THORNBURG LIMITED TERM MUNICIPAL FUND INC
497, 1999-09-27
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September 24, 1999                                            Rule 497(e)
                                                       Reg. No. 002-89526

Supplement to Thornburg Institutional Shares Prospectus, February 1, 1999
and Thornburg Municipal Funds Prospectus, February 1, 1999:

     The Funds described in this prospectus may not be available in all
     states, and this prospectus is not an offering in any state where an
     offering may not be lawfully made.



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