<DOCUMENT>
<TYPE>EX-99.77I NEW SECUR
<SEQUENCE>4
<FILENAME>i77.txt
<TEXT>
                                  SUB-ITEM 77I

At  a  special  meeting of the shareholders of Municipal Auction Rate Cumulative
Preferred Shares  ("ARPS") of MFS Investment Grade Municipal Trust (the "Trust")
held on August 31,  2012,  the  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.  A copy of such amended By-
Laws is filed as an exhibit hereto under Sub-Item 77Q1(a).

The Trust issued shares  of  a  new  series  of  preferred shares, Variable Rate
Municipal  Term  Preferred  Shares  ("VMTP"),  as  stated   in   the   Statement
Establishing  and  Fixing  the  Rights  and  Preferences  of VMTP ("Statement of
VMTP").   A copy of such Statement of VMTP is filed as an exhibit  hereto  under
Sub-Item 77Q1(a).



</TEXT>
</DOCUMENT>
