[GRAPHIC OMITTED]
Voting Extended
Adjournment of shareholder meetings to Wednesday, December 5, 2001
MFS(R) Charter Income Trust MFS(R) Intermediate Income Trust
MFS(R) Government Markets Income Trust MFS(R) Special Value Trust
At the recent shareholder meetings for the funds named above, all the proposals
were approved except one. This proposal would authorize the Trustees to adopt an
amended and restated Declaration of Trust and requires the affirmative vote of
two-thirds of the outstanding shares of each fund. The shareholder meetings for
these funds have been adjourned to December 5, 2001 at 9:30 a.m. to give you
additional time to vote. The proposal has received overwhelming support from
shareholders who have voted, but we need your vote to close the polls on this
matter.
The proposed changes would give the Trustees more flexibility and broader
authority to act. This increased flexibility may allow the Trustees to react
more quickly to changes in competitive and regulatory conditions, and, as a
result, may allow the funds to operate more efficiently and economically.
Adoption of the restated Declaration of Trust would not alter in any way the
Trustees' fiduciary obligations to act with due care and in the shareholders'
best interest.
There are four easy ways to vote.
1. By phone
Call toll free 1-888-832-5695. Representatives are available to answer
questions and take your vote Monday through Friday from 9 a.m. to 11
p.m. and Saturday from 12 p.m. to 6 p.m. Eastern time.
2. By Internet
Go to www.proxyvote.com anytime, and enter the control number on your
proxy card.
3. By touch-tone phone
Call toll free 1-800-690-6903 anytime, and follow the instructions. Be
sure to have your proxy card available when you call.
4. By mail
Complete your proxy card, and return it in the enclosed postage-paid
envelope.
If we do not receive your vote, you may receive a call from Georgeson
Shareholder Communications Corporation, our proxy agent, asking you to vote your
shares over the phone.
Please vote now. Your vote is important. Thank you for your participation.
October 22, 2001
(C)2001 MFS Investment Management(R).
MFS(R)investment products are offered through MFS Fund Distributors, Inc.,
500 Boylston Street, Boston, MA 02116. REDBRD-NOBO
[GRAPHIC OMITTED]
Voting Extended
Adjournment of shareholder meetings to Wednesday, December 5, 2001
MFS(R) Charter Income Trust MFS(R) Intermediate Income Trust
MFS(R) Government Markets Income Trust MFS(R) Special Value Trust
At the recent shareholder meetings for the funds named above, all the proposals
were approved except one. This proposal would authorize the Trustees to adopt an
amended and restated Declaration of Trust and requires the affirmative vote of
two-thirds of the outstanding shares of each fund. The shareholder meetings for
these funds have been adjourned to December 5, 2001 at 9:30 a.m. to give you
additional time to vote. The proposal has received overwhelming support from
shareholders who have voted, but we need your vote to close the polls on this
matter.
The proposed changes would give the Trustees more flexibility and broader
authority to act. This increased flexibility may allow the Trustees to react
more quickly to changes in competitive and regulatory conditions, and, as a
result, may allow the funds to operate more efficiently and economically.
Adoption of the restated Declaration of Trust would not alter in any way the
Trustees' fiduciary obligations to act with due care and in the shareholders'
best interest.
There are five easy ways to vote.
1. By phone
Call toll free 1-888-832-5695. Representatives are available to answer
questions and take your vote Monday through Friday from 9 a.m. to 11
p.m. and Saturday from 12 p.m. to 6 p.m. Eastern time.
2. By Internet
Go to www.proxyweb.com anytime, and enter the control number on your
proxy card.
3. By fax
Fax your completed proxy card toll free to 1-800-733-1885 anytime.
4. By touch-tone phone
Call toll free 1-888-221-0697 anytime, and follow the instructions. Be
sure to have your proxy card available when you call.
5. By mail
Complete your proxy card, and return it in the enclosed postage-paid
envelope.
If we do not receive your vote, you may receive a call from Georgeson
Shareholder Communications Corporation, our proxy agent, asking you to vote your
shares over the phone.
Please vote now. Your vote is important. Thank you for your participation.
October 22, 2001
(C)2001 MFS Investment Management(R).
MFS(R)investment products are offered through MFS Fund Distributors, Inc.,
500 Boylston Street, Boston, MA 02116. REDBRD-REG
[GRAPHIC OMITTED]
Voting Extended
Adjournment of shareholder meetings to Wednesday, December 5, 2001
MFS(R) Charter Income Trust MFS(R) Intermediate Income Trust
MFS(R) Government Markets Income Trust MFS(R) Special Value Trust
At the recent shareholder meetings for the funds named above, all the proposals
were approved except one. This proposal would authorize the Trustees to adopt an
amended and restated Declaration of Trust and requires the affirmative vote of
two-thirds of the outstanding shares of each fund. The shareholder meetings for
these funds have been adjourned to December 5, 2001 at 9:30 a.m. to give you
additional time to vote. The proposal has received overwhelming support from
shareholders who have voted, but we need your vote to close the polls on this
matter.
The proposed changes would give the Trustees more flexibility and broader
authority to act. This increased flexibility may allow the Trustees to react
more quickly to changes in competitive and regulatory conditions, and, as a
result, may allow the funds to operate more efficiently and economically.
Adoption of the restated Declaration of Trust would not alter in any way the
Trustees' fiduciary obligations to act with due care and in the shareholders'
best interest.
There are three easy ways to vote.
1. By Internet
Go to www.proxyvote.com anytime, and enter the control number on your
proxy card.
2. By touch-tone phone
Call toll free 1-800-690-6903 anytime, and follow the instructions. Be
sure to have your proxy card available when you call.
3. By mail
Complete your proxy card, and return it in the enclosed postage-paid
envelope.
If we do not receive your vote, you may receive a call from Georgeson
Shareholder Communications Corporation, our proxy agent, asking you to vote your
shares over the phone.
Please vote now. Your vote is important. Thank you for your participation.
October 22, 2001
(C)2001 MFS Investment Management(R).
MFS(R)investment products are offered through MFS Fund Distributors, Inc.,
500 Boylston Street, Boston, MA 02116. REDBRD-OBO
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant [ X ]
Filed by a party other than the Registrant
Check the appropriate box: [ ] Preliminary Proxy Statement
[ ] Confidential for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[ X ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c)
or Rule 14a-12
MFS(R)Charter Income Trust (File Nos. 33-29012 and 811-5822); MFS(R)Government
Markets Income Trust (File Nos. 33-12945 and 811-5078); MFS(R)Intermediate
Income Trust (File Nos. 33-19364 and 811-5440); and MFS(R)Special Value Trust
(File Nos. 33-31346 and 811-5912)
--------------------------------------------------------------------------------
(Name of Registrant as Specified in its Charter)
--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
[ X ] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11.
(1) Title of each class of securities to which transaction applies:
--------------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
--------------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth the amount
on which the filing fee is calculated and state how it was
determined):
--------------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
--------------------------------------------------------------------------------
(5) Total Fee Paid:
--------------------------------------------------------------------------------
[ ] Fee paid previously with preliminary materials.
--------------------------------------------------------------------------------
[ ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously. Identify the previous filing
by registration statement number, or the Form or Schedule and the
date of its filing.
(1) Amount previously paid:
--------------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
--------------------------------------------------------------------------------
(3) Filing Party:
--------------------------------------------------------------------------------
(4) Date Filed:
--------------------------------------------------------------------------------
November 16, 2001
VIA EDGAR
Securities and Exchange Commission
Division of Investment Management
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Re: MFS(R)Charter Income Trust (File Nos. 33-29012 and 811-5822);
MFS(R)Government Markets Income Trust (File Nos. 33-12945 and
811-5078); MFS(R)Intermediate Income Trust (File Nos. 33-19364 and
811-5440); and MFS(R)Special Value Trust (File Nos. 33-31346 and
811-5912) (each, a "Trust")
Ladies and Gentlemen:
On behalf of each Trust, enclosed herewith pursuant to rule 20a-1 under the
Investment Company Act of 1940, as amended, Rule 14a-6(b) under the Securities
Exchange Act of 1934, as amended (the "1934 Act"), and Rule 101 of Regulation ST
is a definitive copy of additional solicitation materials mailed to shareholders
with respect to Annual Meetings of Shareholders of each Trust adjourned until
December 5, 2001.
If you have any questions, please do not hesitate to call the undersigned
at (617) 954-5047.
Sincerely,
JAMES F. DESMARAIS
James F. DesMarais
Assistant General Counsel
JFD/bjn
Enclosures