THORNBURG INVESTMENT TRUST
N-30D, 1996-05-21
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Dear fellow shareholders,

We are  pleased  to report  the  Fund's  total  return  for the  quarter  ended
March 31 in the chart  below.  Most  gratifying  , the performance was achieved
without  exposure to the risks of gold stocks,  emerging  markets or the flow
of hot new issue IPOs, areas of unusual  strength during the quarter (we did 
participate in one initial public offering (IPO),  which we are holding for its
long term potential).  The major contributors to our fund performance were: 
Softkey, EMC Corp., Sears, ADT Ltd., Ford and Rhone-Poulenc.

The portfolio at the end of the quarter  consisted of 32 issues,  with  
diversification  across 16 industries.  Seventeen issues are 3% plus  positions.
While this is a more focused  portfolio  than many  diversified  mutual  funds,
our primary risk control  measure is fundamental  investment  analysis.  We
attempt to  minimize  risk by buying  stocks  with what we regard as a 
compelling  risk/reward trade-off.  A few examples of  our risk control
reasoning is instructive.

One of our strategies is to actively  invest in mutual savings and loan  
companies  that are converting to publicly  traded  ownership.  When a mutual
savings and loan (or mutual  savings bank) changes  ownership to a publicly
traded stock  company,  the process of stock subscription  typically  results
in the new public entity  selling at a 20% to 30% discount to book value.
Since most publicly  traded similar  institutions  sell above book value,  the
stocks of many  conversions  move  swiftly to book value or higher.  Our 
strategies capture this  discount.  While this requires  significant  
administrative  effort for us, the investment  itself entails  generally low
downside risk.  Three such conversions contributed to our good quarter.

Another risk control measure we employ involves  dividends.  Stocks with
relatively high,  reliable,  and growing  dividends offer more downside  
protection  than those without,  in our judgement.  Where above average  yields
are  overlooked or  misunderstood,  we see an opportunity for price
appreciation.  While this is pretty much an apple pie and motherhood  type  
assertion,  we think we have found a few such stocks;  specifically  Oppenheimer
Capital L. P. and a couple of specialty  finance  companies in the form of
mortgage REITS.  Oppenhiemer  L. P. is a fine  investment  management  company
in a publicly  traded limited  partnership  format.  The stock  currently
yields 8.5% while the  earnings  and assets  continue to grow.  As this occurs,
the  dividend  should also grow.  As a holder of a 66% interest in the operating
investment advisor  partnership of Oppenheimer  Capital,  the Limited
Partnership would also benefit if the advisor is acquired.  We regard the
R.E.I.T.s,  Capstead Mortgage and Resource  Mortgage as  nontraditional  bankers
whose earnings are dependent  upon  interest  rate  spreads but most  
importantly  without the overhead of a  traditional  deposit  institution.  They
are beneficiaries  of a  steepening  yield curve and are  currently
experiencing  earnings  improvements  as spreads  widen,  existing ARM mortgages
adjust upward and the  prerefunding  of higher rate  mortgages  decline.  Both
of these issues offer  current  yields in the 10-11% level.

In the  aggregate,  the Thornburg  Value Fund portfolio  attributes are
conservative.  Overall  portfolio  yield at March 31 was 2.8%, weighted  average
price to earnings  ratio on estimated  1996  earnings was 11.9 times,  the price
to book ratio was 2.4 times and the market price to estimated cash flow is a
modest 7.9 times.

During the quarter  International  Business  Machines,  Softkey  International,
Capstead  Mortgage and Party City along with 3 savings bank  conversions  were
added to the  portfolio.  Each of these we believe is a  compelling  value.  IBM
is  recovering  its  prestige, market  position and  profitability.  The market
is slowly  recognizing the improvement but the valuation of the stock still
reflects a legacy of negatives which we believe are no longer valid.  Softkey
International stock was depressed  because of concerns about the companys
ability to absorb several  acquisitions  made last year. These  acquisitions
have given the company the leading market share in the  edutainment segment
of the CD-ROM  business.  We believe the  potential is very large and that the
stock offers a compelling risk reward trade off.  Capstead  Mortgage's
improving  earnings and dividends  reflect the steepening  yield curve.  Party
City was a new issue of a specialty  retailer  offered at a valuation  below
similar  retailers  with  comparable  growth  potential.  The company offers
complete party supplies from  invitations  and  decorations to costumes and
favors for just about every party theme  imaginable. With same-store sales
running at double-digit levels, this franchise seems to have great potential.

As we mentioned in our first  quarterly  report,  one of the desired  benefits
of investing  using a strict value criteria that focuses on the downside risk of
an investment  compared to its upside  potential is that portfolio  volatility
should be less than the overall market.  As indicated in the table below, the
range of  volatility  experienced  by the fund this quarter was less than either
the Dow Industrial Average or the NASDAQ Average, and in line with the broadly 
diversified S & P 500 index.
 
On March 29, 1996, the Fund distributed an income dividend for the quarter of 
$0.060 per Class A share and $0.039 per Class C share.


Respectfully,



William V. Fries, CFA


The S&P 500 is an unmanged index of common stocks that's generally considered
representative of  the U.S. market.

Dow Jones Industrial Average  (DJIA)- Composite of the price movement of 30
actively traded industrial stocks believed to reflect the overall stock market
movement.

National Association of Securities Dealers Automated Quotation Indexes (NASDAQ)
Seven indexes that act as gauges and which averagethe trading prices of more 
than 3,000 American over-the-counter companies. The seven indexes cover banks, 
the industrials, insurance companies, other financial institutions, 
transportations, utilities and a composite.

The performance of any index is not indicative of the performance of any 
particular investment.  Keep in mind that indices do not take into account any 
fees and expenses of the individual investments that they track.


s t a t e m e n t  o f  a s s e t s  a n d  l i a b i l i t i e s

Thornburg Value Fund
March 31, 1996
(unaudited)

ASSETS

Investments, at value (cost $9,591,665) ...........................$ 10,498,703
Cash ...................................................................587,489
Receivable for fund shares sold .........................................19,996
Dividend receivable .....................................................24,700
Prepaid expenses and other assets .......................................53,319

                                 TOTAL ASSETS ...........            11,184,207
LIABILITIES

Payable for securities purchased                                         32,813
Accounts payable and accrued expenses ...................................30,015

                                 TOTAL LIABILITIES ......................62,828

NET ASSETS ........................................................$ 11,121,379

NET ASSETS CONSIST OF:
    Distribution in excess of net investment income                     ($1,190)
    Net unrealized appreciation ...................                     907,037
    Accumulated net realized gain .................                      68,158
    Net capital paid in on shares of beneficial interest ............10,147,374

NET ASSET VALUE ...................................................$ 11,121,379

Class A Shares:
Net asset value and redemption price per share
($10,257,225 applicable to 789,066 shares of beneficial
interest outstanding - Note 4) ..........................................$13.00

Maximum sales charge, 4.50% of offering
price (4.68% of net asset value per share) ..................................61
                                 Maximum Offering Price Per Share .......$13.61 
Class C Shares:
Net asset value and offering price per share*
($864,154 applicable to 66,530 shares of beneficial
interest outstanding - Note 4) ..........................................$12.99

*Redemption price per share is equal to net asset value less
any applicable contingent deferred sales charge ................................
See notes to financial statements ..............................................

s t a t e m e n t  o f  o p e r a t i o n s

Thornburg Value Fund
Period from October 2, 1995 (a)
to March 31, 1996 (unaudited)

INVESTMENT INCOME
Dividend income ..................................                     $125,889
Interest income ..................................                       14,451

         TOTAL INCOME ............................                      140,340

EXPENSES
Investment advisory fees (Note 3) ................                       37,970
Distribution and service fees (Note 3)
   Class A Shares ................................                        8,818
   Class C Shares ................................                        2,700
Registration & filing fees .......................                       19,799
Custodian fees ...................................                       17,380
Transfer agent fees ..............................                       15,352
Professional fees ................................                        4,239
Other expenses ...................................                        2,561

          TOTAL EXPENSES .........................                      108,819
Less:
 Investment advisory fees deferred by
      investment adviser  (Note 3) ...............                      (34,593)
 Expenses assumed by investment adviser (Note 3) .                      (13,354)

          NET EXPENSES ...........................                       60,872

          NET INVESTMENT INCOME ..................                       79,468


REALIZED AND UNREALIZED
GAIN ON INVESTMENTS - NOTE 5
Net realized gain on investments sold ............                       68,158
Increase in unrealized appreciation of investments                      907,037
          NET REALIZED AND UNREALIZED
              GAIN ON INVESTMENTS ................                      975,195

          NET INCREASE IN NET ASSETS RESULTING
              FROM OPERATIONS ....................                  $ 1,054,663

(a) commencement of operations

     See notes to financial statements ...........

s t a t e m e n t s  o f  c h a n g e s  i n  n e t  a s s e t s

Thornburg Value Fund
(unaudited)

                                                 Period from October 2, 1995 (a)
                                                       to March 31, 1996
INCREASE (DECREASE) IN
NET ASSETS FROM:

OPERATIONS:
Net investment income ..................................................$79,468
Net realized gain on investments sold ..........................         68,158
Increase in unrealized 
appreciation of investments                                             907,037

         NET INCREASE IN NET ASSETS .....................................
         RESULTING FROM OPERATIONS ...................................1,054,663
DIVIDENDS TO SHAREHOLDERS: ....................................................
From net investment income
 Class A Shares ......................................................  (76,023)
 Class C Shares ...............................................          (4,635)


FUND SHARE TRANSACTIONS - (Note 4) .................................
Class A Shares                                                        9,360,332
Class C Shares .........................................................787,042

NET INCREASE IN NET ASSETS ..........................................11,121,379

NET ASSETS:
         Beginning of period ............................................... 0

         End of period .............................................$11,121,379

See notes to financial statements ....................................

(a)Commencement of operations.

n o t e s   t o  f i n a n c i a l  s t a t e m e n t s

Thornburg Value Fund

Note 1 - ORGANIZATION
Thornburg Value Fund (the Fund),  is a series of Thornburg  Investment  Trust.
The Trust was organized as a  Massachusetts  business trust under a Declaration
of Trust dated June 3, 1987 and is registered  as a  diversified,  open-end  
management  investment  company under the Investment  Company Act of 1940, as
amended.  The Trust is currently issuing five series of shares of beneficial  
interest in addition  to those of the Fund:  Thornburg  Limited  Term U.S.
Government  Fund,Thornburg  New  Mexico  Intermediate  Municipal  Fund,
Thornburg  Intermediate  Municipal Fund,  Thornburg  Limited Term Income Fund
and Thornburg Florida  Intermediate  Municipal Fund. Each series is considered
to be a separate entity for financial reporting and tax purposes.

The Fund offers two classes of shares of beneficial  interest,  Class A and 
Class C shares.  Each class of shares of a Fund  represents an interest in the 
same  portfolio of  investments  of the Fund,  except that (i) Class A shares 
are sold subject to a front-end  sales charge  collected at the time the shares 
are  purchased and bear a service fee, (ii) Class C shares are sold at net asset
value without a sales charge at the time of purchase,  but are subject to a
contingent  deferred  sales charge upon  redemption  within one year, and bear  
both a  service  fee  and a  distribution  fee,  and  (iii)  the  respective  
classes  have  different  reinvestment  privileges.  Additionally,  each Fund 
may allocate  among its classes  certain  expenses,  to the extent  allowable to
specific  classes,  including transfer  agent fees,  government  registration  
fees,  certain  printing and postage costs,  and  administrative  and legal
expenses. Currently, class specific expenses of the Fund are limited to
distribution fees and certain custody and transfer agent expenses.


Note 2 - SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies of the Fund are as follows:

Valuation of  Securities:  In determining  net asset value,  investments  are 
stated at value based on latest sales prices  reported on national  securities
exchanges  on the last  business day of the period.  Investments  for which no 
sale is reported are valued at the mean between bid and asked prices.

Federal  Income  Taxes:  It is the  policy of the Fund to comply  with the
provisions  of the  Internal  Revenue  Code  applicable  to regulated
investment companies and to distribute all of its taxable income to its 
shareholders.  Therefore,  no provision for Federal income tax is required

When-Issued  and Delayed  Delivery  Transactions:  The Portfolio may engage in
when-issued  or delayed  delivery  transactions.  To the extent the Portfolio
engages in such  transactions,  it will do so for the purpose of acquiring
portfolio  securities  consistent with its investment  objectives and not for
the purpose of investment  leverage or to speculate on market changes. At the
time the Portfolio makes a commitment to purchase a security on a when-issued  
basis,  it will record the transaction and reflect the value in determining
its net asset value.  When effecting such  transactions,  assets of the Fund of 
an amount  sufficient to make payment for the portfolio securities to be 
purchased will be segregated on the Funds records on the trade date.

Dividends:  Dividends  are paid  quarterly  and are  reinvested  in  additional
shares of the Fund at net asset value per share at the close of business on the
dividend  payment date, or at the  shareholders  option,  paid in cash. Net 
realized  capital  gains,  to the extent available, will be distributed annually

General:  Securities  transactions  are accounted for on a trade date basis.  
Interest  income is accrued as earned and dividend income is recorded on the 
ex-dividend date.

Deferred Expenses:  Organizational  expenses were deferred and will be amortized
beginning April 1, 1996, on a straight-line basis over a 60-month period.

Use of Estimates:  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 the  disclosure  of contingent  assets and liabilities at the
date of the financial  statements and the reported  amounts of increases and 
decreases in net assets from operations during the reporting period. Actual
results could differ from those estimates.

Note 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Pursuant to the investment advisory agreement,  Thornburg Management Company,
Inc. (the Adviser) provides investment  management and advisory  services  for
which fees are computed at the rate of one percent per annum of the average
daily net assets of the Fund.  The advisory  agreement  provides for a sliding
scale fee that  declines  from 1% to 8/10 of 1% when the Fund's  average net 
assets exceed $500 million.  The investment  advisory  agreement  provides that
if, with respect to any fiscal year of the Fund, its total  operating expenses
(including  investment advisory fees, but excluding  interest,  taxes, brokerage
commissions,  and extraordinary  expenses) exceed the most restrictive  of the
expense  limitations  imposed  by state  securities commissions  of the states
in which the Fund currently has registered  its  securities  for sale,  the
investment  advisory fees for that fiscal year will be reduced or the Adviser
will assume certain Fund expenses by the amount of such excess. For the period 
ended March 31, 1996, the Adviser  voluntarily  deferred its advisory fee
amounting to $34,593 and assumed  certain  operating  expenses  amounting to 
$13,354.  These expenses may be repaid to the Adviser by the Fund, however such
repayment will depend upon the overall level of Fund expenses for the entire 
fiscal year ending September 30, 1996.

The Fund has an underwriting  agreement with Thornburg  Securities  Corporation
(the  "Distributor"),  which acts as the Distributor of Portfolio  shares.  For
the period  ended March 31, 1996,  the  Distributor  earned  commissions 
aggregating  $11,546 from the sale of Class A shares, and collected no 
contingent deferred sales charges from redemptions of Class C shares of the Fund

Pursuant to a Service Plan,  under Rule 12b-1 of the  Investment  Company Act of
1940,  the Fund may reimburse to the Adviser an amount of .25 of 1% per annum of
the Fund's  average net assets for payments  made by the Adviser to  securities
dealers and other  financial institutions  to obtain various shareholder related
services.  The Adviser  may pay out of its own funds  additional  expenses  for
distribution of the Fund's shares.

The Portfolio also has adopted a Distribution Plan pursuant to Rule 12b-1,  
applicable to the Portfolio's  Class C shares,  under which the Portfolio can
compensate the  Distributor  for services in promoting the sale of Class C 
shares of the Fund at an annual rate of up to .75% of the average daily net 
assets  attributable  to Class C shares.  Total fees incurred by each class of 
shares of the Portfolio under  their  respective  service  and  distribution  
plans for the  period  ended  March 31,  1996 are set forth in the  statement of
operations.

Certain  officers and directors of the Fund are also officers and /or directors
of the Adviser and the  Distributor.  The  compensation of unaffiliated 
directors of the Fund is borne by the Fund.

Thornburg Value Fund

Note 2 - SIGNIFICANT ACCOUNTING POLICIES (continued)

Thornburg Value Fund

Note 1 - ORGANIZATION
Thornburg Value Fund (the Fund),  is a series of Thornburg  Investment  Trust.
The Trust was organized as a  Massachusetts  business trust under a Declaration
of Trust dated June 3, 1987 and is registered  as a  diversified,  open-end  
management  investment  company under the Investment  Company Act of 1940, as
amended.  The Trust is currently issuing five series of shares of beneficial  
interest in addition  to those of the Fund:  Thornburg  Limited  Term U.S. 
Government  Fund,Thornburg  New  Mexico  Intermediate  Municipal Fund,Thornburg
Intermediate  Municipal Fund,  Thornburg  Limited Term Income Fund and Thornburg
Florida  Intermediate  Municipal Fund. Each series is considered to be a 
separate entity for financial reporting and tax purposes.

The Fund offers two classes of shares of beneficial  interest,  Class A and 
Class C shares.  Each class of shares of a Fund  represents an interest in the
same  portfolio of  investments  of the Fund,  except that (i) Class A shares 
are sold subject to a front-end  sales charge  collected at the time the shares
are  purchased and bear a service fee, (ii) Class C shares are sold at net asset
value without a sales charge at the time of purchase,  but are subject to a
contingent  deferred  sales charge upon  redemption  within one year, and bear
both a  service  fee  and a  distribution  fee,  and  (iii)  the  respective  
classes  have  different  reinvestment  privileges.  Additionally,  each Fund
may allocate  among its classes  certain  expenses,  to the extent allowable to
specific  classes,  including transfer  agent fees,  government  registration
fees,  certain  printing and postage costs,  and  administrative  and legal  
expenses. Currently, class specific expenses of the Fund are limited to 
distribution fees and certain custody and transfer agent expenses.


Note 2 - SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies of the Fund are as follows:

Valuation of  Securities:  In determining  net asset value,  investments  are
stated at value based on latest sales prices  reported on national  securities
exchanges  on the last  business day of the period.  Investments  for which no 
sale is reported are valued at the mean between bid and asked prices.

Federal  Income  Taxes:  It is the  policy of the Fund to comply  with the
provisions  of the  Internal  Revenue  Code  applicable  to regulated 
investment companies and to distribute all of its taxable income to its 
shareholders.  Therefore,  no provision for Federal income tax is required

When-Issued  and Delayed  Delivery  Transactions:  The Portfolio may engage in
when-issued  or delayed  delivery  transactions.  To the extent the Portfolio
engages in such  transactions,  it will do so for the purpose of acquiring  
portfolio  securities  consistent with its investment  objectives and not for
the purpose of investment  leverage or to speculate on market changes. At the 
time the Portfolio makes a commitment to purchase a security on a when-issued  
basis,  it will record the transaction and reflect the value in determining
its net asset value.  When effecting such  transactions,  assets of the Fund of 
an amount  sufficient to make payment for the portfolio securities to be
purchased will be segregated on the Funds records on the trade date.

Dividends:  Dividends  are paid  quarterly  and are  reinvested  in  additional
shares of the Fund at net asset value per share at the close of business on the
dividend  payment date, or at the  shareholders  option,  paid in cash. Net
realized  capital  gains,  to the extent available, will be distributed annually

General:  Securities  transactions  are accounted for on a trade date basis.  
Interest  income is accrued as earned and dividend income is recorded on the 
ex-dividend date.

Deferred Expenses:  Organizational  expenses were deferred and will be amortized
beginning April 1, 1996, on a straight-line basis over a 60-month period.

Use of Estimates:  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 the  disclosure  of contingent  assets and liabilities at the 
date of the financial  statements and the reported  amounts of increases and 
decreases in net assets from operations during the reporting period. Actual 
results could differ from those estimates.

Note 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Pursuant to the investment advisory agreement,  Thornburg Management Company,  
Inc. (the Adviser) provides investment  management and advisory  services  for
which fees are computed at the rate of one percent per annum of the average  
daily net assets of the Fund.  The advisory  agreement  provides for a sliding  
scale fee that  declines  from 1% to 8/10 of 1% when the Fund's  average net 
assets exceed $500 million.  The investment  advisory  agreement  provides that
if, with respect to any fiscal year of the Fund, its total  operating expenses
(including  investment advisory fees, but excluding  interest,  taxes, brokerage
commissions,  and extraordinary  expenses) exceed the most restrictive  of the  
expense  limitations  imposed  by state  securities commissions  of the states
in which the Fund currently has registered  its  securities  for sale,  the 
investment  advisory fees for that fiscal year will be reduced or the Adviser
will assume certain Fund expenses by the amount of such excess. For the period 
ended March 31, 1996, the Adviser  voluntarily  deferred its advisory fee 
amounting to $34,593 and assumed  certain  operating  expenses  amounting to 
$13,354.  These expenses may be repaid to the Adviser by the Fund,  however such
repayment will depend upon the overall level of Fund expenses for the entire 
fiscal year ending September 30, 1996.

The Fund has an underwriting  agreement with Thornburg  Securities  Corporation 
(the  "Distributor"),  which acts as the Distributor of Portfolio  shares.  For 
the period  ended March 31, 1996,  the  Distributor  earned  commissions  
aggregating  $11,546 from the sale of Class A shares, and collected no 
contingent deferred sales charges from redemptions of Class C shares of the Fund

Pursuant to a Service Plan,  under Rule 12b-1 of the  Investment  Company Act of
1940,  the Fund may reimburse to the Adviser an amount of .25 of 1% per annum of
the Fund's  average net assets for payments  made by the Adviser to  securities
dealers and other  financial institutions  to obtain  various  shareholder  
related  services.  The Adviser  may pay out of its own funds  additional  
expenses for distribution of the Fund's shares.

The Portfolio also has adopted a Distribution Plan pursuant to Rule 12b-1,  
applicable to the Portfolio's  Class C shares,  under which the Portfolio can
compensate the  Distributor  for services in promoting the sale of Class C 
shares of the Fund at an annual rate of up to .75% of the average daily net 
assets  attributable  to Class C shares.  Total fees incurred by each class of 
shares of the Portfolio under  their  respective  service  and  distribution  
plans for the  period  ended  March 31,  1996 are set forth in the  statement of
operations.

Certain  officers and directors of the Fund are also officers and /or directors
of the Adviser and the  Distributor.  The  compensation of unaffiliated
directors of the Fund is borne by the Fund.

Thornburg Value Fund

Note 4 - SHARES OF BENEFICIAL INTEREST:

At March 31, 1996, there were an unlimited number of shares of beneficial  
interest stock  authorized,  and capital paid-in  aggregated $10,147,374.  
Transactions in shares of beneficial interest were as follows:

                                                 Period from October 2, 1995 (a)
                                                       to March 31, 1996
 
Class A Shares                                          Shares            Amount

Shares sold                                          811,353         $9,634,912
   Shares issued to shareholders
   in reinvestment of
   distributions                                     5,913               74,073
Shares repurchased                                 (28,200)            (348,653)

Net Increase                                       789,066           $9,360,332

Class C Shares

Shares sold                                           66,250           $783,559
   Shares issued to shareholders
   in reinvestment of
   distributions                                       308                3,831
Shares repurchased                                     (28)                (348)
 
Net Increase                                         66,530             $787,042

Note 5 - SECURITIES TRANSACTIONS

Purchases  and proceeds  from  maturities  or sales of  investment  securities
of the  Portfolio,  other than  short-term  securities, aggregated  $11,351,937
and $1,950,116,  respectively.  The cost of investments is the same for 
financial  reporting and Federal income tax purposes.  At March 31, 1996, the
aggregate gross unrealized  appreciation and  depreciation,  based on cost for 
Federal income tax purposes, were $921,706 and $14,669, respectively.

Accumulated net realized gains from security transactions included in net assets
at March 31, 1996 aggregated $68,158.


Thornburg Value Fund
 
Per share operating performance
(for a share outstanding
throughout the period)

                                                    Period from October 2, 1995*
                                                           to March 31,1996

Class of Shares: .......................................        A           C

Net asset value, beginning of period .........................$11.94     $11.94
Income from investment operations:
Net investment income ........................................   .11        .08
Net realized and unrealized
    gain on investments ................................        1.06       1.05
Total from investment operations ...............                1.17       1.13
Less dividends from:
    Net investment income ........................              (.11)      (.08)
 Change in net asset value ...............................      1.06       1.05

Net asset value, end of period .............................  $13.00     $12.99

Total return (a) ..............................................9.81%       9.47%

Ratios/Supplemental Data
Ratios to average net assets:
    Net investment income ................................. 2.14%(b)    1.33%(b)
    Expenses, after expense reductions ...........          1.55%(b)    2.30%(b)
    Expenses, before expense reductions ................    2.45%(b)    8.23%(b)

Portfolio turnover rate ..................................   25.54%       25.54%
Net assets
    at end of period (000) ................................$10,257         $864


(a)  Sales loads are not reflected in computing total return, which is not
          annualized for periods less than one year .........................
(b) Annualized .............................................................
       Commencement of operations ............................................

Thornburg Value Fund
March 31, 1996   CUSIPS:  Class A - 885-215-731, Class C - 885-215-715
NASDAQ Symbols:  Class A  - TVAFX
STOCKS - 98.6% ...................................        SHARES         VALUE

AUTOS
Ford Motor Company ...............................        13,000   $   446,875
Volvo AB - ADR ...................................        16,000       370,000

CAPITAL EQUIPMENT
Cummins Engine, Inc. .............................         8,000       323,000

CHEMICALS
Rhone-Poulenc ADR ................................        20,000       520,000

DRUGS
Mylan Laboratories, Inc. .........................        13,000       273,000

ENERGY
Atlantic Richfield Company .......................         3,500       416,500
Gulf Canada Resources, Ltd. ......................        60,000       285,000

FINANCIAL SERVICES
Charter Financial, Inc. ..........................        10,000       118,750
First Colorado Bancorp, Inc. .....................        20,000       247,500
North Central Bancshares, Inc. ...................        10,000       107,500

INVESTMENT MANAGEMENT
Eaton Vance Corporation ..........................        10,000       325,000
John Nuveen & Company - Class A ..................        13,000       316,875
Oppenheimer Capital, L.P. ........................        15,000       438,750

INSURANCE
Allstate Corporation .............................         7,000       294,875
American National Insurance Corporation ..........         2,000       135,000

PHOTOGRAPHY
Eastman Kodak Company ............................         5,000       355,000

REAL ESTATE
Host Marriott Corporation ........................        19,000       256,500
Security Capital Industrial Trust (R.E.I.T.)  ....        12,000       210,000
Sun Communities, Inc. (R.E.I.T.)  ................        10,000       272,500

RETAIL
Party City Corporation ...........................         5,000        72,500
Sears, Roebuck & Company .........................        10,000       487,500
Wal-Mart Stores, Inc. ............................        20,000       462,500


SERVICES
ADT Limited ......................................        25,000       440,625
Host Marriott Services Corporation ...............         3,300        23,100

SPECIAL PURPOSE FINANCE
Capstead Mortgage (R.E.I.T.)  ....................        20,000       500,000
Resource Mortgage Capital (R.E.I.T.)  ............        28,000       570,500

STEELS
AK Steel Holding Corporation .....................        10,000       398,750

TECHNOLOGY
EMC Corporation ..................................        16,000       350,000
International Business Machines, Inc. ............         5,000       555,625
Softkey International, Inc. ......................        20,000       402,500

UTILITIES - ELECTRIC
Public Service Company of New Mexico .............        20,000       372,500

TOTAL COMMON STOCKS (Cost $9,441,687) ............    10,348,725

COMMERCIAL PAPER - 1.4% (Cost $149,978)
AT&T Corporation, 5.30% due 4/2/96 ...............       150,000       149,978

TOTAL INVESTMENTS (Cost $9,591,665)* .............                 $10,498,703

 (R.E.I.T.)  Real Estate Investment Trust
*Cost is the same for Federal income tax purposes 





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