UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-2794 MFS SERIES TRUST III (Exact name of registrant as specified in charter) 500 Boylston Street, Boston, Massachusetts 02116 (Address of principal executive offices) (Zip code) Susan S. Newton Massachusetts Financial Services Company 500 Boylston Street Boston, Massachusetts 02116 (Name and address of agents for service) Registrant's telephone number, including area code: (617) 954-5000 Date of fiscal year end: January 31 Date of reporting period: July 1, 2006- June 30, 2007 ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-02794 Reporting Period: 07/01/2006 - 06/30/2007 MFS Series Trust III ============================= MFS HIGH INCOME FUND ============================= CHESAPEAKE ENERGY CORP. Ticker: CHK Security ID: 165167107 Meeting Date: JUN 8, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank Keating For For Management 1.2 Elect Director Merrill A. Miller, Jr. For For Management 1.3 Elect Director Frederick B. Whittemore For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Non-Employee Director Stock Option For For Management Plan - -------------------------------------------------------------------------------- FOUNDATION COAL HLDGS INC Ticker: FCL Security ID: 35039W100 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James F. Roberts For For Management 1.2 Elect Director David I. Foley For For Management 1.3 Elect Director Alex T. Krueger For For Management 1.4 Elect Director P. Michael Giftos For For Management 1.5 Elect Director Robert C. Scharp For For Management 1.6 Elect Director William J. Crowley, Jr. For For Management 1.7 Elect Director Joel Richards, III For For Management 1.8 Elect Director Thomas V. Shockley, III For For Management 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- FRONTIERVISION OPERATING PARTNERS L.P. Ticker: Security ID: 35921LAA3 Meeting Date: SEP 12, 2006 Meeting Type: Written Consent Record Date: NOV 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 DEBTORS FOURTH AMENDED JOINT PLAN OF None Did Not Management REORGANIZATION UNDER CHAPTER 11 OF THE Vote BANKRUPTCY CODE DATED NOVEMBER 21, 2005. - -------------------------------------------------------------------------------- HUNTSMAN CORP Ticker: HUN Security ID: 447011107 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nolan D. Archibald For For Management 1.2 Elect Director H.W. Lichtenberger For Withhold Management 1.3 Elect Director Richard A. Michaelson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ION MEDIA NETWORKS, INC. Ticker: ION Security ID: 704231AK5 Meeting Date: MAY 15, 2007 Meeting Type: Written Consent Record Date: MAY 15, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director - Ted S. Lodge None For Shareholder 2 Elect Director - Eugene I. Davis None For Shareholder - -------------------------------------------------------------------------------- LOUISIANA-PACIFIC CORP Ticker: LPX Security ID: 546347105 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lizanne C. Gottung For For Management 1.2 Elect Director Dustan E. McCoy For For Management 1.3 Elect Director Colin D. Watson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TITAN INTERNATIONAL, INC. Ticker: TWI Security ID: 88830M102 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 20, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward J. Campbell For For Management 1.2 Elect Director Maurice M. Taylor, Jr. For For Management 2 Approve Increase in Size of Board For For Management 3 Elect Director J. Michael A. Akers For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W100 Meeting Date: JUL 25, 2006 Meeting Type: Special Record Date: JUN 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE RETURN OF CAPITAL BY WAY For For Management OF A B SHARE SCHEME AND SHARE CONSOLIDATION AND THE CONSEQUENTIAL AMENDMENT TO THE ARTICLES OF ASSOCIATION 2 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management AND FINANCIAL STATEMENTS 3.1 Elect Director Sir John Bond For For Management 3.2 Elect Director Arun Sarin For For Management 3.3 Elect Director Thomas Geitner For For Management 3.4 Elect Director Dr Michael Boskin For For Management 3.5 Elect Director Lord Broers For For Management 3.6 Elect Director John Buchanan For For Management 3.7 Elect Director Andrew Halford For For Management 3.8 Elect Director Prof J. Schrempp For For Management 3.9 Elect Director Luc Vandevelde For For Management 3.10 Elect Director Philip Yea For For Management 3.11 Elect Director Anne Lauvergeon For For Management 3.12 Elect Director Anthony Watson For For Management 4 TO APPROVE A FINAL DIVIDEND OF 3.87P PER For For Management ORDINARY SHARE 5 TO APPROVE THE REMUNERATION REPORT For For Management 6 Ratify Auditors For For Management 7 TO AUTHORISE THE AUDIT COMMITTEE TO For For Management DETERMINE THE REMUNERATION OF THE AUDITORS 8 TO ADOPT NEW ARTICLES OF ASSOCIATION + For For Management 9 TO AUTHORISE DONATIONS UNDER THE For For Management POLITICAL PARTIES, ELECTIONS AND REFERENDUMS ACT 2000 10 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management ARTICLE 16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION 11 TO RENEW AUTHORITY TO DISAPPLY For For Management PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES OF ASSOCIATION + 12 TO AUTHORISE THE COMPANY S PURCHASE OF For For Management ITS OWN SHARES (SECTION 166, COMPANIES ACT 1985) + - -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Pastora San Juan Cafferty For For Management 2 Elect Director Frank M. Clark, Jr. For For Management 3 Elect Director Patrick W. Gross For For Management 4 Elect Director Thomas I. Morgan For For Management 5 Elect Director John C. Pope For For Management 6 Elect Director W. Robert Reum For For Management 7 Elect Director Steven G. Rothmeier For For Management 8 Elect Director David P. Steiner For For Management 9 Elect Director Thomas H. Weidemeyer For For Management 10 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WILLIAMS COMPANIES, INC., THE Ticker: WMB Security ID: 969457100 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kathleen B. Cooper For For Management 2 Elect Director William R. Granberry For For Management 3 Elect Director Charles M. Lillis For For Management 4 Elect Director William G. Lowrie For For Management 5 Ratify Auditors For For Management 6 Approve Omnibus Stock Plan For For Management 7 Approve Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- WINDSTREAM CORP. Ticker: WIN Security ID: 97381W104 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel E. Beall, III For For Management 1.2 Elect Director Dennis E. Foster For For Management 1.3 Elect Director Francis X. Frantz For For Management 1.4 Elect Director Jeffery R. Gardner For For Management 1.5 Elect Director Jeffrey T. Hinson For For Management 1.6 Elect Director Judy K. Jones For For Management 1.7 Elect Director William A. Montgomery For For Management 1.8 Elect Director Frank E. Reed For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Stock Retention/Holding Period Against Against Shareholder ====================== MFS HIGH YIELD OPPORTUNITIES FUND ======================= CHESAPEAKE ENERGY CORP. Ticker: CHK Security ID: 165167107 Meeting Date: JUN 8, 2007 Meeting Type: Annual Record Date: APR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Frank Keating For For Management 1.2 Elect Director Merrill A. Miller, Jr. For For Management 1.3 Elect Director Frederick B. Whittemore For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Non-Employee Director Stock Option For For Management Plan - -------------------------------------------------------------------------------- FOUNDATION COAL HLDGS INC Ticker: FCL Security ID: 35039W100 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 28, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James F. Roberts For For Management 1.2 Elect Director David I. Foley For For Management 1.3 Elect Director Alex T. Krueger For For Management 1.4 Elect Director P. Michael Giftos For For Management 1.5 Elect Director Robert C. Scharp For For Management 1.6 Elect Director William J. Crowley, Jr. For For Management 1.7 Elect Director Joel Richards, III For For Management 1.8 Elect Director Thomas V. Shockley, III For For Management 2 Ratify Auditors For For Management 3 Other Business For Against Management - -------------------------------------------------------------------------------- FRONTIERVISION OPERATING PARTNERS L.P. Ticker: Security ID: 35921LAA3 Meeting Date: SEP 12, 2006 Meeting Type: Written Consent Record Date: NOV 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 DEBTORS FOURTH AMENDED JOINT PLAN OF None Did Not Management REORGANIZATION UNDER CHAPTER 11 OF THE Vote BANKRUPTCY CODE DATED NOVEMBER 21, 2005. - -------------------------------------------------------------------------------- HUNTSMAN CORP Ticker: HUN Security ID: 447011107 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nolan D. Archibald For For Management 1.2 Elect Director H.W. Lichtenberger For Withhold Management 1.3 Elect Director Richard A. Michaelson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ION MEDIA NETWORKS, INC. Ticker: ION Security ID: 704231AK5 Meeting Date: MAY 15, 2007 Meeting Type: Written Consent Record Date: MAY 15, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director - Ted S. Lodge None For Shareholder 2 Elect Director - Eugene I. Davis None For Shareholder - -------------------------------------------------------------------------------- LOUISIANA-PACIFIC CORP Ticker: LPX Security ID: 546347105 Meeting Date: MAY 3, 2007 Meeting Type: Annual Record Date: MAR 6, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lizanne C. Gottung For For Management 1.2 Elect Director Dustan E. McCoy For For Management 1.3 Elect Director Colin D. Watson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TITAN INTERNATIONAL, INC. Ticker: TWI Security ID: 88830M102 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 20, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edward J. Campbell For For Management 1.2 Elect Director Maurice M. Taylor, Jr. For For Management 2 Approve Increase in Size of Board For For Management 3 Elect Director J. Michael A. Akers For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W100 Meeting Date: JUL 25, 2006 Meeting Type: Special Record Date: JUN 13, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE RETURN OF CAPITAL BY WAY For For Management OF A B SHARE SCHEME AND SHARE CONSOLIDATION AND THE CONSEQUENTIAL AMENDMENT TO THE ARTICLES OF ASSOCIATION 2 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management AND FINANCIAL STATEMENTS 3.1 Elect Director Sir John Bond For For Management 3.2 Elect Director Arun Sarin For For Management 3.3 Elect Director Thomas Geitner For For Management 3.4 Elect Director Dr Michael Boskin For For Management 3.5 Elect Director Lord Broers For For Management 3.6 Elect Director John Buchanan For For Management 3.7 Elect Director Andrew Halford For For Management 3.8 Elect Director Prof J. Schrempp For For Management 3.9 Elect Director Luc Vandevelde For For Management 3.10 Elect Director Philip Yea For For Management 3.11 Elect Director Anne Lauvergeon For For Management 3.12 Elect Director Anthony Watson For For Management 4 TO APPROVE A FINAL DIVIDEND OF 3.87P PER For For Management ORDINARY SHARE 5 TO APPROVE THE REMUNERATION REPORT For For Management 6 Ratify Auditors For For Management 7 TO AUTHORISE THE AUDIT COMMITTEE TO For For Management DETERMINE THE REMUNERATION OF THE AUDITORS 8 TO ADOPT NEW ARTICLES OF ASSOCIATION + For For Management 9 TO AUTHORISE DONATIONS UNDER THE For For Management POLITICAL PARTIES, ELECTIONS AND REFERENDUMS ACT 2000 10 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management ARTICLE 16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION 11 TO RENEW AUTHORITY TO DISAPPLY For For Management PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES OF ASSOCIATION + 12 TO AUTHORISE THE COMPANY S PURCHASE OF For For Management ITS OWN SHARES (SECTION 166, COMPANIES ACT 1985) + - -------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Ticker: WMI Security ID: 94106L109 Meeting Date: MAY 4, 2007 Meeting Type: Annual Record Date: MAR 9, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Pastora San Juan Cafferty For For Management 2 Elect Director Frank M. Clark, Jr. For For Management 3 Elect Director Patrick W. Gross For For Management 4 Elect Director Thomas I. Morgan For For Management 5 Elect Director John C. Pope For For Management 6 Elect Director W. Robert Reum For For Management 7 Elect Director Steven G. Rothmeier For For Management 8 Elect Director David P. Steiner For For Management 9 Elect Director Thomas H. Weidemeyer For For Management 10 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WILLIAMS COMPANIES, INC., THE Ticker: WMB Security ID: 969457100 Meeting Date: MAY 17, 2007 Meeting Type: Annual Record Date: MAR 26, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kathleen B. Cooper For For Management 2 Elect Director William R. Granberry For For Management 3 Elect Director Charles M. Lillis For For Management 4 Elect Director William G. Lowrie For For Management 5 Ratify Auditors For For Management 6 Approve Omnibus Stock Plan For For Management 7 Approve Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- WINDSTREAM CORP. Ticker: WIN Security ID: 97381W104 Meeting Date: MAY 9, 2007 Meeting Type: Annual Record Date: MAR 16, 2007 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel E. Beall, III For For Management 1.2 Elect Director Dennis E. Foster For For Management 1.3 Elect Director Francis X. Frantz For For Management 1.4 Elect Director Jeffery R. Gardner For For Management 1.5 Elect Director Jeffrey T. Hinson For For Management 1.6 Elect Director Judy K. Jones For For Management 1.7 Elect Director William A. Montgomery For For Management 1.8 Elect Director Frank E. Reed For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Stock Retention/Holding Period Against Against Shareholder ======================== MFS MUNICIPAL HIGH INCOME FUND ======================== NO PROXY VOTING RECORDS FOR THIS REPORITNG PERIOD. ========== END NPX REPORT 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: MFS SERIES TRUST III By (Signature and Title) MARIA F. DWYER* ------------------------------------ Maria F. Dwyer, Principal Executive Officer Date: August 29, 2007 *By (Signature and Title) /s/ Susan S. Newton ------------------------------------ Susan S. Newton, as attorney-in-fact * Executed by Susan S. Newton on behalf of Maria F. Dwyer pursuant to a Power of Attorney dated July 18, 2007. (1) (1) Incorporated by reference to MFS Series Trust XV (File Nos. 2-96738 and 811-4253) Post-Effective Amendment No. 28 filed with the SEC via EDGAR on August 24, 2007 and to MFS Series Trust XIV (File No. 811-22033) Post- Effective Amendment No. 1 to be filed with the SEC via EDGAR on or about August 30, 2007.