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                                 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 811-02794

                               -----------------

                             MFS SERIES TRUST III
               (Exact name of registrant as specified in charter)

                               -----------------

              111 Huntington Avenue, Boston, Massachusetts 02199
              (Address of principal executive offices) (Zip code)

                               -----------------

                             Christopher R. Bohane
                    Massachusetts Financial Services Company
                             111 Huntington Avenue
                          Boston, Massachusetts 02199
                    (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, 2016 - June 30, 2017

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ITEM 1.  PROXY VOTING RECORD.



******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-02794
Reporting Period: 07/01/2016 - 06/30/2017
MFS Series Trust III









========================== MFS Global High Yield Fund ==========================


MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO

Ticker:                      Security ID:  55291X109
Meeting Date: MAR 23, 2017   Meeting Type: Written Consent
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven E. Buller         For       For          Management
1.2   Elect Director John A. Caroselli        For       For          Management
1.3   Elect Director Maureen R. Goldfarb      For       For          Management
1.4   Elect Director David H. Gunning         For       For          Management
1.5   Elect Director Michael Hegarty          For       For          Management
1.6   Elect Director John P. Kavanaugh        For       For          Management
1.7   Elect Director Robert J. Manning        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Maryanne L. Roepke       For       For          Management
1.10  Elect Director Robin A. Stelmach        For       For          Management
1.11  Elect Director Laurie J. Thomsen        For       For          Management


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MFS SERIES TRUST III - MFS HIGH YIELD POOLED PORTFOLIO

Ticker:       MIDGX-US       Security ID:  552984668
Meeting Date: MAR 23, 2017   Meeting Type: Special
Record Date:  JAN 06, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven E. Buller         For       Did Not Vote Management
1.2   Elect Director John A. Caroselli        For       Did Not Vote Management
1.3   Elect Director Maureen R. Goldfarb      For       Did Not Vote Management
1.4   Elect Director David H. Gunning         For       Did Not Vote Management
1.5   Elect Director Michael Hegarty          For       Did Not Vote Management
1.6   Elect Director John P. Kavanaugh        For       Did Not Vote Management
1.7   Elect Director Robert J. Manning        For       Did Not Vote Management
1.8   Elect Director Clarence Otis, Jr.       For       Did Not Vote Management
1.9   Elect Director Maryanne L. Roepke       For       Did Not Vote Management
1.10  Elect Director Robin A. Stelmach        For       Did Not Vote Management
1.11  Elect Director Laurie J. Thomsen        For       Did Not Vote Management


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PACIFIC EXPLORATION & PRODUCTION CORPORATION

Ticker:       PEN            Security ID:  69423W889
Meeting Date: MAY 31, 2017   Meeting Type: Annual
Record Date:  APR 18, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Six          For       For          Management
2.1   Elect Director Luis Fernando Alarcon    For       For          Management
2.2   Elect Director W. Ellis Armstrong       For       For          Management
2.3   Elect Director Gabriel de Alba          For       For          Management
2.4   Elect Director Raymond Bromark          For       For          Management
2.5   Elect Director Russell Ford             For       For          Management
2.6   Elect Director Camilo Marulanda         For       For          Management
3     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration




============================= MFS High Income Fund =============================


BONANZA CREEK ENERGY INC.

Ticker:       BCEI           Security ID:  097793AB9
Meeting Date: FEB 08, 2017   Meeting Type: Written Consent
Record Date:  DEC 20, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve the Plan                        None      Abstain      Management
2     Opt Out Of The Release Provisions       None      Abstain      Management


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ISHARES TRUST

Ticker:                      Security ID:  464288513
Meeting Date: JUN 19, 2017   Meeting Type: Special
Record Date:  MAY 02, 2017

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jane D. Carlin           For       For          Management
1.2   Elect Director Richard L. Fagnani       For       For          Management
1.3   Elect Director Drew E. Lawton           For       For          Management
1.4   Elect Director Madhav V. Rajan          For       For          Management
1.5   Elect Director Mark Wiedman             For       For          Management


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LIGHT TOWER RENTALS, INC.

Ticker:                      Security ID:  53225CAA9
Meeting Date: SEP 20, 2016   Meeting Type: Written Consent
Record Date:  AUG 22, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept The Prepackaged Plan             None      For          Management


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MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO

Ticker:                      Security ID:  55291X109
Meeting Date: MAR 23, 2017   Meeting Type: Written Consent
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven E. Buller         For       For          Management
1.2   Elect Director John A. Caroselli        For       For          Management
1.3   Elect Director Maureen R. Goldfarb      For       For          Management
1.4   Elect Director David H. Gunning         For       For          Management
1.5   Elect Director Michael Hegarty          For       For          Management
1.6   Elect Director John P. Kavanaugh        For       For          Management
1.7   Elect Director Robert J. Manning        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Maryanne L. Roepke       For       For          Management
1.10  Elect Director Robin A. Stelmach        For       For          Management
1.11  Elect Director Laurie J. Thomsen        For       For          Management




======================= MFS High Yield Pooled Portfolio ========================


BONANZA CREEK ENERGY INC.

Ticker:       BCEI           Security ID:  097793AB9
Meeting Date: FEB 08, 2017   Meeting Type: Written Consent
Record Date:  DEC 20, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve the Plan                        None      Abstain      Management
2     Opt Out Of The Release Provisions       None      Abstain      Management


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LIGHT TOWER RENTALS, INC.

Ticker:                      Security ID:  53225CAA9
Meeting Date: SEP 20, 2016   Meeting Type: Written Consent
Record Date:  AUG 22, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept The Prepackaged Plan             None      For          Management


--------------------------------------------------------------------------------

MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO

Ticker:                      Security ID:  55291X109
Meeting Date: MAR 23, 2017   Meeting Type: Written Consent
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven E. Buller         For       For          Management
1.2   Elect Director John A. Caroselli        For       For          Management
1.3   Elect Director Maureen R. Goldfarb      For       For          Management
1.4   Elect Director David H. Gunning         For       For          Management
1.5   Elect Director Michael Hegarty          For       For          Management
1.6   Elect Director John P. Kavanaugh        For       For          Management
1.7   Elect Director Robert J. Manning        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Maryanne L. Roepke       For       For          Management
1.10  Elect Director Robin A. Stelmach        For       For          Management
1.11  Elect Director Laurie J. Thomsen        For       For          Management




======================== MFS Municipal High Income Fund ========================


COMMONWEALTH OF PUERTO RICO

Ticker:                      Security ID:  745145ZB1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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COMMONWEALTH OF PUERTO RICO

Ticker:                      Security ID:  745145ZC9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO

Ticker:                      Security ID:  55291X109
Meeting Date: MAR 23, 2017   Meeting Type: Written Consent
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven E. Buller         For       For          Management
1.2   Elect Director John A. Caroselli        For       For          Management
1.3   Elect Director Maureen R. Goldfarb      For       For          Management
1.4   Elect Director David H. Gunning         For       For          Management
1.5   Elect Director Michael Hegarty          For       For          Management
1.6   Elect Director John P. Kavanaugh        For       For          Management
1.7   Elect Director Robert J. Manning        For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Maryanne L. Roepke       For       For          Management
1.10  Elect Director Robin A. Stelmach        For       For          Management
1.11  Elect Director Laurie J. Thomsen        For       For          Management


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PUERTO RICO AQUEDUCT & SEWER AUTHORITY

Ticker:                      Security ID:  745160PZ8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO AQUEDUCT & SEWER AUTHORITY

Ticker:                      Security ID:  745160QC8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LBJ5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LD20
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LUR6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LVT1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LWJ2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO COMWLTH REF-PUB IMPT

Ticker:                      Security ID:  74514LXD4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  7452686K3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


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PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  7452688D7
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QAL6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QAR3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QCM2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QDH2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QEH1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QEY4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QLJ9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QLM2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QLR1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QLW0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QPJ5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QPL0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QPM8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QPN6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QPQ9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QSY9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QZC9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO ELECTRIC POWER AUTHORITY

Ticker:                      Security ID:  74526QZJ4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  7451902B3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  7451903P1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190AU2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190AV0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190E53
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190E61
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190UP1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190UQ9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190Y51
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190ZM3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190ZN1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190ZQ4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190ZR2
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745190ZS0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745266AS5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745266BC9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181C54
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181C62
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181C88
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181F77
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181ZJ9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO HIGHWAY & TRANSPORTATION AUTHORITY

Ticker:                      Security ID:  745181ZK6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272CU6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272CV4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EL4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EN0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272ET7
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EU4
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EW0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EX8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EY6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272EZ3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272FA7
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272FB5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272GF5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST

Ticker:                      Security ID:  745272GG3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST EDL MED & ENVIRONMENTAL CTL FACS F

Ticker:                      Security ID:  74527JAC1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  APR 25, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INDL TOURIST EDL MED & ENVIRONMENTAL CTL FACS F

Ticker:                      Security ID:  74528NAU1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FG3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FH1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FN8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FP3
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FQ1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FR9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FS7
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO INFRASTRUCTURE FING AUTH SPL TAX REVENUE

Ticker:                      Security ID:  745220FT5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO MUN FIN AGY

Ticker:                      Security ID:  745277PD9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO PUB BLDGS AUTH REVGTD

Ticker:                      Security ID:  745235B75
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO PUB BLDGS AUTH REVGTD

Ticker:                      Security ID:  745235J28
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO PUB BLDGS AUTH REVGTD

Ticker:                      Security ID:  745235K59
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO PUB BLDGS AUTH REVGTD

Ticker:                      Security ID:  745235K67
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO PUB BLDGS AUTH REVGTD

Ticker:                      Security ID:  745235XG1
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JAH8
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JAL9
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JAM7
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JAN5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JAP0
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

PUERTO RICO SALES TAX FING  CORP SALES TAX REV

Ticker:                      Security ID:  74529JNU5
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.


--------------------------------------------------------------------------------

UNIVERSITY PUERTO R UNIV

Ticker:                      Security ID:  914811PX6
Meeting Date: MAR 30, 2017   Meeting Type: Written Consent
Record Date:  NOV 17, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     By Marking For I Direct The             None      For          Management
      Institution Holding My Bonds to
      Transmit and Confirm My Bond Holding
      Information for Recording In The
      Registry. By Marking Against My Bonds
      Shall Be Missing From The Registry.

========== 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):  David DiLorenzo*
                           -------------------------------------------
                           David DiLorenzo, President and Principal
                           Executive Officer

Date: August 28, 2017

*By (Signature and Title)  /s/ Susan A. Pereira
                           -------------------------------------------
                           Susan A. Pereira, as attorney-in-fact

*    Executed by Susan A. Pereira on behalf of David DiLorenzo pursuant to a
     Power of Attorney dated June 1, 2017. (1)

(1)  Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and
     811-03327) Post-Effective Amendment No. 65 filed with the SEC via EDGAR on
     June 27, 2017.