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- 21411

 

Eaton Vance Senior Floating-Rate Trust

(Exact Name of registrant as Specified in Charter)

 

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

(Address of Principal Executive Offices)

 

Alan R. Dynner

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

(Name and Address of Agent for Services)

 

(617) 482-8260

(Registrant’s Telephone Number)

 

October 31

Date of Fiscal Year End

 

April 30, 2006

Date of Reporting Period

 

 




 

Item 1. Reports to Stockholders

[[Insert Shareholder Report(s) Here]]

 




Semiannual Report April 30, 2006

EATON VANCE
SENIOR
FLOATING-RATE
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 Senior Floating-Rate Trust as of April 30, 2006

INVESTMENT UPDATE

The Trust

Performance for the Past Six Months

·                     Based on its April 2006 monthly dividend of $0.127 and a closing share price of $17.65, Eaton Vance Senior Floating-Rate Trust, a closed-end fund traded on the New York Stock Exchange (The “Trust”) had a market yield of 8.63%.(1)

·                     Based on share price (traded on the New York Stock Exchange), the Trust had a total return of 6.79% for the six months ended April 30, 2006. That return was the result of an increase in share price from $17.21 on October 31, 2005 to $17.65 on April 30, 2006 and the reinvestment of $0.720 in regular monthly dividends.

·                     Based on net asset value, the Trust had a total return of 4.80% for the six months ended April 30, 2006. That return was the result of an increase in net asset value per share from $18.74 on October 31, 2005 to $18.86 on April 30, 2006, and the reinvestment of all distributions.

·                     For performance comparison, the S&P/LSTA Leveraged Loan Index, had a return of 3.38% for the six months ended April 30, 2006.(2) The Lipper Loan Participation Funds Classification — the Fund’s peer group — had an average total return of 3.61% for the same period.(2)

The Trust’s Investments

·                     The Trust’s loan investments represented 429 borrowers and 38 industries as of April 30, 2006. The Trust’s average loan size was 0.20% of total assets, and no industry constituted more than 7.0% of the Trust’s total assets. Building and development (which includes companies that manage/own apartments, shopping malls and commercial office buildings, among others), health care, chemicals and plastics, leisure goods/activities/movies and automotive were the Trust’s largest industry weightings.

·                     The loan market was characterized by higher interest rates, narrowing credit spreads and a soaring volume of new issues. The London Inter-Bank Offered Rate (LIBOR) — the benchmark over which loan interest rates are typically set — rose in lockstep with the Federal Reserve’s Federal Funds rate, which benefited the Trust’s investors. However, although the average credit spread over LIBOR continued to decline due to strong investor demand, there were signs late in the period that the recent spread compression may have run its course. Investors were becoming resistant to new loans with lower spreads, with some loans being repriced in certain instances.

·                     The Trust also had a 9.5% position in high-yield bonds, which was additive to performance. The highyield bond segment remained focused on B-rated bonds and on shorter maturities, which provided more flexibility in times of increasing market volatility.

·                     The Trust’s share price traded at a discount versus its NAV, as have many fixed-income, closed-end funds that employ leverage. However, most of these funds buy fixed-rate investments and often use shorter and/or floating-rate borrowings, which, in a rising interest rate environment, can limit share price appreciation and impair a closed-end fund’s ability to earn and pay dividends. For this reason, closed-end bond funds may trade flat-to-lower in a rising-rate climate, such as the one we have recently experienced. In contrast, the Trust invests primarily in floating-rate instruments, which help limit declines in NAV and may add income in a rising-rate environment. While it is difficult to attribute the Trust’s market share discount to NAV to one factor, we believe a likely cause was a market perception that rising rates impair the net asset values of fixed-rate, closed-end bond funds. If this were the cause, we believe that the market failed to distinguish the floating-rate nature of most of the Trust’s assets. Although there is no certainty that the Trust will continue to do so, the Trust raised its dividend during the six-month period.

·                     At April 30, 2006, the Trust had leverage in the amount of approximately 39% of the Trust’s total assets. The Trust employs leverage though the issuance of Auction Preferred Shares (“APS”).(3) 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 Trust’s APS rises and falls with changes in short-term interest rates. Such increases/decreases in the cost of the Trust’s APS may be offset by increased/decreased income from the Trust’s senior loan investments.


(1)          The Trust’s market yield is calculated by dividing the most recent dividend per share by the share market price at the end of the period and annualizing the result.

(2)          It is not possible to invest directly in an Index or Lipper Classification. The Index’s total return does not reflect the commissions or expenses that would have been incurred if an investor individually purchased or sold the securities represented in the Index.

(3)          Performance results reflect the effect of leverage resulting from the Trust’s Auction Preferred Shares. In the event of a rise in long-term interest rates, the value of the Trust’s investment portfolio could decline, which would reduce the asset coverage for its Auction Preferred Shares.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or share price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Trust’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.

Shares of the Trust 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.

2




Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PERFORMANCE

Performance(1)

Average Annual Total Return (by share price, NYSE)

 

 

 

One Year

 

-0.70

%

Life of Fund (11/28/03)

 

3.14

 

 

Average Annual Total Return (at net asset value)

 

 

 

One Year

 

8.14

%

Life of Fund (11/28/03)

 

5.99

 


(1)          Performance results reflect the effect of leverage resulting from the Trust’s issuance of Auction Preferred Shares. In the event of a rise in long-term interest rates, the value of the Trust’s investment portfolio could decline, which would reduce the asset coverage for its Auction Preferred Shares.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value or share price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance is for the stated time period only; due to market volatility, the Trust’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.

Diversification by Industries(2)

By total investments

Building & Development

 

6.9

%

Conglomerates

 

2.2

Health Care

 

6.8

 

Aerospace & Defense

 

2.1

Chemicals & Plastics

 

6.0

 

Food/Drug Retailers

 

1.5

Leisure Goods/Activities/Movies

 

5.5

 

Ecological Services & Equip.

 

1.5

Automotive

 

5.2

 

Nonferrous Metals/Minerals

 

1.4

Business Equip. & Services

 

4.4

 

Equipment Leasing

 

1.3

Telecommunications

 

4.3

 

Beverage & Tobacco

 

1.2

Publishing

 

4.3

 

Industrial Equipment

 

1.0

Cable & Satellite Television

 

4.2

 

Home Furnishings

 

1.0

Radio & Television

 

4.1

 

Drugs

 

0.7

Containers & Glass Products

 

3.9

 

Insurance

 

0.6

Retailers (Except Food & Drug)

 

3.5

 

Clothing/Textiles

 

0.4

Lodging & Casinos

 

3.4

 

Cosmetics/Toiletries

 

0.4

Financial Intermediaries

 

3.0

 

Air Transport

 

0.3

Forest Products

 

2.7

 

Surface Transport

 

0.3

Oil & Gas

 

2.6

 

Rail Industries

 

0.3

Utilities

 

2.5

 

Farming/Agriculture

 

0.2

Electronics/Electrical

 

2.3

 

Steel

 

0.2

Food Products

 

2.2

 

Broker, Dealers and Inv. Houses

 

0.1

Food Service

 

2.2

 

 

 

 


(2)             Reflects the Trust’s investments as of April 30, 2006. Industries are shown as a percentage of the Trust’s total loan and corporate bond and note investments. Portfolio information may not be representative of current or future investments and are subject to change due to active management.

Trust Allocations(3)


(3)             Trust Allocations are shown as a percentage of the Trust’s total investments as of April 30, 2006. Trust statistics may not be representative of the Trust’s current or furture investments and 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 Eaton Vance disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for an Eaton Vance fund are based on many factors, may not be relied on as an indication of trading intent on behalf of any Eaton Vance fund. 3 Trust Allocations are shown as a percentage of the Trust’s total investments as of April 30, 2006.

3




Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited)

Senior, Floating Rate Interests — 139.3%(1)      
Principal
Amount
  Borrower/Tranche Description   Value  
Aerospace and Defense — 3.2%      
Alliant Techsystems, Inc.      
$ 580,500     Term Loan, 5.81%, Maturing March 31, 2009   $ 582,556    
Awas Capital Inc.      
  2,575,000     Term Loan, 11.00%, Maturing March 22, 2013     2,620,062    
Delta Air Lines, Inc.      
  2,075,000     Term Loan, 13.51%, Maturing March 16, 2008     2,140,275    
DRS Technologies, Inc.      
  1,025,000     Term Loan, 6.45%, Maturing January 31, 2013     1,035,410    
Hexcel Corp.      
  1,735,778     Term Loan, 6.73%, Maturing March 1, 2012     1,754,581    
IAP Worldwide Services, Inc.      
  972,563     Term Loan, 8.00%, Maturing December 30, 2012     985,935    
K&F Industries, Inc.      
  1,588,662     Term Loan, 7.17%, Maturing November 18, 2012     1,611,251    
Mid-Western Aircraft Systems, Inc.      
  1,915,525     Term Loan, 7.32%, Maturing December 31, 2011     1,948,748    
Standard Aero Holdings, Inc.      
  1,435,821     Term Loan, 7.08%, Maturing August 24, 2012     1,435,821    
Transdigm, Inc.      
  1,964,925     Term Loan, 7.15%, Maturing July 22, 2010     1,993,477    
Vought Aircraft Industries, Inc.      
  2,159,294     Term Loan, 7.50%, Maturing December 22, 2011     2,181,900    
Wam Aquisition, S.A.      
  695,118     Term Loan, 7.73%, Maturing April 8, 2013     704,762    
  695,118     Term Loan, 8.23%, Maturing April 8, 2014     708,076    
Wyle Laboratories, Inc.      
  277,200     Term Loan, 7.44%, Maturing January 28, 2011     281,704    
            $ 19,984,558    
Air Transport — 0.3%      
United Airlines, Inc.      
$ 1,400,000     Term Loan, 8.63%, Maturing February 1, 2012   $ 1,422,400    
  200,000     Term Loan, 8.75%, Maturing February 1, 2012     203,200    
            $ 1,625,600    
Automotive — 7.5%      
Accuride Corp.      
$ 2,755,442     Term Loan, 7.19%, Maturing January 31, 2012   $ 2,793,329    
AE Europe Group, LLC      
  892,738     Term Loan, 8.25%, Maturing October 11, 2011     902,223    
Affina Group, Inc.      
  1,440,285     Term Loan, 8.13%, Maturing November 30, 2011     1,429,934    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Automotive (continued)      
Axletech International Holding, Inc.      
$ 1,750,000     Term Loan, 11.52%, Maturing April 21, 2013   $ 1,766,042    
Collins & Aikman Products Co.      
  695,155     Term Loan, 11.25%, Maturing August 31, 2011     681,873    
CSA Acquisition Corp.      
  607,097     Term Loan, 7.50%, Maturing December 23, 2011     610,512    
  976,632     Term Loan, 7.50%, Maturing December 23, 2011     982,125    
  498,750     Term Loan, 7.50%, Maturing December 23, 2012     502,179    
Dana Corp.      
  1,050,000     DIP Loan, 7.22%, Maturing April 13, 2008     1,059,516    
Dayco Products, LLC      
  2,839,083     Term Loan, 7.97%, Maturing June 23, 2011     2,878,120    
Dura Operating Corp.      
  1,100,000     Term Loan, 8.61%, Maturing May 3, 2011     1,112,834    
Exide Technologies, Inc.      
  600,067     Term Loan, 11.25%, Maturing May 5, 2010     608,569    
  607,421     Term Loan, 11.25%, Maturing May 5, 2010     616,026    
Federal-Mogul Corp.      
  7,434,538     Revolving Loan, 6.51%, Maturing December 9, 2006(2)     7,278,413    
  2,559,019     Term Loan, 7.25%, Maturing December 9, 2006     2,518,502    
Goodyear Tire & Rubber Co.      
  880,000     Term Loan, 4.73%, Maturing April 30, 2010     888,958    
  2,950,000     Term Loan, 7.95%, Maturing April 30, 2010     2,995,173    
  1,000,000     Term Loan, 8.70%, Maturing March 1, 2011     1,016,042    
HLI Operating Co., Inc.      
  1,819,590     Term Loan, 8.36%, Maturing June 3, 2009     1,832,261    
Key Automotive Group      
  1,341,590     Term Loan, 7.82%, Maturing June 29, 2010     1,355,006    
Keystone Automotive Operations, Inc.      
  1,620,938     Term Loan, 7.46%, Maturing October 30, 2010     1,627,016    
R.J. Tower Corp.      
  1,725,000     DIP Revolving Loan, 8.25%, Maturing February 2, 2007     1,758,884    
Tenneco Automotive, Inc.      
  1,994,254     Term Loan, 6.77%, Maturing December 12, 2009     2,025,165    
  1,656,896     Term Loan, 6.83%, Maturing December 12, 2010     1,682,578    
TI Automotive, Ltd.      
  1,197,280     Term Loan, 7.94%, Maturing June 30, 2011     1,179,321    
TRW Automotive, Inc.      
  4,540,394     Term Loan, 6.25%, Maturing June 30, 2012     4,558,051    
Visteon Corp.      
  500,000     Term Loan, 9.18%, Maturing June 20, 2007     506,937    
            $ 47,165,589    

 

See notes to financial statements

4



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Beverage and Tobacco — 2.0%      
Alliance One International, Inc.      
$ 772,200     Term Loan, 8.48%, Maturing May 13, 2010   $ 780,887    
Constellation Brands, Inc.      
  4,516,628     Term Loan, 6.36%, Maturing November 30, 2011     4,555,304    
Culligan International Co.      
  1,163,250     Term Loan, 7.40%, Maturing September 30, 2011     1,181,426    
National Dairy Holdings, L.P.      
  792,000     Term Loan, 7.00%, Maturing March 15, 2012     796,455    
National Distribution Co.      
  785,000     Term Loan, 11.50%, Maturing June 22, 2010     786,962    
Southern Wine & Spirits of America, Inc.      
  3,761,430     Term Loan, 6.48%, Maturing June 1, 2012     3,800,808    
Sunny Delight Beverages Co.      
  395,294     Term Loan, 9.22%, Maturing August 20, 2010     393,812    
            $ 12,295,654    
Building and Development — 10.3%      
AP-Newkirk Holdings, LLC      
$ 1,845,277     Term Loan, 7.43%, Maturing December 21, 2007   $ 1,859,982    
Biomed Realty, L.P.      
  3,055,000     Term Loan, 7.08%, Maturing May 31, 2010     3,062,637    
Capital Automotive (REIT)      
  1,324,935     Term Loan, 6.58%, Maturing December 16, 2010     1,337,356    
DMB / CH II, LLC      
  312,500     Term Loan, 7.33%, Maturing September 9, 2009     313,281    
Epco / Fantome, LLC      
  1,525,000     Term Loan, 8.00%, Maturing November 23, 2010     1,528,812    
Formica Corp.      
  1,025,000     Term Loan, 7.96%, Maturing March 15, 2013     1,034,290    
FT-FIN Acquisition, LLC      
  1,229,345     Term Loan, 9.19%, Maturing November 17, 2007     1,232,418    
Gables GP, Inc.      
  850,026     Term Loan, 6.59%, Maturing September 30, 2006     854,124    
General Growth Properties, Inc.      
  2,000,000     Term Loan, 6.20%, Maturing February 24, 2011     1,997,500    
Hovstone Holdings, LLC      
  1,230,000     Term Loan, 7.23%, Maturing February 28, 2009     1,233,075    
Kyle Acquisition Group, LLC      
  730,712     Term Loan, 7.00%, Maturing July 20, 2010     738,019    
Landsource Communities, LLC      
  6,011,000     Term Loan, 7.38%, Maturing March 31, 2010     6,044,812    
LNR Property Corp.      
  1,027,850     Term Loan, 7.69%, Maturing February 3, 2008     1,035,987    
  2,561,789     Term Loan, 7.83%, Maturing February 3, 2008     2,585,606    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Building and Development (continued)      
LNR Property Holdings      
$ 848,232     Term Loan, 9.33%, Maturing March 3, 2008   $ 858,835    
MAAX Corp.      
  711,678     Term Loan, 7.95%, Maturing June 4, 2011     708,120    
Mattamy Funding Partnership      
  500,000     Term Loan, 9.00%, Maturing April 11, 2013     500,000    
Mueller Group, Inc.      
  3,532,250     Term Loan, 7.26%, Maturing October 3, 2012     3,584,287    
NCI Building Systems, Inc.      
  739,200     Term Loan, 6.71%, Maturing June 18, 2010     744,051    
Newkirk Master, L.P.      
  3,913,971     Term Loan, 6.58%, Maturing August 11, 2008     3,945,161    
Nortek, Inc.      
  2,753,050     Term Loan, 6.70%, Maturing August 27, 2011     2,778,431    
Panolam Industries Holdings, Inc.      
  646,750     Term Loan, 7.73%, Maturing September 30, 2012     656,451    
Ply Gem Industries, Inc.      
  104,688     Term Loan, 7.21%, Maturing August 15, 2011     105,734    
  1,570,313     Term Loan, 7.21%, Maturing August 15, 2011     1,586,016    
South Edge, LLC      
  787,500     Term Loan, 7.06%, Maturing October 31, 2009     794,062    
St. Mary's Cement, Inc.      
  5,855,176     Term Loan, 6.98%, Maturing December 4, 2010     5,946,663    
Stile Acquisition Corp.      
  2,137,823     Term Loan, 7.11%, Maturing April 6, 2013     2,125,797    
Stile U.S. Acquisition Corp.      
  2,141,465     Term Loan, 7.11%, Maturing April 6, 2013     2,129,419    
Sugarloaf Mills, L.P.      
  1,500,000     Term Loan, 5.75%, Maturing April 7, 2007     1,507,500    
TE / Tousa Senior, LLC      
  1,575,000     Term Loan, 7.75%, Maturing July 29, 2008     1,592,719    
The Woodlands Community Property Co.      
  1,017,834     Term Loan, 7.24%, Maturing November 30, 2007     1,025,468    
  1,294,269     Term Loan, 9.24%, Maturing November 30, 2007     1,313,683    
Tousa / Kolter, LLC      
  2,070,000     Term Loan, 6.27%, Maturing January 7, 2008(2)     2,080,350    
TRU 2005 RE Holding Co.      
  4,100,000     Term Loan, 7.83%, Maturing December 9, 2008     4,107,048    
Trustreet Properties, Inc.      
  1,465,000     Term Loan, 6.83%, Maturing April 8, 2010     1,480,566    
United Subcontractors, Inc.      
  825,000     Term Loan, 11.95%, Maturing June 27, 2013     827,062    
            $ 65,255,322    

 

See notes to financial statements

5



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Business Equipment and Services — 6.6%      
Acco Brands Corp.      
$ 1,530,875     Term Loan, 6.67%, Maturing August 17, 2012   $ 1,545,227    
Affinion Group, Inc.      
  2,193,023     Term Loan, 7.50%, Maturing October 17, 2012     2,202,618    
Allied Security Holdings, LLC      
  1,612,125     Term Loan, 8.86%, Maturing June 30, 2010     1,624,216    
Baker & Taylor, Inc.      
  2,200,000     Term Loan, 11.84%, Maturing May 6, 2011     2,222,000    
Buhrmann US, Inc.      
  3,123,380     Term Loan, 6.56%, Maturing December 31, 2010     3,162,422    
DynCorp International, LLC      
  1,217,700     Term Loan, 7.63%, Maturing February 11, 2011     1,234,443    
Gate Gourmet Borrower, LLC      
  183,333     Term Loan, 7.00%, Maturing March 9, 2012     185,854    
  1,466,667     Term Loan, 7.64%, Maturing March 9, 2012     1,486,833    
Global Imaging Systems, Inc.      
  482,666     Term Loan, 6.38%, Maturing May 10, 2010     486,135    
Info USA, Inc.      
  623,438     Term Loan, 6.75%, Maturing February 14, 2012     627,334    
Iron Mountain, Inc.      
  2,298,053     Term Loan, 6.56%, Maturing April 2, 2011     2,320,555    
Language Line, Inc.      
  2,426,663     Term Loan, 9.35%, Maturing June 11, 2011     2,439,556    
Mitchell International, Inc.      
  713,000     Term Loan, 6.98%, Maturing August 15, 2011     721,467    
N.E.W. Holdings I, LLC      
  843,024     Term Loan, 7.89%, Maturing July 1, 2011     853,562    
Protection One, Inc.      
  918,938     Term Loan, 7.36%, Maturing April 18, 2011     926,692    
RGIS Holdings, LLC      
  1,147,125     Term Loan, 7.48%, Maturing February 15, 2013     1,151,427    
Serena Software, Inc.      
  600,000     Term Loan, 7.41%, Maturing March 10, 2013     608,312    
SGS International, Inc.      
  698,250     Term Loan, 7.29%, Maturing December 30, 2011     706,978    
Sungard Data Systems, Inc.      
  13,001,750     Term Loan, 7.22%, Maturing February 11, 2013     13,167,756    
Transaction Network Services, Inc.      
  783,819     Term Loan, 6.64%, Maturing May 4, 2012     787,738    
US Investigations Services, Inc.      
  1,185,154     Term Loan, 7.43%, Maturing October 14, 2012     1,203,672    
  543,989     Term Loan, 7.43%, Maturing October 14, 2013     552,149    
Western Inventory Services      
  525,000     Term Loan, 11.75%, Maturing October 14, 2011     528,937    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Business Equipment and Services (continued)      
Williams Scotsman, Inc.      
$ 750,000     Term Loan, 7.13%, Maturing June 28, 2010   $ 757,031    
            $ 41,502,914    
Cable and Satellite Television — 6.1%      
Adelphia Communications Corp.      
$ 3,376,220     DIP Loan, 6.94%, Maturing August 7, 2006   $ 3,393,101    
Atlantic Broadband Finance, LLC      
  4,294,434     Term Loan, 7.62%, Maturing September 1, 2011     4,366,903    
Bragg Communications, Inc.      
  1,034,250     Term Loan, 6.81%, Maturing August 31, 2011     1,049,117    
Bresnan Broadband Holdings, LL      
  1,200,000     Term Loan, 9.42%, Maturing March 29, 2014     1,233,000    
Canadian Cable Acquisition Co., Inc.      
  1,477,500     Term Loan, 7.96%, Maturing July 30, 2011     1,496,892    
Cebridge Connections, Inc.      
  1,479,800     Term Loan, 8.00%, Maturing February 23, 2009     1,487,199    
  1,568,000     Term Loan, 10.95%, Maturing February 23, 2010     1,630,720    
CSC Holdings, Inc.      
  3,000,000     Term Loan, 6.66%, Maturing March 29, 2013     3,016,560    
Insight Midwest Holdings, LLC      
  7,072,139     Term Loan, 7.00%, Maturing December 31, 2009     7,162,549    
Liberty Cablevision of Puerto Rico, Ltd.      
  400,000     Term Loan, 7.09%, Maturing March 1, 2013     403,750    
MCC Iowa, LLC      
  5,895,450     Term Loan, 6.79%, Maturing February 3, 2014     5,935,521    
Mediacom Illinois, LLC      
  2,784,750     Term Loan, 7.01%, Maturing March 31, 2013     2,804,330    
UGS Corp.      
  2,297,293     Term Loan, 7.00%, Maturing March 31, 2012     2,327,922    
UPC Broadband Holdings B.V.      
  2,390,000     Term Loan, 7.33%, Maturing September 30, 2012     2,405,435    
            $ 38,712,999    
Chemicals and Plastics — 8.5%      
Basell Af S.A.R.L.      
$ 312,500     Term Loan, 7.31%, Maturing August 1, 2013   $ 317,969    
  62,500     Term Loan, 7.31%, Maturing August 1, 2013     63,594    
  312,500     Term Loan, 8.00%, Maturing August 1, 2014     317,969    
  62,500     Term Loan, 8.00%, Maturing August 1, 2014     63,594    
Brenntag Holding GmbH and Co. KG      
  373,091     Term Loan, 7.44%, Maturing December 23, 2013     379,154    
  1,526,909     Term Loan, 7.44%, Maturing December 23, 2013     1,552,103    
  1,000,000     Term Loan, 11.43%, Maturing December 23, 2015     1,030,000    

 

See notes to financial statements

6



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Chemicals and Plastics (continued)      
Celanese Holdings, LLC      
$ 4,442,952     Term Loan, 6.98%, Maturing April 6, 2011   $ 4,514,594    
Gentek, Inc.      
  554,161     Term Loan, 7.06%, Maturing February 25, 2011     558,231    
  800,000     Term Loan, 9.32%, Maturing February 25, 2012     807,125    
Hercules, Inc.      
  867,300     Term Loan, 6.53%, Maturing October 8, 2010     876,380    
Hexion Specialty Chemicals, Inc.      
  170,000     Term Loan, 4.73%, Maturing May 31, 2012     170,496    
  640,300     Term Loan, 7.50%, Maturing May 31, 2012     642,168    
  969,970     Term Loan, 7.50%, Maturing May 31, 2012     972,800    
Huntsman, LLC      
  5,638,682     Term Loan, 6.68%, Maturing August 16, 2012     5,677,448    
Ineos Group      
  1,625,000     Term Loan, 7.34%, Maturing December 14, 2013     1,649,885    
  1,625,000     Term Loan, 7.84%, Maturing December 14, 2014     1,649,885    
Innophos, Inc.      
  853,172     Term Loan, 7.23%, Maturing August 13, 2010     865,614    
Invista B.V.      
  2,644,833     Term Loan, 6.75%, Maturing April 29, 2011     2,672,384    
  1,344,453     Term Loan, 6.75%, Maturing April 29, 2011     1,358,458    
ISP Chemo, Inc.      
  2,200,000     Term Loan, 6.50%, Maturing February 16, 2013     2,220,282    
Kraton Polymer, LLC      
  3,274,909     Term Loan, 7.49%, Maturing December 23, 2010     3,283,096    
Mosaic Co.      
  1,425,600     Term Loan, 6.19%, Maturing February 21, 2012     1,440,034    
Nalco Co.      
  6,533,675     Term Loan, 6.57%, Maturing November 4, 2010     6,616,254    
PQ Corp.      
  1,264,111     Term Loan, 7.00%, Maturing February 11, 2012     1,283,335    
Professional Paint, Inc.      
  869,559     Term Loan, 7.76%, Maturing September 30, 2011     877,168    
Propex Fabrics, Inc.      
  955,769     Term Loan, 7.00%, Maturing July 31, 2012     962,937    
Rockwood Specialties Group, Inc.      
  4,405,500     Term Loan, 7.13%, Maturing December 10, 2012     4,466,763    
Solo Cup Co.      
  2,656,577     Term Loan, 7.53%, Maturing February 27, 2011     2,687,295    
  550,000     Term Loan, 11.25%, Maturing March 31, 2012     562,719    
Solutia, Inc.      
  750,000     DIP Loan, 8.33%, Maturing March 31, 2007     757,031    
Wellman, Inc.      
  2,250,000     Term Loan, 8.68%, Maturing February 10, 2009     2,283,750    
            $ 53,580,515    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Clothing / Textiles — 0.2%      
St. John Knits International, Inc.      
$ 697,240     Term Loan, 7.25%, Maturing March 23, 2012   $ 705,956    
The William Carter Co.      
  776,910     Term Loan, 6.70%, Maturing July 14, 2012     785,003    
            $ 1,490,959    
Conglomerates — 3.3%      
Amsted Industries, Inc.      
$ 1,750,000     Term Loan, 7.00%, Maturing October 15, 2010   $ 1,775,156    
Blount, Inc.      
  345,619     Term Loan, 6.66%, Maturing August 9, 2010     349,075    
Euramax International, Inc.      
  608,052     Term Loan, 7.69%, Maturing June 28, 2012     616,792    
  501,316     Term Loan, 12.00%, Maturing June 28, 2013     501,316    
  248,684     Term Loan, 12.00%, Maturing June 28, 2013     248,684    
Goodman Global Holdings, Inc.      
  1,069,007     Term Loan, 6.63%, Maturing December 23, 2011     1,079,029    
Jarden Corp.      
  1,511,163     Term Loan, 6.74%, Maturing January 24, 2012     1,522,119    
  2,681,899     Term Loan, 6.99%, Maturing January 24, 2012     2,711,352    
Johnson Diversey, Inc.      
  3,792,693     Term Loan, 7.21%, Maturing December 16, 2011     3,852,743    
Polymer Group, Inc.      
  2,568,563     Term Loan, 7.21%, Maturing November 22, 2012     2,611,373    
PP Acquisition Corp.      
  2,484,409     Term Loan, 7.98%, Maturing November 12, 2011     2,515,464    
Rexnord Corp.      
  3,175,851     Term Loan, 7.11%, Maturing December 31, 2011     3,214,889    
            $ 20,997,992    
Containers and Glass Products — 6.1%      
Berry Plastics Corp.      
$ 2,114,738     Term Loan, 6.84%, Maturing December 2, 2011   $ 2,136,767    
BWAY Corp.      
  510,593     Term Loan, 6.81%, Maturing June 30, 2011     517,933    
Consolidated Container Holding, LLC      
  1,179,000     Term Loan, 8.37%, Maturing December 15, 2008     1,185,632    
Crown Americas, Inc.      
  625,000     Term Loan, 6.44%, Maturing November 15, 2012     628,711    
Dr. Pepper / Seven Up Bottling Group, Inc.      
  5,926,371     Term Loan, 6.93%, Maturing December 19, 2010     5,976,745    
Graham Packaging Holdings Co.      
  4,345,001     Term Loan, 7.11%, Maturing October 7, 2011     4,399,765    
  375,000     Term Loan, 7.38%, Maturing October 7, 2011     379,727    
  1,428,571     Term Loan, 9.25%, Maturing April 7, 2012     1,465,179    

 

See notes to financial statements

7



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Containers and Glass Products (continued)      
Graphic Packaging International, Inc.      
$ 5,427,325     Term Loan, 7.44%, Maturing August 8, 2010   $ 5,516,490    
IPG (US), Inc.      
  2,152,225     Term Loan, 7.16%, Maturing July 28, 2011     2,183,611    
JSG Acquisitions      
  1,845,000     Term Loan, 7.40%, Maturing December 31, 2013     1,874,981    
  1,845,000     Term Loan, 7.90%, Maturing December 13, 2014     1,874,981    
Owens-Illinois, Inc.      
  1,216,832     Term Loan, 6.61%, Maturing April 1, 2007     1,219,874    
  788,429     Term Loan, 6.71%, Maturing April 1, 2008     791,385    
  1,178,229     Term Loan, 6.78%, Maturing April 1, 2008     1,182,647    
Smurfit-Stone Container Corp.      
  589,195     Term Loan, 4.73%, Maturing November 1, 2010     597,775    
  671,625     Term Loan, 7.13%, Maturing November 1, 2011     681,280    
  1,477,977     Term Loan, 7.13%, Maturing November 1, 2011     1,499,223    
  4,217,410     Term Loan, 7.19%, Maturing November 1, 2011     4,278,035    
            $ 38,390,741    
Cosmetics / Toiletries — 0.6%      
American Safety Razor Co.      
$ 895,574     Term Loan, 7.56%, Maturing February 28, 2012   $ 904,529    
Prestige Brands, Inc.      
  1,764,000     Term Loan, 7.23%, Maturing April 6, 2011     1,787,888    
Revlon Consumer Products Corp.      
  945,000     Term Loan, 10.85%, Maturing July 9, 2010     970,988    
            $ 3,663,405    
Drugs — 1.1%      
Patheon, Inc.      
$ 1,825,000     Term Loan, 6.91%, Maturing December 14, 2011   $ 1,838,688    
Warner Chilcott Corp.      
  8,833     Term Loan, 7.19%, Maturing June 30, 2006     8,909    
  44,164     Term Loan, 7.40%, Maturing January 12, 2012     44,544    
  3,104,839     Term Loan, 7.39%, Maturing January 18, 2012     3,130,342    
  577,972     Term Loan, 7.61%, Maturing January 18, 2012     582,720    
  1,251,098     Term Loan, 7.61%, Maturing January 18, 2012     1,261,375    
            $ 6,866,578    
Ecological Services and Equipment — 2.3%      
Alderwoods Group, Inc.      
$ 212,883     Term Loan, 6.85%, Maturing September 29, 2009   $ 214,812    
Allied Waste Industries, Inc.      
  1,310,943     Term Loan, 4.88%, Maturing January 15, 2012     1,316,976    
  3,376,347     Term Loan, 6.76%, Maturing January 15, 2012     3,393,229    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Ecological Services and Equipment (continued)      
Envirocare of Utah, LLC      
$ 1,383,295     Term Loan, 7.85%, Maturing April 15, 2010   $ 1,400,874    
  500,000     Term Loan, 10.60%, Maturing April 15, 2012     510,625    
Environmental Systems, Inc.      
  1,107,393     Term Loan, 8.48%, Maturing December 12, 2008     1,114,314    
  2,500,000     Term Loan, 14.95%, Maturing December 12, 2010     2,562,500    
IESI Corp.      
  970,588     Term Loan, 6.76%, Maturing January 20, 2012     983,024    
Sensus Metering Systems, Inc.      
  315,326     Term Loan, 7.35%, Maturing December 17, 2010     318,874    
  2,373,913     Term Loan, 7.43%, Maturing December 17, 2010     2,400,620    
            $ 14,215,848    
Electronics / Electrical — 3.6%      
AMI Semiconductor, Inc.      
$ 2,071,347     Term Loan, 6.50%, Maturing April 1, 2012   $ 2,086,018    
Aspect Software, Inc.      
  1,150,000     Term Loan, 7.44%, Maturing September 22, 2010     1,166,531    
Communications & Power, Inc.      
  1,022,222     Term Loan, 8.08%, Maturing July 23, 2010     1,032,444    
Enersys Capital, Inc.      
  1,080,750     Term Loan, 6.82%, Maturing March 17, 2011     1,094,259    
Fairchild Semiconductor Corp.      
  1,949,060     Term Loan, 6.63%, Maturing December 31, 2010     1,963,678    
FCI International S.A.S.      
  208,464     Term Loan, 7.73%, Maturing November 1, 2013     211,330    
  216,536     Term Loan, 7.73%, Maturing November 1, 2013     218,431    
  216,536     Term Loan, 8.23%, Maturing November 1, 2013     219,513    
  208,464     Term Loan, 8.23%, Maturing November 1, 2013     211,330    
Infor Global Solutions      
  119,008     Term Loan, 7.80%, Maturing April 18, 2011     119,207    
  535,537     Term Loan, 7.80%, Maturing April 18, 2011     536,430    
  245,455     Term Loan, 7.80%, Maturing April 18, 2011     245,864    
  50,478     Term Loan, 12.05%, Maturing April 18, 2012     50,951    
  234,783     Term Loan, 12.05%, Maturing April 18, 2012     236,250    
  389,739     Term Loan, 12.05%, Maturing April 18, 2012     392,175    
Invensys International Holdings Limited      
  1,056,858     Term Loan, 8.50%, Maturing September 4, 2009     1,070,069    
Network Solutions, LLC      
  962,588     Term Loan, 9.96%, Maturing January 9, 2012     967,400    
Open Solutions, Inc.      
  1,050,000     Term Loan, 11.33%, Maturing March 3, 2012     1,077,563    
Rayovac Corp.      
  3,453,516     Term Loan, 7.41%, Maturing February 7, 2012     3,479,417    

 

See notes to financial statements

8



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Electronics / Electrical (continued)      
Security Co., Inc.      
$ 982,516     Term Loan, 8.25%, Maturing June 30, 2010   $ 991,113    
  1,000,000     Term Loan, 12.63%, Maturing June 30, 2011     1,013,750    
SSA Global Technologies, Inc.      
  496,250     Term Loan, 6.97%, Maturing September 22, 2011     501,213    
Telcordia Technologies, Inc.      
  2,706,431     Term Loan, 7.31%, Maturing September 15, 2012     2,709,251    
Vertafore, Inc.      
  850,000     Term Loan, 10.87%, Maturing January 31, 2013     862,219    
Viasystems, Inc.      
  490,656     Term Loan, 11.00%, Maturing September 30, 2009     495,256    
            $ 22,951,662    
Equipment Leasing — 2.0%      
Ashtead Group, PLC      
$ 990,000     Term Loan, 6.50%, Maturing November 12, 2009   $ 1,001,447    
Maxim Crane Works, L.P.      
  1,173,840     Term Loan, 6.94%, Maturing January 28, 2010     1,190,714    
The Hertz Corp.      
  468,800     Term Loan, 0.00%, Maturing December 21, 2012(2)     473,728    
  400,000     Term Loan, 4.93%, Maturing December 21, 2012     404,558    
  2,724,372     Term Loan, 7.10%, Maturing December 21, 2012     2,755,413    
United Rentals, Inc.      
  1,121,250     Term Loan, 6.83%, Maturing February 14, 2011     1,135,032    
  5,494,125     Term Loan, 7.00%, Maturing February 14, 2011     5,561,659    
            $ 12,522,551    
Farming / Agriculture — 0.3%      
Central Garden & Pet Co.      
$ 2,075,000     Term Loan, 6.52%, Maturing February 28, 2014   $ 2,088,834    
            $ 2,088,834    
Financial Intermediaries — 3.2%      
AIMCO Properties, L.P.      
$ 3,300,000     Term Loan, 6.36%, Maturing November 2, 2009   $ 3,320,625    
Ameritrade Holding Corp.      
  4,225,000     Term Loan, 6.49%, Maturing December 31, 2012     4,246,653    
Coinstar, Inc.      
  527,373     Term Loan, 7.03%, Maturing July 7, 2011     535,284    
Extensity S.A.R.L.- GEAC U.S.      
  825,000     Term Loan, 7.56%, Maturing March 14, 2011     828,609    
Fidelity National Information Solutions, Inc.      
  6,418,367     Term Loan, 6.60%, Maturing March 9, 2013     6,467,587    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Financial Intermediaries (continued)      
LPL Holdings, Inc.      
$ 3,615,938     Term Loan, 8.20%, Maturing June 30, 2013   $ 3,655,489    
The Macerich Partnership, L.P.      
  1,210,000     Term Loan, 6.38%, Maturing April 25, 2010     1,217,563    
            $ 20,271,810    
Food Products — 3.0%      
Acosta, Inc.      
$ 1,022,438     Term Loan, 7.13%, Maturing December 6, 2012   $ 1,034,899    
Advantage Sales & Marketing, Inc.      
  850,000     Term Loan, 6.90%, Maturing March 29, 2013     857,438    
BF Bolthouse HoldCo, LLC      
  1,150,000     Term Loan, 10.37%, Maturing December 16, 2013     1,182,583    
Chiquita Brands, LLC      
  1,181,075     Term Loan, 7.00%, Maturing June 28, 2012     1,193,870    
Del Monte Corp.      
  871,200     Term Loan, 6.50%, Maturing February 8, 2012     875,665    
Doane Pet Care Co.      
  547,250     Term Loan, 7.17%, Maturing October 21, 2012     554,775    
Dole Food Company, Inc.      
  162,791     Term Loan, 6.67%, Maturing April 12, 2013     163,028    
  1,220,930     Term Loan, 6.72%, Maturing April 12, 2013     1,222,710    
  366,279     Term Loan, 6.81%, Maturing April 12, 2013     366,813    
Herbalife International, Inc.      
  223,365     Term Loan, 6.75%, Maturing December 21, 2010     225,459    
Michael Foods, Inc.      
  3,566,107     Term Loan, 6.70%, Maturing November 21, 2010     3,612,170    
Pinnacle Foods Holdings Corp.      
  5,794,958     Term Loan, 8.24%, Maturing November 25, 2010     5,893,473    
Reddy Ice Group, Inc.      
  1,970,000     Term Loan, 6.79%, Maturing August 9, 2012     1,989,700    
            $ 19,172,583    
Food Service — 3.4%      
AFC Enterprises, Inc.      
$ 605,870     Term Loan, 7.25%, Maturing May 11, 2011   $ 611,171    
Buffets, Inc.      
  418,182     Term Loan, 4.98%, Maturing June 28, 2009     421,318    
  1,831,245     Term Loan, 8.20%, Maturing June 28, 2009     1,844,980    
Burger King Corp.      
  2,431,784     Term Loan, 6.50%, Maturing June 30, 2012     2,443,727    
Carrols Corp.      
  2,287,608     Term Loan, 7.38%, Maturing December 31, 2010     2,323,709    

 

See notes to financial statements

9



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Food Service (continued)      
CKE Restaurants, Inc.      
$ 342,600     Term Loan, 6.94%, Maturing May 1, 2010   $ 346,454    
Denny's, Inc.      
  957,886     Term Loan, 8.18%, Maturing September 30, 2009     975,647    
Domino's, Inc.      
  6,877,436     Term Loan, 6.49%, Maturing June 25, 2010     6,944,780    
Dunkin' Brands, Inc.      
  1,450,000     Term Loan, 7.33%, Maturing March 1, 2013     1,453,263    
Jack in the Box, Inc.      
  2,932,499     Term Loan, 6.52%, Maturing January 8, 2011     2,964,880    
Sagittarius Restaurants, LLC      
  400,000     Term Loan, 7.07%, Maturing March 29, 2013     405,500    
Weight Watchers International, Inc.      
  911,125     Term Loan, 6.58%, Maturing March 31, 2010     912,453    
            $ 21,647,882    
Food / Drug Retailers — 2.2%      
Cumberland Farms, Inc.      
$ 838,229     Term Loan, 7.11%, Maturing September 8, 2008   $ 842,420    
General Nutrition Centers, Inc.      
  1,008,028     Term Loan, 7.90%, Maturing December 7, 2009     1,024,094    
  1,000,000     Revolving Loan, 0.00%, Maturing December 15, 2009(2)     985,000    
Giant Eagle, Inc.      
  1,845,375     Term Loan, 6.42%, Maturing November 7, 2012     1,857,196    
Roundy's Supermarkets, Inc.      
  3,416,438     Term Loan, 7.79%, Maturing November 3, 2011     3,465,549    
The Jean Coutu Group (PJC), Inc.      
  5,011,628     Term Loan, 7.62%, Maturing July 30, 2011     5,063,137    
The Pantry, Inc.      
  798,000     Term Loan, 6.75%, Maturing January 2, 2012     806,729    
            $ 14,044,125    
Forest Products — 3.4%      
Appleton Papers, Inc.      
$ 1,807,817     Term Loan, 7.00%, Maturing June 11, 2010   $ 1,834,934    
Boise Cascade Holdings, LLC      
  2,557,695     Term Loan, 6.75%, Maturing October 29, 2011     2,593,298    
Buckeye Technologies, Inc.      
  3,103,238     Term Loan, 6.88%, Maturing March 15, 2008     3,112,936    
Georgia-Pacific Corp.      
  8,827,875     Term Loan, 6.88%, Maturing December 20, 2012     8,887,189    
  2,675,000     Term Loan, 7.94%, Maturing December 23, 2013     2,736,217    
RLC Industries Co.      
  1,105,071     Term Loan, 6.48%, Maturing February 24, 2010     1,111,287    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Forest Products (continued)      
Xerium Technologies, Inc.      
$ 1,370,736     Term Loan, 7.23%, Maturing November 19, 2011   $ 1,372,449    
            $ 21,648,310    
Healthcare — 9.8%      
Accellent, Inc.      
$ 349,125     Term Loan, 6.80%, Maturing November 22, 2012   $ 351,743    
Alliance Imaging, Inc.      
  1,119,752     Term Loan, 7.56%, Maturing December 29, 2011     1,125,876    
Ameripath, Inc.      
  870,000     Term Loan, 6.83%, Maturing October 31, 2012     880,060    
AMN Healthcare, Inc.      
  525,000     Term Loan, 6.73%, Maturing November 2, 2011     531,399    
AMR HoldCo, Inc.      
  1,255,811     Term Loan, 6.84%, Maturing February 10, 2012     1,272,686    
Angiotech Pharmaceuticals, Inc.      
  525,000     Term Loan, 6.45%, Maturing March 23, 2013     527,051    
Caremore Holdings, Inc.      
  900,000     Term Loan, 8.23%, Maturing February 28, 2013     907,032    
Carl Zeiss Topco GMBH      
  368,333     Term Loan, 7.86%, Maturing February 28, 2013     372,431    
  736,667     Term Loan, 8.36%, Maturing February 28, 2014     747,625    
  375,000     Term Loan, 10.61%, Maturing August 31, 2014     382,734    
Community Health Systems, Inc.      
  7,132,848     Term Loan, 6.56%, Maturing August 19, 2011     7,209,377    
Concentra Operating Corpratio      
  2,243,436     Term Loan, 6.69%, Maturing September 30, 2011     2,270,077    
Conmed Corp.      
  1,100,000     Term Loan, 6.68%, Maturing April 13, 2013     1,112,719    
CRC Health Corp.      
  500,000     Term Loan, 7.23%, Maturing February 6, 2013     506,250    
Davita Inc.      
  7,104,630     Term Loan, 6.95%, Maturing October 5, 2012     7,190,475    
DJ Orthopedics, LLC      
  350,000     Term Loan, 6.56%, Maturing April 7, 2013     350,000    
Encore Medical IHC, Inc.      
  1,426,745     Term Loan, 7.65%, Maturing October 4, 2010     1,442,796    
FGX International, Inc.      
  600,000     Term Loan, 8.93%, Maturing December 12, 2012     598,500    
FHC Health Systems, Inc.      
  928,571     Term Loan, 10.82%, Maturing December 18, 2009     947,143    
  650,000     Term Loan, 12.82%, Maturing December 18, 2009     663,000    
  500,000     Term Loan, 13.82%, Maturing February 7, 2011     508,750    
Fresenius Medical Care Holdings      
  3,775,000     Term Loan, 6.38%, Maturing March 31, 2013     3,782,863    

 

See notes to financial statements

10



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Healthcare (continued)      
Gentiva Health Services, Inc.      
$ 820,541     Term Loan, 7.27%, Maturing February 28, 2014   $ 830,627    
Healthcare Partners, LLC      
  876,679     Term Loan, 6.89%, Maturing March 2, 2011     885,994    
HealthSouth Corp.      
  2,125,000     Term Loan, 8.15%, Maturing March 10, 2013     2,150,993    
Kinetic Concepts, Inc.      
  1,731,561     Term Loan, 6.73%, Maturing August 11, 2010     1,753,566    
Leiner Health Products, Inc.      
  977,588     Term Loan, 8.61%, Maturing May 27, 2011     991,640    
Lifecare Holdings, Inc.      
  870,625     Term Loan, 7.07%, Maturing August 11, 2012     828,363    
Lifepoint Hospitals, Inc.      
  3,937,182     Term Loan, 6.19%, Maturing April 15, 2012     3,962,884    
Magellan Health Services, Inc.      
  1,111,111     Term Loan, 4.71%, Maturing August 15, 2008     1,125,000    
  1,250,000     Term Loan, 7.16%, Maturing August 15, 2008     1,265,625    
Matria Healthcare, Inc.      
  96,154     Term Loan, 7.02%, Maturing January 19, 2007     96,394    
  500,000     Term Loan, 11.52%, Maturing January 19, 2007     509,063    
  203,337     Term Loan, 7.15%, Maturing January 19, 2012     204,989    
Multiplan Merger Corp.      
  525,000     Term Loan, 6.86%, Maturing April 12, 2013     531,563    
National Mentor, Inc.      
  1,245,946     Term Loan, 7.35%, Maturing September 30, 2011     1,252,175    
National Rental Institutes, Inc.      
  875,000     Term Loan, 9.00%, Maturing March 31, 2013     885,118    
PER-SE Technologies, Inc.      
  885,057     Term Loan, 7.23%, Maturing January 6, 2013     897,227    
Quintiles Transnational Corp.      
  1,700,000     Term Loan, 8.82%, Maturing March 31, 2014     1,732,140    
Renal Advantage, Inc.      
  348,250     Term Loan, 7.42%, Maturing October 5, 2012     352,494    
Select Medical Holding Corp.      
  2,176,781     Term Loan, 6.52%, Maturing February 24, 2012     2,161,060    
Sunrise Medical Holdings, Inc.      
  968,577     Term Loan, 8.06%, Maturing May 13, 2010     970,999    
Talecris Biotherapeutics, Inc.      
  999,900     Term Loan, 8.02%, Maturing March 31, 2010     1,004,900    
Vanguard Health Holding Co., LLC      
  2,209,648     Term Loan, 6.95%, Maturing September 23, 2011     2,240,375    
VWR International, Inc.      
  1,780,079     Term Loan, 7.34%, Maturing April 7, 2011     1,807,338    
            $ 62,121,114    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Home Furnishings — 1.5%      
Knoll, Inc.      
$ 1,653,750     Term Loan, 6.73%, Maturing October 3, 2012   $ 1,678,556    
National Bedding Co., LLC      
  550,000     Term Loan, 9.91%, Maturing August 31, 2012     560,656    
Sealy Mattress Co.      
  2,504,867     Term Loan, 6.62%, Maturing April 6, 2012     2,537,353    
Simmons Co.      
  4,827,805     Term Loan, 7.35%, Maturing December 19, 2011     4,910,785    
            $ 9,687,350    
Industrial Equipment — 1.3%      
Aearo Technologies, Inc.      
$ 400,000     Term Loan, 11.45%, Maturing September 24, 2013   $ 408,875    
Alliance Laundry Holdings, LLC      
  911,550     Term Loan, 7.09%, Maturing January 27, 2012     923,514    
Douglas Dynamics Holdings, Inc.      
  987,517     Term Loan, 6.73%, Maturing December 16, 2010     999,861    
Flowserve Corp.      
  2,034,058     Term Loan, 6.66%, Maturing August 10, 2012     2,063,615    
Gleason Corp.      
  383,139     Term Loan, 7.47%, Maturing July 27, 2011     387,928    
  1,243,750     Term Loan, 10.50%, Maturing January 31, 2012     1,265,516    
John Maneely Co.      
  500,000     Term Loan, 8.09%, Maturing March 24, 2013     508,438    
Nacco Materials Handling Group, Inc.      
  625,000     Term Loan, 0.00%, Maturing March 22, 2013(2)     631,250    
Terex Corp.      
  794,355     Term Loan, 7.26%, Maturing June 30, 2009     805,277    
            $ 7,994,274    
Insurance — 1.0%      
ARG Holding, Inc.      
$ 1,250,000     Term Loan, 12.13%, Maturing November 30, 2012   $ 1,270,313    
CCC Information Services Group      
  700,000     Term Loan, 7.58%, Maturing February 10, 2013     710,063    
Conseco, Inc.      
  3,210,181     Term Loan, 6.65%, Maturing June 22, 2010     3,239,609    
U.S.I. Holdings Corp.      
  1,178,286     Term Loan, 7.38%, Maturing March 24, 2011     1,191,542    
            $ 6,411,527    
Leisure Goods / Activities / Movies — 8.2%      
24 Hour Fitness Worldwide, Inc.      
$ 1,675,000     Term Loan, 7.85%, Maturing June 8, 2012   $ 1,698,730    

 

See notes to financial statements

11



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Leisure Goods / Activities / Movies (continued)      
Alliance Atlantis Communications, Inc.      
$ 618,750     Term Loan, 6.48%, Maturing December 20, 2011   $ 624,035    
AMC Entertainment, Inc.      
  1,870,313     Term Loan, 7.11%, Maturing January 26, 2013     1,891,354    
AMF Bowling Worldwide, Inc.      
  1,757,963     Term Loan, 7.85%, Maturing August 27, 2009     1,774,994    
Cinemark, Inc.      
  1,960,000     Term Loan, 6.28%, Maturing March 31, 2011     1,986,215    
Deluxe Entertainment Services      
  925,000     Term Loan, 8.73%, Maturing January 28, 2011     958,531    
Easton-Bell Sports, Inc.      
  550,000     Term Loan, 6.80%, Maturing March 16, 2013     556,646    
Fender Musical Instruments Co.      
  705,000     Term Loan, 9.62%, Maturing March 30, 2012     719,100    
HEI Acquisition, LLC      
  575,000     Term Loan, 7.55%, Maturing December 31, 2011     582,906    
Mega Blocks, Inc.      
  1,637,625     Term Loan, 6.91%, Maturing July 26, 2012     1,652,978    
Metro-Goldwyn-Mayer Holdings, Inc.      
  9,065,000     Term Loan, 7.23%, Maturing April 8, 2012     9,175,484    
Regal Cinemas Corp.      
  7,429,132     Term Loan, 6.48%, Maturing November 10, 2010     7,486,247    
Six Flags Theme Parks, Inc.      
  7,783,978     Term Loan, 7.15%, Maturing June 30, 2009     7,849,309    
Southwest Sports Group, LLC      
  1,875,000     Term Loan, 7.44%, Maturing December 22, 2010     1,898,438    
Universal City Development Partners, Ltd.      
  1,822,800     Term Loan, 6.94%, Maturing June 9, 2011     1,845,964    
WMG Acquisition Corp.      
  875,000     Revolving Loan, 0.00%, Maturing February 28, 2010(2)     854,656    
  9,898,761     Term Loan, 6.81%, Maturing February 28, 2011     10,011,666    
Yankees Holdings & YankeeNets, LLC      
  400,714     Term Loan, 7.32%, Maturing June 25, 2007     402,718    
            $ 51,969,971    
Lodging and Casinos — 4.6%      
Alliance Gaming Corp.      
$ 4,921,789     Term Loan, 8.18%, Maturing September 4, 2009   $ 4,974,083    
Ameristar Casinos, Inc.      
  1,097,250     Term Loan, 6.50%, Maturing November 10, 2012     1,107,537    
CCM Merger, Inc.      
  2,470,099     Term Loan, 6.92%, Maturing July 13, 2012     2,490,168    
Columbia Entertainment      
  302,054     Term Loan, 7.48%, Maturing October 24, 2011     304,697    
Globalcash Access, LLC      
  751,780     Term Loan, 6.75%, Maturing March 10, 2010     761,412    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Lodging and Casinos (continued)      
Green Valley Ranch Gaming, LLC      
$ 1,234,376     Term Loan, 6.98%, Maturing December 17, 2011   $ 1,248,263    
Isle of Capri Casinos, Inc.      
  2,246,562     Term Loan, 6.76%, Maturing February 4, 2011     2,277,734    
Penn National Gaming, Inc.      
  6,537,150     Term Loan, 6.66%, Maturing October 3, 2012     6,630,102    
Pinnacle Entertainment, Inc.      
  700,000     Term Loan, 0.00%, Maturing December 14, 2011(2)     701,313    
  625,000     Term Loan, 6.93%, Maturing December 14, 2011     630,664    
Resorts International Holdings, LLC      
  1,067,070     Term Loan, 8.98%, Maturing April 26, 2012     1,080,542    
  1,070,744     Term Loan, 15.98%, Maturing April 26, 2013     1,087,810    
Venetian Casino Resort, LLC      
  3,433,304     Term Loan, 6.73%, Maturing June 15, 2011     3,473,807    
  707,898     Term Loan, 6.73%, Maturing June 15, 2011     716,249    
Wynn Las Vegas, LLC      
  1,225,000     Term Loan, 7.09%, Maturing December 14, 2011     1,239,419    
            $ 28,723,800    
Nonferrous Metals / Minerals — 2.2%      
Almatis Holdings 5 BV      
$ 325,000     Term Loan, 7.40%, Maturing December 21, 2013   $ 329,684    
  325,000     Term Loan, 7.90%, Maturing December 21, 2014     331,134    
Alpha Natural Resources      
  872,812     Term Loan, 6.32%, Maturing October 26, 2012     879,904    
Carmeuse Lime, Inc.      
  593,492     Term Loan, 6.94%, Maturing May 2, 2011     596,459    
Foundation Coal Corp.      
  1,265,160     Term Loan, 6.62%, Maturing July 30, 2011     1,286,193    
ICG, LLC      
  171,684     Term Loan, 7.71%, Maturing November 5, 2010     171,631    
International Mill Service, Inc.      
  2,000,000     Term Loan, 10.98%, Maturing October 26, 2011     2,015,000    
Magnequench International, Inc.      
  1,899,625     Term Loan, 8.50%, Maturing August 31, 2009     1,904,374    
Magnum Coal Co.      
  1,863,636     Term Loan, 8.45%, Maturing March 15, 2013     1,886,932    
  186,364     Term Loan, 8.50%, Maturing March 15, 2013     188,693    
Murray Energy Corp.      
  920,700     Term Loan, 8.00%, Maturing January 28, 2010     934,511    
Novelis, Inc.      
  1,283,298     Term Loan, 6.44%, Maturing January 6, 2012     1,298,537    
  2,229,405     Term Loan, 6.44%, Maturing January 6, 2012     2,255,879    
            $ 14,078,931    

 

See notes to financial statements

12



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Oil and Gas — 3.8%      
Coffeyville Resources, LLC      
$ 850,000     Term Loan, 11.75%, Maturing June 24, 2013   $ 877,094    
Dresser Rand Group, Inc.      
  1,452,063     Term Loan, 6.92%, Maturing October 29, 2011     1,477,021    
Dresser, Inc.      
  372,544     Term Loan, 7.50%, Maturing March 31, 2007     378,908    
El Paso Corp.      
  1,973,625     Term Loan, 4.73%, Maturing November 23, 2009     1,996,651    
  2,881,493     Term Loan, 7.75%, Maturing November 23, 2009     2,917,511    
Epco Holdings, Inc.      
  1,885,950     Term Loan, 7.09%, Maturing August 18, 2010     1,912,323    
Key Energy Services, Inc.      
  1,192,013     Term Loan, 8.01%, Maturing June 30, 2012     1,208,900    
LB Pacific, L.P.      
  1,507,287     Term Loan, 7.72%, Maturing March 3, 2012     1,529,897    
Lyondell-Citgo Refining, L.P.      
  2,640,475     Term Loan, 6.98%, Maturing May 21, 2007     2,660,278    
Petroleum Geo-Services ASA      
  2,369,063     Term Loan, 7.48%, Maturing December 16, 2012     2,396,456    
Targa Resources, Inc.      
  1,685,000     Term Loan, 6.83%, Maturing October 31, 2007     1,689,915    
  1,365,968     Term Loan, 7.23%, Maturing October 31, 2012     1,383,754    
  2,262,662     Term Loan, 7.26%, Maturing October 31, 2012     2,292,124    
Universal Compression, Inc.      
  1,024,654     Term Loan, 6.48%, Maturing February 15, 2012     1,035,541    
            $ 23,756,373    
Paper — 0.4%      
NewPage Corp.      
$ 2,268,586     Term Loan, 7.96%, Maturing May 2, 2011   $ 2,277,094    
            $ 2,277,094    
Publishing — 6.3%      
American Media Operations, Inc.      
$ 4,275,000     Term Loan, 8.12%, Maturing January 31, 2013   $ 4,330,041    
Caribe Information Investments      
  800,000     Term Loan, 7.40%, Maturing March 31, 2013     809,000    
CBD Media, LLC      
  2,054,970     Term Loan, 7.41%, Maturing December 31, 2009     2,088,363    
Dex Media East, LLC      
  5,370,090     Term Loan, 6.34%, Maturing May 8, 2009     5,399,292    
Dex Media West, LLC      
  3,996,431     Term Loan, 6.40%, Maturing March 9, 2010     4,020,578    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Publishing (continued)      
Hanley-Wood, LLC      
$ 55,629     Term Loan, 0.00%, Maturing August 1, 2012(2)   $ 55,873    
  469,371     Term Loan, 7.04%, Maturing August 1, 2012     471,424    
Herald Media, Inc.      
  279,852     Term Loan, 7.67%, Maturing July 22, 2011     281,076    
  625,000     Term Loan, 10.67%, Maturing January 22, 2012     632,813    
Liberty Group Operating, Inc.      
  1,324,678     Term Loan, 7.25%, Maturing February 28, 2012     1,337,346    
Merrill Communications, LLC      
  1,313,687     Term Loan, 7.00%, Maturing May 5, 2011     1,327,850    
Nebraska Book Co., Inc.      
  1,430,800     Term Loan, 7.61%, Maturing March 4, 2011     1,442,425    
R.H. Donnelley Corp.      
  111,437     Term Loan, 6.29%, Maturing December 31, 2009     111,937    
  5,281,142     Term Loan, 6.44%, Maturing June 30, 2011     5,309,328    
Source Media, Inc.      
  1,884,436     Term Loan, 7.21%, Maturing November 8, 2011     1,909,169    
SP Newsprint Co.      
  3,866,667     Term Loan, 5.00%, Maturing January 9, 2010     3,924,667    
  1,441,667     Term Loan, 7.38%, Maturing January 9, 2010     1,463,292    
Sun Media Corp.      
  1,268,075     Term Loan, 6.42%, Maturing February 7, 2009     1,281,020    
Xsys US, Inc.      
  1,872,229     Term Loan, 7.48%, Maturing December 31, 2012     1,890,016    
  1,896,271     Term Loan, 7.98%, Maturing December 31, 2013     1,923,767    
            $ 40,009,277    
Radio and Television — 6.0%      
Adams Outdoor Advertising, L.P.      
$ 1,349,198     Term Loan, 7.09%, Maturing November 18, 2012   $ 1,368,593    
ALM Media Holdings, Inc.      
  1,110,150     Term Loan, 7.49%, Maturing March 5, 2010     1,117,088    
Block Communications, Inc.      
  847,875     Term Loan, 6.98%, Maturing December 22, 2011     858,473    
DirecTV Holdings, LLC      
  3,896,667     Term Loan, 6.42%, Maturing April 13, 2013     3,934,110    
Entravision Communications Corp.      
  1,318,375     Term Loan, 6.49%, Maturing September 29, 2013     1,329,224    
Gray Television, Inc.      
  1,271,813     Term Loan, 6.49%, Maturing November 22, 2015     1,280,556    
HIT Entertainment, Inc.      
  1,019,875     Term Loan, 7.17%, Maturing March 20, 2012     1,028,544    
NEP Supershooters, L.P.      
  1,916,927     Term Loan, 12.98%, Maturing August 3, 2011     1,907,343    

 

See notes to financial statements

13



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Radio and Television (continued)      
Nexstar Broadcasting, Inc.      
$ 1,822,435     Term Loan, 6.73%, Maturing October 1, 2012   $ 1,831,547    
  1,812,726     Term Loan, 6.73%, Maturing October 1, 2012     1,821,789    
NextMedia Operating, Inc.      
  130,115     Term Loan, 6.84%, Maturing November 15, 2012     131,559    
  292,762     Term Loan, 6.90%, Maturing November 15, 2012     296,010    
PanAmSat Corp.      
  5,065,125     Term Loan, 6.90%, Maturing August 20, 2011     5,129,285    
Patriot Media and Communications CNJ, LLC      
  500,000     Term Loan, 9.85%, Maturing October 6, 2013     511,953    
Paxson Communcations Corp.      
  2,500,000     Term Loan, 8.32%, Maturing January 15, 2012     2,510,938    
Rainbow National Services, LLC      
  2,759,019     Term Loan, 7.56%, Maturing March 31, 2012     2,793,794    
Raycom TV Broadcasting, LLC      
  2,817,666     Term Loan, 6.50%, Maturing August 28, 2013     2,831,754    
SFX Entertainment      
  1,396,500     Term Loan, 7.23%, Maturing June 21, 2013     1,402,610    
Susquchana Media Co.      
  5,197,500     Term Loan, 8.00%, Maturing March 9, 2012     5,207,245    
Young Broadcasting, Inc.      
  729,488     Term Loan, 7.09%, Maturing November 3, 2012     731,084    
            $ 38,023,499    
Rail Industries — 0.4%      
Railamerica, Inc.      
$ 2,455,139     Term Loan, 7.06%, Maturing September 29, 2011   $ 2,491,966    
  206,695     Term Loan, 7.06%, Maturing September 29, 2011     209,796    
            $ 2,701,762    
Retailers (Except Food and Drug) — 5.0%      
Advance Stores Company, Inc.      
$ 1,503,798     Term Loan, 6.33%, Maturing September 30, 2010   $ 1,516,957    
  893,951     Term Loan, 6.44%, Maturing September 30, 2010     901,773    
Alimentation Couche-Tard, Inc.      
  1,200,000     Term Loan, 6.75%, Maturing December 17, 2010     1,215,000    
American Achievement Corp.      
  482,245     Term Loan, 7.34%, Maturing March 25, 2011     484,656    
Amscan Holdings, Inc.      
  1,425,000     Term Loan, 7.77%, Maturing December 23, 2012     1,439,546    
Coinmach Laundry Corp.      
  3,496,469     Term Loan, 7.77%, Maturing December 15, 2012     3,556,930    
FTD, Inc.      
  2,042,380     Term Loan, 7.30%, Maturing February 28, 2011     2,067,273    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Retailers (Except Food and Drug) (continued)      
Harbor Freight Tools USA, Inc.      
$ 1,819,601     Term Loan, 6.65%, Maturing July 15, 2010   $ 1,830,974    
Home Interiors & Gifts, Inc.      
  1,063,814     Term Loan, 9.81%, Maturing March 31, 2011     1,010,624    
Josten's Corp.      
  3,894,799     Term Loan, 7.07%, Maturing October 4, 2010     3,947,379    
Mapco Express, Inc.      
  547,017     Term Loan, 7.69%, Maturing April 28, 2011     555,564    
Mauser Werke GMBH & Co. KG      
  1,175,000     Term Loan, 7.52%, Maturing December 3, 2011     1,182,344    
Movie Gallery, Inc.      
  984,511     Term Loan, 9.98%, Maturing April 27, 2011     912,057    
Neiman Marcus Group, Inc.      
  925,633     Term Loan, 7.34%, Maturing April 5, 2013     939,435    
Oriental Trading Co., Inc.      
  874,814     Term Loan, 7.25%, Maturing August 4, 2010     881,375    
Petro Stopping Center, L.P.      
  531,250     Term Loan, 7.25%, Maturing February 9, 2008     537,891    
Rent-A-Center, Inc.      
  1,974,874     Term Loan, 6.47%, Maturing June 30, 2010     1,996,845    
Savers, Inc.      
  950,901     Term Loan, 8.24%, Maturing August 4, 2009     956,250    
  1,000,000     Term Loan, 12.99%, Maturing August 4, 2010     1,015,000    
Sears Canada, Inc.      
  900,000     Term Loan, 6.71%, Maturing December 22, 2012     911,250    
Stewert Enterprises, Inc.      
  361,457     Term Loan, 6.68%, Maturing November 19, 2011     364,846    
Travelcenters of America, Inc.      
  3,082,275     Term Loan, 6.62%, Maturing November 30, 2008     3,117,721    
            $ 31,341,690    
Steel — 0.1%      
Gibraltar Industries, Inc.      
$ 872,813     Term Loan, 6.69%, Maturing December 8, 2010   $ 879,359    
            $ 879,359    
Surface Transport — 0.4%      
Horizon Lines, LLC      
$ 933,375     Term Loan, 7.17%, Maturing July 7, 2011   $ 946,209    
Sirva Worldwide, Inc.      
  1,789,400     Term Loan, 9.50%, Maturing December 1, 2010     1,787,163    
            $ 2,733,372    

 

See notes to financial statements

14



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Telecommunications — 5.3%      
Alaska Communications Systems Holdings, Inc.      
$ 990,000     Term Loan, 6.73%, Maturing February 11, 2012   $ 1,000,024    
Centennial Cellular Operating Co., LLC      
  4,445,833     Term Loan, 7.21%, Maturing February 9, 2011     4,511,134    
Cincinnati Bell, Inc.      
  646,750     Term Loan, 6.36%, Maturing August 31, 2012     651,803    
Consolidated Communications, Inc.      
  2,563,752     Term Loan, 6.68%, Maturing April 14, 2011     2,594,730    
D&E Communications, Inc.      
  977,289     Term Loan, 6.81%, Maturing December 31, 2011     982,786    
Epicor Software Corp.      
  375,000     Term Loan, 7.77%, Maturing March 30, 2012     378,516    
Fairpoint Communications, Inc.      
  2,980,000     Term Loan, 6.75%, Maturing February 8, 2012     3,001,605    
Hawaiian Telcom Communications, Inc.      
  750,000     Term Loan, 7.23%, Maturing October 31, 2012     757,969    
Intelsat, Ltd.      
  1,741,184     Term Loan, 6.75%, Maturing July 28, 2011     1,758,052    
Iowa Telecommunications Services      
  2,616,000     Term Loan, 6.69%, Maturing November 23, 2011     2,644,886    
IPC Acquisition Corp.      
  450,670     Term Loan, 7.59%, Maturing August 5, 2011     458,106    
Madison River Capital, LLC      
  535,000     Term Loan, 7.26%, Maturing July 31, 2012     541,771    
NTelos, Inc.      
  1,204,750     Term Loan, 7.50%, Maturing February 18, 2011     1,223,122    
Qwest Corp.      
  4,000,000     Term Loan, 9.65%, Maturing June 4, 2007     4,101,668    
Stratos Global Corp.      
  1,050,000     Term Loan, 7.73%, Maturing February 13, 2012     1,063,454    
Triton PCS, Inc.      
  2,759,515     Term Loan, 8.25%, Maturing November 18, 2009     2,783,661    
Valor Telecom Enterprise, LLC      
  2,873,167     Term Loan, 6.75%, Maturing February 14, 2012     2,883,171    
Westcom Corp.      
  747,249     Term Loan, 7.54%, Maturing December 17, 2010     749,117    
  1,000,000     Term Loan, 11.79%, Maturing May 17, 2011     1,017,500    
            $ 33,103,075    
Utilities — 3.8%      
Allegheny Energy Supply Co., LLC      
$ 3,150,097     Term Loan, 6.34%, Maturing July 21, 2011   $ 3,160,268    
Astoria Generating Co.      
  1,000,000     Term Loan, 8.69%, Maturing August 23, 2013     1,021,250    

 

Principal
Amount
 
Borrower/Tranche Description
 
Value
 
Utilities (continued)      
Cellnet Technology, Inc.      
$ 580,613     Term Loan, 7.89%, Maturing April 26, 2012   $ 590,047    
Cogentrix Delaware Holdings, Inc.      
  682,859     Term Loan, 6.50%, Maturing April 14, 2012     690,897    
Covanta Energy Corp.      
  988,618     Term Loan, 4.96%, Maturing June 24, 2012     1,004,065    
  708,445     Term Loan, 7.96%, Maturing June 24, 2012     719,515    
  725,000     Term Loan, 10.47%, Maturing June 24, 2013     743,125    
KGen, LLC      
  891,000     Term Loan, 7.60%, Maturing August 5, 2011     899,910    
La Paloma Generating Co., LLC      
  308,945     Term Loan, 6.73%, Maturing August 16, 2012     312,614    
  24,605     Term Loan, 6.73%, Maturing August 16, 2012     24,898    
  52,459     Term Loan, 6.75%, Maturing August 16, 2012     53,082    
Mirant North America, LLC      
  1,097,250     Term Loan, 6.60%, Maturing January 3, 2013     1,107,733    
NRG Energy, Inc.      
  7,950,000     Term Loan, 6.82%, Maturing February 1, 2013     8,045,511    
  1,850,000     Term Loan, 6.98%, Maturing February 1, 2013     1,872,257    
Pike Electric, Inc.      
  268,540     Term Loan, 6.38%, Maturing July 1, 2012     272,568    
  623,922     Term Loan, 6.44%, Maturing July 1, 2012     633,280    
Plains Resources, Inc.      
  1,625,675     Term Loan, 6.25%, Maturing August 12, 2011     1,637,868    
Reliant Energy, Inc.      
  272,892     Term Loan, 7.47%, Maturing December 22, 2010     272,977    
Wolf Hollow I L.P.      
  395,074     Term Loan, 7.19%, Maturing June 22, 2012     399,518    
  400,000     Term Loan, 7.20%, Maturing June 22, 2012     404,500    
            $ 23,865,883    
  Total Senior, Floating Rate Interests
(identified cost $871,449,082)
        $ 879,774,782    
Corporate Bonds & Notes — 15.1%      
Principal Amount
(000's omitted)
  Security   Value  
Aerospace and Defense — 0.2%      
Argo Tech Corp., Sr. Notes      
$ 840     9.25%, 6/1/11   $ 889,350    
DRS Technologies, Inc., Sr. Sub. Notes      
  80     7.625%, 2/1/18     82,500    

 

See notes to financial statements

15



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Aerospace and Defense (continued)      
Sequa Corp.      
$ 500     8.875%, 4/1/08   $ 523,750    
            $ 1,495,600    
Air Transport — 0.2%      
American Airlines      
$ 750     7.80%, 10/1/06   $ 752,267    
Continental Airlines      
  510     7.033%, 6/15/11     490,298    
Delta Airlines Notes      
  1,000     7.90%, 12/15/09(3)     257,500    
            $ 1,500,065    
Automotive — 0.9%      
Altra Industrial Motion, Inc.      
$ 205     9.00%, 12/1/11   $ 207,050    
Commercial Vehicle Group, Inc., Sr. Notes      
  100     8.00%, 7/1/13     100,500    
Ford Motor Credit Co.      
  200     6.50%, 1/25/07     198,797    
  715     7.375%, 10/28/09     661,134    
  340     7.875%, 6/15/10     314,262    
Ford Motor Credit Co., Variable Rate      
  990     7.68%, 11/2/07     972,058    
General Motors Acceptance Corp.      
  240     6.125%, 9/15/06     238,132    
  195     5.125%, 5/9/08     184,185    
  100     5.85%, 1/14/09     94,079    
  40     7.00%, 2/1/12     37,602    
  290     8.00%, 11/1/31     275,702    
Keystone Automotive Operations, Inc., Sr. Sub. Notes      
  1,320     9.75%, 11/1/13     1,201,200    
Metaldyne Corp.      
  270     10.00%, 11/1/13     261,225    
Tenneco Automotive, Inc., Series B      
  255     10.25%, 7/15/13     283,687    
Tenneco Automotive, Inc., Sr. Sub. Notes      
  255     8.625%, 11/15/14     259,462    
Visteon Corp., Sr. Notes      
  180     8.25%, 8/1/10     162,450    
            $ 5,451,525    

 

Principal Amount
(000's omitted)
  Security   Value  
Brokers / Dealers / Investment Houses — 0.1%      
E*Trade Financial Corp., Sr. Notes      
$ 75     8.00%, 6/15/11   $ 77,812    
Residential Capital Corp.      
  155     6.875%, 6/30/15     157,398    
Residential Capital Corp., Sub. Notes, Variable Rate      
  490     6.898%, 4/17/09(4)     490,094    
            $ 725,304    
Building and Development — 0.7%      
Coleman Cable, Inc., Sr. Notes      
$ 130     9.875%, 10/1/12   $ 118,625    
Collins & Aikman Floor Cover      
  300     9.75%, 2/15/10     286,500    
General Cable Corp., Sr. Notes      
  115     9.50%, 11/15/10     124,775    
Interface, Inc.      
  500     10.375%, 2/1/10     550,000    
Interline Brands, Inc., Sr. Sub. Notes      
  487     11.50%, 5/15/11     543,005    
MAAX Corp., Sr. Sub. Notes      
  90     9.75%, 6/15/12     77,850    
Mueller Group, Inc. Sr. Sub. Notes      
  635     10.00%, 5/1/12     698,500    
Mueller Holdings, Inc., Disc. Notes      
  295     14.75%, 4/15/14     244,850    
Nortek, Inc., Sr. Sub Notes      
  465     8.50%, 9/1/14     478,950    
NTK Holdings, Inc., Sr. Disc. Notes      
  225     10.75%, 3/1/14     172,406    
Panolam Industries International, Sr. Sub. Notes      
  290     10.75%, 10/1/13(4)     285,650    
RMCC Acquisition Co., Sr. Sub. Notes      
  745     9.50%, 11/1/12(4)     782,250    
Stanley-Martin Co.      
  80     9.75%, 8/15/15(4)     73,600    
            $ 4,436,961    
Business Equipment and Services — 0.5%      
Activant Solutions, Inc., Sr. Sub. Notes      
$ 95     9.50%, 5/1/16(4)(5)   $ 97,137    
Affinion Group, Inc.      
  95     10.125%, 10/15/13(4)     98,562    
Affinion Group, Inc., Sr. Sub Notes      
  135     11.50%, 10/15/15(4)     139,050    

 

See notes to financial statements

16



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Business Equipment and Services (continued)      
Avis Budget Car Rental, LLC, Sr. Notes, Variable Rate      
$ 80     7.576%, 5/15/14(4)   $ 82,700    
Hydrochem Industrial Services, Inc., Sr. Sub Notes      
  185     9.25%, 2/15/13(4)     184,537    
Knowledge Learning Center, Sr. Sub. Notes      
  160     7.75%, 2/1/15(4)     152,600    
Norcross Safety Products, LLC/Norcross Capital Corp., Sr. Sub. Notes, Series B      
  40     9.875%, 8/15/11     42,100    
Safety Products Holdings, Inc., Sr. Notes (PIK)      
  382     11.75%, 1/1/12     386,427    
Sungard Data Systems, Inc., Sr. Notes      
  400     9.125%, 8/15/13(4)     429,000    
Sungard Data Systems, Inc., Sr. Notes, Variable Rate      
  100     9.431%, 8/15/13(4)     106,500    
Sungard Data Systems, Inc., Sr. Sub. Notes      
  545     10.25%, 8/15/15(4)     588,600    
United Rentals North America, Inc.      
  30     6.50%, 2/15/12     29,550    
United Rentals North America, Inc., Sr. Sub. Notes      
  700     7.00%, 2/15/14     677,250    
Xerox Corp.      
  200     9.75%, 1/15/09     218,500    
            $ 3,232,513    
Cable and Satellite Television — 0.5%      
CCO Holdings, LLC / CCO Capital Corp., Sr. Notes      
$ 730     8.75%, 11/15/13   $ 719,050    
CSC Holdings, Inc., Sr. Notes, Series B      
  100     7.625%, 4/1/11     102,250    
CSC Holdings, Inc., Sr. Sub. Notes      
  475     10.50%, 5/15/16     502,312    
Insight Communications, Sr. Disc. Notes      
  400     12.25%, 2/15/11     427,500    
Kabel Deutschland GMBH      
  190     10.625%, 7/1/14(4)     206,150    
UGS Corp.      
  1,225     10.00%, 6/1/12     1,344,437    
            $ 3,301,699    
Chemicals and Plastics — 1.0%      
BCP Crystal Holdings Corp., Sr. Sub. Notes      
$ 312     9.625%, 6/15/14   $ 344,760    
Crystal US Holdings / US Holdings 3, LLC, Sr. Disc. Notes, Series B      
  312     10.50%, 10/1/14     248,040    

 

Principal Amount
(000's omitted)
  Security   Value  
Chemicals and Plastics (continued)      
Hexion U.S. Finance / Nova Scotia Finance      
$ 175     9.00%, 7/15/14   $ 181,562    
Huntsman, LLC      
  272     11.625%, 10/15/10     307,360    
Inoes Group Holdings PLC      
  730     8.50%, 2/15/16(4)     697,150    
Lyondell Chemical Co., Sr. Notes      
  938     10.50%, 6/1/13     1,054,077    
Nalco Co., Sr. Notes      
  605     7.75%, 11/15/11     611,050    
Nova Chemicals Corp., Senior Notes, Variable Rate      
  195     7.561%, 11/15/13     195,975    
OM Group, Inc.      
  1,765     9.25%, 12/15/11     1,831,187    
Polyone Corp., Sr. Notes      
  435     10.625%, 5/15/10     471,975    
  60     8.875%, 5/1/12     61,200    
PQ Corp.      
  80     7.75%, 2/15/13(4)     76,400    
Solo Cup Co., Sr. Sub. Notes      
  405     8.50%, 2/15/14     386,775    
            $ 6,467,511    
Clothing / Textiles — 0.4%      
Levi Strauss & Co., Sr. Notes      
$ 830     12.25%, 12/15/12   $ 942,050    
Levi Strauss & Co., Sr. Notes, Variable Rate      
  380     9.74%, 4/1/12     397,575    
Oxford Industries, Inc., Sr. Notes      
  640     8.875%, 6/1/11     664,000    
Perry Ellis International, Inc., Sr. Sub. Notes      
  185     8.875%, 9/15/13     186,850    
Phillips Van-Heusen, Sr. Notes      
  155     7.25%, 2/15/11     156,550    
Quiksilver, Inc.      
  140     6.875%, 4/15/15     135,800    
Russell Corp.      
  220     9.25%, 5/1/10     231,000    
            $ 2,713,825    
Conglomerates — 0.1%      
Amsted Industries, Inc., Sr. Notes      
$ 615     10.25%, 10/15/11(4)   $ 673,425    

 

See notes to financial statements

17



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Conglomerates (continued)      
Goodman Global Holdings, Inc., Sr. Notes, Variable Rate      
$ 160     7.491%, 6/15/12   $ 163,600    
            $ 837,025    
Containers and Glass Products — 0.2%      
Intertape Polymer US, Inc., Sr. Sub. Notes      
$ 315     8.50%, 8/1/14   $ 316,575    
Pliant Corp. (PIK)      
  900     11.625%, 6/15/09(4)(5)     982,459    
            $ 1,299,034    
Cosmetics / Toiletries — 0.1%      
Samsonite Corp., Sr. Sub. Notes      
$ 225     8.875%, 6/1/11   $ 239,625    
WH Holdings Ltd./WH Capital Corp., Sr. Notes      
  105     9.50%, 4/1/11     112,875    
            $ 352,500    
Ecological Services and Equipment — 0.1%      
Aleris International, Inc.      
$ 240     10.375%, 10/15/10   $ 264,600    
  213     9.00%, 11/15/14     223,650    
Waste Services, Inc., Sr. Sub Notes      
  390     9.50%, 4/15/14     405,600    
            $ 893,850    
Electronics / Electrical — 0.1%      
Advanced Micro Devices, Inc., Sr. Notes      
$ 207     7.75%, 11/1/12   $ 217,350    
Amkor Technologies, Inc., Sr. Notes      
  5     7.125%, 3/15/11     4,775    
  55     7.75%, 5/15/13     52,731    
CPI Holdco, Inc., Sr. Notes, Variable Rate      
  95     10.561%, 2/1/15     98,800    
Solectron Global Financial Ltd., Sr. Sub. Notes      
  60     8.00%, 3/15/16(4)     61,050    
            $ 434,706    
Equipment Leasing — 0.2%      
The Hertz Corp., Sr. Notes      
$ 685     8.875%, 1/1/14(4)   $ 731,237    
The Hertz Corp., Sr. Sub Notes      
  295     10.50%, 1/1/16(4)     327,819    
            $ 1,059,056    

 

Principal Amount
(000's omitted)
  Security   Value  
Financial Intermediaries — 1.6%      
Alzette, Variable Rate      
$ 750     8.636%, 12/15/20(4)   $ 767,344    
Avalon Capital Ltd. 3, Series 1A, Class D, Variable Rate      
  760     6.73%, 2/24/19(4)     763,222    
Babson Ltd., Series 2005-1A, Class C1, Variable Rate      
  1,000     7.018%, 4/15/19(4)     1,007,630    
Bryant Park CDO Ltd., Series 2005-1A, Class C, Variable Rate      
  1,000     7.118%, 1/15/19(4)     1,010,920    
Carlyle High Yield Partners, Series 2004-6A, Class C, Variable Rate      
  1,000     7.19%, 8/11/16(4)     1,000,000    
Centurion CDO 8 Ltd., Series 2005 8A, Class D, Variable Rate      
  1,000     10.36%, 3/8/17     1,035,420    
Centurion CDO 9 Ltd., Series 2005-9A      
  750     9.35%, 7/17/19     756,420    
Dryden Leveraged Loan, Series 2004-6A, Class C1, Variable Rate      
  1,500     7.21%, 7/30/16(4)     1,534,950    
First CLO, Ltd., Sr. Sub. Notes, Variable Rate      
  1,000     6.94%, 7/27/16(4)     1,000,000    
Stanfield Vantage Ltd., Series 2005-1A, Class D, Variable Rate      
  1,000     6.98%, 3/21/17(4)     1,005,250    
            $ 9,881,156    
Food Products — 0.5%      
ASG Consolidated, LLC / ASG Finance, Inc., Sr. Disc. Notes      
$ 495     11.50%, 11/1/11   $ 415,800    
Nutro Products, Inc., Sr. Notes, Variable Rate      
  80     9.23%, 10/15/13(4)     82,000    
Nutro Products, Inc., Sr. Sub. Notes      
  120     10.75%, 4/15/14(4)     124,800    
Pierre Foods, Inc., Sr. Sub. Notes      
  320     9.875%, 7/15/12     334,000    
Pinnacle Foods Holdings Corp., Sr. Sub. Notes      
  2,215     8.25%, 12/1/13     2,231,612    
United Agricultural Products, Sr. Notes      
  86     8.25%, 12/15/11     90,300    
            $ 3,278,512    
Food Service — 0.1%      
EPL Finance Corp., Sr. Notes      
$ 260     11.75%, 11/15/13(4)   $ 270,400    
NPC International, Inc., Sr. Sub. Notes      
  170     9.50%, 5/1/14(4)     172,550    
            $ 442,950    

 

See notes to financial statements

18



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Food / Drug Retailers — 0.2%      
General Nutrition Centers, Inc.      
$ 100     8.625%, 1/15/11   $ 103,000    
Jean Coutu Group (PJC), Inc., Sr. Sub. Notes      
  80     8.50%, 8/1/14     75,400    
Rite Aid Corp.      
  345     7.125%, 1/15/07     347,587    
  500     6.125%, 12/15/08(4)     491,250    
  190     8.125%, 5/1/10     195,225    
            $ 1,212,462    
Forest Products — 0.4%      
Abitibi-Consolidated, Inc.      
$ 175     6.95%, 4/1/08   $ 175,875    
Georgia-Pacific Corp.      
  65     9.50%, 12/1/11     71,662    
JSG Funding PLC, Sr. Notes      
  325     9.625%, 10/1/12     344,500    
NewPage Corp.      
  525     10.00%, 5/1/12     565,031    
NewPage Corp., Variable Rate      
  175     10.93%, 5/1/12     192,500    
Stone Container Corp., Sr. Notes      
  820     9.25%, 2/1/08     850,750    
Stone Container Finance Canada      
  690     7.375%, 7/15/14     638,250    
            $ 2,838,568    
Healthcare — 1.0%      
Accellent, Inc.      
$ 435     10.50%, 12/1/13   $ 469,800    
AMR HoldCo, Inc., Sr. Sub. Notes      
  295     10.00%, 2/15/15     317,125    
CDRV Investors, Inc., Sr. Disc. Notes      
  40     9.625%, 1/1/15     28,500    
Encore Medical IHC, Inc.      
  280     9.75%, 10/1/12     286,300    
Inverness Medical Innovations, Inc., Sr. Sub. Notes      
  1,565     8.75%, 2/15/12     1,549,350    
Multiplan, Inc., Sr. Sub. Notes      
  245     10.375%, 4/15/16(4)     250,206    
National Mentor, Inc.      
  225     9.625%, 12/1/12     255,375    
Res-Care, Inc., Sr. Notes      
  195     7.75%, 10/15/13     196,950    

 

Principal Amount
(000's omitted)
  Security   Value  
Healthcare (continued)      
Service Corp. International, Sr. Notes      
$ 400     7.50%, 6/15/17(4)   $ 394,000    
Tenet Healthcare Corp., Sr. Notes      
  280     6.50%, 6/1/12     258,300    
  540     9.50%, 2/1/15(4)     552,150    
US Oncology, Inc.      
  220     9.00%, 8/15/12     234,300    
  425     10.75%, 8/15/14     477,594    
Vanguard Health Holding Co. II, LLC, Sr. Sub. Notes      
  310     9.00%, 10/1/14     321,625    
Ventas Realty LP/ Ventas Capital Corp.      
  140     7.125%, 6/1/15     142,450    
VWR International, Inc., Sr. Sub. Notes      
  515     8.00%, 4/15/14     517,575    
            $ 6,251,600    
Home Furnishings — 0.1%      
Fedders North America, Inc.      
$ 240     9.875%, 3/1/14   $ 202,800    
Steinway Musical Instruments, Sr. Notes      
  160     7.00%, 3/1/14(4)     159,600    
            $ 362,400    
Industrial Equipment — 0.4%      
Case New Holland, Inc., Sr. Notes      
$ 200     9.25%, 8/1/11   $ 213,500    
  590     7.125%, 3/1/14(4)     582,625    
Chart Industries, Inc., Sr. Sub. Notes      
  195     9.125%, 10/15/15(4)     201,825    
Milacron Escrow Corp.      
  355     11.50%, 5/15/11     339,912    
Thermadyne Holdings Corp., Sr. Sub. Notes      
  1,345     9.25%, 2/1/14     1,237,400    
            $ 2,575,262    
Leisure Goods / Activities / Movies — 0.5%      
AMC Entertainment, Inc., Sr. Sub. Notes      
$ 410     9.875%, 2/1/12   $ 416,150    
AMC Entertainment, Inc., Variable Rate      
  60     8.999%, 8/15/10     62,250    
HRP Myrtle Beach Operations, LLC / HRP Myrtle Beach Capital Corp.      
  195     12.50%, 4/1/13(4)     196,950    
HRP Myrtle Beach Operations, LLC / HRP Myrtle Beach Capital Corp.,
Variable Rate
     
  325     9.818%, 4/1/12(4)     328,250    

 

See notes to financial statements

19



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Leisure Goods / Activities / Movies (continued)      
Marquee Holdings, Inc., Sr. Disc. Notes      
$ 590     12.00%, 8/15/14   $ 429,225    
Six Flags Theme Parks, Inc., Sr. Notes      
  505     8.875%, 2/1/10     508,787    
  375     9.625%, 6/1/14     381,562    
Universal City Development Partners, Sr. Notes      
  245     11.75%, 4/1/10     271,031    
Universal City Florida Holding, Sr. Notes, Variable Rate      
  440     9.43%, 5/1/10     455,400    
            $ 3,049,605    
Lodging and Casinos — 0.9%      
CCM Merger, Inc.      
$ 150     8.00%, 8/1/13(4)   $ 146,250    
Chukchansi EDA, Sr. Notes, Variable Rate      
  280     8.06%, 11/15/12(4)     290,500    
Felcor Lodging L.P., Sr. Notes, Variable Rate      
  140     8.83%, 6/1/11     145,950    
Galaxy Entertainment Finance      
  100     9.875%, 12/15/12(4)     104,000    
Greektown Holdings, LLC, Sr. Notes      
  200     10.75%, 12/1/13(4)     211,000    
Host Marriot L.P., Series O      
  30     6.375%, 3/15/15     29,175    
Inn of the Mountain Gods, Sr. Notes      
  525     12.00%, 11/15/10     570,938    
Kerzner International, Sr. Sub Notes      
  1,130     6.75%, 10/1/15     1,178,025    
Majestic Star Casino, LLC      
  190     9.50%, 10/15/10     203,300    
  245     9.75%, 1/15/11(4)     252,350    
Meristar Hospitality Corp.      
  165     9.00%, 1/15/08     175,106    
  125     9.125%, 1/15/11     144,375    
Mohegan Tribal Gaming Authority, Sr. Sub. Notes      
  95     8.00%, 4/1/12     99,275    
OED Corp./Diamond Jo, LLC      
  375     8.75%, 4/15/12     376,875    
San Pasqual Casino      
  305     8.00%, 9/15/13(4)     309,575    
Trump Entertainment Resorts, Inc.      
  840     8.50%, 6/1/15     831,600    
Tunica-Biloxi Gaming Authority, Sr. Notes      
  240     9.00%, 11/15/15(4)     250,800    

 

Principal Amount
(000's omitted)
  Security   Value  
Lodging and Casinos (continued)      
Waterford Gaming, LLC, Sr. Notes      
$ 38     8.625%, 9/15/12(4)   $ 40,090    
Wynn Las Vegas, LLC / Corp.      
  105     6.625%, 12/1/14     102,638    
            $ 5,461,822    
Nonferrous Metals / Minerals — 0.1%      
Alpha Natural Resources, Sr. Notes      
$ 135     10.00%, 6/1/12   $ 148,500    
Novelis, Inc., Sr. Notes      
  345     7.75%, 2/15/15(4)     336,375    
            $ 484,875    
Oil and Gas — 0.5%      
Allis-Chalmers Energy, Inc., Sr. Notes      
$ 270     9.00%, 1/15/14(4)   $ 278,100    
Aventine Renewable Energy, Variable Rate      
  100     10.91%, 12/15/11(4)     105,500    
Clayton Williams Energy, Inc.      
  115     7.75%, 8/1/13     108,963    
Copano Energy, LLC      
  70     8.125%, 3/1/16(4)     72,275    
El Paso Corp.      
  225     9.625%, 5/15/12(4)     249,750    
El Paso Production Holding Co.      
  50     7.75%, 6/1/13     51,813    
Encore Acquisition Co., Sr. Sub Notes      
  195     7.25%, 12/1/17     194,269    
Giant Industries      
  225     8.00%, 5/15/14     232,313    
Ocean Rig Norway AS, Sr. Notes      
  100     8.375%, 7/1/13(4)     106,000    
Parker Drilling Co., Sr. Notes      
  100     9.625%, 10/1/13     111,000    
Petrobras International Finance Co.      
  50     7.75%, 9/15/14     54,150    
Semgroup L.P., Sr. Notes      
  260     8.75%, 11/15/15(4)     266,500    
Transmontaigne, Inc., Sr. Sub. Notes      
  175     9.125%, 6/1/10     189,000    
United Refining Co., Sr. Notes      
  410     10.50%, 8/15/12     430,500    
VeraSun Energy Corp.      
  305     9.875%, 12/15/12(4)     326,350    

 

See notes to financial statements

20



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Oil and Gas (continued)      
Williams Cos., Inc. (The)      
$ 80     8.75%, 3/15/32   $ 92,600    
            $ 2,869,083    
Publishing — 0.5%      
American Media Operations, Inc., Series B      
$ 630     10.25%, 5/1/09   $ 593,775    
CBD Media, Inc., Sr. Sub. Notes      
  125     8.625%, 6/1/11     127,500    
Dex Media West, LLC, Sr. Sub. Notes      
  87     9.875%, 8/15/13     96,244    
Houghton Mifflin Co., Sr. Sub. Notes      
  1,245     9.875%, 2/1/13     1,338,375    
MediaNews Group, Inc., Sr. Sub. Notes      
  40     6.875%, 10/1/13     36,800    
R.H. Donnelley Corp., Sr. Disc. Notes      
  210     6.875%, 1/15/13(4)     196,350    
  380     6.875%, 1/15/13(4)     355,300    
R.H. Donnelley Corp., Sr. Notes      
  590     8.875%, 1/15/16(4)     609,913    
            $ 3,354,257    
Radio and Television — 0.5%      
Advanstar Communications, Inc.      
$ 1,000     10.75%, 8/15/10   $ 1,090,000    
CanWest Media, Inc.      
  464     8.00%, 9/15/12     472,480    
LBI Media, Inc.      
  165     10.125%, 7/15/12     178,200    
Nexstar Finance Holdings, LLC, Inc., Sr. Disc. Notes      
  95     11.375%, 4/1/13     79,325    
Rainbow National Services, LLC, Sr. Notes      
  180     8.75%, 9/1/12(4)     193,050    
Rainbow National Services, LLC, Sr. Sub. Debs.      
  645     10.375%, 9/1/14(4)     727,238    
Sirius Satellite Radio, Sr. Notes      
  390     9.625%, 8/1/13     383,175    
XM Satellite Radio, Inc., Sr. Notes      
  195     9.75%, 5/1/14(4)     196,950    
            $ 3,320,418    
Rail Industries — 0.0%      
TFM SA de C.V., Sr. Notes      
$ 85     12.50%, 6/15/12   $ 94,563    
            $ 94,563    

 

Principal Amount
(000's omitted)
  Security   Value  
Retailers (Except Food and Drug) — 0.6%      
Affinity Group, Inc., Sr. Sub. Notes      
$ 1,190     9.00%, 2/15/12   $ 1,201,900    
Autonation, Inc., Variable Rate      
  135     7.045%, 4/15/13(4)     138,038    
GSC Holdings Corp.      
  1,055     8.00%, 10/1/12(4)     1,061,594    
GSC Holdings Corp., Variable Rate      
  365     8.865%, 10/1/11(4)     378,231    
Neiman Marcus Group, Inc., Sr. Notes      
  485     9.00%, 10/15/15(4)     517,738    
Neiman Marcus Group, Inc., Sr. Sub. Notes      
  190     10.375%, 10/15/15(4)     204,250    
            $ 3,501,751    
Steel — 0.1%      
Ispat Inland ULC, Sr. Notes      
$ 199     9.75%, 4/1/14   $ 224,190    
RathGibson, Inc., Sr. Notes      
  430     11.25%, 2/15/14(4)     463,325    
            $ 687,515    
Surface Transport — 0.1%      
Horizon Lines, LLC      
$ 217     9.00%, 11/1/12   $ 227,036    
Quality Distribution LLC / QD Capital Corp., Variable Rate      
  130     9.568%, 1/15/12     130,325    
            $ 357,361    
Telecommunications — 1.6%      
AirGate PCS, Inc., Variable Rate      
$ 105     8.825%, 10/15/11   $ 109,069    
Alamosa Delaware, Inc., Sr. Notes      
  515     11.00%, 7/31/10     572,294    
Centennial Cellular Operating Co., Sr. Notes      
  205     10.125%, 6/15/13     225,244    
Digicel Ltd., Sr. Notes      
  200     9.25%, 9/1/12(4)     212,500    
Inmarsat Finance PLC      
  269     7.625%, 6/30/12     277,070    
Intelsat Bermuda Ltd., Sr. Notes, Variable Rate      
  485     9.614%, 1/15/12     494,700    
Intelsat Ltd., Sr. Notes      
  1,125     5.25%, 11/1/08     1,088,438    

 

See notes to financial statements

21



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Principal Amount
(000's omitted)
  Security   Value  
Telecommunications (continued)      
IWO Holdings, Inc.      
$ 200     10.75%, 1/15/15   $ 151,500    
LCI International, Inc., Sr. Notes      
  345     7.25%, 6/15/07     348,450    
New Skies Satellites NV, Sr. Notes      
  485     9.125%, 11/1/12     525,013    
New Skies Satellites NV, Sr. Notes, Variable Rate      
  195     9.573%, 11/1/11     201,825    
Qwest Communications International, Inc.      
  95     7.25%, 2/15/11     96,069    
  690     7.50%, 2/15/14     698,625    
Qwest Communications International, Inc., Sr. Notes      
  15     7.50%, 11/1/08     15,038    
Qwest Corp., Sr. Notes      
  140     7.625%, 6/15/15     146,300    
Qwest Corp., Sr. Notes, Variable Rate      
  985     8.16%, 6/15/13     1,077,344    
Rogers Wireless, Inc., Sr. Sub. Notes      
  40     8.00%, 12/15/12     42,200    
Rogers Wireless, Inc., Variable Rate      
  1,453     8.035%, 12/15/10     1,503,855    
Rural Cellular Corp., Variable Rate      
  2,000     9.41%, 3/15/10     2,052,500    
UbiquiTel Operating Co., Sr. Notes      
  395     9.875%, 3/1/11     435,488    
            $ 10,273,522    
Utilities — 0.1%      
Dynegy Holdings, Inc.      
$ 195     8.375%, 5/1/16(4)   $ 195,000    
Dynegy Holdings, Inc. Debs.      
  390     7.625%, 10/15/26     354,900    
Mirant North America, LLC, Sr. Notes      
  90     7.375%, 12/31/13(4)     90,788    
Mission Energy Holding Co.      
  215     13.50%, 7/15/08     245,369    
NRG Energy, Inc., Sr. Notes      
  75     7.375%, 2/1/16     75,844    
            $ 961,901    
  Total Corporate Bonds & Notes
(identified cost $94,174,601)
        $ 95,460,757    

 

Convertible Bonds — 0.1%      
Shares/Rights   Security   Value  
Aerospace and Defense — 0.0%      
  310,000     L-3 Communications Corp.(4)   $ 310,000    
            $ 310,000    
Electronics / Electrical — 0.1%      
  105,000     Amkor Technologies, Inc.   $ 105,525    
  405,000     Nortel Networks Ltd.     385,762    
            $ 491,287    
  Total Convertible Bonds
(identified cost, $803,874)
        $ 801,287    
Common Stocks — 0.1%      
Shares   Security   Value  
Lodging and Casinos — 0.1%      
  32,742     Trump Entertainment Resorts, Inc.(6)   $ 622,753    
            $ 622,753    
Telecommunications — 0.0%      
  98     Crown Castle International Corp.(6)   $ 3,297    
            $ 3,297    
  Total Common Stocks
(identified cost, $406,724)
        $ 626,050    
Convertible Preferred Stocks — 0.0%      
Shares   Security   Value  
Oil & Gas — 0.0%      
  1,007     Chesapeake Energy Corp., 4.50%   $ 95,665    
            $ 95,665    
Telecommunications — 0.0%      
  934     Crown Castle International Corp., (PIK), 6.25%   $ 51,603    
            $ 51,603    
  Total Convertible Preferred Stocks
(identified cost, $142,317)
        $ 147,268    

 

See notes to financial statements

22



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

PORTFOLIO OF INVESTMENTS (Unaudited) CONT'D

Closed-End Investment Companies — 3.6%      
Shares   Security   Value  
  87,500     Citigroup Investments Corporate Loan Fund, Inc.   $ 1,148,875    
  125,000     First Trust / Four Corners Senior Floating Rate
Income Fund II
    2,196,250    
  20,000     Floating Rate Income Strategies Fund II, Inc.     348,000    
  25,000     Floating Rate Income Strategies Fund, Inc.     435,250    
  895,800     ING Prime Rate Trust     6,216,852    
  130,000     Pioneer Floating Rate Trust     2,398,500    
  1,197,000     Van Kampen Senior Income Trust     9,576,000    
  Total Closed-End Investment Companies
(identified cost, $23,835,934)
        $ 22,319,727    
Miscellaneous — 0.0%      
Shares   Security   Value  
Lodging and Casinos — 0.0%      
  535,000     Trump Atlantic City(5)(6)   $ 20,598    
  Total Miscellaneous
(identified cost, $0)
        $ 20,598    
Commercial Paper — 1.0%      

 

Principal
Amount
  Maturity
Date
  Borrower   Rate   Amount  
$ 5,980,000     05/01/06   General Electric Capital Corp.     4.84 %   $ 5,980,000    
Total Commercial Paper              
 
(at amortized cost, $5,980,000)               $ 5,980,000    

 

Time Deposit — 0.3%  
Principal
Amount
  Maturity
Date
  Borrower   Rate   Amount  
$ 2,000,000     05/01/06   Investors Bank and Trust
Company Time Deposit
    4.86 %   $ 2,000,000    
Total Time Deposit
(at amortized cost, $2,000,000)
              $ 2,000,000    
Gross Investments — 159.5%
(identified cost $998,792,532)
              $ 1,007,130,469    
Less Unfunded Loan
Commitments — (0.7)%
              $ (4,358,939 )  
Net Investments — 158.8%
(identified cost $994,433,593)
              $ 1,002,771,530    
Other Assets, Less Liabilities — 3.7%               $ 23,421,332    
Auction Preferred Shares Plus Cumulative
Unpaid Dividends — (62.5)%
              $ (394,587,175 )  
Net Assets Applicable to
Common Shares — 100.0%
              $ 631,605,687    

 

PIK - Payment In Kind.

REIT - Real Estate Investment Trust

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

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

(3)  Security is in default and making only partial interest payments.

(4)  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 April 30, 2006, the aggregate value of the securities is $28,357,573 or 4.5% of the net assets.

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

(6)  Non-income producing security.

See notes to financial statements

23




Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

FINANCIAL STATEMENTS (Unaudited)

Statement of Assets and Liabilities

As of April 30, 2006

Assets  
Investments, at value (identified cost, $994,433,593)   $ 1,002,771,530    
Cash     2,026,227    
Receivable for investments sold     14,627,964    
Receivable for open swap contracts     92,179    
Dividends and interest receivable     9,374,552    
Prepaid expenses     82,803    
Total assets   $ 1,028,975,255    
Liabilities  
Payable for investments purchased   $ 2,090,621    
Payable to affiliate for investment advisory fees     463,923    
Payable to affiliate for Trustees' fees     1,882    
Accrued expenses     225,967    
Total liabilities   $ 2,782,393    
Auction preferred shares (15,760 shares outstanding) at
liquidation value plus cumulative unpaid dividends
    394,587,175    
Net assets applicable to common shares   $ 631,605,687    
Sources of Net Assets  
Common Shares, $0.01 par value, unlimited number of shares
authorized, 33,488,490 shares issued and outstanding
  $ 334,885    
Additional paid-in capital     634,454,573    
Accumulated net realized loss (computed on the basis of identified cost)     (12,002,175 )  
Accumulated undistributed net investment income     508,659    
Net unrealized appreciation (computed on the basis of identified cost)     8,309,745    
Net assets applicable to common shares   $ 631,605,687    
Net Asset Value Per Common Share  
($631,605,687 ÷ 33,488,490 common shares
issued and outstanding)
  $ 18.86    

 

Statement of Operations

For the Six Months Ended
April 30, 2006

Investment Income  
Interest   $ 35,061,677    
Dividends     900,284    
Total investment income   $ 35,961,961    
Expenses  
Investment adviser fee   $ 3,807,665    
Trustees' fees and expenses     11,197    
Preferred shares remarketing agent fee     488,452    
Custodian fee     148,520    
Legal and accounting services     75,375    
Printing and postage     46,777    
Transfer and dividend disbursing agent fees     29,635    
Miscellaneous     66,564    
Total expenses   $ 4,674,185    
Deduct —
Reduction of custodian fee
  $ 4,543    
Reduction of Investment Adviser fee     1,015,377    
Total expense reductions   $ 1,019,920    
Net expenses   $ 3,654,265    
Net investment income   $ 32,307,696    
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) —
Investment transactions (identified cost basis)
  $ (323,640 )  
Swap contracts     74,117    
Net realized loss   $ (249,523 )  
Change in unrealized appreciation (depreciation) —
Investments (identified cost basis)
  $ 4,396,512    
Swap contracts     166,039    
Net change in unrealized appreciation (depreciation)   $ 4,562,551    
Net realized and unrealized gain   $ 4,313,028    
Distributions to preferred shareholders from net investment income   $ (8,488,982 )  
Net increase in net assets from operations   $ 28,131,742    

 

See notes to financial statements

24



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

FINANCIAL STATEMENTS CONT'D

Statements of Changes in Net Assets

Increase (Decrease)
in Net Assets
  Six Months Ended
April 30, 2006
(Unaudited)
  Year Ended
October 31, 2005
 
From operations —
Net investment income
  $ 32,307,696     $ 51,783,172    
Net realized loss from investment
transactions and swaps contracts
    (249,523 )     (3,513,146 )  
Net change in unrealized appreciation
(depreciation) from investments  
and swaps contracts
    4,562,551       (2,874,835 )  
Distributions to preferred shareholders
From net investment income
    (8,488,982 )     (11,840,232 )  
Net increase in net assets from operations   $ 28,131,742     $ 33,554,959    
Distributions to common shareholders —
From net investment income
  $ (24,111,713 )   $ (41,162,227 )  
Total distributions to common shareholders   $ (24,111,713 )   $ (41,162,227 )  
Capital share transactions —
Reinvestment of distributions to common
shareholders
  $     $ 1,608,927    
Net increase in net assets from capital
share transactions
  $     $ 1,608,927    
Net increase (decrease) in net assets   $ 4,020,029     $ (5,998,341 )  
Net Assets Applicable to
Common Shares
 
At beginning of period   $ 627,585,658     $ 633,583,999    
At end of period   $ 631,605,687     $ 627,585,658    
Accumulated undistributed
net investment income
included in net assets
applicable to common shares
 
At end of period   $ 508,659     $ 801,658    

 

See notes to financial statements

25




Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

FINANCIAL STATEMENTS CONT'D

Financial Highlights

Selected data for a common share outstanding during the periods stated

    Six Months Ended
April 30, 2006
  Year Ended October 31,  
    (Unaudited)(1)    2005(1)    2004(1)(2)   
Net asset value — Beginning of period (Common shares)   $ 18.740     $ 18.970     $ 19.100 (3)   
Income (loss) from operations  
Net investment income   $ 0.965     $ 1.547     $ 0.968    
Net realized and unrealized gain (loss)     0.128       (0.193 )     0.080    
Distributions to preferred shareholders from net investment income     (0.253 )     (0.354 )     (0.132 )  
Total income from operations   $ 0.840     $ 1.000     $ 0.916    
Less distributions to common shareholders  
From net investment income   $ (0.720 )   $ (1.230 )   $ (0.900 )  
Total distributions to common shareholders   $ (0.720 )   $ (1.230 )   $ (0.900 )  
Preferred and Common shares offering costs charged to paid-in capital   $     $     $ (0.027 )  
Preferred Shares underwriting discounts   $     $     $ (0.119 )  
Net asset value — End of period (Common shares)   $ 18.860     $ 18.740     $ 18.970    
Market value — End of period (Common shares)   $ 17.650     $ 17.210     $ 19.940    
Total Investment Return on Net Asset Value(5)      4.80 %     5.57 %     4.13 %(4)   
Total Investment Return on Market Value(5)      6.79 %     (7.77 )%     9.45 %(4)   

 

See notes to financial statements

26



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

FINANCIAL STATEMENTS CONT'D

Financial Highlights

Selected data for a common share outstanding during the periods stated

    Six Months Ended
April 30, 2006
  Year Ended October 31,  
    (Unaudited)(1)    2005(1)    2004(1)(2)   
Ratios/Supplemental Data† ††   
Net assets applicable to common shares, end of period (000's omitted)   $ 631,606     $ 627,586     $ 633,584    
Ratios (As a percentage of average net assets applicable to common shares):  
Net expenses(6)     1.17 %(7)     1.16 %     1.08 %(7)  
Net expenses after custodian fee reduction(6)     1.17 %(7)     1.16 %     1.08 %(7)  
Net investment income(6)     10.34 %(7)     8.18 %     5.51 %(7)  
Portfolio Turnover     25 %     64 %     95 %  

 

†  The operating expenses of the Trust reflect a reduction of the investment advisor fee and/or a reimbursement of expenses by the Advisor. Had such actions not been taken, the ratios and net investment income per share would have been as follows:

Ratios (As a percentage of average net assets applicable to common shares):  
Expenses(6)     1.50 %(7)     1.49 %     1.38 %(7)  
Expenses after custodian fee reduction(6)     1.50 %(7)     1.49 %     1.38 %(7)  
Net investment income(6)     10.01 %(7)     7.85 %     5.21 %(7)  
Net investment income per share   $ 0.942     $ 1.486     $ 0.914    

 

††  The ratios reported 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):  
Net expenses     0.72 %(7)     0.72 %     0.71 %(7)  
Net expenses after custodian fee reduction     0.72 %(7)     0.72 %     0.71 %(7)  
Net investment income     6.36 %(7)     5.04 %     3.63 %(7)  

 

†  The operating expenses of the Trust reflect a reduction of the investment advisor fee and/or a reimbursement of expenses by the Advisor. Had such actions not been taken, the ratios would have been as follows:

Ratios (As a percentage of average total net assets):  
Expenses     0.92 %(7)     0.92 %     0.91 %(7)  
Expenses after custodian fee reduction     0.92 %(7)     0.92 %     0.91 %(7)  
Net investment income     6.16 %(7)     4.84 %     3.43 %(7)  
Senior Securities:  
Total preferred shares outstanding     15,760       15,760       15,760    
Asset coverage per preferred share(8)   $ 65,114     $ 64,853     $ 65,223    
Involuntary liquidation preference per preferred share(9)   $ 25,000     $ 25,000     $ 25,000    
Approximate market value per preferred share(9)   $ 25,000     $ 25,000     $ 25,000    

 

(1)  Computed using average common shares outstanding.

(2)  For the period from the start of business, November 28, 2003, to October 31, 2004.

(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)  Total investment return on net asset value is calculated assuming a purchase at the offering price of $20.00 less the sales load of $0.90 per share paid by the shareholder on the first day and a sale at the net asset value on the last day of the period reported. Total investment return on market value is calculated assuming a purchase at the offering price of $20.00 less the sales load of $0.90 per share paid by the shareholder on the first day and a sale at the current market price on the last day of the period reported.

(5)  Total investment return on net asset value and total investment return on market value are not computed on an annualized basis.

(6)  Ratios do not reflect the effect of dividend payments to preferred shareholders. Ratios to average net assets applicable to common shares reflect the Fund's leveraged capital structure.

(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.

See notes to financial statements

27




Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

NOTES TO FINANCIAL STATEMENTS (Unaudited)

1  Significant Accounting Policies

Eaton Vance Senior Floating-Rate Trust (the Trust) is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company. The Trust, which was organized as a Massachusetts business trust on August 5, 2003, seeks to provide a high level of current income. The Trust may, as a secondary objective, also seek preservation of capital to the extent consistent with its primary goal of high current income. The Trust 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 Trust. The policies are in conformity with accounting principles generally accepted in the United States of America.

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

Non-loan portfolio holdings (other than short-term obligations maturing in sixty days or less), including listed securities and securities for which price quotations are available and forward contracts, will normally be valued on the basis of market valuations furnished by dealers or pricing services. 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. Marketable securities listed on the NASDAQ National Market System are valued at the NASDAQ official closing price. The value of interest rate swaps will be based upon a dealer quotation. Short-term obligations and money market securities maturing in sixty days or less are valued at amortized cost which approximates value. Investments for which reliable market quotations are unavailable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Trust. 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 Trust's net asset value (unless the Trust deems that such event would materially affect its net asset value in which

28



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

case an adjustment would be made and reflected in such computation). The Trust may rely on an independent fair valuation service in making any such adjustment.

B  Income — Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount. Fees associated with loan amendments are recognized immediately. Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities.

C  Federal Taxes — The Trust's policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year all of its taxable income, including any net realized gain on investments. Accordingly, no provision for federal income or excise tax is necessary. At October 31, 2005, the Trust, for federal income tax purposes, had a capital loss carryover of $10,668,031 which will reduce the Trust'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 Trust of any liability for federal income or excise tax. Such capital loss carryover will expire on October 31, 2012 ($5,860,075) and October 31, 2013 ($4,807,956).

D  Investment Transactions — Investment transactions are accounted for on the date the securities are purchased or sold. Realized gains and losses on securities sold are determined on the basis of Identified Cost. Securities purchased or sold on a when-issued or delayed delivery basis may be settled a month or more after the transaction date. The securities so purchased are subject to market fluctuations during this period. To the extent that when-issued or delayed delivery purchases are outstanding, the Trust instructs the custodian to segregate assets in a separate account, with a current value at least equal to the amount of its purchase commitments.

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

F  Offering Costs — Costs incurred by the Trust in connection with the offering of the common shares and preferred shares were recorded as a reduction of capital paid in excess of par applicable to common shares.

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

H  Written Options — Upon the writing of a call or a put option, an amount equal to the premium received by the Trust is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current value of the option written in accordance with the Trust'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 Trust. The Trust, 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.

I  Purchased Options — Upon the purchase of a call or put option, the premium paid by the Trust 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 Trust's policies on investment valuations discussed above. If an option which the Trust has purchased expires on the stipulated expiration date, the Trust will realize a loss in the amount of the cost of the option. If the Trust enters into a closing sale transaction, the Trust will realize a gain or loss, depending on whether the sales proceeds from the closing sale transaction are greater or less than the cost of the option. If a Trust 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 Trust exercises a call option, the cost of the security which the Trust purchases upon exercise will be increased by the premium originally paid.

J  Financial Futures Contracts — Upon entering into a financial futures contract, the Trust is required to deposit an amount (initial margin) either in cash or securities equal to a certain percentage of the purchase price indicated in the financial futures contract. Subsequent payments are made or received by the Trust (margin

29



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

maintenance) each day, dependent on the daily fluctuations in the value of the underlying securities, and are recorded for book purposes as unrealized gains or losses by the Trust.

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

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

L  Total Return Swaps — The Trust may enter into swap agreements to enhance return, to hedge against fluctuations in securities prices or interest rates or as substitution for the purchase or sale of securities. In a total return swap, the Trust makes payments at a rate equal to a predetermined spread to the one or three-month LIBOR. In exchange, the Trust 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 Trust is exposed to credit loss in the event of nonperformance by the swap counterparty. However, the Trust does not anticipate nonperformance by the counterparty. Risk may also arise from the unanticipated movements in value of interest rates, securities, or the index.

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

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

O  Indemnifications — Under the Trust'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 Trust and shareholders are indemnified against personal liability for the obligations of the Trust. Additionally, in the normal course of business, the Trust enters into agreements with service providers that may contain indemnification clauses. The Trust's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred.

P  Interim Financial Statements — The interim financial statements relating to April 30, 2006 and for the

30



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Trust's management reflects all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Auction Preferred Shares

The Trust issued 3,940 shares of Auction Preferred Shares (APS) Series A, 3,940 shares of Auction Preferred Shares (APS) Series B, 3,940 shares of Auction Preferred Shares (APS) Series C, and 3,940 shares of Auction Preferred Shares (APS) Series D on January 26, 2004 in a public offering. The underwriting discount and other offering costs were recorded as a reduction of the capital of the common shares. Dividends on the APS, which accrue daily, are cumulative at a rate which was established at the offering of the APS and have been reset every 28 days thereafter by an auction. Dividend rates ranged from 3.84% to 4.74% for Series A shares, 3.84% to 4.74% for Series B shares, 4.00% to 4.70% for Series C shares, and 4.02% to 4.80% for Series D shares.

The APS are redeemable at the option of the Trust, 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 Trust is in default for an extended period on its asset maintenance requirements with respect to the APS. If the dividends on the APS shall 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 Trust is required to maintain certain asset coverage with respect to the APS as defined in the Trust's By-Laws and the Investment Company Act of 1940. The Trust pays an annual fee equivalent to 0.25% of the APS liquidation value for the remarketing efforts associated with the preferred auctions.

3  Distribution to Shareholders

The Trust intends to make monthly distributions of net investment income, after payment of any dividends on any outstanding APS. In addition, at least annually, the Trust intends to distribute net capital gain, if any. Distributions are recorded on the ex-dividend date. Distributions to preferred shareholders are recorded daily and are payable at the end of each dividend period. Each dividend payment period for the APS is generally twenty-eight days. The applicable dividend rate for the APS on April 30, 2006 was 4.60%, 4.60%, 4.70%, and 4.80%, for Series A, Series B, Series C, and Series D Shares, respectively. For the six months ended April 30, 2006, the Trust paid dividends to APS amounting to $2,103,355, $2,111,680, $2,133,815 and $2,140,132 for Series A, Series B, Series C, and Series D Shares, respectively, representing an average APS dividend rate for such period of 4.243%, 4.265%, 4.367%, and 4.372%, respectively.

The Trust distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principals generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid in capital. These differences relate primarily to the method for amortizing premiums.

4  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee, computed at an annual rate of 0.75% of the average daily gross assets of the Trust, was earned by Eaton Vance Management (EVM), as compensation for management and investment advisory services rendered to the Trust. For the six months ended April 30, 2006, the fee was equivalent to 0.75% (annualized) of the Trust's average daily gross assets for such period and amounted to $3,807,665.

In addition, the Adviser has contractually agreed to reimburse the Trust for fees and other expenses in the amount of 0.20% (annualized) of the average daily gross assets of the Trust for the first five full years of the Trust's operations, 0.15% (annualized) of average weekly gross assets in year 6, 0.10% (annualized) in year 7 and 0.05% (annualized) in year 8. For the six months ended April 30, 2006 the Investment Adviser waived $1,015,377 of its advisory fee.

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

5  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations and including paydowns, aggregated $266,653,040 and $247,516,254 respectively, for the six months ended April 30, 2006.

31



Eaton Vance Senior Floating-Rate Trust as of April 30, 2006

NOTES TO FINANCIAL STATEMENTS (Unaudited) CONT'D

6  Common Shares of Beneficial Interest

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

    Six Months Ended
April 30, 2006
(Unaudited)
  Year Ended
October 31, 2005
 
Issued to shareholders electing to
receive payments of distributions
in Fund shares
          84,520    
Net increase           84,520    

 

7  Federal Income Tax Basis of Unrealized Appreciation (Depreciation)

The cost and unrealized appreciation (depreciation) in value of investments owned by the Trust at April 30, 2006, as determined on a federal income tax basis, were as follows:

Aggregate cost   $ 995,373,474    
Gross unrealized appreciation   $ 11,043,228    
Gross unrealized depreciation     (3,645,172 )  
Net unrealized appreciation   $ 7,398,056    

 

8  Financial Instruments

The Trust 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 include written options, financial futures 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 Trust 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 insturnments at April 30, 2006 is as follows:

Credit Default Swaps

Notional
Amount
  Expiration
Date
  Description   Net Unrealized
Appreciation
(Depreciation)
 
$2,000,000








  9/20/2008








  Agreement with Credit Suisse/
First Boston dated 1/9/2004
whereby the Trust will receive
2.45% per year times the notional
amount. The Trust makes a
payment only upon a default
event on underlying loan assets
(47 in total, each representing
2.128% of the notional value of
the swap).
  $(22,925)








 
$2,000,000








  9/20/2008








  Agreement with Credit Suisse/
First Boston dated 1/27/2004
whereby the Trust will receive
2.45% per year times the notional
amount. The Trust makes a
payment only upon a default
event on underlying loan assets
(47 in total, each representing
2.128% of the notional value of
the swap).
  $(18,744)








 
$2,000,000







  3/20/2010







  Agreement with Lehman Brothers
dated 3/15/2005 whereby the
Trust will receive 2.20% per year
times the notional amount. The
Trust makes a payment of the
notional amount only upon a
default event on the reference
entity, a Revolving Credit Agreement
issued by Inergy, L.P.
  $ 13,477







 

 

At April 30, 2006, the Trust had sufficient cash and/or securities segregated to cover potential obligations arising from open swap contracts.

32




Eaton Vance Senior Floating-Rate Trust

DIVIDEND REINVESTMENT PLAN

The Trust 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 Trust. 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 Trust'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 Trust. Each participant will be charged their pro rata share of brokerage commissions on all open-market purchases.

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

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

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

33



Eaton Vance Senior Floating-Rate 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 Senior Floating-Rate Trust
c/o PFPC, Inc.
P.O. Box 43027
Providence, RI 02940-3027
800-331-1710

Number of Employees

The Trust 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 April 30, 2006, our records indicate that there are 13 registered shareholders and approximately 23,993, shareholders owning the Trust 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 Trust, 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 EFR.

34



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

Information about Fees, Performance and Expenses

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

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

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

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

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

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

Information about Portfolio Management

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

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

•  Data relating to portfolio turnover rates of each fund;

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

Information about each Adviser

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

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

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

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

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

Other Relevant Information

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

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

•  The terms of each advisory agreement.

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

35



Eaton Vance Senior Floating-Rate Trust

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

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

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

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

Results of the Process

Based on its consideration of the foregoing, and such other information as it deemed relevant, including the factors and conclusions described below, the Special Committee concluded that the continuance of the investment advisory agreement between the Senior Floating-Rate 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. Specifically, the Board noted the experience of the Adviser's 29 bank loan investment professionals and other personnel who provide services to the Fund, including four portfolio managers and 15 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 respective investment advisory agreements.

Fund Performance

The Board compared the Fund's investment performance to a relevant universe of similarly managed funds identified by an independent data provider and appropriate benchmark indices. The Board reviewed comparative performance data for the year ended September 30, 2005 for the Fund. The Board noted that the Fund's performance relative to its peers is affected by management's focus

36



Eaton Vance Senior Floating-Rate Trust

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

on preserving capital as a secondary investment objective of the Fund. On the basis of the foregoing and other relevant information, the Board concluded that the performance of the Fund is satisfactory.

Management Fees and Expenses

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

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

Profitability

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

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

Economies of Scale

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

37




Eaton Vance Senior Floating-Rate Trust

INVESTMENT MANAGEMENT

Officers
Thomas E. Faust Jr.
President
James B. Hawkes
Vice President and Trustee
Scott H. Page
Vice President
Craig Russ
Vice President
Payson F. Swaffield
Vice President
Michael W. Weilheimer
Vice President
Barbara E. Campbell
Treasurer
Alan R. Dynner
Secretary
Paul M. O'Neil
Chief Compliance Officer
  Trustees
Samuel L. Hayes, III
Chairman
Benjamin C. Esty
William H. Park
Ronald A. Pearlman
Norton H. Reamer
Lynn A. Stout
Ralph F. Verni
 

 

38



Eaton Vance Senior Floating-Rate Trust

NOTICE TO SHAREHOLDERS

In approximately 60 days, the Senior Floating-Rate Trust (the "Fund") intends to implement certain investment policy changes recently approved by the Fund's Board of Trustees. Specifically, the Board recently authorized the Fund to invest in foreign senior floating-rate loans ("Senior Loans") denominated in euros, British pounds, Swiss francs, and Canadian dollars (each an "Authorized Foreign Currency").

As a general matter, the Fund currently has the authority to invest its net assets in U.S. dollar denominated foreign Senior Loans. Under the new policy, the Fund may also invest up to 15% of its net assets in foreign Senior Loans denominated in an Authorized Foreign Currency. For all foreign Senior Loan investments denominated in an Authorized Foreign Currency, Eaton Vance currently intends to hedge against foreign currency fluctuations through the use of currency exchange contracts and other appropriate permitted hedging strategies.

The foregoing policy changes provide a number of important benefits to the Fund. Allowing the Fund to invest in foreign Senior Loans denominated in an Authorized Foreign Currency increases the Fund's investment universe, opens up new investment markets with similar risk/return characteristics, and allows for greater overall portfolio diversity.

In short, Eaton Vance Management believes allowing the Fund to invest in foreign Senior Loans denominated in an Authorized Foreign Currency provides significant benefits without materially increasing the Fund's overall risk profile.

To fully implement the foregoing policy changes, the Fund must also modify its current "80% policy," which requires the Fund to invest at least 80% of its total assets in interests in Senior Loans of domestic or foreign borrowers (so long as foreign loans are U.S. dollar-denominated and payments of interest and repayments of principal are required to be made in U.S. dollars). This policy may only be changed upon 60 days advance notice to shareholders. Accordingly, on or around September 1, 2006, the 80% policy will be changed to include, in addition to U.S. dollar denominated foreign Senior Loans, foreign Senior Loans denominated in an Authorized Foreign Currency making payments in such Authorized Foreign Currency.

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Investment Adviser of Eaton Vance Senior Floating-Rate Trust
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Administrator of Eaton Vance Senior Floating-Rate Trust
Eaton Vance Management

The Eaton Vance Building
255 State Street
Boston, MA 02109

Custodian
Investors Bank & Trust Company

200 Clarendon Street
Boston, MA 02116

Transfer Agent
PFPC Inc.

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

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



2025-6/06  CE-FLRTSRC




 

Item 2. Code of Ethics

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

Item 3. Audit Committee Financial Expert

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

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

The Policies are designed to promote accountability of a company’s management to its shareholders and to align the interests of management with those shareholders. The investment adviser will generally support company management on proposals relating to environmental and social policy issues, on matters regarding the state of organization of the company and routine matters related to corporate administration which are not expected to have a significant economic impact on the company or its shareholders. On all other matters, the investment adviser will review each matter on a case-by-case basis and reserves the right to deviate from the Policies’ guidelines when it believes the situation warrants such a deviation. The Policies include voting guidelines for matters relating to, among other things, the election of directors, approval of independent auditors, executive compensation, corporate structure and anti-takeover defenses. The investment adviser may abstain from voting from time to time where it determines that the costs associated with voting a proxy outweighs the benefits derived from exercising the right to vote.

In addition, the investment adviser will monitor situations that may result in a conflict of interest between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund by maintaining a list of significant existing and prospective corporate clients. The investment adviser’s personnel responsible for reviewing and voting proxies on behalf of the Fund will report any proxy received or expected to be received from a company included on that list to members of senior management of the investment adviser identified in the Policies. Such members of senior management will determine if a conflict exists. If a conflict does exist, the investment adviser will seek instruction on how to vote from the Special Committee.

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

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

Not required in this filing.




 

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 Senior Floating-Rate Trust

By:

/s/ Thomas E. Faust Jr.

 

 

Thomas E. Faust Jr.

 

President

 

 

Date:

June 16, 2006

 

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

By:

/s/ Barbara E. Campbell

 

 

Barbara E. Campbell

 

Treasurer

 

 

Date:

June 16, 2006

 

 

By:

/s/ Thomas E. Faust Jr.

 

 

Thomas E. Faust Jr.

 

President

 

 

Date:

June 16, 2006