MFS MUNICIPAL INCOME TRUST
N-30D, 1996-07-01
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Dear Shareholders: 

Sentiment in the fixed-income markets has turned decidedly negative in recent 
months. Strong employment growth indicated that the economy has made a 
better-than-expected recovery from the special factors (government shutdowns, 
severe weather) that had been slowing it during mid-winter. Sharp rises in 
commodity and energy prices added to the sudden realization that the best 
news regarding inflation may be behind us. The failure of Congress and the 
administration to reach a long-term balanced-budget agreement added to the 
dismal market psychology. In this environment, the net asset value of the 
Trust declined to $8.68 on April 30, 1996 from $8.84 on October 31, 1995. 
Over that same period, the Trust's market price on the New York Stock 
Exchange declined to $9.38 from $9.50. For the six-month period above, shares 
of the Trust provided a total return of 2.41%, while the Lehman Brothers 
Municipal Bond Index, an unmanaged index of investment-grade, fixed-rate 
municipal bonds, provided a total return of 1.11% and the Lehman Brothers 
High Yield Municipal Bond Index, an unmanaged index of fixed-rate, 
below-investment-grade municipal bonds which have a maturity of at least one 
year, provided a total return of 1.05%. The Trust's return assumes the 
reinvestment of distributions but excludes the effects of any sales charges. 

Economic Environment 

We believe the U.S. economy will continue to show moderate growth in 1996, 
although this growth may be somewhat uneven as we move from quarter to 
quarter. Thus, while one quarter may experience an annualized rate of growth 
in gross domestic product of less than 1%, another quarter may see annualized 
growth in excess of 3%--but, for the year, we believe growth could stay 
within our expected range of 2% to 2-1/2%. While some increase in consumer 
spending took place in the early months of this year, consumers, who 
represent two-thirds of the economy, remain in a somewhat weakened position, 
due in part to an increase in consumer installment debt in excess of 30% over 
the past two years. Meanwhile, growth is also being constrained by ongoing 
economic doldrums in Europe and Japan, important markets for U.S. exports. 
Here again, we are seeing a few tentative signs, particularly in Japan, of 
modest recoveries that could lead to improved prospects for U.S. exporters. 
Also, the "lag effect" of increases in short-term interest rates by the 
Federal Reserve Board in 1994 and into 1995 is helping to keep growth in 
check. This lag effect can last up to two years, and although the Fed did 
reduce short-term rates late last year and earlier this year, we expect it to 
continue its diligent anti-inflationary policies. Finally, it appears that 
inflation is likely to remain under control this year, due in part to a 
continued moderation in wage pressures and the subdued level of economic 
growth. At the same time, we believe the current upward pressure on energy 
prices bears close scrutiny, as energy is an important component of the 
inflation outlook. 

Bond Markets 

Persistent signs of economic weakness led to decreases in short-term interest 
rates by the Federal Reserve in late 1995 and early 1996. However, should 
signs of economic growth and, particularly, of higher inflation continue, we 
would expect the Fed to maintain its anti-inflationary stance. This would 
likely mean no further reductions in short-term interest rates and could lead 
to some modest increases. In the beginning of the year, bond markets were 
trading in a narrow range, as investors shifted between concern about the 
lack of a budget resolution in Washington and hopes that sluggish economic 
reports and low inflation might lead to lower interest rates. Later, 
fixed-income markets began reacting to conflicting signals regarding the 
strength of the economy with more-volatile trading patterns marked by an 
upward bias in interest rates. Interest rates may move even higher over the 
coming months, but we believe the current rise in bond yields is reaching a 
point where fixed-income markets are becoming attractively valued. 

Portfolio Performance and Strategy 

Although the municipal market provided impressive returns during 1995, the 
first quarter of 1996 has been disappointing. For the fiscal period beginning 
November 1, 1995 and ending April 30, 1996, long- 

                                      1 
<PAGE>
 
term Treasury bond yields climbed 60 basis points (0.60%), while comparable 
municipal bond yields rose only 10 basis points (0.10%). The municipal 
market's outperformance can be attributed to the decreased threat of tax 
reform in the near term. 

The high-yield municipal market has seen limited supply during this time 
period. This dearth of issuance combined with the reach for yield has 
narrowed the spread relationship between high-grade bonds and those of lower 
quality, limiting our opportunity to enhance tax-exempt income for the 
Trust's shareholders. Additionally, despite higher interest rates, the Trust 
has lowered its monthly dividend to $0.053. This reduction was necessitated 
by bond calls from issues with double-digit stated coupons as well as by a 
restructuring of approximately 1% of the Trust's assets, and better reflects 
its current earnings. Based on the most recent dividend annualized and the 
stock market price of $9.38 in effect at the close of business on April 30, 
1996, the distribution yield for the Trust was 6.78%. 

Our efforts remain focused on research and preservation of high tax-exempt 
income. Diversification of credit risk and of factors that might affect 
liquidity remain important components of the Trust's overall strategy. 
Despite the recent dividend cut, we believe the Trust's yield remains quite 
competitive with other high-yield tax-exempt closed-end funds. 

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

Respectfully, 

/s/ A. Keith Brodkin 
    A. Keith Brodkin 
    Chairman and President 

/s/ Cynthia M. Brown 
    Cynthia M. Brown 
    Portfolio Manager 

May 10, 1996 

In accordance with Section 23(c) of the Investment Company Act of 1940, the 
Trust hereby gives notice that it may from time to time repurchase shares of 
the Trust in the open market at the option of the Board of Trustees and on 
such terms as the Trustees shall determine. 

                                      2 
<PAGE>
 
****************************[boxed text]************************************
Performance Summary 
(For the six months ended April 30, 1996) 

Net Asset Value Per Share 
October 31, 1995                $ 8.84 
April 30, 1996                  $ 8.68 
New York Stock Exchange Price 
October 31, 1995                $ 9.50 
February 6, 1996 (high)*        $10.00 
November 21, 1995 (low)*        $ 9.25 
April 30, 1996                  $ 9.38 

*For the period November 1, 1995 through April 30, 1996. 
****************************************************************************

Investment Objective and Policy 

The investment objective of MFS(R) Municipal Income Trust is to provide high 
current income exempt from federal income taxes. 

The Trust seeks to achieve its objective by investing primarily in medium- 
and lower-quality municipal bonds and notes. The Trust may also enter into 
futures contracts and purchase securities on a "when-issued" basis. 

Number of Employees 

The Trust is organized as a Massachusetts business trust and is registered 
under the Investment Company Act of 1940, as amended, as a closed-end, 
non-diversified, management investment company and has no employees. 

New York Stock Exchange Symbol 

The New York Stock Exchange symbol is MFM. 

Number of Shareholders 

As of April 30, 1996, our records indicate that there are 7,938 registered 
shareholders and approximately 16,600 shareholders owning Trust shares in 
"street" name, such as through brokers, banks and other financial 
intermediaries. 

If you are a "street" name shareholder and wish to directly receive our 
reports, which contain important information about the Trust, please write or 
call: 

State Street Bank and Trust Company 
P.O. Box 8200 
Boston, MA 02266-8200 
1-800-637-2304 

Dividend Reinvestment and 
Cash Purchase Plan 

The Trust offers a Dividend Reinvestment and Cash Purchase Plan which allows 
you to reinvest either all of the distributions or only the long-term capital 
gains paid by the Trust. Unless the shares are trading at a premium 
(exceeding net asset value), purchases are made at the market price. 
Otherwise, purchases will be made at a discounted price of either the net 
asset value or 95% of the market price, whichever is greater. You can also 
buy shares of the Trust. Investments from $100 to $500 can be made in January 
and July on the 15th of the month or shortly thereafter. 

If your shares are in the name of a brokerage firm, bank or other nominee, 
you can ask the firm or nominee to participate in the Plan on your behalf. If 
the nominee does not offer the Plan, you may wish to request that your shares 
be re-registered in your own name so that you can participate. 

There is no service charge to reinvest distributions, nor are there brokerage 
charges for shares issued directly by the Trust. However, when shares are 
bought on the New York Stock Exchange or otherwise on the open market, each 
participant pays a pro rata share of the commissions. A service fee of $0.75 
is charged for each cash purchase as well as a pro rata share of the 
brokerage commissions, if any. The automatic reinvestment of distributions 
does not relieve you of any income tax that may be payable (or required to be 
withheld) on the distributions. 

To enroll in or withdraw from the Plan or to receive a brochure providing a 
complete description of the Plan, please contact the Plan agent at the 
address and telephone number located on the back cover of this report. Please 
have available the name of the Trust and your account and Social Security 
numbers. For certain types of registrations, such as corporate accounts, 
instructions must be submitted in writing. When you withdraw from the Plan, 
you can receive the value of the reinvested shares in one of two ways: a 
check for the value of the full and fractional shares, or a certificate for 
the full shares and a check for the fractional shares. 

                                      3 
<PAGE>
 
Portfolio of Investments -- April 30, 1996 

Municipal Bonds -- 98.3% 

<TABLE>
<CAPTION>
                                                                                                          Principal 
                                                                                                           Amount 
Issuer                                                                                                  (000 Omitted)     Value 
<S>                                                                                                        <C>         <C>         
Student Loan Revenue -- 0.6% 
Arizona Student Loan Acquisition Authority, 7.625s, 2010                                                   $   750     $   807,127 
Pennsylvania Higher Education Assistance Agency, AMBAC, RIBS, 8.099s, 2022                                   1,300       1,259,492 
                                                                                                                      -------------
                                                                                                                       $ 2,066,619 
                                                                                                                      -------------
General Obligation -- 3.5% 
Arapahoe County, CO, Water & Sanitation District, 9.25s, 2013                                              $   300     $   314,619 
Arapahoe County, CO, Water & Sanitation District, 9.25s, 2013                                                1,700       1,918,382 
City of Markham, Cook County, IL, 9s, 2012                                                                   1,300       1,376,895 
Jefferson County, OH, 7.125s, 2019                                                                           1,000       1,028,840 
New York General Obligation Bonds, 5.75s, 2017                                                               5,500       5,032,060 
New York General Obligation Bonds, 5.75s, 2020                                                               2,000       1,817,020 
                                                                                                                      -------------
                                                                                                                       $11,487,816 
                                                                                                                      -------------
State and Local Appropriation 
Troy, NY, Certificates of Participation, Recreational Facilities Rev., 9.75s, 2010*+                       $ 1,065     $   106,500 
                                                                                                                      -------------
Refunded and Special Obligation -- 14.6% 
Dayton, OH, Special Facilities Rev. (Emery Air Freight), "A", 12.5s, 2009                                  $ 1,000     $ 1,160,430 
Grand Junction, CO (Lincoln Park Osteopathic Hospital), 10.5s, 2017                                          1,250       1,412,437 
Maine Health & Higher Education Facilities Authority (d'Youville Pavilli), 10s, 2017                         7,690       8,598,573 
Maine Health & Higher Education Facilities Authority (St. Mary's Hospital), 8.625s, 2022                     1,000       1,135,970 
Mississippi Hospital Equipment & Facilities Authority Rev. (Rush Medical Center), 8.75s, 2016                1,000       1,082,930 
New Lenox, IL, Community Park Development Authority, 8.25s, 2014                                             2,000       2,438,280 
Russellville, AR, Industrial Development Rev. (Charles Meyers Project), 10s, 2009                            5,390       6,310,612 
Telluride Gondola, CO, Real Estate Transfer, 11.5s, 2012                                                     1,155       1,792,618 
Telluride Gondola, CO, Real Estate Transfer, 11.5s, 2012                                                     1,745       2,050,288 
Telluride Gondola, CO, Real Estate Transfer, 9s, 2016                                                        1,000         961,710 
Texas Turnpike Authority (Houston Ship Channel Bridge), 0s, 2002                                            10,565      15,045,088 
Washington Public Power Supply System Project #1, 14.375s, 2001                                              1,825       2,318,736 
Washington Public Power Supply System Project #1, 15s, 2017                                                  3,740       3,919,071 
                                                                                                                      -------------
                                                                                                                       $48,226,743 
                                                                                                                      -------------
Single Family Housing Revenue -- 7.3% 
Austin, TX, Housing Finance Corp., 0s, 2016                                                                $26,435     $ 2,667,556 
Berkeley, Brookes, & Fayette Counties, WV, MBIA, 0s, 2016                                                   14,000       1,551,480 
Cook County, IL, Single Family Housing, 0s, 2015                                                             1,530         186,186 
Corpus Christi, TX, Housing Finance Corp., 0s, 2011                                                          3,000         687,240 
Dallas, TX, Housing Finance Corp., Single Family Mortgage Rev., MBIA, 0s, 2016                              15,820       1,812,972 
Denver, CO, City & County, Single Family Mortgage Rev., 0s, 2015                                             6,230         643,185 
Duval County, FL, Housing Finance Authority, 11.875s, 2015                                                  23,815       2,743,250 
Florida Housing Finance Agency, 0s, 2012                                                                     1,895         364,371 
Harris County, TX, Housing Finance Corp., 9.625s, 2003                                                       1,145       1,148,618 
Harris County, TX, Housing Finance Corp., 9.875s, 2014                                                         710         712,236 
Jackson County, MO, 0s, 2016                                                                                 5,605         577,147 
Nebraska Investment Finance Authority, 0s, 2015                                                             47,175       7,147,956 
Nebraska Investment Finance Authority, 0s, 2016                                                              1,695         163,449 
Nevada Housing Division, 0s, 2015                                                                            1,429         209,352 
Ohio Housing Finance Agency, GNMA, RIBS, 9.324s, 2031(sec)(sec)                                                950         991,059 
Reno County, KS, Mortgage Rev., 0s, 2014                                                                     4,250         532,397 
Saline County, KS, 0s, 2014                                                                                  1,775         232,010 
Utah Housing Finance Agency, Residential Mortgage Rev., 9s, 2019                                                45          45,845 

                                      4 
<PAGE>
 
                                                                                                          Principal 
                                                                                                           Amount 
Issuer                                                                                                  (000 Omitted)     Value 

Single Family Housing Revenue -- continued 
West Virginia Housing Development Fund, 0s, 2015                                                           $ 5,425     $   735,467 
Wisconsin Housing & Economic Development Authority, Home Ownership Rev., RIBS, 9.642s, 2022(sec)(sec)          885         926,542 
                                                                                                                      -------------
                                                                                                                       $24,078,318 
                                                                                                                      -------------
Multi-Family Housing Revenue -- 7.1% 
Bexar County, Housing Finance Corp., 0s, 2015                                                              $26,300     $ 3,319,849 
Broward County, FL, Housing Finance Authority (Deerfield Beach Apartments), 13s, 2000*(sec)#                    85          55,045 
Colorado Housing Finance Authority, 9s, 2025                                                                   865         874,506 
Dade County, FL, Housing Finance Agency, Multi-Family Housing, 8.25s, 2002                                   5,466       5,581,624 
Dade County, FL, Housing Finance Agency, Multi-Family Housing, 8.25s, 2002                                   4,158       4,245,057 
Dallas, TX, Housing Finance Corp., 8.5s, 2011                                                                1,360       1,399,318 
Escondido, CA, Community Development Authority (Las Villas del Norte), 8.875s, 2005                            830         812,678 
Florida Housing Finance Agency (South Lake Apartments), 8.7s, 2021                                           1,500       1,515,510 
Kenton County, KY, Industrial Development Rev. (Highland Terrace), 8.7s, 2026                                5,330       5,637,594 
Memphis, TN, Health, Education & Housing Facilities Board (Wesley Highland Terrace), 12.75s, 2015+             100          85,000 
                                                                                                                      -------------
                                                                                                                       $23,526,181 
                                                                                                                      -------------
Insured Health Care Revenue -- 1.4% 
Clermont County, OH, Hospital Facilities Rev. (Mercy Health Systems), AMBAC, MVRIC, 
  9.221s, 2021(sec)(sec)                                                                                   $   500     $   562,505 
Desert Hospital District, CA, Hospital Rev. (Desert Hospital), CG, COP, MVRIC, 8.684s, 2020(sec)(sec)        1,500       1,572,450 
North Central Texas, Health Facilities Development Corp. (Presbyterian Hospital), 9.72s, 
  2021(sec)(sec)                                                                                             1,500       1,641,600 
Salt Lake City, UT, Hospital Rev. (Intermountain Health Care), AMBAC, INFLO, 9.287s, 2020(sec)(sec)            650         723,573 
                                                                                                                      -------------
                                                                                                                       $ 4,500,128 
                                                                                                                      -------------
Health Care Revenue -- 24.2% 
Arkansas Development Finance Authority, Economic Development Rev. (Southwest Homes), 10.8s, 2018           $ 1,420     $ 1,493,741 
Bell County, TX, Health Facilities Authority (Kings Daughters Hospital), 9.25s, 2008                           810         885,136 
Bell County, TX, Health Facilities Development Corp. (Advanced Living Technology), 10.5s, 2018               4,055       3,527,850 
Boonville, MO, Health Facilities Rev. (Gericare, Inc.), 11s, 2017                                            1,900       1,981,320 
Boston, MA, Industrial Development Finance Authority Rev. (Stonehedge Convalescent Center), 
  10.75s, 2011                                                                                                 845         913,217 
Brevard County, FL, Health Facilities Authority Rev. (Friendly Village), 9.25s, 2012                         2,320       2,395,145 
Broward County, FL, Industrial Development Rev. (Beverly Enterprises, Inc.), 9.8s, 2010                      2,600       2,880,436 
Cambria County, PA, Industrial Development Authority (Beverly Enterprises), 10s, 2012                          800         986,632 
Chester County, PA, Industrial Development Authority (RHA/PA Nursing Home, Inc.), 10.125s, 2019                979       1,011,767 
Connecticut Health & Educational Facilities (Johnson Evergreen Corp.), 8.5s, 2014                              650         690,950 
Daphne, AL, Special Care Facilities Financing Authority (Westminster Village), 8.25s, 2026*#                   500         345,000 
District of Columbia, Hospital Rev. (Hospital for Sick Children), 8.875s, 2021                                 485         515,623 
Fairfax, Fauquier & Loudoun Counties, VA, Health Center Commission, Nursing Home Rev., 9s, 2020              1,920       2,014,848 
Fulton County, GA, Residential Care Facilities, Elderly Authority Rev. (Lenbrook Square Foundation), 
  9.75s, 2017                                                                                                2,780       2,827,510 
Gadsden County, FL, Industrial Development Authority (RHA/FLA Properties), 10.45s, 2014                      2,585       2,671,003 
Greenville County, SC, Hospital Facility Rev. (Chestnut Hill), 10.375s, 2016                                 2,890       2,890,000 
Hannibal, MO, Industrial Development Authority (Hannibal Regional Health Care System, Inc.), 9.5s, 
  2022#                                                                                                      1,500       1,719,225 
Hobbs, NM, Health Facilities Rev. (Nemecal Associates), 9.625s, 2014                                           935         992,587 
Hopewell County, VA, Hospital Authority (John Randolph Hospital), 8.85s, 1997                                1,070       1,122,237 
Lee County, FL, Industrial Development Authority (Beverly Enterprises), 10s, 2010                            2,055       2,307,539 
Lexington-Fayette Counties, KY, Health Care Facilities Rev. (Sayre Christian Village), 10s, 2012             1,540       1,625,470 

                                      5 
<PAGE>
 
Portfolio of Investments -- continued 

Municipal Bonds -- continued 

                                                                                                          Principal 
                                                                                                           Amount 
Issuer                                                                                                  (000 Omitted)     Value 

Health Care Revenue -- continued 
Louisiana Public Facilities Authority (Chateau Riviere Home for the Aged), 10.25s, 2016                    $3,345      $ 3,463,480 
Louisiana Public Facilities Authority (Southwest Medical Center), 11s, 2006                                 4,379        1,822,801 
Massachusetts Health & Education Facilities Authority (Fairview Extended Care Facility), 10.25s, 2021       1,500        1,701,000 
Massachusetts Industrial Finance Agency (Martha's Vineyard Long-Term Care), 9.25s, 2022*                    1,700        1,332,800 
Massachusetts Industrial Finance Agency (Needham/Hamilton House), 11s, 2010                                   900          920,988 
Monongalia County, WV, Health Facilities Rev. (Beverly Enterprises, Inc.), 10s, 2007                        1,035        1,135,975 
Montgomery County, OH, Hospital Rev. (Kettering Convalescent Center), 10s, 2020                             1,000        1,030,390 
Montgomery County, PA, Higher Education & Health Authority Rev. (AHF/Montgomery, Inc.), 10.5s, 2020         2,500        2,626,925 
New Jersey Economic Development Authority (Courthouse Convalescent Center), 8.7s, 2014                        650          675,720 
New Jersey Economic Development Authority (Geriatric & Medical Services, Inc.), 9.625s, 2004                  190          212,981 
New Jersey Economic Development Authority (Geriatric & Medical Services, Inc.), 9.625s, 2022                  675          747,495 
New Jersey Economic Development Authority (Greenwood Health Care), 9.75s, 2011                              1,480        1,491,529 
New Jersey Economic Development Authority (Wanaque Convalescent Center), 8.6s, 2011                         1,000        1,015,490 
North Carolina Medical Care Commission, Hospital Rev. (Valdese General Hospital), 8.75s, 2016               1,450        1,542,423 
Okaloosa County, FL, Retirement Rental Housing Rev. (Beverly Enterprises, Inc.), 10.75s, 2003               1,410        1,515,708 
Orange County, FL, Industrial Development Authority (Friendly Village), 9.25s, 1997                            80           80,645 
Orange County, FL, Industrial Development Authority Rev., 9.25s, 2012                                       1,805        1,865,810 
Osceola County, FL, Industrial Development Rev. (Community Provider Pooled Loan Project), 7.75s, 2017       1,300        1,305,837 
Philadelphia, PA, Industrial Development Authority, 10.25s, 2018                                            2,370        2,419,912 
Philadelphia, PA, Industrial Development Authority, 10.25s, 2018                                            1,970        2,038,753 
Prince William County, VA, Industrial Development Authority, Residential Care (Westminister at Lake 
  Ridge), 10s, 2022                                                                                         1,500        1,619,085 
Rochester, MN, Health Care Facilities Rev. (Mayo Medical Foundation), FIRS, 7.93s, 2021+++                  1,000        1,014,060 
Santa Fe, NM, Industrial Development Rev. (Casa Real Nursing Home), 9.75s, 2013                             1,165        1,235,739 
Seminole County, FL, Industrial Development Authority (Friendly Village), 10s, 2011                         1,810        1,873,368 
St. Charles County, MO, Industrial Development Authority (Garden View Care Center), 10s, 2016               2,290        2,348,143 
St. Petersburg, FL, Health Facilities Rev. (Swanholm Nursing), 10s, 2022                                      790          854,424 
Suffolk County, NY, Industrial Development Agency (A Planned Program), 9.75s, 2015                          1,360        1,156,000 
Washington County, FL, Industrial Development Authority (Washington County), 10s, 2016                      1,130        1,120,079 
Waterford Township, MI, Economic Development Rev. (Canterbury Health), 8.375s, 2023                         1,500        1,556,670 
Westside Habilitation Center, Cheneyville, LA, 8.375s, 2013                                                 2,600        2,584,920 
                                                                                                                      -------------
                                                                                                                       $80,106,386 
                                                                                                                      -------------
Electric and Gas Utility Revenue -- 1.3% 
Midland Michigan Environmental Development Authority, Pollution Control Rev. (Midland Cogeneration), 
  9.5s, 2009                                                                                               $1,500      $ 1,639,980 
Pittsylvania County, VA, Industrial Development Authority, 7.5s, 2014                                       2,000        2,096,580 
Southern California Public Power Authority, Transportation Project, RIBS, 7.508s, 2012(sec)(sec)              650          669,149 
                                                                                                                      -------------
                                                                                                                       $ 4,405,709 
                                                                                                                      -------------
Turnpike Revenue -- 2.7% 
Arapahoe County, CO, 0s, 2015                                                                              $1,000      $   251,210 
Massachusetts Industrial Finance Agency, Tunnel Rev. (Mass. Turnpike), 9s, 2020                             3,855        4,570,989 
San Joaquin Hills, CA, 0s, 2006                                                                             2,300        1,183,603 
San Joaquin Hills, CA, Transportation Corridor Agency, Toll Road Rev., 0s, 2011                             6,600        2,341,350 
West Virginia State Parkways, Economic Development & Tourism Authority, 7.408s, 2019(sec)(sec)                600          565,896 
                                                                                                                      -------------
                                                                                                                       $ 8,913,048 
                                                                                                                      -------------
Airport and Port Revenue -- 4.9% 
Cleveland, OH, Airport Special Facilities Rev. (Continental Airlines), 9s, 2019                            $3,150      $ 3,278,394 

                                      6 
<PAGE>
 
                                                                                                          Principal 
                                                                                                           Amount 
Issuer                                                                                                  (000 Omitted)     Value 

Airport and Port Revenue -- continued 
Denver, CO, City & County Airport Rev., 8.75s, 2023                                                        $ 1,500     $  1,769,100 
Hillsborough County, FL, Aviation Authority Rev. (US Air), 8.6s, 2022                                          650          692,900 
Kenton County, KY, Airport Board Special Facilities (Delta Airlines), 7.5s, 2020                             1,000        1,055,580 
St. Augustine, FL, Airport Authority, Airport Rev. (Grumman Repair Facility), 11s, 2004                      2,575        2,718,840 
Tulsa, OK, Municipal Airport Trust Rev., 7.375s, 2020                                                        3,400        3,583,736 
Tulsa, OK, Municipal Airport Trust Rev., 7.6s, 2030                                                          3,000        3,188,460 
                                                                                                                      -------------
                                                                                                                       $ 16,287,010 
                                                                                                                      -------------
Sales and Excise Tax Revenue -- 0.7% 
Chicago, IL (Ryan Garfield Tax Increment Rev.), 10.125s, 2007                                              $ 1,670     $  1,731,439 
Denver, CO, Urban Renewal Tax, 8.5s, 2013                                                                      490          456,072 
                                                                                                                      -------------
                                                                                                                       $  2,187,511 
                                                                                                                      -------------
Industrial Revenue (Corporate Guarantee) -- 17.7% 
Atlanta, GA, Special Purpose Facilities Rev. (Delta Airlines Project), 7.9s, 2018                          $ 2,100     $  2,225,055 
Charleston County, SC, Resource Recovery Rev. (Foster Wheeler), 9.25s, 2010                                  1,750        1,900,272 
Courtland, AL, Solid Waste Disposal Rev., 6.375s, 2029                                                       2,000        1,955,700 
East Chicago, IN, Pollution Control Rev. (Inland Steel Co.), 10s, 2011                                      11,000       11,505,560 
Eastern Band of Cherokee Indian Community, NC (Carolina Mirror Co.), 10.25s, 2009                            6,750        6,998,670 
Eastern Band of Cherokee Indian Community, NC (Carolina Mirror Co.), 11s, 2012#                                650          675,486 
Hernando County, FL, Water & Sewer Rev. (Florida Crushed Stone, Co.), 8.5s, 2014                             3,600        3,909,060 
Hodge Village, LA, Utilities Rev. (Stone Container Corp.), 9s, 2010                                          7,585        8,209,928 
Hunt County, TX, Industrial Development Rev. (Household Manufacturing), 10.236s, 2003                        2,700        2,651,778 
Lawrenceburg, TN, Industrial Development Board (Tridon, Inc.), 9.625s, 2006                                  1,500        1,530,780 
Massachusetts Industrial Finance Agency (Solid Waste Disposal Rev.), 8.25s, 2014                             3,000        3,107,370 
Mesa County, CO (Joy Technologies), 8.5s, 2006                                                                 650          686,374 
Philadelphia, PA, Authority for Industrial Development Rev., 7.75s, 2017                                     3,255        3,302,881 
Port of Corpus Christi, TX (Valero Energy), 10.25s, 2017                                                     4,000        4,318,280 
Port of New Orleans, LA, 8.25s, 2004                                                                         1,000        1,107,370 
Port of New Orleans, LA, 8.5s, 2014                                                                          1,650        1,811,898 
San Diego, CA, Port Facilities Rev., 6.6s, 2002                                                              1,000          880,220 
Walton, GA, Industrial Development Rev. (Ultima Rubber Products, Inc.), 10s, 2010                            1,765        1,875,754 
                                                                                                                      -------------
                                                                                                                       $ 58,652,436 
                                                                                                                      -------------
Universities -- 0.7% 
Massachusetts Industrial Finance Agency (Emerson College), 8.9s, 2018                                      $ 2,000     $  2,204,540 
                                                                                                                      -------------
Other -- 11.6% 
Crystal City, TX, Lease Obligations, 10.5s, 2008#                                                          $ 4,243     $  4,094,768 
Danville, VA, Industrial Development Rev. (Piedmont Mall), 8s, 2017                                          5,795        5,675,392 
District of Columbia (National Public Radio), 7.7s, 2023                                                     2,500        2,564,800 
Islip, NY, Community Development Agency, 7.5s, 2026                                                          2,500        2,500,000 
Maryland Energy Financing Administration (Solid Waste), 9s, 2016                                             9,000        8,383,140 
Michigan Strategic Funding, Obligation Rev. (Blue Water Fiber Project), 8s, 2012                             1,000          894,950 
Michigan Strategic Funding, Obligation Rev. (Great Lakes Fibre Project), 10.25s, 2016                        3,500        3,246,565 
Pennsylvania Economic Development Finance Authority, Recycling Rev., 9.25s, 2022                             5,000        4,962,050 
Port Walla Walla, WA, Solid Waste Recycling Rev. (Ponderosa Fibres Project), 9.125s, 2026                    5,000        4,898,600 
Retema, TX, Special Facilities Rev. (Retema Park Racetrack Project), 8.75s, 2018+                            3,182          795,623 
St. Louis County, MO, Industrial Development Authority (Kiel Center Arena), 7.875s, 2024                       300          313,968 
                                                                                                                      -------------
                                                                                                                       $ 38,329,856 
                                                                                                                      -------------
   Total Municipal Bonds (Identified Cost, $313,671,643)                                                               $325,078,801 
                                                                                                                      -------------

                                      7 
<PAGE>
 
Portfolio of Investments -- continued 

Floating Rate Demand Note -- 0.2% 

                                                                                                          Principal 
                                                                                                           Amount 
Issuer                                                                                                  (000 Omitted)     Value 

Uinta County, WY, Pollution Control Rev. (Chevron), due 2020, at Amortized Cost                             $600       $    600,000 
   Total Investments (Identified Cost, $314,271,643)                                                                   $325,678,801 
Other Assets, Less Liabilities -- 1.5%                                                                                    4,843,716 
                                                                                                                      -------------
   Net Assets -- 100.0%                                                                                                $330,522,517 
                                                                                                                         ========== 
</TABLE>

         + Non-income producing security -- in default. 
       +++ Indexed security. 
         * Security valued by or at the direction of the Trustees. 
     (sec) Non-income producing security. 
(sec)(sec) Inverse floating rate security. 
         # Restricted security. 

                      See notes to financial statements 

                                      8 
<PAGE>
 
Statement of Assets and Liabilities -- April 30, 1996 

<TABLE>
<S>                                                                                  <C>
Assets: 
Investments, at value (identified cost, $314,271,643)                                $325,678,801 
Cash                                                                                       49,266 
Receivable for investments sold                                                           577,827 
Interest receivable                                                                     8,444,545 
Other assets                                                                                6,078 
                                                                                      ------------ 
Total assets                                                                         $334,756,517 
                                                                                      ------------ 
Liabilities: 
Distributions payable                                                                    $283,463 
Payable for investments purchased                                                       3,431,146 
Payable to affiliates -- 
 Management fee                                                                            15,405 
 Transfer and dividend disbursing agent fee                                                21,600 
Accrued expenses and other liabilities                                                    482,386 
                                                                                      ------------ 
Total liabilities                                                                      $4,234,000 
                                                                                      ------------ 
Net assets                                                                           $330,522,517 
                                                                                      ============ 
Net assets consist of: 
Paid-in capital                                                                      $354,474,367 
Unrealized appreciation on investments                                                 11,407,158 
Accumulated undistributed net realized loss on investments                            (35,187,562) 
Accumulated distributions in excess of net investment income                             (171,446) 
                                                                                      ------------ 
Total                                                                                $330,522,517 
                                                                                      ============ 
Shares of beneficial interest outstanding                                              38,091,565 
                                                                                      ============ 
Net asset value per share (net assets / shares of beneficial interest outstanding)          $8.68 
                                                                                      ============ 
</TABLE>

                      See notes to financial statements 

                                      9 
<PAGE>
 
Statement of Operations -- Six Months Ended April 30, 1996 


Net investment income: 
 Interest income                                                   $14,374,639 
                                                                  ------------ 
 Expenses -- 
  Management fee                                                   $ 1,547,876 
  Trustees' compensation                                                61,305 
  Transfer and dividend disbursing agent fee                            65,088 
  Workout expenditures                                                 180,328 
  Custodian fee                                                         76,351 
  Legal fees                                                            58,333 
  Postage                                                               51,215 
  Printing                                                              42,632 
  Auditing fees                                                         24,600 
  Miscellaneous                                                         10,943 
                                                                  ------------ 
    Total expenses                                                   2,118,671 
  Fees paid indirectly                                                (13,654) 
                                                                  ------------ 
    Net expenses                                                   $ 2,105,017 
                                                                  ------------ 
      Net investment income                                        $12,269,622 
                                                                  ------------ 
Realized and unrealized loss on investments: 
 Realized loss on investment transactions (identified cost basis) $(5,653,972) 
 Change in unrealized depreciation on investments                     (38,189) 
                                                                  ------------ 
  Net realized and unrealized loss on investments                 $(5,692,161) 
                                                                  ------------ 
      Increase in net assets from operations                       $ 6,577,461 
                                                                  ============ 


                      See notes to financial statements 

                                      10 
<PAGE>
 
Statement of Changes in Net Assets 
<TABLE>
<CAPTION>
Increase (decrease) in net assets:                                                    Six Months 
                                                                                         Ended 
                                                                                       April 30,       Year Ended 
                                                                                          1996      October 31, 1995 
                                                                                      ------------    -------------- 
<S>                                                                                   <C>             <C>          
 From operations -- 
  Net investment income                                                               $ 12,269,622    $ 25,411,787 
  Net realized loss on investments                                                      (5,653,972)     (3,512,925) 
  Net unrealized gain (loss) on investments                                                (38,189)      8,494,997 
                                                                                      ------------    -------------- 
    Increase in net assets from operations                                            $  6,577,461    $ 30,393,859 
                                                                                      ------------    -------------- 
 Distributions declared to shareholders -- 
  From net investment income                                                          $(12,711,192)   $(26,240,482) 
  In excess of net investment income                                                      (171,446)          -- 
                                                                                      ------------    -------------- 
    Total distributions declared to shareholders                                      $(12,882,638)   $(26,240,482) 
                                                                                      ------------    -------------- 
 Trust share (principal) transactions -- 
  Net asset value of shares issued to shareholders in reinvestment of distributions   $  1,843,030    $  3,638,621 
                                                                                      ------------    -------------- 
   Total increase (decrease) in net assets                                            $ (4,462,147)   $  7,791,998 
Net assets: 
  At beginning of period                                                               334,984,664     327,192,666 
                                                                                      ------------    -------------- 
  At end of period (including accumulated distributions in excess of net investment 
   income and accumulated undistributed net investment income of $171,446 and 
   $441,570, respectively)                                                            $330,522,517    $334,984,664 
                                                                                      ============    ============== 
</TABLE>

                      See notes to financial statements 

                                      11 
<PAGE>
 
Financial Highlights 


                              Six Months
                                Ended          Year Ended October 31, 
                              April 30,    ------------------------------- 
                                 1996        1995       1994       1993     
                              -----------  ---------  ---------  ---------  
Per share data (for a share 
  outstanding throughout 
  each period): 
Net asset value--beginning 
  of period                      $ 8.84      $ 8.73     $ 9.04     $ 8.78   
                               ----------   --------   --------   --------  
Income from investment 
  operations# -- 
 Net investment income(sec)      $ 0.32      $ 0.68     $ 0.68     $ 0.75   
 Net realized and 
  unrealized  gain (loss) 
  on investments                  (0.14)       0.13      (0.29)      0.21   
                               ----------   --------   --------   --------  
  Total from investment 
    operations                   $ 0.18      $ 0.81     $ 0.39     $ 0.96   
                               ----------   --------   --------   --------  
Less distributions declared 
  to shareholders from net 
  investment income              $(0.34)     $(0.70)    $(0.70)    $(0.70)  
                               ----------   --------   --------   --------  
Net asset value--end of 
  period                         $ 8.68      $ 8.84     $ 8.73     $ 9.04   
                               ==========   ========   ========   ========  
Per share market value at 
  end of period                  $ 9.38      $ 9.50     $ 9.13     $10.00   
                               ==========   ========   ========   ========  
Total return                       2.41%++    12.57%     (1.47)%    10.95%  
Ratios (to average net 
  assets)/ Supplemental 
  data: 
 Expenses##                        1.26%+      1.33%      1.31%      1.33%  
 Net investment income             7.34%+      7.66%      7.58%      7.55%  
Portfolio turnover                    4%         14%        22%        14%  
Net assets at end of period 
  (000 omitted)                $330,523    $334,985   $327,193   $335,256   


<TABLE>
<CAPTION>
                              
                              
                                                    Year Ended October 31, 
                              ----------------------------------------------------------------- 
                                1992       1991       1990       1989       1988        1987* 
                              ---------  ---------  ---------  ---------  ---------  ----------- 
<S>                           <C>        <C>        <C>        <C>        <C>          <C>      
Per share data (for a share 
  outstanding throughout 
  each period): 
Net asset value--beginning 
  of period                     $ 8.94     $ 9.02     $ 9.44     $ 9.22     $ 8.67       $ 9.40 
                               --------   --------   --------   --------   --------     --------- 
Income from investment 
  operations# -- 
 Net investment income(sec)     $ 0.73     $ 0.70     $ 0.75     $ 0.76     $ 0.75       $ 0.65 
 Net realized and 
  unrealized  gain (loss) 
  on investments                 (0.17)     (0.05)     (0.41)      0.22       0.54        (0.79) 
                               --------   --------   --------   --------   --------     --------- 
  Total from investment 
    operations                  $ 0.56     $ 0.65     $ 0.34     $ 0.98     $ 1.29       $(0.14) 
                               --------   --------   --------   --------   --------     --------- 
Less distributions declared 
  to shareholders from net 
  investment income             $(0.72)    $(0.73)    $(0.76)    $(0.76)    $(0.74)      $(0.59) 
                               --------   --------   --------   --------   --------     --------- 
Net asset value--end of 
  period                        $ 8.78     $ 8.94     $ 9.02     $ 9.44     $ 9.22       $ 8.67 
                               ========   ========   ========   ========   ========     ========= 
Per share market value at 
  end of period                 $ 9.00     $ 9.25     $ 8.38     $ 9.88     $ 9.88       $ 8.50 
                               ========   ========   ========   ========   ========     ========= 
Total return                      5.34%     19.88%     (7.87)%     8.32%     26.11%      (10.10)%+ 
Ratios (to average net 
  assets)/ Supplemental 
  data: 
 Expenses##                       1.34%      1.27%      1.21%      1.28%      1.25%        1.04%+ 
 Net investment income            8.17%      7.79%      8.07%      8.15%      8.35%        7.62%+ 
Portfolio turnover                  17%        21%        19%        16%        37%          58% 
Net assets at end of period 
  (000 omitted)               $323,060   $325,077   $325,767   $338,461   $327,193     $305,118 
</TABLE>

    * For the period from the commencement of investment operations, November 
      25, 1986 to October 31, 1987. 

(sec) Distributions in excess of net investment income were $0.004 per share 
      for the six months ended April 30, 1996. 

    # Per share data for periods subsequent to October 31, 1992 is based on 
      average shares outstanding. 

   ## For fiscal years ending after September 1, 1995, the Trust's expenses are
      calculated without reduction for fees paid indirectly. 

    + Annualized. 

   ++ Not annualized. 

                      See notes to financial statements 

                                      12 
<PAGE>
 
Notes to Financial Statements 

(1) Business and Organization 

The MFS Municipal Income Trust is organized as a Massachusetts business trust 
and is registered under the Investment Company Act of 1940, as amended, as a 
non-diversified, closed-end management investment company. 

(2) Significant Accounting Policies 

General -- The preparation of financial statements in conformity with 
generally accepted accounting principles requires management to make 
estimates and assumptions that affect the reported amounts of assets and 
liabilities and disclosure of contingent assets and liabilities at the date 
of the financial statements and the reported amounts of revenues and expenses 
during the reporting period. Actual results could differ from those 
estimates. 

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 market 
value. Futures contracts, options and options on futures contracts listed on 
commodities exchanges are valued at closing settlement prices. 
Over-the-counter options are valued by brokers through the use of a pricing 
model which takes into account closing bond valuations, implied volatility 
and short-term repurchase rates. 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. 

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 financial statement 
and tax reporting purposes as required by federal income tax regulations. 

The Trust can invest up to 75% of its portfolio in high-yield securities 
rated below investment grade. Investments in high-yield securities involve 
greater degrees of credit and market risk than investments in higher- rated 
securities, and tend to be more sensitive to economic conditions. 

The Trust uses the effective interest method for reporting interest income on 
payment-in-kind (PIK) bonds, whereby interest income on PIK bonds is recorded 
ratably by the Trust at a constant yield to maturity. Legal fees and other 
related expenses incurred to preserve and protect the value of a security 
owned are added to the cost of the security; other legal fees are expensed. 
Capital infusions, which are generally non-recurring, incurred to protect or 
enhance the value of high-yield debt securities, are reported as an addition 
to the cost basis of the security. Costs that are incurred to negotiate the 
terms or conditions of capital infusions or that are expected to result in a 
plan of reorganization are reported as realized losses. Ongoing costs 
incurred to protect or enhance an investment, or costs incurred to pursue 
other claims or legal actions, are reported as operating expenses. 

Fees Paid Indirectly -- The Trust's custodian bank calculates its fee based 
on the Trust's average daily net assets. The fee is reduced according to a 
fee arrangement, which provides for custody fees to be reduced based on a 
formula developed to measure the value of cash deposited with the custodian 
by the Trust. This amount is shown as a reduction of expenses on the 
Statement of Operations. 

Tax Matters and Distributions -- The Trust'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 

                                      13 
<PAGE>
 
Notes to Financial Statements -- continued 

income, including any net realized gain on investments. Accordingly, no 
provision for federal income or excise tax is provided. The Trust 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 Trust'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 paid by the Trust from net interest received on tax-exempt 
municipal bonds are not includable by shareholders as gross income for 
federal income tax purposes because the Trust intends to meet certain 
requirements of the Code applicable to regulated investment companies which 
will enable the Trust to pay exempt-interest dividends. The portion of Such 
interest, if any, earned on private activity bonds issued after August 7, 
1986, may be considered a tax preference item to shareholders. Distributions 
to shareholders are recorded on the ex-divided date. 

The Trust 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. 

At October 31, 1995, the Trust, for federal income tax purposes, had a 
capital loss carryforward of $30,396,585, which may be applied against any 
net taxable realized gains of each succeeding year until the earlier of its 
utilization or expiration on October 31, 1996 ($7,594,152), October 31, 1999 
($1,898,227), October 31, 2000 ($4,765,334), October 31, 2001 ($3,636,033), 
October 31, 2002 ($7,977,644) and October 31, 2003 ($4,525,195). 

(3) Transactions with Affiliates 

Investment Adviser -- The Trust 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 is computed daily and paid monthly at an effective annual rate 
of 0.40% of average daily net assets and 6.32% of investment income. 

The Trust pays no compensation directly to its Trustees who are officers of 
the investment adviser, or to officers of the Trust, all of whom receive 
remuneration for their services to the Trust from MFS. Certain of the 
officers and Trustees of the Trust are officers or directors of MFS. The 
Trust has an unfunded defined benefit plan for all of its independent 
Trustees and Mr. Bailey. Included in Trustees' compensation is a net periodic 
pension expense of $19,972 for the six months ended April 30, 1996. 

Transfer Agent -- MFSC acts as a registrar and dividend disbursing agent for 
the Trust. The agreement provides that the Trust will pay MFSC an account 
maintenance fee and a dividend service fee and will reimburse MFSC for 
reasonable out-of-pocket expenses. The account maintenance fee is computed as 
follows: 

 Total Number of Accounts   Annual Account Fee 
- --------------------------- ------------------ 
Less than 75,000                   $9.00 
75,000 and over                    $8.00 


The dividend service fee is $0.75 per dividend reinvestment and $0.75 per 
cash infusion. 

                                      14 
<PAGE>
 
(4) Portfolio Securities 

Purchases and sales of investments and short-term obligations aggregated 
$19,521,692 and $13,602,236, respectively. 

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

Aggregate cost                  $314,271,643 
                                 ============ 
Gross unrealized appreciation   $ 21,170,293 
Gross unrealized depreciation     (9,763,135) 
                                 ------------ 
 Net unrealized appreciation    $ 11,407,158 
                                 ============ 


(5) Shares of Beneficial Interest 

The Trust'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 Trust shares were as follows: 

<TABLE>
<CAPTION>
                                                                 Six Months 
                                                                Ended April    Year Ended 
                                                                    30,       October 31, 
                                                                    1996          1995 
- -------------------------------------------------------------   ------------- ------------ 
<S>                                                               <C>           <C>
Shares issued to shareholders in reinvestment of 
  distributions                                                   200,312       410,850 
                                                                ============    ========== 
</TABLE>

(6) Quarterly Financial Information (Unaudited) 

<TABLE>
<CAPTION>
                                                                      Net Realized and      Net Increase (Decrease) 
                                                                   Unrealized Gain (Loss)   in Net Assets Resulting 
Quarterly Period     Investment Income     Net Investment Income       on Investments           from Operations 
- ----------------   ----------------------  ----------------------  ------------------------ ----------------------- 
                                   Per                     Per                       Per                     Per 
Fiscal 1996           Amount      Share      Amount       Share       Amount        Share      Amount       Share 
- ----------------   -------------  -------  -------------  -------  --------------  --------  ------------- -------- 
<S>                <C>            <C>      <C>            <C>      <C>             <C>       <C>            <C>
January 31         $ 7,161,282    $0.18    $ 6,101,655    $0.16    $ (4,112,032)   $(0.11)   $ 1,989,623    $0.05 
April 30             7,213,357     0.19      6,167,967     0.16      (1,580,129)    (0.03)     4,587,838     0.13 
                   ------------   ------   ------------   ------   -------------   -------   ------------    ------ 
                   $14,374,639    $0.37    $12,269,622    $0.32    $ (5,692,161)   $(0.14)   $ 6,577,461    $0.18 
                   ============   ======   ============   ======   =============   =======   ============    ====== 
Fiscal 1995 
- ---------------- 
January 31         $ 7,475,901    $0.20    $ 6,403,027    $0.17    $   (201,711)   $(0.01)   $ 6,201,316    $0.16 
April 30             7,483,534     0.20      6,386,559     0.17       5,392,067      0.15     11,778,626     0.32 
July 31              7,503,734     0.20      6,395,755     0.17         519,974      0.01      6,915,729     0.18 
October 31           7,325,091     0.19      6,226,446     0.17        (728,258)    (0.02)     5,498,188     0.15 
                   ------------   ------   ------------   ------   -------------   -------   ------------    ------ 
                   $ 29,788,260   $ 0.79   $ 25,411,787   $ 0.68   $  4,982,072    $  0.13   $ 30,393,859   $ 0.81 
                   ============   ======   ============   ======   =============   =======   ============    ====== 
Fiscal 1994 
- ---------------- 
January 31         $ 6,827,945    $0.19    $ 5,789,070    $0.16    $    (12,660)     --      $ 5,776,410    $0.16 
April 30             7,736,487     0.21      6,576,323     0.18      (5,346,907)    (0.14)     1,229,416     0.03 
July 31              7,552,625     0.20      6,495,294     0.17      (6,503,505)    (0.17)        (8,211)     -- 
October 31           7,420,241     0.20      6,327,401     0.17       1,047,682      0.02      7,375,083     0.20 
                   ------------   ------   ------------   ------   -------------   -------   ------------    ------ 
                   $29,537,298    $0.80    $25,188,088    $0.68    $(10,815,390)   $(0.29)   $14,372,698    $0.39 
                   ============   ======   ============   ======   =============   =======   ============    ====== 
</TABLE>

                                      15 
<PAGE>
 
Notes to Financial Statements -- continued 

(7) Line of Credit 

The Trust entered into an agreement which enables it to participate with 
other funds managed by MFS in an unsecured line of credit with a bank which 
permits borrowings up to $350 million, collectively. Borrowings may be made 
to temporarily finance the acquisition of Treasury 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 Trust for the 
six months ended April 30, 1996 was $1,879. 

(8) Financial Instruments 

The Trust also invests in indexed securities whose value may be linked to 
interest rates, commodities, indices or other financial indicators. Indexed 
securities are fixed income securities whose proceeds at maturity 
(principal-indexed securities) or interest rates (coupon-indexed securities) 
rise and fall according to the change in one or more specified underlying 
instruments. Indexed securities may be more volatile than the underlying 
instrument itself. The following is a summary of such securities held at 
April 30,1996: 

<TABLE>
<CAPTION>
                                                                                        Unrealized 
Description                                      Index      Principal      Value       Appreciation 
- ---------------------------------------------   ----------  -----------  ------------ -------------- 
<S>                                             <C>         <C>          <C>             <C>
Principal Indexed Securities: 
Rochester, MN, HealthCare Facilities Rev. 
 (Mayo Medical Foundation), FIRS, 8.06s, 2021   PSA Index   $1,000,000   $ 1,014,060     $14,060 
                                                                                        ============ 
</TABLE>

(9) Restricted Securities 

The Trust may invest not more than 10% of its total assets in securities 
which are subject to legal or contractual restrictions on resale. At April 
30, 1996, the Trust owned the following restricted securities (constituting 
2.08% of net assets) which may not be publicly sold without registration 
under the Securities Act of 1933 (the 1933 Act). The Trust does not have the 
right to demand that such securities be registered. The value of these 
securities is determined by valuations supplied by a pricing service or 
brokers or, if not available, in good faith by or at the direction of the 
Trustees. 

<TABLE>
<CAPTION>
                                                            Date of        Par 
Description                                               Acquisition    Amount       Cost        Value 
- -------------------------------------------------------   ------------  ----------  ---------- ------------ 
<S>                                                        <C>          <C>        <C>          <C>
Broward County, FL, Housing Finance Authority 
  (Deerfield  Beach Apartments), 13s, 2000                  1/14/88        84,684  $   87,185   $   55,045 
Crystal City, TX, Lease Obligations, 10.5s, 2008            5/28/88     4,243,239   3,217,157    4,094,768 
Daphne, AL, Special Care Facilities Financing Authority 
   (Westminster Village), 8.25s, 2026                      10/28/88       500,000     500,186      345,000 
Eastern Band of Cherokee Indian Community, NC (Carolina 
   Mirror Co.), 11s, 2012                                   2/05/88       650,000     601,250      675,486 
Hannibal, MO, Industrial Development Authority 
  (Hannibal  Regional Health Care System, Inc.), 9.5s, 
  2022                                                      8/28/92     1,500,000   1,485,000    1,719,225 
                                                                                                 ---------- 
                                                                                                $6,889,524 
                                                                                                 ========== 
</TABLE>

                                      16 
<PAGE>
 
(10) Litigation 

Notes to Financial Statements -- continuedMFS has been named as a defendant 
in a lawsuit brought by the City of Troy, NY (the City) alleging, among other 
things, that certain municipal securities issued by Troy and purchased by MFS 
Municipal Income Trust (the Trust) were invalid at the time of issuance. The 
Trust is actual owner of the securities. The lawsuit seeks to void the 
issuance of the securities and seeks the return of all principal and interest 
payments previously made by the City together with interest on such amounts. 
If the matter cannot be resolved through settlement with the City and other 
parties, MFS and the Trust, if named as defendant, intend vigorously to 
contest the case. This lawsuit is in a preliminary state and involves 
significant complexities that prevent the Trust from being able to predict 
whether any liability might result. Management does not believe that any 
potential liability would be material to the financial position of the Trust. 
Accordingly, no amount has been accrued in the financial statements with 
respect to this matter. The Trust has filed a separate lawsuit against the 
City, and certain other parties, in which the Trust is seeking a 
determination that the securities are valid and that the Trust is entitled to 
payment and/or damages. If such securities are deemed invalid, then interest 
payments received from the City are taxable. Given this uncertainty, the 
Trust is currently treating such interest payments as taxable. 

                                      17 
<PAGE>
 
Independent Auditors' Report 

To the Trustees and Shareholders of MFS Municipal Income Trust: 

We have audited the accompanying statement of assets and liabilities, 
including the portfolio of investments, of MFS Municipal Income Trust as of 
April 30, 1996, the related statement of operations for the six months then 
ended, the statement of changes in net assets for the six months then ended 
and the year ended October 31, 1995, and the financial highlights for the six 
months ended April 30, 1996 and for each of the years in the nine-year period 
ended October 31, 1995. These financial statements and financial highlights 
are the responsibility of the Trust'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 April 30, 1996 by correspondence with the custodian and 
brokers; where replies were not received from brokers, we performed other 
auditing 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 MFS Municipal 
Income Trust at April 30, 1996, 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 
June 7, 1996 

                                      18 
<PAGE>
 

[cover]

MFS(R) Municipal
Income Trust

Trustees
A. Keith Brodkin*
Chairman and President

Richard B. Bailey*(2)
Private Investor; Former Chairman and Director (until 1991), Massachusetts
Financial Services Company; Director, Cambridge Bancorp; Director, Cambridge
Trust Company

Peter G. Harwood(1)
Private Investor

J. Atwood Ives(1)
Chairman and Chief Executive Officer, Eastern Enterprises

Lawrence T. Perera(2)
Partner, Hemenway & Barnes

William J. Poorvu(1)
Adjunct Professor, Harvard University Graduate School of Business Administration

Charles W. Schmidt(2)
Private Investor

Arnold D. Scott*
Senior Executive Vice President, Director and Secretary, Massachusetts 
Financial Services Company

Jeffrey L. Shames*
President and Director, Massachusetts Financial Services Company

Elaine R. Smith(2)
Independent Consultant

David B. Stone(1)(2)
Chairman, North American Management Corp. (investment advisers)

Portfolio Manager
Cynthia M. Brown*

Treasurer
W. Thomas London*

Assistant Treasurer
James O. Yost*

Secretary
Stephen E. Cavan*

Assistant Secretary
James R. Bordewick, Jr.*

Transfer Agent, Registrar and Dividend Disbursing Agent
MFS Service Center, Inc.
P.O. Box 9024
Boston, MA 02205-9824
1-800-637-2304

Custodian
State Street Bank and Trust Company

Auditors
Deloitte & Touche LLP

Investment Adviser
Massachusetts Financial Services Company
500 Boylston Street
Boston, MA 02116-3741

  *Affiliated with the Investment Adviser
(1)Member of Audit Committee
(2)Member of Portfolio Trading Committee

[recycle symbol] This report is printed on recycled paper   MFMCE-3 6/96 34.2M

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THE FIRST NAME IN MUTUAL FUNDS


MFS(R) Municipal Income Trust

Semiannual Report
April 30, 1996

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