0000898432-10-001024 Sample Contracts

EATON VANCE RISK-MANAGED DIVERSIFIED EQUITY INCOME FUND AMENDMENT TO AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • August 2nd, 2010 • Eaton Vance Risk-Managed Diversified Equity Income Fund

AMENDMENT effective August 11, 2008, made to the Agreement and Declaration of Trust dated April 4, 2007, as amended, (hereinafter called the "Declaration") of Eaton Vance Risk-Managed Diversified Equity Income Fund, a Massachusetts business trust (hereinafter called the "Trust"), by at least a majority of the Trustees of the Trust in office on August 11, 2008.

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