Exhibit (s)(d)


                                POWER OF ATTORNEY


     We, the undersigned officers of Senior Debt Portfolio, a New York trust, do
hereby  severally  constitute  and appoint Alan R. Dynner,  Thomas E. Faust Jr.,
James B. Hawkes and James L.  O'Connor,  or any of them, to be true,  sufficient
and lawful attorneys, or attorney for each of us, to sign for each of us, in the
name of each of us in the capacities indicated below, the Registration Statement
and  any  and  all  amendments  (including  post-effective  amendments)  to  the
Registration  Statement  on Form N-2 filed by Eaton Vance  Institutional  Senior
Floating-Rate  Fund with the  Securities  and Exchange  Commission in respect of
shares of beneficial interest and other documents and papers relating thereto.

     IN WITNESS WHEREOF we have hereunto set our hands on the dates set opposite
our respective signatures.

       Signature                      Title                          Date
       ---------                      -----                          ----


/s/ Scott H. Page          President, Principal Executive       December 4, 2002
-------------------------  Officer
Scott H. Page


/s/ Barbara E. Campbell    Treasurer and Principal Financial    December 4, 2002
-------------------------  and Accounting Officer
Barbara E. Campbell