,278)
                                               -------------
      Change in net unrealized appreciation                       24,703,686
                                                                -------------
        Net realized and unrealized gain on
          investments                                           $  7,617,264
                                                                -------------
          Net increase in net assets from
            operations                                          $ 20,980,396
                                                                ============

                      See notes to financial statements
<PAGE>
                      STATEMENT OF CHANGES IN NET ASSETS
- ------------------------------------------------------------------------------
                                                  YEAR ENDED
                                                SEPTEMBER 30,
                                     ------------------------------------
                                             1995*               1994**
                                        -------------       -------------
INCREASE (DECREASE) IN NET ASSETS:
  From operations --
    Net investment income               $  13,363,132       $  13,943,369
    Net realized loss on
      investments                         (17,086,422)        (10,624,666)
    Change in unrealized
      appreciation (depreciation) of
      investments                          24,703,686            (942,071)
                                        -------------       -------------
        Net increase in net assets
          from operations               $  20,980,396       $   2,376,632
                                        -------------       -------------
  Capital transactions --
    Contributions                       $  22,254,971       $  24,605,354
    Withdrawals                           (61,724,634)        (49,109,598)
                                        -------------       -------------
      Decrease in net assets
        resulting from capital
        transactions                    $ (39,469,663)      $ (24,504,244)
                                        -------------       -------------
         Total decrease in net assets   $ (18,489,267)      $ (22,127,612)
NET ASSETS:
  At beginning of period                  445,131,401         467,259,013
                                        -------------       -------------
  At end of period                      $ 426,642,134       $ 445,131,401
                                        =============       =============

 *For the six months ended March 31, 1995 (unaudited).
**For the six months ended September 30, 1994. The Portfolio changed its
  fiscal year end from March 31, to September 30, effective September 30, 1994.


- --------------------------------------------------------------------------------
                              SUPPLEMENTARY DATA
- --------------------------------------------------------------------------------

                                                            YEAR ENDED
                                                  ----------------------------
                                                    SEPTEMBER 30,
                                                  ----------------   MARCH 31,
                                                  1995***   1994**     1994*
                                                  ----      ----       ---- 
RATIOS (As a percentage of average net assets):   0.59%+    0.57%+    0.55%+
  Expenses
  Net investment income                           6.36%+    6.09%+    5.72%+

PORTFOLIO TURNOVER                                  38%       40%       91%

  +Computed on an annualized basis.
  *For the period from the start of business, May 3, 1993 to March 31, 1994.
 **For the six months ended September 30, 1994. The Portfolio changed its fiscal
   year end from March 31, to September 30, effective September 30, 1994.
***For the six months ended March 31, 1995 (unaudited).


                       See notes to financial statements
<PAGE>

                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)

(1) SIGNIFICANT ACCOUNTING POLICIES

California Tax Free Portfolio (the Portfolio) is registered under the Investment
Company  Act of 1940 as a  diversified  open-end  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. 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.

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

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

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

(2) INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The investment  adviser fee is earned by 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 month period ended March 31, 1995,  the annualized fee was equivalent to
0.51% of the  Portfolio's  average daily net assets and amounted to  $1,071,771.
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 service 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 Advisor may elect to defer receipt of all
or a portion 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 $159,245,046 and $173,647,824,  respectively,
for the six month period ended March 31, 1995.

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

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


Aggregate cost                                                    $412,848,377
                                                                  ============
Gross unrealized depreciation                                     $  5,351,745
Gross unrealized appreciation                                       21,043,970
                                                                    ----------
    Net unrealized appreciation                                   $ 15,692,225
                                                                  ============

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

(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  or fund  based  on its
borrowings at an amount above either the bank's adjusted  certificate of deposit
rate,  a variable  adjusted  certificate  of deposit  rate,  or a federal  funds
effective  rate.  In addition,  a fee computed at an annual rate of 1/4 of 1% on
the $20 million  committed  facility and on the daily unused portion of the $100
million  discretionary  facility is allocated among the participating  funds and
portfolios  at the end of each  quarter.  At March 31, 1995 the Portfolio had an
outstanding balance pursuant to this line of credit of $2,743,000.

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

(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 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           430 U.S. Treasury Bonds     Short            $ 334,468
                                                                 =========

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

                             INVESTMENT MANAGEMENT


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

                    A. JOHN MURPHY
                    Assistant Secretary

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

CALIFORNIA          OFFICERS                 INDEPENDENT TRUSTEES
TAX FREE            THOMAS J. FETTER         DONALD R. DWIGHT
PORTFOLIO           President                President, Dwight Partners, Inc.
24 Federal Street                            Chairman, Newspapers of
Boston, MA 02110    JAMES B. HAWKES          New England, Inc.
                    Vice President, Trustee
                                             SAMUEL L. HAYES, III
                    ROBERT B. MacINTOSH      Jacob H. Schiff Professor of
                    Vice President and       Investment Banking, Harvard
                    Portfolio Manager        University Graduate School
                    JAMES L. O'CONNOR        of Business Administration
                    Treasurer
                                             NORMAN H. REAMER
                    THOMAS OTIS              President and Director,
                    Secretary                United Asset Management
                                             Corporation
                    JAMES F. ALBAN
                    Assistant Treasurer      JOHN L. THORNDIKE
                                             Director, Fiduciary Company
                    DOUGLAS C. MILLER        Incorporated
                    Assistant Treasurer
                                             JACK L. TREYNOR
                    JANET E. SANDERS         Investment Adviser and Consultant
                    Assistant Treasurer and
                    Assistant Secretary

                    A. JOHN MURPHY
                    Assistant Secretary

<PAGE>

INVESTMENT ADVISER OF 
CALIFORNIA MUNICIPALS PORTFOLIO
Boston Management and Research
24 Federal Street
Boston, MA 02110

ADMINISTRATOR OF 
EV MARATHON CALIFORNIA
MUNICIPALS FUND
Eaton Vance Management
24 Federal Street
Boston, MA 02110

PRINCIPAL UNDERWRITER
Eaton Vance Distributors, Inc.
24 Federal Street
Boston, MA 02110
(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

This  report  must be  preceded or  accompanied  by a current  prospectus  which
contains more complete information on the Fund, including its distribution plan,
sales  charges and expenses.  Please read the  prospectus  carefully  before you
invest or send money.
                                          

EV MARATHON
CALIFORNIA MUNICIPALS FUND
24 FEDERAL STREET
BOSTON, MA 02110
                                          
                    M-CASRC

                                   EV MARATHON
                                   CALIFORNIA
                                   MUNICIPALS FUND

                                   SEMI-ANNUAL 
                                   SHAREHOLDER REPORT
                                   MARCH 31, 1995
                                          



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