N-CSRS

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: 811-01241

Eaton Vance Growth Trust

(Exact Name of Registrant as Specified in Charter)

Two International Place, Boston, Massachusetts 02110

(Address of Principal Executive Offices)

Maureen A. Gemma

Two International Place, Boston, Massachusetts 02110

(Name and Address of Agent for Services)

(617) 482-8260

(Registrant’s Telephone Number)

August 31

Date of Fiscal Year End

February 28, 2013

Date of Reporting Period

Item 1. Reports to Stockholders

Eaton Vance

Asian Small Companies Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Asian Small Companies Fund

Table of Contents

Performance	2
Fund Profile	2
Endnotes and Additional Disclosures	3
Fund Expenses	4
Financial Statements	5
Officers and Trustees	23
Important Notices	24

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Performance^1,2

Portfolio Manager Christopher Darling of Lloyd George Management (Hong Kong) Limited

% Average Annual Total Returns	Inception Date		Six Months			One Year			Five Years			Ten Years
Class A at NAV		03/01/1999		21.13	%		18.56	%		–2.16	%		12.37	%
Class A with 5.75% Maximum Sales Charge		—		14.18			11.75			–3.31			11.71
Class B at NAV		10/08/1999		20.77			17.78			–2.77			11.74
Class B with 5% Maximum Sales Charge		—		15.77			12.78			–3.06			11.74
MSCI All Country Asia ex Japan Small Cap Index		—		18.17	%		7.30	%		2.16	%		15.22	%
% Total Annual Operating Expense Ratios3									Class A			Class B
Gross										2.45	%		3.15	%
Net										2.05			2.75

Fund Profile⁴

Top 10 Holdings (% of net assets)⁵

OSIM International, Ltd.	5.1	%
Super Group, Ltd.	4.7
Ticon Industrial Connection PCL	4.1
Youyuan International Holdings, Ltd.	4.1
St. Shine Optical Co., Ltd.	3.9
Aeon Co. (M) Bhd	3.8
CDL Hospitality Trusts	3.4
Parkson Retail Asia, Ltd.	3.1
Jyothy Laboratories, Ltd.	3.0
Godrej Consumer Products, Ltd.	2.9
Total	38.1	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  MSCI All Country Asia ex Japan Small Cap Index is an unmanaged index representing the small-cap segment of Asia, excluding Japan. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus. Net expense ratio reflects a contractual expense reimbursement that continues through 12/31/13. Without the reimbursement, performance would have been lower.

⁴  Fund invests in an affiliated investment company (Portfolio) with the same objective(s) and policies as the Fund. References to investments are to the Portfolio’s holdings.

⁵  Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

3

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)			Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,211.30	$	11.18	**		2.04	%
Class B	$	1,000.00	$	1,207.70	$	15.00	**		2.74	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,014.70	$	10.19	**		2.04	%
Class B	$	1,000.00	$	1,011.20	$	13.66	**		2.74	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012. The Example reflects the expenses of both the Fund and the Portfolio.

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

4

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Investment in Asian Small Companies Portfolio, at value (identified cost, $27,930,857)	$	31,696,403
Receivable for Fund shares sold		652,986
Receivable from affiliates		10,284
Total assets	$	32,359,673
Liabilities
Payable for Fund shares redeemed	$	111,398
Payable to affiliates:
Administration fee		3,504
Distribution and service fees		10,029
Accrued expenses		37,336
Total liabilities	$	162,267
Net Assets	$	32,197,406
Sources of Net Assets
Paid-in capital	$	37,657,169
Accumulated net realized loss from Portfolio		(9,104,295	)
Accumulated net investment loss		(121,014	)
Net unrealized appreciation from Portfolio		3,765,546
Total	$	32,197,406
Class A Shares
Net Assets	$	26,503,017
Shares Outstanding		1,490,200
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	17.78
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	18.86
Class B Shares
Net Assets	$	5,694,389
Shares Outstanding		323,256
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	17.62

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

5 See Notes to Financial Statements.

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends allocated from Portfolio (net of foreign taxes, $8,248)	$	208,262
Interest allocated from Portfolio		31
Expenses allocated from Portfolio		(195,205	)
Total investment income from Portfolio	$	13,088
Expenses
Administration fee	$	21,363
Distribution and service fees
Class A		34,496
Class B		27,436
Trustees’ fees and expenses		250
Custodian fee		7,279
Transfer and dividend disbursing agent fees		29,717
Legal and accounting services		12,503
Printing and postage		12,796
Registration fees		16,305
Miscellaneous		4,991
Total expenses	$	167,136
Deduct —
Allocation of expenses to affiliates	$	52,369
Total expense reductions	$	52,369
Net expenses	$	114,767
Net investment loss	$	(101,679	)
Realized and Unrealized Gain (Loss) from Portfolio
Net realized gain (loss) —
Investment transactions	$	(321,383	)
Foreign currency transactions		(2,416	)
Net realized loss	$	(323,799	)
Change in unrealized appreciation (depreciation) —
Investments	$	5,941,122
Foreign currency		(37	)
Net change in unrealized appreciation (depreciation)	$	5,941,085
Net realized and unrealized gain	$	5,617,286
Net increase in net assets from operations	$	5,515,607

6 See Notes to Financial Statements.

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income (loss)	$	(101,679	)	$	578,909
Net realized loss from investment and foreign currency transactions		(323,799	)		(3,452,040	)
Net change in unrealized appreciation (depreciation) from investments and foreign currency		5,941,085			1,204,904
Net increase (decrease) in net assets from operations	$	5,515,607		$	(1,668,227	)
Distributions to shareholders —
From net investment income
Class A	$	(160,041	)	$	(629,619	)
Class B		—			(117,545	)
Total distributions to shareholders	$	(160,041	)	$	(747,164	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	3,377,498		$	1,840,825
Class B		310,070			120,026
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		124,130			489,163
Class B		—			86,285
Cost of shares redeemed
Class A		(3,830,429	)		(8,607,003	)
Class B		(787,706	)		(2,024,092	)
Net asset value of shares exchanged
Class A		296,772			1,406,434
Class B		(296,772	)		(1,406,434	)
Net decrease in net assets from Fund share transactions	$	(806,437	)	$	(8,094,796	)
Net increase (decrease) in net assets	$	4,549,129		$	(10,510,187	)
Net Assets
At beginning of period	$	27,648,277		$	38,158,464
At end of period	$	32,197,406		$	27,648,277
Accumulated undistributed net investment income (loss) included in net assets
At end of period	$	(121,014	)	$	140,706

7 See Notes to Financial Statements.

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	14.780		$	15.650		$	15.450		$	13.840		$	17.670		$	36.150
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.046	)	$	0.298		$	0.073		$	0.026		$	0.115		$	0.468
Net realized and unrealized gain (loss)		3.158			(0.800	)		0.857			2.124			(1.900	)		(14.502	)
Total income (loss) from operations	$	3.112		$	(0.502	)	$	0.930		$	2.150		$	(1.785	)	$	(14.034	)
Less Distributions
From net investment income	$	(0.112	)	$	(0.368	)	$	(0.730	)	$	(0.541	)	$	—		$	(0.262	)
From net realized gain		—			—			—			—			(2.045	)		(4.187	)
Total distributions	$	(0.112	)	$	(0.368	)	$	(0.730	)	$	(0.541	)	$	(2.045	)	$	(4.449	)
Redemption fees(1)(2)	$	—		$	—		$	0.000	(3)	$	0.001		$	0.000	(3)	$	0.003
Net asset value — End of period	$	17.780		$	14.780		$	15.650		$	15.450		$	13.840		$	17.670
Total Return(4)		21.13	%(5)		(2.82	)%		5.54	%		15.49	%		(3.82	)%		(44.18	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	26,503		$	22,224		$	28,910		$	37,002		$	40,429		$	61,395
Ratios (as a percentage of average daily net assets):
Expenses(6)(7)		2.04	%(8)(9)		2.05	%(9)		1.97	%(9)		2.20	%(9)		2.66	%(9)		2.10	%
Net investment income (loss)		(0.58	)%(8)		2.10	%		0.42	%		0.17	%		1.02	%		1.58	%
Portfolio Turnover of the Portfolio		7	%(5)		55	%		129	%		105	%		136	%		38	%

⁽¹⁾  Computed using average shares outstanding.

⁽²⁾  Redemption fees were discontinued as of January 1, 2011.

⁽³⁾  Amount is less than $0.0005.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  Includes the Fund’s share of the Portfolio’s allocated expenses.

⁽⁷⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁸⁾  Annualized.

⁽⁹⁾  The investment adviser and/or sub-adviser to the Portfolio and manager and/or administrator subsidized certain operating expenses (equal to 0.37%, 0.40%, 0.20%, 0.11% and 0.10% of average daily net assets for the six months ended February 28, 2013 and the years ended August 31, 2012, 2011, 2010 and 2009, respectively). Absent this subsidy, total return would be lower.

8 See Notes to Financial Statements.

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Financial Highlights — continued

	Class B
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	14.590		$	15.390		$	15.210		$	13.650		$	17.550		$	35.930
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.102	)	$	0.163		$	(0.046	)	$	(0.059	)	$	0.057		$	0.328
Net realized and unrealized gain (loss)		3.132			(0.737	)		0.848			2.085			(1.912	)		(14.453	)
Total income (loss) from operations	$	3.030		$	(0.574	)	$	0.802		$	2.026		$	(1.855	)	$	(14.125	)
Less Distributions
From net investment income	$	—		$	(0.226	)	$	(0.622	)	$	(0.467	)	$	—		$	(0.071	)
From net realized gain		—			—			—			—			(2.045	)		(4.187	)
Total distributions	$	—		$	(0.226	)	$	(0.622	)	$	(0.467	)	$	(2.045	)	$	(4.258	)
Redemption fees(1)(2)	$	—		$	—		$	0.000	(3)	$	0.001		$	0.000	(3)	$	0.003
Net asset value — End of period	$	17.620		$	14.590		$	15.390		$	15.210		$	13.650		$	17.550
Total Return(4)		20.77	%(5)		(3.49	)%		4.77	%		14.86	%		(4.31	)%		(44.50	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	5,694		$	5,424		$	9,249		$	12,073		$	13,157		$	19,110
Ratios (as a percentage of average daily net assets):
Expenses(6)(7)		2.74	%(8)(9)		2.75	%(9)		2.67	%(9)		2.78	%(9)		3.20	%(9)		2.64	%
Net investment income (loss)		(1.29	)%(8)		1.17	%		(0.27	)%		(0.39	)%		0.52	%		1.14	%
Portfolio Turnover of the Portfolio		7	%(5)		55	%		129	%		105	%		136	%		38	%

⁽¹⁾  Computed using average shares outstanding.

⁽²⁾  Redemption fees were discontinued as of January 1, 2011.

⁽³⁾  Amount is less than $0.0005.

⁽⁴⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁵⁾  Not annualized.

⁽⁶⁾  Includes the Fund’s share of the Portfolio’s allocated expenses.

⁽⁷⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁸⁾  Annualized.

⁽⁹⁾  The investment adviser and/or sub-adviser to the Portfolio and manager and/or administrator subsidized certain operating expenses (equal to 0.37%, 0.40%, 0.20%, 0.11% and 0.10% of average daily net assets for the six months ended February 28, 2013 and the years ended August 31, 2012, 2011, 2010 and 2009, respectively). Absent this subsidy, total return would be lower.

9 See Notes to Financial Statements.

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Asian Small Companies Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers two classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class B shares automatically convert to Class A shares eight years after their purchase as described in the Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance fund or through reinvestment of distributions. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund invests all of its investable assets in interests in Asian Small Companies Portfolio (the Portfolio), a Massachusetts business trust, having the same investment objective and policies as the Fund. The value of the Fund’s investment in the Portfolio reflects the Fund’s proportionate interest in the net assets of the Portfolio (50.4% at February 28, 2013). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the portfolio of investments, are included elsewhere in this report and should be read in conjunction with the Fund’s financial statements.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.

B  Income — The Fund’s net investment income or loss consists of the Fund’s pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

C  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

At August 31, 2012, the Fund, for federal income tax purposes, had a capital loss carryforward of $4,683,462 and deferred capital losses of $3,291,796 which will reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The capital loss carryforward will expire on August 31, 2017 ($2,930,588) and August 31, 2018 ($1,752,874). The deferred capital losses are treated as arising on the first day of the Fund’s next taxable year and are treated as realized prior to the utilization of the capital loss carryforward.

In addition to the requirements of the Internal Revenue Code, the Fund may also be required to recognize its pro-rata share of the capital gains taxes incurred by the Portfolio. In doing so, the daily net asset value would reflect the Fund’s pro-rata share of the estimated reserve for such taxes incurred by the Portfolio.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

D  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

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

F  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.

G  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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into

10

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H  Other — Investment transactions are accounted for on a trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

I  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains (reduced by available capital loss carryforwards from prior years, if any). Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

3  Administration Fee and Other Transactions with Affiliates

The administration fee is earned by Eaton Vance Management (EVM) as compensation for administrative services rendered to the Fund. The fee is computed at an annual rate of 0.15% of the Fund’s average daily net assets. For the six months ended February 28, 2013, the administration fee amounted to $21,363. Boston Management and Research (BMR), a subsidiary of EVM, and Lloyd George Management (Hong Kong) Limited (LGM-HK), the sub-adviser of the Portfolio, have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only and excluding such expenses as interest, taxes or litigation expenses) exceed 2.04% and 2.74% of the Fund’s average daily net assets for Class A and Class B, respectively. This agreement may be changed or terminated after December 31, 2013. Pursuant to this agreement, BMR and LGM-HK were allocated $52,369 in total of the Fund’s operating expenses for the six months ended February 28, 2013. Such reimbursement was shared equally by BMR and LGM-HK. The Portfolio has engaged BMR to render investment advisory services. See Note 2 of the Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $2,121 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $2,898 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and service fees from Class A and Class B shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the administration fee. Certain officers and Trustees of the Fund and the Portfolio are officers of the above organizations.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.30% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $34,496 for Class A shares.

The Fund also has in effect a distribution plan for Class B shares (Class B Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class B Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class B shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 5% of the aggregate amount received by the Fund for Class B shares sold, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of Class B, reduced by the aggregate amount of contingent deferred sales charges (see Note 5) and amounts theretofore paid or payable to EVD by Class B. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $20,577 for Class B shares, representing 0.75% (annualized) of the average daily net assets of Class B shares. At February 28, 2013, the amount of Uncovered Distribution Charges of EVD calculated under the Class B Plan was approximately $46,000.

Pursuant to the Class B Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of

11

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $6,859 for Class B shares.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. The CDSC for Class B shares is imposed at declining rates that begin at 5% in the case of redemptions in the first and second year after purchase, declining one percentage point each subsequent year. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSCs received on Class B redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class B Plan. CDSCs received on Class B redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the six months ended February 28, 2013, the Fund was informed that EVD received approximately $200 and $1,000 of CDSCs paid by Class A and Class B shareholders, respectively.

6  Investment Transactions

For the six months ended February 28, 2013, increases and decreases in the Fund’s investment in the Portfolio aggregated $1,650,990 and $3,332,637, respectively.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		198,484			130,090
Issued to shareholders electing to receive payments of distributions in Fund shares		7,648			38,547
Redemptions		(237,365	)		(611,432	)
Exchange from Class B shares		17,897			99,108
Net decrease		(13,336	)		(343,687	)
Class B	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		18,579			8,678
Issued to shareholders electing to receive payments of distributions in Fund shares		—			6,858
Redemptions		(49,013	)		(144,367	)
Exchange to Class A shares		(18,096	)		(100,400	)
Net decrease		(48,530	)		(229,231	)

12

Asian Small Companies Portfolio

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 93.6%
Security	Shares		Value
China — 13.5%
Containers & Packaging — 4.1%
Youyuan International Holdings, Ltd.		7,804,000	$	2,566,222
			$	2,566,222
Electronic Equipment, Instruments & Components — 1.6%
Kingboard Laminates Holdings, Ltd.		2,075,000	$	988,963
			$	988,963
Food Products — 2.4%
Biostime International Holdings, Ltd.		350,000	$	1,532,937
			$	1,532,937
Gas Utilities — 1.8%
China Resources Gas Group, Ltd.		494,000	$	1,151,864
			$	1,151,864
Household Products — 1.7%
Vinda International Holdings, Ltd.		746,000	$	1,050,631
			$	1,050,631
Machinery — 0.8%
Lonking Holdings, Ltd.		1,793,000	$	481,603
			$	481,603
Real Estate Management & Development — 1.1%
SOHO China, Ltd.		890,000	$	691,108
			$	691,108
Total China (identified cost $6,444,284)			$	8,463,328
Hong Kong — 8.9%
Commercial Banks — 1.7%
Dah Sing Financial Holdings, Ltd.		200,000	$	1,073,227
			$	1,073,227
Diversified Financial Services — 2.6%
First Pacific Co., Ltd.		574,000	$	753,756
Public Financial Holdings, Ltd.		1,684,000		867,561
			$	1,621,317

Security	Shares		Value
Multiline Retail — 0.5%
AEON Stores (Hong Kong) Co., Ltd.		143,500	$	351,663
			$	351,663
Real Estate Management & Development — 1.2%
Hang Lung Properties, Ltd.		206,000	$	794,471
			$	794,471
Specialty Retail — 1.0%
Luk Fook Holdings (International), Ltd.		183,000	$	605,697
			$	605,697
Textiles, Apparel & Luxury Goods — 1.9%
Stella International Holdings, Ltd.		409,000	$	1,178,382
			$	1,178,382
Total Hong Kong (identified cost $4,854,469)			$	5,624,757
India — 9.1%
Diversified Financial Services — 1.3%
Multi Commodity Exchange of India, Ltd.		38,850	$	827,128
			$	827,128
Household Products — 3.0%
Jyothy Laboratories, Ltd.		659,879	$	1,915,022
			$	1,915,022
Personal Products — 2.9%
Godrej Consumer Products, Ltd.		134,800	$	1,792,880
			$	1,792,880
Real Estate Management & Development — 0.8%
Oberoi Realty, Ltd.		102,470	$	529,610
			$	529,610
Thrifts & Mortgage Finance — 1.1%
LIC Housing Finance, Ltd.		155,950	$	677,034
			$	677,034
Total India (identified cost $5,201,830)			$	5,741,674

13 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Indonesia — 2.7%
Consumer Finance — 1.1%
Clipan Finance Indonesia Tbk PT		15,210,500	$	699,737
			$	699,737
Food Products — 1.6%
Mayora Indah Tbk PT		397,500	$	1,028,129
			$	1,028,129
Total Indonesia (identified cost $1,386,137)			$	1,727,866
Malaysia — 9.2%
Construction & Engineering — 1.5%
Mudajaya Group Bhd		1,182,566	$	936,629
			$	936,629
Multiline Retail — 3.8%
Aeon Co. (M) Bhd		578,200	$	2,411,233
			$	2,411,233
Real Estate Management & Development — 1.4%
UOA Development Bhd		1,499,800	$	901,819
			$	901,819
Specialty Retail — 2.5%
Padini Holdings Bhd		2,633,400	$	1,556,430
			$	1,556,430
Total Malaysia (identified cost $4,191,367)			$	5,806,111
Philippines — 2.6%
Independent Power Producers & Energy Traders — 2.6%
Energy Development Corp.		8,854,300	$	1,650,667
			$	1,650,667
Total Philippines (identified cost $1,138,480)			$	1,650,667

Security	Shares		Value
Singapore — 23.5%
Air Freight & Logistics — 1.3%
Singapore Post, Ltd.		869,000	$	845,388
			$	845,388
Consumer Finance — 1.8%
Hong Leong Finance, Ltd.		508,000	$	1,118,823
			$	1,118,823
Food Products — 4.7%
Super Group, Ltd.		974,000	$	2,960,581
			$	2,960,581
IT Services — 1.3%
CSE Global, Ltd.		1,127,000	$	800,588
			$	800,588
Multiline Retail — 3.1%
Parkson Retail Asia, Ltd.		1,549,000	$	1,958,844
			$	1,958,844
Real Estate Investment Trusts (REITs) — 3.4%
CDL Hospitality Trusts		1,280,000	$	2,135,812
			$	2,135,812
Real Estate Management & Development — 1.4%
Perennial China Retail Trust		1,788,000	$	865,797
			$	865,797
Specialty Retail — 5.1%
OSIM International, Ltd.		2,184,000	$	3,207,983
			$	3,207,983
Wireless Telecommunication Services — 1.4%
StarHub, Ltd.		268,000	$	905,375
			$	905,375
Total Singapore (identified cost $10,331,937)			$	14,799,191

14 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
South Korea — 3.8%
Commercial Banks — 1.7%
BS Financial Group, Inc.		73,760	$	1,065,307
			$	1,065,307
Internet & Catalog Retail — 2.1%
CJ O Shopping Co., Ltd.		4,571	$	1,292,562
			$	1,292,562
Total South Korea (identified cost $1,667,067)			$	2,357,869
Taiwan — 10.2%
Health Care Equipment & Supplies — 6.5%
Pacific Hospital Supply Co., Ltd.		550,000	$	1,636,392
St. Shine Optical Co., Ltd.		141,000		2,451,978
			$	4,088,370
Hotels, Restaurants & Leisure — 0.2%
Formosa International Hotels Corp.		11,000	$	136,952
			$	136,952
Leisure Equipment & Products — 1.3%
Giant Manufacturing Co., Ltd.		148,000	$	817,693
			$	817,693
Semiconductors & Semiconductor Equipment — 2.2%
Radiant Opto-Electronics Corp.		373,187	$	1,362,473
			$	1,362,473
Total Taiwan (identified cost $4,960,035)			$	6,405,488
Thailand — 10.1%
Insurance — 3.4%
Bangkok Life Assurance PCL(1)		431,500	$	945,520
Thai Reinsurance PCL(1)(2)		6,255,300		1,208,488
			$	2,154,008
Media — 1.1%
Major Cineplex Group PCL(1)		981,200	$	700,902
			$	700,902

Security	Shares		Value
Real Estate Management & Development — 5.6%
Pruksa Real Estate PCL(1)		865,400	$	873,030
Ticon Industrial Connection PCL(1)		3,583,875		2,611,002
			$	3,484,032
Total Thailand (identified cost $3,313,345)			$	6,338,942
Total Common Stocks (identified cost $43,488,951)			$	58,915,893
Short-Term Investments — 3.5%
Description	Principal Amount (000’s omitted)		Value
State Street Bank and Trust Euro Time Deposit, 0.01%, 3/1/13	$	2,204	$	2,203,920
Total Short-Term Investments (identified cost $2,203,920)			$	2,203,920
Total Investments — 97.1% (identified cost $45,692,871)			$	61,119,813
Other Assets, Less Liabilities — 2.9%			$	1,821,133
Net Assets — 100.0%			$	62,940,946

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

PCL – Public Company Ltd.

⁽¹⁾  Indicates a foreign registered security. Shares issued to foreign investors in markets that have foreign ownership limits.

⁽²⁾  Non-income producing security.

15 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Investments, at value (identified cost, $45,692,871)	$	61,119,813
Foreign currency, at value (identified cost, $159,071)		156,822
Dividends and interest receivable		66,667
Receivable for investments sold		1,620,111
Receivable for foreign taxes		80,797
Total assets	$	63,044,210
Liabilities
Payable to affiliate:
Investment adviser fee	$	51,226
Accrued expenses		52,038
Total liabilities	$	103,264
Net Assets applicable to investors’ interest in Portfolio	$	62,940,946
Sources of Net Assets
Investors’ capital	$	47,533,190
Net unrealized appreciation		15,407,756
Total	$	62,940,946

16 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $16,407)	$	412,728
Interest		61
Total investment income	$	412,789
Expenses
Investment adviser fee	$	312,035
Trustees’ fees and expenses		1,375
Custodian fee		56,758
Legal and accounting services		14,780
Stock dividend tax		814
Miscellaneous		2,300
Total expenses	$	388,062
Net investment income	$	24,727
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	(647,365	)
Foreign currency transactions		(4,853	)
Net realized loss	$	(652,218	)
Change in unrealized appreciation (depreciation) —
Investments	$	11,826,331
Foreign currency		(179	)
Net change in unrealized appreciation (depreciation)	$	11,826,152
Net realized and unrealized gain	$	11,173,934
Net increase in net assets from operations	$	11,198,661

17 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income	$	24,727		$	1,713,697
Net realized loss from investment and foreign currency transactions		(652,218	)		(7,123,905	)
Net change in unrealized appreciation (depreciation) from investments and foreign currency		11,826,152			2,568,550
Net increase (decrease) in net assets from operations	$	11,198,661		$	(2,841,658	)
Capital transactions —
Contributions	$	2,100,656		$	1,104,626
Withdrawals		(4,558,606	)		(29,457,685	)
Net decrease in net assets from capital transactions	$	(2,457,950	)	$	(28,353,059	)
Net increase (decrease) in net assets	$	8,740,711		$	(31,194,717	)
Net Assets
At beginning of period	$	54,200,235		$	85,394,952
At end of period	$	62,940,946		$	54,200,235

18 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Supplementary Data

	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
Ratios/Supplemental Data				2012			2011			2010			2009			2008
Ratios (as a percentage of average daily net assets):
Expenses(1)		1.37	%(2)		1.41	%		1.26	%		1.29	%		1.40	%		1.22	%
Net investment income		0.09	%(2)		2.49	%		1.11	%		1.10	%		2.24	%		2.39	%
Portfolio Turnover		7	%(3)		55	%		129	%		105	%		136	%		38	%
Total Return		21.52	%(3)		(2.19	)%		6.28	%		16.53	%		(2.59	)%		(43.66	)%
Net assets, end of period (000’s omitted)	$	62,941		$	54,200		$	85,395		$	125,286		$	127,493		$	157,292

⁽¹⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽²⁾  Annualized.

⁽³⁾  Not annualized.

19 See Notes to Financial Statements.

Asian Small Companies Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Asian Small Companies Portfolio (the Portfolio) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, open-end management investment company. The Portfolio’s investment objective is to seek capital growth. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At February 28, 2013, Eaton Vance Asian Small Companies Fund held a 50.4% interest in the Portfolio. In addition, an unregistered fund advised by the sub-adviser to the Portfolio held a 49.6% interest in the Portfolio.

The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Portfolio’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolio in a manner that fairly reflects the security’s value, or the amount that the Portfolio might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Portfolio is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio’s investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor’s distributive share of the Portfolio’s net investment income, net realized capital gains and any other items of income, gain, loss, deduction or credit.

In addition to the requirements of the Internal Revenue Code, the Portfolio may also be subject to local taxes on the recognition of capital gains in certain countries. In determining the daily net asset value, the Portfolio estimates the accrual for such taxes, if any, based on the unrealized appreciation on certain portfolio securities and the related tax rates. Taxes attributable to unrealized appreciation are included in the change in unrealized appreciation (depreciation) on investments. Capital gains taxes on securities sold are included in net realized gain (loss) on investments.

As of February 28, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Portfolio files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

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

20

Asian Small Companies Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

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

G  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.

H  Indemnifications — Under the Portfolio’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 Portfolio. Under Massachusetts law, if certain conditions prevail, interestholders in the Portfolio could be deemed to have personal liability for the obligations of the Portfolio. However, the Portfolio’s Declaration of Trust contains an express disclaimer of liability on the part of Portfolio interestholders and the By-laws provide that the Portfolio shall assume the defense on behalf of any Portfolio interestholder. Moreover, the By-laws also provide for indemnification out of Portfolio property of any interestholder held personally liable solely by reason of being or having been an interestholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Portfolio enters into agreements with service providers that may contain indemnification clauses. The Portfolio’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

I  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Portfolio’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of Eaton Vance Management (EVM), as compensation for management and investment advisory services rendered to the Portfolio. The fee is computed at an annual rate of 1.10% of the Portfolio’s average daily net assets up to $500 million and at reduced rates on daily net assets of $500 million or more, and is payable monthly. Pursuant to a sub-advisory agreement, BMR pays Lloyd George Management (Hong Kong) Limited (LGM-HK) a portion of its adviser fee for sub-advisory services provided to the Portfolio. For the six months ended February 28, 2013, the investment adviser fee amounted to $312,035 or 1.10% (annualized) of the Portfolio’s average daily net assets.

Trustees and officers of the Portfolio who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Portfolio out of the investment adviser fee. Trustees of the Portfolio who are not affiliated with the investment adviser may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended February 28, 2013, no significant amounts have been deferred. Certain officers and Trustees of the Portfolio are officers of the above organizations.

3  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $3,892,242 and $6,372,670, respectively, for the six months ended February 28, 2013.

4  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Portfolio at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	46,015,578
Gross unrealized appreciation	$	16,080,663
Gross unrealized depreciation		(976,428	)
Net unrealized appreciation	$	15,104,235

21

Asian Small Companies Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

5  Line of Credit

The Portfolio participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Portfolio solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Portfolio based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Portfolio, it may be unable to borrow some or all of its requested amounts at any particular time. The Portfolio did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

6  Risks Associated with Foreign Investments

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

7  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At February 28, 2013, the hierarchy of inputs used in valuing the Portfolio’s investments, which are carried at value, were as follows:

Asset Description		Level 1		Level 2			Level 3		Total
Common Stocks	$	—	$	58,915,893	(1)(2)	$	—	$	58,915,893
Short-Term Investments		—		2,203,920			—		2,203,920
Total Investments	$	—	$	61,119,813		$	—	$	61,119,813

⁽¹⁾  The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

⁽²⁾  Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Portfolio held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

22

Eaton Vance

Asian Small Companies Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Asian Small Companies Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Officers of Asian Small Companies Portfolio

Hon. Robert Lloyd George

President

Duncan W. Richardson

Vice President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Asian Small Companies Fund and Asian Small Companies Portfolio

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

23

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

24

Investment Adviser of Asian Small Companies Portfolio

Boston Management and Research

Two International Place

Boston, MA 02110

Sub-Adviser of Asian Small Companies Portfolio

Lloyd George Management (Hong Kong) Limited

Suite 3808, One Exchange Square

Central, Hong Kong

Administrator of Eaton Vance Asian Small Companies Fund

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

405-4/13 ASSRC

Eaton Vance

Greater China Growth Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Greater China Growth Fund

Table of Contents

Performance	2
Fund Profile	2
Endnotes and Additional Disclosures	3
Fund Expenses	4
Financial Statements	5
Officers and Trustees	21
Important Notices	22

Eaton Vance

Greater China Growth Fund

February 28, 2013

Performance^1,2

Portfolio Manager Pamela Chan of Lloyd George Management (Hong Kong) Limited

% Average Annual Total Returns	Inception Date		Six Months			One Year			Five Years			Ten Years			Since Inception
Class A at NAV		10/28/1992		16.81	%		6.77	%		-0.97	%		14.06	%		—
Class A with 5.75% Maximum Sales Charge		—		10.11			0.65			-2.13			13.39			—
Class B at NAV		06/07/1993		16.38			5.99			-1.58			13.42			—
Class B with 5% Maximum Sales Charge		—		11.38			0.99			-1.84			13.42			—
Class C at NAV		12/28/1993		16.43			6.07			-1.57			13.41			—
Class C with 1% Maximum Sales Charge		—		15.43			5.07			-1.57			13.41			—
Class I at NAV		10/01/2009		16.98			7.06			—			—			3.74	%
MSCI Golden Dragon Index		—		17.01	%		5.05	%		1.01	%		13.09	%		—
% Total Annual Operating Expense Ratios3						Class A			Class B			Class C			Class I
Gross							2.10	%		2.80	%		2.80	%		1.79	%
Net							2.00			2.70			2.70			1.69

Fund Profile

Regional Allocation (% of net assets)⁴

Sector Allocation (% of net assets)⁴

Top 10 Holdings (% of net assets)⁴

Taiwan Semiconductor Manufacturing Co., Ltd.	7.9	%
Industrial & Commercial Bank of China, Ltd., Class H	4.7
China Construction Bank Corp., Class H	4.0
AIA Group, Ltd.	3.6
Tencent Holdings, Ltd.	3.5
China Mobile, Ltd.	2.7
Cheung Kong (Holdings), Ltd.	2.6
Hutchison Whampoa, Ltd.	2.5
Wharf (Holdings), Ltd. (The)	2.4
Lenovo Group, Ltd.	2.3
Total	36.2	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Greater China Growth Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  MSCI Golden Dragon Index is an unmanaged index of common stocks traded in China, Hong Kong and Taiwan. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus. Net expense ratio reflects a contractual expense reimbursement that continues through 12/31/13. Without the reimbursement, performance would have been lower.

⁴ Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

3

Eaton Vance

Greater China Growth Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)			Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,168.10	$	10.81	**		2.01	%
Class B	$	1,000.00	$	1,163.80	$	14.54	**		2.71	%
Class C	$	1,000.00	$	1,164.30	$	14.54	**		2.71	%
Class I	$	1,000.00	$	1,169.80	$	9.20	**		1.71	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,014.80	$	10.04	**		2.01	%
Class B	$	1,000.00	$	1,011.40	$	13.52	**		2.71	%
Class C	$	1,000.00	$	1,011.40	$	13.52	**		2.71	%
Class I	$	1,000.00	$	1,016.30	$	8.55	**		1.71	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012.

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

4

Eaton Vance

Greater China Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 99.6%
Security	Shares		Value
China — 47.8%
Airlines — 1.0%
Air China, Ltd., Class H		1,862,000	$	1,508,695
			$	1,508,695
Commercial Banks — 9.5%
China Construction Bank Corp., Class H		7,371,110	$	6,072,362
China Merchants Bank Co., Ltd., Class H		534,000		1,156,258
Industrial & Commercial Bank of China, Ltd., Class H		9,965,000		7,144,095
			$	14,372,715
Computers & Peripherals — 2.3%
Lenovo Group, Ltd.		3,174,000	$	3,531,261
			$	3,531,261
Containers & Packaging — 1.1%
CPMC Holdings, Ltd.		2,111,000	$	1,709,891
			$	1,709,891
Diversified Consumer Services — 0.9%
New Oriental Education & Technology Group, Inc. ADR		94,390	$	1,434,728
			$	1,434,728
Electronic Equipment, Instruments & Components — 1.2%
Digital China Holdings, Ltd.		635,000	$	995,285
Kingboard Chemical Holdings, Ltd.		266,500		809,792
			$	1,805,077
Energy Equipment & Services — 1.3%
China Oilfield Services, Ltd., Class H		932,000	$	1,977,832
			$	1,977,832
Food Products — 2.4%
Biostime International Holdings, Ltd.		533,000	$	2,334,445
Want Want China Holdings, Ltd.		893,000		1,249,713
			$	3,584,158
Hotels, Restaurants & Leisure — 1.0%
Ctrip.com International, Ltd. ADR(1)		75,460	$	1,455,623
			$	1,455,623

Security	Shares		Value
Household Durables — 1.1%
Haier Electronics Group Co., Ltd.(1)		901,000	$	1,629,983
			$	1,629,983
Insurance — 4.1%
China Pacific Insurance (Group) Co., Ltd., Class H		909,800	$	3,354,904
Ping An Insurance (Group) Co. of China, Ltd., Class H		331,000		2,770,205
			$	6,125,109
Internet Software & Services — 3.5%
Tencent Holdings, Ltd.		152,300	$	5,248,226
			$	5,248,226
Leisure Equipment & Products — 1.9%
Sunny Optical Technology (Group) Co., Ltd.		3,177,000	$	2,941,158
			$	2,941,158
Multiline Retail — 1.1%
Golden Eagle Retail Group, Ltd.		829,000	$	1,697,447
			$	1,697,447
Oil, Gas & Consumable Fuels — 5.1%
CNOOC, Ltd.		1,319,000	$	2,581,256
Kunlun Energy Co., Ltd.		1,102,000		2,288,212
PetroChina Co., Ltd., Class H		2,112,000		2,894,540
			$	7,764,008
Paper & Forest Products — 1.2%
Nine Dragons Paper Holdings, Ltd.		1,859,000	$	1,766,079
			$	1,766,079
Pharmaceuticals — 0.4%
Sino Biopharmaceutical, Ltd.		928,000	$	532,908
			$	532,908
Real Estate Management & Development — 3.4%
China Overseas Land & Investment, Ltd.		536,000	$	1,627,678
Hopson Development Holdings, Ltd.(1)		342,000		589,269
Longfor Properties Co., Ltd.		1,616,000		2,877,446
			$	5,094,393
Specialty Retail — 1.5%
Belle International Holdings, Ltd.		1,231,000	$	2,254,851
			$	2,254,851

5 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Textiles, Apparel & Luxury Goods — 1.1%
Daphne International Holdings, Ltd.		1,448,000	$	1,735,113
			$	1,735,113
Wireless Telecommunication Services — 2.7%
China Mobile, Ltd.		376,000	$	4,128,809
			$	4,128,809
Total China (identified cost $59,885,895)			$	72,298,064
Hong Kong — 29.8%
Commercial Banks — 2.4%
BOC Hong Kong (Holdings), Ltd.		857,000	$	2,881,126
HSBC Holdings PLC		67,600		746,344
			$	3,627,470
Communications Equipment — 1.4%
AAC Technologies Holdings, Inc.		506,500	$	2,130,666
			$	2,130,666
Hotels, Restaurants & Leisure — 4.8%
Sands China, Ltd.		635,200	$	3,008,503
SJM Holdings, Ltd.		1,147,000		2,850,584
Tsui Wah Holdings, Ltd.(1)		2,742,000		1,357,021
			$	7,216,108
Household Durables — 1.9%
Techtronic Industries Co., Ltd.		1,478,000	$	2,924,853
			$	2,924,853
Industrial Conglomerates — 2.5%
Hutchison Whampoa, Ltd.		357,000	$	3,842,517
			$	3,842,517
Insurance — 3.6%
AIA Group, Ltd.		1,237,800	$	5,384,808
			$	5,384,808
Leisure Equipment & Products — 2.0%
Goodbaby International Holdings, Ltd.		5,589,000	$	3,021,003
			$	3,021,003

Security	Shares		Value
Real Estate Management & Development — 9.6%
Cheung Kong (Holdings), Ltd.		255,000	$	3,959,431
Hongkong Land Holdings, Ltd.		451,000		3,478,292
Swire Properties, Ltd.		909,800		3,411,306
Wharf (Holdings), Ltd. (The)		409,000		3,580,059
			$	14,429,088
Specialty Retail — 1.6%
Luk Fook Holdings (International), Ltd.		429,000	$	1,419,914
Stelux Holdings International, Ltd.		2,755,000		1,020,075
			$	2,439,989
Total Hong Kong (identified cost $34,191,340)			$	45,016,502
Luxembourg — 1.3%
Specialty Retail — 1.0%
L’Occitane International SA		473,500	$	1,421,471
			$	1,421,471
Textiles, Apparel & Luxury Goods — 0.3%
Samsonite International SA		199,800	$	471,739
			$	471,739
Total Luxembourg (identified cost $1,718,931)			$	1,893,210
Singapore — 2.1%
Industrial Conglomerates — 2.1%
Jardine Matheson Holdings, Ltd.		50,400	$	3,191,143
			$	3,191,143
Total Singapore (identified cost $2,501,825)			$	3,191,143
Taiwan — 18.6%
Computers & Peripherals — 0.9%
Asustek Computer, Inc.		115,000	$	1,408,599
			$	1,408,599
Construction & Engineering — 1.0%
CTCI Corp.		751,000	$	1,503,461
			$	1,503,461

6 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Electronic Equipment, Instruments & Components — 1.2%
Delta Electronics, Inc.		488,000	$	1,837,353
			$	1,837,353
Health Care Equipment & Supplies — 1.6%
St. Shine Optical Co., Ltd.		141,000	$	2,451,978
			$	2,451,978
Hotels, Restaurants & Leisure — 1.6%
Formosa International Hotels Corp.		192,000	$	2,390,432
			$	2,390,432
Real Estate Management & Development — 1.7%
Ruentex Development Co., Ltd.		1,176,000	$	2,596,322
			$	2,596,322
Semiconductors & Semiconductor Equipment — 9.4%
MediaTek, Inc.		201,000	$	2,278,217
Taiwan Semiconductor Manufacturing Co., Ltd.		3,358,839		11,874,431
			$	14,152,648
Wireless Telecommunication Services — 1.2%
Far EasTone Telecommunications Co., Ltd.		775,000	$	1,801,988
			$	1,801,988
Total Taiwan (identified cost $20,914,113)			$	28,142,781
Total Common Stocks (identified cost $119,212,104)			$	150,541,700

Short-Term Investments — 0.1%
Description	Principal Amount (000’s omitted)		Value
State Street Bank and Trust Euro Time Deposit, 0.01%, 3/1/13	$	214	$	213,612
Total Short-Term Investments (identified cost $213,612)			$	213,612
Total Investments — 99.7% (identified cost $119,425,716)			$	150,755,312
Other Assets, Less Liabilities — 0.3%			$	445,928
Net Assets — 100.0%			$	151,201,240

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

ADR – American Depositary Receipt

⁽¹⁾  Non-income producing security.

7 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Investments, at value (identified cost, $119,425,716)	$	150,755,312
Foreign currency, at value (identified cost, $857,969)		854,620
Receivable for Fund shares sold		126,230
Receivable from affiliates		33,406
Total assets	$	151,769,568
Liabilities
Payable for Fund shares redeemed	$	195,437
Payable to affiliates:
Investment adviser fee		128,294
Administration fee		17,495
Distribution and service fees		54,475
Accrued expenses		172,627
Total liabilities	$	568,328
Net Assets	$	151,201,240
Sources of Net Assets
Paid-in capital	$	141,508,148
Accumulated net realized loss		(20,090,003	)
Accumulated net investment loss		(1,543,124	)
Net unrealized appreciation		31,326,219
Total	$	151,201,240
Class A Shares
Net Assets	$	103,115,148
Shares Outstanding		5,569,806
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	18.51
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	19.64
Class B Shares
Net Assets	$	13,695,870
Shares Outstanding		758,579
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	18.05
Class C Shares
Net Assets	$	25,628,422
Shares Outstanding		1,424,062
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	18.00
Class I Shares
Net Assets	$	8,761,800
Shares Outstanding		472,815
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	18.53

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

8 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $30,834)	$	644,334
Interest		45
Total investment income	$	644,379
Expenses
Investment adviser fee	$	801,767
Administration fee		109,332
Distribution and service fees
Class A		148,034
Class B		70,237
Class C		124,913
Trustees’ fees and expenses		3,182
Custodian fee		83,591
Transfer and dividend disbursing agent fees		155,382
Legal and accounting services		31,989
Printing and postage		24,904
Registration fees		25,636
Stock dividend tax		48,504
Miscellaneous		9,902
Total expenses	$	1,637,373
Deduct —
Allocation of expenses to affiliates	$	43,899
Total expense reductions	$	43,899
Net expenses	$	1,593,474
Net investment loss	$	(949,095	)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	(3,110,221	)
Foreign currency transactions		22,511
Net realized loss	$	(3,087,710	)
Change in unrealized appreciation (depreciation) —
Investments	$	26,328,226
Foreign currency		(4,339	)
Net change in unrealized appreciation (depreciation)	$	26,323,887
Net realized and unrealized gain	$	23,236,177
Net increase in net assets from operations	$	22,287,082

9 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income (loss)	$	(949,095	)	$	835,457
Net realized loss from investment and foreign currency transactions		(3,087,710	)		(17,463,515	)
Net change in unrealized appreciation (depreciation) from investments and foreign currency		26,323,887			(1,178,369	)
Net increase (decrease) in net assets from operations	$	22,287,082		$	(17,806,427	)
Distributions to shareholders —
From net investment income
Class A	$	(601,348	)	$	(1,848,870	)
Class B		—			(170,393	)
Class C		—			(291,300	)
Class I		(73,927	)		(198,613	)
From net realized gain
Class A		—			(6,547,127	)
Class B		—			(1,187,527	)
Class C		—			(1,952,044	)
Class I		—			(578,199	)
Total distributions to shareholders	$	(675,275	)	$	(12,774,073	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	6,866,340		$	5,037,761
Class B		106,681			651,091
Class C		1,613,975			2,703,347
Class I		1,315,030			2,235,920
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		506,032			7,052,549
Class B		—			1,150,803
Class C		—			1,673,883
Class I		57,567			627,593
Cost of shares redeemed
Class A		(11,011,290	)		(25,795,346	)
Class B		(1,732,685	)		(4,082,094	)
Class C		(3,689,308	)		(10,114,475	)
Class I		(1,106,306	)		(3,230,428	)
Net asset value of shares exchanged
Class A		727,218			2,000,768
Class B		(727,218	)		(2,000,768	)
Net decrease in net assets from Fund share transactions	$	(7,073,964	)	$	(22,089,396	)
Net increase (decrease) in net assets	$	14,537,843		$	(52,669,896	)
Net Assets
At beginning of period	$	136,663,397		$	189,333,293
At end of period	$	151,201,240		$	136,663,397
Accumulated undistributed net investment income (loss) included in net assets
At end of period	$	(1,543,124	)	$	81,246

10 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	15.940		$	19.220		$	21.090		$	19.280		$	23.310		$	32.700
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.100	)	$	0.124		$	0.132	(2)	$	(0.015	)	$	0.164		$	(0.090	)
Net realized and unrealized gain (loss)		2.779			(1.975	)		0.691			2.199			(1.265	)		(7.353	)
Total income (loss) from operations	$	2.679		$	(1.851	)	$	0.823		$	2.184		$	(1.101	)	$	(7.443	)
Less Distributions
From net investment income	$	(0.109	)	$	(0.315	)	$	—		$	(0.099	)	$	—		$	—
From net realized gain		—			(1.114	)		(2.693	)		(0.276	)		(2.932	)		(1.956	)
Total distributions	$	(0.109	)	$	(1.429	)	$	(2.693	)	$	(0.375	)	$	(2.932	)	$	(1.956	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.001		$	0.003		$	0.009
Net asset value — End of period	$	18.510		$	15.940		$	19.220		$	21.090		$	19.280		$	23.310
Total Return(5)		16.81	%(6)		(9.20	)%		2.76	%		11.19	%		(0.09	)%		(24.79	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	103,115		$	91,465		$	123,108		$	149,279		$	157,461		$	187,994
Ratios (as a percentage of average daily net assets):
Expenses(7)		2.01	%(8)(9)		2.00	%(9)(10)		1.85	%(9)(10)		2.17	%(9)(10)		2.32	%(10)		2.12	%(10)
Net investment income (loss)		(1.14	)%(8)		0.75	%		0.61	%(2)		(0.07	)%		0.99	%		(0.29	)%
Portfolio Turnover of the Portfolio(11)		—			43	%(6)		78	%		58	%		62	%		48	%
Portfolio Turnover of the Fund		25	%(6)		4	%(6)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment income per share reflects special dividends allocated from the Portfolio which amounted to $0.064 per share. Excluding special dividends, the ratio of net investment income to average daily net assets would have been 0.31%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁸⁾ Annualized.

  ⁽⁹⁾ The investment adviser and/or sub-adviser to the Portfolio or Fund and manager and/or administrator subsidized certain operating expenses (equal to 0.06%, 0.10%, 0.09% and 0.03% of average daily net assets for the six months ended February 28, 2013 and the years ended August 31, 2012, 2011 and 2010, respectively). Absent this subsidy, total return would be lower.

⁽¹⁰⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾ Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹²⁾ For the period from August 1, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Greater China Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to August 1, 2012.

11 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Financial Highlights — continued

	Class B
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	15.510		$	18.690		$	20.700		$	18.970		$	23.110		$	32.580
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.154	)	$	(0.006	)	$	(0.023	)(2)	$	(0.133	)	$	0.081		$	(0.240	)
Net realized and unrealized gain (loss)		2.694			(1.900	)		0.706			2.154			(1.292	)		(7.283	)
Total income (loss) from operations	$	2.540		$	(1.906	)	$	0.683		$	2.021		$	(1.211	)	$	(7.523	)
Less Distributions
From net investment income	$	—		$	(0.160	)	$	—		$	(0.016	)	$	—		$	—
From net realized gain		—			(1.114	)		(2.693	)		(0.276	)		(2.932	)		(1.956	)
Total distributions	$	—		$	(1.274	)	$	(2.693	)	$	(0.292	)	$	(2.932	)	$	(1.956	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.001		$	0.003		$	0.009
Net asset value — End of period	$	18.050		$	15.510		$	18.690		$	20.700		$	18.970		$	23.110
Total Return(5)		16.38	%(6)		(9.83	)%		1.98	%		10.63	%		(0.63	)%		(25.13	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	13,696		$	13,898		$	21,609		$	28,172		$	29,580		$	33,850
Ratios (as a percentage of average daily net assets):
Expenses(7)		2.71	%(8)(9)		2.70	%(9)(10)		2.55	%(9)(10)		2.72	%(9)(10)		2.82	%(10)		2.62	%(10)
Net investment income (loss)		(1.80	)%(8)		(0.04	)%		(0.11	)%(2)		(0.64	)%		0.49	%		(0.78	)%
Portfolio Turnover of the Portfolio(11)		—			43	%(6)		78	%		58	%		62	%		48	%
Portfolio Turnover of the Fund		25	%(6)		4	%(6)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.061 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (0.39)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁸⁾ Annualized.

  ⁽⁹⁾ The investment adviser and/or sub-adviser to the Portfolio or Fund and manager and/or administrator subsidized certain operating expenses (equal to 0.06%, 0.10%, 0.09% and 0.03% of average daily net assets for the six months ended February 28, 2013 and the years ended August 31, 2012, 2011 and 2010, respectively). Absent this subsidy, total return would be lower.

⁽¹⁰⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾ Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹²⁾ For the period from August 1, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Greater China Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to August 1, 2012.

12 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Financial Highlights — continued

	Class C
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	15.460		$	18.640		$	20.650		$	18.930		$	23.070		$	32.520
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.155	)	$	0.001		$	(0.016	)(2)	$	(0.135	)	$	0.081		$	(0.245	)
Net realized and unrealized gain (loss)		2.695			(1.901	)		0.699			2.147			(1.292	)		(7.258	)
Total income (loss) from operations	$	2.540		$	(1.900	)	$	0.683		$	2.012		$	(1.211	)	$	(7.503	)
Less Distributions
From net investment income	$	—		$	(0.166	)	$	—		$	(0.017	)	$	—		$	—
From net realized gain		—			(1.114	)		(2.693	)		(0.276	)		(2.932	)		(1.956	)
Total distributions	$	—		$	(1.280	)	$	(2.693	)	$	(0.293	)	$	(2.932	)	$	(1.956	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.001		$	0.003		$	0.009
Net asset value — End of period	$	18.000		$	15.460		$	18.640		$	20.650		$	18.930		$	23.070
Total Return(5)		16.43	%(6)		(9.82	)%		1.98	%		10.61	%		(0.63	)%		(25.12	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	25,628		$	23,947		$	35,331		$	43,522		$	47,957		$	53,948
Ratios (as a percentage of average daily net assets):
Expenses(7)		2.71	%(8)(9)		2.70	%(9)(10)		2.55	%(9)(10)		2.72	%(9)(10)		2.82	%(10)		2.62	%(10)
Net investment income (loss)		(1.82	)%(8)		0.01	%		(0.08	)%(2)		(0.65	)%		0.49	%		(0.80	)%
Portfolio Turnover of the Portfolio(11)		—			43	%(6)		78	%		58	%		62	%		48	%
Portfolio Turnover of the Fund		25	%(6)		4	%(6)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.062 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (0.37)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁸⁾ Annualized.

  ⁽⁹⁾ The investment adviser and/or sub-adviser to the Portfolio or Fund and manager and/or administrator subsidized certain operating expenses (equal to 0.06%, 0.10%, 0.09% and 0.03% of average daily net assets for the six months ended February 28, 2013 and the years ended August 31, 2012, 2011 and 2010, respectively). Absent this subsidy, total return would be lower.

⁽¹⁰⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾ Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹²⁾ For the period from August 1, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Greater China Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to August 1, 2012.

13 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Financial Highlights — continued

	Class I
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,						Period Ended August 31,  2010(1)
				2012			2011
Net asset value — Beginning of period	$	15.980		$	19.290		$	21.090		$	20.860
Income (Loss) From Operations
Net investment income (loss)(2)	$	(0.075	)	$	0.170		$	0.237	(3)	$	0.139
Net realized and unrealized gain (loss)		2.786			(1.983	)		0.656			0.557
Total income (loss) from operations	$	2.711		$	(1.813	)	$	0.893		$	0.696
Less Distributions
From net investment income	$	(0.161	)	$	(0.383	)	$	—		$	(0.191	)
From net realized gain		—			(1.114	)		(2.693	)		(0.276	)
Total distributions	$	(0.161	)	$	(1.497	)	$	(2.693	)	$	(0.467	)
Redemption fees(2)(4)	$	—		$	—		$	0.000	(5)	$	0.001
Net asset value — End of period	$	18.530		$	15.980		$	19.290		$	21.090
Total Return(6)		16.98	%(7)		(8.93	)%		3.07	%		3.24	%(7)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	8,762		$	7,354		$	9,286		$	7,457
Ratios (as a percentage of average daily net assets):
Expenses(9)		1.71	%(8)(10)		1.69	%(10)(11)		1.56	%(10)(11)		1.72	%(8)(10)(11)
Net investment income (loss)		(0.85	)%(8)		1.02	%		1.10	%(3)		0.72	%(8)
Portfolio Turnover of the Portfolio(12)		—			43	%(7)		78	%		58	%(13)
Portfolio Turnover of the Fund		25	%(7)		4	%(7)(14)		—			—

  ⁽¹⁾ For the period from the commencement of operations, October 1, 2009, to August 31, 2010.

  ⁽²⁾ Computed using average shares outstanding.

  ⁽³⁾ Net investment income per share reflects special dividends allocated from the Portfolio which amounted to $0.061 per share. Excluding special dividends, the ratio of net investment income to average daily net assets would have been 0.81%.

  ⁽⁴⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁵⁾ Amount is less than $0.0005.

  ⁽⁶⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

  ⁽⁷⁾ Not annualized.

  ⁽⁸⁾ Annualized.

  ⁽⁹⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽¹⁰⁾ The investment adviser and/or sub-adviser to the Portfolio or Fund and manager and/or administrator subsidized certain operating expenses (equal to 0.06%, 0.10%, 0.09% and 0.03% of average daily net assets for the six months ended February 28, 2013, the years ended August 31, 2012 and 2011 and the period ended August 31, 2010, respectively). Absent this subsidy, total return would be lower.

⁽¹¹⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽¹²⁾ Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹³⁾ For the Portfolio’s year ended August 31, 2010.

⁽¹⁴⁾ For the period from August 1, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Greater China Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to August 1, 2012.

14 See Notes to Financial Statements.

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Greater China Growth Fund (the Fund) is a non-diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek long-term capital appreciation. The Fund offers four classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B and Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold at net asset value and are not subject to a sales charge. Class B shares automatically convert to Class A shares eight years after their purchase as described in the Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance fund or through reinvestment of distributions. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

At August 31, 2012, the Fund, for federal income tax purposes, had deferred capital losses of $17,388,235 which will reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The deferred capital losses are treated as arising on the first day of the Fund’s next taxable year.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

15

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

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

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

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

I  Indemnifications — Under the 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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

J  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of Eaton Vance Management (EVM), as compensation for management and investment advisory services rendered to the Fund. The fee is computed at an annual rate of 1.10% of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. Pursuant to a sub-advisory agreement, BMR pays Lloyd George Management (Hong Kong) Limited (LGM-HK) a portion of its adviser fee for sub-advisory services provided to the Fund. For the six months ended February 28, 2013, the investment adviser fee amounted to $801,767 or 1.10% (annualized) of the Fund’s average daily net assets.

The administration fee is earned by EVM as compensation for administrative services rendered to the Fund. The fee is computed at an annual rate of 0.15% of the Fund’s average daily net assets. For the six months ended February 28, 2013, the administration fee amounted to $109,332.

BMR and LGM-HK have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only and excluding such expenses as interest, taxes or litigation expenses) exceed 1.95%, 2.65%, 2.65% and 1.65% of the Fund’s average daily net assets for Class A, Class B, Class C and Class I, respectively. This agreement may be changed or terminated after December 31, 2013. Pursuant to this agreement, BMR and LGM-HK were allocated $43,899 in total of the Fund’s operating expenses for the six months ended February 28, 2013. Such reimbursement was shared equally by BMR and LGM-HK.

16

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $11,272 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $4,773 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and service fees from Class A, Class B and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with the investment adviser and administrator may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended February 28, 2013, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of the above organizations.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.30% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $148,034 for Class A shares.

The Fund also has in effect distribution plans for Class B shares (Class B Plan) and Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class B and Class C Plans, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 5% and 6.25% of the aggregate amount received by the Fund for Class B and Class C shares sold, respectively, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of each respective class, reduced by the aggregate amount of contingent deferred sales charges (see Note 5) and amounts theretofore paid or payable to EVD by each respective class. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $52,678 and $93,685 for Class B and Class C shares, respectively, representing 0.75% (annualized) of the average daily net assets of Class B and Class C shares. At February 28, 2013, the amounts of Uncovered Distribution Charges of EVD calculated under the Class B and Class C Plans were approximately $2,894,000 and $16,134,000, respectively.

Pursuant to the Class B and Class C Plans, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $17,559 and $31,228 for Class B and Class C shares, respectively.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase and on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. The CDSC for Class B shares is imposed at declining rates that begin at 5% in the case of redemptions in the first and second year after purchase, declining one percentage point each subsequent year. Class C shares are subject to a 1% CDSC if redeemed within one year of purchase. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSCs received on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class B and Class C Plans. CDSCs received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the six months ended February 28, 2013, the Fund was informed that EVD received approximately $200, $14,000 and $1,000 of CDSCs paid by Class A, Class B and Class C shareholders, respectively.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $36,471,901 and $43,553,612, respectively, for the six months ended February 28, 2013.

17

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		387,004			309,199
Issued to shareholders electing to receive payments of distributions in Fund shares		27,652			468,297
Redemptions		(623,464	)		(1,565,865	)
Exchange from Class B shares		41,246			120,663
Net decrease		(167,562	)		(667,706	)
Class B	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		5,905			39,792
Issued to shareholders electing to receive payments of distributions in Fund shares		—			78,180
Redemptions		(101,063	)		(254,407	)
Exchange to Class A shares		(42,368	)		(123,808	)
Net decrease		(137,526	)		(260,243	)
Class C	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		91,594			171,725
Issued to shareholders electing to receive payments of distributions in Fund shares		—			114,102
Redemptions		(216,590	)		(632,248	)
Net decrease		(124,996	)		(346,421	)
Class I	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		72,283			133,453
Issued to shareholders electing to receive payments of distributions in Fund shares		3,146			41,645
Redemptions		(62,846	)		(196,362	)
Net increase (decrease)		12,583			(21,264	)

18

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	119,551,168
Gross unrealized appreciation	$	33,347,611
Gross unrealized depreciation		(2,143,467	)
Net unrealized appreciation	$	31,204,144

9  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

10  Risks Associated with Foreign Investments

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

11  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

19

Eaton Vance

Greater China Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

At February 28, 2013, the hierarchy of inputs used in valuing the Fund’s investments, which are carried at value, were as follows:

Asset Description	Level 1		Level 2			Level 3		Total
Common Stocks
Consumer Discretionary	$	2,890,351	$	30,144,147		$	—	$	33,034,498
Consumer Staples		—		3,584,158			—		3,584,158
Energy		—		9,741,840			—		9,741,840
Financials		—		51,629,905			—		51,629,905
Health Care		—		2,984,886			—		2,984,886
Industrials		—		10,045,816			—		10,045,816
Information Technology		—		30,113,830			—		30,113,830
Materials		—		3,475,970			—		3,475,970
Telecommunication Services		—		5,930,797			—		5,930,797
Total Common Stocks	$	2,890,351	$	147,651,349	*	$	—	$	150,541,700
Short-Term Investments	$	—	$	213,612		$	—	$	213,612
Total Investments	$	2,890,351	$	147,864,961		$	—	$	150,755,312

* Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Fund held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

20

Eaton Vance

Greater China Growth Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Greater China Growth Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Greater China Growth Fund

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

21

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

22

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Investment Adviser

Boston Management and Research

Two International Place

Boston, MA 02110

Sub-Adviser

Lloyd George Management (Hong Kong) Limited

Suite 3808, One Exchange Square

Central, Hong Kong

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

406-4/13 CGSRC

Eaton Vance

Multi-Cap Growth Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Multi-Cap Growth Fund

Table of Contents

Performance	2
Fund Profile	2
Endnotes and Additional Disclosures	3
Fund Expenses	4
Financial Statements	5
Officers and Trustees	22
Important Notices	23

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Performance^1,2

Portfolio Managers Kwang Kim, Gerald I. Moore, CFA and G. R. Nelson

% Average Annual Total Returns	Inception Date		Six Months			One Year			Five Years			Ten Years			Since Inception
Class A at NAV		08/01/1952		3.82	%		5.40	%		–0.18	%		9.60	%		—
Class A with 5.75% Maximum Sales Charge		—		–2.18			–0.66			–1.35			8.94			—
Class B at NAV		09/13/1994		3.38			4.65			–0.94			8.81			—
Class B with 5% Maximum Sales Charge		—		–1.62			–0.35			–1.33			8.81			—
Class C at NAV		11/07/1994		3.39			4.65			–0.89			8.80			—
Class C with 1% Maximum Sales Charge		—		2.39			3.65			–0.89			8.80			—
Class I at NAV		07/18/2012		3.93			—			—			—			8.43	%
Russell 3000 Growth Index		—		6.62	%		9.71	%		6.49	%		8.62	%		—
S&P 500 Index		—		8.95			13.46			4.94			8.23			—
% Total Annual Operating Expense Ratios3						Class A			Class B			Class C			Class I
							1.32	%		2.07	%		2.07	%		1.06	%

Fund Profile

Sector Allocation (% of net assets)⁴

Top 10 Holdings (% of net assets)⁴

Apple, Inc.	5.0	%
Google, Inc., Class A	3.7
Amazon.com, Inc.	2.5
EMC Corp.	1.9
Walt Disney Co. (The)	1.9
Monsanto Co.	1.9
EOG Resources, Inc.	1.7
Tractor Supply Co.	1.7
Gilead Sciences, Inc.	1.7
Anheuser-Busch InBev NV ADR	1.6
Total	23.6	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  Russell 3000 Growth Index is an unmanaged index of the broad growth segment of the U.S. equity universe. S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total

Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus.

⁴  Depictions do not reflect the Fund’s option positions. Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

3

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)		Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,038.20	$	6.27		1.24	%
Class B	$	1,000.00	$	1,033.80	$	10.03		1.99	%
Class C	$	1,000.00	$	1,033.90	$	10.04		1.99	%
Class I	$	1,000.00	$	1,039.30	$	5.01		0.99	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.60	$	6.21		1.24	%
Class B	$	1,000.00	$	1,014.90	$	9.94		1.99	%
Class C	$	1,000.00	$	1,014.90	$	9.94		1.99	%
Class I	$	1,000.00	$	1,019.90	$	4.96		0.99	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012.

4

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 98.8%(1)
Security	Shares		Value
Aerospace & Defense — 1.4%
Precision Castparts Corp.		10,900	$	2,033,831
			$	2,033,831
Beverages — 2.9%
Anheuser-Busch InBev NV ADR		24,500	$	2,302,755
Beam, Inc.		29,800		1,818,694
			$	4,121,449
Biotechnology — 4.6%
Biogen Idec, Inc.(2)		10,100	$	1,680,034
Celgene Corp.(2)		14,800		1,527,064
Gilead Sciences, Inc.(2)		58,400		2,494,264
Vertex Pharmaceuticals, Inc.(2)		20,400		955,128
			$	6,656,490
Building Products — 1.4%
Fortune Brands Home & Security, Inc.(2)		59,100	$	2,041,905
			$	2,041,905
Capital Markets — 0.9%
T. Rowe Price Group, Inc.		18,000	$	1,281,420
			$	1,281,420
Chemicals — 5.3%
Celanese Corp., Series A		32,550	$	1,524,967
Cytec Industries, Inc.		23,900		1,730,121
Monsanto Co.		26,400		2,667,192
Praxair, Inc.		14,800		1,673,140
			$	7,595,420
Commercial Banks — 2.8%
First Republic Bank		43,500	$	1,585,575
Toronto-Dominion Bank (The)		8,600		707,694
Wells Fargo & Co.		49,800		1,746,984
			$	4,040,253
Commercial Services & Supplies — 1.2%
Waste Connections, Inc.		48,199	$	1,648,888
			$	1,648,888

Security	Shares		Value
Communications Equipment — 2.1%
Acme Packet, Inc.(2)		50,800	$	1,482,344
QUALCOMM, Inc.		23,400		1,535,742
			$	3,018,086
Computers & Peripherals — 6.9%
Apple, Inc.		16,300	$	7,194,820
EMC Corp.(2)		120,600		2,775,006
			$	9,969,826
Distributors — 1.4%
LKQ Corp.(2)		93,100	$	1,972,789
			$	1,972,789
Diversified Financial Services — 1.2%
Citigroup, Inc.		41,100	$	1,724,967
			$	1,724,967
Electrical Equipment — 1.4%
AMETEK, Inc.		47,600	$	1,991,108
			$	1,991,108
Electronic Equipment, Instruments & Components — 1.0%
InvenSense, Inc.(2)(3)		119,800	$	1,439,996
			$	1,439,996
Energy Equipment & Services — 1.9%
Halliburton Co.		29,800	$	1,236,998
Rowan Cos., PLC(2)		44,000		1,521,960
			$	2,758,958
Food & Staples Retailing — 0.7%
Whole Foods Market, Inc.		12,400	$	1,061,688
			$	1,061,688
Food Products — 2.8%
Hershey Co. (The)		23,900	$	1,991,826
Mondelez International, Inc., Class A		73,200		2,023,980
			$	4,015,806
Health Care Equipment & Supplies — 2.9%
Analogic Corp.		15,700	$	1,164,783
Globus Medical, Inc., Class A(2)(3)		83,100		1,200,795
Stryker Corp.		29,200		1,865,296
			$	4,230,874

5 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Health Care Providers & Services — 2.6%
Brookdale Senior Living, Inc.(2)		30,400	$	841,472
Catamaran Corp.(2)		23,558		1,265,300
MEDNAX, Inc.(2)		19,500		1,669,590
			$	3,776,362
Household Products — 0.8%
Colgate-Palmolive Co.		10,500	$	1,201,515
			$	1,201,515
Industrial Conglomerates — 1.3%
Danaher Corp.		29,200	$	1,798,720
			$	1,798,720
Internet & Catalog Retail — 4.5%
Amazon.com, Inc.(2)		13,600	$	3,594,072
priceline.com, Inc.(2)		2,600		1,787,708
Shutterfly, Inc.(2)		23,500		1,017,080
			$	6,398,860
Internet Software & Services — 9.2%
Equinix, Inc.(2)		6,000	$	1,269,300
Facebook, Inc., Class A(2)		64,900		1,768,525
Google, Inc., Class A(2)		6,600		5,287,920
LinkedIn Corp., Class A(2)		11,100		1,866,798
Rackspace Hosting, Inc.(2)		21,493		1,200,599
VeriSign, Inc.(2)		25,500		1,167,900
Xoom Corp.(2)(3)		29,600		629,296
			$	13,190,338
IT Services — 3.9%
Accenture PLC, Class A		21,300	$	1,583,868
Cognizant Technology Solutions Corp., Class A(2)		21,000		1,612,170
Teradata Corp.(2)		28,400		1,648,904
Visa, Inc., Class A		4,700		745,608
			$	5,590,550
Leisure Equipment & Products — 1.0%
Polaris Industries, Inc.		17,098	$	1,493,852
			$	1,493,852

Security	Shares		Value
Machinery — 1.5%
Colfax Corp.(2)		27,700	$	1,202,180
Stanley Black & Decker, Inc.		12,600		991,620
			$	2,193,800
Media — 1.9%
Walt Disney Co. (The)		49,800	$	2,718,582
			$	2,718,582
Multiline Retail — 1.3%
Dollar General Corp.(2)		38,974	$	1,806,055
			$	1,806,055
Oil, Gas & Consumable Fuels — 5.4%
Alpha Natural Resources, Inc.(2)		82,200	$	655,956
Concho Resources, Inc.(2)		19,400		1,745,224
EOG Resources, Inc.		19,900		2,501,629
Range Resources Corp.		24,500		1,881,600
Tesoro Corp.		16,400		922,336
			$	7,706,745
Pharmaceuticals — 4.7%
Allergan, Inc.		20,800	$	2,255,136
Perrigo Co.		18,700		2,116,279
Roche Holding AG ADR		20,600		1,181,822
Zoetis, Inc.(2)		36,500		1,220,925
			$	6,774,162
Real Estate Investment Trusts (REITs) — 1.0%
Public Storage, Inc.		9,600	$	1,451,616
			$	1,451,616
Road & Rail — 2.6%
J.B. Hunt Transport Services, Inc.		22,300	$	1,550,296
Kansas City Southern		21,646		2,228,889
			$	3,779,185
Semiconductors & Semiconductor Equipment — 2.3%
Cirrus Logic, Inc.(2)		71,100	$	1,709,244
Cypress Semiconductor Corp.(2)(3)		73,900		778,167
Monolithic Power Systems, Inc.		31,600		777,044
			$	3,264,455

6 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Software — 3.2%
Infoblox, Inc.(2)		62,965	$	1,327,932
salesforce.com, inc.(2)		7,500		1,269,150
Splunk, Inc.(2)		28,796		1,040,399
VMware, Inc., Class A(2)		13,700		984,071
			$	4,621,552
Specialty Retail — 5.2%
Home Depot, Inc. (The)		31,507	$	2,158,230
Ross Stores, Inc.		30,000		1,738,800
Sally Beauty Holdings, Inc.(2)		38,800		1,076,312
Tractor Supply Co.		24,000		2,495,760
			$	7,469,102
Textiles, Apparel & Luxury Goods — 0.6%
lululemon athletica, inc.(2)(3)		12,200	$	818,010
			$	818,010
Thrifts & Mortgage Finance — 0.7%
ViewPoint Financial Group, Inc.		50,200	$	1,046,670
			$	1,046,670
Trading Companies & Distributors — 2.3%
United Rentals, Inc.(2)		19,100	$	1,020,131
W.W. Grainger, Inc.		10,100		2,287,246
			$	3,307,377
Total Common Stocks (identified cost $117,033,163)			$	142,011,262

Short-Term Investments — 5.0%
Description	Interest (000’s omitted)		Value
Eaton Vance Cash Collateral Fund, LLC, 0.06%(4)(5)	$	4,824	$	4,824,302
Eaton Vance Cash Reserves Fund, LLC, 0.10%(5)		2,326		2,325,510
Total Short-Term Investments (identified cost $7,149,812)			$	7,149,812
Total Investments — 103.8% (identified cost $124,182,975)			$	149,161,074

Covered Call Options Written — (0.0)%(6)
Security	Number of Contracts		Strike Price		Expiration Date		Value
Catamaran Corp.		24	$	57.50		3/16/13	$	(1,080	)
EOG Resources, Inc.		20		145.00		3/16/13		(100	)
Equinix, Inc.		6		250.00		3/16/13		(45	)
Halliburton Co.		30		43.00		3/16/13		(990	)
Kansas City Southern		24		100.00		3/16/13		(9,720	)
LinkedIn Corp., Class A		11		165.00		3/16/13		(7,178	)
MEDNAX, Inc.		20		90.00		3/16/13		(200	)
T. Rowe Price Group, Inc.		18		75.00		3/16/13		(180	)
Tesoro Corp.		16		60.00		3/16/13		(1,104	)
VeriSign, Inc.		26		47.00		3/16/13		(962	)
Zoetis, Inc.		37		35.00		3/16/13		(555	)
Total Covered Call Options Written (premiums received $16,267)							$	(22,114	)
Other Assets, Less Liabilities — (3.8)%							$	(5,473,903	)
Net Assets — 100.0%							$	143,665,057

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

ADR – American Depositary Receipt

⁽¹⁾  All or a portion of each applicable common stock for which a written call option is outstanding at February 28, 2013 has been pledged as collateral for such written option.

⁽²⁾  Non-income producing security.

⁽³⁾  All or a portion of this security was on loan at February 28, 2013.

⁽⁴⁾  The amount invested in Eaton Vance Cash Collateral Fund, LLC represents cash collateral received for securities on loan at February 28, 2013. Other Assets, Less Liabilities includes an equal and offsetting liability of the Fund to repay collateral amounts upon the return of loaned securities.

⁽⁵⁾  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of February 28, 2013.

⁽⁶⁾  Amount is less than 0.05%.

7 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Unaffiliated investments, at value including $4,767,113 of securities on loan (identified cost, $117,033,163)	$	142,011,262
Affiliated investments, at value (identified cost, $7,149,812)		7,149,812
Cash		28,090
Foreign currency, at value (identified cost, $6,320)		6,113
Dividends receivable		59,658
Interest receivable from affiliated investment		185
Receivable for Fund shares sold		76,680
Securities lending income receivable		2,534
Tax reclaims receivable		72,322
Other assets		30,310
Total assets	$	149,436,966
Liabilities
Collateral for securities loaned	$	4,824,302
Written options outstanding, at value (premiums received, $16,267)		22,114
Payable for Fund shares redeemed		689,012
Payable to affiliates:
Investment adviser fee		75,575
Distribution and service fees		38,359
Accrued expenses		122,547
Total liabilities	$	5,771,909
Net Assets	$	143,665,057
Sources of Net Assets
Paid-in capital	$	190,882,740
Accumulated net realized loss		(71,320,368	)
Accumulated net investment loss		(882,232	)
Net unrealized appreciation		24,984,917
Total	$	143,665,057
Class A Shares
Net Assets	$	108,286,760
Shares Outstanding		12,057,247
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	8.98
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	9.53
Class B Shares
Net Assets	$	5,898,256
Shares Outstanding		688,852
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	8.56
Class C Shares
Net Assets	$	16,514,159
Shares Outstanding		1,931,530
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	8.55
Class I Shares
Net Assets	$	12,965,882
Shares Outstanding		1,441,345
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	9.00

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

8 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $5,770)	$	699,506
Securities lending income, net		57,345
Interest allocated from affiliated investment		2,239
Expenses allocated from affiliated investment		(221	)
Total investment income	$	758,869
Expenses
Investment adviser fee	$	452,831
Distribution and service fees
Class A		140,188
Class B		30,717
Class C		86,197
Trustees’ fees and expenses		2,966
Custodian fee		33,883
Transfer and dividend disbursing agent fees		135,449
Legal and accounting services		29,608
Printing and postage		20,264
Registration fees		27,548
Miscellaneous		9,046
Total expenses	$	968,697
Deduct —
Reduction of custodian fee	$	7
Total expense reductions	$	7
Net expenses	$	968,690
Net investment loss	$	(209,821	)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	4,903,186
Investment transactions allocated from affiliated investments		405
Written options		208,821
Foreign currency transactions		412
Net realized gain	$	5,112,824
Change in unrealized appreciation (depreciation) —
Investments	$	295,525
Written options		13,824
Foreign currency		900
Net change in unrealized appreciation (depreciation)	$	310,249
Net realized and unrealized gain	$	5,423,073
Net increase in net assets from operations	$	5,213,252

9 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment loss	$	(209,821	)	$	(912,727	)
Net realized gain from investment transactions, capital gain distributions received, written options and foreign currency transactions		5,112,824			9,018,412
Net change in unrealized appreciation (depreciation) from investments, written options and foreign currency		310,249			12,077,621
Net increase in net assets from operations	$	5,213,252		$	20,183,306
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	2,747,157		$	5,376,533
Class B		32,543			722,482
Class C		941,142			1,032,123
Class I		9,374,250			3,376,627
Cost of shares redeemed
Class A		(18,954,268	)		(26,120,084	)
Class B		(891,526	)		(2,175,473	)
Class C		(3,302,021	)		(5,098,161	)
Class I		(652,641	)		(48,203	)
Net asset value of shares exchanged
Class A		227,586			1,153,451
Class B		(227,586	)		(1,153,451	)
Net decrease in net assets from Fund share transactions	$	(10,705,364	)	$	(22,934,156	)
Net decrease in net assets	$	(5,492,112	)	$	(2,750,850	)
Net Assets
At beginning of period	$	149,157,169		$	151,908,019
At end of period	$	143,665,057		$	149,157,169
Accumulated net investment loss included in net assets
At end of period	$	(882,232	)	$	(672,411	)

10 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	8.650		$	7.540		$	6.340		$	6.510		$	9.550		$	10.730
Income (Loss) From Operations
Net investment income (loss)(1)	$	(0.008	)	$	(0.038	)	$	(0.025	)(2)	$	(0.019	)	$	(0.005	)	$	0.037
Net realized and unrealized gain (loss)		0.338			1.148			1.225			(0.051	)		(2.953	)		0.364	(3)
Total income (loss) from operations	$	0.330		$	1.110		$	1.200		$	(0.070	)	$	(2.958	)	$	0.401
Less Distributions
From net investment income	$	—		$	—		$	—		$	(0.100	)	$	(0.008	)	$	—
From net realized gain		—			—			—			—			(0.074	)		(1.581	)
Total distributions	$	—		$	—		$	—		$	(0.100	)	$	(0.082	)	$	(1.581	)
Net asset value — End of period	$	8.980		$	8.650		$	7.540		$	6.340		$	6.510		$	9.550
Total Return(4)		3.82	%(5)		14.72	%		18.93	%		(1.24	)%		(30.57	)%		2.39	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	108,287		$	120,539		$	123,541		$	103,441		$	163,479		$	290,306
Ratios (as a percentage of average daily net assets):
Expenses(6)		1.24	%(7)		1.31	%(8)(9)		1.24	%(8)		1.27	%(8)		1.42	%(8)		1.13	%(8)
Net investment income (loss)		(0.18	)%(7)		(0.48	)%		(0.32	)%(2)		(0.28	)%		(0.10	)%		0.36	%
Portfolio Turnover of the Portfolio(10)		—			74	%(5)		168	%(11)		211	%		274	%		206	%
Portfolio Turnover of the Fund		37	%(5)		11	%(5)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.007 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (0.41)%.

  ⁽³⁾ The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time.

  ⁽⁴⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁵⁾ Not annualized.

  ⁽⁶⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁷⁾ Annualized.

  ⁽⁸⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

  ⁽⁹⁾ The administrator of the Fund subsidized certain operating expenses (equal to 0.01% of average daily net assets for the year ended August 31, 2012). Absent this subsidy, total return would have been lower.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  Excluding the value of portfolio securities contributed as a result of an in-kind transaction, the portfolio turnover would have been 145% for the year ended August 31, 2011.

⁽¹²⁾  For the period from July 26, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Multi-Cap Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to July 26, 2012.

11 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Financial Highlights — continued

	Class B
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	8.280		$	7.280		$	6.160		$	6.330		$	9.350		$	10.600
Income (Loss) From Operations
Net investment loss(1)	$	(0.038	)	$	(0.096	)	$	(0.080	)(2)	$	(0.068	)	$	(0.044	)	$	(0.040	)
Net realized and unrealized gain (loss)		0.318			1.096			1.200			(0.046	)		(2.902	)		0.371	(3)
Total income (loss) from operations	$	0.280		$	1.000		$	1.120		$	(0.114	)	$	(2.946	)	$	0.331
Less Distributions
From net investment income	$	—		$	—		$	—		$	(0.056	)	$	—		$	—
From net realized gain		—			—			—			—			(0.074	)		(1.581	)
Total distributions	$	—		$	—		$	—		$	(0.056	)	$	(0.074	)	$	(1.581	)
Net asset value — End of period	$	8.560		$	8.280		$	7.280		$	6.160		$	6.330		$	9.350
Total Return(4)		3.38	%(5)		13.89	%		18.02	%		(1.90	)%		(31.15	)%		1.70	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	5,898		$	6,792		$	8,409		$	6,413		$	8,092		$	16,565
Ratios (as a percentage of average daily net assets):
Expenses(6)		1.99	%(7)		2.06	%(8)(9)		1.99	%(8)		2.02	%(8)		2.16	%(8)		1.88	%(8)
Net investment loss		(0.93	)%(7)		(1.25	)%		(1.06	)%(2)		(1.01	)%		(0.82	)%		(0.40	)%
Portfolio Turnover of the Portfolio(10)		—			74	%(5)		168	%(11)		211	%		274	%		206	%
Portfolio Turnover of the Fund		37	%(5)		11	%(5)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.007 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.15)%.

  ⁽³⁾ The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time.

  ⁽⁴⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁵⁾ Not annualized.

  ⁽⁶⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁷⁾ Annualized.

  ⁽⁸⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

  ⁽⁹⁾ The administrator of the Fund subsidized certain operating expenses (equal to 0.01% of average daily net assets for the year ended August 31, 2012). Absent this subsidy, total return would have been lower.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  Excluding the value of portfolio securities contributed as a result of an in-kind transaction, the portfolio turnover would have been 145% for the year ended August 31, 2011.

⁽¹²⁾  For the period from July 26, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Multi-Cap Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to July 26, 2012.

12 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Financial Highlights — continued

	Class C
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	8.270		$	7.260		$	6.150		$	6.330		$	9.340		$	10.580
Income (Loss) From Operations
Net investment loss(1)	$	(0.038	)	$	(0.095	)	$	(0.081	)(2)	$	(0.067	)	$	(0.046	)	$	(0.041	)
Net realized and unrealized gain (loss)		0.318			1.105			1.191			(0.055	)		(2.890	)		0.382	(3)
Total income (loss) from operations	$	0.280		$	1.010		$	1.110		$	(0.122	)	$	(2.936	)	$	0.341
Less Distributions
From net investment income	$	—		$	—		$	—		$	(0.058	)	$	—		$	—
From net realized gain		—			—			—			—			(0.074	)		(1.581	)
Total distributions	$	—		$	—		$	—		$	(0.058	)	$	(0.074	)	$	(1.581	)
Net asset value — End of period	$	8.550		$	8.270		$	7.260		$	6.150		$	6.330		$	9.340
Total Return(4)		3.39	%(5)		13.91	%		18.05	%		(2.03	)%		(31.07	)%		1.82	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	16,514		$	18,352		$	19,958		$	16,776		$	21,742		$	34,533
Ratios (as a percentage of average daily net assets):
Expenses(6)		1.99	%(7)		2.06	%(8)(9)		1.99	%(8)		2.02	%(8)		2.17	%(8)		1.88	%(8)
Net investment loss		(0.93	)%(7)		(1.24	)%		(1.07	)%(2)		(1.01	)%		(0.86	)%		(0.41	)%
Portfolio Turnover of the Portfolio(10)		—			74	%(5)		168	%(11)		211	%		274	%		206	%
Portfolio Turnover of the Fund		37	%(5)		11	%(5)(12)		—			—			—			—

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.007 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.16)%.

  ⁽³⁾ The per share amount is not in accord with the net realized and unrealized gain (loss) for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time.

  ⁽⁴⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁵⁾ Not annualized.

  ⁽⁶⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁷⁾ Annualized.

  ⁽⁸⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

  ⁽⁹⁾ The administrator of the Fund subsidized certain operating expenses (equal to 0.01% of average daily net assets for the year ended August 31, 2012). Absent this subsidy, total return would have been lower.

⁽¹⁰⁾  Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

⁽¹¹⁾  Excluding the value of portfolio securities contributed as a result of an in-kind transaction, the portfolio turnover would have been 145% for the year ended August 31, 2011.

⁽¹²⁾  For the period from July 26, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Multi-Cap Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to July 26, 2012.

13 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Financial Highlights — continued

	Class I
	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Net asset value — Beginning of period	$	8.660		$	8.300
Income (Loss) From Operations
Net investment income(2)	$	0.002		$	0.002
Net realized and unrealized gain		0.338			0.358
Total income from operations	$	0.340		$	0.360
Net asset value — End of period	$	9.000		$	8.660
Total Return(3)		3.93	%(4)		4.34	%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	12,966		$	3,474
Ratios (as a percentage of average daily net assets):
Expenses(5)		0.99	%(6)		1.06	%(6)(7)
Net investment income		0.04	%(6)		0.22	%(6)
Portfolio Turnover of the Portfolio(8)		—			74	%(4)
Portfolio Turnover of the Fund		37	%(4)		11	%(4)(9)

⁽¹⁾ For the period from the commencement of operations, July 18, 2012, to August 31, 2012.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾ Annualized.

⁽⁷⁾ Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

⁽⁸⁾ Portfolio turnover represents the rate of portfolio activity for the period since September 1, 2011 while the Fund was investing in the Portfolio.

⁽⁹⁾ For the period from July 26, 2012 through August 31, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Multi-Cap Growth Portfolio, a Massachusetts business trust having the same investment objective and policies as the Fund, in which the Fund invested all of its investable assets prior to July 26, 2012.

14 See Notes to Financial Statements.

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Multi-Cap Growth Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to achieve capital growth. The Fund offers four classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B and Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold at net asset value and are not subject to a sales charge. Class B shares automatically convert to Class A shares eight years after their purchase as described in the Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance fund or through reinvestment of distributions. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Exchange-traded options are valued at the mean between the bid and asked prices at valuation time as reported by the Options Price Reporting Authority for U.S. listed options or by the relevant exchange or board of trade for non-U.S. listed options. Over-the-counter options are valued by a third party pricing service using techniques that consider factors including the value of the underlying instrument, the volatility of the underlying instrument and the period of time until option expiration. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund) and Eaton Vance Cash Collateral Fund, LLC (Cash Collateral Fund), affiliated investment companies managed by Eaton Vance Management (EVM). The value of the Fund’s investment in Cash Reserves Fund and Cash Collateral Fund reflects the Fund’s proportionate interest in each of their net assets. Cash Reserves Fund and Cash Collateral Fund generally value their investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund and Cash Collateral Fund may value their investment securities based on available market quotations provided by a third party pricing service.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

15

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

At August 31, 2012, the Fund, for federal income tax purposes, had a capital loss carryforward of $76,636,700 which will reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The capital loss carryforward will expire on August 31, 2016 ($10,017,581), August 31, 2017 ($46,753,650) and August 31, 2018 ($19,865,469). In addition, such capital loss carryforward cannot be utilized prior to the utilization of new capital losses, if any, created after August 31, 2012.

A capital loss carryforward of $16,559,418 included in the amounts above is available to the Fund as a result of a reorganization on November 5, 2010. Utilization of this capital loss carryforward may be limited in accordance with certain income tax regulations.

Additionally, at August 31, 2012, the Fund had a net loss of $578,555 incurred after October 31, 2011. This net loss is treated as arising on the first day of the Fund’s taxable year ending August 31, 2013.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

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

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

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

I  Indemnifications — Under the 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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

J  Written Options — Upon the writing of a call or a put option, the premium received by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written, in accordance with the Fund’s policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. When an index option is exercised, the Fund is required to deliver an amount of cash determined by the excess of the strike price of the option over the value of the index (in the case of a put) or the excess of the value of the index over the strike price of the option (in the case of a call) at contract termination. If a put option on a security is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as a writer of an option, may have no control over whether the underlying securities or other assets 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 or other assets underlying the written option. The Fund may also bear the risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.

K  Purchased Options — Upon the purchase of a call or put option, the premium paid by the Fund is included in the Statement of Assets and Liabilities as an investment. The amount of the investment is subsequently marked-to-market to reflect the current market value of the option purchased, in accordance with the Fund’s policies on investment valuations discussed above. As the purchaser of an index option, the Fund has the right to receive a cash payment

16

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

equal to any depreciation in the value of the index below the strike price of the option (in the case of a put) or equal to any appreciation in the value of the index over the strike price of the option (in the case of a call) as of the valuation date of the option. If an option which the Fund had purchased expires on the stipulated expiration date, the Fund will realize a loss in the amount of the cost of the option. If the Fund enters into a closing sale transaction, the Fund will realize a gain or loss, depending on whether the sales proceeds from the closing sale transaction are greater or less than the cost of the option. If the Fund exercises a put option on a security, it will realize a gain or loss from the sale of the underlying security, and the proceeds from such sale will be decreased by the premium originally paid. If the Fund exercises a call option on a security, the cost of the security which the Fund purchases upon exercise will be increased by the premium originally paid. The risk associated with purchasing options is limited to the premium originally paid.

L  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute at least annually all or substantially all of its net realized capital gains (reduced by available capital loss carryforwards from prior years, if any). Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for management and investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.625% of the Fund’s average daily net assets up to and including $300 million and 0.50% on average daily net assets over $300 million and is payable monthly. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the six months ended February 28, 2013, the Fund’s investment adviser fee amounted to $452,831 or 0.625% (annualized) of the Fund’s average daily net assets.

EVM serves as the administrator to the Fund, but receives no compensation. EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $14,830 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $2,761 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and service fees from Class A, Class B and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with the investment adviser and administrator may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended February 28, 2013, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of the above organizations.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $140,188 for Class A shares.

The Fund also has in effect distribution plans for Class B shares (Class B Plan) and Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class B and Class C Plans, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 5% and 6.25% of the aggregate amount received by the Fund for Class B and Class C shares sold, respectively, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of each respective class, reduced by the aggregate amount of contingent deferred sales charges (see Note 5) and amounts theretofore paid or payable to EVD by each respective class. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $23,038 and $64,648 for Class B and Class C shares, respectively, representing 0.75% (annualized) of the average daily net assets of Class B and Class C shares. At February 28, 2013, the amounts of Uncovered Distribution Charges of EVD calculated under the Class B and Class C Plans were approximately $2,178,000 and $7,582,000, respectively.

17

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

Pursuant to the Class B and Class C Plans, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $7,679 and $21,549 for Class B and Class C shares, respectively.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase and on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. The CDSC for Class B shares is imposed at declining rates that begin at 5% in the case of redemptions in the first and second year after purchase, declining one percentage point each subsequent year. Class C shares are subject to a 1% CDSC if redeemed within one year of purchase. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSCs received on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class B and Class C Plans. CDSCs received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the six months ended February 28, 2013, the Fund was informed that EVD received approximately $14,000 and $600 of CDSCs paid by Class B and Class C shareholders, respectively, and no CDSCs paid by Class A shareholders.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $51,739,955 and $63,012,855, respectively, for the six months ended February 28, 2013.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		316,306			674,274
Redemptions		(2,213,968	)		(3,262,894	)
Exchange from Class B shares		25,996			143,172
Net decrease		(1,871,666	)		(2,445,448	)
Class B	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		3,948			94,057
Redemptions		(108,023	)		(280,743	)
Exchange to Class A shares		(27,222	)		(148,999	)
Net decrease		(131,297	)		(335,685	)

18

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

Class C	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		112,166			133,333
Redemptions		(399,976	)		(661,512	)
Net decrease		(287,810	)		(528,179	)
Class I	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Sales		1,114,492			406,867
Redemptions		(74,304	)		(5,710	)
Net increase		1,040,188			401,157

⁽¹⁾  Class I commenced operations on July 18, 2012.

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	124,073,323
Gross unrealized appreciation	$	26,279,270
Gross unrealized depreciation		(1,191,519	)
Net unrealized appreciation	$	25,087,751

9  Financial Instruments

The Fund may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include written options and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Fund has in particular classes of financial instruments and do 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 written options at February 28, 2013 is included in the Portfolio of Investments.

Written options activity for the six months ended February 28, 2013 was as follows:

	Number of Contracts			Premiums Received
Outstanding, beginning of period		952		$	72,241
Options written		2,159			251,533
Options terminated in closing purchase transactions		(240	)		(31,469	)
Options exercised		(799	)		(80,835	)
Options expired		(1,840	)		(195,203	)
Outstanding, end of period		232		$	16,267

19

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

At February 28, 2013, the Fund had sufficient cash and/or securities to cover commitments under these contracts.

The Fund is subject to equity price risk in the normal course of pursuing its investment objective. During the six months ended February 28, 2013, the Fund entered into option transactions on individual securities that it holds to generate premium income.

The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is equity price risk at February 28, 2013 was as follows:

	Fair Value
Derivative	Asset Derivative		Liability Derivative
Written options	$	—	$	(22,114	)(1)

⁽¹⁾  Statement of Assets and Liabilities location: Written options outstanding, at value.

The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is equity price risk for the six months ended February 28, 2013 was as follows:

Derivative	Realized Gain (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in  Income
Written options	$	208,821	(1)	$	13,824	(2)

⁽¹⁾  Statement of Operations location: Net realized gain (loss) – Written options.

⁽²⁾  Statement of Operations location: Change in unrealized appreciation (depreciation) – Written options.

10  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

11  Securities Lending Agreement

The Fund has established a securities lending agreement with SSBT as securities lending agent in which the Fund lends portfolio securities to qualified borrowers in exchange for collateral consisting of either cash or U.S. Government securities in an amount at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is delivered to the Fund on the next business day. Cash collateral is invested in Cash Collateral Fund. The Fund earns interest on the amount invested in Cash Collateral Fund but it must pay (and at times receive from) the broker a loan rebate fee computed as a varying percentage of the collateral received. Income earned by the Fund from its investment in Cash Collateral Fund, prior to rebates and fees, for the six months ended February 28, 2013 amounted to $2,948. At February 28, 2013, the value of the securities loaned and the value of the collateral received amounted to $4,767,113 and $4,824,302, respectively. The carrying amount of the liability at February 28, 2013 approximated its fair value. If measured at fair value, the liability for collateral for securities loaned would have been considered as Level 2 in the fair value hierarchy (see Note 12) at February 28, 2013. In the event of counterparty default, the Fund is subject to potential loss if it is delayed or prevented from exercising its right to dispose of the collateral. The Fund bears risk in the event that invested collateral is not sufficient to meet its obligations due on loans.

20

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

12  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At February 28, 2013, the hierarchy of inputs used in valuing the Fund’s investments and open derivative instruments, which are carried at value, were as follows:

Asset Description	Level 1			Level 2		Level 3		Total
Common Stocks	$	142,011,262	*	$	—	$	—	$	142,011,262
Short-Term Investments		—			7,149,812		—		7,149,812
Total Investments	$	142,011,262		$	7,149,812	$	—	$	149,161,074
Liability Description
Covered Call Options Written	$	(22,114	)	$	—	$	—	$	(22,114	)
Total	$	(22,114	)	$	—	$	—	$	(22,114	)

* The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Fund held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

21

Eaton Vance

Multi-Cap Growth Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Multi-Cap Growth Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Multi-Cap Growth Fund

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

22

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

23

This Page Intentionally Left Blank

Investment Adviser

Boston Management and Research

Two International Place

Boston, MA 02110

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

444-4/13 GFSRC

Eaton Vance

Worldwide Health Sciences Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Worldwide Health Sciences Fund

Table of Contents

Performance	2
Fund Profile	3
Endnotes and Additional Disclosures	4
Fund Expenses	5
Financial Statements	6
Officers and Trustees	28
Important Notices	29

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Performance^1,2

Portfolio Managers Samuel D. Isaly, Sven H. Borho, CFA, Geoffrey C. Hsu, CFA, Richard D. Klemm, Ph.D., CFA and Trevor M. Polischuk, Ph.D., each of OrbiMed Advisors LLC

% Average Annual Total Returns	Inception Date		Six Months			One Year			Five Years			Ten Years			Since Inception
Class A at NAV		07/26/1985		8.76	%		19.03	%		10.12	%		9.51	%		—
Class A with 5.75% Maximum Sales Charge		—		2.53			12.17			8.83			8.86			—
Class B at NAV		09/23/1996		8.29			18.15			9.31			8.70			—
Class B with 5% Maximum Sales Charge		—		3.57			13.15			9.03			8.70			—
Class C at NAV		01/05/1998		8.44			18.20			9.32			8.69			—
Class C with 1% Maximum Sales Charge		—		7.50			17.20			9.32			8.69			—
Class I at NAV		10/01/2009		8.87			19.31			—			—			12.02	%
Class R at NAV		09/08/2003		8.59			18.67			9.85			—			6.69
MSCI World Health Care Index		—		13.15	%		21.89	%		7.21	%		8.17	%		—
S&P 500 Index		—		8.95			13.46			4.94			8.23			—
% Total Annual Operating Expense Ratios3			Class A			Class B			Class C			Class I			Class R
				1.41	%		2.16	%		2.16	%		1.16	%		1.66	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Fund Profile⁴

Top 10 Holdings (% of net assets)⁵

Roche Holding AG PC	8.3	%
Sanofi	5.2
Pfizer, Inc.	5.0
Gilead Sciences, Inc.	4.8
HCA Holdings, Inc.	4.0
Amgen, Inc.	3.2
Mylan, Inc.	3.1
Merck & Co., Inc.	3.1
Bristol-Myers Squibb Co.	2.8
Incyte Corp.	2.8
Total	42.3	%

See Endnotes and Additional Disclosures in this report.

3

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  MSCI World Health Care Index is an unmanaged index of health care sector equities within the MSCI World Index. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus.

⁴  Fund invests in an affiliated investment company (Portfolio) with the same objective(s) and policies as the Fund. References to investments are to the Portfolio’s holdings.

⁵  Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

4

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)		Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,087.60	$	7.45		1.44	%
Class B	$	1,000.00	$	1,082.90	$	11.31		2.19	%
Class C	$	1,000.00	$	1,084.40	$	11.32		2.19	%
Class I	$	1,000.00	$	1,088.70	$	6.16		1.19	%
Class R	$	1,000.00	$	1,085.90	$	8.74		1.69	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,017.70	$	7.20		1.44	%
Class B	$	1,000.00	$	1,013.90	$	10.94		2.19	%
Class C	$	1,000.00	$	1,013.90	$	10.94		2.19	%
Class I	$	1,000.00	$	1,018.90	$	5.96		1.19	%
Class R	$	1,000.00	$	1,016.40	$	8.45		1.69	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012. The Example reflects the expenses of both the Fund and the Portfolio.

5

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Investment in Worldwide Health Sciences Portfolio, at value (identified cost, $782,615,903)	$	1,012,093,545
Receivable for Fund shares sold		671,740
Total assets	$	1,012,765,285
Liabilities
Payable for Fund shares redeemed	$	2,589,329
Payable to affiliates:
Administration fee		115,266
Distribution and service fees		315,856
Accrued expenses		459,355
Total liabilities	$	3,479,806
Net Assets	$	1,009,285,479
Sources of Net Assets
Paid-in capital	$	791,061,970
Accumulated net realized gain from Portfolio		3,875,385
Accumulated distributions in excess of net investment income		(15,129,518	)
Net unrealized appreciation from Portfolio		229,477,642
Total	$	1,009,285,479
Class A Shares
Net Assets	$	687,695,990
Shares Outstanding		72,142,134
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	9.53
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	10.11
Class B Shares
Net Assets	$	28,886,620
Shares Outstanding		2,934,553
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	9.84
Class C Shares
Net Assets	$	200,295,311
Shares Outstanding		20,426,808
Net Asset Value and Offering Price Per Share*
(net assets ÷ shares of beneficial interest outstanding)	$	9.81
Class I Shares
Net Assets	$	66,339,874
Shares Outstanding		6,908,863
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	9.60
Class R Shares
Net Assets	$	26,067,684
Shares Outstanding		2,611,059
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	9.98

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

6 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends allocated from Portfolio (net of foreign taxes, $279,273)	$	9,151,104
Interest allocated from Portfolio		7,587
Expenses allocated from Portfolio		(4,196,676	)
Total investment income	$	4,962,015
Expenses
Administration fee	$	746,170
Distribution and service fees
Class A		843,801
Class B		160,767
Class C		988,187
Class R		64,602
Trustees’ fees and expenses		250
Custodian fee		15,193
Transfer and dividend disbursing agent fees		799,625
Legal and accounting services		26,671
Printing and postage		79,475
Registration fees		39,475
Miscellaneous		10,263
Total expenses	$	3,774,479
Net investment income	$	1,187,536
Realized and Unrealized Gain (Loss) from Portfolio
Net realized gain (loss) —
Investment transactions	$	13,872,957
Foreign currency transactions		(342,712	)
Net realized gain	$	13,530,245
Change in unrealized appreciation (depreciation) —
Investments	$	67,827,346
Foreign currency		71,161
Net change in unrealized appreciation (depreciation)	$	67,898,507
Net realized and unrealized gain	$	81,428,752
Net increase in net assets from operations	$	82,616,288

7 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income	$	1,187,536		$	3,942,989
Net realized gain from investment and foreign currency transactions		13,530,245			107,403,791
Net change in unrealized appreciation (depreciation) from investments and foreign currency		67,898,507			35,181,270
Net increase in net assets from operations	$	82,616,288		$	146,528,050
Distributions to shareholders —
From net investment income
Class A	$	(14,761,296	)	$	—
Class B		(357,881	)		—
Class C		(2,798,251	)		—
Class I		(1,529,837	)		—
Class R		(453,047	)		—
From net realized gain
Class A		(79,467,643	)		(60,635,180	)
Class B		(3,679,324	)		(4,867,348	)
Class C		(22,904,684	)		(17,550,307	)
Class I		(7,412,631	)		(5,043,051	)
Class R		(2,795,552	)		(2,079,648	)
Total distributions to shareholders	$	(136,160,146	)	$	(90,175,534	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	33,908,298		$	68,916,581
Class B		838,769			1,888,956
Class C		10,836,232			10,941,041
Class I		14,398,511			19,672,218
Class R		4,636,585			8,859,909
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		85,639,425			54,312,394
Class B		3,558,806			4,244,744
Class C		19,757,441			13,242,560
Class I		5,829,391			2,787,121
Class R		2,883,691			1,839,583
Cost of shares redeemed
Class A		(86,612,789	)		(177,680,615	)
Class B		(3,239,411	)		(10,152,575	)
Class C		(21,496,562	)		(35,636,230	)
Class I		(13,268,517	)		(16,771,052	)
Class R		(7,783,350	)		(9,125,054	)
Net asset value of shares exchanged
Class A		7,129,747			29,502,565
Class B		(7,129,747	)		(29,502,565	)
Net increase (decrease) in net assets from Fund share transactions	$	49,886,520		$	(62,660,419	)
Net decrease in net assets	$	(3,657,338	)	$	(6,307,903	)
Net Assets
At beginning of period	$	1,012,942,817		$	1,019,250,720
At end of period	$	1,009,285,479		$	1,012,942,817
Accumulated undistributed (distributions in excess of) net investment income included in net assets
At end of period	$	(15,129,518	)	$	3,583,258

8 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	10.200		$	9.680		$	9.110		$	8.730		$	10.900		$	11.950
Income (Loss) From Operations
Net investment income (loss)(1)	$	0.020		$	0.055		$	0.010	(2)	$	(0.086	)	$	(0.087	)	$	(0.033	)
Net realized and unrealized gain (loss)		0.781			1.369			1.170			0.473			(0.737	)		0.783
Total income (loss) from operations	$	0.801		$	1.424		$	1.180		$	0.387		$	(0.824	)	$	0.750
Less Distributions
From net investment income	$	(0.230	)	$	—		$	—		$	—		$	—		$	—
From net realized gain		(1.241	)		(0.904	)		(0.610	)		(0.007	)		(1.346	)		(1.800	)
Total distributions	$	(1.471	)	$	(0.904	)	$	(0.610	)	$	(0.007	)	$	(1.346	)	$	(1.800	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.000	(4)	$	0.000	(4)	$	0.000	(4)
Net asset value — End of period	$	9.530		$	10.200		$	9.680		$	9.110		$	8.730		$	10.900
Total Return(5)		8.76	%(6)		16.22	%		13.16	%		4.44	%		(6.40	)%		6.86	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	687,696		$	685,275		$	671,124		$	679,193		$	734,686		$	1,031,342
Ratios (as a percentage of average daily net assets):
Expenses(7)(8)		1.44	%(9)		1.47	%		1.96	%(10)		2.07	%		2.11	%		1.52	%(10)
Net investment income (loss)		0.40	%(9)		0.58	%		0.10	%(2)		(0.94	)%		(1.03	)%		(0.31	)%
Portfolio Turnover of the Portfolio		22	%(6)		63	%		43	%		48	%		54	%		69	%

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment income per share reflects special dividends allocated from the Portfolio which amounted to $0.066 per share. Excluding special dividends, the ratio of net investment income (loss) to average daily net assets would have been (0.57)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Includes the Fund’s share of the Portfolio’s allocated expenses.

  ⁽⁸⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁹⁾ Annualized.

⁽¹⁰⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011 and less than 0.01% of average daily net assets for the year ended August 31, 2008).

9 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Financial Highlights — continued

	Class B
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	10.420		$	9.930		$	9.400		$	9.070		$	11.340		$	12.450
Income (Loss) From Operations
Net investment loss(1)	$	(0.017	)	$	(0.026	)	$	(0.055	)(2)	$	(0.161	)	$	(0.158	)	$	(0.118	)
Net realized and unrealized gain (loss)		0.799			1.420			1.195			0.498			(0.766	)		0.808
Total income (loss) from operations	$	0.782		$	1.394		$	1.140		$	0.337		$	(0.924	)	$	0.690
Less Distributions
From net investment income	$	(0.121	)	$	—		$	—		$	—		$	—		$	—
From net realized gain		(1.241	)		(0.904	)		(0.610	)		(0.007	)		(1.346	)		(1.800	)
Total distributions	$	(1.362	)	$	(0.904	)	$	(0.610	)	$	(0.007	)	$	(1.346	)	$	(1.800	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.000	(4)	$	0.000	(4)	$	0.000	(4)
Net asset value — End of period	$	9.840		$	10.420		$	9.930		$	9.400		$	9.070		$	11.340
Total Return(5)		8.29	%(6)		15.46	%		12.30	%		3.72	%		(7.10	)%		6.03	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	28,887		$	36,333		$	68,487		$	98,854		$	182,893		$	321,888
Ratios (as a percentage of average daily net assets):
Expenses(7)(8)		2.19	%(9)		2.22	%		2.71	%(10)		2.82	%		2.86	%		2.27	%(10)
Net investment loss		(0.33	)%(9)		(0.26	)%		(0.54	)%(2)		(1.71	)%		(1.79	)%		(1.06	)%
Portfolio Turnover of the Portfolio		22	%(6)		63	%		43	%		48	%		54	%		69	%

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.079 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.32)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Includes the Fund’s share of the Portfolio’s allocated expenses.

  ⁽⁸⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁹⁾ Annualized.

⁽¹⁰⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011 and less than 0.01% of average daily net assets for the year ended August 31, 2008).

10 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Financial Highlights — continued

	Class C
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	10.410		$	9.930		$	9.400		$	9.070		$	11.350		$	12.450
Income (Loss) From Operations
Net investment loss(1)	$	(0.018	)	$	(0.017	)	$	(0.065	)(2)	$	(0.160	)	$	(0.157	)	$	(0.118	)
Net realized and unrealized gain (loss)		0.811			1.401			1.205			0.497			(0.777	)		0.818
Total income (loss) from operations	$	0.793		$	1.384		$	1.140		$	0.337		$	(0.934	)	$	0.700
Less Distributions
From net investment income	$	(0.152	)	$	—		$	—		$	—		$	—		$	—
From net realized gain		(1.241	)		(0.904	)		(0.610	)		(0.007	)		(1.346	)		(1.800	)
Total distributions	$	(1.393	)	$	(0.904	)	$	(0.610	)	$	(0.007	)	$	(1.346	)	$	(1.800	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.000	(4)	$	0.000	(4)	$	0.000	(4)
Net asset value — End of period	$	9.810		$	10.410		$	9.930		$	9.400		$	9.070		$	11.350
Total Return(5)		8.44	%(6)		15.35	%		12.30	%		3.72	%		(7.18	)%		6.12	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	200,295		$	201,008		$	202,021		$	210,624		$	237,891		$	298,695
Ratios (as a percentage of average daily net assets):
Expenses(7)(8)		2.19	%(9)		2.22	%		2.71	%(10)		2.82	%		2.86	%		2.27	%(10)
Net investment loss		(0.35	)%(9)		(0.17	)%		(0.64	)%(2)		(1.69	)%		(1.80	)%		(1.06	)%
Portfolio Turnover of the Portfolio		22	%(6)		63	%		43	%		48	%		54	%		69	%

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.070 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (1.32)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Includes the Fund’s share of the Portfolio’s allocated expenses.

  ⁽⁸⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁹⁾ Annualized.

⁽¹⁰⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011 and less than 0.01% of average daily net assets for the year ended August 31, 2008).

11 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Financial Highlights — continued

	Class I
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,						Period Ended August 31, 2010(1)
				2012			2011
Net asset value — Beginning of period	$	10.280		$	9.720		$	9.120		$	8.920
Income (Loss) From Operations
Net investment income (loss)(2)	$	0.033		$	0.082		$	0.025	(3)	$	(0.053	)
Net realized and unrealized gain		0.784			1.382			1.185			0.260
Total income from operations	$	0.817		$	1.464		$	1.210		$	0.207
Less Distributions
From net investment income	$	(0.256	)	$	—		$	—		$	—
From net realized gain		(1.241	)		(0.904	)		(0.610	)		(0.007	)
Total distributions	$	(1.497	)	$	(0.904	)	$	(0.610	)	$	(0.007	)
Redemption fees(2)(4)	$	—		$	—		$	0.000	(5)	$	0.000	(5)
Net asset value — End of period	$	9.600		$	10.280		$	9.720		$	9.120
Total Return(6)		8.87	%(7)		16.59	%		13.48	%		2.32	%(7)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	66,340		$	62,857		$	53,255		$	38,988
Ratios (as a percentage of average daily net assets):
Expenses(8)(9)		1.19	%(10)		1.22	%		1.71	%(11)		1.82	%(10)
Net investment income (loss)		0.66	%(10)		0.86	%		0.25	%(3)		(0.63	)%(10)
Portfolio Turnover of the Portfolio		22	%(7)		63	%		43	%		48	%(12)

  ⁽¹⁾ For the period from the commencement of operations, October 1, 2009, to August 31, 2010.

  ⁽²⁾ Computed using average shares outstanding.

  ⁽³⁾ Net investment income per share reflects special dividends allocated from the Portfolio which amounted to $0.058 per share. Excluding special dividends, the ratio of net investment income (loss) to average daily net assets would have been (0.33)%.

  ⁽⁴⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁵⁾ Amount is less than $0.0005.

  ⁽⁶⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

  ⁽⁷⁾ Not annualized.

  ⁽⁸⁾ Includes the Fund’s share of the Portfolio’s allocated expenses.

  ⁽⁹⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽¹⁰⁾  Annualized.

⁽¹¹⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011).

⁽¹²⁾  For the Portfolio’s year ended August 31, 2010.

12 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Financial Highlights — continued

	Class R
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
				2012			2011			2010			2009			2008
Net asset value — Beginning of period	$	10.600		$	10.040		$	9.450		$	9.080		$	11.300		$	12.350
Income (Loss) From Operations
Net investment income (loss)(1)	$	0.008		$	0.035		$	(0.026	)(2)	$	(0.111	)	$	(0.113	)	$	(0.061	)
Net realized and unrealized gain (loss)		0.814			1.429			1.226			0.488			(0.761	)		0.811
Total income (loss) from operations	$	0.822		$	1.464		$	1.200		$	0.377		$	(0.874	)	$	0.750
Less Distributions
From net investment income	$	(0.201	)	$	—		$	—		$	—		$	—		$	—
From net realized gain		(1.241	)		(0.904	)		(0.610	)		(0.007	)		(1.346	)		(1.800	)
Total distributions	$	(1.442	)	$	(0.904	)	$	(0.610	)	$	(0.007	)	$	(1.346	)	$	(1.800	)
Redemption fees(1)(3)	$	—		$	—		$	0.000	(4)	$	0.000	(4)	$	0.000	(4)	$	0.000	(4)
Net asset value — End of period	$	9.980		$	10.600		$	10.040		$	9.450		$	9.080		$	11.300
Total Return(5)		8.59	%(6)		16.02	%		12.88	%		4.16	%		(6.63	)%		6.62	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	26,068		$	27,469		$	24,364		$	17,461		$	13,508		$	10,386
Ratios (as a percentage of average daily net assets):
Expenses(7)(8)		1.69	%(9)		1.72	%		2.21	%(10)		2.32	%		2.36	%		1.77	%(10)
Net investment income (loss)		0.16	%(9)		0.35	%		(0.25	)%(2)		(1.17	)%		(1.30	)%		(0.55	)%
Portfolio Turnover of the Portfolio		22	%(6)		63	%		43	%		48	%		54	%		69	%

  ⁽¹⁾ Computed using average shares outstanding.

  ⁽²⁾ Net investment loss per share reflects special dividends allocated from the Portfolio which amounted to $0.058 per share. Excluding special dividends, the ratio of net investment loss to average daily net assets would have been (0.82)%.

  ⁽³⁾ Redemption fees were discontinued as of January 1, 2011.

  ⁽⁴⁾ Amount is less than $0.0005.

  ⁽⁵⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

  ⁽⁶⁾ Not annualized.

  ⁽⁷⁾ Includes the Fund’s share of the Portfolio’s allocated expenses.

  ⁽⁸⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

  ⁽⁹⁾ Annualized.

⁽¹⁰⁾  The investment adviser of the Portfolio waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011 and less than 0.01% of average daily net assets for the year ended August 31, 2008).

13 See Notes to Financial Statements.

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Worldwide Health Sciences Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers five classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class B and Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I and Class R shares are sold at net asset value and are not subject to a sales charge. Class B shares automatically convert to Class A shares eight years after their purchase as described in the Fund’s prospectus. Beginning January 1, 2012, Class B shares are only available for purchase upon exchange from another Eaton Vance Fund or through reinvestment of distributions. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund invests all of its investable assets in interests in Worldwide Health Sciences Portfolio (the Portfolio), a Massachusetts business trust, having the same investment objective and policies as the Fund. The value of the Fund’s investment in the Portfolio reflects the Fund’s proportionate interest in the net assets of the Portfolio (99.7% at February 28, 2013). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the portfolio of investments, are included elsewhere in this report and should be read in conjunction with the Fund’s financial statements.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.

B  Income — The Fund’s net investment income or loss consists of the Fund’s pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

C  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

D  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

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

F  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.

G  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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H  Other — Investment transactions are accounted for on a trade date basis. Dividends to shareholders are recorded on the ex-dividend date.

I  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

14

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

3  Administration Fee and Other Transactions with Affiliates

The administration fee is earned by Eaton Vance Management (EVM) as compensation for administrative services rendered to the Fund. The fee is computed at an annual rate of 0.15% of the Fund’s average daily net assets. For the six months ended February 28, 2013, the administration fee amounted to $746,170.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $44,948 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $39,313 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and service fees from Class A, Class B, Class C and Class R shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the administration fee. Certain officers and Trustees of the Fund and the Portfolio are officers of EVM.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $843,801 for Class A shares.

The Fund also has in effect distribution plans for Class B shares (Class B Plan), Class C shares (Class C Plan) and Class R shares (Class R Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class B and Class C Plans, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class B and Class C shares for providing ongoing distribution services and facilities to the Fund. The Fund will automatically discontinue payments to EVD during any period in which there are no outstanding Uncovered Distribution Charges, which are equivalent to the sum of (i) 5% and 6.25% of the aggregate amount received by the Fund for Class B and Class C shares sold, respectively, plus (ii) interest calculated by applying the rate of 1% over the prevailing prime rate to the outstanding balance of Uncovered Distribution Charges of EVD of each respective class, reduced by the aggregate amount of contingent deferred sales charges (see Note 5) and amounts theretofore paid or payable to EVD by each respective class. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $120,575 and $741,140 for Class B and Class C shares, respectively, representing 0.75% (annualized) of the average daily net assets of Class B and Class C shares. At February 28, 2013, the amounts of Uncovered Distribution Charges of EVD calculated under the Class B and Class C Plans were approximately $9,272,000 and $63,924,000, respectively.

The Class R Plan requires the Fund to pay EVD an amount up to 0.50% per annum of its average daily net assets attributable to Class R shares for providing ongoing distribution services and facilities to the Fund. The Trustees of the Trust have currently limited Class R distribution payments to 0.25% per annum of the average daily net assets attributable to Class R shares. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $32,301 for Class R shares.

Pursuant to the Class B, Class C and Class R Plans, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD and, as such, are not subject to automatic discontinuance when there are no outstanding Uncovered Distribution Charges of EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $40,192, $247,047 and $32,301 for Class B, Class C and Class R shares, respectively.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) generally is imposed on redemptions of Class B shares made within six years of purchase and on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. The CDSC for Class B shares is imposed at declining rates that begin

15

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

at 5% in the case of redemptions in the first and second year after purchase, declining one percentage point each subsequent year. Class C shares are subject to a 1% CDSC if redeemed within one year of purchase. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. CDSCs received on Class B and Class C redemptions are paid to EVD to reduce the amount of Uncovered Distribution Charges calculated under the Fund’s Class B and Class C Plans. CDSCs received on Class B and Class C redemptions when no Uncovered Distribution Charges exist are credited to the Fund. For the six months ended February 28, 2013, the Fund was informed that EVD received approximately $1,000, $16,000 and $3,000 of CDSCs paid by Class A, Class B and Class C shareholders, respectively.

6  Investment Transactions

For the six months ended February 28, 2013, increases and decreases in the Fund’s investment in the Portfolio aggregated $1,660,538 and $91,648,950, respectively.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		3,500,128			7,229,336
Issued to shareholders electing to receive payments of distributions in Fund shares		9,547,316			6,185,922
Redemptions		(8,779,093	)		(18,693,143	)
Exchange from Class B shares		716,832			3,100,750
Net increase (decrease)		4,985,183			(2,177,135	)
Class B	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		84,503			195,426
Issued to shareholders electing to receive payments of distributions in Fund shares		383,492			471,115
Redemptions		(321,856	)		(1,047,410	)
Exchange to Class A shares		(698,791	)		(3,028,255	)
Net decrease		(552,652	)		(3,409,124	)
Class C	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		1,113,722			1,147,540
Issued to shareholders electing to receive payments of distributions in Fund shares		2,138,251			1,469,762
Redemptions		(2,125,599	)		(3,661,569	)
Net increase (decrease)		1,126,374			(1,044,267	)

16

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Notes to Financial Statements (Unaudited)— continued

Class I	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		1,458,154			2,070,855
Issued to shareholders electing to receive payments of distributions in Fund shares		645,558			315,643
Redemptions		(1,308,499	)		(1,749,820	)
Net increase		795,213			636,678
Class R	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		457,735			887,409
Issued to shareholders electing to receive payments of distributions in Fund shares		306,776			201,267
Redemptions		(744,511	)		(923,113	)
Net increase		20,000			165,563

17

Worldwide Health Sciences Portfolio

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 99.25%
Security	Shares		Value		Percentage of Net Assets
Major Capitalization – Europe — 18.49%(1)
Actelion, Ltd.(2)		407,300	$	20,963,286		2.06	%
Elan Corp. PLC ADR(2)		590,000		6,690,600		0.66
Novartis AG		341,000		23,091,867		2.27
Roche Holding AG PC		367,000		83,972,598		8.27
Sanofi		562,000		53,074,008		5.23
			$	187,792,359		18.49	%
Major Capitalization – Far East — 3.91%(1)
Mitsubishi Tanabe Pharma Corp.		1,433,000	$	20,312,880		2.00	%
Ono Pharmaceutical Co., Ltd.		365,000		19,370,170		1.91
			$	39,683,050		3.91	%
Major Capitalization – North America — 52.64%(1)
Abbott Laboratories		688,000	$	23,247,520		2.29	%
AbbVie, Inc.		688,000		25,400,960		2.50
Aetna, Inc.		150,000		7,078,500		0.70
Allergan, Inc.		95,000		10,299,900		1.01
Amgen, Inc.		351,000		32,084,910		3.16
Baxter International, Inc.		191,000		12,911,600		1.27
Biogen Idec, Inc.(2)		160,000		26,614,400		2.62
BioMarin Pharmaceutical, Inc.(2)		214,000		12,405,580		1.22
Bristol-Myers Squibb Co.		780,000		28,836,600		2.84
Cigna Corp.		94,000		5,495,240		0.54
Express Scripts Holding Co.(2)		442,000		25,154,220		2.48
Gilead Sciences, Inc.(2)		1,131,000		48,305,010		4.76
HCA Holdings, Inc.		1,100,000		40,799,000		4.02
Humana, Inc.		145,000		9,897,700		0.97
Illumina, Inc.(2)		282,700		14,171,751		1.40
Life Technologies Corp.(2)		316,200		18,380,706		1.81
Merck & Co., Inc.		734,000		31,363,820		3.09
Mylan, Inc.(2)		1,070,000		31,682,700		3.12
Onyx Pharmaceuticals, Inc.(2)		292,000		21,990,520		2.17
Pfizer, Inc.		1,864,000		51,017,680		5.02
Thermo Fisher Scientific, Inc.		162,600		11,999,880		1.18
UnitedHealth Group, Inc.		261,000		13,950,450		1.37
WellPoint, Inc.		250,000		15,545,000		1.53
Zimmer Holdings, Inc.		213,000		15,966,480		1.57
			$	534,600,127		52.64	%
Small & Mid Capitalization – Europe — 0.67%(1)
Given Imaging, Ltd.(2)		430,000	$	6,815,500		0.67	%
			$	6,815,500		0.67	%

Security	Shares		Value		Percentage of Net Assets
Small & Mid Capitalization – Far East — 9.32%(1)
Biosensors International Group, Ltd.(2)		13,628,000	$	14,042,848		1.38	%
China Shineway Pharmaceutical Group, Ltd.		4,250,000		7,229,548		0.71
Nichi-Iko Pharmaceutical Co., Ltd.		660,000		14,118,196		1.39
Sawai Pharmaceutical Co., Ltd.		230,000		24,946,478		2.46
Shandong Weigao Group Medical Polymer Co., Ltd., Class H		12,500,000		11,628,572		1.15
Towa Pharmaceutical Co., Ltd.		420,000		22,650,910		2.23
			$	94,616,552		9.32	%
Small & Mid Capitalization – North America — 14.22%(1)
Actavis, Inc.(2)		246,000	$	20,949,360		2.06	%
Dendreon Corp.(2)		734,800		4,254,492		0.42
Exact Sciences Corp.(2)		907,000		9,686,760		0.95
Impax Laboratories, Inc.(2)		502,900		9,972,507		0.98
Incyte Corp.(2)		1,260,000		27,972,000		2.75
Infinity Pharmaceuticals, Inc.(2)		358,000		14,781,820		1.46
Insulet Corp.(2)		433,300		9,779,581		0.96
MAKO Surgical Corp.(2)		1,048,300		13,407,757		1.32
Medivation, Inc.(2)		180,000		8,845,200		0.87
Neurocrine Biosciences, Inc.(2)		640,200		6,773,316		0.67
OraSure Technologies, Inc.(2)		1,145,000		6,366,200		0.63
Sequenom, Inc.(2)		1,070,000		4,397,700		0.43
Vocera Communications, Inc.(2)		276,000		7,278,120		0.72
			$	144,464,813		14.22	%
Total Common Stocks (identified cost $778,194,001)			$	1,007,972,401		99.25	%
Short-Term Investments — 0.64%
Description	Interest (000’s Omitted)		Value		Percentage of Net Assets
Eaton Vance Cash Reserves Fund, LLC, 0.10%(3)	$	6,512	$	6,511,699		0.64	%
Total Short-Term Investments (identified cost $6,511,699)			$	6,511,699		0.64	%
Total Investments (identified cost $784,705,700)			$	1,014,484,100		99.89	%
Other Assets, Less Liabilities			$	1,129,355		0.11	%
Net Assets			$	1,015,613,455		100.00	%

18 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Portfolio of Investments (Unaudited) — continued

ADR	–	American Depositary Receipt
PC	–	Participation Certificate

⁽¹⁾ Major Capitalization is defined as market value of $5 billion or more. Small & Mid Capitalization is defined as market value less than $5 billion.

⁽²⁾  Non-income producing security.

⁽³⁾  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of February 28, 2013.

19 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Unaffiliated investments, at value (identified cost, $778,194,001)	$	1,007,972,401
Affiliated investment, at value (identified cost, $6,511,699)		6,511,699
Foreign currency, at value (identified cost, $1,652)		1,596
Dividends receivable		1,224,098
Interest receivable from affiliated investment		448
Tax reclaims receivable		4,127,779
Total assets	$	1,019,838,021
Liabilities
Payable for investments purchased	$	3,618,476
Payable to affiliates:
Investment adviser fee		243,354
Management fee		268,084
Accrued expenses		94,652
Total liabilities	$	4,224,566
Net Assets applicable to investors’ interest in Portfolio	$	1,015,613,455
Sources of Net Assets
Investors’ capital	$	785,653,784
Net unrealized appreciation		229,959,671
Total	$	1,015,613,455

20 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $280,137)	$	9,178,274
Interest allocated from affiliated investment		7,607
Expenses allocated from affiliated investment		(738	)
Total investment income	$	9,185,143
Expenses
Investment adviser fee	$	2,220,195
Management fee		1,736,492
Trustees’ fees and expenses		18,830
Custodian fee		160,132
Legal and accounting services		40,806
Miscellaneous		32,177
Total expenses	$	4,208,632
Net investment income	$	4,976,511
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	13,869,320
Investment transactions allocated from affiliated investment		285
Foreign currency transactions		(343,786	)
Net realized gain	$	13,525,819
Change in unrealized appreciation (depreciation) —
Investments	$	68,106,437
Foreign currency		71,315
Net change in unrealized appreciation (depreciation)	$	68,177,752
Net realized and unrealized gain	$	81,703,571
Net increase in net assets from operations	$	86,680,082

21 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income	$	4,976,511		$	12,330,162
Net realized gain from investment and foreign currency transactions		13,525,819			107,417,840
Net change in unrealized appreciation (depreciation) from investments and foreign currency		68,177,752			35,606,441
Net increase in net assets from operations	$	86,680,082		$	155,354,443
Capital transactions —
Contributions	$	2,323,024		$	14,663,224
Withdrawals		(91,887,134	)		(177,049,932	)
Net decrease in net assets from capital transactions	$	(89,564,110	)	$	(162,386,708	)
Net decrease in net assets	$	(2,884,028	)	$	(7,032,265	)
Net Assets
At beginning of period	$	1,018,497,483		$	1,025,529,748
At end of period	$	1,015,613,455		$	1,018,497,483

22 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Supplementary Data

	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31,
Ratios/Supplemental Data				2012			2011			2010			2009			2008
Ratios (as a percentage of average daily net assets):
Expenses(1)		0.84	%(2)		0.80	%		1.21	%(3)		1.32	%		1.34	%		0.81	%(3)
Net investment income (loss)		0.99	%(2)		1.24	%		0.85	%(4)		(0.21	)%		(0.28	)%		0.39	%
Portfolio Turnover		22	%(5)		63	%		43	%		48	%		54	%		69	%
Total Return		9.08	%(5)		16.99	%		14.00	%		5.22	%		(5.67	)%		7.62	%
Net assets, end of period (000’s omitted)	$	1,015,613		$	1,018,497		$	1,025,530		$	1,048,273		$	1,172,489		$	1,664,556

⁽¹⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽²⁾  Annualized.

⁽³⁾  The investment adviser waived a portion of its investment adviser fee (equal to 0.06% of average daily net assets for the year ended August 31, 2011 and less than 0.01% of average daily net assets for the year ended August 31, 2008).

⁽⁴⁾  Includes special dividends equal to 0.68% of average daily net assets.

⁽⁵⁾  Not annualized.

23 See Notes to Financial Statements.

Worldwide Health Sciences Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Worldwide Health Sciences Portfolio (the Portfolio) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, open-end management investment company. The Portfolio’s investment objective is to seek long-term capital growth by investing in a worldwide and diversified portfolio of health sciences companies. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At February 28, 2013, Eaton Vance Worldwide Health Sciences Fund held a 99.7% interest in the Portfolio.

The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Portfolio’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolio in a manner that fairly reflects the security’s value, or the amount that the Portfolio might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Portfolio may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). The value of the Portfolio’s investment in Cash Reserves Fund reflects the Portfolio’s proportionate interest in its net assets. Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities based on available market quotations provided by a third party pricing service.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Portfolio is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio’s investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor’s distributive share of the Portfolio’s net investment income, net realized capital gains and any other items of income, gain, loss, deduction or credit.

As of February 28, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Portfolio files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

24

Worldwide Health Sciences Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

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

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

G  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.

H  Indemnifications — Under the Portfolio’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 Portfolio. Under Massachusetts law, if certain conditions prevail, interestholders in the Portfolio could be deemed to have personal liability for the obligations of the Portfolio. However, the Portfolio’s Declaration of Trust contains an express disclaimer of liability on the part of Portfolio interestholders and the By-laws provide that the Portfolio shall assume the defense on behalf of any Portfolio interestholder. Moreover, the By-laws also provide for indemnification out of Portfolio property of any interestholder held personally liable solely by reason of being or having been an interestholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Portfolio enters into agreements with service providers that may contain indemnification clauses. The Portfolio’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

I  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Portfolio’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by OrbiMed Advisors LLC (OrbiMed) as compensation for investment advisory services rendered to the Portfolio. The fee is computed at an annual rate of 0.50% of the Portfolio’s average daily net assets up to $500 million, 0.47% on net assets of $500 million but less than $1 billion, 0.43% on net assets of $1 billion but less than $1.5 billion and at reduced rates on average daily net assets of $1.5 billion or more, and is payable monthly. In addition, OrbiMed’s fee is subject to an upward or downward performance adjustment of up to 0.15% of the average daily net assets of the Portfolio depending on whether, and to what extent, the investment performance of the Portfolio differs by at least one percentage point from the record of the MSCI World Health Care Index over a 36-month performance period, except during the transition period (i.e., the 36-month period ended July 31, 2014). During the transition period, the performance adjustment is based on the blended record of (i) the S&P 500 Index for the period prior to August 1, 2011 and (ii) the MSCI World Health Care Index for the period after August 1, 2011. The Portfolio invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the six months ended February 28, 2013, the Portfolio’s investment adviser fee, net of a downward performance adjustment of $204,717, amounted to $2,220,195 or 0.44% (annualized) of the Portfolio’s average daily net assets.

The management fee is earned by EVM as compensation for administrative, compliance and oversight services rendered to the Portfolio. Pursuant to the management agreement and subsequent fee reduction agreement between the Portfolio and EVM, the fee is computed at an annual rate of 0.375% of the Portfolio’s average daily net assets up to $500 million, 0.32% on net assets of $500 million but less than $1 billion, 0.29% on net assets of $1 billion but less than $1.5 billion and at reduced rates on average daily net assets of $1.5 billion or more. The fee reduction cannot be terminated without the consent of a majority of Trustees and a majority of interest holders of the Portfolio. For the six months ended February 28, 2013, the management fee amounted to $1,736,492 or 0.35% (annualized) of the Portfolio’s average daily net assets.

Officers and Trustees of the Portfolio who are members of OrbiMed’s or EVM’s organizations receive remuneration for their services to the Portfolio out of the investment adviser or management fee. Certain officers and Trustees of the Portfolio are officers of the above organizations.

3  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $219,517,533 and $270,614,341, respectively, for the six months ended February 28, 2013.

25

Worldwide Health Sciences Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

4  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Portfolio at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	788,644,568
Gross unrealized appreciation	$	245,675,097
Gross unrealized depreciation		(19,835,565	)
Net unrealized appreciation	$	225,839,532

5  Line of Credit

The Portfolio participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Portfolio solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Portfolio based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Portfolio, it may be unable to borrow some or all of its requested amounts at any particular time. The Portfolio did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

6  Risks Associated with Foreign Investments

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

7  Concentration of Risk

As the Portfolio concentrates its investments in the health sciences industry, it will likely be affected by events that adversely affect that industry. The Portfolio has historically held fewer than 60 stocks at any one time; therefore, it is more sensitive to developments affecting particular stocks than would be a more broadly diversified fund. These developments include product obsolescence, the failure of the issuer to develop new products and the expiration of patent rights. The value of the Portfolio’s interests can also be impacted by regulatory activities that affect health sciences companies.

8  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

26

Worldwide Health Sciences Portfolio

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

At February 28, 2013, the hierarchy of inputs used in valuing the Portfolio’s investments, which are carried at value, were as follows:

Asset Description	Level 1		Level 2			Level 3		Total
Common Stocks
Major Capitalization – Europe	$	6,690,600	$	181,101,759		$	—	$	187,792,359
Major Capitalization – Far East		—		39,683,050			—		39,683,050
Major Capitalization – North America		534,600,127		—			—		534,600,127
Small & Mid Capitalization – Europe		6,815,500		—			—		6,815,500
Small & Mid Capitalization – Far East		—		94,616,552			—		94,616,552
Small & Mid Capitalization – North America		144,464,813		—			—		144,464,813
Total Common Stocks	$	692,571,040	$	315,401,361	*	$	—	$	1,007,972,401
Short-Term Investments	$	—	$	6,511,699		$	—	$	6,511,699
Total Investments	$	692,571,040	$	321,913,060		$	—	$	1,014,484,100

* Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Portfolio held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

27

Eaton Vance

Worldwide Health Sciences Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Worldwide Health Sciences Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Officers of Worldwide Health Sciences Portfolio

Samuel D. Isaly

President

Duncan W. Richardson

Vice President

Maureen A. Gemma

Vice President, Secretary and Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Worldwide Health Sciences Fund and Worldwide Health Sciences Portfolio

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

28

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

29

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Sponsor and Manager of

Worldwide Health Sciences Portfolio and

Administrator of Eaton Vance Worldwide Health

Sciences Fund

Eaton Vance Management

Two International Place

Boston, MA 02110

Adviser of Worldwide Health Sciences Portfolio

OrbiMed Advisors LLC

601 Lexington Avenue

54th Floor

New York, NY 10022-4629

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

426-4/13 HSSRC

Eaton Vance

Richard Bernstein All Asset

Strategy Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Richard Bernstein All Asset Strategy Fund

Table of Contents

Performance	2
Fund Profile	2
Endnotes and Additional Disclosures	3
Fund Expenses	4
Financial Statements	5
Officers and Trustees	26
Important Notices	27

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Performance^1,2

Portfolio Manager Richard Bernstein of Richard Bernstein Advisors LLC

% Average Annual Total Returns	Inception Date		Six Months			One Year			Since Inception
Class A at NAV		09/30/2011		4.85	%		7.97	%		11.45	%
Class A with 5.75% Maximum Sales Charge		—		–1.21			1.73			6.88
Class C at NAV		09/30/2011		4.42			7.24			10.59
Class C with 1% Maximum Sales Charge		—		3.42			6.24			10.59
Class I at NAV		09/30/2011		5.02			8.34			11.73
Barclays Capital U.S. Aggregate Index		09/30/2011		0.15	%		3.12	%		3.62	%
MSCI All Country World Index		09/30/2011		10.99			9.29			20.47
% Total Annual Operating Expense Ratios3			Class A			Class C			Class I
Gross				2.01	%		2.76	%		1.76	%
Net				1.46			2.21			1.21

Fund Profile

Top 10 Holdings (% of net assets)^5,6

iShares iBoxx $ High Yield Corporate Bond Fund7	3.5	%
SPDR Barclays High Yield Bond ETF	3.5
Consumer Discretionary Select Sector SPDR Fund (The)	3.5
iShares iBoxx $ Investment Grade Corporate Bond Fund7	3.3
U.S. Treasury Note, 2.125%, 8/15/21	3.0
U.S. Treasury Note, 2.625%, 8/15/20	2.6
U.S. Treasury Note, 2.00%, 11/15/21	2.2
U.S. Treasury Note, 3.625%, 2/15/21	2.0
Nikkei 225 Index Futures Contracts	1.8
U.S. Treasury Note, 3.125%, 5/15/21	1.8
Total	27.2	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  Barclays Capital U.S. Aggregate Index is an unmanaged index of domestic investment-grade bonds, including corporate, government and mortgage-backed securities. MSCI All Country World Index is an unmanaged free float-adjusted market-capitalization-weighted index designed to measure the equity market performance of developed and emerging markets. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus. Net expense ratio reflects a contractual expense reimbursement that continues through 12/31/13. Without the reimbursement, performance would have been lower.

⁴  The Fund may obtain exposure to certain market segments through investments in Exchange-Traded Funds (ETFs). For purposes of the charts, the Fund’s investments in ETFs are included based on the portfolio composition of each ETF.

⁵  Includes derivatives based on their notional value.

⁶  Excludes cash and cash equivalents.

⁷  iShares^® is a registered trademark of BlackRock Institutional Trust Company, N.A. Neither BlackRock Institutional Trust Company, N.A. nor the iShares^® Funds make any representations regarding the advisability of investing in an iShares fund.

Fund profile subject to change due to active management.

3

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)			Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,048.50	$	7.01	**		1.38	%
Class C	$	1,000.00	$	1,044.20	$	10.80	**		2.13	%
Class I	$	1,000.00	$	1,050.20	$	5.74	**		1.13	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.00	$	6.90	**		1.38	%
Class C	$	1,000.00	$	1,014.20	$	10.64	**		2.13	%
Class I	$	1,000.00	$	1,019.20	$	5.66	**		1.13	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012. The expense ratios do not reflect the expenses incurred indirectly by the Fund as a result of its investments in shares of other investment companies, including Exchange-Traded Funds.

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

4

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 51.2%
Security	Shares		Value
Aerospace & Defense — 0.5%
Honeywell International, Inc.		1,558	$	109,216
Precision Castparts Corp.		387		72,211
United Technologies Corp.		1,643		148,774
			$	330,201
Air Freight & Logistics — 0.4%
United Parcel Service, Inc., Class B		3,188	$	263,488
			$	263,488
Auto Components — 0.5%
Bridgestone Corp.		5,600	$	171,861
Compagnie Generale des Etablissements Michelin, Class B		850		75,709
Delphi Automotive PLC(1)		1,504		62,942
			$	310,512
Automobiles — 0.6%
Bayerische Motoren Werke AG		1,717	$	157,862
Toyota Motor Corp.		4,800		246,526
			$	404,388
Beverages — 1.6%
Asahi Group Holdings, Ltd.		5,600	$	141,388
Coca-Cola Co. (The)		8,264		319,982
Diageo PLC		5,028		150,771
Kirin Holdings Co., Ltd.		9,000		130,698
PepsiCo, Inc.		3,372		255,496
			$	998,335
Biotechnology — 1.0%
Alexion Pharmaceuticals, Inc.(1)		850	$	73,729
Amgen, Inc.		2,430		222,126
Biogen Idec, Inc.(1)		841		139,892
Celgene Corp.(1)		1,002		103,386
Gilead Sciences, Inc.(1)		2,946		125,824
			$	664,957
Capital Markets — 0.8%
Bank of New York Mellon Corp. (The)		1,733	$	47,034
BlackRock, Inc.		213		51,067
Credit Suisse Group AG(1)		1,750		46,651
Franklin Resources, Inc.		337		47,601
Goldman Sachs Group, Inc. (The)		373		55,860

Security	Shares		Value
Capital Markets (continued)
Invesco, Ltd.		1,683	$	45,088
Morgan Stanley		2,374		53,534
Northern Trust Corp.		909		48,332
State Street Corp.		943		53,364
T. Rowe Price Group, Inc.		670		47,697
			$	496,228
Chemicals — 0.6%
CF Industries Holdings, Inc.		217	$	43,580
Ecolab, Inc.		1,884		144,220
LyondellBasell Industries NV, Class A		797		46,720
Monsanto Co.		1,067		107,799
Sherwin-Williams Co. (The)		289		46,700
			$	389,019
Commercial Banks — 8.4%
Associated Banc-Corp.		1,189	$	17,110
Australia and New Zealand Banking Group, Ltd.		4,584		134,055
Banco Bilbao Vizcaya Argentaria SA		4,785		46,354
Banco Bradesco SA, PFC Shares		4,954		88,398
Bank of Montreal		1,448		90,159
Bank of Nova Scotia (The)		2,156		128,430
Bank of the Ozarks, Inc.		3,483		133,712
Bryn Mawr Bank Corp.		1,186		27,207
Canadian Imperial Bank of Commerce		1,169		94,245
Chemical Financial Corp.		476		11,657
City Holding Co.		2,957		112,129
Columbia Banking System, Inc.		3,179		63,580
Commonwealth Bank of Australia		2,457		168,417
Community Bank System, Inc.		2,106		60,800
DBS Group Holdings, Ltd.		8,000		97,283
F.N.B. Corp.		10,513		119,428
First Commonwealth Financial Corp.		3,968		28,847
First Financial Bancorp		3,240		49,669
First Financial Bankshares, Inc.		2,849		127,065
First Financial Corp.		894		27,491
First Merchants Corp.		1,870		27,807
First Midwest Bancorp, Inc.		14,205		177,562
FirstMerit Corp.		4,036		61,024
Fulton Financial Corp.		2,712		30,781
German American Bancorp, Inc.		1,214		26,417
Glacier Bancorp, Inc.		10,371		180,870
HSBC Holdings PLC		24,285		268,973
Huntington Bancshares, Inc.		2,399		16,865
Lakeland Financial Corp.		1,065		26,327

5 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Commercial Banks (continued)
MB Financial, Inc.		2,618	$	62,073
National Bank of Canada		1,003		76,408
National Penn Bancshares, Inc.		15,501		151,910
Nordea Bank AB		8,827		101,831
Old National Bancorp		11,039		149,027
Oversea-Chinese Banking Corp., Ltd.		12,000		97,598
PacWest Bancorp		3,151		86,117
Park National Corp.		668		44,075
Peoples Bancorp, Inc.		1,268		27,478
PNC Financial Services Group, Inc.		767		47,853
PrivateBancorp, Inc.		1,043		18,680
Royal Bank of Canada		2,317		143,839
S&T Bancorp, Inc.		2,914		52,627
Societe Generale(1)		1,106		42,159
Standard Chartered PLC		1,836		49,837
Sumitomo Mitsui Financial Group, Inc.		2,500		99,773
Susquehanna Bancshares, Inc.		15,528		180,591
Svenska Handelsbanken AB, Class A		1,216		52,708
S.Y. Bancorp, Inc.		1,185		26,840
Taylor Capital Group, Inc.(1)		3,817		63,095
Texas Capital Bancshares, Inc.(1)		3,170		133,964
Toronto-Dominion Bank (The)		1,582		130,165
U.S. Bancorp		1,774		60,281
UMB Financial Corp.		1,836		83,703
Umpqua Holdings Corp.		10,453		131,185
United Bankshares, Inc.		4,166		108,316
United Overseas Bank, Ltd.		6,000		92,157
Wells Fargo & Co.		6,685		234,510
Westpac Banking Corp.		4,794		150,394
Wintrust Financial Corp.		4,353		158,884
			$	5,300,740
Commercial Services & Supplies — 0.3%
ADT Corp. (The)		684	$	32,757
Covanta Holding Corp.		885		17,310
Heritage-Crystal Clean, Inc.(1)		1,713		25,267
Tetra Tech, Inc.(1)		1,617		46,667
US Ecology, Inc.		1,148		28,551
Waste Connections, Inc.		507		17,344
			$	167,896
Communications Equipment — 0.7%
Cisco Systems, Inc.		9,699	$	202,224
Motorola Solutions, Inc.		1,873		116,519
QUALCOMM, Inc.		2,162		141,892
			$	460,635

Security	Shares		Value
Computers & Peripherals — 0.2%
EMC Corp.(1)		5,357	$	123,265
			$	123,265
Construction & Engineering — 1.1%
Argan, Inc.		1,382	$	23,121
Comfort Systems USA, Inc.		2,286		28,529
Dycom Industries, Inc.(1)		3,605		75,525
EMCOR Group, Inc.		569		21,946
Granite Construction, Inc.		639		19,867
Great Lakes Dredge & Dock Corp.		2,949		28,753
Layne Christensen Co.(1)		1,159		25,486
MasTec, Inc.(1)		2,895		87,111
MYR Group, Inc.(1)		1,210		28,084
Northwest Pipe Co.(1)		1,227		29,301
Orion Marine Group, Inc.(1)		7,402		70,467
Pike Electric Corp.		5,931		82,678
Primoris Services Corp.		1,259		23,606
Quanta Services, Inc.(1)		660		18,744
Tutor Perini Corp.(1)		4,604		78,314
URS Corp.		1,074		45,387
			$	686,919
Consumer Finance — 0.4%
American Express Co.		932	$	57,924
Capital One Financial Corp.		1,657		84,557
Discover Financial Services		2,393		92,202
			$	234,683
Diversified Financial Services — 0.6%
Citigroup, Inc.		2,714	$	113,907
ING Groep NV(1)		8,633		69,114
JPMorgan Chase & Co.		3,796		185,700
			$	368,721
Diversified Telecommunication Services — 1.1%
AT&T, Inc.		9,106	$	326,996
CenturyLink, Inc.		2,056		71,281
TELUS Corp.		1,980		136,109
Verizon Communications, Inc.		4,235		197,055
			$	731,441
Electric Utilities — 1.6%
American Electric Power Co., Inc.		2,765	$	129,374
Edison International		2,213		106,290

6 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Electric Utilities (continued)
NextEra Energy, Inc.		2,657	$	190,959
Northeast Utilities		4,750		197,173
PPL Corp.		2,832		87,282
Southern Co. (The)		2,399		107,979
Xcel Energy, Inc.		6,013		172,573
			$	991,630
Electrical Equipment — 0.7%
Acuity Brands, Inc.		291	$	19,826
AZZ, Inc.		564		25,188
Babcock & Wilcox Co. (The)		1,029		27,804
Encore Wire Corp.		589		19,254
Generac Holdings, Inc.		611		21,049
Global Power Equipment Group, Inc.		2,778		46,615
Hubbell, Inc., Class B		712		66,152
Rockwell Automation, Inc.		601		54,294
Roper Industries, Inc.		1,484		184,921
			$	465,103
Electronic Equipment, Instruments & Components — 0.1%
Amphenol Corp., Class A		685	$	48,539
			$	48,539
Energy Equipment & Services — 0.1%
Cameron International Corp.(1)		976	$	62,191
			$	62,191
Food & Staples Retailing — 1.2%
Costco Wholesale Corp.		1,115	$	112,938
CVS Caremark Corp.		3,024		154,587
Kroger Co. (The)		3,948		115,321
Sysco Corp.		3,059		98,378
Wal-Mart Stores, Inc.		3,391		240,015
Walgreen Co.		1,750		71,645
			$	792,884
Food Products — 2.1%
Bunge, Ltd.		2,102	$	155,779
Campbell Soup Co.		4,989		205,347
ConAgra Foods, Inc.		2,877		98,135
General Mills, Inc.		2,468		114,145
Hershey Co. (The)		2,465		205,433
Kellogg Co.		2,368		143,264

Security	Shares		Value
Food Products (continued)
Kraft Foods Group, Inc.		654	$	31,699
Nestle SA		4,972		347,098
			$	1,300,900
Health Care Equipment & Supplies — 1.0%
Baxter International, Inc.		1,933	$	130,671
Covidien PLC		1,278		81,242
Intuitive Surgical, Inc.(1)		150		76,484
Medtronic, Inc.		4,670		209,963
Zimmer Holdings, Inc.		1,721		129,006
			$	627,366
Health Care Providers & Services — 1.4%
AmerisourceBergen Corp.		2,299	$	108,513
Cardinal Health, Inc.		2,318		107,115
Cigna Corp.		2,000		116,920
DaVita HealthCare Partners, Inc.(1)		1,113		133,137
McKesson Corp.		1,534		162,803
UnitedHealth Group, Inc.		2,899		154,952
WellPoint, Inc.		1,500		93,270
			$	876,710
Hotels, Restaurants & Leisure — 0.6%
Carnival Corp.		3,463	$	123,871
Compass Group PLC		13,959		169,121
Marriott International, Inc., Class A		1,557		61,424
			$	354,416
Household Products — 1.4%
Colgate-Palmolive Co.		1,401	$	160,317
Kimberly-Clark Corp.		1,936		182,526
Procter & Gamble Co.		5,077		386,766
Reckitt Benckiser Group PLC		2,535		169,994
			$	899,603
Industrial Conglomerates — 1.1%
3M Co.		2,547	$	264,888
General Electric Co.		18,228		423,254
			$	688,142
Insurance — 1.9%
ACE, Ltd.		540	$	46,111
Aflac, Inc.		1,768		88,312
Allianz SE		804		109,614

7 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Insurance (continued)
Allstate Corp. (The)		1,066	$	49,057
Aon PLC		1,407		85,954
Assicurazioni Generali SpA		4,495		72,523
AXA SA		4,509		78,003
Berkshire Hathaway, Inc., Class B(1)		1,374		140,368
Chubb Corp.		563		47,309
Loews Corp.		1,054		45,438
Manulife Financial Corp.		3,269		48,500
Marsh & McLennan Cos., Inc.		1,253		46,536
Muenchener Rueckversicherungs-Gesellschaft AG		518		92,918
Power Financial Corp.		1,574		45,530
Prudential Financial, Inc.		842		46,790
Prudential PLC		5,462		81,071
Swiss Reinsurance Co., Ltd.		596		47,672
Travelers Companies, Inc. (The)		584		46,965
			$	1,218,671
Internet Software & Services — 0.3%
eBay, Inc.(1)		2,117	$	115,758
Yahoo! Inc.(1)		4,036		86,007
			$	201,765
IT Services — 2.7%
Accenture PLC, Class A		2,069	$	153,851
Automatic Data Processing, Inc.		3,564		218,687
Cognizant Technology Solutions Corp., Class A(1)		721		55,351
Fidelity National Information Services, Inc.		2,617		98,530
Fiserv, Inc.(1)		2,365		194,190
International Business Machines Corp.		1,881		377,761
MasterCard, Inc., Class A		292		151,204
Paychex, Inc.		5,707		188,902
Visa, Inc., Class A		1,539		244,147
			$	1,682,623
Leisure Equipment & Products — 0.2%
Mattel, Inc.		3,156	$	128,607
			$	128,607
Life Sciences Tools & Services — 0.1%
Thermo Fisher Scientific, Inc.		1,126	$	83,099
			$	83,099
Machinery — 1.0%
American Railcar Industries, Inc.		598	$	26,097
Deere & Co.		1,399		122,874

Security	Shares		Value
Machinery (continued)
FreightCar America, Inc.		2,871	$	60,377
Greenbrier Cos., Inc.(1)		1,021		20,675
Ingersoll-Rand PLC		1,720		90,558
L.B. Foster Co., Class A		524		23,140
Mueller Industries, Inc.		477		25,367
Oshkosh Corp.(1)		774		29,845
Pentair, Ltd.		328		17,473
RBC Bearings, Inc.(1)		1,144		57,017
Titan International, Inc.		2,951		62,296
Trimas Corp.(1)		767		22,005
Trinity Industries, Inc.		647		27,976
Wabash National Corp.(1)		2,437		23,249
			$	608,949
Media — 1.8%
British Sky Broadcasting Group PLC		8,468	$	108,970
Liberty Media Corp.(1)		914		98,712
Naspers, Ltd., Class N		2,037		131,536
Omnicom Group, Inc.		1,840		105,855
Pearson PLC		6,894		120,621
Reed Elsevier PLC		11,204		120,140
SES SA		5,885		180,972
Starz(1)		455		8,445
Thomson Reuters Corp.		5,803		177,311
Time Warner Cable, Inc.		958		82,762
			$	1,135,324
Metals & Mining — 0.3%
Newmont Mining Corp.		2,243	$	90,371
Nucor Corp.		1,769		79,693
			$	170,064
Multi-Utilities — 0.9%
Consolidated Edison, Inc.		1,651	$	97,409
Dominion Resources, Inc.		2,992		167,552
DTE Energy Co.		2,989		199,665
Sempra Energy		1,434		111,508
			$	576,134
Multiline Retail — 0.4%
Marks & Spencer Group PLC		21,222	$	119,148
Nordstrom, Inc.		2,459		133,327
			$	252,475

8 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Oil, Gas & Consumable Fuels — 1.4%
Anadarko Petroleum Corp.		914	$	72,736
ConocoPhillips		4,208		243,854
EOG Resources, Inc.		555		69,769
Hess Corp.		239		15,894
Husky Energy, Inc.		1,965		60,422
Kinder Morgan, Inc.		3,583		132,822
Marathon Oil Corp.		2,045		68,507
Noble Energy, Inc.		650		72,039
Phillips 66		184		11,585
Suncor Energy, Inc.		1,476		44,727
Valero Energy Corp.		1,498		68,294
			$	860,649
Paper & Forest Products — 0.1%
International Paper Co.		1,176	$	51,756
			$	51,756
Personal Products — 0.3%
Estee Lauder Cos., Inc. (The), Class A		1,479	$	94,804
Kao Corp.		4,100		131,199
			$	226,003
Pharmaceuticals — 2.3%
Actavis, Inc.(1)		1,752	$	149,200
Allergan, Inc.		1,456		157,860
Astellas Pharma, Inc.		2,700		145,848
Daiichi Sankyo Co., Ltd.		3,400		60,810
Eli Lilly & Co.		2,500		136,650
Johnson & Johnson		3,467		263,873
Mylan, Inc.(1)		4,910		145,385
Novo Nordisk A/S, Class B		721		126,056
Roche Holding AG PC		358		81,913
Sanofi		2,068		195,297
			$	1,462,892
Real Estate Investment Trusts (REITs) — 1.4%
American Tower Corp.		779	$	60,450
AvalonBay Communities, Inc.		743		92,749
Boston Properties, Inc.		916		95,154
HCP, Inc.		2,078		101,573
Land Securities Group PLC		7,288		91,533
Public Storage, Inc.		626		94,657
Unibail-Rodamco SE		398		90,567
Ventas, Inc.		1,453		102,843

Security	Shares		Value
Real Estate Investment Trusts (REITs) (continued)
Vornado Realty Trust		1,136	$	91,119
Westfield Group		3,834		43,813
			$	864,458
Real Estate Management & Development — 0.2%
Mitsubishi Estate Co., Ltd.		4,000	$	99,717
			$	99,717
Road & Rail — 0.4%
Union Pacific Corp.		1,848	$	253,379
			$	253,379
Software — 1.0%
Intuit, Inc.		3,143	$	202,661
Oracle Corp.		9,829		336,741
salesforce.com, inc.(1)		557		94,256
			$	633,658
Specialty Retail — 0.1%
Industria de Diseno Textil SA		700	$	93,579
			$	93,579
Textiles, Apparel & Luxury Goods — 1.2%
Adidas AG		2,175	$	197,689
Christian Dior SA		510		84,915
Compagnie Financiere Richemont SA, Class A		1,571		126,008
Luxottica Group SpA		1,271		59,292
LVMH Moet Hennessy Louis Vuitton SA		981		168,341
Swatch Group, Ltd. (The)		1,030		104,554
			$	740,799
Thrifts & Mortgage Finance — 0.8%
Brookline Bancorp, Inc.		15,685	$	142,734
Northwest Bancshares, Inc.		13,250		165,492
Oritani Financial Corp.		10,832		159,339
Provident Financial Services, Inc.		4,708		70,573
			$	538,138
Tobacco — 1.4%
Altria Group, Inc.		5,905	$	198,113
British American Tobacco PLC		3,867		201,174
Imperial Tobacco Group PLC		1,712		61,972

9 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Tobacco (continued)
Philip Morris International, Inc.		2,582	$	236,899
Reynolds American, Inc.		3,867		168,911
			$	867,069
Trading Companies & Distributors — 0.1%
Fastenal Co.		994	$	51,320
			$	51,320
Wireless Telecommunication Services — 0.8%
China Mobile, Ltd.		8,500	$	93,337
KDDI Corp.		1,300		97,637
MTN Group, Ltd.		5,942		115,566
Rogers Communications Inc., Class B		2,412		114,560
SoftBank Corp.		2,800		103,708
			$	524,808
Total Common Stocks (identified cost $29,160,671)			$	32,364,848
U.S. Treasury Obligations — 27.6%
Security	Principal Amount (000’s omitted)		Value
U.S. Treasury Bond:
3.125%, 11/15/41	$	134	$	135,368
3.125%, 2/15/42		102		102,999
3.50%, 2/15/39		81		88,535
3.75%, 8/15/41		111		126,586
3.875%, 8/15/40		110		128,030
4.25%, 5/15/39		71		88,279
4.25%, 11/15/40		106		131,637
4.375%, 2/15/38		70		88,266
4.375%, 11/15/39		102		128,095
4.375%, 5/15/40		103		129,909
4.375%, 5/15/41		106		134,263
4.50%, 2/15/36		69		88,221
4.50%, 5/15/38		69		88,139
4.50%, 8/15/39		69		88,119
4.625%, 2/15/40		166		217,041
4.75%, 2/15/37		67		88,141
4.75%, 2/15/41		97		129,601
5.00%, 5/15/37		64		87,904
7.875%, 2/15/21		213		317,022
8.125%, 5/15/21		209		316,811
8.125%, 8/15/21		207		317,079

Security	Principal Amount (000’s omitted)		Value
U.S. Treasury Bond: (continued)
8.75%, 5/15/20	$	207	$	314,498
8.75%, 8/15/20		205		314,936
			$	3,649,479
U.S. Treasury Note:
0.50%, 5/31/13	$	48	$	48,253
0.625%, 7/15/14		48		48,380
0.75%, 3/31/13		48		48,032
0.75%, 12/15/13		48		48,125
0.75%, 6/15/14		48		48,242
1.00%, 7/15/13		48		47,860
1.00%, 5/15/14		48		48,065
1.00%, 8/31/16		26		26,905
1.25%, 2/15/14		47		47,894
1.25%, 9/30/15		26		26,535
1.50%, 6/30/16		26		26,725
1.50%, 8/31/18		26		27,272
1.75%, 3/31/14		47		47,595
1.75%, 7/31/15		107		110,762
1.75%, 5/15/22		285		285,266
1.875%, 6/30/15		25		26,247
2.00%, 1/31/16		25		26,409
2.00%, 11/15/21		1,328		1,366,078
2.125%, 5/31/15		25		26,145
2.125%, 2/29/16		25		26,428
2.125%, 8/15/21		1,814		1,891,691
2.375%, 8/31/14		71		73,098
2.375%, 9/30/14		25		25,857
2.375%, 10/31/14		25		25,897
2.375%, 7/31/17		25		26,679
2.375%, 5/31/18		25		26,896
2.50%, 4/30/15		25		25,999
2.625%, 7/31/14		71		72,921
2.625%, 12/31/14		25		25,889
2.625%, 4/30/16		65		69,667
2.625%, 1/31/18		59		64,379
2.625%, 8/15/20		1,502		1,639,260
2.625%, 11/15/20		489		532,557
2.75%, 11/30/16		86		93,169
2.75%, 5/31/17		104		112,864
2.75%, 12/31/17		24		26,650
2.75%, 2/28/18		24		26,677
2.75%, 2/15/19		298		328,922
2.875%, 3/31/18		24		26,735
3.125%, 10/31/16		88		96,230
3.125%, 4/30/17		179		197,725

10 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Principal Amount (000’s omitted)		Value
U.S. Treasury Note: (continued)
3.125%, 5/15/19	$	291	$	328,304
3.125%, 5/15/21		1,000		1,124,947
3.25%, 6/30/16		24		26,144
3.25%, 7/31/16		54		59,615
3.25%, 12/31/16		24		26,266
3.375%, 11/15/19		286		327,794
3.50%, 5/31/13		46		46,293
3.50%, 5/15/20		754		869,930
3.625%, 8/15/19		392		454,346
3.625%, 2/15/20		870		1,011,160
3.625%, 2/15/21		1,084		1,262,140
3.75%, 11/15/18		280		324,666
4.00%, 2/15/15		24		25,440
4.25%, 11/15/14		24		25,327
4.25%, 8/15/15		23		25,555
4.50%, 2/15/16		23		25,695
4.50%, 5/15/17		22		26,043
5.125%, 5/15/16		22		25,539
			$	13,832,184
Total U.S. Treasury Obligations (identified cost $17,349,362)			$	17,481,663
Exchange-Traded Funds(2) — 15.1%
Security	Shares		Value
Equity Funds — 4.7%
Consumer Discretionary Select Sector SPDR Fund (The)		43,548	$	2,207,013
Vanguard Extended Market ETF		11,330		738,036
			$	2,945,049
Corporate Bond Funds — 10.4%
iShares iBoxx $ High Yield Corporate Bond Fund		23,816	$	2,239,657
iShares iBoxx $ Investment Grade Corporate Bond Fund		17,438		2,098,314
SPDR Barclays High Yield Bond ETF		54,763		2,238,711
			$	6,576,682
Total Exchange-Traded Funds (identified cost $8,804,491)			$	9,521,731

Short-Term Investments — 4.6%
Description	Interest (000’s omitted)		Value
Eaton Vance Cash Reserves Fund, LLC, 0.10%(3)	$	2,891	$	2,891,084
Total Short-Term Investments (identified cost $2,891,084)			$	2,891,084
Total Investments — 98.5% (identified cost $58,205,608)			$	62,259,326
Other Assets, Less Liabilities — 1.5%			$	936,937
Net Assets — 100.0%			$	63,196,263

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

PC	–	Participation Certificate
PFC Shares	–	Preference Shares

⁽¹⁾  Non-income producing security.

⁽²⁾  The Fund is permitted to invest in certain Exchange-Traded Funds (ETFs) in excess of the limits set forth in the Investment Company Act of 1940 in reliance upon exemptive relief provided to the ETFs by the Securities and Exchange Commission and meeting certain conditions set forth in the exemptive orders.

⁽³⁾  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of February 28, 2013.

11 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Country Concentration of Portfolio
Country	Percentage of Net Assets			Value
United States		36.8	%	$	23,240,061
United Kingdom		2.9			1,862,221
Japan		2.3			1,429,165
Canada		2.0			1,290,405
Switzerland		1.3			817,480
France		1.2			734,991
Germany		0.9			558,083
Australia		0.8			496,679
Ireland		0.5			325,651
Singapore		0.5			287,038
South Africa		0.4			247,102
Luxembourg		0.3			180,972
Sweden		0.2			154,539
Spain		0.2			139,933
Italy		0.2			131,815
Denmark		0.2			126,056
Netherlands		0.2			115,834
China		0.1			93,337
Brazil		0.1			88,398
Bermuda		0.1			45,088
Common Stocks		51.2	%	$	32,364,848
U.S. Treasury Obligations		27.6			17,481,663
Exchange-Traded Funds		15.1			9,521,731
Short-Term Investments		4.6			2,891,084
Total Investments		98.5	%	$	62,259,326

12 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Unaffiliated investments, at value (identified cost, $55,314,524)	$	59,368,242
Affiliated investment, at value (identified cost, $2,891,084)		2,891,084
Cash		8,000
Restricted cash*		32,000
Foreign currency, at value (identified cost, $2,648)		2,598
Dividends receivable		63,586
Interest receivable		77,814
Interest receivable from affiliated investment		211
Receivable for Fund shares sold		902,498
Receivable for variation margin on open financial futures contracts		6,500
Tax reclaims receivable		3,895
Receivable from affiliates		4,915
Total assets	$	63,361,343
Liabilities
Payable for Fund shares redeemed	$	66,688
Payable to affiliates:
Investment adviser and administration fee		42,742
Distribution and service fees		10,940
Accrued expenses		44,710
Total liabilities	$	165,080
Net Assets	$	63,196,263
Sources of Net Assets
Paid-in capital	$	58,011,955
Accumulated net realized gain		868,852
Accumulated undistributed net investment income		113,351
Net unrealized appreciation		4,202,105
Total	$	63,196,263
Class A Shares
Net Assets	$	16,347,599
Shares Outstanding		1,425,949
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	11.46
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	12.16
Class C Shares
Net Assets	$	11,611,177
Shares Outstanding		1,020,162
Net Asset Value and Offering Price Per Share**
(net assets ÷ shares of beneficial interest outstanding)	$	11.38
Class I Shares
Net Assets	$	35,237,487
Shares Outstanding		3,066,961
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	11.49

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Represents restricted cash on deposit at the broker for open financial futures contracts.

** Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

13 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $2,915)	$	526,267
Interest		137,737
Interest allocated from affiliated investment		1,529
Expenses allocated from affiliated investment		(150	)
Total investment income	$	665,383
Expenses
Investment adviser and administration fee	$	240,239
Distribution and service fees
Class A		13,491
Class C		30,719
Trustees’ fees and expenses		1,311
Custodian fee		30,261
Transfer and dividend disbursing agent fees		13,120
Legal and accounting services		20,031
Printing and postage		8,058
Registration fees		22,111
Miscellaneous		6,399
Total expenses	$	385,740
Deduct —
Allocation of expenses to affiliates	$	39,355
Total expense reductions	$	39,355
Net expenses	$	346,385
Net investment income	$	318,998
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	885,419
Investment transactions allocated from affiliated investment		41
Foreign currency transactions		(7,187	)
Net realized gain	$	878,273
Change in unrealized appreciation (depreciation) —
Investments	$	1,252,231
Financial futures contracts		148,796
Foreign currency		(404	)
Net change in unrealized appreciation (depreciation)	$	1,400,623
Net realized and unrealized gain	$	2,278,896
Net increase in net assets from operations	$	2,597,894

14 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
From operations —
Net investment income	$	318,998		$	433,559
Net realized gain from investment transactions, financial futures contracts and foreign currency transactions		878,273			196,850
Net change in unrealized appreciation (depreciation) from investments, financial futures contracts and foreign currency		1,400,623			2,801,482
Net increase in net assets from operations	$	2,597,894		$	3,431,891
Distributions to shareholders —
From net investment income
Class A	$	(114,923	)	$	(4,379	)
Class C		(45,244	)		(937	)
Class I		(367,866	)		(107,678	)
From net realized gain
Class A		(48,992	)		—
Class C		(26,680	)		—
Class I		(144,181	)		—
Total distributions to shareholders	$	(747,886	)	$	(112,994	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	11,758,172		$	5,312,142
Class C		8,439,169			3,053,692
Class I		17,340,567			34,036,512
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		142,856			4,306
Class C		34,369			801
Class I		86,618			8,381
Cost of shares redeemed
Class A		(968,601	)		(467,243	)
Class C		(177,873	)		(81,182	)
Class I		(20,416,417	)		(78,911	)
Net increase in net assets from Fund share transactions	$	16,238,860		$	41,788,498
Net increase in net assets	$	18,088,868		$	45,107,395
Net Assets
At beginning of period	$	45,107,395		$	—
At end of period	$	63,196,263		$	45,107,395
Accumulated undistributed net investment income included in net assets
At end of period	$	113,351		$	322,386

⁽¹⁾  For the period from the start of business, September 30, 2011, to August 31, 2012.

15 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Net asset value — Beginning of period	$	11.080		$	10.000
Income (Loss) From Operations
Net investment income(2)	$	0.059		$	0.112
Net realized and unrealized gain		0.474			1.005
Total income from operations	$	0.533		$	1.117
Less Distributions
From net investment income	$	(0.107	)	$	(0.037	)
From net realized gain		(0.046	)		—
Total distributions	$	(0.153	)	$	(0.037	)
Net asset value — End of period	$	11.460		$	11.080
Total Return(3)		4.85	%(4)		11.20	%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	16,348		$	5,007
Ratios (as a percentage of average daily net assets):
Expenses(5)(6)(7)		1.38	%(8)		1.38	%(8)
Net investment income		1.06	%(8)		1.12	%(8)
Portfolio Turnover		24	%(4)		16	%(4)

⁽¹⁾ For the period from the start of business, September 30, 2011, to August 31, 2012.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾ Excludes expenses incurred indirectly by the Fund as a result of its investments in shares of other investment companies, including Exchange-Traded Funds (equal to 0.07% and 0.07% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively).

⁽⁷⁾ The investment adviser, sub-adviser and administrator subsidized certain operating expenses (equal to 0.15% and 0.55% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively). Absent this subsidy, total return would have been lower.

⁽⁸⁾ Annualized.

16 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Financial Highlights — continued

	Class C
	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31,  2012(1)
Net asset value — Beginning of period	$	11.020		$	10.000
Income (Loss) From Operations
Net investment income(2)	$	0.016		$	0.035
Net realized and unrealized gain		0.467			1.009
Total income from operations	$	0.483		$	1.044
Less Distributions
From net investment income	$	(0.077	)	$	(0.024	)
From net realized gain		(0.046	)		—
Total distributions	$	(0.123	)	$	(0.024	)
Net asset value — End of period	$	11.380		$	11.020
Total Return(3)		4.42	%(4)		10.45	%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	11,611		$	3,062
Ratios (as a percentage of average daily net assets):
Expenses(5)(6)(7)		2.13	%(8)		2.13	%(8)
Net investment income		0.29	%(8)		0.36	%(8)
Portfolio Turnover		24	%(4)		16	%(4)

⁽¹⁾ For the period from the start of business, September 30, 2011, to August 31, 2012.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾ Excludes expenses incurred indirectly by the Fund as a result of its investments in shares of other investment companies, including Exchange-Traded Funds (equal to 0.07% and 0.07% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively).

⁽⁷⁾ The investment adviser, sub-adviser and administrator subsidized certain operating expenses (equal to 0.15% and 0.55% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively). Absent this subsidy, total return would have been lower.

⁽⁸⁾ Annualized.

17 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Financial Highlights — continued

	Class I
	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31,  2012(1)
Net asset value — Beginning of period	$	11.100		$	10.000
Income (Loss) From Operations
Net investment income(2)	$	0.077		$	0.147
Net realized and unrealized gain		0.475			0.992
Total income from operations	$	0.552		$	1.139
Less Distributions
From net investment income	$	(0.116	)	$	(0.039	)
From net realized gain		(0.046	)		—
Total distributions	$	(0.162	)	$	(0.039	)
Net asset value — End of period	$	11.490		$	11.100
Total Return(3)		5.02	%(4)		11.42	%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	35,237		$	37,038
Ratios (as a percentage of average daily net assets):
Expenses(5)(6)(7)		1.13	%(8)		1.13	%(8)
Net investment income		1.38	%(8)		1.50	%(8)
Portfolio Turnover		24	%(4)		16	%(4)

⁽¹⁾ For the period from the start of business, September 30, 2011, to August 31, 2012.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾ Not annualized.

⁽⁵⁾ Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾ Excludes expenses incurred indirectly by the Fund as a result of its investments in shares of other investment companies, including Exchange-Traded Funds (equal to 0.07% and 0.07% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively).

⁽⁷⁾ The investment adviser, sub-adviser and administrator subsidized certain operating expenses (equal to 0.15% and 0.55% of average daily net assets for the six months ended February 28, 2013 and for the period from the start of business, September 30, 2011, to August 31, 2012, respectively). Absent this subsidy, total return would have been lower.

⁽⁸⁾ Annualized.

18 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Richard Bernstein All Asset Strategy Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is total return. The Fund offers three classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Debt obligations (including short-term obligations with a remaining maturity of more than sixty days) are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and asked prices, broker/dealer quotations, prices or yields of securities with similar characteristics, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Financial futures contracts are valued at the closing settlement price established by the board of trade or exchange on which they are traded. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). The value of the Fund’s investment in Cash Reserves Fund reflects the Fund’s proportionate interest in its net assets. Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities in the same manner as debt obligations described above.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

19

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

In addition to the direct expenses borne by the Fund, investing in shares of other investment companies, including Exchange-Traded Funds, subjects the Fund to a pro rata portion of their fees and expenses, which are borne indirectly by the Fund.

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

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

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

I  Indemnifications — Under the 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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

J  Financial Futures Contracts — Upon entering into a financial futures contract, the Fund is required to deposit with the broker, either in cash or securities, an amount equal to a certain percentage of the purchase price (initial margin). Subsequent payments, known as variation margin, are made or received by the Fund each business day, depending on the daily fluctuations in the value of the underlying security or index, and are recorded as unrealized gains or losses by the Fund. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. Futures contracts have minimal counterparty risk as they are exchange traded and the clearinghouse for the exchange is substituted as the counterparty, guaranteeing counterparty performance.

K  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

20

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

3  Investment Adviser and Administration Fee and Other Transactions with Affiliates

The investment adviser and administration fee is earned by EVM as compensation for investment advisory and administrative services rendered to the Fund. The fee is computed at an annual rate of 0.90% of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the six months ended February 28, 2013, the investment adviser and administration fee amounted to $240,239 or 0.90% (annualized) of the Fund’s average daily net assets. Pursuant to a sub-advisory agreement, EVM has delegated the investment management of the Fund to Richard Bernstein Advisors LLC (RBA). EVM pays RBA a portion of its advisory and administration fee for sub-advisory services provided to the Fund.

EVM and RBA have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only and including expenses incurred indirectly by the Fund as a result of its investments in shares of other investment companies) exceed 1.45%, 2.20% and 1.20% of the Fund’s average daily net assets for Class A, Class C and Class I, respectively, through December 31, 2013. Thereafter, the reimbursement may be changed or terminated at any time. Pursuant to this agreement, EVM and RBA were allocated $39,355 in total of the Fund’s operating expenses for the six months ended February 28, 2013.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $316 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $19,342 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and service fees from Class A and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser and administration fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended February 28, 2013, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $13,491 for Class A shares.

The Fund also has in effect a distribution plan for Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $23,057 for Class C shares.

Pursuant to the Class C Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $7,662 for Class C shares.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. For the six months ended February 28, 2013, the Fund was informed that EVD received no CDSCs paid by Class A shareholders and approximately $400 of CDSCs paid by Class C shareholders.

21

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, for the six months ended February 28, 2013 were as follows:

	Purchases		Sales
Investments (non-U.S. Government)	$	24,957,955	$	12,309,758
U.S. Government and Agency Securities		2,715,528		—
	$	27,673,483	$	12,309,758

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Sales		1,048,079			494,884
Issued to shareholders electing to receive payments of distributions in Fund shares		12,847			414
Redemptions		(86,701	)		(43,574	)
Net increase		974,225			451,724
Class C	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Sales		755,133			285,297
Issued to shareholders electing to receive payments of distributions in Fund shares		3,108			77
Redemptions		(15,993	)		(7,460	)
Net increase		742,248			277,914
Class I	Six Months Ended February 28, 2013 (Unaudited)			Period Ended August 31, 2012(1)
Sales		1,540,834			3,342,026
Issued to shareholders electing to receive payments of distributions in Fund shares		7,775			807
Redemptions		(1,817,206	)		(7,275	)
Net increase (decrease)		(268,597	)		3,335,558

⁽¹⁾ For the period from the start of business, September 30, 2011, to August 31, 2012.

At February 28, 2013, EVM owned 16.3% of the value of the outstanding shares of the Fund.

22

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	58,204,308
Gross unrealized appreciation	$	4,293,962
Gross unrealized depreciation		(238,944	)
Net unrealized appreciation	$	4,055,018

9  Financial Instruments

The Fund may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include financial futures contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Fund has in particular classes of financial instruments and do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.

A summary of obligations under these financial instruments at February 28, 2013 is as follows:

Futures Contracts
Expiration Month/Year	Contracts	Position		Aggregate Cost		Value		Net Unrealized Appreciation
3/13	20 Nikkei 225 Index		Long	$	1,003,704	$	1,152,500	$	148,796

At February 28, 2013, the Fund had sufficient cash and/or securities to cover commitments under these contracts.

The Fund is subject to equity price risk in the normal course of pursuing its investment objective. The Fund enters into equity index futures contracts to enhance return and as a substitution for the purchase of securities.

The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is equity price risk at February 28, 2013 was as follows:

	Fair Value
Derivative	Asset Derivative			Liability Derivative
Futures contracts	$	148,796	(1)	$	—

⁽¹⁾ Amount represents cumulative unrealized appreciation on futures contracts in the Futures Contracts table above. Only the current day’s variation margin on open futures contracts is reported within the Statement of Assets and Liabilities as Receivable or Payable for variation margin, as applicable.

The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is equity price risk for the six months ended February 28, 2013 was as follows:

Derivative	Realized Gain (Loss) on Derivatives Recognized in Income		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
Futures contracts	$	—	$	148,796	(1)

⁽¹⁾ Statement of Operations location: Change in unrealized appreciation (depreciation) – Financial futures contracts.

23

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

The average notional amount of futures contracts outstanding during the six months ended February 28, 2013, which is indicative of the volume of this derivative type, was approximately $475,000.

10  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

11  Risks Associated with Foreign Investments

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

12 Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

24

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

At February 28, 2013, the hierarchy of inputs used in valuing the Fund’s investments and open derivative instruments, which are carried at value, were as follows:

Asset Description	Level 1		Level 2			Level 3		Total
Common Stocks
Consumer Discretionary	$	983,256	$	2,436,844		$	—	$	3,420,100
Consumer Staples		3,750,500		1,334,294			—		5,084,794
Energy		922,840		—			—		922,840
Financials		6,796,621		2,324,735			—		9,121,356
Health Care		3,105,100		609,924			—		3,715,024
Industrials		3,515,397		—			—		3,515,397
Information Technology		3,150,485		—			—		3,150,485
Materials		610,839		—			—		610,839
Telecommunication Services		846,001		410,248			—		1,256,249
Utilities		1,567,764		—			—		1,567,764
Total Common Stocks	$	25,248,803	$	7,116,045	*	$	—	$	32,364,848
U.S. Treasury Obligations	$	—	$	17,481,663		$	—	$	17,481,663
Exchange-Traded Funds		9,521,731		—			—		9,521,731
Short-Term Investments		—		2,891,084			—		2,891,084
Total Investments	$	34,770,534	$	27,488,792		$	—	$	62,259,326
Futures Contracts	$	148,796	$	—		$	—	$	148,796
Total	$	34,919,330	$	27,488,792		$	—	$	62,408,122

* Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Fund held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

25

Eaton Vance

Richard Bernstein All Asset Strategy Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Richard Bernstein All Asset Strategy Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Richard Bernstein All Asset Strategy Fund

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

26

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

27

This Page Intentionally Left Blank

Investment Adviser and Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Investment Sub-Adviser

Richard Bernstein Advisors LLC

Tower 45

120 West 45th Street, 19th Floor

New York, NY 10036

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

5669-4/13 RBAARSRC

Eaton Vance

Richard Bernstein Equity Strategy Fund

Semiannual Report

February 28, 2013

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

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.

Semiannual Report February 28, 2013

Eaton Vance

Richard Bernstein Equity Strategy Fund

Table of Contents

Performance	2
Fund Profile	2
Endnotes and Additional Disclosures	3
Fund Expenses	4
Financial Statements	5
Officers and Trustees	24
Important Notices	25

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Performance^1,2

Portfolio Manager Richard Bernstein of Richard Bernstein Advisors LLC

% Average Annual Total Returns	Inception Date		Six Months			One Year			Since Inception
Class A at NAV		10/12/2010		9.74	%		13.29	%		7.86	%
Class A with 5.75% Maximum Sales Charge		—		3.44			6.78			5.21
Class C at NAV		10/12/2010		9.30			12.44			7.00
Class C with 1% Maximum Sales Charge		—		8.30			11.44			7.00
Class I at NAV		10/12/2010		9.90			13.56			8.09
MSCI All Country World Index		10/12/2010		10.99	%		9.29	%		7.75	%
% Total Annual Operating Expense Ratios3			Class A			Class C			Class I
				1.38	%		2.13	%		1.13	%

Fund Profile

Country Allocation (% of net assets)^4,5

Equity Sector Allocation (% of net assets)^4,5

Top 10 Holdings (% of net assets)^5,6

Consumer Discretionary Select Sector SPDR Fund (The)	6.0	%
Nikkei 225 Index Futures Contracts	3.1
Vanguard Extended Market ETF	2.0
General Electric Co.	1.1
Procter & Gamble Co.	1.0
International Business Machines Corp.	1.0
Nestle SA	0.9
AT&T, Inc.	0.9
Coca-Cola Co. (The)	0.8
Johnson & Johnson	0.8
Total	17.6	%

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering 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 less than one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month end, please refer to www.eatonvance.com.

2

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Endnotes and Additional Disclosures

¹  MSCI All Country World Index is an unmanaged free float-adjusted market-capitalization-weighted index designed to measure the equity market performance of developed and emerging markets. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

²  Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

³  Source: Fund prospectus.

⁴ The Fund may obtain exposure to certain market segments through investments in Exchange-Traded Funds (ETFs). For purposes of the charts, the Fund’s investments in ETFs are included based on the portfolio composition of each ETF.

⁵  Includes derivatives based on their notional value.

⁶  Excludes cash and cash equivalents.

Fund profile subject to change due to active management.

3

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Fund Expenses

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (September 1, 2012 – February 28, 2013).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:  The second section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

	Beginning Account Value (9/1/12)		Ending Account Value (2/28/13)		Expenses Paid During Period* (9/1/12 – 2/28/13)		Annualized Expense Ratio
Actual
Class A	$	1,000.00	$	1,097.40	$	6.92		1.33	%
Class C	$	1,000.00	$	1,093.00	$	10.79		2.08	%
Class I	$	1,000.00	$	1,099.00	$	5.62		1.08	%
Hypothetical
(5% return per year before expenses)
Class A	$	1,000.00	$	1,018.20	$	6.66		1.33	%
Class C	$	1,000.00	$	1,014.50	$	10.39		2.08	%
Class I	$	1,000.00	$	1,019.40	$	5.41		1.08	%

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on August 31, 2012.

4

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited)

Common Stocks — 88.2%
Security	Shares		Value
Aerospace & Defense — 1.0%
Honeywell International, Inc.		12,952	$	907,935
Precision Castparts Corp.		3,643		679,747
United Technologies Corp.		17,798		1,611,609
			$	3,199,291
Air Freight & Logistics — 0.5%
United Parcel Service, Inc., Class B		20,126	$	1,663,414
			$	1,663,414
Auto Components — 0.9%
Bridgestone Corp.		40,900	$	1,255,196
Compagnie Generale des Etablissements Michelin, Class B		6,325		563,365
Delphi Automotive PLC(1)		19,801		828,672
			$	2,647,233
Automobiles — 1.1%
Bayerische Motoren Werke AG		13,588	$	1,249,293
Toyota Motor Corp.		41,400		2,126,285
			$	3,375,578
Beverages — 2.4%
Asahi Group Holdings, Ltd.		35,500	$	896,297
Coca-Cola Co. (The)		68,692		2,659,754
Diageo PLC		37,828		1,134,317
Kirin Holdings Co., Ltd.		58,000		842,277
PepsiCo, Inc.		27,736		2,101,557
			$	7,634,202
Biotechnology — 1.5%
Alexion Pharmaceuticals, Inc.(1)		6,356	$	551,319
Amgen, Inc.		19,743		1,804,708
Biogen Idec, Inc.(1)		6,714		1,116,807
Celgene Corp.(1)		3,533		364,535
Gilead Sciences, Inc.(1)		22,504		961,146
			$	4,798,515
Capital Markets — 1.9%
Bank of New York Mellon Corp. (The)		24,170	$	655,974
BlackRock, Inc.		2,980		714,455
Credit Suisse Group AG(1)		24,142		643,571
Franklin Resources, Inc.		4,717		666,276

Security	Shares		Value
Capital Markets (continued)
Goldman Sachs Group, Inc. (The)		3,684	$	551,716
Invesco, Ltd.		23,691		634,682
Morgan Stanley		13,555		305,665
Northern Trust Corp.		12,581		668,932
State Street Corp.		9,428		533,531
T. Rowe Price Group, Inc.		9,337		664,701
			$	6,039,503
Chemicals — 1.2%
CF Industries Holdings, Inc.		3,038	$	610,121
Ecolab, Inc.		14,120		1,080,886
LyondellBasell Industries NV, Class A		11,291		661,878
Monsanto Co.		7,691		777,022
Sherwin-Williams Co. (The)		4,062		656,379
			$	3,786,286
Commercial Banks — 14.5%
Associated Banc-Corp.		23,711	$	341,201
Australia and New Zealand Banking Group, Ltd.		32,811		959,532
Banco Bilbao Vizcaya Argentaria SA		67,694		655,773
Banco Bradesco SA, PFC Shares		34,448		614,683
Bank of Montreal		11,152		694,371
Bank of Nova Scotia (The)		15,358		914,853
Bank of the Ozarks, Inc.		27,213		1,044,707
Bryn Mawr Bank Corp.		13,676		313,727
Canadian Imperial Bank of Commerce		7,732		623,358
Chemical Financial Corp.		7,376		180,638
City Holding Co.		21,142		801,705
Columbia Banking System, Inc.		38,242		764,840
Commonwealth Bank of Australia		18,202		1,247,668
Community Bank System, Inc.		26,945		777,902
DBS Group Holdings, Ltd.		49,000		595,857
F.N.B. Corp.		117,531		1,335,152
First Commonwealth Financial Corp.		45,595		331,476
First Financial Bancorp		42,828		656,553
First Financial Bankshares, Inc.		21,748		969,961
First Financial Corp.		10,268		315,741
First Merchants Corp.		21,456		319,051
First Midwest Bancorp, Inc.		104,668		1,308,350
FirstMerit Corp.		25,240		381,629
Fulton Financial Corp.		31,124		353,257
German American Bancorp, Inc.		13,977		304,139
Glacier Bancorp, Inc.		86,199		1,503,311
HSBC Holdings PLC		180,643		2,000,741

5 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Commercial Banks (continued)
Huntington Bancshares, Inc.		48,185	$	338,741
Lakeland Financial Corp.		12,339		305,020
MB Financial, Inc.		15,282		362,336
National Bank of Canada		7,649		582,696
National Penn Bancshares, Inc.		124,855		1,223,579
Nordea Bank AB		65,411		754,603
Old National Bancorp		92,726		1,251,801
Oversea-Chinese Banking Corp., Ltd.		75,000		609,991
PacWest Bancorp		37,756		1,031,871
Park National Corp.		9,405		620,542
Peoples Bancorp, Inc.		14,408		312,221
PNC Financial Services Group, Inc.		10,580		660,086
PrivateBancorp, Inc.		20,912		374,534
Royal Bank of Canada		17,187		1,066,969
S&T Bancorp, Inc.		37,610		679,237
S.Y. Bancorp, Inc.		13,651		309,195
Societe Generale(1)		15,691		598,118
Standard Chartered PLC		25,229		684,831
Sumitomo Mitsui Financial Group, Inc.		18,000		718,363
Susquehanna Bancshares, Inc.		113,042		1,314,678
Svenska Handelsbanken AB, Class A		17,066		739,736
Taylor Capital Group, Inc.(1)		17,701		292,598
Texas Capital Bancshares, Inc.(1)		25,443		1,075,221
Toronto-Dominion Bank (The)		11,425		940,035
U.S. Bancorp		22,773		773,827
UMB Financial Corp.		19,036		867,851
Umpqua Holdings Corp.		83,929		1,053,309
United Bankshares, Inc.		34,806		904,956
United Overseas Bank, Ltd.		37,000		568,300
Wells Fargo & Co.		54,345		1,906,423
Westpac Banking Corp.		35,339		1,108,627
Wintrust Financial Corp.		33,612		1,226,838
			$	45,567,309
Commercial Services & Supplies — 0.8%
ADT Corp. (The)		7,777	$	372,441
Covanta Holding Corp.		18,160		355,210
Heritage-Crystal Clean, Inc.(1)		19,980		294,705
Tetra Tech, Inc.(1)		22,775		657,286
US Ecology, Inc.		14,122		351,214
Waste Connections, Inc.		10,359		354,381
			$	2,385,237

Security	Shares		Value
Communications Equipment — 1.3%
Cisco Systems, Inc.		77,707	$	1,620,191
Motorola Solutions, Inc.		21,143		1,315,306
QUALCOMM, Inc.		19,306		1,267,053
			$	4,202,550
Computers & Peripherals — 0.3%
EMC Corp.(1)		39,287	$	903,994
			$	903,994
Construction & Engineering — 2.0%
Argan, Inc.		15,893	$	265,890
Comfort Systems USA, Inc.		26,237		327,438
Dycom Industries, Inc.(1)		16,843		352,861
EMCOR Group, Inc.		11,413		440,199
Granite Construction, Inc.		12,930		401,994
Great Lakes Dredge & Dock Corp.		33,683		328,409
Layne Christensen Co.(1)		13,497		296,799
MasTec, Inc.(1)		20,275		610,075
MYR Group, Inc.(1)		13,983		324,545
Northwest Pipe Co.(1)		14,062		335,801
Orion Marine Group, Inc.(1)		35,048		333,657
Pike Electric Corp.		26,165		364,740
Primoris Services Corp.		25,336		475,050
Quanta Services, Inc.(1)		13,175		374,170
Tutor Perini Corp.(1)		26,131		444,488
URS Corp.		15,082		637,365
			$	6,313,481
Consumer Finance — 0.6%
American Express Co.		11,985	$	744,868
Capital One Financial Corp.		10,314		526,323
Discover Financial Services		14,814		570,784
			$	1,841,975
Diversified Financial Services — 1.1%
Citigroup, Inc.		30,970	$	1,299,811
ING Groep NV(1)		63,236		506,255
JPMorgan Chase & Co.		35,802		1,751,434
			$	3,557,500
Diversified Telecommunication Services — 1.9%
AT&T, Inc.		76,795	$	2,757,708
CenturyLink, Inc.		22,492		779,798

6 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Diversified Telecommunication Services (continued)
TELUS Corp.		14,503	$	996,963
Verizon Communications, Inc.		32,712		1,522,089
			$	6,056,558
Electric Utilities — 2.6%
American Electric Power Co., Inc.		21,480	$	1,005,049
Edison International		16,443		789,757
NextEra Energy, Inc.		21,605		1,552,752
Northeast Utilities		37,426		1,553,553
PPL Corp.		24,523		755,799
Southern Co. (The)		22,129		996,026
Xcel Energy, Inc.		46,661		1,339,171
			$	7,992,107
Electrical Equipment — 1.6%
Acuity Brands, Inc.		5,746	$	391,475
AZZ, Inc.		11,388		508,588
Babcock & Wilcox Co. (The)		12,786		345,478
Encore Wire Corp.		12,003		392,378
Generac Holdings, Inc.		11,974		412,504
Global Power Equipment Group, Inc.		20,332		341,171
Hubbell, Inc., Class B		4,842		449,870
Rockwell Automation, Inc.		8,053		727,508
Roper Industries, Inc.		11,167		1,391,520
			$	4,960,492
Electronic Equipment, Instruments & Components — 0.2%
Amphenol Corp., Class A		9,554	$	676,996
			$	676,996
Energy Equipment & Services — 0.2%
Cameron International Corp.(1)		7,591	$	483,699
			$	483,699
Food & Staples Retailing — 2.2%
Costco Wholesale Corp.		10,256	$	1,038,830
CVS Caremark Corp.		29,261		1,495,822
Kroger Co. (The)		31,164		910,301
Sysco Corp.		23,094		742,703
Wal-Mart Stores, Inc.		27,738		1,963,296
Walgreen Co.		20,715		848,072
			$	6,999,024

Security	Shares		Value
Food Products — 3.6%
Bunge, Ltd.		15,833	$	1,173,384
Campbell Soup Co.		39,038		1,606,804
ConAgra Foods, Inc.		33,513		1,143,128
General Mills, Inc.		23,510		1,087,337
Hershey Co. (The)		19,852		1,654,466
Kellogg Co.		17,937		1,085,189
Kraft Foods Group, Inc.		9,345		452,952
Nestle SA		41,947		2,928,341
			$	11,131,601
Health Care Equipment & Supplies — 1.7%
Baxter International, Inc.		15,287	$	1,033,401
Covidien PLC		11,394		724,317
Intuitive Surgical, Inc.(1)		1,645		838,769
Medtronic, Inc.		35,652		1,602,914
Zimmer Holdings, Inc.		12,788		958,588
			$	5,157,989
Health Care Providers & Services — 2.2%
AmerisourceBergen Corp.		24,035	$	1,134,452
Cardinal Health, Inc.		17,166		793,241
Cigna Corp.		15,196		888,358
DaVita HealthCare Partners, Inc.(1)		8,341		997,750
McKesson Corp.		12,380		1,313,889
UnitedHealth Group, Inc.		21,515		1,149,977
WellPoint, Inc.		10,136		630,257
			$	6,907,924
Hotels, Restaurants & Leisure — 1.0%
Carnival Corp.		25,274	$	904,051
Compass Group PLC		109,475		1,326,353
Marriott International, Inc., Class A		20,326		801,861
			$	3,032,265
Household Products — 2.3%
Colgate-Palmolive Co.		10,823	$	1,238,476
Kimberly-Clark Corp.		15,039		1,417,877
Procter & Gamble Co.		42,509		3,238,336
Reckitt Benckiser Group PLC		19,689		1,320,323
			$	7,215,012

7 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Industrial Conglomerates — 1.8%
3M Co.		21,275	$	2,212,600
General Electric Co.		151,344		3,514,208
			$	5,726,808
Insurance — 3.8%
ACE, Ltd.		7,500	$	640,425
Aflac, Inc.		11,198		559,340
Allianz SE		5,517		752,166
Allstate Corp. (The)		14,644		673,917
Aon PLC		10,603		647,737
Assicurazioni Generali SpA		34,627		558,681
AXA SA		34,931		604,290
Berkshire Hathaway, Inc., Class B(1)		11,134		1,137,449
Chubb Corp.		7,775		653,333
Loews Corp.		14,594		629,147
Manulife Financial Corp.		45,316		672,325
Marsh & McLennan Cos., Inc.		17,369		645,085
Muenchener Rueckversicherungs-Gesellschaft AG		3,373		605,042
Power Financial Corp.		21,965		635,361
Prudential Financial, Inc.		11,557		642,223
Prudential PLC		41,262		612,442
Swiss Reinsurance Co., Ltd.		8,344		667,408
Travelers Companies, Inc. (The)		8,169		656,951
			$	11,993,322
Internet Software & Services — 0.6%
eBay, Inc.(1)		17,995	$	983,967
Yahoo! Inc.(1)		44,381		945,759
			$	1,929,726
IT Services — 4.4%
Accenture PLC, Class A		15,807	$	1,175,408
Automatic Data Processing, Inc.		28,336		1,738,697
Cognizant Technology Solutions Corp., Class A(1)		9,524		731,157
Fidelity National Information Services, Inc.		20,781		782,405
Fiserv, Inc.(1)		18,228		1,496,701
International Business Machines Corp.		16,096		3,232,560
MasterCard, Inc., Class A		2,516		1,302,835
Paychex, Inc.		43,270		1,432,237
Visa, Inc., Class A		12,306		1,952,224
			$	13,844,224

Security	Shares		Value
Leisure Equipment & Products — 0.3%
Mattel, Inc.		22,606	$	921,194
			$	921,194
Life Sciences Tools & Services — 0.3%
Thermo Fisher Scientific, Inc.		10,245	$	756,081
			$	756,081
Machinery — 2.3%
American Railcar Industries, Inc.		11,813	$	515,519
Deere & Co.		10,909		958,138
FreightCar America, Inc.		26,015		547,095
Greenbrier Cos., Inc.(1)		19,689		398,702
Ingersoll-Rand PLC		20,295		1,068,532
L.B. Foster Co., Class A		6,296		278,031
Mueller Industries, Inc.		8,688		462,028
Oshkosh Corp.(1)		8,861		341,680
Pentair, Ltd.		3,732		198,804
RBC Bearings, Inc.(1)		7,620		379,781
Titan International, Inc.		28,231		595,956
Trimas Corp.(1)		15,820		453,876
Trinity Industries, Inc.		12,457		538,641
Wabash National Corp.(1)		48,536		463,033
			$	7,199,816
Media — 2.9%
British Sky Broadcasting Group PLC		58,492	$	752,699
Liberty Media Corp.(1)		6,191		668,628
Naspers, Ltd., Class N		13,600		878,196
Omnicom Group, Inc.		21,256		1,222,858
Pearson PLC		47,413		829,563
Reed Elsevier PLC		118,222		1,267,687
SES SA		44,213		1,359,616
Starz(1)		6,191		114,905
Thomson Reuters Corp.		44,973		1,374,157
Time Warner Cable, Inc.		7,712		666,240
			$	9,134,549
Metals & Mining — 0.4%
Newmont Mining Corp.		13,543	$	545,647
Nucor Corp.		15,912		716,836
			$	1,262,483

8 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Multi-Utilities — 1.6%
Consolidated Edison, Inc.		16,823	$	992,557
Dominion Resources, Inc.		23,776		1,331,456
DTE Energy Co.		23,845		1,592,846
Sempra Energy		12,677		985,764
			$	4,902,623
Multiline Retail — 0.6%
Marks & Spencer Group PLC		149,760	$	840,808
Nordstrom, Inc.		17,742		961,971
			$	1,802,779
Oil, Gas & Consumable Fuels — 2.6%
Anadarko Petroleum Corp.		7,925	$	630,671
ConocoPhillips		35,068		2,032,191
EOG Resources, Inc.		5,526		694,673
Hess Corp.		4,965		330,173
Husky Energy, Inc.		12,977		399,031
Kinder Morgan, Inc.		39,388		1,460,113
Marathon Oil Corp.		18,459		618,377
Noble Energy, Inc.		5,532		613,112
Phillips 66		5,501		346,343
Suncor Energy, Inc.		14,563		441,303
Valero Energy Corp.		13,499		615,419
			$	8,181,406
Paper & Forest Products — 0.2%
International Paper Co.		16,366	$	720,268
			$	720,268
Personal Products — 0.5%
Estee Lauder Cos., Inc. (The), Class A		10,663	$	683,498
Kao Corp.		27,400		876,798
			$	1,560,296
Pharmaceuticals — 3.7%
Actavis, Inc.(1)		12,689	$	1,080,595
Allergan, Inc.		7,400		802,308
Astellas Pharma, Inc.		19,800		1,069,551
Daiichi Sankyo Co., Ltd.		36,200		647,444
Eli Lilly & Co.		23,683		1,294,513
Johnson & Johnson		32,382		2,464,594
Mylan, Inc.(1)		36,788		1,089,293
Novo Nordisk A/S, Class B		5,592		977,672

Security	Shares		Value
Pharmaceuticals (continued)
Roche Holding AG PC		3,199	$	731,957
Sanofi		15,881		1,499,766
			$	11,657,693
Real Estate Investment Trusts (REITs) — 2.0%
American Tower Corp.		7,862	$	610,091
AvalonBay Communities, Inc.		4,515		563,607
Boston Properties, Inc.		5,766		598,972
HCP, Inc.		13,446		657,241
Land Securities Group PLC		45,629		573,072
Public Storage, Inc.		4,287		648,237
Unibail-Rodamco SE		2,561		582,771
Ventas, Inc.		9,415		666,394
Vornado Realty Trust		7,796		625,317
Westfield Group		53,505		611,430
			$	6,137,132
Real Estate Management & Development — 0.2%
Mitsubishi Estate Co., Ltd.		29,000	$	722,946
			$	722,946
Road & Rail — 0.7%
Union Pacific Corp.		15,382	$	2,109,026
			$	2,109,026
Software — 1.5%
Intuit, Inc.		25,267	$	1,629,216
Oracle Corp.		66,765		2,287,369
salesforce.com, inc.(1)		3,590		607,500
			$	4,524,085
Specialty Retail — 0.2%
Industria de Diseno Textil SA		5,459	$	729,783
			$	729,783
Textiles, Apparel & Luxury Goods — 2.0%
Adidas AG		17,355	$	1,577,419
Christian Dior SA		5,526		920,081
Compagnie Financiere Richemont SA, Class A		11,585		929,220
Luxottica Group SpA		16,125		752,222
LVMH Moet Hennessy Louis Vuitton SA		7,885		1,353,081
Swatch Group, Ltd. (The)		7,765		788,214
			$	6,320,237

9 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Security	Shares		Value
Thrifts & Mortgage Finance — 1.4%
Brookline Bancorp, Inc.		125,041	$	1,137,873
Northwest Bancshares, Inc.		101,055		1,262,177
Oritani Financial Corp.		79,236		1,165,561
Provident Financial Services, Inc.		54,843		822,097
			$	4,387,708
Tobacco — 2.2%
Altria Group, Inc.		45,497	$	1,526,424
British American Tobacco PLC		30,461		1,584,684
Imperial Tobacco Group PLC		18,658		675,398
Philip Morris International, Inc.		20,594		1,889,499
Reynolds American, Inc.		29,567		1,291,487
			$	6,967,492
Trading Companies & Distributors — 0.2%
Fastenal Co.		13,918	$	718,586
			$	718,586
Wireless Telecommunication Services — 1.2%
China Mobile, Ltd.		72,000	$	790,623
KDDI Corp.		8,500		638,399
MTN Group, Ltd.		38,900		756,564
Rogers Communications Inc., Class B		16,656		791,090
SoftBank Corp.		16,600		614,841
			$	3,591,517
Total Common Stocks (identified cost $238,782,682)			$	276,331,515
Exchange-Traded Funds — 7.9%
Security	Shares		Value
Equity Funds — 7.9%
Consumer Discretionary Select Sector SPDR Fund (The)		369,124	$	18,707,204
Vanguard Extended Market ETF		95,024		6,189,864
Total Exchange-Traded Funds (identified cost $21,071,327)			$	24,897,068

Short-Term Investments — 3.4%
Description	Interest (000’s omitted)		Value
Eaton Vance Cash Reserves Fund, LLC, 0.10%(2)	$	10,615	$	10,615,145
Total Short-Term Investments (identified cost $10,615,145)			$	10,615,145
Total Investments — 99.5% (identified cost $270,469,154)			$	311,843,728
Other Assets, Less Liabilities — 0.5%			$	1,561,060
Net Assets — 100.0%			$	313,404,788

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

PC	–	Participation Certificate
PFC Shares	–	Preference Shares

⁽¹⁾  Non-income producing security.

⁽²⁾  Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of February 28, 2013.

10 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Portfolio of Investments (Unaudited) — continued

Country Concentration of Portfolio
Country	Percentage of Net Assets			Value
United States		64.7	%	$	202,837,318
United Kingdom		4.8			15,079,327
Japan		3.3			10,408,397
Canada		3.2			10,132,512
Switzerland		2.4			7,527,940
France		2.0			6,121,472
Germany		1.3			4,183,920
Australia		1.3			3,927,257
Ireland		1.0			2,968,257
Singapore		0.6			1,774,148
South Africa		0.5			1,634,760
Sweden		0.5			1,494,339
Spain		0.4			1,385,556
Luxembourg		0.4			1,359,616
Italy		0.4			1,310,903
Netherlands		0.4			1,168,133
Denmark		0.3			977,672
China		0.3			790,623
Bermuda		0.2			634,682
Brazil		0.2			614,683
Common Stocks		88.2	%	$	276,331,515
Exchange-Traded Funds		7.9			24,897,068
Short-Term Investments		3.4			10,615,145
Total Investments		99.5	%	$	311,843,728

11 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Statement of Assets and Liabilities (Unaudited)

Assets	February 28, 2013
Unaffiliated investments, at value (identified cost, $259,854,009)	$	301,228,583
Affiliated investment, at value (identified cost, $10,615,145)		10,615,145
Cash		68,000
Restricted cash*		272,000
Foreign currency, at value (identified cost, $55,459)		55,030
Dividends receivable		566,995
Interest receivable from affiliated investment		832
Receivable for Fund shares sold		1,368,824
Receivable for variation margin on open financial futures contracts		55,250
Tax reclaims receivable		85,264
Total assets	$	314,315,923
Liabilities
Payable for Fund shares redeemed	$	526,296
Payable to affiliates:
Investment adviser and administration fee		215,720
Distribution and service fees		70,803
Accrued expenses		98,316
Total liabilities	$	911,135
Net Assets	$	313,404,788
Sources of Net Assets
Paid-in capital	$	307,834,171
Accumulated net realized loss		(36,848,886	)
Accumulated undistributed net investment income		352,060
Net unrealized appreciation		42,067,443
Total	$	313,404,788
Class A Shares
Net Assets	$	94,008,356
Shares Outstanding		7,989,892
Net Asset Value and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	11.77
Maximum Offering Price Per Share
(100 ÷ 94.25 of net asset value per share)	$	12.49
Class C Shares
Net Assets	$	69,533,396
Shares Outstanding		5,938,841
Net Asset Value and Offering Price Per Share**
(net assets ÷ shares of beneficial interest outstanding)	$	11.71
Class I Shares
Net Assets	$	149,863,036
Shares Outstanding		12,734,701
Net Asset Value, Offering Price and Redemption Price Per Share
(net assets ÷ shares of beneficial interest outstanding)	$	11.77

On sales of $50,000 or more, the offering price of Class A shares is reduced.

* Represents restricted cash on deposit at the broker for open financial futures contracts.

** Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

12 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Statement of Operations (Unaudited)

Investment Income	Six Months Ended February 28, 2013
Dividends (net of foreign taxes, $35,071)	$	3,913,180
Interest allocated from affiliated investment		5,110
Expenses allocated from affiliated investment		(500	)
Total investment income	$	3,917,790
Expenses
Investment adviser and administration fee	$	1,361,890
Distribution and service fees
Class A		116,075
Class C		328,716
Trustees’ fees and expenses		6,040
Custodian fee		78,453
Transfer and dividend disbursing agent fees		116,193
Legal and accounting services		25,573
Printing and postage		17,179
Registration fees		21,162
Miscellaneous		12,533
Total expenses	$	2,083,814
Net investment income	$	1,833,976
Realized and Unrealized Gain (Loss)
Net realized gain (loss) —
Investment transactions	$	13,768,767
Investment transactions allocated from affiliated investment		137
Financial futures contracts		186,651
Foreign currency transactions		(39,543	)
Net realized gain	$	13,916,012
Change in unrealized appreciation (depreciation) —
Investments	$	11,635,941
Financial futures contracts		698,931
Foreign currency		(2,831	)
Net change in unrealized appreciation (depreciation)	$	12,332,041
Net realized and unrealized gain	$	26,248,053
Net increase in net assets from operations	$	28,082,029

13 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Statements of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
From operations —
Net investment income	$	1,833,976		$	3,215,937
Net realized gain (loss) from investment transactions, financial futures contracts and foreign currency transactions		13,916,012			(21,316,840	)
Net change in unrealized appreciation (depreciation) from investments, financial futures contracts and foreign currency		12,332,041			45,232,587
Net increase in net assets from operations	$	28,082,029		$	27,131,684
Distributions to shareholders —
From net investment income
Class A	$	(1,085,943	)	$	(547,555	)
Class C		(219,855	)		—
Class I		(2,008,403	)		(1,417,663	)
Total distributions to shareholders	$	(3,314,201	)	$	(1,965,218	)
Transactions in shares of beneficial interest —
Proceeds from sale of shares
Class A	$	17,483,498		$	24,704,296
Class C		8,286,781			8,867,076
Class I		30,389,673			40,105,056
Net asset value of shares issued to shareholders in payment of distributions declared
Class A		639,041			328,490
Class C		63,243			—
Class I		338,902			122,837
Cost of shares redeemed
Class A		(21,782,189	)		(53,235,164	)
Class C		(10,772,972	)		(30,115,424	)
Class I		(38,220,806	)		(131,653,868	)
Net decrease in net assets from Fund share transactions	$	(13,574,829	)	$	(140,876,701	)
Net increase (decrease) in net assets	$	11,192,999		$	(115,710,235	)
Net Assets
At beginning of period	$	302,211,789		$	417,922,024
At end of period	$	313,404,788		$	302,211,789
Accumulated undistributed net investment income included in net assets
At end of period	$	352,060		$	1,832,285

14 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Financial Highlights

	Class A
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012			Period Ended August 31, 2011(1)
Net asset value — Beginning of period	$	10.850		$	9.970		$	10.000
Income (Loss) From Operations
Net investment income(2)	$	0.070		$	0.102		$	0.047
Net realized and unrealized gain (loss)		0.979			0.836			(0.077	)
Total income (loss) from operations	$	1.049		$	0.938		$	(0.030	)
Less Distributions
From net investment income	$	(0.129	)	$	(0.058	)	$	—
Total distributions	$	(0.129	)	$	(0.058	)	$	—
Net asset value — End of period	$	11.770		$	10.850		$	9.970
Total Return(3)		9.74	%(4)		9.46	%		(0.30	)%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	94,008		$	90,061		$	110,839
Ratios (as a percentage of average daily net assets):
Expenses(5)		1.33	%(6)		1.35	%		1.43	%(6)
Net investment income		1.26	%(6)		1.00	%		0.49	%(6)
Portfolio Turnover		43	%(4)		42	%		109	%(4)

⁽¹⁾  For the period from the start of business, October 12, 2010, to August 31, 2011.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾  Annualized.

15 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Financial Highlights — continued

	Class C
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012			Period Ended August 31, 2011(1)
Net asset value — Beginning of period	$	10.750		$	9.890		$	10.000
Income (Loss) From Operations
Net investment income (loss)(2)	$	0.027		$	0.025		$	(0.026	)
Net realized and unrealized gain (loss)		0.971			0.835			(0.084	)
Total income (loss) from operations	$	0.998		$	0.860		$	(0.110	)
Less Distributions
From net investment income	$	(0.038	)	$	—		$	—
Total distributions	$	(0.038	)	$	—		$	—
Net asset value — End of period	$	11.710		$	10.750		$	9.890
Total Return(3)		9.30	%(4)		8.70	%		(1.10	)%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	69,533		$	66,254		$	81,599
Ratios (as a percentage of average daily net assets):
Expenses(5)		2.08	%(6)		2.10	%		2.18	%(6)
Net investment income (loss)		0.50	%(6)		0.25	%		(0.27	)%(6)
Portfolio Turnover		43	%(4)		42	%		109	%(4)

⁽¹⁾  For the period from the start of business, October 12, 2010, to August 31, 2011.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾  Annualized.

16 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Financial Highlights — continued

	Class I
	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012			Period Ended August 31, 2011(1)
Net asset value — Beginning of period	$	10.860		$	9.990		$	10.000
Income (Loss) From Operations
Net investment income(2)	$	0.084		$	0.126		$	0.067
Net realized and unrealized gain (loss)		0.982			0.828			(0.077	)
Total income (loss) from operations	$	1.066		$	0.954		$	(0.010	)
Less Distributions
From net investment income	$	(0.156	)	$	(0.084	)	$	—
Total distributions	$	(0.156	)	$	(0.084	)	$	—
Net asset value — End of period	$	11.770		$	10.860		$	9.990
Total Return(3)		9.90	%(4)		9.63	%		(0.10	)%(4)
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$	149,863		$	145,897		$	225,484
Ratios (as a percentage of average daily net assets):
Expenses(5)		1.08	%(6)		1.10	%		1.18	%(6)
Net investment income		1.51	%(6)		1.24	%		0.70	%(6)
Portfolio Turnover		43	%(4)		42	%		109	%(4)

⁽¹⁾  For the period from the start of business, October 12, 2010, to August 31, 2011.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Excludes the effect of custody fee credits, if any, of less than 0.005%.

⁽⁶⁾  Annualized.

17 See Notes to Financial Statements.

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited)

1  Significant Accounting Policies

Eaton Vance Richard Bernstein Equity Strategy Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek total return. The Fund offers three classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Financial futures contracts are valued at the closing settlement price established by the board of trade or exchange on which they are traded. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). The value of the Fund’s investment in Cash Reserves Fund reflects the Fund’s proportionate interest in its net assets. Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities based on available market quotations provided by a third party pricing service.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

At August 31, 2012, the Fund, for federal income tax purposes, had deferred capital losses of $50,600,892 which will reduce its 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

18

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The deferred capital losses are treated as arising on the first day of the Fund’s next taxable year.

As of February 28, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

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

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

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

I  Indemnifications — Under the 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 Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

J  Financial Futures Contracts — Upon entering into a financial futures contract, the Fund is required to deposit with the broker, either in cash or securities, an amount equal to a certain percentage of the purchase price (initial margin). Subsequent payments, known as variation margin, are made or received by the Fund each business day, depending on the daily fluctuations in the value of the underlying security or index, and are recorded as unrealized gains or losses by the Fund. Gains (losses) are realized upon the expiration or closing of the financial futures contracts. Should market conditions change unexpectedly, the Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. Futures contracts have minimal counterparty risk as they are exchange traded and the clearinghouse for the exchange is substituted as the counterparty, guaranteeing counterparty performance.

K  Interim Financial Statements — The interim financial statements relating to February 28, 2013 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

19

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

3  Investment Adviser and Administration Fee and Other Transactions with Affiliates

The investment adviser and administration fee is earned by EVM as compensation for investment advisory and administrative services rendered to the Fund. The fee is computed at an annual rate of 0.90% of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the six months ended February 28, 2013, the investment adviser and administration fee amounted to $1,361,890 or 0.90% (annualized) of the Fund’s average daily net assets. Pursuant to a sub-advisory agreement, EVM has delegated the investment management of the Fund to Richard Bernstein Advisors LLC (RBA). EVM pays RBA a portion of its advisory and administration fee for sub-advisory services provided to the Fund.

EVM serves as the sub-transfer agent of the Fund and receives from the transfer agent an aggregate fee based upon the actual expenses incurred by EVM in the performance of these services. For the six months ended February 28, 2013, EVM earned $1,040 in sub-transfer agent fees. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $35,868 as its portion of the sales charge on sales of Class A shares for the six months ended February 28, 2013. EVD also received distribution and services fees from Class A and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser and administration fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended February 28, 2013, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended February 28, 2013 amounted to $116,075 for Class A shares.

The Fund also has in effect a distribution plan for Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund. For the six months ended February 28, 2013, the Fund paid or accrued to EVD $246,537 for Class C shares.

Pursuant to the Class C Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD. Service fees paid or accrued for the six months ended February 28, 2013 amounted to $82,179 for Class C shares.

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. No CDSC is levied on shares which have been sold to EVM or its affiliates or to their respective employees or clients and may be waived under certain other limited conditions. For the six months ended February 28, 2013, the Fund was informed that EVD received approximately $14,000 and less than $100 of CDSCs paid by Class A and Class C shareholders, respectively.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $127,828,222 and $149,679,132, respectively, for the six months ended February 28, 2013.

20

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

Class A	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		1,562,464			2,440,973
Issued to shareholders electing to receive payments of distributions in Fund shares		57,365			33,383
Redemptions		(1,932,416	)		(5,289,365	)
Net decrease		(312,587	)		(2,815,009	)
Class C	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		744,186			873,985
Issued to shareholders electing to receive payments of distributions in Fund shares		5,698			—
Redemptions		(975,957	)		(2,955,850	)
Net decrease		(226,073	)		(2,081,865	)
Class I	Six Months Ended February 28, 2013 (Unaudited)			Year Ended August 31, 2012
Sales		2,681,568			3,950,434
Issued to shareholders electing to receive payments of distributions in Fund shares		30,422			12,484
Redemptions		(3,408,269	)		(13,112,471	)
Net decrease		(696,279	)		(9,149,553	)

8  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at February 28, 2013, as determined on a federal income tax basis, were as follows:

Aggregate cost	$	270,620,484
Gross unrealized appreciation	$	42,986,922
Gross unrealized depreciation		(1,763,678	)
Net unrealized appreciation	$	41,223,244

9  Financial Instruments

The Fund may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include financial futures contracts and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Fund has in particular classes of financial instruments and do 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.

21

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

A summary of obligations under these financial instruments at February 28, 2013 is as follows:

Futures Contracts
Expiration Month/Year	Contracts	Position	Aggregate Cost		Value		Net Unrealized Appreciation
3/13	170 Nikkei 225 Index	Long	$	9,097,319	$	9,796,250	$	698,931

At February 28, 2013, the Fund had sufficient cash and/or securities to cover commitments under these contracts.

The Fund is subject to equity price risk in the normal course of pursuing its investment objective. The Fund enters into equity index futures contracts to enhance return and as a substitution for the purchase of securities.

The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is equity price risk at February 28, 2013 was as follows:

	Fair Value
Derivative	Asset Derivative			Liability Derivative
Futures contracts	$	698,931	(1)	$	—

⁽¹⁾  Amount represents cumulative unrealized appreciation on futures contracts in the Futures Contracts table above. Only the current day’s variation margin on open futures contracts is reported within the Statement of Assets and Liabilities as Receivable or Payable for variation margin, as applicable.

The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is equity price risk for the six months ended February 28, 2013 was as follows:

Derivative	Realized Gain (Loss) on Derivatives Recognized in Income			Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in  Income
Futures contracts	$	186,651	(1)	$	698,931	(2)

⁽¹⁾  Statement of Operations location: Net realized gain (loss) – Financial futures contracts.

⁽²⁾  Statement of Operations location: Change in unrealized appreciation (depreciation) – Financial futures contracts.

The average notional amount of futures contracts outstanding during the six months ended February 28, 2013, which is indicative of the volume of this derivative type, was approximately $3,263,000.

10  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $600 million unsecured line of credit agreement with a group of banks. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.08% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended February 28, 2013.

11  Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Certain foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Fund, political or financial instability or diplomatic and other developments which could affect such investments. Foreign securities

22

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Notes to Financial Statements (Unaudited) — continued

markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker/dealers and issuers than in the United States.

12  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Ÿ Level 1 – quoted prices in active markets for identical investments

Ÿ Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Ÿ Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At February 28, 2013, the hierarchy of inputs used in valuing the Fund’s investments and open derivative instruments, which are carried at value, were as follows:

Asset Description	Level 1		Level 2			Level 3		Total
Common Stocks
Consumer Discretionary	$	8,464,537	$	19,499,081		$	—	$	27,963,618
Consumer Staples		31,249,192		10,258,435			—		41,507,627
Energy		8,665,105		—			—		8,665,105
Financials		61,565,181		18,682,214			—		80,247,395
Health Care		24,351,812		4,926,390			—		29,278,202
Industrials		34,276,151		—			—		34,276,151
Information Technology		26,081,575		—			—		26,081,575
Materials		5,769,037		—			—		5,769,037
Telecommunication Services		6,847,648		2,800,427			—		9,648,075
Utilities		12,894,730		—			—		12,894,730
Total Common Stocks	$	220,164,968	$	56,166,547	*	$	—	$	276,331,515
Exchange-Traded Funds	$	24,897,068	$	—		$	—	$	24,897,068
Short-Term Investments		—		10,615,145			—		10,615,145
Total Investments	$	245,062,036	$	66,781,692		$	—	$	311,843,728
Futures Contracts	$	698,931	$	—		$	—	$	698,931
Total	$	245,760,967	$	66,781,692		$	—	$	312,542,659

* Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Fund held no investments or other financial instruments as of August 31, 2012 whose fair value was determined using Level 3 inputs. At February 28, 2013, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

23

Eaton Vance

Richard Bernstein Equity Strategy Fund

February 28, 2013

Officers and Trustees

Officers of Eaton Vance Richard Bernstein Equity Strategy Fund

Duncan W. Richardson

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

Trustees of Eaton Vance Richard Bernstein Equity Strategy Fund

Ralph F. Verni

Chairman

Scott E. Eston

Benjamin C. Esty

Thomas E. Faust Jr.*

Allen R. Freedman

William H. Park

Ronald A. Pearlman

Helen Frame Peters

Lynn A. Stout

Harriett Tee Taggart

* Interested Trustee

24

Eaton Vance Funds

IMPORTANT NOTICES

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:

Ÿ 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.

Ÿ 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.

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

Ÿ We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy 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, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only 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 advisor/broker-dealer, it is likely that only such advisor’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 (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 advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, 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 advisor. 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 advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of 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 at 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 and by accessing the SEC’s website at www.sec.gov.

25

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Investment Adviser and Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Investment Sub-Adviser

Richard Bernstein Advisors LLC

Tower 45

120 West 45th Street, 19th Floor

New York, NY 10036

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.

4887-4/13 RBMMESRC

Item 2. Code of Ethics

Not required in this filing.

Item 3. Audit Committee Financial Expert

The registrant’s Board has designated William H. Park, an independent trustee, as its audit committee financial expert. Mr. Park is a certified public accountant who is a consultant and private investor. Previously, he served as the Chief Financial Officer of Aveon Group, L.P. (an investment management firm), as the Vice Chairman of Commercial Industrial Finance Corp. (specialty finance company), as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm), as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (an institutional investment management firm) and as a Senior Manager at Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm).

Item 4. Principal Accountant Fees and Services

Not required in this filing.

Item 5. Audit Committee of Listed Registrants

Not required in this filing.

Item 6. Schedule of Investments

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

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

Not required in this filing.

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

Not required in this filing.

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

Not required in this filing.

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 Growth Trust
By:	/s/ Duncan W. Richardson
	Duncan W. Richardson
	President
Date:	April 17, 2013

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/ James F. Kirchner
	James F. Kirchner
	Treasurer
Date:	April 17, 2013
By:	/s/ Duncan W. Richardson
	Duncan W. Richardson
	President
Date:	April 17, 2013

EX-99.CERT

EATON VANCE GROWTH TRUST

FORM N-CSR

Exhibit 12(a)(2)(i)

CERTIFICATION

I, James F. Kirchner, certify that:

1. I have reviewed this report on Form N-CSR of Eaton Vance Growth Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s 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; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 17, 2013

/s/ James F. Kirchner                            

James F. Kirchner

Treasurer

EATON VANCE GROWTH TRUST

FORM N-CSR

Exhibit 12(a)(2)(ii)

CERTIFICATION

I, Duncan W. Richardson, certify that:

1. I have reviewed this report on Form N-CSR of Eaton Vance Growth Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s 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; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 17, 2013

/s/ Duncan W. Richardson                            

Duncan W. Richardson

President

EX-99.906CERT

Form N-CSR Item 12(b) Exhibit

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned hereby certify in their capacity as Treasurer and President, respectively, of Eaton Vance Growth Trust (the “Trust”) that:

(a) the Semi-Annual Report of the Trust on Form N-CSR for the period ended February 28, 2013 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(b) the information contained in the Report fairly presents, in all material respects, the financial condition and the results of operations of the Trust for such period.

A signed original of this written statement required by section 906 has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.

Eaton Vance Growth Trust

Date April 17, 2013

/s/ James F. Kirchner                                              

James F. Kirchner

Treasurer

Date: April 17, 2013

/s/ Duncan W. Richardson                                    

Duncan W. Richardson

President