<DOCUMENT>
<TYPE>EX-99.77C VOTES
<SEQUENCE>3
<FILENAME>c77.txt
<TEXT>
                                  SUB-ITEM 77C

A  special  meeting  of  the  shareholders  of Municipal Auction Rate Cumulative
Preferred Shares ("ARPS") of MFS Investment Grade  Municipal Trust (the "Trust")
was held on August 31, 2012.  Shareholders of ARPS represented  in  person or by
proxy  voted  to  amend  the  Trust's  By-Laws  to replace Standard & Poor's,  a
division of The McGraw-Hill Companies, Inc. with  Fitch, Inc. as a rating agency
for the Trust's ARPS and make other noted changes as follows:


---------------------------------
|       |Shares|% of Outstanding|
|       |Voted |     Shares     |
---------------------------------
|  For  |1,290 |     66.15%     |
---------------------------------
|Against|  99  |     5.08%      |
---------------------------------
|Abstain|  0   |     0.00%      |
---------------------------------
| Total |1,389 |     71.23%     |
---------------------------------




</TEXT>
</DOCUMENT>
