<DOCUMENT>
<TYPE>EX-99.77Q2 ITEM 405
<SEQUENCE>4
<FILENAME>q277.txt
<TEXT>
                                SUB-EXHIBIT 77Q2

James C. Baillie, James R. Bordewick,  Jr., Ellen Moynihan,  Donald M. Mykrantz,
C. James Prieru, Richard L. Schmalensee,  Robin A. Stelmach, William Stinson and
James O. Yost,  of MFS  Intermediate  Income  Trust,  failed to file  reports as
required  under Section 16(a) of the  Securities  Act of 1934 in a timely manner
during the Trust's most recent  fiscal year as described in the Proxy  Statement
dated August 18, 2003, as filed with the Securities and Exchange  Commission via
EDGAR on August 18, 2003,  under Rule 14a under the Securities Act of 1934. Such
description is incorporated herein by reference.



</TEXT>
</DOCUMENT>
