-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NO+p1bVNLPULhFhc0T5LHf6/zvdz8u2cJ19nObqpfk2WJrBmH/T8rqSkJSJmgDyk nIXq0AHiRo9cLaCBExuEJg== 0000898432-99-000072.txt : 19990128 0000898432-99-000072.hdr.sgml : 19990128 ACCESSION NUMBER: 0000898432-99-000072 CONFORMED SUBMISSION TYPE: POS462B PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990127 EFFECTIVENESS DATE: 19990127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EATON VANCE FLORIDA MUNICIPAL INCOME TRUST CENTRAL INDEX KEY: 0001074684 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: POS462B SEC ACT: SEC FILE NUMBER: 333-68723 FILM NUMBER: 99514241 BUSINESS ADDRESS: STREET 1: C/O EATON VANCE STREET 2: 24 FEDERAL STREET CITY: BOSTON STATE: MA ZIP: 02110 POS462B 1 1933 ACT FILE NO. 333-68723 1940 ACT FILE NO. 811-09143 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /X/ PRE-EFFECTIVE AMENDMENT NO. / / POST-EFFECTIVE AMENDMENT NO. 1 /X/ AND/OR REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /X/ AMENDMENT NO. 2 /X/ (CHECK APPROPRIATE BOX OR BOXES) EATON VANCE FLORIDA MUNICIPAL INCOME TRUST ------------------------------------------ (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) 24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110 ---------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (617) 482-8260 -------------- (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ALAN R. DYNNER 24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110 ---------------------------------------------- (NAME AND ADDRESS OF AGENT FOR SERVICE) ------------- COPY TO: MARK P. GOSHKO, ESQ. THOMAS A. HALE, ESQ. KIRKPATRICK & LOCKHART LLP SKADDEN, ARPS, SLATE, MEAGHER ONE INTERNATIONAL PLACE & FLOM LLP (ILLINOIS) BOSTON, MASSACHUSETTS 02110 333 WACKER DRIVE CHICAGO, ILLINOIS 60606 Approximate Date of Proposed Public Offering: As soon as practicable after the effective date of this Registration Statement. /X/ This form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act and the Securities Act registration statement for the same offering is 333-68723. If any securities being registered on this form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933, other than securities offered in connection with a dividend reinvestment plan, check the following box. / / CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933 - -------------------------------------------------------------------------------- PROPOSED MAXIMUM PROPOSED MAXIMUM AMOUNT OFFERING AGGREGATE AMOUNT OF TITLE OF SECURITIES BEING PRICE OFFERING REGISTRATION BEING REGISTERED REGISTERED(2) PER UNIT(1) PRICE(1)(2) FEE(1)(2) - -------------------------------------------------------------------------------- Common Shares of 4,197,500 $15.00 $62,962,500 $17,504 Beneficial Interest - -------------------------------------------------------------------------------- *$15,846 has been previously paid. (1) Estimated solely for the purpose of calculating the registration fee. (2) Includes 547,500 shares which may be offered by the Underwriters pursuant to an option to cover over-allotments. EATON VANCE FLORIDA MUNICIPAL INCOME TRUST CROSS REFERENCE SHEET ITEMS REQUIRED BY FORM N-2 PART A ITEM NO. ITEM CAPTION PROSPECTUS CAPTION - ------- ------------ ------------------ 1.............. Outside Front Cover Front Cover Page 2.............. Inside Front and Outside Back Cover Page Front and Back Cover Page 3.............. Fee Table and Synopsis Prospectus Summary; Trust Expenses 4.............. Financial Highlights Not Applicable 5.............. Plan of Distribution Front Cover Page; Prospectus Summary; Underwriting; Dividend Reinvestment Plan 6.............. Selling Shareholders Not Applicable 7.............. Use of Proceeds Use of Proceeds; Investment Objective, Policies and Risks 8.............. General Description Management of the Trust; of the Registrant Investment Objective, Policies and Risks; Description of Capital Structure 9.............. Management Management of the Trust; Shareholder Servicing Agent, Custodian and Transfer Agent 10.............. Capital Stock, Long-Term Distributions and Taxes; Dividend Debt, and Other Securities Reinvestment Plan; Description of Capital Structure 11.............. Defaults and Arrears on Not Applicable Senior Securities 12.............. Legal Proceedings Not Applicable 13.............. Table of Contents of the Table of Contents of the Statement of Additional Statement of Additional Information Information PART B STATEMENT OF ITEM NO. ITEM CAPTION ADDITIONAL INFORMATION CAPTION - -------- ------------ ---------------------------------- 14.............. Cover Page Cover Page 15.............. Table of Contents Table of Contents 16.............. General Information Not Applicable and History 17.............. Investment Objective Additional Investment Information and Policies and Restrictions 18.............. Management Trustees and Officers; Investment Advisory and Other Services 19.............. Control Persons and Other Information Principal Holders of Securities 20.............. Investment Advisory and Investment Advisory and Other Other Services Services 21.............. Brokerage Allocation and Portfolio Trading Other Practices 22.............. Tax Status Taxes 23.............. Financial Statements Financial Statements NOTE: This Registration Statement is being filed by the Eaton Vance Florida Municipal Income Trust (the "Registrant") pursuant to Rule 462(b) promulgated under the Securities Act of 1933, as amended. The Registrant hereby incorporates by reference into this Registration Statement the contents of the Registrant's Registration Statement on Form N-2 and all amendments thereto (File No. 333-68723) declared effective on January 26, 1999 by the Securities and Exchange commission (the "Commission") including each of the documents filed by the Registrant with the Commission therein. EATON VANCE FLORIDA MUNICIPAL INCOME TRUST PART C OTHER INFORMATION NOTICE A copy of the Agreement and Declaration of Trust of Eaton Vance Florida Municipal Income Trust is on file with the Secretary of State of the Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and that the obligations of or arising out of this instrument are not binding upon any of the Trustees, officers or shareholders individually, but are binding only upon the assets and property of the Registrant. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston and Commonwealth of Massachusetts, on the 27th day of January, 1999. EATON VANCE FLORIDA MUNICIPAL INCOME TRUST By: THOMAS J. FETTER* --------------------------- Thomas J. Fetter, President Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. SIGNATURE TITLE DATE --------- ----- ---- President (Chief Executive THOMAS J. FETTER* Officer) January 27, 1999 - ---------------- Thomas J. Fetter JAMES L. O'CONNOR* Treasurer (Principal January 27, 1999 - ------------------------ Financial and Accounting James L. O'Connor Officer) JESSICA M. BIBLIOWICZ* Trustee January 27, 1999 - ------------------------ Jessica M. Bibliowicz DONALD R. DWIGHT* Trustee January 27, 1999 - ------------------------ Donald R. Dwight JAMES B. HAWKES* Trustee January 27, 1999 - ------------------------ James B. Hawkes SAMUEL L. HAYES, III* Trustee January 27, 1999 - ------------------------ Samuel L. Hayes, III NORTON H. REAMER* Trustee January 27, 1999 - ------------------------ Norton H. Reamer LYNN A. STOUT* Trustee January 27, 1999 - ------------------------ Lynn A. Stout JACK L. TREYNOR* Trustee January 27, 1999 - ------------------------ Jack L. Treynor *By ALAN S. DYNNER ----------------------------------- Alan R. Dynner (AS ATTORNEY-IN-FACT) 2 EXHIBIT INDEX EXHIBITS DESCRIPTION - -------- ----------- (l) Opinion and consent of Kirkpatrick & Lockhart LLP as to the Registrant's Common Shares filed herewith. 3 EX-99.1 2 KIRKPATRICK & LOCKHART LLP ONE INTERNATIONAL PLACE BOSTON, MASSACHUSETTS 02110 (617) 261-3100 MARK P. GOSHKO (617) 261-3163 GOSHKOMP@KL.COM January 27, 1999 Eaton Vance Florida Municipal Income Trust 24 Federal Street Boston, MA 02110 Dear Sirs: This opinion is furnished in connection with the registration by Eaton Vance Florida Municipal Income Trust, a business trust organized under the laws of the Commonwealth of Massachusetts ("Fund"), of 397,500 shares of beneficial interest, par value $.01 per share ("Shares"), under the Securities Act of 1933, as amended, pursuant to a registration statement on Form N-2 (File No. 333-68723), as amended ("Registration Statement"), in the amounts set forth under "Amount Being Registered" on the facing page of the Registration Statement. As counsel for the Fund, we are familiar with the proceedings taken by it in connection with the authorization, issuance and sale of the Shares. In addition, we have examined and are familiar with the Agreement and Declaration of Trust of the Fund, the By-Laws of the Fund, and such other documents as we have deemed relevant to the matters referred to in this opinion. Based upon the foregoing, we are of the opinion that the Shares, upon issuance and sale in the manner referred to in the Registration Statement, will be legally issued, fully paid and non-assessable (except as described in the Registration Statement) shares of common stock of the Fund. We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the use of our name in the Prospectus constituting a part thereof. Very truly yours, /s/ Kirkpatrick & Lockhart LLP ------------------------------ Kirkpatrick & Lockhart LLP -----END PRIVACY-ENHANCED MESSAGE-----