EATON VANCE PRIME RATE RESERVES
255 State Street
Boston, MA 02109
Telephone: (617) 482-8260
Telecopy: (617) 338-8054
CERTIFICATION
Pursuant to Rule 497(j) under the Securities Act of 1933, as amended,
and Regulation S-T, Eaton Vance Prime Rate Reserves (the "Registrant") (1933 Act
File No. 333-72711) certifies (a) that the forms of prospectus and the statement
of additional information dated May 3, 1999 do not differ materially from those
contained in Post-Effective Amendment No. 1 ("Amendment No. 1") to the
Registration Statement on Form N-2, and (b) that Amendment No. 1 was filed
electronically with the Commission (Accession Number 0000950156-99-000285) on
April 23, 1999.
Eaton Vance Prime Rate Reserves
By: /s/ Eric G. Woodbury
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Eric G. Woodbury, Esq.
Assistant Secretary
Date: May 4, 1999
