485BPOS 1 form.htm Federated Income Securities Trust 485BPOS 6/26/02
                                          1933 Act File No. 33-3164
                                          1940 Act File No. 811-4577

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                       Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933             X
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    Pre-Effective Amendment No.        .....................
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    Post-Effective Amendment No.   35  .....................        X
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                                        and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940     X
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    Amendment No.   28   ...................................        X
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                           FEDERATED INCOME SECURITIES TRUST
                  (Exact Name of Registrant as Specified in Charter)

                               Federated Investors Funds
                                 5800 Corporate Drive
                          Pittsburgh, Pennsylvania 15237-7000
                       (Address of Principal Executive Offices)

                                    (412) 288-1900
                            (Registrant's Telephone Number)

                              John W. McGonigle, Esquire
                                  1001 Liberty Avenue
                               Federated Investors Tower
                          Pittsburgh, Pennsylvania 15222-3779
                        (Name and Address of Agent for Service)
                   (Notices should be sent to the Agent for Service)

It is proposed that this filing will become effective:

            immediately upon filing pursuant to paragraph (b)
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  X         on June 28, 2002    pursuant to paragraph (b)
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            60 days after filing pursuant to paragraph (a)(i)
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            on                           pursuant to paragraph (a)(i)
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            75 days after filing pursuant to paragraph (a)(ii)
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            on ____________ pursuant to paragraph (a)(ii) of Rule 485
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If appropriate, check the following box:

            This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

Copies To:        Matthew G. Maloney, Esquire
                  Dickstein Shapiro Morin & Oshinsky LLP
                  2101 L Street, N.W.
                  Washington, D.C.  20037





Federated Investors
World-Class Investment Manager

Federated Intermediate Income Fund

A Portfolio of Federated Income Securities Trust

 

PROSPECTUS

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June 30, 2002

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INSTITUTIONAL SHARES

A mutual fund seeking to provide current income by investing in a diversified portfolio of investment grade securities, which are rated in one of the four highest categories by a nationally recognized statistical rating organization.

As with all mutual funds, the Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

NOT FDIC INSURED * MAY LOSE VALUE * NO BANK GUARANTEE

CONTENTS

Risk/Return Summary 1

What are the Fund's Fees and Expenses? 4

What are the Fund's Investment Strategies? 5

What are the Principal Securities in Which the Fund Invests? 7

What are the Specific Risks of Investing in the Fund? 9

What Do Shares Cost? 11

How is the Fund Sold? 11

How to Purchase Shares 12

How to Redeem Shares 14

Account and Share Information 16

Who Manages the Fund? 17

Financial Information 18

Report of Ernst & Young LLP, Independent Auditors 40

Board of Trustees and Fund Officers 41

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide current income. While there is no assurance that the Fund will achieve its investment objective, it endeavors to do so by following the strategies and policies described in this prospectus.

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

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The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of corporate debt securities, U.S. government and privately issued mortgage backed securities, and U.S. treasury and agency securities. The Fund's investment adviser (the "Adviser") seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk.

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Although the value of the Fund's Shares will fluctuate, the Adviser will seek to manage the magnitude of fluctuation by limiting the Fund's dollar weighted average maturity to between three and ten years and duration to between three and seven years. Maturity reflects the time until a fixed income security becomes payable. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

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WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund's returns include:

  • <R>
  • Interest Rate Risks. Prices of fixed income securities generally fall when interest rates rise.
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  • Credit Risks. There is a possibility that issuers of securities in which the Fund may invest may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
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  • Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, the Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of mortgage backed securities may not rise to as great an extent as that of other fixed income securities.
  • </R>

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The Shares offered by this prospectus are not deposits or obligations of any bank, are not endorsed or guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency.

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Risk/Return Bar Chart and Table

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The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class Institutional Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

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The Fund's Institutional Shares are sold without a sales charge (load). The total returns shown in the bar chart above are based upon the net asset value.

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The Fund's Institutional Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.32)%.

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Within the period shown in the bar chart, the Fund's Institutional Shares highest quarterly return was 6.69% (quarter ended June 30, 1995). Its lowest quarterly return was (2.22)% (quarter ended March 31, 1996).

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Average Annual Total Return Table

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Return Before Taxes is shown. In addition, Return After Taxes is shown for Institutional Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Lehman Brothers Government/Credit Index (LBGC), Lehman Brothers Credit Bond Index (LBCB), Lehman Brothers Intermediate Government/Credit Index (LBIGC), broad-based market indexes and the Lipper Intermediate-Term Investment Grade Debt Funds Average (LIIGDFA), an average of funds with similar investment objectives. Index and average returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes and averages are unmanaged, and it is not possible to invest directly in an index or average.

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(For the periods ended December 31, 2001)

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1 Year

  

5 Years

  

Life of
the Fund1

Institutional Shares:

Return Before Taxes

 

7.66%

 

6.52%

 

6.60%

Return After Taxes on Distributions2

 

5.06%

 

3.89%

 

3.92%

Return After Taxes on Distributions and Sale of Fund Shares2

 

4.63%

 

3.90%

 

3.93%

LBGC

 

10.40%

 

7.22%

 

6.81%

LBCB

 

8.50%

 

7.37%

 

7.06%

LBIGC

 

8.96%

 

7.10%

 

6.56%

LIIGDFA

 

7.59%

 

6.44%

 

5.98%

1 The Fund's Institutional Shares start of performance date was December 20, 1993.

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2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

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What are the Fund's Fees and Expenses?

FEDERATED INTERMEDIATE INCOME FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund's Institutional Shares.

 

Shareholder Fees

  

Fees Paid Directly From Your Investment

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)

 

None

Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)

 

None

Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)

 

None

Redemption Fee (as a percentage of amount redeemed, if applicable)

 

None

Exchange Fee

 

None

Annual Fund Operating Expenses (Before Waivers)1

Expenses That are Deducted From Fund Assets (as a percentage of average net assets)

 

 

Management Fee2

 

0.50%

Distribution (12b-1) Fee

 

None

Shareholder Services Fee3

 

0.25%

Other Expenses

 

0.17%

Total Annual Fund Operating Expenses

 

0.92%

1 Although not contractually obligated to do so, the Adviser and Shareholder Services Provider waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended April 30, 2002.

Total Waivers of Fund Expenses

 

0.37%

Total Actual Annual Fund Operating Expenses (after waivers)

 

0.55%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver) was 0.38% for the fiscal year ended April 30, 2002.

3 The Shareholder Services Fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The Shareholder Service Fee paid by the Fund's Institutional Shares (after the voluntary waiver) was 0.00% for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Institutional Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Institutional Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund's Institutional Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

 

1 Year

  

$

<R>94</R>


3 Years

  

$

<R>293</R>


5 Years

  

$

<R>509</R>


10 Years

  

$

<R>1,131</R>


What are the Fund's Investment Strategies?

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The Adviser actively manages the Fund's portfolio seeking current income within the Fund's investment policy parameters for limiting credit risk and share price volatility attributable to interest rate risk. The Fund limits credit risk by investing exclusively in a diversified portfolio of investment grade fixed income securities, including corporate debt securities, U.S. government and privately issued mortgage backed securities, and U.S. treasury and agency securities. Investment grade securities are rated in one of the four highest categories (BBB or higher) by a nationally recognized statistical rating organization ("NRSRO"), or if unrated, of comparable quality as determined by the Adviser. A description of the various types of securities in which the Fund invests, and their risks, immediately follows this strategy section.

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The Fund's share price volatility attributable to interest rate risk is managed by maintaining, under normal market conditions, a dollar-weighted average portfolio duration of between three and seven years. Further, the dollar-weighted average portfolio maturity of the Fund will normally be between three and ten years.

Within the Fund's three to seven-year portfolio duration range, the Adviser may seek to change the Fund's interest rate volatility exposure, by lengthening or shortening duration from time-to-time based on its interest rate outlook. If the Adviser expects interest rates to decline, it will generally lengthen the Fund's duration. If the Adviser expects interest rates to increase, it will generally shorten the Fund's duration. The Adviser formulates its interest rate outlook and otherwise attempts to anticipate changes in economic and market conditions by analyzing a variety of factors, such as:

  • current and expected U.S. growth;
  • current and expected interest rates and inflation;
  • the Federal Reserve Board's monetary policy; and
  • changes in the supply of or demand for U.S. government securities.

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In addition to managing the Fund's portfolio duration, the Adviser seeks to enhance the Fund's current income by selecting securities, within the Fund's credit quality range, that the Adviser expects will offer the best relative value. In other words, in selecting securities, the Adviser assesses whether the Fund will be adequately compensated for assuming the risks (such as credit risk) of a particular security by comparing the security to other securities without those risks. The Adviser continually analyzes a variety of economic and market indicators in order to arrive at the projected yield "spread" of each security type. (The spread is the difference between the yield of a security versus the yield of a U.S. Treasury security with a comparable average life.) The security's projected spread is weighed against the security's credit risk (in the case of corporate securities and privately issued asset backed and mortgage backed securities) and its risk of prepayment (in the case of asset backed and mortgage backed securities) in order to complete the analysis.

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Corporate debt securities generally offer higher yields than U. S. government securities to compensate for credit risk. Similarly, asset and mortgage backed securities generally offer higher yields versus U.S. treasury securities and non-mortgage backed agency securities, to compensate for prepayment risk. The Adviser invests the Fund's portfolio seeking the higher relative returns of corporate debt securities and asset and mortgage backed securities, when available, while maintaining appropriate portfolio diversification and attempting to limit the associated credit or prepayment risks.

The Adviser attempts to manage the Fund's credit risk by selecting corporate debt securities that make default in the payment of principal and interest less likely. The Adviser uses corporate earnings analysis to determine which business sectors and credit ratings are most advantageous for investment by the Fund. In selecting individual corporate fixed income securities, the Adviser analyzes a company's business, competitive position, and financial condition to assess whether the security's credit risk is commensurate with its potential return.

The Adviser attempts to manage the Fund's prepayment risk by selecting asset and mortgage backed securities with characteristics that make prepayment less likely. Characteristics that the Adviser may consider in selecting securities include the average interest rates of the underlying mortgages and the federal agencies (if any) that securitize the mortgages. The Adviser attempts to assess the relative returns and risks for mortgage backed securities by analyzing how the timing, amount and division of cash flows might change in response to changing economic and market conditions.

There is no assurance that the Adviser's efforts to forecast market interest rates and assess the impact of market interest rates in particular will be successful.

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Because the Fund refers to fixed income investments in its name, it will notify shareholders in advance of any change in its investment policies that would enable the Fund to normally invest less than 80% of its assets in fixed income investments.

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TEMPORARY DEFENSIVE INVESTMENTS

The Fund may temporarily depart from its principal investment strategies by investing its assets in cash and shorter-term debt securities and similar obligations. It may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause the Fund to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders.

What are the Principal Securities in Which the Fund Invests?

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the principal types of fixed income securities in which the Fund may invest.

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a Government Sponsored Entity, or GSE). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

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Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments on to the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

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COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

INVESTMENT RATINGS FOR INVESTMENT GRADE SECURITIES

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The Adviser will determine whether a security is investment grade based upon the credit ratings given by one or more NRSROs. For example, Standard & Poor's, a rating service, assigns ratings to investment grade securities (AAA, AA, A and BBB) based on their assessment of the likelihood of the issuer's inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment that the security is comparable to investment grade. If a security is downgraded below the minimum quality grade discussed above, the Adviser will reevaluate the security, but will not be required to sell it.

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What are the Specific Risks of Investing in the Fund?

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.

Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

CREDIT RISKS

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.

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Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Service. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.

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Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.

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Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

PREPAYMENT RISKS

Unlike traditional fixed income securities, which pay a fixed rate of interest until maturity (when the entire principal amount is due) payments on mortgage backed securities include both interest and a partial payment of principal. Partial payment of principal may be comprised of scheduled principal payments as well as unscheduled payments from the voluntary prepayment, refinancing, or foreclosure of the underlying loans. These unscheduled prepayments of principal create risks that can adversely affect a Fund holding mortgage backed securities.

For example, when interest rates decline, the values of mortgage backed securities generally rise. However, when interest rates decline, unscheduled prepayments can be expected to accelerate, and the Fund would be required to reinvest the proceeds of the prepayments at the lower interest rates then available. Unscheduled prepayments would also limit the potential for capital appreciation on mortgage backed securities.

Conversely, when interest rates rise, the values of mortgage backed securities generally fall. Since rising interest rates typically result in decreased prepayments, this could lengthen the average lives of mortgage backed securities, and cause their value to decline more than traditional fixed income securities.

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Generally, mortgage backed securities compensate for the increased risk associated with prepayments by paying a higher yield. The additional interest paid for risk is measured by the difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread). An increase in the spread will cause the price of the mortgage backed security to decline. Spreads generally increase in response to adverse economic or market conditions. Spreads may also increase if the security is perceived to have an increased prepayment risk or is perceived to have less market demand.

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What Do Shares Cost?

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You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Fund does not charge a front-end sales charge. NAV is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

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The Fund's current NAV and public offering price may be found in the mutual funds section of certain local newspapers under "Federated."

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The required minimum initial investment for Fund Shares is $25,000. There is no required minimum subsequent investment amount.

An account may be opened with a smaller amount as long as the $25,000 minimum is reached within 90 days. An institutional investor's minimum investment is calculated by combining all accounts it maintains with the Fund. Accounts established through investment professionals may be subject to a smaller minimum investment amount. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Institutional Service Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to retail and private banking customers of financial institutions or to individuals, directly or through investment professionals.

The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

How to Purchase Shares

You may purchase Shares through an investment professional or directly from the Fund. The Fund reserves the right to reject any request to purchase Shares.

THROUGH AN INVESTMENT PROFESSIONAL

  • Establish an account with the investment professional; and
  • Submit your purchase order to the investment professional before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). You will receive the next calculated NAV if the investment professional forwards the order to the Fund on the same day and the Fund receives payment within one business day. You will become the owner of Shares and receive dividends when the Fund receives your payment.

Investment professionals should send payments according to the instructions in the sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

  • Establish your account with the Fund by submitting a completed New Account Form; and
  • Send your payment to the Fund by Federal Reserve wire or check.

You will become the owner of Shares and your Shares will be priced at the next calculated NAV after the Fund receives your wire or your check. If your check does not clear, your purchase will be canceled and you could be liable for any losses or fees incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

An institution may establish an account and place an order by calling the Fund and the Shares will be priced at the next calculated NAV after the Fund receives the order.

By Wire

Send your wire to:

State Street Bank and Trust Company

Boston, MA

Dollar Amount of Wire

ABA Number 011000028

Attention: EDGEWIRE

Wire Order Number, Dealer Number or Group Number

Nominee/Institution Name

Fund Name and Number and Account Number

You cannot purchase Shares by wire on holidays when wire transfers are restricted.

By Check

Make your check payable to The Federated Funds, note your account number on the check, and mail it to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

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Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund reserves the right to reject any purchase request. For example, to protect against check fraud the Fund may reject any purchase request involving a check that is not made payable to The Federated Funds (including, but not limited to, requests to purchase Shares using third-party checks), or involving temporary checks or credit card checks.

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BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

How to Redeem Shares

You should redeem Shares:

  • through an investment professional if you purchased Shares through an investment professional; or
  • directly from the Fund if you purchased Shares directly from the Fund.

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption request to your investment professional by the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). The redemption amount you will receive is based upon the next calculated NAV after the Fund receives the order from your investment professional.

DIRECTLY FROM THE FUND

By Telephone

You may redeem Shares by simply calling the Fund at 1-800-341-7400.

If you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time), you will receive a redemption amount based on that day's NAV.

By Mail

You may redeem Shares by mailing a written request to the Fund.

You will receive a redemption amount based on the next calculated NAV after the Fund receives your written request in proper form.

Send requests by mail to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

Send requests by private courier or overnight delivery service to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

All requests must include:

  • Fund Name and Share Class, account number and account registration;
  • amount to be redeemed; and
  • signatures of all shareholders exactly as registered.

Call your investment professional or the Fund if you need special instructions.

Signature Guarantees

Signatures must be guaranteed if:

  • your redemption will be sent to an address other than the address of record;
  • your redemption will be sent to an address of record that was changed within the last 30 days; or
  • a redemption is payable to someone other than the shareholder(s) of record.

A signature guarantee is designed to protect your account from fraud. Obtain a signature guarantee from a bank or trust company, savings association, credit union or broker, dealer, or securities exchange member. A notary public cannot provide a signature guarantee.

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The following payment options are available if you complete the appropriate section of the New Account Form or an Account Service Options Form. These payment options require a signature guarantee if they were not established when the account was opened:

  • an electronic transfer to your account at a financial institution that is an ACH member; or
  • wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

  • to allow your purchase to clear;
  • during periods of market volatility; or
  • when a shareholder's trade activity or amount adversely impacts the Fund's ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from the Fund if those checks are undeliverable and returned to the Fund.

ADDITIONAL CONDITIONS

Telephone Transactions

The Fund will record your telephone instructions. If the Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Fund no longer issues share certificates. If you are redeeming Shares represented by certificates previously issued by the Fund, you must return the certificates with your written redemption request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

CONFIRMATIONS AND ACCOUNT STATEMENTS

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You will receive confirmation of purchase and redemptions. In addition, you will receive periodic statements reporting all account activity, including dividends and capital gains paid.

</R>

DIVIDENDS AND CAPITAL GAINS

The Fund declares any dividends daily and pays them monthly to shareholders. If you purchase Shares by wire, you begin earning dividends on the day your wire is received. If you purchase Shares by check, you begin earning dividends on the business day after the Fund receives your check. In either case, you earn dividends through the day your redemption request is received.

In addition, the Fund pays any capital gains at least annually. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments.

If you purchase Shares just before a Fund declares a capital gain distribution, you will pay the full price for the Shares and then receive a portion of the price back in the form of a taxable distribution, whether or not you reinvest the distribution in Shares. Therefore, you should consider the tax implications of purchasing Shares shortly before the Fund declares a capital gain. Contact your investment professional or the Fund for information concerning when dividends and capital gains will be paid.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, accounts may be closed if redemptions cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum.

TAX INFORMATION

The Fund sends an annual statement of your account activity to assist you in completing your federal, state and local tax returns. Fund distributions of dividends and capital gains are taxable to you whether paid in cash or reinvested in the Fund. Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time the Fund holds its assets.

Fund distributions are expected to be primarily dividends. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state and local tax liability.

Who Manages the Fund?

The Board of Trustees governs the Fund. The Board selects and oversees the Adviser, Federated Investment Management Company. The Adviser manages the Fund's assets, including buying and selling portfolio securities. The Adviser's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

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The Adviser and other subsidiaries of Federated advise approximately 139 mutual funds and a variety of separate accounts, which totaled approximately $180 billion in assets as of December 31, 2001. Federated was established in 1955 and is one of the largest mutual fund investment managers in the United States with approximately 1,800 employees. More than 4,000 investment professionals make Federated Funds available to their customers.

</R>

THE FUND'S PORTFOLIO MANAGERS ARE:

Joseph M. Balestrino

Joseph M. Balestrino has been the Fund's Portfolio Manager since January 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

Christopher J. Smith

Christopher J. Smith has been the Fund's Portfolio Manager since June 2000. Mr. Smith joined Federated in 1995 as a Portfolio Manager and a Vice President of a Federated advisory subsidiary. He has been a Vice President of the Fund's Adviser since 1997. He was an Assistant Vice President of Provident Life & Accident Insurance Company from 1987 through 1994. Mr. Smith is a Chartered Financial Analyst. He received his M.A. in Economics and Finance from the University of Kentucky.

Susan M. Nason

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Susan M. Nason has been the Fund's Portfolio Manager since December 1993. She is Vice President of the Trust. Ms. Nason joined Federated in 1987 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1997. Ms. Nason served as a Portfolio Manager and Vice President of the Adviser from 1993 to 1997. Ms. Nason is a Chartered Financial Analyst and received her M.S.I.A. concentrating in Finance from Carnegie Mellon University.

</R>

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.50% of the Fund's average daily net assets. The Adviser may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

FINANCIAL HIGHLIGHTS

The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. Some of the information is presented on a per share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Fund, assuming reinvestment of any dividends and capital gains.

This information has been audited by Ernst & Young LLP, whose report, along with the Fund's audited financial statements, is included in this prospectus.

Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 40.

 

Year Ended April 30

  

2002

   

  

2001

   

  

2000

   

  

1999

   

  

1998

   

Net Asset Value, Beginning of Period

   

$ 9.86

   

   

$ 9.45

   

   

$10.07

   

   

$10.17

   

   

$ 9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.62

1

   

0.65

   

   

0.62

   

   

0.60

   

   

0.63

   

Net realized and unrealized gain (loss) on investments

   


0.02

1

   


0.41

   

   

(0.60

)

   

(0.10

)

   

0.38

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.64

   

   

1.06

   

   

0.02

   

   

0.50

   

   

1.01

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.62

)

   

(0.65

)

   

(0.62

)

   

(0.60

)

   

(0.63

)

Distributions from net realized gain on investments

   

--

   

   

--

   

   

(0.02

)

   

(0.00

)2

   

--

   


TOTAL DISTRIBUTIONS

   

(0.62

)

   

(0.65

)

   

(0.64

)

   

(0.60

)

   

(0.63

)


Net Asset Value, End of Period

   

$ 9.88

   

   

$ 9.86

   

   

$ 9.45

   

   

$10.07

   

   

$10.17

   


Total Return3

   

6.55

%

   

11.54

%

   

0.30

%

   

5.03

%

   

10.58

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

0.55

%

   

0.55

%

   

0.55

%

   

0.55

%

   

0.55

%


Net investment income

   

6.16

%1

   

6.72

%

   

6.48

%

   

5.87

%

   

6.30

%


Expense waiver/reimbursement4

   

0.37

%

   

0.35

%

   

0.37

%

   

0.43

%

   

0.47

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$293,262

   

$300,289

   

$294,644

   

$219,824

   

$176,712

   


Portfolio turnover

   

45

%

   

43

%

   

54

%

   

41

%

   

44

%


1 Effective May 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide for Investment Companies and began accreting discounts/amortizing premium on long-term debt securities. For the fiscal year ended April 30, 2002, this change had no effect on the net investment income per share, net realized and unrealized gain (loss) on investments per share or the ratio of net investment income to average net assets. Per share, ratios and supplemental data for the periods prior to May 1, 2001 have not been restated to reflect this change in presentation.

2 Amount represents less than $0.01 per share.

3 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

4 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

April 30, 2002

 

Principal
Amount

  

  

Value

   

   

   

ASSET-BACKED SECURITIES--3.0%

   

   

   

   

   

   

Credit Card--1.2%

   

   

   

$

500,000

   

Discover Card Trust 1996-3, Class B, 6.25%, 8/18/2008

   

$

516,160

   

1,350,000

   

Green Tree Financial Corp. 1999-5, Class B1, 9.20%, 4/1/2031

   

   

1,050,272

   

847,982

1

Option One Mortgage Securities Corp. 2001-3, Class CTFS, 9.66%, 9/26/2031

   

   

848,757

   

1,500,000

   

Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009

   

   

1,588,545


   

   

   

TOTAL

   

   

4,003,734


   

   

   

Structured Product (Abs)--1.2%

   

   

   

   

1,540,285

1

125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

   

   

1,590,591

   

1,386,383

   

New Century Home Equity Loan Trust 1997-NC5, Class M2, 7.24%, 10/25/2028

   

   

1,437,738

   

500,000

   

Residential Funding Corp. 1993-S26, Class A10, 7.50%, 7/25/2023

   

   

518,090

   

300,000

   

Residential Funding Corp. 1993-S31, Class A7, 7.00%, 9/25/2023

   

   

305,328

   

15,482

   

The Money Store Home Equity Trust 1992-B, Class A, 6.90%, 7/15/2007

   

   

15,472


   

   

   

TOTAL

   

   

3,867,219


   

   

   

Utilities--0.6%

   

   

   

   

2,000,000

   

California Infrastructure & Economic Development Bank Special Purpose Trust PG&E-1, Series 1997-1, Class A8, 6.48%, 12/26/2009

   

   

2,097,100


   

   

   

TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $9,923,375)

   

   

9,968,053


   

   

   

CORPORATE BONDS--68.9%

   

   

   

   

   

   

Aerospace & Defense--1.2%

   

   

   

   

1,500,000

   

Boeing Capital Corp., 6.50%, 2/15/2012

   

   

1,534,275

   

1,000,000

   

Boeing Capital Corp., 6.68%, 12/1/2003

   

   

1,039,810

   

1,500,000

   

Raytheon Co., Note, 6.30%, 3/15/2005

   

   

1,537,080


   

   

   

TOTAL

   

   

4,111,165


   

   

   

Air Transportation--2.1%

   

   

   

   

200,819

   

Continental Airlines, Inc., Pass Thru Cert., 7.73%, 3/15/2011

   

   

180,657

   

1,524,064

   

Continental Airlines, Inc., Pass Thru Cert., Series 1997-4 B, 6.90%, 1/2/2017

   

   

1,390,723

   

1,300,000

   

Delta Air Lines, Inc., Pass Thru Cert., Series 2000-1 B, 7.92%, 11/18/2010

   

   

1,320,111

   

861,969

   

Northwest Airlines Corp., Equip. Trust, 8.072%, 10/1/2019

   

   

928,298

   

1,000,000

   

Southwest Airlines Co., Note, 6.50%, 3/1/2012

   

   

1,005,430

   

425,000

   

Southwest Airlines Co., Deb., 7.375%, 3/1/2027

   

   

436,688

   

2,150,000

   

United Air Lines, Inc., Pass Thru Cert., 7.73%, 7/1/2010

   

   

1,965,724


   

   

   

TOTAL

   

   

7,227,631


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Automotive--1.4%

   

   

   

$

1,460,000

   

Ford Motor Co., 7.45%, 7/16/2031

   

$

1,381,715

   

3,400,000

   

Hertz Corp., Jr. Sub. Note, 7.00%, 7/15/2003

   

   

3,439,712


   

   

   

TOTAL

   

   

4,821,427


   

   

   

Banking--6.4%

   

   

   

   

1,250,000

   

ABN-AMRO Bank NV, Chicago, Sub. Deb., 7.30%, 12/1/2026

   

   

1,259,013

   

2,000,000

   

Banco Santander Central Hispano, S.A., Bank Guarantee, 7.875%, 4/15/2005

   

   

2,163,780

   

220,000

   

Bank One Corp., Sub. Note, 7.25%, 8/1/2002

   

   

222,895

   

100,000

   

Bank One Corp., Sub. Deb., 7.25%, 8/15/2004

   

   

106,572

   

200,000

   

BankAmerica Corp., Sub. Note, 7.75%, 7/15/2002

   

   

202,362

   

1,750,000

1

Barclays Bank PLC, Bond, 8.55%, 9/29/2049

   

   

1,979,276

   

2,000,000

   

Capital One Bank, 6.875%, 2/1/2006

   

   

1,981,260

   

30,000

   

Central Fidelity Banks, Inc., Sub. Note, 8.15%, 11/15/2002

   

   

30,814

   

1,000,000

   

Chase Manhattan Corp., Sub. Note, 6.375%, 2/15/2008

   

   

1,009,970

   

2,000,000

   

City National Bank, Sub. Note, 6.375%, 1/15/2008

   

   

1,982,692

   

40,000

   

Corestates Capital Corp., Sub. Note, 5.875%, 10/15/2003

   

   

41,622

   

15,000

   

NationsBank Corp., Sub. Note, 7.625%, 4/15/2005

   

   

16,124

   

1,000,000

   

NationsBank Corp., Sub. Note, Series MTNF, 7.19%, 7/30/2012

   

   

1,014,170

   

715,000

   

PNC Funding Corp., Sub. Note, 6.875%, 7/15/2007

   

   

750,128

   

4,000,000

1

Regional Diversified Funding, 9.25%, 3/15/2030

   

   

4,243,008

   

200,000

   

SunTrust Bank, Inc., Central Florida, Sub. Note, 6.90%, 7/1/2007

   

   

213,936

   

255,000

   

SunTrust Bank, Inc., Note, 7.375%, 7/1/2002

   

   

257,076

   

15,000

   

SunTrust Bank, Inc., Sub. Note, 6.125%, 2/15/2004

   

   

15,645

   

1,000,000

1

Swedbank, Sub., 7.50%, 11/29/2049

   

   

1,053,150

   

3,000,000

   

U.S. Bank N.A., Sub. Note, 6.30%, 2/4/2014

   

   

2,965,830

   

30,000

   

Wachovia Corp., Sub. Note, 8.00%, 11/15/2002

   

   

30,797


   

   

   

TOTAL

   

   

21,540,120


   

   

   

Beverage & Tobacco--0.0%

   

   

   

   

100,000

   

Philip Morris Cos., Inc., Note, 7.625%, 5/15/2002

   

   

100,228


   

   

   

Broadcast Radio & TV--1.4%

   

   

   

   

1,500,000

   

AOL Time Warner, Inc., Bond, 7.625%, 4/15/2031

   

   

1,387,935

   

1,100,000

   

Clear Channel Communications, Inc., Sr. Note, 7.65%, 9/15/2010

   

   

1,119,602

   

2,200,000

   

Grupo Televisa S.A., 8.00%, 9/13/2011

   

   

2,260,500


   

   

   

TOTAL

   

   

4,768,037


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Cable Television--2.8%

   

   

   

$

3,500,000

   

Continental Cablevision, Sr. Deb., 9.50%, 8/1/2013

   

$

3,928,260

   

2,250,000

   

Cox Communications, Inc., MTN, 6.69%, 9/20/2004

   

   

2,304,045

   

3,000,000

   

Univision Communications, Inc., 7.85%, 7/15/2011

   

   

3,132,660


   

   

   

TOTAL

   

   

9,364,965


   

   

   

Chemicals & Plastics--0.6%

   

   

   

   

10,000

   

Air Products & Chemicals, Inc., Sr. Note, 7.375%, 5/1/2005

   

   

10,679

   

1,500,000

1

Bayer Corp., Deb., 6.50%, 10/1/2002

   

   

1,526,085

   

40,000

   

Du Pont (E.I.) de Nemours & Co., Note, 8.125%, 3/15/2004

   

   

43,053

   

750,000

1

Fertinitro Finance, Company Guarantee, 8.29%, 4/1/2020

   

   

515,332

   

30,000

   

PPG Industries, Inc., Note, 6.50%, 11/1/2007

   

   

30,012


   

   

   

TOTAL

   

   

2,125,161


   

   

   

Conglomerates--0.3%

   

   

   

   

750,000

   

Loews Corp., Deb., 8.875%, 4/15/2011

   

   

841,718


   

   

   

Consumer Products--0.8%

   

   

   

   

2,250,000

   

Alberto-Culver Co., Unsecd. Note, 8.25%, 11/1/2005

   

   

2,424,173

   

100,000

   

Hershey Foods Corp., Note, 6.70%, 10/1/2005

   

   

106,324


   

   

   

TOTAL

   

   

2,530,497


   

   

   

Ecological Services & Equipment--1.8%

   

   

   

   

900,000

   

Republic Services, Inc., Sr. Note, 6.75%, 8/15/2011

   

   

908,352

   

2,500,000

   

USA Waste Services, Inc., Sr. Note, 7.00%, 10/1/2004

   

   

2,581,950

   

425,000

   

USA Waste Services, Inc., Sr. Note, 7.125%, 10/1/2007

   

   

434,252

   

2,000,000

   

WMX Technologies, Inc., Deb., 8.75%, 5/1/2018

   

   

2,152,480


   

   

   

TOTAL

   

   

6,077,034


   

   

   

Education--0.6%

   

   

   

   

2,025,000

   

Boston University, MTN, 7.625%, 7/15/2097

   

   

2,039,843


   

   

   

Electronics--1.3%

   

   

   

   

1,500,000

   

General Electric Financial Services, Inc., MTN, 9.18%, 12/30/2008

   

   

1,745,385

   

115,000

   

International Business Machines Corp., 7.25%, 11/1/2002

   

   

118,249

   

2,400,000

2

International Business Machines Corp., Note, 6.45%, 8/1/2007

   

   

2,534,160

   

15,000

   

Rockwell International Corp., Unsecd. Note, 6.625%, 6/1/2005

   

   

15,740


   

   

   

TOTAL

   

   

4,413,534


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Finance - Automotive--1.0%

   

   

   

$

100,000

   

Ford Motor Credit Co., Note, 6.625%, 6/30/2003

   

$

102,127

   

250,000

   

Ford Motor Credit Co., Note, 7.50%, 4/25/2011

   

   

251,090

   

35,000

   

Ford Motor Credit Co., Note, 7.75%, 3/15/2005

   

   

36,368

   

100,000

   

Ford Motor Credit Co., Unsecd. Note, 8.00%, 6/15/2002

   

   

100,555

   

1,500,000

   

General Motors Acceptance Corp., MTN, 7.50%, 7/15/2005

   

   

1,581,450

   

155,000

   

General Motors Acceptance Corp., Note, 7.00%, 9/15/2002

   

   

157,055

   

1,170,000

   

General Motors Acceptance Corp., Sr. Note, 5.75%, 11/10/2003

   

   

1,191,797


   

   

   

TOTAL

   

   

3,420,442


   

   

   

Finance - Retail--1.3%

   

   

   

   

750,000

   

Household Finance Corp., Note, 5.75%, 1/30/2007

   

   

742,170

   

100,000

   

Household Finance Corp., Note, 6.125%, 8/15/2003

   

   

102,739

   

1,000,000

   

Household Finance Corp., Note, 6.375%, 10/15/2011

   

   

976,010

   

100,000

   

Household Finance Corp., Note, 7.00%, 9/15/2002

   

   

101,685

   

100,000

   

Household Finance Corp., Sr. Note, 7.25%, 8/15/2002

   

   

101,293

   

2,250,000

   

Waddell & Reed Financial, Inc., Note, 7.50%, 1/18/2006

   

   

2,348,168


   

   

   

TOTAL

   

   

4,372,065


   

   

   

Financial Intermediaries--3.5%

   

   

   

   

900,000

   

Amvescap PLC, Sr. Note, 6.60%, 5/15/2005

   

   

939,780

   

900,000

   

Goldman Sachs Group, Inc., 6.60%, 1/15/2012

   

   

888,984

   

175,000

   

Lehman Brothers Holdings, Inc., Bond, 7.00%, 5/15/2003

   

   

181,437

   

1,575,000

   

Lehman Brothers, Inc., Sr. Sub. Note, 7.375%, 1/15/2007

   

   

1,662,932

   

2,325,000

   

Marsh & McLennan Cos., Inc., Sr. Note, 7.125%, 6/15/2009

   

   

2,456,897

   

500,000

   

Merrill Lynch & Co., Inc., Note, 6.875%, 3/1/2003

   

   

516,980

   

15,000

   

Merrill Lynch & Co., Inc., Note, 7.375%, 5/15/2006

   

   

16,054

   

100,000

   

Merrill Lynch & Co., Inc., Note, 8.30%, 11/1/2002

   

   

102,786

   

1,000,000

   

Merrill Lynch & Co., Inc., Note, Series MTNB, 7.19%, 8/7/2012

   

   

1,011,620

   

2,500,000

   

Morgan Stanley Group, Inc., Note, 7.125%, 1/15/2003

   

   

2,575,725

   

50,000

   

Pitney Bowes Credit Corp., Unsecd. Note, 8.80%, 2/15/2003

   

   

52,118

   

100,000

   

Salomon Smith Barney Holdings, Inc., Note, Series C, 7.15%, 2/15/2003

   

   

102,806

   

100,000

   

Salomon Smith Barney Holdings, Inc., Unsecd. Note, Series MTNG, 6.35%, 1/15/2004

   

   

104,159

   

5,000

   

Salomon, Inc., Note, 6.375%, 10/1/2004

   

   

5,229

   

10,000

   

Salomon, Inc., Note, 6.625%, 11/15/2003

   

   

10,476

   

200,000

   

Salomon, Inc., Sr. Note, 6.80%, 4/15/2003

   

   

207,148

   

30,000

   

Wells Fargo & Co., Note, 5.75%, 2/1/2003

   

   

30,688

   

852,651

1

World Financial, Pass Thru Cert., Series 96 WFP-B, 6.91%, 9/1/2013

   

   

869,931


   

   

   

TOTAL

   

   

11,735,750


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Financial Services--1.8%

   

   

   

$

3,000,000

   

General Electric Capital Corp., MTN, 6.65%, 9/3/2002

   

$

3,044,640

   

1,000,000

   

MBNA Corp., Sr. Note, 7.50%, 3/15/2012

   

   

1,017,090

   

100,000

   

U.S. Leasing International, Unsecd. Note, 6.625%, 5/15/2003

   

   

101,983

   

2,000,000

   

USA Education, Inc., 5.625%, 4/10/2007

   

   

2,067,580


   

   

   

TOTAL

   

   

6,231,293


   

   

   

Food & Drug Retailers--0.2%

   

   

   

   

500,000

   

Meyer (Fred), Inc., Company Guarantee, 7.45%, 3/1/2008

   

   

534,930


   

   

   

Food Products--1.7%

   

   

   

   

1,750,000

   

General Mills, Inc., Note, 6.00%, 2/15/2012

   

   

1,701,543

   

5,000

   

Grand Metropolitan Investment Corp., 9.00%, 8/15/2011

   

   

5,994

   

2,550,000

   

Kellogg Co., 6.60%, 4/1/2011

   

   

2,625,404

   

1,250,000

   

Kraft Foods, Inc., Note, 5.625%, 11/1/2011

   

   

1,211,850


   

   

   

TOTAL

   

   

5,544,791


   

   

   

Forest Products--1.8%

   

   

   

   

3,500,000

   

Quno Corp., Sr. Note, 9.125%, 5/15/2005

   

   

3,580,535

   

25,000

   

Union Camp Corp., Note, 6.50%, 11/15/2007

   

   

25,874

   

750,000

   

Westvaco Corp., Deb., 7.75%, 2/15/2023

   

   

766,845

   

450,000

1

Weyerhaeuser Co., Bond, 7.375%, 3/15/2032

   

   

454,770

   

25,000

   

Weyerhaeuser Co., Deb., 9.05%, 2/1/2003

   

   

26,086

   

1,250,000

1

Weyerhaeuser Co., Note, 6.125%, 3/15/2007

   

   

1,267,975


   

   

   

TOTAL

   

   

6,122,085


   

   

   

Health Services--1.1%

   

   

   

   

1,550,000

   

Guidant Corp., 6.15%, 2/15/2006

   

   

1,571,142

   

2,000,000

   

UnitedHealth Group, Inc., 7.50%, 11/15/2005

   

   

2,137,380


   

   

   

TOTAL

   

   

3,708,522


   

   

   

Industrial Products & Equipment--0.4%

   

   

   

   

25,000

   

Ingersoll-Rand Co., Note, 6.51%, 12/1/2004

   

   

25,961

   

1,750,000

   

Tyco International Group SA, Note, 6.375%, 10/15/2011

   

   

1,395,625


   

   

   

TOTAL

   

   

1,421,586


   

   

   

Insurance--3.3%

   

   

   

   

500,000

   

CIGNA Corp., Sr. Note, 7.40%, 1/15/2003

   

   

512,880

   

1,975,000

   

Continental Corp., Unsecd. Note, 7.25%, 3/1/2003

   

   

1,957,719

   

2,000,000

   

Delphi Financial Group, Inc., Note, 8.00%, 10/1/2003

   

   

2,067,340

   

2,000,000

1

Equitable Life, Note, 7.70%, 12/1/2015

   

   

2,115,620

   

15,000

   

Lincoln National Corp., Note, 7.625%, 7/15/2002

   

   

15,159

Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Insurance--continued

   

   

   

$

2,000,000

1

Reinsurance Group of America, Sr. Note, 7.25%, 4/1/2006

   

$

2,086,480

   

1,000,000

   

St. Paul Cos., Inc., MTN, Series MTNB, 7.29%, 8/28/2007

   

   

1,065,410

   

1,150,000

1

Union Central Life Insurance Co., Note, 8.20%, 11/1/2026

   

   

1,138,880


   

   

   

TOTAL

   

   

10,959,488


   

   

   

Leisure & Entertainment--2.2%

   

   

   

   

3,900,000

   

International Speedway Corp., 7.875%, 10/15/2004

   

   

4,061,694

   

3,200,000

   

Viacom, Inc., Sr. Deb., 8.25%, 8/1/2022

   

   

3,318,272


   

   

   

TOTAL

   

   

7,379,966


   

   

   

Metals & Mining--3.0%

   

   

   

   

3,000,000

   

Barrick Gold Corp., Deb., 7.50%, 5/1/2007

   

   

3,155,520

   

2,922,000

   

Inco Ltd., Note, 9.60%, 6/15/2022

   

   

3,058,691

   

2,405,000

   

Noranda, Inc., Deb., 8.125%, 6/15/2004

   

   

2,482,008

   

875,000

   

Noranda, Inc., Deb., 8.625%, 7/15/2002

   

   

882,875

   

750,000

   

Placer Dome, Inc., Bond, 8.50%, 12/31/2045

   

   

642,946


   

   

   

TOTAL

   

   

10,222,040


   

   

   

Oil & Gas--5.8%

   

   

   

   

10,000

   

Atlantic Richfield Co., Deb., 9.125%, 3/1/2011

   

   

12,168

   

1,000,000

   

Conoco Funding Co., 6.35%, 10/15/2011

   

   

1,012,420

   

1,500,000

1

EOG Company of Canada, Company Guarantee, 7.00%, 12/1/2011

   

   

1,521,450

   

1,250,000

   

Enterprise Oil, Sr. Note, 7.00%, 5/1/2018

   

   

1,298,988

   

1,000,000

   

Global Marine, Inc., Sr. Note, 7.125%, 9/1/2007

   

   

1,047,040

   

3,300,000

   

Husky Oil Ltd., Deb., 7.55%, 11/15/2016

   

   

3,406,557

   

750,000

   

Husky Oil Ltd., Sr. Note, 7.125%, 11/15/2006

   

   

785,812

   

500,000

   

Norcen Energy Resources, Inc., Sr. Deb., 6.80%, 7/2/2002

   

   

503,900

   

1,350,000

   

Pemex Finance Ltd., 9.125%, 10/13/2010

   

   

1,484,352

   

1,000,000

   

Sun Co., Inc., 9.00%, 11/1/2024

   

   

1,111,030

   

2,450,000

   

Tosco Corp., 8.125%, 2/15/2030

   

   

2,845,969

   

1,000,000

   

Union Pacific Resources Group, Inc., Unsecd. Note, 7.00%, 10/15/2006

   

   

1,058,540

   

1,000,000

   

Valero Energy Corp., Note, 7.50%, 4/15/2032

   

   

1,012,410

   

1,750,000

1

WCG Note Trust, Secd. Note, 8.25%, 3/15/2004

   

   

1,782,760

   

650,000

   

Williams Cos., Inc., Note, 6.625%, 11/15/2004

   

   

651,286


   

   

   

TOTAL

   

   

19,534,682


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Pharmaceutical--0.7%

   

   

   

$

1,750,000

   

American Home Products Corp., 6.25%, 3/15/2006

   

$

1,815,870

   

350,000

   

American Home Products Corp., Note, 7.90%, 2/15/2005

   

   

381,651

   

100,000

   

Lilly (Eli) & Co., Unsecd. Note, 6.25%, 3/15/2003

   

   

103,117


   

   

   

TOTAL

   

   

2,300,638


   

   

   

Printing & Publishing--1.3%

   

   

   

   

1,500,000

   

News America Holdings, Inc., Company Guarantee, 9.25%, 2/1/2013

   

   

1,712,775

   

2,700,000

   

Reed Elsevier Capital, Inc., Company Guarantee, 6.75%, 8/1/2011

   

   

2,779,542


   

   

   

TOTAL

   

   

4,492,317


   

   

   

Rail Industry--0.9%

   

   

   

   

790,789

   

Atchison Topeka & SF RR, Equip. Trust, 6.55%, 1/6/2013

   

   

795,115

   

913,581

   

Burlington Northern Santa Fe, Pass Thru Cert., 7.57%, 1/2/2021

   

   

975,056

   

1,250,000

   

Canadian Pacific RR, Bond, 6.25%, 10/15/2011

   

   

1,237,400


   

   

   

TOTAL

   

   

3,007,571


   

   

   

Real Estate--1.6%

   

   

   

   

3,250,000

   

EOP Operating LP, 7.375%, 11/15/2003

   

   

3,386,305

   

1,000,000

   

Price REIT, Inc., Sr. Note, 7.50%, 11/5/2006

   

   

1,052,690

   

900,000

   

SUSA Partnership, Deb., 7.50%, 12/1/2027

   

   

902,583


   

   

   

TOTAL

   

   

5,341,578


   

   

   

Retailers--2.5%

   

   

   

   

1,550,000

   

CVS Corp., 5.625%, 3/15/2006

   

   

1,555,441

   

850,000

   

Dayton-Hudson Corp., Deb., 8.50%, 12/1/2022

   

   

916,445

   

2,250,000

   

Federated Department Stores, Inc., Sr. Note, 8.125%, 10/15/2002

   

   

2,314,238

   

3,000,000

   

TJX Cos., Inc., 7.45%, 12/15/2009

   

   

3,105,450

   

500,000

   

Target Corp., Note, 5.40%, 10/1/2008

   

   

495,150

   

200,000

   

Wal-Mart Stores, Inc., Unsecd. Note, 6.50%, 6/1/2003

   

   

208,294


   

   

   

TOTAL

   

   

8,595,018


   

   

   

Services--0.2%

   

   

   

   

500,000

   

Olsten Corp., Sr. Note, 7.00%, 3/15/2006

   

   

508,930


   

   

   

Sovereign--1.0%

   

   

   

   

1,200,000

   

Korea Development Bank, Sr. Unsub., 6.50%, 11/15/2002

   

   

1,217,844

   

1,000,000

   

Quebec, Province of, 5.50%, 4/11/2006

   

   

1,024,760

   

1,000,000

   

Sweden, Government of, Deb., 10.25%, 11/1/2015

   

   

1,247,620


   

   

   

TOTAL

   

   

3,490,224


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Steel--0.4%

   

   

   

$

1,250,000

1

Allegheny Technologies, Inc., Note, 8.375%, 12/15/2011

   

$

1,295,913


   

   

   

Supranational--0.7%

   

   

   

   

2,100,000

   

Corp Andina De Fomento, Bond, 7.375%, 1/18/2011

   

   

2,180,829


   

   

   

Technology Services--1.1%

   

   

   

   

1,500,000

   

Computer Sciences Corp., Note, 7.375%, 6/15/2011

   

   

1,576,215

   

2,000,000

   

Unisys Corp., Sr. Note, 8.125%, 6/1/2006

   

   

2,055,000


   

   

   

TOTAL

   

   

3,631,215


   

   

   

Telecommunications & Cellular--5.6%

   

   

   

   

2,000,000

1

AT&T Corp., Sr. Note, 7.30%, 11/15/2011

   

   

1,886,300

   

800,000

   

AT&T Wireless Group, Sr. Note, 7.875%, 3/1/2011

   

   

790,712

   

250,000

   

Bell Atlantic-New Jersey, Deb., 5.875%, 2/1/2004

   

   

258,955

   

1,650,000

   

BellSouth Telecommunications, Inc., Note, 6.00%, 6/15/2002

   

   

1,658,102

   

3,100,000

   

CenturyTel, Inc., 8.375%, 10/15/2010

   

   

3,197,247

   

1,350,000

   

Citizens Communications Co., Note, 9.25%, 5/15/2011

   

   

1,455,975

   

1,650,000

   

Citizens Communications Co., Deb., 6.80%, 8/15/2026

   

   

1,690,738

   

100,000

   

GTE Southwest, Inc., Deb., 6.54%, 12/1/2005

   

   

104,533

   

750,000

   

Intermedia Communications, Inc., Sr. Sub. Note, Series B, 12.25%, 3/1/2009

   

   

393,750

   

650,000

   

MetroNet Communications Corp., Sr. Note, 12.00%, 8/15/2007

   

   

118,624

   

2,000,000

   

MetroNet Escrow Corp., Sr. Note, 10.625%, 11/1/2008

   

   

330,000

   

100,000

   

New York Telephone Co., Unsecd. Note, 6.25%, 2/15/2004

   

   

103,459

   

115,000

   

Ohio Bell Telephone Co., Unsecd. Note, 6.125%, 5/15/2003

   

   

118,194

   

1,000,000

   

Qwest Capital Funding, 7.75%, 2/15/2031

   

   

723,750

   

1,000,000

   

Qwest Capital Funding, Company Guarantee, 7.25%, 2/15/2011

   

   

742,500

   

2,000,000

1

Sprint Capital Corp., Note, 8.375%, 3/15/2012

   

   

1,988,300

   

3,125,000

   

Telecom de Puerto Rico, Note, 6.65%, 5/15/2006

   

   

3,180,875


   

   

   

TOTAL

   

   

18,742,014


   

   

   

Utilities--5.1%

   

   

   

   

2,250,000

   

Arizona Public Service Co., Note, 6.375%, 10/15/2011

   

   

2,212,763

   

250,000

   

Consolidated Edison Co., Deb., Series 92B, 7.625%, 3/1/2004

   

   

265,740

   

1,250,000

   

DPL, Inc., Sr. Note, 6.875%, 9/1/2011

   

   

1,234,088

   

1,250,000

   

Enersis S.A., Note, 7.40%, 12/1/2016

   

   

1,129,787

   

2,000,000

   

FirstEnergy Corp., Note, 6.45%, 11/15/2011

   

   

1,879,320

   

1,000,000

   

Gulf States Utilities, 1st Mtg. Bond, Series 2005B, 6.77%, 8/1/2005

   

   

1,010,090

   

1,600,000

   

Homer City Funding LLC, Sr. Secd. Note, 8.734%, 10/1/2026

   

   

1,538,024

   

350,000

1

Israel Electric Corp. Ltd., 7.95%, 5/30/2011

   

   

360,189

Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Utilities--continued

   

   

   

$

1,500,000

1

Israel Electric Corp. Ltd., Sr. Note, 7.875%, 12/15/2026

   

$

1,337,894

   

100,000

   

Louisiana Power & Light Co., 1st Mtg. Bond, 7.50%, 11/1/2002

   

   

100,447

   

30,000

   

Michigan Consolidated Gas, 1st Mtg. Bond, 6.80%, 6/15/2003

   

   

31,034

   

1,350,000

   

MidAmerican Energy Co., Unsecd. Note, 6.75%, 12/30/2031

   

   

1,295,649

   

180,000

   

Minnesota Power and Light Co., 1st Mtg. Bond, 7.75%, 6/1/2007

   

   

186,644

   

2,000,000

   

PSEG Power LLC, 7.75%, 4/15/2011

   

   

2,096,780

   

1,000,000

3

Pacific Gas & Electric Co., Unsecd. Note, Series B, 7.75%, 6/30/2004

   

   

895,000

   

100,000

   

Reliant Energy, Inc., Collateral Trust, Series C, 6.50%, 4/21/2003

   

   

102,118

   

5,000

   

Sonat, Inc., Note, 6.875%, 6/1/2005

   

   

5,042

   

1,000,000

1

Tenaga Nasional Berhad, Deb., 7.50%, 1/15/2096

   

   

785,070

   

900,000

   

Utilicorp United, Inc., Sr. Note, 7.95%, 2/1/2011

   

   

880,092


   

   

   

TOTAL

   

   

17,345,771


   

   

   

TOTAL CORPORATE BONDS (IDENTIFIED COST $231,070,006)

   

   

232,081,018


   

   

   

U.S. GOVERNMENT AGENCIES--11.3%

   

   

   

   

100,000

   

Federal Home Loan Bank System, 6.00%, 6/30/2003

   

   

103,891

   

1,000,000

   

Federal Home Loan Bank System, 6.00%, 7/7/2004

   

   

1,050,480

   

1,750,000

   

Federal Home Loan Bank System, 6.00%, 5/17/2006

   

   

1,753,325

   

1,000,000

   

Federal Home Loan Bank System, 6.10%, 4/7/2003

   

   

1,034,070

   

1,000,000

   

Federal Home Loan Bank System, 6.11%, 4/17/2003

   

   

1,035,170

   

1,500,000

   

Federal Home Loan Bank System, 7.00%, 7/16/2009

   

   

1,565,835

   

4,000,000

   

Federal Home Loan Mortgage Corp., Deb., 6.22%, 3/18/2008

   

   

4,078,680

   

10,000,000

   

Federal Home Loan Mortgage Corp., Note, 4.875%, 3/15/2007

   

   

10,021,700

   

8,000,000

   

Federal Home Loan Mortgage Corp., Note, 6.875%, 1/15/2005

   

   

8,599,360

   

1,138,108

   

Federal Home Loan Mortgage Corp., Series 1228H, 7.00%, 2/15/2022

   

   

1,186,693

   

1,470,000

   

Federal Home Loan Mortgage Corp., Series 1468M, 7.00%, 1/15/2010

   

   

1,540,104

   

848,883

   

Federal Home Loan Mortgage Corp., Series 24, Class VB, 6.50%, 7/25/2010

   

   

851,684

   

150,000

   

Federal National Mortgage Association, MTN, 6.25%, 12/13/2002

   

   

153,762

   

1,000,000

   

Federal National Mortgage Association, Series 1992-124, Class D, 7.00%, 4/25/2010

   

   

1,039,240

   

2,000,000

   

Federal National Mortgage Association, Series 1993-139, Class KD, 7.00%, 7/25/2006

   

   

2,035,160

   

503,267

   

Federal National Mortgage Association, Series 1994-79, Class G, 7.00%, 11/25/2004

   

   

520,286

   

1,000,000

   

Federal National Mortgage Association, Series 1996-68, Class VC, 6.50%, 9/18/2010

   

   

1,025,830

   

591,002

   

Federal National Mortgage Association, Series G93-31, Class H, 7.00%, 2/25/2013

   

   

591,924


   

   

   

TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $37,215,780)

   

   

38,187,194


Principal
Amount
or Shares

  

  

Value

   

   

   

MUNICIPALS--2.7%

   

   

   

   

   

   

Education--0.4%

   

   

   

$

1,100,000

   

Harvard University, Revenue Bonds, 8.125% Bonds, 4/15/2007

   

$

1,242,329


   

   

   

Municipal Services--2.3%

   

   

   

   

1,250,000

   

Atlanta & Fulton County, GA, Recreation Authority, Taxable Revenue Bonds, Series 1997, 7.00% Bonds (Downtown Arena Project)/(FSA INS), 12/1/2028

   

   

1,281,237

   

1,325,000

   

Kansas City, MO, Redevelopment Authority, 7.65% Bonds (Auditorium Project), (FSA INS), 11/1/2018

   

   

1,398,457

   

2,000,000

   

McKeesport, PA, Taxable GO, Series B 1997, 7.30% Bonds (MBIA INS), 3/1/2020

   

   

2,059,840

   

1,000,000

   

Miami Florida Revenue Pension Obligation, 7.20% Bonds (AMBAC INS), 12/1/2025

   

   

1,010,850

   

1,000,000

   

Pittsburgh, PA Urban Redevelopment Authority, 9.07% Bonds (CGIC GTD), 9/1/2014

   

   

1,104,020

   

1,000,000

   

St. Johns County, FL Convention Center, Taxable Municipal Revenue Bonds, 8.00% Bonds (FSA INS), 1/1/2026

   

   

1,057,900


   

   

   

TOTAL

   

   

7,912,304


   

   

   

TOTAL MUNICIPALS (IDENTIFIED COST $8,710,168)

   

   

9,154,633


   

   

   

PREFERRED STOCKS--1.0%

   

   

   

   

   

   

Financial Intermediaries--1.0%

   

   

   

   

70,000

   

Citigroup, Inc., Cumulative Pfd. (IDENTIFIED COST $3,343,620)

   

   

3,353,441


   

   

   

MUTUAL FUNDS--4.4%

   

   

   

   

1,209,016

   

Federated Mortgage Core Portfolio

   

   

12,259,423

   

2,594,670

   

Prime Value Obligations Fund, Class IS

   

   

2,594,670


   

   

   

TOTAL MUTUAL FUNDS (IDENTIFIED COST $14,617,431)

   

   

14,854,093


   

   

   

U.S. TREASURY SECURITIES--7.6%

   

   

   

$

12,000,000

   

United States Treasury Bond, 11/15/2027

   

   

2,692,080

   

13,000,000

   

United States Treasury Note, 3.50%, 11/15/2006

   

   

12,522,640

   

10,445,000

   

United States Treasury Note, 4.875%, 2/15/2012

   

   

10,268,896


   

   

   

TOTAL U.S. TREASURY SECURITIES (IDENTIFIED COST $25,394,875)

   

   

25,483,616


   

   

   

TOTAL INVESTMENTS (IDENTIFIED COST $330,275,255)4

   

$

333,082,048


1 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. These securities have been deemed liquid based upon criteria approved by the Fund's Board of Trustees. At April 30, 2002, these securities amounted to $30,647,731 which represents 9.1% of net assets.

2 Certain principal amount on loan to broker.

3 Non-incoming producing security.

4 The cost for federal income tax purposes is $330,364,212. The net unrealized appreciation of investments on a federal tax basis amounts to $2,717,836 which is comprised of $8,603,255 appreciation and $5,885,419 depreciation at April 30, 2002.

Note: The categories of investments are shown as a percentage of net assets ($336,723,202) at April 30, 2002.

The following acronyms are used throughout this portfolio:

 

AMBAC

--American Municipal Bond Assurance Corporation

CGIC

--Capital Guaranty Insurance Corporation

FSA

--Financial Security Assurance

GO

--General Obligation

GTD

--Guaranteed

INS

--Insured

MBIA

--Municipal Bond Investors Assurance

MTN

--Medium Term Note

REIT

--Real Estate Investment Trust

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

April 30, 2002

 

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value (identified cost $330,275,255)

   

   

   

   

$

333,082,048

   

Cash held as collateral for securities lending

   

   

   

   

   

887,260

   

Income receivable

   

   

   

   

   

5,543,744

   

Receivable for investments sold

   

   

   

   

   

2,433,458

   

Receivable for shares sold

   

   

   

   

   

375,021

   


TOTAL ASSETS

   

   

   

   

   

342,321,531

   


Liabilities:

   

   

   

   

   

   

   

Payable for investments purchased

   

$

2,424,615

   

   

   

   

Payable for shares redeemed

   

   

1,092,780

   

   

   

   

Income distribution payable

   

   

1,183,912

   

   

   

   

Payable for collateral due to broker

   

   

887,260

   

   

   

   

Accrued expenses

   

   

9,762

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

5,598,329

   


Net assets for 34,093,792 shares outstanding

   

   

   

   

$

336,723,202

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

343,996,148

   

Net unrealized appreciation of investments

   

   

   

   

   

2,806,793

   

Accumulated net realized loss on investments

   

   

   

   

   

(10,079,753

)

Distributions in excess of investment income

   

   

   

   

   

14

   


TOTAL NET ASSETS

   

   

   

   

$

336,723,202

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$293,261,950 ÷ 29,693,245 shares outstanding

   

   

   

   

   

$9.88

   


Institutional Service Shares:

   

   

   

   

   

   

   

$43,461,252 ÷ 4,400,547 shares outstanding

   

   

   

   

   

$9.88

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended April 30, 2002

 

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Dividends

   

   

   

   

   

   

   

   

   

$

854,831

   

Interest (including income on securities loaned of $6,849)

   

   

   

   

   

   

   

   

   

   

22,163,177

   


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

23,018,008

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee

   

   

   

   

   

$

1,714,258

   

   

   

   

   

Administrative personnel and services fee

   

   

   

   

   

   

257,997

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

22,195

   

   

   

   

   

Transfer and dividend disbursing agent fees and expenses

   

   

   

   

   

   

114,606

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

6,929

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

12,903

   

   

   

   

   

Legal fees

   

   

   

   

   

   

3,928

   

   

   

   

   

Portfolio accounting fees

   

   

   

   

   

   

97,344

   

   

   

   

   

Distribution services fee--Institutional Service Shares

   

   

   

   

   

   

106,954

   

   

   

   

   

Shareholder services fee--Institutional Shares

   

   

   

   

   

   

750,175

   

   

   

   

   

Shareholder services fee--Institutional Service Shares

   

   

   

   

   

   

106,954

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

42,816

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

43,877

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

1,157

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

5,339

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

3,287,432

   

   

   

   

   


Waivers and Reimbursement:

   

   

   

   

   

   

   

   

   

   

   

   

Waiver of investment adviser fee

   

$

(413,075

)

   

   

   

   

   

   

   

   

Waiver of transfer and dividend disbursing agent fees and expenses

   

   

(8,313

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Institutional Service Shares

   

   

(106,954

)

   

   

   

   

   

   

   

   

Waiver of shareholder services fee- Institutional Shares

   

   

(750,175

)

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

   

(1,164

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

   

(1,279,681

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

2,007,751

   


Net investment income

   

   

   

   

   

   

   

   

   

   

21,010,257

   


Realized and Unrealized Gain (Loss) on Investments:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized loss on investments

   

   

   

   

   

   

   

   

   

   

(1,093,530

)

Net change in unrealized appreciation of investments

   

   

   

   

   

   

   

   

   

   

1,561,000

   


Net realized and unrealized gain on investments

   

   

   

   

   

   

   

   

   

   

467,470

   


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

21,477,727

   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

 

 

Year Ended April 30

  

   

2002

   

  

   

2001

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

21,010,257

   

   

$

21,916,826

   

Net realized loss on investments

   

   

(1,093,530

)

   

   

(1,151,723

)

Net change in unrealized appreciation/depreciation of investments

   

   

1,561,000

   

   

   

14,511,383

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

21,477,727

   

   

   

35,276,486

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(18,487,427

)

   

   

(19,899,706

)

Institutional Service Shares

   

   

(2,530,433

)

   

   

(1,969,657

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(21,017,860

)

   

   

(21,869,363

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

108,568,339

   

   

   

94,663,101

   

Net asset value of shares issued to shareholders in payment of distributions declared

   

   

6,622,690

   

   

   

5,533,409

   

Cost of shares redeemed

   

   

(115,423,165

)

   

   

(89,910,908

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

(232,136

)

   

   

10,285,602

   


Change in net assets

   

   

227,731

   

   

   

23,692,725

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

336,495,471

   

   

   

312,802,746

   


End of period

   

$

336,723,202

   

   

$

336,495,471

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

April 30, 2002

ORGANIZATION

Federated Income Securities Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of two portfolios. The financial statements included herein are only those of Federated Intermediate Income Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolio are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Institutional Service Shares.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles ("GAAP").

Investment Valuation

U.S. government securities, listed corporate bonds, other fixed income and asset-backed securities, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Listed equity securities are valued at the last sale price reported on a national securities exchange. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end registered investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Trustees (the "Trustees").

Repurchase Agreements

It is the policy of the Fund to require the custodian bank to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian bank's vault, all securities held as collateral under repurchase agreement transactions. Additionally, procedures have been established by the Fund to monitor, on a daily basis, the market value of each repurchase agreement's collateral to ensure that the value of collateral at least equals the repurchase price to be paid under the repurchase agreement.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's adviser to be creditworthy pursuant to the guidelines and/or standards reviewed or established by the Trustees. Risks may arise from the potential inability of counterparties to honor the terms of the repurchase agreement. Accordingly, the Fund could receive less than the repurchase price on the sale of collateral securities. The Trust along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Investment Income, Expenses and Distributions

Interest income and expenses are accrued daily. All discounts/premiums are accreted/amortized as required. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Effective May 1, 2001, the Fund has adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and accretes discount and amortizes premium on long-term debt securities. The cumulative effect of this accounting change had no impact on the total net assets of the Fund, but resulted in adjustments to the financial statements as follows:

 

As of 5/1/2001

For the Year Ended 4/30/2002

  

Cost of
Investments

  

Undistributed Net
Investment Income

  

Net
Investment
Income

  

Net Unrealized
Appreciation/
Depreciation

  

Net Realized
Loss

Increase (Decrease)

   

$19,795

   

$(19,795)

   

$(7,615)

   

$9,069

   

$(1,454)


The Statement of Changes in Net Assets and Financial Highlights for prior periods have not been restated to reflect this change in presentation.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences are due to various book and tax adjustments. The following reclassifications have been made to the financial statements.

 

Increase (Decrease)

Paid-In Capital

  

Undistributed Net
Investment Income

  

Accumulated Net
Realized Gain/Loss

$(8)

   

$27,412

   

$(27,404)


Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

As of April 30, 2002, the tax composition of dividends was as follow:

 

Ordinary income

  

$21,017,860


Long-term capital gains

  

$  --


As of April 30, 2002, the components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income

  

$1,183,926


Undistributed long-term capital gains

  

$  --


Unrealized appreciation

  

$ 2,717,836


At year end, there were no significant differences between the GAAP basis and tax basis of components of net assets, other than differences in the net unrealized appreciation (depreciation) in the value of investments attributable to the tax treatment of premium and discount and wash sales loss deferrals.

Federal Taxes

It is the Fund's policy to comply with the provisions of the Internal Revenue Code, as amended, (the "Code") applicable to regulated investment companies and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

At April 30, 2002, the Fund, for federal tax purposes, had a capital loss carryforward of $7,408,388 which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

 

Expiration Year

  

Expiration Amount

2003

 

$  519,125


2004

 

1,187,066


2007

 

135,079


2008

 

1,141,628


2009

 

4,425,490


The availability of a portion of these capital loss carryforwards, which were acquired in connection with the CCB Bond reorganization on July 23, 1999, may be limited in a given year.

Net capital losses of $2,582,408, attributable to security transactions occurring after October 31, 2001 are treated as arising on May 1, 2002, the first day of the Fund's next taxable year.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued securities on the trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Securities Lending

The Fund participates in a securities lending program providing for the lending of corporate bonds, equity and government securities to qualified brokers. Collateral for securities loaned must be in cash or government securities. Collateral is maintained at a minimum level of 102% of the market value on investments loaned, plus interest, if applicable. Earnings on collateral are allocated between the custodian, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of April 30, 2002, securities subject to this type of arrangement and related collateral were as follows:

 

Market Value of Securities Loaned

  

Market Value of Collateral

$859,503

  

$887,260


Restricted Securities

Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer's expense either upon demand by the Fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid under criteria established by the Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, at the fair value as determined by the Fund's pricing committee.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts of assets, liabilities, expenses and revenues reported in the financial statements. Actual results could differ from those estimated.

Other

Investment transactions are accounted for on a trade date basis.

SHARES OF BENEFICIAL INTEREST

The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

Transactions in shares were as follows:

 

Year Ended April 30

  

2002

  

2001

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

7,637,368

   

   

$

76,235,821

   

   

7,091,961

   

   

$

69,118,887

   

Shares issued to shareholders in payment of distributions declared

   

425,557

   

   

   

4,252,781

   

   

381,411

   

   

   

3,706,876

   

Shares redeemed

   

(8,829,700

)

   

   

(88,026,244

)

   

(8,180,053

)

   

   

(79,300,609

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   

(766,775

)

   

$

(7,537,642

)

   

(706,681

)

   

$

(6,474,846

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended April 30

  

2002

  

2001

Institutional Service Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

3,238,016

   

   

   

$32,332,518

   

   

2,657,607

   

   

   

$25,544,214

   

Shares issued to shareholders in payment of distributions declared

   

237,208

   

   

   

2,369,909

   

   

187,610

   

   

   

1,826,533

   

Shares redeemed

   

(2,747,206

)

   

   

(27,396,921

)

   

(1,093,418

)

   

   

(10,610,299

)


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS

   

728,018

   

   

$

7,305,506

   

   

1,751,799

   

   

   

$16,760,448

   


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

(38,757

)

   

$

(232,136

)

   

1,045,118

   

   

   

$10,285,602

   


INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.50% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at it sole discretion.

Pursuant to an Exemptive Order, the Fund may invest in Federated Prime Value Obligations Fund, which is managed by the Fund's Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions.

Administrative Fee

Federated Services Company ("FServ"), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. The fee paid to FServ is based on a scale that ranges from 0.150% to 0.075% of the average aggregate daily net assets of all funds advised by subsidiaries of Federated Investors, Inc., subject to a $125,000 minimum per portfolio and $30,000 per each additional class.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares. The Plan provides that the Fund may incur distribution expenses up to 0.25% of average daily net assets of the Institutional Service Shares, annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund for the period. The fee paid to FSSC is used to finance certain services for shareholders and to maintain shareholder accounts. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

FServ, through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type and number of accounts and transactions made by shareholders. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses.

General

Certain of the Officers and Trustees of the Trust are Officers and Directors or Trustees of the above companies.

INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term securities (and in-kind contributions), for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

43,486,416


Sales

  

$

84,542,996


Purchases and sales of long-term U.S. government securities for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

105,019,321


Sales

  

$

84,781,771


FEDERAL INCOME TAX INFORMATION (UNAUDITED)

For the year ended April 30, 2002, the Fund did not designate any long-term capital gains dividends.

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FEDERATED INTERMEDIATE INCOME FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of the Federated Intermediate Income Fund (the "Fund"), one of the portfolios constituting Federated Income Securities Trust, as of April 30, 2002, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2002, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Intermediate Income Fund, a portfolio of Federated Income Securities Trust, at April 30, 2002, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States.

 

Ernst & Young LLP

Boston, Massachusetts
June 17, 2002

Board of Trustees and Fund Officers

The following table gives information about each Board member and the senior officers of the Fund. The tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Federated Fund Complex consists of 139 investment company portfolios. Unless otherwise noted, each Board member: oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Fund Trustees and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and
Other Directorships Held

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

 

 


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).

Previous Position: Vice President, Walsh & Kelly, Inc.

 

 

 


OFFICERS

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


Randall S. Bauer
Birth Date: November 16, 1957
VICE PRESIDENT

 

Randall S. Bauer has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

 

 

 


<R>

A Statement of Additional Information (SAI) dated June 30, 2002, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to make inquiries, call your investment professional or the Fund at 1-800-341-7400.

</R>

You can obtain information about the Fund (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

Federated
World-Class Investment Manager

Federated Intermediate Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

Investment Company Act File No. 811-4577

Federated is a registered mark of Federated Investors, Inc. 2002 ©Federated Investors, Inc.

 

Cusip 31420C407

<R>

3090804A-IS (6/02)

</R>

 

Federated Investors
World-Class Investment Manager

Federated Intermediate Income Fund

A Portfolio of Federated Income Securities Trust

 

PROSPECTUS

<R>

June 30, 2002

</R>

INSTITUTIONAL SERVICE SHARES

A mutual fund seeking to provide current income by investing in a diversified portfolio of investment grade securities, which are rated in one of the four highest categories by a nationally recognized statistical rating organization.

As with all mutual funds, the Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

NOT FDIC INSURED * MAY LOSE VALUE * NO BANK GUARANTEE

CONTENTS

Risk/Return Summary 1

What are the Fund's Fees and Expenses? 4

What are the Fund's Investment Strategies? 5

What are the Principal Securities in Which the Fund Invests? 7

What are the Specific Risks of Investing in the Fund? 9

What Do Shares Cost? 11

How is the Fund Sold? 12

How to Purchase Shares 12

How to Redeem Shares 14

Account and Share Information 16

Who Manages the Fund? 17

Financial Information 19

Report of Ernst & Young LLP, Independent Auditors 41

Board of Trustees and Fund Officers 42

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to provide current income. While there is no assurance that the Fund will achieve its investment objective, it endeavors to do so by following the strategies and policies described in this prospectus.

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

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The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of corporate debt securities, U.S. government and privately issued mortgage backed securities, and U.S. treasury and agency securities. The Fund's investment adviser (the "Adviser") seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk.

</R>

<R>

Although the value of the Fund's Shares will fluctuate, the Adviser will seek to manage the magnitude of fluctuation by limiting the Fund's dollar-weighted average maturity to between three and ten years and duration to between three and seven years. Maturity reflects the time until a fixed income security becomes payable. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

</R>

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund's returns include:

  • <R>
  • Interest Rate Risks. Prices of fixed income securities generally fall when interest rates rise.
  • </R>
  • Credit Risks. There is a possibility that issuers of securities in which the Fund may invest may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
  • <R>
  • Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, the Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of mortgage backed securities may not rise to as great an extent as that of other fixed income securities.
  • </R>

The Shares offered by this prospectus are not deposits or obligations of any bank, are not endorsed or guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other government agency.

Risk/Return Bar Chart and Table

<R>

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Institutional Service Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

</R>

 

<R>

The Fund's Institutional Service Shares are sold without a sales charge (load). The total returns shown in the bar chart above are based upon the net asset value.

</R>

<R>

The Fund's Institutional Service Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.38)%.

</R>

<R>

Within the period shown in the bar chart, the Fund's Institutional Service Shares highest quarterly return was 6.62% (quarter ended June 30, 1995). Its lowest quarterly return was (2.28)% (quarter ended March 31, 1996).

</R>

Average Annual Total Return Table

<R>

Return Before Taxes is shown. In addition, Return After Taxes is shown for Institutional Service Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Lehman Brothers Government/Credit Index (LBGC), Lehman Brothers Credit Bond Index (LBCB), Lehman Brothers Intermediate Government/Credit Index (LBIGC), broad-based market indexes and the Lipper Intermediate-Term Investment Grade Debt Funds Average (LIIGDFA), an average of funds with similar investment objectives. Index and average returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes and averages are unmanaged, and it is not possible to invest directly in an index or average.

</R>

<R>

(For the periods ended December 31, 2001)

</R>

 

<R> </R>

  

<R>1 Year</R>

  

<R>5 Years</R>

  

<R>Life of
the Fund1</R>

<R>Institutional Service Shares:</R>

<R> </R>

<R> </R>

<R> </R>

<R>Return Before Taxes</R>

 

<R> 7.39%</R>

 

<R>6.25%</R>

 

<R>6.34%</R>

<R>Return After Taxes on Distributions2</R>

 

<R> 4.90%</R>

 

<R>3.73%</R>

 

<R>3.77%</R>

<R>Return After Taxes on Distributions and Sale of Fund Shares2</R>

 

<R> 4.47%</R>

 

<R>3.74%</R>

 

<R>3.77%</R>

<R>LBGC</R>

 

<R>10.40%</R>

 

<R>7.22%</R>

 

<R>6.81%</R>

<R>LBCB</R>

 

<R> 8.50%</R>

 

<R>7.37%</R>

 

<R>7.06%</R>

<R>LBIGC</R>

 

<R> 8.96%</R>

 

<R>7.10%</R>

 

<R>6.56%</R>

<R>LIIGDFA</R>

 

<R> 7.59%</R>

 

<R>6.44%</R>

 

<R>5.98%</R>

<R>

1 The Fund's Institutional Shares start of performance date was December 20, 1993.

</R>

<R>

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

What are the Fund's Fees and Expenses?

FEDERATED INTERMEDIATE INCOME FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund's Institutional Service Shares.

 

Shareholder Fees

  

Fees Paid Directly From Your Investment

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)

 

None

Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)

 

None

Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)

 

None

Redemption Fee (as a percentage of amount redeemed, if applicable)

 

None

Exchange Fee

 

None

Annual Fund Operating Expenses (Before Waivers)1

Expenses That are Deducted From Fund Assets (as a percentage of average net assets)

 

 

Management Fee2

 

0.50%

Distribution (12b-1) Fee3

 

0.25%

Shareholder Services Fee

 

0.25%

Other Expenses

 

0.17%

Total Annual Fund Operating Expenses

 

1.17%

1 Although not contractually obligated to do so, the Adviser and Distributor waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended April 30, 2002.

Total Waivers of Fund Expenses

 

0.37%

Total Actual Annual Fund Operating Expenses (after waivers)

 

0.80%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver) was 0.38% for the fiscal year ended April 30, 2002.

3 The Distribution (12b-1) Fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The Distribution (12b-1) Fee paid by the Fund's Institutional Service Shares (after the voluntary waiver) was 0.00% for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Institutional Service Shares with the cost of investing in other mutual funds.

<R>

The Example assumes that you invest $10,000 in the Fund's Institutional Service Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund's Institutional Service Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

</R>

 

1 Year

   

$  119


3 Years

  

$  372


5 Years

   

$  644


10 Years

   

$1,420


What are the Fund's Investment Strategies?

<R>

The Adviser actively manages the Fund's portfolio seeking current income within the Fund's investment policy parameters for limiting credit risk and share price volatility attributable to interest rate risk. The Fund limits credit risk by investing exclusively in a diversified portfolio of investment grade fixed income securities, including corporate debt securities, U.S. government and privately issued mortgage backed securities, and U.S. treasury and agency securities. Investment grade securities are rated in one of the four highest categories (BBB or higher) by a nationally recognized statistical rating organization ("NRSRO"), or if unrated, of comparable quality as determined by the Adviser. A description of the various types of securities in which the Fund invests, and their risks, immediately follows this strategy section.

</R>

The Fund's share price volatility attributable to interest rate risk is managed by maintaining, under normal market conditions, a dollar-weighted average portfolio duration of between three and seven years. Further, the dollar-weighted average portfolio maturity of the Fund will normally be between three and ten years.

<R>

Within the Fund's three to seven-year portfolio duration range, the Adviser may seek to change the Fund's interest rate volatility exposure, by lengthening or shortening duration from time-to-time based on its interest rate outlook. If the Adviser expects interest rates to decline, it will generally lengthen the Fund's duration. If the Adviser expects interest rates to increase, it will generally shorten the Fund's duration. The Adviser formulates its interest rate outlook and otherwise attempts to anticipate changes in economic and market conditions by analyzing a variety of factors, such as:

</R>

  • current and expected U.S. growth;
  • current and expected interest rates and inflation;
  • the Federal Reserve Board's monetary policy; and
  • changes in the supply of or demand for U.S. government securities.

<R>

In addition to managing the Fund's portfolio duration, the Adviser seeks to enhance the Fund's current income by selecting securities, within the Fund's credit quality range, that the Adviser expects will offer the best relative value. In other words, in selecting securities, the Adviser assesses whether the Fund will be adequately compensated for assuming the risks (such as credit risk) of a particular security by comparing the security to other securities without those risks. The Adviser continually analyzes a variety of economic and market indicators in order to arrive at the projected yield "spread" of each security type. (The spread is the difference between the yield of a security versus the yield of a U.S. Treasury security with a comparable average life.) The security's projected spread is weighed against the security's credit risk (in the case of corporate securities and privately issued asset backed and mortgage backed securities) and its risk of prepayment (in the case of asset backed and mortgage backed securities) in order to complete the analysis.

</R>

Corporate debt securities generally offer higher yields than U. S. government securities to compensate for credit risk. Similarly, asset and mortgage backed securities generally offer higher yields versus U.S. treasury securities and non-mortgage backed agency securities, to compensate for prepayment risk. The Adviser invests the Fund's portfolio seeking the higher relative returns of corporate debt securities and asset and mortgage backed securities, when available, while maintaining appropriate portfolio diversification and attempting to limit the associated credit or prepayment risks.

The Adviser attempts to manage the Fund's credit risk by selecting corporate debt securities that make default in the payment of principal and interest less likely. The Adviser uses corporate earnings analysis to determine which business sectors and credit ratings are most advantageous for investment by the Fund. In selecting individual corporate fixed income securities, the Adviser analyzes a company's business, competitive position, and financial condition to assess whether the security's credit risk is commensurate with its potential return.

The Adviser attempts to manage the Fund's prepayment risk by selecting asset and mortgage backed securities with characteristics that make prepayment less likely. Characteristics that the Adviser may consider in selecting securities include the average interest rates of the underlying mortgages and the federal agencies (if any) that securitize the mortgages. The Adviser attempts to assess the relative returns and risks for mortgage backed securities by analyzing how the timing, amount and division of cash flows might change in response to changing economic and market conditions.

There is no assurance that the Adviser's efforts to forecast market interest rates and assess the impact of market interest rates in particular will be successful.

<R>

Because the Fund refers to fixed income investments in its name, it will notify shareholders in advance of any change in its investment policies that would enable the Fund to normally invest less than 80% of its assets in fixed income investments.

</R>

TEMPORARY DEFENSIVE INVESTMENTS

The Fund may temporarily depart from its principal investment strategies by investing its assets in cash and shorter-term debt securities and similar obligations. It may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause the Fund to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders.

What are the Principal Securities in Which the Fund Invests?

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the principal types of fixed income securities in which the Fund may invest.

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a Government Sponsored Entity, or GSE). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

<R>

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments on to the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

</R>

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

INVESTMENT RATINGS FOR INVESTMENT GRADE SECURITIES

<R>

The Adviser will determine whether a security is investment grade based upon the credit ratings given by one or more NRSROs. For example, Standard & Poor's, a rating service, assigns ratings to investment grade securities (AAA, AA, A and BBB) based on their assessment of the likelihood of the issuer's inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment that the security is comparable to investment grade. If a security is downgraded below the minimum quality grade discussed above, the Adviser will reevaluate the security, but will not be required to sell it.

</R>

What are the Specific Risks of Investing in the Fund?

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.

Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

CREDIT RISKS

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.

<R>

Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Service. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.

</R>

<R>

Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.

</R>

Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

PREPAYMENT RISKS

Unlike traditional fixed income securities, which pay a fixed rate of interest until maturity (when the entire principal amount is due) payments on mortgage backed securities include both interest and a partial payment of principal. Partial payment of principal may be comprised of scheduled principal payments as well as unscheduled payments from the voluntary prepayment, refinancing, or foreclosure of the underlying loans. These unscheduled prepayments of principal create risks that can adversely affect a Fund holding mortgage backed securities.

For example, when interest rates decline, the values of mortgage backed securities generally rise. However, when interest rates decline, unscheduled prepayments can be expected to accelerate, and the Fund would be required to reinvest the proceeds of the prepayments at the lower interest rates then available. Unscheduled prepayments would also limit the potential for capital appreciation on mortgage backed securities.

Conversely, when interest rates rise, the values of mortgage backed securities generally fall. Since rising interest rates typically result in decreased prepayments, this could lengthen the average lives of mortgage backed securities, and cause their value to decline more than traditional fixed income securities.

<R>

Generally, mortgage backed securities compensate for the increased risk associated with prepayments by paying a higher yield. The additional interest paid for risk is measured by the difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread). An increase in the spread will cause the price of the mortgage backed security to decline. Spreads generally increase in response to adverse economic or market conditions. Spreads may also increase if the security is perceived to have an increased prepayment risk or is perceived to have less market demand.

</R>

What Do Shares Cost?

<R>

You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Fund does not charge a front-end sales charge. NAV is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

</R>

The Fund's current NAV and public offering price may be found in the mutual funds section of certain local newspapers under "Federated."

The required minimum initial investment for Fund Shares is $25,000. There is no required minimum subsequent investment amount.

An account may be opened with a smaller amount as long as the $25,000 minimum is reached within 90 days. An institutional investor's minimum investment is calculated by combining all accounts it maintains with the Fund. Accounts established through investment professionals may be subject to a smaller minimum investment amount. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Institutional Service Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Service Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to retail and private banking customers of financial institutions or to individuals, directly or through investment professionals.

When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

RULE 12B-1 PLAN

The Fund has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees to the Distributor and investment professionals for the sale, distribution and customer servicing of the Fund's Institutional Service Shares. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other shares with different marketing fees.

How to Purchase Shares

You may purchase Shares through an investment professional or directly from the Fund. The Fund reserves the right to reject any request to purchase Shares.

THROUGH AN INVESTMENT PROFESSIONAL

  • Establish an account with the investment professional; and
  • Submit your purchase order to the investment professional before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). You will receive the next calculated NAV if the investment professional forwards the order to the Fund on the same day and the Fund receives payment within one business day. You will become the owner of Shares and receive dividends when the Fund receives your payment.

Investment professionals should send payments according to the instructions in the sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

  • Establish your account with the Fund by submitting a completed New Account Form; and
  • Send your payment to the Fund by Federal Reserve wire or check.

You will become the owner of Shares and your Shares will be priced at the next calculated NAV after the Fund receives your wire or your check. If your check does not clear, your purchase will be canceled and you could be liable for any losses or fees incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

An institution may establish an account and place an order by calling the Fund and the Shares will be priced at the next calculated NAV after the Fund receives the order.

By Wire

Send your wire to:

State Street Bank and Trust Company

Boston, MA

Dollar Amount of Wire

ABA Number 011000028

Attention: EDGEWIRE

Wire Order Number, Dealer Number or Group Number

Nominee/Institution Name

Fund Name and Number and Account Number

You cannot purchase Shares by wire on holidays when wire transfers are restricted.

By Check

Make your check payable to The Federated Funds, note your account number on the check, and mail it to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

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Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund reserves the right to reject any purchase request. For example, to protect against check fraud the Fund may reject any purchase request involving a check that is not made payable to The Federated Funds (including, but not limited to, requests to purchase Shares using third-party checks), or involving temporary checks or credit card checks.

</R>

BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

How to Redeem Shares

You should redeem Shares:

  • through an investment professional if you purchased Shares through an investment professional; or
  • directly from the Fund if you purchased Shares directly from the Fund.

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption request to your investment professional by the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). The redemption amount you will receive is based upon the next calculated NAV after the Fund receives the order from your investment professional.

DIRECTLY FROM THE FUND

By Telephone

You may redeem Shares by simply calling the Fund at 1-800-341-7400.

If you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time), you will receive a redemption amount based on that day's NAV.

By Mail

You may redeem Shares by mailing a written request to the Fund.

You will receive a redemption amount based on the next calculated NAV after the Fund receives your written request in proper form.

Send requests by mail to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

Send requests by private courier or overnight delivery service to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

All requests must include:

  • Fund Name and Share Class, account number and account registration;
  • amount to be redeemed; and
  • signatures of all shareholders exactly as registered.

Call your investment professional or the Fund if you need special instructions.

Signature Guarantees

Signatures must be guaranteed if:

  • your redemption will be sent to an address other than the address of record;
  • your redemption will be sent to an address of record that was changed within the last 30 days; or
  • a redemption is payable to someone other than the shareholder(s) of record.

A signature guarantee is designed to protect your account from fraud. Obtain a signature guarantee from a bank or trust company, savings association, credit union or broker, dealer, or securities exchange member. A notary public cannot provide a signature guarantee.

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The following payment options are available if you complete the appropriate section of the New Account Form or an Account Service Options Form. These payment options require a signature guarantee if they were not established when the account was opened:

  • an electronic transfer to your account at a financial institution that is an ACH member; or
  • wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

  • to allow your purchase to clear;
  • during periods of market volatility; or
  • when a shareholder's trade activity or amount adversely impacts the Fund's ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from the Fund if those checks are undeliverable and returned to the Fund.

ADDITIONAL CONDITIONS

Telephone Transactions

The Fund will record your telephone instructions. If the Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Fund no longer issues share certificates. If you are redeeming Shares represented by certificates previously issued by the Fund, you must return the certificates with your written redemption request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

CONFIRMATIONS AND ACCOUNT STATEMENTS

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You will receive confirmation of purchase and redemptions. In addition, you will receive periodic statements reporting all account activity, including dividends and capital gains paid.

</R>

DIVIDENDS AND CAPITAL GAINS

The Fund declares any dividends daily and pays them monthly to shareholders. If you purchase Shares by wire, you begin earning dividends on the day your wire is received. If you purchase Shares by check, you begin earning dividends on the business day after the Fund receives your check. In either case, you earn dividends through the day your redemption request is received.

In addition, the Fund pays any capital gains at least annually. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments.

If you purchase Shares just before a Fund declares a capital gain distribution, you will pay the full price for the Shares and then receive a portion of the price back in the form of a taxable distribution, whether or not you reinvest the distribution in Shares. Therefore, you should consider the tax implications of purchasing Shares shortly before the Fund declares a capital gain. Contact your investment professional or the Fund for information concerning when dividends and capital gains will be paid.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, accounts may be closed if redemptions cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum.

TAX INFORMATION

The Fund sends an annual statement of your account activity to assist you in completing your federal, state and local tax returns. Fund distributions of dividends and capital gains are taxable to you whether paid in cash or reinvested in the Fund. Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time the Fund holds its assets.

Fund distributions are expected to be primarily dividends. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state and local tax liability.

Who Manages the Fund?

The Board of Trustees governs the Fund. The Board selects and oversees the Adviser, Federated Investment Management Company. The Adviser manages the Fund's assets, including buying and selling portfolio securities. The Adviser's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

<R>

The Adviser and other subsidiaries of Federated advise approximately 139 mutual funds and a variety of separate accounts, which totaled approximately $180 billion in assets as of December 31, 2001. Federated was established in 1955 and is one of the largest mutual fund investment managers in the United States with approximately 1,800 employees. More than 4,000 investment professionals make Federated Funds available to their customers.

</R>

THE FUND'S PORTFOLIO MANAGERS ARE:

Joseph M. Balestrino

Joseph M. Balestrino has been the Fund's Portfolio Manager since January 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

Christopher J. Smith

Christopher J. Smith has been the Fund's Portfolio Manager since June 2000. Mr. Smith joined Federated in 1995 as a Portfolio Manager and a Vice President of a Federated advisory subsidiary. He has been a Vice President of the Fund's Adviser since 1997. He was an Assistant Vice President of Provident Life & Accident Insurance Company from 1987 through 1994. Mr. Smith is a Chartered Financial Analyst. He received his M.A. in Economics and Finance from the University of Kentucky.

Susan M. Nason

<R>

Susan M. Nason has been the Fund's Portfolio Manager since December 1993. She is Vice President of the Trust. Ms. Nason joined Federated in 1987 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1997. Ms. Nason served as a Portfolio Manager and Vice President of the Adviser from 1993 to 1997. Ms. Nason is a Chartered Financial Analyst and received her M.S.I.A. concentrating in Finance from Carnegie Mellon University.

</R>

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.50% of the Fund's average daily net assets. The Adviser may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

FINANCIAL HIGHLIGHTS

The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. Some of the information is presented on a per share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Fund, assuming reinvestment of any dividends and capital gains.

This information has been audited by Ernst & Young LLP, whose report, along with the Fund's audited financial statements, is included in this prospectus.

Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 41.

 

Year Ended April 30

  

2002

   

  

2001

   

  

2000

   

  

1999

   

  

1998

   

Net Asset Value, Beginning of Period

   

$9.86

   

   

$9.45

   

   

$10.07

   

   

$10.17

   

   

$ 9.79

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.59

1

   

0.63

   

   

0.60

   

   

0.58

   

   

0.61

   

Net realized and unrealized gain (loss) on investments

   


0.02

1

   

0.41

   

   

(0.60

)

   

(0.10

)

   

0.38

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.61

   

   

1.04

   

   

0.00

   

   

0.48

   

   

0.99

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.59

)

   

(0.63

)

   

(0.60

)

   

(0.58

)

   

(0.61

)

Distributions from net realized gain on investments

   

--

   

   

--

   

   

(0.02

)

   

(0.00

)2

   

--

   


TOTAL DISTRIBUTIONS

   

(0.59

)

   

(0.63

)

   

(0.62

)

   

(0.58

)

   

(0.61

)


Net Asset Value, End of Period

   

$9.88

   

   

$9.86

   

   

$ 9.45

   

   

$10.07

   

   

$10.17

   


Total Return3

   

6.29

%

   

11.26

%

   

0.05

%

   

4.77

%

   

10.31

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

0.80

%

   

0.81

%

   

0.80

%

   

0.80

%

   

0.80

%


Net investment income

   

5.91

%1

   

6.46

%

   

6.24

%

   

5.64

%

   

6.03

%


Expense waiver/reimbursement4

   

0.37

%

   

0.34

%

   

0.37

%

   

0.43

%

   

0.47

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$43,461

   

   

$36,206

   

   

$18,159

   

   

$13,204

   

   

$4,522

   


Portfolio turnover

   

45

%

   

43

%

   

54

%

   

41

%

   

44

%


1 Effective May 1, 2001, the Fund adopted the provisions of the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide for Investment Companies and began accreting discounts/amortizing premium on long-term debt securities. For the fiscal year ended April 30, 2002, this change had no effect on the net investment income per share, net realized and unrealized gain (loss) on investments per share or the ratio of net investment income to average net assets. Per share, ratios and supplemental data for the periods prior to May 1, 2001 have not been restated to reflect this change in presentation.

2 Amount represents less than $0.01 per share.

3 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

4 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

April 30, 2002

 

Principal
Amount

  

  

Value

   

   

   

ASSET-BACKED SECURITIES--3.0%

   

   

   

   

   

   

Credit Card--1.2%

   

   

   

$

500,000

   

Discover Card Trust 1996-3, Class B, 6.25%, 8/18/2008

   

$

516,160

   

1,350,000

   

Green Tree Financial Corp. 1999-5, Class B1, 9.20%, 4/1/2031

   

   

1,050,272

   

847,982

1

Option One Mortgage Securities Corp. 2001-3, Class CTFS, 9.66%, 9/26/2031

   

   

848,757

   

1,500,000

   

Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009

   

   

1,588,545


   

   

   

TOTAL

   

   

4,003,734


   

   

   

Structured Product (Abs)--1.2%

   

   

   

   

1,540,285

1

125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

   

   

1,590,591

   

1,386,383

   

New Century Home Equity Loan Trust 1997-NC5, Class M2, 7.24%, 10/25/2028

   

   

1,437,738

   

500,000

   

Residential Funding Corp. 1993-S26, Class A10, 7.50%, 7/25/2023

   

   

518,090

   

300,000

   

Residential Funding Corp. 1993-S31, Class A7, 7.00%, 9/25/2023

   

   

305,328

   

15,482

   

The Money Store Home Equity Trust 1992-B, Class A, 6.90%, 7/15/2007

   

   

15,472


   

   

   

TOTAL

   

   

3,867,219


   

   

   

Utilities--0.6%

   

   

   

   

2,000,000

   

California Infrastructure & Economic Development Bank Special Purpose Trust PG&E-1, Series 1997-1, Class A8, 6.48%, 12/26/2009

   

   

2,097,100


   

   

   

TOTAL ASSET-BACKED SECURITIES (IDENTIFIED COST $9,923,375)

   

   

9,968,053


   

   

   

CORPORATE BONDS--68.9%

   

   

   

   

   

   

Aerospace & Defense--1.2%

   

   

   

   

1,500,000

   

Boeing Capital Corp., 6.50%, 2/15/2012

   

   

1,534,275

   

1,000,000

   

Boeing Capital Corp., 6.68%, 12/1/2003

   

   

1,039,810

   

1,500,000

   

Raytheon Co., Note, 6.30%, 3/15/2005

   

   

1,537,080


   

   

   

TOTAL

   

   

4,111,165


   

   

   

Air Transportation--2.1%

   

   

   

   

200,819

   

Continental Airlines, Inc., Pass Thru Cert., 7.73%, 3/15/2011

   

   

180,657

   

1,524,064

   

Continental Airlines, Inc., Pass Thru Cert., Series 1997-4 B, 6.90%, 1/2/2017

   

   

1,390,723

   

1,300,000

   

Delta Air Lines, Inc., Pass Thru Cert., Series 2000-1 B, 7.92%, 11/18/2010

   

   

1,320,111

   

861,969

   

Northwest Airlines Corp., Equip. Trust, 8.072%, 10/1/2019

   

   

928,298

   

1,000,000

   

Southwest Airlines Co., Note, 6.50%, 3/1/2012

   

   

1,005,430

   

425,000

   

Southwest Airlines Co., Deb., 7.375%, 3/1/2027

   

   

436,688

   

2,150,000

   

United Air Lines, Inc., Pass Thru Cert., 7.73%, 7/1/2010

   

   

1,965,724


   

   

   

TOTAL

   

   

7,227,631


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Automotive--1.4%

   

   

   

$

1,460,000

   

Ford Motor Co., 7.45%, 7/16/2031

   

$

1,381,715

   

3,400,000

   

Hertz Corp., Jr. Sub. Note, 7.00%, 7/15/2003

   

   

3,439,712


   

   

   

TOTAL

   

   

4,821,427


   

   

   

Banking--6.4%

   

   

   

   

1,250,000

   

ABN-AMRO Bank NV, Chicago, Sub. Deb., 7.30%, 12/1/2026

   

   

1,259,013

   

2,000,000

   

Banco Santander Central Hispano, S.A., Bank Guarantee, 7.875%, 4/15/2005

   

   

2,163,780

   

220,000

   

Bank One Corp., Sub. Note, 7.25%, 8/1/2002

   

   

222,895

   

100,000

   

Bank One Corp., Sub. Deb., 7.25%, 8/15/2004

   

   

106,572

   

200,000

   

BankAmerica Corp., Sub. Note, 7.75%, 7/15/2002

   

   

202,362

   

1,750,000

1

Barclays Bank PLC, Bond, 8.55%, 9/29/2049

   

   

1,979,276

   

2,000,000

   

Capital One Bank, 6.875%, 2/1/2006

   

   

1,981,260

   

30,000

   

Central Fidelity Banks, Inc., Sub. Note, 8.15%, 11/15/2002

   

   

30,814

   

1,000,000

   

Chase Manhattan Corp., Sub. Note, 6.375%, 2/15/2008

   

   

1,009,970

   

2,000,000

   

City National Bank, Sub. Note, 6.375%, 1/15/2008

   

   

1,982,692

   

40,000

   

Corestates Capital Corp., Sub. Note, 5.875%, 10/15/2003

   

   

41,622

   

15,000

   

NationsBank Corp., Sub. Note, 7.625%, 4/15/2005

   

   

16,124

   

1,000,000

   

NationsBank Corp., Sub. Note, Series MTNF, 7.19%, 7/30/2012

   

   

1,014,170

   

715,000

   

PNC Funding Corp., Sub. Note, 6.875%, 7/15/2007

   

   

750,128

   

4,000,000

1

Regional Diversified Funding, 9.25%, 3/15/2030

   

   

4,243,008

   

200,000

   

SunTrust Bank, Inc., Central Florida, Sub. Note, 6.90%, 7/1/2007

   

   

213,936

   

255,000

   

SunTrust Bank, Inc., Note, 7.375%, 7/1/2002

   

   

257,076

   

15,000

   

SunTrust Bank, Inc., Sub. Note, 6.125%, 2/15/2004

   

   

15,645

   

1,000,000

1

Swedbank, Sub., 7.50%, 11/29/2049

   

   

1,053,150

   

3,000,000

   

U.S. Bank N.A., Sub. Note, 6.30%, 2/4/2014

   

   

2,965,830

   

30,000

   

Wachovia Corp., Sub. Note, 8.00%, 11/15/2002

   

   

30,797


   

   

   

TOTAL

   

   

21,540,120


   

   

   

Beverage & Tobacco--0.0%

   

   

   

   

100,000

   

Philip Morris Cos., Inc., Note, 7.625%, 5/15/2002

   

   

100,228


   

   

   

Broadcast Radio & TV--1.4%

   

   

   

   

1,500,000

   

AOL Time Warner, Inc., Bond, 7.625%, 4/15/2031

   

   

1,387,935

   

1,100,000

   

Clear Channel Communications, Inc., Sr. Note, 7.65%, 9/15/2010

   

   

1,119,602

   

2,200,000

   

Grupo Televisa S.A., 8.00%, 9/13/2011

   

   

2,260,500


   

   

   

TOTAL

   

   

4,768,037


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Cable Television--2.8%

   

   

   

$

3,500,000

   

Continental Cablevision, Sr. Deb., 9.50%, 8/1/2013

   

$

3,928,260

   

2,250,000

   

Cox Communications, Inc., MTN, 6.69%, 9/20/2004

   

   

2,304,045

   

3,000,000

   

Univision Communications, Inc., 7.85%, 7/15/2011

   

   

3,132,660


   

   

   

TOTAL

   

   

9,364,965


   

   

   

Chemicals & Plastics--0.6%

   

   

   

   

10,000

   

Air Products & Chemicals, Inc., Sr. Note, 7.375%, 5/1/2005

   

   

10,679

   

1,500,000

1

Bayer Corp., Deb., 6.50%, 10/1/2002

   

   

1,526,085

   

40,000

   

Du Pont (E.I.) de Nemours & Co., Note, 8.125%, 3/15/2004

   

   

43,053

   

750,000

1

Fertinitro Finance, Company Guarantee, 8.29%, 4/1/2020

   

   

515,332

   

30,000

   

PPG Industries, Inc., Note, 6.50%, 11/1/2007

   

   

30,012


   

   

   

TOTAL

   

   

2,125,161


   

   

   

Conglomerates--0.3%

   

   

   

   

750,000

   

Loews Corp., Deb., 8.875%, 4/15/2011

   

   

841,718


   

   

   

Consumer Products--0.8%

   

   

   

   

2,250,000

   

Alberto-Culver Co., Unsecd. Note, 8.25%, 11/1/2005

   

   

2,424,173

   

100,000

   

Hershey Foods Corp., Note, 6.70%, 10/1/2005

   

   

106,324


   

   

   

TOTAL

   

   

2,530,497


   

   

   

Ecological Services & Equipment--1.8%

   

   

   

   

900,000

   

Republic Services, Inc., Sr. Note, 6.75%, 8/15/2011

   

   

908,352

   

2,500,000

   

USA Waste Services, Inc., Sr. Note, 7.00%, 10/1/2004

   

   

2,581,950

   

425,000

   

USA Waste Services, Inc., Sr. Note, 7.125%, 10/1/2007

   

   

434,252

   

2,000,000

   

WMX Technologies, Inc., Deb., 8.75%, 5/1/2018

   

   

2,152,480


   

   

   

TOTAL

   

   

6,077,034


   

   

   

Education--0.6%

   

   

   

   

2,025,000

   

Boston University, MTN, 7.625%, 7/15/2097

   

   

2,039,843


   

   

   

Electronics--1.3%

   

   

   

   

1,500,000

   

General Electric Financial Services, Inc., MTN, 9.18%, 12/30/2008

   

   

1,745,385

   

115,000

   

International Business Machines Corp., 7.25%, 11/1/2002

   

   

118,249

   

2,400,000

2

International Business Machines Corp., Note, 6.45%, 8/1/2007

   

   

2,534,160

   

15,000

   

Rockwell International Corp., Unsecd. Note, 6.625%, 6/1/2005

   

   

15,740


   

   

   

TOTAL

   

   

4,413,534


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Finance - Automotive--1.0%

   

   

   

$

100,000

   

Ford Motor Credit Co., Note, 6.625%, 6/30/2003

   

$

102,127

   

250,000

   

Ford Motor Credit Co., Note, 7.50%, 4/25/2011

   

   

251,090

   

35,000

   

Ford Motor Credit Co., Note, 7.75%, 3/15/2005

   

   

36,368

   

100,000

   

Ford Motor Credit Co., Unsecd. Note, 8.00%, 6/15/2002

   

   

100,555

   

1,500,000

   

General Motors Acceptance Corp., MTN, 7.50%, 7/15/2005

   

   

1,581,450

   

155,000

   

General Motors Acceptance Corp., Note, 7.00%, 9/15/2002

   

   

157,055

   

1,170,000

   

General Motors Acceptance Corp., Sr. Note, 5.75%, 11/10/2003

   

   

1,191,797


   

   

   

TOTAL

   

   

3,420,442


   

   

   

Finance - Retail--1.3%

   

   

   

   

750,000

   

Household Finance Corp., Note, 5.75%, 1/30/2007

   

   

742,170

   

100,000

   

Household Finance Corp., Note, 6.125%, 8/15/2003

   

   

102,739

   

1,000,000

   

Household Finance Corp., Note, 6.375%, 10/15/2011

   

   

976,010

   

100,000

   

Household Finance Corp., Note, 7.00%, 9/15/2002

   

   

101,685

   

100,000

   

Household Finance Corp., Sr. Note, 7.25%, 8/15/2002

   

   

101,293

   

2,250,000

   

Waddell & Reed Financial, Inc., Note, 7.50%, 1/18/2006

   

   

2,348,168


   

   

   

TOTAL

   

   

4,372,065


   

   

   

Financial Intermediaries--3.5%

   

   

   

   

900,000

   

Amvescap PLC, Sr. Note, 6.60%, 5/15/2005

   

   

939,780

   

900,000

   

Goldman Sachs Group, Inc., 6.60%, 1/15/2012

   

   

888,984

   

175,000

   

Lehman Brothers Holdings, Inc., Bond, 7.00%, 5/15/2003

   

   

181,437

   

1,575,000

   

Lehman Brothers, Inc., Sr. Sub. Note, 7.375%, 1/15/2007

   

   

1,662,932

   

2,325,000

   

Marsh & McLennan Cos., Inc., Sr. Note, 7.125%, 6/15/2009

   

   

2,456,897

   

500,000

   

Merrill Lynch & Co., Inc., Note, 6.875%, 3/1/2003

   

   

516,980

   

15,000

   

Merrill Lynch & Co., Inc., Note, 7.375%, 5/15/2006

   

   

16,054

   

100,000

   

Merrill Lynch & Co., Inc., Note, 8.30%, 11/1/2002

   

   

102,786

   

1,000,000

   

Merrill Lynch & Co., Inc., Note, Series MTNB, 7.19%, 8/7/2012

   

   

1,011,620

   

2,500,000

   

Morgan Stanley Group, Inc., Note, 7.125%, 1/15/2003

   

   

2,575,725

   

50,000

   

Pitney Bowes Credit Corp., Unsecd. Note, 8.80%, 2/15/2003

   

   

52,118

   

100,000

   

Salomon Smith Barney Holdings, Inc., Note, Series C, 7.15%, 2/15/2003

   

   

102,806

   

100,000

   

Salomon Smith Barney Holdings, Inc., Unsecd. Note, Series MTNG, 6.35%, 1/15/2004

   

   

104,159

   

5,000

   

Salomon, Inc., Note, 6.375%, 10/1/2004

   

   

5,229

   

10,000

   

Salomon, Inc., Note, 6.625%, 11/15/2003

   

   

10,476

   

200,000

   

Salomon, Inc., Sr. Note, 6.80%, 4/15/2003

   

   

207,148

   

30,000

   

Wells Fargo & Co., Note, 5.75%, 2/1/2003

   

   

30,688

   

852,651

1

World Financial, Pass Thru Cert., Series 96 WFP-B, 6.91%, 9/1/2013

   

   

869,931


   

   

   

TOTAL

   

   

11,735,750


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Financial Services--1.8%

   

   

   

$

3,000,000

   

General Electric Capital Corp., MTN, 6.65%, 9/3/2002

   

$

3,044,640

   

1,000,000

   

MBNA Corp., Sr. Note, 7.50%, 3/15/2012

   

   

1,017,090

   

100,000

   

U.S. Leasing International, Unsecd. Note, 6.625%, 5/15/2003

   

   

101,983

   

2,000,000

   

USA Education, Inc., 5.625%, 4/10/2007

   

   

2,067,580


   

   

   

TOTAL

   

   

6,231,293


   

   

   

Food & Drug Retailers--0.2%

   

   

   

   

500,000

   

Meyer (Fred), Inc., Company Guarantee, 7.45%, 3/1/2008

   

   

534,930


   

   

   

Food Products--1.7%

   

   

   

   

1,750,000

   

General Mills, Inc., Note, 6.00%, 2/15/2012

   

   

1,701,543

   

5,000

   

Grand Metropolitan Investment Corp., 9.00%, 8/15/2011

   

   

5,994

   

2,550,000

   

Kellogg Co., 6.60%, 4/1/2011

   

   

2,625,404

   

1,250,000

   

Kraft Foods, Inc., Note, 5.625%, 11/1/2011

   

   

1,211,850


   

   

   

TOTAL

   

   

5,544,791


   

   

   

Forest Products--1.8%

   

   

   

   

3,500,000

   

Quno Corp., Sr. Note, 9.125%, 5/15/2005

   

   

3,580,535

   

25,000

   

Union Camp Corp., Note, 6.50%, 11/15/2007

   

   

25,874

   

750,000

   

Westvaco Corp., Deb., 7.75%, 2/15/2023

   

   

766,845

   

450,000

1

Weyerhaeuser Co., Bond, 7.375%, 3/15/2032

   

   

454,770

   

25,000

   

Weyerhaeuser Co., Deb., 9.05%, 2/1/2003

   

   

26,086

   

1,250,000

1

Weyerhaeuser Co., Note, 6.125%, 3/15/2007

   

   

1,267,975


   

   

   

TOTAL

   

   

6,122,085


   

   

   

Health Services--1.1%

   

   

   

   

1,550,000

   

Guidant Corp., 6.15%, 2/15/2006

   

   

1,571,142

   

2,000,000

   

UnitedHealth Group, Inc., 7.50%, 11/15/2005

   

   

2,137,380


   

   

   

TOTAL

   

   

3,708,522


   

   

   

Industrial Products & Equipment--0.4%

   

   

   

   

25,000

   

Ingersoll-Rand Co., Note, 6.51%, 12/1/2004

   

   

25,961

   

1,750,000

   

Tyco International Group SA, Note, 6.375%, 10/15/2011

   

   

1,395,625


   

   

   

TOTAL

   

   

1,421,586


   

   

   

Insurance--3.3%

   

   

   

   

500,000

   

CIGNA Corp., Sr. Note, 7.40%, 1/15/2003

   

   

512,880

   

1,975,000

   

Continental Corp., Unsecd. Note, 7.25%, 3/1/2003

   

   

1,957,719

   

2,000,000

   

Delphi Financial Group, Inc., Note, 8.00%, 10/1/2003

   

   

2,067,340

   

2,000,000

1

Equitable Life, Note, 7.70%, 12/1/2015

   

   

2,115,620

   

15,000

   

Lincoln National Corp., Note, 7.625%, 7/15/2002

   

   

15,159

Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Insurance--continued

   

   

   

$

2,000,000

1

Reinsurance Group of America, Sr. Note, 7.25%, 4/1/2006

   

$

2,086,480

   

1,000,000

   

St. Paul Cos., Inc., MTN, Series MTNB, 7.29%, 8/28/2007

   

   

1,065,410

   

1,150,000

1

Union Central Life Insurance Co., Note, 8.20%, 11/1/2026

   

   

1,138,880


   

   

   

TOTAL

   

   

10,959,488


   

   

   

Leisure & Entertainment--2.2%

   

   

   

   

3,900,000

   

International Speedway Corp., 7.875%, 10/15/2004

   

   

4,061,694

   

3,200,000

   

Viacom, Inc., Sr. Deb., 8.25%, 8/1/2022

   

   

3,318,272


   

   

   

TOTAL

   

   

7,379,966


   

   

   

Metals & Mining--3.0%

   

   

   

   

3,000,000

   

Barrick Gold Corp., Deb., 7.50%, 5/1/2007

   

   

3,155,520

   

2,922,000

   

Inco Ltd., Note, 9.60%, 6/15/2022

   

   

3,058,691

   

2,405,000

   

Noranda, Inc., Deb., 8.125%, 6/15/2004

   

   

2,482,008

   

875,000

   

Noranda, Inc., Deb., 8.625%, 7/15/2002

   

   

882,875

   

750,000

   

Placer Dome, Inc., Bond, 8.50%, 12/31/2045

   

   

642,946


   

   

   

TOTAL

   

   

10,222,040


   

   

   

Oil & Gas--5.8%

   

   

   

   

10,000

   

Atlantic Richfield Co., Deb., 9.125%, 3/1/2011

   

   

12,168

   

1,000,000

   

Conoco Funding Co., 6.35%, 10/15/2011

   

   

1,012,420

   

1,500,000

1

EOG Company of Canada, Company Guarantee, 7.00%, 12/1/2011

   

   

1,521,450

   

1,250,000

   

Enterprise Oil, Sr. Note, 7.00%, 5/1/2018

   

   

1,298,988

   

1,000,000

   

Global Marine, Inc., Sr. Note, 7.125%, 9/1/2007

   

   

1,047,040

   

3,300,000

   

Husky Oil Ltd., Deb., 7.55%, 11/15/2016

   

   

3,406,557

   

750,000

   

Husky Oil Ltd., Sr. Note, 7.125%, 11/15/2006

   

   

785,812

   

500,000

   

Norcen Energy Resources, Inc., Sr. Deb., 6.80%, 7/2/2002

   

   

503,900

   

1,350,000

   

Pemex Finance Ltd., 9.125%, 10/13/2010

   

   

1,484,352

   

1,000,000

   

Sun Co., Inc., 9.00%, 11/1/2024

   

   

1,111,030

   

2,450,000

   

Tosco Corp., 8.125%, 2/15/2030

   

   

2,845,969

   

1,000,000

   

Union Pacific Resources Group, Inc., Unsecd. Note, 7.00%, 10/15/2006

   

   

1,058,540

   

1,000,000

   

Valero Energy Corp., Note, 7.50%, 4/15/2032

   

   

1,012,410

   

1,750,000

1

WCG Note Trust, Secd. Note, 8.25%, 3/15/2004

   

   

1,782,760

   

650,000

   

Williams Cos., Inc., Note, 6.625%, 11/15/2004

   

   

651,286


   

   

   

TOTAL

   

   

19,534,682


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Pharmaceutical--0.7%

   

   

   

$

1,750,000

   

American Home Products Corp., 6.25%, 3/15/2006

   

$

1,815,870

   

350,000

   

American Home Products Corp., Note, 7.90%, 2/15/2005

   

   

381,651

   

100,000

   

Lilly (Eli) & Co., Unsecd. Note, 6.25%, 3/15/2003

   

   

103,117


   

   

   

TOTAL

   

   

2,300,638


   

   

   

Printing & Publishing--1.3%

   

   

   

   

1,500,000

   

News America Holdings, Inc., Company Guarantee, 9.25%, 2/1/2013

   

   

1,712,775

   

2,700,000

   

Reed Elsevier Capital, Inc., Company Guarantee, 6.75%, 8/1/2011

   

   

2,779,542


   

   

   

TOTAL

   

   

4,492,317


   

   

   

Rail Industry--0.9%

   

   

   

   

790,789

   

Atchison Topeka & SF RR, Equip. Trust, 6.55%, 1/6/2013

   

   

795,115

   

913,581

   

Burlington Northern Santa Fe, Pass Thru Cert., 7.57%, 1/2/2021

   

   

975,056

   

1,250,000

   

Canadian Pacific RR, Bond, 6.25%, 10/15/2011

   

   

1,237,400


   

   

   

TOTAL

   

   

3,007,571


   

   

   

Real Estate--1.6%

   

   

   

   

3,250,000

   

EOP Operating LP, 7.375%, 11/15/2003

   

   

3,386,305

   

1,000,000

   

Price REIT, Inc., Sr. Note, 7.50%, 11/5/2006

   

   

1,052,690

   

900,000

   

SUSA Partnership, Deb., 7.50%, 12/1/2027

   

   

902,583


   

   

   

TOTAL

   

   

5,341,578


   

   

   

Retailers--2.5%

   

   

   

   

1,550,000

   

CVS Corp., 5.625%, 3/15/2006

   

   

1,555,441

   

850,000

   

Dayton-Hudson Corp., Deb., 8.50%, 12/1/2022

   

   

916,445

   

2,250,000

   

Federated Department Stores, Inc., Sr. Note, 8.125%, 10/15/2002

   

   

2,314,238

   

3,000,000

   

TJX Cos., Inc., 7.45%, 12/15/2009

   

   

3,105,450

   

500,000

   

Target Corp., Note, 5.40%, 10/1/2008

   

   

495,150

   

200,000

   

Wal-Mart Stores, Inc., Unsecd. Note, 6.50%, 6/1/2003

   

   

208,294


   

   

   

TOTAL

   

   

8,595,018


   

   

   

Services--0.2%

   

   

   

   

500,000

   

Olsten Corp., Sr. Note, 7.00%, 3/15/2006

   

   

508,930


   

   

   

Sovereign--1.0%

   

   

   

   

1,200,000

   

Korea Development Bank, Sr. Unsub., 6.50%, 11/15/2002

   

   

1,217,844

   

1,000,000

   

Quebec, Province of, 5.50%, 4/11/2006

   

   

1,024,760

   

1,000,000

   

Sweden, Government of, Deb., 10.25%, 11/1/2015

   

   

1,247,620


   

   

   

TOTAL

   

   

3,490,224


Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Steel--0.4%

   

   

   

$

1,250,000

1

Allegheny Technologies, Inc., Note, 8.375%, 12/15/2011

   

$

1,295,913


   

   

   

Supranational--0.7%

   

   

   

   

2,100,000

   

Corp Andina De Fomento, Bond, 7.375%, 1/18/2011

   

   

2,180,829


   

   

   

Technology Services--1.1%

   

   

   

   

1,500,000

   

Computer Sciences Corp., Note, 7.375%, 6/15/2011

   

   

1,576,215

   

2,000,000

   

Unisys Corp., Sr. Note, 8.125%, 6/1/2006

   

   

2,055,000


   

   

   

TOTAL

   

   

3,631,215


   

   

   

Telecommunications & Cellular--5.6%

   

   

   

   

2,000,000

1

AT&T Corp., Sr. Note, 7.30%, 11/15/2011

   

   

1,886,300

   

800,000

   

AT&T Wireless Group, Sr. Note, 7.875%, 3/1/2011

   

   

790,712

   

250,000

   

Bell Atlantic-New Jersey, Deb., 5.875%, 2/1/2004

   

   

258,955

   

1,650,000

   

BellSouth Telecommunications, Inc., Note, 6.00%, 6/15/2002

   

   

1,658,102

   

3,100,000

   

CenturyTel, Inc., 8.375%, 10/15/2010

   

   

3,197,247

   

1,350,000

   

Citizens Communications Co., Note, 9.25%, 5/15/2011

   

   

1,455,975

   

1,650,000

   

Citizens Communications Co., Deb., 6.80%, 8/15/2026

   

   

1,690,738

   

100,000

   

GTE Southwest, Inc., Deb., 6.54%, 12/1/2005

   

   

104,533

   

750,000

   

Intermedia Communications, Inc., Sr. Sub. Note, Series B, 12.25%, 3/1/2009

   

   

393,750

   

650,000

   

MetroNet Communications Corp., Sr. Note, 12.00%, 8/15/2007

   

   

118,624

   

2,000,000

   

MetroNet Escrow Corp., Sr. Note, 10.625%, 11/1/2008

   

   

330,000

   

100,000

   

New York Telephone Co., Unsecd. Note, 6.25%, 2/15/2004

   

   

103,459

   

115,000

   

Ohio Bell Telephone Co., Unsecd. Note, 6.125%, 5/15/2003

   

   

118,194

   

1,000,000

   

Qwest Capital Funding, 7.75%, 2/15/2031

   

   

723,750

   

1,000,000

   

Qwest Capital Funding, Company Guarantee, 7.25%, 2/15/2011

   

   

742,500

   

2,000,000

1

Sprint Capital Corp., Note, 8.375%, 3/15/2012

   

   

1,988,300

   

3,125,000

   

Telecom de Puerto Rico, Note, 6.65%, 5/15/2006

   

   

3,180,875


   

   

   

TOTAL

   

   

18,742,014


   

   

   

Utilities--5.1%

   

   

   

   

2,250,000

   

Arizona Public Service Co., Note, 6.375%, 10/15/2011

   

   

2,212,763

   

250,000

   

Consolidated Edison Co., Deb., Series 92B, 7.625%, 3/1/2004

   

   

265,740

   

1,250,000

   

DPL, Inc., Sr. Note, 6.875%, 9/1/2011

   

   

1,234,088

   

1,250,000

   

Enersis S.A., Note, 7.40%, 12/1/2016

   

   

1,129,787

   

2,000,000

   

FirstEnergy Corp., Note, 6.45%, 11/15/2011

   

   

1,879,320

   

1,000,000

   

Gulf States Utilities, 1st Mtg. Bond, Series 2005B, 6.77%, 8/1/2005

   

   

1,010,090

   

1,600,000

   

Homer City Funding LLC, Sr. Secd. Note, 8.734%, 10/1/2026

   

   

1,538,024

   

350,000

1

Israel Electric Corp. Ltd., 7.95%, 5/30/2011

   

   

360,189

Principal
Amount

  

  

Value

   

   

   

CORPORATE BONDS--continued

   

   

   

   

   

   

Utilities--continued

   

   

   

$

1,500,000

1

Israel Electric Corp. Ltd., Sr. Note, 7.875%, 12/15/2026

   

$

1,337,894

   

100,000

   

Louisiana Power & Light Co., 1st Mtg. Bond, 7.50%, 11/1/2002

   

   

100,447

   

30,000

   

Michigan Consolidated Gas, 1st Mtg. Bond, 6.80%, 6/15/2003

   

   

31,034

   

1,350,000

   

MidAmerican Energy Co., Unsecd. Note, 6.75%, 12/30/2031

   

   

1,295,649

   

180,000

   

Minnesota Power and Light Co., 1st Mtg. Bond, 7.75%, 6/1/2007

   

   

186,644

   

2,000,000

   

PSEG Power LLC, 7.75%, 4/15/2011

   

   

2,096,780

   

1,000,000

3

Pacific Gas & Electric Co., Unsecd. Note, Series B, 7.75%, 6/30/2004

   

   

895,000

   

100,000

   

Reliant Energy, Inc., Collateral Trust, Series C, 6.50%, 4/21/2003

   

   

102,118

   

5,000

   

Sonat, Inc., Note, 6.875%, 6/1/2005

   

   

5,042

   

1,000,000

1

Tenaga Nasional Berhad, Deb., 7.50%, 1/15/2096

   

   

785,070

   

900,000

   

Utilicorp United, Inc., Sr. Note, 7.95%, 2/1/2011

   

   

880,092


   

   

   

TOTAL

   

   

17,345,771


   

   

   

TOTAL CORPORATE BONDS (IDENTIFIED COST $231,070,006)

   

   

232,081,018


   

   

   

U.S. GOVERNMENT AGENCIES--11.3%

   

   

   

   

100,000

   

Federal Home Loan Bank System, 6.00%, 6/30/2003

   

   

103,891

   

1,000,000

   

Federal Home Loan Bank System, 6.00%, 7/7/2004

   

   

1,050,480

   

1,750,000

   

Federal Home Loan Bank System, 6.00%, 5/17/2006

   

   

1,753,325

   

1,000,000

   

Federal Home Loan Bank System, 6.10%, 4/7/2003

   

   

1,034,070

   

1,000,000

   

Federal Home Loan Bank System, 6.11%, 4/17/2003

   

   

1,035,170

   

1,500,000

   

Federal Home Loan Bank System, 7.00%, 7/16/2009

   

   

1,565,835

   

4,000,000

   

Federal Home Loan Mortgage Corp., Deb., 6.22%, 3/18/2008

   

   

4,078,680

   

10,000,000

   

Federal Home Loan Mortgage Corp., Note, 4.875%, 3/15/2007

   

   

10,021,700

   

8,000,000

   

Federal Home Loan Mortgage Corp., Note, 6.875%, 1/15/2005

   

   

8,599,360

   

1,138,108

   

Federal Home Loan Mortgage Corp., Series 1228H, 7.00%, 2/15/2022

   

   

1,186,693

   

1,470,000

   

Federal Home Loan Mortgage Corp., Series 1468M, 7.00%, 1/15/2010

   

   

1,540,104

   

848,883

   

Federal Home Loan Mortgage Corp., Series 24, Class VB, 6.50%, 7/25/2010

   

   

851,684

   

150,000

   

Federal National Mortgage Association, MTN, 6.25%, 12/13/2002

   

   

153,762

   

1,000,000

   

Federal National Mortgage Association, Series 1992-124, Class D, 7.00%, 4/25/2010

   

   

1,039,240

   

2,000,000

   

Federal National Mortgage Association, Series 1993-139, Class KD, 7.00%, 7/25/2006

   

   

2,035,160

   

503,267

   

Federal National Mortgage Association, Series 1994-79, Class G, 7.00%, 11/25/2004

   

   

520,286

   

1,000,000

   

Federal National Mortgage Association, Series 1996-68, Class VC, 6.50%, 9/18/2010

   

   

1,025,830

   

591,002

   

Federal National Mortgage Association, Series G93-31, Class H, 7.00%, 2/25/2013

   

   

591,924


   

   

   

TOTAL GOVERNMENT AGENCIES (IDENTIFIED COST $37,215,780)

   

   

38,187,194


Principal
Amount
or Shares

  

  

Value

   

   

   

MUNICIPALS--2.7%

   

   

   

   

   

   

Education--0.4%

   

   

   

$

1,100,000

   

Harvard University, Revenue Bonds, 8.125% Bonds, 4/15/2007

   

$

1,242,329


   

   

   

Municipal Services--2.3%

   

   

   

   

1,250,000

   

Atlanta & Fulton County, GA, Recreation Authority, Taxable Revenue Bonds, Series 1997, 7.00% Bonds (Downtown Arena Project)/(FSA INS), 12/1/2028

   

   

1,281,237

   

1,325,000

   

Kansas City, MO, Redevelopment Authority, 7.65% Bonds (Auditorium Project), (FSA INS), 11/1/2018

   

   

1,398,457

   

2,000,000

   

McKeesport, PA, Taxable GO, Series B 1997, 7.30% Bonds (MBIA INS), 3/1/2020

   

   

2,059,840

   

1,000,000

   

Miami Florida Revenue Pension Obligation, 7.20% Bonds (AMBAC INS), 12/1/2025

   

   

1,010,850

   

1,000,000

   

Pittsburgh, PA Urban Redevelopment Authority, 9.07% Bonds (CGIC GTD), 9/1/2014

   

   

1,104,020

   

1,000,000

   

St. Johns County, FL Convention Center, Taxable Municipal Revenue Bonds, 8.00% Bonds (FSA INS), 1/1/2026

   

   

1,057,900


   

   

   

TOTAL

   

   

7,912,304


   

   

   

TOTAL MUNICIPALS (IDENTIFIED COST $8,710,168)

   

   

9,154,633


   

   

   

PREFERRED STOCKS--1.0%

   

   

   

   

   

   

Financial Intermediaries--1.0%

   

   

   

   

70,000

   

Citigroup, Inc., Cumulative Pfd. (IDENTIFIED COST $3,343,620)

   

   

3,353,441


   

   

   

MUTUAL FUNDS--4.4%

   

   

   

   

1,209,016

   

Federated Mortgage Core Portfolio

   

   

12,259,423

   

2,594,670

   

Prime Value Obligations Fund, Class IS

   

   

2,594,670


   

   

   

TOTAL MUTUAL FUNDS (IDENTIFIED COST $14,617,431)

   

   

14,854,093


   

   

   

U.S. TREASURY SECURITIES--7.6%

   

   

   

$

12,000,000

   

United States Treasury Bond, 11/15/2027

   

   

2,692,080

   

13,000,000

   

United States Treasury Note, 3.50%, 11/15/2006

   

   

12,522,640

   

10,445,000

   

United States Treasury Note, 4.875%, 2/15/2012

   

   

10,268,896


   

   

   

TOTAL U.S. TREASURY SECURITIES (IDENTIFIED COST $25,394,875)

   

   

25,483,616


   

   

   

TOTAL INVESTMENTS (IDENTIFIED COST $330,275,255)4

   

$

333,082,048


1 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. These securities have been deemed liquid based upon criteria approved by the Fund's Board of Trustees. At April 30, 2002, these securities amounted to $30,647,731 which represents 9.1% of net assets.

2 Certain principal amount on loan to broker.

3 Non-incoming producing security.

4 The cost for federal income tax purposes is $330,364,212. The net unrealized appreciation of investments on a federal tax basis amounts to $2,717,836 which is comprised of $8,603,255 appreciation and $5,885,419 depreciation at April 30, 2002.

Note: The categories of investments are shown as a percentage of net assets ($336,723,202) at April 30, 2002.

The following acronyms are used throughout this portfolio:

 

AMBAC

--American Municipal Bond Assurance Corporation

CGIC

--Capital Guaranty Insurance Corporation

FSA

--Financial Security Assurance

GO

--General Obligation

GTD

--Guaranteed

INS

--Insured

MBIA

--Municipal Bond Investors Assurance

MTN

--Medium Term Note

REIT

--Real Estate Investment Trust

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

April 30, 2002

 

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value (identified cost $330,275,255)

   

   

   

   

$

333,082,048

   

Cash held as collateral for securities lending

   

   

   

   

   

887,260

   

Income receivable

   

   

   

   

   

5,543,744

   

Receivable for investments sold

   

   

   

   

   

2,433,458

   

Receivable for shares sold

   

   

   

   

   

375,021

   


TOTAL ASSETS

   

   

   

   

   

342,321,531

   


Liabilities:

   

   

   

   

   

   

   

Payable for investments purchased

   

$

2,424,615

   

   

   

   

Payable for shares redeemed

   

   

1,092,780

   

   

   

   

Income distribution payable

   

   

1,183,912

   

   

   

   

Payable for collateral due to broker

   

   

887,260

   

   

   

   

Accrued expenses

   

   

9,762

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

5,598,329

   


Net assets for 34,093,792 shares outstanding

   

   

   

   

$

336,723,202

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

343,996,148

   

Net unrealized appreciation of investments

   

   

   

   

   

2,806,793

   

Accumulated net realized loss on investments

   

   

   

   

   

(10,079,753

)

Distributions in excess of investment income

   

   

   

   

   

14

   


TOTAL NET ASSETS

   

   

   

   

$

336,723,202

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$293,261,950 ÷ 29,693,245 shares outstanding

   

   

   

   

   

$9.88

   


Institutional Service Shares:

   

   

   

   

   

   

   

$43,461,252 ÷ 4,400,547 shares outstanding

   

   

   

   

   

$9.88

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended April 30, 2002

 

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Dividends

   

   

   

   

   

   

   

   

   

$

854,831

   

Interest (including income on securities loaned of $6,849)

   

   

   

   

   

   

   

   

   

   

22,163,177

   


TOTAL INCOME

   

   

   

   

   

   

   

   

   

   

23,018,008

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee

   

   

   

   

   

$

1,714,258

   

   

   

   

   

Administrative personnel and services fee

   

   

   

   

   

   

257,997

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

22,195

   

   

   

   

   

Transfer and dividend disbursing agent fees and expenses

   

   

   

   

   

   

114,606

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

6,929

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

12,903

   

   

   

   

   

Legal fees

   

   

   

   

   

   

3,928

   

   

   

   

   

Portfolio accounting fees

   

   

   

   

   

   

97,344

   

   

   

   

   

Distribution services fee--Institutional Service Shares

   

   

   

   

   

   

106,954

   

   

   

   

   

Shareholder services fee--Institutional Shares

   

   

   

   

   

   

750,175

   

   

   

   

   

Shareholder services fee--Institutional Service Shares

   

   

   

   

   

   

106,954

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

42,816

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

43,877

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

1,157

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

5,339

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

3,287,432

   

   

   

   

   


Waivers and Reimbursement:

   

   

   

   

   

   

   

   

   

   

   

   

Waiver of investment adviser fee

   

$

(413,075

)

   

   

   

   

   

   

   

   

Waiver of transfer and dividend disbursing agent fees and expenses

   

   

(8,313

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Institutional Service Shares

   

   

(106,954

)

   

   

   

   

   

   

   

   

Waiver of shareholder services fee- Institutional Shares

   

   

(750,175

)

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

   

(1,164

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

   

(1,279,681

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

2,007,751

   


Net investment income

   

   

   

   

   

   

   

   

   

   

21,010,257

   


Realized and Unrealized Gain (Loss) on Investments:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized loss on investments

   

   

   

   

   

   

   

   

   

   

(1,093,530

)

Net change in unrealized appreciation of investments

   

   

   

   

   

   

   

   

   

   

1,561,000

   


Net realized and unrealized gain on investments

   

   

   

   

   

   

   

   

   

   

467,470

   


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

21,477,727

   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

 

 

Year Ended April 30

  

   

2002

   

  

   

2001

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

21,010,257

   

   

$

21,916,826

   

Net realized loss on investments

   

   

(1,093,530

)

   

   

(1,151,723

)

Net change in unrealized appreciation/depreciation of investments

   

   

1,561,000

   

   

   

14,511,383

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

21,477,727

   

   

   

35,276,486

   


Distributions to Shareholders:

   

   

   

   

   

   

   

   

Distributions from net investment income

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(18,487,427

)

   

   

(19,899,706

)

Institutional Service Shares

   

   

(2,530,433

)

   

   

(1,969,657

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(21,017,860

)

   

   

(21,869,363

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

108,568,339

   

   

   

94,663,101

   

Net asset value of shares issued to shareholders in payment of distributions declared

   

   

6,622,690

   

   

   

5,533,409

   

Cost of shares redeemed

   

   

(115,423,165

)

   

   

(89,910,908

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

(232,136

)

   

   

10,285,602

   


Change in net assets

   

   

227,731

   

   

   

23,692,725

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

336,495,471

   

   

   

312,802,746

   


End of period

   

$

336,723,202

   

   

$

336,495,471

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

April 30, 2002

ORGANIZATION

Federated Income Securities Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end, management investment company. The Trust consists of two portfolios. The financial statements included herein are only those of Federated Intermediate Income Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolio are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Institutional Service Shares.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles ("GAAP").

Investment Valuation

U.S. government securities, listed corporate bonds, other fixed income and asset-backed securities, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Listed equity securities are valued at the last sale price reported on a national securities exchange. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end registered investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Trustees (the "Trustees").

Repurchase Agreements

It is the policy of the Fund to require the custodian bank to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian bank's vault, all securities held as collateral under repurchase agreement transactions. Additionally, procedures have been established by the Fund to monitor, on a daily basis, the market value of each repurchase agreement's collateral to ensure that the value of collateral at least equals the repurchase price to be paid under the repurchase agreement.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's adviser to be creditworthy pursuant to the guidelines and/or standards reviewed or established by the Trustees. Risks may arise from the potential inability of counterparties to honor the terms of the repurchase agreement. Accordingly, the Fund could receive less than the repurchase price on the sale of collateral securities. The Trust along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Investment Income, Expenses and Distributions

Interest income and expenses are accrued daily. All discounts/premiums are accreted/amortized as required. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at fair value. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Effective May 1, 2001, the Fund has adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and accretes discount/amortizing premium on long-term debt securities. The cumulative effect of this accounting change had no impact on the total net assets of the Fund, but resulted in adjustments to the financial statements as follows:

 

As of 5/1/2001

For the Year Ended 4/30/2002

  

Cost of
Investments

  

Undistributed Net
Investment Income

  

Net
Investment
Income

  

Net Unrealized
Appreciation/
Depreciation

  

Net Realized
Loss

Increase (Decrease)

   

$19,795

   

$(19,795)

   

$(7,615)

   

$9,069

   

$(1,454)


The Statement of Changes in Net Assets and Financial Highlights for prior periods have not been restated to reflect this change in presentation.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences are due to various book and tax adjustments. The following reclassifications have been made to the financial statements.

 

Increase (Decrease)

Paid-In Capital

  

Undistributed Net
Investment Income

  

Accumulated Net
Realized Gain/Loss

$(8)

   

$27,412

   

$(27,404)


Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

As of April 30, 2002, the tax composition of dividends was as follows:

 

Ordinary income

  

$21,017,860


Long-term capital gains

  

$  --


As of April 30, 2002, the components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income

  

$1,183,926


Undistributed long-term capital gains

  

$  --


Unrealized appreciation

  

$ 2,717,836


At year end, there were no significant differences between the GAAP basis and tax basis of components of net assets, other than differences in the net unrealized appreciation (depreciation) in the value of investments attributable to the tax treatment of premium and discount and wash sales loss deferrals.

Federal Taxes

It is the Fund's policy to comply with the provisions of the Internal Revenue Code, as amended, (the "Code") applicable to regulated investment companies and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

At April 30, 2002, the Fund, for federal tax purposes, had a capital loss carryforward of $7,408,388 which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

 

Expiration Year

  

Expiration Amount

2003

 

$  519,125


2004

 

1,187,066


2007

 

135,079


2008

 

1,141,628


2009

 

4,425,490


The availability of a portion of these capital loss carryforwards, which were acquired in connection with the CCB Bond reorganization on July 23, 1999, may be limited in a given year.

Net capital losses of $2,582,408, attributable to security transactions occurring after October 31, 2001 are treated as arising on May 1, 2002, the first day of the Fund's next taxable year.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued securities on the trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Securities Lending

The Fund participates in a securities lending program providing for the lending of corporate bonds, equity and government securities to qualified brokers. Collateral for securities loaned must be in cash or government securities. Collateral is maintained at a minimum level of 102% of the market value on investments loaned, plus interest, if applicable. Earnings on collateral are allocated between the custodian, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of April 30, 2002, securities subject to this type of arrangement and related collateral were as follows:

 

Market Value of Securities Loaned

  

Market Value of Collateral

$859,503

  

$887,260


Restricted Securities

Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer's expense either upon demand by the Fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid under criteria established by the Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, at the fair value as determined by the Fund's pricing committee.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts of assets, liabilities, expenses and revenues reported in the financial statements. Actual results could differ from those estimated.

Other

Investment transactions are accounted for on a trade date basis.

SHARES OF BENEFICIAL INTEREST

The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

Transactions in shares were as follows:

 

Year Ended April 30

  

2002

  

2001

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

7,637,368

   

   

$

76,235,821

   

   

7,091,961

   

   

$

69,118,887

   

Shares issued to shareholders in payment of distributions declared

   

425,557

   

   

   

4,252,781

   

   

381,411

   

   

   

3,706,876

   

Shares redeemed

   

(8,829,700

)

   

   

(88,026,244

)

   

(8,180,053

)

   

   

(79,300,609

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   

(766,775

)

   

$

(7,537,642

)

   

(706,681

)

   

$

(6,474,846

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended April 30

  

2002

  

2001

Institutional Service Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

3,238,016

   

   

   

$32,332,518

   

   

2,657,607

   

   

   

$25,544,214

   

Shares issued to shareholders in payment of distributions declared

   

237,208

   

   

   

2,369,909

   

   

187,610

   

   

   

1,826,533

   

Shares redeemed

   

(2,747,206

)

   

   

(27,396,921

)

   

(1,093,418

)

   

   

(10,610,299

)


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS

   

728,018

   

   

$

7,305,506

   

   

1,751,799

   

   

   

$16,760,448

   


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

(38,757

)

   

$

(232,136

)

   

1,045,118

   

   

   

$10,285,602

   


INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.50% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at it sole discretion.

Pursuant to an Exemptive Order, the Fund may invest in Federated Prime Value Obligations Fund, which is managed by the Fund's Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of these transactions.

Administrative Fee

Federated Services Company ("FServ"), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. The fee paid to FServ is based on a scale that ranges from 0.150% to 0.075% of the average aggregate daily net assets of all funds advised by subsidiaries of Federated Investors, Inc., subject to a $125,000 minimum per portfolio and $30,000 per each additional class.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp. ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares. The Plan provides that the Fund may incur distribution expenses up to 0.25% of average daily net assets of the Institutional Service Shares, annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund for the period. The fee paid to FSSC is used to finance certain services for shareholders and to maintain shareholder accounts. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

FServ, through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type and number of accounts and transactions made by shareholders. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses.

General

Certain of the Officers and Trustees of the Trust are Officers and Directors or Trustees of the above companies.

INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term securities (and in-kind contributions), for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

43,486,416


Sales

  

$

84,542,996


Purchases and sales of long-term U.S. government securities for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

105,019,321


Sales

  

$

84,781,771


FEDERAL INCOME TAX INFORMATION (UNAUDITED)

For the year ended April 30, 2002, the Fund did not designate any long-term capital gains dividends.

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FEDERATED INTERMEDIATE INCOME FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of the Federated Intermediate Income Fund (the "Fund"), one of the portfolios constituting Federated Income Securities Trust, as of April 30, 2002, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2002, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Intermediate Income Fund, a portfolio of Federated Income Securities Trust, at April 30, 2002, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States.

 

Ernst & Young LLP

Boston, Massachusetts
June 17, 2002

Board of Trustees and Fund Officers

The following table gives information about each Board member and the senior officers of the Fund. The tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Federated Fund Complex consists of 139 investment company portfolios. Unless otherwise noted, each Board member: oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Fund Trustees and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and
Other Directorships Held

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

 

 


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).

Previous Position: Vice President, Walsh & Kelly, Inc.

 

 

 


OFFICERS

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


Randall S. Bauer
Birth Date: November 16, 1957
VICE PRESIDENT

 

Randall S. Bauer has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

 

 

 


<R>

A Statement of Additional Information (SAI) dated June 30, 2002, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to make inquiries, call your investment professional or the Fund at 1-800-341-7400.

</R>

You can obtain information about the Fund (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

Federated
World-Class Investment Manager

Federated Intermediate Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

Investment Company Act File No. 811-4577

Federated is a registered mark of Federated Investors, Inc. 2002 ©Federated Investors, Inc.

 

Cusip 31420C506

<R>

3090804A-SS (6/02)

</R>

 

Federated Intermediate Income Fund

A Portfolio of Federated Income Securities Trust

 

STATEMENT OF ADDITIONAL INFORMATION

<R>

June 30, 2002

</R>

INSTITUTIONAL SHARES
INSTITUTIONAL SERVICE SHARES

<R>

This Statement of Additional Information (SAI) is not a prospectus. Read this SAI in conjunction with the prospectuses for Federated Intermediate Income Fund (Fund) Institutional Shares and Institutional Service Shares, dated June 30, 2002. Obtain the prospectuses and the Annual Report's Management's Discussion of Fund Performance without charge by calling 1-800-341-7400.

</R>

<R>

Federated
World-Class Investment Manager

Federated Intermediate Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

3090804B (6/02)

</R>

CONTENTS

How is the Fund Organized? 1

Securities in Which the Fund Invests 1

What Do Shares Cost? 9

How is the Fund Sold? 9

Subaccounting Services 10

Redemption in Kind 10

Massachusetts Partnership Law 10

Account and Share Information 10

Tax Information 11

Who Manages and Provides Services to the Fund? 12

How Does the Fund Measure Performance? 17

Who is Federated Investors, Inc.? 18

Investment Ratings 20

Addresses 22

How is the Fund Organized?

The Fund is a diversified portfolio of Federated Income Securities Trust (Trust). The Trust is an open-end, management investment company that was established under the laws of the Commonwealth of Massachusetts on January 24, 1986. The Trust may offer separate series of shares representing interests in separate portfolios of securities.

<R>

The Board of Trustees (the "Board") has established two classes of shares of the Fund, known as Institutional Shares and Institutional Service Shares (Shares). This SAI relates to both classes of Shares. The Fund's investment adviser is Federated Investment Management Company (Adviser).

</R>

Securities in Which the Fund Invests

In pursuing its investment strategy, the Fund may invest in the following securities for any purpose that is consistent with its investment objective.

SECURITIES DESCRIPTIONS AND TECHNIQUES

Fixed Income Securities

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which the Fund may invest.

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

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Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a "GSE"). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

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The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

COMMERCIAL PAPER

Commercial paper is an issuer's obligation with a maturity of less than nine months. Companies typically issue commercial paper to pay for current expenditures. Most issuers constantly reissue their commercial paper and use the proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue to obtain liquidity in this fashion, its commercial paper may default. The short maturity of commercial paper reduces both the market and credit risks as compared to other debt securities of the same issuer.

DEMAND INSTRUMENTS

Demand instruments are corporate debt securities that the issuer must repay upon demand. Other demand instruments require a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The Fund treats demand instruments as short-term securities, even though their stated maturity may extend beyond one year.

SURPLUS NOTES

Surplus notes are subordinated debt instruments issued by mutual and stock insurance companies. Mutual insurance companies generally issue surplus notes to raise capital. Stock insurance companies primarily issue surplus notes in transactions with affiliates. Surplus notes are treated by insurers as equity capital, or "surplus" for regulatory reporting purposes. Surplus notes typically are subordinated to any other debt.

CAPITAL SECURITIES

Capital securities are subordinated securities, generally with a 30-50 year maturity and a 5-10 year call protection. Dividend payments generally can be deferred by the issuer for up to 5 years. These securities generally are unsecured and subordinated to all senior debt securities of the issuer, therefore, principal and interest payments on capital securities are subject to a greater risk of default than senior debt securities.

STEP UP PERPETUAL SUBORDINATED SECURITIES

Step up perpetual subordinated securities ("step ups") generally are structured as perpetual preferred securities (with no stated maturity) with a 10-year call option. If the issue is not called, however, the coupon increases or "steps up," generally 150 to 250 basis points depending on the issue and its country of jurisdiction. The step up interest rate acts as a punitive rate which would typically compel the issuer to call the security. Thus, these securities generally are priced as 10-year securities.

Municipal Securities

Municipal securities are issued by states, counties, cities and other political subdivisions and authorities. Although many municipal securities are exempt from federal income tax, the Fund may invest in taxable municipal securities.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments onto the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

Collateralized Mortgage Obligations (CMOs)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class.

The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

Sequential CMOs

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes.

PACs, TACs and Companion Classes

More sophisticated CMOs include planned amortization classes (PACs) and targeted amortization classes (TACs). PACs and TACs are issued with companion classes. PACs and TACs receive principal payments and prepayments at a specified rate. The companion classes receive principal payments and prepayments in excess of the specified rate. In addition, PACs will receive the companion classes' share of principal payments, if necessary, to cover a shortfall in the prepayment rate. This helps PACs and TACs to control prepayment risks by increasing the risks to their companion classes.

IOs and POs

CMOs may allocate interest payments to one class (Interest Only or IOs) and principal payments to another class (Principal Only or POs). POs increase in value when prepayment rates increase. In contrast, IOs decrease in value when prepayments increase, because the underlying mortgages generate less interest payments. However, IOs tend to increase in value when interest rates rise (and prepayments decrease), making IOs a useful hedge against interest rate risks.

Floaters and Inverse Floaters

Another variant allocates interest payments between two classes of CMOs. One class (Floaters) receives a share of interest payments based upon a market index such as LIBOR. The other class (Inverse Floaters) receives any remaining interest payments from the underlying mortgages. Floater classes receive more interest (and Inverse Floater classes receive correspondingly less interest) as interest rates rise. This shifts prepayment and interest rate risks from the Floater to the Inverse Floater class, reducing the price volatility of the Floater class and increasing the price volatility of the Inverse Floater class.

Z Classes and Residual Classes

CMOs must allocate all payments received from the underlying mortgages to some class. To capture any unallocated payments, CMOs generally have an accrual (Z) class. Z classes do not receive any payments from the underlying mortgages until all other CMO classes have been paid off. Once this happens, holders of Z class CMOs receive all payments and prepayments. Similarly, REMICs have residual interests that receive any mortgage payments not allocated to another REMIC class.

Asset Backed Securities

Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass-through certificates. Asset backed securities have prepayment risks. Like CMOs, asset backed securities may be structured like Floaters, Inverse Floaters, IOs and POs.

Zero Coupon Securities

Zero coupon securities do not pay interest or principal until final maturity unlike debt securities that provide periodic payments of interest (referred to as a coupon payment). Investors buy zero coupon securities at a price below the amount payable at maturity. The difference between the purchase price and the amount paid at maturity represents interest on the zero coupon security. Investors must wait until maturity to receive interest and principal, which increases the interest rate and credit risks of a zero coupon security. A zero coupon step-up security converts to a coupon security before final maturity.

There are many forms of zero coupon securities. Some are issued at a discount and are referred to as zero coupon or capital appreciation bonds. Others are created from interest bearing bonds by separating the right to receive the bond's coupon payments from the right to receive the bond's principal due at maturity, a process known as coupon stripping. Treasury STRIPs, IOs and POs are the most common forms of stripped zero coupon securities. In addition, some securities give the issuer the option to deliver additional securities in place of cash interest payments, thereby increasing the amount payable at maturity. These are referred to as pay-in-kind or PIK securities.

Bank Instruments

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker's acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

Credit Enhancement

Credit enhancement consists of an arrangement in which a company agrees to pay amounts due on a fixed income security if the issuer defaults. In some cases the company providing credit enhancement makes all payments directly to the security holders and receives reimbursement from the issuer. Normally, the credit enhancer has greater financial resources and liquidity than the issuer. For this reason, the Adviser usually evaluates the credit risk of a fixed income security based solely upon its credit enhancement.

Common types of credit enhancement include guarantees, letters of credit, bond insurance and surety bonds. Credit enhancement also includes arrangements where securities or other liquid assets secure payment of a fixed income security. If a default occurs, these assets may be sold and the proceeds paid to security's holders. Either form of credit enhancement reduces credit risks by providing another source of payment for a fixed income security.

Convertible Securities

Convertible securities are convertible preferred stock or convertible bonds that the Fund has the option to exchange for equity securities of the issuer at a specified conversion price. The option allows the Fund to realize additional returns if the market price of the equity securities exceeds the conversion price. For example, the Fund may hold securities that are convertible into shares of common stock at a conversion price of $10 per share. If the market value of the shares of common stock reached $12, the Fund could realize an additional $2 per share by converting its securities.

Convertible preferred stock and convertible bonds pay or accrue interest or dividends at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a convertible bond must repay the principal amount of the bond, normally within a specified time. Convertible preferred stock and convertible bonds provide more income than equity securities.

The Fund treats convertible securities as fixed income securities for purposes of its investment policies and limitations, because of their unique characteristics.

Foreign Securities

Foreign securities are securities of issuers based outside the United States. The Fund considers an issuer to be based outside the United States if:

  • it is organized under the laws of, or has a principal office located in, another country;
  • the principal trading market for its securities is in another country; or
  • it (or its subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country.

Foreign securities are primarily denominated in foreign currencies. Along with the risks normally associated with domestic securities of the same type, foreign securities are subject to currency risks and risks of foreign investing.

Foreign Exchange Contracts

In order to convert U.S. dollars into the currency needed to buy a foreign security, or to convert foreign currency received from the sale of a foreign security into U.S. dollars, the Fund may enter into spot currency trades. In a spot trade, the Fund agrees to exchange one currency for another at the current exchange rate. The Fund may also enter into derivative contracts in which a foreign currency is an underlying asset. The exchange rate for currency derivative contracts may be higher or lower than the spot exchange rate. Use of these derivative contracts may increase or decrease the Fund's exposure to currency risks.

Derivative Contracts

Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as futures, forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.

Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.

For example, the Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.

The Fund may also trade derivative contracts over-the-counter (OTC) in transactions negotiated directly between the Fund and the counterparty. OTC contracts do not necessarily have standard terms, so they cannot be directly offset with other OTC contracts. In addition, OTC contracts with more specialized terms may be more difficult to price than exchange traded contracts.

Depending upon how the Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund's exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.

The Fund may trade in the following types of derivative contracts.

Futures Contracts

Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of an underlying asset at a specified price, date, and time. Entering into a contract to buy an underlying asset is commonly referred to as buying a contract or holding a long position in the asset. Entering into a contract to sell an underlying asset is commonly referred to as selling a contract or holding a short position in the asset. Futures contracts are considered to be commodity contracts. Futures contracts traded OTC are frequently referred to as forward contracts.

The Fund may buy and sell futures contracts on portfolio securities or indexes, and may buy and sell foreign currency forward contracts and foreign currency futures contracts.

Options

Options are rights to buy or sell an underlying asset for a specified price (the exercise price) during, or at the end of, a specified period. A call option gives the holder (buyer) the right to buy the underlying asset from the seller (writer) of the option. A put option gives the holder the right to sell the underlying asset to the writer of the option. The writer of the option receives a payment, or premium, from the buyer, which the writer keeps regardless of whether the buyer uses (or exercises) the option.

The Fund may:

  • Buy call options on securities, futures contracts, foreign currency futures contracts and foreign currencies in anticipation of an increase in the value of the underlying asset;
  • Buy put options on securities, futures contracts, foreign currency futures contracts and foreign currencies in anticipation of a decrease in the value of the underlying asset; and
  • Buy or write options to close out existing options positions.

The Fund may also write call options on securities, futures contracts and foreign currencies to generate income from premiums, and in anticipation of a decrease or only limited increase in the value of the underlying asset. If a call written by the Fund is exercised, the Fund foregoes any possible profit from an increase in the market price of the underlying asset over the exercise price plus the premium received.

Swaps

Swaps are contracts in which two parties agree to pay each other (swap) the returns derived from underlying assets with differing characteristics. Most swaps do not involve the delivery of the underlying assets by either party, and the parties might not own the assets underlying the swap. The payments are usually made on a net basis so that, on any given day, the Fund would receive (or pay) only the amount by which its payment under the contract is less than (or exceeds) the amount of the other party's payment. Swap agreements are sophisticated instruments that can take many different forms, and are known by a variety of names including caps, floors, and collars. Common swap agreements that the Fund may use include:

Interest Rate Swaps

Interest rate swaps are contracts in which one party agrees to make regular payments equal to a fixed or floating interest rate times a stated principal amount of fixed income securities, in return for payments equal to a different fixed or floating rate times the same principal amount, for a specific period. For example, a $10 million LIBOR swap would require one party to pay the equivalent of the London Interbank Offer Rate of interest (which fluctuates) on $10 million principal amount in exchange for the right to receive the equivalent of a stated fixed rate of interest on $10 million principal amount.

Caps and Floors

Caps and Floors are contracts in which one party agrees to make payments only if an interest rate or index goes above (Cap) or below (Floor) a certain level in return for a fee from the other party.

SPECIAL TRANSACTIONS

Inter-Fund Borrowing and Lending Arrangements

The Securities and Exchange Commission (SEC) has granted an exemption that permits the Fund and all other funds advised by subsidiaries of Federated Investors, Inc. ("Federated funds") to lend and borrow money for certain temporary purposes directly to and from other Federated funds. Participation in this inter-fund lending program is voluntary for both borrowing and lending funds, and an inter-fund loan is only made if it benefits each participating fund. Federated administers the program according to procedures approved by the Fund's Board, and the Board monitors the operation of the program. Any inter-fund loan must comply with certain conditions set out in the exemption, which are designed to assure fairness and protect all participating funds.

For example, inter-fund lending is permitted only: (a) to meet shareholder redemption requests; and (b) to meet commitments arising from "failed" trades. All inter-fund loans must be repaid in seven days or less. The Fund's participation in this program must be consistent with its investment policies and limitations, and must meet certain percentage tests. Inter-fund loans may be made only when the rate of interest to be charged is more attractive to the lending fund than market-competitive rates on overnight repurchase agreements (the "Repo Rate") and more attractive to the borrowing fund than the rate of interest that would be charged by an unaffiliated bank for short-term borrowings (the "Bank Loan Rate"), as determined by the Board. The interest rate imposed on inter-fund loans is the average of the Repo Rate and the Bank Loan Rate.

Repurchase Agreements

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Repurchase agreements are transactions in which the Fund buys a security from a dealer or bank and agrees to sell the security back at a mutually agreed-upon time and price. The repurchase price exceeds the sale price, reflecting the Fund's return on the transaction. This return is unrelated to the interest rate on the underlying security. The Fund will enter into repurchase agreements only with banks and other recognized financial institutions, such as securities dealers, deemed creditworthy by the Adviser.

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The Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Adviser or subcustodian will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price.

Repurchase agreements are subject to credit risks.

Reverse Repurchase Agreements

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Reverse repurchase agreements are repurchase agreements in which the Fund is the seller (rather than the buyer) of the securities, and agrees to repurchase them at an agreed-upon time and price. A reverse repurchase agreement may be viewed as a type of borrowing by the Fund. Reverse repurchase agreements are subject to credit risks. In addition, reverse repurchase agreements create leverage risks because the Fund must repurchase the underlying security at a higher price, regardless of the market value of the security at the time of repurchase.

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Delayed Delivery Transactions

Delayed delivery transactions, including when issued transactions, are arrangements in which the Fund buys securities for a set price, with payment and delivery of the securities scheduled for a future time. During the period between purchase and settlement, no payment is made by the Fund to the issuer and no interest accrues to the Fund. The Fund records the transaction when it agrees to buy the securities and reflects their value in determining the price of its shares. Settlement dates may be a month or more after entering into these transactions so that the market values of the securities bought may vary from the purchase prices. Therefore, delayed delivery transactions create interest rate risks for the Fund. Delayed delivery transactions also involve credit risks in the event of a counterparty default.

Dollar Rolls

Dollar rolls are transactions where the Fund sells mortgage backed securities with a commitment to buy similar, but not identical, mortgage backed securities on a future date at a lower price. Normally, one or both securities involved are TBA mortgage backed securities. Dollar rolls are subject to interest rate risks and credit risks.

Securities Lending

The Fund may lend portfolio securities to borrowers that the Adviser deems creditworthy. In return, the Fund receives cash or liquid securities from the borrower as collateral. The borrower must furnish additional collateral if the market value of the loaned securities increases. Also, the borrower must pay the Fund the equivalent of any dividends or interest received on the loaned securities.

The Fund will reinvest cash collateral in securities that qualify as an acceptable investment for the Fund. However, the Fund must pay interest to the borrower for the use of cash collateral.

Loans are subject to termination at the option of the Fund or the borrower. The Fund will not have the right to vote on securities while they are on loan, but it will terminate a loan in anticipation of any important vote. The Fund may pay administrative and custodial fees in connection with a loan and may pay a negotiated portion of the interest earned on the cash collateral to a securities lending agent or broker.

Securities lending activities are subject to interest rate risks and credit risks.

Asset Coverage

In order to secure its obligations in connection with derivatives contracts or special transactions, the Fund will either own the underlying assets, enter into an offsetting transaction or set aside readily marketable securities with a value that equals or exceeds the Fund's obligations. Unless the Fund has other readily marketable assets to set aside, it cannot trade assets used to secure such obligations without entering into an offsetting derivative contract or terminating a special transaction. This may cause the Fund to miss favorable trading opportunities or to realize losses on derivative contracts or special transactions.

Investing in Securities of Other Investment Companies

The Fund may invest its assets in securities of other investment companies, including the securities of affiliated money market funds, as an efficient means of carrying out its investment policies and managing its uninvested cash.

The Fund may invest in mortgage backed securities primarily by investing in another investment company (which is not available for general investment by the public) that owns those securities and that is advised by an affiliate of the Adviser. This other investment company is managed independently of the Fund and may incur additional administrative expenses. Therefore, any such investment by the Fund may be subject to duplicate expenses. However, the Adviser believes that the benefits and efficiencies of this approach should outweigh the potential additional expenses. The Fund may also invest in such securities directly.

INVESTMENT RISKS

There are many factors which may affect an investment in the Fund. The Fund's risk factors are outlined below.

Interest Rate Risks

  • Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.
  • Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

Credit Risks

  • Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.
  • Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investor Services, Inc. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.
  • Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.
  • Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

Call and Prepayment Risks

  • Call risk is the possibility that an issuer may redeem a fixed income security before maturity (a call) at a price below its current market price. An increase in the likelihood of a call may reduce the security's price.
  • If a fixed income security is called, the Fund may have to reinvest the proceeds in other fixed income securities with lower interest rates, higher credit risks, or other less favorable characteristics.
  • Generally, homeowners have the option to prepay their mortgages at any time without penalty. Homeowners frequently refinance high interest rate mortgages when mortgage rates fall. This results in the prepayment of mortgage backed securities with higher interest rates. Conversely, prepayments due to refinancings decrease when mortgage rates increase. This extends the life of mortgage backed securities with lower interest rates. Other economic factors can also lead to increases or decreases in prepayments. Increases in prepayments of high interest rate mortgage backed securities, or decreases in prepayments of lower interest rate mortgage backed securities, may reduce their yield and price. These factors, particularly the relationship between interest rates and mortgage prepayments makes the price of mortgage backed securities more volatile than many other types of fixed income securities with comparable credit risks.
  • Mortgage backed securities generally compensate for greater prepayment risk by paying a higher yield. The difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security is perceived to have an increased prepayment risk or perceived to have less market demand. An increase in the spread will cause the price of the security to decline.
  • The Fund may have to reinvest the proceeds of mortgage prepayments in other fixed income securities with lower interest rates, higher prepayment risks, or other less favorable characteristics.

Liquidity Risks

  • Trading opportunities are more limited for fixed income securities that have not received any credit ratings, have received ratings below investment grade or are not widely held.
  • Trading opportunities are more limited for CMOs that have complex terms or that are not widely held. These features may make it more difficult to sell or buy a security at a favorable price or time. Consequently, the Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on the Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
  • Liquidity risk also refers to the possibility that the Fund may not be able to sell a security or close out a derivative contract when it wants to. If this happens, the Fund will be required to continue to hold the security or keep the position open, and the Fund could incur losses.
  • OTC derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

Risks Associated with Complex CMOs

  • CMOs with complex or highly variable prepayment terms, such as companion classes, IOs, POs, Inverse Floaters and residuals, generally entail greater market, prepayment and liquidity risks than other mortgage backed securities. For example, their prices are more volatile and their trading market may be more limited.

Risks of Foreign Investing

  • Foreign securities pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors.
  • Foreign companies may not provide information (including financial statements) as frequently or to as great an extent as companies in the United States. Foreign companies may also receive less coverage than U.S. companies by market analysts and the financial press. In addition, foreign countries may lack uniform accounting, auditing and financial reporting standards or regulatory requirements comparable to those applicable to U.S. companies. These factors may prevent the Fund and its Adviser from obtaining information concerning foreign companies that is as frequent, extensive and reliable as the information available concerning companies in the United States.
  • Foreign countries may have restrictions on foreign ownership of securities or may impose exchange controls, capital flow restrictions or repatriation restrictions which could adversely affect the liquidity of the Fund's investments.

Currency Risks

  • Exchange rates for currencies fluctuate daily. The combination of currency risk and market risks tends to make securities traded in foreign markets more volatile than securities traded exclusively in the United States.
  • The Adviser attempts to manage currency risk by limiting the amount the Fund invests in securities denominated in a particular currency. However, diversification will not protect the Fund against a general increase in the value of the U.S. dollar relative to other currencies.

Leverage Risks

  • Leverage risk is created when an investment exposes the Fund to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify the Fund's risk of loss and potential for gain.
  • Investments can have these same results if their returns are based on a multiple of a specified index, security, or other benchmark.

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FUNDAMENTAL INVESTMENT OBJECTIVE

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The Fund's investment objective is to provide current income. The investment objective may not be changed by the Fund's Directors without shareholder approval.

INVESTMENT LIMITATIONS

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Diversification of Investments

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With respect to securities comprising 75% of the value of its total assets, the Fund will not purchase securities of any one issuer (other than cash; cash items; securities issued or guaranteed by the government of the United States or its agencies or instrumentalities and repurchase agreements collateralized by such U.S. government securities; and securities of other investment companies) if, as a result, more than 5% of the value of its total assets would be invested in the securities of that issuer, or the Fund would own more than 10% of the outstanding voting securities of that issuer.

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Issuing Senior Securities and Borrowing Money

The Fund may borrow money, directly or indirectly, and issue senior securities to the maximum extent permitted under the Investment Company Act of 1940 (1940 Act).

Investing in Real Estate

The Fund may not purchase or sell real estate, provided that this restriction does not prevent the Fund from investing in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. The Fund may exercise its rights under agreements relating to such securities, including the right to enforce security interests and to hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Investing in Commodities

The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.

Underwriting

The Fund may not underwrite the securities of other issuers, except that the Fund may engage in transactions involving the acquisition, disposition or resale of its portfolio securities, under circumstances where it may be considered to be an underwriter under the Securities Act of 1933.

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Lending Cash or Securities

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The Fund may not make loans, provided that this restriction does not prevent the Fund from purchasing debt obligations, entering into repurchase agreements, lending its assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

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Concentration of Investments

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The Fund will not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry. Government securities, municipal securities and bank instruments will not be deemed to constitute an industry.

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The above limitations cannot be changed unless authorized by the Board and by the "vote of a majority of its outstanding voting securities," as defined by the 1940 Act. The following limitations, however, may be changed by the Board without shareholder approval. Shareholders will be notified before any material change in these limitations becomes effective.

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Buying on Margin

The Fund will not purchase securities on margin, provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options and futures, forward and spot currency contracts, swap transactions and other financial contracts or derivative instruments.

Pledging Assets

The Fund will not mortgage, pledge, or hypothecate any of its assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

Investing in Illiquid Securities

The Fund will not purchase securities for which there is no readily available market, or enter into repurchase agreements or purchase time deposits maturing in more than seven days, if immediately after and as a result, the value of such securities would exceed, in the aggregate, 15% of the Fund's net assets.

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For purposes of the concentration limitation: (a) utility companies will be divided according to their services (for example, gas, gas transmission, electric and telephone will be considered a separate industry); (b) financial service companies will be classified according to the end users of their services (for example, automobile finance, bank finance and diversified finance will each be considered a separate industry); and (c) asset-backed securities will be classified according to the underlying assets securing such securities. To conform to the current view of the SEC that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Fund will not exclude foreign bank instruments from industry concentration limits as long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Fund's total assets in any one industry will constitute "concentration."

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As a matter of non-fundamental policy, for purposes of the commodities policy, investments in transactions involving futures contracts and options, forward currency contracts, swap transactions and other financial contracts that settle by payment of cash are not deemed to be investments in commodities.

For purposes of the above limitations, the Fund considers certificates of deposit and demand and time deposits issued by a U.S. branch of a domestic bank or savings association having capital, surplus and undivided profits in excess of $100,000,000 at the time of investment to be "cash items." Except with respect to borrowing money, if a percentage limitation is adhered to at the time of investment, a later increase or decrease in percentage resulting from any change in value or net assets will not result in a violation of such limitation.

DETERMINING MARKET VALUE OF SECURITIES

Market values of the Fund's portfolio securities are determined as follows:

  • futures contracts and options are generally valued at market values established by the exchanges on which they are traded at the close of trading on such exchanges. Options traded in the over-the-counter market are generally valued according to the mean between the last bid and the last asked price for the option as provided by an investment dealer or other financial institution that deals in the option. The Board may determine in good faith that another method of valuing such investments is necessary to appraise their fair market value;
  • for fixed income securities, according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost; and
  • for all other securities at fair value as determined in good faith by the Board.

Prices provided by independent pricing services may be determined without relying exclusively on quoted prices and may consider institutional trading in similar groups of securities, yield, quality, stability, risk, coupon rate, maturity, type of issue, trading characteristics, and other market data or factors. From time to time, when prices cannot be obtained from an independent pricing service, securities may be valued based on quotes from broker-dealers or other financial institutions that trade the securities.

TRADING IN FOREIGN SECURITIES

Trading in foreign securities may be completed at times which vary from the closing of the New York Stock Exchange (NYSE). In computing its NAV, the Fund values foreign securities at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Certain foreign currency exchange rates may also be determined at the latest rate prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated into U.S. dollars at current rates. Occasionally, events that affect these values and exchange rates may occur between the times at which they are determined and the closing of the NYSE. If such events materially affect the value of portfolio securities, these securities may be valued at their fair value as determined in good faith by the Fund's Board, although the actual calculation may be done by others.

What Do Shares Cost?

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The Fund's net asset value (NAV) per Share fluctuates and is based on the market value of all securities and other assets of the Fund. The NAV for each class of Shares may differ due to the variance in daily net income realized by each class. Such variance will reflect only accrued net income to which the shareholders of a particular class are entitled.

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How is the Fund Sold?

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Under the Distributor's Contract with the Fund, the Distributor (Federated Securities Corp.) offers Shares on a continuous, best-efforts basis.

RULE 12B-1 PLAN (INSTITUTIONAL SERVICE SHARES)

As a compensation-type plan, the Rule 12b-1 Plan is designed to pay the Distributor (who may then pay investment professionals such as banks, broker/dealers, trust departments of banks, and registered investment advisers) for marketing activities (such as advertising, printing and distributing prospectuses, and providing incentives to investment professionals) to promote sales of Shares so that overall Fund assets are maintained or increased. This helps the Fund achieve economies of scale, reduce per share expenses, and provide cash for orderly portfolio management and Share redemptions. In addition, the Fund's service providers that receive asset-based fees also benefit from stable or increasing Fund assets.

The Fund may compensate the Distributor more or less than its actual marketing expenses. In no event will the Fund pay for any expenses of the Distributor that exceed the maximum Rule 12b-1 Plan fee.

For some classes of Shares, the maximum Rule 12b-1 Plan fee that can be paid in any one year may not be sufficient to cover the marketing-related expenses the Distributor has incurred. Therefore, it may take the Distributor a number of years to recoup these expenses.

SHAREHOLDER SERVICES

The Fund may pay Federated Shareholder Services Company, a subsidiary of Federated Investors, Inc. (Federated), for providing shareholder services and maintaining shareholder accounts. Federated Shareholder Services Company may select others to perform these services for their customers and may pay them fees.

SUPPLEMENTAL PAYMENTS

Investment professionals (such as broker/dealers or banks) may be paid fees, in significant amounts, out of the assets of the Distributor and/or Federated Shareholder Services Company. (These fees do not come out of Fund assets.) The Distributor and/or Federated Shareholder Services Company may be reimbursed by the Adviser or its affiliates.

Investment professionals receive such fees for providing distribution-related and/or shareholder services, such as advertising, providing incentives to their sales personnel, sponsoring other activities intended to promote sales, and maintaining shareholder accounts. These payments may be based upon such factors as the number or value of Shares the investment professional sells or may sell; the value of client assets invested; and/or the type and nature of sales or marketing support furnished by the investment professional.

Subaccounting Services

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Certain investment professionals may wish to use the transfer agent's subaccounting system to minimize their internal recordkeeping requirements. The transfer agent may charge a fee based on the level of subaccounting services rendered. Investment professionals holding Shares in a fiduciary, agency, custodial or similar capacity may charge or pass through subaccounting fees as part of or in addition to normal trust or agency account fees. They may also charge fees for other services that may be related to the ownership of Shares. This information should, therefore, be read together with any agreement between the customer and the investment professional about the services provided, the fees charged for those services, and any restrictions and limitations imposed.

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Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right, as described below, to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

Because the Fund has elected to be governed by Rule 18f-1 under the 1940 Act, the Fund is obligated to pay Share redemptions to any one shareholder in cash only up to the lesser of $250,000 or 1% of the net assets represented by such Share class during any 90-day period.

Any Share redemption payment greater than this amount will also be in cash unless the Fund's Board determines that payment should be in kind. In such a case, the Fund will pay all or a portion of the remainder of the redemption in portfolio securities, valued in the same way as the Fund determines its NAV. The portfolio securities will be selected in a manner that the Fund's Board deems fair and equitable and, to the extent available, such securities will be readily marketable.

Redemption in kind is not as liquid as a cash redemption. If redemption is made in kind, shareholders receiving the portfolio securities and selling them before their maturity could receive less than the redemption value of the securities and could incur certain transaction costs.

Massachusetts Partnership Law

Under certain circumstances, shareholders may be held personally liable as partners under Massachusetts law for obligations of the Fund. To protect its shareholders, the Fund has filed legal documents with Massachusetts that expressly disclaim the liability of its shareholders for acts or obligations of the Fund.

In the unlikely event a shareholder is held personally liable for the Fund's obligations, the Fund is required by the Declaration of Trust to use its property to protect or compensate the shareholder. On request, the Fund will defend any claim made and pay any judgment against a shareholder for any act or obligation of the Fund. Therefore, financial loss resulting from liability as a shareholder will occur only if the Fund itself cannot meet its obligations to indemnify shareholders and pay judgments against them.

Account and Share Information

VOTING RIGHTS

Each share of the Fund gives the shareholder one vote in Trustee elections and other matters submitted to shareholders for vote. All Shares of the Trust have equal voting rights, except that in matters affecting only a particular Fund or class, only Shares of that Fund or class are entitled to vote. Trustees may be removed by the Board or by shareholders at a special meeting. A special meeting of shareholders will be called by the Board upon the written request of shareholders who own at least 10% of the Trust's outstanding shares of all series entitled to vote.

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As of June 3, 2002, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Shares:

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Name & Address
of Shareholder

  

Percentage

  

Name of Share
Class Owned

Central Carolina Bank & Trust
Paradigm Accounts
Attn. NAV Desk/Trust Dept.
P.O. Box 30010
Durham, NC 27702-3010

20.12%

Institutional Shares

First Citizens Bank & Trust Co.
As Trustee for the 401k Plan of
First Citizens Bank
100 Tryon Rd.
Raleigh, NC 27603-3526

25.66%

Institutional Service Shares

ISTCO Union
Planters Bank N.A.
PO Box 523
Belleville, IL 62222-0523

5.55%

Institutional Shares

Millards & Co.
c/o SEI Trust Company
Attn. Pam Donovan -- FirstMerit Team
1 Freedom Valley Drive
Oaks, PA 19456

5.61%

Institutional Shares

Nationwide QPVA
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029

8.14%

Institutional Service Shares

Stockyards Bank & Trust
Attn. Louis Black
P.O. Box 32890
Louisville, KY 40232-2890

11.50%

Institutional Shares

Shareholders owning 25% or more of outstanding Shares may be in control and be able to affect the outcome of certain matters presented for a vote of shareholders.

Tax Information

FEDERAL INCOME TAX

The Fund intends to meet requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. If these requirements are not met, it will not receive special tax treatment and will be subject to federal corporate income tax.

The Fund will be treated as a single, separate entity for federal income tax purposes so that income earned and capital gains and losses realized by the Trust's other portfolios will be separate from those realized by the Fund.

FOREIGN INVESTMENTS

If the Fund purchases foreign securities, their investment income may be subject to foreign withholding or other taxes that could reduce the return on these securities. Tax treaties between the United States and foreign countries, however, may reduce or eliminate the amount of foreign taxes to which the Fund would be subject. The effective rate of foreign tax cannot be predicted since the amount of Fund assets to be invested within various countries is uncertain. However, the Fund intends to operate so as to qualify for treaty-reduced tax rates when applicable.

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Distributions from a Fund may be based on estimates of book income for the year. Book income generally consists solely of the income generated by the securities in the portfolio, whereas tax-basis income includes, in addition, gains or losses attributable to currency fluctuation. Due to differences in the book and tax treatment of fixed-income securities denominated in foreign currencies, it is difficult to project currency effects on an interim basis. Therefore, to the extent that currency fluctuations cannot be anticipated, a portion of distributions to shareholders could later be designated as a return of capital, rather than income, for income tax purposes, which may be of particular concern to simple trusts.

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If the Fund invests in the stock of certain foreign corporations, they may constitute Passive Foreign Investment Companies (PFIC), and the Fund may be subject to Federal income taxes upon disposition of PFIC investments.

If more than 50% of the value of the Fund's assets at the end of the tax year is represented by stock or securities of foreign corporations, the Fund will qualify for certain Code provisions that allow its shareholders to claim a foreign tax credit or deduction on their U.S. income tax returns. The Code may limit a shareholder's ability to claim a foreign tax credit. Shareholders who elect to deduct their portion of the Fund's foreign taxes rather than take the foreign tax credit must itemize deductions on their income tax returns.

Who Manages and Provides Services to the Fund?

BOARD OF TRUSTEES

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The Board is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund. Where required, the tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Trust comprises two portfolios and the Federated Fund Complex consists of 44 investment companies (comprising 139 portfolios). Unless otherwise noted, each Board member oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios.

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As of June 3, 2002, the Fund's Board and Officers as a group owned less than 1% of the Fund's outstanding Shares.

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INTERESTED TRUSTEES BACKGROUND AND COMPENSATION

 

 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years, Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.; Chairman, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.

Previous Positions: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.

 

$0

 

$0

 

 

 

 

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; President, Chief Executive Officer and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; President, Chief Executive Officer and Director, Federated Global Investment Management Corp.; President and Chief Executive Officer, Passport Research, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company.

Previous Position: President, Federated Investment Counseling.

 

$0

 

$0

 

 

 

 

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

$696.91

 

$117,117.17

 

 

 

 

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND AND COMPENSATION

 

 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years, Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

$766.69

 

$128,847.72

 

 

 

 

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3838 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

$766.69

 

$128,847.66

 

 

 

 

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

$766.69

 

$126,923.53

 

 

 

 

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

$696.91

 

$115,368.16

 

 

 

 

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

$696.91

 

$117,117.14

 

 

 

 

 

 

 


Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing, communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

$766.69

 

$128,847.66

 

 

 

 

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

$797.57

 

$117,117.14

 

 

 

 

 

 

 


 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years, Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

$696.91

 

$117,117.17

 

 

 

 

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).

Previous Position: Vice President, Walsh & Kelly, Inc.

 

$696.91

 

$117,117.17

 

 

 

 

 

 

 


 

OFFICERS**

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services; Vice President, Federated Investment Management Company, Federated Investment Counseling, Federated Global Investment Management Corp. and Passport Research, Ltd.; Director and Executive Vice President, Federated Securities Corp.; Director, Federated Services Company; Trustee, Federated Shareholder Services Company.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

Previous Positions: Vice President, Federated Administrative Services; held various management positions within Funds Financial Services Division of Federated Investors, Inc.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


** Officers do not receive any compensation from the Fund.

Thomas R. Donahue, Chief Financial Officer, Vice President, Treasurer and Assistant Secretary of Federated and an officer of its various advisory and underwriting subsidiaries, has served as a Term Member on the Board of Directors of Duquesne University, Pittsburgh, Pennsylvania, since May 12, 2000. Mr. John E. Murray, Jr., an Independent Trustee of the Fund, served as President of Duquesne from 1988 until his retirement from that position in 2001, and became Chancellor of Duquesne on August 15, 2001. It should be noted that Mr. Donahue abstains on any matter that comes before Duquesne's Board that affects Mr. Murray personally.

COMMITTEES OF THE BOARD

 

Board Committee

  

Committee
Members

  

Committee Functions

  

Meetings Held
During Last
Fiscal Year

Executive

 

John F. Donahue
John E. Murray, Jr., J.D., S.J.D.

 

In between meetings of the full Board, the Executive Committee generally may exercise all the powers of the full Board in the management and direction of the business and conduct of the affairs of the Trust in such manner as the Executive Committee shall deem to be in the best interests of the Trust. However, the Executive Committee cannot elect or remove Board members, increase or decrease the number of Trustees, elect or remove any Officer, declare dividends, issue shares or recommend to shareholders any action requiring shareholder approval.

 

None

 

 

 

 

 

 

 


Audit

 

Thomas G. Bigley
John T. Conroy, Jr.
Nicholas P. Constantakis
Charles F. Mansfield, Jr.

 

The Audit Committee reviews and recommends to the full Board the independent auditors to be selected to audit the Fund's financial statements; meet with the independent auditors periodically to review the results of the audits and report the results to the full Board; evaluate the independence of the auditors, review legal and regulatory matters that may have a material effect on the financial statements, related compliance policies and programs, and the related reports received from regulators; review the Fund's internal audit function; review compliance with the Fund's code of conduct/ethics; review valuation issues; monitor inter-fund lending transactions; review custody services and issues and investigate any matters brought to the Committee's attention that are within the scope of its duties.

 

Four

 

 

 

 

 

 

 


<R>

BOARD OWNERSHIP OF SHARES IN THE FUND AND IN THE FEDERATED FAMILY OF INVESTMENT COMPANIES AS OF DECEMBER 31, 2001

</R>

 

<R>Interested
Board Member Name</R>

  

<R>Dollar Range of
Shares Owned
in Fund</R>

  

<R>Aggregate
Dollar Range of
Shares Owned in
Federated Family of
Investment Companies</R>

<R>John F. Donahue</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>J. Christopher Donahue</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Lawrence D. Ellis, M.D.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


 

 

 

 

 

<R>Independent
Board Member Name</R>

   

   

   

   

<R>Thomas G. Bigley</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John T. Conroy, Jr.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Nicholas P. Constantakis</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John F. Cunningham</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Peter E. Madden</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Charles F. Mansfield, Jr.</R>

   

<R>None</R>

   

<R>$50,001 - $100,000 </R>


<R>John E. Murray, Jr., J.D., S.J.D.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Marjorie P. Smuts</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John S. Walsh</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


INVESTMENT ADVISER

The Adviser conducts investment research and makes investment decisions for the Fund.

The Adviser is a wholly owned subsidiary of Federated.

The Adviser shall not be liable to the Trust or any Fund shareholder for any losses that may be sustained in the purchase, holding, or sale of any security or for anything done or omitted by it, except acts or omissions involving willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties imposed upon it by its contract with the Trust.

<R>

As required by the 1940 Act, the Fund's Board has reviewed the Fund's investment advisory contract. The Board's decision to approve the contract reflects the exercise of its business judgment on whether to continue the existing arrangements. During its review of the contract, the Board considers many factors, among the most material of which are: the Fund's investment objective and long term performance; the Adviser's management philosophy, personnel, and processes; the preferences and expectations of Fund shareholders and their relative sophistication; the continuing state of competition in the mutual fund industry; comparable fees in the mutual fund industry; the range and quality of services provided to the Fund and its shareholders by the Federated organization in addition to investment advisory services; and the Fund's relationship to other funds in the Federated fund family.

</R>

<R>

In assessing the Adviser's performance of its obligations, the Board also considers whether there has occurred a circumstance or event that would constitute a reason for it to not renew an advisory contract. In this regard, the Board is mindful of the potential disruptions of the Fund's operations and various risks, uncertainties and other effects that could occur as a result of a decision to terminate or not renew an advisory contract. In particular, the Board recognizes that most shareholders have invested in the Fund on the strength of the Adviser's industry standing and reputation and in the expectation that the Adviser will have a continuing role in providing advisory services to the Fund.

</R>

<R>

The Board also considers the compensation and benefits received by the Adviser. This includes fees received for services provided to the Fund by other entities in the Federated organization and research services received by the Adviser from brokers that execute Fund trades, as well as advisory fees. In this regard, the Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to an Adviser's compensation: the nature and quality of the services provided by the Adviser, including the performance of the Fund; the Adviser's cost of providing the services; the extent to which the Adviser may realize "economies of scale" as the Fund grows larger; any indirect benefits that may accrue to the Adviser and its affiliates as a result of the Adviser's relationship with the Fund; performance and expenses of comparable funds; and the extent to which the independent Board members are fully informed about all facts bearing on the Adviser's service and fee. The Fund's Board is aware of these factors and takes them into account in its review of the Fund's advisory contract.

</R>

<R>

The Board considers and weighs these circumstances in light of its substantial accumulated experience in governing the Fund and working with Federated on matters relating to its funds, and is assisted in its deliberations by the advice of independent legal counsel. In this regard, the Board requests and receives a significant amount of information about the Funds and the Federated organization. Federated provides much of this information at each regular meeting of the Board, and furnishes additional reports in connection with the particular meeting at which the Board's formal review of the advisory contracts occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board's evaluation of an advisory contract is informed by reports covering such matters as: the Adviser's investment philosophy, personnel, and processes; the Fund's short- and long-term performance (in absolute terms as well as in relationship to its particular investment program and certain competitor or "peer group" funds), and comments on the reasons for performance; the Fund's expenses (including the advisory fee itself and the overall expense structure of the Fund, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the use and allocation of brokerage commissions derived from trading the Fund's portfolio securities; the nature and extent of the advisory and other services provided to the Fund by the Adviser and its affiliates; compliance and audit reports concerning the Fund and the Federated companies that service it; and relevant developments in the mutual fund industry and how the Fund and/or Federated are responding to them.

</R>

<R>

The Board also receives financial information about Federated, including reports on the compensation and benefits Federated derives from its relationships with the Fund. These reports cover not only the fees under the advisory contracts, but also fees received by Federated's subsidiaries for providing other services to the Fund under separate contracts (e.g., for serving as the Fund's administrator and transfer agent). The reports also discuss any indirect benefit Federated may derive from its receipt of research services from brokers who execute Fund trades.

</R>

<R>

The Board bases its decision to approve an advisory contract on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations identified above are relevant to every fund, nor does the Board consider any one of them to be determinative. Because the totality of circumstances includes considering the relationship of each fund to the Federated family of funds, the Board does not approach consideration of every fund's advisory contract as if that were the only fund offered by Federated.

</R>

Other Related Services

Affiliates of the Adviser may, from time to time, provide certain electronic equipment and software to institutional customers in order to facilitate the purchase of Fund Shares offered by the Distributor.

CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Fund, its Adviser, and its Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Fund Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Fund could buy, they also contain significant safeguards designed to protect the Fund and its shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Adviser looks for prompt execution of the order at a favorable price. The Adviser will generally use those who are recognized dealers in specific portfolio instruments, except when a better price and execution of the order can be obtained elsewhere. In selecting among firms believed to meet these criteria, the Adviser may give consideration to those firms which have sold or are selling Shares of the Fund and other funds distributed by the Distributor and its affiliates. The Adviser makes decisions on portfolio transactions and selects brokers and dealers subject to review by the Fund's Board.

Investment decisions for the Fund are made independently from those of other accounts managed by the Adviser. When the Fund and one or more of those accounts invests in, or disposes of, the same security, available investments or opportunities for sales will be allocated among the Fund and the account(s) in a manner believed by the Adviser to be equitable. While the coordination and ability to participate in volume transactions may benefit the Fund, it is possible that this procedure could adversely impact the price paid or received and/or the position obtained or disposed of by the Fund.

ADMINISTRATOR

Federated Services Company, a subsidiary of Federated, provides administrative personnel and services (including certain legal and financial reporting services) necessary to operate the Fund. Federated Services Company provides these at the following annual rate of the average aggregate daily net assets of all Federated Funds as specified below:

 

Maximum Administrative Fee

  

Average Aggregate Daily
Net Assets of the Federated Funds

0.150 of 1%

 

on the first $250 million

0.125 of 1%

 

on the next $250 million

0.100 of 1%

 

on the next $250 million

0.075 of 1%

 

on assets in excess of $750 million

The administrative fee received during any fiscal year shall be at least $125,000 per portfolio and $30,000 per each additional class of Shares. Federated Services Company may voluntarily waive a portion of its fee and may reimburse the Fund for expenses.

Federated Services Company also provides certain accounting and recordkeeping services with respect to the Fund's portfolio investments for a fee based on Fund assets plus out-of-pocket expenses.

<R>

CUSTODIAN

</R>

<R>

State Street Bank and Trust Company, Boston, Massachusetts, is custodian for the securities and cash of the Fund. Foreign instruments purchased by the Fund are held by foreign banks participating in a network coordinated by State Street Bank.

</R>

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT

Federated Services Company, through its registered transfer agent subsidiary, Federated Shareholder Services Company, maintains all necessary shareholder records. The Fund pays the transfer agent a fee based on the size, type and number of accounts and transactions made by shareholders.

INDEPENDENT AUDITORS

<R>

The independent auditor for the Fund, Ernst & Young LLP, conducts its audits in accordance with auditing standards generally accepted in the United States of America, which require it to plan and perform its audits to provide reasonable assurance about whether the Fund's financial statements and financial highlights are free of material misstatement.

</R>

FEES PAID BY THE FUND FOR SERVICES

 

For the Year Ended April 30

  

<R>2002</R>

  

<R>2001</R>

  

<R>2000</R>

Advisory Fee Earned

   

<R>$1,714,258</R>

   

<R>$1,636,420</R>

   

<R>$1,498,510</R>


Advisory Fee Reduction

   

<R> 413,075</R>

   

<R> 314,520</R>

   

<R> 363,771</R>


Advisory Fee Reimbursement

   

<R> 1,164</R>

   

<R> 507</R>

   

<R>--</R>


Brokerage Commissions

   

0

   

0

   

<R>0</R>


Administrative Fee

   

<R> 257,997</R>

   

<R> 246,445</R>

   

<R> 225,849</R>


<R>12b-1 Fee:</R>

   

   

   

   

   

   


Institutional Service Shares

   

<R> 0</R>

   

<R> 25,963</R>

   

<R>--</R>


<R>Shareholder Services Fee:</R>

   

   

   

   

   

   


Institutional Shares

   

0

   

--

   

<R>--</R>


Institutional Service Shares

   

<R> 106,954</R>

   

<R>--</R>

   

<R>--</R>


Fees are allocated among classes based on their pro rata share of Fund assets, except for marketing (Rule 12b-1) fees and shareholder services fees, which are borne only by the applicable class of Shares.

How Does the Fund Measure Performance?

<R>

The Fund may advertise Share performance by using the SEC's standard methods for calculating performance applicable to all mutual funds. The SEC also permits this standard performance information to be accompanied by non-standard performance information.

</R>

The performance of Shares depends upon such variables as: portfolio quality; average portfolio maturity; type and value of portfolio securities; changes in interest rates; changes or differences in the Fund's or any class of Shares' expenses; and various other factors.

<R>

Share performance fluctuates on a daily basis largely because net earnings and/or the value of portfolio holdings fluctuate daily. Both net earnings and offering price per Share are factors in the computation of yield and total return.

</R>

AVERAGE ANNUAL TOTAL RETURNS AND YIELD

<R>

Total returns are given for the one-year, five-year and Start of Performance periods ended April 30, 2002.

</R>

<R>

Yield is given for the 30-day period ended April 30, 2002.

</R>

 

  

30-Day
Period

  

1 Year

  

5 Years

  

Start of
Performance on
December 20, 1993

Institutional Shares:

Total Return

 

 

 

 

 

 

 

 

Before Taxes

 

N/A

 

6.55%

 

6.72%

 

6.52%

After Taxes on Distributions

 

N/A

 

4.03%

 

4.10%

 

3.84%

After Taxes on Distributions and Sale of Shares

N/A

3.96%

4.08%

3.86%

Yield

 

5.96%

 

N/A

 

N/A

 

N/A

 

 

 

 

 

 

 

 

 

  

30-Day
Period

  

1 Year

  

5 Years

  

Start of
Performance on
December 20, 1993

Institutional Service Shares:

Total Return

 

 

 

 

 

 

 

 

Before Taxes

 

N/A

 

6.29%

 

6.46%

 

6.25%

After Taxes on Distributions

 

N/A

 

3.87%

 

3.95%

 

3.69%

After Taxes on Distributions and Sale of Shares

N/A

3.80%

3.92%

3.71%

Yield

 

5.71%

 

N/A

 

N/A

 

N/A

TOTAL RETURN

Total return represents the change (expressed as a percentage) in the value of Shares over a specific period of time, and includes the investment of income and capital gains distributions.

<R>

The average annual total return for Shares is the average compounded rate of return for a given period that would equate a $10,000 initial investment to the ending redeemable value of that investment. The ending redeemable value is computed by multiplying the number of Shares owned at the end of the period by the NAV per Share at the end of the period. The number of Shares owned at the end of the period is based on the number of Shares purchased at the beginning of the period with $10,000, less any applicable sales charge, adjusted over the period by any additional Shares, assuming the annual reinvestment of all dividends and distributions. Total returns after taxes are calculated in a similar manner, but reflect additional standard assumptions required by the SEC.

</R>

YIELD

The yield of Shares is calculated by dividing: (i) the net investment income per Share earned by the Shares over a 30-day period; by (ii) the maximum offering price per Share on the last day of the period. This number is then annualized using semi-annual compounding. This means that the amount of income generated during the 30-day period is assumed to be generated each month over a 12-month period and is reinvested every six months. The yield does not necessarily reflect income actually earned by Shares because of certain adjustments required by the SEC and, therefore, may not correlate to the dividends or other distributions paid to shareholders.

To the extent investment professionals and broker/dealers charge fees in connection with services provided in conjunction with an investment in Shares, the Share performance is lower for shareholders paying those fees.

PERFORMANCE COMPARISONS

Advertising and sales literature may include:

  • references to ratings, rankings, and financial publications and/or performance comparisons of Shares to certain indices;
  • charts, graphs and illustrations using the Fund's returns, or returns in general, that demonstrate investment concepts such as tax-deferred compounding, dollar-cost averaging and systematic investment;
  • discussions of economic, financial and political developments and their impact on the securities market, including the portfolio manager's views on how such developments could impact the Fund; and
  • information about the mutual fund industry from sources such as the Investment Company Institute.

The Fund may compare its performance, or performance for the types of securities in which it invests, to a variety of other investments, including federally insured bank products such as bank savings accounts, certificates of deposit, and Treasury bills.

The Fund may quote information from reliable sources regarding individual countries and regions, world stock exchanges, and economic and demographic statistics.

You may use financial publications and/or indices to obtain a more complete view of Share performance. When comparing performance, you should consider all relevant factors such as the composition of the index used, prevailing market conditions, portfolio compositions of other funds, and methods used to value portfolio securities and compute offering price. The financial publications and/or indices which the Fund uses in advertising may include:

<R>

Lipper, Inc.

</R>

<R>

Lipper, Inc., ranks funds in various fund categories by making comparative calculations using total return. Total return assumes the reinvestment of all capital gains distributions and income dividends and takes into account any change in over a specific period of time. From time to time, the Fund will quote its Lipper ranking in the "short-term investment grade debt funds" category in advertising and sales literature.

</R>

Morningstar, Inc.,

Morningstar, Inc., an independent rating service, is the publisher of the bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000 NASDAQ-listed mutual funds of all types, according to their risk-adjusted returns. The maximum rating is five stars, and ratings are effective for two weeks.

<R>

Lehman Brothers Government/Credit Index

</R>

<R>

Lehman Brothers Government/Credit Index is comprised of approximately 5,000 issues which include nonconvertible bonds publicly issued by the U.S. government or its agencies; corporate bonds guaranteed by the U.S. government and quasi- federal corporations; and publicly issued, fixed rate, nonconvertible domestic bonds of companies in industry, public utilities, and finance. The average maturity of these bonds approximates nine years. Tracked by Shearson Lehman Brothers, Inc. the index calculates total returns for one month, three month, twelve month, and ten year periods and year-to-date.

</R>

Who is Federated Investors, Inc.?

Federated is dedicated to meeting investor needs by making structured, straightforward and consistent investment decisions. Federated investment products have a history of competitive performance and have gained the confidence of thousands of financial institutions and individual investors.

Federated's disciplined investment selection process is rooted in sound methodologies backed by fundamental and technical research. At Federated, success in investment management does not depend solely on the skill of a single portfolio manager. It is a fusion of individual talents and state-of-the-art industry tools and resources. Federated's investment process involves teams of portfolio managers and analysts, and investment decisions are executed by traders who are dedicated to specific market sectors and who handle trillions of dollars in annual trading volume.

FEDERATED FUNDS OVERVIEW

Municipal Funds

<R>

In the municipal sector, as of December 31, 2001, Federated managed 12 bond funds with approximately $2.3 billion in assets and 22 money market funds with approximately $44.8 billion in total assets. In 1976, Federated introduced one of the first municipal bond mutual funds in the industry and is now one of the largest institutional buyers of municipal securities. The Funds may quote statistics from organizations including The Tax Foundation and the National Taxpayers Union regarding the tax obligations of Americans.

</R>

Equity Funds

<R>

In the equity sector, Federated has more than 31 years' experience. As of December 31, 2001, Federated managed 40 equity funds totaling approximately $20.7 billion in assets across growth, value, equity income, international, index and sector (i.e. utility) styles. Federated's value-oriented management style combines quantitative and qualitative analysis and features a structured, computer-assisted composite modeling system that was developed in the 1970s.

</R>

Corporate Bond Funds

<R>

In the corporate bond sector, as of December 31, 2001, Federated managed 11 money market funds and 30 bond funds with assets approximating $62.3 billion and $5.4 billion, respectively. Federated's corporate bond decision making--based on intensive, diligent credit analysis--is backed by over 29 years of experience in the corporate bond sector. In 1972, Federated introduced one of the first high-yield bond funds in the industry. In 1983, Federated was one of the first fund managers to participate in the asset backed securities market, a market totaling more than $209 billion.

</R>

Government Funds

<R>

In the government sector, as of December 31, 2001, Federated managed 6 mortgage backed, 5 multi-sector government funds, 3 government/agency and 19 government money market mutual funds, with assets approximating $3.6 billion, $2.0 billion, $1.2 billion and $55.2 billion, respectively. Federated trades approximately $90.4 billion in U.S. government and mortgage backed securities daily and places approximately $35 billion in repurchase agreements each day. Federated introduced the first U.S. government fund to invest in U.S. government bond securities in 1969. Federated has been a major force in the short- and intermediate-term government markets since 1982 and currently manages approximately $50 billion in government funds within these maturity ranges.

</R>

Money Market Funds

<R>

In the money market sector, Federated gained prominence in the mutual fund industry in 1974 with the creation of the first institutional money market fund. Simultaneously, the company pioneered the use of the amortized cost method of accounting for valuing shares of money market funds, a principal means used by money managers today to value money market fund shares. Other innovations include the first institutional tax-free money market fund. As of December 31, 2001, Federated managed $136.4 billion in assets across 54 money market funds, including 19 government, 11 prime, 22 municipal and 1 euro-denominated with assets approximating $55.2 billion, $62.3 billion, $44.8 billion and $34.6 million, respectively.

</R>

The Chief Investment Officers responsible for oversight of the various investment sectors within Federated are: U.S. equity and high yield--J. Thomas Madden; U.S. fixed income--William D. Dawson III; and global equities and fixed income--Henry A. Frantzen. The Chief Investment Officers are Executive Vice Presidents of the Federated advisory companies.

MUTUAL FUND MARKET

<R>

Forty-nine percent of American households are pursuing their financial goals through mutual funds. These investors, as well as businesses and institutions, have entrusted over $6.8 trillion to the more than 8,157 funds available, according to the Investment Company Institute.

</R>

FEDERATED CLIENTS OVERVIEW

Federated distributes mutual funds through its subsidiaries for a variety of investment purposes. Specific markets include:

Institutional Clients

<R>

Federated meets the needs of approximately 3,035 institutional clients nationwide by managing and servicing separate accounts and mutual funds for a variety of purposes, including defined benefit and defined contribution programs, cash management, and asset/liability management. Institutional clients include corporations, pension funds, tax exempt entities, foundations/endowments, insurance companies, and investment and financial advisers. The marketing effort to these institutional clients is headed by John B. Fisher, President, Institutional Sales Division, Federated Securities Corp.

</R>

Bank Marketing

Other institutional clients include more than 1,600 banks and trust organizations. Virtually all of the trust divisions of the top 100 bank holding companies use Federated Funds in their clients' portfolios. The marketing effort to trust clients is headed by Timothy C. Pillion, Senior Vice President, Bank Marketing & Sales.

Broker/Dealers and Bank Broker/Dealer Subsidiaries

Federated Funds are available to consumers through major brokerage firms nationwide--we have over 2,000 broker/dealer and bank broker/dealer relationships across the country--supported by more wholesalers than any other mutual fund distributor. Federated's service to financial professionals and institutions has earned it high ratings in several surveys performed by DALBAR, Inc. DALBAR is recognized as the industry benchmark for service quality measurement. The marketing effort to these firms is headed by James F. Getz, President, Broker/Dealer Sales Division, Federated Securities Corp.

Investment Ratings

<R>

STANDARD & POOR'S LONG-TERM DEBT RATING DEFINITIONS

</R>

AAA--Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to pay interest and repay principal is extremely strong.

AA--Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the higher-rated issues only in small degree.

A--Debt rated A has a strong capacity to pay interest and repay principal although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher-rated categories.

BBB--Debt rated BBB is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher-rated categories.

BB--Debt rated BB has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. The BB rating category is also used for debt subordinated to senior debt that is assigned an actual or implied BBB rating.

B--Debt rated B has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The B rating category is also used for debt subordinated to senior debt that is assigned an actual or implied BB or BB- rating.

CCC--Debt rated CCC has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. The CCC rating category is also used for debt subordinated to senior debt that is assigned an actual or implied B or B- rating.

CC--The rating CC typically is applied to debt subordinated to senior debt that is assigned an actual or implied CCC debt rating.

C--The rating C typically is applied to debt subordinated to senior debt which is assigned an actual or implied CCC debt rating. The C rating may be used to cover a situation where a bankruptcy petition has been filed, but debt service payments are continued.

MOODY'S INVESTORS SERVICE LONG-TERM BOND RATING DEFINITIONS

<R>

AAA--Bonds which are rated AAA are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.

</R>

AA--Bonds which are rated AA are judged to be of high quality by all standards. Together with the AAA group, they comprise what are generally known as high-grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in AAA securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in AAA securities.

A--Bonds which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment sometime in the future.

BAA--Bonds which are rated BAA are considered as medium-grade obligations, (i.e., they are neither highly protected nor poorly secured). Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.

BA--Bonds which are BA are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.

B--Bonds which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.

CAA--Bonds which are rated CAA are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.

CA--Bonds which are rated CA represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.

C--Bonds which are rated C are the lowest-rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.

FITCH RATINGS LONG-TERM DEBT RATING DEFINITIONS

AAA--Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong ability to pay interest and repay principal, which is unlikely to be affected by reasonably foreseeable events.

AA--Bonds considered to be investment grade and of very high credit quality. The obligor's ability to pay interest and repay principal is very strong, although not quite as strong as bonds rated AAA. Because bonds rated in the AAA and AA categories are not significantly vulnerable to foreseeable future developments, short-term debt of these issuers is generally rated F-1+.

A--Bonds considered to be investment grade and of high credit quality. The obligor's ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.

BBB--Bonds considered to be investment grade and of satisfactory credit quality. The obligor's ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances, however, are more likely to have adverse impact on these bonds, and therefore impair timely payment. The likelihood that the ratings of these bonds will fall below investment grade is higher than for bonds with higher ratings.

BB--Bonds are considered speculative. The obligor's ability to pay interest and repay principal may be affected over time by adverse economic changes. However, business and financial alternatives can be identified which could assist the obligor in satisfying its debt service requirements.

B--Bonds are considered highly speculative. While bonds in this class are currently meeting debt service requirements, the probability of continued timely payment of principal and interest reflects the obligor's limited margin of safety and the need for reasonable business and economic activity throughout the life of the issue.

CCC--Bonds have certain identifiable characteristics which, if not remedied, may lead to default. The ability to meet obligations requires an advantageous business and economic environment.

CC--Bonds are minimally protected. Default in payment of interest and/or principal seems probable over time.

C--Bonds are imminent default in payment of interest or principal.

MOODY'S INVESTORS SERVICE COMMERCIAL PAPER RATINGS

Prime-1--Issuers rated Prime-1 (or related supporting institutions) have a superior capacity for repayment of short-term promissory obligations. Prime-1 repayment capacity will normally be evidenced by the following characteristics:

  • Leading market positions in well-established industries;
  • High rates of return on funds employed;
  • Conservative capitalization structure with moderate reliance on debt and ample asset protection;
  • Broad margins in earning coverage of fixed financial charges and high internal cash generation; and
  • Well-established access to a range of financial markets and assured sources of alternate liquidity.

Prime-2--Issuers rated Prime-2 (or related supporting institutions) have a strong capacity for repayment of short-term promissory obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, will be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.

<R>

STANDARD & POOR'S COMMERCIAL PAPER RATINGS

</R>

A-1--This designation indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.

A-2--Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated A-1.

<R>

FITCH RATINGS COMMERCIAL PAPER RATING DEFINITIONS

</R>

FITCH-1-- (Highest Grade) Commercial paper assigned this rating is regarded as having the strongest degree of assurance for timely payment.

FITCH-2-- (Very Good Grade) Issues assigned this rating reflect an assurance of timely payment only slightly less in degree than the strongest issues.

Addresses

FEDERATED INTERMEDIATE INCOME FUND

Institutional Shares
Institutional Service Shares

Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000

Distributor

Federated Securities Corp.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Investment Adviser

Federated Investment Management Company
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Custodian

State Street Bank and Trust Company
P.O. Box 8600
Boston, MA 02266-8600

Transfer Agent and Dividend Disbursing Agent

Federated Shareholder Services Company
P.O. Box 8600
Boston, MA 02266-8600

Independent Auditors

Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116-5072

 

Federated Investors
World-Class Investment Manager

Federated Short-Term Income Fund

A Portfolio of Federated Income Securities Trust

 

PROSPECTUS

<R>

June 30, 2002

</R>

INSTITUTIONAL SHARES

A mutual fund seeking to provide current income by investing primarily in a diversified portfolio of short- and medium-term high grade debt securities.

As with all mutual funds, the Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

NOT FDIC INSURED * MAY LOSE VALUE * NO BANK GUARANTEE

CONTENTS

Risk/Return Summary 1

What are the Fund's Fees and Expenses? 4

What are the Fund's Investment Strategies? 5

What are the Principal Securities in Which the Fund Invests? 7

What are the Specific Risks of Investing in the Fund? 10

What Do Shares Cost? 12

How is the Fund Sold? 12

How to Purchase Shares 13

How to Redeem Shares 15

Account and Share Information 17

Who Manages the Fund? 18

Financial Information 19

Report of Ernst & Young LLP, Independent Auditors 38

Board of Trustees and Fund Officers 39

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to seek to provide current income. While there is no assurance that the Fund will achieve its investment objective, it endeavors to do so by following the strategies and policies described in this prospectus.

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

<R>

The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of U.S. government and privately issued mortgage backed and asset backed securities, corporate debt securities, and U.S. treasury and agency securities. The Fund's investment adviser ("the Adviser") seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk.

</R>

<R>

Although the value of the Fund's Shares will fluctuate, the Adviser will seek to manage the magnitude of fluctuation by limiting the Fund's dollar-weighted average duration within a range of one to two years (and, in any event, to not more than three years). Duration measures the price sensitivity of a fixed income security to changes in interest rates.

</R>

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund's returns include:

  • <R>
  • Interest Rate Risks. Prices of fixed income securities generally fall when interest rates rise.
  • </R>
  • <R>
  • Credit Risks. There is a possibility that issuers of securities in which the Fund may invest may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
  • </R>
  • <R>
  • Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, the Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of mortgage backed securities may not rise to as great an extent as that of other fixed income securities.
  • </R>

<R>

The Shares offered by this prospectus are not deposits or obligations of any bank, are not endorsed or guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other government agency.

</R>

Risk/Return Bar Chart and Table

<R>

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Institutional Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

</R>

 

<R>

The Fund's Institutional Shares are sold without a sales charge (load). The total returns shown in the bar chart above are based upon net asset value.

</R>

<R>

The Fund's Institutional Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.15%.

</R>

<R>

Within the period shown in the bar chart, the Fund's Institutional Shares highest quarterly return was 3.83% (quarter ended June 30, 1995). Its lowest quarterly return was (0.63)% (quarter ended June 30, 1994).

</R>

Average Annual Total Return Table

<R>

Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Institutional Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Merrill Lynch 1-3 Year Short-Term Corporate Index (ML1-3STC), a broad-based market index, and the Lipper Short Investment Grade Debt Funds Average (LSIGDFA), an average of funds with similar investment objectives. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

</R>

<R>

(For the periods ended December 31, 2001)

</R>

 

  

<R>1 Year</R>

  

<R>5 Years</R>

  

<R>10 Years</R>

<R>Institutional Shares:</R>

<R>Return Before Taxes</R>

 

<R>6.88%</R>

 

<R>6.27%</R>

 

<R>5.84%</R>

<R>Return After Taxes on Distributions1</R>

 

<R>4.51%</R>

 

<R>3.77%</R>

 

<R>3.39%</R>

<R>Return After Taxes on Distributions and Sale of Fund Shares1</R>

 

<R>4.16%</R>

 

<R>3.76%</R>

 

<R>3.45%</R>

<R>ML1-3STC</R>

 

<R>9.58%</R>

 

<R>7.08%</R>

 

<R>6.86%</R>

<R>LSIGDFA</R>

 

<R>7.24%</R>

 

<R>5.92%</R>

 

<R>5.74%</R>

<R>

1 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(k) plans.

</R>

What are the Fund's Fees and Expenses?

FEDERATED SHORT-TERM INCOME FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund's Institutional Shares.

 

Shareholder Fees

  

Fees Paid Directly From Your Investment

 

 

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)

 

None

Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)

 

None

Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)

 

None

Redemption Fee (as a percentage of amount redeemed, if applicable)

 

None

Exchange Fee

 

None

 

 

 

Annual Fund Operating Expenses (Before Waivers)1

Expenses That are Deducted From Fund Assets (as a percentage of average net assets)

 

 

Management Fee2

 

0.40%

Distribution (12b-1) Fee

 

None

Shareholder Services Fee3

 

0.25%

Other Expenses

 

0.20%

Total Annual Fund Operating Expenses

 

0.85%

1 Although not contractually obligated to do so, the Adviser and shareholder service provider waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended April 30, 2002.

Total Waivers of Fund Expenses

 

0.28%

Total Actual Annual Fund Operating Expenses (after waivers)

 

0.57%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver) was 0.37% for the fiscal year ended April 30, 2002.

3 The shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Fund's Institutional Shares (after the voluntary waiver) was 0.00% for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Institutional Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Institutional Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund's Institutional Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

 

1 Year

$

87


3 Years

$

271


5 Years

$

471


10 Years

$

1,049


What are the Fund's Investment Strategies?

The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of U.S. government and privately issued mortgage backed and asset backed securities; corporate debt securities; and U.S. treasury and agency securities. Investment grade securities are those rated BBB or higher by a nationally recognized statistical rating organization (NRSRO). In addition, at least 65% of the Fund's securities must be rated A or higher (or, for short-term instruments, in one of the two highest rating categories) by a NRSRO. A description of the various types of securities in which the Fund invests, and their risks, immediately follows this strategy section.

The Adviser seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk and thus offers the greatest potential for return. The allocation process is based on the Adviser's continuing analysis of a variety of economic and market indicators in order to arrive at the projected yield "spread" of each security type. (The spread is the difference between the yield of a security versus the yield of a U.S. treasury security with a comparable average life.) The security's projected spread is weighed against the spread the security can currently be purchased for, as well as the security's risk of prepayment (in the case of asset backed and mortgage backed securities) and its credit risk (in the case of corporate securities and privately issued asset backed and mortgage backed securities) in order to complete the analysis.

Asset and mortgage backed securities tend to amortize principal on a somewhat irregular schedule over time, since the borrower can usually prepay all or part of the loan without penalty. These securities generally offer higher yields versus U.S. treasury securities and non-mortgage backed agency securities to compensate for this prepayment risk as well as any credit risk which might be present in the security. Similarly, corporate debt securities, which tend to pay off on a predetermined schedule, generally offer higher yields than treasury and agency securities to compensate for credit risk. The Adviser actively manages the Fund's portfolio, seeking the higher relative returns of asset and mortgage backed securities and corporate debt securities, while attempting to limit the associated prepayment or credit risk.

The Adviser attempts to manage the Fund's prepayment risk by selecting asset and mortgage backed securities with characteristics that make prepayment fluctuations less likely. Characteristics that the Adviser may consider in selecting securities include the average interest rates of the underlying mortgages and the federal agencies (if any) that support the mortgages. The Adviser attempts to assess the relative returns and risks for mortgage backed securities by analyzing how the timing, amount and division of cash flows might change in response to changing economic and market conditions.

The Adviser attempts to manage the Fund's credit risk by selecting corporate debt securities that make default in the payment of principal and interest less likely. The Adviser analyzes a variety of factors, including macroeconomic analysis and corporate earnings analysis to determine which business sectors and credit ratings are most advantageous for investment by the Fund. In selecting individual corporate fixed income securities, the Adviser analyzes the issuer's business, competitive position, and general financial condition to assess whether the security's credit risk is commensurate with its potential return.

<R>

In addition to managing the Fund's portfolio to seek enhanced current income while minimizing prepayment and credit risk, the Adviser also seeks to limit the magnitude of fluctuation of the value of the Fund's Shares. The Adviser attempts to manage price fluctuation by limiting the Fund's dollar weighted average duration within a range of one to two years and, in any event, to no greater than three years.

</R>

The Adviser may lengthen or shorten duration from time-to-time based on its interest rate outlook. If the Adviser expects interest rates to decline, it will generally lengthen the Fund's duration, and if the Adviser expects interest rates to increase, it will generally shorten the Fund's duration. The Adviser formulates its interest rate outlook and otherwise attempts to anticipate changes in economic and market conditions in analyzing a variety of factors, such as:

  • current and expected U.S. growth;
  • current and expected interest rates and inflation;
  • the U.S. Federal Reserve Board's monetary policy; and
  • changes in the supply of or demand for U.S. government securities.

There is no assurance that the Adviser's efforts to forecast market interest rates and assess the impact of market interest rates on particular securities will be successful.

<R>

Because the Fund refers to fixed income investments in its name, it will notify shareholders in advance of any change in its investment policies that would enable the Fund to normally invest less than 80% of its assets in fixed income investments.

</R>

TEMPORARY DEFENSIVE INVESTMENTS

The Fund may temporarily depart from its principal investment strategies by investing its assets in cash and shorter-term debt securities and similar obligations. It may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause the Fund to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders.

What are the Principal Securities in Which the Fund Invests?

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

<R>

The following describes the principal types of fixed income securities in which the Fund may invest.

</R>

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a Government Sponsored Entity, or GSE). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments onto the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

SEQUENTIAL CMOS

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes.

Asset Backed Securities

<R>

Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass-through certificates. Asset backed securities have prepayment risks. As with CMOs, the cash flows of asset backed securities may be highly structured.

</R>

Bank Instruments

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker's acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

Credit Enhancement

Credit enhancement consists of an arrangement in which a company agrees to pay amounts due on a fixed income security if the issuer defaults. In some cases the company providing credit enhancement makes all payments directly to the security holders and receives reimbursement from the issuer. Normally, the credit enhancer has greater financial resources and liquidity than the issuer. For this reason, the Adviser usually evaluates the credit risk of a fixed income security based solely upon its credit enhancement.

Investment Ratings for Investment Grade Securities

The Adviser will determine whether a security is investment grade based upon the credit ratings given by one or more NRSROs. For example, Standard & Poor's, a rating service, assigns ratings to investment grade securities (AAA, AA, A, and BBB) based on their assessment of the likelihood of the issuer's inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment that the security is comparable to investment grade. If a security is downgraded below the minimum quality grade discussed above, the Adviser will reevaluate the security, but will not be required to sell it.

What are the Specific Risks of Investing in the Fund?

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.

Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

CREDIT RISKS

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.

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Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Services. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.

</R>

<R>

Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.

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Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

PREPAYMENT RISKS

Unlike traditional fixed income securities, which pay a fixed rate of interest until maturity (when the entire principal amount is due) payments on mortgage backed securities include both interest and a partial payment of principal. Partial payment of principal may be comprised of scheduled principal payments as well as unscheduled payments from the voluntary prepayment, refinancing, or foreclosure of the underlying loans. These unscheduled prepayments of principal create risks that can adversely affect a Fund holding mortgage backed securities.

For example, when interest rates decline, the values of mortgage backed securities generally rise. However, when interest rates decline, unscheduled prepayments can be expected to accelerate, and the Fund would be required to reinvest the proceeds of the prepayments at the lower interest rates then available. Unscheduled prepayments would also limit the potential for capital appreciation on mortgage backed securities.

Conversely, when interest rates rise, the values of mortgage backed securities generally fall. Since rising interest rates typically result in decreased prepayments, this could lengthen the average lives of mortgage backed securities, and cause their value to decline more than traditional fixed income securities.

Generally, mortgage backed securities compensate for the increased risk associated with prepayments by paying a higher yield. The additional interest paid for risk is measured by the difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread). An increase in the spread will cause the price of the mortgage backed security to decline. Spreads generally increase in response to adverse economic or market conditions. Spreads may also increase if the security is perceived to have an increased prepayment risk or is perceived to have less market demand.

What Do Shares Cost?

You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Fund does not charge a front-end sales charge. NAV is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

The Fund's current NAV and public offering price may be found in the mutual funds section of certain local newspapers under "Federated."

The required minimum initial investment for Fund Shares is $25,000. There is no required minimum subsequent investment amount.

An account may be opened with a smaller amount as long as the $25,000 minimum is reached within 90 days. An institutional investor's minimum investment is calculated by combining all accounts it maintains with the Fund. Accounts established through investment professionals may be subject to a smaller minimum investment amount. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Institutional Service Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to accounts for which financial institutions act in a fiduciary capacity or to individuals, directly or through investment professionals.

The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

How to Purchase Shares

You may purchase Shares through an investment professional or directly from the Fund. The Fund reserves the right to reject any request to purchase Shares.

THROUGH AN INVESTMENT PROFESSIONAL

  • Establish an account with the investment professional; and
  • Submit your purchase order to the investment professional before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). You will receive the next calculated NAV if the investment professional forwards the order to the Fund on the same day and the Fund receives payment within one business day. You will become the owner of Shares and receive dividends when the Fund receives your payment.

Investment professionals should send payments according to the instructions in the sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

  • Establish your account with the Fund by submitting a completed New Account Form; and
  • Send your payment to the Fund by Federal Reserve wire or check.

You will become the owner of Shares and your Shares will be priced at the next calculated NAV after the Fund receives your wire or your check. If your check does not clear, your purchase will be canceled and you could be liable for any losses or fees incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

An institution may establish an account and place an order by calling the Fund and the Shares will be priced at the next calculated NAV after the Fund receives the order.

By Wire

Send your wire to:

State Street Bank and Trust Company

Boston, MA

Dollar Amount of Wire

ABA Number 011000028

Attention: EDGEWIRE

Wire Order Number, Dealer Number or Group Number

Nominee/Institution Name

Fund Name and Number and Account Number

You cannot purchase Shares by wire on holidays when wire transfers are restricted.

By Check

Make your check payable to The Federated Funds, note your account number on the check, and mail it to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

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Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund reserves the right to reject any purchase request. For example, to protect against check fraud the Fund may reject any purchase request involving a check that is not made payable to The Federated Funds (including, but not limited to, requests to purchase Shares using third-party checks), or involving temporary checks or credit card checks.

</R>

BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

How to Redeem Shares

You should redeem Shares:

  • through an investment professional if you purchased Shares through an investment professional; or
  • directly from the Fund if you purchased Shares directly from the Fund.

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption request to your investment professional by the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). The redemption amount you will receive is based upon the next calculated NAV after the Fund receives the order from your investment professional.

DIRECTLY FROM THE FUND

By Telephone

You may redeem Shares by simply calling the Fund at 1-800-341-7400.

If you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time), you will receive a redemption amount based on that day's NAV.

By Mail

You may redeem Shares by mailing a written request to the Fund.

You will receive a redemption amount based on the next calculated NAV after the Fund receives your written request in proper form.

Send requests by mail to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

Send requests by private courier or overnight delivery service to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

All requests must include:

  • Fund Name and Share Class, account number and account registration;
  • amount to be redeemed; and
  • signatures of all shareholders exactly as registered.

Call your investment professional or the Fund if you need special instructions.

Signature Guarantees

Signatures must be guaranteed if:

  • your redemption will be sent to an address other than the address of record;
  • your redemption will be sent to an address of record that was changed within the last 30 days; or
  • a redemption is payable to someone other than the shareholder(s) of record.

A signature guarantee is designed to protect your account from fraud. Obtain a signature guarantee from a bank or trust company, savings association, credit union or broker, dealer, or securities exchange member. A notary public cannot provide a signature guarantee.

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The following payment options are available if you complete the appropriate section of the New Account Form or an Account Service Options Form. These payment options require a signature guarantee if they were not established when the account was opened:

  • an electronic transfer to your account at a financial institution that is an ACH member; or
  • wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

  • to allow your purchase to clear;
  • during periods of market volatility; or
  • when a shareholder's trade activity or amount adversely impacts the Fund's ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from the Fund if those checks are undeliverable and returned to the Fund.

ADDITIONAL CONDITIONS

Telephone Transactions

The Fund will record your telephone instructions. If the Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Fund no longer issues share certificates. If you are redeeming Shares represented by certificates previously issued by the Fund, you must return the certificates with your written redemption request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

CONFIRMATIONS AND ACCOUNT STATEMENTS

You will receive confirmation of purchase and redemptions. In addition, you will receive periodic statements reporting all account activity, including dividends and capital gains paid.

DIVIDENDS AND CAPITAL GAINS

The Fund declares any dividends daily and pays them monthly to shareholders. If you purchase Shares by wire, you begin earning dividends on the day your wire is received. If you purchase Shares by check, you begin earning dividends on the business day after the Fund receives your check. In either case, you earn dividends through the day your redemption request is received.

In addition, the Fund pays any capital gains at least annually. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments.

If you purchase Shares just before a Fund declares a capital gain distribution, you will pay the full price for the Shares and then receive a portion of the price back in the form of a taxable distribution, whether or not you reinvest the distribution in Shares. Therefore, you should consider the tax implications of purchasing Shares shortly before the Fund declares a capital gain. Contact your investment professional or the Fund for information concerning when dividends and capital gains will be paid.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, accounts may be closed if redemptions cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum.

TAX INFORMATION

The Fund sends an annual statement of your account activity to assist you in completing your federal, state and local tax returns. Fund distributions of dividends and capital gains are taxable to you whether paid in cash or reinvested in the Fund. Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time the Fund holds its assets.

Fund distributions are expected to be primarily dividends. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state and local tax liability.

Who Manages the Fund?

The Board of Trustees governs the Fund. The Board selects and oversees the Adviser, Federated Investment Management Company. The Adviser manages the Fund's assets, including buying and selling portfolio securities. The Adviser's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

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The Adviser and other subsidiaries of Federated advise approximately 139 mutual funds and a variety of separate accounts, which totaled approximately $180 billion in assets as of December 31, 2001. Federated was established in 1955 and is one of the largest mutual fund investment managers in the United States with approximately 1,800 employees. More than 4,000 investment professionals make Federated Funds available to their customers.

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THE FUND'S PORTFOLIO MANAGERS ARE:

Randall S. Bauer

Randall S. Bauer has been the Fund's Portfolio Manager since October 1995. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

Robert E. Cauley

Robert E. Cauley has been the Fund's Portfolio Manager since March 1999. Mr. Cauley joined Federated in 1996 as a Senior Investment Analyst and an Assistant Vice President of the Fund's Adviser and has been a Portfolio Manager since 1997. Mr. Cauley has been a Vice President of the Adviser since 1999. Mr. Cauley was a member of the Asset-Backed Structuring Group at Lehman Brothers Holding, Inc. from 1994 to 1996. Mr. Cauley earned his M.S.I.A., concentrating in Finance and Economics, from Carnegie Mellon University.

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.40% of the Fund's average daily net assets. The Adviser may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

FINANCIAL HIGHLIGHTS

The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. Some of the information is presented on a per share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Fund, assuming reinvestment of any dividends and capital gains.

This information has been audited by Ernst & Young LLP, whose report, along with the Fund's audited financial statements, is included in this prospectus.

Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 38.

 

Year Ended April 30

  

2002

   

  

2001

   

  

2000

   

  

1999

   

  

1998

   

Net Asset Value, Beginning of Period

   

$8.74

   

   

$8.52

   

   

$8.67

   

   

$8.74

   

   

$8.68

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.47

1

   

0.56

   

   

0.53

   

   

0.52

   

   

0.52

   

Net realized and unrealized gain (loss) on investments

   

(0.05

)1

   

0.22

   

   

(0.15

)

   

(0.07

)

   

0.06

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.42

   

   

0.78

   

   

0.38

   

   

0.45

   

   

0.58

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.46

)

   

(0.56

)

   

(0.53

)

   

(0.52

)

   

(0.52

)


Net Asset Value, End of Period

   

$8.70

   

   

$8.74

   

   

$8.52

   

   

$8.67

   

   

$8.74

   


Total Return2

   

4.90

%

   

9.39

%

   

4.52

%

   

5.25

%

   

6.88

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

0.57

%

   

0.56

%

   

0.56

%

   

0.56

%

   

0.56

%


Net investment income

   

5.30

%1

   

6.41

%

   

6.23

%

   

5.88

%

   

5.96

%


Expense waiver/reimbursement3

   

0.28

%

   

0.29

%

   

0.28

%

   

0.28

%

   

0.28

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$236,307

   

$193,030

   

$189,395

   

$188,773

   

$197,610

   


Portfolio turnover

   

29

%

   

43

%

   

44

%

   

54

%

   

49

%


1 Effective May 1, 2001, the Fund has adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/ amortizing premium on long-term debt securities. For the year ended April 30, 2002, this change had no effect on the net investment income per share, the net realized and unrealized gain (loss) on investments per share, and decreased the ratio of net investment income to average net assets from 5.32% to 5.30%. Per share, ratios and supplemental data for periods prior to May 1, 2001 have not been restated to reflect this change in presentation.

2 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

3 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

April 30, 2002

 

Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--70.9%

 

 

 

Aerospace & Defense--0.9%

$

2,300,000

   

Boeing Capital Corp., Sr. Note, 5.65%, 5/15/2006

   

$

2,317,089


   

   

   

Automotive--17.3%

   

   

   

   

3,000,000

   

Americredit Automobile Receivables Trust 2001-B, Class A4, 5.37%, 6/12/2008

   

   

3,085,121

   

4,000,000

1

Americredit Automobile Receivables Trust 2002-A, Class A3, 2.07%, 10/12/2006

   

   

4,015,042

   

835,777

   

AmSouth Auto Trust 2000-1, Class A3, 6.67%, 7/15/2004

   

   

855,777

   

1,000,000

   

DaimlerChrysler AG, 7.75%, 6/15/2005

   

   

1,062,740

   

5,000,000

   

Ford Credit Auto Owner Trust 2001-D, Class A3, 4.31%, 6/15/2005

   

   

5,085,535

   

4,000,000

   

Ford Motor Credit Co., Sr. Note, 5.75%, 2/23/2004

   

   

4,029,040

   

2,000,000

   

General Motors Acceptance Corp., Note, 5.80%, 3/12/2003

   

   

2,029,480

   

1,798,022

2

Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

   

   

1,797,824

   

1,500,000

   

Honda Auto Receivables Owner Trust 2002-1, Class A3, 3.50%, 10/17/2005

   

   

1,499,790

   

114,907

   

Household Automobile Revolving Trust I 1998-1, Class B1, 6.30%, 5/17/2005

   

   

116,732

   

2,500,000

   

Isuzu Auto Owner Trust 2001-1, Class A3, 4.88%, 11/22/2004

   

   

2,549,225

   

455,266

   

Key Auto Finance Trust 1999-1, 7.08%, 1/15/2007

   

   

467,254

   

4,000,000

   

M&I Auto Loan Trust 2001-1, Class B, 5.88%, 6/20/2008

   

   

4,109,000

   

3,500,000

   

MMCA Automobile Trust 2000-2, Class B, 7.42%, 8/15/2005

   

   

3,739,859

   

983,800

   

Mellon Auto Grantor Trust 2000-1, Class B, 7.43%, 10/15/2006

   

   

1,023,816

   

3,207,725

   

Navistar Financial Corp. Owner Trust 2000-B, Class A3, 6.67%, 11/15/2004

   

   

3,255,745

   

2,500,000

   

Navistar Financial Corp. Owner Trust 2001-A, Class A3, 4.99%, 8/15/2005

   

   

2,547,875

   

2,000,000

   

Navistar Financial Corp. Owner Trust 2002-A, Class B, 4.95%, 4/15/2009

   

   

2,018,420

   

608,448

   

The CIT Group Securitization Corp. II, Class B, 6.45%, 6/15/2018

   

   

627,511

   

1,266,380

   

Toyota Auto Receivables 1999-A Owner Trust, Class C, 6.70%, 8/16/2004

   

   

1,279,107


   

   

   

TOTAL

   

   

45,194,893


   

   

   

Banking--1.2%

   

   

   

   

1,000,000

1

J.P. Morgan & Co., Sub. Note, 5.00%, 8/19/2002

   

   

998,982

   

2,000,000

   

National Australia Bank, Ltd., Melbourne, Sub. Note, Series A, 6.40%, 12/10/2007

   

   

2,042,060


   

   

   

TOTAL

   

   

3,041,042


   

   

   

Beverage & Tobacco--0.5%

   

   

   

   

1,149,000

   

Philip Morris Cos., Inc., Deb., 8.25%, 10/15/2003

   

   

1,226,443


Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Building & Development--0.4%

   

   

   

1,000,000

2

Petacalco Topolobampo Trust, Sec. Note, 8.125%, 12/15/2003

   

1,061,787


   

   

   

Credit Card--15.8%

   

   

   

   

3,000,000

   

American Express Credit Account Master Trust 1997-1, Class A, 6.40%, 4/15/2005

   

   

3,050,760

   

1,105,504

2

Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust (Series 1996-A), Class A1, 6.25%, 12/1/2003

   

   

1,109,042

   

3,650,000

3

Chemical Master Credit Card Trust I 1995-3, Class A, 6.23%, 4/15/2005

   

   

3,696,355

   

1,300,000

1,2

Circuit City Credit Card Master Trust 2000-1, Class CTF, 3.06%, 2/15/2006

   

   

1,304,715

   

3,000,000

1

Citibank Credit Card Issuance Trust 2000-C2, Class C2, 2.63%, 10/15/2007

   

   

2,976,360

   

5,000,000

   

Fingerhut Master Trust 1998-2, Class A, 6.23%, 2/15/2007

   

   

5,112,050

   

2,300,000

1

First Consumers Master Trust 2001-A, Class B, 2.96%, 9/15/2008

   

   

2,313,248

   

2,500,000

2

First USA Credit Card Master Trust 1999-1, Class C, 6.42%, 10/19/2006

   

   

2,583,125

   

4,000,000

   

J.C. Penney Master Credit Card Trust E, Class A, 5.50%, 6/15/2007

   

   

4,114,720

   

3,000,000

   

MBNA Credit Card Master Note Trust 2001-C3, Class C3, 6.55%, 12/15/2008

   

   

3,098,964

   

5,000,000

   

MBNA Master Credit Card Trust 1999-I, Class A, 6.40%, 1/18/2005

   

   

5,065,900

   

3,500,000

   

Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009

   

   

3,706,605

   

3,000,000

   

Providian Master Trust 1997-4, Class B, 6.45%, 6/15/2007

   

   

3,057,870


   

   

   

TOTAL

   

   

41,189,714


   

   

   

Equipment Lease Contracts--1.9%

   

   

   

   

5,000,000

   

CIT Equipment Collateral 2001-A, Class A3, 4.32%, 5/20/2005

   

   

5,069,655


   

   

   

Financial Intermediaries--1.7%

   

   

   

   

2,400,000

   

Lehman Brothers Holdings, Inc., Note, 6.125%, 7/15/2003

   

   

2,476,848

   

2,000,000

   

Merrill Lynch & Co., Inc., Note, 6.00%, 2/12/2003

   

   

2,050,540


   

   

   

TOTAL

   

   

4,527,388


   

   

   

Food & Drug Retailers--0.8%

   

   

   

   

1,895,000

3

Albertson's, Inc., Sr. Note, 6.55%, 8/1/2004

   

   

1,985,922


   

   

   

Forest Products--0.8%

   

   

   

   

2,000,000

2

Weyerhaeuser Co., Note, 5.50%, 3/15/2005

   

   

2,027,660


   

   

   

Home Equity Loan--12.7%

   

   

   

   

1,540,285

2

125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

   

   

1,590,591

   

1,954,878

2

AQ Finance NIM Trust 2002-1, Note, 9.50%, 6/25/2032

   

   

1,949,990

   

25,000,000

   

ACE Securities Corp. 2001-HE1, Class AIO, 6.00%, 8/20/2004

   

   

2,105,000

   

3,000,000

   

Asset Backed Funding Certificate 2001-AQ1, Class A3, 5.745%, 4/20/2027

   

   

3,061,380

   

2,000,000

   

Caterpillar Financial Asset Trust 2001-A, Class A3, 4.85%, 4/25/2007

   

   

2,045,388

Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Home Equity Loan--continued

   

   

   

3,000,000

   

Chase Funding Loan Acquisition Trust 2001-C2, Class IA2, 5.673%, 5/25/2022

   

3,058,650

   

845,328

1

Chase Funding Mortgage Loan 1999-1, Class IIB, 4.60%, 6/25/2028

   

   

848,016

   

619,939

   

Cityscape Home Equity Loan Trust 1997-1, Class A4, 7.23%, 3/25/2018

   

   

632,931

   

245,058

1

ContiMortgage Home Equity Loan Trust 1996-4, Class A10, 2.10%, 1/15/2028

   

   

245,305

   

3,371,392

   

Ditech Home Loan Owner Trust 1997-1, Class A4, 7.36%, 1/15/2024

   

   

3,537,132

   

3,000,000

   

EQCC Home Equity Loan Trust 1999-2, Class A3F, 6.347%, 8/25/2022

   

   

3,102,870

   

619,567

   

Green Tree Home Equity Loan Trust 1999-A, Class A3, 5.98%, 4/15/2018

   

   

628,199

   

353,785

   

Headlands Home Equity Loan Trust 1998-2, Class A3, 6.67%, 12/15/2024

   

   

364,132

   

2,413,540

   

IMC Home Equity Loan Trust 1998-1, Class A6, 6.52%, 6/20/2029

   

   

2,498,863

   

1,000,000

   

Mellon Bank Home Equity Installment Loan 1998-1, Class B, 6.95%, 3/25/2015

   

   

1,017,670

   

1,638,011

   

New Century Home Equity Loan Trust 1997-NC5, Class M2, 7.24%, 10/25/2028

   

   

1,698,689

   

449,798

1

Saxon Asset Securities Trust 2000-2, Class AV1, 2.11%, 7/25/2030

   

   

451,588

   

28,735,914

   

Saxon Asset Securities Trust 2001-3, Class AIO, 6.25%, 4/25/2004

   

   

2,478,473

   

1,758,939

1

Sovereign Bank Home Equity Loan Trust 2000-1, Class A2, 6.96%, 4/25/2003

   

   

1,760,287


   

   

   

TOTAL

   

   

33,075,154


   

   

   

Manufactured Housing--6.5%

   

   

   

   

2,170,933

   

Green Tree Financial Corp. 1993-2, Class A4, 6.90%, 7/15/2018

   

   

2,250,446

   

3,154,052

   

Green Tree Financial Corp. 1993-4, Class A4, 6.60%, 1/15/2019

   

   

3,235,776

   

2,000,000

   

Green Tree Financial Corp. 1996-2, Class B1, 7.55%, 4/15/2027

   

   

1,610,886

   

2,585,713

   

Green Tree Financial Corp. 1997-1, Class A5, 6.86%, 3/15/2028

   

   

2,673,767

   

4,000,000

2

Merit Securities Corp., 12-I, Class B, 7.98%, 7/28/2033

   

   

3,871,360

   

3,000,000

   

Merit Securities Corp., 13, Class A4, 7.88%, 12/28/2033

   

   

3,177,317


   

   

   

TOTAL

   

   

16,819,552


   

   

   

Other Asset Backed--0.8%

   

   

   

   

354,189

   

Case Equipment Loan Trust 1999-A, Class B, 5.96%, 8/15/2005

   

   

360,230

   

6,179,348

2

FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/1/2019

   

   

355,313

   

1,250,000

   

Tobacco Settlement Revenue Management Authority 2001-A, Class A, 7.666%, 5/15/2016

   

   

1,299,213


   

   

   

TOTAL

   

   

2,014,756


   

   

   

Rail Industry--0.5%

   

   

   

   

1,330,000

   

Norfolk & Western Railroad Co., 8.75%, 2/1/2004

   

   

1,435,482


Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Retailers--0.8%

   

   

   

2,000,000

   

Wal-Mart Stores, Inc., Note, 4.15%, 6/15/2005

   

1,999,420


   

   

   

Supranational--0.7%

   

   

   

   

1,700,000

   

Corp Andina De Fomento, Bond, 7.10%, 2/1/2003

   

   

1,743,877


   

   

   

Telecommunications & Cellular--4.5%

   

   

   

   

2,365,798

   

BellSouth Savings & Employee Stock Ownership Trust, Company Guarantee, 9.125%, 7/1/2003

   

   

2,458,112

   

2,000,000

   

Citizens Communications Co., Deb., 6.80%, 8/15/2026

   

   

2,049,380

   

1,000,000

   

MetroNet Communications Corp., Sr. Note, 12.00%, 8/15/2007

   

   

182,500

   

1,000,000

   

Sprint Capital Corp., 7.625%, 6/10/2002

   

   

1,003,890

   

2,000,000

   

Tele-Communications, Inc., Sr. Note, 8.25%, 1/15/2003

   

   

2,053,300

   

2,085,000

   

U.S. West Communications, Inc., Note, 7.20%, 11/1/2004

   

   

1,983,356

   

2,000,000

1,2

Verizon Wireless Capital LLC, 2.39%, 12/17/2003

   

   

2,001,220


   

   

   

TOTAL

   

   

11,731,758


   

   

   

Utilities--3.1%

   

   

   

   

1,500,000

   

California Infrastructure SDG&E-1 1997-1, Class A6, 6.31%, 9/25/2008

   

   

1,577,280

   

2,500,000

   

CPL Transition Funding LLC 2002-1, Class A1, 3.54%, 1/15/2007

   

   

2,504,950

   

2,000,000

1,2

Conectiv, Inc., Note, 3.41%, 2/28/2003

   

   

2,009,800

   

2,000,000

   

Ohio Power Co., Sr. Note, 7.00%, 7/1/2004

   

   

2,088,080


   

   

   

TOTAL

   

   

8,180,110


   

   

   

TOTAL CORPORATE BONDS/ASSET-BACKED SECURITIES (IDENTIFIED COST $183,874,487)

   

   

184,641,702


   

   

   

MORTGAGE BACKED SECURITIES--15.1%

   

   

   

   

   

   

Commercial Mortgage Backed Securities--0.5%

   

   

   

   

7,740,475

   

First Union Lehman Brothers Commercial Mortgage Trust, Series 1997-C1, Class IO, 1.29024%, 4/18/2029

   

   

372,719

   

1,000,000

1,2

Nomura Depositor Trust Commercial Mortgage Pass-Thru 1998-STI, Class A-3, 2.44%, 2/15/2034

   

   

991,720


   

   

   

TOTAL

   

   

1,364,439


   

   

   

Non-Government Agency Mortgage Backed Securities--14.6%

   

   

   

   

684,164

1,2

Bayview Financial Acquisition Trust 1998-1, Class MF2, 2.70%, 5/25/2029

   

   

601,927

   

1,597,588

1,2

Bayview Financial Acquisition Trust 1998-1, Class MI1, 7.52%, 5/25/2029

   

   

1,548,862

   

604,420

1,2

Bayview Financial Acquisition Trust 1998-1, Class MII, 2.60%, 5/25/2029

   

   

574,199

   

192,092

1,2

Bosque Asset Corp., Class 1, 7.66%, 6/5/2002

   

   

96,046

   

2,575,811

1,2

C-BASS ABS, LLC Series 1997-1, Class A1, 5.91%, 2/1/2017

   

   

2,566,152

Principal
Amount

  

  

Value

 

 

 

MORTGAGE BACKED SECURITIES--continued

 

 

 

   

   

   

Non-Government Agency Mortgage Backed Securities--continued

   

   

   

3,695,317

   

GE Capital Mortgage Services, Inc., Series 1995-11, Class B1, 7.50%, 12/25/2025

   

3,828,237

   

1,849,295

1,2

Greenwich Capital Acceptance, Series 1991-4, Class B1A, 8.28%, 7/1/2019

   

   

1,811,163

   

2,167,773

1

Greenwich Capital Acceptance, Series 1993-AFCI, Class B1, 6.66%, 9/25/2023

   

   

2,154,223

   

91,339

1

Greenwich Capital Acceptance, Series 1993-LB2, Class A1, 6.60%, 8/25/2023

   

   

91,475

   

110,998

1

Greenwich Capital Acceptance, Series 1993-LB3, Class A1, 6.36%, 1/25/2024

   

   

111,116

   

2,081,841

1

Greenwich Capital Acceptance, Series 1994-C, Class B1, 5.96%, 1/25/2025

   

   

2,074,589

   

3,070,000

1

Mellon Residential Funding Corp., Series 1998-TBC1, Class B1, 6.60%, 10/25/2028

   

   

3,111,721

   

93,363

2

Option One Mortgage Securities Corp. 1999-4, Class CTFS, 9.67%, 12/25/2029

   

   

93,363

   

1,353,065

   

PNC Mortgage Securities Corp., Series 1999-5, Class 2A1, 6.75%, 7/25/2029

   

   

1,383,484

   

1,350,181

   

PNC Mortgage Securities Corp., Series 1999-9, Class 3A1, 7.22%, 10/25/2029

   

   

1,375,409

   

670,848

   

Prudential Home Mortgage Securities, Series 1992-5, Class A-6, 7.50%, 4/25/2007

   

   

689,397

   

2,883,333

   

Residential Accredit Loans, Inc., Series 2001-QS3, Class NB1, 7.25%, 3/25/2031

   

   

2,964,167

   

20,251,000

   

Residential Asset Mortgage Products, Inc. 2002-RS1, Class AIIO, 5.50%, 7/25/2004

   

   

1,622,105

   

2,000,000

   

Residential Asset Mortgage Products, Inc., Series 2002-RZ1, Class A2, 4.30%, 4/25/2023

   

   

2,007,408

   

32,500,000

   

Residential Asset Securitization Trust 2002-A4, Class AIO, 2.50%, 9/25/2004

   

   

1,686,100

   

946,558

1

Residential Funding Mortgage Securities I 1994-S13, Class M1, 7.00%, 5/25/2024

   

   

963,132

   

4,470,140

   

Structured Asset Securities Corp. 1999-ALS2, Class A2, 6.75%, 7/25/2029

   

   

4,553,892

   

2,000,000

1

Washington Mutual 2001-AR4, Class A2, 3.96%, 12/25/2031

   

   

2,009,925


   

   

   

TOTAL

   

   

37,918,092


   

   

   

TOTAL MORTGAGE BACKED SECURITIES (IDENTIFIED COST $39,250,737)

   

   

39,282,531


   

   

   

GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES--5.7%

   

   

   

   

2,000,000

   

Federal Home Loan Bank System, Sr. Note, 5.80%, 9/2/2008

   

   

2,062,960

   

9,000,000

   

Federal National Mortgage Association, Note, 5.125%, 2/13/2004

   

   

9,284,940

Principal
Amount
or Shares

  

  

Value

 

 

 

GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES--continued

 

 

 

935,016

   

GNMA, Pool 354754, 7.50%, 2/15/2024

   

988,489

   

2,223,539

   

GNMA, Pool 780360, 11.00%, 9/15/2015

   

   

2,487,584


   

   

   

TOTAL GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES (IDENTIFIED COST $14,445,201)

   

   

14,823,973


   

   

   

U.S. TREASURY NOTES--3.0%

   

   

   

   

4,000,000

   

U.S. Treasury Note, 5.125%, 12/31/2002

   

   

4,083,600

   

500,000

3

U.S. Treasury Note, 5.625%, 5/15/2008

   

   

523,205

   

2,000,000

3

U.S. Treasury Note, 5.75%, 11/15/2005

   

   

2,109,580

   

935,000

3

U.S. Treasury Note, 6.625%, 5/15/2007

   

   

1,021,871


   

   

   

TOTAL U.S. TREASURY NOTES (IDENTIFIED COST $7,572,513)

   

   

7,738,256


   

   

   

MUTUAL FUND--4.8%

   

   

   

   

12,608,563

   

Prime Value Obligations Fund, Class IS (at net asset value)

   

   

12,608,563


   

   

   

TOTAL INVESTMENTS (IDENTIFIED COST $257,751,501)4

   

$

259,095,025


1 Denotes variable rate and floating rate obligations for which the current rate is shown.

2 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. At April 30, 2002, these securities amounted to $29,945,859 which represents 11.5% of net assets.

3 Certain shares are temporarily on loan to unaffiliated broker/dealers.

4 The cost of investments for federal tax purposes amounts to $257,787,018. The net unrealized appreciation of investments on a federal tax basis amounts to $1,308,007 which is comprised of $4,010,665 appreciation and $2,702,658 depreciation at April 30, 2002.

Note: The categories of investments are shown as a percentage of net assets ($260,428,123) at April 30, 2002.

The following acronym is used throughout this portfolio:

 

IO

--Interest Only

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

April 30, 2002

 

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value (identified cost $257,751,501)

   

   

   

   

$

259,095,025

   

Cash held as collateral for securities lending

   

   

   

   

   

4,340,181

   

Income receivable

   

   

   

   

   

2,208,638

   

Receivable for investments sold

   

   

   

   

   

90,556

   

Receivable for shares sold

   

   

   

   

   

471,665

   


TOTAL ASSETS

   

   

   

   

   

266,206,065

   


Liabilities:

   

   

   

   

   

   

   

Payable for shares redeemed

   

$

882,435

   

   

   

   

Income distribution payable

   

   

526,293

   

   

   

   

Payable on collateral due to broker

   

   

4,340,181

   

   

   

   

Accrued expenses

   

   

29,033

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

5,777,942

   


Net assets for 29,922,505 shares outstanding

   

   

   

   

$

260,428,123

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

280,814,669

   

Net unrealized appreciation of investments

   

   

   

   

   

1,343,524

   

Accumulated net realized loss on investments

   

   

   

   

   

(21,601,882

)

Distributions in excess of net investment income

   

   

   

   

   

(128,188

)


TOTAL NET ASSETS

   

   

   

   

$

260,428,123

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$236,306,768 ÷ 27,149,952 shares outstanding

   

   

   

   

   

$8.70

   


Institutional Service Shares:

   

   

   

   

   

   

   

$24,121,355 ÷ 2,772,553 shares outstanding

   

   

   

   

   

$8.70

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended April 30, 2002

 

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Interest (including income on securities loaned of $48)

   

   

   

   

   

   

   

   

   

$

14,190,082

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee

   

   

   

   

   

$

967,781

   

   

   

   

   

Administrative personnel and services fee

   

   

   

   

   

   

182,059

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

20,972

   

   

   

   

   

Transfer and dividend disbursing agent fees and expenses

   

   

   

   

   

   

73,032

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

5,476

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

14,244

   

   

   

   

   

Legal fees

   

   

   

   

   

   

25,245

   

   

   

   

   

Portfolio accounting fees

   

   

   

   

   

   

84,760

   

   

   

   

   

Distribution services fee--Institutional Service Shares

   

   

   

   

   

   

46,795

   

   

   

   

   

Shareholder services fee--Institutional Shares

   

   

   

   

   

   

558,068

   

   

   

   

   

Shareholder services fee--Institutional Service Shares

   

   

   

   

   

   

46,795

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

42,071

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

32,553

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

1,277

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

5,469

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

2,106,597

   

   

   

   

   


Waivers and Reimbursement:

   

   

   

   

   

   

   

   

   

   

   

   

Waiver of investment adviser fee

   

$

(83,332

)

   

   

   

   

   

   

   

   

Waiver of transfer and dividend disbursing agent fees and expenses

   

   

(5,200

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Institutional Service Shares

   

   

(46,795

)

   

   

   

   

   

   

   

   

Waiver of shareholder services fee--Institutional Shares

   

   

(558,068

)

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

   

(1,046

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

   

(694,441

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

1,412,156

   


Net investment income

   

   

   

   

   

   

   

   

   

   

12,777,926

   


Realized and Unrealized Gain (Loss) on Investments:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized loss on investments

   

   

   

   

   

   

   

   

   

   

(2,157,802

)

Net change in unrealized appreciation of investments

   

   

   

   

   

   

   

   

   

   

711,491

   


Net realized and unrealized loss on investments

   

   

   

   

   

   

   

   

   

   

(1,446,311

)


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

11,331,615

   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

 

 

Year Ended April 30

  

   

2002

   

  

   

2001

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

12,777,926

   

   

$

12,517,163

   

Net realized gain (loss) on investments

   

   

(2,157,802

)

   

   

38,971

   

Net change in unrealized appreciation/depreciation of investments

   

   

711,491

   

   

   

5,042,476

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

11,331,615

   

   

   

17,598,610

   


Distributions to Shareholders

   

   

   

   

   

   

   

   

Distributions from net investment income:

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(11,679,995

)

   

   

(11,961,079

)

Institutional Service Shares

   

   

(929,444

)

   

   

(633,750

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(12,609,439

)

   

   

(12,594,829

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

171,558,296

   

   

   

92,461,490

   

Net asset value of shares issued to shareholders in payment of distributions declared

   

   

5,800,844

   

   

   

4,774,594

   

Cost of shares redeemed

   

   

(126,828,817

)

   

   

(94,457,508

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

50,530,323

   

   

   

2,778,576

   


Change in net assets

   

   

49,252,499

   

   

   

7,782,357

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

211,175,624

   

   

   

203,393,267

   


End of period

   

$

260,428,123

   

   

$

211,175,624

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

April 30, 2002

ORGANIZATION

Federated Income Securities Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Trust consists of two portfolios. The financial statements included herein are only those of Federated Short-Term Income Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolio are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Institutional Service Shares. The investment objective of the Fund is to seek to provide current income.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles ("GAAP").

Investment Valuation

U.S. government securities, listed corporate bonds, other fixed income and asset-backed securities, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Trustees (the "Trustees").

Repurchase Agreements

It is the policy of the Fund to require the custodian bank to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian bank's vault, all securities held as collateral under repurchase agreement transactions. Additionally, procedures have been established by the Fund to monitor, on a daily basis, the market value of each repurchase agreement's collateral to ensure that the value of collateral at least equals the repurchase price to be paid under the repurchase agreement.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's adviser to be creditworthy pursuant to the guidelines and/or standards reviewed or established by the Trustees. Risks may arise from the potential inability of counterparties to honor the terms of the repurchase agreement. Accordingly, the Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Investment Income, Expenses and Distributions

Interest income and expenses are accrued daily. All discounts/premiums are accreted/amortized for financial reporting purposes as required. Dividend income and distributions to shareholders are recorded on the ex-dividend date. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Effective May 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The cumulative effect of this accounting change had no impact on the total net assets of the Fund, but resulted in adjustments to the financial statements as follows:

 

As of 5/1/2001

For the Year Ended 4/30/2002

  

Cost of
Investments

  

Undistributed Net
Investment Income

  

Net
Investment
Income

  

Net Unrealized
Appreciation
(Depreciation)

  

Net Realized
Gain (Loss)

Increase (Decrease)

   

$(29,152)

   

$(29,152)

   

$(50,978)

   

$6,365

   

$44,613


The Statement of Changes in Net Assets and Financial Highlights for prior periods have not been restated to reflect this change in presentation.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from GAAP. These differences are primarily due to the expiration of capital loss carryforwards. The following reclassifications have been made to the financial statements.

 

Increase (Decrease)

Paid-In Capital

  

Accumulated Net
Realized Gain (Loss)

  

Undistributed Net
Investment Income

$(538,524)

   

$458,394

   

$80,130


Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

As of April 30, 2002, the tax composition of dividends was as follows:

 

Ordinary income

  

$12,609,439


Long-term capital gains

   

--


As of April 30, 2002, the components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income

  

$  398,105


Undistributed long-term capital gains

 

--


Unrealized appreciation

 

1,308,007


At year end, there were no significant differences between the GAAP basis and tax basis of components of net assets, other than differences in the net unrealized appreciation (depreciation) in the value of investments attributable to the tax treatment of premium and discount.

Federal Taxes

It is the Fund's policy to comply with the provisions of the Internal Revenue Code, as amended, (the "Code") applicable to regulated investment companies and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

At April 30, 2002, the Fund, for federal tax purposes, had a capital loss carryforward of $19,275,962, which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

 

Expiration Year

  

Expiration Amount

2003

   

$  5,572,713


2004

   

10,784,773


2005

   

1,566,031


2006

   

696,886


2007

   

159,370


2008

   

496,189


Additionally, net capital losses of $2,290,402 attributable to security transactions after October 31, 2001, are treated as arising on May 1, 2002, the first day of the Fund's next taxable year.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued securities on the trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Securities Lending

The Fund participates in a securities lending program providing for the lending of corporate bonds, equity and government securities to qualified brokers. Collateral for securities loaned must be in cash or government securities. Collateral is maintained at a minimum level of 102% of the market value on investments loaned, plus interest, if applicable. Earnings on collateral are allocated between the custodian, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of April 30, 2002, securities subject to this type of arrangement and related collateral were as follows:

 

Market Value of Securities Loaned

  

Market Value of Collateral

$4,171,590

   

$4,340,181


Restricted Securities

Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer's expense either upon demand by the Fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid under criteria established by the Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, at the fair value as determined in good faith using methods approved by the Trustees.

Additional information on each restricted security held at April 30, 2002 is as follows:

 

Security

  

Acquisition
Date

  

Acquisition
Cost

AQ Finance NIM Trust 2002-1, Note, 9.50%, 6/25/2032

 

3/15/2002

   

$1,875,756


Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust (Series 1996-A), Class A1, 6.25%, 12/1/2003

 

1/9/1997

   

1,030,375


Bayview Financial Acquisition Trust 1998-1, Class MF2, 2.70%, 5/25/2029

 

5/14/1998

   

682,295


Bayview Financial Acquisition Trust 1998-1, Class MI1, 7.52%, 5/25/2029

 

3/12/1999

   

1,589,642


Bayview Financial Acquisition Trust 1998-1, Class MII, 2.60%, 5/25/2029

 

12/8/1998

   

569,616


Bosque Asset Corp., Class 1, 7.66%, 6/5/2002

 

6/19/1997

   

191,693


C-BASS ABS, LLC Series 1997-1, Class A1, 5.91%, 2/1/2017

 

2/25/1997

   

2,586,275


Circuit City Credit Card Master Trust 2000-1, Class CTF, 3.06%, 2/15/2006

 

2/23/2000

   

1,300,000


Conectiv, Inc., Note, 3.41%, 2/28/2003

 

2/22/2002

   

2,000,000


First USA Credit Card Master Trust 1999-1, Class C, 6.42%, 10/19/2006

 

2/6/2002

   

2,598,730


FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/1/2019

 

6/16/1997

   

887,185


Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

 

3/22/2002

   

1,745,283


Greenwich Capital Acceptance, Series 1991-4, Class B1A, 8.28%, 7/1/2019

 

1/7/1993

   

1,818,563


Merit Securities Corp., 12-1, Class B, 7.98%, 7/28/2033

 

5/18/1999

   

3,953,948


Nomura Depositor Trust Commercial Mortgage Pass-Thru 1998-STI, Class A-3, 2.44%, 2/15/2034

 

2/3/1998

   

10,000,000


125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

 

7/30/1998

   

1,483,353


Option One Mortgage Securities Corp. 1999-4, Class CTFS, 9.67%, 12/25/2029

 

11/10/1999

   

57,084


Petacalco Topolobampo Trust, Sec. Note, 8.125%, 12/15/2003

 

8/7/2001

   

1,043,500


Verizon Wireless Capital LLC, 2.39%, 12/17/2003

 

12/12/2001

   

2,000,000


Weyerhaeuser Co., Note, 5.50%, 3/15/2005

 

3/6/2002

   

1,997,260


Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets, liabilities, expenses and revenues reported in the financial statements. Actual results could differ from those estimated.

Other

Investment transactions are accounted for on a trade date basis.

SHARES OF BENEFICIAL INTEREST

The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

Transactions in shares were as follows:

 

Year Ended April 30

2002

2001

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

14,305,388

   

   

$

125,710,219

   

   

9,070,507

   

   

$

78,463,919

   

Shares issued to shareholders in payment of distributions declared

   

591,660

   

   

   

5,194,032

   

   

519,564

   

   

   

4,486,277

   

Shares redeemed

   

(9,836,579

)

   

   

(86,302,177

)

   

(9,739,215

)

   

   

(84,093,582

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   

5,060,469

   

   

$

44,602,074

   

   

(149,144

)

   

$

(1,143,386

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended April 30

2002

2001

Institutional Service Shares:

Shares

Amount

Shares

Amount

Shares sold

   

5,235,278

   

   

$

45,848,077

   

   

1,605,415

   

   

$

13,997,571

   

Shares issued to shareholders in payment of distributions declared

   

69,083

   

   

   

606,812

   

   

33,448

   

   

   

288,317

   

Shares redeemed

   

(4,608,350

)

   

   

(40,526,640

)

   

(1,206,042

)

   

   

(10,363,926

)


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS

   

696,011

   

   

$

5,928,249

   

   

432,821

   

   

$

3,921,962

   


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

5,756,480

   

   

$

50,530,323

   

   

283,677

   

   

$

2,778,576

   


INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.40% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order, the Fund may invest in the Prime Value Obligations Fund which is managed by the Fund's Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of the transactions.

Administrative Fee

Federated Services Company ("FServ"), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. The fee paid to FServ is based on a scale that ranges from 0.150% to 0.075% of the average aggregate daily net assets of all funds advised by subsidiaries of Federated Investors, Inc., subject to a $125,000 minimum per portfolio and $30,000 per each additional class.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares. The Plan provides that the Fund may incur distribution expenses up to 0.25% of the average daily net assets of Institutional Service Shares annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund for the period. The fee paid to FSSC is used to finance certain services for shareholders and to maintain shareholder accounts. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

FServ, through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type and number of accounts and transactions made by shareholders. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses.

General

Certain of the Officers and Trustees of the Trust are Officers and Directors or Trustees of the above companies.

INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term securities (and in-kind contributions) for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

114,861,591


Sales

   

$

60,368,336


Purchases and sales of long-term U.S. government securities, for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

2,939,531


Sales

   

$

5,125,923


FEDERAL INCOME TAX INFORMATION (UNAUDITED)

For the year ended April 30, 2002, the Fund did not designate any long-term capital gains dividend.

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FEDERATED SHORT-TERM INCOME FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of the Federated Short-Term Income Fund, one of the portfolios constituting Federated Income Securities Trust, (the "Trust"), as of April 30, 2002, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2002, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Short-Term Income Fund, a portfolio of Federated Income Securities Trust, at April 30, 2002, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States.

 

Ernst & Young LLP

Boston, Massachusetts
June 17, 2002

Board of Trustees and Fund Officers

The following table gives information about each Board member and the senior officers of the Fund. The tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Federated Fund Complex consists of 139 investment company portfolios. Unless otherwise noted, each Board member: oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Fund Trustees and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and
Other Directorships Held

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

 

 


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).
..
Previous Position: Vice President, Walsh & Kelly, Inc.

 

 

 


OFFICERS

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


Randall S. Bauer
Birth Date: November 16, 1957
VICE PRESIDENT

 

Randall S. Bauer has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

 

 

 


<R>

A Statement of Additional Information (SAI) dated June 30, 2002, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to make inquiries, call your investment professional or the Fund at 1-800-341-7400.

</R>

You can obtain information about the Fund (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

Federated
World-Class Investment Manager

Federated Short-Term Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

Investment Company Act File No. 811-4577

Federated is a registered mark of Federated Investors, Inc. 2002 ©Federated Investors, Inc.

 

Cusip 31420C209

<R>

1111903A-IS (6/02)

</R>

 

Federated Investors
World-Class Investment Manager

Federated Short-Term Income Fund

A Portfolio of Federated Income Securities Trust

 

PROSPECTUS

<R>

June 30, 2002

</R>

INSTITUTIONAL SERVICE SHARES

A mutual fund seeking to provide current income by investing primarily in a diversified portfolio of short- and medium-term high grade debt securities.

As with all mutual funds, the Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

NOT FDIC INSURED * MAY LOSE VALUE * NO BANK GUARANTEE

CONTENTS

Risk/Return Summary 1

What are the Fund's Fees and Expenses? 4

What are the Fund's Investment Strategies? 5

What are the Principal Securities in Which the Fund Invests? 7

What are the Specific Risks of Investing in the Fund? 10

What Do Shares Cost? 12

How is the Fund Sold? 12

How to Purchase Shares 13

How to Redeem Shares 15

Account and Share Information 17

Who Manages the Fund? 18

Financial Information 19

Report of Ernst & Young LLP, Independent Auditors 38

Board of Trustees and Fund Officers 39

Risk/Return Summary

WHAT IS THE FUND'S INVESTMENT OBJECTIVE?

The Fund's investment objective is to seek to provide current income. While there is no assurance that the Fund will achieve its investment objective, it endeavors to do so by following the strategies and policies described in this prospectus.

WHAT ARE THE FUND'S MAIN INVESTMENT STRATEGIES?

<R>

The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of U.S. government and privately issued mortgage backed and asset backed securities, corporate debt securities, and U.S. treasury and agency securities. The Fund's investment adviser ("Adviser") seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk.

</R>

<R>

Although the value of the Fund's Shares will fluctuate, the Adviser will seek to manage the magnitude of fluctuation by limiting the Fund's dollar-weighted average duration within a range of one to two years (and, in any event, to not more than three years). Duration measures the price sensitivity of a fixed income security to changes in interest rates.

</R>

WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?

All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund's returns include:

  • <R>
  • Interest Rate Risks. Prices of fixed income securities generally fall when interest rates rise.
  • </R>
  • <R>
  • Credit Risks. There is a possibility that issuers of securities in which the Fund may invest may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
  • </R>
  • <R>
  • Prepayment Risks. When homeowners prepay their mortgages in response to lower interest rates, the Fund will be required to reinvest the proceeds at the lower interest rates available. Also, when interest rates fall, the price of mortgage backed securities may not rise to as great an extent as that of other fixed income securities.
  • </R>

<R>

The Shares offered by this prospectus are not deposits or obligations of any bank, are not endorsed or guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board or any other government agency.

</R>

Risk/Return Bar Chart and Table

<R>

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Institutional Service Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

</R>

 

<R>

The Fund's Institutional Service Shares are sold without a sales charge (load). The total returns shown in the bar chart above are based upon net asset value.

</R>

<R>

The Fund's Institutional Service Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.09%.

</R>

<R>

Within the period shown in the bar chart, the Fund's Institutional Service Shares highest quarterly return was 3.77% (quarter ended June 30, 1995). Its lowest quarterly return was (0.70)% (quarter ended June 30, 1994).

</R>

Average Annual Total Return Table

<R>

Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Institutional Service Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Merrill Lynch 1-3 Year Short-Term Corporate Index (ML1-3STC), a broad-based market index, and the Lipper Short Investment Grade Debt Funds Average (LSIGDFA), an average of funds with similar investment objectives. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

</R>

<R>

(For the periods ended December 31, 2001)

</R>

 

  

<R>1 Year</R>

  

<R>5 Years</R>

  

<R>Start of
Performance1</R>

<R>Institutional Service Shares:</R>

<R>Return Before Taxes</R>

 

<R>6.61%</R>

 

<R>6.01%</R>

 

<R>5.62%</R>

<R>Return After Taxes on Distributions2</R>

 

<R>4.35%</R>

 

<R>3.62%</R>

 

<R>3.27%</R>

<R>Return After Taxes on Distributions and Sale of Fund Shares2</R>

 

<R>4.00%</R>

 

<R>3.60%</R>

 

<R>3.32%</R>

<R>ML1-3STC</R>

 

<R>9.58%</R>

 

<R>7.08%</R>

 

<R>6.92%</R>

<R>LSIGDFA</R>

 

<R>7.24%</R>

 

<R>5.92%</R>

 

<R>5.74%</R>

1 The Fund's Institutional Service Shares start of performance date was January 24, 1992.

<R>

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(k) plans.

</R>

What are the Fund's Fees and Expenses?

FEDERATED SHORT-TERM INCOME FUND

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Shares of the Fund's Institutional Service Shares.

 

Shareholder Fees

  

Fees Paid Directly From Your Investment

 

 

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)

 

None

Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)

 

None

Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)

 

None

Redemption Fee (as a percentage of amount redeemed, if applicable)

 

None

Exchange Fee

 

None

 

 

 

Annual Fund Operating Expenses (Before Waivers)1

Expenses That are Deducted From Fund Assets (as a percentage of average net assets)

 

 

Management Fee2

 

0.40%

Distribution (12b-1) Fee3

 

0.25%

Shareholder Services Fee

 

0.25%

Other Expenses

 

0.20%

Total Annual Fund Operating Expenses

 

1.10%

1 Although not contractually obligated to do so, the Adviser and distributor waived certain amounts. These are shown below along with the net expenses the Fund actually paid for the fiscal year ended April 30, 2002.

Total Waivers of Fund Expenses

 

0.28%

Total Actual Annual Fund Operating Expenses (after waivers)

 

0.82%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Fund (after the voluntary waiver) was 0.37% for the fiscal year ended April 30, 2002.

3 The distribution (12b-1) fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The distribution (12b-1) fee paid by the Fund's Institutional Service Shares (after the voluntary waiver) was 0.00% for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Institutional Service Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund's Institutional Service Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund's Institutional Service Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

 

1 Year

$

112


3 Years

$

350


5 Years

$

606


10 Years

$

1,340


What are the Fund's Investment Strategies?

<R>

The Fund invests in a diversified portfolio of investment grade fixed income securities consisting primarily of U.S. government and privately issued mortgage backed and asset backed securities; corporate debt securities; and U.S. treasury and agency securities. Investment grade securities are those rated BBB or higher by a nationally recognized statistical rating organization (NRSRO). In addition, at least 65% of the Fund's securities must be rated A or higher (or, for short-term instruments, in one of the two highest rating categories) by an NRSRO. A description of the various types of securities in which the Fund invests, and their risks, immediately follows this strategy section.

</R>

The Adviser seeks to enhance the Fund's performance by allocating relatively more of its portfolio to the security type that the Adviser expects to offer the best balance between current income and risk and thus offers the greatest potential for return. The allocation process is based on the Adviser's continuing analysis of a variety of economic and market indicators in order to arrive at the projected yield "spread" of each security type. (The spread is the difference between the yield of a security versus the yield of a U.S. treasury security with a comparable average life.) The security's projected spread is weighed against the spread the security can currently be purchased for, as well as the security's risk of prepayment (in the case of asset backed and mortgage backed securities) and its credit risk (in the case of corporate securities and privately issued asset backed and mortgage backed securities) in order to complete the analysis.

Asset and mortgage backed securities tend to amortize principal on a somewhat irregular schedule over time, since the borrower can usually prepay all or part of the loan without penalty. These securities generally offer higher yields versus U.S. treasury securities and non-mortgage backed agency securities to compensate for this prepayment risk as well as any credit risk which might be present in the security. Similarly, corporate debt securities, which tend to pay off on a predetermined schedule, generally offer higher yields than treasury and agency securities to compensate for credit risk. The Adviser actively manages the Fund's portfolio, seeking the higher relative returns of asset and mortgage backed securities and corporate debt securities, while attempting to limit the associated prepayment or credit risk.

The Adviser attempts to manage the Fund's prepayment risk by selecting asset and mortgage backed securities with characteristics that make prepayment fluctuations less likely. Characteristics that the Adviser may consider in selecting securities include the average interest rates of the underlying mortgages and the federal agencies (if any) that support the mortgages. The Adviser attempts to assess the relative returns and risks for mortgage backed securities by analyzing how the timing, amount and division of cash flows might change in response to changing economic and market conditions.

The Adviser attempts to manage the Fund's credit risk by selecting corporate debt securities that make default in the payment of principal and interest less likely. The Adviser analyzes a variety of factors, including macroeconomic analysis and corporate earnings analysis to determine which business sectors and credit ratings are most advantageous for investment by the Fund. In selecting individual corporate fixed income securities, the Adviser analyzes the issuer's business, competitive position, and general financial condition to assess whether the security's credit risk is commensurate with its potential return.

<R>

In addition to managing the Fund's portfolio to seek enhanced current income while minimizing prepayment and credit risk, the Adviser also seeks to limit the magnitude of fluctuation of the value of the Fund's Shares. The Adviser attempts to manage price fluctuation by limiting the Fund's dollar-weighted average duration within a range of one to two years and, in any event, to no greater than three years.

</R>

The Adviser may lengthen or shorten duration from time-to-time based on its interest rate outlook. If the Adviser expects interest rates to decline, it will generally lengthen the Fund's duration, and if the Adviser expects interest rates to increase, it will generally shorten the Fund's duration. The Adviser formulates its interest rate outlook and otherwise attempts to anticipate changes in economic and market conditions in analyzing a variety of factors, such as:

  • current and expected U.S. growth;
  • current and expected interest rates and inflation;
  • the U.S. Federal Reserve Board's monetary policy; and
  • changes in the supply of or demand for U.S. government securities.

There is no assurance that the Adviser's efforts to forecast market interest rates and assess the impact of market interest rates on particular securities will be successful.

<R>

Because the Fund refers to fixed income investments in its name, it will notify shareholders in advance of any change in its investment policies that would enable the Fund to normally invest less than 80% of its assets in fixed income investments.

</R>

TEMPORARY DEFENSIVE INVESTMENTS

The Fund may temporarily depart from its principal investment strategies by investing its assets in cash and shorter-term debt securities and similar obligations. It may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause the Fund to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders.

What are the Principal Securities in Which the Fund Invests?

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

<R>

The following describes the principal types of fixed income securities in which the Fund may invest.

</R>

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a Government Sponsored Entity, or GSE). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

<R>

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments on to the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

</R>

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

SEQUENTIAL CMOS

<R>

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes.

</R>

Asset Backed Securities

<R>

Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass-through certificates. Asset backed securities have prepayment risks. As with CMOs, the cash flows of asset backed securities may be highly structured.

</R>

Bank Instruments

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker's acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

Credit Enhancement

Credit enhancement consists of an arrangement in which a company agrees to pay amounts due on a fixed income security if the issuer defaults. In some cases the company providing credit enhancement makes all payments directly to the security holders and receives reimbursement from the issuer. Normally, the credit enhancer has greater financial resources and liquidity than the issuer. For this reason, the Adviser usually evaluates the credit risk of a fixed income security based solely upon its credit enhancement.

INVESTMENT RATINGS FOR INVESTMENT GRADE SECURITIES

<R>

The Adviser will determine whether a security is investment grade based upon the credit ratings given by one or more NRSROs. For example, Standard & Poor's, a rating service, assigns ratings to investment grade securities (AAA, AA, A and BBB) based on their assessment of the likelihood of the issuer's inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment that the security is comparable to investment grade. If a security is downgraded below the minimum quality grade discussed above, the Adviser will reevaluate the security, but will not be required to sell it.

</R>

What are the Specific Risks of Investing in the Fund?

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.

Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

CREDIT RISKS

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.

<R>

Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Services. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.

</R>

<R>

Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.

</R>

Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

PREPAYMENT RISKS

<R>

Unlike traditional fixed income securities, which pay a fixed rate of interest until maturity (when the entire principal amount is due) payments on mortgage backed securities include both interest and a partial payment of principal. Partial payment of principal may be comprised of scheduled principal payments as well as unscheduled payments from the voluntary prepayment, refinancing or foreclosure of the underlying loans. These unscheduled prepayments of principal create risks that can adversely affect a Fund holding mortgage backed securities.

</R>

For example, when interest rates decline, the values of mortgage backed securities generally rise. However, when interest rates decline, unscheduled prepayments can be expected to accelerate, and the Fund would be required to reinvest the proceeds of the prepayments at the lower interest rates then available. Unscheduled prepayments would also limit the potential for capital appreciation on mortgage backed securities.

Conversely, when interest rates rise, the values of mortgage backed securities generally fall. Since rising interest rates typically result in decreased prepayments, this could lengthen the average lives of mortgage backed securities, and cause their value to decline more than traditional fixed income securities.

Generally, mortgage backed securities compensate for the increased risk associated with prepayments by paying a higher yield. The additional interest paid for risk is measured by the difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread). An increase in the spread will cause the price of the mortgage backed security to decline. Spreads generally increase in response to adverse economic or market conditions. Spreads may also increase if the security is perceived to have an increased prepayment risk or is perceived to have less market demand.

What Do Shares Cost?

You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is open. When the Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Fund does not charge a front-end sales charge. NAV is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

The Fund's current NAV and public offering price may be found in the mutual funds section of certain local newspapers under "Federated."

The required minimum initial investment for Fund Shares is $25,000. There is no required minimum subsequent investment amount.

An account may be opened with a smaller amount as long as the $25,000 minimum is reached within 90 days. An institutional investor's minimum investment is calculated by combining all accounts it maintains with the Fund. Accounts established through investment professionals may be subject to a smaller minimum investment amount. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

How is the Fund Sold?

The Fund offers two share classes: Institutional Shares and Institutional Service Shares, each representing interests in a single portfolio of securities. This prospectus relates only to Institutional Service Shares. Each share class has different expenses, which affect their performance. Contact your investment professional or call 1-800-341-7400 for more information concerning the other class.

The Fund's Distributor, Federated Securities Corp., markets the Shares described in this prospectus to retail and private banking customers of financial institutions or to individuals, directly or through investment professionals.

When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

RULE 12B-1 PLAN

The Fund has adopted a Rule 12b-1 Plan, which allows it to pay marketing fees to the Distributor and investment professionals for the sale, distribution and customer servicing of the Fund's Institutional Service Shares. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other shares with different marketing fees.

How to Purchase Shares

You may purchase Shares through an investment professional or directly from the Fund. The Fund reserves the right to reject any request to purchase Shares.

THROUGH AN INVESTMENT PROFESSIONAL

  • Establish an account with the investment professional; and
  • Submit your purchase order to the investment professional before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). You will receive the next calculated NAV if the investment professional forwards the order to the Fund on the same day and the Fund receives payment within one business day. You will become the owner of Shares and receive dividends when the Fund receives your payment.

Investment professionals should send payments according to the instructions in the sections "By Wire" or "By Check."

DIRECTLY FROM THE FUND

  • Establish your account with the Fund by submitting a completed New Account Form; and
  • Send your payment to the Fund by Federal Reserve wire or check.

You will become the owner of Shares and your Shares will be priced at the next calculated NAV after the Fund receives your wire or your check. If your check does not clear, your purchase will be canceled and you could be liable for any losses or fees incurred by the Fund or Federated Shareholder Services Company, the Fund's transfer agent.

An institution may establish an account and place an order by calling the Fund and the Shares will be priced at the next calculated NAV after the Fund receives the order.

By Wire

Send your wire to:

State Street Bank and Trust Company

Boston, MA

Dollar Amount of Wire

ABA Number 011000028

Attention: EDGEWIRE

Wire Order Number, Dealer Number or Group Number

Nominee/Institution Name

Fund Name and Number and Account Number

You cannot purchase Shares by wire on holidays when wire transfers are restricted.

By Check

Make your check payable to The Federated Funds, note your account number on the check, and mail it to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

<R>

Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund reserves the right to reject any purchase request. For example, to protect against check fraud the Fund may reject any purchase request involving a check that is not made payable to The Federated Funds (including, but not limited to, requests to purchase Shares using third-party checks), or involving temporary checks or credit card checks.

</R>

BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

How to Redeem Shares

You should redeem Shares:

  • through an investment professional if you purchased Shares through an investment professional; or
  • directly from the Fund if you purchased Shares directly from the Fund.

THROUGH AN INVESTMENT PROFESSIONAL

Submit your redemption request to your investment professional by the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time). The redemption amount you will receive is based upon the next calculated NAV after the Fund receives the order from your investment professional.

DIRECTLY FROM THE FUND

By Telephone

You may redeem Shares by simply calling the Fund at 1-800-341-7400.

<R>

If you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time) you will receive a redemption amount based on that day's NAV.

</R>

By Mail

You may redeem Shares by mailing a written request to the Fund.

You will receive a redemption amount based on the next calculated NAV after the Fund receives your written request in proper form.

Send requests by mail to:

Federated Shareholder Services Company

P.O. Box 8600

Boston, MA 02266-8600

Send requests by private courier or overnight delivery service to:

Federated Shareholder Services Company

1099 Hingham Street

Rockland, MA 02370-3317

All requests must include:

  • Fund Name and Share Class, account number and account registration;
  • amount to be redeemed; and
  • signatures of all shareholders exactly as registered.

Call your investment professional or the Fund if you need special instructions.

Signature Guarantees

Signatures must be guaranteed if:

  • your redemption will be sent to an address other than the address of record;
  • your redemption will be sent to an address of record that was changed within the last 30 days; or
  • a redemption is payable to someone other than the shareholder(s) of record.

A signature guarantee is designed to protect your account from fraud. Obtain a signature guarantee from a bank or trust company, savings association, credit union or broker, dealer, or securities exchange member. A notary public cannot provide a signature guarantee.

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The following payment options are available if you complete the appropriate section of the New Account Form or an Account Service Options Form. These payment options require a signature guarantee if they were not established when the account was opened:

  • an electronic transfer to your account at a financial institution that is an ACH member; or
  • wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

  • to allow your purchase to clear;
  • during periods of market volatility; or
  • when a shareholder's trade activity or amount adversely impacts the Fund's ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from the Fund if those checks are undeliverable and returned to the Fund.

ADDITIONAL CONDITIONS

Telephone Transactions

The Fund will record your telephone instructions. If the Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Fund no longer issues share certificates. If you are redeeming Shares represented by certificates previously issued by the Fund, you must return the certificates with your written redemption request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

CONFIRMATIONS AND ACCOUNT STATEMENTS

<R>

You will receive confirmation of purchase and redemptions. In addition, you will receive periodic statements reporting all account activity, including dividends and capital gains paid.

</R>

DIVIDENDS AND CAPITAL GAINS

The Fund declares any dividends daily and pays them monthly to shareholders. If you purchase Shares by wire, you begin earning dividends on the day your wire is received. If you purchase Shares by check, you begin earning dividends on the business day after the Fund receives your check. In either case, you earn dividends through the day your redemption request is received.

In addition, the Fund pays any capital gains at least annually. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments.

If you purchase Shares just before a Fund declares a capital gain distribution, you will pay the full price for the Shares and then receive a portion of the price back in the form of a taxable distribution, whether or not you reinvest the distribution in Shares. Therefore, you should consider the tax implications of purchasing Shares shortly before the Fund declares a capital gain. Contact your investment professional or the Fund for information concerning when dividends and capital gains will be paid.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, accounts may be closed if redemptions cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum.

TAX INFORMATION

The Fund sends an annual statement of your account activity to assist you in completing your federal, state and local tax returns. Fund distributions of dividends and capital gains are taxable to you whether paid in cash or reinvested in the Fund. Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time the Fund holds its assets.

<R>

Fund distributions are expected to be primarily dividends. Redemptions are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

</R>

Who Manages the Fund?

The Board of Trustees governs the Fund. The Board selects and oversees the Adviser, Federated Investment Management Company. The Adviser manages the Fund's assets, including buying and selling portfolio securities. The Adviser's address is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779.

<R>

The Adviser and other subsidiaries of Federated advise approximately 139 mutual funds and a variety of separate accounts, which totaled approximately $180 billion in assets as of December 31, 2001. Federated was established in 1955 and is one of the largest mutual fund investment managers in the United States with approximately 1,800 employees. More than 4,000 investment professionals make Federated Funds available to their customers.

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THE FUND'S PORTFOLIO MANAGERS ARE:

Randall S. Bauer

Randall S. Bauer has been the Fund's Portfolio Manager since October 1995. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

Robert E. Cauley

Robert E. Cauley has been the Fund's Portfolio Manager since March 1999. Mr. Cauley joined Federated in 1996 as a Senior Investment Analyst and an Assistant Vice President of the Fund's Adviser and has been a Portfolio Manager since 1997. Mr. Cauley has been a Vice President of the Adviser since 1999. Mr. Cauley was a member of the Asset-Backed Structuring Group at Lehman Brothers Holding, Inc. from 1994 to 1996. Mr. Cauley earned his M.S.I.A., concentrating in Finance and Economics, from Carnegie Mellon University.

ADVISORY FEES

The Adviser receives an annual investment advisory fee of 0.40% of the Fund's average daily net assets. The Adviser may voluntarily waive a portion of its fee or reimburse the Fund for certain operating expenses.

Financial Information

FINANCIAL HIGHLIGHTS

The following Financial Highlights will help you understand the Fund's financial performance for its past five fiscal years. Some of the information is presented on a per share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Fund, assuming reinvestment of any dividends and capital gains.

This information has been audited by Ernst & Young LLP, whose report, along with the Fund's audited financial statements, is included in this prospectus.

Financial Highlights

(For a Share Outstanding Throughout Each Period)

Reference is made to the Report of Ernst & Young LLP, Independent Auditors, on page 38.

 

Year Ended April 30

  

2002

   

  

2001

   

  

2000

   

  

1999

   

  

1998

   

Net Asset Value, Beginning of Period

   

$8.74

   

   

$8.52

   

   

$8.67

   

   

$8.74

   

   

$8.68

   

Income From Investment Operations:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Net investment income

   

0.45

1

   

0.53

   

   

0.51

   

   

0.50

   

   

0.50

   

Net realized and unrealized gain (loss) on investments

   

(0.05

)1

   

0.22

   

   

(0.15

)

   

(0.07

)

   

0.06

   


TOTAL FROM INVESTMENT OPERATIONS

   

0.40

   

   

0.75

   

   

0.36

   

   

0.43

   

   

0.56

   


Less Distributions:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   

Distributions from net investment income

   

(0.44

)

   

(0.53

)

   

(0.51

)

   

(0.50

)

   

(0.50

)


Net Asset Value, End of Period

   

$8.70

   

   

$8.74

   

   

$8.52

   

   

$8.67

   

   

$8.74

   


Total Return2

   

4.64

%

   

9.12

%

   

4.26

%

   

4.99

%

   

6.61

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Expenses

   

0.82

%

   

0.81

%

   

0.81

%

   

0.81

%

   

0.81

%


Net investment income

   

5.05

%1

   

6.16

%

   

5.94

%

   

5.63

%

   

5.73

%


Expense waiver/reimbursement3

   

0.28

%

   

0.29

%

   

0.28

%

   

0.28

%

   

0.28

%


Supplemental Data:

   

   

   

   

   

   

   

   

   

   

   

   

   

   

   


Net assets, end of period (000 omitted)

   

$24,121

   

$18,145

   

$13,999

   

$24,783

   

$14,783

   


Portfolio turnover

   

29

%

   

43

%

   

44

%

   

54

%

   

49

%


1 Effective May 1, 2001, the Fund has adopted the provisions of the American Institute of Certified Public Accountants (AICPA) Audit and Accounting Guide for Investment Companies and began accreting discount/ amortizing premium on long-term debt securities. For the year ended April 30, 2002, this change had no effect on the net investment income per share, the net realized and unrealized gain (loss) on investments per share, and decreased the ratio of net investment income to average net assets from 5.07% to 5.05%. Per share, ratios and supplemental data for periods prior to May 1, 2001 have not been restated to reflect this change in presentation.

2 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

3 This voluntary expense decrease is reflected in both the expense and the net investment income ratios shown above.

See Notes which are an integral part of the Financial Statements

Portfolio of Investments

April 30, 2002

 

Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--70.9%

 

 

 

Aerospace & Defense--0.9%

$

2,300,000

   

Boeing Capital Corp., Sr. Note, 5.65%, 5/15/2006

   

$

2,317,089


   

   

   

Automotive--17.3%

   

   

   

   

3,000,000

   

Americredit Automobile Receivables Trust 2001-B, Class A4, 5.37%, 6/12/2008

   

   

3,085,121

   

4,000,000

1

Americredit Automobile Receivables Trust 2002-A, Class A3, 2.07%, 10/12/2006

   

   

4,015,042

   

835,777

   

AmSouth Auto Trust 2000-1, Class A3, 6.67%, 7/15/2004

   

   

855,777

   

1,000,000

   

DaimlerChrysler AG, 7.75%, 6/15/2005

   

   

1,062,740

   

5,000,000

   

Ford Credit Auto Owner Trust 2001-D, Class A3, 4.31%, 6/15/2005

   

   

5,085,535

   

4,000,000

   

Ford Motor Credit Co., Sr. Note, 5.75%, 2/23/2004

   

   

4,029,040

   

2,000,000

   

General Motors Acceptance Corp., Note, 5.80%, 3/12/2003

   

   

2,029,480

   

1,798,022

2

Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

   

   

1,797,824

   

1,500,000

   

Honda Auto Receivables Owner Trust 2002-1, Class A3, 3.50%, 10/17/2005

   

   

1,499,790

   

114,907

   

Household Automobile Revolving Trust I 1998-1, Class B1, 6.30%, 5/17/2005

   

   

116,732

   

2,500,000

   

Isuzu Auto Owner Trust 2001-1, Class A3, 4.88%, 11/22/2004

   

   

2,549,225

   

455,266

   

Key Auto Finance Trust 1999-1, 7.08%, 1/15/2007

   

   

467,254

   

4,000,000

   

M&I Auto Loan Trust 2001-1, Class B, 5.88%, 6/20/2008

   

   

4,109,000

   

3,500,000

   

MMCA Automobile Trust 2000-2, Class B, 7.42%, 8/15/2005

   

   

3,739,859

   

983,800

   

Mellon Auto Grantor Trust 2000-1, Class B, 7.43%, 10/15/2006

   

   

1,023,816

   

3,207,725

   

Navistar Financial Corp. Owner Trust 2000-B, Class A3, 6.67%, 11/15/2004

   

   

3,255,745

   

2,500,000

   

Navistar Financial Corp. Owner Trust 2001-A, Class A3, 4.99%, 8/15/2005

   

   

2,547,875

   

2,000,000

   

Navistar Financial Corp. Owner Trust 2002-A, Class B, 4.95%, 4/15/2009

   

   

2,018,420

   

608,448

   

The CIT Group Securitization Corp. II, Class B, 6.45%, 6/15/2018

   

   

627,511

   

1,266,380

   

Toyota Auto Receivables 1999-A Owner Trust, Class C, 6.70%, 8/16/2004

   

   

1,279,107


   

   

   

TOTAL

   

   

45,194,893


   

   

   

Banking--1.2%

   

   

   

   

1,000,000

1

J.P. Morgan & Co., Sub. Note, 5.00%, 8/19/2002

   

   

998,982

   

2,000,000

   

National Australia Bank, Ltd., Melbourne, Sub. Note, Series A, 6.40%, 12/10/2007

   

   

2,042,060


   

   

   

TOTAL

   

   

3,041,042


   

   

   

Beverage & Tobacco--0.5%

   

   

   

   

1,149,000

   

Philip Morris Cos., Inc., Deb., 8.25%, 10/15/2003

   

   

1,226,443


Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Building & Development--0.4%

   

   

   

1,000,000

2

Petacalco Topolobampo Trust, Sec. Note, 8.125%, 12/15/2003

   

1,061,787


   

   

   

Credit Card--15.8%

   

   

   

   

3,000,000

   

American Express Credit Account Master Trust 1997-1, Class A, 6.40%, 4/15/2005

   

   

3,050,760

   

1,105,504

2

Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust (Series 1996-A), Class A1, 6.25%, 12/1/2003

   

   

1,109,042

   

3,650,000

3

Chemical Master Credit Card Trust I 1995-3, Class A, 6.23%, 4/15/2005

   

   

3,696,355

   

1,300,000

1,2

Circuit City Credit Card Master Trust 2000-1, Class CTF, 3.06%, 2/15/2006

   

   

1,304,715

   

3,000,000

1

Citibank Credit Card Issuance Trust 2000-C2, Class C2, 2.63%, 10/15/2007

   

   

2,976,360

   

5,000,000

   

Fingerhut Master Trust 1998-2, Class A, 6.23%, 2/15/2007

   

   

5,112,050

   

2,300,000

1

First Consumers Master Trust 2001-A, Class B, 2.96%, 9/15/2008

   

   

2,313,248

   

2,500,000

2

First USA Credit Card Master Trust 1999-1, Class C, 6.42%, 10/19/2006

   

   

2,583,125

   

4,000,000

   

J.C. Penney Master Credit Card Trust E, Class A, 5.50%, 6/15/2007

   

   

4,114,720

   

3,000,000

   

MBNA Credit Card Master Note Trust 2001-C3, Class C3, 6.55%, 12/15/2008

   

   

3,098,964

   

5,000,000

   

MBNA Master Credit Card Trust 1999-I, Class A, 6.40%, 1/18/2005

   

   

5,065,900

   

3,500,000

   

Prime Credit Card Master Trust 2000-1, Class A, 6.70%, 10/15/2009

   

   

3,706,605

   

3,000,000

   

Providian Master Trust 1997-4, Class B, 6.45%, 6/15/2007

   

   

3,057,870


   

   

   

TOTAL

   

   

41,189,714


   

   

   

Equipment Lease Contracts--1.9%

   

   

   

   

5,000,000

   

CIT Equipment Collateral 2001-A, Class A3, 4.32%, 5/20/2005

   

   

5,069,655


   

   

   

Financial Intermediaries--1.7%

   

   

   

   

2,400,000

   

Lehman Brothers Holdings, Inc., Note, 6.125%, 7/15/2003

   

   

2,476,848

   

2,000,000

   

Merrill Lynch & Co., Inc., Note, 6.00%, 2/12/2003

   

   

2,050,540


   

   

   

TOTAL

   

   

4,527,388


   

   

   

Food & Drug Retailers--0.8%

   

   

   

   

1,895,000

3

Albertson's, Inc., Sr. Note, 6.55%, 8/1/2004

   

   

1,985,922


   

   

   

Forest Products--0.8%

   

   

   

   

2,000,000

2

Weyerhaeuser Co., Note, 5.50%, 3/15/2005

   

   

2,027,660


   

   

   

Home Equity Loan--12.7%

   

   

   

   

1,540,285

2

125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

   

   

1,590,591

   

1,954,878

2

AQ Finance NIM Trust 2002-1, Note, 9.50%, 6/25/2032

   

   

1,949,990

   

25,000,000

   

ACE Securities Corp. 2001-HE1, Class AIO, 6.00%, 8/20/2004

   

   

2,105,000

   

3,000,000

   

Asset Backed Funding Certificate 2001-AQ1, Class A3, 5.745%, 4/20/2027

   

   

3,061,380

   

2,000,000

   

Caterpillar Financial Asset Trust 2001-A, Class A3, 4.85%, 4/25/2007

   

   

2,045,388

Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Home Equity Loan--continued

   

   

   

3,000,000

   

Chase Funding Loan Acquisition Trust 2001-C2, Class IA2, 5.673%, 5/25/2022

   

3,058,650

   

845,328

1

Chase Funding Mortgage Loan 1999-1, Class IIB, 4.60%, 6/25/2028

   

   

848,016

   

619,939

   

Cityscape Home Equity Loan Trust 1997-1, Class A4, 7.23%, 3/25/2018

   

   

632,931

   

245,058

1

ContiMortgage Home Equity Loan Trust 1996-4, Class A10, 2.10%, 1/15/2028

   

   

245,305

   

3,371,392

   

Ditech Home Loan Owner Trust 1997-1, Class A4, 7.36%, 1/15/2024

   

   

3,537,132

   

3,000,000

   

EQCC Home Equity Loan Trust 1999-2, Class A3F, 6.347%, 8/25/2022

   

   

3,102,870

   

619,567

   

Green Tree Home Equity Loan Trust 1999-A, Class A3, 5.98%, 4/15/2018

   

   

628,199

   

353,785

   

Headlands Home Equity Loan Trust 1998-2, Class A3, 6.67%, 12/15/2024

   

   

364,132

   

2,413,540

   

IMC Home Equity Loan Trust 1998-1, Class A6, 6.52%, 6/20/2029

   

   

2,498,863

   

1,000,000

   

Mellon Bank Home Equity Installment Loan 1998-1, Class B, 6.95%, 3/25/2015

   

   

1,017,670

   

1,638,011

   

New Century Home Equity Loan Trust 1997-NC5, Class M2, 7.24%, 10/25/2028

   

   

1,698,689

   

449,798

1

Saxon Asset Securities Trust 2000-2, Class AV1, 2.11%, 7/25/2030

   

   

451,588

   

28,735,914

   

Saxon Asset Securities Trust 2001-3, Class AIO, 6.25%, 4/25/2004

   

   

2,478,473

   

1,758,939

1

Sovereign Bank Home Equity Loan Trust 2000-1, Class A2, 6.96%, 4/25/2003

   

   

1,760,287


   

   

   

TOTAL

   

   

33,075,154


   

   

   

Manufactured Housing--6.5%

   

   

   

   

2,170,933

   

Green Tree Financial Corp. 1993-2, Class A4, 6.90%, 7/15/2018

   

   

2,250,446

   

3,154,052

   

Green Tree Financial Corp. 1993-4, Class A4, 6.60%, 1/15/2019

   

   

3,235,776

   

2,000,000

   

Green Tree Financial Corp. 1996-2, Class B1, 7.55%, 4/15/2027

   

   

1,610,886

   

2,585,713

   

Green Tree Financial Corp. 1997-1, Class A5, 6.86%, 3/15/2028

   

   

2,673,767

   

4,000,000

2

Merit Securities Corp., 12-I, Class B, 7.98%, 7/28/2033

   

   

3,871,360

   

3,000,000

   

Merit Securities Corp., 13, Class A4, 7.88%, 12/28/2033

   

   

3,177,317


   

   

   

TOTAL

   

   

16,819,552


   

   

   

Other Asset Backed--0.8%

   

   

   

   

354,189

   

Case Equipment Loan Trust 1999-A, Class B, 5.96%, 8/15/2005

   

   

360,230

   

6,179,348

2

FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/1/2019

   

   

355,313

   

1,250,000

   

Tobacco Settlement Revenue Management Authority 2001-A, Class A, 7.666%, 5/15/2016

   

   

1,299,213


   

   

   

TOTAL

   

   

2,014,756


   

   

   

Rail Industry--0.5%

   

   

   

   

1,330,000

   

Norfolk & Western Railroad Co., 8.75%, 2/1/2004

   

   

1,435,482


Principal
Amount

  

  

Value

 

 

 

CORPORATE BONDS/ASSET-BACKED SECURITIES--continued

 

 

 

   

   

   

Retailers--0.8%

   

   

   

2,000,000

   

Wal-Mart Stores, Inc., Note, 4.15%, 6/15/2005

   

1,999,420


   

   

   

Supranational--0.7%

   

   

   

   

1,700,000

   

Corp Andina De Fomento, Bond, 7.10%, 2/1/2003

   

   

1,743,877


   

   

   

Telecommunications & Cellular--4.5%

   

   

   

   

2,365,798

   

BellSouth Savings & Employee Stock Ownership Trust, Company Guarantee, 9.125%, 7/1/2003

   

   

2,458,112

   

2,000,000

   

Citizens Communications Co., Deb., 6.80%, 8/15/2026

   

   

2,049,380

   

1,000,000

   

MetroNet Communications Corp., Sr. Note, 12.00%, 8/15/2007

   

   

182,500

   

1,000,000

   

Sprint Capital Corp., 7.625%, 6/10/2002

   

   

1,003,890

   

2,000,000

   

Tele-Communications, Inc., Sr. Note, 8.25%, 1/15/2003

   

   

2,053,300

   

2,085,000

   

U.S. West Communications, Inc., Note, 7.20%, 11/1/2004

   

   

1,983,356

   

2,000,000

1,2

Verizon Wireless Capital LLC, 2.39%, 12/17/2003

   

   

2,001,220


   

   

   

TOTAL

   

   

11,731,758


   

   

   

Utilities--3.1%

   

   

   

   

1,500,000

   

California Infrastructure SDG&E-1 1997-1, Class A6, 6.31%, 9/25/2008

   

   

1,577,280

   

2,500,000

   

CPL Transition Funding LLC 2002-1, Class A1, 3.54%, 1/15/2007

   

   

2,504,950

   

2,000,000

1,2

Conectiv, Inc., Note, 3.41%, 2/28/2003

   

   

2,009,800

   

2,000,000

   

Ohio Power Co., Sr. Note, 7.00%, 7/1/2004

   

   

2,088,080


   

   

   

TOTAL

   

   

8,180,110


   

   

   

TOTAL CORPORATE BONDS/ASSET-BACKED SECURITIES (IDENTIFIED COST $183,874,487)

   

   

184,641,702


   

   

   

MORTGAGE BACKED SECURITIES--15.1%

   

   

   

   

   

   

Commercial Mortgage Backed Securities--0.5%

   

   

   

   

7,740,475

   

First Union Lehman Brothers Commercial Mortgage Trust, Series 1997-C1, Class IO, 1.29024%, 4/18/2029

   

   

372,719

   

1,000,000

1,2

Nomura Depositor Trust Commercial Mortgage Pass-Thru 1998-STI, Class A-3, 2.44%, 2/15/2034

   

   

991,720


   

   

   

TOTAL

   

   

1,364,439


   

   

   

Non-Government Agency Mortgage Backed Securities--14.6%

   

   

   

   

684,164

1,2

Bayview Financial Acquisition Trust 1998-1, Class MF2, 2.70%, 5/25/2029

   

   

601,927

   

1,597,588

1,2

Bayview Financial Acquisition Trust 1998-1, Class MI1, 7.52%, 5/25/2029

   

   

1,548,862

   

604,420

1,2

Bayview Financial Acquisition Trust 1998-1, Class MII, 2.60%, 5/25/2029

   

   

574,199

   

192,092

1,2

Bosque Asset Corp., Class 1, 7.66%, 6/5/2002

   

   

96,046

   

2,575,811

1,2

C-BASS ABS, LLC Series 1997-1, Class A1, 5.91%, 2/1/2017

   

   

2,566,152

Principal
Amount

  

  

Value

 

 

 

MORTGAGE BACKED SECURITIES--continued

 

 

 

   

   

   

Non-Government Agency Mortgage Backed Securities--continued

   

   

   

3,695,317

   

GE Capital Mortgage Services, Inc., Series 1995-11, Class B1, 7.50%, 12/25/2025

   

3,828,237

   

1,849,295

1,2

Greenwich Capital Acceptance, Series 1991-4, Class B1A, 8.28%, 7/1/2019

   

   

1,811,163

   

2,167,773

1

Greenwich Capital Acceptance, Series 1993-AFCI, Class B1, 6.66%, 9/25/2023

   

   

2,154,223

   

91,339

1

Greenwich Capital Acceptance, Series 1993-LB2, Class A1, 6.60%, 8/25/2023

   

   

91,475

   

110,998

1

Greenwich Capital Acceptance, Series 1993-LB3, Class A1, 6.36%, 1/25/2024

   

   

111,116

   

2,081,841

1

Greenwich Capital Acceptance, Series 1994-C, Class B1, 5.96%, 1/25/2025

   

   

2,074,589

   

3,070,000

1

Mellon Residential Funding Corp., Series 1998-TBC1, Class B1, 6.60%, 10/25/2028

   

   

3,111,721

   

93,363

2

Option One Mortgage Securities Corp. 1999-4, Class CTFS, 9.67%, 12/25/2029

   

   

93,363

   

1,353,065

   

PNC Mortgage Securities Corp., Series 1999-5, Class 2A1, 6.75%, 7/25/2029

   

   

1,383,484

   

1,350,181

   

PNC Mortgage Securities Corp., Series 1999-9, Class 3A1, 7.22%, 10/25/2029

   

   

1,375,409

   

670,848

   

Prudential Home Mortgage Securities, Series 1992-5, Class A-6, 7.50%, 4/25/2007

   

   

689,397

   

2,883,333

   

Residential Accredit Loans, Inc., Series 2001-QS3, Class NB1, 7.25%, 3/25/2031

   

   

2,964,167

   

20,251,000

   

Residential Asset Mortgage Products, Inc. 2002-RS1, Class AIIO, 5.50%, 7/25/2004

   

   

1,622,105

   

2,000,000

   

Residential Asset Mortgage Products, Inc., Series 2002-RZ1, Class A2, 4.30%, 4/25/2023

   

   

2,007,408

   

32,500,000

   

Residential Asset Securitization Trust 2002-A4, Class AIO, 2.50%, 9/25/2004

   

   

1,686,100

   

946,558

1

Residential Funding Mortgage Securities I 1994-S13, Class M1, 7.00%, 5/25/2024

   

   

963,132

   

4,470,140

   

Structured Asset Securities Corp. 1999-ALS2, Class A2, 6.75%, 7/25/2029

   

   

4,553,892

   

2,000,000

1

Washington Mutual 2001-AR4, Class A2, 3.96%, 12/25/2031

   

   

2,009,925


   

   

   

TOTAL

   

   

37,918,092


   

   

   

TOTAL MORTGAGE BACKED SECURITIES (IDENTIFIED COST $39,250,737)

   

   

39,282,531


   

   

   

GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES--5.7%

   

   

   

   

2,000,000

   

Federal Home Loan Bank System, Sr. Note, 5.80%, 9/2/2008

   

   

2,062,960

   

9,000,000

   

Federal National Mortgage Association, Note, 5.125%, 2/13/2004

   

   

9,284,940

Principal
Amount
or Shares

  

  

Value

 

 

 

GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES--continued

 

 

 

935,016

   

GNMA, Pool 354754, 7.50%, 2/15/2024

   

988,489

   

2,223,539

   

GNMA, Pool 780360, 11.00%, 9/15/2015

   

   

2,487,584


   

   

   

TOTAL GOVERNMENT AGENCIES MORTGAGE BACKED SECURITIES (IDENTIFIED COST $14,445,201)

   

   

14,823,973


   

   

   

U.S. TREASURY NOTES--3.0%

   

   

   

   

4,000,000

   

U.S. Treasury Note, 5.125%, 12/31/2002

   

   

4,083,600

   

500,000

3

U.S. Treasury Note, 5.625%, 5/15/2008

   

   

523,205

   

2,000,000

3

U.S. Treasury Note, 5.75%, 11/15/2005

   

   

2,109,580

   

935,000

3

U.S. Treasury Note, 6.625%, 5/15/2007

   

   

1,021,871


   

   

   

TOTAL U.S. TREASURY NOTES (IDENTIFIED COST $7,572,513)

   

   

7,738,256


   

   

   

MUTUAL FUND--4.8%

   

   

   

   

12,608,563

   

Prime Value Obligations Fund, Class IS (at net asset value)

   

   

12,608,563


   

   

   

TOTAL INVESTMENTS (IDENTIFIED COST $257,751,501)4

   

$

259,095,025


1 Denotes variable rate and floating rate obligations for which the current rate is shown.

2 Denotes a restricted security which is subject to restrictions on resale under federal securities laws. At April 30, 2002, these securities amounted to $29,945,859 which represents 11.5% of net assets.

3 Certain shares are temporarily on loan to unaffiliated broker/dealers.

4 The cost of investments for federal tax purposes amounts to $257,787,018. The net unrealized appreciation of investments on a federal tax basis amounts to $1,308,007 which is comprised of $4,010,665 appreciation and $2,702,658 depreciation at April 30, 2002.

Note: The categories of investments are shown as a percentage of net assets ($260,428,123) at April 30, 2002.

The following acronym is used throughout this portfolio:

 

IO

--Interest Only

See Notes which are an integral part of the Financial Statements

Statement of Assets and Liabilities

April 30, 2002

 

Assets:

  

   

   

  

   

   

   

Total investments in securities, at value (identified cost $257,751,501)

   

   

   

   

$

259,095,025

   

Cash held as collateral for securities lending

   

   

   

   

   

4,340,181

   

Income receivable

   

   

   

   

   

2,208,638

   

Receivable for investments sold

   

   

   

   

   

90,556

   

Receivable for shares sold

   

   

   

   

   

471,665

   


TOTAL ASSETS

   

   

   

   

   

266,206,065

   


Liabilities:

   

   

   

   

   

   

   

Payable for shares redeemed

   

$

882,435

   

   

   

   

Income distribution payable

   

   

526,293

   

   

   

   

Payable on collateral due to broker

   

   

4,340,181

   

   

   

   

Accrued expenses

   

   

29,033

   

   

   

   


TOTAL LIABILITIES

   

   

   

   

   

5,777,942

   


Net assets for 29,922,505 shares outstanding

   

   

   

   

$

260,428,123

   


Net Assets Consist of:

   

   

   

   

   

   

   

Paid in capital

   

   

   

   

$

280,814,669

   

Net unrealized appreciation of investments

   

   

   

   

   

1,343,524

   

Accumulated net realized loss on investments

   

   

   

   

   

(21,601,882

)

Distributions in excess of net investment income

   

   

   

   

   

(128,188

)


TOTAL NET ASSETS

   

   

   

   

$

260,428,123

   


Net Asset Value, Offering Price and Redemption Proceeds Per Share

   

   

   

   

   

   

   

Institutional Shares:

   

   

   

   

   

   

   

$236,306,768 ÷ 27,149,952 shares outstanding

   

   

   

   

   

$8.70

   


Institutional Service Shares:

   

   

   

   

   

   

   

$24,121,355 ÷ 2,772,553 shares outstanding

   

   

   

   

   

$8.70

   


See Notes which are an integral part of the Financial Statements

Statement of Operations

Year Ended April 30, 2002

 

Investment Income:

  

   

   

   

  

   

   

   

  

   

   

   

Interest (including income on securities loaned of $48)

   

   

   

   

   

   

   

   

   

$

14,190,082

   


Expenses:

   

   

   

   

   

   

   

   

   

   

   

   

Investment adviser fee

   

   

   

   

   

$

967,781

   

   

   

   

   

Administrative personnel and services fee

   

   

   

   

   

   

182,059

   

   

   

   

   

Custodian fees

   

   

   

   

   

   

20,972

   

   

   

   

   

Transfer and dividend disbursing agent fees and expenses

   

   

   

   

   

   

73,032

   

   

   

   

   

Directors'/Trustees' fees

   

   

   

   

   

   

5,476

   

   

   

   

   

Auditing fees

   

   

   

   

   

   

14,244

   

   

   

   

   

Legal fees

   

   

   

   

   

   

25,245

   

   

   

   

   

Portfolio accounting fees

   

   

   

   

   

   

84,760

   

   

   

   

   

Distribution services fee--Institutional Service Shares

   

   

   

   

   

   

46,795

   

   

   

   

   

Shareholder services fee--Institutional Shares

   

   

   

   

   

   

558,068

   

   

   

   

   

Shareholder services fee--Institutional Service Shares

   

   

   

   

   

   

46,795

   

   

   

   

   

Share registration costs

   

   

   

   

   

   

42,071

   

   

   

   

   

Printing and postage

   

   

   

   

   

   

32,553

   

   

   

   

   

Insurance premiums

   

   

   

   

   

   

1,277

   

   

   

   

   

Miscellaneous

   

   

   

   

   

   

5,469

   

   

   

   

   


TOTAL EXPENSES

   

   

   

   

   

   

2,106,597

   

   

   

   

   


Waivers and Reimbursement:

   

   

   

   

   

   

   

   

   

   

   

   

Waiver of investment adviser fee

   

$

(83,332

)

   

   

   

   

   

   

   

   

Waiver of transfer and dividend disbursing agent fees and expenses

   

   

(5,200

)

   

   

   

   

   

   

   

   

Waiver of distribution services fee--Institutional Service Shares

   

   

(46,795

)

   

   

   

   

   

   

   

   

Waiver of shareholder services fee--Institutional Shares

   

   

(558,068

)

   

   

   

   

   

   

   

   

Reimbursement of investment adviser fee

   

   

(1,046

)

   

   

   

   

   

   

   

   


TOTAL WAIVERS AND REIMBURSEMENT

   

   

   

   

   

   

(694,441

)

   

   

   

   


Net expenses

   

   

   

   

   

   

   

   

   

   

1,412,156

   


Net investment income

   

   

   

   

   

   

   

   

   

   

12,777,926

   


Realized and Unrealized Gain (Loss) on Investments:

   

   

   

   

   

   

   

   

   

   

   

   

Net realized loss on investments

   

   

   

   

   

   

   

   

   

   

(2,157,802

)

Net change in unrealized appreciation of investments

   

   

   

   

   

   

   

   

   

   

711,491

   


Net realized and unrealized loss on investments

   

   

   

   

   

   

   

   

   

   

(1,446,311

)


Change in net assets resulting from operations

   

   

   

   

   

   

   

   

   

$

11,331,615

   


See Notes which are an integral part of the Financial Statements

Statement of Changes in Net Assets

 

 

Year Ended April 30

  

   

2002

   

  

   

2001

   

Increase (Decrease) in Net Assets

   

   

   

   

   

   

   

   

Operations:

   

   

   

   

   

   

   

   

Net investment income

   

$

12,777,926

   

   

$

12,517,163

   

Net realized gain (loss) on investments

   

   

(2,157,802

)

   

   

38,971

   

Net change in unrealized appreciation/depreciation of investments

   

   

711,491

   

   

   

5,042,476

   


CHANGE IN NET ASSETS RESULTING FROM OPERATIONS

   

   

11,331,615

   

   

   

17,598,610

   


Distributions to Shareholders

   

   

   

   

   

   

   

   

Distributions from net investment income:

   

   

   

   

   

   

   

   

Institutional Shares

   

   

(11,679,995

)

   

   

(11,961,079

)

Institutional Service Shares

   

   

(929,444

)

   

   

(633,750

)


CHANGE IN NET ASSETS RESULTING FROM DISTRIBUTIONS TO SHAREHOLDERS

   

   

(12,609,439

)

   

   

(12,594,829

)


Share Transactions:

   

   

   

   

   

   

   

   

Proceeds from sale of shares

   

   

171,558,296

   

   

   

92,461,490

   

Net asset value of shares issued to shareholders in payment of distributions declared

   

   

5,800,844

   

   

   

4,774,594

   

Cost of shares redeemed

   

   

(126,828,817

)

   

   

(94,457,508

)


CHANGE IN NET ASSETS RESULTING FROM SHARE TRANSACTIONS

   

   

50,530,323

   

   

   

2,778,576

   


Change in net assets

   

   

49,252,499

   

   

   

7,782,357

   


Net Assets:

   

   

   

   

   

   

   

   

Beginning of period

   

   

211,175,624

   

   

   

203,393,267

   


End of period

   

$

260,428,123

   

   

$

211,175,624

   


See Notes which are an integral part of the Financial Statements

Notes to Financial Statements

April 30, 2002

ORGANIZATION

Federated Income Securities Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended (the "Act") as an open-end, management investment company. The Trust consists of two portfolios. The financial statements included herein are only those of Federated Short-Term Income Fund (the "Fund"), a diversified portfolio. The financial statements of the other portfolio are presented separately. The assets of each portfolio are segregated and a shareholder's interest is limited to the portfolio in which shares are held. The Fund offers two classes of shares: Institutional Shares and Institutional Service Shares. The investment objective of the Fund is to seek to provide current income.

SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles ("GAAP").

Investment Valuation

U.S. government securities, listed corporate bonds, other fixed income and asset-backed securities, unlisted securities and private placement securities are generally valued at the mean of the latest bid and asked price as furnished by an independent pricing service. Short-term securities are valued at the prices provided by an independent pricing service. However, short-term securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, which approximates fair market value. Investments in other open-end regulated investment companies are valued at net asset value. Securities for which no quotations are readily available are valued at fair value as determined in good faith using methods approved by the Board of Trustees (the "Trustees").

Repurchase Agreements

It is the policy of the Fund to require the custodian bank to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian bank's vault, all securities held as collateral under repurchase agreement transactions. Additionally, procedures have been established by the Fund to monitor, on a daily basis, the market value of each repurchase agreement's collateral to ensure that the value of collateral at least equals the repurchase price to be paid under the repurchase agreement.

The Fund will only enter into repurchase agreements with banks and other recognized financial institutions, such as broker/dealers, which are deemed by the Fund's adviser to be creditworthy pursuant to the guidelines and/or standards reviewed or established by the Trustees. Risks may arise from the potential inability of counterparties to honor the terms of the repurchase agreement. Accordingly, the Fund could receive less than the repurchase price on the sale of collateral securities. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Investment Income, Expenses and Distributions

Interest income and expenses are accrued daily. All discounts/premiums are accreted/amortized for financial reporting purposes as required. Dividend income and distributions to shareholders are recorded on the ex-dividend date. The Fund offers multiple classes of shares, which differ in their respective distribution and service fees. All shareholders bear the common expenses of the Fund based on average daily net assets of each class, without distinction between share classes. Dividends are declared separately for each class. No class has preferential dividend rights; differences in per share dividend rates are generally due to differences in separate class expenses.

Effective May 1, 2001, the Fund has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The cumulative effect of this accounting change had no impact on the total net assets of the Fund, but resulted in adjustments to the financial statements as follows:

 

As of 5/1/2001

For the Year Ended 4/30/2002

  

Cost of
Investments

  

Undistributed Net
Investment Income

  

Net
Investment
Income

  

Net Unrealized
Appreciation
(Depreciation)

  

Net Realized
Gain (Loss)

Increase (Decrease)

   

$(29,152)

   

$(29,152)

   

$(50,978)

   

$6,365

   

$44,613


The Statement of Changes in Net Assets and Financial Highlights for prior periods have not been restated to reflect this change in presentation.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from GAAP. These differences are primarily due to the expiration of capital loss carryforwards. The following reclassifications have been made to the financial statements.

 

Increase (Decrease)

Paid-In Capital

  

Accumulated Net
Realized Gain (Loss)

  

Undistributed Net
Investment Income

$(538,524)

   

$458,394

   

$80,130


Net investment income, net realized gains (losses), and net assets were not affected by this reclassification.

As of April 30, 2002, the tax composition of dividends was as follows:

 

Ordinary income

  

$12,609,439


Long-term capital gains

   

--


As of April 30, 2002, the components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income

  

$  398,105


Undistributed long-term capital gains

 

--


Unrealized appreciation

 

1,308,007


At year end, there were no significant differences between the GAAP basis and tax basis of components of net assets, other than differences in the net unrealized appreciation (depreciation) in the value of investments attributable to the tax treatment of premium and discount.

Federal Taxes

It is the Fund's policy to comply with the provisions of the Internal Revenue Code, as amended, (the "Code") applicable to regulated investment companies and to distribute to shareholders each year substantially all of its income. Accordingly, no provision for federal tax is necessary.

At April 30, 2002, the Fund, for federal tax purposes, had a capital loss carryforward of $19,275,962, which will reduce the Fund's taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Code, and thus will reduce the amount of the distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal tax. Pursuant to the Code, such capital loss carryforward will expire as follows:

 

Expiration Year

  

Expiration Amount

2003

   

$  5,572,713


2004

   

10,784,773


2005

   

1,566,031


2006

   

696,886


2007

   

159,370


2008

   

496,189


Additionally, net capital losses of $2,290,402 attributable to security transactions after October 31, 2001, are treated as arising on May 1, 1002, the first day of the Fund's next taxable year.

When-Issued and Delayed Delivery Transactions

The Fund may engage in when-issued or delayed delivery transactions. The Fund records when-issued securities on the trade date and maintains security positions such that sufficient liquid assets will be available to make payment for the securities purchased. Securities purchased on a when-issued or delayed delivery basis are marked to market daily and begin earning interest on the settlement date. Losses may occur on these transactions due to changes in market conditions or the failure of counterparties to perform under the contract.

Securities Lending

The Fund participates in a securities lending program providing for the lending of corporate bonds, equity and government securities to qualified brokers. Collateral for securities loaned must be in cash or government securities. Collateral is maintained at a minimum level of 102% of the market value on investments loaned, plus interest, if applicable. Earnings on collateral are allocated between the custodian, as a fee for its services under the program, and the Fund, according to agreed-upon rates.

As of April 30, 2002, securities subject to this type of arrangement and related collateral were as follows:

 

Market Value of Securities Loaned

  

Market Value of Collateral

$4,171,590

   

$4,340,181


Restricted Securities

Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer's expense either upon demand by the Fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid under criteria established by the Trustees. The Fund will not incur any registration costs upon such resales. The Fund's restricted securities are valued at the price provided by dealers in the secondary market or, if no market prices are available, at the fair value as determined in good faith using methods approved by the Trustees.

Additional information on each restricted security held at April 30, 2002 is as follows:

 

Security

  

Acquisition
Date

  

Acquisition
Cost

AQ Finance NIM Trust 2002-1, Note, 9.50%, 6/25/2032

 

3/15/2002

   

$1,875,756


Banco Nacional de Mexico S.A., Credit Card Merchant Voucher Receivables Master Trust (Series 1996-A), Class A1, 6.25%, 12/1/2003

 

1/9/1997

   

1,030,375


Bayview Financial Acquisition Trust 1998-1, Class MF2, 2.70%, 5/25/2029

 

5/14/1998

   

682,295


Bayview Financial Acquisition Trust 1998-1, Class MI1, 7.52%, 5/25/2029

 

3/12/1999

   

1,589,642


Bayview Financial Acquisition Trust 1998-1, Class MII, 2.60%, 5/25/2029

 

12/8/1998

   

569,616


Bosque Asset Corp., Class 1, 7.66%, 6/5/2002

 

6/19/1997

   

191,693


C-BASS ABS, LLC Series 1997-1, Class A1, 5.91%, 2/1/2017

 

2/25/1997

   

2,586,275


Circuit City Credit Card Master Trust 2000-1, Class CTF, 3.06%, 2/15/2006

 

2/23/2000

   

1,300,000


Conectiv, Inc., Note, 3.41%, 2/28/2003

 

2/22/2002

   

2,000,000


First USA Credit Card Master Trust 1999-1, Class C, 6.42%, 10/19/2006

 

2/6/2002

   

2,598,730


FMAC Loan Receivables Trust 1997-A, Class A-X, 2.77%, 4/1/2019

 

6/16/1997

   

887,185


Great America Leasing Receivables 2002-1, Class C, 4.91%, 7/15/2007

 

3/22/2002

   

1,745,283


Greenwich Capital Acceptance, Series 1991-4, Class B1A, 8.28%, 7/1/2019

 

1/7/1993

   

1,818,563


Merit Securities Corp., 12-1, Class B, 7.98%, 7/28/2033

 

5/18/1999

   

3,953,948


Nomura Depositor Trust Commercial Mortgage Pass-Thru 1998-STI, Class A-3, 2.44%, 2/15/2034

 

2/3/1998

   

10,000,000


125 Home Loan Owner Trust 1998-1A, Class M2, 7.75%, 2/15/2029

 

7/30/1998

   

1,483,353


Option One Mortgage Securities Corp. 1999-4, Class CTFS, 9.67%, 12/25/2029

 

11/10/1999

   

57,084


Petacalco Topolobampo Trust, Sec. Note, 8.125%, 12/15/2003

 

8/7/2001

   

1,043,500


Verizon Wireless Capital LLC, 2.39%, 12/17/2003

 

12/12/2001

   

2,000,000


Weyerhaeuser Co., Note, 5.50%, 3/15/2005

 

3/6/2002

   

1,997,260


Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets, liabilities, expenses and revenues reported in the financial statements. Actual results could differ from those estimated.

Other

Investment transactions are accounted for on a trade date basis.

SHARES OF BENEFICIAL INTEREST

The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value) for each class of shares.

Transactions in shares were as follows:

 

Year Ended April 30

2002

2001

Institutional Shares:

  

Shares

  

Amount

  

Shares

  

Amount

Shares sold

   

14,305,388

   

   

$

125,710,219

   

   

9,070,507

   

   

$

78,463,919

   

Shares issued to shareholders in payment of distributions declared

   

591,660

   

   

   

5,194,032

   

   

519,564

   

   

   

4,486,277

   

Shares redeemed

   

(9,836,579

)

   

   

(86,302,177

)

   

(9,739,215

)

   

   

(84,093,582

)


NET CHANGE RESULTING FROM INSTITUTIONAL SHARE TRANSACTIONS

   

5,060,469

   

   

$

44,602,074

   

   

(149,144

)

   

$

(1,143,386

)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended April 30

2002

2001

Institutional Service Shares:

Shares

Amount

Shares

Amount

Shares sold

   

5,235,278

   

   

$

45,848,077

   

   

1,605,415

   

   

$

13,997,571

   

Shares issued to shareholders in payment of distributions declared

   

69,083

   

   

   

606,812

   

   

33,448

   

   

   

288,317

   

Shares redeemed

   

(4,608,350

)

   

   

(40,526,640

)

   

(1,206,042

)

   

   

(10,363,926

)


NET CHANGE RESULTING FROM INSTITUTIONAL SERVICE SHARE TRANSACTIONS

   

696,011

   

   

$

5,928,249

   

   

432,821

   

   

$

3,921,962

   


NET CHANGE RESULTING FROM SHARE TRANSACTIONS

   

5,756,480

   

   

$

50,530,323

   

   

283,677

   

   

$

2,778,576

   


INVESTMENT ADVISER FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Investment Adviser Fee

Federated Investment Management Company, the Fund's investment adviser (the "Adviser"), receives for its services an annual investment adviser fee equal to 0.40% of the Fund's average daily net assets. The Adviser may voluntarily choose to waive any portion of its fee. The Adviser can modify or terminate this voluntary waiver at any time at its sole discretion.

Pursuant to an Exemptive Order, the Fund may invest in the Prime Value Obligations Fund which is managed by the Fund's Adviser. The Adviser has agreed to reimburse certain investment adviser fees as a result of the transactions.

Administrative Fee

Federated Services Company ("FServ"), under the Administrative Services Agreement, provides the Fund with administrative personnel and services. The fee paid to FServ is based on a scale that ranges from 0.150% to 0.075% of the average aggregate daily net assets of all funds advised by subsidiaries of Federated Investors, Inc., subject to a $125,000 minimum per portfolio and $30,000 per each additional class.

Distribution Services Fee

The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Act. Under the terms of the Plan, the Fund will compensate Federated Securities Corp., ("FSC"), the principal distributor, from the net assets of the Fund to finance activities intended to result in the sale of the Fund's Institutional Service Shares. The Plan provides that the Fund may incur distribution expenses up to 0.25% of the average daily net assets of Institutional Service Shares annually, to compensate FSC. FSC may voluntarily choose to waive any portion of its fee. FSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Shareholder Services Fee

Under the terms of a Shareholder Services Agreement with Federated Shareholder Services Company ("FSSC"), the Fund will pay FSSC up to 0.25% of average daily net assets of the Fund for the period. The fee paid to FSSC is used to finance certain services for shareholders and to maintain shareholder accounts. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Transfer and Dividend Disbursing Agent Fees and Expenses

FServ, through its subsidiary FSSC, serves as transfer and dividend disbursing agent for the Fund. The fee paid to FSSC is based on the size, type and number of accounts and transactions made by shareholders. FSSC may voluntarily choose to waive any portion of its fee. FSSC can modify or terminate this voluntary waiver at any time at its sole discretion.

Portfolio Accounting Fees

FServ maintains the Fund's accounting records for which it receives a fee. The fee is based on the level of the Fund's average daily net assets for the period, plus out-of-pocket expenses.

General

Certain of the Officers and Trustees of the Trust are Officers and Directors or Trustees of the above companies.

INVESTMENT TRANSACTIONS

Purchases and sales of investments, excluding long-term U.S. government securities and short-term securities (and in-kind contributions) for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

114,861,591


Sales

   

$

60,368,336


Purchases and sales of long-term U.S. government securities, for the year ended April 30, 2002, were as follows:

 

Purchases

  

$

2,939,531


Sales

   

$

5,125,923


FEDERAL INCOME TAX INFORMATION (UNAUDITED)

For the year ended April 30, 2002, the Fund did not designate any long-term capital gains dividend.

Report of Ernst & Young LLP, Independent Auditors

TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FEDERATED SHORT-TERM INCOME FUND:

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of the Federated Short-Term Income Fund, one of the portfolios constituting Federated Income Securities Trust, (the "Trust"), as of April 30, 2002, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2002, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Federated Short-Term Income Fund, a portfolio of Federated Income Securities Trust, at April 30, 2002, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States.

 

Ernst & Young LLP

Boston, Massachusetts
June 17, 2002

Board of Trustees and Fund Officers

The following table gives information about each Board member and the senior officers of the Fund. The tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Federated Fund Complex consists of 139 investment company portfolios. Unless otherwise noted, each Board member: oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios. The Fund's Statement of Additional Information includes additional information about Fund Trustees and is available, without charge and upon request, by calling 1-800-341-7400.

INTERESTED TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and
Other Directorships Held

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3201 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s), Previous Positions and Other Directorships Held

Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

 

 


Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).
..
Previous Position: Vice President, Walsh & Kelly, Inc.

 

 

 


OFFICERS

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


Randall S. Bauer
Birth Date: November 16, 1957
VICE PRESIDENT

 

Randall S. Bauer has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

 

 

 


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A Statement of Additional Information (SAI) dated June 30, 2002, is incorporated by reference into this prospectus. Additional information about the Fund and its investments is contained in the Fund's SAI and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report's Management's Discussion of Fund Performance discusses market conditions and investment strategies that significantly affected the Fund's performance during its last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report and other information without charge, and to make inquiries, call your investment professional or the Fund at 1-800-341-7400.

</R>

You can obtain information about the Fund (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the Public Reference Room's operations and copying fees.

Federated
World-Class Investment Manager

Federated Short-Term Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

Investment Company Act File No. 811-4577

Federated is a registered mark of Federated Investors, Inc. 2002 ©Federated Investors, Inc.

 

Cusip 31420C308

<R>

1111903A-SS (6/02)

</R>

 

Federated Short-Term Income Fund

A Portfolio of Federated Income Securities Trust

 

STATEMENT OF ADDITIONAL INFORMATION

<R>

June 30, 2002

</R>

INSTITUTIONAL SHARES
INSTITUTIONAL SERVICE SHARES

<R>

This Statement of Additional Information (SAI) is not a prospectus. Read this SAI in conjunction with the prospectuses for Federated Short-Term Income Fund (Fund) Institutional Shares and Institutional Service Shares, dated June 30, 2002. Obtain the prospectuses and the Annual Report's Management's Discussion of Fund Performance without charge by calling 1-800-341-7400.

</R>

<R>

Federated
World-Class Investment Manager

Federated Short-Term Income Fund
Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000
www.federatedinvestors.com
Contact us at 1-800-341-7400 or
www.federatedinvestors.com/contact
Federated Securities Corp., Distributor

1111903B (6/02)

</R>

CONTENTS

How is the Fund Organized? 1

Securities in Which the Fund Invests 1

What Do Shares Cost? 9

How is the Fund Sold? 9

Subaccounting Services 9

Redemption in Kind 9

Massachusetts Partnership Law 10

Account and Share Information 10

Tax Information 11

Who Manages and Provides Services to the Fund? 12

How Does the Fund Measure Performance? 18

Who is Federated Investors, Inc.? 19

Investment Ratings 21

Addresses 23

How is the Fund Organized?

The Fund is a diversified portfolio of Federated Income Securities Trust (Trust). The Trust is an open-end, management investment company that was established under the laws of the Commonwealth of Massachusetts on January 24, 1986. The Trust may offer separate series of shares representing interests in separate portfolios of securities.

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The Board of Trustees (the "Board") has established two classes of shares of the Fund, known as Institutional Shares and Institutional Service Shares (Shares). This SAI relates to both classes of Shares. The Fund's investment adviser is Federated Investment Management Company (Adviser).

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Securities in Which the Fund Invests

In pursuing its investment strategy, the Fund may invest in the following securities for any purpose that is consistent with its investment objective.

SECURITIES DESCRIPTIONS AND TECHNIQUES

Fixed Income Securities

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which the Fund may invest:

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

Agency Securities

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Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a "GSE"). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as treasury securities.

</R>

The Fund treats mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the interest rate and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

COMMERCIAL PAPER

Commercial paper is an issuer's obligation with a maturity of less than nine months. Companies typically issue commercial paper to pay for current expenditures. Most issuers constantly reissue their commercial paper and use the proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue to obtain liquidity in this fashion, its commercial paper may default. The short maturity of commercial paper reduces both the market and credit risks as compared to other debt securities of the same issuer.

DEMAND INSTRUMENTS

Demand instruments are corporate debt securities that the issuer must repay upon demand. Other demand instruments require a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The Fund treats demand instruments as short-term securities, even though their stated maturity may extend beyond one year.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments onto the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class.

The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

SEQUENTIAL CMOS

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes.

PACS, TACS AND COMPANION CLASSES

More sophisticated CMOs include planned amortization classes (PACs) and targeted amortization classes (TACs). PACs and TACs are issued with companion classes. PACs and TACs receive principal payments and prepayments at a specified rate. The companion classes receive principal payments and prepayments in excess of the specified rate. In addition, PACs will receive the companion classes' share of principal payments, if necessary, to cover a shortfall in the prepayment rate. This helps PACs and TACs to control prepayment risks by increasing the risks to their companion classes.

IOS AND POS

CMOs may allocate interest payments to one class (Interest Only or IOs) and principal payments to another class (Principal Only or POs). POs increase in value when prepayment rates increase. In contrast, IOs decrease in value when prepayments increase, because the underlying mortgages generate less interest payments. However, IOs tend to increase in value when interest rates rise (and prepayments decrease), making IOs a useful hedge against interest rate risks.

FLOATERS AND INVERSE FLOATERS

Another variant allocates interest payments between two classes of CMOs. One class (Floaters) receives a share of interest payments based upon a market index such as LIBOR. The other class (Inverse Floaters) receives any remaining interest payments from the underlying mortgages. Floater classes receive more interest (and Inverse Floater classes receive correspondingly less interest) as interest rates rise. This shifts prepayment and interest rate risks from the Floater to the Inverse Floater class, reducing the price volatility of the Floater class and increasing the price volatility of the Inverse Floater class.

Z CLASSES AND RESIDUAL CLASSES

CMOs must allocate all payments received from the underlying mortgages to some class. To capture any unallocated payments, CMOs generally have an accrual (Z) class. Z classes do not receive any payments from the underlying mortgages until all other CMO classes have been paid off. Once this happens, holders of Z class CMOs receive all payments and prepayments. Similarly, REMICs have residual interests that receive any mortgage payments not allocated to another REMIC class.

Asset Backed Securities

Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass through certificates. Asset backed securities have prepayment risks. Like CMOs, asset backed securities may be structured like Floaters, Inverse Floaters, IOs and POs.

Zero Coupon Securities

Zero coupon securities do not pay interest or principal until final maturity unlike debt securities that provide periodic payments of interest (referred to as a coupon payment). Investors buy zero coupon securities at a price below the amount payable at maturity. The difference between the purchase price and the amount paid at maturity represents interest on the zero coupon security. Investors must wait until maturity to receive interest and principal, which increases the interest rate and credit risks of a zero coupon security. A zero coupon step-up security converts to a coupon security before final maturity.

There are many forms of zero coupon securities. Some are issued at a discount and are referred to as zero coupon or capital appreciation bonds. Others are created from interest bearing bonds by separating the right to receive the bond's coupon payments from the right to receive the bond's principal due at maturity, a process known as coupon stripping. Treasury STRIPs, IOs and POs are the most common forms of stripped zero coupon securities. In addition, some securities give the issuer the option to deliver additional securities in place of cash interest payments, thereby increasing the amount payable at maturity. These are referred to as pay-in-kind or PIK securities.

Bank Instruments

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker's acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

Credit Enhancement

Credit enhancement consists of an arrangement in which a company agrees to pay amounts due on a fixed income security if the issuer defaults. In some cases the company providing credit enhancement makes all payments directly to the security holders and receives reimbursement from the issuer. Normally, the credit enhancer has greater financial resources and liquidity than the issuer. For this reason, the Adviser usually evaluates the credit risk of a fixed income security based solely upon its credit enhancement.

Common types of credit enhancement include guarantees, letters of credit, bond insurance and surety bonds. Credit enhancement also includes arrangements where securities or other liquid assets secure payment of a fixed income security. If a default occurs, these assets may be sold and the proceeds paid to security's holders. Either form of credit enhancement reduces credit risks by providing another source of payment for a fixed income security.

Foreign Securities

Foreign securities are securities of issuers based outside the United States. The Fund considers an issuer to be based outside the United States if:

  • it is organized under the laws of, or has a principal office located in, another country;
  • the principal trading market for its securities is in another country; or
  • it (or its subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country.

Foreign securities are primarily denominated in foreign currencies. Along with the risks normally associated with domestic securities of the same type, foreign securities are subject to currency risks and risks of foreign investing.

FOREIGN EXCHANGE CONTRACTS

In order to convert U.S. dollars into the currency needed to buy a foreign security, or to convert foreign currency received from the sale of a foreign security into U.S. dollars, the Fund may enter into spot currency trades. In a spot trade, the Fund agrees to exchange one currency for another at the current exchange rate. The Fund may also enter into derivative contracts in which a foreign currency is an underlying asset. The exchange rate for currency derivative contracts may be higher or lower than the spot exchange rate. Use of these derivative contracts may increase or decrease the Fund's exposure to currency risks.

Derivative Contracts

Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as futures, forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.

Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.

For example, the Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.

Depending upon how the Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund's exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.

The Fund may trade in the following types of derivative contracts:

SWAPS

Swaps are contracts in which two parties agree to pay each other (swap) the returns derived from underlying assets with differing characteristics. Most swaps do not involve the delivery of the underlying assets by either party, and the parties might not own the assets underlying the swap. The payments are usually made on a net basis so that, on any given day, the Fund would receive (or pay) only the amount by which its payment under the contract is less than (or exceeds) the amount of the other party's payment. Swap agreements are sophisticated instruments that can take many different forms, and are known by a variety of names including caps, floors, and collars. Common swap agreements that the Fund may use include:

Interest Rate Swaps

Interest rate swaps are contracts in which one party agrees to make regular payments equal to a fixed or floating interest rate times a stated principal amount of fixed income securities, in return for payments equal to a different fixed or floating rate times the same principal amount, for a specific period. For example, a $10 million LIBOR swap would require one party to pay the equivalent of the London Interbank Offer Rate of interest (which fluctuates) on $10 million principal amount in exchange for the right to receive the equivalent of a stated fixed rate of interest on $10 million principal amount.

Caps and Floors

Caps and Floors are contracts in which one party agrees to make payments only if an interest rate or index goes above (Cap) or below (Floor) a certain level in return for a fee from the other party.

Total Return Swaps

Total return swaps are contracts in which one party agrees to make payments of the total return from the underlying asset during the specified period, in return for payments equal to a fixed or floating rate of interest or the total return from another underlying asset.

SPECIAL TRANSACTIONS

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Inter-Fund Borrowing and Lending Arrangements

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The Securities and Exchange Commission (SEC) has granted an exemption that permits the Fund and all other funds advised by subsidiaries of Federated Investors, Inc. ("Federated funds") to lend and borrow money for certain temporary purposes directly to and from other Federated funds. Participation in this inter-fund lending program is voluntary for both borrowing and lending funds, and an inter-fund loan is only made if it benefits each participating fund. Federated administers the program according to procedures approved by the Fund's Board, and the Board monitors the operation of the program. Any inter-fund loan must comply with certain conditions set out in the exemption, which are designed to assure fairness and protect all participating funds.

For example, inter-fund lending is permitted only: (a) to meet shareholder redemption requests; and (b) to meet commitments arising from "failed" trades. All inter-fund loans must be repaid in seven days or less. The Fund's participation in this program must be consistent with its investment policies and limitations, and must meet certain percentage tests. Inter-fund loans may be made only when the rate of interest to be charged is more attractive to the lending fund than market-competitive rates on overnight repurchase agreements (the "Repo Rate") and more attractive to the borrowing fund than the rate of interest that would be charged by an unaffiliated bank for short-term borrowings (the "Bank Loan Rate"), as determined by the Board. The interest rate imposed on inter-fund loans is the average of the Repo Rate and the Bank Loan Rate.

Repurchase Agreements

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Repurchase agreements are transactions in which the Fund buys a security from a dealer or bank and agrees to sell the security back at a mutually agreed-upon time and price. The repurchase price exceeds the sale price, reflecting the Fund's return on the transaction. This return is unrelated to the interest rate on the underlying security. The Fund will enter into repurchase agreements only with banks and other recognized financial institutions, such as securities dealers, deemed creditworthy by the Adviser.

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The Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Adviser or subcustodian will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price.

Repurchase agreements are subject to credit risks.

Reverse Repurchase Agreements

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Reverse repurchase agreements are repurchase agreements in which the Fund is the seller (rather than the buyer) of the securities, and agrees to repurchase them at an agreed-upon time and price. A reverse repurchase agreement may be viewed as a type of borrowing by the Fund. Reverse repurchase agreements are subject to credit risks. In addition, reverse repurchase agreements create leverage risks because the Fund must repurchase the underlying security at a higher price, regardless of the market value of the security at the time of repurchase.

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Delayed Delivery Transactions

Delayed delivery transactions, including when issued transactions, are arrangements in which the Fund buys securities for a set price, with payment and delivery of the securities scheduled for a future time. During the period between purchase and settlement, no payment is made by the Fund to the issuer and no interest accrues to the Fund. The Fund records the transaction when it agrees to buy the securities and reflects their value in determining the price of its shares. Settlement dates may be a month or more after entering into these transactions so that the market values of the securities bought may vary from the purchase prices. Therefore, delayed delivery transactions create interest rate risks for the Fund. Delayed delivery transactions also involve credit risks in the event of a counterparty default.

Securities Lending

The Fund may lend portfolio securities to borrowers that the Adviser deems creditworthy. In return, the Fund receives cash or liquid securities from the borrower as collateral. The borrower must furnish additional collateral if the market value of the loaned securities increases. Also, the borrower must pay the Fund the equivalent of any dividends or interest received on the loaned securities.

The Fund will reinvest cash collateral in securities that qualify as an acceptable investment for the Fund. However, the Fund must pay interest to the borrower for the use of cash collateral.

Loans are subject to termination at the option of the Fund or the borrower. The Fund will not have the right to vote on securities while they are on loan, but it will terminate a loan in anticipation of any important vote. The Fund may pay administrative and custodial fees in connection with a loan and may pay a negotiated portion of the interest earned on the cash collateral to a securities lending agent or broker.

Securities lending activities are subject to interest rate risks and credit risks.

Asset Coverage

In order to secure its obligations in connection with derivatives contracts or special transactions, the Fund will either own the underlying assets, enter into an offsetting transaction or set aside readily marketable securities with a value that equals or exceeds the Fund's obligations. Unless the Fund has other readily marketable assets to set aside, it cannot trade assets used to secure such obligations without entering into an offsetting derivative contract or terminating a special transaction. This may cause the Fund to miss favorable trading opportunities or to realize losses on derivative contracts or special transactions.

Investing in Securities of Other Investment Companies

The Fund may invest its assets in securities of other investment companies, including the securities of affiliated money market funds, as an efficient means of carrying out its investment policies and managing its uninvested cash.

The Fund may invest in mortgage backed securities primarily by investing in another investment company (which is not available for general investment by the public) that owns those securities and that is advised by an affiliate of the Adviser. This other investment company is managed independently of the Fund and may incur additional administrative expenses. Therefore, any such investment by the Fund may be subject to duplicate expenses. However, the Adviser believes that the benefits and efficiencies of this approach should outweigh the potential additional expenses. The Fund may also invest in such securities directly.

INVESTMENT RISKS

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There are many factors which may affect an investment in the Fund. The Fund's principal risks are described in its prospectus. Additional risk factors are outlined below.

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Interest Rate Risks

  • Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.
  • Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

Credit Risks

  • Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, the Fund will lose money.
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  • Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investor Services. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, the Fund must rely entirely upon the Adviser's credit assessment.
  • </R>
  • Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.
  • Credit risk includes the possibility that a party to a transaction involving the Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

Call Risks

  • Call risk is the possibility that an issuer may redeem a fixed income security before maturity (a call) at a price below its current market price. An increase in the likelihood of a call may reduce the security's price.
  • If a fixed income security is called, the Fund may have to reinvest the proceeds in other fixed income securities with lower interest rates, higher credit risks, or other less favorable characteristics.

Prepayment Risks

  • Unlike traditional fixed income securities, which pay a fixed rate of interest until maturity (when the entire principal amount is due) payments on mortgage backed securities include both interest and a partial payment of principal. Partial payment of principal may be comprised of scheduled principal payments as well as unscheduled payments from the voluntary prepayment, refinancing, or foreclosure of the underlying loans. These unscheduled prepayments of principal create risks that can adversely affect a Fund holding mortgage backed securities.
  • For example, when interest rates decline, the values of mortgage backed securities generally rise. However, when interest rates decline, unscheduled prepayments can be expected to accelerate, and the Fund would be required to reinvest the proceeds of the prepayments at the lower interest rates then available. Unscheduled prepayments would also limit the potential for capital appreciation on mortgage backed securities.
  • Conversely, when interest rates rise, the values of mortgage backed securities generally fall. Since rising interest rates typically result in decreased prepayments, this could lengthen the average lives of mortgage backed securities, and cause their value to decline more than traditional fixed income securities.
  • Generally, mortgage backed securities compensate for the increased risk associated with prepayments by paying a higher yield. The additional interest paid for risk is measured by the difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread). An increase in the spread will cause the price of the mortgage backed security to decline. Spreads generally increase in response to adverse economic or market conditions. Spreads may also increase if the security is perceived to have an increased prepayment risk or is perceived to have less market demand.

Liquidity Risks

  • Trading opportunities are more limited for fixed income securities that have not received any credit ratings, have received ratings below investment grade or are not widely held.
  • Trading opportunities are more limited for CMOs that have complex terms or that are not widely held. These features may make it more difficult to sell or buy a security at a favorable price or time. Consequently, the Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on the Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
  • Liquidity risk also refers to the possibility that the Fund may not be able to sell a security or close out a derivative contract when it wants to. If this happens, the Fund will be required to continue to hold the security or keep the position open, and the Fund could incur losses.
  • OTC derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

Risks Associated with Complex CMOs

  • CMOs with complex or highly variable prepayment terms, such as companion classes, IOs, POs, Inverse Floaters and residuals, generally entail greater market, prepayment and liquidity risks than other mortgage backed securities. For example, their prices are more volatile and their trading market may be more limited.

Risks of Foreign Investing

  • Foreign securities pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors.
  • Foreign companies may not provide information (including financial statements) as frequently or to as great an extent as companies in the United States. Foreign companies may also receive less coverage than U.S. companies by market analysts and the financial press. In addition, foreign countries may lack uniform accounting, auditing and financial reporting standards or regulatory requirements comparable to those applicable to U.S. companies. These factors may prevent the Fund and its Adviser from obtaining information concerning foreign companies that is as frequent, extensive and reliable as the information available concerning companies in the United States.
  • Foreign countries may have restrictions on foreign ownership of securities or may impose exchange controls, capital flow restrictions or repatriation restrictions which could adversely affect the liquidity of the Fund's investments.

Currency Risks

  • Exchange rates for currencies fluctuate daily. The combination of currency risk and market risks tends to make securities traded in foreign markets more volatile than securities traded exclusively in the United States.
  • The Adviser attempts to manage currency risk by limiting the amount the Fund invests in securities denominated in a particular currency. However, diversification will not protect the Fund against a general increase in the value of the U.S. dollar relative to other currencies.

Leverage Risks

  • Leverage risk is created when an investment exposes the Fund to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify the Fund's risk of loss and potential for gain.
  • Investments can have these same results if their returns are based on a multiple of a specified index, security, or other benchmark.

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FUNDAMENTAL INVESTMENT OBJECTIVE

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The Fund's investment objective is to seek to provide current income. The investment objective may not be changed by the Fund's Board without shareholder approval.

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INVESTMENT LIMITATIONS

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Diversification of Investments

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With respect to securities comprising 75% of the value of its total assets, the Fund will not purchase securities of any one issuer (other than cash; cash items; securities issued or guaranteed by the government of the United States or its agencies or instrumentalities and repurchase agreements collateralized by such U.S. government securities; and securities of other investment companies) if, as a result, more than 5% of the value of its total assets would be invested in the securities of that issuer, or the Fund would own more than 10% of the outstanding voting securities of that issuer.

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Issuing Senior Securities and Borrowing Money

The Fund may borrow money, directly or indirectly, and issue senior securities to the maximum extent permitted under the Investment Company Act of 1940 (1940 Act).

Investing in Real Estate

The Fund may not purchase or sell real estate, provided that this restriction does not prevent the Fund from investing in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. The Fund may exercise its rights under agreements relating to such securities, including the right to enforce security interests and to hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Investing in Commodities

The Fund may not purchase or sell physical commodities, provided that the Fund may purchase securities of companies that deal in commodities.

Underwriting

The Fund may not underwrite the securities of other issuers, except that the Fund may engage in transactions involving the acquisition, disposition or resale of its portfolio securities, under circumstances where it may be considered to be an underwriter under the Securities Act of 1933.

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Lending Cash or Securities

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The Fund may not make loans, provided that this restriction does not prevent the Fund from purchasing debt obligations, entering into repurchase agreements, lending its assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

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Concentration of Investments

The Fund will not make investments that will result in the concentration of its investments in the securities of issuers primarily engaged in the same industry. Government securities, municipal securities and bank instruments will not be deemed to constitute an industry.

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The above limitations cannot be changed unless authorized by the Board and by the "vote of a majority of its outstanding voting securities," as defined by the 1940 Act. The following limitations, however, may be changed by the Board without shareholder approval. Shareholders will be notified before any material change in these limitations becomes effective.

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Buying on Margin

The Fund will not purchase securities on margin, provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options and futures, forward and spot currency contracts, swap transactions and other financial contracts or derivative instruments.

Pledging Assets

The Fund will not mortgage, pledge, or hypothecate any of its assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

Investing in Illiquid Securities

The Fund will not purchase securities for which there is no readily available market, or enter into repurchase agreements or purchase time deposits maturing in more than seven days, if immediately after and as a result, the value of such securities would exceed, in the aggregate, 15% of the Fund's net assets.

For purposes of the concentration limitation: (a) utility companies will be divided according to their services (for example, gas, gas transmission, electric and telephone will be considered a separate industry); (b) financial service companies will be classified according to the end users of their services (for example, automobile finance, bank finance and diversified finance will each be considered a separate industry); and (c) asset backed securities will be classified according to the underlying assets securing such securities. To conform to the current view of the SEC that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Fund will not exclude foreign bank instruments from industry concentration limits as long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Fund's total assets in any one industry will constitute "concentration."

As a matter of non-fundamental policy, for purposes of the commodities policy, investments in transactions involving futures contracts and options, forward currency contracts, swap transactions and other financial contracts that settle by payment of cash are not deemed to be investments in commodities.

As a non-fundamental policy, the Fund will invest primarily in a diversified portfolio of short and medium-term high grade debt securities.

For purposes of the above limitations, the Fund considers certificates of deposit and demand and time deposits issued by a U.S. branch of a domestic bank or savings association having capital, surplus and undivided profits in excess of $100,000,000 at the time of investment to be "cash items." Except with respect to borrowing money, if a percentage limitation is adhered to at the time of investment, a later increase or decrease in percentage resulting from any change in value or net assets will not result in a violation of such limitation.

DETERMINING MARKET VALUE OF SECURITIES

Market values of the Fund's portfolio securities are determined as follows:

  • futures contracts and options are generally valued at market values established by the exchanges on which they are traded at the close of trading on such exchanges. Options traded in the over-the-counter market are generally valued according to the mean between the last bid and the last asked price for the option as provided by an investment dealer or other financial institution that deals in the option. The Board may determine in good faith that another method of valuing such investments is necessary to appraise their fair market value;
  • for fixed income securities, according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost; and
  • for all other securities at fair value as determined in good faith by the Board.

Prices provided by independent pricing services may be determined without relying exclusively on quoted prices and may consider institutional trading in similar groups of securities, yield, quality, stability, risk, coupon rate, maturity, type of issue, trading characteristics, and other market data or factors. From time to time, when prices cannot be obtained from an independent pricing service, securities may be valued based on quotes from broker-dealers or other financial institutions that trade the securities.

TRADING IN FOREIGN SECURITIES

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Trading in foreign securities may be completed at times which vary from the closing of the New York Stock Exchange (NYSE). In computing its net asset value (NAV), the Fund values foreign securities at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Certain foreign currency exchange rates may also be determined at the latest rate prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated into U.S. dollars at current rates. Occasionally, events that affect these values and exchange rates may occur between the times at which they are determined and the closing of the NYSE. If such events materially affect the value of portfolio securities, these securities may be valued at their fair value as determined in good faith by the Fund's Board, although the actual calculation may be done by others.

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What Do Shares Cost?

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The Fund's NAV per Share fluctuates and is based on the market value of all securities and other assets of the Fund. The NAV for each class of Shares may differ due to the variance in daily net income realized by each class. Such variance will reflect only accrued net income to which the shareholders of a particular class are entitled.

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How is the Fund Sold?

Under the Distributor's Contract with the Fund, the Distributor (Federated Securities Corp.) offers Shares on a continuous, best-efforts basis.

RULE 12B-1 PLAN (INSTITUTIONAL SERVICE SHARES)

As a compensation-type plan, the Rule 12b-1 Plan is designed to pay the Distributor (who may then pay investment professionals such as banks, broker/dealers, trust departments of banks, and registered investment advisers) for marketing activities (such as advertising, printing and distributing prospectuses, and providing incentives to investment professionals) to promote sales of Shares so that overall Fund assets are maintained or increased. This helps the Fund achieve economies of scale, reduce per share expenses, and provide cash for orderly portfolio management and Share redemptions. In addition, the Fund's service providers that receive asset-based fees also benefit from stable or increasing Fund assets.

The Fund may compensate the Distributor more or less than its actual marketing expenses. In no event will the Fund pay for any expenses of the Distributor that exceed the maximum Rule 12b-1 Plan fee.

For some classes of Shares, the maximum Rule 12b-1 Plan fee that can be paid in any one year may not be sufficient to cover the marketing-related expenses the Distributor has incurred. Therefore, it may take the Distributor a number of years to recoup these expenses.

SHAREHOLDER SERVICES

The Fund may pay Federated Shareholder Services Company, a subsidiary of Federated Investors, Inc. (Federated), for providing shareholder services and maintaining shareholder accounts. Federated Shareholder Services Company may select others to perform these services for their customers and may pay them fees.

SUPPLEMENTAL PAYMENTS

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Investment professionals (such as broker/dealers or banks) may be paid fees, in significant amounts, out of the assets of the Distributor and/or Federated Shareholder Services Company. (These fees do not come out of Fund assets.) The Distributor and/or Federated Shareholder Services Company may be reimbursed by the Adviser or its affiliates.

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Investment professionals receive such fees for providing distribution-related and/or shareholder services, such as advertising, providing incentives to their sales personnel, sponsoring other activities intended to promote sales, and maintaining shareholder accounts. These payments may be based upon such factors as the number or value of Shares the investment professional sells or may sell; the value of client assets invested; and/or the type and nature of sales or marketing support furnished by the investment professional.

Subaccounting Services

Certain investment professionals may wish to use the transfer agent's subaccounting system to minimize their internal recordkeeping requirements. The transfer agent may charge a fee based on the level of subaccounting services rendered. Investment professionals holding Shares in a fiduciary, agency, custodial or similar capacity may charge or pass through subaccounting fees as part of or in addition to normal trust or agency account fees. They may also charge fees for other services that may be related to the ownership of Shares. This information should, therefore, be read together with any agreement between the customer and the investment professional about the services provided, the fees charged for those services, and any restrictions and limitations imposed.

Redemption in Kind

Although the Fund intends to pay Share redemptions in cash, it reserves the right, as described below, to pay the redemption price in whole or in part by a distribution of the Fund's portfolio securities.

Because the Fund has elected to be governed by Rule 18f-1 under the 1940 Act, the Fund is obligated to pay Share redemptions to any one shareholder in cash only up to the lesser of $250,000 or 1% of the net assets represented by such Share class during any 90-day period.

Any Share redemption payment greater than this amount will also be in cash unless the Fund's Board determines that payment should be in kind. In such a case, the Fund will pay all or a portion of the remainder of the redemption in portfolio securities, valued in the same way as the Fund determines its NAV. The portfolio securities will be selected in a manner that the Fund's Board deems fair and equitable and, to the extent available, such securities will be readily marketable.

Redemption in kind is not as liquid as a cash redemption. If redemption is made in kind, shareholders receiving the portfolio securities and selling them before their maturity could receive less than the redemption value of the securities and could incur certain transaction costs.

Massachusetts Partnership Law

Under certain circumstances, shareholders may be held personally liable as partners under Massachusetts law for obligations of the Fund. To protect its shareholders, the Fund has filed legal documents with Massachusetts that expressly disclaim the liability of its shareholders for acts or obligations of the Fund.

In the unlikely event a shareholder is held personally liable for the Fund's obligations, the Fund is required by the Declaration of Trust to use its property to protect or compensate the shareholder. On request, the Fund will defend any claim made and pay any judgment against a shareholder for any act or obligation of the Fund. Therefore, financial loss resulting from liability as a shareholder will occur only if the Fund itself cannot meet its obligations to indemnify shareholders and pay judgments against them.

Account and Share Information

VOTING RIGHTS

Each share of the Fund gives the shareholder one vote in Trustee elections and other matters submitted to shareholders for vote. All Shares of the Trust have equal voting rights, except that in matters affecting only a particular Fund or class, only Shares of that Fund or class are entitled to vote. Trustees may be removed by the Board or by shareholders at a special meeting. A special meeting of shareholders will be called by the Board upon the written request of shareholders who own at least 10% of the Trust's outstanding shares of all series entitled to vote.

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As of June 3, 2002, the following shareholders owned of record, beneficially, or both, 5% or more of outstanding Shares:

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Name & Address
of Shareholder

  

Percentage

  

Name of Share
Class Owned

Charles Schwab & Co. Inc.
Attn. Mutual Funds Dept.
101 Montgomery St.
San Francisco, CA 94104-4122

 

23.51%

 

Institutional Shares

Chembaco
Chemical Bank & Trust Company
Attn. Trust Department
333 E. Main Street
MidLand, MI 48640-5178

 

5.58%

 

Institutional Shares

JB Oxford Company FBO
Alon Pnini
14669030
Beverly Hills CA 90212-2310

 

5.20%

 

Institutional Service Shares

Lehman Brothers, Inc.
837-79180-19
101 Hudson St. FL 31
Jersey City, NJ 07302-3915

 

6.77%

 

Institutional Service Shares

Millards & Co.
c/o SEI Trust Company
Attn. Pam Donovan -- FirstMerit Team
1 Freedom Valley Drive
Oaks, PA 19456

 

9.27%

 

Institutional Shares

Planmember Services Corp.
A/O UMB Bank N.A.
1010 Grand Blvd.
Kansas City, MO 64106-2202

 

9.31%

 

Institutional Service Shares

TRUCOJO
Gold Trust Company
Attn. Operations Officer
P.O. Box 846
St. Joseph, MO 64502-0846

 

14.87%

 

Institutional Service Shares

Shareholders owning 25% or more of outstanding Shares may be in control and be able to affect the outcome of certain matters presented for a vote of shareholders.

Tax Information

FEDERAL INCOME TAX

The Fund intends to meet requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. If these requirements are not met, it will not receive special tax treatment and will be subject to federal corporate income tax.

The Fund will be treated as a single, separate entity for federal income tax purposes so that income earned and capital gains and losses realized by the Trust's other portfolios will be separate from those realized by the Fund.

FOREIGN INVESTMENTS

If the Fund purchases foreign securities, their investment income may be subject to foreign withholding or other taxes that could reduce the return on these securities. Tax treaties between the United States and foreign countries, however, may reduce or eliminate the amount of foreign taxes to which the Fund would be subject. The effective rate of foreign tax cannot be predicted since the amount of Fund assets to be invested within various countries is uncertain. However, the Fund intends to operate so as to qualify for treaty-reduced tax rates when applicable.

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Distributions from a Fund may be based on estimates of book income for the year. Book income generally consists solely of the income generated by the securities in the portfolio, whereas tax-basis income includes, in addition, gains or losses attributable to currency fluctuation. Due to differences in the book and tax treatment of fixed income securities denominated in foreign currencies, it is difficult to project currency effects on an interim basis. Therefore, to the extent that currency fluctuations cannot be anticipated, a portion of distributions to shareholders could later be designated as a return of capital, rather than income, for income tax purposes, which may be of particular concern to simple trusts.

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If the Fund invests in the stock of certain foreign corporations, they may constitute Passive Foreign Investment Companies (PFIC), and the Fund may be subject to Federal income taxes upon disposition of PFIC investments.

If more than 50% of the value of the Fund's assets at the end of the tax year is represented by stock or securities of foreign corporations, the Fund will qualify for certain Code provisions that allow its shareholders to claim a foreign tax credit or deduction on their U.S. income tax returns. The Code may limit a shareholder's ability to claim a foreign tax credit. Shareholders who elect to deduct their portion of the Fund's foreign taxes rather than take the foreign tax credit must itemize deductions on their income tax returns.

Who Manages and Provides Services to the Fund?

BOARD OF TRUSTEES

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The Board is responsible for managing the Trust's business affairs and for exercising all the Trust's powers except those reserved for the shareholders. The following tables give information about each Board member and the senior officers of the Fund. Where required, the tables separately list Board members who are "interested persons" of the Fund (i.e., "Interested" Board members) and those who are not (i.e., "Independent" Board members). Unless otherwise noted, the address of each person listed is Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA. The Trust comprises two portfolios and the Federated Fund Complex consists of 44 investment companies (comprising 139 portfolios). Unless otherwise noted, each Board member oversees all portfolios in the Federated Fund Complex; serves for an indefinite term; and also serves as a Board member of the following investment company complexes: Banknorth Funds--six portfolios; CCMI Funds--two portfolios; FirstMerit Funds--two portfolios; Regions Funds--eight portfolios; Riggs Funds--nine portfolios; and WesMark Funds--five portfolios.

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As of June 3, 2002, the Fund's Board and Officers as a group owned less than 1% of the Fund's outstanding Shares.

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INTERESTED TRUSTEES BACKGROUND AND COMPENSATION

 

 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years, Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

John F. Donahue*
Birth Date: July 28, 1924
CHAIRMAN AND TRUSTEE
Began serving: January 1986

 

Principal Occupations: Chief Executive Officer and Director or Trustee of the Federated Fund Complex; Chairman and Director, Federated Investors, Inc.; Chairman, Federated Investment Management Company, Federated Global Investment Management Corp. and Passport Research, Ltd.

Previous Positions: Trustee, Federated Investment Management Company and Chairman and Director, Federated Investment Counseling.

 

$0

 

$0

 

 

 

 

 

 

 


J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
Began serving: January 2000

 

Principal Occupations: President or Executive Vice President of the Federated Fund Complex; Director or Trustee of some of the Funds in the Federated Fund Complex; President, Chief Executive Officer and Director, Federated Investors, Inc.; President, Chief Executive Officer and Trustee, Federated Investment Management Company; Trustee, Federated Investment Counseling; President, Chief Executive Officer and Director, Federated Global Investment Management Corp.; President and Chief Executive Officer, Passport Research, Ltd.; Trustee, Federated Shareholder Services Company; Director, Federated Services Company.

Previous Position: President, Federated Investment Counseling.

 

$0

 

$0

 

 

 

 

 

 

 


Lawrence D. Ellis, M.D.*
Birth Date: October 11, 1932
3471 Fifth Avenue
Suite 1111
Pittsburgh, PA
TRUSTEE
Began serving: August 1987

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Professor of Medicine, University of Pittsburgh; Medical Director, University of Pittsburgh Medical Center Downtown; Hematologist, Oncologist and Internist, University of Pittsburgh Medical Center.

Other Directorships Held: Member, National Board of Trustees, Leukemia Society of America.

Previous Positions: Trustee, University of Pittsburgh; Director, University of Pittsburgh Medical Center.

 

$622.21

 

$117,117.17

 

 

 

 

 

 

 


* Family relationships and reasons for "interested" status: John F. Donahue is the father of J. Christopher Donahue; both are "interested" due to the positions they hold with Federated Investors, Inc. and its subsidiaries. Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by the Fund's principal underwriter, Federated Securities Corp.

INDEPENDENT TRUSTEES BACKGROUND AND COMPENSATION

 

 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

Thomas G. Bigley
Birth Date: February 3, 1934
15 Old Timber Trail
Pittsburgh, PA
TRUSTEE
Began serving: October 1995

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Director, Member of Executive Committee, Children's Hospital of Pittsburgh; Director, Member of Executive Committee, University of Pittsburgh.

Previous Position: Senior Partner, Ernst & Young LLP.

 

$684.50

 

$128,847.72

 

 

 

 

 

 

 


John T. Conroy, Jr.
Birth Date: June 23, 1937
Grubb & Ellis/Investment
Properties Corporation
3838 Tamiami Trail North
Naples, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chairman of the Board, Investment Properties Corporation; Partner or Trustee in private real estate ventures in Southwest Florida.

Previous Positions: President, Investment Properties Corporation; Senior Vice President, John R. Wood and Associates, Inc., Realtors; President, Naples Property Management, Inc. and Northgate Village Development Corporation.

 

$684.50

 

$128,847.66

 

 

 

 

 

 

 


Nicholas P. Constantakis
Birth Date: September 3, 1939
175 Woodshire Drive
Pittsburgh, PA
TRUSTEE
Began serving: February 1998

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Partner, Andersen Worldwide SC (prior to 9/1/97).

Other Directorships Held: Director, Michael Baker Corporation (engineering and energy services worldwide).

 

$684.59

 

$126,923.53

 

 

 

 

 

 

 


John F. Cunningham
Birth Date: March 5, 1943
353 El Brillo Way
Palm Beach, FL
TRUSTEE
Began serving: January 1999

 

Principal Occupation: Director or Trustee of the Federated Fund Complex.

Other Directorships Held: Chairman, President and Chief Executive Officer, Cunningham & Co., Inc. (strategic business consulting); Trustee Associate, Boston College.

Previous Positions: Director, Redgate Communications and EMC Corporation (computer storage systems); Chairman of the Board and Chief Executive Officer, Computer Consoles, Inc.; President and Chief Operating Officer, Wang Laboratories; Director, First National Bank of Boston; Director, Apollo Computer, Inc.

 

$622.21

 

$115,368.16

 

 

 

 

 

 

 


Peter E. Madden
Birth Date: March 16, 1942
One Royal Palm Way
100 Royal Palm Way
Palm Beach, FL
TRUSTEE
Began serving: November 1991

 

Principal Occupation: Director or Trustee of the Federated Fund Complex; Management Consultant.

Previous Positions: Representative, Commonwealth of Massachusetts General Court; President, State Street Bank and Trust Company and State Street Corporation (retired); Director, VISA USA and VISA International; Chairman and Director, Massachusetts Bankers Association; Director, Depository Trust Corporation; Director, The Boston Stock Exchange.

 

$622.21

 

$117,117.14

 

 

 

 

 

 

 


Charles F. Mansfield, Jr.
Birth Date: April 10, 1945
80 South Road
Westhampton Beach, NY
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Management Consultant; Executive Vice President, DVC Group, Inc. (marketing, communications and technology) (prior to 9/1/00).

Previous Positions: Chief Executive Officer, PBTC International Bank; Partner, Arthur Young & Company (now Ernst & Young LLP); Chief Financial Officer of Retail Banking Sector, Chase Manhattan Bank; Senior Vice President, HSBC Bank USA (formerly, Marine Midland Bank); Vice President, Citibank; Assistant Professor of Banking and Finance, Frank G. Zarb School of Business, Hofstra University.

 

$684.50

 

$128,847.66

 

 

 

 

 

 

 


John E. Murray, Jr., J.D., S.J.D.
Birth Date: December 20, 1932
Chancellor, Duquesne University
Pittsburgh, PA
TRUSTEE
Began serving: February 1995

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Chancellor and Law Professor, Duquesne University; Consulting Partner, Mollica & Murray.

Other Directorships Held: Director, Michael Baker Corp. (engineering, construction, operations and technical services).

Previous Positions: President, Duquesne University; Dean and Professor of Law, University of Pittsburgh School of Law; Dean and Professor of Law, Villanova University School of Law.

 

$712.19

 

$117,117.14

 

 

 

 

 

 

 


 

 

 

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust
Date Service Began

  

Principal Occupation(s) for Past Five Years,
Other Directorships Held and Previous Positions

  

Aggregate
Compensation
From Fund
(past fiscal year)

  

Total Compensation
From Trust and
Federated Fund Complex
(past calendar year)

Marjorie P. Smuts
Birth Date: June 21, 1935
4905 Bayard Street
Pittsburgh, PA
TRUSTEE
Began serving: January 1986

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; Public Relations/Marketing Consultant/Conference Coordinator.

Previous Positions: National Spokesperson, Aluminum Company of America; television producer; President, Marj Palmer Assoc.; Owner, Scandia Bord.

 

$622.21

 

$117,117.17

 

 

 

 

 

 

 


John S. Walsh
Birth Date: November 28, 1957
2604 William Drive
Valparaiso, IN
TRUSTEE
Began serving: January 2000

 

Principal Occupations: Director or Trustee of the Federated Fund Complex; President and Director, Heat Wagon, Inc. (manufacturer of construction temporary heaters); President and Director, Manufacturers Products, Inc. (distributor of portable construction heaters); President, Portable Heater Parts, a division of Manufacturers Products, Inc.

Other Directorships Held: Director, Walsh & Kelly, Inc. (heavy highway contractor).

Previous Position: Vice President, Walsh & Kelly, Inc.

 

$622.21

 

$117,117.17

 

 

 

 

 

 

 


OFFICERS**

 

 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Edward C. Gonzales
Birth Date: October 22, 1930
EXECUTIVE VICE PRESIDENT

 

Principal Occupations: President, Executive Vice President and Treasurer of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Trustee, Federated Administrative Services.

Previous Positions: Trustee or Director of some of the Funds in the Federated Fund Complex; CEO and Chairman, Federated Administrative Services; Vice President, Federated Investment Management Company, Federated Investment Counseling, Federated Global Investment Management Corp. and Passport Research, Ltd.; Director and Executive Vice President, Federated Securities Corp.; Director, Federated Services Company; Trustee, Federated Shareholder Services Company.

 

 

 


John W. McGonigle
Birth Date: October 26, 1938
EXECUTIVE VICE PRESIDENT
AND SECRETARY

 

Principal Occupations: Executive Vice President and Secretary of the Federated Fund Complex; Executive Vice President, Secretary and Director, Federated Investors, Inc.

Previous Positions: Trustee, Federated Investment Management Company and Federated Investment Counseling; Director, Federated Global Investment Management Corp., Federated Services Company and Federated Securities Corp.

 

 

 


Richard J. Thomas
Birth Date: June 17, 1954
TREASURER

 

Principal Occupations: Treasurer of the Federated Fund Complex; Senior Vice President, Federated Administrative Services.

Previous Positions: Vice President, Federated Administrative Services; held various management positions within Funds Financial Services Division of Federated Investors, Inc.

 

 

 


Richard B. Fisher
Birth Date: May 17, 1923
VICE PRESIDENT

 

Principal Occupations: President or Vice President of some of the Funds in the Federated Fund Complex; Vice Chairman, Federated Investors, Inc.; Chairman, Federated Securities Corp.

Previous Positions: Director or Trustee of some of the Funds in the Federated Fund Complex; Executive Vice President, Federated Investors, Inc. and Director and Chief Executive Officer, Federated Securities Corp.

 

 

 


William D. Dawson III
Birth Date: March 3, 1949
CHIEF INVESTMENT OFFICER

 

Principal Occupations: Chief Investment Officer of this Fund and various other Funds in the Federated Fund Complex; Executive Vice President, Federated Investment Counseling, Federated Global Investment Management Corp., Federated Investment Management Company and Passport Research, Ltd.; Director, Federated Global Investment Management Corp. and Federated Investment Management Company; Portfolio Manager, Federated Administrative Services; Vice President, Federated Investors, Inc.

Previous Positions: Executive Vice President and Senior Vice President, Federated Investment Counseling Institutional Portfolio Management Services Division; Senior Vice President, Federated Investment Management Company and Passport Research, Ltd.

 

 

 


 

 

 


Name
Birth Date
Address
Positions Held with Trust

  

Principal Occupation(s) and Previous Positions

Joseph M. Balestrino
Birth Date: November 3, 1954
VICE PRESIDENT

 

Joseph M. Balestrino has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Balestrino joined Federated in 1986 and has been a Senior Portfolio Manager and Senior Vice President of the Fund's Adviser since 1998. He was a Portfolio Manager and a Vice President of the Fund's Adviser from 1995 to 1998. Mr. Balestrino served as a Portfolio Manager and an Assistant Vice President of the Adviser from 1993 to 1995. Mr. Balestrino is a Chartered Financial Analyst and received his Master's Degree in Urban and Regional Planning from the University of Pittsburgh.

 

 

 


Randall S. Bauer
Birth Date: November 16, 1957
VICE PRESIDENT

 

Randall S. Bauer has been the Fund's Portfolio Manager since 1994. He is Vice President of the Trust. Mr. Bauer joined Federated in 1989 and has been a Portfolio Manager and a Vice President of the Fund's Adviser since 1994. Mr. Bauer is a Chartered Financial Analyst and received his M.B.A. in Finance from Pennsylvania State University.

 

 

 


** Officers do not receive any compensation from the Fund.

Thomas R. Donahue, Chief Financial Officer, Vice President, Treasurer and Assistant Secretary of Federated and an officer of its various advisory and underwriting subsidiaries, has served as a Term Member on the Board of Directors of Duquesne University, Pittsburgh, Pennsylvania, since May 12, 2000. Mr. John E. Murray, Jr., an Independent Trustee of the Fund, served as President of Duquesne from 1988 until his retirement from that position in 2001, and became Chancellor of Duquesne on August 15, 2001. It should be noted that Mr. Donahue abstains on any matter that comes before Duquesne's Board that affects Mr. Murray personally.

COMMITTEES OF THE BOARD

 

Board
Committee

  

Committee
Members

  

Committee Functions

  

Meetings Held
During Last
Fiscal Year

Executive

 

John F. Donahue
John E. Murray, Jr., J.D., S.J.D.

 

In between meetings of the full Board, the Executive Committee generally may exercise all the powers of the full Board in the management and direction of the business and conduct of the affairs of the Trust in such manner as the Executive Committee shall deem to be in the best interests of the Trust. However, the Executive Committee cannot elect or remove Board members, increase or decrease the number of Trustees, elect or remove any Officer, declare dividends, issue shares or recommend to shareholders any action requiring shareholder approval.

 

None

 

 

 

 

 

 

 


Audit

 

Thomas G. Bigley
John T. Conroy, Jr.
Nicholas P. Constantakis
Charles F. Mansfield, Jr.

 

The Audit Committee reviews and recommends to the full Board the independent auditors to be selected to audit the Fund's financial statements; meet with the independent auditors periodically to review the results of the audits and report the results to the full Board; evaluate the independence of the auditors, review legal and regulatory matters that may have a material effect on the financial statements, related compliance policies and programs, and the related reports received from regulators; review the Fund's internal audit function; review compliance with the Fund's code of conduct/ethics; review valuation issues; monitor inter-fund lending transactions; review custody services and issues and investigate any matters brought to the Committee's attention that are within the scope of its duties.

 

Four

 

 

 

 

 

 

 


<R>

BOARD OWNERSHIP OF SHARES IN THE FUND AND IN THE FEDERATED FAMILY OF INVESTMENT COMPANIES AS OF DECEMBER 31, 2001

</R>

 

<R>Interested
Board Member Name</R>

  

<R>Dollar Range of
Shares Owned
in Fund</R>

  

<R>Aggregate
Dollar Range of
Shares Owned in
Federated Family of
Investment Companies</R>

<R>John F. Donahue</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>J. Christopher Donahue</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Lawrence D. Ellis, M.D.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


 

 

 

 

 

<R>Independent
Board Member Name</R>

   

   

   

   

<R>Thomas G. Bigley</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John T. Conroy, Jr.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Nicholas P. Constantakis</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John F. Cunningham</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Peter E. Madden</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Charles F. Mansfield, Jr.</R>

   

<R>None</R>

   

<R>$50,001 - $100,000 </R>


<R>John E. Murray, Jr., J.D., S.J.D.</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>Marjorie P. Smuts</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


<R>John S. Walsh</R>

   

<R>None</R>

   

<R>Over $100,000 </R>


INVESTMENT ADVISER

The Adviser conducts investment research and makes investment decisions for the Fund.

The Adviser is a wholly owned subsidiary of Federated.

The Adviser shall not be liable to the Trust or any Fund shareholder for any losses that may be sustained in the purchase, holding, or sale of any security or for anything done or omitted by it, except acts or omissions involving willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties imposed upon it by its contract with the Trust.

<R>

As required by the 1940 Act, the Fund's Board has reviewed the Fund's investment advisory contract. The Board's decision to approve the contract reflects the exercise of its business judgment on whether to continue the existing arrangements. During its review of the contract, the Board considers many factors, among the most material of which are: the Fund's investment objective and long term performance; the Adviser's management philosophy, personnel, and processes; the preferences and expectations of Fund shareholders and their relative sophistication; the continuing state of competition in the mutual fund industry; comparable fees in the mutual fund industry; the range and quality of services provided to the Fund and its shareholders by the Federated organization in addition to investment advisory services; and the Fund's relationship to other funds in the Federated fund family.

</R>

<R>

In assessing the Adviser's performance of its obligations, the Board also considers whether there has occurred a circumstance or event that would constitute a reason for it to not renew an advisory contract. In this regard, the Board is mindful of the potential disruptions of the Fund's operations and various risks, uncertainties and other effects that could occur as a result of a decision to terminate or not renew an advisory contract. In particular, the Board recognizes that most shareholders have invested in the Fund on the strength of the Adviser's industry standing and reputation and in the expectation that the Adviser will have a continuing role in providing advisory services to the Fund.

</R>

<R>

The Board also considers the compensation and benefits received by the Adviser. This includes fees received for services provided to the Fund by other entities in the Federated organization and research services received by the Adviser from brokers that execute Fund trades, as well as advisory fees. In this regard, the Board is aware that various courts have interpreted provisions of the 1940 Act and have indicated in their decisions that the following factors may be relevant to an Adviser's compensation: the nature and quality of the services provided by the Adviser, including the performance of the Fund; the Adviser's cost of providing the services; the extent to which the Adviser may realize "economies of scale" as the Fund grows larger; any indirect benefits that may accrue to the Adviser and its affiliates as a result of the Adviser's relationship with the Fund; performance and expenses of comparable funds; and the extent to which the independent Board members are fully informed about all facts bearing on the Adviser's service and fee. The Fund's Board is aware of these factors and takes them into account in its review of the Fund's advisory contract.

</R>

<R>

The Board considers and weighs these circumstances in light of its substantial accumulated experience in governing the Fund and working with Federated on matters relating to its funds, and is assisted in its deliberations by the advice of independent legal counsel. In this regard, the Board requests and receives a significant amount of information about the Funds and the Federated organization. Federated provides much of this information at each regular meeting of the Board, and furnishes additional reports in connection with the particular meeting at which the Board's formal review of the advisory contracts occurs. In between regularly scheduled meetings, the Board may receive information on particular matters as the need arises. Thus, the Board's evaluation of an advisory contract is informed by reports covering such matters as: the Adviser's investment philosophy, personnel, and processes; the Fund's short- and long-term performance (in absolute terms as well as in relationship to its particular investment program and certain competitor or "peer group" funds), and comments on the reasons for performance; the Fund's expenses (including the advisory fee itself and the overall expense structure of the Fund, both in absolute terms and relative to similar and/or competing funds, with due regard for contractual or voluntary expense limitations); the use and allocation of brokerage commissions derived from trading the Fund's portfolio securities; the nature and extent of the advisory and other services provided to the Fund by the Adviser and its affiliates; compliance and audit reports concerning the Fund and the Federated companies that service it; and relevant developments in the mutual fund industry and how the Fund and/or Federated are responding to them.

</R>

<R>

The Board also receives financial information about Federated, including reports on the compensation and benefits Federated derives from its relationships with the Fund. These reports cover not only the fees under the advisory contracts, but also fees received by Federated's subsidiaries for providing other services to the Fund under separate contracts (e.g., for serving as the Fund's administrator and transfer agent). The reports also discuss any indirect benefit Federated may derive from its receipt of research services from brokers who execute Fund trades.

</R>

<R>

The Board bases its decision to approve an advisory contract on the totality of the circumstances and relevant factors, and with a view to past and future long-term considerations. Not all of the factors and considerations identified above are relevant to every fund, nor does the Board consider any one of them to be determinative. Because the totality of circumstances includes considering the relationship of each fund to the Federated family of funds, the Board does not approach consideration of every fund's advisory contract as if that were the only fund offered by Federated.

</R>

Other Related Services

Affiliates of the Adviser may, from time to time, provide certain electronic equipment and software to institutional customers in order to facilitate the purchase of Fund Shares offered by the Distributor.

CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Fund, its Adviser, and its Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Fund Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Fund could buy, they also contain significant safeguards designed to protect the Fund and its shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Adviser looks for prompt execution of the order at a favorable price. The Adviser will generally use those who are recognized dealers in specific portfolio instruments, except when a better price and execution of the order can be obtained elsewhere. In selecting among firms believed to meet these criteria, the Adviser may give consideration to those firms which have sold or are selling Shares of the Fund and other funds distributed by the Distributor and its affiliates. The Adviser makes decisions on portfolio transactions and selects brokers and dealers subject to review by the Fund's Board.

Investment decisions for the Fund are made independently from those of other accounts managed by the Adviser. When the Fund and one or more of those accounts invests in, or disposes of, the same security, available investments or opportunities for sales will be allocated among the Fund and the account(s) in a manner believed by the Adviser to be equitable. While the coordination and ability to participate in volume transactions may benefit the Fund, it is possible that this procedure could adversely impact the price paid or received and/or the position obtained or disposed of by the Fund.

ADMINISTRATOR

Federated Services Company, a subsidiary of Federated, provides administrative personnel and services (including certain legal and financial reporting services) necessary to operate the Fund. Federated Services Company provides these at the following annual rate of the average aggregate daily net assets of all Federated Funds as specified below:

 

Maximum Administrative Fee

  

Average Aggregate Daily
Net Assets of the Federated Funds

0.150 of 1%

 

on the first $250 million

0.125 of 1%

 

on the next $250 million

0.100 of 1%

 

on the next $250 million

0.075 of 1%

 

on assets in excess of $750 million

The administrative fee received during any fiscal year shall be at least $125,000 per portfolio and $30,000 per each additional class of Shares. Federated Services Company may voluntarily waive a portion of its fee and may reimburse the Fund for expenses.

Federated Services Company also provides certain accounting and recordkeeping services with respect to the Fund's portfolio investments for a fee based on Fund assets plus out-of-pocket expenses.

CUSTODIAN

<R>

State Street Bank and Trust Company, Boston, Massachusetts, is custodian for the securities and cash of the Fund. Foreign instruments purchased by the Fund are held by foreign banks participating in a network coordinated by State Street Bank.

</R>

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT

Federated Services Company, through its registered transfer agent subsidiary, Federated Shareholder Services Company, maintains all necessary shareholder records. The Fund pays the transfer agent a fee based on the size, type and number of accounts and transactions made by shareholders.

INDEPENDENT AUDITORS

<R>

The independent auditor for the Fund, Ernst & Young LLP, conducts its audits in accordance with auditing standards generally accepted in the United States of America, which require it to plan and perform its audits to provide reasonable assurance about whether the Fund's financial statements and financial highlights are free of material misstatement.

</R>

FEES PAID BY THE FUND FOR SERVICES

 

For the Year Ended April 30

  

<R>2002</R>

  

<R>2001</R>

  

<R>2000</R>

Advisory Fee Earned

   

<R>$967,781</R>

   

<R>$782,843</R>

   

<R>$866,191</R>


Advisory Fee Reduction

   

<R>83,332</R>

   

<R>72,445</R>

   

<R>69,191</R>


Advisory Fee Reimbursement

   

<R>1,046</R>

   

<R>1,002</R>

   

--


Brokerage Commissions

   

<R>0</R>

   

0

   

0


Administrative Fee

   

<R>182,059</R>

   

<R>155,034</R>

   

<R>163,194</R>


12b-1 Fee:

   

   

   

   

   

   


Institutional Service Shares

   

<R>0</R>

   

--

   

--


Shareholder Services Fee:

   

   

   

   

   

   


Institutional Shares

   

0

   

<R>--</R>

   

--


Institutional Service Shares

   

<R>46,795</R>

   

--

   

--


Fees are allocated among classes based on their pro rata share of Fund assets, except for marketing (Rule 12b-1) fees and shareholder services fees, which are borne only by the applicable class of Shares.

How Does the Fund Measure Performance?

<R>

The Fund may advertise Share performance by using the SEC's standard methods for calculating performance applicable to all mutual funds. The SEC also permits this standard performance information to be accompanied by non-standard performance information.

</R>

The performance of Shares depends upon such variables as: portfolio quality; average portfolio maturity; type and value of portfolio securities; changes in interest rates; changes or differences in the Fund's or any class of Shares' expenses; and various other factors.

<R>

Share performance fluctuates on a daily basis largely because net earnings and/or the value of portfolio holdings fluctuate daily. Both net earnings and offering price per Share are factors in the computation of yield and total return.

</R>

AVERAGE ANNUAL TOTAL RETURNS AND YIELD

<R>

Total returns are given for the one-year, five-year and ten-year periods ended April 30, 2002.

</R>

<R>

Yield is given for the 30-day period ended April 30, 2002.

</R>

 

  

30-Day
Period

  

1 Year

  

5 Years

  

10 Years

Institutional Shares:

Total Return

 

 

 

 

 

 

 

 

Before Taxes

 

N/A

 

4.90%

 

6.17%

 

5.87%

After Taxes on Distributions

 

N/A

 

2.77%

 

3.71%

 

3.42%

After Taxes on Distributions and Sale of Shares

 

N/A

 

2.97%

 

3.70%

 

3.47%

Yield

 

4.76%

 

N/A

 

N/A

 

N/A

 

 

 

 

 

 

 

 

 

  

30-Day
Period

  

1 Year

  

5 Years

  

10 Years

Institutional Service Shares:

Total Return

 

 

 

 

 

 

 

 

Before Taxes

 

N/A

 

4.64%

 

5.91%

 

5.61%

After Taxes on Distributions

 

N/A

 

2.62%

 

3.56%

 

3.26%

After Taxes on Distributions and Sale of Shares

 

N/A

 

2.81%

 

3.55%

 

3.32%

Yield

 

4.51%

 

N/A

 

N/A

 

N/A

TOTAL RETURN

Total return represents the change (expressed as a percentage) in the value of Shares over a specific period of time, and includes the investment of income and capital gains distributions.

<R>

The average annual total return for Shares is the average compounded rate of return for a given period that would equate a $10,000 initial investment to the ending redeemable value of that investment. The ending redeemable value is computed by multiplying the number of Shares owned at the end of the period by the NAV per Share at the end of the period. The number of Shares owned at the end of the period is based on the number of Shares purchased at the beginning of the period with $10,000, less any applicable sales charge, adjusted over the period by any additional Shares, assuming the annual reinvestment of all dividends and distributions. Total returns after taxes are calculated in a similar manner, but reflect additional standard assumptions required by the SEC.

</R>

YIELD

The yield of Shares is calculated by dividing: (i) the net investment income per Share earned by the Shares over a 30-day period; by (ii) the maximum offering price per Share on the last day of the period. This number is then annualized using semi-annual compounding. This means that the amount of income generated during the 30-day period is assumed to be generated each month over a 12-month period and is reinvested every six months. The yield does not necessarily reflect income actually earned by Shares because of certain adjustments required by the SEC and, therefore, may not correlate to the dividends or other distributions paid to shareholders.

To the extent investment professionals and broker/dealers charge fees in connection with services provided in conjunction with an investment in Shares, the Share performance is lower for shareholders paying those fees.

PERFORMANCE COMPARISONS

Advertising and sales literature may include:

  • references to ratings, rankings, and financial publications and/or performance comparisons of Shares to certain indices;
  • charts, graphs and illustrations using the Fund's returns, or returns in general, that demonstrate investment concepts such as tax-deferred compounding, dollar-cost averaging and systematic investment;
  • discussions of economic, financial and political developments and their impact on the securities market, including the portfolio manager's views on how such developments could impact the Fund; and
  • information about the mutual fund industry from sources such as the Investment Company Institute.

The Fund may compare its performance, or performance for the types of securities in which it invests, to a variety of other investments, including federally insured bank products such as bank savings accounts, certificates of deposit, and Treasury bills.

The Fund may quote information from reliable sources regarding individual countries and regions, world stock exchanges, and economic and demographic statistics.

You may use financial publications and/or indices to obtain a more complete view of Share performance. When comparing performance, you should consider all relevant factors such as the composition of the index used, prevailing market conditions, portfolio compositions of other funds, and methods used to value portfolio securities and compute offering price. The financial publications and/or indices which the Fund uses in advertising may include:

<R>

Lipper, Inc.

</R>

<R>

Lipper, Inc., ranks funds in various fund categories by making comparative calculations using total return. Total return assumes the reinvestment of all capital gains distributions and income dividends and takes into account any change in over a specific period of time. From time to time, the Fund will quote its Lipper ranking in the "short-term investment grade debt funds" category in advertising and sales literature.

</R>

Merrill Lynch 1-3 Year Short-Term Corporate Index

Merrill Lynch 1-3 Year Short-Term Corporate Index is comprised of over 400 issues of investment grade corporate debt securities with remaining maturities from 1 to 2.99 years.

Morningstar, Inc.

Morningstar, Inc., an independent rating service, is the publisher of the bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000 NASDAQ-listed mutual funds of all types, according to their risk-adjusted returns. The maximum rating is five stars, and ratings are effective for two weeks.

Who is Federated Investors, Inc.?

Federated is dedicated to meeting investor needs by making structured, straightforward and consistent investment decisions. Federated investment products have a history of competitive performance and have gained the confidence of thousands of financial institutions and individual investors.

Federated's disciplined investment selection process is rooted in sound methodologies backed by fundamental and technical research. At Federated, success in investment management does not depend solely on the skill of a single portfolio manager. It is a fusion of individual talents and state-of-the-art industry tools and resources. Federated's investment process involves teams of portfolio managers and analysts, and investment decisions are executed by traders who are dedicated to specific market sectors and who handle trillions of dollars in annual trading volume.

FEDERATED FUNDS OVERVIEW

Municipal Funds

<R>

In the municipal sector, as of December 31, 2001, Federated managed 12 bond funds with approximately $2.3 billion in assets and 22 money market funds with approximately $44.8 billion in total assets. In 1976, Federated introduced one of the first municipal bond mutual funds in the industry and is now one of the largest institutional buyers of municipal securities. The Funds may quote statistics from organizations including The Tax Foundation and the National Taxpayers Union regarding the tax obligations of Americans.

</R>

Equity Funds

<R>

In the equity sector, Federated has more than 31 years' experience. As of December 31, 2001, Federated managed 40 equity funds totaling approximately $20.7 billion in assets across growth, value, equity income, international, index and sector (i.e. utility) styles. Federated's value-oriented management style combines quantitative and qualitative analysis and features a structured, computer-assisted composite modeling system that was developed in the 1970s.

</R>

Corporate Bond Funds

<R>

In the corporate bond sector, as of December 31, 2001, Federated managed 11 money market funds and 30 bond funds with assets approximating $62.3 billion and $5.4 billion, respectively. Federated's corporate bond decision making--based on intensive, diligent credit analysis--is backed by over 29 years of experience in the corporate bond sector. In 1972, Federated introduced one of the first high-yield bond funds in the industry. In 1983, Federated was one of the first fund managers to participate in the asset backed securities market, a market totaling more than $209 billion.

</R>

Government Funds

<R>

In the government sector, as of December 31, 2001, Federated managed 6 mortgage backed, 5 multi-sector government funds, 3 government/agency and 19 government money market mutual funds, with assets approximating $3.6 billion, $2.0 billion, $1.2 billion and $55.2 billion, respectively. Federated trades approximately $90.4 billion in U.S. government and mortgage backed securities daily and places approximately $35 billion in repurchase agreements each day. Federated introduced the first U.S. government fund to invest in U.S. government bond securities in 1969. Federated has been a major force in the short- and intermediate-term government markets since 1982 and currently manages approximately $50 billion in government funds within these maturity ranges.

</R>

Money Market Funds

<R>

In the money market sector, Federated gained prominence in the mutual fund industry in 1974 with the creation of the first institutional money market fund. Simultaneously, the company pioneered the use of the amortized cost method of accounting for valuing shares of money market funds, a principal means used by money managers today to value money market fund shares. Other innovations include the first institutional tax-free money market fund. As of December 31, 2001, Federated managed $136.4 billion in assets across 54 money market funds, including 19 government, 11 prime, 22 municipal and 1 euro-denominated with assets approximating $55.2 billion, $62.3 billion, $44.8 billion and $34.6 million, respectively.

</R>

The Chief Investment Officers responsible for oversight of the various investment sectors within Federated are: U.S. equity and high yield--J. Thomas Madden; U.S. fixed income--William D. Dawson III; and global equities and fixed income--Henry A. Frantzen. The Chief Investment Officers are Executive Vice Presidents of the Federated advisory companies.

MUTUAL FUND MARKET

<R>

Forty-nine percent of American households are pursuing their financial goals through mutual funds. These investors, as well as businesses and institutions, have entrusted over $6.8 trillion to the more than 8,157 funds available, according to the Investment Company Institute.

</R>

FEDERATED CLIENTS OVERVIEW

Federated distributes mutual funds through its subsidiaries for a variety of investment purposes. Specific markets include:

Institutional Clients

<R>

Federated meets the needs of approximately 3,035 institutional clients nationwide by managing and servicing separate accounts and mutual funds for a variety of purposes, including defined benefit and defined contribution programs, cash management, and asset/liability management. Institutional clients include corporations, pension funds, tax exempt entities, foundations/ endowments, insurance companies, and investment and financial advisers. The marketing effort to these institutional clients is headed by John B. Fisher, President, Institutional Sales Division, Federated Securities Corp.

</R>

Bank Marketing

Other institutional clients include more than 1,600 banks and trust organizations. Virtually all of the trust divisions of the top 100 bank holding companies use Federated Funds in their clients' portfolios. The marketing effort to trust clients is headed by Timothy C. Pillion, Senior Vice President, Bank Marketing & Sales.

Broker/Dealers and Bank Broker/Dealer Subsidiaries

Federated Funds are available to consumers through major brokerage firms nationwide--we have over 2,000 broker/dealer and bank broker/dealer relationships across the country--supported by more wholesalers than any other mutual fund distributor. Federated's service to financial professionals and institutions has earned it high ratings in several surveys performed by DALBAR, Inc. DALBAR is recognized as the industry benchmark for service quality measurement. The marketing effort to these firms is headed by James F. Getz, President, Broker/Dealer Sales Division, Federated Securities Corp.

Investment Ratings

<R>

STANDARD & POOR'S LONG-TERM DEBT RATING DEFINITIONS

</R>

AAA--Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to pay interest and repay principal is extremely strong.

AA--Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the higher-rated issues only in small degree.

A--Debt rated A has a strong capacity to pay interest and repay principal although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher-rated categories.

BBB--Debt rated BBB is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher-rated categories.

BB--Debt rated BB has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. The BB rating category is also used for debt subordinated to senior debt that is assigned an actual or implied BBB rating.

B--Debt rated B has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The B rating category is also used for debt subordinated to senior debt that is assigned an actual or implied BB or BB- rating.

CCC--Debt rated CCC has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. The CCC rating category is also used for debt subordinated to senior debt that is assigned an actual or implied B or B- rating.

CC--The rating CC typically is applied to debt subordinated to senior debt that is assigned an actual or implied CCC debt rating.

C--The rating C typically is applied to debt subordinated to senior debt which is assigned an actual or implied CCC debt rating. The C rating may be used to cover a situation where a bankruptcy petition has been filed, but debt service payments are continued.

MOODY'S INVESTORS SERVICE LONG-TERM BOND RATING DEFINITIONS

<R>

AAA--Bonds which are rated AAA are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.

</R>

AA--Bonds which are rated AA are judged to be of high quality by all standards. Together with the AAA group, they comprise what are generally known as high-grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in AAA securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in AAA securities.

A--Bonds which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment sometime in the future.

BAA--Bonds which are rated BAA are considered as medium-grade obligations, (i.e., they are neither highly protected nor poorly secured). Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.

BA--Bonds which are BA are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.

B--Bonds which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.

CAA--Bonds which are rated CAA are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.

CA--Bonds which are rated CA represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.

C--Bonds which are rated C are the lowest-rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.

<R>

FITCH RATINGS LONG-TERM DEBT RATING DEFINITIONS

</R>

AAA--Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong ability to pay interest and repay principal, which is unlikely to be affected by reasonably foreseeable events.

AA--Bonds considered to be investment grade and of very high credit quality. The obligor's ability to pay interest and repay principal is very strong, although not quite as strong as bonds rated AAA. Because bonds rated in the AAA and AA categories are not significantly vulnerable to foreseeable future developments, short-term debt of these issuers is generally rated F-1+.

A--Bonds considered to be investment grade and of high credit quality. The obligor's ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.

BBB--Bonds considered to be investment grade and of satisfactory credit quality. The obligor's ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances, however, are more likely to have adverse impact on these bonds, and therefore impair timely payment. The likelihood that the ratings of these bonds will fall below investment grade is higher than for bonds with higher ratings.

BB--Bonds are considered speculative. The obligor's ability to pay interest and repay principal may be affected over time by adverse economic changes. However, business and financial alternatives can be identified which could assist the obligor in satisfying its debt service requirements.

B--Bonds are considered highly speculative. While bonds in this class are currently meeting debt service requirements, the probability of continued timely payment of principal and interest reflects the obligor's limited margin of safety and the need for reasonable business and economic activity throughout the life of the issue.

CCC--Bonds have certain identifiable characteristics which, if not remedied, may lead to default. The ability to meet obligations requires an advantageous business and economic environment.

CC--Bonds are minimally protected. Default in payment of interest and/or principal seems probable over time.

C--Bonds are imminent default in payment of interest or principal.

MOODY'S INVESTORS SERVICE COMMERCIAL PAPER RATINGS

Prime-1--Issuers rated Prime-1 (or related supporting institutions) have a superior capacity for repayment of short-term promissory obligations. Prime-1 repayment capacity will normally be evidenced by the following characteristics:

  • Leading market positions in well-established industries;
  • High rates of return on funds employed;
  • Conservative capitalization structure with moderate reliance on debt and ample asset protection;
  • Broad margins in earning coverage of fixed financial charges and high internal cash generation; and
  • Well-established access to a range of financial markets and assured sources of alternate liquidity.

Prime-2--Issuers rated Prime-2 (or related supporting institutions) have a strong capacity for repayment of short-term promissory obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, will be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.

<R>

STANDARD & POOR'S COMMERCIAL PAPER RATINGS

</R>

A-1--This designation indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.

A-2--Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated A-1.

<R>

FITCH RATINGS COMMERCIAL PAPER RATING DEFINITIONS

</R>

FITCH-1-- (Highest Grade) Commercial paper assigned this rating is regarded as having the strongest degree of assurance for timely payment.

FITCH-2-- (Very Good Grade) Issues assigned this rating reflect an assurance of timely payment only slightly less in degree than the strongest issues.

Addresses

FEDERATED SHORT-TERM INCOME FUND

Institutional Shares
Institutional Service Shares

Federated Investors Funds
5800 Corporate Drive
Pittsburgh, PA 15237-7000

Distributor

Federated Securities Corp.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Investment Adviser

Federated Investment Management Company
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Custodian

State Street Bank and Trust Company
P.O. Box 8600
Boston, MA 02266-8600

Transfer Agent and Dividend Disbursing Agent

Federated Shareholder Services Company
P.O. Box 8600
Boston, MA 02266-8600

Independent Auditors

Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116-5072

 





PART C.     OTHER INFORMATION.

Item 23. Exhibits:
         ---------
              (a) (i)         Conformed copy of Amended and Restated
                              Declaration of Trust of the Registrant; (12)
                  (ii)        Conformed copy of Amendment No. 2 to the
                              Declaration of Trust of the Registrant; (6)
                  (iii)       Conformed copy of Amendment No. 3 to the
                              Declaration of Trust of the Registrant; (9)
                  (iv)        Conformed copy of Amendment No. 4 to the
                              Declaration of Trust of the Registrant; (12)
                  (v)         Conformed copy of Amendment No. 5 to the
                              Declaration of Trust of the Registrant; (11)
                  (vi)        Conformed copy of Amendment No. 6 to the
                              Declaration of Trust of the Registrant; (11)
                  (vii)       Conformed copy of Amendment No. 7 to the
                              Declaration of Trust of the Registrant; (11)
(viii)      Conformed copy of Declaration of Trust of the
                              Registrant; +
              (b) (i)         Copy of Amended and Restated By-Laws of the
      Registrant; (6)
                  (ii)        Copy of Amendment No. 4 to the By-Laws of the
      Registrant; (11)
                  (iii)       Copy of Amendment No. 5 to the By-Laws of the
      Registrant; (11)
                  (iv)        Copy of Amendment No. 6 to the By-Laws of the
      Registrant; (11)
                  (v)         Copy of Amendment No. 7 to the By-Laws of the
      Registrant; (11)
              (c)             Copy of Specimen Certificate for Shares of
      Beneficial Interest of the Registrant; (8)
              (d) (i)         Conformed copy of Investment Advisory
      Contract of the Registrant; (12)
                  (ii)        Conformed copy of Exhibit B to the Investment
      Advisory Contract of the Registrant; (12)
                  (iii)       Conformed copy of Amendment to Investment Advisory
                              Contract of Registrant; +
      ------------------------
+     All exhibits are being filed electronically.

6.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      15 on Form N-1A filed April 30, 1993. (File Nos. 33-3164 and 811-4577).
8.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      20 on Form N-1A filed June 7, 1994. (File Nos. 33-3164 and 811-4577).
9.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      21 on Form N-1A filed June 24, 1994. (File Nos. 33-3164 and 811-4577).
11.   Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      30 on Form N-1A filed June 29, 1998. (File Nos. 33-3164 and 811-4577).
12.   Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      32 on Form N-1A filed August 26, 1999.

              (e) (i)         Conformed copy of Exhibit C to
      Distributor's Contract of the Registrant; (8)
(ii)  Conformed copy of Exhibit D to Distributor's
                              Contract of the Registrant; (8)
                  (iii)       Conformed copy of Amendment to Distributor's
                              Contract of Registrant;  +
                  (iv)        The Registrant hereby incorporates the
      conformed copy of the specimen Mutual Funds                             Sales and
      Service Agreement; Mutual Funds                                   Service
      Agreement; and Plan/Trustee Mutual                                Funds Service
      Agreement from Item 24(b)(6) of                             the Cash Trust Series
      II Registration                                       Statement on Form N-1A,
      filed with the                                  Commission on July 24, 1995.
      (File Nos.  33-38550 and 811-6269);
              (f)             Not applicable;
              (g) (i)         Conformed copy of Custodian Agreement of
      the Registrant; (10)
                  (ii)        Conformed copy of Custodian Fee
                              Schedule; (11)
(iii) Conformed copy of Amendment to Custodian
                              Contract;  +
              (h) (i)         Conformed copy of Amended and Restated
      Agreement for Fund Accounting Services,
      Administrative Services, Shareholder Transfer                           Agency
      Services and Custody Services                                     Procurement; (11)
(ii)  Conformed copy of Amendment for Fund
                              Accounting Services, Administrative Services,
                              Shareholder Transfer Agency Services and Custody
                              Services Procurement;  +
                  (iii)       The Registrant hereby incorporates the conformed copy
                              of the Second Amended and Restated Services Agreement
                              from Item (h)(v) of the Investment Series Funds, Inc.
                              Registration Statement on Form N-1A, filed with the
                              Commission on January 23, 2002.        (File Nos.
                              33-48847 and 811-07021).
                  (iv)        Conformed copy of Amended and Restated
      Shareholder Services Agreement; (11)
                  (v)         Copy of Second Amended and Restated Shareholder Services
                              Agreement; +

+     All exhibits are being filed electronically.
8.    Response is incorporated by reference to Registrant's Post-Effective Amendment No. 20
      on Form N-1A filed June 7, 1994. (File Nos. 33-3164 and 811-4577).
10.   Response is incorporated by reference to Registrant's Post-Effective Amendment No. 24
      on Form N-1A filed June 23, 1995. (File Nos. 33-3164 and 811-4577).
11.   Response is incorporated by reference to Registrant's Post-Effective Amendment No. 30
      on Form N-1A filed June 29, 1998. (File Nos. 33-3164 and 811-4577).
                  (v)         The responses and exhibits described in Item
      23(e)(vi) are hereby incorporated by
      reference;
                  (vi)        The Registrant hereby incorporates by
      reference the conformed copy of the
      Shareholder Services Sub-Contract between
      Fidelity and Federated Shareholder Services                                   from
      Item 24(b)(9)(iii) of Federated GNMA                                    Trust
      Registration Statement on Form N-1A,                                    filed with
      the Commission on March 25, 1996.
                              (File Nos. 2-75670 and 811-3375);
              (i)             Conformed copy of Opinion and Consent of Counsel as to
      legality of shares being registered; (13)
              (j)             Conformed copy of Consent of Independent
      Public Accountants; +
              (k)             Not applicable;
              (l)             Not applicable;
              (m) (i)         Conformed copy of Distribution Plan of the
      Registrant; (5)
                  (ii)        Conformed copy of Exhibit B to Distribution
      Plan of the Registrant; (7)
                  (iii)       The responses described in Item 23(e)(vi) are
      hereby incorporated by reference;
              (n)             Copy of Multiple Class Plan of the Registrant; +
              (o) (i)         Conformed copy of Power of Attorney of the
      Registrant; (12)
                  (ii)        Conformed copy of Power of Attorney of Chief
      Investment Officer of the Registrant; (13)
                  (iii)       Conformed copy of Power of Attorney of
      Trustees of the Registrant; (13)
              (p)             The Registrant hereby incorporates the conformed copy of
      the Code of Ethics for Access Persons from Item 23 (p) of                     the
      Federated Managed Allocation Portfolios'
      Registration Statement on Form N-1A filed with the
      Commission on January 25, 2001.  (File Nos.  33-51247                         and
      811-7129).



+     All exhibits are being filed electronically.

5.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      12 on Form N-1A filed December 9, 1991. (File Nos. 33-3164 and 811-4577).
7.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      19 on Form N-1A filed October 12, 1993. (File Nos. 33-3164 and 811-4577).
12.   Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      31 on Form N-1A filed June 25, 1999. (File Nos. 33-3164 and 811-4577).
13.   Response is incorporated by reference to Registrant's Post-Effective Amendment No. 34
      on Form N-1A filed June 26, 2002.  (File Nos. 33-3164 and 811-4577).

Item 24. Persons Controlled by or Under Common Control with the Fund:
         ------------------------------------------------------------

         None

Item 25. Indemnification:   (4)
         ----------------



+     All exhibits are being filed electronically.

4.    Response is incorporated by reference to Registrant's Post-Effective Amendment No.
      11 on Form N-1A filed June 25, 1991. (File Nos. 33-3164 and 811-4577).


Item 26.     Business and Other Connections of Investment Adviser:

         For a description of the other business of the investment adviser, see the
         section entitled "Who Manages the Fund?" in Part A. The affiliations with
         the Registrant of four of the Trustees and one of the Officers of the
         investment adviser are included in Part B of this Registration Statement
         under "Who Manages and Provides Services to the Fund?"  The remaining
         Trustees of the investment adviser and, in parentheses, their principal
         occupations are:  Thomas R. Donahue, (Chief Financial Officer, Federated
         Investors, Inc.), 1001 Liberty Avenue, Pittsburgh, PA, 15222-3779 and Mark
         D. Olson (a principal of the firm, Mark D. Olson & Company, L.L.C. and
         Partner, Wilson, Halbrook & Bayard, P.A.), 800 Delaware Avenue, P.O. Box
         2305, Wilmington, DE  19899-2305.

         The remaining Officers of the investment adviser are:

         Executive Vice Presidents:          William D. Dawson, III
                                             Henry A. Frantzen
                                             J. Thomas Madden

         Senior Vice Presidents:             Stephen F. Auth
                                             Joseph M. Balestrino
                                             David A. Briggs
                                             Jonathan C. Conley
                                             Deborah A. Cunningham
                                             Michael P. Donnelly
                                             Linda A. Duessel
                                             Mark E. Durbiano
                                             James E. Grefenstette
                                             Robert M. Kowit
                                             Jeffrey A. Kozemchak
                                             Richard J. Lazarchic
                                             Susan M. Nason
                                             Mary Jo Ochson
                                             Robert J. Ostrowski
                                             Bernard J. Picchi
                                             Frank Semack
                                             Richard Tito
                                             Peter Vutz

         Vice Presidents:                    Todd A. Abraham
                                             J. Scott Albrecht
                                             Randall S. Bauer
                                             Nancy J.Belz
                                             G. Andrew Bonnewell
                                             Robert E. Cauley
                                             Ross M. Cohen
                                             Fred B. Crutchfield
                                             Lee R. Cunningham, II
                                             Alexandre de Bethmann
B.    Anthony Delserone, Jr.
                                             Donald T. Ellenberger
                                             Eamonn G. Folan
                                             Kathleen M. Foody-Malus
                                             Thomas M. Franks
                                             John T. Gentry
                                             David P. Gilmore
                                             Marc Halperin
                                             John W. Harris
                                             Patricia L. Heagy
                                             Susan R. Hill
                                             Nikola A. Ivanov
                                             William R. Jamison
                                             Constantine J. Kartsonas
                                             Nathan H. Kehm
                                             John C. Kerber
                                             Steven Lehman
                                             Marian R. Marinack
                                             Natalie F. Metz
                                             Thomas J. Mitchell
                                             Joseph M. Natoli
                                             John L. Nichol
                                             Mary Kay Pavuk
                                             Jeffrey A. Petro
                                             John P. Quartarolo
                                             Ihab L. Salib
                                             Roberto Sanchez-Dahl, Sr.
                                             Aash M. Shah
                                             Michael W. Sirianni, Jr.
                                             Christopher Smith
                                             Timothy G. Trebilcock
                                             Leonardo A. Vila
                                             Paige M. Wilhelm
                                             Richard M. Winkowski, Jr.
                                             Lori A. Wolff
                                             George B. Wright

         Assistant Vice Presidents:          Catherine A. Arendas
                                             Angela A. Auchey
                                             Nicholas P. Besh
                                             David Bruns
                                             Hanan Callas
                                             Regina Chi
                                             David W. Cook
                                             James R. Crea, Jr.
                                             Karol M. Crummie
                                             David Dao
                                             Richard J. Gallo
                                             Anthony Han
                                             Kathryn P. Heagy
                                             Carol B. Kayworth
                                             J. Andrew Kirschler
                                             Robert P. Kozlowski
                                             Ted T. Lietz, Sr.
                                             Monica Lugani
                                             Tracey L. Lusk
                                             Theresa K. Miller
                                             Bob Nolte
                                             Rae Ann Rice
                                             James W. Schaub
                                             Jennifer G. Setzenfand
                                             John Sidawi
                                             Diane R. Startari
                                             Kyle D. Stewart
                                             Mary Ellen Tesla
                                             Michael R. Tucker
                                             Steven J. Wagner

         Secretary:                          G. Andrew Bonnewell

         Treasurer:                          Thomas R. Donahue

         Assistant Secretaries:              C. Grant Anderson
                                             Leslie K. Ross

         Assistant Treasurer:                Denis McAuley, III

         The business address of each of the Officers of the investment adviser is
         Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, Pennsylvania
         15222-3779.  These individuals are also officers of a majority of the
         investment advisers to the investment companies in the Federated Fund
         Complex described in Part B of this Registration Statement.


Item 27.  Principal Underwriters:

          (a)     Federated Securities Corp. the Distributor for shares of the
                  Registrant, acts as principal underwriter for the following
                  open-end investment companies, including the Registrant:

Cash Trust Series II; Cash Trust Series, Inc.; CCMI Funds; Edward Jones Money Market
Fund; Edward Jones Tax-Free Money Market Fund; Federated Limited Duration Government
Fund, Inc.; Federated American Leaders Fund, Inc.; Federated ARMs Fund; Federated
Core Trust; Federated Core Trust II, L.P.; Federated Equity Funds; Federated Equity
Income Fund, Inc.; Federated Fixed Income Securities, Inc.; Federated Fund for U.S.
Government Securities, Inc.; Federated GNMA Trust; Federated Government Income
Securities, Inc.; Federated High Income Bond Fund, Inc.; Federated High Yield Trust;
Federated Income Securities Trust; Federated Income Trust; Federated Index Trust;
Federated Institutional Trust; Federated Insurance Series; Federated International
Series, Inc.; Federated Investment Series Funds, Inc.; Federated Managed Allocation
Portfolios; Federated Municipal Opportunities Fund, Inc.; Federated Municipal
Securities Fund, Inc.; Federated Municipal Securities Income Trust; Federated
Short-Term Municipal Trust; Federated Stock and Bond Fund, Inc.; Federated Stock
Trust; Federated Total Return Series, Inc.; Federated U.S. Government Bond Fund;
Federated U.S. Government Securities Fund: 1-3 Years; Federated U.S. Government
Securities Fund: 2-5 Years; Federated Total Return Government Bond Fund; Federated
Utility Fund, Inc.; Federated World Investment Series, Inc.; FirstMerit Funds;
Hibernia Funds; Independence One Mutual Funds; Intermediate Municipal Trust; Marshall
Funds; Money Market Obligations Trust; Regions Morgan Keegan Select Funds; RIGGS
Funds; SouthTrust Funds; The Wachovia Variable Insurance Funds; The Wachovia Funds;
The Wachovia Municipal Funds; and Vision Group of Funds.


         (b)

        (1)                             (2)                         (3)
Positions and Offices                                 Positions and Offices
  With Distributor                   Name                With Registrant
---------------------          -----------------      ----------------------

Chairman:                     Richard B. Fisher          Vice President

Director:                     Arthur L. Cherry

President-Institutional
Sales and Director:           John B. Fisher

Director, Executive Vice
Vice President and Assistant
Secretary:                    Thomas R. Donahue

President-Broker/Dealer
And Director:                 James F. Getz

Senior Vice Presidents:
                              Mark W. Bloss
                              Richard W. Boyd
                              Laura M. Deger
                              Peter W. Eisenbrandt
                              Theodore Fadool, Jr.
                              Christopher T. Fives
                              James S. Hamilton
                              James M. Heaton
                              Keith Nixon
                              Solon A. Person, IV
                              Ronald M. Petnuch
                              Timothy C. Pillion
                              Thomas E. Territ
                              Robert F. Tousignant

Vice Presidents:              Teresa M. Antoszyk
                              John B. Bohnet
                              Jane E. Broeren-Lambesis
                              David J. Callahan
                              Mark Carroll
                              Scott Charlton
                              Steven R. Cohen
                              Mary J. Combs
                              R. Edmond Connell, Jr.
                              Kevin J. Crenny
                              Daniel T. Culbertson
                              G. Michael Cullen
                              Marc C. Danile
                              Robert J. Deuberry
                              Ron Dorman
                              William C. Doyle
                              Donald C. Edwards
                              Timothy Franklin
                              Peter J. Germain
                              Joseph D. Gibbons
                              G. Tad Gullickson
                              Scott Gundersen
                              Dayna C. Haferkamp
                              Raymond J. Hanley
                              Vincent L. Harper, Jr.
                              Bruce E. Hastings
                              Charlene H. Jennings
                              Christopher L. Johnston
                              H. Joseph Kennedy
                              Stephen Kittel
                              Michael W. Koenig
                              Ed Koontz
                              Christopher A. Layton
                              Michael H. Liss
                              Michael R. Manning
                              Martin J. McCaffrey
                              Maurice W. McKinney
                              Amy Michaliszyn
                              Mark J. Miehl
                              Richard C. Mihm
                              Vincent T. Morrow
                              Alec H. Neilly
                              Thomas A. Peter III
                              Raleigh Peters
                              Robert F. Phillips
                              Richard A. Recker
                              Christopher Renwick
                              John Rogers
                              Brian S. Ronayne
                              Thomas S. Schinabeck
                              Edward J. Segura
                              Edward L. Smith
                              David W. Spears
                              John A. Staley
                              Colin B. Starks
                              Jeffrey A. Stewart
                              Timothy A. Rosewicz
                              Greg Spralding
                              William C. Tustin
                              Paul A. Uhlman
                              Richard B. Watts
                              G. Walter Whalen
                              Patrick M. Wiethorn
                              Edward J. Wojnarowski
                              Michael P. Wolff
                              Scott F. Wright

Assistant Vice Presidents:    Lisa Arcuri
                              Robert W. Bauman
                              Edward R. Bozek
                              Charles L. Davis, Jr.
                              Beth C. Dell
                              Jennifer Fetteroff
                              Renee L. Gebben
                              John T. Glickson
                              Ernest L. Linane
                              Lynn Sherwood-Long

Secretary:                    Kirk A. Montgomery

Treasurer:                    Denis McAuley, III

Assistant Secretaries:        Thomas R. Donahue
                              Timothy S. Johnson
                              Victor R. Siclari

The business address of each of the Officers of Federated Securities Corp. is
Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3779.

            (c)  Not applicable


Item 28.    Location of Accounts and Records:
            ---------------------------------

All accounts and records required to be maintained by Section 31(a) of the Investment
Company Act of 1940 and Rules 31a-1 through 31a-3 promulgated thereunder are
maintained at one of the following locations:

Registrant                                  Federated Investors Tower
                                            1001 Liberty Avenue
                                            Pittsburgh, PA 15222-3779
                                            (Notices should be sent to the Agent    for
service at the above address)

                                            Federated Investors Funds
                                            5800 Corporate Drive
                                            Pittsburgh, PA 15237-7000

Federated Shareholder Services Company      P.O. Box 8600
("Transfer Agent and Dividend               Boston, MA 02266-8600
Disbursing Agent")

Federated Services Company                  Federated Investors Tower
("Administrator")                           1001 Liberty Avenue
                                            Pittsburgh, PA  15222-3779

Federated Investment Management Company     Federated Investors Tower
("Adviser")                                 1001 Liberty Avenue
                                            Pittsburgh, PA  15222-3779

State Street Bank and Trust Company         P.O. Box 8600
("Custodian")                               Boston, MA 02266-8600

Item 29.    Management Services:  Not applicable.
            --------------------

Item 30.....Undertakings:

            Registrant hereby undertakes to comply with the provisions of Section 16(c) of
            the 1940 Act with respect to removal of Trustees and the calling of special
            shareholder meetings by shareholders.

                                      SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant, FEDERATED INCOME SECURITIES TRUST, certifies
that it meets all of the requirements for effectiveness of this Amendment to its
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and
has duly caused this Amendment to its Registration Statement to be signed on its
behalf by the undersigned, duly authorized, in the City of Pittsburgh and
Commonwealth of Pennsylvania, on the 26th day of June 2002.

                           FEDERATED INCOME SECURITIES TRUST

                  By: /s/ C. Grant Anderson
                      --------------------------------
                  C. Grant Anderson, Assistant Secretary
                  Attorney in Fact for John F. Donahue
                  June 26, 2002

    Pursuant to the requirements of the Securities Act of 1933, this Amendment to its
Registration Statement has been signed below by the following person in the capacity
and on the date indicated:

NAME                                TITLE                         DATE
----                                -----                         ----

By: /s/ C. Grant Anderson
    --------------------------
    C. Grant Anderson               Attorney In Fact              June 26, 2002
      ASSISTANT SECRETARY.....      For the Persons
                        ......      Listed Below

NAME                                TITLE

John F. Donahue*                    Chairman and Trustee

J. Christopher Donahue*             President and Trustee

William D. Dawson III*              Chief Investment Officer

Richard J. Thomas*                  Treasurer

Thomas G. Bigley*                   Trustee

John T. Conroy, Jr.*                Trustee

Nicholas P. Constantakis*           Trustee

John F. Cunningham*                 Trustee

Lawrence D. Ellis, M.D.*            Trustee

Peter E. Madden*                    Trustee

Charles F. Mansfield, Jr.*          Trustee

John E. Murray, Jr., J.D., S.J.D.*        Trustee

Marjorie P. Smuts*                  Trustee

John S. Walsh*                      Trustee

* By Power of Attorney