FORM OF AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • January 31st, 2006 • Eaton Vance Mutual Funds Trust • Massachusetts
Contract Type FiledJanuary 31st, 2006 Company JurisdictionTHIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of this day of , 2006, by and between Eaton Vance Mutual Funds Trust, a Massachusetts business trust (“Mutual Funds Trust”), on behalf of its series Eaton Vance Tax-Managed Small-Cap Growth Fund 1.2 (“Small-Cap Growth Fund 1.2”), and Mutual Funds Trust, on behalf of its series Eaton Vance Tax-Managed Small-Cap Growth Fund 1.1 (“Small-Cap Growth Fund 1.1”) .