Form N-CSR Item 12(c) Exhibit

Dear Eaton Vance Shareholder:

This notice provides shareholders of the Eaton Vance Tax-Managed Buy-Write Opportunities Fund (NYSE: ETV) with important information concerning the distribution declared in March 2009. You are receiving this notice as a requirement of the Fund’s managed distribution plan (Plan). The Board of Trustees approved the implementation of the Plan to make quarterly cash distributions to common shareholders, stated in terms of a fixed amount per common share. This information is sent to you for informational purposes only and is an estimate of the sources of the March distribution. It is not determinative of the tax character of the Fund’s distributions for the 2009 calendar year.

The amounts and sources of distributions reported in this notice are estimates, are not being provided for tax reporting purposes and the distribution may later be determined to be from other sources including realized short-term gains, long-term gains, to the extent permitted by law, and return of capital. The actual amounts and sources for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

Distribution Period: March 2009
Distribution Amount per Common Share:  $0.475

The following table sets forth an estimate of the sources of the Fund’s March distribution and its cumulative distributions paid this fiscal year to date. Amounts are expressed on a per common share basis and as a percentage of the distribution amount.

Eaton Vance Tax-Managed Buy-Write Opportunities Fund

						Cumulative		% of the Cumulative
	Current		% of Current			Distributions for the		Distributions for the Fiscal
Source	Distribution		Distribution			Fiscal Year-to-Date1		Year to Date1
Net Investment Income	$	0.040		8.5	%	$	0.040		8.5	%
Net Realized Short-Term Capital Gains	$	0.159		33.4	%	$	0.159		33.4	%
Net Realized Long-Term Capital Gains	$	0.176		37.1	%	$	0.176		37.1	%
Return of Capital or Other Capital Source(s)	$	0.100		21.0	%	$	0.100		21.0	%
Total per common share	$	0.475		100.0	%	$	0.475		100.0	%

¹ The Fund’s fiscal year is January 1, 2009 to December 31, 2009

IMPORTANT DISCLOSURE: You should not draw any conclusions about the Fund’s investment performance from the amount of this distribution or from the terms of the Fund’s Plan. The Fund estimates that it has distributed more than its income and net realized capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with ‘yield’ or ‘income.’ The amounts and sources of distributions reported in this Notice are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for accounting and/or tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

Set forth in the table below is information relating to the Fund’s performance based on its net asset value (NAV) for certain periods.

Average annual total return at NAV for the period from inception through February 28, 20091	-2.31	%
Annualized current distribution rate expressed as a percentage of NAV as of February 28, 20092	16.99	%
Cumulative total return at NAV for the fiscal year through February 28, 20093	-7.22	%
Cumulative fiscal year to date distribution rate as a percentage of NAV as of February 28, 20094	0.00	%

1	Average annual total return at NAV represents the simple arithmetic average of the annual NAV total returns of the Fund for the period from inception (6/30/2005) through February 28, 2009.
2	The annualized current distribution rate is the cumulative distribution rate annualized as a percentage of the Fund’s NAV as of February 28, 2009.
3	Cumulative total return at NAV is the percentage change in the Fund’s NAV for the period from the beginning of its year to February 28, 2009 including distributions paid and assuming reinvestment of those distributions.
4	Cumulative fiscal year distribution rate for the period from the beginning of its year to February 28, 2009 measured on the dollar value of distributions in the year-to-date period as a percentage of the Fund’s NAV as of February 28, 2009.

If you have any questions regarding this information, please contact your investment advisor or an Eaton Vance Investor Services associate at 1-800-262-1122. Our associates are available to assist you Monday-Friday 8:00 a.m. to 7:00 p.m., Eastern Time.

NOTE: This correspondence is for informational purposes only and should not be relied upon to project
the tax character of actual Fund distributions for the 2009 calendar year.
NO ACTION IS REQUIRED ON YOUR PART.

Eaton Vance Tax-Managed Buy-Write Opportunities Fund
March 31, 2009

Dear Eaton Vance Shareholder:

This notice provides shareholders of the Eaton Vance Tax-Managed Buy-Write Opportunities Fund (NYSE: ETV) with important information concerning the distribution declared in June 2009. You are receiving this notice as a requirement of the Fund’s managed distribution plan (Plan). The Board of Trustees approved the implementation of the Plan to make quarterly cash distributions to common shareholders, stated in terms of a fixed amount per common share. This information is sent to you for informational purposes only and is an estimate of the sources of the June distribution. It is not determinative of the tax character of the Fund’s distributions for the 2009 calendar year.

The amounts and sources of distributions reported in this notice are estimates, are not being provided for tax reporting purposes and the distribution may later be determined to be from other sources including realized short-term gains, long-term gains, to the extent permitted by law, and return of capital. The actual amounts and sources for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

Distribution Period: June 2009
Distribution Amount per Common Share: $0.475

The following table sets forth an estimate of the sources of the Fund’s June distribution and its cumulative distributions paid this fiscal year to date. Amounts are expressed on a per common share basis and as a percentage of the distribution amount.

Eaton Vance Tax-Managed Buy-Write Opportunities Fund

						Cumulative		% of the Cumulative
	Current		% of Current			Distributions for the		Distributions for the Fiscal
Source	Distribution		Distribution			Fiscal Year-to-Date1		Year to Date1
Net Investment Income	$	0.031		6.5	%	$	0.071		7.5	%
Net Realized Short-Term Capital Gains	$	0.000		0.0	%	$	0.159		16.7	%
Net Realized Long-Term Capital Gains	$	0.000		0.0	%	$	0.176		18.5	%
Return of Capital or Other Capital Source(s)	$	0.444		93.5	%	$	0.544		57.3	%
Total per common share	$	0.475		100.0	%	$	0.950		100.0	%

¹ The Fund’s fiscal year is January 1, 2009 to December 31, 2009

IMPORTANT DISCLOSURE: You should not draw any conclusions about the Fund’s investment performance from the amount of this distribution or from the terms of the Fund’s Plan. The Fund estimates that it has distributed more than its income and net realized capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with ‘yield’ or ‘income.’ The amounts and sources of distributions reported in this Notice are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for accounting and/or tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

Set forth in the table below is information relating to the Fund’s performance based on its net asset value (NAV) for certain periods.

Average annual total return at NAV for the period from inception through May 31, 20091	3.08	%
Annualized current distribution rate expressed as a percentage of NAV as of May 31, 20092	14.51	%
Cumulative total return at NAV for the fiscal year through May 31, 20093	13.33	%
Cumulative fiscal year to date distribution rate as a percentage of NAV as of May 31, 20094	3.63	%

1	Average annual total return at NAV represents the simple arithmetic average of the annual NAV total returns of the Fund for the period from inception (6/30/2005) through May 31, 2009.
2	The annualized current distribution rate is the cumulative distribution rate annualized as a percentage of the Fund’s NAV as of May 31, 2009.
3	Cumulative total return at NAV is the percentage change in the Fund’s NAV for the period from the beginning of its year to May 31, 2009 including distributions paid and assuming reinvestment of those distributions.
4	Cumulative fiscal year distribution rate for the period from the beginning of its year to May 31, 2009 measured on the dollar value of distributions in the year-to-date period as a percentage of the Fund’s NAV as of May 31, 2009.

If you have any questions regarding this information, please contact your investment advisor or an Eaton Vance Investor Services associate at 1-800-262-1122. Our associates are available to assist you Monday-Friday 8:00 a.m. to 6:00 p.m., Eastern Time.

NOTE: This correspondence is for informational purposes only and should not be relied upon to project
the tax character of actual Fund distributions for the 2009 calendar year.
NO ACTION IS REQUIRED ON YOUR PART.

Eaton Vance Tax-Managed Buy-Write Opportunities Fund
June 30, 2009