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)

 

Maureen A. Gemma
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, 2007

 

 




Item 1. Reports to Stockholders




Annual Report October 31, 2007

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, 2007

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 0.66% for the year ended October 31, 2007. That return was the result of a decrease in share price to $16.50 on October 31, 2007, from $17.75 on October 31, 2006, and the reinvestment of $1.420 in monthly distributions.

 

·                 Based on net asset value (NAV) per share, the Fund had a total return of 8.82% for the same period. This return resulted from an increase in NAV per share to $18.51 on October 31, 2007, from $18.42 on October 31, 2006, and the reinvestment of $1.420 in monthly distributions.

 

·                 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 closed-end fund market conditions, fluctuations in supply and demand for the Fund’s shares, or actual and anticipated changes in Fund distributions.

 

Management Discussion

 

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

 

·                 The loan market underwent an unprecedented correction in the third quarter of 2007 that resulted from a decline in loan demand, combined with an increase in the supply of new loan issuance. Average loan market prices fell 4%-5% in July and August. The risk aversion that began in the subprime mortgage area spread to the leveraged loan market through increased credit spreads and loan price volatility, which in turn further reduced demand from key market participants, including hedge funds, collateralized loan participation funds and mutual funds. With investor demand falling and loan supply rising to record levels, prices fell to levels not seen since 2002. The loan portion of the Fund is very well diversified in terms of industry, market and geography – a strategy management believes should help the Fund’s senior loan investments weather an economic downturn. The Fund had a less than 1% exposure to home builders. Home builders have struggled in the recent economic climate; however, management believes that these loans should benefit from the security and collateral that back these exposures.

 

·                 Within the Fund’s mortgage-backed securities (MBS) investments, management maintained a large position in seasoned fixed-rate MBS. While the Fund’s seasoned MBS had no direct exposure to subprime investments, they were nonetheless affected by the overall spread widening in the fixed-income markets. However, that widening was partially offset by a decline in overall bond yields. With MBS spreads in the 125 basis point range (1.25%) at October 31, 2007, MBS represented, in the view of management, better value than in recent years. Prepayment rates for the Fund’s seasoned MBS were slightly lower during the fiscal year, as homeowners were less motivated to refinance their mortgages.(1)

 

·                 The Fund’s foreign investments consisted primarily of long and short forward currency contracts, foreign-denominated sovereign bonds and other derivatives and foreign loans. The Fund’s largest Asian position was Malaysia, which, having de-pegged its currency and eased capital controls in 2005, has seen an inflow of investment, a stronger economy and an appreciating currency. Poland was the largest European position. Improving economic fundamentals, large remittances from abroad and the prospect of convergence with the Euro have pushed Poland’s currency higher. The Fund cross-hedged some of its Eastern Europe investments – which have attractive yields spreads over the Euro – with short-Euro positions. Brazil’s government has stabilized its economy in recent years, resulting in lower inflation, an accumulation of reserves and an inflow of capital – trends that have resulted in a further appreciation of Brazil’s currency. The Portfolio also had positions in northern and sub-Saharan Africa. Unlike some other developing economies, these countries tend to be de-linked from broad short-term global financial tides. Egyptian T-bills remained attractive, as high energy prices produced a continuing influx of Middle Eastern petro-dollars into the Egyptian financial markets.(1)

 


(1)  Holdings are subject to change due to active management.

 

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.

 

Fund shares 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.

 

The views expressed throughout 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.

 

1



 

Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PERFORMANCE

 

·                 The Fund employs leverage through derivative instruments and the reinvestment of securities lending collateral. At October 31, 2007, the Fund had economic leverage of approximately 54% of total leveraged assets, comprised of approximately 22% through securities lending and approximately 32% through derivative instruments. Use of leverage creates an opportunity for increased total return but, at the same time, creates special risks (including the likelihood of greater volatility of net asset value and market price of common shares).

 

Performance(1)

 

 

 

 

Average Annual Total Return (by share price, NYSE)

 

 

 

One Year

 

0.66

%

Life of Fund (2/28/05)

 

2.31

 

 

 

 

 

Average Annual Total Return (at net asset value)

 

 

 

One Year

 

8.82

%

Life of Fund (2/28/05)

 

6.81

 

 


(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. Performance results reflect the effects of leverage.

 

Fund Allocations(2)

 

By total leveraged assets

 

 


(2)         Fund Allocations are as of 10/31/07 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 219.01% as of 10/31/07. Fund Allocations are subject to change due to active management. Please refer to definition of total leveraged assets within the Notes to Financial Statements included herein.

 

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

 

2



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS

Senior Floating-Rate Interests — 71.7%(1)      
Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Aerospace and Defense — 1.6%      
ACTS Aero Technical Support & Service, Inc.      
$ 225,000       Term Loan, 8.47%, Maturing October 5, 2014   $ 219,094    
DAE Aviation Holdings, Inc.      
  133,811       Term Loan, 7.80%, Maturing July 31, 2009     133,728    
  151,493       Term Loan, 8.93%, Maturing July 31, 2014     151,588    
  114,695       Term Loan, 8.93%, Maturing July 31, 2014     114,767    
Evergreen International Aviation      
  279,004       Term Loan, 8.30%, Maturing October 31, 2011     272,029    
Hawker Beechcraft Acquisition      
  44,041       Term Loan, 7.17%, Maturing March 26, 2014     43,164    
  1,311,833       Term Loan, 7.17%, Maturing March 26, 2014     1,285,699    
Hexcel Corp.      
  425,312       Term Loan, 7.03%, Maturing March 1, 2012     416,806    
Spirit AeroSystems, Inc.      
  1,557,775       Term Loan, 6.90%, Maturing December 31, 2011     1,546,092    
TransDigm, Inc.      
  475,000       Term Loan, 7.20%, Maturing June 23, 2013     468,321    
Vought Aircraft Industries, Inc.      
  797,005       Term Loan, 7.34%, Maturing December 17, 2011     790,032    
  181,818       Term Loan, 7.62%, Maturing December 17, 2011     180,189    
        $ 5,621,509    
Air Transport — 0.3%      
Delta Air Lines, Inc.      
$ 349,125       Term Loan, 8.08%, Maturing April 30, 2014   $ 346,569    
Northwest Airlines, Inc.      
  594,000       DIP Loan, 7.03%, Maturing August 21, 2008     572,962    
        $ 919,531    
Automotive — 4.0%      
A.T.U Auto-Teile-Unger Investment GmbH & Co. KG      
EUR 750,000       Term Loan, Maturing August 20, 2012(2)   $ 1,034,878    
Accuride Corp.      
  535,682       Term Loan, 7.13%, Maturing January 31, 2012     525,638    
Adesa, Inc.      
  922,688       Term Loan, 7.45%, Maturing October 18, 2013     894,265    
Affina Group, Inc.      
  845,732       Term Loan, 7.96%, Maturing November 30, 2011     845,204    
Allison Transmission, Inc.      
  825,000       Term Loan, 8.17%, Maturing September 30, 2014     806,093    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Automotive (continued)      
AxleTech International Holding, Inc.      
$ 425,000       Term Loan, 11.73%, Maturing April 21, 2013   $ 418,094    
CSA Acquisition Corp.      
  224,000       Term Loan, 7.75%, Maturing December 23, 2011     221,246    
  559,872       Term Loan, 7.75%, Maturing December 23, 2011     552,990    
Dayco Europe S.R.I.      
EUR 455,475       Term Loan, 6.63%, Maturing June 21, 2010     647,426    
Dayco Products, LLC      
  554,013       Term Loan, 7.76%, Maturing June 21, 2011     536,874    
Delphi Corp.      
  500,000       Term Loan, 7.38%, Maturing April 8, 2008     498,875    
Federal-Mogul Corp.      
  500,000       DIP Loan, 6.65%, Maturing December 31, 2007     498,137    
  361,345       Term Loan, 7.00%, Maturing December 31, 2007     356,301    
  420,728       Term Loan, 7.59%, Maturing December 31, 2007     414,680    
Ford Motor Co.      
  496,250       Term Loan, 8.70%, Maturing December 15, 2013     478,655    
General Motors Corp.      
  1,419,300       Term Loan, 7.62%, Maturing November 29, 2013     1,395,172    
Goodyear Tire & Rubber Co.      
  675,000       Term Loan, 6.43%, Maturing April 30, 2010     657,422    
HLI Operating Co., Inc.      
EUR 1,323,636       Term Loan, 6.87%, Maturing May 30, 2014     1,855,128    
EUR 27,273       Term Loan, 7.16%, Maturing May 30, 2014     38,668    
Keystone Automotive Operations, Inc.      
  248,125       Term Loan, 8.65%, Maturing January 12, 2012     232,204    
LKQ Corp.      
  250,000       Term Loan, 7.36%, Maturing October 12, 2014     249,375    
TriMas Corp.      
  70,313       Term Loan, 6.79%, Maturing August 2, 2011     69,170    
  301,641       Term Loan, 7.23%, Maturing August 2, 2013     296,739    
United Components, Inc.      
  375,000       Term Loan, 7.38%, Maturing June 30, 2010     367,969    
        $ 13,891,203    
Beverage and Tobacco — 0.3%      
Culligan International Co.      
EUR 300,000       Term Loan, 9.33%, Maturing May 31, 2013   $ 386,282    
Liberator Midco, Ltd.      
EUR 250,000       Term Loan, 6.56%, Maturing October 27, 2013     357,091    
EUR 250,000       Term Loan, 6.94%, Maturing October 27, 2014     358,598    
        $ 1,101,971    

 

See notes to financial statements
3



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Building and Development — 2.3%      
Building Materials Corp. of America      
$ 397,007       Term Loan, 7.94%, Maturing February 22, 2014   $ 362,553    
Capital Automotive REIT      
  395,362       Term Loan, 6.88%, Maturing December 16, 2010     391,228    
Epco/Fantome, LLC      
  480,000       Term Loan, 7.59%, Maturing November 23, 2010     481,200    
Hovstone Holdings, LLC      
  197,763       Term Loan, 7.63%, Maturing February 28, 2009     179,964    
LNR Property Corp.      
  800,000       Term Loan, 8.11%, Maturing July 3, 2011     782,000    
Mueller Water Products, Inc.      
  306,051       Term Loan, 6.69%, Maturing May 24, 2014     301,795    
Nortek, Inc.      
  974,874       Term Loan, 7.05%, Maturing August 27, 2011     955,377    
Panolam Industries Holdings, Inc.      
  166,902       Term Loan, 7.95%, Maturing September 30, 2012     160,225    
PLY GEM Industries, Inc.      
  527,538       Term Loan, 7.95%, Maturing August 15, 2011     496,677    
  19,711       Term Loan, 7.95%, Maturing August 15, 2011     18,558    
Realogy Corp.      
  962,739       Term Loan, 8.24%, Maturing September 1, 2014     897,273    
  259,848       Term Loan, 8.24%, Maturing September 1, 2014     242,178    
Stile Acquisition Corp.      
  302,148       Term Loan, 7.12%, Maturing April 6, 2013     284,629    
Stile U.S. Acquisition Corp.      
  302,663       Term Loan, 7.12%, Maturing April 6, 2013     285,114    
TRU 2005 RE Holding Co.      
  1,325,000       Term Loan, 8.13%, Maturing December 9, 2008     1,312,854    
United Subcontractors, Inc.      
  250,000       Term Loan, 12.36%, Maturing June 27, 2013     207,500    
Wintergames Acquisition ULC      
  788,731       Term Loan, 8.13%, Maturing April 24, 2008     782,816    
        $ 8,141,941    
Business Equipment and Services — 4.7%      
ACCO Brands Corp.      
$ 1,187,970       Term Loan, 7.18%, Maturing August 17, 2012   $ 1,171,635    
Affiliated Computer Services      
  245,625       Term Loan, 6.82%, Maturing March 20, 2013     243,015    
  1,115,925       Term Loan, 6.96%, Maturing March 20, 2013     1,104,068    
Affinion Group, Inc.      
  500,000       Term Loan, Maturing October 17, 2012(2)     487,500    
  442,791       Term Loan, 7.70%, Maturing October 17, 2012     448,613    
Allied Security Holdings, LLC      
  361,364       Term Loan, 8.20%, Maturing June 30, 2010     360,009    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Business Equipment and Services (continued)      
Buhrmann US, Inc.      
EUR 1,959,494       Term Loan, 5.91%, Maturing December 23, 2010   $ 2,778,200    
DynCorp International, LLC      
  437,543       Term Loan, 7.25%, Maturing February 11, 2011     423,323    
Education Management, LLC      
  435,784       Term Loan, 7.00%, Maturing June 1, 2013     423,800    
Info USA, Inc.      
  196,515       Term Loan, 7.20%, Maturing February 14, 2012     193,567    
Mitchell International, Inc.      
  194,013       Term Loan, 7.20%, Maturing March 28, 2014     186,252    
N.E.W. Holdings I, LLC      
  270,038       Term Loan, 7.77%, Maturing May 22, 2014     255,776    
Protection One, Inc.      
  192,977       Term Loan, 7.39%, Maturing March 31, 2012     189,359    
Quintiles Transnational Corp.      
  500,000       Term Loan, 9.20%, Maturing March 31, 2014     497,500    
Sabre, Inc.      
  1,364,593       Term Loan, 6.96%, Maturing September 30, 2014     1,299,179    
Sitel (Client Logic)      
  292,041       Term Loan, 7.30%, Maturing January 29, 2014     278,169    
SunGard Data Systems, Inc.      
  2,937,738       Term Loan, 7.36%, Maturing February 11, 2013     2,904,353    
TDS Investor Corp.      
EUR 525,796       Term Loan, 6.98%, Maturing August 23, 2013     746,432    
Valassis Communications, Inc.      
  114,527       Term Loan, 0.00%, Maturing March 2, 2014(3)     109,159    
  566,468       Term Loan, 6.95%, Maturing March 2, 2014     539,915    
VWR International, Inc.      
  450,000       Term Loan, 7.70%, Maturing June 28, 2013     435,516    
WAM Acquisition, S.A.      
EUR 153,716       Term Loan, 6.57%, Maturing May 4, 2014     216,716    
EUR 96,284       Term Loan, 6.57%, Maturing May 4, 2014     135,745    
EUR 153,716       Term Loan, 6.82%, Maturing May 4, 2015     217,726    
EUR 96,284       Term Loan, 6.82%, Maturing May 4, 2015     136,378    
West Corp.      
  693,013       Term Loan, 7.27%, Maturing October 24, 2013     680,741    
        $ 16,462,646    
Cable and Satellite Television — 5.6%      
Bragg Communications, Inc.      
$ 200,000       Term Loan, 8.06%, Maturing August 31, 2014   $ 200,375    
Bresnan Broadband Holdings, LLC      
  2,000,000       Term Loan, 7.18%, Maturing March 29, 2014     1,954,286    

 

See notes to financial statements
4



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Cable and Satellite Television (continued)      
Cequel Communications, LLC      
$ 475,000       Term Loan, 9.86%, Maturing May 5, 2014   $ 467,875    
  962,143       Term Loan, 11.36%, Maturing May 5, 2014     947,471    
Charter Communications Operating, Inc.      
  2,991,833       Term Loan, 6.99%, Maturing April 28, 2013     2,880,139    
CSC Holdings, Inc.      
  1,881,449       Term Loan, 6.88%, Maturing March 29, 2013     1,840,842    
CW Media Holdings, Inc.      
  200,000       Term Loan, 8.50%, Maturing February 15, 2015     200,000    
Insight Midwest Holdings, LLC      
  1,525,000       Term Loan, 7.00%, Maturing April 6, 2014     1,495,665    
Kabel Deutschland GmbH      
EUR 1,000,000       Term Loan, 6.48%, Maturing March 31, 2012     1,409,858    
NTL Investment Holdings, Ltd.      
GBP 538,924       Term Loan, 8.28%, Maturing March 30, 2012     1,086,917    
GBP 461,076       Term Loan, 8.28%, Maturing March 30, 2012     929,910    
Orion Cable GmbH      
EUR 375,000       Term Loan, 7.03%, Maturing October 31, 2014     535,523    
EUR 375,000       Term Loan, 7.98%, Maturing October 31, 2015     538,236    
ProSiebenSat.1 Media AG      
EUR 91,800       Term Loan, 7.07%, Maturing March 2, 2015(3)     124,926    
EUR 9,415       Term Loan, 6.55%, Maturing June 26, 2015     13,109    
EUR 231,985       Term Loan, 6.55%, Maturing June 26, 2015     323,012    
EUR 91,800       Term Loan, 7.32%, Maturing March 2, 2016(3)     125,325    
UPC Broadband Holding B.V.      
EUR 1,150,000       Term Loan, 6.30%, Maturing October 16, 2011     1,613,944    
  1,550,000       Term Loan, 7.13%, Maturing December 31, 2014     1,502,289    
YPSO Holding SA      
EUR 496,137       Term Loan, 6.68%, Maturing July 28, 2014     697,329    
EUR 191,468       Term Loan, 6.68%, Maturing July 28, 2014     269,112    
EUR 312,395       Term Loan, 6.68%, Maturing July 28, 2014     439,077    
        $ 19,595,220    
Chemicals and Plastics — 5.1%      
Brenntag Holding GmbH and Co.      
EUR 1,061,751       Term Loan, 11.37%, Maturing December 23, 2013   $ 1,497,686    
Cognis GmbH      
  400,000       Term Loan, 7.69%, Maturing September 15, 2013     385,875    
Foamex L.P.      
  252,558       Term Loan, 7.44%, Maturing February 12, 2013     243,509    
Georgia Gulf Corp.      
  263,434       Term Loan, 7.63%, Maturing October 3, 2013     260,607    
Hexion Specialty Chemicals, Inc.      
  1,054,650       Term Loan, 7.50%, Maturing May 5, 2013     1,045,916    
  229,100       Term Loan, 7.50%, Maturing May 5, 2013     227,203    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Chemicals and Plastics (continued)      
INEOS Group      
$ 495,000       Term Loan, 7.36%, Maturing December 14, 2013   $ 491,376    
  495,000       Term Loan, 7.86%, Maturing December 14, 2014     491,376    
Innophos, Inc.      
  452,620       Term Loan, 7.01%, Maturing August 10, 2010     449,225    
ISP Chemco, Inc.      
  1,197,000       Term Loan, 7.09%, Maturing June 4, 2014     1,171,863    
Kleopatra      
EUR 200,000       Term Loan, 7.28%, Maturing January 3, 2016     266,684    
  225,000       Term Loan, 7.74%, Maturing January 3, 2016     203,625    
Kranton Polymers, LLC      
  654,331       Term Loan, 7.25%, Maturing May 12, 2013     639,609    
Lucite International Group Holdings      
  182,801       Term Loan, 7.45%, Maturing July 7, 2013     179,602    
  64,723       Term Loan, 7.45%, Maturing July 7, 2013     63,591    
Lyondell Chemical Co.      
  1,089,000       Term Loan, 6.25%, Maturing August 16, 2013     1,085,068    
MacDermid, Inc.      
EUR 497,500       Term Loan, 6.98%, Maturing April 12, 2014     698,165    
Millenium Inorganic Chemicals      
  300,000       Term Loan, 10.95%, Maturing October 31, 2014     282,000    
Momentive Performance Material      
  347,375       Term Loan, 7.81%, Maturing December 4, 2013     341,358    
Nalco Co.      
  1,641,055       Term Loan, 6.97%, Maturing November 4, 2010     1,634,594    
Professional Paint, Inc.      
  197,500       Term Loan, 7.64%, Maturing May 31, 2012     187,625    
Propex Fabrics, Inc.      
  243,048       Term Loan, 10.58%, Maturing July 31, 2012     217,528    
Rockwood Specialties Group      
EUR 1,462,500       Term Loan, 6.35%, Maturing July 30, 2012     2,094,713    
Sigmakalon (BC) Holdco B.V.      
EUR 8,871       Term Loan, 6.66%, Maturing September 9, 2013     12,769    
EUR 173,632       Term Loan, 6.66%, Maturing September 9, 2013     249,946    
EUR 317,498       Term Loan, 6.66%, Maturing September 9, 2013     457,043    
EUR 335,513       Term Loan, 7.41%, Maturing September 9, 2014     482,976    
EUR 1,000,000       Term Loan, 9.66%, Maturing September 9, 2015     1,450,970    
Solo Cup Co.      
  644,352       Term Loan, 8.66%, Maturing February 27, 2011     644,006    
Solutia, Inc.      
  472,569       DIP Loan, 8.06%, Maturing March 31, 2008     472,126    
        $ 17,928,634    

 

See notes to financial statements
5



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Clothing / Textiles — 0.2%      
Hanesbrands, Inc.      
$ 458,063       Term Loan, 6.74%, Maturing September 5, 2013   $ 452,995    
  250,000       Term Loan, 8.82%, Maturing March 5, 2014     251,719    
St. John Knits International, Inc.      
  126,366       Term Loan, 8.20%, Maturing March 23, 2012     124,470    
        $ 829,184    
Conglomerates — 2.3%      
Amsted Industries, Inc.      
$ 513,316       Term Loan, 7.28%, Maturing October 15, 2010   $ 505,295    
Doncasters (Dunde HoldCo 4 Ltd.)      
  124,984       Term Loan, 7.61%, Maturing July 13, 2015     121,550    
  124,984       Term Loan, 8.11%, Maturing July 13, 2015     121,863    
GBP 250,000       Term Loan, 10.60%, Maturing January 13, 2016     502,459    
GenTek, Inc.      
  641,959       Term Loan, 7.34%, Maturing February 25, 2011     629,922    
Goodman Global Holdings, Inc.      
  180,630       Term Loan, 7.19%, Maturing December 23, 2011     176,114    
ISS Holdings A/S      
EUR 122,807       Term Loan, 6.73%, Maturing December 31, 2013     174,149    
EUR 877,193       Term Loan, 6.73%, Maturing December 31, 2013     1,243,925    
Jarden Corp.      
  364,061       Term Loan, 6.95%, Maturing January 24, 2012     357,463    
  204,921       Term Loan, 6.95%, Maturing January 24, 2012     201,207    
Johnson Diversey, Inc.      
  722,179       Term Loan, 7.36%, Maturing December 16, 2011     714,506    
Polymer Group, Inc.      
  1,326,375       Term Loan, 7.29%, Maturing November 22, 2012     1,316,427    
RBS Global, Inc.      
  488,770       Term Loan, 7.60%, Maturing July 19, 2013     486,632    
RGIS Holdings, LLC      
  42,750       Term Loan, 7.25%, Maturing April 30, 2014     41,147    
  855,000       Term Loan, 7.25%, Maturing April 30, 2014     822,938    
US Investigations Services, Inc.      
  525,000       Term Loan, Maturing February 21, 2015(2)     510,562    
Vertrue, Inc.      
  250,000       Term Loan, 8.20%, Maturing August 16, 2014     243,125    
        $ 8,169,284    
Containers and Glass Products — 3.5%      
Berry Plastics Corp.      
$ 1,044,750       Term Loan, 7.36%, Maturing April 3, 2015   $ 1,016,672    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Containers and Glass Products (continued)      
Bluegrass Container Co.      
$ 108,026       Term Loan, 7.29%, Maturing June 30, 2013   $ 107,535    
  361,036       Term Loan, 7.32%, Maturing June 30, 2013     359,392    
  84,848       Term Loan, 9.75%, Maturing December 30, 2013     85,432    
  265,152       Term Loan, 9.75%, Maturing December 30, 2013     266,974    
Consolidated Container Co.      
  323,375       Term Loan, 7.23%, Maturing March 28, 2014     303,568    
Crown Americas, Inc.      
EUR 990,000       Term Loan, 6.25%, Maturing November 15, 2012     1,389,314    
Graham Packaging Holdings Co.      
  1,194,000       Term Loan, 7.66%, Maturing October 7, 2011     1,173,291    
Graphic Packaging International, Inc.      
  1,542,250       Term Loan, 7.39%, Maturing May 16, 2014     1,534,952    
JSG Acquisitions      
EUR 1,250,000       Term Loan, 6.42%, Maturing December 31, 2014     1,769,104    
EUR 1,250,000       Term Loan, 6.62%, Maturing December 31, 2014     1,777,130    
Pregis Corp.      
  980,000       Term Loan, 7.45%, Maturing October 12, 2011     955,500    
Smurfit-Stone Container Corp.      
  428,496       Term Loan, 7.19%, Maturing November 1, 2011     425,081    
  324,669       Term Loan, 7.43%, Maturing November 1, 2011     322,081    
  727,239       Term Loan, 7.52%, Maturing November 1, 2011     721,444    
        $ 12,207,470    
Cosmetics / Toiletries — 0.5%      
American Safety Razor Co.      
$ 468,813       Term Loan, 7.51%, Maturing July 31, 2013   $ 464,125    
  300,000       Term Loan, 11.69%, Maturing July 31, 2014     300,000    
Bausch & Lomb, Inc.      
  40,000       Term Loan, Maturing April 30, 2015(2)     40,113    
  160,000       Term Loan, Maturing April 30, 2015(2)     160,450    
Prestige Brands, Inc.      
  631,726       Term Loan, 7.73%, Maturing April 7, 2011     628,568    
        $ 1,593,256    
Drugs — 0.4%      
Pharmaceutical Holdings Corp.      
$ 195,000       Term Loan, 8.07%, Maturing January 30, 2012   $ 190,125    
Stiefel Laboratories, Inc.      
  161,301       Term Loan, 7.50%, Maturing December 28, 2013     158,277    
  210,886       Term Loan, 7.50%, Maturing December 28, 2013     206,932    
Warner Chilcott Corp.      
  185,622       Term Loan, 7.20%, Maturing January 18, 2012     183,117    
  620,221       Term Loan, 7.24%, Maturing January 18, 2012     611,848    
        $ 1,350,299    

 

See notes to financial statements
6



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Ecological Services and Equipment — 0.7%      
Blue Waste B.V. (AVR Acquisition)      
EUR 500,000       Term Loan, 6.98%, Maturing April 1, 2015   $ 710,866    
Kemble Water Structure Ltd.      
GBP 500,000       Term Loan, 10.05%, Maturing October 13, 2013     1,021,147    
Sensus Metering Systems, Inc.      
  381,544       Term Loan, 7.26%, Maturing December 17, 2010     375,821    
  24,789       Term Loan, 7.36%, Maturing December 17, 2010     24,417    
Waste Services, Inc.      
  500,000       Term Loan, 7.38%, Maturing March 31, 2011     492,500    
        $ 2,624,751    
Electronics / Electrical — 2.2%      
Aspect Software, Inc.      
$ 569,250       Term Loan, 8.25%, Maturing July 11, 2011   $ 552,172    
  500,000       Term Loan, 12.31%, Maturing July 11, 2013     480,000    
Freescale Semiconductor, Inc.      
  1,215,813       Term Loan, 7.33%, Maturing December 1, 2013     1,169,693    
Infor Enterprise Solutions Holdings      
  748,157       Term Loan, 8.95%, Maturing July 28, 2012     729,453    
  390,343       Term Loan, 8.95%, Maturing July 28, 2012     380,584    
  250,000       Term Loan, 10.70%, Maturing March 2, 2014     235,625    
  91,667       Term Loan, 11.45%, Maturing March 2, 2014     86,396    
  158,333       Term Loan, 11.45%, Maturing March 2, 2014     149,229    
Invensys International Holding      
EUR 650,000       Term Loan, 6.43%, Maturing December 15, 2010     929,025    
Network Solutions, LLC      
  212,748       Term Loan, 7.61%, Maturing March 7, 2014     202,111    
Open Solutions, Inc.      
  323,432       Term Loan, 7.28%, Maturing January 23, 2014     310,293    
Sensata Technologies Finance Co.      
  994,962       Term Loan, 6.76%, Maturing April 27, 2013     970,532    
Spectrum Brands, Inc.      
  16,486       Term Loan, 9.12%, Maturing March 30, 2013     16,264    
  332,680       Term Loan, 9.37%, Maturing March 30, 2013     328,189    
SS&C Technologies, Inc.      
  425,115       Term Loan, 7.20%, Maturing November 23, 2012     418,738    
Vertafore, Inc.      
  495,000       Term Loan, Maturing January 31, 2012(2)     488,194    
  275,000       Term Loan, 11.51%, Maturing January 31, 2013     267,437    
        $ 7,713,935    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Equipment Leasing — 0.3%      
AWAS Capital, Inc.      
$ 632,678       Term Loan, 11.25%, Maturing March 22, 2013   $ 623,188    
Maxim Crane Works, L.P.      
  249,375       Term Loan, 6.81%, Maturing June 29, 2014     236,906    
United Rentals, Inc.      
  77,260       Term Loan, 2.25%, Maturing February 14, 2011     77,029    
  183,671       Term Loan, 7.13%, Maturing February 14, 2011     183,120    
        $ 1,120,243    
Farming / Agriculture — 0.1%      
BF Bolthouse HoldCo, LLC      
$ 375,000       Term Loan, 10.70%, Maturing December 16, 2013   $ 374,180    
        $ 374,180    
Financial Intermediaries — 0.6%      
Citco III, Ltd.      
$ 250,000       Term Loan, 7.63%, Maturing June 30, 2014   $ 243,125    
Jupiter Asset Management Group      
GBP 235,294       Term Loan, 8.74%, Maturing June 30, 2015     467,587    
LPL Holdings, Inc.      
  997,494       Term Loan, 7.20%, Maturing December 18, 2014     985,025    
Travelex America Holdings, Inc.      
  125,000       Term Loan, Maturing October 31, 2013(2)     122,500    
  125,000       Term Loan, Maturing October 31, 2014(2)     123,125    
        $ 1,941,362    
Food Products — 3.2%      
Acosta, Inc.      
$ 617,188       Term Loan, 7.01%, Maturing July 28, 2013   $ 604,844    
Advantage Sales & Marketing, Inc.      
  999,782       Term Loan, 6.94%, Maturing March 29, 2013     966,040    
American Seafoods Group, LLC      
  778,372       Term Loan, 6.95%, Maturing September 30, 2011     755,021    
BL Marketing, Ltd.      
GBP 300,000       Term Loan, 8.81%, Maturing December 20, 2013     612,299    
GBP 300,000       Term Loan, 9.31%, Maturing December 20, 2014     613,234    
Black Lion Beverages III B.V.      
EUR 1,000,000       Term Loan, 8.97%, Maturing January 24, 2016     1,406,663    
Charden International B.V.      
EUR 250,000       Term Loan, 7.17%, Maturing March 14, 2014     357,920    
EUR 250,000       Term Loan, 7.17%, Maturing March 14, 2015     359,728    
Chiquita Brands, LLC      
  798,449       Term Loan, 7.88%, Maturing June 28, 2012     787,305    

 

See notes to financial statements
7



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Food Products (continued)      
Dean Foods Co.      
$ 970,125       Term Loan, 6.70%, Maturing April 2, 2014   $ 941,186    
Michael Foods, Inc.      
  220,972       Term Loan, 7.36%, Maturing November 21, 2010     218,210    
Nash-Finch Co.      
  339,143       Term Loan, 7.69%, Maturing November 12, 2010     323,881    
National Dairy Holdings, L.P.      
  449,714       Term Loan, 6.82%, Maturing March 15, 2012     439,596    
Pinnacle Foods Finance, LLC      
  1,072,313       Term Loan, 7.95%, Maturing April 2, 2014     1,039,186    
Reddy Ice Group, Inc.      
  925,000       Term Loan, 7.00%, Maturing August 9, 2012     908,812    
Ruby Acquisitions, Ltd.      
GBP 500,000       Term Loan, 8.84%, Maturing January 5, 2015     964,669    
        $ 11,298,594    
Food Service — 1.1%      
Aramark Corp.      
GBP 545,875       Term Loan, 8.44%, Maturing January 27, 2014   $ 1,105,624    
Buffets, Inc.      
  52,500       Term Loan, 8.10%, Maturing May 1, 2013     47,742    
  394,519       Term Loan, 8.54%, Maturing November 1, 2013     358,765    
Denny's, Inc.      
  40,000       Term Loan, 7.12%, Maturing March 31, 2012     39,500    
  205,014       Term Loan, 7.26%, Maturing March 31, 2012     202,451    
JRD Holdings, Inc.      
  422,106       Term Loan, Maturing June 26, 2014(2)     410,499    
  193,750       Term Loan, 7.74%, Maturing June 26, 2014     193,040    
OSI Restaurant Partners, LLC      
  18,797       Term Loan, 7.77%, Maturing May 9, 2013     18,158    
  230,625       Term Loan, 7.06%, Maturing May 9, 2014     222,784    
QCE Finance, LLC      
  275,000       Term Loan, 10.95%, Maturing November 5, 2013     264,550    
Selecta      
EUR 741,246       Term Loan, 6.75%, Maturing June 28, 2015     1,013,416    
        $ 3,876,529    
Food / Drug Retailers — 0.9%      
General Nutrition Centers, Inc.      
$ 298,500       Term Loan, 7.48%, Maturing September 16, 2013   $ 284,788    
Iceland Foods Group, Ltd.      
GBP 250,000       Term Loan, 8.93%, Maturing May 2, 2014     518,039    
GBP 250,000       Term Loan, 9.43%, Maturing May 2, 2015     520,636    
Rite Aid Corp.      
  1,000,000       Term Loan, 6.79%, Maturing June 1, 2014     975,000    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Food / Drug Retailers (continued)      
Roundy's Supermarkets, Inc.      
$ 810,624       Term Loan, 8.46%, Maturing November 3, 2011   $ 807,923    
        $ 3,106,386    
Forest Products — 1.5%      
Georgia-Pacific Corp.      
$ 2,714,312       Term Loan, 7.41%, Maturing December 20, 2012   $ 2,654,450    
NewPage Corp.      
  641,692       Term Loan, 7.47%, Maturing May 2, 2011     636,880    
Xerium Technologies, Inc.      
EUR 1,554,697       Term Loan, 7.48%, Maturing May 18, 2012     2,119,926    
        $ 5,411,256    
Healthcare — 5.0%      
Accellent, Inc.      
$ 1,015,884       Term Loan, 8.01%, Maturing November 22, 2012   $ 970,169    
Alliance Imaging, Inc.      
  470,000       Term Loan, 7.63%, Maturing December 29, 2011     466,475    
American Medical Systems      
  431,738       Term Loan, 7.57%, Maturing July 20, 2012     421,484    
AMR HoldCo, Inc.      
  321,062       Term Loan, 7.71%, Maturing February 10, 2012     314,039    
Biomet, Inc.      
EUR 350,000       Term Loan, 7.72%, Maturing December 26, 2014     503,514    
  775,000       Term Loan, 8.20%, Maturing December 26, 2014     772,314    
Cardinal Health 409, Inc.      
  423,938       Term Loan, 7.45%, Maturing April 10, 2014     408,504    
Carestream Health, Inc.      
  500,000       Term Loan, 7.11%, Maturing April 30, 2013     484,844    
Carl Zeiss Vision Holding GmbH      
  400,000       Term Loan, 7.64%, Maturing March 23, 2015     391,333    
Community Health Systems, Inc.      
  142,305       Term Loan, 0.00%, Maturing July 25, 2014(3)     139,192    
  2,157,695       Term Loan, 7.76%, Maturing July 25, 2014     2,110,496    
Dako EQT Project Delphi      
  250,000       Term Loan, 8.98%, Maturing December 12, 2016     232,500    
DaVita, Inc.      
  1,201,075       Term Loan, 6.75%, Maturing October 5, 2012     1,178,305    
Encore Medical Finance, LLC      
  297,001       Term Loan, 7.84%, Maturing November 3, 2013     296,258    
FHC Health Systems, Inc.      
  116,285       Term Loan, 12.33%, Maturing December 18, 2009     118,029    
  81,399       Term Loan, 14.33%, Maturing December 18, 2009     82,620    
HCA, Inc.      
  1,935,375       Term Loan, 7.45%, Maturing November 18, 2013     1,894,105    

 

See notes to financial statements
8



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Healthcare (continued)      
Health Management Association, Inc.      
$ 881,011       Term Loan, 6.94%, Maturing February 28, 2014   $ 843,813    
IM U.S. Holdings, LLC      
  324,188       Term Loan, 7.20%, Maturing June 26, 2014     318,109    
Invacare Corp.      
  297,750       Term Loan, 7.11%, Maturing February 12, 2013     290,213    
inVentiv Health, Inc.      
  14,286       Term Loan, 0.00%, Maturing July 6, 2014(3)     13,964    
  235,125       Term Loan, 6.57%, Maturing July 6, 2014     229,835    
LifeCare Holdings, Inc.      
  220,500       Term Loan, 8.20%, Maturing August 11, 2012     205,616    
National Mentor Holdings, Inc.      
  16,800       Term Loan, 5.32%, Maturing June 29, 2013     16,464    
  279,660       Term Loan, 7.20%, Maturing June 29, 2013     274,067    
Nyco Holdings      
EUR 312,500       Term Loan, 7.21%, Maturing December 29, 2014     423,457    
EUR 312,500       Term Loan, 7.71%, Maturing December 29, 2015     425,491    
P&F Capital S.A.R.L.      
EUR 209,223       Term Loan, 6.79%, Maturing February 21, 2014     299,730    
EUR 65,049       Term Loan, 7.29%, Maturing February 21, 2014     93,187    
EUR 125,235       Term Loan, 7.29%, Maturing February 21, 2014     179,409    
EUR 100,494       Term Loan, 7.29%, Maturing February 21, 2014     143,965    
EUR 94,595       Term Loan, 7.29%, Maturing February 21, 2015     136,199    
EUR 35,135       Term Loan, 7.29%, Maturing February 21, 2015     50,588    
EUR 72,973       Term Loan, 7.29%, Maturing February 21, 2015     105,068    
EUR 297,297       Term Loan, 7.29%, Maturing February 21, 2015     428,054    
ReAble Therapeutics Finance, LLC      
  985,034       Term Loan, 7.45%, Maturing November 16, 2013     970,259    
Select Medical Holding Corp.      
  487,500       Term Loan, 7.48%, Maturing February 24, 2012     469,015    
Vanguard Health Holding Co., LLC      
  731,446       Term Loan, 7.45%, Maturing September 23, 2011     717,046    
        $ 17,417,730    
Home Furnishings — 0.5%      
Interline Brands, Inc.      
$ 279,076       Term Loan, 6.57%, Maturing June 23, 2013   $ 273,146    
  192,935       Term Loan, 6.57%, Maturing June 23, 2013     188,835    
Oreck Corp.      
  449,496       Term Loan, 9.25%, Maturing February 2, 2012     339,370    
Simmons Co.      
  832,620       Term Loan, 7.36%, Maturing December 19, 2011     820,131    
        $ 1,621,482    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Industrial Equipment — 1.3%      
Alliance Laundry Holdings, LLC      
$ 287,868       Term Loan, 7.86%, Maturing January 27, 2012   $ 286,429    
CEVA Group PLC U.S.      
  118,321       Term Loan, Maturing January 4, 2014(2)     118,321    
  381,679       Term Loan, Maturing January 4, 2014(2)     381,679    
  659,367       Term Loan, 8.12%, Maturing January 4, 2014     643,751    
  138,965       Term Loan, 8.19%, Maturing January 4, 2014     135,106    
EPD Holdings (Goodyear Engineering Products)      
  87,500       Term Loan, 0.00%, Maturing July 13, 2014(3)     86,115    
  612,500       Term loan, 7.46%, Maturing July 13, 2014     602,802    
  200,000       Term Loan, 10.71%, Maturing July 13, 2015     193,667    
Generac Acquisition Corp.      
  371,250       Term Loan, 7.73%, Maturing November 7, 2013     328,954    
Gleason Corp.      
  174,893       Term Loan, 7.17%, Maturing June 30, 2013     173,363    
  20,089       Term Loan, 7.42%, Maturing June 30, 2013     19,913    
John Maneely Co.      
  552,309       Term Loan, 8.52%, Maturing December 8, 2013     516,409    
Polypore, Inc.      
  847,875       Term Loan, 7.07%, Maturing July 3, 2014     827,738    
TFS Acquisition Corp.      
  222,750       Term Loan, 8.70%, Maturing August 11, 2013     219,409    
        $ 4,533,656    
Insurance — 0.8%      
CCC Information Services Group, Inc.      
$ 594,417       Term Loan, 7.71%, Maturing February 10, 2013   $ 589,216    
Conseco, Inc.      
  792,003       Term Loan, 6.82%, Maturing October 10, 2013     758,674    
Crawford & Company      
  357,905       Term Loan, 7.45%, Maturing October 31, 2013     351,641    
Crump Group, Inc.      
  275,000       Term Loan, Maturing August 4, 2014(2)     270,875    
Hub International Holdings, Inc.      
  132,575       Term Loan, 8.01%, Maturing June 13, 2014(3)     130,173    
  590,839       Term Loan, 8.20%, Maturing June 13, 2014     580,130    
U.S.I. Holdings Corp.      
  224,437       Term Loan, 7.95%, Maturing May 4, 2014     221,071    
        $ 2,901,780    
Leisure Goods / Activities / Movies — 3.7%      
24 Hour Fitness Worldwide, Inc.      
$ 398,925       Term Loan, 7.81%, Maturing June 8, 2012   $ 392,941    
AMC Entertainment, Inc.      
  564,938       Term Loan, 6.61%, Maturing January 26, 2013     556,066    

 

See notes to financial statements
9



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Leisure Goods / Activities / Movies (continued)      
Bombardier Recreational Product      
$ 524,051       Term Loan, 7.70%, Maturing June 28, 2013   $ 510,294    
Cedar Fair, L.P.      
  864,063       Term Loan, 6.75%, Maturing August 30, 2012     848,401    
Cinemark, Inc.      
  1,032,831       Term Loan, 7.25%, Maturing October 5, 2013     1,011,529    
HEI Acquisition, LLC      
  550,000       Term Loan, 9.02%, Maturing April 13, 2014     539,000    
Metro-Goldwyn-Mayer Holdings, Inc.      
  2,132,525       Term Loan, 8.45%, Maturing April 8, 2012     2,049,890    
National CineMedia, LLC      
  1,225,000       Term Loan, 7.46%, Maturing February 13, 2015     1,185,953    
Red Football, Ltd.      
GBP 500,000       Term Loan, 8.87%, Maturing August 16, 2014     1,023,744    
GBP 500,000       Term Loan, 9.12%, Maturing August 16, 2015     1,028,937    
Revolution Studios Distribution Co., LLC      
  375,746       Term Loan, 8.51%, Maturing December 21, 2014     369,935    
  225,000       Term Loan, 11.76%, Maturing June 21, 2015     221,625    
Six Flags Theme Parks, Inc.      
  847,875       Term Loan, 7.75%, Maturing April 30, 2015     809,986    
Universal City Development Partners, Ltd.      
  925,455       Term Loan, 7.33%, Maturing June 9, 2011     917,357    
WMG Acquisition Corp.      
  973,518       Term Loan, 7.42%, Maturing February 28, 2011     952,831    
Zuffa, LLC      
  498,750       Term Loan, 7.56%, Maturing June 20, 2016     458,850    
        $ 12,877,339    
Lodging and Casinos — 2.4%      
Bally Technologies, Inc.      
$ 930,074       Term Loan, 8.64%, Maturing September 5, 2009   $ 927,361    
Gala Electric Casinos, Ltd.      
GBP 832,843       Term Loan, 8.81%, Maturing December 12, 2013     1,670,273    
GBP 832,902       Term Loan, 9.30%, Maturing December 12, 2014     1,679,043    
Isle of Capri Casinos, Inc.      
  172,059       Term Loan, 0.00%, Maturing November 30, 2013(3)     166,058    
  228,838       Term Loan, 6.64%, Maturing November 30, 2013     220,858    
  572,095       Term Loan, 6.74%, Maturing November 30, 2013     552,143    
New World Gaming Partners, Ltd      
  291,667       Term Loan, Maturing June 30, 2014(2)     280,000    
  58,333       Term Loan, Maturing June 30, 2014(2)     56,000    
Penn National Gaming, Inc.      
  1,386,700       Term Loan, 6.90%, Maturing October 3, 2012     1,379,671    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Lodging and Casinos (continued)      
Venetian Casino Resort/Las Vegas Sands Inc.      
$ 230,000       Term Loan, 0.00%, Maturing May 14, 2014(3)   $ 223,664    
  917,700       Term Loan, 6.95%, Maturing May 23, 2014     892,419    
VML US Finance, LLC      
  133,333       Term Loan, 7.45%, Maturing May 25, 2012     130,845    
  266,667       Term Loan, 7.45%, Maturing May 25, 2013     261,690    
        $ 8,440,025    
Nonferrous Metals / Minerals — 0.6%      
Euramax International, Inc.      
$ 167,105       Term Loan, 13.24%, Maturing June 28, 2013   $ 146,774    
  82,895       Term Loan, 13.24%, Maturing June 28, 2013     72,809    
Murray Energy Corp.      
  731,250       Term Loan, 8.54%, Maturing January 28, 2010     731,250    
Neo Material Technologies, Inc.      
  296,563       Term Loan, 8.69%, Maturing August 31, 2009     296,562    
Novelis, Inc.      
  179,238       Term Loan, 7.20%, Maturing June 28, 2014     174,683    
  394,324       Term Loan, 7.20%, Maturing June 28, 2014     384,302    
Thompson Creek Metals Co.      
  241,642       Term Loan, 9.56%, Maturing October 26, 2012     242,246    
        $ 2,048,626    
Oil and Gas — 1.4%      
Atlas Pipeline Partners, L.P.      
$ 415,000       Term Loan, 7.55%, Maturing July 20, 2014   $ 414,741    
Concho Resources, Inc.      
  323,150       Term Loan, 9.76%, Maturing March 27, 2012     322,342    
Dresser, Inc.      
  300,000       Term Loan, 11.13%, Maturing May 4, 2015     293,063    
El Paso Corp.      
  375,000       Term Loan, 5.32%, Maturing July 31, 2011     370,547    
Enterprise GP Holdings L.P      
  300,000       Term Loan, Maturing October 31, 2014(2)     299,531    
Hercules Offshore, Inc.      
  199,500       Term Loan, 6.99%, Maturing July 6, 2013     197,256    
Key Energy Services, Inc.      
  491,250       Term Loan, 7.64%, Maturing June 30, 2012     489,869    
Kinder Morgan, Inc.      
  1,015,557       Term Loan, 6.26%, Maturing May 21, 2014     992,283    
Niska Gas Storage      
  71,412       Term Loan, 7.28%, Maturing May 13, 2011     69,805    
  61,445       Term Loan, 7.32%, Maturing May 13, 2011     60,063    
  41,622       Term Loan, 7.33%, Maturing May 13, 2011     40,686    
  379,076       Term Loan, 7.32%, Maturing May 12, 2013     370,547    

 

See notes to financial statements
10



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Oil and Gas (continued)      
Primary Natural Resources, Inc.      
$ 492,500       Term Loan, 7.50%, Maturing July 28, 2010(4)   $ 486,344    
Targa Resources, Inc.      
  87,903       Term Loan, 7.19%, Maturing October 31, 2012     87,266    
  235,383       Term Loan, 7.53%, Maturing October 31, 2012     233,676    
        $ 4,728,019    
Publishing — 5.8%      
American Media Operations, Inc.      
$ 1,000,000       Term Loan, 8.80%, Maturing January 31, 2013   $ 988,750    
CanWest MediaWorks, Ltd.      
  224,438       Term Loan, 7.54%, Maturing July 10, 2014     222,193    
GateHouse Media Operating, Inc.      
  175,000       Term Loan, 7.27%, Maturing August 28, 2014     163,297    
  375,000       Term Loan, 7.51%, Maturing August 28, 2014     349,922    
Idearc, Inc.      
  2,833,612       Term Loan, 7.20%, Maturing November 17, 2014     2,798,045    
Laureate Education, Inc.      
  59,434       Term Loan, 0.00%, Maturing August 17, 2014(3)     58,483    
  401,183       Term Loan, 8.26%, Maturing August 17, 2014     394,764    
MediaNews Group, Inc.      
  271,563       Term Loan, 7.14%, Maturing August 2, 2013     260,021    
Mediannuaire Holding      
EUR 250,000       Term Loan, 7.00%, Maturing October 10, 2014     352,387    
EUR 250,000       Term Loan, 7.50%, Maturing October 10, 2015     354,196    
Nebraska Book Co., Inc.      
  725,659       Term Loan, 7.65%, Maturing March 4, 2011     714,774    
Nielsen Finance, LLC      
  1,980,003       Term Loan, 7.36%, Maturing August 9, 2013     1,930,778    
Philadelphia Newspapers, LLC      
  214,049       Term Loan, 8.75%, Maturing June 29, 2013     196,925    
Reader's Digest Association      
  920,381       Term Loan, 7.54%, Maturing March 2, 2014     875,282    
Riverdeep Interactive Learning USA, Inc.      
  844,863       Term Loan, 7.95%, Maturing December 20, 2013     841,342    
Seat Pagine Gialle SpA      
EUR 1,574,725       Term Loan, 6.16%, Maturing May 25, 2012     2,263,044    
SP Newsprint Co.      
  652,602       Term Loan, 5.59%, Maturing January 9, 2010     639,550    
The Star Tribune Co.      
  490,000       Term Loan, 7.74%, Maturing May 17, 2009     485,062    
  798,000       Term Loan, 8.24%, Maturing May 17, 2014     742,938    
TL Acquisitions, Inc.      
  725,000       Term Loan, 7.95%, Maturing July 5, 2014     702,847    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Publishing (continued)      
Trader Media Corp.      
GBP 437,625       Term Loan, 8.42%, Maturing March 23, 2015   $ 875,009    
World Directories Acquisition      
EUR 1,000,000       Term Loan, 6.72%, Maturing May 31, 2014     1,396,837    
Xsys, Inc.      
EUR 1,000,000       Term Loan, 7.00%, Maturing September 27, 2014     1,411,185    
YBR Acquisition BV      
EUR 450,000       Term Loan, 7.23%, Maturing June 30, 2013     645,631    
EUR 450,000       Term Loan, 7.73%, Maturing June 30, 2014     647,957    
        $ 20,311,219    
Radio and Television — 2.0%      
Block Communications, Inc.      
$ 270,188       Term Loan, 7.20%, Maturing December 22, 2011   $ 260,731    
CMP KC, LLC      
  488,094       Term Loan, 9.26%, Maturing May 5, 2013     461,249    
NEP II, Inc.      
  174,124       Term Loan, 7.45%, Maturing February 16, 2014     166,615    
Nexstar Broadcasting, Inc.      
  386,167       Term Loan, 6.95%, Maturing October 1, 2012     373,134    
  365,718       Term Loan, 6.95%, Maturing October 1, 2012     353,375    
PanAmSat Corp.      
  693,000       Term Loan, 7.12%, Maturing January 3, 2014     686,008    
Paxson Communications Corp.      
  850,000       Term Loan, 8.49%, Maturing January 15, 2012     841,500    
SFX Entertainment      
  368,941       Term Loan, 7.95%, Maturing June 21, 2013     363,407    
Tyrol Acquisition 2 SAS      
EUR 250,000       Term Loan, 6.37%, Maturing January 19, 2015     351,119    
EUR 250,000       Term Loan, 6.62%, Maturing January 19, 2016     352,608    
Univision Communications, Inc.      
  200,000       Term Loan, 7.25%, Maturing March 29, 2009     198,750    
  67,953       Term Loan, 0.00%, Maturing September 29, 2014(3)     64,513    
  1,957,047       Term Loan, 7.20%, Maturing September 29, 2014     1,857,971    
Young Broadcasting, Inc.      
  244,375       Term Loan, 7.87%, Maturing November 3, 2012     234,600    
  492,500       Term Loan, 7.87%, Maturing November 3, 2012     472,800    
        $ 7,038,380    
Rail Industries — 0.1%      
RailAmerica, Inc.      
$ 450,000       Term Loan, 7.81%, Maturing August 14, 2008   $ 443,813    
        $ 443,813    

 

See notes to financial statements
11



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Retailers (Except Food and Drug) — 1.5%      
American Achievement Corp.      
$ 352,781       Term Loan, 7.48%, Maturing March 25, 2011   $ 345,725    
Coinmach Laundry Corp.      
  1,117,056       Term Loan, 7.74%, Maturing December 19, 2012     1,111,471    
Harbor Freight Tools USA, Inc.      
  474,699       Term Loan, 7.29%, Maturing July 15, 2010     456,824    
Josten's Corp.      
  375,045       Term Loan, 7.20%, Maturing October 4, 2011     372,467    
Mapco Express, Inc.      
  442,877       Term Loan, 7.74%, Maturing April 28, 2011     435,681    
Neiman Marcus Group, Inc.      
  205,696       Term Loan, 7.45%, Maturing April 5, 2013     202,774    
Orbitz Worldwide, Inc.      
  315,000       Term Loan, 8.20%, Maturing July 25, 2014     310,866    
Oriental Trading Co., Inc.      
  300,000       Term Loan, 10.76%, Maturing January 31, 2013     290,250    
  469,063       Term Loan, 7.40%, Maturing July 31, 2013     442,037    
Rent-A-Center, Inc.      
  299,328       Term Loan, 7.20%, Maturing November 15, 2012     293,840    
Rover Acquisition Corp.      
  421,813       Term Loan, 7.33%, Maturing October 26, 2013     412,849    
Savers, Inc.      
  101,764       Term Loan, 7.99%, Maturing August 11, 2012     99,220    
  110,481       Term Loan, 7.99%, Maturing August 11, 2012     107,719    
The Yankee Candle Company, Inc.      
  199,000       Term Loan, 7.20%, Maturing February 6, 2014     193,901    
        $ 5,075,624    
Steel — 0.4%      
Algoma Acquisition Corp.      
$ 997,500       Term Loan, 8.09%, Maturing June 20, 2013   $ 962,588    
Niagara Corp.      
  299,250       Term Loan, 9.82%, Maturing June 29, 2014     287,280    
        $ 1,249,868    
Surface Transport — 0.6%      
Oshkosh Truck Corp.      
$ 543,125       Term Loan, 7.45%, Maturing December 6, 2013   $ 535,233    
SIRVA Worldwide, Inc.      
  322,082       Term Loan, 12.50%, Maturing December 1, 2010     228,141    
Swift Transportation Co., Inc.      
  1,501,163       Term Loan, 8.38%, Maturing May 10, 2014     1,326,653    
        $ 2,090,027    

 

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Telecommunications — 2.7%      
American Cellular Corp.      
$ 298,500       Term Loan, 7.24%, Maturing March 15, 2014   $ 297,847    
Asurion Corp.      
  425,000       Term Loan, 8.36%, Maturing July 13, 2012     416,367    
  250,000       Term Loan, 11.72%, Maturing January 13, 2013     243,516    
BCM Luxembourg, Ltd.      
EUR 375,000       Term Loan, 6.63%, Maturing September 30, 2014     532,881    
EUR 375,000       Term Loan, 6.88%, Maturing September 30, 2015     535,834    
EUR 500,000       Term Loan, Maturing March 31, 2016(2)     717,385    
Centennial Cellular Operating Co., LLC      
  692,695       Term Loan, 7.22%, Maturing February 9, 2011     686,077    
Consolidated Communications, Inc.      
  1,000,000       Term Loan, 6.95%, Maturing July 27, 2015     996,875    
FairPoint Communications, Inc.      
  1,000,000       Term Loan, 7.00%, Maturing February 8, 2012     991,500    
Intelsat Bermuda, Ltd.      
  300,000       Term Loan, 7.86%, Maturing February 1, 2014     297,375    
Intelsat Subsidiary Holding Co.      
  297,000       Term Loan, 7.12%, Maturing July 3, 2013     294,067    
IPC Systems, Inc.      
GBP 299,250       Term Loan, 8.57%, Maturing May 31, 2014     576,578    
Macquarie UK Broadcast Ventures, Ltd.      
GBP 225,000       Term Loan, 8.04%, Maturing December 26, 2014     456,303    
NTelos, Inc.      
  481,480       Term Loan, 7.01%, Maturing August 24, 2011     476,966    
Stratos Global Corp.      
  321,750       Term Loan, 7.95%, Maturing February 13, 2012     316,387    
Telesat Canada, Inc.      
  13,779       Term Loan, Maturing October 22, 2014(2)     13,667    
  161,210       Term Loan, Maturing October 22, 2014(2)     159,900    
Triton PCS, Inc.      
  731,203       Term Loan, 8.01%, Maturing November 18, 2009     730,594    
Windstream Corp.      
  875,413       Term Loan, 6.71%, Maturing July 17, 2013     870,879    
        $ 9,610,998    
Utilities — 1.5%      
AEI Finance Holding, LLC      
$ 75,414       Revolving Loan, 7.70%, Maturing March 30, 2012   $ 73,906    
  568,438       Term Loan, 8.20%, Maturing March 30, 2014     557,069    
Astoria Generating Co.      
  375,000       Term Loan, 8.96%, Maturing August 23, 2013     372,328    
BRSP, LLC      
  528,756       Term Loan, 8.38%, Maturing July 13, 2009     522,147    

 

See notes to financial statements
12



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Principal
Amount*
 
Borrower/Tranche Description
 
Value
 
Utilities (continued)      
Calpine Corp.      
$ 248,750       DIP Loan, 7.45%, Maturing March 30, 2009   $ 246,640    
Covanta Energy Corp.      
  164,948       Term Loan, 5.10%, Maturing February 9, 2014     160,687    
  333,376       Term Loan, 6.88%, Maturing February 9, 2014     324,764    
Mach General, LLC      
  18,750       Term Loan, 7.20%, Maturing February 22, 2013     18,183    
  179,891       Term Loan, 7.50%, Maturing February 22, 2014     174,449    
NRG Energy, Inc.      
  450,000       Term Loan, 0.00%, Maturing June 1, 2014(3)     441,241    
  556,432       Term Loan, 6.85%, Maturing June 1, 2014     545,686    
  1,336,851       Term Loan, 6.95%, Maturing June 1, 2014     1,311,033    
TXU Texas Competitive Electric Holdings Co., LLC      
  225,000       Term Loan, Maturing October 10, 2014(2)     225,070    
  225,000       Term Loan, Maturing October 10, 2014(2)     225,000    
      $ 5,198,203    
Total Senior Floating-Rate Interests
(identified cost $249,046,253)
    $ 250,866,173    
Mortgage Pass-Throughs — 65.0%      
Principal
Amount*
(000's omitted)
 

Security
 

Value
 
Federal Home Loan Mortgage Corp.:      
$ 2,893       6.00%, with maturity at 2014(7)   $ 2,949,607    
  2,897       6.15%, with maturity at 2027(7)     2,949,607    
  21,805       6.50%, with various maturities to 2030(7)     22,554,193    
  20,222       7.00%, with various maturities to 2024(7)     21,178,326    
  5,438       7.50%, with maturity at 2024(7)     5,842,022    
  14,039       8.00%, with various maturities to 2031(7)     15,181,643    
  8,085       8.50%, with various maturities to 2031(7)     8,840,555    
  783       9.00%, with maturity at 2031     847,705    
  845       9.50%, with various maturities to 2022     927,391    
  1,974       11.50%, with maturity at 2019(8)     2,212,429    
        $ 83,483,478    
Federal National Mortgage Association:      
$ 3,251       5.50%, with maturity at 2029   $ 3,231,794    
  4,230       6.344%, with maturity at 2032(5)(7)     4,244,490    
  14,560       6.50%, with various maturities to 2028(7)     14,936,614    
  10,072       7.00%, with various maturities to 2032(7)     10,505,570    
  18,847       7.50%, with various maturities to 2031(7)     20,082,966    
  5,997       8.00%, with various maturities to 2029(7)     6,492,113    
  1,306       8.50%, with maturity at 2027     1,432,690    
  2,371       9.00%, with various maturities to 2029     2,629,922    

 

Principal
Amount*
(000's omitted)
  Security   Value  
$ 8,149       9.50%, with various maturities to 2031(7)   $ 9,180,001    
  2,441       10.00%, with various maturities to 2031     2,779,123    
        $ 75,515,283    
Government National Mortgage Association:      
$ 15,387       7.50%, with various maturities to 2025(7)   $ 16,476,261    
  8,495       8.00%, with various maturities to 2027(7)     9,253,918    
  4,410       9.00%, with maturity at 2026     4,972,935    
  816       9.50%, with maturity at 2025     922,027    
  1,150       11.00%, with maturity at 2018     1,301,412    
        $ 32,926,553    
Collateralized Mortgage Obligations:      
$ 7,386       Federal Home Loan Mortgage Corp.,
Series 2113, Class QG, 6.00%, 1/15/29(7)
  $ 7,492,381    
  3,544       Federal Home Loan Mortgage Corp.,
Series 2137, Class Z, 6.00%, 3/15/29(7)
    3,596,717    
  4,286       Federal Home Loan Mortgage Corp.,
Series 2167, Class BZ, 7.00%, 6/15/29(7)
    4,453,989    
  5,384       Federal Home Loan Mortgage Corp.,
Series 2182, Class ZB, 8.00%, 9/15/29(7)
    5,798,473    
  300       Federal National Mortgage Association,
Series 1989-89, Class H, 9.00%, 11/25/19
    327,092    
  639       Federal National Mortgage Association,
Series 1991-122, Class N, 7.50%, 9/25/21
    671,149    
  5,931       Federal National Mortgage Association, Series
1993-84, Class M, 7.50%, 6/25/23(7)
    6,306,324    
  1,815       Federal National Mortgage Association, Series
1997-28, Class ZA, 7.50%, 4/20/27
    1,916,776    
  1,615       Federal National Mortgage Association,
Series 1997-38, Class N, 8.00%, 5/20/27
    1,724,222    
  2,939       Federal National Mortgage Association.,
Series G-33, Class PT, 7.00%, 10/25/21(7)
    3,047,058    
        $ 35,334,181    
Total Mortgage Pass-Throughs
(identified cost $226,252,557)
      $ 227,259,495    
Asset-Backed Securities — 0.1%      
Principal
Amount*
(000's omitted)
 

Security
 

Value
 
Centurion CDO 9 Ltd., Series 2005-9A, Class Note      
$ 500       9.35%, 7/17/19   $ 436,750    
Total Asset-Backed Securities
(identified cost $500,000)
      $ 436,750    

 

See notes to financial statements
13



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

Corporate Bonds & Notes — 2.1%  
Principal
Amount*
(000's omitted)
 

Security
 

Value
 
Building and Development — 0.2%  
Grohe Holding, Variable Rate  
EUR 500       7.607%, 1/15/14(5)   $ 696,248    
        $ 696,248    
Cable and Satellite Television — 0.8%  
Iesy Hessen & ISH NRW, Variable Rate  
EUR 2,000       7.481%, 4/15/13(5)   $ 2,850,098    
        $ 2,850,098    
Financial Intermediaries — 0.3%  
ING Bank NV  
$ 1,000       10.80%, 6/12/08   $ 987,277    
        $ 987,277    
Index Linked Notes — 0.7%  
JP Morgan Chilean Inflation Linked Note  
$ 2,000       7.433%, 11/17/15(6)   $ 2,396,701    
        $ 2,396,701    
Telecommunications — 0.1%  
Qwest Corp., Sr. Notes, Variable Rate  
$ 200       8.944%, 6/15/13(5)   $ 214,250    
        $ 214,250  
Total Corporate Bonds & Notes
(identified cost $6,298,909)
      $ 7,144,574    
Sovereign Issues — 6.8%  
Principal
Amount*
(000's omitted)
 

Security
 

Value
 
Egyptian Treasury Bill  
EGP 10,800       0.00%, 11/6/07   $ 1,955,412    
EGP 7,625       0.00%, 11/13/07     1,378,926    
EGP 29,525       0.00%, 1/1/08     5,293,363    
EGP 12,900       0.00%, 1/8/08     2,309,982    
EGP 5,150       0.00%, 1/22/08     919,981    
Ghanaian Treasury Bond  
GHS 320     13.50%, 3/29/10(4)     335,734    
GHS 1,300     13.67%, 6/15/12(4)     1,350,123    

 

Principal
Amount*
(000's omitted)
 

Security
 

Value
 
Indonesia Government  
IDR 30,000,000       11.00%, 12/15/12   $ 3,640,761    
Kenyan Treasury Bond  
KES 4,050       9.50%, 3/23/09     62,517    
Nota Do Tesouro Nacional  
BRL 4,481       10.00%, 1/1/14     2,385,069    
Republic of Nigeria  
NGN 45,900       0.00%, 9/4/08(4)     356,533    
NGN 119,000       17.00%, 12/16/08     1,087,698    
NGN 39,700       12.00%, 4/28/09     347,666    
Republic of Uganda  
UGX 384,700     0.00%, 10/23/08(4)     198,800    
Republic of Uruguay  
UYU 41,800       5.00%, 9/14/18(9)     2,068,506    
Total Sovereign Issues
(identified cost $22,324,354)
      $ 23,691,071    
Call Options Purchased — 0.2%  

 


Security
  Contracts
(000's omitted)
 
Value
 
Euro Call Option, Expires 1/8/2009,
Strike Price 1.3270
    300     $ 35,729    
Euro Call Option, Expires 10/10/2008,
Strike Price 1.2950
    300       44,153    
Euro Call Option, Expires 10/16/2008,
Strike Price 1.2990
    300       43,034    
Euro Call Option, Expires 10/2/2008,
Strike Price 1.2738
    300       50,069    
Euro Call Option, Expires 10/30/2008,
Strike Price 1.3155
    300       38,572    
Euro Call Option, Expires 11/13/2008,
Strike Price 1.3195
    300       37,543    
Euro Call Option, Expires 11/26/2008,
Strike Price 1.3540
    300       29,067    
Euro Call Option, Expires 12/11/2008,
Strike Price 1.3506
    300       29,930    
Euro Call Option, Expires 2/12/2009,
Strike Price 1.3375
    300       33,277    
Euro Call Option, Expires 4/8/2009,
Strike Price 1.3705
    300       26,202    
Euro Call Option, Expires 5/13/2009,
Strike Price 1.3745
    300       25,612    
South Korean Won Call Option, Expires 3/03/2009,
Strike Price 932.4
    1,864,800       92,102    

 

See notes to financial statements
14



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D


Security
  Contracts
(000's omitted)
 
Value
 
South Korean Won Call Option, Expires 6/02/2009,
Strike Price 915.5
    1,831,000     $ 69,541    
Total Call Options Purchased
(identified cost $253,428)
          $ 554,831    
Put Options Purchased — 0.0%  

Security
  Contracts
(000's omitted)
 
Value
 
Euro Put Option, Expires 1/8/2009,
Strike Price 1.3270
    300     $ 1,688    
Euro Put Option, Expires 10/10/2008,
Strike Price 1.2950
    300       477    
Euro Put Option, Expires 10/16/2008,
Strike Price 1.2990
    300       556    
Euro Put Option, Expires 10/2/2008,
Strike Price 1.2738
    300       234    
Euro Put Option, Expires 10/30/2008,
Strike Price 1.3155
    300       938    
Euro Put Option, Expires 11/13/2008,
Strike Price 1.3195
    300       1,115    
Euro Put Option, Expires 11/26/2008,
Strike Price 1.3540
    300       2,552    
Euro Put Option, Expires 12/11/2008,
Strike Price 1.3506
    300       2,487    
Euro Put Option, Expires 2/12/2009,
Strike Price 1.3375
    300       2,348    
Euro Put Option, Expires 4/8/2009,
Strike Price 1.3705
    300       4,748    
Euro Put Option, Expires 5/13/2009,
Strike Price 1.3745
    300       5,369    
South Korean Won Put Option, Expires 3/03/2009,
Strike Price 932.4
    1,864,800       13,520    
South Korean Won Put Option, Expires 6/2/2009,
Strike Price 915.5
    1,831,000       26,916    
Total Put Options Purchased
(identified cost $249,778)
  $ 62,948    

 

Short-Term Investments — 1.7%  
Description   Interest/
Principal
(000's omitted)
  Value  
Euro Time Deposit, 4.01%, 11/1/07   EUR 1,253     $ 1,812,108    
Investment in Cash Management Portfolio, 4.83%(10)     2,594       2,593,946    
State Street Bank and Trust Time Deposit,
4.00%, 11/1/07
    1,550       1,550,000    
Total Short-Term Investments
(identified cost $5,956,054)
          $ 5,956,054    
Gross Investments — 147.6%
(identified cost $510,881,333)
          $ 515,971,896    
Less Unfunded Loan
Commitments — (0.4)%
          $ (1,464,949 )  
Net Investments — 147.2%
(identified cost $509,416,384)
          $ 514,506,947    
Other Assets, Less Liabilities — (47.2)%           $ (164,886,672 )  
Net Assets — 100.0%           $ 349,620,275    

 

BRL - Brazilian Real

EGP - Egyptian Pound

EUR - Euro

GBP - British Pound Sterling

GHS - Ghanaian Cedi

IDR - Indonesian Rupiah

KES - Kenyan Shilling

NGN - Nigerian Naira

UGX - Ugandan Shilling

UYU - Uruguayan Peso

*  In U.S. dollars unless otherwise indicated.

(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

See notes to financial statements
15



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

PORTFOLIO OF INVESTMENTS CONT'D

the certificate of deposit (CD) rate or other base lending rates used by commercial lenders.

(2)  This Senior Loan will settle after October 31, 2007, at which time the interest rate will be determined.

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

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

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

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

(7)  All or a portion of these securities were on loan at October 31, 2007.

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

(9)  Bond pays a coupon of 5% of the face at the end of the payment period. Principal grows with the Uruguayan inflation rate. The original face of the bond is UYU 38,030,000.

(10)  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of October 31, 2007.

See notes to financial statements
16




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS

Statement of Assets and Liabilities

As of October 31, 2007

Assets  
Unaffiliated investments, at value including $163,773,456 of
securities on loan (identified cost, $506,822,438)
  $ 511,913,001    
Affiliated investment, at value (identified cost, $2,593,946)     2,593,946    
Cash     2,324,599    
Foreign currency, at value (identified cost, $3,152,131)     3,165,251    
Receivable for investments sold     55,993    
Interest receivable     4,195,143    
Interest receivable from affiliated investment     25,148    
Receivable for daily variation margin on open financial futures contracts     6,370    
Receivable for open swap contracts     108,059    
Receivable for open forward foreign currency exchange contracts     1,564,818    
Receivable for closed forward foreign currency exchange contracts     809,830    
Prepaid expenses     26,340    
Total assets   $ 526,788,498    
Liabilities  
Collateral for securities loaned   $ 168,177,644    
Payable for investments purchased     6,060,551    
Payable for open swap contracts     1,402,024    
Payable for open forward foreign currency exchange contracts     879,310    
Payable for closed forward foreign currency exchange contracts     53,237    
Payable to affiliate for investment advisory fees     268,952    
Payable to affiliate for Trustees' fees     1,420    
Other accrued expenses     325,085    
Total liabilities   $ 177,168,223    
Net Assets   $ 349,620,275    
Sources of Net Assets  
Common Shares, $0.01 par value, unlimited number of shares authorized,
18,886,596 shares issued and outstanding
  $ 188,866    
Additional paid-in capital     350,124,414    
Accumulated net realized loss (computed on the basis of identified cost)     (5,365,966 )  
Accumulated undistributed net investment income     228,536    
Net unrealized appreciation (computed on the basis of identified cost)     4,444,425    
Net Assets   $ 349,620,275    
Net Asset Value  
($349,620,275 ÷ 18,886,596 shares issued and outstanding)   $ 18.51    

 

Statement of Operations

For the Year Ended
October 31, 2007

Investment Income  
Interest (net of foreign taxes, $72,844)   $ 22,933,124    
Security lending income, net     1,975,507    
Interest income allocated from affiliated investment     366,232    
Expenses allocated from affiliated investment     (34,545 )  
Total investment income   $ 25,240,318    
Expenses  
Investment adviser fee   $ 4,316,916    
Trustees' fees and expenses     17,817    
Custodian fee     438,000    
Legal and accounting services     115,233    
Printing and postage     74,588    
Transfer and dividend disbursing agent fees     62,338    
Miscellaneous     66,331    
Total expenses   $ 5,091,223    
Deduct —
Reduction of custodian fee
  $ 4,304    
Reduction of investment adviser fee     1,160,068    
Total expense reductions   $ 1,164,372    
Net expenses   $ 3,926,851    
Net investment income   $ 21,313,467    
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) —
Investment transactions (identified cost basis)
  $ 3,725,336    
Financial futures contracts     (652,904 )  
Swap contracts     375,001    
Foreign currency and forward foreign currency exchange
contract transactions
    1,010,830    
Net realized gain   $ 4,458,263    
Change in unrealized appreciation (depreciation) —
Investments (identified cost basis)
  $ 2,093,611    
Financial futures contracts     (23,195 )  
Swap contracts     (411,810 )  
Foreign currency and forward foreign currency exchange contracts     1,156,619    
Net change in unrealized appreciation (depreciation)   $ 2,815,225    
Net realized and unrealized gain   $ 7,273,488    
Net increase in net assets from operations   $ 28,586,955    

 

See notes to financial statements
17



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease)
in Net Assets
  Year Ended
October 31, 2007
  Year Ended
October 31, 2006
 
From operations —
Net investment income
  $ 21,313,467     $ 19,135,298    
Net realized gain (loss) from investment
transactions, financial futures 
contracts, swap contracts, 
foreign currency and forward 
foreign currency exchange 
contract transactions
    4,458,263       (1,048,446 )  
Net change in unrealized appreciation
(depreciation) of investments, 
financial futures contracts, swap 
contracts, foreign currency and 
forward foreign currency 
exchange contracts
    2,815,225       5,469,591    
Net increase in net assets from operations   $ 28,586,955     $ 23,556,443    
Distributions to shareholders —
From net investment income
  $ (26,792,626 )   $ (24,928,763 )  
From tax return of capital           (1,532,344 )  
Total distributions to shareholders   $ (26,792,626 )   $ (26,461,107 )  
Capital share transactions —
Reinvestment of distributions
to shareholders
  $ 585,011     $    
Total increase in net assets from capital
share transactions
  $ 585,011     $    
Net increase (decrease) in net assets   $ 2,379,340     $ (2,904,664 )  
Net Assets  
At beginning of year   $ 347,240,935     $ 350,145,599    
At end of year   $ 349,620,275     $ 347,240,935    
Accumulated undistributed
net investment income
included in net assets
 
At end of year   $ 228,536     $    

 

Statement of Cash Flows

Increase (Decrease) in Cash   Year Ended
October 31, 2007
 
Cash Flows From Operating Activities —
Purchases of loan interests, corporate bonds and options
  $ (577,648,456 )  
Proceeds from sales and principal repayments     557,802,598    
Interest received     27,597,265    
Increase in prepaid expenses     (1,727 )  
Facilities fees received     130,530    
Operating expenses paid     (3,866,854 )  
Decrease in short-term investments     1,054,041    
Increase in unfunded commitments     823,701    
Net proceeds from securities lending     23,315,857    
Foreign currency transactions     284,123    
Swap contract transactions     375,001    
Futures contract transactions     (727,524 )  
Net cash from operating activities   $ 29,138,555    
Cash Flows Used For Financing Activities —
Cash distributions paid
  $ (26,207,615 )  
Net cash used for financing activities   $ (26,207,615 )  
Net increase in cash   $ 2,930,940    
Cash at beginning of year(1)    $ 2,558,910    
Cash at end of year(1)    $ 5,489,850    
Reconciliation of Net Increase in Net Assets
From Operations to Net Cash From
Operating Activities
 
Net increase in net assets from operations   $ 28,586,955    
Decrease in receivable for investments sold     1,228,449    
Increase in payable for investments purchased     4,735,372    
Increase in interest receivable     (302,583 )  
Increase in interest receivable from affiliated investment     (25,148 )  
Increase in prepaid expenses     (1,727 )  
Decrease in futures variation margin payable     (51,425 )  
Decrease in payable to affiliate     (928 )  
Increase in payable for open swap contracts     307,863    
Decrease in receivable for open swap contracts     103,947    
Increase in other accrued expenses     60,925    
Increase in proceeds from securities lending     23,315,857    
Increase in payable for open forward foreign currency
exchange contracts
    6,008    
Increase in payable for closed forward foreign currency
exchange contracts
    53,237    
Increase in receivable for open forward foreign currency
exchange contracts
    (1,132,741 )  
Increase in receivable for closed forward foreign currency
exchange contracts
    (809,830 )  
Increase in unfunded commitments     823,701    
Net increase in investments     (27,759,377 )  
Net cash from operating activities   $ 29,138,555    
Supplemental disclosure of
cash flow information:
 
Noncash financing activities not included herein consists of
reinvestment of distributions of:
  $ 585,011    

 

(1)  Balance includes foreign currency, at value.

See notes to financial statements
18




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

    Year Ended October 31,   Period Ended  
    2007   2006   October 31, 2005(1)   
Net asset value — Beginning of year   $ 18.420     $ 18.570     $ 19.100 (2)   
Income (loss) from operations  
Net investment income(3)   $ 1.129     $ 1.015     $ 0.540    
Net realized and unrealized gain (loss)     0.381       0.238       (0.250 )  
Total income from operations   $ 1.510     $ 1.253     $ 0.290    
Less distributions  
From net investment income   $ (1.420 )   $ (1.322 )   $ (0.667 )  
From tax return of capital           (0.081 )     (0.113 )  
Total distributions   $ (1.420 )   $ (1.403 )   $ (0.780 )  
Offering costs charged to paid-in capital(3)    $     $     $ (0.040 )  
Net asset value — End of year   $ 18.510     $ 18.420     $ 18.570    
Market value — End of year   $ 16.500     $ 17.750     $ 16.070    
Total Investment Return on Net Asset Value(4)      8.82 %     7.73 %     1.71 %(5)(7)   
Total Investment Return on Market Value(4)      0.66 %     19.96 %     (11.98 )%(5)(7)   
Ratios/Supplemental Data  
Net assets, end of year (000's omitted)   $ 349,620     $ 347,241     $ 350,146    
Expenses before custodian fee reduction     1.14 %     1.11 %     1.02 %(6)  
Expenses after custodian fee reduction     1.14 %     1.11 %     1.01 %(6)  
Net investment income     6.12 %     5.50 %     4.26 %(6)  
Portfolio Turnover     114 %     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.

(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 with all distributions reinvested. 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 with all distributions reinvested.

(6)  Annualized.

(7)  Not annualized.

See notes to financial statements
19




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

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 (the 1940 Act), 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 (MBS) 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 Loans. Interests in Senior Loans for which reliable market quotations are readily available are valued on the basis of prices furnished by an independent pricing service. Other Senior Loans are valued at fair value by the investment adviser under procedures approved by the Trustees. In fair valuing a Senior Loan, the investment adviser utilizes one or more of the following valuation techniques: (i) 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; (ii) a comparison of the value of the borrower's outstanding equity and debt to that of comparable public companies; (iii) a discounted cash flow analysis; or (iv) 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 fair value, such as when only a portion of a 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 relevant factors. Junior loans are valued in the same manner as Senior Loans. Fair value determinations are made by the portfolio managers of a Fund based on information available to such managers. The portfolio managers of other funds managed by Eaton Vance that invest in Senior Loans may not possess the same information about a Senior Loan borrower as the portfolio managers of the Fund. At times, the fair value of a Senior Loan determined by the portfolio managers of other Funds managed by Eaton Vance that invest in Senior Loans may vary from the fair value of the same Senior Loan determined by the portfolio managers of other Eaton Vance funds. The fair value of each Senior Loan is periodically reviewed and approved by the investment adviser's Valuation Committee and by the Trustees based upon procedures approved by the Trustees.

Debt securities (including collateralized mortgage obligations and certain MBS) normally are valued by independent pricing services. The pricing services consider various factors relating to bonds or loans and/or market transactions to determine market value. Most seasoned thirty 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.


20



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

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 Global or Global Select Market 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.

The Fund may invest in Cash Management Portfolio (Cash Management), an affiliated investment company managed by Boston Management and Research (BMR), a subsidiary of EVM. Cash Management values its investment securities utilizing the amortized cost valuation technique permitted by Rule 2a-7 of the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium.

B  Income — 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 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, 2007, the Fund, for federal income tax purposes, had a capital loss carryforward of $4,288,738 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 $2,603,915 and October 31, 2014 $1,684,823.

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 — State Street Bank and Trust Company (SSBT) serves as custodian of the Fund. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Fund maintains with SSBT. All credit balances, if any, used to reduce the Fund's custodian fees are reported as a reduction of expenses in the Statement of Operations.

G  Financial Futures Contracts — The Fund may enter into financial futures contracts. The Fund's investment in financial futures contracts is designed for hedging against changes in interest rates or as a substitute for the purchase of securities. Upon entering into a financial futures contract, the Fund is required to deposit with the broker, either in cash or securities an amount equal to a certain percentage of the purchase price (initial margin). Subsequent payments, known as variation margin, are made or received by the Fund each business day, depending on the daily fluctuations in the value of the underlying security, and are recorded as unrealized gains or losses by the Fund. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. In entering such contracts, the Fund bears the risk if the counterparties do not perform under the contracts' terms.


21



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

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  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.

J  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. The Fund enters into forward contracts for hedging purposes as well as nonhedging purposes. The forward foreign currency exchange contract is 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 contract has been closed or offset by another contract with the same broker for the same settlement date and currency. 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.

K  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 either makes floating-rate payments based on the benchmark interest rate or the Fund makes fixed-rate payments in exchange for payments on floating benchmark interest rate. During the term of the outstanding swap agreement, changes in the underlying value of the swap are recorded as unrealized gains or 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 movements in interest rates.

L  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.

M  Other — Investment transactions are accounted for on a trade date basis. Realized gains and losses on securities sold are determined on the basis of identified cost.


22



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

N  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.

O  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.The tax character of the distributions paid for the year ended October 31, 2007 and October 31, 2006 was as follows:

    Year Ended October 31,  
    2007   2006  
Distributions declared from:  
Ordinary Income   $ 26,792,626     $ 24,928,763    
Return of Capital   $     $ 1,532,344    

 

During the year ended October 31, 2007, the following reclassifications were made due to differences between book and tax accounting for financial futures contracts, swaps, foreign currency contracts, mixed straddles and premium amortization.

Accumulated distributions in excess
of net investment income
  $ 5,707,695    
Accumulated net realized loss   $ (2,266,195 )  
Paid-in Capital   $ (3,441,500 )  

 

These reclassifications had no effect on net assets or net asset value per share.

As of October 31, 2007, the components of distributable earnings (accumulated loss) on a tax basis were as follows:

Undistributed ordinary income   $ 331,037    
Unrealized appreciation   $ 3,367,197    
Capital loss carryforwards   $ (4,288,738 )  
Other temporary differences   $ (102,501 )  

 

The differences between components of distributable earnings (accumulated loss) on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to differences in book and tax policies for foreign currency transactions and premium amortization.

3  Investment Adviser Fee and Other Transactions with Affiliates

The Fund has agreed to pay EVM, as compensation for management and investment advisory services, a monthly fee at the annual rate of 0.75% of the total


23



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

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, 2007, the Fund's investment leverage represents 54% 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.

The portion of the advisory fees payable by Cash Management on the Fund's investment of cash therein is credited against the Fund's advisory fees. For the year ended October 31, 2007, the Fund's advisory fee totaled $4,350,254 of which $33,338 was allocated from Cash Management and $4,316,916 was paid or accrued directly by the Fund.

For the year ended October 31, 2007, the fee was equivalent to 0.59% of the Fund's average daily total leveraged assets, and 1.25% of the Fund's average daily net assets. EVM serves as the administrator of the Fund, but currently receives no compensation for providing administrative services to the Fund.

The adviser has contractually agreed to reimburse the Fund for fees and other expenses in the amount of 0.20% per annum of average daily total leveraged assets of the Fund for the first five full years of the Fund's operations 0.15% per annum of average daily total leveraged assets of the Fund in year six, 0.10% per annum in year seven and 0.05% per annum in year eight. For the year ended October 31, 2007, the investment adviser waived $1,160,068 of its advisory fee.

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, 2007, 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 mortgage-backed securities, for the year ended October 31, 2007, were as follows:

Purchases  
Investments (non-U.S. Government)   $ 532,810,984    
U.S. Government Securities     50,312,574    
    $ 583,123,558    
Sales  
Investments (non-U.S. Government)   $ 511,699,768    
U.S. Government Securities     44,874,381    
    $ 556,574,149    

 

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


24



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

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 $7,968,448 for the year ended October 31, 2007. At October 31, 2007, the value of the securities loaned and the value of the collateral amounted to $163,773,456 and $168,177,644, 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

Shares issued pursuant to the Fund's dividend reinvestment plan for the year ended October 31, 2007 were as follows:

    Year Ended October 31,  
    2007   2006  
Issued to shareholders electing to receive
payments of distributions in Fund shares
    31,596          
Net increase     31,596          

 

7  Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) in value of the investments owned at October 31, 2007, as determined on a federal income tax basis, were as follows:

Aggregate cost   $ 510,493,612    
Gross unrealized appreciation   $ 8,904,253    
Gross unrealized depreciation     (4,890,918 )  
Net unrealized appreciation   $ 4,013,335    

 

The unrealized depreciation on foreign currency, foreign currency transactions, swap contracts, financial futures contracts and forward contracts at October 31, 2007 on a federal income tax basis was $646,138.

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 may include forward foreign currency contracts, financial futures contracts, and swap contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the 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, 2007 is as follows:

Forward Foreign Currency Exchange Contracts

Sales

Settlement
Date(s)
  Deliver   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/30/07
  British Pound Sterling
7,800,000
  United States Dollar
16,035,474
    $(153,837)    

 


25



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

Settlement
Date(s)
  Deliver   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/06/07
  Canadian Dollar
4,020,000
  United States Dollar
4,104,323
    $(128,203)    
11/14/07
  Canadian Dollar
2,957,000
  United States Dollar
3,098,071
    (15,323 )  
11/01/07
  Euro
1,050,000
  United States Dollar
1,518,300
    (787 )  
11/30/07
  Euro
37,067,000
  United States Dollar
53,314,949
    (336,175 )  
11/01/07
  Icelandic Krona
135,311,700
  Euro
1,557,993
    (9,658 )  
11/08/07
  New Zealand Dollar
5,038,110
  United States Dollar
3,788,558
    (84,125 )  
11/05/07
  Polish Zloty
11,806,250
  Euro
3,243,475
    (15,836 )  
11/01/07
  Serbian Dinar
216,000,000
  Euro
2,792,502
    1,537    
11/19/07
  South African Rand
11,935,288
  United States Dollar
1,747,864
    (72,441 )  
            $ (814,848 )  

 

Purchases

Settlement
Date(s)
  Acquire   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/30/07
  Botswana Pula
2,160,000
  United States Dollar
339,379
    $24,946    
12/04/07
  Brazilian Real
19,483,600
  United States Dollar
11,111,009
    47,472    
11/30/07
  Egyptian Pound
26,261,325
  United States Dollar
4,750,000
    5,127    
12/03/07
  Egyptian Pound
26,248,500
  United States Dollar
4,750,000
    2,322    
11/01/07
  Euro
13,554
  United States Dollar
19,571
    39    
11/30/07
  Euro
1,050,000
  United States Dollar
1,519,025
    755    
12/03/07
  Icelandic Krona
135,311,700
  Euro
1,545,360
    9,725    
11/05/07
  Icelandic Krona
270,623,400
  Euro
3,065,512
    88,793    
11/09/07
  Icelandic Krona
164,572,000
  Euro
1,887,921
    16,810    
11/16/07
  Icelandic Krona
135,311,700
  Euro
1,575,132
    (23,404 )  
11/01/07
  Icelandic Krona
135,311,700
  Euro
1,569,741
    (7,339 )  

 

Settlement
Date(s)
  Acquire   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/05/07
  Indian Rupee
69,042,000
  United States Dollar
1,732,112
    $23,373    
11/13/07
  Indian Rupee
68,500,000
  United States Dollar
1,728,489
    12,529    
11/26/07
  Indian Rupee
68,841,000
  United States Dollar
1,741,488
    7,079    
12/03/07
  Indian Rupee
137,250,000
  United States Dollar
3,468,537
    16,425    
11/13/07
  Indonesian Rupiah
16,026,000,000
  United States Dollar
1,758,587
    1,616    
11/19/07
  Indonesian Rupiah
36,929,375,000
  United States Dollar
4,058,619
    (4,362 )  
11/26/07
  Indonesian Rupiah
15,000,000,000
  United States Dollar
1,632,742
    13,142    
11/09/07
  Kazakhstani Tenge
144,000,000
  United States Dollar
1,184,795
    4,826    
12/07/07
  Kazakhstani Tenge
66,000,000
  United States Dollar
530,120
    13,368    
10/14/08
  Kazakhstani Tenge
251,700,000
  United States Dollar
2,013,600
    (15,487 )  
11/05/07
  Kenyan Shilling
19,865,000
  United States Dollar
297,648
    (713 )  
11/09/07
  Malaysian Ringgit
17,300,000
  United States Dollar
5,088,235
    100,207    
11/13/07
  Malaysian Ringgit
5,880,000
  United States Dollar
1,739,902
    23,770    
11/19/07
  Malaysian Ringgit
17,250,000
  United States Dollar
5,118,998
    55,926    
11/26/07
  Malaysian Ringgit
12,000,000
  United States Dollar
3,566,652
    34,015    
12/03/07
  Malaysian Ringgit
13,500,000
  United States Dollar
4,021,448
    30,112    
1/18/08
  Mauritian Rupee
11,800,000
  United States Dollar
387,602
    1,122    
11/20/07
  Mexican Peso
19,200,000
  United States Dollar
1,772,068
    19,362    
11/26/07
  Mexican Peso
18,600,000
  United States Dollar
1,716,263
    18,567    
11/09/07
  New Turkish Lira
2,669,431
  United States Dollar
2,234,020
    39,171    
11/19/07
  New Turkish Lira
6,209,291
  United States Dollar
5,092,922
    177,519    
11/09/07
  Philippine Peso
129,250,000
  United States Dollar
2,927,918
    30,596    
11/16/07
  Philippine Peso
129,250,000
  United States Dollar
2,933,367
    24,263    
11/23/07
  Philippine Peso
129,250,000
  United States Dollar
2,934,499
    22,247    

 


26



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

Settlement
Date(s)
  Acquire   In exchange for   Net Unrealized
Appreciation
(Depreciation)
 
11/30/07
  Philippine Peso
129,250,000
  United States Dollar
2,962,954
    $(7,470)    
11/05/07
  Polish Zloty
11,806,250
  Euro
3,131,507
    177,834    
11/26/07
  Polish Zloty
11,806,250
  Euro
3,242,246
    15,616    
11/09/07
  Polish Zloty
26,122,500
  Euro
6,926,565
    395,847    
11/08/07
  Polish Zloty
11,806,250
  Euro
3,226,721
    39,792    
11/13/07
  Romanian Leu
9,422,500
  Euro
2,802,647
    36,838    
11/01/07
  Serbian Dinar
216,000,000
  Euro
2,794,308
    (4,150 )  
4/04/08
  Uganda Shilling
1,124,090,089
  United States Dollar
631,919
    3,514    
11/07/07
  Zambian Kwacha
712,500,000
  United States Dollar
171,472
    16,617    
2/07/08
  Zambian Kwacha
712,500,000
  United States Dollar
173,133
    11,999    
            $ 1,500,356    

 

At October 31, 2007, closed forward foreign currency purchases and sales, excluded above, amounted to a receivable of $809,830 and a payable of $53,237.

Futures Contract

Expiration
Date
  Contracts   Position   Aggregate
Cost
  Value   Net
Unrealized
Depreciation
 
  12/07     21 Japan
10 Year Bond
  Short   $ (24,680,089 )   $ (24,774,984 )   $ (94,895 )  

 

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, 2007 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 open futures contracts.

Credit Default Swaps

The Fund has entered into credit default swaps whereby the Fund is buying or selling protection against default exposing the Fund to risks associated with changes in credit spreads of the underlying instrument.

Counterparty   Reference
Entity
  Buy/
Sell
  Notional
Amount
(000s
omitted)
  Pay/
Receive
Annual
Fixed
Rate
  Termination
Date
  Net
Unrealized
Depreciation
 
Credit Suisse   Turkey                            
   
First Boston, Inc.   (Republic of)   Buy   $ 10,000       2.01 %   March 20, 2010   $(241,695)  
    Philippines
(Republic of the)
  Buy     5,000       2.15     September 20, 2011   (169,816)  
    Italy   Buy     6,800       0.20     December 20, 2016   (24,245)  
JP Morgan                  
 
Chase Bank   Indonesia   Buy   $ 10,000       2.09 %   September 20, 2011   $(347,026)  
    Philippines
(Republic of the)
  Buy     5,000       2.17     September 20, 2011   (173,321)  
    Turkey
(Republic of)
  Buy     10,000       2.00     March 20, 2010   (239,457)  
                                $(1,195,560)  

 

Interest Rate Swaps

Counterparty   Notional
Amount
  Fund
Pay/
Receive
Floating
Rate
  Floating
Rate
Index
  Annual
Fixed
Rate
  Termination
Date
  Unrealized
Appreciation/
(Depreciation)
 
Barclays
Bank PLC
  12,000,000
MYR
  Pay   KLIBOR     3.85 %   March 27, 2012   $ (22,446 )  
JP Morgan
Chase Bank
  3,693,637
BRL
  Pay
  Brazil
Interbank
Deposit Rate
    12.73 %   January 2, 2012   $ 108,059    
JP Morgan
Chase Bank
  4,309,749
BRL
  Pay
  Brazil
Interbank
Deposit Rate
    10.35 %   January 2, 2012   $ (130,477 )  
JP Morgan
Chase Bank
  10,259,445
BRL
  Pay
  Brazil
Interbank
Deposit Rate
    11.34 %   January 2, 2009   $ (1,463 )  
Merrill Lynch
Capital Services
  80,500,000
INR
  Receive   MIBOR     7.85 %   March 30, 2012   $ (52,078 )  
                    $ (98,405 )  

 

BRL   Brazilian Real  
INR   Indian Rupee  
MYR   Malaysian Ringgit  
KLIBOR   Kuala Lumpur Interbank Offered Rate  
MIBOR   Mumbai Interbank Offered Rate  

 

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


27



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

NOTES TO FINANCIAL STATEMENTS CONT'D

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 on the last business day of the first required financial reporting period 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.


28




Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

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, 2007, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for the two years in the period then ended, and the financial highlights for the two years in the period then ended and 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, 2007, 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 Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for the two years in the period then ended and the period from the start of business, February 28, 2005, to October 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
Boston, Massachusetts
December 20, 2007


29



Eaton Vance Short Duration Diversified Income Fund as of October 31, 2007

FEDERAL TAX INFORMATION

The Form 1099-DIV you receive in January 2008 will show the tax status of all distributions paid to your account in calendar 2007. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund.


30




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.


31



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, 2007, our records indicate that there are 16 registered shareholders and approximately 14,395 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.


32



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 April 23, 2007, 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, March and April 2007. 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;

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;

•  Copies of or descriptions of each adviser's proxy voting policies and procedures;

•  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


33



Eaton Vance Short Duration Diversified Income Fund

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

April 30, 2007, the Board met ten times and the Special Committee, the Audit Committee and the Governance Committee, each of which is a Committee comprised solely of Independent Trustees, met twelve, fourteen and eight 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 Eaton Vance 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, 2006 for the Fund. On the basis of the foregoing and other relevant information, the Board concluded that the performance of the Fund is satisfactory.


34



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, including any administrative 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, 2006, 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.


35




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. EVD is the Fund's principal underwriter and a wholly-owned subsidiary of EVM. 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  
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).     176     None  
Allen R. Freedman
4/3/40
  Trustee   Until 2009. 1 year. Trustee since 2007   Former Chairman and Chief Executive Officer of Assurant, Inc. (insurance provider) (1978-2000). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007).     175     Director of Assurant, Inc. and Stonemor Partners L.P. (owner and operator of cemeteries)  
William H. Park
9/19/47
  Trustee   Until 2010. 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) (since 2002-2005).     176     None  
Ronald A. Pearlman
7/10/40
  Trustee   Until 2010. 3 years. Trustee since 2005   Professor of Law, Georgetown University Law Center.     176     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).     176     None  
Lynn A. Stout
9/14/57
  Trustee   Until 2008. 3 years. Trustee since 2005   Paul Hastings Professor of Corporate and Securities Law, University of California at Los Angeles School of Law.     176     None  
Ralph F. Verni
1/26/43
  Chairman of the Board and Trustee   Until 2008. 3 years. Chairman of the Board since 2007 and Trustee since 2005.   Consultant and private investor.     176     None  

 


36



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
 

 

Principal Officers who are not Trustees  

 

Payson F. Swaffield
8/13/56
  President   Since 2007(2)   Vice President of EVM and BMR. Officer of 15 registered investment companies managed by EVM or BMR.  
John R. Baur
2/10/70
  Vice President   Since 2007   Vice President of EVM and BMR. Previously, attended business school at Johnson Graduate School of Management at Cornell University (2002-2005). Officer of 4 registered investment companies managed by EVM or BMR.  
Michael A. Cirami
12/24/75
  Vice President   Since 2007   Vice President of EVM and BMR. Previously, attended business school at the University of William E. Rochester Simon Graduate School of Business Administration (2001-2003). Officer of 4 registered investment companies managed by EVM or BMR.  
Christine Johnston
11/9/72
  Vice President   Since 2004   Vice President of EVM and BMR. Officer of 34 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 35 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 35 registered investment companies managed by EVM or BMR  
Barbara E. Campbell
6/19/57
  Treasurer   Since 2005   Vice President of EVM and BMR. Officer of 176 registered investment companies managed by EVM or BMR.  
Maureen A. Gemma
5/24/60
  Secretary   Since 2007   Vice President and Deputy Chief Legal Officer of EVM and BMR. Officer of 176 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 176 registered investment companies managed by EVM or BMR.  

 

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

(2)  Prior to 2007, Mr. Swaffield served as Vice President of the Fund since 2005.

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 February 23, 2007.


37



This Page Intentionally Left Blank



This Page Intentionally Left Blank



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
State Street Bank and 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



2319-12/07  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 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. 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, 2006 and October 31, 2007 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

 

10/31/2006

 

10/31/2007

 

 

 

 

 

 

 

Audit Fees

 

$

61,450

 

$

65,850

 

 

 

 

 

 

 

Audit-Related Fees(1)

 

$

0

 

$

0

 

 

 

 

 

 

 

Tax Fees(2)

 

$

16,145

 

$

19,710

 

 

 

 

 

 

 

All Other Fees(3)

 

$

0

 

$

0

 

 

 

 

 

 

 

Total

 

$

77,595

 

$

85,560

 

 


(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, 2006 and October 31, 2007; 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

 

10/31/2006

 

10/31/2007

 

 

 

 

 

 

 

Registrant

 

$

16,145

 

$

19,710

 

 

 

 

 

 

 

Eaton Vance(1)

 

$

83,600

 

$

286,446

 

 


(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), William H. Park, Lynn A. Stout, Heidi L. Steiger 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

Short Duration Diversified Income Fund

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 M. Johnston

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

3

 

$

3,774.9

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Scott H. Page

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

13

 

$

14,983.1

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

6,382.6

 

6

 

$

3,243.8

 

Other Accounts

 

2

 

$

1,035.6

 

0

 

$

0

 

Susan Schiff

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

5

 

$

4,337.9

 

0

 

$

0

 

 




 

Other Pooled Investment Vehicles

 

0

 

$

0

 

0

 

$

0

 

Other Accounts

 

0

 

$

0

 

0

 

$

0

 

Payson F. Swaffield

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

13

 

$

14,983.1

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

6,382.6

 

6

 

$

3,243.8

 

Other Accounts

 

2

 

$

1,035.6

 

0

 

$

0

 

Mark S. Venezia

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

7

 

$

4,861.6

 

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

 

$100,001-$500,000

 

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/ Payson F. Swaffield

 

 

Payson F. Swaffield

 

President

 

 

 

 

Date:

December 11, 2007

 

 

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 11, 2007

 

 

 

 

By:

/s/ Payson F. Swaffield

 

 

Payson F. Swaffield

 

President

 

 

 

 

Date:

December 11, 2007