UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-21563

 

Eaton Vance Short Duration Diversified Income Fund

(Exact name of registrant as specified in charter)

 

The Eaton Vance Building, 255 State Street, Boston, Massachusetts

 

02109

(Address of principal executive offices)

 

(Zip code)

 

Alan R. Dynner

The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(617) 482-8260

 

 

Date of fiscal year end:

October 31

 

 

Date of reporting period:

October 31, 2006

 

 




Item 1. Reports to Stockholders

 




Annual Report October 31, 2006

EATON VANCE
SHORT
DURATION
DIVERSIFIED
INCOME
FUND



IMPORTANT NOTICES REGARDING PRIVACY,
DELIVERY OF SHAREHOLDER DOCUMENTS,
PORTFOLIO HOLDINGS AND PROXY VOTING

Privacy. The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy ("Privacy Policy") with respect to nonpublic personal information about its customers:

•  Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

•  None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer's account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker/dealers.

•  Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

•  We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Boston Management and Research, and Eaton Vance Distributors, Inc.

In addition, our Privacy Policy only applies to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer's account (i.e., fund shares) is held in the name of a third-party financial adviser/broker-dealer, it is likely that only such adviser's privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures.

For more information about Eaton Vance's Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents. The Securities and Exchange Commission (the "SEC") permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called "householding" and it helps eliminate duplicate mailings to shareholders.

Eaton Vance, or your financial adviser, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial adviser, otherwise.

If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial adviser.

Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial adviser.

Portfolio Holdings. The Fund and its underlying Portfolio (if applicable) will file a schedule of its portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC's website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC's public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds' and Portfolios' Boards. You may obtain a description of these policies and procedures and information on how the Fund or Portfolio voted proxies relating to portfolio securities during the most recent 12 month period ended June 30, without charge, upon request, by calling 1-800-262-1122. This description is also available on the SEC's website at www.sec.gov.




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

MANAGEMENT’S DISCUSSION OF PERFORMANCE

The Fund

Performance

·                  Based on share price, Eaton Vance Short Duration Diversified Income Fund (the “Fund”), a closed-end fund traded on the New York Stock Exchange under the symbol “EVG”, had a total return of 19.96% for the year ended October 31, 2006. That return was the result of an increase in share price to $17.75 on October 31, 2006, from $16.07 on October 31, 2005, and the reinvestment of $1.403 in monthly distributions.

·                  Based on net asset value (NAV) per share, the Fund had a total return of 7.73% during the same period. This return resulted from a decrease in NAV per share to $18.42 on October 31, 2006, from $18.57 on October 31, 2005, and the reinvestment of $1.403 in monthly distributions.

·                  For comparison, the Fund’s peer group, the Lipper Global Income Funds Classification had an average total return of 8.63%, at net asset value, and a 12.47% annual return at share price during the same period.(1)

·                  The Fund’s performance at market price will differ from its results at NAV. Although market price performance generally reflects investment results over time, during shorter periods, returns at market can also be affected by factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for the Fund’s shares, or changes in Fund distributions.

Management Discussion

·                  In pursuing the Fund’s objective, the Fund’s investments have been allocated primarily to senior floating-rate loans, mortgage-backed securities (MBS) and foreign obligations.

·                  Within the senior, floating-rate loan segment, the Fund emphasizes broad diversification across economic and industry groups. At October 31, 2006, the Fund’s 303 bank loan investments represented 37 industries, with no single industry representing as much as 7% of the Fund’s net assets. The loan segment’s largest industry weightings at October 31, 2006, were chemicals and plastics, business equipment and services, cable and satellite television and automotive.

·                  The loan market enjoyed relatively stable fundamentals during the year. Technical factors came more into balance, as record new issuance from strong merger activity met continuing robust investor demand. As a result, credit spreads stabilized after a long period during which they had narrowed. The Fund’s shareholders also benefited from an increase in the London Inter-Bank Offered Rate – the benchmark over which loan interest rates are typically set – which rose in response to rate hikes from the Federal Reserve.

·                  Management continued to focus on the seasoned sector of the MBS market. MBS spreads tightened during the fiscal year, as market fundamentals remained positive. Prepayment rates fell and investor demand was brisk for high quality investments with a yield advantage over U.S. Treasuries. Incremental demand was especially strong from foreign buyers, such as central banks.

·                  The Fund maintained exposure to selected foreign markets through long and short forward currency contracts. Tighter spreads provided a more challenging environment for emerging markets investing. The Fund was overweighted in Asia. Some of the larger foreign exchange positions were held in Indonesia, Malaysia, India, the Philippines and Korea. The Fund continued to partially balance these Asian positions with a short position in the Japanese yen. The Fund increased its exposure to Latin America, primarily in the form of local bonds in Brazil and interest rate swaps in Mexico. These countries have benefited from low inflation and a commitment by their central banks to target any renewal of inflation. In Euro-related exposures, the Fund shifted its investments, eliminating Slovakia in favor of a larger currency exposure in Romania and a T-bill position in Egypt. Management found Romania attractive because of its economic reforms, compelling yield spreads over the Euro and its anticipated membership in the European Union. Egyptian T-bills were attractive due to the continuing inflow of petro-dollars into its local financial markets. The Fund cross-hedged most of its European positions by shorting the Euro, a move that protected the Fund from the Euro’s roughly 9% decline against the dollar during the fiscal year.

·                  The Fund’s NAV again displayed relatively low volatility during the year ended October 31, 2006, and was among the lowest in volatility within its peer group. A low duration (1.5 years at October 31), a large exposure to floating-rate loan assets, and minimal correlation among the Fund’s three investment sectors contributed to the Fund’s relative NAV stability. (Duration measures the Fund’s responsiveness to changes in interest rates.) In addition, the share price discount-to-NAV narrowed dramatically during the fiscal year, to 3.64% at October 31, 2006, from 13.46% at October 31, 2005.


(1)  It is not possible to invest directly in a Lipper Classification. The Lipper averages are the average total returns of the funds that are in the same Lipper Classification as the Fund.

Shares of the Fund are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested. Yield will vary.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or share price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

1




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PERFORMANCE

Performance(1)

Average Annual Total Return (by share price, NYSE)

 

 

 

One Year

 

19.96

%

Life of Fund (2/28/05)

 

3.29

%

 

Average Annual Total Return (at net asset value)

 

 

 

One Year

 

7.73

%

Life of Fund (2/28/05)

 

5.59

%

 


(1)       Share price and net asset value on 2/28/05 are calculated assuming an offering price of $20.00, less the sales load of $0.90 per share paid by the shareholder.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or share price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

The views expressed in this report are those of the portfolio managers and are current only through the end of the period of the report as stated on the cover. These views are subject to change at any time based upon market or other conditions, and Eaton Vance disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for an Eaton Vance fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund.

Fund Allocations(2)

By total leveraged assets


(2)          Fund Allocations are as of 10/31/06 and are as a percentage of the Fund’s total leveraged assets. Total leveraged assets include all assets of the Fund (including those acquired with financial leverage), the notional value of long and short forward foreign currency contracts and other foreign obligations derivatives held by the Fund. Fund Allocations as a percentage of the Fund’s net assets amounted to approximately 202% as of 10/31/06. Fund Allocations are subject to change due to active management. The following Portfolio of Investments is reported based on a percentage of total net assets. Please refer to definition of total leveraged assets within the Notes to Financial Statements included herein.

2




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS

Senior, Floating Rate Interests — 74.8%(1)      
Principal
Amount
 
Borrower/Tranche Description
  Value  
Aerospace and Defense — 1.7%      
Delta Air Lines, Inc.      
$ 425,000     Term Loan, 12.77%, Maturing March 27, 2008   $ 437,644    
Hexcel Corp.      
  818,070     Term Loan, 7.13%, Maturing March 1, 2012     820,115    
K&F Industries, Inc.      
  574,212     Term Loan, 7.32%, Maturing November 18, 2012     576,994    
Spirit Aerosystems, Inc.      
  1,839,643     Term Loan, 7.57%, Maturing December 31, 2011     1,856,027    
Standard Aero Holdings, Inc.      
  670,085     Term Loan, 7.61%, Maturing August 24, 2012     671,342    
Transdigm, Inc.      
  475,000     Term Loan, 7.39%, Maturing June 23, 2013     478,503    
Vought Aircraft Industries, Inc.      
  181,818     Term Loan, 7.33%, Maturing December 17, 2011     182,898    
  804,706     Term Loan, 7.88%, Maturing December 17, 2011     810,155    
          $ 5,833,678    
Air Transport — 0.3%      
Northwest Airlines, Inc.      
$ 600,000     Dip Loan, 7.90%, Maturing August 21, 2008   $ 602,625    
United Airlines, Inc.      
  62,188     Term Loan, 9.13%, Maturing February 1, 2012     63,276    
  435,313     Term Loan, 9.25%, Maturing February 1, 2012     442,930    
          $ 1,108,831    
Automotive — 4.6%      
AA Acquisitions Co., Ltd.      
  1,000,000     GBPTerm Loan, 9.58%, Maturing June 25, 2014   $ 1,956,465    
Accuride Corp.      
  681,136     Term Loan, 7.44%, Maturing January 31, 2012     683,265    
Affina Group, Inc.      
  888,482     Term Loan, 8.38%, Maturing November 30, 2011     893,202    
Axletech International Holding, Inc.      
  425,000     Term Loan, 11.87%, Maturing April 21, 2013     428,896    
CSA Acquisition Corp.      
  326,625     Term Loan, 7.88%, Maturing December 23, 2011     327,339    
  605,874     Term Loan, 7.88%, Maturing December 23, 2011     607,199    
Dayco Europe S.R.I.      
  821,582     EURTerm Loan, 5.56%, Maturing June 21, 2010     1,052,559    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Automotive (continued)  
Dayco Products, LLC  
$ 573,563     Term Loan, 8.02%, Maturing June 21, 2011   $ 578,462    
Delphi Corp.  
  500,000     Term Loan, 8.13%, Maturing October 8, 2007     505,000    
Exide Technologies  
  949,088     EURTerm Loan, 9.87%, Maturing May 5, 2010     1,271,937    
Federal-Mogul Corp.  
  500,000     DIP Loan, 7.38%, Maturing December 9, 2006     501,328    
  361,345     Term Loan, 7.57%, Maturing December 9, 2006     352,086    
  420,728     Term Loan, 7.59%, Maturing December 9, 2006     410,999    
Goodyear Tire & Rubber Co.  
  635,000     Term Loan, 8.14%, Maturing April 30, 2010     640,897    
  500,000     Term Loan, 8.89%, Maturing March 1, 2011     507,291    
Insurance Auto Auctions, Inc.  
  222,826     Term Loan, 7.90%, Maturing May 19, 2012(2)     224,219    
R.J. Tower Corp.  
  370,000     DIP Revolving Loan, 8.94%, Maturing February 2, 2007     359,131    
Tenneco Automotive, Inc.  
  963,141     Term Loan, 7.40%, Maturing December 14, 2009     968,709    
  418,922     Term Loan, 7.31%, Maturing December 13, 2010     421,344    
Teutates Vermogensverwaltung  
  500,000     EURTerm Loan, 5.75%, Maturing March 11, 2014     643,987    
  500,000     EURTerm Loan, 6.25%, Maturing March 11, 2015     646,950    
The Goodyear Dunlop Tires  
  990,000     EURTerm Loan, 5.91%, Maturing April 30, 2010     1,269,642    
Trimas Corp.  
  70,313     Term Loan, 8.13%, Maturing August 2, 2011     70,840    
  304,688     Term Loan, 8.25%, Maturing August 2, 2013     306,973    
United Components, Inc.  
  441,667     Term Loan, 7.70%, Maturing June 30, 2010     444,427    
      $ 16,073,147    
Beverage and Tobacco — 0.4%  
Alliance One International, Inc.  
$ 216,250     Term Loan, 8.82%, Maturing May 13, 2010   $ 218,953    
Culligan International Co.  
  397,916     Term Loan, 7.07%, Maturing September 30, 2011     399,533    
National Dairy Holdings, L.P.  
  458,214     Term Loan, 7.32%, Maturing March 15, 2012     459,933    
National Distribution Co.  
  220,000     Term Loan, 11.82%, Maturing June 22, 2010     220,550    
      $ 1,298,969    

 

See notes to financial statements

3



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Building and Development — 3.6%  
Biomed Realty, L.P.  
$ 660,000     Term Loan, 7.57%, Maturing May 31, 2010   $ 658,350    
Capital Automotive REIT  
  415,134     Term Loan, 7.08%, Maturing December 16, 2010     417,485    
Epco / Fantome, LLC  
  500,000     Term Loan, 8.37%, Maturing November 23, 2010     502,500    
Gables GP, Inc.  
  25,579     Term Loan, 7.07%, Maturing December 31, 2006     25,630    
Hovstone Holdings, LLC  
  265,000     Term Loan, 7.37%, Maturing February 28, 2009     261,025    
Kyle Acquisition Group, LLC  
  115,371     Term Loan, 8.25%, Maturing July 20, 2010     115,371    
Lanoga Corp.  
  374,063     Term Loan, 7.12%, Maturing June 29, 2013     373,439    
LNR Property Corp.  
  800,000     Term Loan, 8.22%, Maturing July 3, 2011     803,917    
MAAX Corp.  
  612,552     Term Loan, 8.38%, Maturing June 4, 2011     609,489    
Mueller Group, Inc.  
  472,465     Term Loan, 7.39%, Maturing October 3, 2012     475,664    
Newkirk Master, L.P.  
  401,485     Term Loan, 7.07%, Maturing August 11, 2008     402,112    
  313,523     Term Loan, 7.07%, Maturing August 11, 2008     314,013    
Nortek, Inc.  
  984,925     Term Loan, 7.32%, Maturing August 27, 2011     983,693    
Panolam Industries Holdings, Inc.  
  178,054     Term Loan, 8.12%, Maturing September 30, 2012     178,944    
Ply Gem Industries, Inc.  
  32,648     Term Loan, 8.40%, Maturing August 15, 2011     32,628    
  489,727     Term Loan, 8.40%, Maturing August 15, 2011     489,420    
Ristretto Investissements SAS  
  308,150     EURTerm Loan, 5.76%, Maturing September 30, 2013     397,339    
  130,995     GBPTerm Loan, 7.45%, Maturing September 30, 2013     252,339    
  308,150     EURTerm Loan, 6.13%, Maturing September 30, 2014     399,305    
  130,995     GBPTerm Loan, 7.82%, Maturing September 30, 2014     253,380    
Rubicon GSA II, LLC  
  675,000     Term Loan, 8.07%, Maturing July 31, 2008     675,000    
Stile Acquisition Corp.  
  930,033     Term Loan, 7.38%, Maturing April 6, 2013     910,633    
Stile U.S. Acquisition Corp.  
  931,617     Term Loan, 7.38%, Maturing April 6, 2013     912,185    
TRU 2005 RE Holding Co.  
  1,325,000     Term Loan, 8.32%, Maturing December 9, 2008     1,329,141    
Trustreet Properties, Inc.  
  385,000     Term Loan, 7.32%, Maturing April 8, 2010     385,962    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Building and Development (continued)  
United Subcontractors, Inc.  
$ 250,000     Term Loan, 12.86%, Maturing June 27, 2013   $ 242,500    
      $ 12,401,464    
Business Equipment and Services — 5.5%  
Acco Brands Corp.  
$ 1,199,248     Term Loan, 7.14%, Maturing August 17, 2012   $ 1,204,495    
Affiliated Computer Services  
  248,125     Term Loan, 7.39%, Maturing March 20, 2013     248,861    
  623,438     Term Loan, 7.40%, Maturing March 20, 2013     625,229    
Affinion Group, Inc.  
  507,907     Term Loan, 8.17%, Maturing October 17, 2012     511,320    
Allied Security Holdings, LLC  
  373,295     Term Loan, 8.37%, Maturing June 30, 2010     376,562    
Audatex North America, Inc.  
  1,000,000     EURTerm Loan, 9.13%, Maturing January 13, 2013     1,307,063    
BSG Clearing Solutions GmbH  
  975,000     EURTerm Loan, 5.74%, Maturing May 5, 2012     1,250,663    
Buhrmann US, Inc.  
  1,979,747     EURTerm Loan, 5.08%, Maturing December 23, 2010     2,561,594    
DynCorp International, LLC  
  492,500     Term Loan, 7.75%, Maturing February 11, 2011     495,578    
Education Management, LLC  
  448,875     Term Loan, 7.88%, Maturing June 1, 2013     452,466    
Gate Gourmet Borrower, LLC  
  497,500     EURTerm Loan, 6.13%, Maturing March 9, 2013     643,517    
Info USA, Inc.  
  198,500     Term Loan, 7.07%, Maturing February 14, 2012     198,252    
La Petite Academy, Inc.  
  200,000     Term Loan, 10.04%, Maturing August 21, 2012     201,375    
N.E.W. Holdings I, LLC  
  200,000     Term Loan, 12.35%, Maturing February 8, 2014     204,000    
  149,625     Term Loan, 8.11%, Maturing August 8, 2014     150,607    
Nielsen Finance, LLC  
  2,000,000     Term Loan, 8.19%, Maturing August 9, 2013     2,009,532    
Protection One, Inc.  
  194,936     Term Loan, 7.86%, Maturing March 31, 2012     195,789    
Quintiles Transnational Corp.  
  500,000     Term Loan, 9.37%, Maturing March 31, 2014     509,140    
RGIS Holdings, LLC  
  347,402     Term Loan, 7.87%, Maturing February 15, 2013     347,294    
SS&C Technologies, Inc.  
  38,877     Term Loan, 8.00%, Maturing November 23, 2012     39,120    
  457,373     Term Loan, 8.00%, Maturing November 23, 2012     460,232    

 

See notes to financial statements

4



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Business Equipment and Services (continued)  
Sungard Data Systems, Inc.  
$ 2,967,450     Term Loan, 8.00%, Maturing February 11, 2013   $ 2,998,854    
TDS Investor Corp.  
  1,000,000     EURTerm Loan, 6.13%, Maturing August 23, 2013     1,280,206    
Williams Scotsman, Inc.  
  930,000     Term Loan, 6.82%, Maturing June 28, 2010     927,675    
      $ 19,199,424    
Cable and Satellite Television — 5.2%  
Cablecom Luxembourg SCA  
  1,000,000     EURTerm Loan, 5.79%, Maturing September 28, 2012   $ 1,283,529    
Charter Communications Operating, LLC  
  2,991,833     Term Loan, 8.01%, Maturing April 28, 2013     3,021,003    
CSC Holdings, Inc.  
  895,500     Term Loan, 7.15%, Maturing March 29, 2013     895,860    
Insight Midwest Holdings, LLC  
  381,250     Term Loan, 0.00%, Maturing April 6, 2014(2)     384,258    
  1,143,750     Term Loan, 7.57%, Maturing April 6, 2014     1,152,774    
Kabel Deutschland GmbH  
  1,000,000     EURTerm Loan, 5.38%, Maturing March 31, 2012     1,279,028    
NTL Investment Holdings Ltd.  
  538,924     GBPTerm Loan, 7.07%, Maturing September 3, 2012     1,027,151    
  461,076     GBPTerm Loan, 7.07%, Maturing September 3, 2012     878,777    
Persona Communications Corp.  
  250,000     Term Loan, 11.37%, Maturing April 12, 2014     251,562    
PKS Media (Netherlands) B.V.  
  482,500     EURTerm Loan, 5.24%, Maturing October 5, 2013     618,058    
  1,000,000     EURTerm Loan, 5.74%, Maturing October 5, 2013     1,294,570    
  1,000,000     EURTerm Loan, 6.24%, Maturing October 5, 2014     1,300,654    
UGS Corp.  
  1,629,021     Term Loan, 7.13%, Maturing March 31, 2012     1,629,360    
UPC Broadband Holding B.V.  
  662,500     EURTerm Loan, 5.51%, Maturing March 31, 2013     846,505    
  750,000     EURTerm Loan, 5.51%, Maturing December 31, 2013     958,451    
Ypso Holding SA  
  496,137     EURTerm Loan, 5.84%, Maturing June 15, 2014     620,749    
  191,468     EURTerm Loan, 5.84%, Maturing June 15, 2014     239,558    
  312,395     EURTerm Loan, 5.84%, Maturing June 15, 2014     390,858    
      $ 18,072,705    
Chemicals and Plastics — 6.2%  
Basell Af S.A.R.L.  
$ 208,333     Term Loan, 7.60%, Maturing August 1, 2013   $ 211,068    
  41,667     Term Loan, 7.60%, Maturing August 1, 2013     42,214    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Chemicals and Plastics (continued)  
$ 208,333     Term Loan, 8.35%, Maturing August 1, 2014   $ 211,068    
  41,667     Term Loan, 8.35%, Maturing August 1, 2014     42,214    
Brenntag Holding GmbH and Co.  
  1,020,189     EURTerm Loan, 12.28%, Maturing January 18, 2016     1,340,097    
Celanese Holdings, LLC  
  1,846,358     EURTerm Loan, 5.70%, Maturing April 6, 2011     2,377,710    
  925,231     Term Loan, 7.37%, Maturing June 4, 2011     931,509    
Gentek, Inc.  
  700,884     Term Loan, 7.37%, Maturing February 25, 2011     704,827    
Georgia Gulf Corp.  
  425,000     Term Loan, 7.32%, Maturing October 3, 2013     427,568    
Hexion Specialty Chemicals  
  231,420     Term Loan, 7.37%, Maturing May 5, 2013     231,110    
  1,065,330     Term Loan, 7.38%, Maturing May 5, 2013     1,063,904    
Huntsman International, LLC  
  1,316,456     Term Loan, 7.07%, Maturing August 16, 2012     1,317,280    
Ineos Group  
  500,000     Term Loan, 7.61%, Maturing December 14, 2013     506,614    
  500,000     Term Loan, 8.11%, Maturing December 14, 2014     506,614    
Innophos, Inc.  
  541,094     Term Loan, 7.57%, Maturing August 10, 2010     543,631    
ISP Chemo, Inc.  
  696,500     Term Loan, 7.45%, Maturing February 16, 2013     699,609    
Kranton Polymers, LLC  
  738,693     Term Loan, 7.38%, Maturing May 12, 2013     741,925    
Lucite International Group Holdings  
  64,886     Term Loan, 0.00%, Maturing July 7, 2013(2)     65,434    
  184,652     Term Loan, 8.07%, Maturing July 7, 2013     186,212    
Lyondell Chemical  
  1,100,000     Term Loan, 7.11%, Maturing August 16, 2013     1,106,989    
Nalco Co.  
  1,770,571     Term Loan, 7.16%, Maturing November 4, 2010     1,777,613    
PQ Corp.  
  488,779     Term Loan, 7.38%, Maturing February 10, 2012     490,917    
Professional Paint, Inc.  
  199,500     Term Loan, 7.63%, Maturing May 31, 2012     199,874    
Propex Fabrics, Inc.  
  279,563     Term Loan, 7.63%, Maturing July 31, 2012     280,261    
Rockwood Specialties Group  
  1,477,500     EURTerm Loan, 6.31%, Maturing July 30, 2012     1,901,522    
Sigmakalon (BC) Holdco B.V.  
  8,871     EURTerm Loan, 5.99%, Maturing September 9, 2013     11,412    
  173,632     EURTerm Loan, 5.99%, Maturing September 9, 2013     223,368    
  317,498     EURTerm Loan, 5.99%, Maturing September 9, 2013     408,445    
  107,857     EURTerm Loan, 6.49%, Maturing September 9, 2014     139,344    

 

See notes to financial statements

5



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Chemicals and Plastics (continued)  
  30,222     EURTerm Loan, 6.49%, Maturing September 9, 2014   $ 38,959    
  26,409     EURTerm Loan, 6.49%, Maturing September 9, 2014     34,119    
  335,513     EURTerm Loan, 6.49%, Maturing September 9, 2014     433,462    
  1,000,000     EURTerm Loan, 8.74%, Maturing September 9, 2015     1,293,102    
Solo Cup Co.  
  932,856     Term Loan, 8.61%, Maturing February 27, 2011     938,760    
  200,000     Term Loan, 11.37%, Maturing March 31, 2012     205,250    
      $ 21,634,005    
Clothing / Textiles — 0.3%  
Hanesbrands, Inc.  
$ 525,000     Term Loan, 7.68%, Maturing September 5, 2013   $ 530,119    
  250,000     Term Loan, 9.19%, Maturing March 5, 2014     256,607    
St. John Knits International, Inc.  
  133,418     Term Loan, 9.32%, Maturing March 23, 2012     132,751    
      $ 919,477    
Conglomerates — 1.6%  
Amsted Industries, Inc.  
$ 519,729     Term Loan, 7.37%, Maturing October 15, 2010   $ 522,003    
Bushnell Performance Optics  
  495,119     Term Loan, 8.37%, Maturing August 19, 2011     498,213    
Euramax International, Inc.  
  167,105     Term Loan, 12.37%, Maturing June 28, 2013     168,359    
  82,895     Term Loan, 12.37%, Maturing June 28, 2013     83,516    
Goodman Global Holdings, Inc.  
  442,177     Term Loan, 7.25%, Maturing December 23, 2011     441,992    
Jarden Corp.  
  253,611     Term Loan, 7.12%, Maturing January 24, 2012     253,674    
  450,585     Term Loan, 7.37%, Maturing January 24, 2012     451,958    
Johnson Diversey, Inc.  
  738,478     Term Loan, 7.97%, Maturing December 16, 2011     745,286    
Polymer Group, Inc.  
  1,339,875     Term Loan, 7.61%, Maturing November 22, 2012     1,342,666    
Rexnord Corp.  
  400,000     Term Loan, 7.88%, Maturing July 19, 2013     402,750    
US Investigations Services, Inc.  
  665,954     Term Loan, 7.89%, Maturing October 14, 2012     669,700    
      $ 5,580,117    
Containers and Glass Products — 3.6%  
Bluegrass Container Co.  
$ 109,120     Term Loan, 7.60%, Maturing June 30, 2013   $ 110,263    
  364,692     Term Loan, 7.60%, Maturing June 30, 2013     368,510    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Containers and Glass Products (continued)  
$ 84,848     Term Loan, 10.32%, Maturing December 30, 2013   $ 86,002    
  265,152     Term Loan, 10.32%, Maturing December 30, 2013     268,756    
Crown Americas, Inc.  
  1,000,000     EURTerm Loan, 4.86%, Maturing November 15, 2012     1,275,552    
Graham Packaging Holdings Co.  
  1,228,125     Term Loan, 7.73%, Maturing October 7, 2011     1,235,362    
  357,143     Term Loan, 9.69%, Maturing April 7, 2012     360,603    
Graphic Packaging International, Inc.  
  2,394,279     Term Loan, 7.88%, Maturing August 8, 2010     2,424,849    
JSG Acquisitions  
  1,250,000     EURTerm Loan, 5.81%, Maturing December 31, 2014     1,606,645    
  1,250,000     EURTerm Loan, 6.26%, Maturing December 31, 2014     1,613,785    
Pregis Corp.  
  990,000     Term Loan, 7.62%, Maturing October 12, 2011     998,044    
Smurfit-Stone Container Corp.  
  428,496     Term Loan, 4.73%, Maturing November 1, 2011     431,685    
  1,030,690     Term Loan, 7.66%, Maturing November 1, 2011     1,038,361    
  820,778     Term Loan, 7.67%, Maturing November 1, 2011     826,887    
      $ 12,645,304    
Cosmetics / Toiletries — 0.5%  
American Safety Razor Co.  
$ 300,000     Term Loan, 11.72%, Maturing January 31, 2014   $ 306,000    
Prestige Brands, Inc.  
  738,548     Term Loan, 7.71%, Maturing April 7, 2011     743,010    
Revlon Consumer Products Corp.  
  654,593     Term Loan, 11.44%, Maturing July 9, 2010     672,049    
      $ 1,721,059    
Drugs — 0.4%  
Patheon, Inc.  
$ 587,793     Term Loan, 9.57%, Maturing December 14, 2011   $ 576,405    
Warner Chilcott Corp.  
  187,526     Term Loan, 7.87%, Maturing January 18, 2012     188,732    
  683,032     Term Loan, 7.93%, Maturing January 18, 2012     687,423    
      $ 1,452,560    
Ecological Services and Equipment — 0.7%  
Duratek, Inc.  
$ 172,115     Term Loan, 7.76%, Maturing June 7, 2013   $ 173,675    
Energysolutions, LLC  
  18,082     Term Loan, 7.57%, Maturing June 7, 2013     18,246    
  379,886     Term Loan, 7.76%, Maturing June 7, 2013     383,329    

 

See notes to financial statements

6



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Ecological Services and Equipment (continued)  
Environmental Systems Products Holdings, Inc.  
$ 482,429     Term Loan, 8.88%, Maturing December 12, 2008   $ 485,444    
Sensus Metering Systems, Inc.  
  403,727     Term Loan, 7.45%, Maturing December 17, 2010     403,727    
  53,627     Term Loan, 7.50%, Maturing December 17, 2010     53,627    
Sulo GmbH  
  625,000     EURTerm Loan, 9.87%, Maturing January 19, 2016     817,413    
Synagro Technologies, Inc.  
  37,857     Term Loan, 7.57%, Maturing June 21, 2012     37,928    
  227,143     Term Loan, 7.57%, Maturing June 21, 2012     227,143    
      $ 2,600,532    
Electronics / Electrical — 2.5%  
Advanced Micro Devices, Inc.  
$ 775,000     Term Loan, 7.57%, Maturing December 31, 2013   $ 775,000    
Aspect Software, Inc.  
  575,000     Term Loan, 8.44%, Maturing July 11, 2011     577,228    
  500,000     Term Loan, 12.38%, Maturing July 11, 2013     502,083    
Infor Global Solutions Holdings  
  755,714     Term Loan, 9.12%, Maturing July 28, 2012     762,484    
  394,286     Term Loan, 9.12%, Maturing July 28, 2012     397,818    
Invensys International Holding Co.  
  650,000     EURTerm Loan, 5.43%, Maturing December 15, 2010     835,331    
Network Solutions, LLC  
  297,750     Term Loan, 10.37%, Maturing January 9, 2012     301,472    
Open Solutions, Inc.  
  350,000     Term Loan, 11.90%, Maturing November 30, 2012     358,750    
Security Co., Inc.  
  738,685     Term Loan, 8.63%, Maturing June 28, 2010     744,226    
Spectrum Brands, Inc.  
  1,860,755     EURTerm Loan, 6.52%, Maturing February 7, 2012     2,360,132    
Telcordia Technologies, Inc.  
  666,112     Term Loan, 8.15%, Maturing September 15, 2012     642,382    
Vertafore, Inc.  
  275,000     Term Loan, 11.42%, Maturing January 31, 2013     279,698    
      $ 8,536,604    
Equipment Leasing — 0.4%  
Awas Capital, Inc.  
$ 755,032     Term Loan, 11.44%, Maturing March 22, 2013   $ 762,583    
Maxim Crane Works, L.P.  
  339,034     Term Loan, 7.33%, Maturing January 28, 2010     340,305    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Equipment Leasing (continued)  
United Rentals, Inc.  
$ 84,034     Term Loan, 6.00%, Maturing February 14, 2011   $ 84,410    
  185,574     Term Loan, 7.32%, Maturing February 14, 2011     186,405    
      $ 1,373,703    
Farming / Agriculture — 0.1%  
BF Bolthouse HoldCo, LLC  
$ 375,000     Term Loan, 10.87%, Maturing December 16, 2013   $ 378,750    
      $ 378,750    
Financial Intermediaries — 0.2%  
Blitz F04-506 GmbH  
  500,000     EURTerm Loan, 6.35%, Maturing June 30, 2014   $ 648,261    
      $ 648,261    
Food Products — 2.6%  
Acosta, Inc.  
$ 623,438     Term Loan, 8.08%, Maturing July 28, 2013   $ 629,802    
American Seafoods Group, LLC  
  938,372     Term Loan, 7.12%, Maturing September 30, 2011     938,080    
BL Marketing, Ltd.  
  300,000     GBPTerm Loan, 7.75%, Maturing December 20, 2013     580,615    
  300,000     GBPTerm Loan, 8.25%, Maturing December 20, 2014     583,228    
Black Lion Beverages III B.V.  
  1,000,000     EURTerm Loan, 8.31%, Maturing January 24, 2016     1,303,340    
Charden International B.V.  
  250,000     EURTerm Loan, 6.06%, Maturing March 14, 2014     319,719    
  250,000     EURTerm Loan, 6.56%, Maturing March 14, 2015     321,082    
Chiquita Brands, LLC  
  905,419     Term Loan, 7.62%, Maturing June 28, 2012     905,560    
Michael Foods, Inc.  
  249,375     Term Loan, 7.54%, Maturing November 21, 2010     249,947    
Nash-Finch Co.  
  485,714     Term Loan, 7.63%, Maturing November 12, 2010     486,625    
Picard Surgeles S.A.  
  500,000     EURTerm Loan, 5.44%, Maturing June 4, 2014     643,440    
Pinnacle Foods Holdings Corp.  
  248,859     Term Loan, 7.37%, Maturing November 25, 2010     249,574    
Reddy Ice Group, Inc.  
  925,000     Term Loan, 7.12%, Maturing August 9, 2012     926,156    
Ruby Acquisitions Ltd.  
  500,000     GBPTerm Loan, 7.66%, Maturing January 5, 2015     964,353    
      $ 9,101,521    

 

See notes to financial statements

7



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Food Service — 0.5%  
Carrols Corp.  
$ 425,951     Term Loan, 7.88%, Maturing December 31, 2010   $ 427,975    
Denny's, Inc.  
  626,741     Term Loan, 8.59%, Maturing September 21, 2009     629,353    
QCE Finance, LLC  
  275,000     Term Loan, 11.12%, Maturing November 5, 2013     279,537    
Sonic Corp.  
  198,000     Term Loan, 7.32%, Maturing September 22, 2013     198,742    
      $ 1,535,607    
Food / Drug Retailers — 0.9%  
General Nutrition Centers, Inc.  
$ 982,323     Term Loan, 8.11%, Maturing December 5, 2009   $ 991,226    
Roundy's Supermarkets, Inc.  
  818,813     Term Loan, 8.42%, Maturing November 3, 2011     826,284    
The Jean Coutu Group (PJC), Inc.  
  1,352,471     Term Loan, 7.94%, Maturing July 30, 2011     1,358,584    
      $ 3,176,094    
Forest Products — 2.3%  
Boise Cascade Holdings, LLC  
$ 2,021,668     Term Loan, 7.11%, Maturing October 29, 2011   $ 2,033,167    
Buckeye Technologies, Inc.  
  453,803     Term Loan, 7.38%, Maturing April 15, 2010     454,181    
Georgia Pacific Corp.  
  1,736,875     Term Loan, 7.39%, Maturing December 20, 2012     1,747,850    
  850,000     Term Loan, 8.39%, Maturing December 23, 2013     861,920    
NewPage Corp.  
  745,135     Term Loan, 8.36%, Maturing May 2, 2011     754,449    
Xerium Technologies, Inc.  
  1,570,602     EURTerm Loan, 5.63%, Maturing May 18, 2012     2,018,003    
      $ 7,869,570    
Healthcare — 4.3%  
Accellent, Inc.  
$ 595,500     Term Loan, 7.40%, Maturing November 22, 2012   $ 596,989    
Alliance Imaging, Inc.  
  481,026     Term Loan, 7.94%, Maturing December 29, 2011     482,379    
American Medical Systems  
  500,000     Term Loan, 7.81%, Maturing July 20, 2012     500,625    
AMR HoldCo, Inc.  
  324,355     Term Loan, 7.28%, Maturing February 10, 2012     324,963    
Carl Zeiss Topco GMBH  
  166,667     Term Loan, 8.12%, Maturing March 21, 2013     168,125    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Healthcare (continued)  
$ 333,333     Term Loan, 8.62%, Maturing March 22, 2014   $ 337,916    
  500,000     Term Loan, 10.87%, Maturing September 22, 2014     507,437    
Community Health Systems, Inc.  
  982,456     Term Loan, 7.15%, Maturing August 19, 2011     984,122    
Concentra Operating Corp.  
  1,002,348     Term Loan, 7.62%, Maturing September 30, 2011     1,008,142    
Davita, Inc.  
  1,535,514     Term Loan, 7.43%, Maturing October 5, 2012     1,544,905    
Encore Medical IHC, Inc.  
  520,762     Term Loan, 8.30%, Maturing October 4, 2010     522,064    
FHC Health Systems, Inc.  
  294,118     Term Loan, 11.40%, Maturing December 18, 2009     305,147    
  205,882     Term Loan, 13.40%, Maturing December 18, 2009     213,603    
Kinetic Concepts, Inc.  
  252,937     Term Loan, 7.12%, Maturing October 3, 2009     253,649    
Lifecare Holdings, Inc.  
  222,750     Term Loan, 7.57%, Maturing August 11, 2012     205,765    
Moon Acquisition Co. AB  
  458,140     EURTerm Loan, 5.88%, Maturing June 28, 2013     592,853    
  500,000     EURTerm Loan, 6.38%, Maturing November 4, 2014     649,755    
National Mentor Holdings, Inc.  
  16,800     Term Loan, 5.32%, Maturing June 29, 2013     16,884    
  282,492     Term Loan, 7.87%, Maturing June 29, 2013     283,904    
P&F Capital S.A.R.L.  
  209,223     EURTerm Loan, 5.63%, Maturing February 21, 2014     271,006    
  125,235     EURTerm Loan, 5.63%, Maturing February 21, 2014     162,216    
  100,494     EURTerm Loan, 5.63%, Maturing February 21, 2014     130,169    
  65,049     EURTerm Loan, 6.13%, Maturing February 21, 2014     84,257    
  94,595     EURTerm Loan, 6.13%, Maturing February 21, 2015     123,037    
  35,135     EURTerm Loan, 6.13%, Maturing February 21, 2015     45,700    
  72,973     EURTerm Loan, 6.13%, Maturing February 21, 2015     94,915    
  297,297     EURTerm Loan, 6.13%, Maturing February 21, 2015     386,689    
Select Medical Holding Corp.  
  492,500     Term Loan, 7.15%, Maturing February 24, 2012     483,974    
Sirona Dental Systems GmbH  
  500,000     EURTerm Loan, 5.85%, Maturing June 30, 2013     645,924    
Talecris Biotherapeutics, Inc.  
  246,250     Term Loan, 8.64%, Maturing March 31, 2010     247,481    
  218,750     Term Loan, 8.89%, Maturing May 31, 2010     218,750    
Vanguard Health Holding Co., LLC  
  738,806     Term Loan, 7.87%, Maturing September 23, 2011     740,423    
VWR International, Inc.  
  1,274,423     EURTerm Loan, 6.28%, Maturing April 7, 2011     1,642,197    
      $ 14,775,965    

 

See notes to financial statements

8



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Home Furnishings — 0.5%  
Interline Brands, Inc.  
$ 216,848     Term Loan, 7.11%, Maturing June 23, 2013   $ 217,254    
  281,902     Term Loan, 7.12%, Maturing June 23, 2013     282,431    
Oreck Corp.  
  454,119     Term Loan, 8.12%, Maturing February 2, 2012     454,544    
Simmons Co.  
  832,620     Term Loan, 7.17%, Maturing December 19, 2011     838,995    
      $ 1,793,224    
Industrial Equipment — 1.5%  
Alliance Laundry Holdings, LLC  
$ 305,274     Term Loan, 7.57%, Maturing January 27, 2012   $ 307,468    
Douglas Dynamics Holdings, Inc.  
  861,611     Term Loan, 7.12%, Maturing December 16, 2010     859,456    
Gleason Corp.  
  200,000     Term Loan, 7.91%, Maturing June 30, 2013     201,500    
  200,000     Term Loan, 10.94%, Maturing December 31, 2013     202,500    
MTD Products, Inc.  
  1,231,108     Term Loan, 6.88%, Maturing June 1, 2010     1,221,875    
PP Acquisition Corp.  
  1,052,888     Term Loan, 8.32%, Maturing November 12, 2011     1,061,223    
Prysmian S.R.L.  
  400,000     EURTerm Loan, 5.79%, Maturing August 22, 2014     512,951    
  400,000     EURTerm Loan, 6.29%, Maturing August 22, 2015     515,220    
TFS Acquisition Corp.  
  225,000     Term Loan, 8.92%, Maturing August 11, 2013     226,688    
      $ 5,108,881    
Insurance — 0.4%  
ARG Holding, Inc.  
$ 400,000     Term Loan, 12.62%, Maturing November 30, 2012   $ 405,000    
CCC Information Serivices Group  
  225,000     Term Loan, 7.87%, Maturing February 10, 2013     226,266    
Conseco, Inc.  
  800,000     Term Loan, 7.32%, Maturing October 10, 2013     803,000    
      $ 1,434,266    
Leisure Goods / Activities / Movies — 4.3%  
24 Hour Fitness Worldwide, Inc.  
$ 402,975     Term Loan, 7.99%, Maturing June 8, 2012   $ 405,997    
AMC Entertainment, Inc.  
  570,688     Term Loan, 7.45%, Maturing January 26, 2013     575,934    
Augustus 2 Ltd.  
  400,000     GBPTerm Loan, 7.53%, Maturing June 22, 2014     764,807    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Leisure Goods / Activities / Movies (continued)  
  400,000     GBPTerm Loan, 8.03%, Maturing June 22, 2015   $ 768,622    
Bombardier Recreational Product  
  575,000     Term Loan, 8.13%, Maturing June 28, 2013     575,000    
Cedar Fair, L.P.  
  872,813     Term Loan, 7.87%, Maturing August 30, 2012     883,381    
Cinemark, Inc.  
  1,050,000     Term Loan, 7.32%, Maturing October 5, 2013     1,057,793    
Deluxe Entertainment Services  
  290,000     Term Loan, 9.12%, Maturing January 28, 2011     300,875    
Fender Musical Instruments Co.  
  250,000     Term Loan, 11.38%, Maturing October 1, 2012     252,500    
Metro-Goldwyn-Mayer Holdings, Inc.  
  2,154,175     Term Loan, 8.62%, Maturing April 8, 2012     2,130,132    
Red Football Ltd.  
  1,000,000     GBPTerm Loan, 7.58%, Maturing August 16, 2014     1,920,959    
  1,000,000     GBPTerm Loan, 7.83%, Maturing August 16, 2015     1,930,496    
Six Flags Theme Parks, Inc.  
  1,474,855     Term Loan, 8.66%, Maturing June 30, 2009     1,492,946    
Universal City Development Partners, Ltd.  
  925,455     Term Loan, 7.39%, Maturing June 9, 2011     929,503    
WMG Acquisition Corp.  
  985,292     Term Loan, 7.37%, Maturing February 28, 2011     990,157    
      $ 14,979,102    
Lodging and Casinos — 3.1%  
Bally Technologies, Inc.  
$ 988,854     Term Loan, 9.33%, Maturing September 5, 2009   $ 992,356    
    Columbia Entertainment  
  495,000     Term Loan, 7.82%, Maturing October 24, 2011     497,475    
Fairmont Hotels and Resorts, Inc.  
  230,693     Term Loan, 8.57%, Maturing May 12, 2011     232,711    
Gala Electric Casinos, Ltd.  
  875,000     GBPTerm Loan, 7.55%, Maturing December 12, 2013     1,684,870    
  875,000     GBPTerm Loan, 8.05%, Maturing December 12, 2014     1,692,036    
Isle of Capri Casinos, Inc.  
  1,965,000     Term Loan, 7.18%, Maturing February 4, 2011     1,972,369    
Penn National Gaming, Inc.  
  1,400,850     Term Loan, 7.13%, Maturing October 3, 2012     1,409,956    
Pinnacle Entertainment, Inc.  
  200,000     Term Loan, 7.32%, Maturing December 14, 2011     200,775    
Venetian Casino Resort, LLC  
  1,243,590     Term Loan, 7.12%, Maturing June 15, 2011     1,248,059    
  256,410     Term Loan, 7.12%, Maturing June 15, 2011     257,332    

 

See notes to financial statements

9



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Lodging and Casinos (continued)  
VML US Finance, LLC  
$ 133,333     Term Loan, 0.00%, Maturing May 25, 2012(2)   $ 133,278    
  266,667     Term Loan, 8.12%, Maturing May 25, 2013     268,729    
      $ 10,589,946    
Nonferrous Metals / Minerals — 0.8%  
Almatis Holdings 5 BV  
  250,000     EURTerm Loan, 5.74%, Maturing December 21, 2013   $ 323,595    
  250,000     EURTerm Loan, 6.24%, Maturing December 21, 2014     324,871    
Murray Energy Corp.  
  738,750     Term Loan, 8.40%, Maturing January 28, 2010     746,138    
Novelis, Inc.  
  299,756     Term Loan, 7.72%, Maturing January 6, 2012     301,087    
  520,629     Term Loan, 7.72%, Maturing January 6, 2012     522,941    
Tube City IMS Corp.  
  495,000     Term Loan, 8.12%, Maturing December 31, 2010     496,856    
      $ 2,715,488    
Oil and Gas — 2.3%  
Coffeyville Resources, LLC  
$ 400,601     Term Loan, 5.27%, Maturing June 24, 2011   $ 403,555    
  593,428     Term Loan, 7.63%, Maturing July 8, 2012     597,803    
Concho Resources, Inc.  
  623,438     Term Loan, 9.37%, Maturing July 6, 2011(3)     621,505    
Dresser Rand Group, Inc.  
  976,902     EURTerm Loan, 5.51%, Maturing October 29, 2011     1,251,544    
El Paso Corp.  
  375,000     Term Loan, 5.33%, Maturing July 31, 2011     377,980    
Epco Holdings, Inc.  
  990,000     Term Loan, 7.37%, Maturing August 18, 2010     996,806    
Key Energy Services, Inc.  
  496,250     Term Loan, 9.19%, Maturing June 30, 2012     499,274    
LB Pacific, L.P.  
  709,200     Term Loan, 8.07%, Maturing March 3, 2012     710,973    
Niska Gas Storage  
  72,727     Term Loan, 0.00%, Maturing May 13, 2011(2)     72,818    
  75,982     Term Loan, 7.14%, Maturing May 13, 2011     75,970    
  50,909     Term Loan, 7.16%, Maturing May 13, 2011     50,973    
  398,091     Term Loan, 7.17%, Maturing May 12, 2013     398,029    
Petroleum Geo-Services ASA  
  222,129     Term Loan, 7.61%, Maturing December 16, 2012     223,878    
Primary Natural Resources, Inc.  
  497,500     Term Loan, 9.35%, Maturing July 28, 2010(3)     495,958    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Oil and Gas (continued)  
Targa Resources, Inc.  
$ 390,000     Term Loan, 7.62%, Maturing October 31, 2007   $ 390,548    
  87,903     Term Loan, 7.62%, Maturing October 31, 2012     88,453    
  541,626     Term Loan, 7.63%, Maturing October 31, 2012     545,011    
      $ 7,801,078    
Publishing — 4.3%  
American Media Operations, Inc.  
$ 1,000,000     Term Loan, 8.37%, Maturing January 31, 2013   $ 1,007,396    
CBD Media, LLC  
  718,954     Term Loan, 7.70%, Maturing December 31, 2009     724,945    
Dex Media West, LLC  
  794,842     Term Loan, 6.88%, Maturing March 9, 2010     792,809    
Gatehouse Media Operating, Inc.  
  465,000     Term Loan, 7.57%, Maturing June 6, 2013     466,163    
Hanley-Wood, LLC  
  51,738     Term Loan, 7.61%, Maturing August 1, 2012     51,770    
  433,161     Term Loan, 7.69%, Maturing August 1, 2012     433,432    
Medianews Group, Inc.  
  274,313     Term Loan, 7.07%, Maturing August 2, 2013     274,827    
Nebraska Book Co., Inc.  
  731,810     Term Loan, 7.88%, Maturing March 4, 2011     735,012    
Philadelphia Newspapers, LLC  
  224,438     Term Loan, 8.12%, Maturing June 29, 2013     223,596    
R.H. Donnelley Corp.  
  1,468,747     Term Loan, 6.89%, Maturing June 30, 2010     1,464,566    
Seat Pagine Gialle Spa  
  1,744,216     EURTerm Loan, 5.88%, Maturing June 8, 2013     2,246,805    
SP Newsprint Co.  
  652,602     Term Loan, 5.32%, Maturing January 9, 2010     655,865    
  76,231     Term Loan, 8.48%, Maturing January 9, 2010     76,612    
World Directories ACQI Corp.  
  500,000     EURTerm Loan, 6.01%, Maturing November 29, 2012     642,506    
  2,000,000     EURTerm Loan, 6.51%, Maturing November 29, 2013     2,580,961    
Xsys, Inc.  
  1,000,000     EURTerm Loan, 6.56%, Maturing September 27, 2014     1,291,108    
YBR Acquisition BV  
  450,000     EURTerm Loan, 5.74%, Maturing June 30, 2013     582,757    
  450,000     EURTerm Loan, 6.24%, Maturing June 30, 2014     585,026    
      $ 14,836,156    
Radio and Television — 3.1%  
Adams Outdoor Advertising, L.P.  
$ 455,068     Term Loan, 7.13%, Maturing October 15, 2011   $ 456,348    

 

See notes to financial statements

10



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Radio and Television (continued)  
ALM Media Holdings, Inc.  
$ 488,761     Term Loan, 7.87%, Maturing March 4, 2010   $ 489,219    
Block Communications, Inc.  
  272,938     Term Loan, 7.37%, Maturing December 22, 2012     273,790    
Cequel Communications, LLC  
  475,000     Term Loan, 9.99%, Maturing May 5, 2014     473,565    
  858,576     Term Loan, 11.49%, Maturing May 5, 2014     853,388    
CMP KC, LLC  
  496,547     Term Loan, 9.31%, Maturing May 5, 2013     497,168    
Intelsat Subsuduary Holding Co.  
  300,000     Term Loan, 7.62%, Maturing July 3, 2013     302,297    
Nexstar Broadcasting, Inc.  
  390,107     Term Loan, 7.12%, Maturing October 1, 2012     389,254    
  369,730     Term Loan, 7.12%, Maturing October 1, 2012     368,921    
P7S1 Holding II S.A.R.L.  
  1,000,000     EURTerm Loan, 7.26%, Maturing July 18, 2011     1,281,934    
PanAmSat Corp.  
  700,000     Term Loan, 7.87%, Maturing January 3, 2014     706,660    
Paxson Communications Corp.  
  850,000     Term Loan, 8.62%, Maturing January 15, 2012     865,406    
SFX Entertainment  
  446,625     Term Loan, 7.62%, Maturing June 21, 2013     446,904    
TDF SA  
  1,305,762     EURTerm Loan, 5.54%, Maturing March 11, 2013     1,674,469    
  305,762     EURTerm Loan, 6.42%, Maturing March 11, 2014     393,209    
  388,476     EURTerm Loan, 7.17%, Maturing March 11, 2015     499,993    
Young Broadcasting, Inc.  
  246,875     Term Loan, 8.00%, Maturing November 3, 2012     246,682    
  497,500     Term Loan, 8.00%, Maturing November 3, 2012     497,111    
      $ 10,716,318    
Rail Industries — 0.1%  
Railamerica, Inc.  
$ 465,207     Term Loan, 7.44%, Maturing September 29, 2011   $ 467,678    
      $ 467,678    
Retailers (Except Food and Drug) — 1.6%  
American Achievement Corp.  
$ 431,525     Term Loan, 7.68%, Maturing March 25, 2011   $ 434,761    
Coinmach Laundry Corp.  
  1,121,595     Term Loan, 7.91%, Maturing December 19, 2012     1,131,830    
Josten's Corp.  
  849,035     Term Loan, 7.37%, Maturing October 4, 2011     854,165    

 

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Retailers (Except Food and Drug) (continued)  
Mapco Express, Inc  
$ 447,408     Term Loan, 8.07%, Maturing April 28, 2011   $ 451,603    
Mauser Werke GMBH & Co. KG  
  375,000     Term Loan, 8.10%, Maturing December 3, 2011     377,344    
Neiman Marcus Group, Inc.  
  237,342     Term Loan, 7.64%, Maturing April 5, 2013     239,493    
Oriental Trading Co., Inc.  
  300,000     Term Loan, 11.47%, Maturing January 31, 2013     301,250    
  473,813     Term Loan, 8.18%, Maturing July 31, 2013     474,898    
Savers, Inc.  
  102,792     Term Loan, 8.16%, Maturing August 11, 2012     103,499    
  122,208     Term Loan, 8.16%, Maturing August 11, 2012     123,048    
Stewert Enterprises, Inc.  
  376,716     Term Loan, 7.23%, Maturing November 19, 2011     376,952    
Travelcenters of America, Inc.  
  744,375     Term Loan, 7.11%, Maturing November 30, 2008     745,422    
      $ 5,614,265    
Steel — 0.0%  
Gibraltar Industries, Inc.  
$ 162,293     Term Loan, 7.13%, Maturing December 8, 2010   $ 162,192    
      $ 162,192    
Surface Transport — 0.2%  
Sirva Worldwide, Inc.  
$ 327,576     Term Loan, 11.61%, Maturing December 1, 2010   $ 302,906    
Vanguard Car Rental USA  
  444,125     Term Loan, 8.35%, Maturing June 14, 2013     447,900    
      $ 750,806    
Telecommunications — 3.0%  
Alaska Communications Systems Holdings, Inc.  
$ 500,000     Term Loan, 7.12%, Maturing February 1, 2012   $ 500,375    
Asurion Corp.  
  369,528     Term Loan, 8.32%, Maturing July 13, 2012     371,607    
  400,000     Term Loan, 11.58%, Maturing January 13, 2013     405,250    
BCM Luxembourg Ltd.  
  375,000     EURTerm Loan, 5.93%, Maturing September 30, 2014     478,538    
  375,000     EURTerm Loan, 6.31%, Maturing September 30, 2015     481,949    
Cellular South, Inc.  
  989,873     Term Loan, 7.14%, Maturing May 4, 2011     990,802    
Centennial Cellular Operating Co., LLC  
  692,695     Term Loan, 7.62%, Maturing February 9, 2011     698,756    

 

See notes to financial statements

11



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount 
 
Borrower/Tranche Description
  Value  
Telecommunications (continued)  
Consolidated Communications, Inc.  
$ 1,000,000     Term Loan, 7.38%, Maturing July 27, 2015   $ 1,003,125    
Fairpoint Communications, Inc.  
  1,000,000     Term Loan, 7.13%, Maturing February 8, 2012     999,609    
Hawaiian Telcom Communications, Inc.  
  497,778     Term Loan, 7.62%, Maturing October 31, 2012     499,333    
Madison River Capital, LLC  
  990,476     Term Loan, 7.62%, Maturing July 29, 2012     996,512    
NTelos, Inc.  
  491,261     Term Loan, 7.57%, Maturing August 24, 2011     493,472    
Stratos Global Corp.  
  325,000     Term Loan, 8.11%, Maturing February 13, 2012     325,271    
Syniverse Holdings, Inc.  
  337,446     Term Loan, 7.37%, Maturing February 15, 2012     338,290    
Triton PCS, Inc.  
  738,722     Term Loan, 8.57%, Maturing November 18, 2009     745,801    
Windstream Corp.  
  1,200,000     Term Loan, 7.12%, Maturing July 17, 2013     1,207,715    
      $ 10,536,405    
Utilities — 1.2%  
Astoria Generating Co.  
$ 375,000     Term Loan, 9.14%, Maturing August 23, 2013   $ 381,172    
BRSP, LLC  
  550,000     Term Loan, 8.58%, Maturing July 13, 2009     552,750    
Covanta Energy Corp.  
  234,146     Term Loan, 5.37%, Maturing June 24, 2012     236,390    
  167,370     Term Loan, 7.62%, Maturing May 27, 2013     168,974    
  162,500     Term Loan, 10.87%, Maturing June 24, 2013     165,750    
La Paloma Generating Co., LLC  
  65,152     Term Loan, 7.07%, Maturing August 16, 2012     64,990    
  373,890     Term Loan, 7.12%, Maturing August 16, 2012     372,955    
  29,333     Term Loan, 7.12%, Maturing August 16, 2012     29,260    
LSP General Finance Co., LLC  
  11,925     Term Loan, 7.12%, Maturing April 14, 2013     11,927    
  280,379     Term Loan, 7.12%, Maturing April 14, 2013     280,437    
NRG Energy, Inc.  
  575,000     Term Loan, 7.37%, Maturing February 1, 2013     578,398    
  1,467,625     Term Loan, 7.37%, Maturing February 1, 2013     1,477,103    
      $ 4,320,106    
Total Senior, Floating Rate Interests
(identified cost $256,765,123)
      $ 259,763,258    

 

Mortgage Pass-Throughs — 57.5%      
Principal Amount
(000's omitted)
  Security   Value  
Federal Home Loan Mortgage Corp.:      
$ 3,510     6.15%, with maturity at 2027(4)   $ 3,582,617    
  10,389     6.50%, with maturity at 2019(4)     10,738,650    
  11,790     7.00%, with various maturities to 2013(4)     12,135,835    
  6,590     7.50%, with maturity at 2024(4)     7,051,069    
  18,154     8.00%, with various maturities to 2031(4)     19,525,428    
  10,434     8.50%, with various maturities to 2031(4)     11,478,267    
  1,117     9.00%, with maturity at 2031     1,245,736    
  1,137     9.50%, with various maturities to 2022     1,266,581    
  2,628     11.50%, with maturity at 2019(6)     2,940,945    
          $ 69,965,128    
Federal National Mortgage Association:      
$ 4,973     6.323%, with maturity at 2032(4)(5)   $ 5,064,730    
  17,996     6.50%, with various maturities to 2028(4)     18,384,091    
  2,635     7.00%, with maturity at 2014     2,724,003    
  12,885     7.50%, with various maturities to 2030(4)     13,684,343    
  7,270     8.00%, with various maturities to 2029(4)     7,819,070    
  1,688     8.50%, with maturity at 2027     1,840,787    
  1,580     9.00%, with various maturities to 2028     1,747,554    
  9,561     9.50%, with various maturities to 2031(4)     10,711,166    
  3,946     10.00%, with various maturities to 2031     4,431,164    
          $ 66,406,908    
Government National Mortgage Association:      
$ 7,969     7.50%, with maturity at 2022(4)   $ 8,526,146    
  10,327     8.00%, with various maturities to 2027(4)     11,169,221    
  5,361     9.00%, with maturity at 2026     5,975,776    
  1,023     9.50%, with maturity at 2025     1,148,446    
  1,489     11.00%, with maturity at 2018     1,672,535    
          $ 28,492,124    
Collateralized Mortgage Obligations:      
$ 4,234     Federal Home Loan Mortgage Corp., Series 2137,
Class Z, 6.00%, 3/15/29
  $ 4,315,371    
  4,950     Federal Home Loan Mortgage Corp., Series 2167,
Class BZ, 7.00%, 6/15/29(4)
    5,135,392    
  1,075     Federal Home Loan Mortgage Corp., Series 2214,
Class NC, 11.053%, 8/15/21(5)
    1,186,614    
  6,633     Federal Home Loan Mortgage Corp., Series S 2182,
Class ZB, 8.00%, 9/15/29(4)
    7,029,214    
  377     Federal National Mortgage Association, Series 1989-89,
Class H, 9.00%, 11/25/19
    410,810    
  938     Federal National Mortgage Association,
Series 1991-122, Class N, 7.50%, 9/25/21
    979,320    
  7,026     Federal National Mortgage Association, Series 1993-84,
Class M, 7.50%, 6/25/23(4)
    7,470,573    
  2,209     Federal National Mortgage Association,
Series 1997(2)8, Class ZA, 7.50%, 4/20/27
    2,322,612    

 

See notes to financial statements

12



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Principal Amount
(000's omitted)
  Security   Value  
$ 2,044     Federal National Mortgage Association, Series 1997-38,
Class N, 8.00%, 5/20/27
  $ 2,170,419    
  3,600     Federal National Mortgage Association, Series G-33,
Class PT, 7.00%, 10/25/21(4)
    3,726,907    
          $ 34,747,232    
Total Mortgage Pass-Throughs
(identified cost $200,283,834)
      $ 199,611,392    
Corporate Bonds & Notes — 1.6%      
Principal Amount
(000's omitted)
  Security   Value  
Cable and Satellite Television — 0.7%      
Iesy Hessen & ISH NRW, Variable Rate      
  2,000     EUR6.429%, 4/15/13(5)   $ 2,523,982    
          $ 2,523,982    
Financial Intermediaries — 0.2%      
Centurion CDO 9 Ltd., Series 2005-9A      
$ 500     9.35%, 7/17/19   $ 518,497    
          $ 518,497    
Index Linked Notes — 0.6%      
JP Morgan Chilean Inflation Linked Note      
$ 2,000     7.433%, 11/17/15(7)   $ 2,147,400    
          $ 2,147,400    
Telecommunications — 0.1%      
Qwest Corp., Sr. Notes, Variable Rate      
$ 200     8.64%, 6/15/13(5)   $ 216,500    
          $ 216,500    
Total Corporate Bonds & Notes
(identified cost $5,152,301)
      $ 5,406,379    
Sovereign Issues — 5.2%      
Principal Amount
(000's omitted)
  Security   Value  
Egyptian Treasury Bill      
  8,175     EGP0.00%, 11/21/06   $ 1,418,573    
  8,000     EGP0.00%, 12/5/06     1,383,247    
  8,525     EGP0.00%, 12/12/06     1,471,399    
  7,525     EGP0.00%, 12/26/06     1,294,182    
  7,590     EGP0.00%, 2/27/07     1,284,463    

 

Principal Amount
(000's omitted)
  Security   Value  
Federal Republic of Brazil      
  4,060       BRL10.00%, 1/1/14     $ 1,591,793    
Indonesia Government      
  30,000,000       IDR11.00%, 12/15/12       3,392,289    
Indonesia Recapitalization Bond      
  35,000,000       IDR12.25%, 7/15/07       3,920,140    
Republic of Colombia      
  5,060,000       COP11.75%, 3/1/10       2,365,131    
Total Sovereign Issues
(identified cost $17,691,162)
          $ 18,121,217    
Call Options Purchased — 0.0%      
Security   Contracts
(000's omitted)
  Value  
  Euro Call Option, Expires 10/02/2008,
Strike Price 1.2738(3)
      300     $ 18,572    
  Euro Call Option, Expires 10/20/2008,
Strike Price 1.2990(3)
      300       15,019    
  Euro Call Option, Expires 10/30/2008,
Strike Price 1.3155(3)
      300       13,042    
  Euro Call Option, Expires 10/14/2008,
Strike Price 1.2950(3)
      300       15,500    
Total Call Options Purchased
(identified cost, $62,580)
          $ 62,133    
Put Options Purchased — 0.0%      
Security   Contracts
(000's omitted)
  Value  
  Euro Put Option, Expires 10/02/2008,
Strike Price 1.2738(3)
      300     $ 9,682    
  Euro Put Option, Expires 10/14/2008,
Strike Price 1.2950(3)
      300       12,317    
  Euro Put Option, Expires 10/20/2008,
Strike Price 1.2990(3)
      300       12,880    
  Euro Put Option, Expires 10/30/2008,
Strike Price 1.3155(3)
      300       15,274    
Total Put Options Purchased
(identified cost, $62,580)
          $ 50,153    

 

See notes to financial statements

13



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

PORTFOLIO OF INVESTMENTS CONT'D

Short-Term Investments — 1.5%  
Principal
Amount
  Maturity
Date
  Borrower   Rate   Amount  
$ 2,573,987     11/01/06
  Investors Bank and Trust
Company Time Deposit
 
5.31%
  $ 2,573,987    
  2,624,000     11/01/06
  Societe Generale
Time Deposit
 
5.31%
    2,624,000    
Total Short-Term Investments
(at amortized cost $5,197,987)
              $ 5,197,987    
Gross Investments — 140.6%
(identified cost $485,215,567)
              $ 488,212,519    
Less Unfunded Loan
Commitments — (0.2)%
              $ (641,248 )  
Net Investments — 140.4%
(identified cost $484,574,319)
              $ 487,571,271    
Other Assets, Less Liabilities — (40.4)%               $ (140,330,336 )  
Net Assets — 100.0%               $ 347,240,935    

 

BRL - Brazilian Real

COP - Colombian Peso

EGP - Egyptian Pound

EUR - Euro

GBP - British Pound

IDR - Indonesian Rupiah

(1)  Senior floating-rate interests often require prepayments from excess cash flows or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturities shown. However, it is anticipated that the senior floating-rate interests will have an expected average life of approximately two to three years. The stated interest rate represents the weighted average interest rate of all contracts within the senior loan facility. Senior Loans typically have rates of interest which are redetermined either daily, monthly, quarterly or semi-annually by reference to a base lending rate, plus a premium. These base lending rates are primarily the London-Interbank Offered Rate (LIBOR), and secondarily the prime rate offered by one or more major United States banks (the Prime Rate) and the certificate of deposit (CD) rate or other base lending rates used by commercial lenders.

(2)  Unfunded or partially unfunded loan commitments. See Note 1E for description.

(3)  Security valued at fair value using methods determined in good faith by or at the direction of the Trustees.

(4)  All or a portion of these securities were on loan at October 31, 2006.

(5)  Adjustable rate securities. Rates shown are the rates at period end.

(6)  Security (or a portion thereof) has been segregated to cover margin requirements on open financial futures contracts.

(7)  Security pays 3.8% coupon and accrues principal based on annual increases in the Chilean UF Rate, for an effective yield of 7.433%.

See notes to financial statements

14




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2006

Assets  
Investments, at value including $141,507,246 of
securities on loan (identified cost, $484,574,319)
  $ 487,571,271    
Cash     2,474,604    
Foreign currency, at value (identified cost, $81,632)     84,306    
Receivable for open swap contracts     212,006    
Receivable for open forward foreign currency contracts     432,077    
Receivable for investments sold     1,284,442    
Interest receivable     3,892,560    
Prepaid expenses     24,613    
Total assets   $ 495,975,879    
Liabilities  
Collateral for securities loaned   $ 144,861,787    
Payable for investments purchased     1,325,179    
Payable for open swap contracts     1,094,161    
Payable for open forward foreign currency contracts     873,302    
Payable for daily variation margin on open financial futures contracts     45,055    
Payable to affiliate for investment advisory fees     269,840    
Payable to affiliate for Trustees' fees     1,460    
Other accrued expenses     264,160    
Total liabilities   $ 148,734,944    
Net Assets   $ 347,240,935    
Sources of Net Assets  
Common Shares, $0.01 par value, unlimited number of shares authorized,
18,855,000 shares issued and outstanding
  $ 188,550    
Additional paid-in capital     352,981,219    
Accumulated net realized loss (computed on the basis of identified cost)     (7,558,034 )  
Net unrealized appreciation (computed on the basis of identified cost)     1,629,200    
Net Assets   $ 347,240,935    
Net Asset Value  
($347,240,935 ÷ 18,855,000 shares issued and outstanding)   $ 18.42    

 

Statement of Operations

For the Year Ended
October 31, 2006

Investment Income  
Interest (net of foreign taxes, $31,048)   $ 21,227,169    
Security lending income, net     1,756,134    
Total investment income   $ 22,983,303    
Expenses  
Investment adviser fee   $ 4,321,458    
Trustees' fees and expenses     17,829    
Custodian fee     372,449    
Legal and accounting services     107,781    
Printing and postage     72,095    
Transfer and dividend disbursing agent fees     59,860    
Miscellaneous     52,162    
Total expenses   $ 5,003,634    
Deduct —  
Reduction of custodian fee   $ 3,240    
Reduction of investment adviser fee     1,152,389    
Total expense reductions   $ 1,155,629    
Net expenses   $ 3,848,005    
Net investment income   $ 19,135,298    
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) —
Investment transactions (identified cost basis)
  $ (242,158 )  
Financial futures contracts     (399,442 )  
Swap contracts     (310,846 )  
Foreign currency and forward foreign currency exchange
contract transactions
    (96,000 )  
Net realized loss   $ (1,048,446 )  
Change in unrealized appreciation (depreciation) —
Investments (identified cost basis)
  $ 6,155,770    
Financial futures contracts     (71,700 )  
Swap contracts     (681,364 )  
Foreign currency and forward foreign currency exchange contracts     66,885    
Net change in unrealized appreciation (depreciation)   $ 5,469,591    
Net realized and unrealized gain   $ 4,421,145    
Net increase in net assets from operations   $ 23,556,443    

 

See notes to financial statements

15



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease)
in Net Assets
  Year Ended
October 31, 2006
  Period Ended
October 31, 2005(1) 
 
From operations —
Net investment income
  $ 19,135,298     $ 10,141,121    
Net realized loss from investment
transactions, financial futures  
contracts, swap contracts,  
foreign currency and forward  
foreign currency exchange  
contract transactions
    (1,048,446 )     (829,030 )  
Net change in unrealized appreciation
(depreciation) of investments,  
financial futures contracts, swap 
contracts, foreign currency and  
forward foreign currency 
exchange contracts
    5,469,591       (3,840,391 )  
Net increase in net assets from operations   $ 23,556,443     $ 5,471,700    
Distributions to shareholders —
From net investment income
  $ (24,928,763 )   $ (12,577,955 )  
Tax return of capital     (1,532,344 )     (2,128,945 )  
Total distributions to shareholders   $ (26,461,107 )   $ (14,706,900 )  
Capital share transactions —
Proceeds from sale of shares
  $     $ 360,035,000 (2)   
Offering costs           (754,201 )(3)  
Net increase in net assets from
capital share transactions
  $     $ 359,280,799    
Net increase (decrease) in net assets   $ (2,904,664 )   $ 350,045,599    
Net Assets  
At beginning of year   $ 350,145,599     $ 100,000    
At end of year   $ 347,240,935     $ 350,145,599    

 

(1)  For the period from the start of business, February 28, 2005, to October 31, 2005.

(2)  Proceeds from sales of shares net of sales load paid of $16,965,000.

(3)  Net of an expense reimbursement from affiliate. See Note 3.

Statement of Cash Flows

Increase (Decrease) in Cash   Year Ended
October 31, 2006
 
Cash Flows From (Used For) Operating Activities —
Purchases of loan interests, corporate bonds and options
  $ (349,005,586 )  
Proceeds from sales and principal repayments     261,498,070    
Interest received     26,403,128    
Decrease in receivable from Investment Adviser     146,913    
Increase in prepaid expenses     (13,365 )  
Facility fees received     127,375    
Operating expenses paid     (3,772,497 )  
Increase in short-term investments     (421,987 )  
Increase in unfunded commitments     603,391    
Net proceeds from securities lending     90,846,297    
Foreign currency transactions     (65,935 )  
Swap contract transactions     (310,846 )  
Futures contract transactions     (426,087 )  
Net cash from operating activities   $ 25,608,871    
Cash Flows From (Used For) Financing Activities —
Cash distributions paid
  $ (26,461,107 )  
Net cash used for financing activities   $ (26,461,107 )  
Net decrease in cash   $ (852,236 )  
Cash at beginning of year(1)    $ 3,411,146    
Cash at end of year(1)    $ 2,558,910    
Reconciliation of Net Increase in Net Assets
From Operations to Net Cash From
Operating Activities
 
Net increase in net assets from operations   $ 23,556,443    
Increase in receivable for investments sold     (634,845 )  
Increase in payable for investments purchased     342,949    
Increase in interest receivable     (1,071,726 )  
Increase in prepaid expenses     (13,365 )  
Decrease in receivable from Investment Adviser     146,913    
Increase in futures variation margin payable     45,055    
Increase in payable to affiliate     5,533    
Increase in payable for open swap contracts     893,370    
Increase in receivable for open swap contracts     (212,006 )  
Increase in other accrued expenses     69,975    
Increase in proceeds from securities lending     90,846,297    
Increase in payable for foreign currency transactions     395,257    
Increase in receivable for foreign currency transactions     (432,077 )  
Increase in unfunded commitments     603,391    
Net increase in investments     (88,932,293 )  
Net cash from operating activities   $ 25,608,871    

 

(1)  Balance includes foreign currency, at value.

See notes to financial statements

16




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

FINANCIAL STATEMENTS CONT'D

Financial Highlights

    Year Ended
October 31, 2006
  Period Ended
October 31 2005(1) 
 
Net asset value — Beginning of year   $ 18.570     $ 19.100 (2)   
Income (loss) from operations  
Net investment income(3)   $ 1.015     $ 0.540    
Net realized and unrealized gain (loss)     0.238       (0.250 )  
Total income from operations   $ 1.253     $ 0.290    
Less distributions  
From net investment income   $ (1.322 )   $ (0.667 )  
From tax return of capital     (0.081 )     (0.113 )  
Total distributions   $ (1.403 )   $ (0.780 )  
Offering costs charged to paid-in capital(3)    $     $ (0.040 )  
Net asset value — End of year   $ 18.420     $ 18.570    
Market value — End of year   $ 17.750     $ 16.070    
Total Investment Return on Net Asset Value     7.73 %(4)      1.71 %(5)   
Total Investment Return on Market Value     19.96 %(4)      (11.98 )%(5)   
Ratios/Supplemental Data  
Net assets, end of year (000's omitted)   $ 347,241     $ 350,146    
Expenses before custodian fee reduction     1.11 %     1.02 %(6)  
Expenses after custodian fee reduction     1.11 %     1.01 %(6)  
Net investment income     5.50 %     4.26 %(6)  
Portfolio Turnover     56 %     89 %  

 

(1)  For the period from the start of business, February 28, 2005, to October 31, 2005.

(2)  Net asset value at beginning of period reflects the deduction of the sales load of $0.90 per share paid by the shareholder from the $20.00 offering price.

(3)  Computed using average common shares outstanding.

(4)  Returns are historical and are calculated by determining the percentage change in net asset value or market value with all distributions reinvested. Total investment return on net asset value and total investment return on market value are not computed on an annualized basis.

(5)  Total investment return on net asset value is calculated assuming a purchase at the offering price of $20.00 less the sales load of $0.90 per share paid by the shareholder on the first day and a sale at the net asset value on the last day of the period reported. Total investment return on market value is calculated assuming a purchase at the offering price of $20.00 less the sales load of $0.90 per share paid by the shareholder on the first day and a sale at the current market price on the last day of the period reported. Total investment return on net asset value and total return on market value are not computed on an annualized basis.

(6)  Annualized.

See notes to financial statements

17




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS

  1  Significant Accounting Policies

Eaton Vance Short Duration Diversified Income Fund (the Fund) is registered under the Investment Company Act of 1940, as amended, as a diversified, closed-end management investment company. The Fund was organized under the laws of the Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated April 15, 2004. The Fund's investment objective is to provide a high level of current income. The Fund may, as a secondary objective, also seek capital appreciation to the extent consistent with its primary goal of high current income. The Fund pursues its objectives by investing its assets primarily in: senior, secured floating-rate loans made to corporate and other business entities (Senior Loans); bank deposits denominated in foreign currencies, debt obligations of foreign governmental and corporate issuers, including emerging market issuers, which are denominated in foreign currencies or U.S. dollars, and positions in foreign currencies (Foreign Obligations); and mortgage-backed securities that are issued, backed or otherwise guaranteed by the U.S. Government or its agencies or instrumentalities or that are issued by private issuers. These investments may consist of derivatives. Senior Loans are typically of below investment grade quality, as may be certain Foreign Obligations and other Fund investments. The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — The Fund's investments include interests in senior floating rate loans (Senior Loans). Certain Senior Loans are deemed to be liquid because reliable market quotations are readily available for them. Liquid Senior Loans are valued on the basis of prices furnished by a pricing service. Other Senior Loans are valued at fair value by the Fund's investment adviser, EatonVance Management (EVM), under procedures established by the Trustees. In connection with determining the fair value of a Senior Loan, the investment adviser makes an assessment of the likelihood that the borrower will make a full repayment of the Senior Loan. The primary factors considered by the investment adviser when making this assessment are (i) the creditworthiness of the borrower, (ii) the value of the collateral backing the Senior Loan, and (iii) the priority of the Senior Loan versus other creditors of the borrower. If, based on this assessment, the investment adviser believes there is a reasonable likelihood that the borrower will make a full repayment of the Senior Loan, the investment adviser will determine the fair value of the Senior Loan using a matrix pricing approach that considers the yield on the Senior Loan relative to yields on other loan interests issued by companies of comparable credit quality. If, based on its assessment, the investment adviser believes there is not a reasonable likelihood that the borrower will make a full repayment of the Senior Loan, the investment adviser will determine the fair value of the Senior Loan using analyses that include, but are not limited to (i) a comparison of the value of the borrower's outstanding equity and debt to that of comparable public companies; (ii) a discounted cash flow analysis; or (iii) when the investment adviser believes it is likely that a borrower will be liquidated or sold, an analysis of the terms of such liquidation or sale. In certain cases, the investment adviser will use a combination of analytical methods to determine the fair value, such as when only a portion of the borrower's assets are likely to be sold. In conducting its assessment and analyses, for purposes of determining fair value of a Senior Loan, the investment adviser will use its discretion and judgment in considering and appraising such factors, data and information and the relative weight to be given thereto as it deems relevant, including without limitation, some or all of the following: (i) the fundamental characteristics of and fundamental analytical data relating to the Senior Loan, including the cost, size, current interest rate, maturity and base lending rate of the Senior Loan, the terms and conditions of the Senior Loan and any related agreements, and the position of the Senior Loan in the Borrower's debt structure; (ii) the nature, adequacy and value of the collateral securing the Senior Loan, including the Fund's rights, remedies and interests with respect to the collateral; (iii) the creditworthiness of the Borrower, based on an evaluation of, among other things, its financial condition, financial statements and information about the Borrower's business, cash flows, capital structure and future prospects; (iv) information relating to the market for the Senior Loan, including price quotations for and trading in the Senior Loan and interests in similar Senior Loans and the market environment and investor attitudes towards the Senior Loan and interests in similar Senior Loans; (v) the experience, reputation, stability and financial condition of the agent and any intermediate participants in the Senior Loan; and (vi) general economic and market conditions affecting the fair value of the Senior Loan.

Debt securities (including collateralized mortgage obligations and certain mortgage backed securities ("MBS")) normally are valued by independent pricing services. The pricing services consider various factors

18



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

relating to bonds or loans and/or market transactions to determine market value. Most seasoned 30 year fixed rate MBS are valued by the investment adviser's matrix pricing system. The matrix pricing system also considers various factors relating to bonds and market transactions to determine market value.

Other portfolio securities (other than short-term obligations, but including listed issues) may be valued on the basis of prices furnished by one or more pricing services which determine prices for normal, institutional-size trading units of such securities which may use market information, transactions for comparable securities and various relationships between securities which are generally recognized by institutional traders. In certain circumstances, portfolio securities will be valued at the last sale price on the exchange that is the primary market for such securities, or the last quoted bid price for those securities for which the over-the-counter market is the primary market or for listed securities in which there were no sales during the day. The value of interest rate swaps will be based on dealer quotations. Short-term obligations which mature in 60 days or less, are valued at amortized cost. If short-term debt securities are acquired with a remaining maturity of more than 60 days, they will be valued by a pricing service. OTC options are valued at the mean between the bid and asked price provided by dealers. Financial futures contracts listed on commodity exchanges and exchange traded options are valued at closing settlement prices.

Marketable securities listed on foreign or U.S. securities exchanges generally are valued at closing sale prices or, if there were no sales, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded (such prices may not be used, however, where an active over-the-counter market in an exchange listed security better reflects current market value). Marketable securities listed in the NASDAQ National Market System generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sale prices are not available are valued at the mean between the latest bid and asked prices.

Occasionally, events affecting the value of foreign securities may occur between the time trading is completed abroad and the close of the exchange which will not be reflected in the computation of the Fund's net asset value unless the Fund deems that such event would materially affect its net asset value in which case an adjustment would be made and reflected in such computation. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by an independent quotation service.

Securities for which there is no such quotation or valuations and all other assets are valued at fair value as determined in good faith by or at the direction of the Fund's Trustees.

B  Income — Interest income from Senior Loans is recorded on the accrual basis at the then-current interest rate, while all other interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount. Fees associated with loan amendments are paid/recognized immediately.

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, including any net realized gain on investments. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2006, the Fund, for federal income tax purposes, had a capital loss carryover of $6,909,291 which will reduce the Fund's 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 October 31, 2013 ($5,051,488) and October 31, 2014 ($1,857,803).

D  Offering Costs — Costs incurred by the Fund in connection with the offering were recorded as a reduction of capital paid in excess of par.

E  Unfunded Loan Commitments — The Fund may enter into certain credit agreements whereby all or a portion of which may be unfunded. The Fund is obligated to fund these commitments at the borrower's discretion. These commitments are disclosed in the accompanying Portfolio of Investments.

F  Expense Reduction — Investors Bank & Trust Company (IBT) serves as custodian of the Fund. Pursuant to the custodian agreement, IBT receives a fee reduced by credits which are determined based on the average daily cash balance the Fund maintains with IBT. All credit balances used to reduce the Fund's custodian

19



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

fees are reported as a reduction of expenses in the Statements of Operations.

G  Financial Futures Contracts — Upon entering into a financial futures contract, the Fund 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 Fund (margin maintenance) each day, dependent on the daily fluctuations in the value of the underlying securities, and are recorded for book purposes as unrealized gains or losses by the Fund.

If the Fund enters into a closing transaction, the Fund will realize, for book purposes, a gain or loss equal to the difference between the value of the financial futures contract to sell and the financial futures contract to buy. The Fund's investment in financial futures contracts is designed for both hedging against anticipated future changes in interest rates and investment purposes. Should interest rates move unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.

H  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 or losses on investment transactions attributable to changes in foreign currency exchange 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 results from fluctuations in foreign currency exchange rates is not separately disclosed.

I  Written Options — Upon the writing of a call or a put option, an amount equal to the premium received by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current value of the option written in accordance with the Fund's policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or 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 Fund. The Fund, as 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.

J  Purchased Options — Upon the purchase of a call or put option, the premium paid by the Fund is included in the Statement of Assets and Liabilities as an investment. The amount of the investment is subsequently marked-to-market to reflect the current market value of the option purchased, in accordance with the Fund's policies on investment valuations discussed above. If an option which the Fund has purchased expires on the stipulated expiration date, the Fund will realize a loss in the amount of the cost of the option. If the Fund enters into a closing sale transaction, the Fund will realize a gain or loss, depending on whether the sales proceeds from the closing sale transaction are greater or less than the cost of the option. If a Fund exercises a put option, it will realize a gain or loss from the sale of the underlying security, and the proceeds from such sale will be decreased by the premium originally paid. If the Fund exercises a call option, the cost of the security which the Fund purchases upon exercise will be increased by the premium originally paid.

K  Forward Foreign Currency Exchange Contracts — The Fund 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 Fund will enter into forward contracts for hedging purposes as well as nonhedging purposes. The forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any gains and losses are recorded for financial statement purposes as unrealized until such time as the contracts have been closed.

L  Interest Rate Swaps — The Fund may enter into interest rate swap agreements to enhance return, to hedge against fluctuations in securities prices or interest rates or as substitution for the purchase or sale of securities. Pursuant to these agreements, the Fund currently makes floating-rate payments based on the

20



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

benchmark interest rate. In exchange, the Fund receives payments at a fixed interest rate. During the term of the outstanding swap agreement, changes in the underlying value of the swap are recorded as unrealized gains and losses. The value of the swap is determined by changes in the relationship between two rates of interest. The Fund is exposed to credit loss in the event of non-performance by the swap counterparty. Risk may also arise from the unanticipated movements in value of interest rates.

M  Credit Default Swaps — The Fund may enter into credit default swaps for investment and risk management purposes, including diversification. When the Fund is the buyer of a credit default swap contract, the Fund is entitled to receive the par or other agreed-upon value, of a referenced debt obligation from the counterparty to the contract in the event of a default by a third party, such as a U.S. or foreign issuer, on the debt obligation. In return, the Fund would pay the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the Fund would have made a stream of payments and received no benefit from the contract reducing exposure to the credit by the notional amount of the contract. When the Fund is the seller of a credit default swap contract, it receives a stream of payments, but is obligated to pay par value of the notional amount of the contract upon default of the referenced debt obligation. As the seller, the Fund would effectively add leverage to its portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure on the notional amount of the swap. The Fund will segregate assets in the form of cash, cash equivalents or liquid securities in an amount equal to the aggregate market value of the credit default swaps of which it is the seller, marked to market on a daily basis. These transactions involve certain risks, including the risk that the seller may be unable to fulfill the transaction.

N  Other — Investment transactions are accounted for on the date the securities are purchased or sold. Realized gains and losses on securities sold are determined on the basis of identified cost.

O  Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America 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 income and expense during the reporting period. Actual results could differ from those estimates.

P  Indemnifications — Under the Fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund, and shareholders are indemnified against personal liability for the obligations of the Fund. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

  2  Distributions to Shareholders

The Fund intends to make monthly distributions to shareholders and at least one distribution annually of all or substantially all of its net realized capital gains, if any. In its distributions, the Fund intends to include amounts attributable to the imputed interest on foreign currency exposures through long and short positions in forward currency exchange contracts (represented by the difference between the foreign currency spot rate and the foreign currency forward rate) and the imputed interest derived from certain other derivative positions. In certain circumstances, a portion of distributions to shareholders may be characterized as a return of capital for federal income tax purposes. As portfolio and market conditions change, the rate of distributions and the Fund's distribution policy could change. Distributions are recorded on the ex-dividend date. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. These differences relate primarily to the different treatment for paydown gain/losses on mortgage-backed securities, foreign currency, swaps and the method for amortizing premiums.

The tax character of the distributions paid for the year ended October 31, 2006 and the period from the start of business February 28, 2005, to October 31, 2005 were as follows:

    Year Ended
October 31, 2006
  Period Ended
October 31, 2005(1) 
 
Distributions declared from:  
Ordinary Income   $ 24,928,763     $ 12,577,955    
Return of Capital   $ 1,532,344     $ 2,128,945    

 

(1)  For the period from the start of business February 28, 2005, to October 31, 2005.

21



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

During the year ended October 31, 2006, accumulated distributions in excess of net investment income was decreased by $5,793,465, accumulated net realized loss was increased by $1,386,776, and paid-in capital was decreased by $4,406,689. This change had no effect on net assets or net asset value per share.

As of October 31, 2006, the components of distributable earnings (accumulated loss) on a tax basis were as follows:

Unrealized appreciation   $ 771,306    
Capital loss carryforwards   $ (6,909,291 )  
Other temporary differences   $ 209,151    

 

  3  Investment Adviser Fee and Other Transactions with Affiliates

The Fund has agreed to pay the EVM, as compensation for management and investment advisory services, a fee in the amount of 0.75% of the total leveraged assets, subject to the limitation on total leveraged assets described below. "Total leveraged assets" means the value of all assets of the Fund (including assets acquired with financial leverage), plus the notional value of long and short forward foreign currency contracts and futures contracts and swaps based upon foreign currencies, issuers or markets held by the Fund, minus all accrued expenses incurred in the normal course of operations, but not excluding any liabilities or obligations attributable to any investment leverage obtained through (i) indebtedness of any type (including, without limitation, borrowing through a credit facility/commercial paper program or the issuance of debt securities), (ii) the issuance of preferred shares or other similar preference securities, (iii) the reinvestment of collateral received for securities loaned in accordance with the Fund's investment objectives and policies and/or (iv) any other means. The advisory agreement provides that if investment leverage exceeds 40% on the Fund's total leveraged assets, the Adviser will not receive a management fee on total leveraged assets in excess of this amount. As of October 31, 2006, the Fund's investment leverage represents 50% of total leveraged assets. When the Fund holds both long and short forward currency contracts in the same foreign currency, the offsetting positions will be netted for purposes of determining total leveraged assets. When the Fund holds other long and short positions in Foreign Obligations in a given country denominated in the same currency, total leveraged assets will be calculated by excluding the smaller of the long or short position.

The "notional value" of a forward foreign currency contract or a futures contract or swap based upon foreign currencies, issuers or markets for purposes of calculating total leveraged assets is the stated dollar value of the underlying reference instrument at the time the derivative position is entered into. This amount remains constant throughout the life of the derivative contract. However, the negative or positive payment obligations of the Fund under the derivative contract are marked-to-market on a daily basis and are reflected in the Fund's net assets.

For the year ended October 31, 2006, the fee was equivalent to 0.67% of the Fund's average daily total leveraged assets, and 1.24% of the Fund's average daily net assets, for such period and amounted to $4,321,458. EVM serves as the administrator of the Fund, but currently receives no compensation for providing administrative services to the Fund.

In addition, the adviser has contractually agreed to reimburse the Fund for fees and other expenses in the amount of 0.20% of average daily total leveraged assets of the Fund for the first five full years of the Fund's operations 0.15% of average daily total leveraged assets of the Fund in year six, 0.10% in year seven and 0.05% in year eight. For the year ended October 31, 2006, the Investment Adviser waived $1,152,389 of its advisory fee.

EVM had agreed to reimburse the Fund for all Fund organizational costs and the amount by which the aggregate of all the Fund's offering costs exceeded $0.04 per share. For the period from the start of business, February 28, 2005, to October 31, 2005, EVM reimbursed the Fund $15,000, in organization costs and $146,913 in offering costs, respectively.

Trustees of the Fund, who are not affiliated with EVM, may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2006, no significant amounts have been deferred.

Certain officers and Trustees of the Fund are officers of the above organization.

  4  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations and including paydowns on

22



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

mortgage-backed securities, for the year ended October 31, 2006, were as follows:

Purchases  
Investments (non-U.S. Government)   $ 257,401,581    
U.S. Government Securities     91,935,730    
    $ 349,337,311    
Sales  
Investments (non-U.S. Government)   $ 207,071,491    
U.S. Government Securities     55,061,424    
    $ 262,132,915    

 

  5  Securities Lending Agreement

The Fund has established a securities lending agreement in which the Fund lends portfolio securities to a broker in exchange for collateral consisting of either cash or U.S. government securities in an amount at least equal to the market value of the securities on loan. Under the agreement, the Fund continues to earn interest on the securities loaned. Collateral received is generally cash, and the Fund invests the cash and receives any interest on the amount invested but it must also pay the broker a loan rebate fee computed as a varying percentage of the collateral received. The loan rebate fee paid by the Fund offsets a portion of the interest income received and amounted to $6,701,197 for the year ended October 31, 2006. At October 31, 2006, the value of the securities loaned and the value of the collateral amounted to $141,507,246 and $144,861,787, respectively. In the event of counterparty default, the Fund is subject to potential loss if it is delayed or prevented from exercising its right to dispose of the collateral. The Fund bears risk in the event that invested collateral is not sufficient to meet obligations due on the loans. The Fund has the right under the lending agreement to recover the securities from the borrower on demand.

  6  Shares of Beneficial Interest

The Agreement and Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional $0.01 par value shares of beneficial interest. Transactions in shares were as follows:

    Year Ended October 31,  
    2006   2005(1)   
Sales           18,855,000    
Net increase           18,855,000    

 

(1)  For the period from the start of business, February 28, 2005, to October 31, 2005.

  7  Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) in value of the investments owned at October 31, 2006, as determined on a federal income tax basis, were as follows:

Aggregate cost   $ 485,432,213    
Gross unrealized appreciation   $ 4,228,495    
Gross unrealized depreciation     (2,089,437 )  
Net unrealized appreciation   $ 2,139,058    

 

The unrealized depreciation on foreign currency, swap contracts, financial futures contracts and forward contracts at October 31, 2006 on a federal income tax basis was $1,367,752.

  8  Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Fund, political or financial instability or diplomatic and other developments which could affect such investments. Foreign stock markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker-dealers and issuers than in the United States.

  9  Financial Instruments

The Fund 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 contracts, financial futures contracts, and swap contracts and may

23



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

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 Fund 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 October 31, 2006 is as follows:

Forward Foreign Currency Exchange Contracts

Sales

Settlement
Date(s)
  Deliver   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/03/06   Brazilian Real   United States Dollar    
   
    5,300,000   2,470,862   $ (8,090 )  
11/10/06   Canadian Dollar
4,000,000
  United States Dollar
3,547,672
    (23,260 )  
11/02/06   Euro
13,344
  United States Dollar
17,032
    1    
11/30/06   Euro
53,126,658
  United States Dollar
67,425,368
    (485,111 )  
11/30/06   Great British Pound
7,999,288
  United States Dollar
15,117,414
    (142,867 )  
11/16/06   Japanese Yen
406,000,000
  United States Dollar
3,484,022
    11,868    
11/01/06   Malaysian Ringgit
21,495,000
  United States Dollar
5,903,760
    18,750    
11/02/06   Serbian Dinar
45,000,000
  Euro
569,620
    (2,301 )  
01/08/07   Thai Baht
130,000,000
  United States Dollar
3,447,361
    (94,712 )  
            $ (725,722 )  

 

Purchases

Settlement
Date(s)
  Acquire   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/14/06   Australian Dollar   New Zealand Dollar    
   
    4,500,000   5,227,290   $ (16,167 )  
11/03/06   Brazilian Real
5,300,000
  United States Dollar
2,411,502
    67,450    
12/04/06   Brazilian Real
5,300,000
  United States Dollar
2,456,661
    8,112    
11/06/06   Egyptian Pound
7,431,013
  United States Dollar
1,298,107
    (2,806 )  
11/03/06   Indonesian Rupiah
32,000,000,000
  United States Dollar
3,460,208
    51,452    

 

Settlement
Date(s)
  Acquire   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/03/06   Indian Rupee   United States Dollar    
   
    158,000,000   3,440,017   $ 68,481    
11/09/06   Icelandic Kroner
376,674,800
  Euro
4,370,129
    (19,818 )  
11/27/06   Icelandic Kroner
211,144,000
  Euro
2,435,537
    (9,753 )  
11/28/06   Kazakhstan Tenge
143,700,000
  United States Dollar
1,126,617
    (1,665 )  
08/03/07   Kazakhstan Tenge
66,000,000
  United States Dollar
557,432
    (40,060 )  
11/09/06   Mexican Peso
38,328,000
  United States Dollar
3,540,595
    19,858    
11/21/06   Mexican Peso
18,600,000
  United States Dollar
1,716,453
    10,413    
11/01/06   Malaysian Ringgit
21,495,000
  United States Dollar
5,836,433
    48,577    
11/10/06   Malaysian Ringgit
26,000,000
  United States Dollar
7,087,945
    33,197    
12/01/06   Malaysian Ringgit
34,495,000
  United States Dollar
9,461,390
    (4,033 )  
11/03/06   Philippines Peso
180,000,000
  United States Dollar
3,609,529
    2,028    
12/01/06   Philippines Peso
185,000,000
  United States Dollar
3,698,595
    7,105    
11/03/06   Romanian Leu
28,500,000
  Euro
8,082,584
    26,381    
11/20/06   Romanian Leu
5,100,000
  Euro
1,448,041
    (1,957 )  
11/02/06   Serbian Dinar
45,000,000
  Euro
556,277
    19,332    
11/14/06   Serbian Dinar
63,000,000
  Euro
784,704
    18,865    
11/16/06   Serbian Dinar
45,000,000
  Euro
568,397
    3,315    
11/02/06   Turkish Lira
1,285,000
  United States Dollar
877,612
    2,802    
11/03/06   Turkish Lira
4,124,500
  United States Dollar
2,810,754
    14,090    
11/30/06   Turkish Lira
4,000,000
  United States Dollar
2,733,174
    (20,702 )  
            $ 284,497    

 

Futures Contracts

Expiration
Date(s)
  Contracts   Position   Aggregate
Cost
  Value   Net
Unrealized
Depreciation
 
  12/06     21 Japan
10 Year Bond
  Short   $ (24,240,579 )   $ (24,312,279 )   $ (71,700 )  

 

24



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

Description of the underlying instruments to futures contracts: Japanese Government Bonds (JGB) having a maturity of 7 years or more but less than 11 years.

At October 31, 2006, the Fund had sufficient cash and/or securities to cover potential obligations arising from open futures and forward foreign currency exchange contracts as well as margin requirements on the open futures contracts.

Credit Default Swaps

The Fund has entered into credit default swaps whereby the Fund is buying or selling exposure to an increase in credit spreads for the underlying instrument. The maximum payouts are limited to the notional amount of each swap.

Notional
Amount
  Expiration
Date
  Description   Net Unrealized
Appreciation
(Depreciation)
 
  10,000,000 USD   3/20/2010   Agreement with Credit Suisse First Boston dated 3/05/2005 whereby the Fund will pay 2.01% per year
times the notional amount. In exchange for that periodic payment, upon a default event involving Turkish
sovereign issues, Credit Suisse First Boston agrees to pay the Fund the notional amount of the swap. To receive
that payment, the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by
Turkey to Credit Suisse First Boston.
  $ (218,513 )  
  10,000,000 USD   3/20/2010   Agreement with JP Morgan Chase Bank dated 3/05/2005 whereby the Fund will pay 2.00% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Turkish sovereign
issues, JP Morgan Chase Bank agrees to pay the Fund the notional amount of the swap. To receive that payment,
the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by Turkey to
JP Morgan Chase Bank.
  $ (215,461 )  
  5,000,000 USD   9/20/2011   Agreement with Credit Suisse First Boston dated 7/21/2006 whereby the Fund will pay 2.15% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Filipino sovereign
issues, Credit Suisse First Boston agrees to pay the Fund the notional amount of the swap. To receive that payment,
the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by the
Philippines to Credit Suisse First Boston.
  $ (165,680 )  
  5,000,000 USD   9/20/2011   Agreement with JP Morgan Chase Bank dated 7/21/2006 whereby the Fund will pay 2.17% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Filipino sovereign
issues, JP Morgan Chase Bank agrees to pay the Fund the notional amount of the swap. To receive that payment,
the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by the Philippines
to JP Morgan Chase Bank.
  $ (169,919 )  
  10,000,000 USD   9/20/2011   Agreement with JP Morgan Chase Bank dated 7/21/2006 whereby the Fund will pay 2.09% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Indonesian sovereign
issues, JP Morgan Chase Bank agrees to pay the Fund the notional amount of the swap. To receive that payment,
the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by Indonesia to
JP Morgan Chase Bank.
  $ (322,757 )  
  5,388,000 USD   8/20/2009   Agreement with JP Morgan Chase Bank dated 8/11/2006 whereby the Fund will pay 0.61% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Brazilian sovereign
issues, JP Morgan Chase Bank agrees to pay the Fund the notional amount of the swap. To receive that payment,
the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by Brazil to
JP Morgan Chase Bank.
  $ (1,831 )  
  3,466,000 USD   8/20/2011   Agreement with JP Morgan Chase Bank dated 8/11/2006 whereby JP Morgan Chase Bank will pay 1.25%
per year times the notional amount. In exchange for that periodic payment, upon a default event involving
Brazilian sovereign issues, the Fund agrees to pay JP Morgan Chase Bank the notional amount of the swap.
To receive that payment, JP Morgan Chase Bank must deliver a bond (with par value equal to the notional
amount of the swap) issued by Brazil to the Fund.
  $ 18,502    
  6,800,000 USD   10/20/2016   Agreement with Credit Suisse First Boston dated 10/19/2006 whereby the Fund will pay 0.20% per year times
the notional amount. In exchange for that periodic payment, upon a default event involving Italian sovereign
issues, Credit Suisse First Boston agrees to pay the Fund the notional amount of the swap. To receive that
payment, the Fund must deliver a bond (with par value equal to the notional amount of the swap) issued by
Italy to Credit Suisse First Boston.
  $ 5,017    
                $ (1,070,642 )  

 

25



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

NOTES TO FINANCIAL STATEMENTS CONT'D

Interest Rate Swaps

Notional
Amount
  Expiration
Date
  Description   Net Unrealized
Appreciation
 
  19,500,000 MXN   5/26/2016   Agreement with JP Morgan Chase Bank dated 6/08/2006 whereby the Fund makes a payment every
28 days at a rate equal to the Mexican Interbank Equilibrium Interest Rate Index on the notional amount of
$19,500,000 MXN. In exchange, the Fund receives payments every 28 days at a fixed rate equal to
9.87% on the same notional amount.
  $ 172,755    
  190,000,000 MXN   10/12/2007   Agreement with JP Morgan Chase Bank dated 10/13/2006 whereby the Fund makes payment every
28 days at a rate equal to the Mexican Interbank Equilibrium Interest Rate Index on the notional amount of
$190,000,000 MXN. In exchange, the Fund receives payments every 28 days at a fixed rate equal to
7.62% on the same notional amount.
  $ 15,732    
            $ 188,487    

 

  10  Recently Issued Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48, (FIN 48) "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes." This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. Management is currently evaluating the impact of applying the various provisions of FIN 48.

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, (FAS 157) "Fair Value Measurements". FAS 157 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosure about fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. Management is currently evaluating the impact the adoption of FAS 157 will have on the Fund's financial statement disclosures.

26




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Trustees and Shareholders
of Eaton Vance Short Duration Diversified
Income Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Short Duration Diversified Income Fund (the "Fund"), including the portfolio of investments, as of October 31, 2006, the related statements of operations and cash flows for the year then ended, the statements of changes in net assets and the financial highlights for the year then ended and for the period from the start of business February 28, 2005 to October 31, 2005. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities and Senior Loans owned as of October 31, 2006, by correspondence with the custodian, brokers, and selling or agent banks; where replies were not received from brokers and selling or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Eaton Vance Short Duration Diversified Income Fund at October 31, 2006, and the results of its operations and cash flows, the changes in its net assets and the financial highlights for the respective stated periods, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 15, 2006

27



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2006

FEDERAL TAX INFORMATION (Unaudited)

The Form 1099-DIV you receive in January 2007 will show the tax status of all distributions paid to your account in calendar 2006. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund.

28




Eaton Vance Short Duration Diversified Income Fund

DIVIDEND REINVESTMENT PLAN

The Fund offers a dividend reinvestment plan (the Plan) pursuant to which shareholders may elect to have dividends and capital gains distributions automatically reinvested in shares (the Shares) of the Fund. You may participate in the Plan by completing the Dividend Reinvestment Plan Application Form. If you do not participate, you will receive all distributions in cash paid by check mailed directly to you by PFPC Inc. as dividend paying agent. On the distribution payment date, if the net asset value per Share is equal to or less than the market price per Share plus estimated brokerage commissions then new Shares will be issued. The number of Shares shall be determined by the greater of the net asset value per Share or 95% of the market price. Otherwise, Shares generally will be purchased on the open market by the Plan Agent. Distributions subject to income tax (if any) are taxable whether or not shares are reinvested.

If your shares are in the name of a brokerage firm, bank, or other nominee, you can ask the firm or nominee to participate in the Plan on your behalf. If the nominee does not offer the Plan, you will need to request that your shares be re-registered in your name with the Fund's transfer agent PFPC Inc., or you will not be able to participate.

The Plan Agent's service fee for handling distributions will be paid by the Fund. Each participant will be charged their pro rata share of brokerage commissions on all open-market purchases.

Plan participants may withdraw from the Plan at any time by writing to the Plan Agent at the address noted on the following page. If you withdraw, you will receive shares in your name for all Shares credited to your account under the Plan. If a participant elects by written notice to the Plan Agent to have the Plan Agent sell part or all of his or her Shares and remit the proceeds, the Plan Agent is authorized to deduct a $5.00 fee plus brokerage commissions from the proceeds.

If you wish to participate in the Plan and your shares are held in your own name, you may complete the form on the following page and deliver it to the Plan Agent.

Any inquires regarding the Plan can be directed to the Plan Agent, PFPC Inc., at 1-800-331-1710.

29



Eaton Vance Short Duration Diversified Income Fund

APPLICATION FOR PARTICIPATION IN DIVIDEND REINVESTMENT PLAN

This form is for shareholders who hold their common shares in their own names. If your common shares are held in the name of a brokerage firm, bank, or other nominee, you should contact your nominee to see if it will participate in the Plan on your behalf. If you wish to participate in the Plan, but your brokerage firm, bank, or nominee is unable to participate on your behalf, you should request that your common shares be re-registered in your own name which will enable your participation in the Plan.

The following authorization and appointment is given with the understanding that I may terminate it at any time by terminating my participation in the Plan as provided in the terms and conditions of the Plan.

  Please print exact name on account:

  Shareholder signature  Date

  Shareholder signature  Date

  Please sign exactly as your common shares are registered. All persons whose names appear on the share certificate must sign.

YOU SHOULD NOT RETURN THIS FORM IF YOU WISH TO RECEIVE YOUR DIVIDENDS AND DISTRIBUTIONS IN CASH. THIS IS NOT A PROXY.

This authorization form, when signed, should be mailed to the following address:

  Eaton Vance Short Duration Diversified Income Fund
c/o PFPC Inc.
P.O. Box 43027
Providence, RI 02940-3027
800-331-1710

Number of Employees

The Fund is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management investment company and has no employees.

Number of Shareholders

As of October 31, 2006, our records indicate that there are 18 registered shareholders and approximately 12,204 shareholders owning the Fund shares in street name, such as through brokers, banks, and financial intermediaries.

If you are a street name shareholder and wish to receive Fund reports directly, which contain important information about the Fund, please write or call:

  Eaton Vance Distributors, Inc.
The Eaton Vance Building
255 State Street
Boston, MA 02109
1-800-225-6265

New York Stock Exchange symbol

The New York Stock Exchange Symbol is EVG.

30




Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT

Overview of the Contract Review Process

The Investment Company Act of 1940, as amended (the "1940 Act"), provides, in substance, that each investment advisory agreement between a fund and its investment adviser will continue in effect from year to year only if its continuance is approved at least annually by the fund's board of trustees, including by a vote of a majority of the trustees who are not "interested persons" of the fund ("Independent Trustees") cast in person at a meeting called for the purpose of considering such approval.

At a meeting of the Boards of Trustees (each a "Board") of the Eaton Vance group of mutual funds (the "Eaton Vance Funds") held on March 27, 2006, the Board, including a majority of the Independent Trustees, voted to approve continuation of existing advisory and sub-advisory agreements for the Eaton Vance Funds for an additional one-year period. In voting its approval, the Board relied upon the affirmative recommendation of the Special Committee of the Board, which is a committee comprised exclusively of Independent Trustees. Prior to making its recommendation, the Special Committee reviewed information furnished for a series of meetings of the Special Committee held in February and March 2006. Such information included, among other things, the following:

Information about Fees, Performance and Expenses

•  An independent report comparing the advisory and related fees paid by each fund with fees paid by comparable funds;

•  An independent report comparing each fund's total expense ratio and its components to comparable funds;

•  An independent report comparing the investment performance of each fund to the investment performance of comparable funds over various time periods;

•  Data regarding investment performance in comparison to relevant peer groups of funds and appropriate indices;

•  Comparative information concerning fees charged by each adviser for managing other mutual funds and institutional accounts using investment strategies and techniques similar to those used in managing the fund;

•  Profitability analyses for each adviser with respect to each fund managed by it;

Information about Portfolio Management

•  Descriptions of the investment management services provided to each fund, including the investment strategies and processes employed;

•  Information concerning the allocation of brokerage and the benefits received by each adviser as a result of brokerage allocation, including information concerning the acquisition of research through "soft dollar" benefits received in connection with the funds' brokerage, and the implementation of a soft dollar reimbursement program established with respect to the funds;

•  Data relating to portfolio turnover rates of each fund;

•  The procedures and processes used to determine the fair value of fund assets and actions taken to monitor and test the effectiveness of such procedures and processes;

Information about each Adviser

•  Reports detailing the financial results and condition of each adviser;

•  Descriptions of the qualifications, education and experience of the individual investment professionals whose responsibilities include portfolio management and investment research for the funds, and information relating to their compensation and responsibilities with respect to managing other mutual funds and investment accounts;

•  Copies of the Codes of Ethics of each adviser and its affiliates, together with information relating to compliance with and the administration of such codes;

•  Information concerning the resources devoted to compliance efforts undertaken by each adviser and its affiliates on behalf of the funds (including descriptions of various compliance programs) and their record of compliance with investment policies and restrictions, including policies with respect to market-timing, late trading and selective portfolio disclosure, and with policies on personal securities transactions;

•  Descriptions of the business continuity and disaster recovery plans of each adviser and its affiliates;

Other Relevant Information

•  Information concerning the nature, cost and character of the administrative and other non-investment management services provided by Eaton Vance Management and its affiliates;

•  Information concerning management of the relationship with the custodian, subcustodians and fund accountants by each adviser or the funds' administrator; and

•  The terms of each advisory agreement.

In addition to the information identified above, the Special Committee considered information provided from time to time by each adviser throughout the year at meetings of the Board and its committees. Over the course of the twelve month period ended March 31,

31



Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

2006, the Board met nine times and the Special Committee, the Audit Committee and the Governance Committee, each of which is a Committee comprised solely of Independent Trustees, met eight, twelve and five times, respectively. At such meetings, the Trustees received, among other things, presentations by the portfolio managers and other investment professionals of each adviser relating to the investment performance of each fund and the investment strategies used in pursuing the fund's investment objective.

For funds that invest through one or more underlying portfolios, the Board considered similar information about the portfolio(s) when considering the approval of advisory agreements. In addition, in cases where the fund's investment adviser has engaged a sub-adviser, the Board considered similar information about the sub-adviser when considering the approval of any sub-advisory agreement.

The Special Committee was assisted throughout the contract review process by Goodwin Procter LLP, legal counsel for the Independent Trustees. The members of the Special Committee relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating each advisory and sub-advisory agreement and the weight to be given to each such factor. The conclusions reached with respect to each advisory and sub-advisory agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each member of the Special Committee may have placed varying emphasis on particular factors in reaching conclusions with respect to each advisory and sub-advisory agreement.

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Special Committee concluded that the continuance of the investment advisory agreement between the Short Duration Diversified Income Fund (the "Fund"), and Eaton Vance Management (the "Adviser"), including its fee structure, is in the interests of shareholders and, therefore, the Special Committee recommended to the Board approval of the agreement. The Board accepted the recommendation of the Special Committee as well as the factors considered and conclusions reached by the Special Committee with respect to the agreement. Accordingly, the Board, including a majority of the Independent Trustees, voted to approve continuation of the advisory agreement for the Fund.

Nature, Extent and Quality of Services

In considering whether to approve the investment advisory agreement of the Fund, the Board evaluated the nature, extent and quality of services provided to the Fund by the Adviser.

The Board considered the Adviser's management capabilities and investment process with respect to the types of investments held by the Fund, including the education, experience and number of its investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. In particular, the Board evaluated the abilities and experience of such investment personnel in analyzing factors such as credit risk and special considerations relevant to investing in senior, secured floating-rate loans, foreign debt obligations, including debt of emerging market issuers, and mortgage-backed securities. The Board considered the Adviser's in-house research capabilities as well as other resources available to personnel of the Adviser. The Board also took into account the resources dedicated to portfolio management and other services, including the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Fund by senior management.

The Board also reviewed the compliance programs of the Adviser and relevant affiliates thereof. Among other matters, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment opportunities. The Board also evaluated the responses of the Adviser and its affiliates to requests from regulatory authorities such as the Securities and Exchange Commission and the National Association of Securities Dealers.

The Board considered shareholder and other administrative services provided or managed by Eaton Vance Management and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a part of a large family of funds.

After consideration of the foregoing factors, among others, the Board concluded that the nature, extent and quality of services provided by the Adviser, taken as a whole, are appropriate and consistent with the terms of the respective investment advisory agreements.

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the period from inception (February 2005) through September 30, 2005 for the Fund. On the basis of the foregoing and other relevant information, the Board concluded that the performance of the Fund is satisfactory.

32



Eaton Vance Short Duration Diversified Income Fund

BOARD OF TRUSTEES' ANNUAL APPROVAL OF THE INVESTMENT ADVISORY AGREEMENT CONT'D

Management Fees and Expenses

The Board reviewed contractual investment advisory fee rates payable by the Fund (referred to as "management fees"). The Board noted the nature of the management fees which are charged on total leveraged assets, and its relationship to the investment objectives of the Fund. The Board concluded that the fees were appropriate in light of the manner in which the leverage will be used by the Adviser in managing the portfolio.

As part of its review, the Board considered the Fund's management fees and total expense ratio for the year ended September 30, 2005, as compared to a group of similarly managed funds selected by an independent data provider. The Board considered the fact that the Adviser had waived fees and/or paid expenses for the Fund.

After reviewing the foregoing information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the management fees charged for advisory and related services and the Fund's total expense ratio are reasonable.

Profitability

The Board reviewed the level of profits realized by the Adviser and relevant affiliates thereof in providing investment advisory and administrative services to the Fund and to all Eaton Vance Funds as a group. The Board considered the level of profits realized without regard to revenue sharing or other payments by the Adviser and its affiliates to third parties in respect of distribution services. The Board also considered other direct or indirect benefits received by the Adviser and its affiliates in connection with its relationship with the Fund.

The Board concluded that, in light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by the Adviser and its affiliates are reasonable.

Economies of Scale

In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund, on the other hand, can expect to realize benefits from economies of scale as the assets of the Fund increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific fund or group of funds. The Board also considered the fact that the Fund is not continuously offered and concluded that, in light of the level of the Adviser's profits with respect to the Fund, the implementation of breakpoints in the advisory fee schedule is not appropriate. Based upon the foregoing, the Board concluded that the benefits from economies of scale are currently being shared equitably by the Adviser and its affiliates and the Fund.

33




Eaton Vance Short Duration Diversified Income Fund

MANAGEMENT AND ORGANIZATION

Fund Management. The Trustees of Eaton Vance Short Duration Diversified Income Fund (the Fund) are responsible for the overall management and supervision of the Fund's affairs. The Trustees and officers of the Fund are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Trustees and officers of the Fund hold indefinite terms of office. The "noninterested Trustees" consist of those Trustees who are not "interested persons" of the Fund, as that term is defined under the 1940 Act. The business address of each Trustee and officer is The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109. As used below, "EVC" refers to Eaton Vance Corp., "EV" refers to Eaton Vance, Inc., "EVM" refers to Eaton Vance Management, "BMR" refers to Boston Management and Research, and "EVD" refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below.

Name and
Date of Birth
  Position(s)
with the
Fund
  Term of
Office and
Length of
Service
  Principal Occupation(s)
During Past Five Years
  Number of Portfolios
in Fund Complex
Overseen By
Trustee(1) 
  Other Directorships Held  
Interested Trustee                          
James B. Hawkes
11/19/41
  Trustee and
Vice President
  Trustee until 2009. 3 years. Trustee and Vice President since 2004   Chairman and Chief Executive Officer of EVC, BMR, EVM and EV; Director of EV; Vice President and Director of EVD. Trustee and/or officer of 170 registered investment companies in the Eaton Vance Fund Complex. Mr. Hawkes is an interested person because of his positions with BMR, EVM, EVC and EV, which are affiliates of the Fund.     170     Director of EVC  
Noninterested Trustee(s)                          
Benjamin C. Esty 1/2/63   Trustee   Until 2009. 3 years. Trustee since 2005   Roy and Elizabeth Simmons Professor of Business Administration, Harvard University Graduate School of Business Administration (since 2003). Formerly, Associate Professor, Harvard University Graduate School of Business Administration (2000-2003).     170     None  
Samuel L. Hayes, III 2/23/35   Trustee and Chairman of the Board   Until 2009. 3 years. Trustee and Chairman of the Board since 2005   Jacob H. Schiff Professor of Investment Banking Emeritus, Harvard University Graduate School of Business Administration. Director of Yakima Products, Inc. (manufacturer of automotive accessories) (since 2001) and Director of Telect, Inc. (telecommunications services company) (since 2000).     170     Director of Tiffany & Co. (specialty retailer)  
William H. Park 9/19/47   Trustee   Until 2007. 3 years. Trustee since 2005   Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (since 2006). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (a holding company owning institutional investment management firms) (1982-2001).     170     None  
Ronald A. Pearlman 7/10/40   Trustee   Until 2007. 3 years. Trustee since 2005   Professor of Law, Georgetown University Law Center.     170     None  
Norton H. Reamer 9/21/35   Trustee   Until 2008. 3 years. Trustee since 2005   President, Chief Executive Officer and a Director of Asset Management Finance Corp. (a specialty finance company serving the investment management industry) (since October 2003). President, Unicorn Corporation (an investment and financial advisory services company) (since September 2000). Formerly, Chairman and Chief Operating Officer, Hellman, Jordan Management Co., Inc. (an investment management company) (2000-2003). Formerly, Advisory Director of Berkshire Capital Corporation (investment banking firm) (2002-2003).     170     None  

 

34



Eaton Vance Short Duration Diversified Income Fund

MANAGEMENT AND ORGANIZATION CONT'D

Name and
Date of Birth
  Position(s)
with the
Fund
  Term of
Office and
Length of
Service
  Principal Occupation(s)
During Past Five Years
  Number of Portfolios
in Fund Complex
Overseen By
Trustee(1) 
  Other Directorships Held  
Noninterested Trustee(s) (continued)                      
Lynn A. Stout
9/14/57
  Trustee   Until 2008. 3 years. Trustee since 2005   Professor of Law, University of California at Los Angeles School of Law.     170     None  
Ralph F. Verni
1/26/43
  Trustee   Until 2008. 3 years. Trustee since 2005   Consultant and private investor.     170     None  
Principal Officers who are not Trustees                      

 

Name and
Date of Birth
  Position(s)
with the
Fund
  Term of
Office and
Length of
Service
  Principal Occupation(s)
During Past Five Years
 
Thomas E. Faust Jr.
5/31/58
  President   Since 2005   President of EVC, EVM, BMR and EV and Director of EVC. Chief Investment Officer of EVC, EVM and BMR. Officer of 71 registered investment companies and 5 private investment companies managed by EVM or BMR.  
Christine Johnston
11/9/72
  Vice President   Since 2004   Vice President of EVM and BMR. Officer of 3 registered investment companies managed by EVM or BMR.  
Scott H. Page
11/30/59
  Vice President   Since 2004   Vice President of EVM and BMR. Officer of 15 registered investment companies managed by EVM or BMR.  
Susan Schiff
3/13/61
  Vice President   Since 2004   Vice President of EVM and BMR. Officer of 30 registered investment companies managed by EVM or BMR.  
Payson F. Swaffield
8/13/56
  Vice President   Since 2004   Vice President of EVM and BMR. Officer of 15 registered investment companies managed by EVM or BMR.  
Mark S. Venezia
5/23/49
  Vice President   Since 2005   Vice President of EVM and BMR. Officer of 5 registered investment companies managed by EVM or BMR.  
Barbara E. Campbell
6/19/57
  Treasurer   Since 2005(2)   Vice President of EVM and BMR. Officer of 170 registered investment companies managed by EVM or BMR.  
Alan R. Dynner
10/10/40
  Secretary   Since 2004   Vice President, Secretary and Chief Legal Officer of BMR, EVM, EVD, EV and EVC. Officer of 170 registered investment companies managed by EVM or BMR.  
Paul M. O'Neil
7/11/53
  Chief Compliance Officer   Since 2004   Vice President of EVM and BMR. Officer of 170 registered investment companies managed by EVM or BMR.  

 

(1)  Includes both master and feeder funds in a master-feeder structure.

(2)  Prior to 2005, Ms. Campbell served as Assistant Treasurer of the Fund since 2004.

In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed Company Manual, the Fund's Annual CEO Certification certifying as to compliance with NYSE's Corporate Governance Listing Standards was submitted to the Exchange on March 8, 2006.

35



This Page Intentionally Left Blank




Investment Adviser of Eaton Vance Short Duration Diversified Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Administrator of Eaton Vance Short Duration Diversified Income Fund
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Custodian
Investors Bank & Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

Attn: Eaton Vance Funds
P.O. Box 43027
Providence, RI 02940-3027
(800) 331-1710

Independent Registered Public Accounting Firm
Deloitte & Touche LLP

200 Berkeley Street
Boston, MA 02116

Eaton Vance Short Duration Diversified Income Fund
The Eaton Vance Building
255 State Street
Boston, MA 02109



2319-12/06  CE-SDDISRC




Item 2. Code of Ethics

The registrant has adopted a code of ethics applicable to its Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.  The registrant undertakes to provide a copy of such code of ethics to any person upon request, without charge, by calling 1-800-262-1122.

Item 3. Audit Committee Financial Expert

The registrant’s Board has designated William H. Park, Samuel L. Hayes, III and Norton H. Reamer, each an independent trustee, as its audit committee financial experts.  Mr. Park is a certified public accountant who is the Vice Chairman of Commercial Industrial Finance Corp (specialty finance company). Previously, he served as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm) and as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (“UAM”) (a holding company owning institutional investment management firms).  Mr. Hayes is the Jacob H. Schiff Professor of Investment Banking Emeritus of the Harvard University Graduate School of Business Administration.  Mr. Reamer is the President, Chief Executive Officer and a Director of Asset Management Finance Corp. (a specialty finance company serving the investment management industry) and is President of Unicorn Corporation (an investment and financial advisory services company).  Formerly, Mr. Reamer was Chairman and Chief Operating Officer of Hellman, Jordan Management Co., Inc. (an investment management company) and Advisory Director of Berkshire Capital Corporation (an investment banking firm), Chairman of the Board of UAM and Chairman, President and Director of the UAM Funds (mutual funds).

Item 4. Principal Accountant Fees and Services

(a)-(d)

The following table presents the aggregate fees billed to the registrant for the fiscal years ended October 31, 2005 and October 31, 2006 by the registrant’s principal accountant for professional services rendered for the audit of the registrant’s annual financial statements and fees billed for other services rendered by the principal accountant during those periods.

Fiscal Years Ended

 

10/31/2005

 

10/31/2006

 

 

 

 

 

 

 

Audit Fees

 

$

51,555

 

$

61,450

 

 

 

 

 

 

 

Audit-Related Fees(1)

 

$

0

 

$

0

 

 

 

 

 

 

 

Tax Fees(2)

 

$

8,400

 

$

16,145

 

 

 

 

 

 

 

All Other Fees(3)

 

$

0

 

$

0

 

 

 

 

 

 

 

Total

 

$

59,955

 

$

77,595

 

 


(1)                                  Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees.

(2)                                  Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other tax related compliance/planning matters.




(3)                                  All other fees consist of the aggregate fees billed for products and services provided by the registrant’s principal accountant other than audit, audit-related, and tax services.

(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”).  The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities.  As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees.  Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.

The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually.  The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.

(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01 (c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.

(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the registrant by the registrant’s principal accountant for the registrant’s fiscal years ended October 31, 2005 and October 31, 2006; and (ii) the aggregate non-audit fees (i.e., fees for audit related, tax, and other services) billed to the Eaton Vance organization by the registrant’s principal accountant for the same time periods.

Fiscal Years Ended

 

10/31/2005

 

10/31/2006

 

 

 

 

 

 

 

Registrant

 

$

8,400

 

$

16,145

 

 

 

 

 

 

 

Eaton Vance(1)

 

$

223,443

 

$

72,100

 

 


(1) Certain subsidiaries of Eaton Vance Corp. provide ongoing services to the registrant.

(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.




Item 5.  Audit Committee of Listed registrants

The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities and Exchange Act of 1934, as amended.  Norton H. Reamer (Chair), Samuel L. Hayes, III, William H. Park, Lynn A. Stout and Ralph E. Verni are the members of the registrant’s audit committee.

Item 6. Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

The Board of Trustees of the Trust has adopted a proxy voting policy and procedure (the “Fund Policy”), pursuant to which the Trustees have delegated proxy voting responsibility to the Fund’s investment adviser and adopted the investment adviser’s proxy voting policies and procedures (the “Policies”) which are described below.  The Trustees will review the Fund’s proxy voting records from time to time and will annually consider approving the Policies for the upcoming year.  In the event that a conflict of interest arises between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund, the investment adviser will generally refrain from voting the proxies related to the companies giving rise to such conflict until it consults with the Board’s Special Committee except as contemplated under the Fund Policy.  The Board’s Special Committee will instruct the investment adviser on the appropriate course of action.

The Policies are designed to promote accountability of a company’s management to its shareholders and to align the interests of management with those shareholders. An independent proxy voting service (“Agent”), currently Institutional Shareholder Services, Inc., has been retained to assist in the voting of proxies through the provision of vote analysis, implementation and recordkeeping and disclosure services.  The investment adviser will generally vote proxies through the Agent.  The Agent is required to vote all proxies and/or refer then back to the investment adviser pursuant to the Policies.  It is generally the policy of the investment adviser to vote in accordance with the recommendation of the Agent.  The Agent shall refer to the investment adviser proxies relating to mergers and restructurings, and the disposition of assets, termination, liquidation and mergers contained in mutual fund proxies.  The investment adviser will normally vote against anti-takeover measures and other proposals designed to limit the ability of shareholders to act on possible transactions, except in the case of closed-end management investment companies.  The investment adviser generally supports management on social and environmental proposals.  The investment adviser may abstain from voting from time to time where it determines that the costs associated with voting a proxy outweighs the benefits derived from exercising the right to vote or the economic effect on shareholders interests or the value of the portfolio holding is indeterminable or insignificant.

In addition, the investment adviser will monitor situations that may result in a conflict of interest between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates




or any affiliate of the Fund by maintaining a list of significant existing and prospective corporate clients.  The investment adviser’s personnel responsible for reviewing and voting proxies on behalf of the Fund will report any proxy received or expected to be received from a company included on that list to the personal of the investment adviser identified in the Policies. If such personnel expects to instruct the Agent to vote such proxies in a manner inconsistent with the guidelines of the Policies or the recommendation of the Agent, the personnel will consult with members of senior management of the investment adviser to determine if a material conflict of interests exists.  If it is determined that a material conflict does exist, the investment adviser will seek instruction on how to vote from the Special Committee.

Information on how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 is available (1) without charge, upon request, by calling 1-800-262-1122, and (2) on the Securities and Exchange Commission’s website at http://www.sec.gov.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Christine Johnston, Scott H. Page, Susan Schiff, Payson F. Swaffield, Mark S. Venezia and other Eaton Vance Management (“EVM”) investment professionals comprise the investment team responsible for the overall management of the Fund’s investments as well as allocations among the Fund’s three principal investment categories.

Ms. Johnston has been with Eaton Vance since 1994 and is a Vice President of EVM and Boston Management and Research, an Eaton Vance subsidiary (“BMR”).  Mr. Page has been an Eaton Vance portfolio manager since 1996 and is a Vice President of EVM and BMR.  He is co-head of Eaton Vance’s Senior Loan Group.  Ms. Schiff has been an Eaton Vance portfolio manager since 1991 and is a Vice President of EVM and BMR.  Mr. Swaffield has been an Eaton Vance portfolio manager since 1996 and is a Vice President of EVM and BMR.  Along with Mr. Page, he is co-head of Eaton Vance’s Senior Loan Group.  Mr. Venezia has been with Eaton Vance since 1984 and is a Vice President of EVM and BMR.  He is head of Eaton Vance’s Global Bond Department.  This information is provided as of the date of filing of this report.

The following tables show, as of the Fund’s most recent fiscal year end, the number of accounts each portfolio manager managed in each of the listed categories and the total assets in the accounts managed within each category.  The table also shows the number of accounts with respect to which the advisory fee is based on the performance of the account, if any, and the total assets in those accounts.




 

 

 

Number 
of All 
Accounts

 

Total Assets 
of All 
Accounts*

 

Number of 
Accounts
Paying a 
Performance 
Fee

 

Total assets of 
Accounts Paying 
a Performance
Fee*

 

Christine Johnston

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

4

 

$

1,300.0

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Scott H. Page

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

13

 

$

14,704.4

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

4,997.3

 

6

 

$

2,589.5

 

Other Accounts

 

2

 

$

1,337.7

 

0

 

$

0

 

Susan Schiff

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

5

 

$

4,456.6

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Payson F. Swaffield

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

13

 

$

14,704.4

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

4,997.3

 

6

 

$

2,589.5

 

Other Accounts

 

2

 

$

1,337.7

 

0

 

$

0

 

Mark S. Venezia

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

4

 

$

4,654.2

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

 


 

 

 

 

 

 

 

 

 

*In millions of dollars. For registered investment companies, assets represent net assets of all open-end investment companies and gross assets of all closed-end investment companies.

The following table shows the dollar range of Fund shares beneficially owned by each portfolio manager as of the Fund’s most recent fiscal year end.

Portfolio
Manager

 

Dollar Range of
Equity Securities
Owned in the
Fund

Christine Johnston

 

None

Scott H. Page

 

None

Susan Schiff

 

None

Payson F. Swaffield

 

None

Mark S. Venezia

 

None

 




Potential for Conflicts of Interest.  The portfolio managers manage multiple investment portfolios.  Conflicts of interest may arise between a portfolio manager’s management of the Fund and his or her management of these other investment portfolios. Potential areas of conflict may include allocation of a portfolio manager’s time, investment opportunities and trades among investment portfolios, including the Fund, personal securities transactions and use of Fund portfolio holdings information.   In addition, some investment portfolios may compensate the investment adviser or sub-adviser based on the performance of the securities held by that account. The existence of such a performance based fee may create additional conflicts of interest for a portfolio manager in the allocation of management time and investment opportunities.  EVM has adopted policies and procedures that it believes are reasonably designed to address these conflicts.  There is no guarantee that such policies and procedures will be effective or that all potential conflicts will be anticipated.

Portfolio Manager Compensation Structure

Compensation of EVM’s portfolio managers and other investment professionals has three primary components: (1) a base salary, (2) an annual cash bonus, and (3) annual stock-based compensation consisting of options to purchase shares of EVC’s nonvoting common stock and/or restricted shares of EVC’s nonvoting common stock. EVM’s investment professionals also receive certain retirement, insurance and other benefits that are broadly available to all EVM’s employees. Compensation of EVM’s investment professionals is reviewed primarily on an annual basis. Cash bonuses, stock-based compensation awards, and adjustments in base salary are typically paid or put into effect at or shortly after the October 31st fiscal year end of EVC.

Method to Determine Compensation. EVM compensates its portfolio managers based primarily on the scale and complexity of their portfolio responsibilities and the total return performance of managed funds and accounts versus appropriate peer groups or benchmarks. Performance is normally based on periods ending on the September 30th preceding fiscal year end. Fund performance is evaluated primarily versus peer groups of funds as determined by Lipper Inc. and/or Morningstar, Inc. In evaluating the performance of a fund and its manager, primary emphasis is normally placed on three-year performance, with secondary consideration of performance over longer and shorter periods. For funds that are tax-managed or otherwise have an objective of after-tax returns, performance is measured net of taxes. For other funds, performance is evaluated on a pre-tax basis. In addition to rankings within peer groups of funds on the basis of absolute performance, consideration may also be given to risk-adjusted performance. For funds with an investment objective other than total return (such as current income), consideration will also be given to the fund’s success in achieving its objective. For managers responsible for multiple funds and accounts, investment performance is evaluated on an aggregate basis, based on averages or weighted averages among managed funds and accounts. Funds and accounts that have performance-based advisory fees are not accorded disproportionate weightings in measuring aggregate portfolio manager performance.

The compensation of portfolio managers with other job responsibilities (such as heading an investment group or providing analytical support to other portfolios) will include consideration of the scope of such responsibilities and the managers’ performance in meeting them.




EVM seeks to compensate portfolio managers commensurate with their responsibilities and performance, and competitive with other firms within the investment management industry. EVM participates in investment-industry compensation surveys and utilizes survey data as a factor in determining salary, bonus and stock-based compensation levels for portfolio managers and other investment professionals. Salaries, bonuses and stock-based compensation are also influenced by the operating performance of EVM and its parent company. The overall annual cash bonus pool is based on a substantially fixed percentage of pre-bonus operating income. While the salaries of EVM’s portfolio managers are comparatively fixed, cash bonuses and stock-based compensation may fluctuate significantly from year to year, based on changes in manager performance and other factors as described herein. For a high performing portfolio manager, cash bonuses and stock-based compensation may represent a substantial portion of total compensation.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

No such purchases this period.

Item 10. Submission of Matters to a Vote of Security Holders.

No Material Changes.

Item 11. Controls and Procedures

(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b) There have been no changes in the registrant’s internal controls over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

(a)(1)

 

Registrant’s Code of Ethics – Not applicable (please see Item 2).

(a)(2)(i)

 

Treasurer’s Section 302 certification.

(a)(2)(ii)

 

President’s Section 302 certification.

(b)

 

Combined Section 906 certification.

 




Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Eaton Vance Short Duration Diversified Income Fund

By:

 

/s/ Thomas E. Faust Jr.

 

 

 

Thomas E. Faust Jr.

 

 

President

 

Date:                    December 19, 2006

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

 

/s/ Barbara E. Campbell

 

 

 

Barbara E. Campbell

 

 

Treasurer

 

Date:                    December 19, 2006

By:

 

/s/ Thomas E. Faust Jr.

 

 

 

Thomas E. Faust Jr.

 

 

President

 

Date:                    December 19, 2006