THORNBURG INVESTMENT TRUST
N-30D, 1999-06-01
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Thornburg Limited Term Income Funds
<TABLE>
<CAPTION>

Fund facts. . . as of 3/31/99
                                                                   Thornburg Limited Term Income Fund
                                              A Shares                            C Shares                            I Shares
<S>                                             <C>                                 <C>                                 <C>
SEC Yield                                       5.36%                               5.09%                               5.81%
NAV                                             $12.23                              $12.20                              $12.23
Max. Offering Price                             $12.54                              $12.20                              $12.23

Total returns. . . as of 3/31/99
(Annual Average - After Subtracting Maximum Sales Charge)
One Year                                        2.27%                               4.39%                               5.22%
Five Year                                       6.02%                               N/A                                 N/A
Since Inception                                 5.88%                               6.40%                               7.35%
Inception Date                                (10/1/92)                         (9/1/94)                            (7/5/96)

</TABLE>
<TABLE>
<CAPTION>
Fund facts. . . as of 3/31/99
                                                                 Thornburg Limited Term U.S. Government Fund*
                                               A Shares                            C Shares                            I Shares
<S>                                             <C>                                 <C>                                 <C>
SEC Yield                                       5.24%                               4.87%                               5.74%
NAV                                             $12.34                              $12.40                              $12.33
Max. Offering Price                             $12.66                              $12.40                              $12.33

Total returns. . . as of 3/31/99
(Annual Average - After Subtracting Maximum Sales Charge)
One Year                                        2.69%                               4.98%                               5.64%
Five Year                                       5.42%                               N/A                                 N/A
Ten Year                                        7.00%                               N/A                                 N/A
Since Inception                                 6.82%                               6.00%                               6.93%
 Inception Date                              (11/16/87)                           (9/1/94)                            (7/5/96)
<FN>

*Shares are not guaranteed by the U.S. Government.
The  investment  return and  principal  value of an investment in the funds will
fluctuate so that, when redeemed, an investor's shares may be worth more or less
than their original cost.
Maximum sales charge of the Funds' Class A Shares is 2.50%.
The  data  quoted  represent  past  performance  and may not be  construed  as a
guarantee of future results.
</FN>
</TABLE>


<PAGE>


Dear Fellow Shareholder:

I am pleased to present the  Semi-Annual  Report for the Thornburg  Limited Term
Income Fund and the  Thornburg  Limited  Term U.S.  Government  Fund for the six
month period  ending March 31, 1999.  The net asset value of the A shares of the
Thornburg  Limited  Term  Income  Fund ended the  period at $12.23.  If you were
invested for the entire period,  you received dividends of 34.8 cents per share.
If you reinvested your dividends,  you received 35.2 cents per share.  Investors
who owned C shares received 32.3 and 32.6 cents per share, respectively. The net
asset value of the A shares of the Thornburg  Limited Term U.S.  Government Fund
ended the period at $12.34.  If you were  invested  for the entire  period,  you
received  dividends of 32.9 cents per share.  If you reinvested  your dividends,
you received 33.2 cents per share.  Investors  who owned C shares  received 30.2
and 30.5 cents per share,  respectively.  Please read the accompanying  exhibits
for more detailed information and history.

After falling to their lowest levels in five years in October of 1998,  interest
rates have  continued to rise since then.  The plethora of strong  numbers among
the economic  releases has caused the market  participants  to reevaluate  their
ideas on the  appropriate  level of  interest  rates.  Since the lows in October
1998,  interest  rates have risen over 100 basis  points  (>1%) on all  Treasury
notes and bonds with  maturities  greater than 2 years.  Once the perceptions of
the fates of Southeast Asia, Russia and Brazil changed from imminent collapse to
survival,  and, in the case of Southeast  Asia,  perhaps  even growth,  the bond
markets  once  again  looked  at the  robustness  of the  U.S.  economy  for the
direction of interest rates. This robustness has also caused the quality spreads
of  corporate  bonds over  treasuries  to contract  significantly  since the 4th
quarter  of 1998.  While  still not back to their  pre-collapse  level,  quality
spreads are  approaching  the levels of a year ago as the market  discounts  the
idea of a U.S. recession.

The Dow Jones  Industrial  Average has recently  reached  another  record level.
Investors are still pouring money into the stock market as our economy continues
to grow. It might be a good time to see whether the outsized gains over the last
couple  of years  have  unbalanced  the  asset  allocation  of one's  investment
portfolio.  It might be a little more heavily  weighted in stocks than intended.
It might be time to look at adding more  intermediate  bonds to the portfolio to
balance the asset allocation.  The current yield level of intermediate  bonds is
about 4.5 times the  dividend  yield of the S&P 500,  which is  currently  about
1.2%.  Intermediate  bonds can provide a  stabilizing  presence to the principal
value of a portfolio.

The  Thornburg  Limited  Term Income Fund and the  Thornburg  Limited  Term U.S.
Government Fund are laddered  portfolios of  short-to-intermediate  bonds. We do
not  speculate  on the  direction  of  interest  rates.  We keep the  portfolios
laddered  over a time period  ranging from one day to  approximately  ten years,
with the average maturity of the portfolios always no more than five years. Some
of the bonds are  always  coming  close to  maturity,  but never too many at one
time. We feel a laddered maturity portfolio of short-to-intermediate  bonds is a
sensible  strategy  over time.  Intermediate  bonds have proven to be a sensible
part of a portfolio.  They can provide  stability to the  underlying  principal,
they can  provide  income for the  portfolio,  and,  over the  years,  they have
provided an attractive  return versus money market  instruments.  Take a look at
the charts which show the return on an investment in the Thornburg  Limited Term
Income  Fund and the  Thornburg  Limited  Term U.S.  Government  Fund versus the
Donoghue's Money Market Fund average.

Thank you for investing in our funds.  We feel the  Thornburg  Limited Term U.S.
Government  Fund and the  Thornburg  Limited  Term Income  Fund are  appropriate
investments for investors who want a short-to-intermediate bond portfolio. While
future  performance  cannot be guaranteed,  we feel that we are well positioned,
and we will maintain a steady course.



Steven J. Bohlin
Managing Director



<PAGE>


                                           Limited Term U.S.       Limited Term
                                            Government Fund         Income Fund
ASSETS

Investments at value (cost $128,991,287
and $53,945,399, respectively)                  $  131,340,931 $     54,701,181
Cash                                                    63,774           90,250
Receivable for fund shares sold                         39,881          219,962
Interest receivable                                  1,599,557          913,852
Principal receivable                                    73,542           14,823
Prepaid expenses and other assets                       23,472           20,073
                   Total Assets                    133,141,157       55,960,141

LIABILITIES

Payable for investments purchased                           0         1,360,560
Payable for fund shares redeemed                      598,369            83,639
Accounts payable and accrued expenses                  52,812            75,589
Payable to Investment Advisor                          57,690            16,597
Dividends payable                                     158,846            87,815
                  Total Liabilities                   867,717         1,624,200

NET ASSETS                            $           132,273,440   $    54,335,941
NET ASSET VALUE:


Class A Shares:
Net asset value and redemption  price per share  ($119,602,821  and  $38,699,828
applicable to 9,694,684 and 3,164,571 shares of
beneficial interest outstanding - Note 4)    $         12.34    $        12.23
Maximum sales charge, 2.50 % of offering
price (2.57% of net asset value per share)              0.33              0.31
Maximum Offering Price Per Share             $         12.67    $        12.54

Class C Shares:
Net asset  value and  offering  price per  share *  ($7,830,787  and  $7,045,102
applicable to 631,539 and 577,332 shares of beneficial
interest outstanding - Note 4)              $          12.40    $        12.20

Class I Shares:
Net  asset  value  and  offering  price per  share  ($4,839,832  and  $8,591,011
applicable to 392,529 and 702,603 shares of beneficial
interest outstanding - Note 4)             $           12.33    $        12.23

                                           Limited Term U.S.       Limited Term
                                            Government Fund         Income Fund

INVESTMENT INCOME:
Interest income (net of premium amortized
of $258,523 and $58,951, respectively)     $       4,198,502   $      1,731,131

EXPENSES:
Investment advisory fees (Note 3)                    252,902            130,068
Administration fees (Note 3)
            Class A Shares                            77,716             22,932
            Class C Shares                             4,357              4,321
            Class I Shares                               891              2,106
Distribution and service fees (Note 3)
            Class A Shares                           149,215             43,111
            Class C Shares                            34,945             34,662
Transfer agent fees                                   63,443             33,375
Custodian fees                                        43,795             33,370
Registration and filing fees                          20,907             18,264
Professional fees                                      6,722              3,967
Accounting fees                                        7,367              3,138
Trustee Fees                                           1,839                182
Other expenses                                        10,283              6,771

            Total Expenses                           674,382            336,267

Less:
            Expenses reimbursed by
            investment advisor (Note 3)             (26,219)            (76,461)

            Net Expenses                            648,163             259,806
            Net Investment Income                 3,550,339           1,471,325

REALIZED AND UNREALIZED GAIN (LOSS) (Note 5)
Net Realized gain (loss) on:
Investments                                         133,624              25,015
Foreign currency transactions                             0              14,599
                                                    133,624              39,614
Net change in unrealized appreciation on:
Investments                                     (3,628,898)         (1,157,455)
Foreign currency translation                             0                1,733
                                                (3,628,898)         (1,155,722)
            Net Realized and Unrealized
            Gain (Loss) on Investments          (3,495,274)         (1,116,108)
            Net Increase in Net Assets
            Resulting From Operations       $       55,065      $       355,217

See notes to financial statements.



<PAGE>


                                         Six Months Ended           Year Ended
                                           March 31, 1999     September 30, 1998

INCREASE (DECREASE) IN
NET ASSETS FROM:

OPERATIONS:
Net investment income                     $           3,550,339 $    7,784,612
Net realized gain on investments sold                   133,624        139,163
Increase (decrease) in unrealized appreciation
of investments                                       (3,628,898)     3,564,928

Net Increase in Net Assets Resulting From Operati        55,065     11,488,703


DIVIDENDS TO SHAREHOLDERS:
From net investment income
Class A Shares                                       (3,281,575)    (7,311,154)
Class C Shares                                         (168,220)      (243,829)
Class I Shares                                         (100,544)      (229,629)


FUND SHARE TRANSACTIONS - (Note 4):
Class A Shares                                       (6,486,002)    (7,874,739)
Class C Shares                                        1,564,231      1,991,492
Class I Shares                                        2,681,588     (3,084,806)

Net Increase (Decrease) in Net Assets                (5,735,457)    (5,263,962)


NET ASSETS:

Beginning of period                                 138,008,897    143,272,859

     End of period                      $           132,273,440 $  138,008,897

See notes to financial statements.


INCREASE (DECREASE) IN
NET ASSETS FROM:

OPERATIONS:
Net investment income                     $           1,471,325  $   2,645,277
Net realized gain (loss) on investments sold             39,614       (290,262)
Increase (decrease) in unrealized appreciation
of investments                                       (1,155,722)       837,189

Net Increase in Assets Resulting from Operations        355,217      3,192,204


DIVIDENDS TO SHAREHOLDERS:
From net investment income
Class A Shares                                       (1,038,676)    (1,937,609)
Class C Shares                                         (181,585)      (352,730)
Class I Shares                                         (251,063)      (354,938)


FUND SHARE TRANSACTIONS - (Note 4):
Class A Shares                                        3,624,766      4,205,120
Class C Shares                                           47,754      1,689,924
Class I Shares                                          998,201      3,181,451

Net Increase (Decrease) in Net Assets                 3,554,614      9,623,422


NET ASSETS:

Beginning of period                                  50,781,327     41,157,905

End of period                            $           54,335,941 $   50,781,327

See notes to financial statements.
Note 1 - Organization
Thornburg  Limited  Term  U.S.  Government  Fund  (the  "Government  Fund")  and
Thornburg  Limited Term Income Fund (the "Income Fund"),  hereafter  referred to
collectively  as the  "Funds",  are series of  Thornburg  Investment  Trust (the
"Trust").  The Trust is  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 six series of shares of  beneficial
interest  in  addition  to those of the Funds:  Thornburg  Florida  Intermediate
Municipal Fund,  Thornburg New York Intermediate  Municipal Fund,  Thornburg New
Mexico  Intermediate  Municipal  Fund,  Thornburg  Intermediate  Municipal Fund,
Thornburg Value Fund and Thornburg  Global Value Fund. Each series is considered
to be a separate  entity for financial  reporting  and tax purposes.  The Funds'
objectives are to obtain as high a level of current income as is consistent with
the  preservation of capital.  The Funds currently offer three classes of shares
of  beneficial  interest,  Class A, Class C and  Institutional  Class  (Class I)
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
service fee and a  distribution  fee, (iii) Class I shares are sold at net asset
value  without a sales charge at the time of purchase,  and (iv) 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  Funds  are  limited  to  distribution  fees,
administrative  fees and certain  transfer agent expenses.  Note 2 - Significant
Accounting Policies Significant  accounting policies of the Fund are as follows:
Valuation of Investments:  In determining net asset value,  the Funds utilize an
independent pricing service approved by the Trustees. Debt investment securities
have a primary market over the counter and are valued on the basis of valuations
furnished  by  the  pricing  service.   The  pricing  service  values  portfolio
securities at quoted bid prices or the yield equivalents when quotations are not
readily available. Securities for which quotations are not readily available are
valued at fair value as  determined  by the pricing  service using methods which
include  consideration of yields or prices of obligations of comparable quality,
type of issue,  coupon,  maturity,  and  rating;  indications  as to value  from
dealers and general  market  conditions.  The valuation  procedures  used by the
pricing service and the portfolio  valuations received by the Funds are reviewed
by the  officers  of the Trust under the general  supervision  of the  Trustees.
Short-term  instruments  having  a  maturity  of 60 days or less are  valued  at
amortized cost, which approximate market value.  Federal Income Taxes: It is the
policy of the Funds to comply with the  provisions of the Internal  Revenue code
applicable to "regulated  investment  companies"  and to distribute all of their
taxable  income,   including  any  net  realized  gain  on  investments  to  its
shareholders.  Therefore  no  provision  for federal  income  taxes is required.
When-Issued  and  Delayed  Delivery  Transactions:   The  Funds  may  engage  in
when-issued or delayed delivery transactions.  To the extent the Funds engage in
such  transactions,  they  will do so for the  purpose  of  acquiring  portfolio
securities  consistent with their investment  objectives and not for the purpose
of investment  leverage or to speculate on interest rate changes.  At the time a
Fund makes a commitment to purchase a security on a when-issued  basis,  it will
record the transaction and reflect the value in determining the Fund's 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 Fund's  records at the trade date.  Securities  purchased on a
when-issued or delayed  delivery basis do not earn interest until the settlement
date.  Dividends:  Net  investment  income of the Funds are declared  daily as a
dividend on shares for which the Funds have received payment. Dividends are paid
monthly and are reinvested in additional  shares of the Funds at net asset value
per share at the close of  business  on the  dividend  payment  date,  or at the
shareholder's  option, paid in cash. Net 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.  Premiums  and
original issue discounts on securities  purchased are amortized over the life of
the respective securities. Realized gains and losses from the sale of securities
are recorded on an identified cost basis.  The Funds invest in various  mortgage
backed securities.  Such securities pay interest and a portion of principal each
month which is then available for investment in securities at prevailing prices.
Foreign  Currency  Transactions:  With  respect  to the Income  Fund,  portfolio
securities and other assets and  liabilities  denominated in foreign  currencies
are  translated  into  U.S.  dollars  based  on the  rate  of  exchange  of such
currencies against U.S. dollars on the date of valuation. Purchases and sales of
portfolio   securities  and  interest  denominated  in  foreign  currencies  are
translated   into  U.S.   dollar  amounts  on  the  respective   dates  of  such
transactions.  The  Fund  does  not  isolate  that  portion  of the  results  of
operations  resulting from changes in foreign exchange rates on investments from
the fluctuations  arising from changes in market prices of securities held. Such
fluctuations are included with the net realized and unrealized gain or loss from
investments.  Reported net realized  foreign exchange gains or losses arise from
sales of foreign currencies, currency gains or losses realized between the trade
and settlement dates on securities  transactions and the difference  between the
amount of interest  recorded on the Fund's books, and the U.S. dollar equivalent
of the amounts actually  received or paid. 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 an
investment  advisory  agreement,   Thornburg   Management  Company,   Inc.  (the
"Adviser")  serves as the investment  adviser and performs services to the Funds
for which the fees are  payable  at the end of each  month.  For the six  months
ended March 31, 1999,  these fees were payable at annual rates  ranging from 3/8
of 1% to 11/40 of 1% of the average daily net assets of the Government  Fund and
1/2 of 1% to 11/40 of 1% of the  average  daily net  assets of the  Income  Fund
depending  on each  Fund's  asset  size.  The Funds also have an  Administrative
Services  Agreement with the Adviser,  whereby the Adviser will perform  certain
administrative  services  for the  shareholders  of each  class  of each  Fund's
shares,  and for which fees will be payable at an annual rate of up to 1/8 of 1%
of the average daily net assets  attributable to Class A and Class C shares, and
up to 1/20 of 1% of the average daily net assets attributable to Class I shares.
For the six months ended March 31, 1999, the Adviser  voluntarily waived certain
operating  expenses amounting to $26,219 and $76,461 for the Government Fund and
Income Fund, respectively. The Funds have underwriting agreements with Thornburg
Securities Corporation (the "Distributor"), which acts as the Distributor of the
Funds' shares.  For the six months ended March 31, 1999, the Distributor  earned
commissions  aggregating  $10,260  and $5,774 from the sale of Class A shares of
the  Government  Fund and Income Fund,  respectively,  and collected  contingent
deferred sales charges  aggregating  $410 and $1,682 from redemptions of Class C
shares of the  Government  Fund and Income  Fund,  respectively.  Pursuant  to a
Service Plan under Rule 12b-1 of the Investment  Company Act of 1940,  each Fund
may  reimburse  to the  Adviser  an amount  not to exceed 1/4 of 1% annum of its
average net assets  attributable  to the Class A and Class C shares of the Funds
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 each Fund's shares.
The  Funds  have  also  adopted  Distribution  Plans  pursuant  to  Rule  12b-1,
applicable  only to each Fund's Class C shares under which the Funds  compensate
the  Distributor  for  services in  promoting  the sale of Class C shares of the
Funds at an annual  rate of up to 3/4% of 1% of the  average  daily  net  assets
attributable  to Class C shares.  Total fees incurred by each class of shares of
the Funds under their  respective  Service  and  Distribution  Plans for the six
months  ended  March 31,  1999 are set  forth in the  statement  of  operations.
Certain officers and trustees of the Trust are also officers and/or directors of
the Adviser and Distributor.  The compensation of unaffiliated trustees is borne
by the Trust.


<PAGE>


Note  4- Shares of Beneficial Interest
At March 31,  1999  there  were an  unlimited  number  of  shares of  beneficial
interest authorized, and capital paid in aggregated $136,852,349 and $54,697,651
for the Government Fund and Income Fund,  respectively.  Sales of Class I shares
commenced on July 5, 1996. Transactions in shares of beneficial interest were as
follows:


                    Six Months Ended March 31, 1999    Yr Ended Sept 30, 1998

Class A Shares                  Shares       Amount       Shares    Amount
Shares sold                    664,288 $  8,284,493    2,343,398 $ 29,089,064
Shares issued to shareholders in
reinvestment of distributi     184,337    2,297,846      408,731    5,065,254
Shares repurchased          (1,368,952)  (3,395,632)  (3,395,362) (42,029,057)

Net Decrease                  (520,327)($ 6,486,002)    (643,503)($ 7,874,739)

Class C Shares
Shares sold                    214,368 $  2,690,195      268,890 $  3,352,878
Shares issued to shareholders
in reinvestment of distrib      11,533      144,298       16,876      210,103
Shares repurchased            (101,323)  (1,270,262)    (126,412)  (1,571,489)

Net Increase                   124,578 $  1,564,231      159,354 $  1,991,492

Class I Shares
Shares sold                    254,310 $  3,174,439      349,738 $  4,333,129
Shares issued to shareholders in
reinvestment of distributi       7,707       95,804       16,580      205,349
Shares repurchased             (47,369)    (588,655)    (615,938)  (7,623,284)

Net Increase (Decrease)        214,648 $  2,681,588     (249,620)($ 3,084,806)

Note 4- Shares of Beneficial Interest . . . continued

Income Fund





                    Six Months Ended March 31, 1999      Yr Ended Sept 30, 1998

Class A Shares                  Shares       Amount       Shares    Amount
Shares sold                    543,200 $  6,690,664      871,449 $ 10,757,352
Shares issued to shareholders in
reinvestment of distributi      55,249      681,365       98,517    1,214,844
Shares repurchased            (303,745)  (3,747,263)    (629,596)  (7,767,076)

Net Increase                   294,704 $  3,624,766      340,370 $  4,205,120

Class C Shares
Shares sold                    107,081 $  1,316,728      278,808 $  3,432,785
Shares issued to shareholders
in reinvestment of distrib      12,549      154,439       24,958      307,071
Shares repurchased            (115,392)  (1,423,413)    (166,840)  (2,049,932)

Net Increase                     4,238 $     47,754      136,926 $  1,689,924

Class I Shares
Shares sold                    203,598 $  2,514,069      333,013 $  4,102,752
Shares issued to shareholders in
reinvestment of distributi      15,331      189,107       20,510      252,865
Shares repurchased            (138,049)  (1,704,975)    (166,840)  (1,174,166)

Net Increase                    80,880 $    998,201      258,187 $  3,181,451

Note 5 - Securities Transactions
For  the  six  months  ended  March  31,  1999,   portfolio  purchase  and  sale
transactions  (excluding short-term securities) were $24,263,619 and $12,517,394
for the  Government  Fund and  $14,562,111  and  $7,290,303 for the Income Fund,
respectively.  The cost of  investments  for  Federal  income  tax  purposes  is
$128,991,287   and   $53,945,399  for  the  Government  Fund  and  Income  Fund,
respectively.  At March 31, 1999, gross unrealized appreciation and depreciation
of investments, based on cost for Federal income taxes were as follows:

Government Fund         Income Fund
Gross unrealized appreciation       $2,685,847  $1,000,991
Gross unrealized depreciation       336,203     245,208
Net unrealized appreciation         $2,349,644  $755,783


Accumulated  net realized losses from  securities  transactions  included in net
assets at March 31, 1999 aggregated $7,061,548 and $1,157,238 for the Government
Fund and  Income  Fund,  respectively.  For  Federal  income tax  purposes,  the
Government Fund has capital loss  carryforwards  of $6,765,833 from prior fiscal
years available to offset future realized capital gains. To the extent that such
carryforwards  are  used,  no  capital  gains  distributions  will be made.  The
carryforwards  expire in varying  amounts  through 2003.  For Federal income tax
purposes,  the Income Fund has capital loss carryforwards of $883,302 from prior
fiscal years  available to offset future  realized  capital gains. To the extent
that such  carryforwards are used, no capital gains  distributions will be made.
The carryforwards expire in varying amounts through 2003.



<PAGE>

<TABLE>
<CAPTION>

Thornburg Limited Term U.S. Government Fund
Per share operating performance (for a share outstanding throughout the year)

                                        Six Months Ended                                Year Ended September 30,
                                        March  31, 1999             1998         1997        1996        1995        1994

Class A Shares:
<S>                                    <C>                 <C>             <C>             <C>         <C>          <C>
Net asset value, beginning of period   $       12.66       $       12.31   $     12.24     $  12.40    $  12.03     $ 12.92

Income from investment operations:
            Net investment income               0.33                0.69          0.75         0.76        0.75       0.67
            Net realized and unrealized
            gain (loss) on investments         (0.32)               0.35          0.07        (0.16)       0.37      (0.89)

Total from investment operations                0.01                1.04          0.82         0.60        1.12      (0.22)
Less dividends from:
            Net investment income              (0.33)             (0.69)         (0.75)       (0.76)      (0.75)     (0.67)

Change in net asset value                      (0.32)              0.35           0.07        (0.16)       0.37      (0.89)

Net asset value, end of period                $12.34      $       12.66    $     12.31    $   12.24     $ 12.40   $  12.03

Total return (a)                               0.07%               8.75%         6.86%         4.92%       9.66%     (1.72)%

Ratios/Supplemental Data Ratios to average net asset:
            Net investment income               5.28%(b)          5.61%          6.09%         6.11%       6.23%      5.38%
            Expenses, after expense reductions  0.95%(b)          0.97%          0.97%         0.99%       0.99%      0.95%
            Expenses, before expense reductions 0.95%(b)          0.97%          0.97%         0.99%       0.99%      0.95%

Portfolio turnover rate                         9.25%            29.77%         41.10%        23.27%      28.31%     80.58%

Net assets at end of period (000)   $         119,603     $     129,312     $  133,711     $ 139,510   $ 142,849  $  177,439
<FN>

(a) Sales loads are not reflected in computing total return.
(b) Annualized.
Note:  From September 1, 1994 to September 28, 1995 the Fund issued Class B shares, which at
the time of their conversion to Class A shares on September 28, 1995 represented
less than 1% of the Fund's net assets.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Class C Shares:
<S>                                    <C>          <C>            <C>            <C>            <C>              <C>
Net asset value, beginning of period   $  12.71     $   12.37      $  12.29       $  12.45       $    12.08       $   12.21


Income from investment operations:
            Net investment income          0.30          0.64          0.70           0.71             0.69            0.06
            Net realized and unrealized
            gain (loss) on investments    (0.31)         0.34          0.08          (0.16)            0.37           (0.13)


Total from investment operations          (0.01)         0.98          0.78           0.55             1.06           (0.07)
Less dividends from:
            Net investment income         (0.30)        (0.64)        (0.70)         (0.71)           (0.69)          (0.06)


Change in net asset value                 (0.31)         0.34          0.08          (0.16)            0.37           (0.13)


Net asset value, end of period      $     12.40    $    12.71      $  12.37       $  12.29       $    12.45        $   12.08

Total return (a)                         (0.06)%         8.19%         6.49%          4.51%           9.07%           (0.50)%

Ratios/Supplemental Data Ratios to average net asset:
   Net investment income                 4.38%(b)       5.16%         5.65%          5.72%           5.68%           5.45%(b)
   Expenses, after expense reductions    1.40%(b)       1.40%         1.40%          1.39%           1.52%           1.63%(b)
   Expenses, before expense reductions   1.98%(b)       2.20%         2.24%          2.35%           2.30%           1.63%(b)

Portfolio turnover rate                    9.25%       29.77%        41.10%         23.27%          28.31%            80.58%

Net assets at end of period (000)   $     7,831   $     6,445     $   4,299       $ 2,780       $    2,217       $     1,005

<FN>
(a) Sales  loads are not  reflected  in  computing  total  return,  which is not
annualized for periods less than one year.
(b) Annualized.
* Sales of Class C shares commenced on September 1, 1994.
</FN>
</TABLE>
<TABLE>
<CAPTION>

Class I Shares:
<S>                                     <C>             <C>                 <C>                      <C>
Net asset value, beginning of period    $   12.65       $     12.31         $     12.24              $     12.14


Income from investment operations:
            Net investment income            0.35              0.74                 0.79                    0.20
            Net realized and unrealized
            gain on investments             (0.32)             0.34                 0.07                    0.10


Total from investment operations             0.03              1.08                 0.86                    0.30
Less dividends from:
            Net investment income           (0.35)            (0.74)               (0.79)                  (0.20)


Change in net asset value                   (0.32)             0.34                 0.07                    0.10

Net asset value, end of period         $    12.33        $    12.65         $      12.31             $     12.24

Total return (a)                            0.24%             9.06%                7.26%                   2.45%

Ratios/Supplemental Data Ratios to average net asset:
    Net investment income                 5.62%(b)           6.01%                6.35%                   6.64%(b)
    Expenses, after expense reductions    0.60%(b)           0.60%                0.60%                   0.58%(b)
    Expenses, before expense reductions   1.14%(b)           1.18%                6.57%                 305.74%(b)

Portfolio turnover rate                    9.25%            29.77%               41.10%                  23.27%

Net assets at end of period (000)      $   4,840         $    2,250         $      5,263           $         9

<FN>
(a) Not annualized for periods less than one year.
(b) Annualized
       Sales of Class I shares commenced on July 5, 1996.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Thornburg Limited Term Income Fund
Per share operating performance (for a share outstanding throughout the year)
                                       Six Months Ended                           Year Ended September 30,
                                        March 31, 1999          1998           1997          1996        1995          1994
Class A Shares:
<S>                                    <C>              <C>               <C>             <C>          <C>        <C>
Net asset value, beginning of period   $    12.50       $       12.37     $     12.23     $   12.11    $   11.83  $   12.55

Income from investment operations:
            Net investment income            0.35                0.72            0.76          0.76         0.76       0.67
            Net realized and unrealized
            gain (loss) on investments      (0.27)               0.13            0.14          0.12         0.28      (0.69)

Total from investment operations             0.08                0.85            0.90          0.88         1.04      (0.02)
Less dividends from:
            Net investment income           (0.35)              (0.72)          (0.76)        (0.76)       (0.76)     (0.67)
            Realized capital gains           0.00                0.00            0.00          0.00         0.00      (0.03)

Change in net asset value                   (0.27)               0.13            0.14          0.12         0.28      (0.72)

Net asset value, end of period      $       12.23       $       12.50     $     12.37     $   12.23    $   12.11    $ 11.83

Total return (a)                            0.63%               7.08%           7.56%         7.54%        9.22%     (0.14)%

Ratios/Supplemental Data Ratios to average net asset:
   Net investment income                  5.66%(b)             5.81%           6.16%          6.31%        6.50%      5.51%
   Expenses, after expense reductions     0.99%(b)             1.00%           1.00%          0.95%        0.83%      0.66%
   Expenses, before expense reductions    1.18%(b)             1.22%           1.27%          1.37%        1.48%      1.47%

Portfolio turnover rate                  14.20%              41.01%           13.87%         44.35%       43.12%     84.35%

Net assets at end of period (000)   $    38,700      $       35,866      $    31,281      $  23,433   $   23,222   $ 21,683
<FN>

(a)  Sales loads are not reflected in computing total return.
(b) Annualized.
Note:  From  September  1, 1994 to  September  28, 1995 the Fund issued  Class B
shares, which at the time of their conversion to Class A shares on September 28,
1995 represented less than 1% of the Fund's net assets.
</FN>
</TABLE>

<TABLE>
<CAPTION>
Class C Shares:
<S>                                    <C>         <C>                   <C>              <C>          <C>         <C>
Net asset value, beginning of period   $   12.47   $         12.34       $    12.20       $   12.08    $   11.78   $  11.92

Income from investment operations:
      Net investment income                0.32               0.66             0.71            0.71         0.70      0.06
      Net realized and unrealized
      gain (loss) on investments          (0.27)              0.13             0.14            0.12         0.30     (0.14)
Total from investment operations           0.05               0.79             0.85            0.83         1.00     (0.08)
Less dividends from:
         Net investment income            (0.32)             (0.66)           (0.71)          (0.71)       (0.70)    (0.06)

Change in net asset value                 (0.27)              0.13             0.14            0.12         0.30     (0.14)

Net asset value, end of period        $   12.20   $          12.47       $    12.34       $   12.20     $  12.08   $ 11.78

Total return (a)                          0.43%              6.65%            7.13%           7.12%        8.87%   (0.72)%

Ratios/Supplemental Data Ratios to average net asset:
    Net investment income               5.25%(b)             5.40%            5.76%           5.91%       6.03%     5.14%(b)
    Expenses, after expense reductions  1.40%(b)             1.40%            1.40%           1.36%       1.36%     1.20%(b)
    Expenses, before expense reductions 2.23%(b)             2.30%            2.44%           3.20%       4.75%     1.20%(b)

Portfolio turnover rate                 14.20%              41.01%           13.87%          44.35%      43.12%     84.35%

Net assets at end of period (000)   $    7,045       $      7,147       $     5,382       $ 2,695       $  1,032   $   53

<FN>
(a) Sales  loads are not  reflected  in  computing  total  return,  which is not
annualized for periods less than one year. (b) Annualized.
* Sales of Class C shares commenced on September 1, 1994.
</FN>
</TABLE>

<TABLE>
<CAPTION>

Class I Shares:
<S>                                    <C>            <C>               <C>              <C>
Net asset value, beginning of period   $  12.50       $     12.36       $    12.23       $     11.95

Income from investment operations:
        Net investment income              0.37              0.75             0.80              0.19
        Net realized and unrealized
        gain (loss) on investments        (0.27)             0.14             0.13              0.28

Total from investment operations           0.10              0.89             0.93              0.47
Less dividends from:
        Net investment income             (0.37)            (0.75)           (0.80)            (0.19)

Change in net asset value                 (0.27)             0.14             0.13              0.28


Net asset value, end of period      $     12.23       $     12.50       $    12.36       $     12.23

Total return (a)                          0.79%             7.49%            7.80%             3.97%

Ratios/Supplemental Data Ratios to average net asset:
      Net investment income               5.96%(b)          6.10%            6.44%            6.67%(b)
      Expenses, after expense reductions  0.69%(b)          0.69%            0.69%            0.69%(b)
      Expenses, before expense reductions 1.02%(b)          1.19%            1.98%            4.26%(b)

Portfolio turnover rate                   14.20%           41.01%           13.87%            44.35%

Net assets at end of period (000)   $      8,591       $    7,768   $        4,495     $      797

<FN>
(a)  Not annualized for periods less than one year.
(b)  Annualized.
*  Sales of Class I shares commenced on July 5, 1996.
</FN>
</TABLE>




<PAGE>

<TABLE>
<CAPTION>

Schedule of Investments

Thornburg  Limited Term U.S. Government Fund                      March 31, 1999

CUSIPS: Class A - 885-215-103, Class C - 885-215-830, Class I - 885-215-699
NASDAQ Symbols:  Class A - LTUSX,  Class C - LTUCX  (Proposed),
                 Class I - LTUIX (Proposed)


<S>                      <C>                                                                                         <C>
     Principal            Security Name                                                                                  Value
                          U.S. Government Agencies (62.40%)
     1,050,000            Federal Home Loan Bank Board, 6.75% due 4/10/2006                                            1,110,869
     1,000,000            Federal Home Loan Bank Board, 6.37% due 9/26/2007                                            1,026,410
     1,973,936            Federal Home Loan Bank Board, Pool# W10002, 6.775% due 11/1/2003                             2,046,518
     2,250,000            Federal Home Loan Mortgage Series 1900 Class L, 7.50% due 11/15/2021                         2,266,155
     538,934              Federal Home Loan Mortgage  Corporation, Pool# C90041, 6.50% due 11/1/2013                     541,176
     2,111,436            Federal Home Loan Mortgage Corporation CMO Series 1216, Class E, 7.00% due 3/15/2005         2,120,008
     500,000              Federal Home Loan Mortgage Corporation CMO Series 1476, Class J, 6.00% due 2/15/2008           492,185
     1,000,000            Federal Home Loan Mortgage Corporation Series 1464 Class G, 7.25% due 12/15/2021             1,021,870
     445,017              Federal Home Loan Mortgage Corporation, Pool# 141016, 9.25% due 11/1/2016                      472,599
     181,769              Federal Home Loan Mortgage Corporation, Pool# 160043, 8.75% due 4/1/2008                       189,155
     117,463              Federal Home Loan Mortgage Corporation, Pool# 180367, 10.00% due 11/1/2010                     124,728
     287,306              Federal Home Loan Mortgage Corporation, Pool# 181730, 8.50% due 5/1/2008                       298,709
     267,432              Federal Home Loan Mortgage Corporation, Pool# 200075, 9.00% due 9/1/2004                       273,401
     145,152              Federal Home Loan Mortgage Corporation, Pool# 213924, 9.00% due 10/1/2001                      147,399
     296,442              Federal Home Loan Mortgage Corporation, Pool# 216502, 8.00% due 4/1/2002                       300,489
     5,342                Federal Home Loan Mortgage Corporation, Pool# 220001, 10.75% due 7/1/2000                        5,520
     74,892               Federal Home Loan Mortgage Corporation, Pool# 220010, 8.75% due 8/1/2001                        79,362
     74,513               Federal Home Loan Mortgage Corporation, Pool# 250714, 9.75% due 5/1/2010                        78,089
     105,248              Federal Home Loan Mortgage Corporation, Pool# 252986, 10.75% due 4/1/2010                      114,275
     8,180                Federal Home Loan Mortgage Corporation, Pool# 256111, 10.75% due 8/1/2000                        8,327
     207,058              Federal Home Loan Mortgage Corporation, Pool# 256764, 8.75% due 10/1/2014                      215,471
     161,430              Federal Home Loan Mortgage Corporation, Pool# 260486, 9.00% due 1/1/2010                       169,164
     87,278               Federal Home Loan Mortgage Corporation, Pool# 276638, 9.25% due 8/1/2016                        92,687
     71,928               Federal Home Loan Mortgage Corporation, Pool# 279611, 9.25% due 10/1/2016                       75,402
     533,590              Federal Home Loan Mortgage Corporation, Pool# 291880, 8.25% due 5/1/2017                       561,795
     130,849              Federal Home Loan Mortgage Corporation, Pool# 294817, 9.75% due 1/1/2017                       140,125
     119,689              Federal Home Loan Mortgage Corporation, Pool# 298107, 10.25% due 8/1/2017                      130,024
     68,360               Federal Home Loan Mortgage Corporation, Pool# 431035, 11.50% due 7/1/2010                       74,376
     7,501                Federal Home Loan Mortgage Corporation, Pool# 500166, 12.00% due 9/1/2000                        7,778
     233,858              Federal Home Loan Mortgage Corporation, Pool# 770297, 6.50% (adjustable rate) due 6/1/2018     235,904
     199,006              Federal Home Loan Mortgage Corporation, Pool# D06907, 9.00% due 4/1/2017                       209,711
     133,167              Federal Home Loan Mortgage Corporation, Pool# D06908, 9.50% due 9/1/2017                       142,135
     809,269              Federal Home Loan Mortgage Corporation, Pool# E00107, 8.00% due 7/1/2007                       828,222
     487,112              Federal Home Loan Mortgage Corporation, Pool# E49074, 6.50% due 7/1/2008                       491,978
     541,389              Federal Home Loan Mortgage Corporation, Pool# E65962, 7.00% due 5/1/2008                       548,990
     2,019,977            Federal Home Loan Mortgage Corporation, Pool# M80406, 7.00% due 1/1/2003                     2,032,966
     260,378              Federal National Mortgage Association, CMO Series 92-60, Class C, 7.50% due 4/25/1999          259,318
     1,900,000            Federal National Mortgage Association CMO Series 1993-12, Class EC, 7.50% due 9/25/2001      1,905,339
     391,750              Federal National Mortgage Association, Benchmark Note, 5.125% due 2/13/2004                    384,710
     1,150,000            Federal National Mortgage Association CMO Series 1992-145, Class L, 7.50% due 1/25/2006      1,157,901
     1,500,000            Federal National Mortgage Association, 6.50% due 11/25/2006                                  1,521,090
     850,000              Federal National Mortgage Association CMO Series 1992-22, Class HC, 7.00% due 3/25/2007        875,764
     2,000,000            Federal National Mortgage Association CMO Series 1991-134, Class KE, 7.00% due 5/25/2008     1,986,860
     750,000              Federal National Mortgage Association Remic 1993 101 Class Project, 7.00% due 6/25/2008        760,073
     1,250,000            Federal National Mortgage Association, Remic Trust 1993 191 Class G, 6.00% due 10/25/2008    1,233,975
     980,575              Federal National Mortgage Association CMO Series 1992-64, Class G, 7.00% due 12/25/2018        983,938
     1,800,000            Federal National Mortgage Association, CMO Series 93-187, Class FC, 4.38% (adjustablerate)   1,790,424
                          due 11/25/2021
     1,250,000            Federal National Mortgage Association CMO Series 1992-33, Class F, 4.69% due 3/25/2022       1,266,012
     793,029              Federal National Mortgage Association Remic 1993 168 Class Pk, 6.75% due 8/25/2022             799,714
     500,000              Federal National Mortgage Association, CMO Series 1993-185, Class FJ, 4.38%                    495,780
                          (adjustablerate) due 9/25/2022
     978,000              Federal National Mortgage Association Series 1993 32, Class H, 6.00% due 3/25/2023             959,350
     15,907               Federal National Mortgage Association, Pool# 002473, 10.50% due 1/1/2001                        16,121
     687,642              Federal National Mortgage Association, Pool# 008307, 8.00% due 5/1/2008                        710,884
     53,140               Federal National Mortgage Association, Pool# 010294, 8.50% due 9/1/2007                         54,377
     1,413                Federal National Mortgage Association, Pool# 016072, 11.50% due 5/1/2000                         1,426
     85,522               Federal National Mortgage Association, Pool# 019535, 10.25% due 7/1/2008                        91,649
     942,811              Federal National Mortgage Association, Pool# 033356, 9.25% due 8/1/2016                      1,006,366
     86,105               Federal National Mortgage Association, Pool# 038493, 8.75% due 10/1/2008                        90,646
     105,751              Federal National Mortgage Association, Pool# 040526, 9.25% due 1/1/2017                        112,879
     695,652              Federal National Mortgage Association, Pool# 044003, 8.00% due 6/1/2017                        725,217
     232,910              Federal National Mortgage Association, Pool# 058816, 9.25% due 12/1/2002                       240,815
     239,549              Federal National Mortgage Association, Pool# 063791, 8.25% due 7/1/2002                        243,433
     544,031              Federal National Mortgage Association, Pool# 064011, 9.25% due 7/1/2003                        566,228
     5,000,000            Federal National Mortgage Association, Pool# 073040, 7.625% due 9/1/2001                     5,147,284
     3,783,879            Federal National Mortgage Association, Pool# 073798, 6.94% due 12/1/2006                     3,958,963
     445,723              Federal National Mortgage Association, Pool# 076388, 9.25% due 9/1/2018                        475,943
     106,418              Federal National Mortgage Association, Pool# 077725, 9.75% due 10/1/2018                       113,467
     364,730              Federal National Mortgage Association, Pool# 112067, 9.50% due 10/1/2016                       390,488
     993,979              Federal National Mortgage Association, Pool# 156156, 8.50% due 4/1/2021                      1,045,478
     538,491              Federal National Mortgage Association, Pool# 190555, 7.00% due 1/1/2014                        546,794
     534,247              Federal National Mortgage Association, Pool# 190703, 7.00% due 3/1/2009                        545,931
     1,225,607            Federal National Mortgage Association, Pool# 190836, 7.00% due 6/1/2009                      1,252,411
     858,047              Federal National Mortgage Association, Pool# 250387, 7.00% due 11/1/2010                       876,547
     523,098              Federal National Mortgage Association, Pool# 250481, 6.50% due 11/1/2015                       520,969
     1,101,512            Federal National Mortgage Association, Pool# 303383, 7.00% due 12/1/2009                     1,123,234
     1,240,204            Federal National Mortgage Association, Pool# 312663, 7.50% due 6/1/2010                      1,279,730
     1,070,022            Federal National Mortgage Association, Pool# 334996, 7.00% due 2/1/2011                      1,093,091
     1,626,292            Federal National Mortgage Association, Pool# 342947, 7.25% due 4/1/2024                      1,660,346
     554,400              Federal National Mortgage Association, Pool# 345775, 8.50% due 12/1/2024                       583,123
     637,191              Federal National Mortgage Association, Pool# 373942, 6.50% due 12/1/2008                       642,906
     588,085              Federal National Mortgage Association, Pool# 400569, 6.00% due 4/1/2009                        586,815
     620,000              Federal National Mortgage Association Remic, Trust 94 Class 94 041, 6.25% due 1/25/2021        624,842
     1,000,000            Federal National Mortgage Association Remic 1998 49 Class TD, 6.25% due 12/18/2023             993,430
     596,618              Federal National Mortgage Association Remic Trust 94 036 UA, 7.00% due 8/25/2023               603,885
     674,412              Government National Mortgage Association, Pool# 000623, 8.00% due 9/20/2016                    704,686
     55,183               Government National Mortgage Association, Pool# 000862, 9.00% due 10/20/2002                    57,241
     12,975               Government National Mortgage Association, Pool# 000956, 10.00% due 3/20/2003                    13,414
     22,740               Government National Mortgage Association, Pool# 001228, 10.00% due 7/20/2004                    23,765
     69,523               Government National Mortgage Association, Pool# 001408, 9.50% due 5/20/2005                     72,852
     791,672              Government National Mortgage Association, Pool# 016944, 7.50% due 5/15/2007                    817,535
     50,844               Government National Mortgage Association, Pool# 035861, 10.875% due 2/15/2010                   55,848
     21,287               Government National Mortgage Association, Pool# 161848, 9.00% due 8/15/2001                     21,809
     14,903               Government National Mortgage Association, Pool# 276712, 11.00% due 3/15/2000                    15,137
     222,633              Government National Mortgage Association, Pool# 296697, 9.50% due 10/15/2005                   237,737
     342,480              Government National Mortgage Association, Pool# 306636, 8.25% due 12/15/2006                   352,771
     1,486,935            Government National Mortgage Association, Pool# 313403, 6.80% due 5/20/2023                  1,490,325
     1,972,870            Government National Mortgage Association, Pool# 357090, 6.80% due 4/20/2025                  1,974,468
     647,725              Government National Mortgage Association, Pool# 362865, 8.00% due 7/15/2003                    660,018
     792,786              Government National Mortgage Association, Pool# 430150, 7.25% due 12/15/2026                   810,742
     766,771              Government National Mortgage Association, Pool# 453928, 7.00% due 7/15/2017                    782,344
     398,920              Government National Mortgage Association, Pool# 780063, 7.00% due 9/15/2008                    409,140
     884,931              Government National Mortgage Association, Pool# 780448, 6.50% due 8/15/2011                    896,816
     800,000              Tennessee Valley Authority, 8.375% due 10/1/1999                                               813,248

                          Total U.S. Government Agencies (Cost $81,185,394)                                           81,970,444

                          United States Treasury (37.60%)
     1,500,000            United States Treasury Notes, 7.50% due 10/31/1999                                           1,522,965
     4,200,000            United States Treasury Notes, 6.25% due 4/30/2001                                            4,300,422
     10,000,000           United States Treasury Notes, 7.50% due 11/15/2001                                          10,578,100
     1,350,000            United States Treasury Notes, 6.25% due 1/31/2002                                            1,389,231
     3,200,000            United States Treasury Notes, 6.25% due 2/15/2003                                            3,316,000
     5,000,000            United States Treasury Notes, 5.75% due 8/15/2003                                            5,101,550
     9,750,000            United States Treasury Notes, 7.25% due 5/15/2004                                           10,616,873
     3,700,000            United States Treasury Notes, 7.25% due 8/15/2004                                            4,038,772
     3,900,000            United States Treasury Notes, 6.50% due 5/15/2005                                            4,130,334
     4,000,000            United States Treasury Notes, 7.00% due 7/15/2006                                            4,376,240

                          Total United States Treasury (Cost $47,805,893)                                             49,370,487

                          TOTAL INVESTMENTS  (100%) (Cost $128,991,287)                                            $ 131,340,931
<FN>

See notes to unaudited financial statements.
</FN>
</TABLE>

<TABLE>
<CAPTION>

Schedule of Investments

Thornburg Limited Term Income Fund                                March 31, 1999

CUSIPS: Class A - 885-215-509, Class C - 885-215-764, Class I - 885-215-681
NASDAQ Symbols:  Class A - THIFX, Class C - THICX (Proposed),
                 Class I -THIIX  (Proposed)

                                                                                                       Credit Rating
 Principal     Security Name                                                                            Moody's/S&P        Value

U.S. TREASURY SECURITIES - 6.10%
<S>            <C>                                                                                       <C>       <C>
   350,000     United States Treasury Notes, 6.875% due 8/31/1999                                         Aaa/AAA $       352,954
   750,000     United States Treasury Notes, 8.00% due 5/15/2001                                          Aaa/AAA         794,182
   500,000     United States Treasury Notes, 6.375% due 8/15/2002                                         Aaa/AAA         518,360
   500,000     United States Treasury Notes, 6.25% due 2/15/2003                                          Aaa/AAA         518,125
 1,100,000     United States Treasury Notes, 6.50% due 5/15/2005                                          Aaa/AAA       1,164,966

               Total U.S. Treasury Securities (Cost $3,182,278)                                                         3,348,587

U. S. GOVERNMENT AGENCIES - 10.00%
   900,000     Federal Home Loan Bank Board, 7.11% due 8/19/1999                                           Aaa/NR         907,308
   186,516     Federal Home Loan Mortgage Corp., CMO Series 1327 E, 7.50% due                               NR/NR         187,855
               7/15/2007
   500,000     Federal Home Loan Mortgage Corp., CMO Series 1914 AC, 7.00% due                              NR/NR         497,810
               12/15/2011
    50,588     Federal Home Loan Mortgage Corp., CMO Series 1019 E, 8.75% due                               NR/NR          50,888
               7/15/2020
   363,504     Federal Home Loan Mortgage Corp., CMO Series 1208 D, 4.93% due                               NR/NR         366,910
               2/15/2022
    53,447     Federal Home Loan Mortgage Corp., Pool# 141540, 9.00% due 5/1/2009                         Aaa/AAA          55,850
   171,222     Federal Home Loan Mortgage Corp., Pool# 214180, 9.75% due 11/1/2001                        Aaa/AAA         175,314
    41,407     Federal Home Loan Mortgage Corp., Pool# 216639, 8.25% due 4/1/2002                         Aaa/AAA          42,257
    10,742     Federal Home Loan Mortgage Corp., Pool# 220005, 8.75% due 4/1/2001                         Aaa/AAA          11,383
     5,764     Federal Home Loan Mortgage Corp., Pool# 296006, 8.00% due 6/1/2017                         Aaa/AAA           6,054
    65,408     Federal Home Loan Mortgage Corp., Pool# 503253, 9.50% due 7/1/2005                         Aaa/AAA          68,624
   240,686     Federal Home Loan Mortgage Corp., Pool# 850082, 9.00% due 10/1/2005                        Aaa/AAA         249,351
   137,290     Federal National Mortgage Association, CMO Series 92-60, Class C, 7.50%                      NR/NR         136,731
               due4/25/1999
   685,000     Federal National Mortgage Association, CMO Series 97-13 D, 7.00% due                         NR/NR         702,981
               8/18/2006
   200,000     Federal National Mortgage Association, CMO Series 1993-140, Class J,                         NR/NR         203,936
               6.65% due6/25/2013
   600,000     Federal National Mortgage Association, CMO Series G94-7 B, 7.50% due                         NR/NR         615,936
               5/17/2024
    22,680     Federal National Mortgage Association, Pool# 001768, 8.00% due                             Aaa/AAA          23,200
               10/1/2006
   650,630     Federal National Mortgage Association, Pool# 020155, 7.491% due                            Aaa/AAA         661,730
               8/1/2014
   298,240     Federal National Mortgage Association, Pool# 297033, 8.00% due                             Aaa/AAA         307,000
               2/1/2009
    40,552     Government National Mortgage Association, Pool# 305541, 9.00% due                          Aaa/AAA          42,162
               5/15/2003
   156,281     Government National Mortgage Association, Pool# 827148, 6.875% due                         Aaa/AAA         156,647
               2/20/2024

               Total U. S. Government Agencies (Cost $5,397,218)                                                        5,469,927

MORTGAGE BACKED SECURITIES - 0.70
    29,647     Collateralized Mortgage Obligation Trust, Series 56-B, 9.985% due                          Aaa/AAA          31,277
               1/1/2019
   351,151     GE Capital Mortgage Services, Series 92-13 G2, 7.00% due 1/1/2008                          Aaa/AAA         352,893

               Total Mortgage Backed Securities (Cost $379,610)                                                           384,170

CORPORATE BONDS - 26.90%
               BANKING INSTITUTIONS
 1,000,000     Mellon Financial Company, 5.75% due 11/15/2003                                               A2/A+         991,890
   450,000     Westdeutsche Landesbank Giroze, 2008 Subordinated Note, 6.05% due                          Aa1/AA+         434,403
               1/15/2009
                                                                                                                        1,426,293
               FINANCIAL SERVICES
 1,000,000     Merrill Lynch & Company Incorporated, 6.00% due 11/15/2004                                 Aa3/AA-         996,940

               INDUSTRIALS
 2,000,000     Computer Associates International Incorporated, 2005 Senior Note,                          Baa1/A-       1,927,100
               6.375% due4/15/2005
    50,000     Grand Metropolitan Investment Corporation, 0% due 1/6/2004                                   A1/A+          36,960
 1,000,000     Ingersoll Rand Company, 6.46% due 11/19/2003                                                 A3/A-       1,030,630
 1,000,000     Occidental Petroleum Corporation, Senior Note, 7.375% due 11/15/2008                      Baa3/BBB       1,005,840
   700,000     Raytheon Company, 6.30% due 3/15/2005                                                     Baa1/BBB         704,977
 1,000,000     Security Capital Group Incorporated, Tranche Trust 00001, 7.75% due                         NR/BBB       1,009,180
               11/15/2003
    50,000     Valassis Communications, 9.55% due 12/1/2003                                             Baa3/BBB-          55,803
   500,000     Valassis Communications Inc., Senior Note 144A, 6.625% due 1/15/2009                     Baa3/BBB-         483,936
   879,000     Wheeling Pittsburgh Corporation, 9.375% due 11/15/2003                                     Aaa/AAA         948,221
   700,000     WMX Technologies Incorporated, 8.25% due 11/15/1999                                      Baa3/BBB+         710,736
   185,000     WMX Technologies Incorporated, 7.00% due 5/15/2005                                       Baa1/BBB+         192,198

                                                                                                                        8,105,581
               TELEPHONES
   500,000     A T & T Corporation, 6.00% due 3/15/2009                                                    A1/AA-         496,760

               UTILITIES
 1,000,000     Carolina Power & Light Company, 6.80% due 8/15/2007                                           A2/A       1,048,870
   400,000     Carolina Power & Light Company, 5.95% due 3/1/2009                                            A2/A         395,736
    85,000     Niagara Mohawk Power Corporation, 8.00% due 6/1/2004                                         NR/NR          92,273
    60,000     Niagara Mohawk Power Corporation, 6.625% due 7/1/2005                                      Aaa/AAA          62,085
    80,000     Pennsylvania Power & Light Company, 6.875% due 3/1/2004                                     Aaa/NA          83,074
   100,000     Public Service Electric & Gas Company, 6.75% due 3/1/2006                                   NR/AAA         103,222
    75,000     Texas Utilities Electric Company, 6.75% due 7/1/2005                                        Aaa/NR          78,595

                                                                                                                        1,863,855
               YANKEE
 2,150,000     Dao Heng Bank Group, 7.75% due 1/24/2007 (U.S. Dollar)                                   Baa1/BBB+       1,803,626

               Total Corporate Bonds (Cost $14,767,113)                                                                14,693,055

TAXABLE MUNICIPAL BONDS - 52.80%
 1,500,000     Austin Texas General Obligation, 6.90% due 3/1/2002                                         Aa2/AA       1,545,615
   240,000     Baltimore Economic Development Authority, 8.50% due 8/1/2002 (Arcade LP                    A3/BBB+         251,842
               Project)
    55,000     Beaumont Housing Multi Family Mortgage Series 1995-B, 7.50% due                             Aaa/NR          56,082
               6/15/2000(Insured: FHA)
    60,000     Bellingham Washington Civic Center Development, Series A, 4.80% due                          NR/NR          61,211
               8/1/2000
 1,750,000     Capital Projects Finance Authority Florida Revenue, Series B, 8.00%                          NR/NR       1,770,475
               due12/1/2001
 1,025,000     Connecticut St. Development Authority, 8.55% due 8/15/2005                                   NR/A+       1,135,331
   100,000     Dayton Ohio Economic Development Revenue, 6.03% due 12/1/2003                              Aaa/AAA         100,111
   115,000     Duquesne Pennsylvania General Obligation, 6.75% due 12/15/2001                             Aaa/AAA         117,220
               (Insured: MBIA)
   125,000     Duquesne Pennsylvania General Obligation, 6.75% due 12/15/2002                             Aaa/AAA         127,851
               (Insured: MBIA)
   130,000     Duquesne Pennsylvania General Obligation, 6.95% due 12/15/2003                             Aaa/AAA         133,910
               (Insured: MBIA)
 1,085,000     East Baton Rouge Louisiana Mortgage Finance, Series C2 Tax Refunding                        Aaa/NR       1,103,673
               Mortgage,6.75% due 4/1/2005
   320,000     Georgia Municipal Electric Authority Power Revenue, Taxable Series One,                       A3/A         329,846
               7.00%due 1/1/2006
 1,350,000     Grand Prairie Sports Facilities Development, Taxable Refunding Series                       Aaa/NR       1,345,221
               A, 6.40%due 9/15/2008
 2,000,000     Greater Valley Medical Building Partnership, Series 1996, 6.95% due                         Aa3/NR       2,033,780
               3/1/2021 put3/1/01 (LOC: Krediet Bank)
   500,000     Gulfport Mississippi Hospital Facility Revenue, Memorial Hospital                          Aaa/AAA         546,755
               Gulfport B,8.00% due 7/1/2006
 1,120,000     Halifax Hospital Medical Center Florida Health, 6.50% due 4/1/2002                            NR/A       1,120,000
   845,000     Idaho Housing Multi Family Housing Revenue Series 94-B, 8.15% due                             A/NR         919,723
               7/1/2004
   145,000     Illinois Housing Development Authority, Taxable Multi Family Pg Series                       A1/A+         150,815
               2, 7.85%due 3/1/2005
   405,000     King County Washington General Obligation, 7.55% due 12/1/2005                             Aa1/AA+         434,435
   100,000     Kiryas Joel Village, New York General Obligation Series B, 8.50% due                       Baa3/NR         102,072
               1/1/2000
   210,000     Lake City Utilities Revenue, Taxable Refunding Series B, 6.40% due                          Aaa/NR         212,300
               7/1/2004
   225,000     Lake City Utilities Revenue, Taxable Refunding Series B, 6.50% due                          Aaa/NR         227,268
               7/1/2005
   240,000     Lake City Utilities Revenue, Taxable Refunding Series B, 6.50% due                          Aaa/NR         242,035
               7/1/2006
   255,000     Lake City Utilities Revenue, Taxable Refunding Series B, 6.60% due                          Aaa/NR         256,576
               7/1/2007
   260,000     Lake City Utilities Revenue, Taxable Refunding Series B, 6.60% due                          Aaa/NR         258,193
               7/1/2008
 1,000,000     Los Angeles County Pension Obligation, 8.30% due 6/30/2002 (Insured:                       Aaa/AAA       1,068,370
               FSA)
 1,225,000     Maine Health & Higher Ed Fac Series A, 7.35% due 7/1/2012 put 7/1/99                       NR/BBB+       1,230,022
               (NursingHome Project; LOC: Sumitumo Bank)
   110,000     Maine Municipal Bond Bank Special Obligation, Taxable Series A, 8.00%                        NR/A+         117,537
               due11/1/2002
   690,000     Maryland State Economic Development Corporation, Taxable Maryland                            NR/NR         704,904
               TechDevelopment Center Project, 7.25% due 6/1/2008
   300,000     Massachusetts Industrial Financing Authority Resource Recovery                             Aaa/AAA         301,356
               RevenueRefunding, 6.95% due 7/1/1999 (Insured: FSA)
   315,000     Miami Beach Housing Authority Revenue, 6.75% due 3/1/2003                                    A3/NR         318,024
   200,000     Missouri High Education Student Loan, Series B, 6.80% due 2/15/2001                         Aaa/NR         203,766
    75,000     Mobile United States Government Guaranteed, 6.99% due 8/1/2000                           Aaa*/AAA*          76,514
   245,000     New Jersey Economic Development Authority Series B, 7.10% due 9/15/2002                    Aa3/AA-         250,733
    95,000     New Jersey State Housing & Mortgage Financing Agency Series E, 7.95%                         NR/A+          97,442
               due11/1/2000
 3,245,000     New Orleans Home Mortgage Authority Single Family Mortgage Revenue                         Aaa/AAA         769,389
               RefundingSeries 1994-A, 0% due 10/1/2015 (Insured: MBIA)
   200,000     New York City Series 1991, 10.50% due 11/15/2013 pre-refunded 11/15/01                     Aaa/AAA         226,240
   250,000     New York General Obligation, Taxable Series K, 6.00% due 8/1/2000                            A3/A-         251,585
   100,000     New York New York, Taxable Prerefunded Series D, 10.00% due 8/1/2005                         A3/A-         111,770
   500,000     New York St Mortgage Agency Revenue, Taxable Mortgage 20th Series,                          Aaa/NR         515,015
               6.70% due10/1/2004
 1,000,000     New York St Power Authority Revenue & General, Taxable Series D, 6.17%                     Aa3/AA-       1,007,800
               due2/15/2001
 1,000,000     Oklahoma City Airport Trust, Taxable Senior Lien 19th Series, 6.15% due                     Aa2/AA       1,009,870
               7/1/2000
 1,000,000     Pennsylvania Housing Finance Agency, 8.40% due 4/1/2010                                     Aa/AA+       1,049,100
 1,085,000     Rockwall Texas Independent School District, Capital Appreciation                            NR/AAA         593,061
               RefundingTaxable, 0% due 8/15/2008
 1,020,000     Santa Fe New Mexico Civic Housing Authority, Tuscany Ser B, 6.71% due                      Aaa/AAA       1,035,912
               8/1/2012
   520,000     Texas Department Housing & Community, Affairs Single Family Series B,                        A1/A+         539,448
               9.50% due3/1/2016
    35,000     Tucson & Pima County IDA SFMR Series A, 7.00% due 12/1/2003                                  A1/NR          35,399
   250,000     Virginia Housing Development Authority, Taxable Series D, 7.55% due                        Aa1/AA+         253,075
               1/1/2011
   250,000     Virginia Housing Development Multi Family, Taxable Series A, 7.125%                        Aa1/AA+         258,083
               due11/1/2003
   300,000     Virginia State Housing Development Authority Series C, 6.65% due                           Aa1/AA+         305,295
               11/1/2003
   300,000     Washington Gas Light Company Medium, Tranche Trust 00047, 6.60% due                         Aa3/NR         304,155
               8/11/2008
   825,000     Wilkes Barre Pennsylvania Redevelopment Authority Revenue, 6.25% due                        Aaa/NR         830,956
               6/15/2008
   810,000     York County General Obligation, Refunding Taxable Series C, 5.85% due                      Aaa/AAA         809,927
               12/1/2004

               Total Taxable Municipal Bonds (Cost $28,372,087)                                                        28,857,088

FOREIGN SECURITIES - 2.80%
 2,000,000     British Columbia Province, 9.00% due 6/21/2004 (Canadian Dollars)                           Aa2/AA       1,548,354

               Total Foreign Securities (Cost $1,447,093)                                                               1,548,354

COMMERCIAL PAPER - 0.70%
   400,000     Mobil Credit Finance, 4.90% due 4/1/1999                                                    A1+/P1         400,000

Total Commercial Paper (Cost $400,000)                                                                                    400,000

TOTAL INVESTMENTS (100%) (Cost $53,945,399)                                                                           $54,701,181
<FN>

See notes to unaudited financial statements.

</FN>
</TABLE>


See notes to financial statements.
* Principal amount in U.S. Dollars unless otherwise indicated, value is in
U.S. Dollar.
  Credit ratings are unaudited.

Thornburg Limited Term
U.S. Government Fund

The chart above is for the Funds' Class A Shares only.  Class C Shares and Class
I Shares have different  sales charges and expenses.  See the inside front cover
page for the 30 day SEC yield  and the total  returns  at the  maximum  offering
prices for one year,  five years,  and ten years for each class of shares of the
Fund.  Return for the money fund average is based upon 30-day  yield  quotations
for taxable  money  funds as quoted in  "Donoghue's  Money Fund  Report" for the
months  covered by this  analysis.  The return for Limited Term U.S.  Government
Fund is based upon the dividends  paid for the months  covered by this analysis,
the  beginning  offering  price of $12.44 and the  ending  NAV of $12.66.  These
investments  returned the $100,000 initial investment in addition to the amounts
shown  above.  This  analysis  assumes  that the  dividends  from  each of these
investment  vehicles were  reinvested and compounded  monthly.  Most money funds
declare  dividends  daily and pay them monthly.  LTUSX also  declares  dividends
daily and pays them monthly.  The average money market fund increases  shown may
differ from the return of a  particular  fund.  It is not  possible to invest in
these  money  fund  averages.  Note  1:  Future  performance  of  any  of  these
investments may bear no relationship to prior performance. Note 2: This analysis
does not take into account the effect,  if any, caused by taxes. Note 3: The net
asset value of the money funds did not fluctuate. Money funds seek to maintain a
constant  net  asset  value.  The net  asset  value  of the  Limited  Term  U.S.
Government  Fund did vary from time to time, and it will continue to vary in the
future.  The analysis assumes that the investor  receives the net asset value of
shares owned,  plus accrued  income,  at redemption.  Due to the effect of sales
commissions, the net asset value of the Limited Term U.S. Government Fund shares
is less than the offering price of the shares.  Redemptions are made at the then
current  net  asset  value  and you may have a gain or a loss  when  you  redeem
shares.

Thornburg Limited Term Income Fund - Class A
Outperformed Taxable Money Market Funds

Return from a $100,000 Investment 10/1/92 to 3/31/99

$50,000
$40,000
$30,000
$20,000
$10,000
$0

$32,233
Donoghue's Taxable
Money Market Fund Average

$46,032
Thornburg Limited Term
Income Fund

The chart above is for the Fund's Class A Shares only.  Class C Shares and Class
I Shares have different  sales charges and expenses.  See the inside front cover
page for the 30 day SEC yield  and the total  returns  at the  maximum  offering
prices for one year, five years, and since inception for each class of shares of
the  Fund.  Return  for the  money  fund  average  is  based  upon 30 day  yield
quotations for taxable money funds as quoted in  "Donoghue's  Money Fund Report"
for the months covered by this analysis. The return for Limited Term Income Fund
is based upon the dividends paid for the months  covered by this  analysis,  the
beginning offering price of $12.44 per share, respectively and the ending NAV of
$12.50 per share. These investments  returned the $100,000 initial investment in
addition to the amounts shown above.  This  analysis  assumes that the dividends
from each of these investment  vehicles were reinvested and compounded  monthly.
Most  money  funds  declare  dividends  daily and pay them  monthly.  THIFX also
declares  dividends  daily and pays them monthly.  The average money market fund
increases  shown may differ  from the  return of a  particular  fund.  It is not
possible to invest in these money fund averages.  Note 1: Future  performance of
any of these investments may bear no relationship to prior performance.  Note 2:
This  analysis does not take into account the effect,  if any,  caused by taxes.
Note 3: The net asset  value of the money funds did not  fluctuate.  Money funds
seek to maintain a constant net asset value. The net asset value of Limited Term
Income  Fund did vary from  time to time,  and it will  continue  to vary in the
future.  The analysis assumes that the investor  receives the net asset value of
shares owned,  plus accrued  income,  at redemption.  Due to the effect of sales
commissions, the net asset value of the Limited Term Income Fund shares are less
than the offering price of the shares.  Redemptions are made at the then current
net asset value and you may have a gain or a loss when you redeem shares.













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