MFS GOVERNMENT MORTGAGE FUND
N-30D, 1995-03-28
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<PAGE>

[LOGO]                                                         Semiannual Report
THE FIRST NAME IN MUTUAL FUNDS                                  January 31, 1995


MFS(R) GOVERNMENT MORTGAGE FUND





<PAGE>

<TABLE>
<S>                                                          <C>
MFS(R)  GOVERNMENT  MORTGAGE  FUND 
TRUSTEES                                                      CUSTODIAN
A. Keith Brodkin<F1> - Chairman and President                 State Street Bank and Trust Company

Richard B. Bailey<F1> - Private Investor;                     INDEPENDENT  AUDITORS
Former Chairman and Director (until 1991),                    Deloitte & Touche LLP
Massachusetts Financial Services Company
                                                              INVESTOR  INFORMATION
Peter G. Harwood - Former Financial Vice                      For MFS stock and bond market outlooks,
President, Treasurer and Director (until 1988),               call toll-free: 1-800-637-4458 anytime from
Loomis, Sayles & Co., Inc.                                    a touch-tone telephone.

J. Atwood Ives - Chairman and Chief Executive                 For information on MFS mutual funds
Officer, Eastern Enterprises                                  call your financial adviser or, for an
                                                              information kit, call toll-free:
Lawrence T. Perera - Partner, Hemenway & Barnes               1-800-637-2929 any business day from
                                                              9 a.m. to 5 p.m. Eastern time (or, leave
William J. Poorvu - Adjunct Professor, Harvard                a message anytime).
University Graduate School of Business
Administration                                                INVESTOR  SERVICE
                                                              MFS Service Center, Inc.
Charles W. Schmidt - Private Investor;                        P.O. Box 2281
Former Senior Vice President and Group Executive              Boston, MA 02107-9906
(until 1990), Raytheon Company
                                                              For current account service, call toll free:
Arnold D. Scott<F1> - Senior Executive Vice President,        1-800-225-2606 any business day from
Massachusetts Financial Services Company                      8 a.m. to 8 p.m. Eastern time.

Jeffrey L. Shames<F1> - President and Chief Equity            For service to speech- or hearing-impaired,
Officer, Massachusetts Financial Services Company             call toll free: 1-800-637-6576 any business
                                                              day from 9 a.m. to 5 p.m. Eastern time.
Elaine R. Smith - Independent Consultant
                                                              For share prices, account balances and
David B. Stone - Chairman, North American                     exchanges, call toll free: 1-800-MFS-TALK
Management Corp. (Investment Advisers)                        (1-800-637-8255) anytime from a touch-tone
                                                              telephone.
INVESTMENT  ADVISER
Massachusetts Financial Services Company
500 Boylston Street                                           TOP-RATED SERVICE
Boston, Massachusetts 02116-3741
                                                              MFS was fated first when securities
PORTFOLIO  MANAGER                                            firms   evaluated  the  quality  of
James J. Calmas<F1>                                           service they receive from 40 mutual
                                                              fund companies.  MFS got high marks
TREASURER                                                     for   answering    calls   quickly,
W. Thomas London<F1>                                          processing  transactions accurately
                                                              and sending statements out on time.
ASSISTANT  TREASURER
James O. Yost<F1>                                                  (Source: 1994 DALBAR survey)

SECRETARY
Stephen E. Cavan<F1>

ASSISTANT  SECRETARY
James R. Bordewick, Jr.<F1>

<FN>
<F1>Affiliated with the Investment Adviser

</TABLE>


<PAGE>

LETTER  TO SHAREHOLDERS

Dear Shareholders:
During the past six months,  Class A shares of the Fund  provided a total return
of  +1.40%,  while  Class B shares had a total  return of +0.88%.  Both of these
returns assume there investment of distributions  but exclude the effects of any
sales charges.  Over the same period,  the Lehman Brothers  Government  National
Mortgage  Association Index (GNMA Index), a nunmanaged index of GNMA issues with
more than $50 million  outstanding,  had a return of +1.61%. A discussion of the
Fund's  performance  during the period from August 1, 1994  through  January 31,
1995,  as well as our  outlook  over  the  months  ahead,  may be  found  in the
Portfolio Performance and Strategy section below.

Economic Outlook
The economic expansion,  entering its fifth year, gained firmer underpinnings in
1994 as employers significantly stepped up hiring  levels.Increased  employment,
stronger capital spending by businesses,  and strengthening  overseas  economies
resulted in 4% real (adjusted for inflation)  gross domestic product growth last
year.  Interest rates rose  substantially  over the past year, which should help
restrain,  but not curtail,  the economic  expansion.Based on improving economic
fundamentals both here and abroad, we expect the business  expansion to continue
well into 1995.

Interest Rates
Despite a  stronger  economy,  inflation  at the  consumer  level  has  remained
relatively  benign at2.7% in 1994, the fourth straight year of 3.0% or less. Due
to a  prolonged  period of  below-trend-line  growth and  continued  pressure on
corporations  to emphasize  effective cost controls,  wage growth and unit labor
costs have remained subdued.  However,  as the economy has exhibited  continuing
strength,  various  industrial  commodity prices have been rising  substantially
faster  than  consumer  prices.  Nevertheless,  businesses  have had  difficulty
passing these price increases on to the consumer. With the economy continuing to
expand, we expect some upward  movementin  inflation from below 3% to the 3 1/2%
range.  The Federal  Reserve Board has shown a willingness  to raise  short-term
rates to slow the economy to dampen inflationary  pressures.  Most recently,  it
raised the federal  funds rate 50 basis points  (0.50%)  after a 75  basis-point
(0.75%) increase in November.  We expect the Federal Reserve to raise short-term
rates again in the coming months if it believes its current  efforts have failed
to dampen  inflationary  expectations.  Although  we  believe  fundamentals  are
favorable for lower  long-term  rates sometime in 1995, this may not occur until
the Federal Reserve feels that its policy toward slowing the economic  expansion
has been successful. Thus, we believe that long- term yields may move moderately
higher in the near term.

Portfolio Performance and Strategy
As mentioned earlier, the Fund modestly underperformed the GNMA Index during the
past six months.  Although the Fund  benefited  from having less  interest  rate
sensitivity than the GNMA Index, it was adversely  affected by its approximately
25% holding of non-mortgage  government securities,  which underperformed GNMAs.
During  the last six  months the GNMA  Index  outperformed  the Lehman  Brothers
Government/Mortgage  Index, an index comprised of Treasuries,  agencies, and all
agency mortgages (FNMA, Freddie Mac and GNMA), by 0.81%. In the months ahead, we
believe GNMAs should continue to outperform  U.S.Treasuries because the yield on
par-priced  GNMAs is  currently  more than 1%  greater  than that of  comparable
Treasuries,  although it is  important  to  remember  that  principal  value and
interest on Treasury securities are guaranteed by the U.S. government if held to
maturity.  In addition,  over 70% of GNMAs  outstanding are trading below par so
that prepayments will have less of a negative effect than they have in the past.

     Even though short-term  interest rates may be poised for further increases,
any move in long-term  rates should be subdued as  inflation  statistics  remain
benign.  In this  environment,  we will continue to maintain the Fund's interest
rate  sensitivity  similar to that of the GNMA  Index,  so that the Fund  should
benefit from lower rates once the Federal Reserve is through with its tightening
of monetary policy.  Currently,  the portfolio has the interest rate sensitivity
of a 6 1/2-year  Treasury.  As the year progresses,  we will increase the Fund's
interest  rate  exposure  if the  economy  starts to slow in  response to higher
short-term rates.

     Although  we have the  ability  to invest in  certain  types of  derivative
securities,  we have used them very sparingly and currently have less than 1% of
the Fund's total net assets  invested in  collateralized  mortgage  obligations.
Under  all  circumstances,  any  securities  purchased  for  the  Fund  will  be
consistent with its investment objectives.

     We  appreciate  your support and welcome any  questions or comments you may
have.

Respectfully,
A 1 1/2" by 1 5/8" photo of A. Keith Brodkin, Chairman and President.
A 1 1/2" by 1 5/8" photo of James J. Calmas, Portfolio Manager.

/s/A. Keith Brodkin                     /s/James J. Calmas
A.  Keith Brodkin                       James J. Calmas
Chairman and President                  Portfolio Manager

February 28,1995

PORTFOLIO  MANAGER PROFILE

James  Calmas has been a member of the MFS  investment  staff for six  years.  A
graduate   of   Dartmouth   College   and  the  Amos  Tuck  School  of  Business
Administration of Dartmouth  College,  he began his career at MFS as a member of
the Fixed Income Department and was named Assistant Vice President - Investments
in 1991.  In 1993,  he was named Vice  President  -  Investments  and  Portfolio
Manager of MFS Government Mortgage Fund.

OBJECTIVE  AND POLICIES

The Fund's  primary  investment  objective is to provide a high level of current
income. The Fund's secondary objective is to protect shareholders'  capital. Any
investment  involves  risk and  there  can be no  assurance  that the Fund  will
achieve its objective.

The Fund seeks to achieve its  investment  objective by investing,  under normal
circumstances,  at least  65% of its  total  assets  in  obligations  issued  or
guaranteed by the Government National Mortgage  Association (GNMA). The Fund may
also invest in other  securities  issued by the U.S.  government,  its agencies,
authorities or instrumentalities.  Depending on market conditions,  the Fund may
invest a  substantial  portion  of its  assets  in cash,  short-term  government
securities and related repurchase agreements.

PERFORMANCE SUMMARY

Because  mutual  funds  like  MFS  Government  Mortgage  Fund are  designed  for
investors with long-term goals, we have provided  cumulative  results as well as
the average annual total returns for Class A shares for the past 6-month, 1- and
5-year  periods  ended January 31, 1995 and for the period from January 9, 1986+
to January 31, 1995.



AVERAGE  ANNUAL AND  CUMULATIVE  TOTAL  RATES  OF  RETURN

Class A Investment Results
(net asset value change including reinvested distributions)

                                                                    1/09/86+ -
                                        6 Months  1 Year  5 Years   1/31/95  -
- ------------------------------------------------------------------------------
Cumulative Total Return*                  +1.40%  -0.98%  +36.35%   +77.92%
- ------------------------------------------------------------------------------
Average Annual Total Return*                --    -0.98%  + 6.40%   + 6.56%
- ------------------------------------------------------------------------------

The Fund's average annual total returns,  calculated for the periods ended as of
the most recent  calendar  quarter as required by the  Securities  and  Exchange
Commission  (the SEC),  with all  distributions  reinvested  and  reflecting the
maximum  sales charge of 4.75% for the 1- and 5-year  periods and for the period
from  January 9, 1986+ to  December  31,  1994 were  -6.80%,  +4.41% and +5.83%,
respectively.

Class B Investment Results

The average  annual  total  returns for the  6-month  and 1-year  periods  ended
January 31, 1995 and for the period from September 7, 1993+ to January 31, 1995,
including  the  reinvested  distributions  but  not  reflecting  any  contingent
deferred sales charge (CDSC), were +0.88%, -1.83% and -0.96%, respectively.

The average  annual total  returns,  calculated  for the periods ended as of the
most recent calendar quarter as required by the SEC, for the 1-year period ended
December  31, 1994 and for the period from  September  7, 1993+ to December  31,
1994,  reflecting  the  current  maximum  CDSC of 4%,  were  -6.42% and  -5.09%,
respectively.

All results  represent past performance and are not necessarily an indication of
future  results.  Investment  return and  principal  value will  fluctuate,  and
shares, when redeemed, may be worth more or less than their original cost.

*These results do not include the sales charge. If the charge had been included,
 the results would have been lower.

+Commencement of offering of this class of shares.

<PAGE>
PORTFOLIO  OF  INVESTMENTS  - January 31, 1995
Bonds - 96.4%
- -----------------------------------------------------------------------------
                                             Principal Amount
Issuer                                          (000 Omitted)           Value
- -----------------------------------------------------------------------------
Federal Home Loan Mortgage Corporation - 2.0%
  FHLMC, 8.5s, 2007 - 2016                          $     71   $       69,860
  FHLMC, 9s, 1999 - 2021                              27,730       28,409,472
  FHLMC, 9.5s, 2009 - 2020                               458          471,786
                                                               --------------
                                                               $   28,951,118
- -----------------------------------------------------------------------------
Federal Housing Authority - 1.6%
  FHA, Centennial, "A", 8.25s, 2028+                $ 23,961   $   22,952,953
- -----------------------------------------------------------------------------
Federal National Mortgage Association - 3.5%
  FNMA, 6.5s, 2024                                  $  9,293   $    7,318,619
  FNMA, Interest-Only Strip, 7s, 2023                 18,550        6,811,200
  FNMA, 7.5s, 2022                                        50           47,340
  FNMA, 8s, 2015 - 2023                                1,659        1,614,965
  FNMA, 8.5s, 2004 - 2022                              2,955        2,949,793
  FNMA, 9s, 2002 - 2016                               29,638       30,369,084
                                                               --------------
                                                               $   49,111,001
- -----------------------------------------------------------------------------
Financing Corporation - 4.3%
  FICO, 10.7s, 2017                                 $ 11,305   $   14,201,906
  FICO, 9.8s, 2018                                     5,285        6,161,993
  FICO, 10.35s, 2018                                  33,965       41,522,213
                                                               --------------
                                                               $   61,886,112
- -----------------------------------------------------------------------------
Government National Mortgage Association - 69.2%
  GNMA, 7s, 2022 - 2024                             $194,300   $  177,479,050
  GNMA, 7.5s, 2008 - 2023                            216,028      204,371,934
  GNMA, 8s, 2002 - 2024                               86,033       83,929,474
  GNMA, 8.5s, 2022 - 2024                             29,182       29,108,583
  GNMA, 9s, 2008 - 2024                              170,897      174,959,469
  GNMA, 9.5s, 2009 - 2024                            158,808      165,656,143
  GNMA, 10s, 2009 - 2024                              98,978      105,101,836
  GNMA, 10.5s, 2013 - 2020                            10,890       11,733,597
  GNMA, 11s, 2025                                     30,000       32,700,000
  GNMA, 12.5s, 2011                                      689          771,174
                                                               --------------
                                                               $  985,811,260
- -----------------------------------------------------------------------------
Small Business Administration - 4.4%
  SBA, 8.75s, 2006                                  $    184   $      187,266
  SBA, 10s, 2009                                       4,233        4,542,609
  SBA, 10.1s, 2009                                     8,269        8,889,311
  SBA, 9.3s, 2010                                      4,068        4,239,287
  SBA, 9.45s, 2010                                     9,703       10,203,876
  SBA, 9.55s, 2010                                    10,686       11,221,561
  SBA, 9.7s, 2010                                      3,431        3,634,282
  SBA, 8.8s, 2011                                      3,442        3,521,691
  SBA, 8.85s, 2011                                    13,354       13,702,192
  SBA, 8.05s, 2012                                     2,710        2,645,294
                                                               --------------
                                                               $   62,787,369
- -----------------------------------------------------------------------------
U.S. Federal Agencies - 0.2%
  Federal Agricultural Mortgage Corp., 8s, 2006     $  3,000   $    2,920,320
- -----------------------------------------------------------------------------

<PAGE>

PORTFOLIO  OF  INVESTMENTS - continued
Bonds - continued
- -----------------------------------------------------------------------------
                                             Principal Amount
Issuer                                          (000 Omitted)           Value
- -----------------------------------------------------------------------------
U.S. Treasury Obligations - 11.2%
  Principal Stripped Interest Payments, 0s,
    2017 - 2021                                     $236,535   $   36,413,507
  U.S. Treasury Notes, 9.375s, 1996*                  40,000       41,074,800
  U.S. Treasury Bonds, 13.125s, 2001                  25,000       31,871,000
  U.S. Treasury Bonds, 10.75s, 2003*                   4,085        4,854,777
  U.S. Treasury Bonds, 10.75s, 2005                   20,800       25,362,896
  U.S. Treasury Bonds, 8.75s, 2020                    17,900       19,751,576
                                                               --------------
                                                               $  159,328,556
- -----------------------------------------------------------------------------
Total Bonds (Identified Cost,
$1,443,321,467)                                                $1,373,748,689
- -----------------------------------------------------------------------------
Repurchase  Agreement - 2.5%
- -----------------------------------------------------------------------------
  Lehman Brothers, dated 1/31/95, due 2/01/95,
    total to be received $35,180,667 
    (secured by U.S. Treasury Notes, 6.25s, 
    due 8/31/96,market value $35,880,157), 
    at Cost                                         $ 35,175   $   35,175,000
- -----------------------------------------------------------------------------
Total Investments (Identified Cost, $1,478,496,467)            $1,408,923,689
Other  Assets,  Less  Liabilities - 1.1%                           16,143,201
- -----------------------------------------------------------------------------
Net Assets - 100.0%                                            $1,425,066,890
- -----------------------------------------------------------------------------
+Restricted security.
*Denotes all or a portion of a security segregated as collateral for open
 futures contracts.

See notes to financial statements

<PAGE>


FINANCIAL  STATEMENTS
Statement  of  Assets  and  Liabilities
- ------------------------------------------------------------------------------
January 31, 1995
- ------------------------------------------------------------------------------
Assets:
  Investments, at value (identified cost, $1,478,496,467)      $1,408,923,689
  Cash                                                              1,876,807
  Receivable for investments sold                                 169,555,031
  Receivable for Fund shares sold                                     185,908
  Interest receivable                                              15,562,700
  Other assets                                                         27,852
                                                               --------------
      Total assets                                             $1,596,131,987
                                                               --------------
Liabilities:
  Payable for investments purchased                            $  164,917,580
  Payable for Fund shares reacquired                                4,890,724
  Payable for daily variation margin on open futures
    contracts                                                         304,500
  Payable to affiliates -
    Management fee                                                     76,242
    Shareholder servicing agent fee                                    21,617
    Distribution and service fee                                      391,441
  Accrued expenses and other liabilities                              462,993
                                                               --------------
      Total liabilities                                        $  171,065,097
                                                               --------------
Net assets                                                     $1,425,066,890
                                                               --------------
Net assets consist of:
  Paid-in capital                                              $1,616,699,182
  Unrealized depreciation on investments                          (72,018,007)
  Accumulated net realized loss on investments                   (121,380,998)
  Accumulated undistributed net investment income                   1,766,713
                                                               --------------
      Total                                                    $1,425,066,890
                                                               --------------
Shares of beneficial interest outstanding                       224,350,804
                                                               --------------
Class A shares:
  Net asset value and redemption price per share
    (net assets of $374,432,906 / 58,915,901 shares of
       beneficial interest outstanding)                            $ 6.36
                                                                    -----
  Offering price per share (100/95.25)                             $ 6.68
                                                                    -----
Class B shares:
  Net asset value, redemption price, and offering price
    per share
    (net assets of $1,050,633,984 / 165,434,903 shares of
       beneficial interest outstanding)                            $ 6.35
                                                                    -----

On sales of $100,000 or more, the offering price of Class A shares is reduced.
A contingent deferred sales charge may be imposed on redemptions of Class A
and Class B shares.

See notes to financial statements


<PAGE>

FINANCIAL  STATEMENTS - continued
Statement  of  Operations
- ------------------------------------------------------------------------------
                                                             Six Months Ended
                                                             January 31, 1995
- ------------------------------------------------------------------------------
Net investment income:
  Interest income                                               $  63,722,086
                                                                  -----------
  Expenses -
    Management fee                                              $   4,964,809
    Trustees' compensation                                             39,424
    Shareholder servicing agent fee (Class A)                         296,905
    Shareholder servicing agent fee (Class B)                       1,088,521
    Distribution and service fee (Class A)                            692,767
    Distribution and service fee (Class B)                          5,658,802
    Postage                                                           157,516
    Printing                                                           53,095
    Auditing fees                                                      40,418
    Custodian fee                                                      32,952
    Miscellaneous                                                     641,143
                                                                  -----------
      Total expenses                                            $  13,666,352
                                                                  -----------
        Net investment income                                   $  50,055,734
                                                                  -----------
Realized and unrealized gain (loss) on investments:
  Realized gain (loss) (identified cost basis) -
    Investment transactions                                     $ (35,042,559)
    Futures contracts                                               2,651,396
                                                                  -----------
      Net realized loss on investments                          $ (32,391,163)
                                                                  -----------
  Change in unrealized depreciation -
    Investments                                                 $  (5,084,987)
    Futures contracts                                                (339,312)
                                                                  -----------
      Net unrealized loss on investments                        $  (5,424,299)
                                                                  -----------
        Net realized and unrealized loss on investments         $ (37,815,462)
                                                                  -----------
          Increase (decrease) in net assets from operations     $  12,240,272
                                                                  -----------
See notes to financial statements

<PAGE>

<TABLE>
<CAPTION>
FINANCIAL  STATEMENTS - continued
Statement  of  Changes  in  Net  Assets
- ---------------------------------------------------------------------------------------------------
                                  Six Months Ended       Eight Months Ended             Year Ended
                                  January 31, 1995            July 31, 1994      November 30, 1993
- ---------------------------------------------------------------------------------------------------
<S>                                <C>                      <C>                     <C>           
Increase (decrease) in net assets:
From operations -
  Net investment income            $   50,055,734           $   74,548,971          $   61,921,749
  Net realized gain (loss) on
    investments                       (32,391,163)             (25,065,163)              3,896,696
  Net unrealized loss on
    investments                        (5,424,299)             (75,294,158)            (29,750,350)
                                     ------------             ------------            ------------
    Increase (decrease)
    in net assets from                                      $
      operations                   $   12,240,272              (25,810,350)         $   36,068,095
                                     ------------             ------------            ------------
Distributions declared
    to shareholders -
  From net investment              $                        $                       $
    income (Class A)                  (13,514,651)             (14,372,080)            (41,366,228)
  From net investment
    income (Class B)                  (34,723,746)             (38,804,832)            (16,456,135)
  In excess of net
    realized gain on
    investments (Class A)                 --                       --                   (4,790,820)
  From paid-in capital
    (Class A)                             --                    (6,354,345)                --
  From paid-in capital
    (Class B)                             --                   (17,156,825)                --
                                     ------------             ------------            ------------
    Total distributions
    declared to shareholders       $  (48,238,397)          $  (76,688,082)         $  (62,613,183)
                                     ------------             ------------            ------------
Fund share (principal) transactions -
  Net proceeds from sale 
    of shares                      $   21,025,820           $   55,960,166          $   29,918,411
  Net asset value of shares
    issued to shareholders
    in reinvestment of
    distributions                      21,014,080               31,831,973              24,936,586
  Cost of shares reacquired          (233,958,241)            (482,278,453)           (367,519,075)
  Net asset value of shares 
    issued to shareholders
    in connection with merger
    of MFS Lifetime Government
    Mortgage Fund                         --                       --                1,774,003,938
                                     ------------             ------------            ------------
    Increase (decrease)
      in net assets from
      Fund share transactions      $ (191,918,341)          $ (394,486,314)         $1,461,339,860
                                     ------------             ------------            ------------
      Total increase
        (decrease) in net assets   $ (227,916,466)          $ (496,984,746)         $1,434,794,772
Net assets:
  At beginning of period            1,652,983,356            2,149,968,102             715,173,330
                                     ------------             ------------            ------------
  At end of period (including 
    undistributed (distributions in
    excess of) net investment
    income of $1,766,713, 
    $(50,624) and $(11,856,473),
    respectively)                  $1,425,066,890           $1,652,983,356          $2,149,968,102
                                     ------------             ------------            ------------
See notes to financial statements
</TABLE>
<PAGE>
FINANCIAL  STATEMENTS - continued

<TABLE>
<CAPTION>
Financial  Highlights
- ------------------------------------------------------------------------------------------------------------------------------
                                                  Eight
                               Six Months        Months
                                    Ended         Ended    Year Ended November 30,
                              January 31,      July 31,    -------------------------------------------------------------------
                                     1995          1994          1993          1992          1991          1990          1989
- ------------------------------------------------------------------------------------------------------------------------------
                               Class A
- ------------------------------------------------------------------------------------------------------------------------------
Per share data (for a share outstanding throughout each  period)<F2>:
<S>                                <C>           <C>           <C>           <C>           <C>           <C>           <C>   
Net asset value - beginning
    of period                      $ 6.49        $ 6.85        $ 6.82        $ 6.95        $ 7.01        $ 7.86        $ 7.82
                                    -----         -----         -----         -----         -----         -----         -----
Income from investment operations -
  Net investment income(S)         $ 0.23        $ 0.29        $ 0.34        $ 0.46        $ 0.48        $ 0.53        $ 0.59
  Net realized and
   unrealized gain (loss)
   on investments                   (0.14)        (0.36)         0.20          0.09          0.25         (0.40)         0.48
                                    -----         -----         -----         -----         -----         -----         -----
    Total from investment
     operations                    $ 0.09        $(0.07)       $ 0.54        $ 0.55        $ 0.73        $ 0.13        $ 1.07
                                    -----         -----         -----         -----         -----         -----         -----
Less distributions declared
 to shareholders -
  From net investment income       $(0.22)       $(0.20)       $(0.47)       $(0.42)       $(0.44)       $(0.49)       $(0.58)
  In excess of net realized
   gain on investments                --            --          (0.04)          --            --            --            --
  From paid-in capital                --          (0.09)          --          (0.26)        (0.35)        (0.49)        (0.45)
                                    -----         -----         -----         -----         -----         -----         -----
    Total distributions
     declared to
     shareholders                  $(0.22)       $(0.29)       $(0.51)       $(0.68)       $(0.79)       $(0.98)       $(1.03)
                                     -----         -----         -----         -----         -----         -----         -----
Net asset value - end of
  period                           $ 6.36        $ 6.49        $ 6.85        $ 6.82        $ 6.95        $ 7.01        $ 7.86
                                    -----         -----         -----         -----         -----         -----         -----
Total return<F3>                     1.40%        (1.51)%<F1>   8.11%          8.25%        11.00%         2.05%        14.72%
Ratios (to average net assets)/Supplemental data<F4>:
  Expenses                          1.27%<F1>      1.27%<F1>    1.38%          1.42%         1.44%         1.40%         1.37%
  Net investment income             7.06%<F1>      6.46%<F1>    6.30%          6.57%         6.91%         7.29%         7.57%
Portfolio turnover                    64%            37%         167%           484%          731%          507%          489%
Net assets at end of period
(000,000 omitted)                  $  374        $  424        $  522        $  715        $  886        $1,068        $1,380

<FN>
<F1> Annualized.
<F2> Per share data for the periods  subsequent to November 30, 1993 is based on
     average shares outstanding.
<F3> Total  returns for Class A shares do not include the sales  charge  (except
     for  reinvestment  dividends  prior to October 1, 1989).  If the charge had
     been included, the results would have been lower.
<F4> The  investment  adviser did not impose a portion of its management fee for
     the periods  indicated.  If this fee had been incurred by the Fund, the net
     investment income per share and ratios would have been:

    Net investment income          --            $ 0.29        $ 0.34        --            --            --            --
    Ratios (to average net assets):
      Expenses                     --             1.28%<F1>     1.46%        --            --            --            --
      Net investment income        --             6.45%<F1>     6.22%        --            --            --            --


See notes to financial statements
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
FINANCIAL  STATEMENTS -continued
Financial  Highlights
- -------------------------------------------------------------------------------------------------------------------------------
                                                                                                      Eight
                                                                              Six Months             Months
                                Year Ended                                         Ended              Ended         Year Ended
                                November 30,                                 January 31,           July 31,       November 30,
- ---------------------------------------------------------------------------------------------------------------------------------
                                     1988          1987          1986<F1>           1995               1994              1993<F2>
- -------------------------------------------------------------------------------------------------------------------------------
                                   Class A                                       Class B
- -------------------------------------------------------------------------------------------------------------------------------
Per share data (for a share outstanding throughout each period)<F4>:
<S>                                <C>           <C>           <C>                <C>                <C>                <C>   
Net asset value - beginning
  of period                        $ 8.34        $ 9.82        $ 9.53             $ 6.49             $ 6.84            $ 6.97
                                    -----         -----         -----              -----              -----             -----
Income from investment operations -
  Net investment income(S)         $ 0.64        $ 0.75        $ 0.72             $ 0.20             $ 0.26            $ 0.38
  Net realized and unrealized
     gain (loss) on investments     (0.06)        (1.08)         0.43              (0.15)             (0.35)            (0.44)
                                    -----         -----         -----              -----              -----             -----
    Total from investment
     operations                    $ 0.58        $(0.33)       $ 1.15             $ 0.05             $(0.09)           $(0.06)
                                    -----         -----         -----              -----              -----             -----
Less distributions declared to
 shareholders -
  From net investment income       $(0.64)       $(0.82)       $(0.65)            $(0.19)            $(0.18)           $(0.07)
  From net realized gain on
   investments                        --          (0.01)        (0.21)               --                 --                 --
  From paid-in capital              (0.46)        (0.32)         --                  --               (0.08)               --
                                    -----         -----         -----              -----              -----             -----
    Total distributions
     declared to
     shareholders                  $(1.10)       $(1.15)       $(0.86)            $(0.19)            $(0.26)           $ 0.07)
                                    -----         -----         -----              -----              -----              -----
Net asset value - end of
  period                           $ 7.82        $ 8.34        $ 9.82             $ 6.35             $ 6.49            $ 6.84
                                    -----         -----         -----              -----              -----             -----
Total return<F5>                    7.39%         (3.37)%       13.75%              0.88%             (1.97)%           (3.91)%

Ratios (to average net assets)/Supplemental data<F6>:
  Expenses                          1.38%          1.34%        1.00%<F3>           1.97%<F3>          1.94%<F3>         1.87%<F3>
  Net investment income             7.88%          8.34%        9.54%<F3>           6.36%              5.80%<F3>         5.92%<F3>
Portfolio turnover                   285%           212%         169%                 64%                37%              167%
Net assets at end of period
  (000,000 omitted)                $1,295        $1,129       $  593              $1,051             $1,229            $1,628
 
<FN>
<F1> For the period from January 9, 1986 (commencement of investment operations) to November 30, 1986.
<F2> For the period from the commencement of offering of Class B shares, September 7, 1993 to November 30, 1993.
<F3> Annualized.
<F4> Per share data for the periods subsequent to November 30, 1993 is based on average shares outstanding.
<F5> Total returns for Class A shares do not include the sales charge (except for  reinvestment  dividends  prior to October 1,
     1989). If the charge had been included, the results would have been lower.
<F6> The  investment  adviser did not impose a portion of its management  fee for the periods  indicated.  If this fee had been
     incurred by the Fund, the net investment income per share and ratios would have been:

    Net investment income           --            --              --                 --              $ 0.26            $ 0.38
    Ratios (to average net assets):
      Expenses                      --            --              --                 --                1.94%<F3>         1.94%<F3>
      Net investment income         --            --              --                 --                5.80%<F3>         5.85%<F3>

See notes to financial statements
</TABLE>
<PAGE>

NOTES  TO  FINANCIAL  STATEMENTS

(1) Business  and  Organization
MFS Government Mortgage Fund (the Fund) is organized as a Massachusetts business
trust and is registered under the Investment Company Act of 1940, as amended, as
an open-end management investment company.

(2) Significant  Accounting  Policies
Investment Valuations - Debt securities (other than short-term obligations which
mature in 60 days or less),  including listed issues, are valued on the basis of
valuations  furnished by dealers or by a pricing service with  consideration  to
factors  such as  institutional-size  trading in similar  groups of  securities,
yield, quality,  coupon rate, maturity,  type of issue, trading  characteristics
and  other  market  data,   without   exclusive   reliance   upon   exchange  or
over-the-counter  prices.  Short-term  obligations,  which  mature in 60 days or
less, are valued at amortized cost, which approximates value.  Futures contracts
listed on  commodities  exchanges  are  valued  at  closing  settlement  prices.
Securities  for which there are no such  quotations or valuations  are valued at
fair value as determined in good faith by or at the direction of the Trustees.

Repurchase  Agreements  - The Fund may enter  into  repurchase  agreements  with
institutions that the Fund's investment adviser has determined are creditworthy.
Each  repurchase  agreement  is recorded  at cost.  The Fund  requires  that the
securities purchased in a repurchase transaction be transferred to the custodian
in a manner  sufficient  to enable the Fund to obtain  those  securities  in the
event of a default under the repurchase agreement. The Fund monitors, on a daily
basis,  the  value of the  securities  transferred  to  ensure  that the  value,
including accrued interest, of the securities under each repurchase agreement is
greater than amounts owed to the Fund under each such repurchase agreement.

Futures  Contracts - The Fund may enter into financial futures contracts for the
delayed  delivery of  securities  at a fixed price on a future date. In entering
such contracts,  the Fund is required to deposit either in cash or securities an
amount equal to a certain percentage of the contract amount. Subsequent payments
are made or received by the Fund each day,  depending on the daily  fluctuations
in the  value  of the  underlying  security,  and  are  recorded  for  financial
statement  purposes  as  unrealized  gains or  losses by the  Fund.  The  Fund's
investment  in  financial   futures  contracts  is  designed  to  hedge  against
anticipated  future changes in interest rates or securities prices. The Fund may
also invest in futures contracts for non-hedging purposes. For example, interest
rate futures may be used in  modifying  the  duration of the  portfolio  without
incurring the  additional  transaction  costs involved in buying and selling the
underlying   securities.   Should  interest  rates  or  securities  prices  move
unexpectedly, the Fund may not achieve the anticipated benefits of the financial
futures contracts and may realize a loss.

Security Loans - The Fund may lend its securities to member banks of the Federal
Reserve  System  and  to  member  firms  of  the  New  York  Stock  Exchange  or
subsidiaries  thereof.  The  loans  are  collateralized  at all times by cash or
securities  with a market value at least equal to the market value of securities
loaned. As with other extensions of credit,  the Fund may bear the risk of delay
in recovery or even loss of rights in the collateral  should the borrower of the
securities  fail  financially.  The Fund receives  compensation  for lending its
securities  in the  form of fees or from all or a  portion  of the  income  from
investment of the collateral. The Fund would also continue to earn income on the
securities loaned. At January 31, 1995, the Fund had no securities on loan.

Investment Transactions and Income - Investment transactions are recorded on the
trade date.  Interest  income is recorded on the accrual basis.  All premium and
original issue  discount are amortized or accreted for both financial  statement
and tax reporting purposes as required by federal income tax regulations.

Tax  Matters  and  Distributions  - The  Fund's  policy  is to  comply  with the
provisions  of the  Internal  Revenue  Code (the Code)  applicable  to regulated
investment  companies and to distribute to  shareholders  all of its net taxable
income,  including  any  net  realized  gain  on  investments.  Accordingly,  no
provision  for federal  income or excise tax is  provided.  The Fund files a tax
return annually using tax accounting  methods  required under  provisions of the
Code which may differ from generally accepted accounting  principles,  the basis
on which these financial statements are prepared. Accordingly, the amount of net
investment  income and net realized gain reported on these financial  statements
may differ from that  reported on the Fund's tax return and,  consequently,  the
character of distributions to shareholders  reported in the financial highlights
may differ from that reported to shareholders on Form 1099-DIV. Distributions to
shareholders are recorded on the ex-dividend date.

The Fund  distinguishes  between  distributions  on a tax basis and a  financial
reporting  basis and  requires  that only  distributions  in excess of tax basis
earnings and profits are  reported in the  financial  statements  as a return of
capital.  Differences in the recognition or classification of income between the
financial  statements  and tax  earnings  and profits  which result in temporary
over-distributions   for  financial  statement   purposes,   are  classified  as
distributions  in excess of net investment  income or  accumulated  net realized
gains.  During the  eight-month  period  ended July 31, 1994,  ($9,566,210)  and
$21,386,256 was reclassified  from paid-in capital to accumulated  distributions
in  excess  of net  investment  income  and  accumulated  net  realized  loss on
investments,  respectively,  due to differences  between book and tax accounting
for mortgage-backed  securities and tax-basis return of capital. This change had
no effect on the net assets or net asset value per share.


Multiple Classes of Shares of Beneficial Interest - The Fund offers both Class A
and Class B shares. Class B shares were first offered to the public on September
7, 1993. The two classes of shares differ in their shareholder  servicing agent,
distribution  and service  fees.  Shareholders  of each class also bear  certain
expenses that pertain only to that particular  class. All shareholders  bear the
common  expenses of the Fund pro rata based on the  average  daily net assets of
each class,  without distinction  between share classes.  Dividends are declared
separately  for  each  class.  No  class  has   preferential   dividend  rights;
differences  in per share  dividend  rates are generally due to  differences  in
separate class expenses,  including distribution and shareholder servicing fees.


(3) Transactions with Affiliates
Investment  Adviser  - The  Fund  has  an  investment  advisory  agreement  with
Massachusetts  Financial  Services  Company (MFS) to provide overall  investment
advisory  and  administrative  services,  and  general  office  facilities.  The
management  fee,  computed daily and paid monthly at an annual rate equal to the
lesser of (i) 0.65% of the Fund's  average daily net assets or (ii) 0.30% of the
Fund's average daily net assets and 6.1% of the Fund's gross income, amounted to
$4,964,809 and  $8,248,819  for the six-month  period ended January 31, 1995 and
the eight-month period ended July 31, 1994, respectively. The investment adviser
did not impose a portion of its fee ($93,468), which is reflected as a reduction
of expenses in the Statement of  Operations,  for the  eight-month  period ended
July 31, 1994.  The Fund pays no  compensation  directly to its Trustees who are
officers of the  investment  adviser,  or to  officers of the Fund,  all of whom
receive  remuneration  for their  services to the Fund from MFS.  Certain of the
officers  and  Trustees of the Fund are  officers or  directors of MFS, MFS Fund
Distributors,  Inc. (MFD) and MFS Service Center,  Inc. (MFSC).  The Fund has an
unfunded defined benefit plan for all of its independent  Trustees.  Included in
Trustees'  compensation is a net periodic pension expense of $14,724 and $20,106
for the six months  ended  January 31, 1995 and the eight  months ended July 31,
1994, respectively.

Distributor - MFD, a wholly owned  subsidiary of MFS, as  distributor,  received
$10,722 and  $23,519 for the  six-month  period  ended  January 31, 1995 and the
eight  months  ended July 31,  1994,  respectively,  as its portion of the sales
charge  on sales of  Class A shares  of the  Fund.  The  Trustees  have  adopted
separate  distribution  plans for Class A and Class B shares,  pursuant  to Rule
12b-1 of the Investment Company Act of 1940, as follows:

The Class A Distribution Plan provides that the Fund will pay MFD up to 0.35% of
its average daily net assets  attributable  to Class A shares  annually in order
that MFD may pay expenses on behalf of the Fund related to the  distribution and
servicing of its shares. These expenses include a service fee to each securities
dealer that enters into a sales  agreement  with MFD of up to 0.25% per annum of
the Fund's  average  daily net assets  attributable  to Class A shares which are
attributable to that securities dealer, a distribution fee to MFD of up to 0.10%
per annum of the Fund's average daily net assets attributable to Class A shares,
commissions to dealers and payments to MFD  wholesalers  for sales at or above a
certain  dollar  level,  and other such  distribution-related  expenses that are
approved  by the Fund.  Fees  incurred  under the  distribution  plan during the
six-month  period  ended  January 31, 1995 and the eight  months  ended July 31,
1994,  were 0.35% of average daily net assets  attributable to Class A shares on
an  annualized  basis and  amounted to  $692,767  and  $1,103,659  (of which MFD
retained $53,884 and $97,724, respectively).

The  Class B  Distribution  Plan  provides  that the Fund will pay MFD a monthly
distribution fee, equal to 0.75% per annum, and a quarterly service fee of up to
0.25% per annum, of the Fund's average daily net assets  attributable to Class B
shares.  MFD will pay to  securities  dealers that enter into a sales  agreement
with MFD,  all or a portion of the service fee  attributable  to Class B shares.
The service fee is intended to be additional consideration for services rendered
by the  dealer  with  respect  to  Class  B  shares.  Fees  incurred  under  the
distribution  plan during the  six-month  period ended  January 31, 1995 and the
eight  months  ended  July 31,  1994 were  1.00% of  average  daily  net  assets
attributable to Class B shares on an annualized basis and amounted to $5,658,802
and $9,291,485 (of which MFD retained $91,087 and $162,592, respectively).

A contingent  deferred  sales charge is imposed on  shareholder  redemptions  of
Class A shares,  on  purchases  of $1 million  or more,  in the event of a share
redemption  within twelve  months  following  the share  purchase.  A contingent
deferred sales charge is imposed on shareholder redemptions of Class B shares in
the event of a share redemption  within six years of purchase.  MFD receives all
contingent  deferred sales charges.  Contingent  deferred sales charges  imposed
during the six-month  period ended January 31, 1995 and the  eight-month  period
ended July 31, 1994 were $0 and $1,933,  respectively,  for Class A shares,  and
$954,982 and $1,865,409, respectively, for Class B shares.

Shareholder  Servicing  Agent - MFSC, a wholly owned  subsidiary of MFS, for the
six-month period ended January 31, 1995 and the eight months ended July 31, 1994
earned  $296,905 and $472,997 for Class A shares and  $1,088,521  and $1,670,746
for Class B shares,  respectively,  for its  services as  shareholder  servicing
agent.  The fee is calculated as a percentage of the average daily net assets of
each class of shares at an effective  annual rate of up to 0.15% and up to 0.22%
attributable to Class A and Class B shares, respectively.

(4) Portfolio  Securities

Purchases and sales of investments, other than purchased option transactions and
short-term obligations, were as follows:


                                                     Purchases           Sales
- ------------------------------------------------------------------------------
U.S. government securities                      $ 965,836,251    $ 968,114,747
                                               --------------    -------------

The cost and unrealized appreciation or depreciation in value of the investments
owned by the Fund, as computed on a federal income tax basis, are as follows:

Aggregate cost                                                   $ 1,478,496,467
                                                                 ---------------
Gross unrealized depreciation                                    $    73,947,838
Gross unrealized appreciation                                          4,375,060
                                                                 ---------------
  Net unrealized depreciation                                    $    69,572,778
                                                                 ---------------

At July 31, 1994, the Fund, for federal income tax purposes,  had a capital loss
carryforward  of  $90,993,950  which  may be  applied  against  any net  taxable
realized gains of each  succeeding  year until the earlier of its utilization or
expiration on July 31, 1996  ($3,630,686),  July 31, 1998 ($81,836,532) and July
31, 2002 ($5,526,732).

<PAGE>
(5) Shares  of  Beneficial  Interest

The Fund's  Declaration  of Trust  permits the  Trustees  to issue an  unlimited
number of full and fractional shares of beneficial interest (without par value).
Transactions in Fund shares were as follows:
<TABLE>
<CAPTION>
Class A Shares
                           Six Months Ended                   Eight Months Ended                 Year Ended
                           January 31, 1995                   July 31, 1994                      November 30, 1993
                           --------------------------------   --------------------------------   ----------------------------------
                          Shares          Amount             Shares          Amount             Shares           Amount
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                             <C>          <C>                 <C>            <C>                  <C>             <C>          
Shares sold                     697,425      $   4,405,833       4,203,202      $  27,515,113        2,146,686       $  19,558,553
Shares issued to
 shareholders in
 reinvestment of
 distributions                  947,329          5,975,170       1,321,312          8,740,816        2,663,943          18,391,733
Shares reacquired            (8,013,251)       (50,557,606)    (16,516,662)      (109,058,350)     (33,340,955)       (235,950,665)
                           ------------    ---------------    ------------    ---------------    -------------    ----------------
  Net decrease               (6,368,497)     $ (40,176,603)    (10,992,148)     $ (72,802,421)     (28,530,326)      $(198,000,379)
                           ------------    ---------------    ------------    ---------------    -------------    ----------------


<CAPTION>
Class B Shares
                           Six Months Ended                   Eight Months Ended                 Year Ended
                           January 31, 1995                   July 31, 1994                      November 30, 1993<F1>
                           --------------------------------   --------------------------------   ----------------------------------
                                 Shares             Amount          Shares             Amount           Shares              Amount
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>            <C>                 <C>            <C>                  <C>             <C>          
Shares sold                   2,646,449      $  16,619,987       4,217,881      $  28,445,053        1,496,862       $  10,359,858
Shares issued to
 shareholders in
 reinvestment of
 distributions                2,384,068         15,038,910       3,488,783         23,091,157          949,148           6,544,853
Shares reacquired           (29,092,701)      (183,400,635)    (56,121,433)      (373,220,103)     (19,034,865)       (131,568,410)
Shares issued in
 connection with merger
 with MFS Lifetime
 Government Mortgage Fund       --               --                --               --             254,500,711       1,774,003,938
                           ------------    ---------------    ------------    ---------------    -------------    ----------------
  Net increase (decrease)   (24,062,184)     $(151,741,738)    (48,414,769)     $(321,683,893)     237,911,856      $1,659,340,239
                           ------------    ---------------    ------------    ---------------    -------------    ----------------
<FN>

<F1> For the  period  from the  commencement  of  offering  of  Class B  shares,
     September 7, 1993 to November 30, 1993.
</TABLE>

(6)  Line  of  Credit

The Fund entered into an agreement  which enables it to  participate  with other
funds  managed by MFS, or an affiliate  of MFS, in an  unsecured  line of credit
with  a  bank  which  permits  borrowings  up  to  $300  million,  collectively.
Borrowings  may be made to  temporarily  finance the  repurchase of Fund shares.
Interest is charged to each fund,  based on its  borrowings,  at a rate equal to
the bank's base rate. In addition,  a commitment fee, based on the average daily
unused portion of the line of credit, is allocated among the participating funds
at the end of each quarter. The commitment fee allocated to the Fund for the six
months ended January 31, 1995 and the eight-month period ended July 31, 1994 was
$11,554 and $21,356, respectively.

(7)  Financial  Instruments

The Fund regularly trades financial  instruments with off-balance  sheet risk in
the normal  course of its investing  activities  in order to manage  exposure to
market risks such as interest rates. These financial instruments include futures
contracts.

The  notional  or  contractual  amounts  of  these  instruments   represent  the
investment the Fund has in particular classes of financial  instruments and does
not  necessarily   represent  the  amounts  potentially  subject  to  risk.  The
measurement of the risks  associated  with these  instruments is meaningful only
when all  related  and  offsetting  transactions  are  considered.  A summary of
obligations under these financial instruments at January 31, 1995 is as follows:


                                                                    Unrealized
Futures Contracts         Expiration     Contracts     Position   Depreciation
- ------------------------------------------------------------------------------
U.S. Treasury Notes       March 1995         1,392        Short     $2,445,229
                                                                    ----------

At January 31, 1995,  the Fund had  sufficient  cash and/or  securities to cover
margin requirements on open futures contracts.

(8)  Restricted Securities

The Fund may invest not more than 10% of its net assets in securities  which are
subject to legal or contractual restrictions on resale. At January 31, 1995, the
Fund owned the following  restricted security  (constituting 1.6% of net assets)
which may not be publicly sold without  registration under the Securities Act of
1933.  The Fund  does  not  have the  right to  demand  that  such  security  be
registered. The value of this security is determined by valuations supplied by a
pricing service or brokers.


                               Date of           Par
Description               Acquisition         Amount         Cost        Value
- ------------------------------------------------------------------------------
FHA, Centennial, "A",
8.25s, 2028                    3/23/93   $23,961,242  $24,680,079  $22,952,953
                                                                   -----------
(9)  Acquisitions

At the close of business on  September  6, 1993,  the Fund  acquired  all of the
assets and  liabilities  of MFS Lifetime  Government  Mortgage  Fund (LGM).  The
acquisition  was  accomplished  by a tax-free  exchange of  254,500,711  Class B
shares of the Fund (valued at $1,774,003,938) for the 250,123,424 shares of LGM.
LGM's  net  assets  on that  date  ($1,774,003,938),  including  $45,387,402  of
unrealized appreciation, were combined with those of the Fund. The aggregate net
assets of the Fund and LGM immediately  before the acquisition were $562,603,182
and  $1,774,003,938,   respectively.  The  aggregate  net  assets  of  the  Fund
immediately after the acquisition were $2,336,607,120.

<PAGE>
INDEPENDENT  AUDITORS'  REPORT
To the Trustees and Shareholders of MFS Government Mortgage Fund:

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of investments,  of MFS Government Mortgage Fund as of January 31,
1995,  the related  statement of operations for the six months ended January 31,
1995,  the  statements of changes in net assets for the six months ended January
31, 1995,  the eight months ended July 31, 1994, and the year ended November 30,
1993,  and the financial  highlights  for the six months ended January 31, 1995,
the  eight  months  ended  July  31,  1994,  and for  each of the  years  in the
eight-year  period ended  November  30, 1993.  These  financial  statements  and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our procedures  included  confirmation  of the securities  owned at
January 31, 1995 by correspondence with the custodian and brokers; where replies
were not received  from brokers we performed  other audit  procedures.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly, in all material  respects,  the financial position of the MFS Government
Mortgage Fund at January 31, 1995, the results of its operations, the changes in
its net assets,  and its financial  highlights for the respective stated periods
in conformity with generally accepted accounting principles.

DELOITTE & TOUCHE LLP


Boston, Massachusetts
March 3, 1995



                ---------------------------------------------

This  report is prepared  for the general  information  of  shareholders.  It is
authorized  for  distribution  to  prospective  investors  only when preceded or
accompanied by a current prospectus.




<PAGE>
THE MFS FAMILY OF FUNDS(R) -- AMERICA'S OLDEST MUTUAL FUND GROUP 

The members of the MFS Family of Funds are grouped below  according to the types
of  securities  in their  portfolios.  For  free  prospectuses  containing  more
complete  information,  including  the  exchange  privilege  and all charges and
expenses,  please contact your financial  adviser or call the MFS Service Center
at  1-800-225-2606  any business day from 8 a.m. to 8 p.m.  Eastern  time.  This
material should be read carefully before investing or sending money.


<TABLE>
<CAPTION>
<S>                                                      <C>
STOCK                                                    LIMITED MATURITY BOND
Massachusetts Investors Trust                            MFS(r) Government Limited Maturity Fund
Massachusetts Investors Growth Stock Fund                MFS(r) Limited Maturity Fund
MFS(r) Capital Growth Fund                               MFS(r) Municipal Limited Maturity Fund
MFS(r) Emerging Growth Fund                              WORLD
MFS(r) Gold & Natural Resources Fund                     MFS(r) World Asset Allocation Fund
MFS(r) Growth Opportunities Fund                         MFS(r) World Equity Fund
MFS(r) Managed Sectors Fund                              MFS(r) World Governments Fund
MFS(r) OTC Fund                                          MFS(r) World Growth Fund
MFS(r) Research Fund                                     MFS(r) World Total Return Fund
MFS(r) Value Fund                                        NATIONAL TAX-FREE BOND
STOCK AND BOND                                           MFS(r) Municipal Bond Fund
MFS(r) Total Return Fund                                 MFS(r) Municipal High Income Fund
MFS(r) Utilities Fund                                    (closed to new investors)
BOND                                                     MFS(r) Municipal Income Fund
MFS(r) Bond Fund                                         STATE TAX-FREE BOND
MFS(r) Government Mortgage Fund                          Alabama, Arkansas, California, Florida,
MFS(r) Government Securities Fund                        Georgia, Louisiana, Maryland, Massachusetts,
MFS(r) High Income Fund                                  Mississippi, New York, North Carolina,
MFS(r) Intermediate Income Fund                          Pennsylvania, South Carolina Tennessee, Texas,
MFS(r) Strategic Income Fund                             Virginia, Washington, West Virginia
(formerly MFS(r) Income & Opportunity Fund)              MONEY MARKET
                                                         MFS(r) Cash Reserve Fund
                                                         MFS(r) Government Money Market Fund
                                                         MFS(r) Money Market Fund
</TABLE>


<PAGE>
MFS(R)                                                      BULK RATE
GOVERNMENT              [LOGO]                              U.S. POSTAGE
MORTGAGE     THE FIRST NAME IN MUTUAL FUNDS                 P A I D
FUND                                                        PERMIT #55638
                                                            BOSTON, MA
500 Boylston Street
Boston, MA  02116


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