<DOCUMENT>
<TYPE>EX-99.77D POLICIES
<SEQUENCE>3
<FILENAME>d77.txt
<TEXT>

                                  SUB - ITEM D

The MFS Intermediate  Income Trust (the "Trust") deleted disclosure  identifying
the Trust as non-diversified  in the General  Description of Registrant and Risk
Factors  sections  of  the  prospectus  contained  in the  Trust's  Registration
Statement No. 11 (File No. 811-5400),  as filed with the Securities and Exchange
Commission  via EDGAR on February  28,  2006,  on Form N-2 under the  Investment
Company Act of 1940. Such document is incorporated herein by reference.
</TEXT>
</DOCUMENT>
