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

811-21574

 

Eaton Vance Floating-Rate Income Trust

(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:

May 31

 

 

Date of reporting period:

November 30, 2007

 

 



 

Item 1. Reports to Stockholders

 



Semiannual Report November 30, 2007

EATON VANCE
FLOATING-
RATE INCOME
TRUST



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. Each Eaton Vance 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 Funds or Portfolios 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 Floating-Rate Income Trust as of November 30, 2007

INVESTMENT UPDATE

 

Performance for the Six Months ended November 30, 2007

 

· Based on share price, Eaton Vance Floating-Rate Income Trust (the “Fund”), a closed-end fund traded on the New York Stock Exchange, had a total return of -16.16% for the six months ended November 30, 2007. That return was the result of a decrease in share price to $15.62 on November 30, 2007, from $19.48 on May 31, 2007, and the reinvestment of $0.762 in distributions.(1)

 

· Based on net asset value (NAV), the Fund had a total return of -4.09% for the six months ended November 30, 2007. That return was the result of a decrease in NAV to $17.41 on November 30, 2007, from $18.98 on May 31, 2007, and the reinvestment of all distributions.(1)

 

· For performance comparison, the S&P/LSTA Leveraged Loan Index – an unmanaged index of U.S. dollar-denominated leveraged loans – had a total return of -1.45% for the six months ended November 30, 2007.(2)

 

Investment Environment

 

· 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.

 

· Interestingly, this market decline was distinguished from previous corrections by the fact that corporate loan default rates have remained at historic lows, 0.5% according to Standard & Poor’s. Thus, while there were increasing signs of a weakening economy, the market decline was primarily based on technical factors. The silver lining in the correction is that effective loan credit spreads widened from roughly 200 basis points (2.00%) over LIBOR – the London- Interbank Offered Rate, used by banks as a base for loans to large commercial and industrial companies – to around 350 basis points (3.50%) by the end of the Fund’s six-month period, well above average historical levels.

 

The Fund’s Investments

 

· The Fund’s investment objective is to provide a high level of current income. As a secondary objective, it may also seek preservation of capital to the extent consistent with its primary goal of high current income. Under normal market conditions, the Fund invests at least 80% of its total assets in senior, secured floating-rate loans (“senior loans”). In managing the Fund, the investment adviser seeks to invest in a portfolio of senior loans that will be less volatile over time than the general loan market. The Fund may also invest in second lien loans and high yield bonds, and (as discussed below) employs leverage, which may increase risk.

 

· The Fund’s investments included senior loans to 476 borrowers spanning 39 industries at November 30, 2007, with an average loan size of 0.19% of total investments, and no industry constituting more than 9% of total investments. Health care, publishing, business equipment and services, chemicals and plastics, and cable and satellite television were the largest industry weightings.(3)

 

· The Fund is well diversified in terms of industry, market and geography – a strategy management believes should help the Fund weather an economic downturn. The Fund had a 10.2% exposure to European loans, which provided further diversification and the

 


(1) Performance results reflect the effect of leverage resulting from the Fund’s issuance of Auction Preferred Shares. Absent an expense waiver by the investment adviser, returns would be lower.

(2) It is not possible to invest directly in an Index. The Index’s total return reflects changes in value of the loans constituting the Index and accrual of interest and does not reflect the commissions or expenses that would have been incurred if an investor individually purchased or sold the loans represented in the Index. Unlike the Fund, the Index’s return does not reflect the effect of leverage, such as the issuance of Auction Preferred Shares.

(3) Holdings and industry weightings are subject to change due to active management.

 

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

 

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

 

1



 

Eaton Vance Floating-Rate Income Trust as of November 30, 2007

FUND PERFORMANCE

 

opportunity for yield enhancement. Loans denominated in foreign currencies were hedged to protect against foreign currency risk.(1)

 

· The Fund’s exposure to builders and developers of housing was less than 1%. 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. The Fund did not have any direct exposure to subprime or prime mortgage lenders during the year ended November 30, 2007.(1)

 

· The Fund’s net asset value per share reflected the market correction, declining in July and August, before temporarily rebounding somewhat in September and October.

 

· At November 30, 2007, the Fund had leverage in the amount of approximately 40.1% of the Fund’s total assets. The Fund employs leverage through the issuance of Auction Preferred Shares (“APS”).(2) Use of financial leverage creates an opportunity for increased income but, at the same time, creates special risks (including the likelihood of greater volatility of net asset value and market price of common shares). The cost of the Fund’s APS rises and falls with changes in short-term interest rates. Such increases/ decreases in cost of the Fund’s APS may be offset by increased/decreased income from the Fund’s senior loan investments.

 

Fund performance as of 11/30/07(3)

 

New York Stock Exchange Symbol

 

EFT

 

Average Annual Total Return (by share price, NYSE)

 

 

 

Six Months

 

-16.16

%

One Year

 

-7.72

 

Life of Fund (6/29/04)

 

1.71

 

 

 

 

 

Average Annual Total Return (at net asset value)

 

 

 

Six Months

 

-4.09

%

One Year

 

0.84

 

Life of Fund (6/29/04)

 

4.99

 

 


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

(2)In the event of a rise in long-term interest rates, the value of the Fund’s investment portfolio could decline, which would reduce the asset coverage for its Auction Preferred Shares.

(3)Performance results reflect the effect of leverage resulting from the Fund’s issuance of Auction Preferred Shares. Absent an expense waiver by the investment adviser, the returns would be lower.

 

Top Ten Holdings(4)

By total investments

 

Sungard Data Systems, Inc.

 

1.3

%

Charter Communications Operating, Inc.

 

1.1

 

NRG Energy, Inc.

 

1.0

 

Georgia-Pacific Corp.

 

0.9

 

Community Health Systems, Inc.

 

0.8

 

Iceland Foods Group Ltd.

 

0.8

 

Univision Communications, Inc.

 

0.8

 

UPC Broadband Holding B.V.

 

0.8

 

Metro-Goldwyn-Mayer Studios, Inc.

 

0.8

 

Idearc, Inc.

 

0.7

 

 


(4) Reflects the Fund’s investments as of November 30, 2007. Holdings are shown as a percentage of the Fund’s total investments. Fund information may not be representative of current or future investments and may change due to active management.

 

Top Five Industries(5)

By total investments

 

Health Care

 

8.5

%

Publishing

 

7.1

 

Business Equipment & Services

 

6.7

 

Chemicals and Plastics

 

6.2

 

Cable & Satellite Television

 

6.1

 

 


(5) Reflects the Fund’s investments as of November 30, 2007. Industries are shown as a percentage of the Fund’s total investments. Fund information may not be representative of current or future investments and are subject to change due to active management.

 

Credit Quality Ratings for Total Loan Investments(6)

By total loan investments

 

Baa

 

2.1

%

Ba

 

51.0

 

B

 

29.8

 

Caa

 

3.0

 

Non-Rated(7)

 

14.1

 

 


(6) Credit Quality ratings are those provided by Moody’s, a nationally recognized bond rating service. As a percentage of the Fund’s total loan investments as of November 30, 2007. Fund information may not be representative of current or future investments and may change due to active management.

(7) Certain loans in which the Fund invests are not rated by a rating agency. In management’s opinion, such securities are comparable to securities rated by a rating agency in the categories listed above.

 

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. The Fund’s performance at market share price will differ from its results at NAV. Although share price performance generally reflects investment results over time, during shorter periods, returns at share price can also be affected by factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for the Fund’s shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, 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 Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited)

Senior Floating-Rate Interests — 150.8%(1)      
Principal
Amount*
  Borrower/Tranche Description   Value  
Aerospace and Defense — 2.7%      
ACTS Aero Technical Support & Service, Inc.      
$ 792,821     Term Loan, 8.47%, Maturing October 5, 2014   $ 761,108    
CACI International, Inc.      
  2,135,688     Term Loan, 6.47%, Maturing May 3, 2011     2,076,956    
Colt Defense, LLC      
  997,500     Term Loan, 8.07%, Maturing July 9, 2014     991,266    
DAE Aviation Holdings, Inc.      
  535,245     Term Loan, 7.80%, Maturing July 31, 2009     534,576    
  605,974     Term Loan, 8.93%, Maturing July 31, 2014     601,429    
  458,781     Term Loan, 8.93%, Maturing July 31, 2014     455,340    
Evergreen International Aviation      
  1,483,893     Term Loan, 8.32%, Maturing October 31, 2011     1,446,796    
Forgins International Holdings      
  951,950     Term Loan, 9.72%, Maturing February 11, 2015     951,950    
Hawker Beechcraft Acquisition      
  187,234     Term Loan, 5.20%, Maturing March 26, 2014     179,774    
  2,201,702     Term Loan, 7.17%, Maturing March 26, 2014     2,113,978    
Hexcel Corp.      
  406,116     Term Loan, 6.66%, Maturing March 1, 2012     397,994    
IAP Worldwide Services, Inc.      
  1,056,188     Term Loan, 11.50%, Maturing December 30, 2012     961,131    
Spirit AeroSystems, Inc.      
  1,288,790     Term Loan, 6.90%, Maturing December 31, 2011     1,266,237    
TransDigm, Inc.      
  1,800,000     Term Loan, 7.20%, Maturing June 23, 2013     1,762,875    
Vought Aircraft Industries, Inc.      
  1,285,835     Term Loan, 7.34%, Maturing December 17, 2011     1,259,047    
Wesco Aircraft Hardware Corp.      
  1,264,250     Term Loan, 7.45%, Maturing September 29, 2013     1,240,545    
Wyle Laboratories, Inc.      
  275,691     Term Loan, 7.42%, Maturing January 28, 2011     271,555    
            $ 17,272,557    
Air Transport — 1.1%      
Airport Development and Investment, Ltd.      
GBP 1,972,140     Term Loan, 10.28%, Maturing April 7, 2011   $ 3,870,849    
Delta Air Lines, Inc.      
  1,346,625     Term Loan, 8.08%, Maturing April 30, 2014     1,294,202    
Northwest Airlines, Inc.      
  2,326,500     DIP Loan, 6.69%, Maturing August 21, 2008     2,220,644    
            $ 7,385,695    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Automotive — 5.9%      
Accuride Corp.      
$ 1,797,212     Term Loan, 6.69%, Maturing January 31, 2012   $ 1,753,405    
Adesa, Inc.      
  4,588,500     Term Loan, 7.45%, Maturing October 18, 2013     4,354,977    
Affina Group, Inc.      
  1,210,323     Term Loan, 7.96%, Maturing November 30, 2011     1,174,013    
Allison Transmission, Inc.      
  1,000,000     Term Loan, Maturing September 30, 2014(2)     938,750    
  3,350,000     Term Loan, 8.17%, Maturing September 30, 2014     3,135,751    
AxleTech International Holding, Inc.      
  1,950,000     Term Loan, 11.73%, Maturing April 21, 2013     1,918,312    
CSA Acquisition Corp.      
  261,806     Term Loan, 7.75%, Maturing December 23, 2011     255,698    
  654,366     Term Loan, 7.75%, Maturing December 23, 2011     639,098    
  491,250     Term Loan, 7.75%, Maturing December 23, 2012     475,284    
Dana Corp.      
  2,575,000     Term Loan, 7.30%, Maturing March 30, 2008     2,561,896    
Dayco Products, LLC      
  2,167,878     Term Loan, 7.73%, Maturing June 21, 2011     2,066,937    
Delphi Corp.      
  1,000,000     DIP Loan, 8.75%, Maturing July 1, 2008     998,750    
Federal-Mogul Corp.      
  2,989,770     Revolving Loan, 6.37%, Maturing December 31, 2007(3)     2,945,545    
Ford Motor Co.      
  1,960,188     Term Loan, 8.70%, Maturing December 15, 2013     1,835,671    
General Motors Corp.      
  3,605,287     Term Loan, 7.62%, Maturing November 29, 2013     3,417,362    
Goodyear Tire & Rubber Co.      
  2,675,000     Term Loan, 6.43%, Maturing April 30, 2010     2,517,844    
HLI Operating Co., Inc.      
EUR 87,273     Term Loan, 6.92%, Maturing May 30, 2014     124,901    
EUR 1,508,945     Term Loan, 7.53%, Maturing May 30, 2014     2,145,690    
Keystone Automotive Operations, Inc.      
  1,491,244     Term Loan, 8.40%, Maturing January 12, 2012     1,366,974    
LKQ Corp.      
  1,150,000     Term Loan, 6.91%, Maturing October 12, 2014     1,147,125    
TriMas Corp.      
  262,500     Term Loan, 6.79%, Maturing August 2, 2011     258,234    
  1,126,125     Term Loan, 7.23%, Maturing August 2, 2013     1,107,825    
United Components, Inc.      
  1,304,510     Term Loan, 6.87%, Maturing June 30, 2010     1,258,852    
            $ 38,398,894    

 

See notes to financial statements
3



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Beverage and Tobacco — 0.5%      
Constellation Brands, Inc.      
$ 1,200,000     Term Loan, 6.61%, Maturing June 5, 2013   $ 1,171,000    
Culligan International Co.      
EUR 1,075,000     Term Loan, 9.23%, Maturing May 31, 2013     1,333,358    
Southern Wine & Spirits of America, Inc.      
  819,023     Term Loan, 6.70%, Maturing May 31, 2012     811,856    
            $ 3,316,214    
Brokers, Dealers and Investment Houses — 0.2%      
AmeriTrade Holding Corp.      
$ 1,094,591     Term Loan, 6.32%, Maturing December 31, 2012   $ 1,067,796    
            $ 1,067,796    
Building and Development — 5.8%      
Beacon Sales Acquisition, Inc.      
$ 767,250     Term Loan, 7.21%, Maturing September 30, 2013   $ 717,379    
Brickman Group Holdings, Inc.      
  1,791,000     Term Loan, 7.14%, Maturing January 23, 2014     1,690,256    
Building Materials Corp. of America      
  1,563,217     Term Loan, 7.94%, Maturing February 22, 2014     1,322,035    
Capital Automotive (REIT)      
  1,372,138     Term Loan, 6.47%, Maturing December 16, 2010     1,347,424    
Epco/Fantome, LLC      
  1,632,000     Term Loan, 7.59%, Maturing November 23, 2010     1,623,840    
Hovstone Holdings, LLC      
  1,435,699     Term Loan, 6.32%, Maturing February 28, 2009     1,306,487    
LNR Property Corp.      
  3,125,000     Term Loan, 7.63%, Maturing July 3, 2011     2,999,025    
Metroflag BP, LLC      
  500,000     Term Loan, 13.65%, Maturing July 1, 2008     482,500    
Mueller Water Products, Inc.      
  1,436,087     Term Loan, 6.73%, Maturing May 24, 2014     1,372,659    
NCI Building Systems, Inc.      
  400,742     Term Loan, 6.66%, Maturing June 18, 2010     384,712    
Nortek, Inc.      
  4,934,250     Term Loan, 7.08%, Maturing August 27, 2011     4,662,866    
November 2005 Land Investors      
  396,647     Term Loan, 7.56%, Maturing May 9, 2011     337,150    
Panolam Industries Holdings, Inc.      
  551,628     Term Loan, 7.95%, Maturing September 30, 2012     524,046    
PLY GEM Industries, Inc.      
  2,038,215     Term Loan, 7.95%, Maturing August 15, 2011     1,874,138    
  76,156     Term Loan, 7.95%, Maturing August 15, 2011     70,026    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Building and Development (continued)      
Realogy Corp.      
$ 981,061     Term Loan, 4.97%, Maturing September 1, 2014   $ 861,862    
  3,634,829     Term Loan, 8.24%, Maturing September 1, 2014     3,193,197    
South Edge, LLC      
  843,750     Term Loan, 6.88%, Maturing October 31, 2009     759,375    
Stile Acquisition Corp.      
  1,293,004     Term Loan, 7.12%, Maturing April 6, 2013     1,189,698    
Stile U.S. Acquisition Corp.      
  1,295,212     Term Loan, 7.12%, Maturing April 6, 2013     1,191,730    
Tousa/Kolter, LLC      
  1,444,467     Term Loan, 8.46%, Maturing January 7, 2008     1,299,587    
TRU 2005 RE Holding Co.      
  4,575,000     Term Loan, 7.72%, Maturing December 9, 2008     4,450,139    
United Subcontractors, Inc.      
  925,000     Term Loan, 11.91%, Maturing June 27, 2013     749,250    
Wintergames Acquisition ULC      
  3,089,197     Term Loan, 8.08%, Maturing April 24, 2008     3,066,028    
            $ 37,475,409    
Business Equipment and Services — 10.5%      
ACCO Brands Corp.      
$ 1,366,700     Term Loan, 7.00%, Maturing August 17, 2012   $ 1,321,144    
Activant Solutions, Inc.      
  791,263     Term Loan, 6.95%, Maturing May 1, 2013     745,765    
  1,000,000     Term Loan, 8.00%, Maturing May 1, 2013     942,500    
Acxiom Corp.      
  1,496,000     Term Loan, 6.47%, Maturing September 15, 2012     1,436,160    
Affiliated Computer Services      
  2,370,000     Term Loan, 6.74%, Maturing March 20, 2013     2,306,861    
  908,813     Term Loan, 6.79%, Maturing March 20, 2013     884,601    
Affinion Group, Inc.      
  2,619,470     Term Loan, 7.47%, Maturing October 17, 2012     2,528,881    
Allied Security Holdings, LLC      
  1,397,273     Term Loan, 8.20%, Maturing June 30, 2010     1,378,060    
Buhrmann US, Inc.      
  957,664     Term Loan, 7.34%, Maturing December 31, 2010     940,905    
DynCorp International, LLC      
  1,198,868     Term Loan, 7.25%, Maturing February 11, 2011     1,135,927    
Education Management, LLC      
  2,886,491     Term Loan, 7.00%, Maturing June 1, 2013     2,746,135    
Info USA, Inc.      
  663,238     Term Loan, 7.20%, Maturing February 14, 2012     653,290    
iPayment, Inc.      
  1,764,668     Term Loan, 6.99%, Maturing May 10, 2013     1,627,906    

 

See notes to financial statements
4



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Business Equipment and Services (continued)      
ista International GmbH      
EUR 1,188,822     Term Loan, 6.34%, Maturing May 14, 2015   $ 1,591,078    
EUR 236,178     Term Loan, 6.34%, Maturing May 14, 2015     316,092    
Kronos, Inc.      
  1,246,875     Term Loan, 7.45%, Maturing June 11, 2014     1,189,207    
Language Line, Inc.      
  3,900,675     Term Loan, 8.34%, Maturing June 11, 2011     3,782,029    
Mitchell International, Inc.      
  1,000,000     Term Loan, 10.50%, Maturing March 28, 2015     910,000    
N.E.W. Holdings I, LLC      
  500,000     Term Loan, Maturing May 22, 2014(2)     460,000    
  2,086,654     Term Loan, 7.59%, Maturing May 22, 2014     1,974,688    
Protection One, Inc.      
  2,240,573     Term Loan, 7.20%, Maturing March 31, 2012     2,153,751    
Quantum Corp.      
  451,250     Term Loan, 8.70%, Maturing July 12, 2014     439,969    
Quintiles Transnational Corp.      
  1,875,000     Term Loan, 9.20%, Maturing March 31, 2014     1,828,125    
Sabre, Inc.      
  1,000,000     Term Loan, Maturing September 30, 2014(2)     920,000    
  5,377,363     Term Loan, 6.96%, Maturing September 30, 2014     4,966,739    
Serena Software, Inc.      
  1,082,188     Term Loan, 7.18%, Maturing March 10, 2013     1,045,212    
Sitel (Client Logic)      
  2,092,940     Term Loan, 7.32%, Maturing January 29, 2014     1,904,575    
Solera Holdings, LLC      
EUR 895,500     Term Loan, 6.75%, Maturing May 15, 2014     1,268,454    
SunGard Data Systems, Inc.      
  14,273,143     Term Loan, 6.90%, Maturing February 11, 2013     13,801,829    
TDS Investor Corp.      
EUR 1,054,228     Term Loan, 6.98%, Maturing August 23, 2013     1,487,484    
  1,500,739     Term Loan, 7.45%, Maturing August 23, 2013     1,431,061    
  301,124     Term Loan, 7.45%, Maturing August 23, 2013     287,143    
Transaction Network Services, Inc.      
  706,995     Term Loan, 7.48%, Maturing May 4, 2012     696,390    
Valassis Communications, Inc.      
  499,032     Term Loan, 6.95%, Maturing March 2, 2014     467,530    
VWR International, Inc.      
  1,825,000     Term Loan, 7.70%, Maturing June 28, 2013     1,734,891    
WAM Acquisition, S.A.      
EUR 276,689     Term Loan, 6.57%, Maturing May 4, 2014     385,239    
EUR 173,311     Term Loan, 6.57%, Maturing May 4, 2014     241,328    
EUR 276,689     Term Loan, 6.82%, Maturing May 4, 2015     387,100    
EUR 173,311     Term Loan, 6.82%, Maturing May 4, 2015     242,484    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Business Equipment and Services (continued)      
West Corp.      
$ 3,687,820     Term Loan, 7.28%, Maturing October 24, 2013   $ 3,530,062    
            $ 68,090,595    
Cable and Satellite Television — 9.8%      
Atlantic Broadband Finance, LLC      
$ 3,950,158     Term Loan, 7.45%, Maturing February 10, 2011   $ 3,833,300    
Bragg Communications, Inc.      
  3,142,125     Term Loan, 7.58%, Maturing August 31, 2014     3,142,125    
Bresnan Broadband Holdings, LLC      
  550,000     Term Loan, 7.18%, Maturing March 29, 2014     526,281    
  1,325,000     Term Loan, 9.64%, Maturing March 29, 2014     1,266,479    
Charter Communications Operating, Inc.      
  12,297,231     Term Loan, 6.99%, Maturing April 28, 2013     11,486,081    
CSC Holdings, Inc.      
  5,418,800     Term Loan, 6.42%, Maturing March 29, 2013     5,149,068    
CW Media Holdings, Inc.      
  700,000     Term Loan, 8.50%, Maturing February 15, 2015     696,500    
Insight Midwest Holdings, LLC      
  5,925,000     Term Loan, 7.00%, Maturing April 6, 2014     5,743,547    
Kabel BW GmbH and Co.      
EUR 500,000     Term Loan, 7.26%, Maturing June 9, 2013     703,422    
EUR 500,000     Term Loan, 7.76%, Maturing June 9, 2014     706,633    
MCC Iowa, LLC      
  1,512,500     Term Loan, 6.21%, Maturing March 31, 2010     1,440,656    
Mediacom Broadband Group      
  2,925,617     Term Loan, 6.53%, Maturing January 31, 2015     2,766,797    
Mediacom Illinois, LLC      
  4,067,389     Term Loan, 6.53%, Maturing January 31, 2015     3,837,146    
NTL Investment Holdings, Ltd.      
  2,782,878     Term Loan, 7.22%, Maturing March 30, 2012     2,683,738    
GBP 580,056     Term Loan, 8.29%, Maturing March 30, 2012     1,135,360    
GBP 294,944     Term Loan, 8.29%, Maturing March 30, 2012     577,302    
Orion Cable GmbH      
EUR 1,175,000     Term Loan, 7.47%, Maturing October 31, 2014     1,686,995    
EUR 1,175,000     Term Loan, 7.98%, Maturing October 31, 2015     1,695,081    
ProSiebenSat.1 Media AG      
EUR 608,000     Term Loan, 6.19%, Maturing March 2, 2015(3)     798,746    
EUR 11,076     Term Loan, 6.55%, Maturing June 26, 2015     14,995    
EUR 272,924     Term Loan, 6.55%, Maturing June 26, 2015     369,492    
EUR 608,000     Term Loan, 6.40%, Maturing March 2, 2016(3)     803,208    
EUR 625,000     Term Loan, 6.93%, Maturing September 2, 2016(3)     792,027    
EUR 425,644     Term Loan, 8.20%, Maturing March 2, 2017(3)     540,436    

 

See notes to financial statements
5



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Cable and Satellite Television (continued)      
UPC Broadband Holding B.V.      
EUR 4,500,000     Term Loan, 6.30%, Maturing October 16, 2011   $ 6,230,024    
  2,175,000     Term Loan, 7.13%, Maturing December 31, 2014     2,056,734    
YPSO Holding SA      
EUR 541,621     Term Loan, 6.64%, Maturing July 28, 2014     759,629    
EUR 209,021     Term Loan, 6.64%, Maturing July 28, 2014     293,154    
EUR 249,358     Term Loan, 6.64%, Maturing July 28, 2014     349,727    
EUR 1,000,000     Term Loan, 6.89%, Maturing July 28, 2015     1,416,409    
            $ 63,501,092    
Chemicals and Plastics — 10.3%      
AZ Chem US, Inc.      
$ 500,000     Term Loan, 10.57%, Maturing February 28, 2014   $ 436,666    
Brenntag Holding GmbH and Co. KG      
  432,000     Term Loan, 7.39%, Maturing December 23, 2013     412,200    
  1,768,000     Term Loan, 7.39%, Maturing December 23, 2013     1,686,967    
  1,100,000     Term Loan, 9.39%, Maturing December 23, 2015     1,040,875    
Celanese Holdings, LLC      
  4,676,500     Term Loan, 6.98%, Maturing April 2, 2014     4,493,336    
Cognis GmbH      
EUR 823,361     Term Loan, 6.73%, Maturing September 15, 2013     1,130,013    
EUR 201,639     Term Loan, 6.73%, Maturing September 15, 2013     276,738    
First Chemical Holding      
EUR 1,000,000     Term Loan, 7.24%, Maturing December 18, 2015(3)     1,420,669    
Foamex L.P.      
  1,836,789     Term Loan, 7.37%, Maturing February 12, 2013     1,714,336    
Georgia Gulf Corp.      
  1,038,238     Term Loan, 7.18%, Maturing October 3, 2013     1,004,280    
Hercules, Inc.      
  1,969,925     Term Loan, 6.71%, Maturing October 8, 2010     1,950,226    
Hexion Specialty Chemicals, Inc.      
  498,750     Term Loan, 7.44%, Maturing May 5, 2012     484,723    
  4,891,974     Term Loan, 7.50%, Maturing May 5, 2013     4,754,387    
  1,062,676     Term Loan, 7.50%, Maturing May 5, 2013     1,032,788    
Huish Detergents, Inc.      
  1,047,375     Term Loan, 7.20%, Maturing April 26, 2014     941,890    
INEOS Group      
  1,782,000     Term Loan, 7.36%, Maturing December 14, 2013     1,731,511    
  1,782,000     Term Loan, 7.86%, Maturing December 14, 2014     1,731,511    
Innophos, Inc.      
  1,909,205     Term Loan, 7.08%, Maturing August 10, 2010     1,878,180    
Invista B.V.      
  4,567,500     Term Loan, 6.70%, Maturing April 30, 2010     4,407,637    
ISP Chemco, Inc.      
  2,992,500     Term Loan, 6.78%, Maturing June 4, 2014     2,848,860    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Chemicals and Plastics (continued)      
Kleopatra      
EUR 625,000     Term Loan, 7.28%, Maturing January 3, 2016   $ 776,738    
  900,000     Term Loan, 7.74%, Maturing January 3, 2016     778,500    
Kranton Polymers, LLC      
  2,512,624     Term Loan, 7.25%, Maturing May 12, 2013     2,405,837    
Lucite International Group Holdings      
  658,082     Term Loan, 7.45%, Maturing July 7, 2013     637,517    
  233,004     Term Loan, 7.45%, Maturing July 7, 2013     225,722    
Lyondell Chemical Co.      
  4,246,250     Term Loan, 6.32%, Maturing August 16, 2013     4,222,658    
MacDermid, Inc.      
EUR 832,860     Term Loan, 6.98%, Maturing April 12, 2014     1,185,838    
  625,604     Term Loan, 7.20%, Maturing April 12, 2014     597,842    
Millenium Inorganic Chemicals      
  400,000     Term Loan, 7.45%, Maturing April 30, 2014     378,000    
  1,075,000     Term Loan, 10.95%, Maturing October 31, 2014     955,406    
Momentive Performance Material      
  1,836,125     Term Loan, 7.13%, Maturing December 4, 2013     1,751,533    
Nalco Co.      
  5,264,707     Term Loan, 6.78%, Maturing November 4, 2010     5,180,619    
Propex Fabrics, Inc.      
  870,710     Term Loan, 11.50%, Maturing July 31, 2012     792,346    
Rockwood Specialties Group, Inc.      
  6,313,125     Term Loan, 6.46%, Maturing December 10, 2012     6,081,642    
Solo Cup Co.      
  2,759,728     Term Loan, 8.37%, Maturing February 27, 2011     2,741,185    
Solutia, Inc.      
  1,937,533     DIP Loan, 8.06%, Maturing March 31, 2008     1,935,111    
Wellman, Inc.      
  750,000     Term Loan, 8.91%, Maturing February 10, 2009     668,250    
            $ 66,692,537    
Clothing / Textiles — 0.6%      
Hanesbrands, Inc.      
$ 1,459,140     Term Loan, 6.75%, Maturing September 5, 2013   $ 1,423,391    
  950,000     Term Loan, 8.82%, Maturing March 5, 2014     950,848    
St. John Knits International, Inc.      
  649,882     Term Loan, 8.20%, Maturing March 23, 2012     640,133    
The William Carter Co.      
  1,070,585     Term Loan, 6.42%, Maturing July 14, 2012     1,040,252    
            $ 4,054,624    

 

See notes to financial statements
6



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Conglomerates — 3.6%      
Amsted Industries, Inc.      
$ 1,906,602     Term Loan, 7.28%, Maturing October 15, 2010   $ 1,857,745    
Blount, Inc.      
  340,089     Term Loan, 6.47%, Maturing August 9, 2010     333,288    
Doncasters (Dunde HoldCo 4 Ltd.)      
  477,212     Term Loan, 7.16%, Maturing July 13, 2015     464,995    
  477,212     Term Loan, 7.66%, Maturing July 13, 2015     466,188    
GBP 550,000     Term Loan, 10.44%, Maturing January 13, 2016     1,094,129    
GenTek, Inc.      
  564,924     Term Loan, 7.30%, Maturing February 25, 2011     560,687    
Goodman Global Holdings, Inc.      
  1,000,000     Term Loan, Maturing December 23, 2011(2)     993,750    
  482,879     Term Loan, 6.44%, Maturing December 23, 2011     478,007    
ISS Holdings A/S      
EUR 1,162,281     Term Loan, 6.73%, Maturing December 31, 2013     1,656,887    
EUR 162,719     Term Loan, 6.73%, Maturing December 31, 2013     231,964    
Jarden Corp.      
  2,410,861     Term Loan, 6.95%, Maturing January 24, 2012     2,328,154    
  951,419     Term Loan, 6.95%, Maturing January 24, 2012     918,780    
Johnson Diversey, Inc.      
  1,856,921     Term Loan, 6.88%, Maturing December 16, 2011     1,825,585    
Polymer Group, Inc.      
  2,779,108     Term Loan, 7.29%, Maturing November 22, 2012     2,758,265    
RBS Global, Inc.      
  1,425,000     Term Loan, 7.49%, Maturing July 19, 2013     1,391,156    
  345,625     Term Loan, 7.64%, Maturing July 19, 2013     337,416    
RGIS Holdings, LLC      
  149,685     Term Loan, 7.32%, Maturing April 30, 2014     138,957    
  2,993,690     Term Loan, 7.45%, Maturing April 30, 2014     2,779,142    
US Investigations Services, Inc.      
  2,150,000     Term Loan, 8.24%, Maturing February 21, 2015     2,058,625    
Vertrue, Inc.      
  950,000     Term Loan, 8.20%, Maturing August 16, 2014     916,750    
            $ 23,590,470    
Containers and Glass Products — 4.7%      
Berry Plastics Corp.      
$ 3,084,500     Term Loan, 6.69%, Maturing April 3, 2015   $ 2,894,717    
Bluegrass Container Co.      
  420,735     Term Loan, 7.31%, Maturing June 30, 2013     417,730    
  1,406,140     Term Loan, 7.34%, Maturing June 30, 2013     1,396,096    
  321,212     Term Loan, 9.82%, Maturing December 30, 2013     322,116    
  1,003,788     Term Loan, 9.82%, Maturing December 30, 2013     1,006,612    
Consolidated Container Co.      
  1,000,000     Term Loan, 10.46%, Maturing September 28, 2014     730,000    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Containers and Glass Products (continued)      
Crown Americas, Inc.      
$ 686,000     Term Loan, 6.62%, Maturing November 15, 2012   $ 661,132    
Graham Packaging Holdings Co.      
  4,701,375     Term Loan, 7.66%, Maturing October 7, 2011     4,521,402    
Graphic Packaging International, Inc.      
  6,368,000     Term Loan, 7.07%, Maturing May 16, 2014     6,188,900    
IPG (US), Inc.      
  1,938,750     Term Loan, 8.60%, Maturing July 28, 2011     1,924,210    
JSG Acquisitions      
  2,055,000     Term Loan, 7.12%, Maturing December 31, 2013     1,974,084    
  2,055,000     Term Loan, 7.37%, Maturing December 13, 2014     1,984,359    
Kranson Industries, Inc.      
  941,385     Term Loan, 7.45%, Maturing July 31, 2013     922,557    
Owens-Brockway Glass Container      
  1,723,500     Term Loan, 6.15%, Maturing June 14, 2013     1,685,798    
Smurfit-Stone Container Corp.      
  717,807     Term Loan, 5.02%, Maturing November 1, 2011     704,011    
  697,928     Term Loan, 6.75%, Maturing November 1, 2011     684,514    
  936,584     Term Loan, 7.30%, Maturing November 1, 2011     918,584    
  1,583,025     Term Loan, 7.42%, Maturing November 1, 2011     1,552,601    
            $ 30,489,423    
Cosmetics / Toiletries — 0.8%      
American Safety Razor Co.      
$ 498,737     Term Loan, 7.51%, Maturing July 31, 2013   $ 488,763    
  1,050,000     Term Loan, 11.69%, Maturing July 31, 2014     1,050,000    
Bausch & Lomb, Inc.      
  130,000     Term Loan, 0.00%, Maturing April 30, 2015(3)     129,504    
  520,000     Term Loan, 8.27%, Maturing April 30, 2015     518,018    
KIK Custom Products, Inc.      
  1,075,000     Term Loan, 10.20%, Maturing November 30, 2014     795,500    
Prestige Brands, Inc.      
  2,195,337     Term Loan, 7.05%, Maturing April 7, 2011     2,154,175    
            $ 5,135,960    
Drugs — 1.2%      
Graceway Pharmaceuticals, LLC      
$ 1,007,917     Term Loan, 7.95%, Maturing May 3, 2012   $ 961,552    
  1,000,000     Term Loan, 11.70%, Maturing May 3, 2013     900,000    
  275,000     Term Loan, 13.45%, Maturing November 3, 2013     233,750    
Pharmaceutical Holdings Corp.      
  731,250     Term Loan, 8.06%, Maturing January 30, 2012     716,625    
Stiefel Laboratories, Inc.      
  752,739     Term Loan, 7.50%, Maturing December 28, 2013     731,098    
  984,136     Term Loan, 7.50%, Maturing December 28, 2013     958,303    

 

See notes to financial statements
7



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Drugs (continued)      
Warner Chilcott Corp.      
$ 2,774,090     Term Loan, 7.11%, Maturing January 18, 2012   $ 2,688,557    
  830,242     Term Loan, 7.20%, Maturing January 18, 2012     804,643    
            $ 7,994,528    
Ecological Services and Equipment — 1.9%      
Allied Waste Industries, Inc.      
$ 1,472,133     Term Loan, 5.50%, Maturing January 15, 2012   $ 1,411,658    
  2,448,352     Term Loan, 6.60%, Maturing January 15, 2012     2,347,774    
Blue Waste B.V. (AVR Acquisition)      
EUR 1,000,000     Term Loan, 6.98%, Maturing April 1, 2015     1,429,778    
Cory Environmental Holdings      
GBP 500,000     Term Loan, 10.05%, Maturing September 30, 2014     1,019,722    
IESI Corp.      
  1,400,000     Term Loan, 6.61%, Maturing January 20, 2012     1,353,625    
Kemble Water Structure Ltd.      
GBP 1,500,000     Term Loan, 10.05%, Maturing October 13, 2013     2,972,422    
Sensus Metering Systems, Inc.      
  49,579     Term Loan, 6.72%, Maturing December 17, 2010     48,835    
  763,088     Term Loan, 6.98%, Maturing December 17, 2010     751,642    
Waste Services, Inc.      
  750,000     Term Loan, 6.92%, Maturing March 31, 2011     733,125    
            $ 12,068,581    
Electronics / Electrical — 4.9%      
AMI Semiconductor, Inc.      
$ 1,995,238     Term Loan, 6.81%, Maturing April 1, 2012   $ 1,925,405    
Aspect Software, Inc.      
  1,994,741     Term Loan, 8.25%, Maturing July 11, 2011     1,929,912    
  2,000,000     Term Loan, 12.31%, Maturing July 11, 2013     1,890,000    
EnerSys Capital, Inc.      
  1,935,375     Term Loan, 6.76%, Maturing March 17, 2011     1,874,895    
FCI International S.A.S.      
  242,011     Term Loan, 7.76%, Maturing November 1, 2013     232,330    
  232,989     Term Loan, 7.76%, Maturing November 1, 2013     223,670    
  232,989     Term Loan, 7.76%, Maturing November 1, 2013     225,417    
  242,011     Term Loan, 7.76%, Maturing November 1, 2013     234,145    
Freescale Semiconductor, Inc.      
  4,739,188     Term Loan, 7.33%, Maturing December 1, 2013     4,437,064    
Infor Enterprise Solutions Holdings      
  3,239,050     Term Loan, 8.95%, Maturing July 28, 2012     3,125,683    
  1,689,940     Term Loan, 8.95%, Maturing July 28, 2012     1,630,792    
  500,000     Term Loan, 10.70%, Maturing March 2, 2014     471,250    
  183,333     Term Loan, 11.45%, Maturing March 2, 2014     172,792    
  316,667     Term Loan, 11.45%, Maturing March 2, 2014     298,458    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Electronics / Electrical (continued)      
Network Solutions, LLC      
$ 827,355     Term Loan, 7.62%, Maturing March 7, 2014   $ 781,850    
Open Solutions, Inc.      
  2,964,265     Term Loan, 7.28%, Maturing January 23, 2014     2,801,231    
Sensata Technologies Finance Co.      
  1,856,525     Term Loan, 6.76%, Maturing April 27, 2013     1,767,677    
Spectrum Brands, Inc.      
  64,767     Term Loan, 4.57%, Maturing March 30, 2013     62,791    
  1,785,631     Term Loan, 9.04%, Maturing March 30, 2013     1,731,169    
SS&C Technologies, Inc.      
  850,230     Term Loan, 7.20%, Maturing November 23, 2012     824,723    
TTM Technologies, Inc.      
  341,250     Term Loan, 7.23%, Maturing October 27, 2012     338,691    
VeriFone, Inc.      
  803,250     Term Loan, 6.71%, Maturing October 31, 2013     789,193    
Vertafore, Inc.      
  2,986,889     Term Loan, 7.52%, Maturing January 31, 2012     2,882,348    
  950,000     Term Loan, 11.02%, Maturing January 31, 2013     921,500    
            $ 31,572,986    
Equipment Leasing — 1.2%      
AWAS Capital, Inc.      
$ 2,303,744     Term Loan, 11.25%, Maturing March 22, 2013   $ 2,234,632    
The Hertz Corp.      
  444,444     Term Loan, 5.24%, Maturing December 21, 2012     436,816    
  2,470,269     Term Loan, 6.44%, Maturing December 21, 2012     2,427,872    
Maxim Crane Works, L.P.      
  972,563     Term Loan, 8.00%, Maturing June 29, 2014     909,346    
United Rentals, Inc.      
  307,105     Term Loan, 5.32%, Maturing February 14, 2011     300,196    
  1,387,431     Term Loan, 6.66%, Maturing February 14, 2011     1,356,214    
            $ 7,665,076    
Farming / Agriculture — 0.3%      
Central Garden & Pet Co.      
$ 2,290,125     Term Loan, 6.18%, Maturing February 28, 2014   $ 2,084,014    
            $ 2,084,014    
Financial Intermediaries — 1.8%      
Citco III, Ltd.      
$ 1,350,000     Term Loan, 7.63%, Maturing June 30, 2014   $ 1,301,062    
Grosvenor Capital Management      
  1,557,498     Term Loan, 7.09%, Maturing December 5, 2013     1,508,826    

 

See notes to financial statements
8



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Financial Intermediaries (continued)      
INVESTools, Inc.      
$ 500,000     Term Loan, 8.45%, Maturing August 13, 2012   $ 490,000    
Jupiter Asset Management Group      
GBP 462,299     Term Loan, 8.73%, Maturing June 30, 2015     893,721    
LPL Holdings, Inc.      
  3,964,901     Term Loan, 7.20%, Maturing December 18, 2014     3,806,305    
Nuveen Investments, Inc.      
  1,750,000     Term Loan, Maturing November 2, 2014(2)     1,729,843    
Oxford Acquisition III, Ltd.      
  929,820     Term Loan, 6.90%, Maturing May 24, 2014     877,285    
RJO Holdings Corp. (RJ O'Brien)      
  525,000     Term Loan, 7.83%, Maturing July 31, 2014     477,750    
Travelex America Holdings, Inc.      
  375,000     Term Loan, 7.30%, Maturing October 31, 2013     368,281    
  375,000     Term Loan, 7.80%, Maturing October 31, 2014     370,156    
            $ 11,823,229    
Food Products — 3.8%      
Acosta, Inc.      
$ 3,309,981     Term Loan, 7.08%, Maturing July 28, 2013   $ 3,173,444    
Advantage Sales & Marketing, Inc.      
  934,399     Term Loan, 6.90%, Maturing March 29, 2013     898,775    
  474,897     Term Loan, 6.90%, Maturing March 29, 2013     456,791    
Black Lion Beverages III B.V.      
EUR 147,059     Term Loan, 6.71%, Maturing December 31, 2013     209,307    
EUR 852,941     Term Loan, 6.71%, Maturing December 31, 2014     1,213,983    
Chiquita Brands, LLC      
  666,188     Term Loan, 7.81%, Maturing June 28, 2012     648,978    
Dean Foods Co.      
  3,830,750     Term Loan, 6.70%, Maturing April 2, 2014     3,650,314    
Dole Food Company, Inc.      
  181,395     Term Loan, 5.16%, Maturing April 12, 2013     171,101    
  1,340,058     Term Loan, 7.32%, Maturing April 12, 2013     1,264,010    
  402,017     Term Loan, 7.37%, Maturing April 12, 2013     379,203    
Michael Foods, Inc.      
  530,333     Term Loan, 6.83%, Maturing November 21, 2010     521,881    
National Dairy Holdings, L.P.      
  755,520     Term Loan, 8.81%, Maturing March 15, 2012     729,077    
Pinnacle Foods Finance, LLC      
  4,164,563     Term Loan, 7.95%, Maturing April 2, 2014     3,966,746    
Provimi Group SA      
EUR 750,000     Term Loan, Maturing June 28, 2015(2)     1,029,326    
EUR 313,394     Term Loan, 6.39%, Maturing June 28, 2015     441,615    
EUR 427,191     Term Loan, 6.39%, Maturing June 28, 2015     629,496    
EUR 56,128     Term Loan, 6.39%, Maturing June 28, 2015(3)     76,209    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Food Products (continued)      
EUR 621,227     Term Loan, 6.39%, Maturing June 28, 2015(3)   $ 875,394    
EUR 360,471     Term Loan, 6.39%, Maturing June 28, 2015(3)     507,952    
  146,502     Term Loan, 6.91%, Maturing June 28, 2015     140,642    
  180,289     Term Loan, 6.91%, Maturing June 28, 2015     173,077    
EUR 836,935     Term Loan, 6.39%, Maturing December 28, 2016(3)     1,136,357    
  338,551     Term Loan, 6.91%, Maturing December 28, 2016(3)     313,159    
Reddy Ice Group, Inc.      
  2,190,000     Term Loan, 7.00%, Maturing August 9, 2012     2,151,675    
            $ 24,758,512    
Food Service — 2.9%      
AFC Enterprises, Inc.      
$ 589,537     Term Loan, 7.50%, Maturing May 23, 2009   $ 579,957    
Aramark Corp.      
  200,444     Term Loan, 5.20%, Maturing January 26, 2014     191,725    
  2,800,971     Term Loan, 7.20%, Maturing January 26, 2014     2,679,128    
GBP 1,243,750     Term Loan, 8.44%, Maturing January 27, 2014     2,416,683    
Buffets, Inc.      
  207,083     Term Loan, 5.10%, Maturing May 1, 2013     178,765    
  1,556,157     Term Loan, 7.98%, Maturing November 1, 2013     1,343,353    
Burger King Corp.      
  1,303,443     Term Loan, 6.75%, Maturing June 30, 2012     1,287,784    
CBRL Group, Inc.      
  1,960,554     Term Loan, 6.38%, Maturing April 27, 2013     1,875,597    
Denny's, Inc.      
  135,667     Term Loan, 5.12%, Maturing March 31, 2012     133,292    
  751,718     Term Loan, 7.23%, Maturing March 31, 2012     738,563    
JRD Holdings, Inc.      
  1,452,344     Term Loan, 7.74%, Maturing June 26, 2014     1,401,512    
NPC International, Inc.      
  420,000     Term Loan, 6.85%, Maturing May 3, 2013     400,313    
OSI Restaurant Partners, LLC      
  37,691     Term Loan, Maturing May 9, 2013(2)     34,958    
  118,981     Term Loan, 5.52%, Maturing May 9, 2013     108,945    
  462,309     Term Loan, Maturing May 9, 2014(2)     428,792    
  1,502,254     Term Loan, 7.13%, Maturing May 9, 2014     1,375,659    
QCE Finance, LLC      
  1,238,097     Term Loan, 7.45%, Maturing May 5, 2013     1,174,472    
  1,050,000     Term Loan, 10.95%, Maturing November 5, 2013     980,175    
Sagittarius Restaurants, LLC      
  418,625     Term Loan, 7.45%, Maturing March 29, 2013     379,902    
Selecta      
EUR 741,246     Term Loan, 8.37%, Maturing December 28, 2015     1,000,995    
            $ 18,710,570    

 

See notes to financial statements
9



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Food / Drug Retailers — 3.0%      
General Nutrition Centers, Inc.      
$ 900,000     Term Loan, Maturing September 16, 2013(2)   $ 837,000    
  1,144,250     Term Loan, 7.48%, Maturing September 16, 2013     1,046,265    
Iceland Foods Group, Ltd.      
GBP 2,125,000     Term Loan, 8.71%, Maturing May 2, 2014     4,303,779    
GBP 2,125,000     Term Loan, 9.21%, Maturing May 2, 2015     4,325,626    
Krispy Kreme Doughnut Corp.      
  396,582     Term Loan, 7.71%, Maturing February 16, 2014     371,795    
Pantry, Inc. (The)      
  266,667     Term Loan, 0.00%, Maturing May 15, 2014(3)     253,333    
  931,000     Term Loan, 6.58%, Maturing May 15, 2014     884,450    
Rite Aid Corp.      
  4,300,000     Term Loan, 6.46%, Maturing June 1, 2014     4,130,687    
Roundy's Supermarkets, Inc.      
  3,758,349     Term Loan, 8.46%, Maturing November 3, 2011     3,692,578    
            $ 19,845,513    
Forest Products — 2.8%      
Appleton Papers, Inc.      
$ 1,496,250     Term Loan, 6.86%, Maturing June 5, 2014   $ 1,421,972    
Boise Cascade Holdings, LLC      
  3,780,161     Term Loan, 6.52%, Maturing April 30, 2014     3,731,964    
  850,843     Term Loan, 6.72%, Maturing April 30, 2014     839,995    
Georgia-Pacific Corp.      
  9,677,625     Term Loan, 7.37%, Maturing December 20, 2012     9,209,296    
NewPage Corp.      
  1,812,402     Term Loan, 7.46%, Maturing May 2, 2011     1,803,340    
Xerium Technologies, Inc.      
  1,338,985     Term Loan, 7.95%, Maturing May 18, 2012     1,241,909    
            $ 18,248,476    
Healthcare — 13.3%      
Accellent, Inc.      
$ 2,360,711     Term Loan, 7.79%, Maturing November 22, 2012   $ 2,213,167    
Alliance Imaging, Inc.      
  476,259     Term Loan, 7.56%, Maturing December 29, 2011     466,733    
American Medical Systems      
  1,634,616     Term Loan, 7.55%, Maturing July 20, 2012     1,578,385    
AMN Healthcare, Inc.      
  385,805     Term Loan, 6.95%, Maturing November 2, 2011     376,160    
AMR HoldCo, Inc.      
  1,296,379     Term Loan, 7.71%, Maturing February 10, 2012     1,265,186    
Biomet, Inc.      
EUR 1,375,000     Term Loan, 7.72%, Maturing December 26, 2014     2,006,941    
  3,000,000     Term Loan, 8.20%, Maturing December 26, 2014     2,967,102    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Healthcare (continued)      
Capio AB      
EUR 227,051     Term Loan, 6.85%, Maturing April 24, 2015   $ 327,801    
EUR 272,949     Term Loan, 6.85%, Maturing April 24, 2015     394,066    
EUR 227,051     Term Loan, 6.98%, Maturing April 16, 2016     329,468    
EUR 272,949     Term Loan, 6.98%, Maturing April 24, 2016     396,069    
Cardinal Health 409, Inc.      
  2,443,875     Term Loan, 7.45%, Maturing April 10, 2014     2,330,846    
Carestream Health, Inc.      
  2,750,000     Term Loan, 7.11%, Maturing April 30, 2013     2,599,611    
  500,000     Term Loan, 10.30%, Maturing October 30, 2013     483,333    
Carl Zeiss Vision Holding GmbH      
  1,300,000     Term Loan, 7.64%, Maturing March 23, 2015     1,276,167    
Community Health Systems, Inc.      
  570,766     Term Loan, 0.00%, Maturing July 25, 2014(3)     547,513    
  8,654,234     Term Loan, 7.33%, Maturing July 25, 2014     8,301,669    
Concentra, Inc.      
  700,000     Term Loan, 10.70%, Maturing June 25, 2015     661,500    
ConMed Corp.      
  527,333     Term Loan, 6.30%, Maturing April 13, 2013     514,150    
CRC Health Corp.      
  544,500     Term Loan, 7.45%, Maturing February 6, 2013     528,165    
  541,778     Term Loan, 7.45%, Maturing February 6, 2013     525,524    
Dako EQT Project Delphi      
  500,000     Term Loan, 8.98%, Maturing December 12, 2016(4)     462,950    
DaVita, Inc.      
  4,622,425     Term Loan, 6.71%, Maturing October 5, 2012     4,458,278    
DJO Finance, LLC      
  900,000     Term Loan, 8.00%, Maturing May 15, 2014     890,437    
Fenwal, Inc.      
  500,000     Term Loan, 10.33%, Maturing August 28, 2014     467,500    
FGX International, Inc.      
  427,948     Term Loan, 9.65%, Maturing December 12, 2012     415,109    
FHC Health Systems, Inc.      
  2,000,000     Term Loan, 15.33%, Maturing February 7, 2011     2,020,000    
Fresenius Medical Care Holdings      
  2,881,183     Term Loan, 6.65%, Maturing March 31, 2013     2,791,661    
Hanger Orthopedic Group, Inc.      
  814,513     Term Loan, 7.45%, Maturing May 30, 2013     783,969    
HCA, Inc.      
  7,443,750     Term Loan, 7.45%, Maturing November 18, 2013     7,144,839    
Health Management Association, Inc.      
  3,359,684     Term Loan, 6.94%, Maturing February 28, 2014     3,157,169    
HealthSouth Corp.      
  3,453,736     Term Loan, 7.17%, Maturing March 10, 2013     3,318,726    

 

See notes to financial statements
10



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Healthcare (continued)      
Iasis Healthcare, LLC      
$ 577,583     Term Loan, 5.96%, Maturing March 14, 2014(3)   $ 549,787    
  1,681,942     Term Loan, 7.07%, Maturing March 14, 2014     1,600,999    
  154,022     Term Loan, 7.24%, Maturing March 14, 2014     146,610    
Ikaria Acquisition, Inc.      
  613,936     Term Loan, 7.70%, Maturing March 28, 2013     601,657    
IM US Holdings, LLC      
  700,000     Term Loan, 9.45%, Maturing June 26, 2015     691,250    
Invacare Corp.      
  959,063     Term Loan, 7.15%, Maturing February 12, 2013     926,095    
Leiner Health Products, Inc.      
  2,418,750     Term Loan, 9.65%, Maturing May 27, 2011     2,266,066    
LifeCare Holdings, Inc.      
  955,500     Term Loan, 8.45%, Maturing August 11, 2012     866,638    
LifePoint Hospitals, Inc.      
  2,296,933     Term Loan, 6.72%, Maturing April 15, 2012     2,201,365    
Magellan Health Services, Inc.      
  2,162,162     Term Loan, 4.57%, Maturing August 15, 2008     2,118,919    
  810,811     Term Loan, 6.87%, Maturing August 15, 2008     794,595    
Matria Healthcare, Inc.      
  1,000,000     Term Loan, Maturing January 19, 2012(2)     982,500    
  161,817     Term Loan, 7.10%, Maturing January 19, 2012     156,963    
MultiPlan Merger Corp.      
  1,133,032     Term Loan, 7.32%, Maturing April 12, 2013     1,099,042    
  908,565     Term Loan, 7.32%, Maturing April 12, 2013     881,308    
National Mentor Holdings, Inc.      
  68,600     Term Loan, 5.32%, Maturing June 29, 2013     67,228    
  1,141,945     Term Loan, 7.20%, Maturing June 29, 2013     1,119,106    
National Rental Institutes, Inc.      
  962,813     Term Loan, 7.50%, Maturing March 31, 2013     936,335    
Nyco Holdings      
EUR 1,000,000     Term Loan, 7.21%, Maturing December 29, 2014     1,342,777    
EUR 1,000,000     Term Loan, 7.71%, Maturing December 29, 2015     1,350,117    
Physiotherapy Associates, Inc.      
  926,514     Term Loan, 9.50%, Maturing June 27, 2013     884,821    
RadNet Management, Inc.      
  620,313     Term Loan, 9.22%, Maturing November 15, 2012     620,313    
  650,000     Term Loan, 13.22%, Maturing November 15, 2013     654,875    
ReAble Therapeutics Finance, LLC      
  2,845,438     Term Loan, 7.20%, Maturing November 16, 2013     2,760,075    
Renal Advantage, Inc.      
  367,619     Term Loan, 8.10%, Maturing October 5, 2012     357,509    
Select Medical Holding Corp.      
  2,304,675     Term Loan, 7.01%, Maturing February 24, 2012     2,197,122    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Healthcare (continued)      
Sunrise Medical Holdings, Inc.      
$ 697,573     Term Loan, 8.91%, Maturing May 13, 2010   $ 627,815    
Vanguard Health Holding Co., LLC      
  1,337,631     Term Loan, 7.45%, Maturing September 23, 2011     1,297,502    
Viant Holdings, Inc.      
  598,500     Term Loan, 7.45%, Maturing June 25, 2014     552,116    
            $ 86,651,699    
Home Furnishings — 1.2%      
Hunter Fan Co.      
$ 55,714     Term Loan, 0.00%, Maturing April 16, 2014(3)   $ 50,561    
  540,939     Term Loan, 7.38%, Maturing April 16, 2014     490,902    
Interline Brands, Inc.      
  1,102,351     Term Loan, 6.55%, Maturing June 23, 2013     1,078,926    
  762,092     Term Loan, 6.55%, Maturing June 23, 2013     745,898    
National Bedding Co., LLC      
  496,250     Term Loan, 7.15%, Maturing August 31, 2011     460,272    
  1,050,000     Term Loan, 9.88%, Maturing August 31, 2012     964,250    
Simmons Co.      
  3,208,037     Term Loan, 7.34%, Maturing December 19, 2011     3,074,705    
  1,000,000     Term Loan, 10.65%, Maturing February 15, 2012     915,000    
            $ 7,780,514    
Industrial Equipment — 4.3%      
Aearo Technologies, Inc.      
$ 400,000     Term Loan, 10.70%, Maturing September 24, 2013   $ 400,500    
  748,125     Term Loan, 7.45%, Maturing July 2, 2014     741,813    
Alliance Laundry Holdings, LLC      
  472,314     Term Loan, 7.63%, Maturing January 27, 2012     467,000    
Brand Energy and Infrast Series, Inc.      
  900,000     Term Loan, 8.13%, Maturing February 7, 2014     882,000    
CEVA Group PLC U.S.      
  1,182,563     Term Loan, 7.87%, Maturing January 4, 2014     1,164,824    
  2,282,690     Term Loan, 8.08%, Maturing January 4, 2014     2,248,450    
  846,843     Term Loan, 8.20%, Maturing January 4, 2014     834,141    
Colfax Corp.      
EUR 1,808,102     Term Loan, 6.98%, Maturing December 19, 2011     2,620,847    
EPD Holdings (Goodyear Engineering Products)      
  153,125     Term Loan, 7.30%, Maturing July 13, 2014     148,276    
  1,071,875     Term loan, 7.46%, Maturing July 13, 2014     1,037,932    
  850,000     Term Loan, 10.71%, Maturing July 13, 2015     818,125    
Flowserve Corp.      
  2,227,198     Term Loan, 6.78%, Maturing August 10, 2012     2,174,302    

 

See notes to financial statements
11



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Industrial Equipment (continued)      
FR Brand Acquisition Corp.      
$ 746,250     Term Loan, 7.48%, Maturing February 7, 2014   $ 711,425    
Generac Acquisition Corp.      
  1,930,500     Term Loan, 7.73%, Maturing November 7, 2013     1,679,189    
  500,000     Term Loan, 11.23%, Maturing April 7, 2014     360,833    
Gleason Corp.      
  145,941     Term Loan, 7.01%, Maturing June 30, 2013     141,928    
  633,988     Term Loan, 7.01%, Maturing June 30, 2013     616,554    
Itron, Inc.      
EUR 380,090     Term Loan, 6.73%, Maturing April 18, 2014     544,141    
Jason, Inc.      
  498,750     Term Loan, 7.16%, Maturing April 30, 2010     478,800    
John Maneely Co.      
  3,087,634     Term Loan, 8.43%, Maturing December 8, 2013     2,784,385    
KION Group GmbH      
  250,000     Term Loan, 7.49%, Maturing December 23, 2014     240,396    
  250,000     Term Loan, 7.74%, Maturing December 23, 2015     241,646    
Polypore, Inc.      
  3,366,563     Term Loan, 7.06%, Maturing July 3, 2014     3,252,941    
Sequa Corp.      
  1,000,000     Term Loan, Maturing November 30, 2014(2)     965,833    
Terex Corp.      
  790,000     Term Loan, 6.95%, Maturing July 13, 2013     788,025    
TFS Acquisition Corp.      
  1,980,000     Term Loan, 8.70%, Maturing August 11, 2013     1,940,400    
            $ 28,284,706    
Insurance — 1.9%      
Alliant Holdings I, Inc.      
$ 1,150,000     Term Loan, 7.99%, Maturing August 21, 2014   $ 1,106,875    
AmWINS Group, Inc.      
  500,000     Term Loan, 11.07%, Maturing June 8, 2014     427,500    
Applied Systems, Inc.      
  1,485,000     Term Loan, 7.42%, Maturing September 26, 2013     1,440,450    
CCC Information Services Group, Inc.      
  669,657     Term Loan, 7.71%, Maturing February 10, 2013     659,613    
Conseco, Inc.      
  3,891,939     Term Loan, 6.81%, Maturing October 10, 2013     3,587,072    
Crawford & Company      
  1,375,810     Term Loan, 7.45%, Maturing October 31, 2013     1,334,535    
Crump Group, Inc.      
  1,250,000     Term Loan, 8.32%, Maturing August 4, 2014     1,231,250    
Hub International Holdings, Inc.      
  169,148     Term Loan, 7.32%, Maturing June 13, 2014(3)     161,114    
  753,830     Term Loan, 8.20%, Maturing June 13, 2014     718,023    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Insurance (continued)      
U.S.I. Holdings Corp.      
$ 1,920,187     Term Loan, 7.95%, Maturing May 4, 2014   $ 1,838,580    
            $ 12,505,012    
Leisure Goods / Activities / Movies — 8.2%      
24 Hour Fitness Worldwide, Inc.      
$ 1,837,025     Term Loan, 7.81%, Maturing June 8, 2012   $ 1,781,914    
AMC Entertainment, Inc.      
  2,063,250     Term Loan, 6.53%, Maturing January 26, 2013     1,974,594    
AMF Bowling Worldwide, Inc.      
  1,200,000     Term Loan, 11.81%, Maturing December 8, 2013     1,134,000    
Bombardier Recreational Product      
  2,027,848     Term Loan, 7.69%, Maturing June 28, 2013     1,956,028    
Butterfly Wendel US, Inc.      
  325,000     Term Loan, 8.14%, Maturing June 22, 2013     302,521    
  325,000     Term Loan, 7.89%, Maturing June 22, 2014     300,896    
Carmike Cinemas, Inc.      
  1,987,425     Term Loan, 9.23%, Maturing May 19, 2012     1,963,410    
Cedar Fair, L.P.      
  4,349,962     Term Loan, 6.82%, Maturing August 30, 2012     4,107,996    
Cinemark, Inc.      
  4,008,368     Term Loan, 6.66%, Maturing October 5, 2013     3,828,617    
Deluxe Entertainment Services      
  62,008     Term Loan, 5.10%, Maturing January 28, 2011     58,287    
  1,341,565     Term Loan, 7.45%, Maturing January 28, 2011     1,261,071    
  121,821     Term Loan, 7.45%, Maturing January 28, 2011     114,511    
Easton-Bell Sports, Inc.      
  1,359,957     Term Loan, 6.85%, Maturing March 16, 2012     1,308,959    
HEI Acquisition, LLC      
  2,150,000     Term Loan, 9.02%, Maturing April 13, 2014     2,107,000    
Mega Blocks, Inc.      
  1,783,937     Term Loan, 7.25%, Maturing July 26, 2012     1,623,383    
Metro-Goldwyn-Mayer Holdings, Inc.      
  8,826,146     Term Loan, 8.45%, Maturing April 8, 2012     8,233,391    
National CineMedia, LLC      
  850,000     Term Loan, 7.46%, Maturing February 13, 2015     806,570    
Regal Cinemas Corp.      
  4,455,000     Term Loan, 6.70%, Maturing November 10, 2010     4,264,143    
Revolution Studios Distribution Co., LLC      
  1,376,285     Term Loan, 8.58%, Maturing December 21, 2014     1,362,522    
  900,000     Term Loan, 11.83%, Maturing June 21, 2015     886,500    
Six Flags Theme Parks, Inc.      
  3,491,250     Term Loan, 7.25%, Maturing April 30, 2015     3,241,409    
Southwest Sports Group, LLC      
  2,000,000     Term Loan, 7.75%, Maturing December 22, 2010     1,955,000    

 

See notes to financial statements
12



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Leisure Goods / Activities / Movies (continued)      
Universal City Development Partners, Ltd.      
$ 1,924,945     Term Loan, 6.76%, Maturing June 9, 2011   $ 1,881,634    
WMG Acquisition Corp.      
  6,299,720     Term Loan, 7.07%, Maturing February 28, 2011     6,055,606    
Zuffa, LLC      
  997,500     Term Loan, 6.94%, Maturing June 20, 2016     852,862    
            $ 53,362,824    
Lodging and Casinos — 4.0%      
Ameristar Casinos, Inc.      
$ 1,203,563     Term Loan, 7.43%, Maturing November 10, 2012   $ 1,188,518    
Bally Technologies, Inc.      
  3,835,124     Term Loan, 8.64%, Maturing September 5, 2009     3,829,532    
CCM Merger, Inc.      
  1,560,350     Term Loan, 7.20%, Maturing April 25, 2012     1,513,539    
Isle of Capri Casinos, Inc.      
  445,588     Term Loan, 0.00%, Maturing November 30, 2013(3)     419,410    
  592,633     Term Loan, 6.52%, Maturing November 30, 2013     557,816    
  1,481,581     Term Loan, 6.74%, Maturing November 30, 2013     1,394,538    
LodgeNet Entertainment Corp.      
  922,688     Term Loan, 7.20%, Maturing April 4, 2014     879,437    
New World Gaming Partners, Ltd.      
  1,125,000     Term Loan, Maturing June 30, 2014(2)     1,029,375    
  225,000     Term Loan, Maturing June 30, 2014(2)     205,875    
Penn National Gaming, Inc.      
  7,129,500     Term Loan, 6.71%, Maturing October 3, 2012     7,059,873    
Venetian Casino Resort/Las Vegas Sands Inc.      
  960,000     Term Loan, 0.00%, Maturing May 14, 2014(3)     909,273    
  3,830,400     Term Loan, 6.95%, Maturing May 23, 2014     3,627,998    
VML US Finance, LLC      
  500,000     Term Loan, 7.45%, Maturing May 25, 2012     479,922    
  1,000,000     Term Loan, 7.45%, Maturing May 25, 2013     959,844    
Wimar OpCo, LLC      
  1,954,381     Term Loan, 7.45%, Maturing January 3, 2012     1,893,611    
            $ 25,948,561    
Nonferrous Metals / Minerals — 2.3%      
Alpha Natural Resources, LLC      
$ 957,938     Term Loan, 6.95%, Maturing October 26, 2012   $ 941,972    
Euramax International, Inc.      
  675,157     Term Loan, 8.24%, Maturing June 28, 2012     612,143    
  501,316     Term Loan, 13.24%, Maturing June 28, 2013     434,891    
  248,684     Term Loan, 13.24%, Maturing June 28, 2013     215,734    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Nonferrous Metals / Minerals (continued)      
Magnum Coal Co.      
$ 209,091     Term Loan, 8.08%, Maturing March 15, 2013   $ 190,273    
  2,059,545     Term Loan, 8.08%, Maturing March 15, 2013     1,874,186    
Murray Energy Corp.      
  953,050     Term Loan, 7.91%, Maturing January 28, 2010     914,928    
Neo Material Technologies, Inc.      
  1,231,875     Term Loan, 8.69%, Maturing August 31, 2009     1,231,875    
Noranda Aluminum Acquisition      
  1,444,938     Term Loan, 6.91%, Maturing May 18, 2014     1,384,731    
Novelis, Inc.      
  709,160     Term Loan, 7.20%, Maturing June 28, 2014     675,475    
  1,560,152     Term Loan, 7.20%, Maturing June 28, 2014     1,486,045    
Oxbow Carbon and Mineral Holdings      
  2,608,421     Term Loan, 7.19%, Maturing May 8, 2014     2,458,437    
  229,049     Term Loan, 7.20%, Maturing May 8, 2014     215,879    
Stillwater Mining Co.      
  1,339,381     Term Loan, 7.38%, Maturing July 30, 2010     1,329,336    
Thompson Creek Metals Co.      
  1,301,440     Term Loan, 9.56%, Maturing October 26, 2012     1,304,693    
            $ 15,270,598    
Oil and Gas — 2.4%      
Atlas Pipeline Partners, L.P.      
$ 1,700,000     Term Loan, 7.57%, Maturing July 20, 2014   $ 1,687,250    
Big West Oil, LLC      
  453,750     Term Loan, 0.00%, Maturing May 1, 2014(3)     437,869    
  369,188     Term Loan, 7.45%, Maturing May 1, 2014     356,266    
Dresser, Inc.      
  1,595,938     Term Loan, 7.45%, Maturing May 4, 2014     1,533,297    
  1,000,000     Term Loan, 11.13%, Maturing May 4, 2015     957,500    
Enterprise GP Holdings L.P.      
  1,325,000     Term Loan, 7.49%, Maturing October 31, 2014     1,318,375    
Kinder Morgan, Inc.      
  4,255,667     Term Loan, 6.33%, Maturing May 21, 2014     4,052,195    
Niska Gas Storage      
  150,135     Term Loan, 6.41%, Maturing May 13, 2011     144,380    
  84,460     Term Loan, 6.41%, Maturing May 13, 2011     81,222    
  124,684     Term Loan, 7.32%, Maturing May 13, 2011     119,905    
  769,592     Term Loan, 7.32%, Maturing May 12, 2013     740,091    
Primary Natural Resources, Inc.      
  1,723,750     Term Loan, 7.50%, Maturing July 28, 2010(4)     1,702,203    
Targa Resources, Inc.      
  1,410,000     Term Loan, 5.07%, Maturing October 31, 2012     1,386,030    
  1,090,658     Term Loan, 6.92%, Maturing October 31, 2012     1,072,117    
            $ 15,588,700    

 

See notes to financial statements
13



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Publishing — 11.5%      
American Media Operations, Inc.      
$ 2,000,000     Term Loan, 8.25%, Maturing January 31, 2013   $ 1,960,000    
Aster Zweite Beteiligungs GmbH      
  850,000     Term Loan, 7.39%, Maturing September 27, 2013     805,375    
CanWest MediaWorks, Ltd.      
  895,500     Term Loan, 7.08%, Maturing July 10, 2014     870,874    
Dex Media West, LLC      
  2,599,760     Term Loan, 6.83%, Maturing March 9, 2010     2,549,390    
GateHouse Media Operating, Inc.      
  1,525,000     Term Loan, 7.07%, Maturing August 28, 2014     1,364,466    
  650,000     Term Loan, 7.24%, Maturing August 28, 2014     581,576    
  750,000     Term Loan, 7.97%, Maturing August 28, 2014     674,062    
Idearc, Inc.      
  8,138,500     Term Loan, 7.20%, Maturing November 17, 2014     7,810,649    
Laureate Education, Inc.      
  247,247     Term Loan, 0.00%, Maturing August 17, 2014(3)     240,062    
  1,668,920     Term Loan, 8.73%, Maturing August 17, 2014     1,620,418    
MediaNews Group, Inc.      
  547,978     Term Loan, 6.64%, Maturing August 25, 2010     514,414    
  1,061,563     Term Loan, 7.14%, Maturing August 2, 2013     1,003,177    
Mediannuaire Holding      
EUR 500,000     Term Loan, 6.50%, Maturing October 24, 2013     704,568    
EUR 727,273     Term Loan, 7.00%, Maturing October 10, 2014     1,030,312    
EUR 727,273     Term Loan, 7.50%, Maturing October 10, 2015     1,035,650    
Merrill Communications, LLC      
  5,385,992     Term Loan, 7.30%, Maturing February 9, 2009     5,197,482    
Nebraska Book Co., Inc.      
  1,429,584     Term Loan, 7.65%, Maturing March 4, 2011     1,383,123    
Nelson Education, Ltd.      
  500,000     Term Loan, 7.70%, Maturing July 5, 2014     468,437    
Nielsen Finance, LLC      
  7,623,011     Term Loan, 7.06%, Maturing August 9, 2013     7,242,387    
Philadelphia Newspapers, LLC      
  784,845     Term Loan, 8.75%, Maturing June 29, 2013     722,057    
R.H. Donnelley Corp.      
  7,507,224     Term Loan, 6.89%, Maturing June 30, 2010     7,299,732    
Reader's Digest Association      
  4,626,779     Term Loan, 7.54%, Maturing March 2, 2014     4,235,432    
Riverdeep Interactive Learning USA, Inc.      
  4,252,757     Term Loan, 7.95%, Maturing December 20, 2013     4,232,378    
SGS International, Inc.      
  761,438     Term Loan, 7.84%, Maturing December 30, 2011     750,016    
Source Media, Inc.      
  1,232,716     Term Loan, 7.07%, Maturing November 8, 2011     1,180,326    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Publishing (continued)      
TL Acquisitions, Inc.      
$ 2,150,000     Term Loan, 7.95%, Maturing July 5, 2014   $ 2,046,383    
Trader Media Corp.      
GBP 2,528,500     Term Loan, 8.42%, Maturing March 23, 2015     4,933,178    
Tribune Co.      
  2,053,333     Term Loan, 7.74%, Maturing May 17, 2009     2,009,700    
  4,289,250     Term Loan, 8.24%, Maturing May 17, 2014     3,743,979    
Xsys US, Inc.      
  2,004,256     Term Loan, 7.39%, Maturing September 27, 2013     1,899,033    
  2,031,126     Term Loan, 7.39%, Maturing September 27, 2014     1,935,917    
Yell Group, PLC      
  2,900,000     Term Loan, 6.82%, Maturing February 10, 2013     2,832,938    
            $ 74,877,491    
Radio and Television — 6.5%      
Block Communications, Inc.      
$ 933,375     Term Loan, 7.20%, Maturing December 22, 2011   $ 900,707    
Cequel Communications, LLC      
  1,800,000     Term Loan, 9.41%, Maturing May 5, 2014     1,703,250    
  3,814,667     Term Loan, 10.91%, Maturing May 5, 2014     3,629,655    
CMP KC, LLC      
  976,188     Term Loan, 8.69%, Maturing May 5, 2013     922,498    
CMP Susquehanna Corp.      
  1,499,063     Term Loan, 6.77%, Maturing May 5, 2013     1,425,608    
Discovery Communications, Inc.      
  2,693,250     Term Loan, 7.20%, Maturing April 30, 2014     2,617,839    
Emmis Operating Co.      
  894,084     Term Loan, 7.20%, Maturing November 2, 2013     846,027    
Entravision Communications Corp.      
  1,445,500     Term Loan, 6.73%, Maturing September 29, 2013     1,375,032    
Gray Television, Inc.      
  1,410,750     Term Loan, 6.73%, Maturing January 19, 2015     1,336,097    
HIT Entertainment, Inc.      
  1,298,516     Term Loan, 7.17%, Maturing March 20, 2012     1,240,083    
NEP II, Inc.      
  696,498     Term Loan, 7.45%, Maturing February 16, 2014     665,155    
Nexstar Broadcasting, Inc.      
  2,002,347     Term Loan, 6.95%, Maturing October 1, 2012     1,932,265    
  1,896,318     Term Loan, 6.95%, Maturing October 1, 2012     1,829,947    
NextMedia Operating, Inc.      
  116,443     Term Loan, 6.66%, Maturing November 15, 2012     109,165    
  262,000     Term Loan, 6.69%, Maturing November 15, 2012     245,625    
PanAmSat Corp.      
  2,722,500     Term Loan, 6.71%, Maturing January 3, 2014     2,663,188    

 

See notes to financial statements
14



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Radio and Television (continued)      
Paxson Communications Corp.      
$ 2,775,000     Term Loan, 8.49%, Maturing January 15, 2012   $ 2,677,875    
Raycom TV Broadcasting, LLC      
  1,125,000     Term Loan, 6.38%, Maturing June 25, 2014     1,080,000    
SFX Entertainment      
  1,291,293     Term Loan, 7.95%, Maturing June 21, 2013     1,260,624    
Sirius Satellite Radio, Inc.      
  500,000     Term Loan, 7.06%, Maturing December 19, 2012     477,500    
Spanish Broadcasting System, Inc.      
  982,368     Term Loan, 6.95%, Maturing June 10, 2012     924,654    
Tyrol Acquisition 2 SAS      
EUR 875,000     Term Loan, 6.37%, Maturing January 19, 2015     1,196,985    
EUR 875,000     Term Loan, 6.62%, Maturing January 19, 2016     1,202,490    
Univision Communications, Inc.      
  825,000     Term Loan, 7.32%, Maturing March 29, 2009     811,594    
  282,718     Term Loan, 0.00%, Maturing September 29, 2014(3)     260,012    
  8,142,282     Term Loan, 7.21%, Maturing September 29, 2014     7,488,359    
Young Broadcasting, Inc.      
  985,000     Term Loan, 7.19%, Maturing November 3, 2012     938,213    
  796,663     Term Loan, 7.25%, Maturing November 3, 2012     758,821    
            $ 42,519,268    
Rail Industries — 0.6%      
Kansas City Southern Railway Co.      
$ 2,221,875     Term Loan, 6.67%, Maturing March 30, 2008   $ 2,173,271    
RailAmerica, Inc.      
  1,725,000     Term Loan, 7.12%, Maturing August 14, 2008     1,694,813    
            $ 3,868,084    
Retailers (Except Food and Drug) — 3.4%      
American Achievement Corp.      
$ 1,404,229     Term Loan, 7.07%, Maturing March 25, 2011   $ 1,376,144    
Amscan Holdings, Inc.      
  572,125     Term Loan, 7.49%, Maturing May 25, 2013     539,228    
Claire's Stores, Inc.      
  399,000     Term Loan, 7.95%, Maturing May 24, 2014     353,988    
Cumberland Farms, Inc.      
  1,732,500     Term Loan, 7.67%, Maturing September 29, 2013     1,706,513    
Educate, Inc.      
  500,000     Term Loan, 10.45%, Maturing June 14, 2014     483,125    
FTD, Inc.      
  715,469     Term Loan, 6.57%, Maturing July 28, 2013     710,103    
Harbor Freight Tools USA, Inc.      
  2,007,693     Term Loan, 6.94%, Maturing July 15, 2010     1,915,675    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Retailers (Except Food and Drug) (continued)      
Josten's Corp.      
$ 2,102,724     Term Loan, 7.20%, Maturing October 4, 2011   $ 2,071,183    
Mapco Express, Inc.      
  598,905     Term Loan, 7.74%, Maturing April 28, 2011     586,927    
Neiman Marcus Group, Inc.      
  884,494     Term Loan, 7.45%, Maturing April 5, 2013     852,652    
Orbitz Worldwide, Inc.      
  1,315,000     Term Loan, 8.20%, Maturing July 25, 2014     1,262,400    
Oriental Trading Co., Inc.      
  1,225,000     Term Loan, 10.83%, Maturing January 31, 2013     1,168,344    
  1,781,753     Term Loan, 7.21%, Maturing July 31, 2013     1,717,165    
Rent-A-Center, Inc.      
  1,151,262     Term Loan, 7.08%, Maturing November 15, 2012     1,103,292    
Rover Acquisition Corp.      
  2,431,625     Term Loan, 7.33%, Maturing October 26, 2013     2,341,453    
Savers, Inc.      
  384,442     Term Loan, 7.99%, Maturing August 11, 2012     372,908    
  417,374     Term Loan, 7.99%, Maturing August 11, 2012     404,853    
The Yankee Candle Company, Inc.      
  1,368,125     Term Loan, 7.20%, Maturing February 6, 2014     1,287,748    
Vivarte      
EUR 750,000     Term Loan, 6.77%, Maturing May 29, 2015     995,233    
EUR 750,000     Term Loan, 7.27%, Maturing May 29, 2016     1,001,226    
            $ 22,250,160    
Steel — 0.4%      
Algoma Acquisition Corp.      
$ 1,522,438     Term Loan, 8.09%, Maturing June 20, 2013   $ 1,423,479    
Niagara Corp.      
  1,147,125     Term Loan, 9.81%, Maturing June 29, 2014     1,015,206    
            $ 2,438,685    
Surface Transport — 1.0%      
Gainey Corp.      
$ 821,262     Term Loan, 10.47%, Maturing April 20, 2012   $ 555,721    
Oshkosh Truck Corp.      
  2,123,125     Term Loan, 7.45%, Maturing December 6, 2013     2,053,157    
Ozburn-Hessey Holding Co., LLC      
  490,687     Term Loan, 8.53%, Maturing August 9, 2012     463,699    
SIRVA Worldwide, Inc.      
  1,625,945     Term Loan, 12.50%, Maturing December 1, 2010     1,032,543    
Swift Transportation Co., Inc.      
  3,115,116     Term Loan, 7.94%, Maturing May 10, 2014     2,654,665    
            $ 6,759,785    

 

See notes to financial statements
15



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
  Borrower/Tranche Description   Value  
Telecommunications — 5.5%      
Alaska Communications Systems Holdings, Inc.      
$ 1,105,000     Term Loan, 6.95%, Maturing February 1, 2012   $ 1,064,714    
Alltell Communication      
  1,250,000     Term Loan, Maturing May 16, 2015(2)     1,199,133    
Asurion Corp.      
  1,675,000     Term Loan, 7.88%, Maturing July 13, 2012     1,620,040    
  1,000,000     Term Loan, 11.27%, Maturing January 13, 2013     976,563    
Centennial Cellular Operating Co., LLC      
  4,594,820     Term Loan, 7.19%, Maturing February 9, 2011     4,479,950    
CommScope, Inc.      
  1,300,000     Term Loan, Maturing November 19, 2014(2)     1,286,188    
Consolidated Communications, Inc.      
  4,496,651     Term Loan, 6.95%, Maturing July 27, 2015     4,440,443    
FairPoint Communications, Inc.      
  3,235,000     Term Loan, 7.00%, Maturing February 8, 2012     3,210,738    
Intelsat Bermuda, Ltd.      
  1,200,000     Term Loan, 7.21%, Maturing February 1, 2014     1,177,500    
Intelsat Subsidiary Holding Co.      
  1,089,000     Term Loan, 6.71%, Maturing July 3, 2013     1,068,037    
Iowa Telecommunications Services      
  688,000     Term Loan, 6.99%, Maturing November 23, 2011     669,617    
IPC Systems, Inc.      
  1,197,000     Term Loan, 7.45%, Maturing May 31, 2014     1,072,811    
  500,000     Term Loan, 10.45%, Maturing May 31, 2015     415,625    
Macquarie UK Broadcast Ventures, Ltd.      
GBP 850,000     Term Loan, 8.10%, Maturing December 26, 2014     1,682,188    
NTelos, Inc.      
  1,304,812     Term Loan, 7.08%, Maturing August 24, 2011     1,285,892    
Palm, Inc.      
  925,000     Term Loan, 8.33%, Maturing April 24, 2014     837,125    
Stratos Global Corp.      
  1,163,250     Term Loan, 7.95%, Maturing February 13, 2012     1,132,715    
Telesat Canada, Inc.      
  57,319     Term Loan, 0.00%, Maturing October 22, 2014(3)     56,398    
  670,632     Term Loan, 7.95%, Maturing October 22, 2014     659,855    
Trilogy International Partners      
  950,000     Term Loan, 8.70%, Maturing June 29, 2012     907,250    
Triton PCS, Inc.      
  3,137,611     Term Loan, 8.08%, Maturing November 18, 2009     3,131,728    
Windstream Corp.      
  3,428,699     Term Loan, 6.71%, Maturing July 17, 2013     3,367,088    
            $ 35,741,598    

 

Principal
Amount*
  Borrower/Tranche Description   Value  
Utilities — 4.0%      
AEI Finance Holding, LLC      
$ 301,657     Revolving Loan, 5.10%, Maturing March 30, 2012   $ 291,099    
  2,273,750     Term Loan, 8.20%, Maturing March 30, 2014     2,194,169    
Astoria Generating Co.      
  1,000,000     Term Loan, 8.96%, Maturing August 23, 2013     968,125    
BRSP, LLC      
  1,962,034     Term Loan, 7.91%, Maturing July 13, 2009     1,937,508    
Calpine Corp.      
  920,375     DIP Loan, 7.45%, Maturing March 30, 2009     899,667    
Covanta Energy Corp.      
  626,804     Term Loan, 5.10%, Maturing February 9, 2014     602,254    
  1,266,830     Term Loan, 6.71%, Maturing February 9, 2014     1,217,212    
Electricinvest Holding Co.      
EUR 476,616     Term Loan, 8.13%, Maturing October 24, 2012     672,491    
GBP 480,000     Term Loan, 9.99%, Maturing October 24, 2012     931,848    
LS Power Acquisition Co.      
  675,000     Term Loan, 8.94%, Maturing November 1, 2014     664,875    
Mach General, LLC      
  75,000     Term Loan, 7.20%, Maturing February 22, 2013     71,400    
  719,563     Term Loan, 7.00%, Maturing February 22, 2014     685,024    
Mirant North America, LLC      
  973,968     Term Loan, 6.57%, Maturing January 3, 2013     944,039    
NRG Energy, Inc.      
  2,875,000     Term Loan, 0.00%, Maturing June 1, 2014(3)     2,771,296    
  2,328,227     Term Loan, 6.85%, Maturing June 1, 2014     2,224,039    
  5,593,664     Term Loan, 6.95%, Maturing June 1, 2014     5,343,348    
Pike Electric, Inc.      
  1,404,977     Term Loan, 6.19%, Maturing July 1, 2012     1,389,172    
  381,414     Term Loan, 6.19%, Maturing December 10, 2012     377,123    
TXU Texas Competitive Electric Holdings Co., LLC      
  1,000,000     Term Loan, 8.40%, Maturing October 10, 2014     983,750    
  1,000,000     Term Loan, 8.40%, Maturing October 10, 2014     985,057    
            $ 26,153,496    
    Total Senior Floating-Rate Interests
(identified cost $1,018,622,899)
  $ 981,243,932    

 

See notes to financial statements
16



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Corporate Bonds & Notes — 11.1%      
Principal
Amount*
(000's omitted)
  Security   Value  
Aerospace and Defense — 0.1%      
Alion Science and Technologies, Corp.      
$ 155     10.25%, 2/1/15   $ 140,469    
Bombardier, Inc.      
  145     8.00%, 11/15/14(5)     150,800    
DRS Technologies, Inc., Sr. Sub. Notes      
  90     7.625%, 2/1/18     92,025    
            $ 383,294    
Automotive — 0.1%      
Altra Industrial Motion, Inc.      
$ 250     9.00%, 12/1/11   $ 252,500    
  125     9.00%, 12/1/11     126,250    
American Axle & Manufacturing, Inc.      
  150     7.875%, 3/1/17     139,500    
Commercial Vehicle Group, Inc., Sr. Notes      
  110     8.00%, 7/1/13     99,550    
General Motors Acceptance Corp.      
  235     6.375%, 5/1/08     233,237    
Goodyear Tire & Rubber Co., Sr. Notes, Variable Rate      
  200     9.135%, 12/1/09     202,000    
Tenneco, Inc.      
  65     8.125%, 11/15/15(5)     65,162    
            $ 1,118,199    
Broadcast Radio and Television — 0.0%      
Warner Music Group, Sr. Sub. Notes      
$ 90     7.375%, 4/15/14   $ 75,937    
            $ 75,937    
Brokers / Dealers / Investment Houses — 0.1%      
Nuveen Investments, Inc.      
$ 30     5.00%, 9/15/10   $ 27,450    
Nuveen Investments, Inc., Sr. Notes      
  365     10.50%, 11/15/15(5)     362,262    
Residential Capital LLC, Sub. Notes, Variable Rate      
  520     8.544%, 4/17/09(5)     226,200    
            $ 615,912    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Building and Development — 0.7%      
Grohe Holding of GmbH, Variable Rate(8)       
EUR 2,000     7.566%, 1/15/14   $ 2,730,201    
Nortek, Inc., Sr. Sub. Notes      
  950     8.50%, 9/1/14     774,250    
NTK Holdings, Inc., Sr. Disc. Notes      
  405     10.75%, 3/1/14     240,975    
Panolam Industries International      
  470     10.75%, 10/1/13     434,750    
Stanley Martin Co.      
  90     9.75%, 8/15/15     60,300    
            $ 4,240,476    
Business Equipment and Services — 0.8%      
Affinion Group, Inc.      
$ 110     10.125%, 10/15/13   $ 110,825    
  150     11.50%, 10/15/15     150,375    
Aramark Corp., Sr. Notes      
  70     8.50%, 2/1/15     70,612    
Ceridian Corp., Sr. Notes      
  395     11.25%, 11/15/15(5)     369,819    
Education Management, LLC      
  310     8.75%, 6/1/14     311,550    
  720     10.25%, 6/1/16     738,000    
KAR Holdings, Inc., Sr. Notes      
  20     8.75%, 5/1/14(5)     18,600    
KAR Holdings, Inc., Sr. Notes, Variable Rate      
  145     8.911%, 5/1/14(5)     132,675    
MediMedia USA, Inc., Sr. Sub Notes      
  180     11.375%, 11/15/14(5)     186,300    
Neff Corp., Sr. Notes      
  40     10.00%, 6/1/15     24,200    
Norcross Safety Products, LLC/Norcross Capital Corp.,
Sr. Sub. Notes, Series B
     
  1,040     9.875%, 8/15/11     1,073,800    
Safety Products Holdings, Inc. Sr. Notes (PIK)      
  354     11.75%, 1/1/12     369,524    
SunGard Data Systems, Inc.      
  90     9.125%, 8/15/13     92,025    
Travelport, LLC      
  530     9.875%, 9/1/14     537,950    
  79     11.875%, 9/1/16     84,135    
West Corp.      
  760     9.50%, 10/15/14     752,400    
            $ 5,022,790    

 

See notes to financial statements
17



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Cable and Satellite Television — 0.4%      
CCH I, LLC/CCH I Capital Co.      
$ 175     11.00%, 10/1/15   $ 153,125    
CCH II, LLC/CCH II Capital Co.      
  350     10.25%, 9/15/10     346,500    
CCO Holdings, LLC/CCO Capital Corp., Sr. Notes      
  1,785     8.75%, 11/15/13     1,753,762    
CSC Holdings, Inc., Sr. Notes      
  80     6.75%, 4/15/12     75,400    
Insight Communications, Sr. Disc. Notes      
  280     12.25%, 2/15/11     292,950    
Kabel Deutschland GmbH      
  220     10.625%, 7/1/14     231,000    
Mediacom Broadband Group Corp., LLC, Sr. Notes      
  25     8.50%, 10/15/15     22,375    
            $ 2,875,112    
Chemicals and Plastics — 0.2%      
CII Carbon, LLC      
$ 100     11.125%, 11/15/15(5)   $ 99,000    
Equistar Chemical, Sr. Notes      
  41     10.625%, 5/1/11     43,050    
INEOS Group Holdings PLC      
  385     8.50%, 2/15/16(5)     348,425    
Nova Chemicals Corp., Sr. Notes, Variable Rate      
  215     7.863%, 11/15/13     207,475    
Reichhold Industries, Inc., Sr. Notes      
  500     9.00%, 8/15/14(5)     495,000    
            $ 1,192,950    
Clothing / Textiles — 0.3%      
Levi Strauss & Co., Sr. Notes      
$ 435     9.75%, 1/15/15   $ 438,806    
  85     8.875%, 4/1/16     83,300    
Oxford Industries, Inc., Sr. Notes      
  1,290     8.875%, 6/1/11     1,286,775    
Perry Ellis International, Inc., Sr. Sub. Notes      
  355     8.875%, 9/15/13     346,125    
Phillips Van Heusen, Sr. Notes      
  20     7.25%, 2/15/11     20,100    
            $ 2,175,106    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Conglomerates — 0.1%      
Goodman Global Holdings, Inc., Sr. Notes, Variable Rate      
$ 234     8.36%, 6/15/12   $ 234,292    
RBS Global & Rexnord Corp.      
  195     9.50%, 8/1/14     194,025    
  175     11.75%, 8/1/16     175,875    
            $ 604,192    
Containers and Glass Products — 0.2%      
Intertape Polymer US, Inc., Sr. Sub. Notes      
$ 865     8.50%, 8/1/14   $ 793,637    
Pliant Corp. (PIK)      
  241     11.85%, 6/15/09     246,697    
Smurfit-Stone Container Enterprises, Inc., Sr. Notes      
  245     8.00%, 3/15/17     236,425    
            $ 1,276,759    
Cosmetics / Toiletries — 0.1%      
Bausch & Lomb, Inc., Sr. Notes      
$ 205     9.875%, 11/1/15(5)   $ 208,075    
Revlon Consumer Products Corp., Sr. Sub. Notes      
  225     8.625%, 2/1/08     221,062    
            $ 429,137    
Ecological Services and Equipment — 0.1%      
Waste Services, Inc., Sr. Sub. Notes      
$ 570     9.50%, 4/15/14   $ 572,850    
            $ 572,850    
Electronic / Electric — 0.3%      
Advanced Micro Devices, Inc., Sr. Notes      
$ 465     7.75%, 11/1/12   $ 430,125    
Amkor Technologies, Inc., Sr. Notes      
  110     7.75%, 5/15/13     103,812    
Avago Technologies Finance      
  100     11.875%, 12/1/15     108,750    
Avago Technologies Finance, Variable Rate      
  195     10.125%, 12/1/13     206,212    
NXP BV/NXP Funding, LLC      
  15     7.875%, 10/15/14     14,475    
NXP BV/NXP Funding, LLC, Variable Rate      
  875     7.993%, 10/15/13     830,156    
            $ 1,693,530    

 

See notes to financial statements
18



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Financial Intermediaries — 0.6%      
Alzette, Variable Rate      
$ 750     11.86%, 12/15/20(4)   $ 740,548    
E*Trade Financial Corp.      
  150     7.875%, 12/1/15     109,500    
E*Trade Financial Corp., Sr. Notes      
  105     8.00%, 6/15/11     80,850    
First CLO, Ltd., Sr. Sub. Notes, Variable Rate      
  1,000     7.68%, 7/27/16(5)     928,805    
Ford Motor Credit Co.      
  795     7.375%, 10/28/09     753,028    
  375     7.875%, 6/15/10     348,265    
Ford Motor Credit Co., Sr. Notes      
  55     5.80%, 1/12/09     52,348    
  20     9.875%, 8/10/11     19,369    
General Motors Acceptance Corp.      
  110     5.85%, 1/14/09     104,839    
  180     7.75%, 1/19/10     170,959    
  360     7.25%, 3/2/11     319,070    
  45     7.00%, 2/1/12     39,333    
General Motors Acceptance Corp., Variable Rate      
  125     6.119%, 5/15/09     117,164    
            $ 3,784,078    
Food Products — 0.1%      
ASG Consolidated, LLC/ASG Finance, Inc., Sr. Disc. Notes      
$ 550     11.50%, 11/1/11   $ 508,750    
Dole Foods Co.      
  235     7.25%, 6/15/10     216,200    
Dole Foods Co., Sr. Notes      
  110     8.625%, 5/1/09     108,350    
Pierre Foods, Inc., Sr. Sub. Notes      
  10     9.875%, 7/15/12     7,350    
            $ 840,650    
Food Service — 0.1%      
El Pollo Loco, Inc.      
$ 410     11.75%, 11/15/13   $ 399,750    
NPC International, Inc.      
  440     9.50%, 5/1/14     393,800    
            $ 793,550    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Food / Drug Retailers — 0.4%      
General Nutrition Center, Sr. Notes, Variable Rate (PIK)      
$ 385     10.009%, 3/15/14   $ 367,675    
General Nutrition Center, Sr. Sub. Notes      
  385     10.75%, 3/15/15     373,450    
Rite Aid Corp.      
  760     6.125%, 12/15/08(5)     746,700    
  320     7.50%, 1/15/15     294,400    
  90     8.625%, 3/1/15     76,500    
  115     9.375%, 12/15/15(5)     100,050    
  585     9.50%, 6/15/17(5)     506,025    
            $ 2,464,800    
Forest Products — 0.2%      
Jefferson Smurfit Corp.      
$ 85     7.50%, 6/1/13   $ 80,750    
NewPage Corp.      
  500     10.00%, 5/1/12     512,500    
  225     12.00%, 5/1/13     236,250    
NewPage Corp., Variable Rate      
  155     11.161%, 5/1/12     163,525    
            $ 993,025    
Healthcare — 0.9%      
Accellent, Inc.      
$ 235     10.50%, 12/1/13   $ 209,150    
Advanced Medical Optics, Inc., Sr. Sub. Notes      
  80     7.50%, 5/1/17     73,200    
AMR HoldCo, Inc./EmCare HoldCo, Inc., Sr. Sub. Notes      
  355     10.00%, 2/15/15     381,625    
HCA, Inc.      
  870     8.75%, 9/1/10     875,437    
  170     7.875%, 2/1/11     166,175    
  150     9.125%, 11/15/14     153,750    
  325     9.25%, 11/15/16     337,187    
MultiPlan, Inc., Sr. Sub. Notes      
  540     10.375%, 4/15/16(5)     542,700    
National Mentor Holdings, Inc.      
  355     11.25%, 7/1/14     375,412    
Res-Care, Inc., Sr. Notes      
  220     7.75%, 10/15/13     218,900    
Service Corp. International, Sr. Notes      
  130     7.00%, 6/15/17     123,175    
Universal Hospital Services, Inc. (PIK)      
  40     8.50%, 6/1/15(5)     40,200    

 

See notes to financial statements
19



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Healthcare (continued)      
Universal Hospital Services, Inc., Variable Rate      
$ 40     8.281%, 6/1/15(5)(8)   $ 39,600    
US Oncology, Inc.      
  440     9.00%, 8/15/12     435,600    
  1,940     10.75%, 8/15/14     1,910,900    
Varietal Distribution Merger, Inc., Sr. Notes (PIK)      
  45     10.25%, 7/15/15(5)     42,750    
            $ 5,925,761    
Home Furnishings — 0.0%      
Interline Brands, Inc., Sr. Sub. Notes      
$ 150     8.125%, 6/15/14   $ 148,500    
            $ 148,500    
Industrial Equipment — 0.1%      
Chart Industries, Inc., Sr. Sub. Notes      
$ 215     9.125%, 10/15/15   $ 223,600    
ESCO Corp., Sr. Notes      
  160     8.625%, 12/15/13(5)     161,600    
ESCO Corp., Sr. Notes, Variable Rate      
  160     9.569%, 12/15/13(5)     159,200    
            $ 544,400    
Insurance — 0.0%      
Alliant Holdings I, Inc.      
$ 115     11.00%, 5/1/15(5)   $ 109,825    
            $ 109,825    
Leisure Goods / Activities / Movies — 0.4%      
AMC Entertainment, Inc.      
$ 155     11.00%, 2/1/16   $ 163,140    
HRP Myrtle Beach Operations, LLC/HRP Myrtle Beach Capital Corp.      
  220     12.50%, 4/1/13(5)     210,100    
HRP Myrtle Beach Operations, LLC/HRP Myrtle Beach Capital Corp.,
Variable Rate
     
  405     9.894%, 4/1/12(5)     394,875    
Marquee Holdings, Inc., Sr. Disc. Notes      
  610     9.505%, 8/15/14     509,350    
Universal City Development Partners, Sr. Notes      
  315     11.75%, 4/1/10     326,813    
Universal City Florida Holdings, Sr. Notes, Variable Rate      
  750     9.661%, 5/1/10     761,250    
            $ 2,365,528    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Lodging and Casinos — 1.0%      
Buffalo Thunder Development Authority      
$ 410     9.375%, 12/15/14(5)   $ 371,050    
CCM Merger, Inc.      
  260     8.00%, 8/1/13(5)     242,450    
Chukchansi EDA, Sr. Notes, Variable Rate      
  310     8.238%, 11/15/12(5)     303,800    
Fontainebleau Las Vegas Casino, LLC      
  525     10.25%, 6/15/15(5)     467,250    
Galaxy Entertainment Finance      
  200     9.875%, 12/15/12(5)     211,000    
Galaxy Entertainment Finance, Variable Rate      
  195     10.409%, 12/15/10(5)     200,850    
Greektown Holdings, LLC, Sr. Notes      
  115     10.75%, 12/1/13(5)     112,700    
Indianapolis Downs, LLC & Capital Corp., Sr. Notes      
  170     11.00%, 11/1/12(5)     166,600    
Inn of the Mountain Gods, Sr. Notes      
  700     12.00%, 11/15/10     735,875    
Majestic HoldCo, LLC      
  150     12.50%, 10/15/11(5)     102,750    
Majestic Star Casino, LLC      
  380     9.50%, 10/15/10     367,650    
MGM Mirage, Inc.      
  180     7.50%, 6/1/16     177,750    
Mohegan Tribal Gaming Authority, Sr. Sub. Notes      
  55     8.00%, 4/1/12     55,756    
OED Corp./Diamond Jo, LLC      
  125     8.75%, 4/15/12     125,000    
Pinnacle Entertainment Inc., Sr. Sub. Notes      
  155     7.50%, 6/15/15(5)     144,150    
Pokagon Gaming Authority, Sr. Notes      
  120     10.375%, 6/15/14(5)     129,000    
San Pasqual Casino      
  125     8.00%, 9/15/13(5)     123,750    
Seminole Hard Rock Entertainment, Variable Rate      
  195     8.194%, 3/15/14(5)     188,175    
Station Casinos, Inc.      
  60     7.75%, 8/15/16     56,700    
Station Casinos, Inc., Sr. Notes      
  105     6.00%, 4/1/12     95,813    
Trump Entertainment Resorts, Inc.      
  1,465     8.50%, 6/1/15     1,168,338    
Tunica-Biloxi Gaming Authority, Sr. Notes      
  345     9.00%, 11/15/15(5)     350,175    

 

See notes to financial statements
20



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Lodging and Casinos (continued)      
Turning Stone Resort Casinos, Sr. Notes      
$ 85     9.125%, 9/15/14(5)   $ 86,275    
Waterford Gaming, LLC, Sr. Notes      
  392     8.625%, 9/15/14(5)     393,470    
            $ 6,376,327    
Nonferrous Metals / Minerals — 0.2%      
Aleris International, Inc., Sr. Notes      
$ 70     9.00%, 12/15/14   $ 60,550    
Aleris International, Inc., Sr. Sub. Notes      
  710     10.00%, 12/15/16     599,950    
Alpha Natural Resources, Sr. Notes      
  90     10.00%, 6/1/12     95,850    
FMG Finance PTY, Ltd.      
  560     10.625%, 9/1/16(5)     646,800    
FMG Finance PTY, Ltd., Variable Rate      
  220     9.621%, 9/1/11(5)     227,150    
            $ 1,630,300    
Oil and Gas — 1.0%      
Allis-Chalmers Energy, Inc.      
$ 100     8.50%, 3/1/17   $ 96,500    
Allis-Chalmers Energy, Inc., Sr. Notes      
  480     9.00%, 1/15/14     482,400    
Cimarex Energy Co., Sr. Notes      
  135     7.125%, 5/1/17     132,975    
Clayton Williams Energy, Inc.      
  185     7.75%, 8/1/13     171,125    
Compton Pet Finance Corp.      
  410     7.625%, 12/1/13     385,400    
Denbury Resources, Inc., Sr. Sub. Notes      
  55     7.50%, 12/15/15     55,963    
El Paso Corp., Sr. Notes      
  245     9.625%, 5/15/12     273,214    
Encore Acquisition Co., Sr. Sub. Notes      
  175     7.25%, 12/1/17     167,563    
Ocean Rig Norway AS, Sr. Notes      
  255     8.375%, 7/1/13(5)     264,563    
OPTI Canada, Inc.      
  110     7.875%, 12/15/14(5)     107,800    
  200     8.25%, 12/15/14(5)     198,000    
Parker Drilling Co., Sr. Notes      
  110     9.625%, 10/1/13     117,700    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Oil and Gas (continued)      
Petrohawk Energy Corp.      
$ 890     9.125%, 7/15/13   $ 938,950    
Petroplus Finance, Ltd.      
  300     7.00%, 5/1/17(5)     277,500    
Plains Exploration & Production Co.      
  280     7.00%, 3/15/17     267,400    
Quicksilver Resources, Inc.      
  235     7.125%, 4/1/16     227,950    
SemGroup L.P., Sr. Notes      
  605     8.75%, 11/15/15(5)     580,800    
SESI, LLC      
  65     6.875%, 6/1/14     63,050    
Stewart & Stevenson, LLC, Sr. Notes      
  385     10.00%, 7/15/14     387,888    
United Refining Co., Sr. Notes      
  975     10.50%, 8/15/12     999,375    
VeraSun Energy Corp.      
  115     9.875%, 12/15/12     114,856    
            $ 6,310,972    
Publishing — 0.3%      
Dex Media West/Finance, Series B      
$ 105     9.875%, 8/15/13   $ 109,331    
Harland Clarke Holdings      
  185     9.50%, 5/15/15     160,025    
Idearc, Inc., Sr. Notes      
  355     8.00%, 11/15/16     333,700    
MediaNews Group, Inc., Sr. Sub. Notes      
  110     6.875%, 10/1/13     72,050    
Nielsen Finance, LLC      
  190     10.00%, 8/1/14     194,275    
R.H. Donnelley Corp.      
  580     8.875%, 10/15/17(5)     549,550    
Reader's Digest Association, Inc., (The), Sr. Sub. Notes      
  665     9.00%, 2/15/17(5)     548,625    
            $ 1,967,556    
Radio and Television — 0.1%      
CanWest Media, Inc.      
$ 280     8.00%, 9/15/12   $ 261,100    
Rainbow National Services, LLC, Sr. Sub. Debs.      
  335     10.375%, 9/1/14(5)     363,475    
            $ 624,575    

 

See notes to financial statements
21



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Rail Industries — 0.1%      
American Railcar Industry      
$ 195     7.50%, 3/1/14   $ 186,225    
Kansas City Southern Mexico, Sr. Notes      
  275     7.625%, 12/1/13     277,063    
  65     7.375%, 6/1/14(5)     64,188    
            $ 527,476    
Retailers (Except Food and Drug) — 0.8%      
Amscan Holdings, Inc., Sr. Sub. Notes      
$ 455     8.75%, 5/1/14   $ 420,875    
Bon-Ton Department Stores, Inc.      
  155     10.25%, 3/15/14     124,775    
GameStop Corp.      
  1,440     8.00%, 10/1/12     1,504,800    
Michaels Stores, Inc., Sr. Notes      
  275     10.00%, 11/1/14     272,250    
Michaels Stores, Inc., Sr. Sub. Notes      
  345     11.375%, 11/1/16     330,338    
Neiman Marcus Group, Inc.      
  345     9.00%, 10/15/15     360,525    
  1,295     10.375%, 10/15/15     1,382,413    
Sally Holdings, LLC, Sr. Notes      
  95     9.25%, 11/15/14     95,000    
  230     10.50%, 11/15/16     230,000    
Toys "R" Us      
  235     7.375%, 10/15/18     180,950    
Yankee Acquisition Corp., Series B      
  295     8.50%, 2/15/15     274,350    
  385     9.75%, 2/15/17     357,088    
            $ 5,533,364    
Steel — 0.1%      
RathGibson, Inc.      
$ 495     11.25%, 2/15/14   $ 509,850    
Ryerson, Inc., Sr. Notes      
  30     12.00%, 11/1/15(5)     29,588    
Ryerson, Inc., Sr. Notes, Variable Rate      
  20     12.574%, 11/1/14(5)     19,350    
Steel Dynamics, Inc., Sr. Notes      
  225     7.375%, 11/1/12(5)     224,438    
            $ 783,226    

 

Principal
Amount*
(000's omitted)
  Security   Value  
Surface Transport — 0.0%      
CEVA Group PLC      
$ 205     10.00%, 9/1/14(5)   $ 210,638    
            $ 210,638    
Telecommunications — 0.9%      
Centennial Cellular Operating Co./Centennial Communication Corp., Sr. Notes      
$ 265     10.125%, 6/15/13   $ 278,250    
Digicel Group, Ltd., Sr. Notes      
  285     9.25%, 9/1/12(5)     287,850    
  370     8.875%, 1/15/15(5)     332,075    
  384     9.125%, 1/15/15(5)     344,640    
Intelsat Bermuda, Ltd.      
  365     9.25%, 6/15/16     373,669    
Level 3 Financing, Inc., Sr. Notes      
  250     9.25%, 11/1/14     225,625    
  355     8.75%, 2/15/17     306,188    
Qwest Communications International, Inc.      
  1,450     7.50%, 2/15/14     1,446,375    
Qwest Corp., Sr. Notes      
  505     7.625%, 6/15/15     517,625    
Qwest Corp., Sr. Notes, Variable Rate      
  1,025     8.944%, 6/15/13     1,058,313    
Windstream Corp.      
  215     8.125%, 8/1/13     222,256    
  65     8.625%, 8/1/16     67,763    
Windstream Regatta Holdings, Inc.      
  100     11.00%, 12/1/17(5)     101,500    
            $ 5,562,129    
Utilities — 0.3%      
AES Corp., Sr. Notes      
$ 55     8.00%, 10/15/17(5)   $ 55,000    
Dynegy Holdings, Inc.      
  100     8.375%, 5/1/16     96,625    
  30     7.75%, 6/1/19     27,150    
Edison Mission Energy      
  105     7.50%, 6/15/13     105,525    
Energy Future Holdings, Sr. Notes      
  410     10.875%, 11/1/17(5)     403,850    
NGC Corp.      
  430     7.625%, 10/15/26     368,725    

 

See notes to financial statements
22



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount*
(000's omitted)
  Security   Value  
Utilities (continued)      
NRG Energy, Inc.      
$ 150     7.25%, 2/1/14   $ 147,000    
  390     7.375%, 1/15/17     382,200    
NRG Energy, Inc., Sr. Notes      
  140     7.375%, 2/1/16     137,550    
Reliant Energy, Inc., Sr. Notes      
  20     7.625%, 6/15/14     19,400    
Texas Competitive Electric Holdings Co. LLC, Sr. Notes      
  270     10.25%, 11/1/15(5)     261,225    
  220     10.25%, 11/1/15(5)     211,475    
            $ 2,215,725    
Total Corporate Bonds & Notes
(identified cost $74,087,597)
  $ 71,988,649    
Convertible Bonds — 0.1%      
Principal
Amount*
  Security   Value  
$ 345,000     L-3 Communications Corp.(5)   $ 429,956    
Total Convertible Bonds
(identified cost $348,788)
  $ 429,956    
Common Stocks — 0.0%      
Shares   Security   Value  
  34,611     Trump Entertainment Resorts, Inc.(6)   $ 178,939    
Total Common Stocks
(identified cost $427,071)
  $ 178,939    
Convertible Preferred Stocks — 0.0%      
Shares   Security   Value  
  1,123     Chesapeake Energy Corp., 4.50%   $ 116,792    
  479     Crown Castle International Corp., 6.25% (PIK)     28,979    
Total Convertible Preferred Stocks
(identified cost $131,740)
  $ 145,771    

 

Asset Backed Securities — 0.8%      
Principal
Amount*
(000's omitted)
  Security   Value  
$ 760     Avalon Capital Ltd. 3, Series 1A, Class D,Variable Rate,
6.98%, 2/24/19(5)(8)
  $ 665,164    
  1,000     Babson Ltd., 2005-1A, Class C1, Variable Rate,
7.193%, 4/15/19(5)(8)
    892,463    
  1,000     Bryant Park CDO Ltd., Series 2005-1A, Class C,
Variable Rate, 7.41%, 1/15/19(5)(8)
    903,802    
  1,000     Centurion CDO 8 Ltd., Series 2005-8A, Class D,
Variable Rate, 11.224%, 3/8/17(8)
    924,764    
  750     Centurion CDO 9 Ltd., Series 2005-9A, Class Note,
9.35%, 7/17/19(8)
    653,282    
  750     Comstock Funding, Ltd., Series 2006-1A, Class D,
Variable Rate, 9.61%, 5/30/20(5)(8)
    599,137    
  489     Sonata Securities S.A., Series 2006-6,
8.91%, 12/28/07(8)
    488,855    
            $ 5,127,467    
Total Asset Backed Securities
(identified cost $5,524,777)
  $ 5,127,467    
Closed-End Investment Companies — 2.8%      
Shares   Security   Value  
  173,420     BlackRock Floating Rate Income Strategies Fund II   $ 2,788,594    
  89,541     BlackRock Floating Rate Income Strategies Fund, Inc.     1,474,740    
  20,864     BlackRock Global Floating Rate Income Trust Fund     344,256    
  2,933     First Trust/Four Corners Senior Floating Rate Income Fund     45,110    
  345,089     First Trust/Four Corners Senior Floating Rate Income Fund II     5,293,665    
  521,233     ING Prime Rate Trust     3,424,501    
  173,333     LMP Corporate Loan Fund, Inc.     2,045,329    
  50,753     Nuveen Floating Rate Income Fund     590,765    
  8,502     Nuveen Floating Rate Income Opportunity Fund     99,984    
  23,445     Nuveen Senior Income Fund     168,804    
  136     PIMCO Floating Rate Income Fund     2,256    
  1,620     PIMCO Floating Rate Strategy Fund     25,677    
  293     Pioneer Floating Rate Trust     4,919    
  268,136     Van Kampen Senior Income Trust     1,933,261    
Total Closed-End Investment Companies
(identified cost $20,142,984)
  $ 18,241,861    

 

See notes to financial statements
23



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Short-Term Investments — 1.6%  
Description   Interest
(000's omitted)
  Value  
Investment in Cash Management Portfolio, 4.52%(7)   $ 10,590     $ 10,589,858    
Total Short-Term Investments
(identified cost $10,589,858)
  $ 10,589,858    
Total Investments — 167.2%
(identified cost $1,129,875,714)
  $ 1,087,946,433    
Less Unfunded Loan
Commitments — (1.3)%
  $ (8,963,337 )  
Net Investments — 165.9%
(identified cost $1,120,912,377)
  $ 1,078,983,096    
Other Assets, Less Liabilities — 1.1%   $ 7,109,408    
Auction Preferred Shares Plus Cumulative
Unpaid Dividends — (67.0)%
  $ (435,543,511 )  
Net Assets Applicable to Common
Shares — 100.0%
  $ 650,548,993    

 

DIP - Debtors In Possession

PIK - Payment In Kind

REIT - Real Estate Investment Trust

EUR - Euro

GBP - British Pound

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

(2)  This Senior Loan will settle after November 30, 2007, at which time the interest rate will be determined.

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

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

(5)  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At November 30, 2007, the aggregate value of the securities is $20,038,795 or 3.1% of the Fund's net assets.

(6)  Non-income producing security.

(7)  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 November 30, 2007.

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

See notes to financial statements
24




Eaton Vance Floating-Rate Income Trust as of November 30, 2007

FINANCIAL STATEMENTS (Unaudited)

Statement of Assets and Liabilities

As of November 30, 2007

Assets  
Unaffiliated investments, at value (identified cost, $1,110,322,519)   $ 1,068,393,238    
Affiliated investment, at value (identified cost, $10,589,858)     10,589,858    
Cash     2,982,500    
Foreign currency, at value (identified cost, $2,653,720)     2,645,140    
Receivable for investments sold     5,665,801    
Dividends and interest receivable     10,736,020    
Interest receivable from affiliated investment     50,807    
Receivable for open swap contracts     54,801    
Receivable for open forward foreign currency contracts     664,021    
Prepaid expenses and other assets     99,671    
Total assets   $ 1,101,881,857    
Liabilities  
Payable for investments purchased   $ 15,102,731    
Payable to affiliate for investment advisory fees     489,079    
Payable to affiliate for Trustees' fees     3,731    
Payable for open forward foreign currency contracts     4,866    
Accrued expenses     188,946    
Total liabilities   $ 15,789,353    
Auction preferred shares (17,400 shares outstanding) at
liquidation value plus cumulative unpaid dividends
  $ 435,543,511    
Net assets applicable to common shares   $ 650,548,993    
Sources of Net Assets  
Common shares, $0.01 par value, unlimited number of shares
authorized, 37,356,040 shares issued and outstanding
  $ 373,560    
Additional paid-in capital     707,184,971    
Accumulated net realized loss     (16,351,161 )  
Accumulated undistributed net investment income     737,641    
Net unrealized depreciation     (41,396,018 )  
Net assets applicable to common shares   $ 650,548,993    
Net Asset Value Per Common Share  
($650,548,993 ÷ 37,356,040 common shares issued and outstanding)   $ 17.41    

 

Statement of Operations

For the Six Months Ended
November 30, 2007

Investment Income  
Interest   $ 43,126,055    
Dividends     671,006    
Interest income allocated from affiliated investment     631,660    
Expenses allocated from affliated investment     (59,434 )  
Total investment income   $ 44,369,287    
Expenses  
Investment adviser fee   $ 4,115,313    
Trustees' fees and expenses     11,325    
Preferred shares remarketing agent fee     565,570    
Custodian fee     124,263    
Legal and accounting services     84,003    
Transfer and dividend disbursing agent fees     31,330    
Printing and postage     19,632    
Miscellaneous     81,174    
Total expenses   $ 5,032,610    
Deduct —
Reduction of custodian fee
  $ 7,253    
Reduction of investment adviser fee     1,114,416    
Total expense reductions   $ 1,121,669    
Net expenses   $ 3,910,941    
Net investment income   $ 40,458,346    
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) —
Investment transactions
  $ (1,285,639 )  
Swap contracts     14,990    
Foreign currency and forward foreign currency exchange
contract transactions
    (6,743,304 )  
Net realized loss   $ (8,013,953 )  
Change in unrealized appreciation (depreciation) —
Investments
  $ (50,842,711 )  
Swap contracts     3,857    
Foreign currency and forward foreign currency exchange contracts     442,704    
Net change in unrealized appreciation (depreciation)   $ (50,396,150 )  
Net realized and unrealized loss   $ (58,410,103 )  
Distributions to preferred shareholders          
From net investment income     (12,103,164 )  
Net decrease in net assets from operations   $ (30,054,921 )  

 

See notes to financial statements
25



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

FINANCIAL STATEMENTS (Unaudited) CONT'D

Statements of Changes in Net Assets

Increase (Decrease)
in Net Assets
  Six Months Ended
November 30, 2007
(Unaudited)
  Year Ended
May 31, 2007
 
From operations —
Net investment income
  $ 40,458,346     $ 81,072,647    
Net realized gain (loss) from investment
transactions, swap contracts, and  
foreign currency and forward foreign  
currency exchange contract transactions
    (8,013,953 )     611,822    
Net change in unrealized appreciation
(depreciation) from investments,  
swap contracts, and foreign currency  
and forward foreign currency  
exchange contracts
    (50,396,150 )     3,752,353    
Distributions to preferred shareholders —
From net investment income
    (12,103,164 )     (22,401,971 )  
Net increase (decrease) in net assets
from operations
  $ (30,054,921 )   $ 63,034,851    
Distributions to common shareholders —
From net investment income
  $ (28,462,802 )   $ (60,312,520 )  
Total distributions to common shareholders   $ (28,462,802 )   $ (60,312,520 )  
Capital share transactions —
Reinvestment of distributions to
common shareholders
  $ 291,781     $ 877,895    
Total increase in net assets from capital
share transactions
  $ 291,781     $ 877,895    
Net increase (decrease) in net assets   $ (58,225,942 )   $ 3,600,226    
Net Assets Applicable
to Common Shares
 
At beginning of period   $ 708,774,935     $ 705,174,709    
At end of period   $ 650,548,993     $ 708,774,935    
Accumulated undistributed
net investment income
included in net assets
applicable to common shares
 
At end of period   $ 737,641     $ 845,261    

 

See notes to financial statements
26




Eaton Vance Floating-Rate Income Trust as of November 30, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

Selected data for a common share outstanding during the periods stated

    Six Months Ended
November 30, 2007
  Year Ended May 31,  
    (Unaudited)(1)    2007(1)    2006(1)    2005(1)(2)   
Net asset value — Beginning of period (Common shares)   $ 18.980     $ 18.910     $ 18.840     $ 19.100 (3)   
Income (loss) from operations  
Net investment income   $ 1.083     $ 2.174     $ 1.833     $ 1.101    
Net realized and unrealized gain (loss)     (1.567 )     0.114       0.087       (0.055 )  
Distributions to preferred shareholders
From net investment income
    (0.324 )     (0.601 )     (0.463 )     (0.209 )  
Total income (loss) from operations   $ (0.808 )   $ 1.687     $ 1.457     $ 0.837    
Less distributions to common shareholders  
From net investment income   $ (0.762 )   $ (1.617 )   $ (1.387 )   $ (0.952 )  
Total distributions to common shareholders   $ (0.762 )   $ (1.617 )   $ (1.387 )   $ (0.952 )  
Preferred and Common shares offering costs charged to paid-in capital   $     $     $     $ (0.027 )  
Preferred shares underwriting discounts   $     $     $     $ (0.118 )  
Net asset value — End of period (Common shares)   $ 17.410     $ 18.980     $ 18.910     $ 18.840    
Market value — End of period (Common shares)   $ 15.620     $ 19.480     $ 17.950     $ 18.070    
Total Investment Return on Net Asset Value(4)      (4.09 )%(10)      9.45 %     8.50 %     3.72 %(5)(10)   
Total Investment Return on Market Value(4)      (16.16 )%(10)      18.34 %     7.38 %     (0.52 )%(5)(10)   

 

See notes to financial statements
27



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

FINANCIAL STATEMENTS CONT'D

Financial Highlights

Selected data for a common share outstanding during the periods stated

    Six Months Ended
November 30, 2007
  Year Ended May 31,  
    (Unaudited)(1)    2007(1)    2006(1)    2005(1)(2)   
Ratios/Supplemental Data   
Net assets applicable to common shares, end of period (000's omitted)   $ 650,549     $ 708,775     $ 705,175     $ 702,725    
Ratios (As a percentage of average net assets applicable to common shares):(6)  
Expenses before custodian fee reduction     1.17 %(7)     1.14 %     1.15 %     1.04 %(7)  
Expenses after custodian fee reduction     1.17 %(7)     1.14 %     1.15 %     1.04 %(7)  
Net investment income     11.94 %(7)     11.50 %     9.67 %     6.26 %(7)  
Portfolio Turnover     23 %     58 %     51 %     100 %  

 

  The ratios reported above are based on net assets applicable solely to common shares. The ratios based on net assets, including amounts related to preferred shares, are as follows:

Ratios (As a percentage of average total net assets applicable to common shares and preferred shares):(6)  
Expenses before custodian fee reduction     0.71 %(7)     0.71 %     0.71 %     0.70 %(7)  
Expenses after custodian fee reduction     0.71 %(7)     0.71 %     0.71 %     0.70 %(7)  
Net investment income     7.26 %(7)     7.11 %     5.99 %     4.24 %(7)  
Senior Securities:  
Total preferred shares outstanding     17,400       17,400       17,400       17,400    
Asset coverage per preferred share(8)   $ 62,419     $ 65,741     $ 65,535     $ 65,396    
Involuntary liquidation preference per preferred share(9)   $ 25,000     $ 25,000     $ 25,000     $ 25,000    
Approximate market value per preferred share(9)   $ 25,000     $ 25,000     $ 25,000     $ 25,000    

 

(1)  Per share net investment income was computed using average common shares outstanding.

(2)  For the period from the start of business, June 29, 2004, to May 31, 2005.

(3)  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.

(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)  Ratios do not reflect the effect of dividend payments to preferred shareholders.

(7)  Annualized.

(8)  Calculated by subtracting the Fund's total liabilities (not including the preferred shares) from the Fund's total assets, and dividing this by the number of preferred shares outstanding.

(9)  Plus accumulated and unpaid dividends.

(10)  Not annualized.

See notes to financial statements
28




Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited)

1  Significant Accounting Policies

Eaton Vance Floating-Rate Income Trust (the Fund) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified closed-end management investment company. The Fund seeks to provide a high level of current income. The Fund may, as a secondary objective, also seek preservation of capital to the extent consistent with its primary goal of high current income. The Fund pursues its objectives by investing primarily in senior, secured floating-rate loans (Senior Loans).

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 are primarily in 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. Fair value determinations are made by the portfolio managers of the Fund based on information available to such managers. The portfolio managers of other funds managed by the investment adviser 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 the investment adviser that invest in Senior Loans may vary from the fair value of the same Senior Loan determined by the portfolio managers of the Fund. 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. Junior loans are valued in the same manner as Senior Loans.

Financial futures contracts listed on commodity exchanges and exchange-traded options are valued at closing settlement prices. Over-the-counter options are valued at the mean between the bid and asked prices provided by dealers. Equity securities listed on the NASDAQ Global or Global Select Market are generally valued at the NASDAQ official closing price. The value of interest rate swaps are generally based upon a dealer quotation. Credit default swaps are valued by broker-dealer (usually counterparty to the agreement). Short-term obligations and money market securities maturing in sixty days or less are valued at amortized cost which approximates market value. If short-term debt securities are acquired with a remaining maturity of more than sixty days, they will be valued by a pricing service. Investments for which valuations or market quotations are not readily available are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund. 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). The Fund may rely on an independent fair valuation service in making any such adjustment.

The Fund may invest in Cash Management Portfolio (Cash Management), an affiliated investment company managed by Boston Management and Research (BMR), a subsidiary of Eaton Vance Management (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  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.


29



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

C  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. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities.

D  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 substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary. At May 31, 2007, the Fund, for federal income tax purposes, had a capital loss carryforward of $7,183,407 which will reduce the Fund's taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. Such capital loss carryforward will expire on May 31, 2013 ($1,477,364), May 31, 2014 ($5,274,046) and May 31, 2015 ($431,997).

Additionally, at May 31, 2007, the Fund had net capital losses of $857 attributable to security transactions incurred after October 31, 2006. These net capital losses are treated as arising on the first day of the Fund's current taxable year.

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 (FIN 48), "Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting for uncertainty in income taxes recognized in accordance with FASB Statement No. 109, "Accounting for Income Taxes". This interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 is effective on the last business day of the first required financial reporting period for fiscal years beginning after December 15, 2006. Management has concluded that as of November 30, 2007, there are no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure.

E  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.

F  Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect 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.

G  Unfunded Loan Commitments — The Fund may enter into certain credit agreements 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.

H  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.

I  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 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


30



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

involve future claims that may be made against the Fund that have not yet occurred.

J  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.

K  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 the 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. The risk associated with purchasing options is limited to the premium originally paid.

L  Written Options — Upon the writing of a call or a put option, the premium received by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written, in accordance with the Fund's policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities underlying the written option. The Fund may also bear the risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.

M  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. The forward foreign currency exchange contract is adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded 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.

N  Total Return Swaps — The Fund may enter into swap agreements to hedge against fluctuations in securities prices, interest rates or market conditions; to change the duration of the overall portfolio; to mitigate default risk; or for other risk management purposes. In a total return swap, the Fund makes payments at a rate equal to a predetermined spread to the one or three month LIBOR. In exchange, the Fund receives payments based on the rate of return of a benchmark industry index or basket of securities. During the term of the outstanding swap agreement, changes in the underlying value of the swap are recorded as unrealized gains and losses. Periodic payments received or made are recorded as realized gains or losses. The value of the swap is determined by changes in the relationship between the rate of interest and the benchmark industry index or basket of securities. The Fund is exposed to credit loss in the event of nonperformance by the swap counterparty. However, the Fund does not anticipate nonperformance by the counterparty. Risk may also arise from the unanticipated movements in value of interest rates, securities, or the index.


31



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

O  Credit Default Swaps — The Fund may enter into credit default swap contracts to buy or sell protection against default on an individual issuer or a basket of issuers of bonds. 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 (or basket of debt obligations) from the counterparty to the contract in the event of a default by a third party, such as a U.S. or foreign corporate issuer, on the debt obligation. In return, the Fund pays 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 spent the stream of payments and received no benefit from the contract. When the Fund is the seller of a credit default swap contract, it receives the stream of payments, but is obligated to pay 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 interest fee paid or received on the swap contract, which is based on a specified interest rate on a fixed notional amount, is accrued daily as a component of unrealized appreciation (depreciation) and is recorded as realized gain upon receipt or realized loss upon payment. The Fund also records an increase or decrease to unrealized appreciation (depreciation) in an amount equal to the daily valuation. Up-front payment or receipts, if any, are recorded as other assets or other liabilities, respectively, and amortized over the life of the swap contract as realized gains or losses. The Fund segregates assets in the form of cash and cash equivalents in an amount equal to the aggregate market value of the credit default swap 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.

P  Interim Financial Statements — The interim financial statements relating to November 30, 2007 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund's management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Auction Preferred Shares

The Fund issued Auction Preffered Shares (APS) on September 16, 2004 in a public offering. The underwriting discount and other offering costs incurred in connection with the offering were recorded as a reduction of paid-in capital of the common shares. Dividends on the APS, which accrue daily, are cumulative at rates which are reset every seven days by an auction, unless a special dividend period has been set. Series of APS are identical in all respects except for the reset dates of the dividend rates.

The number of APS issued and outstanding as of November 30, 2007 is as follows:

Series   APS Issued and Outstanding  
A     3,480    
B     3,480    
C     3,480    
D     3,480    
E     3,480    

 

The APS are redeemable at the option of the Fund, at a redemption price equal to $25,000 per share, plus accumulated and unpaid dividends, on any dividend payment date. The APS are also subject to mandatory redemption at a redemption price equal to $25,000 per share, plus accumulated and unpaid dividends, if the Fund is in default for an extended period on its asset maintenance requirements with respect to the APS. If the dividends on the APS remain unpaid in an amount equal to two full years' dividends, the holders of the APS as a class have the right to elect a majority of the Board of Trustees. In general, the holders of the APS and the common shares have equal voting rights of one vote per share, except that the holders of the APS, as a separate class, have the right to elect at least two members of the Board of Trustees. The APS have a liquidation preference of $25,000 per share, plus accumulated and unpaid dividends. The Fund is required to maintain certain asset coverage with respect to the APS as defined in the Fund's By-Laws and the 1940 Act. The Fund pays an annual fee equivalent to 0.25% of the liquidation value for the remarketing efforts associated with the APS auctions.

3  Distributions to Shareholders

The Fund intends to make monthly distributions of net investment income to common shareholders, after payment of any dividends on any outstanding APS. In addition, at least annually, the Fund intends to distribute all or substantially all of its net realized capital gains, if any. Distributions to common shareholders are recorded on the ex-dividend date. Distributions to preferred shareholders are recorded daily and are payable at the end of each dividend period. The dividend rates for the APS at November 30, 2007, and the amount of dividends


32



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

paid (including capital gains, if any) to APS shareholders, average APS dividend rates, and dividend rate ranges for the six months then ended were as follows:

Series   APS Dividend
Rates at
November 30,
2007
  Dividends
Paid to
APS
Shareholders
  Average
APS
Dividend
Rates
  Dividend
Rate
Ranges
 
A     5.30 %   $ 2,384,784       5.47 %     4.90 % – 6.75%  
B     5.30       2,342,711       5.37       4.85  – 6.40    
C     5.15       2,390,919       5.48       4.80  – 6.50    
D     5.30       2,499,090       5.73       5.25  – 6.50    
E     5.30       2,485,660       5.70       5.00  – 6.80    

 

The Fund distinguishes between distribution 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.

4  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by EVM as compensation for management and investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.75% of the Fund's average daily gross assets and is payable monthly. The portion of the advisory fee payable by Cash Management on the Fund's investment of cash therein is credited against the Fund's advisory fee. For the six months ended November 30, 2007, the Fund's advisory fee totaled $4,172,083 of which $56,770 was allocated from Cash Management and $4,115,313 was paid or accrued directly by the Fund. EVM also serves as the administrator of the Fund, but currently receives no compensation.

In addition, EVM has contractually agreed to reimburse the Fund for fees and other expenses in the amount of 0.20% of the Fund's average daily gross assets during the first five full years of the Fund's operations, 0.15% in year six, 0.10% in year seven, and 0.05% in year eight. Pursuant to this agreement, EVM waived $1,114,416 of its advisory fee for the six months ended November 30, 2007.

Except for Trustees of the Fund who are not members of EVM's organization, officers and Trustees receive remuneration for their services to the Fund out of the investment adviser 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 six months ended November 30, 2007, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

5  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations and including principal repayments, aggregated $264,605,328 and $248,716,236 respectively, for the six months ended November 30, 2007.

6  Common Shares of Beneficial Interest

The Agreement and Declaration of Fund permits the Trustees to issue an unlimited number of full and fractional $0.01 par value common shares of beneficial interest. In addition, the Fund may issue shares pursuant to its dividend reinvestment plan. Transactions in common shares were as follows:

    Six Months Ended
November 30, 2007
(Unaudited)
  Year Ended
May 31, 2007
 
Issued to shareholders electing to receive
payments of distributions in Fund shares
    15,487       46,282    
Net increase     15,487       46,282    

 

7  Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) of investments of the Fund at November 30, 2007, as determined on a federal income tax basis, were as follows:

Aggregate cost   $ 1,121,046,905    
Gross unrealized appreciation   $ 3,818,935    
Gross unrealized depreciation     (45,882,744 )  
Net unrealized depreciation   $ (42,063,809 )  

 

The net unrealized appreciation on swaps, foreign currency and forward foreign currency contracts at November 30, 2007 on a federal income tax basis was $533,263.


33



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

8  Risk 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. Certain 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 may trade 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 exchange 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 November 30, 2007 is as follows:

Forward Foreign Currency Exchange Contracts

Sales

Settlement
Date
  Deliver   In Exchange For   Net Unrealized
Appreciation
(Depreciation)
 
12/3/07   British Pound Sterling   United States Dollar    
   
      1,045,908       2,155,094     $ 4,550    
12/31/07   British Pound Sterling
15,733,594
  United States Dollar
32,561,932
    237,751    
12/3/07   Euro
182,962
  United States Dollar
268,314
    (247 )  
12/31/07   Euro
42,361,690
  United States Dollar
62,639,383
    421,513    
            $ 663,567    

 

Purchases

Settlement
Date
  In Exchange For   Deliver   Net Unrealized
Appreciation
(Depreciation)
 
12/31/07   British Pound Sterling   United States Dollar    
   
      1,028,788       2,118,232     $ (4,619 )  
12/31/07   Euro
162,140
  United States Dollar
237,932
    207    
            $ (4,412 )  

 

Credit Default Swaps

Counterparty   Reference Entity   Buy/Sell   Notional
Amount
(000's
omitted)
  Pay/Receive
Annual
Fixed Rate
  Termination
Date
  Unrealized
Appreciation
 
Lehman
 
Brothers, Inc.   Inergy, L.P.   Sell   $ 2,000       2.20 %   3/20/10   $ 54,801    
                        $ 54,801    

 

At November 30, 2007, the Fund had sufficient cash and/or securities to cover commitments under these contracts.


34



Eaton Vance Floating-Rate Income Trust as of November 30, 2007

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

10  Recently Issued Accounting Pronouncements

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.


35




Eaton Vance Floating-Rate Income Trust

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 reinvested in common shares (the Shares) of the Fund. You may elect to 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 inquiries regarding the Plan can be directed to the Plan Agent, PFPC Inc., at 1-866-439-6787.


36



Eaton Vance Floating-Rate Income Trust

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 Floating-Rate Income Trust
c/o PFPC Inc.
P.O. Box 43027
Providence, RI 02940-3027
866-439-6787

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 November 30, 2007, our records indicate that there are 14 registered shareholders and approximately 33,453 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 our 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 EFT.


37



Eaton Vance Floating-Rate Income Trust

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.


38



Eaton Vance Floating-Rate Income Trust

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

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 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 Floating-Rate Income Trust (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 special considerations relevant to investing in senior secured floating-rate loans. The Board noted the experience of the Adviser's 30 bank loan investment professionals and other personnel who provide services to the Fund, including five portfolio managers and 17 analysts. 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 investment advisory agreement.


39



Eaton Vance Floating-Rate Income Trust

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

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 year ended September 30, 2006 for the Fund. The Board concluded that the performance of the Fund was satisfactory.

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"). As part of its review, the Board considered the Fund's management fee 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.


40




Eaton Vance Floating-Rate Income Trust

INVESTMENT MANAGEMENT

Eaton Vance Floating-Rate Income Trust

Officers
Scott H. Page
President
Thomas E. Faust Jr.
Vice President
Michael W. Weilheimer
Vice President
Barbara E. Campbell
Treasurer
Maureen A. Gemma
Secretary
Paul M. O'Neil
Chief Compliance Officer
John E. Pelletier
Chief Legal Officer
  Trustees
Ralph F. Verni
Chairman
Benjamin C. Esty
Allen R. Freedman
William H. Park
Ronald A. Pearlman
Norton H. Reamer
Lynn A. Stout
 

 


41



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Investment Adviser and Administrator of Eaton Vance Floating-Rate Income Trust
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
(866) 439-6787

Overnight Mail:
PFPC Inc.

Attn: Eaton Vance Funds
250 Royal Street
Canton, MA 02021

Eaton Vance Floating-Rate Income Trust
The Eaton Vance Building
255 State Street
Boston, MA 02109

This report must be preceded or accompanied by a current prospectus. Before investing, investors should consider carefully the Fund's investment objective(s), risks, and charges and expenses. The Fund's current prospectus contains this and other information about the Fund and is available through your financial advisor. Please read the prospectus carefully before you invest or send money. For further information please call 800-225-6265.



2224-1/08  CE-FLRINCSRC




 

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

 

Not required in this filing

 

Item 5.  Audit Committee of Listed registrants

 

Not required in this filing.

 

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

 

Not required in this filing.

 

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

 

Scott H. Page 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 of the Fund’s assets between common and preferred stocks.  Mr. Page is the portfolio manager responsible for the day-to-day management of specific segments of the Fund’s investment portfolio.

 

Mr. Page has been an Eaton Vance portfolio manager since 1996 and is a Vice President of EVM and Boston Management and Research, an Eaton Vance subsidiary (“BMR”). He is head of Eaton Vance’s Senior Loan Group.  This information is provided as of the date of filing of this report.

 

The following tables show, as of the date of this report, the number of accounts the 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*

 

Scott H. Page

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

14

 

$

14,207.3

 

0

 

$

0

 

Other Pooled Investment Vehicles

 

7

 

$

6,390.5

 

6

 

$

3,345.4

 

Other Accounts

 

2

 

$

1,025.5

 

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 the portfolio manager as of the date of this report.

 

Portfolio Manager

 

Dollar Range of
Equity Securities
Owned in the Fund

 

Scott H. Page

 

$50,001 - $100,000

 

 

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.  Eaton Vance Management 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 Floating-Rate Income Trust

 

By:

/s/Scott H. Page

 

 

Scott H. Page

 

President

 

 

 

 

Date:

January 11, 2008

 

 

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:

January 11, 2008

 

 

 

 

By:

/s/Scott H. Page

 

 

Scott H. Page

 

President

 

 

 

 

Date:

January 11, 2008