STRATEGIC INCOME PORTFOLIO
N-30D, 1996-06-27
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The Eaton Vance Mutual Funds Trust
For the Strategic Income Portfolio

[LOGO]

Semi-Annual Shareholder Report
April 30, 1996

Investment Adviser of Portfolio
Boston Management and Research
24 Federal Street
Boston, MA 02110

Administrator
Eaton Vance Management
24 Federal Street
Boston, MA 02110
(617) 482-8260

Principal Underwriter
Eaton Vance Distributors, Inc.
24 Federal Street
Boston, MA 02110
(617) 482-8260

Custodian
Investors Bank & Trust Company
89 South Street
P.O. Box 1537
Boston, MA 02205-1537

Transfer Agent
First Data Investor Services Group, Inc.
BOS725
P.O. Box 1559
Boston, MA 02104

Independent Accountants
Coopers & Lybrand L.L.P.
One Post Office Square
Boston, MA 02109

<TABLE>
<CAPTION>
                                     Strategic Income Portfolio
                                      Portfolio of Investments
                                          April 30, 1996



                                                                     Principal               U.S. $ Value
- ------------------------------------------------------------------------------------------------------------
                                           Bonds & Notes -- 89.4%
- ------------------------------------------------------------------------------------------------------------
<S>                                                          <S>                         <S>
ARGENTINA, 4.0%                                                   U.S. Dollars
  Argentina Discount Bond (Brady), 6.5625%, 3/31/23
   (identified cost $4,718,125)                                      8,000,000            $     5,515,000
                                                                                          ---------------
AUSTRALIA, 0.6%                                             Australian Dollars
  State Electricity - Victoria, 9.25%, 9/18/03
   (identified cost $733,564)                                        1,000,000            $       787,350
                                                                                          ---------------
BRAZIL, 7.6%                                                      U.S. Dollars
  Brazil Discount Bond, (Brady), 6.5%, 4/15/24
   (identified cost $8,530,563)                                     15,500,000            $    10,491,563
                                                                                          ---------------
CZECH REPUBLIC, 4.4%                                             Czech Korunas
  CEZ (Czech Electric Company), 14.375%, 1/27/01
   (identified cost $6,022,084)                                    159,710,000            $     6,090,514
                                                                                          ---------------
DENMARK, 5.2%                                                     Danish Krone
  Denmark Government, 8%, 3/15/06
   (identified cost $7,156,882)                                     40,000,000            $     7,129,242
                                                                                          ---------------
ECUADOR, 2.0%                                                     U.S. Dollars
  Ecuador Discount Bond (Brady), 6.0625%, 2/28/25
   (identified cost $2,711,875)                                      5,000,000            $     2,815,625
                                                                                          ----------------
IRELAND, 8.6%                                                      Irish Pound
  Irish Government, 8%, 8/18/06                                      3,000,000            $     4,828,537
  Irish Government, 9.25%, 7/11/03                                   4,000,000                  6,975,849
                                                                                          ---------------
   Total Ireland (identified cost, $11,599,951)                                           $    11,804,386
                                                                                          ---------------
NEW ZEALAND, 7.3%                                          New Zealand Dollars
  New Zealand Government, 6.5%, 2/15/00                              4,000,000            $     2,534,743
  New Zealand Government, 8%, 11/15/06                               4,800,000                  3,170,213
  New Zealand Government, 10%, 3/15/02                               6,000,000                  4,337,623
                                                                                          ---------------
   Total New Zealand (identified cost, $9,762,499)                                        $    10,042,579
                                                                                          ---------------
POLAND, 9.4%                                                      Polish Zloty
  Polish Government T-Bill, 0%, 5/8/96                               4,210,000            $     1,577,289
  Polish Government T-Bill, 0%, 6/12/96                              5,600,000                  2,056,018
  Polish Government T-Bill, 0%, 6/19/96                              3,340,000                  1,220,723
  Polish Government T-Bill, 0%, 7/31/96                              9,500,000                  3,393,888
                                                                  U.S. Dollars
  Poland Discount Bond, (Brady), 6.4375%, 10/27/24                   5,000,000                  4,646,875
                                                                                          ---------------
   Total Poland (identified cost, $12,215,438)                                            $    12,894,793
                                                                                          ---------------
SPAIN, 2.4%                                                    Spanish Pesetas
  Spanish Government, 10.1%, 2/28/01
   (identified cost, $3,382,193)                                   400,000,000            $     3,337,317
                                                                                          ---------------
UNITED STATES, 37.8%                                              U.S. Dollars
 Corporate Bonds & Notes, 8.8%
  Agricultural Minerals & Chemicals, Sr. Notes, 10.75%, 9/30/03      1,000,000            $     1,060,000
  Applied Extrusion, Sr. Notes, 11.5%, 4/1/02                        1,000,000                  1,030,000
  Dade International, Inc., 13%, 2/01/05                               500,000                    590,000
  Dayton Hudson, Medium Term Note, 9.52%, 6/10/15                      350,000                    403,536
  Dayton Hudson, Medium Term Note, 9.5%, 6/10/15                       665,000                    765,421
  Dayton Hudson, Medium Term Note, 9.35%, 6/16/20                      600,000                    666,330
  Overhead Door Corp., Sr. Notes, 12.25%, 2/1/00                       500,000                    505,000
  Purina Mills, Sr. Sub. Notes, 10.25%, 9/1/03                       1,000,000                    995,000
  Roadmaster Industries, Inc., Sr. Sub. Notes, 11.75%, 7/15/02         475,000                    384,750
  SD Warren Co., 12%, 12/15/04                                       1,000,000                  1,042,500
  Selmer Company, Inc., Sr. Sub. Notes, 11%, 5/15/05                   500,000                    515,000
  Stone Container Corp., Sr. Sub. Debs., 10.75%, 10/1/02               500,000                    500,000
  TRW, Inc., Medium Term Note, 9.35%, 6/4/20                         1,900,000                  2,255,547
  United International Holdings, Inc., Sr. Sec. Disc. 
   Notes, 0%, 11/15/99                                               1,500,000                    952,500
  Westpoint Stevens, Sr. Sub. Notes, 9.375%, 12/15/05                  500,000                    490,000
                                                                                          ---------------
   Total United States Corporate Bonds & Notes
    (identified cost, $11,791,128)                                                        $    12,155,584
                                                                                          ---------------
 Mortgage Pass-Throughs, 27.3%                                    U.S. Dollars
  Federal Home Loan Mortgage Corp. Participation Certificates:
  4.75%, with various maturities to 2003                                60,898            $        59,211
   5.5%, with maturity at 2019                                          48,614                     48,180
   8%, with various maturities to 2021                               4,997,613                  5,098,086
   8.5%, with various maturities to 2024                             6,147,705                  6,390,704
   9%, with maturity at 2019                                         1,145,114                  1,206,184
   12.5%, with maturity at 2011                                        190,782                    215,452
   12.75%, with maturity at 2013                                       204,099                    232,985
   13.25%, with maturity at 2013                                       244,781                    283,349
   13.5%, with maturity at 2019                                        612,744                    710,114
                                                                                          ---------------
                                                                                          $    14,244,265
                                                                                          ---------------
  Federal National Mortgage Association
  Mortgage-Backed Securities:
   4.75%, with maturity at 1999                                        108,836            $       106,307
   5%, with maturity at 2003                                           197,794                    190,818
   5.5%, with various maturities to 2012                               201,571                    197,219
   7.5%, with maturity at 2002                                       1,083,188                  1,094,206
   8%, with various maturities to 2013                               4,494,788                  4,597,984
   8.5%, with maturity at 2018                                         587,012                    609,336
   9%, with various maturities to 2017                               4,505,385                  4,728,146
   12.75%, with maturity at 2014                                       237,949                    276,267
   13%, with various maturities to 2015                              1,561,943                  1,808,078
   13.25%, with maturity at 2014                                       305,672                    359,912
   13.5%, with various maturities to 2015                            1,410,546                  1,623,180
   14.75%, with various maturities at 2012                           3,346,760                  4,040,410
                                                                                          ---------------
                                                                                          $    19,631,863
                                                                                          ---------------
  Government National Mortgage Association:
   6.5%, with various maturities at 2007                             1,442,604            $     1,432,476
   9%, with maturity at 2016                                         1,375,859                  1,451,635
   13.5%, with various maturities at 2014                              623,539                    742,291
                                                                                          ---------------
                                                                                          $     3,626,402
                                                                                          ---------------
   Total Mortgage Pass-Throughs (identified cost, $37,583,363)                            $    37,502,530
                                                                                          ---------------

U.S. Government Securities --                                     U.S. Dollars
 U.S. Treasury Bond, 11.75%, 2/15/01+
   (identified cost, $2,603,438)                                     2,000,000            $     2,436,560
                                                                                          ---------------
     Total United States (identified cost, $51,977,929)                                   $    52,094,674
                                                                                          ---------------
 Total Bonds & Notes (identified cost, $118,811,103)                                      $   123,003,043
                                                                                          ---------------
- ------------------------------------------------------------------------------------------------------------
                                        Short-Term Obligations -- 9.5%
- ------------------------------------------------------------------------------------------------------------
Banque National De Paris, Euro Time-Deposit,                      U.S. Dollars
 Cayman Islands, 5.375%, 5/1/96                                      4,400,000            $     4,400,657
Dai-Ichi Kangyo Bank-N.Y., Cayman Time-Deposit, 5.3125%, 5/1/96      5,105,164                  5,105,917
Postipanki-N.Y., Cayman Time-Deposit, 5.375%, 5/1/96                 3,603,113                  3,603,651
                                                                                          ---------------
     Total Short-Term Obligations                                                         $    13,110,225
                                                                                          ---------------
Total Investments (identified cost, $131,921,328)                                         $   136,113,268
Options Written by Fund -- 0.0%
        Option to Deliver/Receive, Strike Price, Expiration Month:
                                                           New Zealand Dollars
         USD/NZD, $0.6720, May 1996
           (premium received, $23,385)                               3,000,000                    (39,340)
Other Assets, less Liabilities, 1.1%                                                            1,611,830
                                                                                          ---------------
Net Assets, 100%                                                                          $   137,685,758
                                                                                          ===============
+Security pledged as collateral on financial futures contracts.
USD -- United States Dollars
NZD --  New Zealand Dollars

The accompanying notes are an integral part of the financial statements
</TABLE>

<TABLE>
<CAPTION>
                                         Financial Statements

Statement of Assets and Liabilities
April 30, 1996
Assets:
  <S>                                                             <C>              <C>
  Investments, at value (Note 1A) (identified cost, $131,921,328)                  $ 136,113,268
  Cash                                                                                    19,516
  Receivable for daily variation margin on open
    financial futures contracts (Note 1E)                                                 16,217
  Receivable for investments sold                                                         98,736
  Net receivable for forward foreign
    currency exchange contracts (Note 1H)                                              2,709,514
  Interest receivable                                                                  2,162,294
  Deferred organization expenses (Note 1J)                                                13,336
                                                                                   -------------
    Total assets                                                                   $ 141,132,881
Liabilities:
  Payable for investments purchased                               $   3,393,888
  Options written, at value (premium received $23,385) (Note 1G)         39,340
  Payable to affiliate --
    Trustees' fees (Note 2)                                                 722
  Accrued expenses                                                       13,173
                                                                  -------------
    Total liabilities                                                                  3,447,123
                                                                                   -------------
Net Assets applicable to investors' interest in Portfolio                          $ 137,685,758
                                                                                   =============
Sources of Net Assets:
  Net proceeds from capital contributions and withdrawals                          $ 130,521,856
  Unrealized appreciation of investments, futures, options and foreign currency
    (computed on the basis of identified cost)                                         7,163,902
                                                                                   -------------
    Total                                                                          $ 137,685,758
                                                                                   =============

The accompanying notes are an integral part of the financial statements
</TABLE>

<TABLE>
<CAPTION>
                                        Statement of Operations
                                For the Six Months Ended April 30, 1996
<S>                                                        <C>                     <C>
Investment Income:
  Interest Income                                                                  $   6,774,671
  Expenses --
    Investment adviser fee (Note 2)                        $     385,046
    Administration fee (Note 2)                                  108,103
    Compensation of Trustees not members of the
      Investment Adviser's organization (Note 2)                   4,683
    Custodian fee (Note 2)                                        71,046
    Legal and accounting services                                 22,203
    Amortization of organization expenses (Note 1J)                2,348
    Miscellaneous                                                  1,902
                                                           -------------
      Total expenses                                                                     595,331
                                                                                   -------------
        Net investment income                                                      $   6,179,340
                                                                                   -------------
Realized and Unrealized Gain (Loss) on Investments, 
Futures, Options and Foreign Currency:
  Net realized gain (loss) (identified cost basis) 
  (including net loss due to foreign currency rate 
  fluctuations of $214,422) on --
      Investment transactions                              $   5,424,499
      Financial futures contracts                               (824,055)
      Foreign currency and forward foreign
        currency exchange contracts                             (650,406)
                                                           -------------
        Net realized gain on investments, futures and 
        foreign currency                                                           $   3,950,038
    Change in unrealized appreciation (depreciation) on --
      Investments                                         $   (2,762,175)
      Financial futures contracts                                736,507
      Written options                                            (15,955)
      Foreign currency and forward foreign 
        currency exchange contracts                            5,107,790
                                                           -------------
        Net change in unrealized appreciation of 
        investments, futures, options and foreign currency                             3,066,167
                                                                                   -------------
          Net realized and unrealized gain on investments, 
          futures, options and foreign currency                                    $   7,016,205
                                                                                   -------------
            Net increase in net assets resulting from operations                   $  13,195,545
                                                                                   =============

The accompanying notes are an integral part of the financial statements
</TABLE>


<TABLE>
<CAPTION>
                                       Statements of Changes in Net Assets
                                                                                       Six Months Ended      Year Ended
                                                                                        April 30, 1996    October 31, 1995
                                                                                        --------------    ----------------
<S>                                                                                     <C>                <C>
Increase (Decrease) in Net Assets:
  From operations --
    Net investment income                                                               $   6,179,340      $  16,533,049
    Net realized gain (loss) on investments, futures and foreign currency transactions      3,950,038        (11,886,837)
    Change in unrealized appreciation 
      of investments, futures, options, and foreign currency                                3,066,167         15,637,070
                                                                                        -------------      -------------
      Net increase in net assets resulting from operations                              $  13,195,545      $  20,283,282
                                                                                        -------------      -------------
      Capital transactions --
        Contributions                                                                   $   5,546,210      $   7,892,611
        Withdrawals                                                                       (33,639,286)      (112,061,370)
                                                                                        -------------      -------------
      Net decrease in net assets resulting from capital transactions                    $ (28,093,076)     $(104,168,759)
                                                                                        -------------      -------------
        Total decrease in net assets                                                    $ (14,897,531)     $ (83,885,477)

Net Assets:
At beginning of period                                                                    152,583,289        236,468,766
                                                                                        -------------      -------------
At end of period                                                                        $ 137,685,758      $ 152,583,289
                                                                                        =============      =============
<CAPTION>
                                              Supplementary Data
                                                                     Year Ended October 31,
                                                  Six Months Ended  -----------------------
                                                   April 30, 1996      1995        1994*
                                                   --------------   ----------  -----------
Ratios (as a percentage of average net assets):
<S>                                                     <C>            <C>         <C>  
  Expenses                                              0.83%+         0.84%       0.82%+
  Net investment income                                 8.59%+         9.08%       8.41%+
Portfolio Turnover                                        53%            78%         71%


+Computed on an annualized basis.
*For the period from the start of business, March 1, 1994, to October 31, 1994.

The accompanying notes are an integral part of the financial statements

</TABLE>


Notes to Financial Statements

1) Significant Accounting Policies

Strategic Income Portfolio (the "Portfolio") is registered under the 
Investment Company Act of 1940 as a non-diversified open-end investment 
company.  The Portfolio, which was organized as a trust under the laws of 
the State of New York in 1992, seeks to provide a high level of income by 
investing in a global portfolio consisting primarily of high grade debt 
securities. The Declaration of Trust permits the Trustees to issue 
beneficial interests in the Portfolio. Investment operations began on 
March 1, 1994, with the acquisition of net assets of $348,433,258 in 
exchange for an interest in the Portfolio by one of the Portfolio's 
investors. 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 - Debt securities (other than mortgage-backed, 
"pass-through," securities and short-term obligations maturing in sixty 
days or less), including listed securities and securities for which price 
quotations are available and forward contracts, will normally be valued on 
the basis of market valuations furnished by pricing services. Mortgage 
backed, "pass through" securities are valued using a matrix pricing system 
which takes into account yield differentials, anticipated prepayments and 
interest rates. Financial futures contracts listed on commodity exchanges 
and exchange-traded options are valued at closing settlement price. Short-
term obligations and money-market securities maturing in sixty days or 
less are valued at amortized cost which approximates value. Non-U.S. 
dollar denominated short-term obligations are valued at amortized cost as 
calculated in the base currency and translated into U.S. dollars at the 
current exchange rate. Investments for which 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 
and discount earned, adjusted for amortization of discount when required 
for federal income tax purposes.

C. Gains and Losses From Security 
Transactions - Realized gains and losses from investment transactions are 
recorded on the basis of identified cost. For book purposes, gains and 
losses are not recognized until disposition. For federal tax purposes, the 
Fund is subject to special tax rules that may affect the amount, timing, and 
character of gains recognized on certain of the Portfolio's investments. 
The Portfolio has elected, under Section 1092 of the Internal Revenue Code 
(the "Code"), to utilize mixed straddle accounting for certain designated 
classes of activities involving domestic options and domestic financial 
futures contracts in determining recognized gains and losses. Under this 
method, Section 1256 positions (financial futures contracts and options on 
investments or financial futures contracts) and non-Section 1256 positions 
(bonds, etc.) are marked-to-market on a daily basis resulting in the 
recognition of taxable gains and losses on a daily basis. Such gains or 
losses are categorized as short-term or long-term based on aggregation 
rules provided in the Code.

D. 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 Code) in order for its investors 
to satisfy them. 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. Financial Futures Contracts - Upon entering into a financial futures 
contract, the Portfolio is required to deposit an amount ("initial 
margin") either in cash or securities 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 to hedge against anticipated future changes in 
interest or currency exchange rates. Should interest or currency exchange 
rates move unexpectedly, the Portfolio may not achieve the anticipated 
benefits of the financial futures contracts and may realize a loss. If the 
Portfolio enters into a closing transaction, the Portfolio will realize, 
for book purposes, a gain or loss equal to the difference between the 
value of the financial futures contract to sell and financial futures 
contract to buy.

F. Foreign Currency Translation - Investment valuations, other assets, and 
liabilities initially expressed in foreign currencies are converted each 
business day into U.S. dollars based upon current exchange rates. 
Purchases and sales of foreign investment securities and income and 
expenses are converted into U.S. dollars based upon currency exchange 
rates prevailing on the respective dates of such transactions. Recognized 
gains and losses on investment transactions attributable to foreign 
currency rates are recorded for financial statement purposes as net 
realized gains and losses on investments. That portion of unrealized gains 
and losses on investments that result from fluctuations in foreign 
currency exchange rates are not separately disclosed.

G. Written Options - The Portfolio may write call or put options for which 
premiums are received and are recorded as liabilities, and are 
subsequently adjusted to the current value of the options written. 
Premiums received from writing options which expire are treated as 
realized gains. Premiums received from writing options which are exercised 
or are closed are offset against the proceeds or amount paid on the 
transaction to determine the realized gain or loss. If a put option is 
exercised, the premium reduces the cost basis of the securities purchased 
by the Portfolio. The Portfolio as a writer of an option may have no 
control over whether the underlying securities may be sold (call) or 
purchased (put) and as a result bears the market risk of an unfavorable 
change in the price of the securities underlying the written option.

H. Forward Foreign Currency Exchange Contracts - The Portfolio may enter 
into forward foreign currency exchange contracts for the purchase or sale 
of a specific foreign currency at a fixed price on a future date. Risks 
may arise upon entering these contracts from the potential inability of 
counterparties to meet the terms of their contracts and from movements in 
the value of a foreign currency relative to the U.S. dollar. The Portfolio 
will enter into forward contracts for hedging purposes as well as non-
hedging purposes. The forward foreign currency exchange contracts are 
adjusted by the daily exchange rate of the underlying currency and any 
gains or losses are recorded for financial statement purposes as 
unrealized until such time as the contracts have been closed.

I. Reverse Repurchase Agreements - The Portfolio may enter into reverse 
repurchase agreements. Under such an agreement, the Portfolio temporarily 
transfers possession, but not ownership, of a security to a counterparty, 
in return for cash. At the same time, the Portfolio agrees to repurchase 
the security at an agreed-upon price and time in the future. The Portfolio 
may enter into reverse repurchase agreements for temporary purposes, such 
as to fund withdrawals, or for use as hedging instruments where the 
underlying security is foreign denominated. As a form of leverage, reverse 
repurchase agreements may increase the risk of fluctuation in the market 
value of the Portfolio's assets or in its yield. Liabilities to 
counterparties under reverse repurchase agreements are recognized in the 
statement of assets and liabilities at the same time at which cash is 
received by the Portfolio. The securities underlying such agreements 
continue to be treated as owned by the Portfolio and remain in the 
Portfolio of investments. Interest charged on amounts borrowed by the 
Portfolio under reverse repurchase agreements is accrued daily and offset 
against interest income for financial statement purposes.

J. Deferred Organization Expense - Costs incurred by the Portfolio in 
connection with its organization are being amortized on the straight-line 
basis over five years.

K. Use of Estimates - The preparation of financial statements in 
conformity with generally accepted accounting principles requires 
management to make estimates and assumptions that affect the reported 
amounts of assets and liabilities at the date of the financial statements 
and the reported amounts of revenue and expense during the reporting 
period. Actual results could differ from those estimates.

L. Other - Investment transactions are accounted for on a trade date 
basis.

(2) Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research 
(BMR), a wholly-owned subsidiary of Eaton Vance Management (EVM), as 
compensation for management and investment advisory services rendered to 
the Portfolio. The fee is based upon a percentage of average daily net 
assets plus a percentage of gross investment income (i.e., income other 
than gains from the sale of investments). Such percentages are reduced as 
average daily net assets exceed certain levels. For the six months ended 
April 30, 1996, the fee was equivalent to 0.53% (annualized) of the 
Portfolio's average net assets for such period and amounted to $385,046. 
An administration fee, computed at an effective annual rate of 0.15% of 
average daily net assets was also paid to BMR for administrative services 
and office facilities. Such fee amounted to $108,103 for the six months 
ended April 30, 1996.

Except for Trustees of the Portfolio who are not members of EVM's or BMR's 
organization, officers and Trustees receive remuneration for their 
services to the Portfolio out of such investment adviser fee. Investors 
Bank & Trust Company (IBT) serves as custodian of the Portfolio. Prior to 
November 10, 1995, IBT was an affiliate of EVM. 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. 
All significant credit balances used to reduce the Porfolio's custody fees 
are reported as a reduction of expenses in the statement of operations. 
Certain officers of the Portfolio and Directors of the Corporation are 
officers and directors/trustees of the above organizations. Trustees of 
the Portfolio 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 April 30, 1996, no significant 
amounts have been deferred.

(3) Line of Credit

The Portfolio participates with other portfolios and funds managed by BMR 
or 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 portfolios and funds at the end of each 
quarter. The Portfolio did not have any significant borrowings or 
allocated fees during the period.

(4) Investments

The Portfolio invests primarily in foreign government debt securities and 
U.S. Government securities. The ability of the issuers of the debt 
securities to meet their obligations may be affected by economic 
developments in a specific industry or country. Purchases and sales of 
investments, other than short-term obligations, for the six months ended 
April 30, 1996 were as follows:


          Purchases -

          Investments (non-U.S. Government)      $48,293,260
          U.S. Government Securities              21,853,727
                                                 -----------
                                                 $70,146,987
                                                 ===========

          Sales - 

          Investments (non-U.S. Government)      $89,762,194
          U.S. Government Securities               1,284,688
                                                 -----------
                                                 $91,046,882
                                                 ===========

(5) Financial Instruments

The Portfolio regularly trades in financial instruments with off-balance 
sheet risk in the normal course of its investing activities to assist in 
managing exposure to various market risks. These financial instruments 
include written options, forward foreign currency exchange contracts and 
financial 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 April 30, 
1996 is as follows:

<TABLE>
<CAPTION>
Forward Foreign Currency Exchange Contracts

Sales
- ------
                                                             In Exchange For         Net Unrealized
Settlement                                                 (in United States           Appreciation
Date                  Deliver                                        Dollars)         (Depreciation)
- -----------------     ---------------------------------    -----------------         --------------
<S>                   <C>                                  <C>                       <C>
11/15/96-11/29/96     Belgian Franc        930,959,031     $      32,198,318         $    2,238,105
5/13/96               Canadian Dollar        4,000,000             2,925,688                (14,129)
5/2/96-6/21/96        Swiss Franc           13,611,273            11,474,220                541,364
6/10/96               Irish Pound            1,057,919             1,665,481                 20,325
5/13/96-6/21/96       Japanese Yen         966,000,000             9,399,082                121,626
6/10/96               New Zealand Dollars      809,921               518,349                (35,008)
6/12/96               Swedish Krona         30,000,000             4,267,000               (148,411)
                                                           -----------------         --------------
                                                           $      62,448,138         $    2,723,872
                                                           =================         ==============

Purchases
- ---------
                                                                    Deliver          Net Unrealized
Settlement                                                       (in United            Appreciation
Date                  In Exchange For                        States Dollars)          (Depreciation)
- -----------------     ---------------------------------    -----------------         --------------
5/9/96                Australian Dollar      1,000,000        $      748,300         $       38,611
5/13/96-7/26/96       Canadian Dollar        7,750,000             5,671,678                 27,490
5/2/96-8/2/96         Swiss Franc            7,200,000             5,813,017                     --
5/28/96               Czech Republic Krona 169,905,000             6,230,473               (145,196)
8/28/96               Greek Drachma      1,000,000,000             3,998,957                 (4,257)
5/7/96-10/16/96       Indonesian Rupiah 30,250,000,000            12,680,461                 48,154
6/18/96               Indian Rupee          98,395,000             2,750,000                 33,819
7/15/96               Philippine Peso      106,264,000             4,000,000                 12,324
5/2/96                Polish Zloty           9,020,105             3,402,144                     --
6/12/96               Swedish Krona         30,000,000             4,459,044                (43,632)
6/21/96               New Taiwan Dollar    109,180,000             4,000,000                 18,329
                                                           -----------------         --------------
                                                             $    53,754,074         $      (14,358)
                                                           =================         ==============
Futures Contracts
                                                                                     Net Unrealized
                                                                                       Appreciation
Expiration Date       Contracts                            Position                   (Depreciation)
- ---------------       ---------                            --------                  --------------
6/96                  75 U.S. 30 year Bond Futures         Short                      $     322,756
6/96                  107 U.S. 5 year Bond Futures         Short                            173,767
6/96                  106 Australian 10 year Bond Futures  Long                             140,723
6/96                  106 Canadian 10 year Bond Futures    Long                            (168,514)
6/96                  62 German 10 year Bond Futures       Long                              12,264
6/96                  140 French 10 year Bond Futures      Short                           (232,771)
6/96                  2 Japanese 10 year Bond Futures      Short                             (6,779)
                                                                                     --------------
                                                                                      $     241,446
                                                                                     ==============
</TABLE>


At April 30, 1996, the Portfolio had sufficient cash and/or securities to 
cover margin requirements on open futures contracts.

Written Option Transactions

Transactions in written options for the period ended April 30, 1996 were 
as follows:

                                              Number
                                        of Contracts       Premiums
                                      ----------------   ------------
Outstanding, beginning of period                --             --
  Options written                            3,000        $23,385
  Options exercised                             --             --
  Options expired                               --             --
                                      ------------       --------
Outstanding, end of period                   3,000        $23,385
                                      ============       ========

(6) Federal Income Tax Basis of Investments

The cost and unrealized appreciation/depreciation in value of the 
investments owned at April 30, 1996, as computed on a federal income tax 
basis, were as follows:

Aggregate cost                      $ 132,036,123
                                    =============
Gross unrealized appreciation       $   4,591,562
Gross unrealized depreciation             516,365
                                    -------------
Net unrealized appreciation         $   4,075,197
                                    =============


Report of Independent Accountants

To the Trustees and Investors of Strategic
Income Portfolio:

We have audited the accompanying statement of assets and liabilities of 
Strategic Income Portfolio (the "Portfolio"), including the portfolio of 
investments, as of April 30, 1996, the related statement of operations for 
the six months then ended, the statements of changes in net assets for the 
six months ended April 30, 1996 and the year ended October 31, 1995 and 
the supplementary data for the six months ended April 30, 1996, the year 
ended October 31, 1995, and for the period from March 1, 1994 (start of 
business) to October 31, 1994. These financial statements and 
supplementary data are the responsibility of the Portfolio's management. 
Our responsibility is to express an opinion on these financial statements 
and supplementary data based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and 
supplementary data are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and 
disclosures in the financial statements. Our procedures included 
confirmation of securities owned as of April 30, 1996 by correspondence 
with the custodian and brokers. An audit also includes assessing the 
accounting principles used and significant estimates made by management, 
as well as evaluating the overall financial statement presentation. We 
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and supplementary data referred 
to above present fairly, in all material respects, the financial position 
of Strategic Income Portfolio as of April 30, 1996, the results of its 
operations, changes in net assets and the supplementary data for the six 
months ended April 30, 1996, the year ended October 31, 1995, and for the 
period from March 1, 1994 (start of business) to October 31, 1994, in 
conformity with generally accepted accounting principles.


                                            COOPERS & LYBRAND L.L.P.
Boston, Massachusetts
May 24, 1996


INVESTMENT MANAGEMENT FOR STRATEGIC INCOME PORTFOLIO

OFFICERS

JAMES B. HAWKES
President, Director

MARK S. VENEZIA
Vice President

JAMES L. O'CONNOR
Treasurer

THOMAS OTIS
Secretary

DIRECTORS

LANDON T. CLAY
Chairman, Eaton Vance Corp.


DONALD R. DWIGHT
President, Dwight Partners, Inc.
Chairman, Newspapers of 
New England, Inc.

SAMUEL L. HAYES, III
Jacob H. Schiff Professor of 
Investment Banking,
Harvard University Graduate School of 
Business Administration

NORTON H. REAMER
President and Director, United Asset 
Management Corporation

JOHN L. THORNDIKE
Director, 
Fiduciary Company Incorporated

JACK L. TREYNOR
Investment Adviser and Consultant




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