GREATER CHINA GROWTH PORTFOLIO
POS AMI, 2000-12-29
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       As filed with the Securities and Exchange Commission on December 29, 2000
                                                               File No. 811-7264






                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM N-1A

                             REGISTRATION STATEMENT
                                      UNDER
                       THE INVESTMENT COMPANY ACT OF 1940       [ ]


                                 AMENDMENT NO. 9                [x]


                         GREATER CHINA GROWTH PORTFOLIO
                         ------------------------------
               (Exact Name of Registrant as Specified in Charter)


                            The Eaton Vance Building
                                255 State Street
                           Boston, Massachusetts 02109
                           ---------------------------
                    (Address of Principal Executive Offices)


                                 (617) 482-8260
                                 --------------
               Registrant's Telephone number, including Area Code


                                 Alan R. Dynner
     The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
     -----------------------------------------------------------------------
                     (Name and Address of Agent for Service)


<PAGE>

     Throughout this  Registration  Statement,  information  concerning  Greater
China Growth  Portfolio (the  "Portfolio") is  incorporated  herein by reference
from Amendment No. 75 to the Registration  Statement of Eaton Vance Growth Trust
(File No.  2-22019  under the  Securities  Act of 1933,  as  amended  (the "1933
Act"))(the "Amendment"),  which was filed electronically with the Securities and
Exchange  Commission on December 21, 2000 (Accession No.  0000950156-00-000595).
The  Amendment  contains  the  prospectus  (the "Feeder  Fund  prospectus")  and
statement  of  additional  information  (the  "Feeder  Fund SAI") of Eaton Vance
Greater China Growth Fund (the "Feeder Fund"),  which invests  substantially all
of its assets in the  Portfolio.  The  investment  practices and policies of the
Feeder Fund are substantially the same as those of the Portfolio.


                                     PART A

     Responses to Items 1, 2, 3, 5 and 9 have been omitted pursuant to Paragraph
B 2.(b) of the General Instructions to Form N-1A.

ITEM 4. INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS

     The Portfolio is a diversified,  open-end  management  investment  company.
Interests in the Portfolio are issued solely in private  placement  transactions
that do not involve any "public  offering" within the meaning of Section 4(2) of
the 1933 Act.  Investments in the Portfolio may be made only by U.S. and foreign
investment companies, common and commingled trust funds, organizations or trusts
described in Sections 401(a) or 501(a) of the Internal  Revenue Code of 1986, as
amended (the "Code"), or similar  organizations or entities that are "accredited
investors"  within  the  meaning  of  Regulation  D under  the  1933  Act.  This
Registration Statement, as amended, does not constitute an offer to sell, or the
solicitation  of an offer to buy, any "security"  within the meaning of the 1933
Act.

     The Portfolio is not intended to be a complete  investment  program,  and a
prospective   investor  should  take  into  account  its  objectives  and  other
investments when  considering the purchase of an interest in the Portfolio.  The
Portfolio's  investment  objective  is  nonfundamental  and may be changed  when
authorized  by a vote of the  Trustees  without  obtaining  the  approval of the
investors in the  Portfolio.  The  Portfolio  cannot assure  achievement  of its
investment  objective.  In addition,  investments in issuers of the China Region
involve risks not typically associated with issuers in the United States.

     Registrant incorporates by reference information concerning the Portfolio's
investment   objective  and   investment   practices  from  "Fund  Summary"  and
"Investment  Objective  &  Principal  Policies  and  Risks" in the  Feeder  Fund
prospectus.

ITEM 6. MANAGEMENT, ORGANIZATION, AND CAPITAL STRUCTURE

     (a) Management

     Registrant incorporates by reference information concerning the Portfolio's
management from "Management and Organization" in the Feeder Fund prospectus.

     (b) Capital Stock

     Registrant  incorporates by reference  information  concerning interests in
the Portfolio from "Management and Organization" in the Feeder Fund SAI.


                                      A-1
<PAGE>
ITEM 7. SHAREHOLDER INFORMATION

     (a) Pricing


     The net asset value of the Portfolio is  determined  once each day on which
the New York Stock  Exchange (the  "Exchange")  is open for trading  ("Portfolio
Business Day"). This determination is made each Portfolio Business Day as of the
close of regular  trading on the Exchange  (currently  4:00 p.m.,  eastern time)
(the  "Portfolio   Valuation  Time").   Registrant   incorporates  by  reference
information  concerning  the  computation  of net asset value and  valuation  of
Portfolio assets from "Valuing Shares" in the Feeder Fund prospectus.


     (b) and (c) Purchases and Redemptions

     As described above, interests in the Portfolio are issued solely in private
placement  transactions  that do not involve any  "public  offering"  within the
meaning  of  Section  4(2) of the 1933  Act.  There  is no  minimum  initial  or
subsequent  investment in the  Portfolio.  The  Portfolio  reserves the right to
cease accepting  investment at any time or to reject any investment  order.  The
placement agent for the Portfolio is Eaton Vance  Distributors,  Inc. ("EVD"), a
wholly-owned  subsidiary  of Eaton  Vance  Management.  The  principal  business
address  of  EVD  is  The  Eaton  Vance  Building,  255  State  Street,  Boston,
Massachusetts  02109.  EVD receives no compensation for serving as the placement
agent for the Portfolio.

     Each investor in the  Portfolio may add to or reduce its  investment in the
Portfolio on each Portfolio Business Day as of the Portfolio Valuation Time. The
value  of each  investor's  interest  in the  Portfolio  will be  determined  by
multiplying the net asset value of the Portfolio by the  percentage,  determined
on the prior Portfolio  Business Day, which  represents that investor's share of
the  aggregate  interests in the  Portfolio on such prior day. Any  additions or
withdrawals for the current Portfolio  Business Day will then be recorded.  Each
investor's  percentage of the aggregate  interests in the Portfolio will then be
recomputed as the  percentage  equal to a fraction (i) the numerator of which is
the value of such  investor's  investment  in the  Portfolio as of the Portfolio
Valuation Time on the prior  Portfolio  Business Day plus or minus,  as the case
may be,  the  amount of any  additions  to or  withdrawals  from the  investor's
investment in the Portfolio on the current Portfolio  Business Day, and (ii) the
denominator of which is the aggregate net asset value of the Portfolio as of the
Portfolio  Valuation Time on the prior Portfolio  Business Day plus or minus, as
the case may be,  the amount of the net  additions  to or  withdrawals  from the
aggregate  investments in the Portfolio on the current Portfolio Business Day by
all  investors in the  Portfolio.  The  percentage  so  determined  will then be
applied to determine the value of the  investor's  interest in the Portfolio for
the current Portfolio Business Day.


     An investor in the Portfolio may withdraw all of (redeem) or any portion of
(decrease) its interest in the Portfolio if a withdrawal  request in proper form
is furnished by the investor to the Portfolio.  All withdrawals will be effected
as of the next Portfolio  Valuation  Time. The proceeds of a withdrawal  will be
paid by the Portfolio  normally on the Portfolio  Business Day the withdrawal is
effected,  but in any event within seven days. The Portfolio  reserves the right
to pay the  proceeds of a  withdrawal  (whether a  redemption  or decrease) by a
distribution in kind of portfolio  securities  (instead of cash). The securities
so  distributed  would be valued at the same amount as that  assigned to them in
calculating the net asset value for the interest  (whether  complete or partial)
being  withdrawn.  If an  investor  received  a  distribution  in kind upon such
withdrawal,  the investor could incur  brokerage and other charges in converting
the securities to cash. The Portfolio has filed with the Securities and Exchange


                                      A-2
<PAGE>
Commission (the "SEC") a notification of election on Form N-18F-1  committing to
pay in cash all requests for withdrawals by any investor, limited in amount with
respect to such investor  during any 90-day period to the lesser of (a) $250,000
or (b) 1% of the net  asset  value of the  Portfolio  at the  beginning  of such
period.


     Investments in the Portfolio may not be transferred.

     The right of any investor to receive payment with respect to any withdrawal
may be suspended or the payment of the withdrawal  proceeds postponed during any
period in which the  Exchange is closed  (other than  weekends or  holidays)  or
trading on the Exchange is restricted as determined by the SEC or, to the extent
otherwise permitted by the Investment Company Act of 1940, as amended (the "1940
Act"),  if an  emergency  exists as  determined  by the SEC, or during any other
period permitted by order of the SEC for the protection or investors.

     (d) Dividends and Distributions

     The Portfolio  will  allocate at least  annually  among its investors  each
investor's  distributive  share of the  Portfolio's net investment  income,  net
realized capital gains, and any other items of income,  gain, loss, deduction or
credit.

     (e) Tax Consequences

     Under the anticipated  method of operation of the Portfolio,  the Portfolio
will not be subject to any federal  income tax.  However,  each  investor in the
Portfolio will take into account its allocable share of the Portfolio's ordinary
income and capital gain in determining its federal income tax liability, if any.
The  determination  of each  such  share  will be made in  accordance  with  the
governing  instruments of the  Portfolio,  which are intended to comply with the
requirements  of the Internal  Revenue Code of 1986, as amended (the "Code") and
the regulations promulgated thereunder.


     The Portfolio expects to manage its assets in such a way that an investment
company  investing in the Portfolio will be able to satisfy the  requirements of
Subchapter  M of the Code,  assuming  that it  invests  all of its assets in the
Portfolio.


ITEM 8. DISTRIBUTION ARRANGEMENTS

     Not applicable.


                                      A-3
<PAGE>
                                     PART B

ITEM 10. COVER PAGE AND TABLE OF CONTENTS

                                                                            Page

         Portfolio History...................................................B-1
         Description of the Portfolio and Its Investments and Risks..........B-1
         Management of the Portfolio.........................................B-1
         Control Persons and Principal Holder of Securities..................B-2
         Investment Advisory and Other Services..............................B-2
         Brokerage Allocation and Other Practices............................B-2
         Capital Stock and Other Securities..................................B-2
         Purchase, Redemption and Pricing of Securities......................B-3
         Taxation of the Portfolio...........................................B-4
         Underwriters........................................................B-6
         Calculations of Performance Data....................................B-6
         Financial Statements................................................B-6

ITEM 11. PORTFOLIO HISTORY

     The  Portfolio  is  organized as a trust under the laws of the state of New
York under a Declaration of Trust dated September 1, 1992.

ITEM 12. DESCRIPTION OF THE PORTFOLIO AND ITS INVESTMENTS AND RISKS

     Part A contains additional  information about the investment  objective and
policies of the Portfolio.  This Part B should be read in conjunction  with Part
A.  Capitalized  terms used in this Part B and not  otherwise  defined  have the
meanings given them in Part A.

     Registrant  incorporates by reference additional information concerning the
investment  policies of the  Portfolio  as well as  information  concerning  the
investment   restrictions   of  the  Portfolio  from   "Strategies  and  Risks",
"Investment Restrictions" and "Appendix D: China Region Countries" in the Feeder
Fund  SAI.  Registrant  incorporates  by  reference  the  Portfolio's  portfolio
turnover rates from "Financial Highlights" in the Feeder Fund prospectus.

ITEM 13. MANAGEMENT OF THE PORTFOLIO

     (a) - (d) Board of Trustees, Management Information and Compensation

     Registrant  incorporates by reference information concerning the management
of the Portfolio from "Management and Organization" in the Feeder Fund SAI.

     (e) Sales Loads

     Not applicable.


                                      B-1
<PAGE>

     (f) Code of Ethics

     Registrant  incorporates by reference information concerning relevant codes
of ethics from "Investment  Advisory and Administrative  Services" in the Feeder
Fund SAI.


ITEM 14. CONTROL PERSONS AND PRINCIPAL HOLDER OF SECURITIES

     (a) - (b) Control persons and Principal Holders


     As of December 1, 2000, the Feeder Fund  controlled the Portfolio by virtue
of owning approximately 98.04% of the value of the outstanding  interests in the
Portfolio.  Because the Feeder Fund controls the Portfolio,  the Feeder Fund may
take  actions  without the approval of any other  investor.  The Feeder Fund has
informed  the  Portfolio  that  whenever  it is  requested  to vote  on  matters
pertaining to the fundamental policies of the Portfolio,  it will hold a meeting
of shareholders and will cast its vote as instructed by its shareholders.  It is
anticipated  that any other  investor in the  Portfolio  which is an  investment
company  registered  under  the  1940 Act  would  follow  the same or a  similar
practice.  The Feeder Fund is a series of Eaton Vance Growth Trust,  an open-end
management  investment  company  organized under the laws of the Commonwealth of
Massachusetts.  The address of the Feeder Fund is The Eaton Vance Building,  255
State Street, Boston, MA 02109.


     (c) Management and Ownership

     The Trustees  and officers of the  Portfolio as a group own less than 1% of
the Portfolio.

ITEM 15. INVESTMENT ADVISORY AND OTHER SERVICES

     Registrant  incorporates  by reference  information  concerning  investment
advisory and other services provided to the Portfolio from "Investment  Advisory
and  Administrative  Services" and "Other Service  Providers" in the Feeder Fund
SAI.

ITEM 16. BROKERAGE ALLOCATION AND OTHER PRACTICES

     Registrant  incorporates by reference information  concerning the brokerage
practices of the Portfolio from "Portfolio Security  Transactions" in the Feeder
Fund SAI.

ITEM 17. CAPITAL STOCK AND OTHER SECURITIES

     Under the Portfolio's  Declaration of Trust, the Trustees are authorized to
issue interests in the Portfolio. Investors are entitled to participate pro rata
in distributions of taxable and tax-exempt income,  loss, gain and credit of the
Portfolio.  Upon dissolution of the Portfolio,  the Trustees shall liquidate the
assets of the  Portfolio  and apply  and  distribute  the  proceeds  thereof  as
follows: (a) first, to the payment of all debts and obligations of the Portfolio
to third parties including,  without  limitation,  the retirement of outstanding
debt, including any debt owed to holders of record of interests in the Portfolio
("Holders") or their  affiliates,  and the expenses of  liquidation,  and to the
setting up of any reserves for  contingencies  which may be  necessary;  and (b)
second,  in accordance with the Holders'  positive Book Capital Account balances
after adjusting Book Capital  Accounts for certain  allocations  provided in the
Declaration  of Trust  and in  accordance  with the  requirements  described  in


                                     B-2
<PAGE>
Treasury  Regulations  Section  1.704-1(b)(2)(ii)(b)  (2).  Notwithstanding  the
foregoing, if the Trustees shall determine that an immediate sale of part or all
of the  assets of the  Portfolio  would  cause  undue loss to the  Holders,  the
Trustees,  in order to avoid such loss, may, after having given  notification to
all  the  Holders,  to  the  extent  not  then  prohibited  by  the  law  of any
jurisdiction  in which the Portfolio is then formed or qualified and  applicable
in the circumstances, either defer liquidation of and withhold from distribution
for a reasonable  time any assets of the  Portfolio  except  those  necessary to
satisfy the  Portfolio's  debts and  obligations or distribute  the  Portfolio's
assets to the Holders in  liquidation.  Certificates  representing an investor's
interest in the Portfolio are issued only upon the written request of a Holder.

     Each Holder is entitled to vote in proportion to the amount of its interest
in the Portfolio. Holders do not have cumulative voting rights. The Portfolio is
not required and has no current intention to hold annual meetings of Holders but
the  Portfolio  will  hold  meetings  of  Holders  when in the  judgment  of the
Portfolio's Trustees it is necessary or desirable to submit matters to a vote of
Holders at a  meeting.  Any  action  which may be taken by Holders  may be taken
without a meeting if Holders holding more than 50% of all interests  entitled to
vote (or such  larger  proportion  thereof as shall be  required  by any express
provision of the Declaration of Trust of the Portfolio) consent to the action in
writing and the consents are filed with the records of meetings of Holders.

     The  Portfolio's  Declaration of Trust may be amended by vote of Holders of
more than 50% of all  interests in the Portfolio at any meeting of Holders or by
an  instrument  in writing  without a  meeting,  executed  by a majority  of the
Trustees and consented to by the Holders of more than 50% of all interests.  The
Trustees may also amend the Declaration of Trust (without the vote or consent of
Holders) to change the Portfolio's name or the state or other jurisdiction whose
law shall be the  governing  law, to supply any omission or to cure,  correct or
supplement any ambiguous,  defective or inconsistent  provision,  to conform the
Declaration  of  Trust  to  applicable  federal  law  or  regulations  or to the
requirements  of the Code,  or to  change,  modify  or  rescind  any  provision,
provided  that such change,  modification  or  rescission  is  determined by the
Trustees to be necessary  or  appropriate  and not to have a materially  adverse
effect  on  the  financial  interests  of  the  Holders.  No  amendment  of  the
Declaration  of Trust which would change any rights with respect to any Holder's
interest  in  the  Portfolio  by  reducing  the  amount  payable   thereon  upon
liquidation of the Portfolio may be made, except with the vote or consent of the
Holders of two-thirds of all interests.  References in the  Declaration of Trust
and in Part A or this  Part B to a  specified  percentage  of, or  fraction  of,
interests in the Portfolio,  means Holders whose  combined Book Capital  Account
balances  represent such  specified  percentage or fraction of the combined Book
Capital Account balance of all, or a specified group of, Holders.

     The  Portfolio  may  merge  or  consolidate  with  any  other  corporation,
association,  trust  or  other  organization  or may  sell  or  exchange  all or
substantially  all of its  assets  upon such terms and  conditions  and for such
consideration  when and as  authorized  by the Holders of (a) 67% or more of the
interests in the Portfolio present or represented at the meeting of Holders,  if
Holders of more than 50% of all interests are present or  represented  by proxy,
or (b) more than 50% of all  interests,  whichever is less. The Portfolio may be
terminated (i) by the affirmative vote of Holders of not less than two-thirds of
all interests at any meeting of Holders or by an instrument in writing without a
meeting,  executed by a majority of the Trustees and  consented to by Holders of
not less than  two-thirds of all  interests,  or (ii) by the Trustees by written
notice to the Holders.

     The Declaration of Trust provides that obligations of the Portfolio are not
binding  upon the  Trustees  individually  but only  upon  the  property  of the
Portfolio  and that the Trustees will not be liable for any action or failure to
act,  but nothing in the  Declaration  of Trust  protects a Trustee  against any
liability  to  which  he  would  otherwise  be  subject  by  reason  of  willful
misfeasance,  bad faith,  gross negligence,  or reckless disregard of the duties
involved in the conduct of his office.


                                      B-3
<PAGE>
ITEM 18. PURCHASE, REDEMPTION AND PRICING

     See  Item  7  herein.  Registrant  incorporates  by  reference  information
concerning  valuation of the Portfolio's  assets from  "Purchasing and Redeeming
Shares - Calculation of Net Asset Value" in the Feeder Fund SAI.

ITEM 19. TAXATION OF THE PORTFOLIO

     The Portfolio has been advised by tax counsel that,  provided the Portfolio
is  operated  at all times  during its  existence  in  accordance  with  certain
organizational and operational documents,  the Portfolio should be classified as
a  partnership  under  the  Code,  and  it  should  not  be a  "publicly  traded
partnership" within the meaning of Section 7704 of the Code.  Consequently,  the
Portfolio  does not expect that it will be  required  to pay any federal  income
tax,  and a Holder  will be  required to take into  account in  determining  its
federal income tax liability its share of the Portfolio's income, gains, losses,
deductions and credits.


     Under Subchapter K of the Code, a partnership is considered to be either an
aggregate of its members or a separate  entity,  depending  upon the factual and
legal context in which the question arises.  Under the aggregate approach,  each
partner is treated as an owner of an undivided  interest in  partnership  assets
and  operations.  Under the entity  approach,  the  partnership  is treated as a
separate entity in which partners have no direct interest in partnership  assets
and operations.  The Portfolio has been advised by tax counsel that, in the case
of a Holder that seeks to qualify as a regulated investment company ("RIC"), the
aggregate  approach  should apply,  and each such Holder should  accordingly  be
deemed to own a  proportionate  share of each of the assets of the Portfolio and
to be entitled to the gross income of the Portfolio  attributable  to that share
for  purposes of all  requirements  of  Subchapter M of the Code.  Further,  the
Portfolio has been advised by tax counsel that each Holder that seeks to qualify
as a RIC  should be deemed to hold its  proportionate  share of the  Portfolio's
assets for the period  the  Portfolio  has held the assets or for the period the
Holder has been a partner,  for  purposes of  Subchapter  K of the Code,  in the
Portfolio,  whichever is shorter.  Investors  should  consult their tax advisers
regarding  whether  the  entity  or the  aggregate  approach  applies  to  their
investment  in the  Portfolio  in light of their  particular  tax status and any
special tax rules applicable to them.

     In order to enable a Holder  (that is  otherwise  eligible) to qualify as a
RIC, the Portfolio  intends to satisfy the  requirements  of Subchapter M of the
Code relating to sources of income and diversification of assets as if they were
applicable  to the  Portfolio  and to permit  withdrawals  in a manner that will
enable a Holder  which is a RIC to  comply  with the  distribution  requirements
applicable to RICs  (including  those under  Sections 852 and 4982 of the Code).
The  Portfolio  will  allocate at least  annually  to each Holder such  Holder's
distributive  share of the  Portfolio's  net  investment  income,  net  realized
capital gains, and any other items of income, gain, loss, deduction or credit in
accordance with the Code and applicable  Treasury  regulations.  Tax counsel has
advised the Portfolio  that the  Portfolio's  allocations  of taxable income and
loss should have "economic effect" under applicable Treasury regulations.


     To the  extent the cash  proceeds  of any  withdrawal  (or,  under  certain
circumstances,  such  proceeds  plus  the  value  of any  marketable  securities
distributed to an investor) ("liquid proceeds") exceed a Holder's adjusted basis
of his interest in the Portfolio,  the Holder will generally  realize a gain for
federal income tax purposes.  If, upon a complete withdrawal  (redemption of the
entire  interest),  a Holder  receives only liquid proceeds  (and/or  unrealized
receivables) and the Holder's  adjusted basis of his interest exceeds the liquid
proceeds  of  such   withdrawal   and  the  Holder's  basis  in  any  unrealized


                                      B-4
<PAGE>
receivables,  the Holder will  generally  realize a loss for federal  income tax
purposes.  In addition,  on a distribution  to a Holder from the Portfolio,  (1)
income or gain may be recognized if the distribution includes a disproportionate
share of any unrealized  receivables  held by the Portfolio and (2) gain or loss
may be recognized on a distribution to a Holder that contributed property to the
Portfolio.  The tax  consequences of a withdrawal of property  (instead of or in
addition to liquid  proceeds)  will be different and will depend on the specific
factual circumstances. A Holder's adjusted basis of an interest in the Portfolio
will  generally be the aggregate  prices paid therefor  (including  the adjusted
basis of  contributed  property  and any  gain  recognized  on the  contribution
thereof),  increased by the amounts of the Holder's  distributive share of items
of income  (including  interest  income  exempt  from  federal  income  tax) and
realized net gain of the Portfolio,  and reduced, but not below zero, by (i) the
amounts of the Holder's  distributive share of items of Portfolio loss, and (ii)
the amount of any cash distributions (including distributions of interest income
exempt from federal income tax and cash  distributions  on withdrawals  from the
Portfolio)  and the basis to the Holder of any property  received by such Holder
other than in  liquidation,  and (iii) the  Holder's  distributive  share of the
Portfolio's  nondeductible  expenditures  not  properly  chargeable  to  capital
account.  Increases  or  decreases  in  a  Holder's  share  of  the  Portfolio's
liabilities  may also result in  corresponding  increases  or  decreases in such
adjusted basis.

     An entity  that is treated  as a  partnership  under the Code,  such as the
Portfolio, is generally treated as a partnership under state and local tax laws,
but certain states may have  different  entity  classification  criteria and may
therefore  reach  a  different  conclusion.  Entities  that  are  classified  as
partnerships  are not treated as taxable entities under most state and local tax
laws,  and the income of a  partnership  is  considered to be income of partners
both in timing and in character. The laws of the various states and local taxing
authorities  vary with  respect to the status of a  partnership  interest  under
state and local tax laws,  and each holder of an interest  in the  Portfolio  is
advised to consult his own tax adviser.


     The Portfolio  anticipates  that it will be subject to foreign taxes on its
income (including,  in some cases,  capital gains) from foreign securities.  Tax
conventions  between certain countries and the U.S. may reduce or eliminate such
taxes.  Transactions in foreign currencies,  foreign  currency-denominated  debt
securities and certain foreign currency options,  futures contracts, and forward
contracts (and similar  instruments) may give rise to ordinary income or loss to
the extent such income or loss  results  from  fluctuations  in the value of the
foreign  currency  concerned.  Certain  uses of  foreign  currency  and  foreign
currency derivatives such as options,  futures,  forward contracts and swaps and
investment by the Portfolio in the stock of certain "passive foreign  investment
companies" may be limited or a tax election may be made, if available,  in order
to enable an investor that is a RIC to preserve its qualification as a RIC or to
avoid imposition of a tax on such an investor.

     The  Portfolio's  investments  in  options,   futures  contracts,   hedging
transactions,  forward contracts and certain other  transactions will be subject
to special tax rules (including mark-to-market,  constructive sale, saddle, wash
sale,  short sale and other  rules),  the  effect of which may be to  accelerate
income to the  Portfolio,  defer  Portfolio  losses,  cause  adjustments  in the
holding  periods of Portfolio  securities,  convert  capital gain into  ordinary
income and convert  short-term  capital  losses into long-term  capital  losses.
These  rules  could  therefore  affect  the  amount,  timing  and  character  of
distributions to investors including RIC shareholders.

     The foregoing  discussion does not address the special tax rules applicable
to certain classes of investors, such as tax-exempt entities, foreign investors,
insurance companies and financial  institutions.  Investors should consult their
own tax  advisers  with  respect  to  special  tax rules that may apply in their
particular  situations,  as well as the state, local or foreign tax consequences
of  investing  in the  Portfolio.  It is not  possible  at this time to  predict
whether or to what  extent any  changes in the Code or  interpretations  thereof
will  occur.  Prospective  investors  should  consult  their  own  tax  advisers
regarding pending and proposed legislation or other changes.



                                      B-5
<PAGE>
ITEM 20. UNDERWRITERS

     The placement agent for the Portfolio is EVD. Investment companies,  common
and  commingled  trust  funds  and  similar   organizations   and  entities  may
continuously invest in the Portfolio.

ITEM 21. CALCULATIONS OF PERFORMANCE DATA

     Not applicable.

ITEM 22. FINANCIAL STATEMENTS

     The   following   audited   financial   statements  of  the  Portfolio  are
incorporated  by  reference  into this Part B and have been so  incorporated  in
reliance upon the report of Deloitte & Touche LLP, independent  certified public
accountants, as experts in accounting and auditing.


        Portfolio of Investments as at August 31, 2000
        Statement of Assets and Liabilities as at August 31, 2000
        Statement of Operations for the fiscal year ended August 31, 2000
        Statement of Changes in Net Assets for the fiscal years ended August 31,
        2000 and 1999
        Supplementary Data for each of the five fiscal years ended
        August 31, 2000
        Notes to Financial Statements
        Independent Auditors' Report

     For  purposes  of the EDGAR  filing of this  amendment  to the  Portfolio's
registration  statement,  the  Portfolio  incorporates  by  reference  the above
audited financial  statements as previously filed electronically with the SEC in
an N-30D  filing  made  October 26,  2000  pursuant  to Section  30(b)(2) of the
Investment Company Act of 1940 (Accession Number 0000912057-00-045982).



                                      B-6
<PAGE>
                                     PART C

ITEM 23. FINANCIAL STATEMENTS AND EXHIBITS

        (a)(1)      Declaration  of  Trust  dated  September  1,  1992  filed as
                    Exhibit  No.  1(a) to  Amendment  No. 4 to the  Registrant's
                    Registration Statement filed with the Commission on December
                    29, 1995 and  incorporated  herein by reference  ("Amendment
                    No. 4").

           (2)      Amendment  to  Declaration  of Trust  dated  October 6, 1992
                    filed  as  Exhibit   No.  1(b)  to   Amendment   No.  4  and
                    incorporated herein by reference.

           (3)      Amendment to  Declaration of Trust dated June 22, 1998 filed
                    as Exhibit No.  (a)(3) to Amendment  No. 7 and  incorporated
                    herein by reference.

        (b)         By-Laws of the  Registrant as adopted  September 1, 1992 and
                    revised  October 6, 1992 filed as Exhibit No. 2 to Amendment
                    No. 4 and incorporated herein by reference.

        (c)         Reference is made to Item 23(a) and 23(b) above.

        (d)         Investment  Advisory  Agreement  between the  Registrant and
                    Lloyd George  Management  (Hong Kong)  Limited dated October
                    27,  1992  filed as  Exhibit  No. 5 to  Amendment  No. 4 and
                    incorporated herein by reference.

        (e)         Placement  Agent  Agreement  with Eaton Vance  Distributors,
                    Inc. dated November 1, 1996 a substantially  similar copy of
                    which was filed as Exhibit No. 6 to  Amendment  No. 3 to the
                    Registration   Statement  of  Growth  Portfolio,   File  No.
                    811-8558,  and is  incorporated  herein by  reference.  (The
                    document  differs  only  with  respect  to the  name  of the
                    executing parties.)

        (f)         The  Securities  and  Exchange  Commission  has  granted the
                    Registrant an exemptive order that permits the Registrant to
                    enter  into  deferred  compensation  arrangements  with  its
                    independent Trustees.  See In the Matter of Capital Exchange
                    Fund, Inc., Release No. IC-20671 (November 1, 1994).

        (g)(1)      Custodian  Agreement  with  Investors  Bank & Trust  Company
                    dated  October  27,  1992  filed  as  Exhibit  No.  8(a)  to
                    Amendment No. 4 and incorporated herein by reference.

           (2)      Amendment  to  Custodian  Agreement  dated  February 7, 1994
                    filed  as  Exhibit   No.  8(b)  to   Amendment   No.  4  and
                    incorporated herein by reference.

           (3)      Amendment to  Custodian  Agreement  dated  November 13, 1995
                    filed  as  Exhibit   No.  8(c)  to   Amendment   No.  4  and
                    incorporated herein by reference.

        (h)(1)      Administration  Agreement  between the  Registrant and Eaton
                    Vance Management dated October 27, 1992 filed as Exhibit No.
                    9(a)  to  Amendment  No.  4  and   incorporated   herein  by
                    reference.

           (2)      Letter Agreement  relating to Investment  Advisory Agreement
                    dated January 1, 1996 filed as Exhibit No. 9(b) to Amendment
                    No. 5 and incorporated herein by reference.


                                      C-1
<PAGE>
        (l)         Investment  representation  letter of Eaton Vance Management
                    dated  October 7, 1992 filed as Exhibit No. 13 to  Amendment
                    No. 4 and incorporated herein by reference.


        (p)(1)      Code of Ethics  adopted by Eaton  Vance  Corp.,  Eaton Vance
                    Management,  Boston  Management  and  Research,  Eaton Vance
                    Distributors,  Inc.  and the  Eaton  Vance  Funds  effective
                    September  1, 2000,  as revised  November 6, 2000,  filed as
                    Exhibit (p)(1) to  Post-Effective  Amendment No. 75 of Eaton
                    Vance  Growth  Trust  (File Nos.  2-22019,  811-1241)  filed
                    December 21, 2000 and incorporated herein by reference.

           (2)      Code of Ethics  adopted  by Lloyd  George  Management  (BVI)
                    Ltd.,  Lloyd George  Investment  Management  (Bermuda) Ltd.,
                    Lloyd  George  Management  (Hong  Kong) Ltd.,  Lloyd  George
                    Management  (Europe)  Ltd. and the Lloyd  George  Management
                    Funds  effective  September  1, 2000  filed as  Exhibit  No.
                    (p)(2)  to  Post-Effective  Amendment  No. 1 to Eaton  Vance
                    Variable  Trust (File Nos.  333-44010 and  811-10067)  filed
                    November 17, 2000 and incorporated herein by reference.


ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

     Not applicable.

ITEM 25. INDEMNIFICATION

     Article V of the Registrant's Declaration of Trust contains indemnification
provisions  for  Trustees  and  officers.  The  Trustees  and  officers  of  the
Registrant and the personnel of the Registrant's  investment adviser are insured
under an errors and omissions liability insurance policy.

     The Placement Agent Agreement also provides for reciprocal indemnity of the
placement agent, on the one hand, and the Trustees and officers, on the other.

ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER

     Reference  is made to:  (i) the  information  set forth  under the  caption
"Management and Organization" in the Statement of Additional  Information;  (ii)
the Eaton Vance Corp. 10-K filed under the Securities Exchange Act of 1934 (File
No. 1-8100);  and (iii) the Forms ADV of Eaton Vance (File No.  801-15930),  BMR
(File No.  801-43127),  Lloyd George (Hong Kong) (File No.  801-40890) and Lloyd
George  (Bermuda)  (File No.  801-40889)  filed  with the SEC,  all of which are
incorporated herein by reference.

ITEM 27. PRINCIPAL UNDERWRITERS

     Not applicable.

ITEM 28. LOCATION OF ACCOUNTS AND RECORDS

     All applicable  accounts,  books and documents required to be maintained by
the  Registrant  by  Section  31(a) of the 1940  Act and the  Rules  promulgated
thereunder  are in the  possession  and custody of the  Registrant's  custodian,
Investors Bank & Trust Company, 200 Clarendon Street, Boston, MA 02116, with the
exception of certain  corporate  documents and portfolio trading documents which


                                      C-2
<PAGE>
are in the possession and custody of the Registrant's investment adviser at 3808
One Exchange  Square,  Central,  Hong Kong.  The Registrant is informed that all
applicable accounts, books and documents required to be maintained by registered
investment  advisers  are in the  custody  and  possession  of the  Registrant's
investment adviser.

ITEM 29. MANAGEMENT SERVICES

     Not applicable.

ITEM 30. UNDERTAKINGS

     Not applicable.


                                      C-3
<PAGE>
                                    SIGNATURE


     Pursuant to the  requirements  of the  Investment  Company Act of 1940, the
Registrant has duly caused this Amendment No. 9 to the Registrant's Registration
Statement on Form N-1A to be signed on its behalf by the undersigned,  thereunto
duly authorized in the City of Boston and the  Commonwealth of  Massachusetts on
the 29th day of December, 2000.


                                GREATER CHINA GROWTH PORTFOLIO


                                By:     /s/ James B. Hawkes
                                        ---------------------------------
                                        James B. Hawkes, Vice President


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