Thornburg Investment Income Builder Fund (TIBAX) N-PX Annual report of proxy voting record

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number   811-05201

Thornburg Investment Trust
(Exact name of registrant as specified in charter)

119 East Marcy Street, Santa Fe, New Mexico 87501
(Address of principal executive offices) (Zip code)

Garrett Thornburg, 119 East Marcy Street, Santa Fe, New Mexico 87501
(Name and address of agent for service)

Registrant’s telephone number, including area code: 505-984-0200

Date of fiscal year end:     September 30

Date of reporting period: July 1, 2003 - June 30, 2004

Item 1. Proxy Voting Record

Thornburg Limited Term Municipal Fund
Thornburg California Limited Term Municipal Fund
Thornburg Limited Term U.S. Government Fund
Thornburg New Mexico Intermediate Municipal Fund
Thornburg Intermediate Municipal Fund
Thornburg Limited Term Income Fund
Thornburg Value Fund
Thornburg Florida Intermediate Municipal Fund
Thornburg New York Intermediate Municipal Fund
Thornburg International Value Fund
Thornburg Core Growth Fund
Thornburg Investment Income Builder Fund

======Thornburg Limited Term Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg California Limited Term Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg Limited Term U.S. Government Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg New Mexico Intermediate Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg Intermediate Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg Limited Term Income Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg Value Fund ======

Affiliated Computer Services, Inc. *ACS* CUSIP 008190100, 10/30/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Executive Incentive Bonus Plan	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes

ALLTEL Corp. *AT* CUSIP 020039103, 04/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Ammend Eeo - Sexual Orientation	ShrHoldr	Abstain	No

Amerada Hess Corp. *AHC* CUSIP 023551104, 05/05/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Nicholas F. Brady --- Withhold
1.2	Elect Director J. Barclay Collins Ii --- For
1.3	Elect Director Thomas H. Kean --- For
1.4	Elect Director Frank A. Olson --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Omnibus Stock Plan	Mgmt	For	Yes
4	Establish Other Board Committee	ShrHoldr	For	No

American Greetings Corp. *AM* CUSIP 026375105, 06/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Scott S. Cowen --- For
1.2	Elect Director Harriet Mouchly-Weiss --- For
1.3	Elect Director Charles A. Ratner --- Withhold
1.4	Elect Director Zev Weiss --- For
1.5	Elect Director Joseph Hardin --- For
2	Amend Omnibus Stock Plan	Mgmt	For	Yes

Anthem Inc. *ATH* CUSIP 03674B104, 05/17/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Anthem Inc. *ATH* CUSIP 03674B104, 06/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Issue Shares In Connection With An Acquisition	Mgmt	For	Yes
2	Change Company Name	Mgmt	For	Yes

Aon Corp. *AOC* CUSIP 37389103, 05/21/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Patrick G. Ryan --- For
1.2	Elect Director Edgar D. Jannotta --- Withhold
1.3	Elect Director Jan Kalff --- Withhold
1.4	Elect Director Lester B. Knight --- For
1.5	Elect Director J. Michael Losh --- For
1.6	Elect Director R. Eden Martin --- For
1.7	Elect Director Andrew J. Mckenna --- For
1.8	Elect Director Robert S. Morrison --- For
1.9	Elect Director Richard C. Notebaert --- For
1.10	Elect Director Michael D. O'Halleran --- For
1.11	Elect Director John W. Rogers, Jr. --- For
1.12	Elect Director Gloria Santona --- For
1.13	Elect Director Carolyn Y. Woo --- For
2	Ratify Auditors	Mgmt	For	Yes

Boston Properties Inc. *BXP* CUSIP 101121101, 05/05/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director Mortimer B. Zuckerman --- For
1.2	Elect Director Carol B. Einiger --- For
1.3	Elect Director Alan B. Landis --- For
1.4	Elect Director Richard E. Salomon --- For
2	Declassify The Board Of Directors	ShrHoldr	For	No

Caremark Rx, Inc. *CMX* CUSIP 141705103, 03/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Increase Authorized Common Stock	Mgmt	For	Yes
2	Approve Issuance Of Stock In Connection With Merger Agreement	Mgmt	For	Yes
3	Increase Authorized Preferred Stock	Mgmt	Against	No
4	Approve Omnibus Stock Plan	Mgmt	For	Yes
5	Allow Postponement Or Adjournment Of Special Meeting	Mgmt	Against	No

Caremark Rx, Inc. *CMX* CUSIP 141705103, 05/04/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Citigroup Inc. *C* CUSIP 172967101, 04/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Limit Executive Compensation	ShrHoldr	Against	Yes
4	Report On Political Contributions/Activities	ShrHoldr	Against	Yes
5	Prohibit Awards To Executives	ShrHoldr	Against	Yes
6	Separate Chairman And Ceo Positions	ShrHoldr	Against	Yes

Deere & Co. *DE* CUSIP 244199105, 02/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Dominion Resources, Inc. *D* CUSIP 25746U109, 04/23/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Submit Executive Compensation To Vote	ShrHoldr	Against	Yes

DoubleClick Inc. *DCLK* CUSIP 258609304, 06/07/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

E*Trade Group, Inc. *ET* CUSIP 269246104, 05/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Eclipsys Corp. *ECLP* CUSIP 278856109, 06/01/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Electronic Arts, Inc. *ERTS* CUSIP 285512109, 07/31/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Amend Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes
4	Ratify Auditors	Mgmt	For	Yes

Exxon Mobil Corp. *XOM* CUSIP 30231G102, 05/26/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Non-Employee Director Restricted Stock Plan	Mgmt	For	Yes
4	Affirm Political Nonpartisanship	ShrHoldr	Abstain	No
5	Report On Political Contributions/Activities	ShrHoldr	Abstain	No
6	Report On Equatorial Guinea	ShrHoldr	Abstain	No
7	Separate Chairman And Ceo Positions	ShrHoldr	Against	Yes
8	Prohibit Awards To Executives	ShrHoldr	Against	Yes
9	Report On Stock Option Distribution By Race And Gender	ShrHoldr	Abstain	No
10	Amend Eeo Statement To Include Reference To Sexual Orientation	ShrHoldr	Abstain	No
11	Report On Climate Change Research	ShrHoldr	Abstain	No

Fannie Mae *FNM* CUSIP 313586109, 05/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director Stephen B. Ashley --- For
1.2	Elect Director Kenneth M. Duberstein --- For
1.3	Elect Director Thomas P. Gerrity --- For
1.4	Elect Director Timothy Howard --- For
1.5	Elect Director Ann Korologos --- For
1.6	Elect Director Frederic V. Malek --- For
1.7	Elect Director Donald B. Marron --- For
1.8	Elect Director Daniel H. Mudd --- For
1.9	Elect Director Anne M. Mulcahy --- For
1.10	Elect Director Joe K. Pickett --- For
1.11	Elect Director Leslie Rahl --- For
1.12	Elect Director Franklin D. Raines --- For
1.13	Elect Director H. Patrick Swygert --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes
4	Provide For Cumulative Voting	ShrHoldr	For	No

First Data Corp. *FDC* CUSIP 319963104, 10/28/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Approve Merger Agreement	Mgmt	For	Yes

Fox Entertainment Group, Inc. *FOX* CUSIP 35138T107, 11/25/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director K. Rupert Murdoch, Ac --- Withhold
1.2	Elect Director Peter Chernin --- Withhold
1.3	Elect Director David F. Devoe --- Withhold
1.4	Elect Director Arthur M. Siskind --- Withhold
1.5	Elect Director Lachlan K. Murdoch --- Withhold
1.6	Elect Director Christos M. Cotsakos --- For
1.7	Elect Director Thomas W. Jones --- For
1.8	Elect Director Peter Powers --- For
2	Ratify Auditors	Mgmt	For	Yes

FTI Consulting, Inc. *FCN* CUSIP 302941109, 05/19/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Denis J. Callaghan --- For
1.2	Elect Director Dennis J. Shaughnessy --- Withhold
1.3	Elect Director George P. Stamas --- Withhold
2	Approve Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes
4	Ratify Auditors	Mgmt	For	Yes

General Motors Corp. *GM* CUSIP 370442832, 10/03/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Amend Articles	Mgmt	For	Yes
2	Amend Articles	Mgmt	For	Yes
3	Approve Hughes Split-Off	Mgmt	For	Yes
4	Approve Gm/News Stock Sale	Mgmt	For	Yes
5	Approve News Stock Acquisition	Mgmt	For	Yes
6	Amend Articles	Mgmt	For	Yes

Genzyme Corp. *GENZ* CUSIP 372917104, 05/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Amend Employee Stock Purchase Plan	Mgmt	For	Yes
3	Approve Stock Option Plan	Mgmt	For	Yes
4	Amend Non-Employee Director Stock Option Plan	Mgmt	For	Yes
5	Increase Authorized Preferred Stock	Mgmt	Against	No
6	Ratify Auditors	Mgmt	For	Yes
7	Limit Awards To Executives	ShrHoldr	Against	Yes

Health Management Associates, Inc. *HMA* CUSIP 421933102, 02/17/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Hewlett-Packard Co. *HPQ* CUSIP 428236103, 03/17/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director L.T. Babbio, Jr. --- For
1.2	Elect Director P.C. Dunn --- For
1.3	Elect Director C.S. Fiorina --- For
1.4	Elect Director R.A. Hackborn --- For
1.5	Elect Director G.A. Keyworth Ii --- For
1.6	Elect Director R.E. Knowling, Jr. --- For
1.7	Elect Director S.M. Litvack --- Withhold
1.8	Elect Director R.L. Ryan --- For
1.9	Elect Director L.S. Salhany --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Expense Stock Options	ShrHoldr	For	No

IAC / INTERACTIVECORP *IACI* CUSIP 45840Q101, 06/23/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Richard N. Barton --- For
1.2	Elect Director Robert R. Bennett --- Withhold
1.3	Elect Director Edgar Bronfman, Jr. --- Withhold
1.4	Elect Director Barry Diller --- Withhold
1.5	Elect Director Victor A. Kaufman --- Withhold
1.6	Elect Director Donald R. Keough --- For
1.7	Elect Director Marie-Josee Kravis --- For
1.8	Elect Director John C. Malone --- For
1.9	Elect Director Steven Rattner --- For
1.10	Elect Director Gen. H.N. Schwarzkopf --- For
1.11	Elect Director Alan G. Spoon --- For
1.12	Elect Director Diane Von Furstenberg --- Withhold
2	Ratify Auditors	Mgmt	For	Yes

Lincoln National Corp. *LNC* CUSIP 534187109, 05/13/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Deferred Compensation Plan	Mgmt	For	Yes

Lowe *LOW* CUSIP 548661107, 05/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Leonard L. Berry --- For
1.2	Elect Director Paul Fulton --- For
1.3	Elect Director Dawn E. Hudson --- Withhold
1.4	Elect Director Marshall O. Larsen --- For
1.5	Elect Director Robert A. Niblock --- For
1.6	Elect Director Stephen F. Page --- For
1.7	Elect Director O. Temple Sloan, Jr. --- For
1.8	Elect Director Robert L. Tillman --- For
2	Ratify Auditors	Mgmt	For	Yes

Marsh & McLennan Companies, Inc. *MMC* CUSIP 571748102, 05/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Microsoft Corp. *MSFT* CUSIP 594918104, 11/11/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director William H. Gates, Iii --- For
1.2	Elect Director Steven A. Ballmer --- For
1.3	Elect Director James I. Cash, Jr., Ph.D. --- For
1.4	Elect Director Raymond V. Gilmartin --- For
1.5	Elect Director Ann Mclaughlin Korologos --- For
1.6	Elect Director David F. Marquardt --- For
1.7	Elect Director Charles H. Noski --- For
1.8	Elect Director Dr. Helmut Panke --- For
1.9	Elect Director Wm. G. Reed, Jr. --- For
1.10	Elect Director Jon A. Shirley --- Withhold
2	Amend Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Non-Employee Director Stock Option Plan	Mgmt	For	Yes
4	Refrain From Giving Charitable Contributions	ShrHoldr	Abstain	No

Nextel Communications, Inc. *NXTL* CUSIP 65332V103, 05/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes

NII Holdings, Inc. *NIHD* CUSIP 62913F201, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Steven P. Dussek --- Withhold
1.2	Elect Director Steven M. Shindler --- For
2	Increase Authorized Common Stock	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Adjourn Meeting	Mgmt	Against	No

Pfizer Inc. *PFE* CUSIP 717081103, 04/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Report On Operational Impact Of Hiv/Aids, Tb, And Malaria Pandemic	ShrHoldr	Abstain	No
5	Cease Political Contributions/Activities	ShrHoldr	Against	Yes
6	Report On Political Contributions/Activities	ShrHoldr	Against	Yes
7	Establish Term Limits For Directors	ShrHoldr	Against	Yes
8	Report On Drug Pricing	ShrHoldr	Abstain	No
9	Limit Awards To Executives	ShrHoldr	Against	Yes
10	Amend Animal Testing Policy	ShrHoldr	Abstain	No

T. Rowe Price Group, Inc. *TROW* CUSIP 74144T108, 04/08/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	Against	No
4	Other Business	Mgmt	Against	No

Target Corporation *TGT* CUSIP 87612E106, 05/19/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Omnibus Stock Plan	Mgmt	For	Yes

Texas Instruments Inc. *TXN* CUSIP 882508104, 04/15/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director James R. Adams --- For
1.2	Elect Director David L. Boren --- For
1.3	Elect Director Daniel A. Carp --- For
1.4	Elect Director Thomas J. Engibous --- For
1.5	Elect Director Gerald W. Fronterhouse --- For
1.6	Elect Director David R. Goode --- For
1.7	Elect Director Wayne R. Sanders --- For
1.8	Elect Director Ruth J. Simmons --- For
1.9	Elect Director Richard K. Templeton --- For
1.10	Elect Director Christine Todd Whitman --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Expense Stock Options	ShrHoldr	For	No

The Bank Of New York Co., Inc. *BK* CUSIP 064057102, 04/13/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Executive Incentive Bonus Plan	Mgmt	Against	No
4	Report On Political Contributions	ShrHoldr	Against	Yes
5	Limit Executive Compensation	ShrHoldr	Against	Yes
6	Limit Composition Of Committee To Independent Directors	ShrHoldr	Against	Yes
7	Submit Shareholder Rights Plan (Poison Pill) To Shareholder Vote	ShrHoldr	For	No

The DirecTV Group, Inc *DTV* CUSIP 25459L106, 06/02/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Omnibus Stock Plan	Mgmt	For	Yes
3	Approve Executive Incentive Bonus Plan	Mgmt	For	Yes
4	Ratify Auditors	Mgmt	For	Yes

The St. Paul Travelers Companies, Inc. *STA* CUSIP 792860108, 03/19/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Issue Shares In Connection With A Merger Agreement	Mgmt	For	Yes
2	Amend Bylaws	Mgmt	For	Yes
3	Amend Articles	Mgmt	For	Yes
4	Reduce Supermajority Vote Requirement	Mgmt	For	Yes

Time Warner Inc *TWX* CUSIP 887317105, 05/21/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Adopt China Principles	ShrHoldr	Abstain	No
4	Report On Pay Disparity	ShrHoldr	Abstain	No

Union Pacific Corp. *UNP* CUSIP 907818108, 04/16/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Omnibus Stock Plan	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes
4	Limit Executive Compensation	ShrHoldr	Against	Yes
5	Report On Political Contributions/Activities	ShrHoldr	Abstain	No

Unocal Corp. *UCL* CUSIP 915289102, 05/24/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Approve Deferred Compensation Plan	Mgmt	For	Yes
5	Separate Chairman And Ceo Positions	ShrHoldr	Against	Yes
6	Limit Awards To Executives	ShrHoldr	Against	Yes
7	Establish Other Board Committee	ShrHoldr	For	No
8	Report On Greenhouse Gas Emissions	ShrHoldr	Against	Yes

Wells Fargo & Company *WFC* CUSIP 949746101, 04/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director J.A. Blanchard Iii --- For
1.2	Elect Director Susan E. Engel --- For
1.3	Elect Director Enrique Hernandez, Jr. --- For
1.4	Elect Director Robert L. Joss --- For
1.5	Elect Director Reatha Clark King --- For
1.6	Elect Director Richard M. Kovacevich --- For
1.7	Elect Director Richard D. Mccormick --- For
1.8	Elect Director Cynthia H. Milligan --- For
1.9	Elect Director Philip J. Quigley --- For
1.10	Elect Director Donald B. Rice --- Withhold
1.11	Elect Director Judith M. Runstad --- Withhold
1.12	Elect Director Stephen W. Sanger --- For
1.13	Elect Director Susan G. Swenson --- For
1.14	Elect Director Michael W. Wright --- Withhold
2	Approve Retirement Plan	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes
4	Expense Stock Options	ShrHoldr	For	No
5	Limit Executive Compensation	ShrHoldr	Against	Yes
6	Link Executive Compensation To Social Issues	ShrHoldr	Abstain	No
7	Report On Political Contributions/Activities	ShrHoldr	Abstain	No

======Thornburg Florida Intermediate Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg New York Intermediate Municipal Fund ======

There were no proxies voted in relation to the securities held in the fund’s portfolio.

======Thornburg International Value Fund ======

BP PLC (Form. Bp Amoco Plc ) *BP* CUSIP 055622104, 04/15/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	To Elect Mr A Burgmans As A Director	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes
4	To Amend The Articles Of Association	Mgmt	For	Yes
5	To Give Authority To Allot Shares	Mgmt	For	Yes
6	To Give Authority To Allot A Limited Number Of Shares For Cash	Mgmt	For	Yes
7	To Give Limited Authority For The Purchase Of Its Own Shares	Mgmt	For	Yes
8	To Authorise The Use Of Treasury Shares	Mgmt	For	Yes
9	To Approve The Directors Remuneration Report	Mgmt	For	Yes
10	To Determine The Limit For The Aggregate Remuneration	Mgmt	For	Yes
11	To Receive The Directors Annual Report And The Accounts	Mgmt	For	Yes
12	To Instruct The Company To Prepare A Report Of Control And Risk	ShrHoldr	Against	Yes

CNOOC LTD *CEO* CUSIP 126132109, 03/16/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Subdivide Every One Issued And Unissued Share	Mgmt	For	Yes

CNOOC LTD *CEO* CUSIP 126132109, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Receive And Consider The Audited Accounts	Mgmt	For	Yes
2	To Declare The Final Dividend For The Year Ended December 31, 2003	Mgmt	For	Yes
3	To Re-Elect Mr. Shouwei Zhou As Executive Director.	Mgmt	For	Yes
4	To Re-Elect Professor Kenneth S. Courtis As Independent Non-Executive Director.	Mgmt	For	Yes
5	To Re-Elect Dr. Erwin Schurtenberger As Independent Non-Executive Director.	Mgmt	For	Yes
6	To Elect Mr. Evert Henkes As Independent Non-Executive Director.	Mgmt	For	Yes
7	Ratify Auditors	Mgmt	For	Yes
8	To Grant A General Mandate To The Directors To Repurchase	Mgmt	For	Yes
9	To Grant A General Mandate To The Directors To Issue	Mgmt	Against	No
10	To Extend The General Mandate Granted To The Directors To Issue	Mgmt	For	Yes
11	To Amend The Articles Of Association Of The Company.	Mgmt	For	Yes

CNOOC LTD *CEO* CUSIP 126132109, 06/14/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Receive And Consider The Audited Accounts	Mgmt	For	Yes
2	To Re-Elect Mr. Shouwei Zhou As Executive Director.	Mgmt	For	Yes
3	To Re-Elect Professor Kenneth S. Courtis	Mgmt	For	Yes
4	To Re-Elect Dr. Erwin Schurtenberger	Mgmt	For	Yes
5	To Elect Mr. Evert Henkes As Independent Non-Executive Director.	Mgmt	For	Yes
6	Ratify Auditors	Mgmt	For	Yes
7	To Grant A General Mandate To The Directors To Repurchase Shares	Mgmt	For	Yes
8	To Grant A General Mandate To The Directors To Issue	Mgmt	Against	No
9	To Extend The General Mandate Granted To The Directors To Issue	Mgmt	For	Yes
10	To Amend The Articles Of Association Of The Company.	Mgmt	For	Yes

Dr. Reddy's Laboratories *RDY* CUSIP 256135203, 08/25/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Accept Financial Statements And Statutory Reports	Mgmt	For	Yes
2	Approve Dividends Of Inr 5 Per Share	Mgmt	For	Yes
3	Reappoint O. Goswami As Director	Mgmt	For	Yes
4	Reappoint V. Mohan As Director	Mgmt	For	Yes
5	Approve Retirement Of A. Venkateswarlu As Director	Mgmt	For	Yes
6	Approve Bharat S. Raut & Co. As Auditors	Mgmt	For	Yes
7	Approve Delisting Of Company Shares	Mgmt	For	Yes
8	Approve Sale Of Company Assets	Mgmt	For	Yes

HSBC Holdings Plc *HBC* CUSIP 404280406, 05/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Receive The Report And Accounts For 2003	Mgmt	For	Yes
2	Elect Directors	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes
4	To Approve The Directors Remuneration Report For 2003	Mgmt	For	Yes
5	To Authorise The Company To Purchase Its Own Ordinary Shares	Mgmt	For	Yes
6	To Authorise The Directors To Allot Shares	Mgmt	For	Yes
7	To Disapply Pre-Emption Rights (Special Resolution)	Mgmt	For	Yes
8	To Increase The Fees Payable To Each Director	Mgmt	For	Yes

Magna International Inc. *MG.A* CUSIP 559222401, 05/06/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1		Elect Directors	Mgmt	No
1.1	Elect Director William H. Fike --- Withhold
1.2	Elect Director Manfred Gingl --- Withhold
1.3	Elect Director Michael D. Harris --- Withhold
1.4	Elect Director Edward C. Lumley --- Withhold
1.5	Elect Director Klaus Mangold --- Withhold
1.6	Elect Director Karlheinz Muhr --- Withhold
1.7	Elect Director Gerhard Randa --- Withhold
1.8	Elect Director Donald Resnick --- Withhold
1.9	Elect Director Royden R. Richardson --- Withhold
1.10	Elect Director Frank Stronach --- Withhold
1.11	Elect Director Franz Vranitzky --- Withhold
1.12	Elect Director Siegfried Wolf --- Withhold
2	Ratify Ernst & Young Llp As Auditors	Mgmt	For	Yes

Novartis AG *NVS* CUSIP 66987V109, 02/24/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Approval Of The Annual Report	Mgmt	For	Yes
2	Approval Of The Activities Of The Board Of Directors.	Mgmt	For	Yes
3	Appropriation Of Available Earnings Of Novartis Ag	Mgmt	For	Yes
4	Conversion Of General Reserves Into Free Reserves.	Mgmt	For	Yes
5	Reduction Of Share Capital.	Mgmt	For	Yes
6	Further Share Repurchase Program.	Mgmt	For	Yes
7	Amendment To The Articles Of Incorporation.	Mgmt	For	Yes
8	Re-Election Of Prof. Dr. Helmut Sihler For A Three-Year Term.	Mgmt	For	Yes
9	Re-Election Of Mr. Hans-Jorg Rudloff For A Three-Year Term.	Mgmt	For	Yes
10	Re-Election Of Dr. Daniel Vasella For A Three-Year Term.	Mgmt	For	Yes
11	Ratify Auditors	Mgmt	For	Yes

Petroleo Brasileiro *PBR* CUSIP 71654V408, 03/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Approval Of The Management Report	Mgmt	For	Yes
2	Approval Of The Capital Expenditures Budget For The Fiscal Year 2004.	Mgmt	For	Yes
3	Approval Of The Distribution Of Results For The Fiscal Year 2003.	Mgmt	For	Yes
4	Approval Of The Election Of Members To The Board Of Directors	Mgmt	For	Yes
5	Approval Of The Increase In Capital Stock	Mgmt	For	Yes
6	Approval Of The Increase In The Limit Of Authorized Capital	Mgmt	For	Yes
7	Approval Of The Establishment Of The Compensation Of Management	Mgmt	For	Yes

======Thornburg Core Growth Fund ======

Affiliated Managers Group, Inc. *AMG* CUSIP 008252108, 06/08/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director William J. Nutt --- For
1.2	Elect Director Sean M. Healey --- For
1.3	Elect Director Richard E. Floor --- Withhold
1.4	Elect Director Stephen J. Lockwood --- For
1.5	Elect Director Harold J. Meyerman --- For
1.6	Elect Director Robert C. Puff, Jr. --- For
1.7	Elect Director Dr. Rita M. Rodriguez --- For

Anthem Inc. *ATH* CUSIP 03674B104, 05/17/04 Meetin

g

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Anthem Inc. *ATH* CUSIP 03674B104, 06/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Issue Shares In Connection With An Acquisition	Mgmt	For	Yes
2	Change Company Name	Mgmt	For	Yes

Apache Corp. *APA* CUSIP 037411105, 12/18/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Increase Authorized Common Stock	Mgmt	For	Yes

Apache Corp. *APA* CUSIP 037411105, 05/06/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Eugene C. Fiedorek --- For
1.2	Elect Director Patricia Albjerg Graham --- For
1.3	Elect Director F. H. Merelli --- Withhold
1.4	Elect Director Raymond Plank --- For
2	Report On Greenhouse Gas Emissions	ShrHoldr	Abstain	No

Atheros Communications, Inc *ATHR* CUSIP 04743P108, 05/18/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Boston Scientific Corp. *BSX* CUSIP 101137107, 10/06/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Increase Authorized Common Stock	Mgmt	For	Yes

Boston Scientific Corp. *BSX* CUSIP 101137107, 05/11/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Capital One Financial Corp. *COF* CUSIP 14040H105, 04/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director W. Ronald Dietz --- For
1.2	Elect Director Lewis Hay, Iii --- For
1.3	Elect Director Mayo A. Shattuck, Iii --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	Against	No

Caremark Rx, Inc. *CMX* CUSIP 141705103, 03/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Increase Authorized Common Stock	Mgmt	For	Yes
2	Approve Issuance Of Stock In Connection With Merger Agreement	Mgmt	For	Yes
3	Increase Authorized Preferred Stock	Mgmt	Against	No
4	Approve Omnibus Stock Plan	Mgmt	For	Yes
5	Allow Postponement Or Adjournment Of Special Meeting	Mgmt	Against	No

Caremark Rx, Inc. *CMX* CUSIP 141705103, 05/04/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Carter *CRI* CUSIP 146229109, 05/14/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Ross M. Jones --- Withhold
1.2	Elect Director David Pulver --- For
2	Amend Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Executive Incentive Bonus Plan	Mgmt	For	Yes

E*Trade Group, Inc. *ET* CUSIP 269246104, 05/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Electronic Arts, Inc. *ERTS* CUSIP 285512109, 07/31/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Amend Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes
4	Ratify Auditors	Mgmt	For	Yes

eResearch Technology, Inc. *ERES* CUSIP 29481V108, 04/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Sheldon M. Bonovitz --- Withhold
1.2	Elect Director Gerald A. Faich --- For
1.3	Elect Director Elam M. Hitchner --- For
2	Increase Authorized Common Stock	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes

Evergreen Resources, Inc. *EVG* CUSIP 299900308, 11/20/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Increase Authorized Common Stock	Mgmt	For	Yes

Evergreen Resources, Inc. *EVG* CUSIP 299900308, 05/07/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Dennis R. Carlton --- Withhold
1.2	Elect Director Mark S. Sexton --- Withhold
1.3	Elect Director Arthur L. Smith --- Withhold
2	Ratify Auditors	Mgmt	For	Yes

First Data Corp. *FDC* CUSIP 319963104, 10/28/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Approve Merger Agreement	Mgmt	For	Yes

GAMESTOP CORP *GME* CUSIP 36466R101, 06/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director R. Richard Fontaine --- Withhold
1.2	Elect Director Stephanie M. Shern --- For
2	Ratify Auditors	Mgmt	For	Yes

General Motors Corp. *GM* CUSIP 370442832, 10/03/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Amend Articles	Mgmt	For	Yes
2	Amend Articles	Mgmt	For	Yes
3	Approve Hughes Split-Off	Mgmt	For	Yes
4	Approve Gm/News Stock Sale	Mgmt	For	Yes
5	Approve News Stock Acquisition	Mgmt	For	Yes
6	Amend Articles	Mgmt	For	Yes

Gilead Sciences, Inc. *GILD* CUSIP 375558103, 05/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Increase Authorized Common Stock	Mgmt	For	Yes

Guidant Corp. *GDT* CUSIP 401698105, 05/18/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director Maurice A. Cox, Jr. --- For
1.2	Elect Director Nancy-Ann Min Deparle --- For
1.3	Elect Director Ronald W. Dollens --- For
1.4	Elect Director Enrique C. Falla --- For
1.5	Elect Director Kristina M. Johnson, Ph.D. --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Expense Stock Options	ShrHoldr	For	No

IAC / INTERACTIVECORP *IACI* CUSIP 45840Q101, 06/23/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Richard N. Barton --- For
1.2	Elect Director Robert R. Bennett --- Withhold
1.3	Elect Director Edgar Bronfman, Jr. --- Withhold
1.4	Elect Director Barry Diller --- Withhold
1.5	Elect Director Victor A. Kaufman --- Withhold
1.6	Elect Director Donald R. Keough --- For
1.7	Elect Director Marie-Josee Kravis --- For
1.8	Elect Director John C. Malone --- For
1.9	Elect Director Steven Rattner --- For
1.10	Elect Director Gen. H.N. Schwarzkopf --- For
1.11	Elect Director Alan G. Spoon --- For
1.12	Elect Director Diane Von Furstenberg --- Withhold
2	Ratify Auditors	Mgmt	For	Yes

Integrated Circuit Systems, Inc. *ICST* CUSIP 45811K208, 10/29/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director Hock E. Tan --- For
1.2	Elect Director Nam P. Suh, Ph.D. --- For

JETBLUE AIRWAYS CORP *JBLU* CUSIP 477143101, 05/26/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Microsoft Corp. *MSFT* CUSIP 594918104, 11/11/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1		Elect Directors	Mgmt	No
1.1	Elect Director William H. Gates, Iii --- For
1.2	Elect Director Steven A. Ballmer --- For
1.3	Elect Director James I. Cash, Jr., Ph.D. --- For
1.4	Elect Director Raymond V. Gilmartin --- For
1.5	Elect Director Ann Mclaughlin Korologos --- For
1.6	Elect Director David F. Marquardt --- For
1.7	Elect Director Charles H. Noski --- For
1.8	Elect Director Dr. Helmut Panke --- For
1.9	Elect Director Wm. G. Reed, Jr. --- For
1.10	Elect Director Jon A. Shirley --- Withhold
2	Amend Omnibus Stock Plan	Mgmt	For	Yes
3	Amend Non-Employee Director Stock Option Plan	Mgmt	For	Yes
4	Refrain From Giving Charitable Contributions	ShrHoldr	Abstain	No

Nam Tai Electronics, Inc. *NTE* CUSIP 629865205, 06/11/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approval Of The Selection Deloitte Touche Tohmatsu As Independent Accountants	Mgmt	For	Yes

Nextel Communications, Inc. *NXTL* CUSIP 65332V103, 05/27/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Employee Stock Purchase Plan	Mgmt	For	Yes

NII Holdings, Inc. *NIHD* CUSIP 62913F201, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director Steven P. Dussek --- Withhold
1.2	Elect Director Steven M. Shindler --- For
2	Increase Authorized Common Stock	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Adjourn Meeting	Mgmt	Against	No

Novellus Systems, Inc. *NVLS* CUSIP 670008101, 04/16/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Provision Of Non-Audit Services By Independent Auditors	ShrHoldr	Against	Yes
4	Limit Executive Compensation	ShrHoldr	Against	Yes

Open Solutions Inc. *OPEN* CUSIP 68371P102, 05/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Silicon Laboratories, Inc. *SLAB* CUSIP 826919102, 04/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

TEMPUR-PEDIC INTL INC *TPX* CUSIP 88023U101, 06/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

The DirecTV Group, Inc *DTV* CUSIP 25459L106, 06/02/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Omnibus Stock Plan	Mgmt	For	Yes
3	Approve Executive Incentive Bonus Plan	Mgmt	For	Yes
4	Ratify Auditors	Mgmt	For	Yes

United Health Group Incorporated *UNH* CUSIP 91324P102, 05/12/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Expense Stock Options	ShrHoldr	For	No
4	Limit Awards To Executives	ShrHoldr	Against	Yes

======Thornburg Investment Income Builder Fund ======

ALLTEL Corp. *AT* CUSIP 020039103, 04/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Ammend Eeo - Sexual Orientation	ShrHoldr	Abstain	No

Altria Group, Inc. *MO* CUSIP 02209S103, 04/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Report On Product Warnings For Pregnant Women	ShrHoldr	Abstain	No
4	Report On Health Risks Associated With Cigarette Filters	ShrHoldr	Abstain	No
5	Political Contributions/Activities	ShrHoldr	Abstain	No
6	Cease Use Of Light And Ultra Light In Cigarette Marketing	ShrHoldr	Abstain	No
7	Place Canadian Style Warnings On Cigarette Packaging	ShrHoldr	Abstain	No
8	Separate Chairman And Ceo Positions	ShrHoldr	Against	Yes

Boston Properties Inc. *BXP* CUSIP 101121101, 05/05/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
1.1	Elect Director Mortimer B. Zuckerman --- For
1.2	Elect Director Carol B. Einiger --- For
1.3	Elect Director Alan B. Landis --- For
1.4	Elect Director Richard E. Salomon --- For
2	Declassify The Board Of Directors	ShrHoldr	For	No

BP PLC (Form. Bp Amoco Plc ) *BP* CUSIP 055622104, 04/15/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	To Elect Mr A Burgmans As A Director	Mgmt	For	Yes
3	Ratify Auditors	Mgmt	For	Yes
4	To Amend The Articles Of Association Of The Company	Mgmt	For	Yes
5	To Give Authority To Allot Shares Up To A Specified Amount	Mgmt	For	Yes
6	To Give Authority To Allot A Limited Number Of Shares For Cash	Mgmt	For	Yes
7	To Give Limited Authority For The Purchase Of Its Own Shares	Mgmt	For	Yes
8	To Authorise The Use Of Treasury Shares For Employee Share Schemes	Mgmt	For	Yes
9	To Approve The Directors Remuneration Report	Mgmt	For	Yes
10	To Determine The Limit For The Aggregate Remuneration	Mgmt	For	Yes
11	To Receive The Directors Annual Report And The Accounts	Mgmt	For	Yes
12	To Prepare A Report Making Certain Disclosures Of Control And Risk	ShrHoldr	Against	Yes

Chesapeake Corp. *CSK* CUSIP 165159104, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes

Citigroup Inc. *C* CUSIP 172967101, 04/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Limit Executive Compensation	ShrHoldr	Against	Yes
4	Report On Political Contributions/Activities	ShrHoldr	Against	Yes
5	Prohibit Awards To Executives	ShrHoldr	Against	Yes
6	Separate Chairman And Ceo Positions	ShrHoldr	Against	Yes

CNOOC LTD *CEO* CUSIP 126132109, 03/16/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Subdivide Every One Issued And Unissued Share Of Hk$0.10	Mgmt	For	Yes

CNOOC LTD *CEO* CUSIP 126132109, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Receive And Consider The Audited Accounts	Mgmt	For	Yes
2	To Declare The Final Dividend For The Year Ended December 31, 2003	Mgmt	For	Yes
3	To Re-Elect Mr. Shouwei Zhou As Executive Director.	Mgmt	For	Yes
4	To Re-Elect Professor Kenneth S. Courtis	Mgmt	For	Yes
5	To Re-Elect Dr. Erwin Schurtenberger	Mgmt	For	Yes
6	To Elect Mr. Evert Henkes	Mgmt	For	Yes
7	Ratify Auditors	Mgmt	For	Yes
8	To Grant A General Mandate To The Directors To Repurchase Shares	Mgmt	For	Yes
9	To Grant A General Mandate To The Directors To Issue	Mgmt	Against	No
10	To Extend The General Mandate Granted To The Directors To Issue	Mgmt	For	Yes
11	To Amend The Articles Of Association Of The Company.	Mgmt	For	Yes

CNOOC LTD *CEO* CUSIP 126132109, 06/14/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	To Receive And Consider The Audited Accounts	Mgmt	For	Yes
2	To Re-Elect Mr. Shouwei Zhou	Mgmt	For	Yes
3	To Re-Elect Professor Kenneth S. Courtis	Mgmt	For	Yes
4	To Re-Elect Dr. Erwin Schurtenberger	Mgmt	For	Yes
5	To Elect Mr. Evert Henkes	Mgmt	For	Yes
6	Ratify Auditors	Mgmt	For	Yes
7	To Grant A General Mandate To The Directors To Repurchase Shares	Mgmt	For	Yes
8	To Grant A General Mandate To The Directors To Issue	Mgmt	Against	No
9	To Extend The General Mandate Granted To The Directors To Issue	Mgmt	For	Yes
10	To Amend The Articles Of Association Of The Company.	Mgmt	For	Yes

Conagra Foods Inc. *CAG* CUSIP 205887102, 09/25/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Genetically Modified Organisms (Gmo)	ShrHoldr	Against	Yes
4	Modify Current And Future Stock Option Plans	ShrHoldr	Against	Yes
5	Submit Shareholder Rights Plan (Poison Pill) To Shareholder Vote	ShrHoldr	For	No

H. J. Heinz Co. *HNZ* CUSIP 423074103, 09/12/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

IHOP Corp. *IHP* CUSIP 449623107, 05/25/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Johnson & Johnson *JNJ* CUSIP 478160104, 04/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Cease Charitable Contributions	ShrHoldr	Against	Yes

Lincoln National Corp. *LNC* CUSIP 534187109, 05/13/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Approve Deferred Compensation Plan	Mgmt	For	Yes

Marathon Oil Corp *MRO* CUSIP 565849106, 04/28/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Report On Greenhouse Gas Emissions	ShrHoldr	Abstain	No
4	Submit Severance Agreement (Change-In-Control) To Shareholder Vote	ShrHoldr	For	No

Morgan Stanley *MWD* CUSIP 617446448, 04/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	Split	No
1.1	Elect Director John W. Madigan --- Withhold
1.2	Elect Director Dr. Klaus Zumwinkel --- For
1.3	Elect Director Sir Howard Davies --- For
2	Ratify Auditors	Mgmt	For	Yes
3	Declassify The Board Of Directors	ShrHoldr	For	No
4	Submit Severance Agreement (Change-In-Control)	ShrHoldr	For	No
5	Report On Political Contributions/Activities	ShrHoldr	Against	Yes

NiSource Inc. *NI* CUSIP 65473P105, 05/11/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Occidental Petroleum Corp. *OXY* CUSIP 674599105, 04/30/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Non-Employee Director Restricted Stock Plan	Mgmt	For	Yes
4	Prohibit Awards To Executives	ShrHoldr	Against	Yes

Petroleo Brasileiro *PBR* CUSIP 71654V408, 03/29/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Approval Of The Management Report	Mgmt	For	Yes
2	Approval Of The Capital Expenditures Budget For The Fiscal Year 2004.	Mgmt	For	Yes
3	Approval Of The Distribution Of Results For The Fiscal Year 2003.	Mgmt	For	Yes
4	Approval Of The Election Of Members To The Board Of Directors	Mgmt	For	Yes
5	Approval Of The Increase In Capital Stock	Mgmt	For	Yes
6	Approval Of The Increase In The Limit Of Authorized Capital	Mgmt	For	Yes
7	Approval Of The Establishment Of The Compensation Of Management	Mgmt	For	Yes

Pfizer Inc. *PFE* CUSIP 717081103, 04/22/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Approve Omnibus Stock Plan	Mgmt	For	Yes
4	Report On Operational Impact Of Hiv/Aids, Tb, And Malaria Pandemic	ShrHoldr	Abstain	No
5	Cease Political Contributions/Activities	ShrHoldr	Against	Yes
6	Report On Political Contributions/Activities	ShrHoldr	Against	Yes
7	Establish Term Limits For Directors	ShrHoldr	Against	Yes
8	Report On Drug Pricing	ShrHoldr	Abstain	No
9	Limit Awards To Executives	ShrHoldr	Against	Yes
10	Amend Animal Testing Policy	ShrHoldr	Abstain	No

PPG Industries, Inc. *PPG* CUSIP 693506107, 04/15/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes

Progress Energy, Inc. *PGN* CUSIP 743263105, 05/12/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Prohibit Awards To Executives	ShrHoldr	Against	Yes

Scottish Power PLC *SPI* CUSIP 81013T705, 07/25/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Accept Financial Statements And Statutory Reports	Mgmt	For	Yes
2	Approve Remuneration Report	Mgmt	For	Yes
3	Elect Nick Rose As Director	Mgmt	For	Yes
4	Elect Donald Brydon As Director	Mgmt	For	Yes
5	Reelect Charles Smith As Director	Mgmt	For	Yes
6	Reelect David Nish As Director	Mgmt	For	Yes
7	Approve Pricewaterhousecoopers Llp As Auditors	Mgmt	For	Yes
8	Authorize Eu Political Donations Up To Gbp 100,000	Mgmt	For	Yes
9	Authorize Issuance Of Equity Or Equity-Linked Securities	Mgmt	For	Yes
10	Authorize 185,615,798 Shares For Share Repurchase Program	Mgmt	For	Yes

The Bank Of New York Co., Inc. *BK* CUSIP 064057102, 04/13/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Amend Executive Incentive Bonus Plan	Mgmt	Against	No
4	Report On Political Contributions	ShrHoldr	Against	Yes
5	Limit Executive Compensation	ShrHoldr	Against	Yes
6	Limit Composition Of Committee To Independent Directors	ShrHoldr	Against	Yes
7	Submit Shareholder Rights Plan (Poison Pill) To Shareholder Vote	ShrHoldr	For	No

Washington Mutual, Inc *WM* CUSIP 939322103, 04/20/04 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Ratify Auditors	Mgmt	For	Yes
3	Limit Executive Compensation	ShrHoldr	Against	Yes

Worthington Industries Inc. *WOR* CUSIP 981811102, 09/25/03 Meeting

	Proposal Description	Proposed By	Our Vote	Agree With Management
1	Elect Directors	Mgmt	For	Yes
2	Amend Non-Employee Director Stock Option Plan	Mgmt	For	Yes
3	Approve Stock Option Plan	Mgmt	For	Yes
4	Amend Omnibus Stock Plan	Mgmt	For	Yes
5	Ratify Auditors	Mgmt	For	Yes

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:	Thornburg Investment Trust
By:	/s/ Brian J. McMahon
	Brian J. McMahon
	President and principal executive officer
Date:	August 9, 2004