Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Karpus Management, Inc.
2. Date of Event Requiring Statement (Month/Day/Year)
08/22/2008
3. Issuer Name and Ticker or Trading Symbol
MFS INTERMEDIATE INCOME TRUST [MIN]
(Last)
(First)
(Middle)
183 SULLY'S TRAIL
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PITTSFORD, NY 14534
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
MFS Intermediate Income Trust ("MIN") 724,200
I
See Footnote 1 (1)
MFS Intermediate Income Trust ("MIN") 7,850 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Karpus Management, Inc.
183 SULLY'S TRAIL
PITTSFORD, NY 14534
    X    
KARPUS GEORGE W

 
      President of KIM

Signatures

Cody B. Bartlett Jr., CFA, Managing Director of Investments 09/08/2008
**Signature of Reporting Person Date

George W. Karpus, President and CEO 09/08/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Karpus Management Inc., d/b/a Karpus Investment Management ("KIM") is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 (15 U.S.C. 80b-3). KIM does not own or have a direct pecuniary interest in any MIN shares. Instead, MIN shares are owned by KIM's clients in separate customer accounts (the "Accounts") managed by KIM in the ordinary course of KIM's business under limited powers of attorney. All funds that have been utilized in purchasing MIN shares are from such Accounts. By reason of a contractual relationship with one of KIM's clients regarding the contingent payment of certain performance related fees, KIM may be deemed to have an indirect pecuniary interest in some or all of the 724,200 MIN shares owned by the client pursuant to SEC Rule 16a-1(2)(ii)(C).
(2) George W. Karpus, the President of KIM, owns 7,850 MIN shares.
 
Remarks:
Both KIM and Mr. Karpus disclaim any beneficial ownership (as that term is defined in SEC Rule 16a-1(2)) of MIN shares except to the extent of their pecuniary interest, if any, therein.  This filing shall not be an admission by KIM and Mr. Karpus that they are subject to reporting under Section 16(a), and the filers disclaim any such obligation.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.