THORNBURG INVESTMENT TRUST
497K1, 1998-12-31
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THORNBURG
LIMITED TERM
U.S. GOVERNMENT FUND
THORNBURG
LIMITED TERM
INCOME FUND


<logo>

Fund Profile
February ___, 1999

This Profile summarizes key information about the Funds that is included in 
the Funds' prospectus.  The Funds' prospectus includes additional 
information about the Funds, including a more detailed description of the 
risks associated with investing in the Funds that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Funds at no cost by calling 800-847-0200.

<PAGE>
1.  Investment Goal

Each Fund's primary investment goal is to provide, through investment in a 
portfolio of fixed income obligations, as high a level of income as is 
consistent, in the view of the Funds' investment adviser, with safety of 
capital.  Each Fund also seeks to reduce flunctuations in its shore price 
compared to longer term portfolios.

No assurance can be given that these goals will be achieved.

2.  Principal Investment Strategy of the Funds 

Limited Term U.S. Government Fund attempts to realize its primary goal by 
investing mainly in obligations issued or guaranteed by the United States 
Government or its agencies and instrumentalities, and in participations in 
such obligations or in repurchase agreements secured by such obligations.  
Limited Term Income Fund attempts to realize its primary goal by investing 
primarily in investment grade short and intermediate maturity bonds and in 
asset backed securities.  Each Fund also seeks to reduce fluctuations in 
its share price compared to longer term portfolios by maintaining a 
portfolio of investments with a dollar-weighed average portfolio maturity 
of not more than five years.


3.  Principal Risks

The value of a Fund's shares and its dividends will fluctuate in response 
to changes in interest rates.  Additionally, variations in interest rates 
may result in prepayments of certain obligations the Funds will acquire.  
These prepayments may require a Fund to reinvest at a lower rate of return, 
and may reduce a Fund's net asset value because the value of such 
securities may not appreciate as rapidly as non-callable debt securities.  
Obligations owned by Limited Term Income Fund may be subject to default, or 
could be downgraded by ratings agencies, reducing the value of Income 
Fund's shares.  The loss of money is a risk of investing in each Fund, and 
when you sell your shares they may be worth more or less than what you paid 
for them.  

Prospective investors should consider how the Funds' investment returns may 
vary each year, and the Funds' share values may go down in some periods.  
The following bar charts shows how a Fund's annual total returns for Class 
A shares have been different in each full year since it began operations.  
The accompanying average annual total return figures compare the 
performance of Government Funds' Class A and Class C shares to the Lehman 
Brothers Intermediate Government Bond Index and Company Income Fund's Class 
A and Class C shares to the Lehman Brothers Intermediate Corporate Bond 
Index.  This information gives some indication of the risks of investing in 
each Fund by showing changes in performance from year to year and by 
showing how the Fund's average annual total returns for the periods shown 
compare with a broad measure of market performance.

<The following are presented as bar graphs in the Profile>
Limited Term U.S. Government Fund Annual Total Returns for Class A Shares
- -------------------------------------------------------------------------
15%           
                    12.98%                      12.53%  
10%                                                            10.58%
      6.58%                       6.19%  7.38%         8.95%         6.14%
5%
             4.29% 
0%  
                           (2.07%)									
- -5%   1997   1996   1995   1994   1993   1992   1991   1990   1989   1988 

The year-to-date return for the nine months ending September 30, 1998 was 
6.85%.  During the 10-year period shown in the bar chart, the highest 
return for a quarter was 5.03% (quarter ending June 30,1989), and the 
lowest return for a quarter was 1.52% (quarter ending March 31, 1994).  The 
Government Fund commenced operations on November  16, 1987.

Limited Term U.S. Government Fund Average Annual Total Returns
Class A and Class C Shares
- --------------------------------------------------------------
                         One Year  Five Years  Ten Years
                           Ended      Ended       Ended
                         12-31-97   12-31-97    12-31-97

    Class A Shares         3.88%     4.94%        7.00%
    Class C Shares         5.71%      N/A          N/A
    Lehman Intermediate
    Government Bond Index  8.04%     6.49%        8.18%

Limited Term Income Fund Annual Total Returns for Class A Shares
- -----------------------------------------------------------------
                       15.42%
15%
 
10%
       5.58%   7.58%                  9.57%
5%
                            
0%  
                               (3.04%) 
- -5%    1997    1996    1995    1994   1993

The year-to-date return for the nine months ending September 30, 1998 was 
5.77%.  During the five-year period shown in the bar chart, the highest 
return for a quarter was 4.87% (quarter ending June 30, 1995), and the 
lowest return for a quarter was 2.45% (quarter ending December 31, 1994).  
The Income Fund commenced operations on October 1, 1992.

Limited Term Income Fund Average Annual Total Returns
Class A and Class C Shares
- --------------------------------------------------------

                         One Year  Five Years
                           Ended      Ended
                         12-31-97   12-31-97

    Class A Shares        2.94%       6.30%
    Class C Shares        4.66%        N/A
    Lehman Intermediate
    Corporate Bond Index  7.87%       6.58%

The sales charge for Class A shares was not reflected in the returns shown 
in the bar charts, and the returns would be less if the sales charge was 
taken into account.  The figures shown in the average annual total return 
table do reflect maximum sales charges imposed, assuming a redemption at 
the end of each period shown.  A Fund's performance in the past is not 
necessarily an indication of how the Fund will perform in the future.

4.  Fees and Expenses of the Funds

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of a Fund.

Thornburg Limited Term U.S. Government Fund

Shareholder Fees (fees paid directly from your investment)
- ----------------
   Limited Term U.S. Government Fund                  Class A    Class C
                                                      -------    -------
     Maximum Sales Charge (Load) imposed on            2.50%      none
     purchases (as a percentage of offering price)
     Maximum Deferred Sales Charge (Load) (as a        0.50%*    0.50%**
     percentage of the lesser of redemption proceeds 
     or original offering price)
 * imposed only on redemptions of purchases greater than $1 million in
   the event of a redemption within 12 months of purchase
** imposed only on redemptions of Class C shares within 12 months
   of purchase

Annual Fund Operating Expenses (expenses that are deducted 
- ------------------------------  from Fund assets)
   Limited Term U.S. Government                Class A    Class C
     Management Fee                             .38%       .38%
     Distribution and Service (12b-1) Fees      .25%      1.00%
     Other Expenses                             .35%       .83%
                                                ----      -----
           Total Annual Fund Operating Expenses .98%      2.21%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) and 
Thornburg Securities Corporation (TSC) intend to waive a portion of the 
Class C 12b-1 fees, and TMC intends to reimburse a portion of the Class C 
other expenses, so that actual Class C 12b-1 fees are .50%, actual Class C 
other expenses are .52%, and actual total Fund operating expenses for Class 
C are 1.40%.  TMC's and TSC's waiver of fees and TMC's reimbursement of 
expenses may be terminated at any time.

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $347 	   $553     $777     $1,421
     Class C Shares      $276 	   $696     $1,195   $2,570

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $347    $553     $777     $1,421
     Class C Shares      $226    $696     $1,194   $2,570

Thornburg Limited Term Income Fund

Shareholder Fees (fees paid directly from your investment)
- ---------------
   Limited Term Income Fund                         Class A    Class C
                                                    -------    ------- 
     Maximum Sales Charge (Load)imposed on            2.50%      none
     purchases as a percentage of offering price)

     Maximum Deferred Sales Charge (Load)             0.50       0.50%**
     as a percentage of the lesser of redemption
     proceeds or original offering price)

* imposed only on redemptions of purchases greater than $1 million in
  the event of a redemption within 12 months of purchase.
  ** impose only on redemptions of Class C shares within 12 months of
     purchase

Annual Fund Operating Expenses (expenses that are deducted
- -----------------------------  from Fund assets)    Class A    Class C
   Limited Term Income Fund                         -------    -------
     Management Fee                                  .50%       .50%
     Distribution and Service (12b-1) Fees           .25%      1.00%
     Other Expenses                                  .47%       .80%
                                                    -------    -------
            Total Annual Fund Operating Expenses    1.22%      2.30%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) 
intends to reimburse a portion of the Class A other expenses, so that 
actual Class A other expenses are .25%, and actual total fund operating 
expenses are 1.00%.  TMC and Thornburg Securities Corporation (TSC) intend 
to waive a portion of the Class C 12b-1 fees, and TMC intends to reimburse 
a portion of the Class C other expenses, so that actual Class C 12b-1 
expenses are .50%, actual Class C other expenses are .40%, and actual total 
fund operating expenses for Class C are 1.40%.  TMC's and TSC's waiver of 
fees and TMC's reimbursement of expenses may be terminated at any time.

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $372 	   $630     $909     $1,706
     Class C Shares      $285 	   $727     $1,246   $2,674
   
You would pay the following expenses if you did not redeem your shares:
      
                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $372 	   $630     $909     $1,706
     Class C Shares      $236 	   $727     $1,246   $2,674

5.  Investment Adviser and Portfolio Managers

The Fund's investment adviser is Thornburg Management Company, Inc. (TMC), 
providing investment management and administrative services.  Steven J. 
Bohlin, who is a managing director of TMC, is the portfolio manager for the 
Funds, and has served in that capacity for the Government Fund since 1988 
and for the Income Fund since its inception in 1992.  Mr. Bohlin is 
assisted by other employees of TMC in managing the Funds' portfolios. 

6.  Purchase of Fund Shares

Each Fund offers multiple classes of shares.  Purchases of Class A and 
Class C shares are described below.


                     Sales Charge                  Sales Charge
                    as a percentage               as a percentage
Purchase Amount     of Offering Price             of Net Asset Value
- ---------------     -----------------             ------------------
[S]                        [C]                         [C]
Less than $50,000          2.50%                       2.56%
$50,000 to 99,999.99       2.25%                       2.30%
$100,000 to 249,999.99     1.75%                       1.78%
$250,000 to 499,999.99     1.50%                       1.52%
$500,000 to 999,999.99     1.00%                       1.01%
$1,000,000 and up          0.00%                       0.00%

No sales charge will be payable at the time of purchase on investments of
$1 million or more made by a purchaser.  A contingent deferred sales
charge will be imposed on these investments in the event of a share
redemption within 1 year following the share purchase at the rate of 1/2
of 1% of the value of the shares redeemed.

Shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months may buy Class A shares at a reduced sales charge. Certain 
shareholders may buy Class A shares at no sales charges:

     1.  shareholders who purchase shares within 24 months of redeeming
         Class A shares; 

     2.  customers of trust companies or bank trust departments; 

     3.  customers of fee for service financial advisers; 

     4.  shareholders investing through a dealer's wrap program; 

     5.  shareholders whose orders are placed through certain brokers
         maintaining omnibus accounts. 

Class C shares are sold at net asset value, but are subject to higher 
annual expenses and a 1/2 of 1% contingent deferred sales charge if 
redeemed within one year of purchase.

The minimum purchase to open an account is $5,000 but automatic investment 
plans may be opened with $100.  Minimum additional purchase for any account 
is $100.  Purchases may be made by mail, through your financial advisor or 
by telephone. 

7.  Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to the Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the net asset value next computed after your order is 
received in proper form.  If your purchase was subject to a contingent 
deferred sales charge within one year of purchase, the charge will be 
deducted. You may redeem Fund shares by mail, through your financial 
advisor, or by telephone. if you have previously signed up for the 
telephone redemption feature.

8.  Distributions

Each Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  Each Fund declares its net 
investment income daily and distributes it monthly.  Each Fund will 
distribute any net realized capital gains at least annually.  Distributions 
are reinvested automatically in additional shares unless you elect to 
receive them in cash.  Any distributions of long-term capital gains are 
taxed as long-term capital gains.

9.  Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Exchange Class A shares of any other Thornburg Fund for Class A
  shares of the Fund without paying any additional sales charge.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

Contact your financial advisor or the Fund for more information on these and 
other services available to you.


Please call 1-800-847 or your financial adviser for an application to 
purchase shares of the Funds.  A copy of the Funds' prospectus will be sent 
to you with the application.


                               <LOGO>
                          Thornburg Funds
                     Investing With Integrity

             Thornburg Securities Corporation, Distributor
          119 East Marcy Street, Santa Fe, New Mexico 87501
                           800-847-0200
        www.thornburg.com    e-mail: [email protected]

<PAGE> 
THORNBURG                                                 Rule 497(k)(1)(i)
INTERMEDIATE
MUNICIPAL
FUND


<logo>

Fund Profile
February ___, 1999

This Profile summarizes key information about the Fund that is included in  
the Fund's prospectus.  The Fund's prospectus includes additional 
information about the Fund, including a more detailed description of the 
risks associated with investing in the Fund that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Fund at no cost by calling 800-847-0200.

<PAGE>
1.  Investment Goal

The Fund's primary goal is providing as high a level of current income 
exempt from federal income tax as is consistent, in the view of the Fund's 
investment adviser, with preservation of capital.  Its secondary goal is to 
reduce fluctuations in its share price relative to long-term municipal bond 
portfolios.

No assurance can be given that these goals will be achieved.

2.  Principal Investment Strategy of the Fund 

The Fund pursues its primary goal by investing in investment grade or 
equivalent obligations which are issued by states and state agencies, and 
local governments and agencies and by United States territories and 
possessions.  The Fund seeks its secondary goal of reducing share price 
fluctuations by maintaining a dollar-weighted average portfolio maturity 
normally between three and ten years. 

3.  Principal Risks

The value of Fund shares and its dividends will fluctuate in response to 
changes in interest rates.  The value of fund shares could be reduced if 
municipal obligations held by the Fund were downgraded by rating agencies, 
or went into default, or if legislation reduces the ability of issuers to 
pay principal and interest when due or changes the tax treatment of 
interest on municipal obligations.  The loss of money is a risk of 
investing in the Fund, and when you sell your shares they may be worth more 
or less than what you paid for them.  

Prospective investors should consider how the Fund's investment returns may 
vary each year, and the Fund's share value may go down in some periods.  
The following bar chart shows how the Fund's annual total returns for Class 
A shares have been different in each full year since it began operations.  
The accompanying average annual total return figures compare the 
performance of the Fund's Class A and Class C shares to the Merrill Lynch 
Municipal Bond (7-12 Year) Index.  This information gives some indication 
of the risks of investing in the Fund by showing changes in performance 
from year to year and by showing how the Fund's average annual total 
returns for the periods shown compare with a broad measure of market 
performance.

<The following is presented as a bar graph in the Profile>
Intermediate Municipal Fund Annual Total Returns Class A Shares
- ---------------------------------------------------------------

15%
                    13.22%          12.29%
10%                                          9.81%

 5%          4.45%

 0%  0.72%
                            (2.48)%
- -5   1997    1996    1995    1994    1993    1992

The year-to-date return for the nine months ending September 30, 1998 was 
4.97%.  During the six-year period shown in the bar chart, the highest 
return for a quarter was 4.91% (quarter ending March 31, 1995), and the 
lowest return for a quarter was (3.33)% (quarter ending March 31, 1994).  
The Fund commenced operations on July 23, 1991.

Intermediate Municipal Fund Average Annual Total Returns 
Class A and Class C Shares
- --------------------------------------------------------
                              One Year  Five Years
                                Ended      Ended
                              12-31-97   12-31-97
                              --------  ----------
          Class A Shares        3.47%     6.02%
          Class C Shares        6.17%      N/A
          Merrill Lynch         8.98%     7.06%
           Municipal Bond 
           Index (7-12 Years)

The sales charge for Class A shares was not reflected in the returns shown 
in the bar chart, and the returns would be less if the sales charge was 
taken into account.  The figures shown in the average annual total return 
table do reflect maximum sales charges imposed, assuming a redemption at 
the end of each period shown.  The Fund's performance in the past is not 
necessarily an indication of how the Fund will perform in the future.

4.  Fees and Expenses of the Fund

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)
- ----------------
Intermediate Municipal   Fund                         Class A    Class C
                                                      -------    -------
     Maximum Sales Charge (Load) imposed on            3.50%      none
     purchases (as a percentage of offering price)
     Maximum Deferred Sales Charge (Load) (as a        0.50%*    0.60%**
     percentage of the lesser of redemption proceeds 
     or original offering price)
 * imposed only on redemptions of purchases greater than $1 million in
   the event of a redemption within 12 months of purchase
** imposed only on redemptions of Class C shares within 12 months
   of purchase

Annual Fund Operating Expenses (expenses that are deducted 
- ------------------------------  from Fund assets)
Intermediate Municipal Fund                   Class A    Class C
     Management Fee                             .50%       .50%
     Distribution and Service (12b-1) Fees      .25%      1.00%
     Other Expenses                             .29%       .43%
                                                ----      -----
           Total Annual Operating Expenses     1.04%      1.93%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) 
intends to reimburse a portion of the Fund's other expenses, and TMC and 
Thornburg Securities Corporation (TSC) intend to waive a portion of the 
Class C 12b-1 fees, so that the Fund's actual other expenses are .25% and 
 .30% for Class A and Class C shares, respectively, actual Class C 12b-1 
expenses are .60%, and actual total annual operating expenses are 1.00% and 
1.40% for Class A and Class C shares, respectively.  TMC's and TSC's 
waivers and reimbursements of these fees and expenses may be terminated at 
any time. 

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $453    $671     $908      $1,589
     Class C Shares      $258    $613   $1,054      $2,283

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $453    $671     $908      $1,589
     Class C Shares      $198    $613   $1,054      $2,283

5.  Investment Adviser and Portfolio Managers

The Fund's investment adviser is Thornburg Management Company, Inc. (TMC), 
providing investment management and administrative services.  Brian J. 
McMahon and George Strickland, both of whom are managing directors of TMC, 
are the portfolio managers for the Fund.  Mr. McMahon has managed municipal 
bond portfolios for TMC since 1984, and Mr. Strickland has performed 
municipal bond credit analysis and management since joining TMC in 1991.  
Mr. McMahon and Mr. Strickland are assisted by other employees of TMC in 
managing the Fund's portfolio. 

6.  Purchase of Fund Shares

The Fund offers multiple classes of shares.  Purchases of Class A and 
Class C shares are described below.

                               Sales Charge
                    as a percentage     as a percentage
Purchase Amount     of Offering Price  of Net Asset Value
- ---------------     -----------------  ------------------
[S]                        [C]                [C]
Less than $50,000          3.50%              3.63%
$50,000 to 99,999.99       3.00%              3.09%
$100,000 to 249,999.99     2.50%              2.56%
$250,000 to 499,999.99     2.00%              2.04%
$500,000 to 999,999.99     1.50%              1.52%
$1,000,000 and up          0.00%              0.00%

   No sales charge will be payable at the time of purchase on investments of
   $1 million or more made by a purchaser.  A contingent deferred sales
   charge will be imposed on these investments in the event of a share
   redemption within 1 year following the share purchase at the rate of 1/2
   of 1% of the value of the shares redeemed.

Shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months may buy Class A shares at a reduced sales charge. Certain 
shareholders may buy Class A shares at no sales charges, including the 
following:

     1.  shareholders who purchase shares within 24 months of redeeming
         Class A shares; 

     2.  customers of trust companies or bank trust departments; 

     3.  customers of fee for service financial advisers; 

     4.  shareholders investing through a dealer's wrap program; 

     5.  shareholders whose orders are placed through certain brokers
         maintaining omnibus accounts. 

Class C shares are sold at net asset value, but are subject to higher 
annual expenses and a .60% contingent deferred sales charge if redeemed 
within one year of purchase.

The minimum purchase to open an account is $5,000 but automatic investment 
plans may be opened with $100.  Minimum additional purchase for any account 
is $100.  Minimum account size is $1,000, and accounts falling below that 
amount will be redeemed.  Purchases may be made by mail, through your 
financial advisor or by telephone. 

7.  Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to the Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the net asset value next computed after your order is 
received in proper form.  If your purchase was subject to a contingent 
deferred sales charge within one year of purchase, the charge will be 
deducted. You may redeem Fund shares by mail, through your financial 
advisor, or by telephone, if you have previously signed up for the 
telephone redemption feature.

8.  Distributions

The Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  The Fund declares its net 
investment income daily and distributes it monthly.  the Fund will 
distribute any net realized capital gains at least annually.  Distributions 
are reinvested automatically in additional shares unless you elect to 
receive them in cash.  Income dividends attributable to tax exempt 
municipal obligations owned by the Fund are exempt from federal personal 
income tax, but some portion of these dividends could be subject to the 
alternative minimum tax.  Income dividends may not be exempt from state 
income taxes or taxes imposed on persons who are not individuals.  
Dividends attributable to market discount on portfolio securities and 
distributions of net short-term capital gains are taxable as ordinary 
income.  Any distributions of long-term capital gains are taxed as long-
term capital gains.

9.  Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Exchange Class A shares of any other Thornburg Fund for Class A
  shares of the Fund without paying any additional sales charge.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

Contact your financial advisor or the Fund for more information on these and 
other services available to you.


Please call 1-800-847 or your financial adviser for an application to 
purchase shares of the Fund.  A copy of the Fund's prospectus will be sent 
to you with the application.


                             <LOGO>
                         Thornburg Funds
                    Investing With Integrity

            Thornburg Securities Corporation, Distributor
          119 East Marcy Street, Santa Fe, New Mexico 87501
                           800-847-0200
        www.thornburg.com    e-mail: [email protected]

<PAGE>
THORNBURG
NEW MEXICO
INTERMEDIATE
MUNICIPAL
FUND


<logo>

Fund Profile
February ___, 1998

This Profile summarizes key information about the Fund that is included in  
the Fund's prospectus.  The Fund's prospectus includes additional 
information about the Fund, including a more detailed description of the 
risks associated with investing in the Fund that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Fund at no cost by calling 800-847-0200.

<PAGE>
1.  Investment Goal

The Fund's primary goal is providing as high a level of current income 
exempt from federal income tax and New Mexico individual income taxes as is 
consistent, in the view of the Fund's investment adviser, with preservation 
of capital.  Its secondary goal is to reduce fluctuations in its net asset 
value relative to long-term municipal bond portfolios.

No assurance can be given that these goals will be achieved.

2.  Principal Investment Strategy of the Fund 

The Fund pursues its primary goal by investing in investment grade or 
equivalent obligations which are issued by the State of New Mexico, its 
political subdivisions, and their agencies and instrumentalities, and by 
United States territories and possessions.  The Fund pursues its secondary 
goal of reducing share price fluctuates by maintaining a dollar-weighted 
average portfolio maturity normally between three and ten years.

3.  Principal Risks

The value of Fund shares and its dividends will fluctuate in response to 
changes in interest rates.  The value of fund shares could be reduced if 
municipal obligations held by the Fund were downgraded by rating agencies, 
or went into default, or if legislation reduces the ability of issuers to 
pay principal and interest when due or changes the tax treatment of 
interest on municipal obligations.  The loss of money is a risk of 
investing in the Fund, and when you sell your shares they may be worth more 
or less than what you paid for them.  

The Fund is a nondiversified investment company.  This means that it may 
invest a quarter proportion of its assets in the securities of a single 
issue.  This may be riskier, because a default or other adverse condition 
affecting an issue in which the Fund invested a high proportion of its 
assets could cause the Fund's share price to decline to a greater degree 
than if its assets were more diversified.  The Fund's policy of investing 
primarily in municipal securities originating in New Mexico also subjects 
the Fund to greater risk than a mutual fund which invests in municipal 
securities from a number of states.

Prospective investors should consider how the Fund's investment returns may 
vary each year, and the Fund's share value may go down in some periods.  
The following bar chart shows how the Fund's annual total returns for Class 
A shares have been different in each full year since it began operations.  
The accompanying average annual total return figures compare the 
performance of the Fund's Class A shares to the Merrill Lynch Municipal 
Bond (7-12 Year) Index.  This information gives some indication of the 
risks of investing in the Fund by showing changes in performance from year 
to year and by showing how the Fund's average annual total returns for the 
periods shown compare with a broad measure of market performance.

<The following is presented as a bar graph in the Profile>
Intermediate Municipal Fund Annual Total Returns Class A Shares
- --------------------------------------------------------------

15%
                     11.15           10.31
10%
     6.49                                    8.63
 5%
             0.42            (1.19)
 0%

- -5%  1997    1996    1995    1994    1993    1992

The year-to-date return for the nine months ending September 30, 1998 was 
4.17%.  During the six-year period shown in the bar chart, the highest 
return for a quarter was 4.43% (quarter ending March 31, 1995), and the 
lowest return for a quarter was 2.91% (quarter ending March 31, 1995).  The 
Fund commenced operations on July 23, 1991.

Intermediate New Mexico Municipal Fund Average Annual Total Returns 
Class A and Class C Shares
- -------------------------------------------------------------------
                         One Year  Five Years
                           Ended      Ended
                         12-31-97   12-31-97

          Class A Shares  2.75%       5.19%
Merrill Lynch Bond Index  8.98%       7.06%

The sales charge for Class A shares was not reflected in the returns shown 
in the bar chart, and the returns would be less if the sales charge was 
taken into account.  The figures shown in the average annual total return 
table do reflect maximum sales charges imposed, assuming a redemption at 
the end of each period shown.  The Fund's performance in the past is not 
necessarily an indication of how the Fund will perform in the future.

4.  Fees and Expenses of the Fund

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)
- ----------------
Intermediate New Mexico Municipal Fund                Class A
                                                      -------
     Maximum Sales Charge (Load) imposed on            3.50%
     purchases (as a percentage of offering price)
     Maximum Deferred Sales Charge (Load) (as a        0.50%*
     percentage of the lesser of redemption proceeds 
     or original offering price)
 * imposed only on redemptions of purchases greater than $1 million in
   the event of a redemption within 12 months of purchase

Annual Fund Operating Expenses (expenses that are deducted 
- ------------------------------  from Fund assets)
Intermediate New Mexico Municipal Fund         Class A
     Management Fee                             .50%
     Distribution and Service (12b-1) Fees      .25%
     Other Expenses                             .26%
                                                ----
           Total Annual Operating Expenses     1.01%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) 
intends to reimburse a portion of the Fund's other expenses, so that the 
Fund's actual other expenses are .25% and actual total annual operating 
expenses are 1.00% for Class A shares.  TMC's reimbursements of these 
expenses may be terminated at any time. 

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $451    $665     $898      $1,566

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $451    $665     $898      $1,566

5.  Investment Adviser and Portfolio Managers

The Fund's investment adviser is Thornburg Management Company, Inc. (TMC), 
providing investment management and administrative services.  Brian J. 
McMahon and George Strickland, both of whom are managing directors of TMC, 
are the portfolio managers for the Fund.  Mr. McMahon has managed municipal 
bond portfolios for TMC since 1984, and Mr. Strickland has performed 
municipal bond credit analysis and management since joining TMC in 1991.  
Mr. McMahon and Mr. Strickland are assisted by other employees of TMC in 
managing the Fund's portfolio. 

6.  Purchase of Fund Shares

The Fund is authorized to issue multiple classes of shares, but currently 
offers only Class A shares.


                               Sales Charge
                    as a percentage    as a percentage
Purchase Amount     of Offering Price of Net Asset Value
- ---------------     ----------------- ------------------
[S]                        [C]                [C]
Less than $50,000          3.50%              3.63%
$50,000 to 99,999.99       3.00%              3.09%
$100,000 to 249,999.99     2.50%              2.56%
$250,000 to 499,999.99     2.00%              2.04%
$500,000 to 999,999.99     1.50%              1.52%
$1,000,000 and up          0.00%              0.00%

No sales charge will be payable at the time of purchase on investments of
$1 million or more made by a purchaser.  A contingent deferred sales
charge will be imposed on these investments in the event of a share
redemption within 1 year following the share purchase at the rate of 1/2
of 1% of the value of the shares redeemed.

Shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months may buy Class A shares at a reduced sales charge. Certain 
shareholders may buy Class A shares at no sales charges:

     1.  shareholders who purchase shares within 24 months of redeeming
         Class A shares; 

     2.  customers of trust companies or bank trust departments; 

     3.  customers of fee for service financial advisers; 

     4.  shareholders investing through a dealer's wrap program; 

     5.  shareholders whose orders are placed through certain brokers
         maintaining omnibus accounts. 

The minimum purchase to open an account is $5,000 but automatic investment 
plans may be opened with $100.  Minimum additional purchase for any account 
is $100.  Purchases may be made by mail, through your financial advisor or 
by telephone. 

7.  Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to the Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the net asset value next computed after your order is 
received in proper form.  If your purchase was subject to a contingent 
deferred sales charge within one year of purchase, the charge will be 
deducted. You may redeem Fund shares by mail, through your financial 
advisor, or by telephone. if you have previously signed up for the 
telephone redemption feature.

8.  Distributions

The Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  The Fund declares its net 
investment income daily and distributes it monthly.  The Fund will 
distribute any net realized capital gains at least annually.  Distributions 
are reinvested automatically in additional shares unless you elect to 
receive them in cash.  Income dividends attributable to tax exempt 
municipal obligations owned by the Fund are exempt from federal personal 
income tax, but some portion of these dividends could be subject to the 
alternative minimum tax.  Dividends attributable to market discount on 
portfolio securities and distributions of net short-term capital gains are 
taxable as ordinary income.  Any distributions of long-term capital gains 
are taxed as long-term capital gains.

Individual shareholders are not subject to New Mexico income taxes on 
interest dividends attributable to obligations originating in New Mexico.  
Distributions of capital gains, and dividends attributable to market 
discount on portfolio securities are subject to New Mexico income taxes.

9.  Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Exchange Class A shares of any other Thornburg Fund for Class A
  shares of the Fund without paying any additional sales charge.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

Contact your financial advisor or the Fund for more information on these and 
other services available to you.


Please call 1-800-847 or your financial adviser for an application to 
purchase shares of the Fund.  A copy of the Fund's prospectus will be sent 
to you with the application.


                                <LOGO>
                            Thornburg Funds
                       Investing With Integrity

             Thornburg Securities Corporation, Distributor
           119 East Marcy Street, Santa Fe, New Mexico 87501
                            800-847-0200
         www.thornburg.com    e-mail: [email protected]

<PAGE>
THORNBURG
FLORIDA
INTERMEDIATE
MUNICIPAL
FUND


<logo>

Fund Profile
February ___, 1998

This Profile summarizes key information about the Fund that is included in  
the Fund's prospectus.  The Fund's prospectus includes additional 
information about the Fund, including a more detailed description of the 
risks associated with investing in the Fund that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Fund at no cost by calling 800-847-0200.

<PAGE>
1.  Investment Goal

The Fund's primary goal is providing as high a level of current income 
exempt from federal income tax as is consistent, in the view of the Fund's 
investment adviser, with preservation of capital.  The Fund also seeks 
exemption from the Florida "intangibles" tax imposed by Florida on certain 
securities held by individuals.  Its secondary goal is to reduce 
fluctuations in its net asset value relative to long-term municipal bond 
portfolios.

No assurance can be given that these goals will be achieved.

2.  Principal Investment Strategy of the Fund 

The Fund pursues its primary goal by investing in investment grade or 
equivalent obligations which are issued by the State of Florida and its 
political subdivisions and agencies, and by United States territories and 
possessions.  The Fund pursues its secondary goal of reducing share price 
fluctuations by maintaining a dollar-weighted average portfolio maturity 
normally between three and ten years.

3.  Principal Risks

The value of Fund shares and its dividends will fluctuate in response to 
changes in interest rates.  The value of fund shares could be reduced if 
municipal obligations held by the Fund were downgraded by rating agencies, 
or went into default, or if legislation reduces the ability of issuers to 
pay principal and interest when due or changes the tax treatment of 
interest on municipal obligations.  The loss of money is a risk of 
investing in the Fund, and when you sell your shares they may be worth more 
or less than what you paid for them.  

The Fund is a nondiversified investment company.  This means that it may 
invest a quarter proportion of its assets in the securities of a single 
issue.  This may be riskier, because a default or other adverse conditions 
affecting an issue in which the Fund invested a high proportion of its 
assets could cause the Fund's share price to decline to a greater degree 
than if its assets were more diversified.  The Fund's policy of investing 
primarily in municipal securities originating in Florida also subjects the 
Fund to greater risk than a mutual fund which invested in municipal 
securities from a number of states.

Prospective investors should consider how the Fund's investment returns may 
vary each year, and the Fund's share value may go down in some periods.  
The following bar chart shows how the Fund's annual total returns for Class 
A shares have been different in each full year since it began operations.  
The accompanying average annual total return figures compare the 
performance of the Fund's Class A shares to the Merrill Lynch Municipal 
Bond (7-12 Year) Index.  This information gives some indication of the 
risks of investing in the Fund by showing changes in performance from year 
to year and by showing how the Fund's average annual total returns for the 
periods shown compare with a broad measure of market performance.

<The following is presented as a bar graph in the Profile>
Intermediate Florida Municipal Fund Annual Total Returns Class A Shares
- -----------------------------------------------------------------------

15%
                     12.19
10%
     7.28
5%
             4.67
 0%

- -5%  1997    1996    1995

The year-to-date return for the nine months ending September 30, 1998 was 
4.54%.  During the three-year period shown in the bar chart, the highest 
return for a quarter was 4.68% (quarter ending March 31, 1995), and the 
lowest return for a quarter was 0.11% (quarter ending March 31, 1996).  The 
Fund commenced operations on February 1, 1994.

Intermediate Florida Municipal Fund Average Annual Total Returns 
Class A Shares
- ----------------------------------------------------------------
                         One Year
                           Ended
                         12-31-97

          Class A Shares  3.55%
Merrill Lynch Bond Index  8.98%

The sales charge for Class A shares was not reflected in the returns shown 
in the bar chart, and the returns would be less if the sales charge was 
taken into account.  The figures shown in the average annual total return 
table do reflect maximum sales charges imposed, assuming a redemption at 
the end of each period shown.  The Fund's performance in the past is not 
necessarily an indication of how the Fund will perform in the future.

4.  Fees and Expenses of the Fund

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)
- ----------------
Intermediate Florida Municipal Fund                   Class A
                                                      -------
     Maximum Sales Charge (Load) imposed on            3.50%
     purchases (as a percentage of offering price)
     Maximum Deferred Sales Charge (Load) (as a        0.50%*
     percentage of the lesser of redemption proceeds 
     or original offering price)
 * imposed only on redemptions of purchases greater than $1 million in
   the event of a redemption within 12 months of purchase

Annual Fund Operating Expenses (expenses that are deducted 
- ------------------------------  from Fund assets)
Intermediate Florida Municipal Fund           
     Management Fee                             .50%
     Distribution and Service (12b-1) Fees      .25%
     Other Expenses                             .36%
                                                ----
           Total Annual Operating Expenses     1.11%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) 
intends to reimburse a portion of the Fund's other expenses, so that the 
Fund's actual other expenses are .25% and actual total annual operating 
expenses are 1.00%.  TMC's reimbursements of these expenses may be 
terminated at any time. 

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $460    $693     $945      $1,668

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $460    $693     $945      $1,668

5.  Investment Adviser and Portfolio Managers

The Fund's investment adviser is Thornburg Management Company, Inc. (TMC), 
providing investment management and administrative services.  Brian J. 
McMahon and George Strickland, both of whom are managing directors of TMC, 
are the portfolio managers for the Fund.  Mr. McMahon has managed municipal 
bond portfolios for TMC since 1984, and Mr. Strickland has performed 
municipal bond credit analysis and management since joining TMC in 1991.  
Mr. McMahon and Mr. Strickland are assisted by other employees of TMC in 
managing the Fund's portfolio. 

6.  Purchase of Fund Shares

The Fund is authorized to issue multiple classes of shares, but currently 
offers only Class A shares.


                               Sales Charge
                    as a percentage    as a percentage
Purchase Amount     of Offering Price of Net Asset Value
- ---------------     ----------------- ------------------
[S]                        [C]                [C]
Less than $50,000          3.50%              3.63%
$50,000 to 99,999.99       3.00%              3.09%
$100,000 to 249,999.99     2.50%              2.56%
$250,000 to 499,999.99     2.00%              2.04%
$500,000 to 999,999.99     1.50%              1.52%
$1,000,000 and up          0.00%              0.00%

No sales charge will be payable at the time of purchase on investments of
$1 million or more made by a purchaser.  A contingent deferred sales
charge will be imposed on these investments in the event of a share
redemption within 1 year following the share purchase at the rate of 1/2
of 1% of the value of the shares redeemed.

Shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months may buy Class A shares at a reduced sales charge. Certain 
shareholders may buy Class A shares at no sales charges:

     1.  shareholders who purchase shares within 24 months of redeeming
         Class A shares; 

     2.  customers of trust companies or bank trust departments; 

     3.  customers of fee for service financial advisers; 

     4.  shareholders investing through a dealer's wrap program; 

     5.  shareholders whose orders are placed through certain brokers
         maintaining omnibus accounts. 

The minimum purchase to open an account is $5,000 but automatic investment 
plans may be opened with $100.  Minimum additional purchase for any account 
is $100.  Purchases may be made by mail, through your financial advisor or 
by telephone. 

7.  Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to the Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the net asset value next computed after your order is 
received in proper form.  If your purchase was subject to a contingent 
deferred sales charge within one year of purchase, the charge will be 
deducted. You may redeem Fund shares by mail, through your financial 
advisor, or by telephone. if you have previously signed up for the 
telephone redemption feature.

8.  Distributions

The Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  The Fund declares its net 
investment income daily and distributes it monthly.  The Fund will 
distribute any net realized capital gains at least annually.  Distributions 
are reinvested automatically in additional shares unless you elect to 
receive them in cash.  Income dividends attributable to tax exempt 
municipal obligations owned by the Fund are exempt from federal personal 
income tax, but some portion of these dividends could be subject to the 
alternative minimum tax.  Dividends attributable to market discount on 
portfolio securities and distributions of net short-term capital gains are 
taxable as ordinary income.  Any distributions of long-term capital gains 
are taxed as long-term capital gains.  Florida does not currently impose an 
individual income tax.  Income dividends may not be exempt from state 
income taxes imposed by other states or taxes imposed on persons who are 
not individuals.  Florida imposes a personal property or "intangibles" tax 
which is generally applicable to securities owned by individual residents 
in Florida, but the intangibles tax will not apply to Fund shares if the 
Fund's assets as of the close of the preceding calendar year consist only 
of obligations of Florida and its political subdivisions and obligations of 
the United States, Puerto Rico, Guam or the United States Virgin Islands.  

9.  Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Exchange Class A shares of any other Thornburg Fund for Class A
  shares of the Fund without paying any additional sales charge.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

Contact your financial advisor or the Fund for more information on these and 
other services available to you.


Please call 1-800-847 or your financial adviser for an application to 
purchase shares of the Fund.  A copy of the Fund's prospectus will be sent 
to you with the application.


                                <LOGO>
                            Thornburg Funds
                       Investing With Integrity

             Thornburg Securities Corporation, Distributor
           119 East Marcy Street, Santa Fe, New Mexico 87501
                            800-847-0200
         www.thornburg.com    e-mail: [email protected]

<PAGE>
THORNBURG
NEW YORK
INTERMEDIATE
MUNICIPAL
FUND


<logo>

Fund Profile
February ___, 1998

This Profile summarizes key information about the Fund that is included in  
the Fund's prospectus.  The Fund's prospectus includes additional 
information about the Fund, including a more detailed description of the 
risks associated with investing in the Fund that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Fund at no cost by calling 800-847-0200.

<PAGE>
1.  Investment Goal

The Fund's primary goal is providing as high a level of current income 
exempt from federal income tax and New York State and New York City 
individual income taxes as is consistent, in the view of the Fund's 
investment adviser, with preservation of capital.  The Fund also seeks 
exemption from the Florida "intangibles" tax imposed by Florida on certain 
securities held by individuals.  Its secondary goal is to reduce 
fluctuations in its net asset value relative to long-term municipal bond 
portfolios.

No assurance can be given that these goals will be achieved.

2.  Principal Investment Strategies of the Fund 

The Fund pursues its primary goal by investing in investment grade or 
equivalent obligations which are issued by New York State and its agencies, 
and local governments in New York State and their agencies, and by United 
States territories and possessions.  The Fund pursues its secondary goal of 
reducing share price fluctuations by maintaining a dollar-weighted average 
portfolio maturity normally between three and ten years.

3.  Principal Risks

The value of Fund shares and its dividends will fluctuate in response to 
changes in interest rates.  The value of fund shares could be reduced if 
municipal obligations held by the Fund were downgraded by rating agencies, 
or went into default, or if legislation reduces the ability of issuers to 
pay principal and interest when due or changes the tax treatment of 
interest on municipal obligations.  The loss of money is a risk of 
investing in the Fund, and when you sell your shares they may be worth more 
or less than what you paid for them.  

The Fund is a nondiversified investment company.  This means that it may 
invest a quarter proportion of its assets in the securities of a single 
issue.  This may be riskier, because a default or other adverse condition 
affecting an issuer in which the Fund invested a high proportion of its 
assets could cause the Fund's share price to decline to a greater degree 
than if its assets were more diversified.  The Fund's policy of investing 
primarily in municipal securities originating in New York also subjects the 
Fund to greater risk than a mutual fund which invested in municipal 
securities from a number of states.

Prospective investors should consider how the Fund's investment returns may 
vary each year, and the Fund's share value may go down in some periods.  
The following bar chart shows how the Fund's annual total returns for Class 
A shares for the one full year the Fund has been in existence. The 
accompanying average annual total return figures compare the performance of 
the Fund's Class A shares to the Merrill Lynch Municipal Bond (7-12 Year) 
Index.  This information gives some indication of the risks of investing in 
the Fund by showing how the Fund's average annual total return for the 
period shown compares with a broad measure of market performance.

<The following is presented as a bar graph in the Profile>
Intermediate New York Municipal Fund Annual Total Returns Class A Shares
- ------------------------------------------------------------------------

15%

10%

5%

 0%

- -5%  [1998]

The year-to-date return for the nine months ending September 30, 1998 was 
5.39%.  During the one-year period shown in the bar chart, the highest 
return for a quarter was _____% (quarter ending _______________), and the 
lowest return for a quarter was _____% (quarter ending _________________).  
The Fund commenced operations on September 5, 1997.

Intermediate New York Municipal Fund Average Annual Total Returns 
Class A Shares
- ----------------------------------------------------------------
                                 One Year
                                   Ended
                                 12-31-98
                                 --------
          Class A Shares
           Merrill Lynch
           Municipal Bond
           Index (7-12 Years)

The sales charge for Class A shares was not reflected in the returns shown 
in the bar chart, and the returns would be less if the sales charge was 
taken into account.  The figures shown in the average annual total return 
table do reflect maximum sales charges imposed, assuming a redemption at 
the end of each period shown.  The Fund's performance in the past is not 
necessarily an indication of how the Fund will perform in the future.

4.  Fees and Expenses of the Fund

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)
- ----------------
Intermediate New York Municipal Fund                  Class A
                                                      -------
     Maximum Sales Charge (Load) imposed on            3.50%
     purchases (as a percentage of offering price)
     Maximum Deferred Sales Charge (Load) (as a        0.50%*
     percentage of the lesser of redemption proceeds 
     or original offering price)
 * imposed only on redemptions of purchases greater than $1 million in
   the event of a redemption within 12 months of purchase

Annual Fund Operating Expenses (expenses that are deducted 
- ------------------------------  from Fund assets)
Intermediate New York Municipal Fund           Class A     
     Management Fee                             .50%
     Distribution and Service (12b-1) Fees      .25%
     Other Expenses                             .44%
                                                ----
           Total Annual Operating Expenses     1.19%

Expenses reflect rounding.  Thornburg Management Company, Inc. (TMC) 
intends to reimburse a portion of the Fund's other expenses, so that the 
Fund's actual other expenses are .25% for Class A shares, and actual total 
annual operating expenses are 1.00% for Class A shares.  TMC's 
reimbursements of these expenses may be terminated at any time. 

Example.  This Example is intended to help you compare the cost of 
investing in the Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time 
periods indicated and redeem all of your shares at the end of these 
periods.  The Example also assumes that your investment has a 5% return 
each year and that the Fund's operating expenses remain the same.  Although 
your actual costs may be higher or lower, based on these assumptions your 
costs would be:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $468    $717     $987      $1,757

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares     $468    $717     $987      $1,757

5.  Investment Adviser and Portfolio Managers

The Fund's investment adviser is Thornburg Management Company, Inc. (TMC), 
providing investment management and administrative services.  Brian J. 
McMahon and George Strickland, both of whom are managing directors of TMC, 
are the portfolio managers for the Fund.  Mr. McMahon has managed municipal 
bond portfolios for TMC since 1984, and Mr. Strickland has performed 
municipal bond credit analysis and management since joining TMC in 1991.  
Mr. McMahon and Mr. Strickland are assisted by other employees of TMC in 
managing the Fund's portfolio. 

6.  Purchase of Fund Shares

The Fund is authorized to issue multiple classes of shares, but currently 
offers only Class A shares.  Purchases of Class A shares are described 
below.


                               Sales Charge
                    as a percentage    as a percentage
Purchase Amount     of Offering Price of Net Asset Value
- ---------------     ----------------- ------------------
[S]                        [C]                [C]
Less than $50,000          3.50%              3.63%
$50,000 to 99,999.99       3.00%              3.09%
$100,000 to 249,999.99     2.50%              2.56%
$250,000 to 499,999.99     2.00%              2.04%
$500,000 to 999,999.99     1.50%              1.52%
$1,000,000 and up          0.00%              0.00%

No sales charge will be payable at the time of purchase on investments of
$1 million or more made by a purchaser.  A contingent deferred sales
charge will be imposed on these investments in the event of a share
redemption within 1 year following the share purchase at the rate of 1/2
of 1% of the value of the shares redeemed.

Shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months may buy Class A shares at a reduced sales charge. Certain 
shareholders may buy Class A shares at no sales charges:

     1.  shareholders who purchase shares within 24 months of redeeming
         Class A shares; 

     2.  customers of trust companies or bank trust departments; 

     3.  customers of fee for service financial advisers; 

     4.  shareholders investing through a dealer's wrap program; 

     5.  shareholders whose orders are placed through certain brokers
         maintaining omnibus accounts. 

The minimum purchase to open an account is $5,000 but automatic investment 
plans may be opened with $100.  Minimum additional purchase for any account 
is $100.  Purchases may be made by mail, through your financial advisor or 
by telephone. 

7.  Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to the Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the net asset value next computed after your order is 
received in proper form.  If your purchase was subject to a contingent 
deferred sales charge within one year of purchase, the charge will be 
deducted. You may redeem Fund shares by mail, through your financial 
advisor, or by telephone. if you have previously signed up for the 
telephone redemption feature.

8.  Distributions

The Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  The Fund declares its net 
investment income daily and distributes it monthly.  The Fund will 
distribute any net realized capital gains at least annually.  Distributions 
are reinvested automatically in additional shares unless you elect to 
receive them in cash.  Income dividends attributable to tax exempt 
municipal obligations owned by the Fund are exempt from federal personal 
income tax, but some portion of these dividends could be subject to the 
alternative minimum tax.  Dividends attributable to market discount on 
portfolio securities and distributions of net short-term capital gains are 
taxable as ordinary income.  Any distributions of long-term capital gains 
are subject to federal income taxes as long-term capital gains.  Individual 
shareholders are not subject to New York State or New York City income 
taxes on interest dividends attributable to municipal obligations 
originating in New York State or obligations of certain United States 
territories and possessions.  Distributions of capital gains and dividends 
attributable to market discount on portfolio securities are subject to New 
York State and New York City income tax.

9.  Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Exchange Class A shares of any other Thornburg Fund for Class A
  shares of the Fund without paying any additional sales charge.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

Contact your financial advisor or the Fund for more information on these and 
other services available to you.


Please call 1-800-847 or your financial adviser for an application to 
purchase shares of the Fund.  A copy of the Fund's prospectus will be sent 
to you with the application.


                                <LOGO>
                            Thornburg Funds
                       Investing With Integrity

             Thornburg Securities Corporation, Distributor
           119 East Marcy Street, Santa Fe, New Mexico 87501
                            800-847-0200
         www.thornburg.com    e-mail: [email protected]

<PAGE>
THORNBURG                                                Rule 497(k)(1)(ii)
VALUE FUND

THORNBURG
GLOBAL VALUE FUND

<logo>

Fund Profile
February ___, 1999

This Profile summarizes key information about the Funds that is included in 
the Funds' prospectus.  The Funds' prospectus includes additional 
information about the Funds, including a more detailed description of the 
risks associated with investing in the Funds that you may want to consider 
before you invest.  You may obtain the prospectus and other information 
about the Funds at no cost by calling 800-847-0200.

<PAGE>
1.   Investment Goal

Each of the Funds is an equity mutual fund seeking long-term capital 
appreciation.  As a secondary consideration, each Fund also seeks some 
current income.

2.   Principal Investment Strategies of the Funds

Thornburg Value Fund seeks its primary objective of capital appreciation by 
investing mainly in domestic equity securities selected on a value basis 
using fundamental research and valuation methods.  Thornburg Global Value 
Fund has the same primary objective and uses a similar strategy, but 
invests throughout the world and normally will invest more than one-half of 
its assets outside the United States.  As a secondary investment 
consideration, each of the Funds seeks to realize some current income 
through selection of dividend paying equity securities, and through the 
purchase of some preferred stocks and domestic and foreign debt securities.

Value, for purposes of each Fund's selection criteria, relates both to 
current and to projected measures.  Among the specific factors considered 
by TMC in identifying undervalued securities for inclusion in a Fund are:

     * price/earnings ratios                * undervalued assets
     * price/sales ration                   * price to book value
     * relative earnings growth potential   * price/cash flow
     * industry leadership                  * dividend yield
     * dividend growth potential            * dividend history
     * franchise value                      * security and consistency
                                              of revenue stream

Although each Fund's principal focus is the purchase of value stocks based 
upon the criteria shown above, each Fund's portfolio may include stocks and 
other securities which, in the investment adviser's opinion, provide value 
in a broader or different context.  Other contexts could include growing 
companies with consistent results when they are selling below historic 
norms, and companies whose sales growth reflects changes in social, 
economic and technological trends.  These issues are purchased when 
considered temporarily out of favor.  Each Fund also may invest in special 
situations which, in the investment adviser's opinion, are priced 
attractively. 

Additional information about the Value Fund's investments is available in 
the Fund's annual and semi-annual reports to shareholders. Additionally, in 
the Value Fund's prospectus you will find a discussion of the market 
conditions and investment strategies that significantly affected Value 
Fund's performance during its last fiscal year.  You may obtain Value 
Fund's most recent annual and semi-annual reports and prospectus at no cost 
by calling 800-847-0200.  This information and discussion is not available 
currently for Global Value Fund, which commenced investment operations on 
May 26, 1998.

<PAGE>
3.   Principal Risks

The value of each Fund's investments varies from day to day, generally 
reflecting changes in market conditions, political and economic news, 
interest rates, dividends and specific corporate developments.  The value 
of each Fund's investments also could be reduced by defaults in debt 
securities owned by the Fund, unsuccessful investment strategies, or risks 
affecting foreign securities.  Each of the Funds, and in particular the 
Global Value Fund, may be subject to the additional risks of foreign 
investments, including changes in currency exchange rates which may 
adversely affect the Funds' investments, political instability, 
confiscation, inability to sell foreign investments, and reduced legal 
protections for investments.  The loss of money is a risk of investing in 
each Fund, and when you sell your shares they may be worth more or less 
than what you paid for them.  

An investment in either of the Funds is not a deposit in any bank and is 
not insured or guaranteed by the Federal Deposit Insurance Corporation or 
any other governmental agency.

Prospective investors should consider how the Funds' investment returns may 
vary.  Either Fund's share value may go down in some periods.  The 
following bar chart shows how Value Fund's annual total returns for Class A 
shares have been different in each full calendar year since it began 
operations.  The accompanying average annual total return figures compare 
the performance of Class A and Class C shares to the Standard & Poor's 
Composite Index of 500 Stocks.  This information gives some indication of 
the risks of investing in Value Fund by showing changes in performance from 
year to year and by showing how the Fund's average annual total returns for 
the periods shown compare with a broad measure of market performance.  
___________________________________________________________________________
Value Fund Annual Total Returns - Class A Shares   <presented as a bar 
- ------------------------------------------------    graph in the profile>
                                               40%
The year-to-date return for the quarter            37.82%
ending September 30, 1998 was 1.90%. During        ------    33.70%
the two-year period shown in the bar chart,    30%           ------
the highest return for a quarter was 15.05%
(quarter ending 9/30/97) and lowest return     20%
for a quarter was 0.03% (quarter ending            <bar>    <bar>
6/30/98). The Value Fund commenced investment  10%
operations on October 1, 1995.
		                                      0% ______    ______
                                                    1996      1997
___________________________________________________________________________
<PAGE>
___________________________________________________________________________
Value Fund Average Annual Total Return - Class A and C Shares
- -------------------------------------------------------------
                 1 Year Ended December 31, 1997    From Inception (10/1/95)
Thornburg Value
Fund Class A                   27.72%                    28.28%

Thornburg Value
Fund Class C                   32.63%                    29.95%

S&P 500                        33.36%                    28.13%
___________________________________________________________________________

No information is given for Global Value Fund, which commenced operations 
May 26, 1998.  Sales charges for Class A shares are not reflected in the 
returns shown in the bar chart, and the returns would be less if the sales 
charges were taken into account.  The figures shown in the average annual 
total return table do reflect maximum sales charges imposed, assuming a 
redemption at the end of the period shown.  Value Fund's performance in the 
past is not necessarily an indication of how the Fund will perform in the 
future.

4.   Fees and Expenses of the Funds

The following tables describe the fees and expenses that you may pay if you 
buy and hold shares of the Funds.

     Shareholders Fees (fees paid directly from your investment)
     Value Fund and Global Value Fund
                                                Class A   Class C
                                                -------   -------
     Maximum Sales Charges (Load) imposed on 
     purchases (as a percentage of offering 
     price)                                       4.50%     None

     Maximum Deferred Sales Charge (Load)
     (as a percentage of the lesser of redemption 
     proceeds or original offering price)         1.00%*    1.00%**

     *  Imposed only on redemption of purchases of $1 million or more 
        or redemptions by certain employee benefit plans and charitable
        organizations, if redemption occurs within one year of purchase
    **  Imposed only on redemptions within one year of purchase

Annual Fund Operating Expenses (expenses are deducted from Fund assets)
- ------------------------------
     Value Fund                                   Class A   Class C
                                                  -------   -------
     Management Fee                                  .88%      .88%
     Distributions and Service (12b-1) Fees          .25%     1.00%
     Other Expenses                                  .40%      .50%
                                                    -----     -----
     Total Annual Fund Operating Expenses           1.53%     2.38%

Expenses reflect rounding.  Expenses for Value Fund are restated to reflect 
current expenses.

<PAGE>
Example:  This Example is intended to help you compare the cost of investing 
in Value Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time periods 
indicated and redeem all of your shares at the end of these periods.  The 
Example also assumes that your investment has a 5% return each year and that 
the Fund's operating expenses remain the same.  Although your actual costs 
may be higher or lower, based on these assumptions your costs would be:

                       1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $600    $910     $1,250    $2,190
     Class C Shares      $340    $740     $1,270    $2,720

You would pay the following expenses if you did not redeem your shares:

                        1 Year  3 Years  5 Years  10 Years
                        ------  -------  -------  --------
     Class A Shares      $600    $910     $1,250    $2,190
     Class C Shares      $240    $740     $1,270    $2,720

Annual Fund Operating Expenses (expenses are deducted from Fund assets)
- ------------------------------
     Global Value Fund                            Class A   Class C
                                                  -------   -------
     Management Fee                                  .88%      .88%
     Distributions and Service (12b-1) Fees          .25%     1.00%
     Other Expenses                                 1.12%     4.87%
                                                    -----     -----
     Total Annual Fund Operating Expenses           2.25%     6.75%

Expenses reflect rounding.  Other expenses in the table are estimated for 
the current fiscal year, before expense reimbursements.  Thornburg 
Management Company, Inc. (TMC) intends to reimburse a portion of the Fund's 
other expenses so that the Fund's actual other expenses are .50% for Class 
A and Class C shares, and so that actual total Fund operating expenses are 
1.63% and 2.38% for Class A and Class C shares, respectively.  TMC's 
reimbursement of expenses may be terminated at any time.

Example:  This Example is intended to help you compare the cost of investing 
in Global Value Fund with the cost of investing in other mutual funds. 

The Example assumes that you invest $10,000 in the Fund for the time periods 
indicated and redeem all of your shares at the end of these periods.  The 
Example also assumes that your investment has a 5% return each year, that 
the Fund's operating expenses remain the same.  Although your actual costs 
may be higher or lower, based on these assumptions your costs would be:

                        1 Year  3 Years
                        ------  -------
     Class A Shares      $670   $1,130
     Class C Shares      $692   $2,040

You would pay the following expenses if you did not redeem your shares:

     Class A Shares      $670   $1,030
     Class C Shares      $592   $2,040

<PAGE>
5.   Investment Adviser and Portfolio Managers

     The Funds' investment adviser is Thornburg Management Company, Inc. 
(TMC).  William Fries, a Managing Director of TMC, has been the portfolio 
manager of Value Fund and Global Value Fund since Value Fund commenced 
operations on October 1, 1995, and since Global Value Fund commenced 
operations in 1998.  Before joining TMC in May 1995, Mr. Fries managed 
equity mutual funds for 16 years with another mutual fund management 
company.  Mr. Fries is assisted by other employees of TMC.

6.   Purchase of Fund Shares

     Each Fund offers Class A and Class C shares.  Class A shares are sold 
subject to a sales charge deducted at the time you purchase your shares:

                        Sales Charge
                      as a percentage           as a percentage
Purchase Amount       of Offering Price        of Net Asset Value
- ---------------       -----------------        -------------------
[S]                          [C]                   [C]
Less than $50,000            4.50%                 4.71%
$50,000 to 99,999.99         4.00%                 4.17%
$100,000 to 249,999.99       3.50%                 3.63%
$250,000 to 499,999.99       3.00%                 3.09%
$500,000 to 999,999.99       2.00%                 2.04%
$1,000,000 and up            0.00%                 0.00%

No sales charge will be payable at the time of purchase on investments of
$1 million or more made by a purchaser.  A contingent deferred sales
charge will be imposed, however, on any portion of such a purchase which
is redeemed within one year.

Certain shareholders may buy shares at a reduced or no sales charge: 
shareholders who sign a letter of intent to purchase more than $50,000 over 
13 months; shareholders who purchase shares within 24 months of redeeming 
Class A shares; customers of trust companies or trust departments or 
customers of fee for service financial advisors; shareholders investing 
through a dealer's wrap program; shareholders investing dividends of other 
Thornburg Funds; shareholders whose orders are placed through certain 
brokers maintaining omnibus accounts with the Funds under specified 
circumstances; also directors and employees of TMC or affiliated companies, 
of NASD member firms or of certain financial planning firms; employee 
benefit plans and charitable organizations; other purchases involving no 
sales expense, in the trustees' sole discretion.  

Class C shares are sold at net asset value, but are subject to higher annual 
expenses and a 1% contingent deferred sales charge if redeemed within one 
year of purchase.

<PAGE>
The minimum purchase to open an account is $5,000, but retirement accounts 
may be opened with $2,000 and automatic investment plans may be opened with 
$100.  Minimum additional purchase for any account is $100.  Purchases may 
be made by mail, through your financial advisor or by telephone.

7.   Redeeming Fund Shares

You can withdraw money from your Fund account on any Fund business day by 
redeeming some or all of your shares (selling them back to your Fund either 
directly or through your financial advisor).  Your shares will be purchased 
by the Fund at the next share price calculated after your order is received 
in proper form.  If your purchase was subject to a contingent deferred sales 
charge within one year of purchase, this will be deducted.  You may redeem 
Fund shares by mail, through your financial advisor or by telephone if you 
have previously signed up for the telephone redemption feature.

8.   Distributions

Each Fund distributes substantially all of its net income and realized 
capital gains to shareholders each year.  Dividends are normally distributed 
each quarter and capital gains are distributed at the end of each calendar 
year.  Distributions are reinvested automatically in additional shares 
unless you elect to receive distributions in cash.  Your distributions are 
taxable whether you take them in cash or reinvest them.  For federal income 
tax purposes, income and short-term capital gain distributions are taxed as 
ordinary income, and any long-term capital gain distributions are taxed as 
long-term capital gains.  Redemption of Fund shares is a taxable event, and 
you will have a gain or loss on redemption to the extent the value of the 
shares differed from your adjusted tax basis in them.

9.   Other Fund Services

* Thornburg Funds telephone representatives:  Monday through Friday from
  7:30 a.m. to 4:30 p.m. Mountain Time, at 1-800-847-0200.

* Thornburg Funds Audio Response System: 24 hours a day, 7 days a week.
  Call 1-800-847-0200.

* The Automatic Investment Plan: transfer as little as $100 from your bank
  account on a weekly, monthly or quarterly basis.

* Website: Contact Thornburg on the Internet at www.Thornburg.com

* You may exchange Class A shares of any other Thornburg Fund for Class A
  shares of Value Fund or Global Value Fund without paying any additional
  sales charge.

* You may automatically invest your dividends from Value Fund or Global
  Value Fund into any other Thornburg Fund.

Contact your financial advisor or the Funds for more information on these 
and other services available to you.

<PAGE>



             Please call 1-800-847 or your financial adviser for
       an application to purchase shares of Value or Global Value Fund.
     A copy of the prospectus for the Funds will be sent to you with the
                               application.


                               <LOGO>
                         Thornburg Funds
                    Investing With Integrity

            Thornburg Securities Corporation, Distributor
          119 East Marcy Street, Santa Fe, New Mexico 87501
                           800-847-0200
        www.thornburg.com    e-mail: [email protected]



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